/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/190227.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, February 27, 2019, Vol. 23, No. 57 Headlines 1943 EASTERN PARKWAY: March 20 Plan Confirmation Hearing 1943 EASTERN: $675K Sale of Brooklyn Property Conditionally Okayed 2125 FLATBUSH: Disclosure Statement Hearing Moved to March 20 31801 VIA COYOTE: Voluntary Chapter 11 Case Summary 34 HOLDING: Secured Creditor Proposes Ch. 11 Plan of Liquidation 4J CUSTOM DESIGN: April 3 Plan Confirmation Hearing ACASTI PHARMA: Needs More Capital to Continue as Going Concern ACHAOGEN INC: Sabby Volatility Has 6.56% Stake as of Feb. 15 AEGEAN MARINE: Ct. OK's Revised Disclosures; March 26 Plan Hearing ALBANY EYE: Amends Information on Equity Holder's Interest ALTA MESA: Reports Preliminary Q4 and Full Year 2018 Results ALTICE USA: S&P Raises Issuer Credit Rating to BB-, Outlook Stable ASCOT FUND: Chapter 15 Case Summary AVADEL SPECIALTY: Seeks to Hire Cassel Salpeter Investment Banker AVADEL SPECIALTY: Seeks to Hire Epiq as Administrative Agent AVADEL SPECIALTY: Seeks to Hire Greenberg Traurig as Counsel AVADEL SPECIALTY: Seeks to Hire MCA as Financial Advisor AYTU BIOSCIENCE: Armistice Capital Has 16.1% Stake as of Feb. 5 AYTU BIOSCIENCE: Bigger Capital Has 1.3% Stake as of Dec. 31 AYTU BIOSCIENCE: CVI Investments is No Longer a Shareholder AYTU BIOSCIENCE: Highbridge Capital Has 2% Stake as of Dec. 31 AYTU BIOSCIENCE: Manchester Mgmt No Longer Owns Common Shares BANTEK INC: Pending Payment Obligations Cast Going Concern Doubt BARRENO ENTERPRISES: Voluntary Chapter 11 Case Summary BEARCAT ENERGY: Sale of Assets to Fund J. Edwards' Proposed Plan BEAUTY BRANDS: Committee Hires Kelley Drye as Lead Counsel BEAUTY BRANDS: Committee Hires Province as Financial Advisor BEAUTY BRANDS: Committee Seeks to Hire Saul Ewing as Counsel BEAVEX HOLDING: Proposes KEIP for 2 Senior Executives BRIAN G. MEEHAN: PCO Says Patient Care and Safety Remain Acceptable CAGUAS COPY: Seeks to Hire Carrasquillo CPA as Accountant CASELLA WASTE: S&P Raises ICR to 'BB-' on Improved Credit Metrics CELLECTAR BIOSCIENCES: Reports Add'l Results from CRL 131 Study CHARLOTTE RUSSE: Hires Cooley as General Bankruptcy Counsel CHARLOTTE RUSSE: Seeks to Hire A&G Realty as Real Estate Advisor CHARLOTTE RUSSE: Seeks to Hire Guggenheim as Investment Banker CHECKOUT HOLDING: Plan Declared Effective on Feb. 15 CITIUS PHARMACEUTICALS: Limited Capital Casts Going Concern Doubt CLEARWAY ENERGY: S&P Affirms 'BB' ICR After PG&E Files Bankruptcy CONSTELLATION ALPHA: Acquisition Plans Cast Going Concern Doubt DATASEA INC: Losses Since Inception Cast Going Concern Doubt DIRECTVIEW HOLDINGS: May Issue 48 Million Shares Under 2019 Plan DITECH HOLDING: Hires Ernst & Young as Auditor DITECH HOLDING: Seeks to Hire AlixPartners as Financial Advisor DITECH HOLDING: Seeks to Hire Houlihan Lokey as Investment Banker DITECH HOLDING: Seeks to Hire Protiviti as Business Consultant DJO FINANCE: Suspending Filing of Reports with the SEC DR. TIMOTHY W. GALLAGHER: Case Summary & Top Unsecured Creditors FG DINER: Unsecured Creditors to Receive 15% of Allowed Claims FULLBEAUTY BRANDS: Seeks to Hire PJT Partners as Investment Banker GREEN GROUP 11: Seeks to Hire Ira R. Abel as Attorney GUARDION HEALTH: Weinberg & Company Raises Going Concern Doubt GYMBOREE GROUP: Committee Hires Whiteford Taylor as Co-Counsel H N HINCKLEY: Proposes 3% Dividend to Unsecured Creditors HAWAIIAN EBBTIDE: Voluntary Chapter 11 Case Summary IDEANOMICS: Issues 4.5 Million Shares to SolidOpinion IMERYS TALC AMERICA: March 4 Meeting Set to Form Creditors' Panel IMERYS TALC AMERICA: March 4 Meeting Set to Form PI Claimants Panel INVESTVIEW INC: Dec. 31 Financial Results Cast Going Concern Doubt JAGUAR HEALTH: Adjourns Special Meeting Until February 28 KHRL GROUP: Case Summary & 20 Largest Unsecured Creditors LEAFBUYER TECHNOLOGIES: Further Losses Cast Going Concern Doubt MACK-CALI REALTY: S&P Cuts ICR to BB- on Sustained Contracting NOI MAREMONT CORP: Taps Cole Schotz as Delaware Co-Counsel MAREMONT CORP: Taps Kasowitz Benson as Special Counsel MESOBLAST LIMITED: Capital World Owns 8.5% of Ordinary Shares MIDATECH PHARMA: Shareholders Pass All Resolutions at Meeting MORGAN ADMINISTRATION: Exclusivity Period Extended Until April 23 MOUNTAIN HIGH: Accumulated Deficit Casts Going Concern Doubt MUNN WORKS: Creditor Seeks to Chapter 11 Trustee Appointment MYND ANALYTICS: Recurring Net Losses Cast Going Concern Doubt NANOVIRICIDES INC: Expected Losses Cast Going Concern Doubt NATURALSHRIMP INC: Capital Deficit Casts Going Concern Doubt NESCO LLC: S&P Raises ICR to CCC+ on Improved Near-Term Liquidity NEW ENGLAND MOTOR: Gets Approval to Hire Phoenix, Appoint CRO NYS ENERGY: Unsecureds to Get 74% Dividend in 60 Monthly Payments OPTEC INTERNATIONAL: Needs More Capital to Remain as Going Concern OUTLOOK THERAPEUTICS: Offering up to $57.5M Worth of Common Stock OXFORD ASSOCIATES: Discloses Purchase and Sale Agreement with BRG PARKER DRILLING: Barings Seeks Examiner Appointment PG&E CORP: Public Entities Oppose $5.5-Bil. DIP Financing Facility PRAIRIE SEEDS ACADEMY, MN: S&P Lowers Revenue Bond Rating to 'BB-' PROMISE HEALTHCARE: $35M Sale of Promise Health Assets Okayed QEP RESOURCES: S&P Lowers ICR to 'B+' on Announced Strategy RASNA THERAPEUTICS: Needs More Capital to Remain as Going Concern SAMSON OIL: Needs to Raise Funds to Continue as Going Concern SANCILIO PHARMACEUTICAL: Files Chapter 11 Plan of Liquidation SCIENTIFIC GAMES: Fine Capital Has 9.7% Stake as of Dec. 31 SCIENTIFIC GAMES: Nantahala Capital Has 8.8% Stake as of Dec. 31 SCIENTIFIC GAMES: Park West Has 0.4% Stake as of Dec. 31 SCIENTIFIC GAMES: Sylebra HK Has 9.4% Stake as of Dec. 31 SCIENTIFIC GAMES: Vanguard Group Has 5.4% Stake as of Dec. 31 SUNIVA INC: Chapter 11 Plan Incorporates Settlement with Lenders SYNERGY PHARMACEUTICALS: Wants to Name Joseph Farnan as Director THINGS REMEMBERED: Hires Mr. Duffy as CRO, Mr. Whitherell as CFO THINGS REMEMBERED: Hires Prime Clerk as Administrative Advisor THINGS REMEMBERED: Seeks to Hire Landis Rath Co-Counsel THINGS REMEMBERED: Taps Financial Advisor and Investment Banker TM VILLAGE: Proceeds from Sale Closing to Fund Proposed Plan TOTAL COMM SYSTEMS: Unsecured Claims Increased to $1.7MM TRIZ VENTURES: April 3 Plan Confirmation Hearing VERMILION ENERGY: S&P Lowers ICR to 'BB-' on Weaker Credit Metrics VIDANGEL INC: Seeks to Hire Call & Jensen as Special Counsel WASHINGTON PRIME: S&P Lowers ICR to 'BB', Outlook Negative WESTERN COMMUNICATIONS: Seeks to Hire Tonkon Torp as Counsel WESTERN ENERGY: S&P Alters Outlook to Negative, Affirms 'B' ICR WILLIAM ABRAHAM: Trustee's $187K Sale of El Paso Property Approved ********* 1943 EASTERN PARKWAY: March 20 Plan Confirmation Hearing -------------------------------------------------------- The Disclosure Statement explaining 1943 Eastern Parkway, LLC's Chapter 11 Plan is approved. A hearing to consider confirmation of the Plan, and any objections thereto, will be held before the Honorable Chief Judge Carla E. Craig, United States Bankruptcy Judge, at 271C Cadman Plaza E, Brooklyn, NY at 2:30 p.m., March 20, 2019 at 2:30 p.m. Objections, if any, to confirmation of the Plan be filed and served so as to be received no later than 5:00 p.m. on March 19, 2019. Class 3 - Unsecured Claims. Class 3 consists of the Allowed Unsecured Claims. The Bar Date for filing claims is October 10, 2018; and the Governmental Bar Date is October 9, 2018. Allowed Class 3 Claims will each be paid 100% on the Effective Date. Payments to holders of Allowed Claims under the Plan will be made by the Debtor or Reorganized Debtor (or directly from the Purchaser) or Bronson Law Offices, P.C., as disbursement agent from Cash of the reorganized Debtor on hand as of the Effective Date. A full-text copy of the Disclosure Statement dated February 19, 2019, is available at https://tinyurl.com/y52ger5s from PacerMonitor.com at no charge. About 1943 Eastern Parkway 1943 Eastern Parkway, LLC, is a single asset real estate company that owns land and a building at 1943 Eastern Parkway, Brooklyn, New York. 1943 Eastern Parkway sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-42043) on April 12, 2018. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $1 million and liabilities of less than $1 million. Judge Carla E. Craig presides over the case. 1943 EASTERN: $675K Sale of Brooklyn Property Conditionally Okayed ------------------------------------------------------------------ Judge Carla E. Craig of the U.S. Bankruptcy Court for the Eastern District of New York conditionally authorized 1943 Eastern Parkway, LLC's private sale of its sole asset, the real property located at 1943 Eastern Parkway, Brooklyn, New York to 1943 EP, LLC or another LLC to be formed for $675,000, subject to increase (not to exceed $820,000). The Sale Hearing was held on Feb. 6, 2019. The Contract of Sale is approved conditioned upon (1) the confirmation of a chapter 11 plan of reorganization providing for all claims against the Debtor to be paid in full or otherwise satisfied; and (2) on the Effective Date, all of the Debtor's creditors are paid in full, or their debts are satisfied. In the event there is a legitimate dispute as to the amount of any payment to creditors, a sufficient amount is escrowed with the Debtor's counsel for payment of such disputed amount. Upon confirmation of the plan of reorganization providing for all claims against the Debtor to be paid in full, and closing of the sale, the Debtor is authorized and directed to distribute, by itself or through its or the Purchaser's closing agents, the proceeds from the closing of the sale of the Property as follows: a. $628,061, plus $143 per diem from Dec. 22, 2018 through the date that funds are transferred (expected date of closing is March 14, 2019 and accordingly the per diem would be for 82 days or $11,692, for a total of $624,753, payable to 1943 Associates LLC, the secured creditor. In addition, any reasonable additional legal fees and costs incurred by the Secured Lien Holder will also be paid to the Secured Lien Holder, or if any portion of such legal fees and costs is disputed, such amount will be escrowed by the Debtor's counsel pending resolution by the Court; b. Outstanding Property taxes (and any adjustments due to Property taxes as is customary) estimated to be approximately $13,197, which amount will be fully determined at the closing of the Sale; c. Such other customary fees associated with the transfer and closing of the sale of the Property; d. Any unsecured creditors as set forth in the Debtor's Second Amended Plan of Reorganization; e. The Debtor’s general bankruptcy counsel, pursuant to a fee application to be filed with this Court and subject to notice and a hearing and as approved by the Court, will be paid out of the proceeds of the sale; and f. The balance to the Debtor which will be in an amount sufficient to pay the estimated U.S. Trustee Fees through closing of the Sale. The approval of the Sale is conditioned upon the Sale proceeds being sufficient to satisfy all obligations of the Debtor as set forth with a sufficient reserve to pay any additional administrative expenses that are incurred after the closing of the Sale. Pursuant to Bankruptcy Rules 6004(h) and 6006(d), the Order will be effective upon entry (and not stayed until the expiration of 14 days after entry of the order) and, upon confirmation of a chapter 11 plan of reorganization that provides for all claims against the Debtor to be paid in full, the Debtor and the Purchaser are authorized to close the Sale. About 1943 Eastern Parkway 1943 Eastern Parkway, LLC, is a single asset real estate company that owns land and a building at 1943 Eastern Parkway, Brooklyn, New York. 1943 Eastern Parkway sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-42043) on April 12, 2018. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of less than $1 million. Judge Carla E. Craig oversees the case. BRONSON LAW OFFICES, P.C., is the Debtor's counsel. 2125 FLATBUSH: Disclosure Statement Hearing Moved to March 20 ------------------------------------------------------------- According to an amended notice, a hearing will be held on March 20, 2019 2:30 p.m. (prevailing Eastern Time) before the Honorable Carla E. Craig to determine whether 2125 Flatbush Ave, Inc.'s disclosure statement explaining its plan of reorganization contains adequate information. Written objections to the disclosure statement must be filed and served no later than March 13, 2019 at 12:00 p.m.EST (Prevailing Time). About 2125 Flatbush Ave Inc. 2125 Flatbush Ave, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-43554) on June 20, 2018. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $1 million and liabilities of less than $500,000. Judge Carla E. Craig presides over the case. 31801 VIA COYOTE: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: 31801 Via Coyote LLC 3857 Birch St Ste 195 Newport Beach, CA 92660 Business Description: 31801 Via Coyote LLC is a Single Asset Real Estate Debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: February 25, 2019 Court: United States Bankruptcy Court Central District of California (Santa Ana) Case No.: 19-10666 Judge: Hon. Catherine E. Bauer Debtor's Counsel: Matthew D. Resnik, Esq. RESNIK HAYES MORADI, LLP 510 W. 6th St, Suite 1220 Los Angeles, CA 90014 Tel: (213) 572-0800 Fax: (213) 572-0860 E-mail: matt@rhmfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Andrew Fielder, managing member. The Debtor stated it has no unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/cacb19-10666.pdf 34 HOLDING: Secured Creditor Proposes Ch. 11 Plan of Liquidation ---------------------------------------------------------------- 34 W 128 Funding Inc., a secured creditor of 34 Holding Corp., proposes a Chapter 11 plan of liquidation and accompanying disclosure statement. The principal asset of the Debtor is a vacant, three-family investment property located at 34 West 128 Street, New York, NY 10027. As of the Petition Date, 34 Funding asserted a fully secured claim in the amount of $1,721,491.71 based on a final judgment of foreclosure and sale. As a fully secured claim and pursuant to the underlying note and mortgage, 34 Funding asserts that, pursuant to Section 506(b) of the Bankruptcy Code, 34 Funding's Claim continues to accrue interest, legal fees and expenses. Class 4 - General Unsecured Claims are impaired with estimated range of recovery 1% - 100%. The Debtor Scheduled only one General Unsecured Claims: Andrien George, which was Scheduled in the amount of $317,829 and was listed as disputed, contingent and unliquidated. As of the February 3, 2019, two unsecured proofs of claim were filed including Con Edison in the amount of $645.60 and Adrien George in the amount of $317,829.00. If 34 Funding is the Successful Bidder and the Property is transferred to 34 Funding pursuant only to its Credit Bid, then 34 Funding will fund the Creditor Fund in the amount of $25,000 will be used to pay Class 1 Claims, if any, up to in full and then Pro Rata to holders of Allowed Class 3 unsecured Claims and Allowed Class 4 Claims. Class 1 - Priority Claims are impaired with estimated range of recovery 100%. There were no other Priority Claims scheduled by the Debtor in the Schedules. To the extent such Claims exist and become Allowed Claims, they shall be paid Pro Rata up to in full from the Sales Proceeds, or, if 34 Funding is the Successful Bidder, from (i) 34 Funding up to $25,000 which 34 Funding will pay into a Creditor Fund, and (ii) any amounts that become available from the prosecution of any Avoidance Actions. The Plan Proponent does not believe there are any Priority Claims. The Plan Proponent is not aware of any Avoidance Actions. Class 2 - 34 Funding Secured Claim are impaired with estimated range of recovery up to 100%. 34 Funding is the stalking horse bidder in connection with the auction of the Property and the auction is the primary source of funding for the Plan. If 34 Funding is the winning bidder, it will pay all unclassified Claims in full on the Distribution Date including Administrative Claims and will fund the Creditor Fund with $25,000 for payment, along with Avoidance Action proceeds, if any, of Class 1, 3 and 4 Claims Pro Rata within each Class. If 34 Funding is outbid by a Cash bidder, the unclassified Claims and the Class 1, 2, 3 and 4 Claims will be paid from the Sales Proceeds and Avoidance Actions if any. If the Sales Proceeds are insufficient to pay Classes 1 and 3 in full after payment of Class 2, then 34 Funding will fund the Creditor Fund with $5,000, which will be used to pay Class 1 up to in full and Classes 3, and 4 Claims Pro Rata. Class 3 - Claim of Webster Business Credit Corp. are impaired with estimated range of recovery of 1%-100%. The Debtor Scheduled the Class 3 Claim in the disputed amount of $350,000 and listed it as second mortgage lien and judgment against the Property. In the event 34 Funding is the Successful Bidder and the Property is transferred to 34 Funding pursuant only to its Credit Bid, then there will be no cash Sales Proceeds above the Allowed 34 Funding Secured Claim thereby rendering the Webster Claim unsecured. In that event, the Allowed Claim of Webster will be paid after Class 1 Claims, if any, are paid in full, Pro Rata along with holders of Class 4 Claims, up to in full, from the Creditor Fund of $25,000 to be funded by 34 Funding along with Avoidance Action proceeds, if any. In the event that the Successful Bidder is a Cash bidder, then from the Sales Proceeds, after payment in full, on the Distribution Date, of the unclassified Allowed Claims in Articles II and III above, and payment of the Allowed 34 Funding Secured Claim, including any 34 Funding Administrative Claim, then to the extent the Webster Claim is an Allowed Secured Claim, Webster shall be paid in full up to its Allowed Secured Claim from the Sales Proceeds. Class 5 - Interests are impaired with estimated range of recovery of 0%-100%. In the event 34 Funding is the Successful Bidder and there are no Sales Proceeds for distribution, then 34 Funding shall fund the Creditor Fund in the amount of $25,000 for Pro Rata distributions within in each Class to Classes 1 first, and then Pro Rata to Classes 3 and 4 up to payment in full of all Allowed Claims in such Classes. Class 5 Interests shall only receive a distribution if Classes 1-4 are paid in full, subject to the terms hereof. Class 5 Interests shall receive excess Sales Proceeds after payment in full of all unclassified Claims set forth in Article II and III, and Classes 1, 2, 3, and 4 Claims are paid in full with interest at the Federal Judgment Rate, which is approximately 2.5%. Except as otherwise provided in the Plan or the Confirmation Order all Cash necessary for Debtor to make distributions and payments required under the Plan to Holders of Allowed Claims will be paid by the Plan Administrator from the proceeds of the Auction and sale of the Property and/or recoveries from Avoidance Actions and Causes of Action as required. Notwithstanding the foregoing, if 34 Funding is the Successful Bidder based on a credit bid and the bankruptcy estate is determined administratively insolvent, the Administrative Expense Claims shall be paid in full by 34 Funding. A full-text copy of the Disclosure Statement dated February 19, 2019, is available at https://tinyurl.com/y5ovnkdd from PacerMonitor.com at no charge. Attorneys for 34 W 128 Funding Inc: Gary O. Ravert, Esq. RAVERT PLLC 116 West 23rd Street, Suite 500 New York, NY 10011 Tel: (646) 966-4770 Fax: (917) 677-5419 About 34 Holding Corp. Based in White Plains, New York, 34 Holding Corp., a privately held company engaged in activities related to real estate, filed a voluntary Chapter 11 Petition (Bankr. S.D.N.Y. Case No. 18-23408) on September 11, 2018, and is represented by Amanda Medina, Esq., at Norfolk, Connecticut. The case is assigned to Judge Robert D. Drain. At the time of filing, the Debtor had $1 million to $10 million in estimated assets and liabilities. The petition was signed by Jeffrey I. Klein, president. The Debtor lists Adrian George as its sole unsecured creditor holding a claim of $317,829. 4J CUSTOM DESIGN: April 3 Plan Confirmation Hearing --------------------------------------------------- The Bankruptcy Court has conditionally approved the disclosure statement explaining the small business Chapter 11 plan of 4 J Custom Design, Inc., and scheduled the confirmation hearing for April 3, 2019 at 09:00 AM. CLASS 3 - General Unsecured Creditors: General unsecured claims whose claims are more than $1,000.00. The following creditors are not secured by property of the estate. The total of claims relating to this class are $78,470.60. General unsecured Creditors are impaired. On the consummation date, the entire Class 3 claimants and creditors shall receive from the Debtor a non-negotiable, non-interest bearing promissory note, dated as of the Effective Date, providing for a total amount of $10,000.00 plus 4% annual interest which shall be payable in consecutive monthly installments of $184.17 during a period of five (5) years, starting on the Effective Date; with a monthly pro-rata distribution among all members of this Class 3. CLASS 2 - Special Class - General Unsecured Creditors. This class shall consist of the general unsecured creditors with a claim of $1,000.00 or less. The following creditors are not secured by property of the estate and are not entitled to priority under § 507 (a) of the Code. The total amount of claims in this class is $2,410.81. Centro de Recaudaciones de Ingresos Municipales (CRIM) (Claim 2) are impaired with amount owed $805.97. The Debtor will pay 50% of claim within 12 months counting from the effective date. The expected effective date is May 2019 or 60 days after plan confirmation date Order, No interest will be paid. Banco Popular de Puerto Rico - Special Loans (Claim 3) are impaired with amount owed $497.00. Debtor will pay 50% of claim within 12 months counting from the effective date. The expected effective date is May 2019 or 60 days after plan confirmation date Order. No interest will be paid.. CLARO (Claim 3) are impaired with amount owed $632.32. The Debtor will pay 50% of claim within 12 months counting from the effective date. The expected effective date is May 2019 or 60 days after plan confirmation date Order. No interest will be paid. Quality Water Service (No Claim was filed) are impaired with amount owed $475.52. The Debtor will pay 50% of claim within 12 months counting from the effective date. The expected effective date is May 2019 or 60 days after plan confirmation date Order. No interest will be paid. Class 4 - Equity interest holders are impaired. Equity Security Interest Holders will not receive any cash dividend throughout this plan. Moreover, any payment on their behalf is subordinated to full payment of the allowed claims as detailed in this plan. The Plan will be implemented as required under Section 1123 (a) (5) of the Bankruptcy Code with the daily operations of the business and its resulting operating cash flows. The Debtor will retain property of the estate to operate its business and produce cash flow for the execution of the Plan. A full-text copy of the Disclosure Statement dated February 19, 2019, is available at https://tinyurl.com/y3kphbab from PacerMonitor.com at no charge. About 4J Custom Design Inc. 4J Custom Design Inc., filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 18-05704) on Sept. 28, 2018, estimating under $1 million in assets and liabilities. Jaime Rodriguez Perez, Esq., at Hatillo Law Office, PSC, is the Debtor's counsel. ACASTI PHARMA: Needs More Capital to Continue as Going Concern -------------------------------------------------------------- Acasti Pharma Inc. filed its Form 6-K, disclosing a net loss and total comprehensive loss of CAD4,610,000 on CAD0 of revenue for the three months ended Dec. 31, 2018, compared to a net loss and total comprehensive loss of CAD6,079,000 on CAD0 of revenue for the same period in 2017. At Dec. 31, 2018 the Company had total assets of CAD59,658,000, total liabilities of CAD29,034,000, and CAD30,624,000 in total stockholders' equity. Chief Executive Officer Jan D'Alvise states, "The Corporation has incurred operating losses and negative cash flows from operations since inception. The Corporation's current assets of $47.7 million as at December 31, 2018 include cash and cash equivalents and marketable securities totalling $45.6 million, mainly generated by the net proceeds from the recent Public Offerings. The Corporation's current liabilities total $13.9 million at December 31, 2018 and are comprised primarily of amounts due to or accrued for creditors. Following the October 2018 financings the Corporation expects that the total of the funds raised will be able to fund the completion of the TRILOGY phase 3 clinical trials. Management projects that additional funds will be needed in the future for activities necessary to prepare for commercial launch, including the scale up of our manufacturing operations, the completion of the potential regulatory (NDA) submission package (assuming positive Phase 3 clinical results), and the expansion of business development and US commercial launch activities. Mr. D'Alvise further states, "The Corporation is working towards development of strategic partner relationships, as well as actively seeking additional non-dilutive funds in the future, but there can be no assurance as to when or whether Acasti will complete any strategic collaborations or succeed in identifying non-dilutive funding sources. Consequently, the Corporation may need to raise additional equity capital in the future to fund these activities. In particular, raising additional capital is subject to market conditions and is not within the Corporation's control. If the Corporation does not raise additional funds or find one or more strategic partners, it may not be able to realize its assets and discharge its liabilities in the normal course of business. As a result, there exists a material uncertainty that casts substantial doubt about the Corporation's ability to continue as a going concern and, therefore, realize its assets and discharge its liabilities in the normal course of business." A copy of the Form 6-K is available at: https://is.gd/nEdpzG Laval, Quebec, Canada-based Acasti Pharma Inc. is an emerging biopharmaceutical company focused on the research, development and commercialization of new krill oil-based forms of omega-3 phospholipid therapies for the treatment and prevention of certain cardiometabolic disorders, in particular abnormalities in blood lipids, also known as dyslipidemia. Because krill feeds on phytoplankton (diatoms and dinoflagellates), it is a major source of phospholipids and polyunsaturated fatty acids, mainly eicosapentaenoic acid (EPA) and docosahexaenoic acid (DHA), which are two types of omega-3 fatty acids well known to be beneficial for human health. ACHAOGEN INC: Sabby Volatility Has 6.56% Stake as of Feb. 15 ------------------------------------------------------------ Sabby Volatility Warrant Master Fund, Ltd. disclosed in a Schedule 13G filed with the Securities and Exchange Commission that as of Feb. 15, 2019, it beneficially owns 4,149,000 shares of common stock of Achaogen, Inc., which represents 6.56 percent of the shares outstanding. Sabby Management, LLC and Hal Mintz each beneficially own 4,149,000 shares of the Common Stock, representing approximately 6.56% of the Common Stock. Sabby Management, LLC and Hal Mintz do not directly own any shares of Common Stock, but each indirectly owns 4,149,000 shares of Common Stock. Sabby Management, LLC, a Delaware limited liability company, indirectly owns 4,149,000 shares of Common Stock because it serves as the investment manager of Sabby Volatility Warrant Master Fund, Ltd. Mr. Mintz indirectly owns 4,149,000 shares of Common Stock in his capacity as manager of Sabby Management, LLC. A full-text copy of the regulatory filing is available at: https://is.gd/synd5l About Achaogen, Inc. South San Francisco, California-based Achaogen, Inc. -- http://www.achaogen.com/-- is a biopharmaceutical company committed to the discovery, development, and commercialization of novel antibacterials to treat multi-drug resistant gram-negative infections. Achaogen's first commercial product is ZEMDRI, for the treatment of adults with complicated urinary tract infections, including pyelonephritis. The Achaogen ZEMDRI program was funded in part with federal funds from the Biomedical Advanced Research and Development Authority (BARDA). The Company is currently developing C-Scape, an orally-administered beta-lactam/beta-lactamase inhibitor combination, which is also supported by BARDA. C-Scape is investigational, has not been determined to be safe or efficacious, and has not been approved for commercialization. Achaogen incurred a net loss of $125.6 million in 2017, a net loss of $71.22 million in 2016, and a net loss of $27.09 million in 2015. As of Sept. 30, 2018, Achaogen had $97.30 million in total assets, $62.51 million in total liabilities, $10 million in contingently redeemable common stock, and $24.78 million in total stockholders' equity. As of Sept. 30, 2018, the Company had working capital of $41.0 million and unrestricted cash, cash equivalents and short-term investments of $58.2 million. On Nov. 5, 2018, the Company announced that it has begun a review of strategic alternatives to maximize shareholder value, including but not limited to the potential sale or merger of the Company or its assets. The Company may be unable to identify or execute such strategic alternatives for it, and even if executed such strategic alternatives may not enhance stockholder value or its financial position. The Company also announced on Nov. 5, 2018 a restructuring of its organization to preserve cash resources which is expected to reduce total operating expenses by approximately 35-40 percent, excluding one-time charges. The restructuring is expected to be largely completed before the end of 2018. The restructuring is designed to focus the Company's cash resources on the continued successful launch of ZEMDRI and advancing C-Scape. These estimates are subject to a number of assumptions, and actual results may differ. The Company may also incur additional costs not currently contemplated due to events that may occur as a result of, or that are associated with, the restructuring. "Based on our available cash resources, which exclude restricted cash and $25.0 million which will be collateralized in connection with the SVB Loan Agreement if our cash balance falls below a certain threshold, we believe we have sufficient funds to support current planned operations through the middle of the first quarter of 2019. This condition results in the assessment that there is substantial doubt about our ability to continue as a going concern," the Company said in its Quarterly Report for the period ended Sept. 30, 2018. AEGEAN MARINE: Ct. OK's Revised Disclosures; March 26 Plan Hearing ------------------------------------------------------------------ Bankruptcy Judge Michal E. Wiles approved Aegean Marine Petroleum Network Inc. and affiliates' revised disclosure statement dated Feb. 15, 2019 as providing adequate information. The confirmation objection deadline and voting deadline is March 19, 2019, at 4:00 p.m. prevailing Eastern time. The confirmation hearing date is March 26, 2019, at 2:00 p.m. prevailing Eastern time. The revised disclosure statement provides that the Debtors expressly reserve the right to seek the imposition of the Third Party Release on a non-consensual basis in accordance with applicable law as part of Confirmation. If the Debtors elect to do so, the Debtors intend to present evidence at the Confirmation Hearing to support such relief requested. A redlined copy of the Revised Disclosure Statement dated Feb. 15, 2019 is available at https://is.gd/CR1MOU from Pacermonitor.com at no charge. About Aegean Marine Petroleum Network Aegean Marine Petroleum Network Inc. -- http://www.ampni.com/-- is an international marine fuel logistics company that markets and physically supplies refined marine fuel and lubricants to ships in port and at sea. The Company procures product from various sources (such as refineries, oil producers, and traders) and resells it to a diverse group of customers across all major commercial shipping sectors and leading cruise lines. Currently, Aegean has a global presence in more than 30 markets and a team of professionals ready to serve its customers wherever they are around the globe. Aegean Marine Petroleum Network Inc., et al., sought bankruptcy protection on Nov. 6, 2018 (Bankr. D. Del. Lead Case No. Case No. 18-13374). The jointly administered cases are pending before Judge Hon. Michael E. Wiles. In the petition signed by Spyridon Fokas, general counsel and secretary, Aegean Marine estimated assets of $1 billion to $10 billion and total liabilities of $500 million to $1 billion. The Debtors tapped Kirkland & Ellis International LLP as general counsel; Moelis & Company as Financial Advisor; Ernst & Young LLP, as restructuring advisor; Epiq Bankruptcy Solutions, LLC, as claims agent. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors on Nov. 15, 2018. The committee tapped Akin Gump Strauss Hauer & Feld LLP as its legal counsel. ALBANY EYE: Amends Information on Equity Holder's Interest ---------------------------------------------------------- Albany Eye Physicians & Surgeons, P.C., d/b/a Stasior & Stasior Eye Care filed its third amended combined disclosure statement and plan of reorganization to amend information regarding Dr. Orkan Stasior's equity interest. This latest filing provides that Dr. Stasior will receive 100% of the shareholder interest in the reorganized Debtor on account of payment of the sum of $1,000. A redlined copy of the Third Amended Disclosure Statement is available at https://is.gd/tCTtju from Pacermonitor.com at no charge. About Albany Eye Physicians & Surgeons Albany Eye Physicians & Surgeons, P.C., which conducts business under the name Stasior & Stasior Eye Care, filed a Chapter 11 bankruptcy petition (Bankr. N.D.N.Y. Case No. 18-10626-1) on April 11, 2018. In the petition signed by Orkan Stasior, president, the Debtor estimated assets of less than $100,000 and debts of less than $500,000. The Debtor hired Nolan & Heller, LLP as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. Krystal A. Curley was appointed as the patient care ombudsman for the Debtor pursuant to Section 333(a)(1) of the Bankruptcy Code. ALTA MESA: Reports Preliminary Q4 and Full Year 2018 Results ------------------------------------------------------------ Alta Mesa Resources, Inc. announced its 2019 outlook, preliminary fourth quarter 2018 production and volume results and certain other full year 2018 unaudited financial and operational results for its subsidiaries, Alta Mesa Holdings, LP and Kingfisher Midstream, LLC. The previously announced call for Feb. 26, 2019 will be rescheduled and held after the Annual Report on Form 10-K for the year ended Dec. 31, 2018 has been filed. Additionally, an updated investor presentation has been posted to the Company's website at www.altamesa.net. Key Updates: * 2019 upstream capital program of $190 to $210 million is expected to deliver full year 2019 average production of 29,500 to 31,500 BOE per day (45% oil, 70% liquids) * 2019 midstream capital program of $55 to $60 million is expected to deliver $55 to $60 million of 2019 Kingfisher Midstream Adjusted EBITDA * Q4-18 net production was approximately 37,600 BOE per day (50% oil, 73% liquids) and December net production was approximately 39,100 BOE per day (50% oil, 74% liquids) * Year-end 2018 proved reserves were 158 MMBOE (44% Proved Developed) James Hackett, executive chairman of the Board and interim chief executive officer of the Company commented: "The Company has been diligent in reducing activity levels and taking the initial steps to right-size the cost structure for the current commodity environment and business outlook. We've set an initial capital plan that will allow us to test the spacing of infill wells that we think will provide a better optimized balance of returns and drilling inventory going forward. The plans announced today are flexible and can be accelerated or reduced as results and commodity prices dictate." 2019 Outlook: Alta Mesa Upstream 2019 Outlook: Alta Mesa Upstream entered 2019 with six rigs actively working but reduced the active rig count to zero by the end of January. Year-to-date in 2019, Alta Mesa Upstream has brought eight wells on production. These came on production during January and February as completions activity focused on wells that were in process at year-end 2018. The Company has identified an additional 16 drilled and uncompleted wells that it intends to have on production by the end of the second quarter of 2019. In late February, Alta Mesa Upstream began taking steps to resume drilling operations. Alta Mesa Upstream expects to utilize two rigs for March, April and May of 2019 and three rigs from June through December of 2019. The capital forecasts and production outlook in the table below reflect these assumptions. The Company continues to monitor well costs, well productivity and commodity prices and has significant flexibility to modify the drilling plans going forward. The overhead guidance below does not reflect any potential severance or other costs associated with the Company's recent reduction in force. 2019 upstream activity will be focused on drilling and completing wells at a density of four to five wells per section. Alta Mesa Upstream will target drilling three infill wells in sections with an existing unit well and five wells in sections with no wells yet drilled. The drilling and completion designs for 2019 are targeting $3.2 to $3.5 million per developed well. The lower costs compared to 2018 will be driven by returning to gas lift as the primary lift method, reverting to a completions design more in line with the Company's 2017 well designs, which had fewer stages, and capturing service cost savings from the re-bidding of services in the current market. Kingfisher Midstream 2019 Outlook: The 2019 outlook for Kingfisher Midstream is based on the expected activities of Alta Mesa Upstream and third-party customers already under contract. Kingfisher Midstream expects such third-parties to utilize an average of two to three rigs on the dedicated acreage. Capital for 2019 will be focused on well connects and plant upgrades that will provide incremental value to upstream customers with regards to liquids sales points. Kingfisher Midstream has made the decision to suspend future investments in Cimarron Express Pipeline, LLC. The anticipated volumes from the currently dedicated acreage, and the resultant project economics, do not support additional investment in Cimarron Express at this time. The midstream capital guidance, assumes no further investment in the project. The overhead guidance below does not reflect any potential severance or other onetime costs associated with our recent reduction in force. Preliminary 2018 Capital Spending: Capital expenditures incurred for Alta Mesa Resources were $782 million for Feb. 9, 2018 through Dec. 31, 2018. $695 million and $87 million of those capital expenditures were for Alta Mesa Upstream and Kingfisher Midstream respectively. These capital expenditure figures do not include $98 million associated with Kingfisher Midstream's acquisition of the produced water business from Alta Mesa Upstream during Q4-18. Alta Mesa Upstream also incurred capital expenditures of $43 million from Jan. 1, 2018 through Feb. 8, 2018. In total for 2018, Alta Mesa Upstream capital expenditures were $738 million. Balance Sheet Update: As of Dec. 31, 2018, Alta Mesa Resources had debt with a total face value of $835 million and cash of $27 million. Alta Mesa Upstream's total debt was $661 million, comprised of $161 million drawn on the its credit facility and $500 million of senior notes. Kingfisher Midstream's total debt was $174 million comprised entirely of borrowings under its credit facility. The current face value of total debt for Alta Mesa Resources is $961 million. Since year-end, Alta Mesa Upstream has borrowed an additional $117 million under its credit facility, bringing total borrowings under that facility to $278 million. Kingfisher Midstream has borrowed an additional $9 million since year-end bringing its total borrowings to $183 million. The Company made the incremental borrowings in 2019 principally based on the reduction in negative working capital attendant to the ramp down near year-end 2018. As of Dec. 31, 2018, Alta Mesa Upstream and Kingfisher Midstream were in compliance with the financial covenants contained in their respective debt agreements. Year-End 2018 Reserves: Alta Mesa Upstream's year-end 2018 total estimated proved reserves were 158 MMBOE, a 13% reduction from year-end 2017. The proved reserves were 44% proved developed and 67% liquids, when computed on a percentage of total estimated proved reserves. The reduction in proved reserves was driven primarily by revisions to the assumptions around the recovery for proven undeveloped drilling locations. Corporate Items: Alta Mesa Resources has determined that it had an ineffective internal control over financial reporting due to an identified material weakness in both the design of its controls and the execution of its control procedures. As a result of this determination, the Company is performing extensive additional analyses and other procedures to ensure that its consolidated financial statements to be included in the Annual Report are prepared in accordance with US GAAP. Accordingly, the Company expects it will need to file a Form 12b-25, Notification of Late Filing, with the Securities and Exchange Commission indicating a delay in the filing of its Annual Report. The extension period provided by Form 12b-25 will give the Company until March 18, 2019 to file its Annual Report. While the Company is targeting that timeframe, there can be no assurance that the Company will complete the preparation and filing of the Annual Report within the extension period. Alta Mesa Resources expects to record material, non-cash asset impairment charges to both of its upstream and midstream segments in the fourth quarter of 2018. The Company does not expect the impairment charge to have any impact on future operations, its liquidity, cash flows from operating activities, or affect compliance with provisions set forth in its debt instruments. The impairment charge will reduce future depreciation, depletion and amortization expense. The impairment expense is estimated to be approximately $2.0 billion for the upstream segment and approximately $1.1 billion for the midstream segment. The Company did not complete any repurchases under its previously announced $50 million share repurchase program during the fourth quarter of 2018. Repurchases are done at the Company's discretion in accordance with applicable securities laws from time to time in open market or private transactions. A full-text copy of the press release is available for free at: https://is.gd/gRFPuI About Alta Mesa Headquartered in Houston, Texas, Alta Mesa Holdings, LP -- http://www.altamesa.net/-- is an independent energy company focused on the development and acquisition of unconventional oil and natural gas reserves in the Anadarko Basin in Oklahoma and provides midstream energy services, including crude oil and gas gathering, processing and marketing to producers in the STACK play region through Kingfisher Midstream, LLC. Alta Mesa reported a net loss of $77.66 million for the year ended Dec. 31, 2017, compared to a net loss of $167.9 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, Alta Mesa had $2.95 billion in total assets, $916.07 million in total liabilities, and $2.04 billion in total partners' capital. * * * As reported by the TCR on Feb. 26, 2019, Moody's Investors Service downgraded Alta Mesa Holdings, LP's (Alta Mesa) Corporate Family Rating (CFR) to Caa1 from B2. "The downgrade reflects Alta Mesa's heavy deficit funded development strategy in 2018 that resulted in very large projected negative free cash flow and raised concerns about capital efficiency and declining liquidity, as well as the sudden departure of Alta Mesa's long-standing senior management team," said Sajjad Alam, Moody's Senior Analyst. ALTICE USA: S&P Raises Issuer Credit Rating to BB-, Outlook Stable ------------------------------------------------------------------ Altice USA Inc. has steadily increased earnings through revenue growth and significantly improved profit margins, resulting in debt to EBITDA of 5.3x for the last 12 months ended Dec. 31, 2018, compared with S&P's upgrade trigger of 5.5x for a 'BB-' rating. At the same time, the company's subscriber metrics are relatively stable since Altice implemented its cost-cutting initiatives, with investments in place to help preserve and possibly increase market share. Thus, S&P Global Ratings is raising all ratings on Altice by one notch, including the issuer credit rating to 'BB-' from 'B+', reflecting strong operational performance, prudent capital investments, and a more conservative financial policy following the spinoff from Altice N.V. in 2018. The upgrade reflects a steadily improving credit profile following Altice USA's spinoff from Altice N.V. last year, which S&P believes removed the long-term threat that weakness at the parent's European operations could hurt its credit quality. Since then, the company improved profitability through significant cost savings and top-line growth, fueled by continued demand for high-speed internet connections. During the year, EBITDA margins expanded to 45% from 42% in 2017 as the company delayered management, eliminated nonessential operating expense and service agreements, and rationalized supplier relations. Importantly, management is reinvesting these operating expense savings into the business through a five-year fiber-to-the-home (FTTH) rollout and an enhanced all-in-one cable box, Altice One. S&P believes these investments could help protect market share while simultaneously reducing network maintenance, truck rolls, and service calls (though the pace of margin expansion will slow because of fewer opportunities to cut costs). The stable outlook reflects S&P's belief that Altice's EBITDA will increase by about 3% over the next year, but that the company will more aggressively return cash to shareholders or pursue acquisitions following about three years of deleveraging. Management's target range is 4.5x-5x debt to EBTIDA on a last two quarters annualized basis. "We could lower the rating if debt to EBITDA were to rise above 5.5x on a sustained basis. We believe this would most likely be caused by a more aggressive financial policy, including an all-debt-financed acquisition of more than $10 billion, which we view as unlikely," S&P said. S&P said it could raise the rating if leverage were to fall below 4.5x on a sustained basis. "We believe the company can achieve this through organic earnings growth by 2020," S&P said. "However, management would need to commit to keeping leverage below 4.5x for us to consider an upgrade." ASCOT FUND: Chapter 15 Case Summary ----------------------------------- Chapter 15 Debtor: Ascot Fund Limited Deloitte & Touche PO Box 1787 One Capital Place, Shedden Road Grand Cayman KY1-1109 Cayman Islands Business Description: Ascot Fund Limited is an exempted investment company incorporated in the Cayman Islands. Chapter 15 Petition Date: February 25, 2019 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Chapter 15 Case No.: 19-10594 Judge: Hon. Stuart M. Bernstein Foreign Representative: Michael Penner Citrus Grove (CG), 106 Goring Avenue George Town, Grand Cayman, KY1-1109 Cayman Islands Foreign Proceeding in Which Appointment of the Foreign Representative Occurred: In the Matter of Ascot Fund Ltd. (In Voluntary Liquidation), Cause No: FSD 3 of 2019 (IKJ) in the Grand Court of the Cayman Islands, Financial Services Division Foreign Representative's Counsel: Amelia Temple Redwood Starr, Esq. DAVIS POLK & WARDWELL LLP 450 Lexington Avenue New York, NY 10017 Tel: 212-450-4516 Fax: 212-701-5516 Email: astarr@davispolk.com amelia.starr@davispolk.com Estimated Assets: Unknown Estimated Debts: Unknown A full-text copy of the Chapter 15 petition is available for free at: http://bankrupt.com/misc/nysb19-10594.pdf AVADEL SPECIALTY: Seeks to Hire Cassel Salpeter Investment Banker ----------------------------------------------------------------- Avadel Specialty Pharmaceuticals, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire an investment banker. The Debtor proposes to employ Cassel Salpeter & Co., LLC to identify and evaluate candidates for any potential sale transaction; assist in the negotiation and consummation of the sale transaction; give advice concerning the divestiture of non-strategic assets; and provide other investment banking services. Cassel Salpeter received an initial cash fee in the amount of $100,000. In case the Debtor pursues a sale transaction on March 15, the firm will receive an additional $100,000 cash fee. In the event a sale transaction includes deferred or contingent payment, the Debtor will pay the firm a portion of the transaction fee relating thereto. If more than one sale transaction is consummated, the firm will be compensated based on the aggregate consideration of all transactions. James Cassel, chairman of Cassel Salpeter, 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: James S. Cassel Cassel Salpeter & Co., LLC 801 Brickell Avenue, Suite 1900 Miami, FL 33131 Office: 305.438.7701 Fax: 305.438.7710 Email: jcassel@cs-ib.com About Avadel Specialty Pharmaceuticals Avadel Specialty Pharmaceuticals, LLC, is a pharmaceutical company whose sole commercial product is the FDA-approved NOCTIVA. NOCTIVA is a prescription medicine nasal (nose) spray used in adults who wake up two or more times during the night to urinate due to a condition called nocturnal polyuria. The company is a special purpose entity and wholly owned subsidiary of Dublin, Ireland-based Avadel Pharmaceuticals plc (Nasdaq: AVDL). Avadel Specialty Pharmaceuticals sought Chapter 11 relief (Bankr. D. Del. Case No. 19-10248) on Feb. 6, 2019. The Debtor disclosed total assets of $79.67 million and liabilities of $167.39 million as of Dec. 31, 2018. The Hon. Christopher S. Sontchi is the case judge. The Debtor tapped Greenberg Traurig, LLP as counsel; MCA Financial Group, Ltd., as investment banker; and Epiq Corporate Restructuring, LLC, as claims and noticing agent. AVADEL SPECIALTY: Seeks to Hire Epiq as Administrative Agent ------------------------------------------------------------ Avadel Specialty Pharmaceuticals, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Epiq Corporate Restructuring, LLC, as its administrative agent. The firm will provide bankruptcy administrative services, which include coordinating the collection of data from the Debtor and its advisors; preparing an official ballot certification in case the Debtor files a Chapter 11 plan; testifying in support of the ballot tabulation results; and managing distributions pursuant to the plan. Epiq will charge these hourly fees for claim administration services: Clerical/Administrative Support $25 – $45 IT/Programming $65 – $85 Case Managers $70 – $165 Consultants/Directors/VPs $160 – $190 Solicitation Consultant $190 Executive VP, Solicitation $215 Executives No Charge Brian Karpuk, director of Epiq's Consulting Services, disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. Epiq can be reached through: Brian Karpuk Epiq Bankruptcy Solutions, LLC 777 Third Avenue, Third Floor New York, NY 10017 Phone: (646) 282-2523 About Avadel Specialty Pharmaceuticals Avadel Specialty Pharmaceuticals, LLC, is a pharmaceutical company whose sole commercial product is the FDA-approved NOCTIVA. NOCTIVA is a prescription medicine nasal (nose) spray used in adults who wake up two or more times during the night to urinate due to a condition called nocturnal polyuria. The company is a special purpose entity and wholly owned subsidiary of Dublin, Ireland-based Avadel Pharmaceuticals plc (Nasdaq: AVDL). Avadel Specialty Pharmaceuticals sought Chapter 11 relief (Bankr. D. Del. Case No. 19-10248) on Feb. 6, 2019. The Debtor disclosed total assets of $79.67 million and liabilities of $167.39 million as of Dec. 31, 2018. The Hon. Christopher S. Sontchi is the case judge. The Debtor tapped Greenberg Traurig, LLP as counsel; MCA Financial Group, Ltd., as investment banker; and Epiq Corporate Restructuring, LLC, as claims and noticing agent. AVADEL SPECIALTY: Seeks to Hire Greenberg Traurig as Counsel ------------------------------------------------------------ Avadel Specialty Pharmaceuticals, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Greenberg Traurig, LLP as its legal counsel. The firm will advise the Debtor of its powers and duties under the Bankruptcy Code; represent the Debtor in negotiation with its creditors; prepare a bankruptcy plan; assist the Debtor with any disposition of its assets; and provide other legal services in connection with its Chapter 11 case. Greenberg Traurig charges these hourly fees: Shareholders $340 - $1,090 Of Counsel $360 - $935 Associates $160 - $610 Legal Assistants/Paralegals $75 - $400 The principal attorneys proposed to handle the case are: Dennis Meloro $875 Paul Keenan Jr. $875 John Dodd $650 Sara Hoffman $650 Reginald Sainvil $415 In the 90 days prior to the petition date, Greenberg Traurig received $325,000 from the Debtor as advanced payment retainer. Paul Keenan Jr., Esq., a shareholder of Greenberg Traurig, 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: Dennis A. Meloro, Esq. Greenberg Traurig, LLP The Nemours Building 1007 North Orange Street, Suite 1200 Wilmington, DE 19801 Tel: 302-661-7000 Fax: 302-661-7360 Email: melorod@gtlaw.com - and - Paul J. Keenan Jr., Esq. John R. Dodd, Esq. Reginald Sainvil, Esq. Greenberg Traurig, LLP 333 S.E. 2nd Avenue, Suite 4400 Miami, FL 33131 Tel: (305) 579-0500 Fax: (305) 579-0717 Email: keenanp@gtlaw.com Email: doddj@gtlaw.com - and - Sara A. Hoffman, Esq. Greenberg Traurig, LLP The MetLife Building 200 Park Avenue New York, NY 10166 Tel: (212) 801-9200 Fax: (212) 801-6400 Email: hoffmans@gtlaw.com About Avadel Specialty Pharmaceuticals Avadel Specialty Pharmaceuticals, LLC is a pharmaceutical company whose sole commercial product is the FDA-approved NOCTIVA. NOCTIVA is a prescription medicine nasal (nose) spray used in adults who wake up two or more times during the night to urinate due to a condition called nocturnal polyuria. The company is a special purpose entity and wholly owned subsidiary of Dublin, Ireland-based Avadel Pharmaceuticals plc (Nasdaq: AVDL). Avadel Specialty Pharmaceuticals sought Chapter 11 relief (Bankr. D. Del. Case No. 19-10248) on Feb. 6, 2019. The Debtor disclosed total assets of $79.67 million and liabilities of $167.39 million as of Dec. 31, 2018. The Hon. Christopher S. Sontchi is the case judge. The Debtor tapped Greenberg Traurig, LLP as counsel; MCA Financial Group, Ltd. as investment banker; and Epiq Corporate Restructuring, LLC as claims and noticing agent. AVADEL SPECIALTY: Seeks to Hire MCA as Financial Advisor -------------------------------------------------------- Avadel Specialty Pharmaceuticals, LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire MCA Financial Group, Ltd., as its financial advisor. The firm will provide financial analysis in connection with the Debtor's Chapter 11 plan; prepare regular reporting to the bankruptcy court; assist in the sale of assets and the liquidation of the Debtor; and provide other financial advisory services in connection with the Debtor's Chapter 11 case. MCA will charge these hourly fees: Senior Managing Director $495 Managing Director $395 Director $295 Administrative/Research Personnel $125 During the 90 days prior to the Debtor's bankruptcy filing, the firm received a $50,000 retainer and $36,000 for payment of pre-bankruptcy fees and expenses incurred. MCA is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Keith Bierman MCA Financial Group, Ltd. 4909 North 44th Street Phoenix, AZ 85018 Voice: 602.710.2500 Fax: 480.247.4130 About Avadel Specialty Pharmaceuticals Avadel Specialty Pharmaceuticals, LLC is a pharmaceutical company whose sole commercial product is the FDA-approved NOCTIVA. NOCTIVA is a prescription medicine nasal (nose) spray used in adults who wake up two or more times during the night to urinate due to a condition called nocturnal polyuria. The company is a special purpose entity and wholly owned subsidiary of Dublin, Ireland-based Avadel Pharmaceuticals plc (Nasdaq: AVDL). Avadel Specialty Pharmaceuticals sought Chapter 11 relief (Bankr. D. Del. Case No. 19-10248) on Feb. 6, 2019. The Debtor disclosed total assets of $79.67 million and liabilities of $167.39 million as of Dec. 31, 2018. The Hon. Christopher S. Sontchi is the case judge. The Debtor tapped Greenberg Traurig, LLP as counsel; MCA Financial Group, Ltd. as investment banker; and Epiq Corporate Restructuring, LLC as claims and noticing agent. AYTU BIOSCIENCE: Armistice Capital Has 16.1% Stake as of Feb. 5 --------------------------------------------------------------- Armistice Capital, LLC, Armistice Capital Master Fund Ltd. (the "Master Fund"), and Steven Boyd disclosed in a Schedule 13D filed with the Securities and Exchange Commission that as of Feb. 5, 2019, they beneficially own 2,000,000 shares of common stock of Aytu Bioscience, Inc., which represents 16.1 percent of the shares outstanding. The funds for the purchase of the 2,000,000 Shares beneficially owned by the Reporting Persons came from the working capital of the Master Fund, which is the direct owner of the Shares. The net investment costs (including commissions, if any) of the Shares beneficially owned by the Reporting Persons is approximately $2,980,000. No borrowed funds were used to purchase the Shares, other than any borrowed funds used for working capital purposes (including certain leverage arrangements) in the ordinary course of business. Armistice Capital is an investment adviser registered with the SEC that is principally engaged in the business of providing investment management services to private investment vehicles, including the Master Fund. The principal business address of Armistice Capital is 510 Madison Avenue, 7th Floor, New York, New York 10022. The Master Fund is principally engaged in the business of investing in securities. The principal business address of the Master Fund is c/o dms Corporate Services Ltd., 20 Genesis Close, P.O. Box 314, Grand Cayman KY1-1104, Cayman Islands. The board of directors of the Master Fund consists of Steven Boyd, Kevin A. Phillip and Gregory S. Bennett. Steven Boyd is the managing member of Armistice Capital and a director of the Master Fund. Mr. Boyd's business address is 510 Madison Avenue, 7th Floor, New York, New York 10022. A full-text copy of the regulatory filing is available for free at: https://is.gd/ddx2R5 About Aytu BioScience Englewood, Colorado-based Aytu BioScience, Inc. (OTCMKTS:AYTU) -- http://www.aytubio.com/-- is a commercial-stage specialty pharmaceutical company focused on global commercialization of novel products addressing significant medical needs. The company currently markets Natesto, the only FDA-approved nasal formulation of testosterone for men with hypogonadism, ZolpiMist, an FDA-approved, commercial-stage prescription sleep aid indicated for the short-term treatment of insomnia characterized by difficulties with sleep initiation, and recently acquired Tuzistra XR, the only FDA-approved 12-hour codeine-based antitussive oral suspension. Additionally, Aytu is developing MiOXSYS, a novel, rapid semen analysis system with the potential to become a standard of care for the diagnosis and management of male infertility caused by oxidative stress. MiOXSYS is commercialized outside of the U.S. where it is a CE Marked, Health Canada cleared, Australian TGA approved, Mexican COFEPRAS approved product, and Aytu is planning U.S.-based clinical trials in pursuit of 510k de novo medical device clearance by the FDA. Aytu's strategy is to continue building its portfolio of revenue-generating products, leveraging its focused commercial team and expertise to build leading brands within large, growing markets. Aytu Bioscience reported a net loss of $10.18 million for the year ended June 30, 2018, compared to a net loss of $22.50 million for the year ended June 30, 2017. As of Dec. 31, 2018, Aytu Bioscience had $42.39 million in total assets, $22.50 million in total liabilities, and $19.89 million in total stockholders' equity. EKS&H LLLP, in Denver, Colorado, the Company's auditor since 2015, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended June 30, 2018, citing that the Company has suffered recurring losses from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. AYTU BIOSCIENCE: Bigger Capital Has 1.3% Stake as of Dec. 31 ------------------------------------------------------------ Bigger Capital Fund, LP disclosed in a Schedule 13G/A filed with the Securities and Exchange Commission that as of Dec. 31, 2018, it beneficially owns (i) 105,545 shares of common stock issuable upon exercise of warrants purchased in March 2018 and December 31, (ii) 3,750 shares of Common Stock issuable upon exercise of warrants purchased in 2017. Bigger Capital beneficially owned approximately 1.3% of the outstanding shares of Common Stock. Bigger Capital Fund GP, LLC and Michael Bigger may also be deemed the beneficial owner of the shares of Common Stock issuable upon exercise of the March Warrants and 2017 Warrants. The March Warrants are only exercisable to the extent that the holder, together with its affiliates, would not beneficially own more than 4.99% (which limitation can be increased to 9.99%) of the outstanding Common Stock immediately after giving effect to the exercise, as such percentage ownership is determined in accordance with the terms of the March Warrants. The percentage is based on 8,634,102 shares of Common Stock outstanding as of Nov. 1, 2018, which is the total number of shares of Common Stock outstanding as reported in the Issuer's Form 10-Q for the quarter ended Sept. 30, 2018 filed with the SEC on Nov. 7, 2018, and assumes the exercise of the March Warrants and 2017 Warrants. A full-text copy of the regulatory filing is available for free at: https://is.gd/Z7Xa8a About Aytu BioScience Englewood, Colorado-based Aytu BioScience, Inc. (OTCMKTS:AYTU) -- http://www.aytubio.com/-- is a commercial-stage specialty pharmaceutical company focused on global commercialization of novel products addressing significant medical needs. The company currently markets Natesto, the only FDA-approved nasal formulation of testosterone for men with hypogonadism, ZolpiMist, an FDA-approved, commercial-stage prescription sleep aid indicated for the short-term treatment of insomnia characterized by difficulties with sleep initiation, and recently acquired Tuzistra XR, the only FDA-approved 12-hour codeine-based antitussive oral suspension. Additionally, Aytu is developing MiOXSYS, a novel, rapid semen analysis system with the potential to become a standard of care for the diagnosis and management of male infertility caused by oxidative stress. MiOXSYS is commercialized outside of the U.S. where it is a CE Marked, Health Canada cleared, Australian TGA approved, Mexican COFEPRAS approved product, and Aytu is planning U.S.-based clinical trials in pursuit of 510k de novo medical device clearance by the FDA. Aytu's strategy is to continue building its portfolio of revenue-generating products, leveraging its focused commercial team and expertise to build leading brands within large, growing markets. Aytu Bioscience reported a net loss of $10.18 million for the year ended June 30, 2018, compared to a net loss of $22.50 million for the year ended June 30, 2017. As of Dec. 31, 2018, Aytu Bioscience had $42.39 million in total assets, $22.50 million in total liabilities, and $19.89 million in total stockholders' equity. EKS&H LLLP, in Denver, Colorado, the Company's auditor since 2015, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended June 30, 2018, citing that the Company has suffered recurring losses from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. AYTU BIOSCIENCE: CVI Investments is No Longer a Shareholder ----------------------------------------------------------- CVI Investments, Inc., and Heights Capital Management, Inc., disclosed in a Schedule 13G/A filed with the Securities and Exchange Commission that as of Dec. 31, 2018, they have ceased to beneficially own shares of common stock of Aytu BioScience, Inc. Heights Capital, which serves as the investment manager to CVI Investments, may be deemed to be the beneficial owner of all Shares owned by CVI Investments. A full-text copy of the regulatory filing is available for free at: https://is.gd/w6LAZT About Aytu BioScience Englewood, Colorado-based Aytu BioScience, Inc. (OTCMKTS:AYTU) -- http://www.aytubio.com/-- is a commercial-stage specialty pharmaceutical company focused on global commercialization of novel products addressing significant medical needs. The company currently markets Natesto, the only FDA-approved nasal formulation of testosterone for men with hypogonadism, ZolpiMist, an FDA-approved, commercial-stage prescription sleep aid indicated for the short-term treatment of insomnia characterized by difficulties with sleep initiation, and recently acquired Tuzistra XR, the only FDA-approved 12-hour codeine-based antitussive oral suspension. Additionally, Aytu is developing MiOXSYS, a novel, rapid semen analysis system with the potential to become a standard of care for the diagnosis and management of male infertility caused by oxidative stress. MiOXSYS is commercialized outside of the U.S. where it is a CE Marked, Health Canada cleared, Australian TGA approved, Mexican COFEPRAS approved product, and Aytu is planning U.S.-based clinical trials in pursuit of 510k de novo medical device clearance by the FDA. Aytu's strategy is to continue building its portfolio of revenue-generating products, leveraging its focused commercial team and expertise to build leading brands within large, growing markets. Aytu Bioscience reported a net loss of $10.18 million for the year ended June 30, 2018, compared to a net loss of $22.50 million for the year ended June 30, 2017. As of Dec. 31, 2018, Aytu Bioscience had $42.39 million in total assets, $22.50 million in total liabilities, and $19.89 million in total stockholders' equity. EKS&H LLLP, in Denver, Colorado, the Company's auditor since 2015, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended June 30, 2018, citing that the Company has suffered recurring losses from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. AYTU BIOSCIENCE: Highbridge Capital Has 2% Stake as of Dec. 31 -------------------------------------------------------------- Highbridge Capital Management, LLC and 1992 MSF International Ltd. disclosed in a Schedule 13G/A filed with the Securities and Exchange Commission that as of Dec. 31, 2018, they beneficially own 177,774 shares of Common Stock issuable upon exercise of warrants of Aytu BioScience, Inc., which represents 2.02 percent of the shares outstanding. The percentage was calculated based upon 8,634,102 shares of Common Stock reported to be outstanding, as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended Sept. 30, 2018 filed with the SEC on Nov. 7, 2018, and assumes the exercise of the warrants. A full-text copy of the regulatory filing is available for free at: https://is.gd/EijOwD About Aytu BioScience Englewood, Colorado-based Aytu BioScience, Inc. (OTCMKTS:AYTU) -- http://www.aytubio.com/-- is a commercial-stage specialty pharmaceutical company focused on global commercialization of novel products addressing significant medical needs. The company currently markets Natesto, the only FDA-approved nasal formulation of testosterone for men with hypogonadism, ZolpiMist, an FDA-approved, commercial-stage prescription sleep aid indicated for the short-term treatment of insomnia characterized by difficulties with sleep initiation, and recently acquired Tuzistra XR, the only FDA-approved 12-hour codeine-based antitussive oral suspension. Additionally, Aytu is developing MiOXSYS, a novel, rapid semen analysis system with the potential to become a standard of care for the diagnosis and management of male infertility caused by oxidative stress. MiOXSYS is commercialized outside of the U.S. where it is a CE Marked, Health Canada cleared, Australian TGA approved, Mexican COFEPRAS approved product, and Aytu is planning U.S.-based clinical trials in pursuit of 510k de novo medical device clearance by the FDA. Aytu's strategy is to continue building its portfolio of revenue-generating products, leveraging its focused commercial team and expertise to build leading brands within large, growing markets. Aytu Bioscience reported a net loss of $10.18 million for the year ended June 30, 2018, compared to a net loss of $22.50 million for the year ended June 30, 2017. As of Dec. 31, 2018, Aytu Bioscience had $42.39 million in total assets, $22.50 million in total liabilities, and $19.89 million in total stockholders' equity. EKS&H LLLP, in Denver, Colorado, the Company's auditor since 2015, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended June 30, 2018, citing that the Company has suffered recurring losses from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. AYTU BIOSCIENCE: Manchester Mgmt No Longer Owns Common Shares ------------------------------------------------------------- Manchester Management Company, LLC and James E. Besser reported in a Schedule 13G/A filed with the Securities and Exchange Commission that as of Dec. 31, 2018, they have ceased to be beneficial owners of shares of common stock of Aytu BioScience, Inc. A full-text copy of the regulatory filing is available for free at: https://is.gd/XWXXxd About Aytu BioScience Englewood, Colorado-based Aytu BioScience, Inc. (OTCMKTS:AYTU) -- http://www.aytubio.com/-- is a commercial-stage specialty pharmaceutical company focused on global commercialization of novel products addressing significant medical needs. The company currently markets Natesto, the only FDA-approved nasal formulation of testosterone for men with hypogonadism, ZolpiMist, an FDA-approved, commercial-stage prescription sleep aid indicated for the short-term treatment of insomnia characterized by difficulties with sleep initiation, and recently acquired Tuzistra XR, the only FDA-approved 12-hour codeine-based antitussive oral suspension. Additionally, Aytu is developing MiOXSYS, a novel, rapid semen analysis system with the potential to become a standard of care for the diagnosis and management of male infertility caused by oxidative stress. MiOXSYS is commercialized outside of the U.S. where it is a CE Marked, Health Canada cleared, Australian TGA approved, Mexican COFEPRAS approved product, and Aytu is planning U.S.-based clinical trials in pursuit of 510k de novo medical device clearance by the FDA. Aytu's strategy is to continue building its portfolio of revenue-generating products, leveraging its focused commercial team and expertise to build leading brands within large, growing markets. Aytu Bioscience reported a net loss of $10.18 million for the year ended June 30, 2018, compared to a net loss of $22.50 million for the year ended June 30, 2017. As of Dec. 31, 2018, Aytu Bioscience had $42.39 million in total assets, $22.50 million in total liabilities, and $19.89 million in total stockholders' equity. EKS&H LLLP, in Denver, Colorado, the Company's auditor since 2015, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended June 30, 2018, citing that the Company has suffered recurring losses from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. BANTEK INC: Pending Payment Obligations Cast Going Concern Doubt ---------------------------------------------------------------- Bantek, Inc., f/k/a Drone USA, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $1,065,542 on $3,752,458 of sales for the three months ended Dec. 31, 2018, compared to a net loss of $1,300,573 on $4,433,060 of sales for the same period in 2017. At Dec. 31, 2018 the Company had total assets of $5,200,314, total liabilities of $14,910,176, and $9,709,862 in total stockholders' deficit. For the three months ended December 31, 2018, the Company has incurred a net loss of $1,065,542 and used cash in operations of $376,753. The working capital deficit, stockholders' deficit and accumulated deficit was $6,511,561, $9,709,862 and $20,696,834, respectively, at December 31, 2018. Furthermore, on April 13, 2017 the Company received a default notice on its payment obligations under the senior secured credit facility agreement, defaulted on its Note Payable - Seller in September 2017, and as of December 31, 2018 has received demands for payment of past due amounts from several consultants and service providers. Chief Executive Officer Michael Bannon and Chief Financial Officer Jeffery L. Garon state, "It is management's opinion that these matters raise substantial doubt about the Company's ability to continue as a going concern for a period of twelve months from the issuance date of this report. The ability of the Company to continue as a going concern is dependent upon management's ability to further implement its business plan and raise additional capital as needed from the sales of stock or debt. The Company has been implementing cost-cutting measures and restructuring or setting up payment plans with vendors and service providers and plans to raise equity through a private placement, and has restructured its secured obligations." A copy of the Form 10-Q is available at: https://is.gd/sldtD1 Bantek, Inc., an unmanned aerial vehicles (UAV) and related services and technology company, focuses on the distribution and integration of advanced low altitude UAV systems, services, and products worldwide. It also provides product procurement, distribution, and logistics services. In addition, the company offers drone operator training services; and licensed piloted services, such as search and rescue, utility inspection, real estate marketing, construction, engineering, and agriculture. Further, it supplies spare and replacement parts to various federal government agencies, military prime contractors, and commercial customers; and resells insulation jackets to cover mechanical system components, such as valves, steam traps, heat exchangers, flanges, and other mechanical system components. The company was formerly known as Drone USA, Inc. and changed its name to Bantek, Inc. in April 2018. Bantek, Inc. is headquartered in Pine Brook, New Jersey. BARRENO ENTERPRISES: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Barreno Enterprises, LLC dba Dickey's Barbecue Pit #809, #593, and #1247 464 Morning Star Drive Sonora, CA 95370 Business Description: Barreno Enterprises, LLC is a privately held company that owns and operates a chain of restaurants. The Company previously sought bankruptcy protection on March 26, 2018 (Bankr. E.D. Calif. Case No. 18-90196). Chapter 11 Petition Date: February 25, 2019 Court: United States Bankruptcy Court Eastern District of California (Modesto) Case No.: 19-90159 Judge: Hon. Ronald H. Sargis Debtor's Counsel: David C. Johnston, Esq. DAVID C. JOHNSTON 1600 G Street, Suite 102 Modesto, CA 95354 Tel: 209-579-1150 Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Albert R. Barreno, managing member. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/caeb19-90159.pdf BEARCAT ENERGY: Sale of Assets to Fund J. Edwards' Proposed Plan ---------------------------------------------------------------- John Keith Edwards filed a second amended disclosure statement in support of his proposed amended plan of reorganization dated Feb. 15, 2019. Class 6 under the plan consists of those unsecured creditors who hold Allowed Claims. The total amount of Class 6 Claims currently asserted against the estate is approximately $8,287,306, of which the Debtor disputes $7,569,332, leaving undisputed unsecured claims totaling $717,974. Of the disputed amount, $6,725,500 is a claim filed by Marcia Nebera. The amount owed by the Debtor to Nebera is governed by the parties' Separation Agreement, and will come out of the Cyril J. Edwards trusts. Thus, Nebera's distribution will not affect any other creditor. Class 6 claimants with allowed claims will receive a distribution of the principal amount of their claims on the earlier of: i) the date the Residence is sold or refinanced; ii) 60 days after Bearcat Energy's assets are sold; or iii) May 31, 2019. Funding for the Plan will be from income derived from sale or refinancing of the Debtor's residence. The Debtor believes that the Plan, as proposed, is feasible. The Plan depends upon a sale of Bearcat's assets. The Debtor believes that the Bearcat assets will sell because the intrinsic value of the assets is significantly greater than the purchase price. Edwards personally paid off $14 million of Bearcat's senior secured debt, so there is no senior secured lender in the Bearcat bankruptcy case. The cost reduction program and the restoration of the wells to production will yield $6 million after the first year and $11 million after the second year of operating cash flow. Significant synergies with other strategic assets in the area will continue to enhance the asset value which exceeds $50 million in proven value. The Bearcat asset sale will satisfy Aspen's claim, which will leave the Debtor with more than $2 million in equity in his Residence, easing the way for him to either refinance the debt or sell the Residence. A copy of the Second Amended Disclosure Statement is available at https://is.gd/6fkFCX from Pacermonitor.com at no charge. About Bearcat Energy Bearcat Energy LLC, owner of coal bed methane wells, equipment and related fixtures located in the State of Wyoming, filed a Chapter 11 petition (Bankr. D. Colo. Case No. 17-12011) on March 14, 2017. In the petition signed by CEO Keith J. Edwards, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities as of the bankruptcy filing. The Hon. Elizabeth E. Brown is the case judge. Kenneth J. Buechler, Esq., at Buechler & Garber, LLC, serves as bankruptcy counsel. An official committee of unsecured creditors has been appointed in the Debtor's case. BEAUTY BRANDS: Committee Hires Kelley Drye as Lead Counsel ---------------------------------------------------------- The Official Committee of Unsecured Creditors of Beauty Brands, LLC, and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Kelley Drye & Warren LLP as lead counsel to the Committee. The Committee requires Kelley Drye to: (a) advise the Committee with respect to its rights, duties and powers in these cases; (b) assist and advise the Committee in its consultations with the Debtors in connection with the administration of these cases; (c) assist the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors; (d) assist the Committee in connection with the proposed sale process; (e) assist the Committee in analyzing the claims of the Debtors' creditors; (f) advise and represent the Committee in connection with matters generally arising in these cases, including the Debtors' motion to incur DIP financing, conduct store closing sales, and sell substantially all of their assets; (g) appear before this Court, and any other federal, state or appellate court; (h) prepare, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, objections, and responses to any of the foregoing; and (i) perform such other legal services as may be required or are otherwise deemed to be in the interests of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules, or other applicable law. Kelley Drye will be paid at these hourly rates: Partners $760 to $925 Associates/Special Counsels $415 to $760 Paraprofessionals $275 to $290 Kelley Drye will also be reimbursed for reasonable out-of-pocket expenses incurred. Eric R. Wilson, a partner at Kelley Drye & Warren 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 (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. Kelley Drye can be reached at: Eric R. Wilson, Esq. Jason R. Adams, Esq. Lauren S. Schlussel, Esq. KELLEY DRYE & WARREN LLP 101 Park Avenue New York, NY 10178 Tel: (212) 808-7800 Fax: (212) 808-7897 E-mail: ewilson@kelleydrye.com jadams@kelleydrye.com lschlussel@kelleydrye.com About Beauty Brands Founded in 1995 and headquartered in Kansas City, Missouri, Beauty Brands, LLC, et al., operate specialty beauty stores under the trade name "Beauty Brands" that provide salon and spa services and retail and third-party branded beauty products. Beauty Brands -- https://www.beautybrands.com/ -- currently operate 58 retail locations in Kansas, Texas, Oklahoma, North Carolina, Arizona, Colorado, Illinois, Nebraska, Iowa, Indiana, Ohio, and Missouri, and an e-commerce business managed out of its distribution center located in Lenexa, Kansas. As of the Petition Date, the Company employed approximately 1,571 people. Beauty Brands, LLC, and two affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-10031) on Jan. 6, 2019. Beauty Brands estimated assets of $10 million to $50 million and liabilities of the same range. The Debtors tapped Ashby & Geddes, P.A., as counsel; Lazard Middle Market as investment banker; RAS Management Advisors, LLC as restructuring advisor; Hilco Merchant Resources, LLC, as sale and liquidation agent; and Donlin, Recano & Company, Inc., as claims and noticing agent. Andrew Vara, acting U.S. trustee for Region 3, on Jan. 14, 2019, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of Beauty Brands, LLC, and its affiliates. The Committee retained Kelley Drye & Warren LLP, as lead counsel; Saul Ewing Arnstein & Lehr LLP, as Delaware counsel; Province, Inc., as financial advisor. BEAUTY BRANDS: Committee Hires Province as Financial Advisor ------------------------------------------------------------ The Official Committee of Unsecured Creditors of Beauty Brands, LLC, and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Province, Inc., as financial advisor to the Committee. The Committee requires Province to: a. familiarize with and analyze the Debtors' DIP budget, assets and liabilities, and overall financial condition; b. review financial and operational information furnished by the Debtors to the Committee; c. monitor the financial performance of the Debtors, including the store liquidation process; d. monitor the going concern sale process, interfacing with the Debtors' professionals, and advise the Committee regarding the process; e. assess the Debtors' various pleadings and proposed treatment of unsecured creditor claims therefrom; f. prepare, or review as applicable, avoidance action and claim analyses; g. assist the Committee in reviewing the Debtors' financial reports, including, but not limited to, SOFAs, Schedules, cash budgets, and Monthly Operating Reports; h. advise the Committee on the current state of these chapter 11 cases; i. advise the Committee in negotiations with the Debtors and third parties as necessary; j. if necessary, participate as a witness in hearings before the bankruptcy court with respect to matters upon which Province has provided advice; and k. render other activities as are approved by the Committee, the Committee's counsel, and as agreed to by Province. Province will be paid at these hourly rates: Principal $775 to $835 Managing Director $620 to $685 Senior Director $570 to $610 Director $480 to $560 Sr. Associate $395 to $475 Associate $350 to $390 Analyst $285 to $345 Paraprofessional $150 Province will also be reimbursed for reasonable out-of-pocket expenses incurred. Carol Cabello, a partner at Province, 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 (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. Province can be reached at: Carol Cabello PROVINCE, INC. 2360 Corporate Circle, Suite 330 Henderson, NV 89074 Tel: (702) 685-5555 E-mail: ccabello@provincefirm.com About Beauty Brands Founded in 1995 and headquartered in Kansas City, Missouri, Beauty Brands, LLC, et al., operate specialty beauty stores under the trade name "Beauty Brands" that provide salon and spa services and retail and third-party branded beauty products. Beauty Brands -- https://www.beautybrands.com/ -- currently operate 58 retail locations in Kansas, Texas, Oklahoma, North Carolina, Arizona, Colorado, Illinois, Nebraska, Iowa, Indiana, Ohio, and Missouri, and an e-commerce business managed out of its distribution center located in Lenexa, Kansas. As of the Petition Date, the Company employed approximately 1,571 people. Beauty Brands, LLC, and two affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-10031) on Jan. 6, 2019. Beauty Brands estimated assets of $10 million to $50 million and liabilities of the same range. The Debtors tapped Ashby & Geddes, P.A., as counsel; Lazard Middle Market as investment banker; RAS Management Advisors, LLC as restructuring advisor; Hilco Merchant Resources, LLC, as sale and liquidation agent; and Donlin, Recano & Company, Inc., as claims and noticing agent. Andrew Vara, acting U.S. trustee for Region 3, on Jan. 14, 2019, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases. The Committee retained Kelley Drye & Warren LLP, as lead counsel; Saul Ewing Arnstein & Lehr LLP, as Delaware counsel; Province, Inc., as financial advisor. BEAUTY BRANDS: Committee Seeks to Hire Saul Ewing as Counsel ------------------------------------------------------------ The Official Committee of Unsecured Creditors of Beauty Brands, LLC, and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Saul Ewing Arnstein & Lehr LLP, as Delaware counsel to the Committee. The Committee requires Saul Ewing to: a. serve as Delaware bankruptcy counsel to the Committee; b. provide legal advice with respect to the Committee's powers, rights, duties and obligations in the Chapter 11 Cases; c. assist and advise the Committee in its consultations with the Debtors regarding the administration of the Chapter 11 Cases; d. assist the Committee in analyzing the claims of the Debtors' creditors and the Debtors' capital structure and in negotiating with holders of claims and equity interests; e. assist the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and of the operation of the Debtors' businesses; f. assist the Committee in its analysis of, and negotiations with, the Debtors or any third party concerning matters related to, among other things, the assumption or rejection of certain leases of nonresidential real property and executory contracts, asset dispositions, and the terms of one or more chapter 11 plans, accompanying disclosure statements and related plan documents; g. prepare on behalf of the Committee all necessary motions, applications, complaints, answers, orders, reports, papers and other pleadings and filings in connection with the Committee's duties in the Chapter 11 Cases; h. advise and represent the Committee in hearings and other judicial proceedings in connection with all necessary motions, applications, objections and other pleadings, and otherwise protecting the interests of those represented by the Committee; and i. perform all other necessary legal services as may be required and authorized by the Committee that are in the best interests of creditors. Saul Ewing will be paid at these hourly rates: Partners $385 to $975 Special Counsel $375 to $795 Associates $250 to $450 Paralegals $90 to $350 Saul Ewing will also be reimbursed for reasonable out-of-pocket expenses incurred. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: Lucian B. Murley, a partner at Saul Ewing Arnstein & Lehr 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 (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. Saul Ewing can be reached at: Lucian B. Murley, Esq. Mark Minuti, Esq. Lucian B. Murley, Esq. SAUL EWING ARNSTEIN & LEHR LLP 1201 North Market Street, Suite 2300 Wilmington, DE 19899 Tel: (302) 421-6840 Fax: (302) 421-5873 E-mail: mark.minuti@saul.com luke.murley@saul.com About Beauty Brands Founded in 1995 and headquartered in Kansas City, Missouri, Beauty Brands, LLC, et al., operate specialty beauty stores under the trade name "Beauty Brands" that provide salon and spa services and retail and third-party branded beauty products. Beauty Brands -- https://www.beautybrands.com/ -- currently operate 58 retail locations in Kansas, Texas, Oklahoma, North Carolina, Arizona, Colorado, Illinois, Nebraska, Iowa, Indiana, Ohio, and Missouri, and an e-commerce business managed out of its distribution center located in Lenexa, Kansas. As of the Petition Date, the Company employed approximately 1,571 people. Beauty Brands, LLC, and two affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-10031) on Jan. 6, 2019. Beauty Brands estimated assets of $10 million to $50 million and liabilities of the same range. The Debtors tapped Ashby & Geddes, P.A., as counsel; Lazard Middle Market as investment banker; RAS Management Advisors, LLC as restructuring advisor; Hilco Merchant Resources, LLC, as sale and liquidation agent; and Donlin, Recano & Company, Inc., as claims and noticing agent. Andrew Vara, acting U.S. trustee for Region 3, on Jan. 14 appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of Beauty Brands, LLC, and its affiliates. The Committee hires Kelley Drye & Warren LLP, as lead counsel; Saul Ewing Arnstein & Lehr LLP, as Delaware counsel; Province, Inc., as financial advisor. BEAVEX HOLDING: Proposes KEIP for 2 Senior Executives ----------------------------------------------------- BankruptcyData.com reported that BeavEx Holding Corporation, et al., requested Court approval of a key employee incentive plan (the "KEIP") for two senior executives. BeavEx, et. al., have identified two (2) executives to receive payments under the KEIP (collectively, the 'KEIP Participants'), both of whom possess institutional knowledge and skills that are essential to their restructuring efforts. In addition to responsibilities related to the Debtors' everyday operations, the KEIP Participants have assumed, and will continue to assume, considerable added responsibilities in connection with these Chapter 11 Cases and the proposed sale process, including, but not limited to, (i) continuing business operations with all of the challenges attendant to being in bankruptcy to ensure compliance with the APA, (ii) facilitating and conducting management presentations for potential bidders, (iii) responding to bidder information requests, and (iv) otherwise taking whatever steps are necessary to obtain the highest and best bid for the Debtors' assets. The Debtors submit that payments made under the KEIP program are necessary to incentivize these critical executives to perform these duties in an optimal manner and to reward them for their efforts during the proposed sale process, especially given the expeditious nature of the proposed sale process. The KEIP provides incentive payments to the KEIP Participants, who may be insiders (collectively, the 'KEIP Participants'), based on milestones tied to the sale of the Debtors' assets. The Debtors selected sale-related milestones because (i) the Debtors have been pursuing a sale of their assets since September of 2018 and (ii) the KEIP Participants have an outsized impact on maintaining the Debtors' operations. The KEIP Participants have played and will play a significant role in the sale process and closing any sale of the Debtors' assets. Accordingly, incentivizing the performance of the KEIP Participants will ensure that the sale process takes place efficiently, diligently, and in a value-maximizing manner, the Debtors assert. Incentive Bonuses: Out-of-Court Sales Process Single Sale Multiple-Sales Milestones Incentive Bonus Incentive Bonus --------------- --------------- Entry into KEIP agreement 15% 15% Company executes purchase agreement(s) 20% 10% First Sale 10% Final Sale Sale transaction(s) close 65% 32.5% First Sale 32.5% Final Sale --------------- --------------- Totals 100% 100% Incentive Bonuses: In-Court Sales Process Single Sale Multiple-Sales Milestones Incentive Bonus Incentive Bonus --------------- --------------- Entry into KEIP agreement 15% 15% Company executes purchase agreement(s) 20% 10% First Sale 10% Final Sale Court enters order(s) approving sales(s) 30% 15% First Sale 15% Final Sale Sale transaction(s) close 35% 17.5% First Sale 17.5% Final Sale --------------- --------------- Totals 100% 100% If the applicable KEIP Participant accepts a position with the ultimate purchaser of the Debtors' assets, the percentages set forth above would be applied to an amount equal to 80% of the KEIP Participant's total possible incentive payments, which were originally $250,000 and $192,000 for Mr. McDade and Ms. Flynt respectively (the "Possible Incentive Payments"), whereas if the applicable KEIP Participant does not accept a position with the ultimate purchaser of the Debtors' assets, the percentages set forth above would be applied to the total Possible Incentive Payments. In other words, assuming the milestones are met, the KEIP Participants would be entitled to receive either 80% or 100% of the Possible Incentive Payments depending on whether or not they accepted positions with the purchaser of the Debtors' assets. The Court scheduled a hearing to consider the KEIP motion for March 13, 2019, with objections due by March 6, 2019 About BeavEx Holding Founded in 1989, BeavEx Incorporated -- https://beavex.com/ -- and its affiliates are providers of ground and air transportation, warehousing and courier services, providing "last mile" delivery services, often consisting of controlled substances or otherwise highly sensitive materials to over 800 customers nationwide. The Company is headquartered in Atlanta, Georgia and employ 369 people. BeavEx Holding Corporation and four of its affiliates filed for bankruptcy on February 18, 2019 (Bankr. D. Del., Lead Case No. 19-10316). In the petitions signed by CRO Donald Van der Wiel, the Debtors estimated $10 million to $50 million in assets and $50 million to $100 million in estimated liabilities. The Hon. Laurie Selber Silverstein presides over the cases. Young Conaway Stargatt & Taylor, LLP serves as counsel to the Debtors. Stretto acts as claims and noticing agent. BRIAN G. MEEHAN: PCO Says Patient Care and Safety Remain Acceptable ------------------------------------------------------------------- David N. Crapo, the appointed Patient Care Ombudsman for Brian G. Meehan, M.D., P.C., et al., filed an Initial Report before the U.S. Bankruptcy Court for the Southern District of New York based on the onsite visit to the Debtor's premises on February 14, 2019. The PCO found that the quality of care provided to the Debtor’s patients, including patient safety, is acceptable and is not currently declining and is not otherwise being materially compromised. During the tour of the facility, the PCO made an interview with Dr. Brian G. Meehan, MD, the Debtor's principal and currently the only physician employed by the Debtor. The PCO also interviewed Dr. Meehan's staff and made a review of the information and documents provided by the Debtor. Based on the interview and review, the PCO found that there are several factors which led to the result in the maintenance of the current level of patient care and safety of the Debtor. These include the cooperation between the members of the staff, the attentiveness and competence of the clinical staff, and the cleanliness and functionality of the facility. Accordingly, the PCO noted that the Debtor's bankruptcy filing resulted from financial issues and not from clinical deficiencies. Because patient care and safety are not likely to be compromised in the immediate to mid-term future, the PCO did not recommend any remedial action or external intervention at present time regarding additional monitoring of clinical or administrative matters at the facility. A full-text copy of the Initial PCO Report is available for free at: http://bankrupt.com/misc/nysb18-13924-59.pdf About Brian G. Meehan Brian G. Meehan, M.D., P.C., based in New York, NY, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 18-13924) on Dec. 4, 2018. In the petition signed by Brian G. Meehan, president, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Stuart M. Bernstein is the case judge. Rich Michaelson Magaliff, LLP, serves as bankruptcy counsel. CAGUAS COPY: Seeks to Hire Carrasquillo CPA as Accountant --------------------------------------------------------- Caguas Copy Equipment Inc. seeks authority from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Carrasquillo CPA Group, PSC, as accountant to the Debtor. Caguas Copy requires Carrasquillo CPA to: Non-recurrent services -- provide Bookkeeping, Bank reconciliations, and Tax services; Recurrent services -- assist in the projected financial statements as needed; -- assist in the preparation of standard monthly operating reports; and -- assist in the preparation of the liquidation analysis. Carrasquillo CPA will be paid at an annual rate of $4,800 for non-recurrent services and $3,600 for recurrent services. Any additional service will be charged at $100 per hour. Carrasquillo CPA will be paid a retainer in the amount of $2,500 Carrasquillo CPA will also be reimbursed for reasonable out-of-pocket expenses incurred. Hector Carrasquillo, partner of Carrasquillo CPA Group, PSC, 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. Carrasquillo CPA can be reached at: Hector Carrasquillo CARRASQUILLO CPA GROUP, PSC 200 Avenida Rafael Cordero Caguas, PR 00726 Tel: (787) 258-7835 About Caguas Copy Equipment Inc. Caguas Copy Equipment Inc., filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 19-00470) on Jan. 31, 2019, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Victor Gratacos Diaz, Esq., of Gratacos Law Firm, PSC. CASELLA WASTE: S&P Raises ICR to 'BB-' on Improved Credit Metrics ----------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Casella Waste Systems Inc. (Casella) to 'BB-' from 'B+' and its issue-level ratings on the company's unsecured bonds to 'B' from 'B-'. S&P said the rating action reflects Casella's strong operating performance, the sizeable debt reduction stemming from its recent equity capital raise, and S&P's expectation that the company will maintain its positive growth trends over the next 12 months. "Our stable outlook reflects our expectations that steady waste volumes and improved service pricing mix will support steady revenue and EBITDA growth over the next 12 months," S&P said. "We expect the combination of company's recent equity raise and its consistent operating cash flow profile to support ongoing capital investments and future bolt-on acquisitions, while maintaining adjusted debt to EBITDA below 4x." S&P said it could lower its rating on Casella if a severe economic downturn in the Northeastern U.S. leads to lower disposal volumes, pricing compression, or weaker operating margins, causing its adjusted debt to EBITDA exceed 4x with no foreseeable improvement. S&P estimates that this could occur if Casella's operating margins declined by 400 bps from S&P's base-case scenario. "Although unlikely, we could raise our rating on Casella if we see a notable improvement in the company's overall scale or market diversity, combined with continued growth in the company's operating performance, such that leverage is around 3x on a sustained basis," S&P said. "We estimate that this could occur if Casella's operating margins rose by 350 bps and sales volumes remained consistent with our base-case scenario." CELLECTAR BIOSCIENCES: Reports Add'l Results from CRL 131 Study --------------------------------------------------------------- Cellectar Biosciences, Inc. announced additional positive top-line results from its ongoing Phase 2 clinical study of CLR 131, the company's lead product candidate. In the relapse refractory multiple myeloma cohort, CLR 131 achieved a 30% overall response rate in the first 10 evaluable patients. All patients reported here were administered one, single 30-minute infusion of 25mCi/m2, which is approximately 25% less drug than the newly adopted fractionated dose of 15.625mCi/m2 on days 1 and 8. The company previously announced an overall response rate of 33% in patients with R/R diffuse large B-cell lymphoma (DLBCL) also receiving the single, 25mCi/m2 dose of CLR 131. In the R/R multiple myeloma cohort, one patient achieved a very good partial response (a 90% or greater decrease in surrogate marker) and two had partial responses (a 50% to 89% decrease in surrogate marker) as defined by the International Myeloma Working Group. The patients in this cohort averaged five lines of systemic therapies prior to treatment with CLR 131. All patients in this cohort demonstrated at least stable disease. Cellectar continues to dose additional patients at higher fractionated doses, and the company intends to announce further data from additional cohorts later this year. "We are encouraged by the 30% response rate and continued positive results in our ongoing Phase 2 study of CLR 131," said James Caruso, president and CEO of Cellectar. "This represents the second cohort of patients who have demonstrated encouraging responses to our lead drug candidate while receiving sub-optimal single doses. We look forward to the availability of additional data this year and will continue to aggressively enroll patients and dose at higher levels that have the potential to generate increased efficacy." Natalie Callender, M.D., associate professor of Medicine, director University of Wisconsin Carbone Cancer Center Myeloma Clinical Program and a lead investigator added, "The results from this cohort are impressive. Historically, patients receiving 4th line chemotherapy treatment show a 15% response rate, and patients receiving 5th line chemotherapy show an 8% response rate, whether dosed as mono-therapy or in combination. The high response rates, combined with a significant reduction in surrogate markers of disease with a single, one-time infusion of CLR 131, have the potential to make this drug attractive to patients in later lines of therapy. Additionally, the ability of CLR 131 to achieve a minimum of stable disease in 100% of subjects dosed with minimal hematologic toxicities in the study to date is meaningful for these late-line patients." About Cellectar Biosciences Cellectar Biosciences -- http://www.cellectar.com/-- is focused on the discovery, development and commercialization of drugs for the treatment of cancer. The Company plans to develop proprietary drugs independently and through research and development collaborations. The core drug development strategy is to leverage its PDC platform to develop therapeutics that specifically target treatment to cancer cells. Through R&D collaborations, the Company's strategy is to generate near-term capital, supplement internal resources, gain access to novel molecules or payloads, accelerate product candidate development and broaden its proprietary and partnered product pipelines. The report from the Company's independent accounting firm Baker Tilly Virchow Krause, LLP, in Madison, Wisconsin, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. Cellectar reported a net loss attributable to common stockholders of $15.01 million for the year ended Dec. 31, 2017, following a net loss attributable to common stockholders of $9.36 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, the Company had $19.54 million in total assets, $2.66 million in total liabilities and $16.88 million in total stockholders' equity. CHARLOTTE RUSSE: Hires Cooley as General Bankruptcy Counsel ----------------------------------------------------------- Charlotte Russe Holding, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Cooley LLP, as general bankruptcy and restructuring lead counsel to the Debtors. Charlotte Russe requires Cooley to: (a) advise the Debtors of their rights, powers, and duties as debtors in possession under chapter 11 of the Bankruptcy Code; (b) prepare, on behalf of the Debtors, all necessary and appropriate applications, motions, proposed orders, other pleadings, notices, schedules, and other documents, and review all financial and other reports to be filed in these Cases; (c) advise the Debtors concerning, and prepare responses to, applications, motions, other pleadings, notices, and other papers that may be filed and served in these Cases; (d) advise the Debtors with respect to, and assist in the negotiation and documentation of, financing agreements and related transactions; (e) review the nature and validity of any liens asserted against the Debtors' property and advise the Debtors concerning the enforceability of such liens; (f) advise the Debtors regarding their ability to initiate actions to collect and recover property for the benefit of their estates; (g) counsel the Debtors in connection with any plan of reorganization and related documents; (h) advise and assist the Debtors in connection with any potential property dispositions; (i) advise the Debtors concerning executory contract and unexpired lease assumptions, assignments, and rejections as well as lease restructurings and recharacterization; (j) assist the Debtors in reviewing, estimating, and resolving claims asserted against the Debtors' estates; (k) commence and conduct litigation necessary or appropriate to assert rights held by the Debtors, protect assets of the Debtors' chapter 11 estates, or otherwise further the goal of completing the Debtors' successful reorganization; (l) provide corporate, employee benefit, litigation, tax, and other general non-bankruptcy services to the Debtors to the extent requested by the Debtors; and (m) perform all other necessary or appropriate legal services in connection with these Cases for or on behalf of the Debtors. Cooley will be paid at these hourly rates: Partners $995 Special Counsels $955 Associates $670 to $825 Paralegals $275 On Jan. 3, 2019, the Debtors paid Cooley a general retainer of $500,000, that had been replenished from time to time in the period prior to the Petition Date. During the twelve (12) months immediately preceding the Petition Date, the Debtors were invoiced and paid Cooley the aggregate amount of $2,219,618 in the ordinary course of business on account of fees and expenses incurred and, since Jan. 3, 2019, by application of retainer amounts. In addition, after application of all payments received from the Debtors on account of all Cooley invoices that had been issued as of the Petition Date, Cooley is still holding $102,886.42 to secure payment of anticipated post-petition fees and expenses. Cooley will also be reimbursed for reasonable out-of-pocket expenses incurred. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: Yes. Cooley agreed to a 15% reduction in its standard hourly rates in connection with this engagement. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Response: Cooley represented the Debtors' during the 12 months prepetition solely in connection with restructuring alternatives and bankruptcy preparation. Cooley provided the Debtors with a 15% discount of its standard hourly rates during the 12 months prepetition and has agreed to continue providing this discount in connection with these Cases. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: Yes. For the period from February 3, 2019 through April 30, 2019. Seth Van Aalten, a partner at Cooley 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 Debtors and their estates. Cooley can be reached at: Seth Van Aalten, Esq. Michael Klein, Esq. Summer M. McKee, Esq. COOLEY LLP 1114 Avenue of the Americas New York, NY 10036 Tel: (212) 479-6000 Fax: (212) 479-6275 Email: svanaalten@cooley.com mklein@cooley.com smckee@cooley.com About Charlotte Russe Charlotte Russe Holding, Inc., is a specialty fashion retailer of young women's apparel and accessories comprised of seven entities. The company and its affiliates are headquartered in San Diego, California and have one distribution center located in Ontario, California. In addition, the companies lease office space in Los Angeles, California and San Francisco, California, where they primarily conduct merchandising, marketing, e-commerce and technology functions. The companies sell their merchandise to customers in the contiguous 48 states, Hawaii, and Puerto Rico through their online store and 512 Charlotte Russe brick-and-mortar stores located in various regional malls, outlet centers, and lifestyle centers. The bulk of the companies' apparel and accessory products are sold under the Charlotte Russe brand with ancillary brands for denim and perfume (Refuge), young women's plus-size apparel (Charlotte Russe Plus), and cosmetics (Charlotte by Charlotte Russe). Charlotte Russe Holding and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-10210) on Feb. 3, 2019. At the time of the filing, Charlotte Russe Holding estimated assets of $100 million to $500 million and liabilities of $100 million to $500 million. The cases are assigned to Judge Laurie Selber Silverstein. The Debtors tapped Bayard, P.A., and Cooley LLP as their bankruptcy counsel; Guggenheim Securities, LLC as their investment banker; A&G Realty Partners, LLC as lease disposition consultant and business broker; Gordon Brothers Retail Partners LLC, Hilco Merchant Resources LLC and Malfitano Advisors, LLC as liquidation consultant; and Donlin, Recano & Company, Inc. as claims and noticing agent. CHARLOTTE RUSSE: Seeks to Hire A&G Realty as Real Estate Advisor ---------------------------------------------------------------- Charlotte Russe Holding, Inc., and its debtor-affiliates seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ A&G Realty Partners, LLC, as real estate advisor to the Debtors. Charlotte Russe requires A&G Realty to: a. consult with the Debtors' management, including with respect to the Debtors' goals, objectives and financial parameters in relation to the Debtors' Leases and Properties; b. review and analyze the Debtors' Leases and Properties, and provide advice and guidance with respect thereto; c. negotiate with the landlords of the Properties on behalf of the Debtors in order to assist the Debtors in obtaining Lease Modifications; d. negotiate with the landlords of the Properties on behalf of the Debtors to assist the Debtors in obtaining Early Termination Rights; e. negotiate with the landlords of the Properties and other third parties on behalf of the Debtors to assist the Debtors in obtaining Lease Sales, as appropriate; f. market the Leases as deemed necessary; g. negotiate with the landlords of the Properties on behalf of the Debtors in order to assist the Debtors in obtaining Landlord Consents; and h. report periodically to the Debtors regarding the status of the above-described services. A&G Realty will be paid as follows: -- Monetary Lease Modifications: For each Monetary Lease Modification obtained by A&G Realty on behalf of the Debtors, A&G Realty shall earn and be paid a fee in the amount of three percent (3%) of the Occupancy Cost Savings per Lease. -- Early Termination Rights: In the event that A&G Realty obtains an Early Termination Right on behalf of the Debtors and the Debtors approve such kick-out right, A&G Realty shall earn and be paid a one-time fee in the amount of one- quarter (1/4) of one (1) month's Gross Occupancy Cost per Lease based on the costs under such newly negotiated Lease. -- Non-Monetary Lease Modifications: For each Non-Monetary Lease Modification obtained by A&G Realty on behalf of the Debtors, A&G Realty shall earn and be paid a fee in the amount greater of seven hundred and fifty dollars ($750.00) and three percent (3%) of the Occupancy Cost Savings per Lease, if any, attributable to a Non-Monetary Lease Modification. -- Lease Sales: If requested by the Debtors, for each Lease Sale obtained by A&G Realty on behalf of the Debtors, A&G Realty shall earn and be paid a fee of four percent (4%) of the Occupancy Savings and Gross Proceeds. -- Landlord Consents: If requested by the Debtors, for each Landlord Consent obtained by A&G Realty to the extend the Debtors' time to assume or reject a Lease as party of the Debtors' chapter 11 cases, A&G shall earn and be paid a fee of five hundred dollars ($500.00) per Lease. A&G Realty will be paid a retainer in the amount of $100,000. A&G Realty will also be reimbursed for reasonable out-of-pocket expenses incurred. Andrew Graiser, partner of A&G Realty Partners, 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. A&G Realty can be reached at: Andrew Graiser A&G REALTY PARTNERS, LLC 445 Broadhollow Road, Suite 410 Melville, NY 11747 Tel: (631) 420-0044 About Charlotte Russe Holding Charlotte Russe Holding, Inc., is a specialty fashion retailer of young women's apparel and accessories comprised of seven entities. The company and its affiliates are headquartered in San Diego, California and have one distribution center located in Ontario, California. In addition, the companies lease office space in Los Angeles, California and San Francisco, California, where they primarily conduct merchandising, marketing, e-commerce and technology functions. The companies sell their merchandise to customers in the contiguous 48 states, Hawaii, and Puerto Rico through their online store and 512 Charlotte Russe brick-and-mortar stores located in various regional malls, outlet centers, and lifestyle centers. The bulk of the companies' apparel and accessory products are sold under the Charlotte Russe brand with ancillary brands for denim and perfume (Refuge), young women's plus-size apparel (Charlotte Russe Plus), and cosmetics (Charlotte by Charlotte Russe). Charlotte Russe Holding and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-10210) on Feb. 3, 2019. At the time of the filing, Charlotte Russe Holding estimated assets of $100 million to $500 million and liabilities of $100 million to $500 million. The cases are assigned to Judge Laurie Selber Silverstein. The Debtors tapped Bayard, P.A., and Cooley LLP as their bankruptcy counsel; Guggenheim Securities, LLC as their investment banker; A&G Realty Partners, LLC as lease disposition consultant and business broker; Gordon Brothers Retail Partners LLC, Hilco Merchant Resources LLC and Malfitano Advisors, LLC as liquidation consultant; and Donlin, Recano & Company, Inc. as claims and noticing agent. CHARLOTTE RUSSE: Seeks to Hire Guggenheim as Investment Banker -------------------------------------------------------------- Charlotte Russe Holding, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Guggenheim Securities, LLC, as investment banker to the Debtors. Charlotte Russe requires Guggenheim to: a. review and analyze the business, financial condition and prospects of the Debt; b. evaluate the liabilities of the Debtors, its debt capacity and its strategic and financial alternatives; c. In connection with any Transaction: i. evaluate from a financial and capital markets point of view alternative structures and strategies for the Transaction; ii. prepare offering, marketing or other transaction materials concerning the Debtors and the Transaction for distribution and presentation to the Creditors, Acquirors, and/or Investors; iii. develop and implement a marketing plan with respect to such Transaction; iv. identify and solicit of, and the review of proposals received from, the Investors and other prospective Transaction Counterparties; and v. negotiate the Transaction. d. In connection with these chapter 11 cases: i. provide financial advice and assistance to the Debtors in developing and seeking approval of any such Transaction, including a plan or reorganization or liquidation (as the same may be modified from time to time, a "Plan"), which may be a plan under Chapter 11 of the Bankruptcy Code in Bankruptcy Court; and ii. participate in hearing before any applicable Insolvency Authority with respect to the matters upon which Guggenheim Securities has provided advice, including, as relevant, coordinating with the Debtors' legal counsel with respect to testimony in connection therewith. e. provide such other matters as may be agreed upon by Guggenheim Securities and the Debtors in writing during the term of the engagement. Guggenheim will be paid as follows: -- Monthly Fees. A non-refundable Monthly Fee of $125,000 per month, due and payable on the first day of each month during the period of Guggenheim Securities' engagement under the Engagement Letter, whether or not any Transaction is consummated. Commencing with the sixth Monthly Fee payment made pursuant to the Engagement Letter, an amount equal to 50% of each Monthly Fee payment received will be credited (to the extent actually paid and only once) against any Restructuring Transaction Fee or Sale Transaction Fee payable under the Engagement Letter. -- Restructuring Transaction Fees. If (A) any Restructuring Transaction is consummated or (B) (I) an agreement in principle, definitive agreement or Plan to effect a Restructuring Transaction is entered into and (II) concurrently therewith or at any time thereafter, any Restructuring Transaction is consummated, the Company shall pay Guggenheim Securities a cash fee (a "Restructuring Transaction Fee") in an amount equal to $2,000,000 promptly upon the consummation of such Restructuring Transaction. -- Financing Fees. If the Company consummates any Financing Transaction or enters into (or becomes bound by) any agreement (including any Plan) pursuant to which a Financing Transaction is subsequently consummated or accepts written commitments with respect to a Financing Transaction, then, in each case, the Company shall pay Guggenheim Securities one or more Financing Fees in an amount equal to the sum of: i. 150 basis points (1.50%) of the aggregate face amount of any debt obligations to be issued or raised by the Company in any Debt Financing (including the face amount of any related commitments) that is secured by first priority liens over any portion of the Company's or any other person's assets; plus ii. 300 basis points (3.00%) of the aggregate face amount of any debt obligations to be issued or raised by the Company in any Debt Financing (including the face amount of any related commitments) that is not covered by Section 4(c)(i)(A) of the Engagement Letter; plus iii. 500 basis points (5.00%) of the aggregate amount of gross proceeds raised by the Company in any Equity Financing; plus iv. With respect to any other securities or indebtedness issued that is not otherwise covered by Section 4(c)(i)(A) to 4(c)(i)(C) in the Engagement Letter, such financing fees, underwriting discounts, placement fees or other compensation as customary under the circumstances and mutually agreed in advance by the Company and Guggenheim Securities. Notwithstanding the foregoing, the Financing Fee payable by the Company to Guggenheim Securities in respect of any Debt Financing that constitutes debtor-in-possession financing shall equal $500,000. Financing Fees for any Financing Transaction will be payable upon the earlier to occur of (x) consummation of the related Financing Transaction or (y) acceptance by the Company of written commitments with respect to the related Financing Transaction. -- Sale Transaction Fees. In the event that (A) a Sale Transaction is consummated or (B) (I) an agreement in principle, definitive agreement or Plan to effect a Sale Transaction is entered into and (II) concurrently therewith or at any time thereafter, any Sale Transaction is consummated, the Company shall pay Guggenheim Securities a cash fee (a "Sale Transaction Fee") in an amount equal to the greater of (x) 2.50% of the Aggregate Sale Consideration relating to the Sale Transaction and (y) $2,000,000, promptly upon the consummation of such Sale Transaction. Stuart E. Erickson, a senior managing director at Guggenheim Securities, 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. Guggenheim can be reached at: Stuart E. Erickson GUGGENHEIM SECURITIES, LLC 330 Madison Avenue New York, NY 10017 Tel: (212) 739-0700 About Charlotte Russe Holding Charlotte Russe Holding, Inc., is a specialty fashion retailer of young women's apparel and accessories comprised of seven entities. The company and its affiliates are headquartered in San Diego, California and have one distribution center located in Ontario, California. In addition, the companies lease office space in Los Angeles, California and San Francisco, California, where they primarily conduct merchandising, marketing, e-commerce and technology functions. The companies sell their merchandise to customers in the contiguous 48 states, Hawaii, and Puerto Rico through their online store and 512 Charlotte Russe brick-and-mortar stores located in various regional malls, outlet centers, and lifestyle centers. The bulk of the companies' apparel and accessory products are sold under the Charlotte Russe brand with ancillary brands for denim and perfume (Refuge), young women's plus-size apparel (Charlotte Russe Plus), and cosmetics (Charlotte by Charlotte Russe). Charlotte Russe Holding and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-10210) on Feb. 3, 2019. At the time of the filing, Charlotte Russe Holding had estimated assets of $100 million to $500 million and liabilities of $100 million to $500 million. The cases are assigned to Judge Laurie Selber Silverstein. The Debtors tapped Bayard, P.A. and Cooley LLP as their bankruptcy counsel; Guggenheim Securities, LLC as their investment banker; A&G Realty Partners, LLC as lease disposition consultant and business broker; Gordon Brothers Retail Partners LLC, Hilco Merchant Resources LLC and Malfitano Advisors, LLC as liquidation consultant; and Donlin, Recano & Company, Inc. as claims and noticing agent. CHECKOUT HOLDING: Plan Declared Effective on Feb. 15 ---------------------------------------------------- BankruptcyData.com reported that Checkout Holding, et al., notified the Bankruptcy Court that their Joint Prepackaged Chapter 11 Plan became effective as of February 15, 2019. The Court had previously confirmed the Plan on Jan. 31, 2019. 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. CITIUS PHARMACEUTICALS: Limited Capital Casts Going Concern Doubt ----------------------------------------------------------------- Citius Pharmaceuticals, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $3,874,730 on $0 of revenues for the three months ended Dec. 31, 2018, compared to a net loss of $3,246,166 on $0 of revenues for the same period in 2017. At Dec. 31, 2018 the Company had total assets of $28,078,307, total liabilities of $3,900,104, and $24,178,203 in total stockholders' equity. Chief Executive Officer Myron Holubiak and Chief Financial Officer Jaime Bartushak states, "The Company experienced negative cash flows from operations of $2,158,530 for the three months ended December 31, 2018. The Company has generated no operating revenue to date and has principally raised capital through the issuance of debt and equity instruments to finance its operations. At December 31, 2018, the Company had limited capital to fund its operations. This raises substantial doubt about the Company's ability to continue as a going concern." A copy of the Form 10-Q is available at: https://is.gd/7zBizE Citius Pharmaceuticals, Inc., a specialty pharmaceutical company, develops and commercializes critical care products. It primarily focuses on developing anti-infective, cancer care, and prescription products. The Company develops Mino-Lok, which is in Phase III clinical trials for the treatment and salvage of infected central venous catheters in patients with catheter related bloodstream infections; and Hydro-Lido, a topical formulation of hydrocortisone and lidocaine that is intended for the treatment of hemorrhoids. It has a collaboration and license agreement with Alpex Pharma S.A. to develop and commercialize orally disintegrating tablet formulations of pharmaceutical products in United States, Canada, and Mexico. Citius Pharmaceuticals, Inc. was founded in 2007 and is headquartered in Cranford, New Jersey. CLEARWAY ENERGY: S&P Affirms 'BB' ICR After PG&E Files Bankruptcy ----------------------------------------------------------------- S&P Global Ratings affirmed its 'BB' issuer credit rating on Clearway Energy Inc. (CWEN) after completing its review of the company following Pacific Gas & Electric Co.'s (PG&E) bankruptcy filing. S&P also affirmed all of its issue-level ratings on Clearway Energy Operating LLC (CWEN Operating). "The affirmation follows our review of the company in the aftermath of PG&E's bankruptcy filing and incorporates the adverse affect of the counterparty's bankruptcy on CWEN's cash flows and management's corresponding reduction of its quarterly dividend to conserve cash," S&P said. "We rate about $1.49 billion of debt at CWEN and CWEN Operating. The company also has a $495 million revolver, which is unrated." The stable outlook on CWEN incorporates the company's long-term weighted average cash flow contracted profile and the modest volatility in its cash flows, which is mostly limited to resource risk. "With its PG&E-related cash flow trapped at the affected projects, we expect it to have normalized holding company-level adjusted FFO to debt of about 12.5%-13.5% and debt to EBITDA of 5.25x-5.50x," S&P said. "While this debt to EBITDA level breaches our expectations for the current rating, we view the company's prudent decision to reduce its dividends and reign in its growth until the uncertainty is resolved as a credit protective measure." S&P said its base-case also does not anticipate a rejection of all contracts. S&P said that regardless of the PG&E situation, an increase in resource risk for renewables or an operating underperformance would lead it to lower its ratings on CWEN. S&P would consider lowering the rating if the company's adjusted FFO to debt falls below 12% or its debt to EBITDA rises consistently above 5.5x. A rejection of contracts by PG&E would cause S&P to revise its outlook on the company to negative pending further analysis. "Under this scenario, we expect CWEN to seek the present value of future contracted payments as damages from PG&E's bankruptcy estate," S&P said. "However, delays or an inability to recover lost revenue would result in elevated debt leverage, requiring permanent deleveraging through alternative measures." S&P said it does not expect to lower its ratings on CWEN by more than one notch. A lower probability but higher impact event would be a potential rating action on Southern California Edison given CWEN's exposure to that utility, according to S&P. "We do not contemplate any upside at this time. While CWEN's portfolio has now been operational for about five years, we still think it has to demonstrate consistency in its ability to maintain credit measures at expected levels," S&P said. "Therefore, we do not foresee an upgrade in the next few years. An upgrade would require the company to improve its adjusted FFO-to-debt ratio to about 19%-20% and its adjusted debt-to-EBITDA metric below 4.00x." CONSTELLATION ALPHA: Acquisition Plans Cast Going Concern Doubt --------------------------------------------------------------- Constellation Alpha Capital Corp. filed its quarterly report on Form 10-Q, disclosing a net income of $503,566 on $0 of revenue for the three months ended Dec. 31, 2018, compared to a net income of $251,706 on $0 of revenue for the same period in 2017. At Dec. 31, 2018 the Company had total assets of $148,549,817, total liabilities of $5,780,046, and $5,000,008 in total stockholders' equity. Chief Executive Officer Rajiv Shukla and Chief Financial Officer Craig Pollak state, "As of December 31, 2018, the Company had cash held outside the Trust Account of approximately $45,000, marketable securities held in the Trust Account of approximately $148.5 million (including approximately $3.3 million of interest income, net of unrealized losses), substantially all of which is invested in U.S. treasury bills with a maturity of 180 days or less, and a working capital deficit of approximately $663,000. Further, the Company has incurred and expects to continue to incur significant costs in pursuit of its acquisition plans. Based on the foregoing, the Company may have insufficient funds available to operate its business through the earlier of consummation of a Business Combination or March 23, 2019. Following the initial Business Combination, if cash on hand is insufficient, the Company may need to obtain additional financing in order to meet its obligations. The Company cannot be certain that additional funding will be available on acceptable terms, or at all. The Company's plans to raise capital or to consummate the initial Business Combination may not be successful. These matters, among others, raise substantial doubt about the Company's ability to continue as a going concern." A copy of the Form 10-Q is available at: https://is.gd/aTtLP7 Constellation Alpha Capital Corp. is a blank check company. The company was formed for the purpose of acquiring, engaging in a share exchange, share reconstruction and amalgamation with, purchasing all or substantially all of the assets of, entering into contractual arrangements with, or engaging in any other similar business combination with one or more businesses or entities. Constellation Alpha Capital Corp. was founded in 2015 and is based in West Palm Beach, Florida. DATASEA INC: Losses Since Inception Cast Going Concern Doubt ------------------------------------------------------------ Datasea Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $379,712 on $0 of revenues for the three months ended Dec. 31, 2018, compared to a net loss of $391,501 on $0 of revenues for the same period in 2017. At Dec. 31, 2018 the Company had total assets of $6,546,986, total liabilities of $95,543, and $6,451,443 in total stockholders' equity. The Company has generated revenues of $0 during three and six months ended December 31, 2018, has a deficit of approximately $4,984,000 at Dec. 31, 2018, and continues to incur significant losses since inception. Management believes that these circumstances, among others, raise substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: https://is.gd/OrlJUY Datasea Inc., through its subsidiaries, engages in the development and distribution of information technology (IT) systems and network security solutions in the People's Republic of China. The Company was formerly known as Rose Rock, Inc. and changed its name to Datasea Inc. in October 2015. Datasea Inc. was incorporated in 2014 and is headquartered in Beijing, the People's Republic of China. DIRECTVIEW HOLDINGS: May Issue 48 Million Shares Under 2019 Plan ---------------------------------------------------------------- DirectView Holdings, Inc. has filed a Form S-8 registration statement with the Securities and Exchange Commission relating to the registration of 48,000,000 shares of the Company's common stock, par value $0.0001 per share, which may be issued by the Company upon the exercise of options granted, or other awards made, pursuant to the terms of its 2019 Incentive Plan. On Feb. 5, 2019, the Board of Directors of DirectView approved the adoption of the DirectView Holdings, Inc. 2019 Incentive Plan. This registration statement will also cover an indeterminable number of additional shares of common stock which may become issuable under the DirectView Holdings, Inc. 2019 Incentive Plan by reason of any stock dividend, stock split, re-capitalization or any other similar transaction effected without the receipt of consideration which results in an increase in the number of the Company's outstanding shares of common stock. A full-text copy of the prospectus is available for free at: https://is.gd/U09Vi9 About Directview Holdings DirectView Holdings, Inc., (DIRV) together with its subsidiaries, provides video surveillance solutions and teleconferencing products and services to businesses and organizations. Based in Boca Raton, Florida, the company operates in two divisions, Security (Video Surveillance) and Video Conferencing. The Security division offers technologies in surveillance systems providing onsite and remote video and audio surveillance, digital video recording, and services. It also sells and installs surveillance systems; and sells maintenance agreements. The company sells its products and services in the United States and internationally through direct sales force, referrals, and its websites. The Video Conferencing division offers teleconferencing products and serv ices that enable clients to conduct remote meetings by linking participants in geographically dispersed locations. It is involved in the sale of conferencing services based upon usage, the sale and installation of video equipment, and the sale of maintenance agreements. This division primarily provides conferencing products and services to numerous organizations ranging from law firms, banks, high tech companies and government organizations. DirectView Holdings maintains two websites at http://www.directview.com/and http://www.directviewsecurity.com/ DirectView incurred a net loss of $1.55 million in 2017 compared to a net loss of $4.79 million in 2016. As of Sept. 30, 2018, DirectView had $2.48 million in total assets, $27.23 million in total liabilities, and a total stockholders' deficit of $24.75 million. The report from the Company's independent accounting firm Assurance Dimensions on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company had a net loss and cash used from operations of approximately $1.5 million and $420,000, respectively for the year ended of Dec. 31, 2017 and a working capital deficit of approximately $13 million. These conditions raise substantial doubt about the Company's ability to continue as a going concern. DITECH HOLDING: Hires Ernst & Young as Auditor ---------------------------------------------- Ditech Holding Corporation and its debtor affiliates seek authority from the U.S. Bankruptcy Court for the Southern District of New York to hire Ernst & Young LLP as their auditor and tax advisor. The firm will provide these services: Audit Services a. audit and report on the Debtors' consolidated financial statements and supplementary information as of and for the year ended December 31, 2018; b. review the Debtors' unaudited interim financial information before they file their Form 10-Q; c. conduct the audit of the consolidated financial statements in accordance with the standards of the Public Company Accounting Oversight Board and the standards for financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States and thus, will also provide a report on internal control over financial reporting related to the financial statements and in compliance with laws, regulations and the provisions of contracts or grant agreements and other matters; d. audit and report on each major U.S. Department of Housing and Urban Development (HUD) program for certain legal entities for the year ended December 31, 2018, and provide an opinion in compliance with laws, regulations and the provisions of contracts or grant agreements that could have a direct and material effect on each major HUD program; and e. perform separate statutory audits of the financial statements for the year ended December 31, 2018 of Ditech Financial LLC and Reverse Mortgage Solutions, Inc. Agreed-Upon Procedures Relating to the Department of Housing and Urban Development a. perform the agreed-upon procedures, and issue a report, as specified by HUD and agreed by the Debtors as described in the instructions to the Lender Electronic Assessment Portal (LEAP) in accordance with the attestation standards of the American Institute of Certified Public Accountants and the HUD Consolidated Audit Guide. Regulation AB and Uniform Single Attestation Program for Mortgage Bankers Services a. examine management's assertion, and issue a report that the Debtors complied with the specified SEC Regulation AB Item 1122 servicing criteria for Ditech Financial LLC; and b. examine management's assertion, and issue a report, that the Debtors complied with the servicing standards related to the servicing of single family residential mortgages as set forth in the Mortgage Bankers Association of America's Uniform Single Attestation Program for Mortgage Bankers for Ditech Financial LLC and Reverse Mortgage Solutions, Inc., in all material respects, as of and for the year ended December 31, 2018. Federal Employment Tax Services a. provide the Debtors, as requested, with general federal employment tax advice and assistance concerning remediation of Federal employment notices related to federal unemployment and social security taxes and successorship questions relating to merger and acquisition activity. State Employment Tax Services a. provide the Debtors, as requested, with general state employment tax advice and assistance concerning remediation of employment tax notices related to state unemployment insurance, state withholding and local taxes; b. assist with successorship questions relating to merger and acquisition activity; c. confer with states regarding employment notices or tax refund claims; and d. if requested, review statutory election (joint account, voluntary contribution, and rate protest) and provide recommendations. Routine On-Call Tax Advisory Services a. provide routine tax advice and assistance concerning issues as requested by Debtors when such projects are not covered by a separate statement of work and do not involve any significant tax planning or projects. Ernst & Young will be paid under this fee structure: (a) Audit Services Rank Hourly Rates ---- ------------ Partner/Principal/Executive Director $695 - $775 Senior Manager $595 - $675 Manager $495 - $575 Senior $380 - $475 Staff $215 - $280 Admin/Intern $70 - $100 (b) Federal Employment Tax Services. Ernst & Young's fees for these services will be based on the time that its professionals spend performing them. Total fees for these services are not to exceed $50,000 on an annual basis. (c) State Employment Tax Services. Ernst & Young's fees for these services will be based on the time that its professionals spend performing them. Total fees for these particular services are not to exceed $50,000 on an annual basis. (d) Routine On-Call Tax Advisory Services Partner/Principal/Executive Director $690 per hour Senior Manager $575 per hour Manager $461 per hour Senior $300 per hour Staff $174 per hour Christos Kalyvas, a partner at Ernst & Young, attests that Ernst & Young is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Christos Kalyvas Ernst & Young LLP One Commerce Square 2005 Market Street, Suite 700, Philadelphia, PA 19103 Phone: +1 215 448 5000 Fax: +1 215 448 4069 About Ditech Holding Corporation Ditech Holding Corporation and its subsidiaries -- http://www.ditechholding.com/-- are independent servicer and originator of mortgage loans. Based in Fort Washington, Pennsylvania, the Debtors have approximately 3,300 employees and service a diverse loan portfolio. Ditech Holding and certain of its subsidiaries, including Ditech Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19-10412) on Feb. 11, 2019, after reaching terms with lenders of a Chapter 11 plan that will reduce debt by $800 million. The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel, Houlihan Lokey as investment banker and AlixPartners LLP as financial advisor. Epiq Bankruptcy Solutions LLC is the claims and noticing agent. Kirkland & Ellis LLP and FTI Consulting Inc. serve as the consenting term lenders' legal counsel and financial advisor, respectively. DITECH HOLDING: Seeks to Hire AlixPartners as Financial Advisor --------------------------------------------------------------- Ditech Holding Corporation and its debtor affiliates seek authority from the U.S. Bankruptcy Court for the Southern District of New York to hire AlixPartners, LLP as their financial advisor. As financial advisor, AlixPartners will: a. provide administrative support to the Debtors in connection with their Chapter 11 cases and assist in formulating a plan of reorganization; b. assist in the preparation of the Debtors' statement of affairs, schedules and other regular reports required by the bankruptcy court; c. assist in obtaining and presenting information required by parties in interest; d. provide assistance in such areas as testimony before the court on matters that are within the scope of AlixPartners' employment and within its area of testimonial competencies; e. provide assistance to the financial function including, without limitation, assisting the Debtors in cash forecasting and liquidity management, business plan forecasting, and preparation of a reorganization plan; f. assist the "working group" professionals who are representing the Debtors in the reorganization process or who are working for the Debtors' various stakeholders to coordinate their effort and individual work product in order to be consistent with the Debtors' overall restructuring goals; and g. communicate or negotiate with outside constituents including banks and their advisors. AlixPartners' current standard hourly rates for 2019 are: Managing Director $990 - $1,165 Director $775 - $945 Senior Vice President $615 - $725 Vice-President $440 - $600 Consultant $160 - $435 Paraprofessional $285 - $305 Jeffrey Johnston, managing director of AlixPartners, disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. AlixPartners can be reached through: Jeffrey L. Johnston AlixPartners, LLP 2000 Town Center Southfield, MI 48075 Office: +1 (248) 204-0685 Mobile: +1 (248) 631-7617 Email: jjohnston@alixpartners.com About Ditech Holding Corporation Ditech Holding Corporation and its subsidiaries -- http://www.ditechholding.com/-- are independent servicer and originator of mortgage loans. Based in Fort Washington, Pennsylvania, the Debtors have approximately 3,300 employees and service a diverse loan portfolio. Ditech Holding and certain of its subsidiaries, including Ditech Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19-10412) on Feb. 11, 2019, after reaching terms with lenders of a Chapter 11 plan that will reduce debt by $800 million. The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel, Houlihan Lokey as investment banker and AlixPartners LLP as financial advisor. Epiq Bankruptcy Solutions LLC is the claims and noticing agent. Kirkland & Ellis LLP and FTI Consulting Inc. serve as the consenting term lenders' legal counsel and financial advisor, respectively. DITECH HOLDING: Seeks to Hire Houlihan Lokey as Investment Banker ----------------------------------------------------------------- Ditech Holding Corporation and its debtor affiliates seek authority from the U.S. Bankruptcy Court for the Southern District of New York to hire an investment banker in connection with their Chapter 11 cases. The Debtors propose to employ Houlihan Lokey Capital, Inc. to: a. review and evaluate the Debtors' operations, cash flows, capital structure, liquidity, assets and liabilities, forecasts, and projections; b. assess the Debtors' financial condition and business; c. evaluate the implications of corporate structures, claims, guarantees, cross-defaults, jurisdictional, and other legal structural components; d. coordinate due diligence, including assisting the Debtors and their legal counsel in gathering and analyzing due diligence materials and managing any electronic data room established in connection with a "transaction;" e. assist the Debtors in developing a strategy with respect to the transaction, drafting marketing materials, identifying potential strategic partners, and soliciting, coordinating and evaluating indications of interest and proposals; f. assist the Debtors and their legal counsel in negotiating financial aspects of the transaction; g. provide support with respect to strategic transactions relating to the Debtors' legacy businesses; h. prepare materials for the transaction in advance of meetings with the Debtors' management, Board of Directors or committees; i. provide testimony (in coordination with the Debtors' legal counsel) to support the transaction; and j. provide other investment banking services in connection with the Debtors' bankruptcy cases. Houlihan Lokey will be paid as follows: a. Monthly Fees. The Debtors will pay the firm a non-refundable cash fee of $150,000 per month during the term of its employment. b. Opinion Fees. The firm will receive a $1.25 million fee payable at the time it delivers a written executed opinion requested by the Debtors, which will be fully creditable (to the extent previously paid) against a "transaction fee." No portion of the $1.25 million fee is contingent upon the consummation of the transaction or any conclusions set forth in the opinion. c. Transaction Fees. Upon the consummation of a transaction that involves (i) all or a substantial portion of the Debtors' outstanding shares of common stock or assets, (ii) a change of control of the Debtors, or (iii) an equitization of any part of the Debtors' second lien notes, term loan or a follow-on equity investment, Houlihan Lokey will be paid a cash fee of $8 million. For any minor transaction that involves (i) a material amount of forward MSRs, related advances, origination-related assets or operations, or servicing operations owned or controlled by Ditech Financial LLC, any successor or transferee; and (ii) a material amount of reverse MSRs, related advances, related early buyouts, REO or reverse servicing operations owned or controlled by Reverse Mortgage Solutions, Inc., any successor or transferee, Houlihan Lokey will be paid a cash fee of $1 million. In addition, if a major or minor transaction involves different purchaser counterparties, the Debtors will pay Houlihan Lokey an additional fee of $1 million upon consummation of the last such transaction to close. The aggregate amount of the opinion fee and all transaction fees payable to Houlihan Lokey, prior to giving effect to the "amendment fee credit" and the crediting of the applicable portion of the monthly fees, shall not exceed $8 million. d. Financing Transaction Fee. Upon the signing of a commitment for each financing transaction, Houlihan Lokey will receive a cash fee of $2 million. Reid Snellenbarger, managing director of Houlihan Loke, disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Reid Snellenbarger Houlihan Lokey Capital, Inc. 10250 Constellation Blvd., 5th Floor Los Angeles, CA 90067 Tel: 310-553-8871 Fax: 310-553-2173 About Ditech Holding Corporation Ditech Holding Corporation and its subsidiaries -- http://www.ditechholding.com/-- are independent servicer and originator of mortgage loans. Based in Fort Washington, Pennsylvania, the Debtors have approximately 3,300 employees and service a diverse loan portfolio. Ditech Holding and certain of its subsidiaries, including Ditech Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19-10412) on Feb. 11, 2019, after reaching terms with lenders of a Chapter 11 plan that will reduce debt by $800 million. The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel, Houlihan Lokey as investment banker and AlixPartners LLP as financial advisor. Epiq Bankruptcy Solutions LLC is the claims and noticing agent. Kirkland & Ellis LLP and FTI Consulting Inc. serve as the consenting term lenders' legal counsel and financial advisor, respectively. DITECH HOLDING: Seeks to Hire Protiviti as Business Consultant -------------------------------------------------------------- Ditech Holding Corporation and its debtor affiliates seek authority from the U.S. Bankruptcy Court for the Southern District of New York to hire Protiviti Inc. as business consultant. The firm will provide support for activities associated with the Debtors' evaluation of internal controls over financial reporting related to their internal control conclusions and assertions under the Sarbanes Oxley Act of 2002. Specifically, Protiviti will: -- assist in the planning, design, and testing as directed by the Debtors; -- participate and lead, as directed, internal control walkthrough activities; -- coordinate internal control evaluation activities with the Debtors and the external audit team; -- provide the Debtors review of controls, and coordinate approach and documentation standards with their external audit team; and -- follow the Debtors' directed protocols for areas such as selection of controls for testing, selection of samples, walkthroughs, evaluation of results and documentation of results, and, if requested, reporting to the Debtors' audit committee. Protiviti received a $25,000 retainer from the Debtors. The firm's hourly rates are: Managing Director $350 Director/Associate Director $275 Senior Manager/Manager $200 Senior Consultant $140 Consultant $120 William Thomas, managing director of Protiviti, disclosed that his firm is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code. The firm can be reached through: William Thomas Protiviti Inc. Corporate Center III 4221 Boy Scout. Blvd. Suite 850, Tampa, FL, 33607 Phone: 813-348-3378 Fax: 813-302-6850 About Ditech Holding Corporation Ditech Holding Corporation and its subsidiaries -- http://www.ditechholding.com/-- are independent servicer and originator of mortgage loans. Based in Fort Washington, Pennsylvania, the Debtors have approximately 3,300 employees and service a diverse loan portfolio. Ditech Holding and certain of its subsidiaries, including Ditech Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19-10412) on Feb. 11, 2019, after reaching terms with lenders of a Chapter 11 plan that will reduce debt by $800 million. The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel, Houlihan Lokey as investment banker and AlixPartners LLP as financial advisor. Epiq Bankruptcy Solutions LLC is the claims and noticing agent. Kirkland & Ellis LLP and FTI Consulting Inc. serve as the consenting term lenders' legal counsel and financial advisor, respectively. DJO FINANCE: Suspending Filing of Reports with the SEC ------------------------------------------------------ DJO Finance LLC has filed with the Securities and Exchange Commission a Form 15 notifying the termination of registration of DJO Finance LLC's 10.75% Third Lien Notes due 2020 and Guarantees of 10.75% Third Lien Notes due 2020. On Aug. 31, 2016, the SEC declared effective the Registration Statement on Form S-4 (Commission File No. 333-213164) filed by the Company related to the issuance of 10.75% Third Lien Notes due 2020 and Guarantees of 10.75% Third Lien Notes due 2020 in exchange for notes originally issued in a private exchange offer on May 7, 2015. The Third Lien Securities were governed by that certain Indenture, dated as of May 7, 2015, among DJO Finance LLC, DJO Finance Corporation, the guarantors party thereto, and The Bank of New York Mellon, as Trustee and Third Lien Agent. Subsequent to the expiration of its obligation to file reports pursuant to Section 15(d) of the Securities Exchange Act of 1934, as amended, the Company continued as a voluntary filer pursuant to contractual obligations under the Third Lien Notes Indenture and the Second Lien Notes Indenture. On Feb. 22, 2019, the Company redeemed each of the outstanding Third Lien Securities and Second Lien Securities, satisfying and discharging the Third Lien Notes Indenture and the Second Lien Notes Indenture and terminating the Company's contractual reporting obligations. As a result of the Redemptions, the Company will no longer file reports with the SEC. About DJO Finance Vista, California-based DJO Finance LLC -- http://www.DJOglobal.com/-- is a global developer, manufacturer and distributor of medical devices with a broad range of products used for rehabilitation, pain management and physical therapy. The Company's products address the continuum of patient care from injury prevention to rehabilitation after surgery, injury or from degenerative disease, enabling people to regain or maintain their natural motion. DJO Finance LLC is a wholly owned indirect subsidiary of DJO Global, Inc. DJO Finance reported a net loss of $35.09 million in 2017 compared to a net loss of $285.7 million in 2016. As of Sept. 29, 2018, DJO Finance had $2.01 billion in total assets, $2.86 billion in total liabilities and a total deficit of $853.81 million. * * * In April 2018, Moody's Investors Service affirmed its 'Caa1' Corporate Family Rating of DJO Finance LLC. The affirmation of DJO's 'Caa1' CFR reflects that, while the company's overall liquidity profile has improved, the company remains highly leveraged with debt/EBITDA in excess of 9.0x. Further, the company faces significant refinancing risk as the majority of its debt comes due in 2020. DR. TIMOTHY W. GALLAGHER: Case Summary & Top Unsecured Creditors ---------------------------------------------------------------- Debtor: Dr. Timothy W. Gallagher, D.C., P.C. 54 Williams Street Leominster, MA 01453 Business Description: Dr. Timothy W. Gallagher, D.C., P.C. owns a chiropractic clinic located in Leominster, Massachusetts. Chapter 11 Petition Date: February 25, 2019 Court: United States Bankruptcy Court District of Massachusetts (Worcester) Case No.: 19-40302 Judge: Hon. Elizabeth D. Katz Debtor's Counsel: Marques C. Lipton, Esq. PARKER & ASSOCIATES 10 Converse Place, Suite 201 Winchester, MA 01890 Tel: 7817290005 Fax: 7817290187 E-mail: mlipton@ninaparker.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Timothy W. Gallagher, president. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/mab19-40302.pdf FG DINER: Unsecured Creditors to Receive 15% of Allowed Claims -------------------------------------------------------------- FG Diner Inc. filed with the U.S. Bankruptcy Court for the Eastern District of New York a small business disclosure statement for its chapter 11 plan of reorganization dated Feb. 15, 2019. The Debtor operates a restaurant under the name Triple Crown Diner located at 248-27 Jericho Turnpike, Bellerose, NY 11426. The restaurant serves a diverse diner style menu and has both dine-in and delivery services. General unsecured creditors under the Debtor's proposed plan are classified in Class 2 and will receive a distribution of approximately 15% of their allowed claims to be distributed as follows: monthly payments over a period of 12 months. Payments and distributions under the Plan will be funded by cash on hand in the debtor-in-possession operating account in the amount of $50,000 and a $50,000 contribution by the Debtor's principals Andre Gounaris and Athanasios Fatis to be paid from their personal funds for a total plan fund of $100,000. A copy of the Disclosure Statement dated Feb. 15, 2019 is available at https://is.gd/q75chS from Pacermonitor.com at no charge. About FG Diner Inc. FG Diner Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-45884) on October 12, 2018. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $50,000 and liabilities of less than $500,000. The case has been assigned to Judge Nancy Hershey Lord. The Debtor tapped Morrison Tenenbaum, PLLC as its legal counsel. FULLBEAUTY BRANDS: Seeks to Hire PJT Partners as Investment Banker ------------------------------------------------------------------ FullBeauty Brands Holdings Corp. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of New York to hire PJT Partners LP as investment banker. FullBeauty requires PJT to: a. assist in the evaluation of the companies' businesses and prospects; b. assist in the development of the companies' long-term business plan and related financial projections; c. assist in the development of financial data and presentations to the companies' Board of Directors, various creditors, and other third parties; d. analyze the companies' financial liquidity and evaluate alternatives to improve such liquidity; e. analyze various recapitalization scenarios; f. analyze various restructuring scenarios and the potential impact of these scenarios on the recoveries of those stakeholders impacted by the Restructuring; g. provide strategic advice with regard to a potential recapitalization or restructuring; h. evaluate the companies' debt capacity and alternative capital structures; i. participate in negotiations among the companies and their creditors, suppliers, lessors, and other interested parties; j. assist in arranging financing for the companies; k. assist and advise the companies concerning the terms, conditions, and impact of any proposed recapitalization or restructuring; and l. provide other advisory services customarily provided in connection with the analysis and negotiation of a transaction similar to a potential recapitalization or a restructuring. PJT's compensation consists of: a. Monthly Fee. The companies will pay PJT a monthly advisory fee of $150,000. Fifty percent of all monthly fees (including monthly advisory fees under PJT's original engagement letter) paid to the firm in excess of $600,000 will be credited against the capital raising fee, exchange fee or restructuring fee. b. Capital Raising Fee. The companies will pay PJT a capital raising fee for any financing arranged by the firm, earned and payable upon receipt of a binding commitment letter. This fee will be calculated as follows: -- Senior Debt: 1% of the total issuance size for senior debt financing; -- Junior or Unsecured Debt: 2% of the total issuance size for junior or unsecured debt financing; and -- Equity Financing: 4% of the issuance amount for equity financing Fifty percent of any capital raising fee paid to PJT will be credited against the exchange fee, provided that (i) the monthly fee credit will not exceed the capital raising fee, exchange fee or restructuring fee, as applicable; and (ii) the sum of the capital raising fee credit and the monthly fee credit will not exceed the exchange fee. c. Restructuring Fee. The companies will pay PJT a restructuring fee equal to $7.5 million upon consummation of the restructuring. Jamie Baird, a partner at PJT's Restructuring and Special Situations Group, disclosed in the court filing that the firm is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code. The firm can be reached through: Jamie Baird PJT Partners LP 280 Park Avenue New York, NY 10017 Phone: +1 212-364-7800 About FullBeauty Brands Founded in 1901, FullBeauty Brands Holdings Corp. is a direct-to-consumer retailer in the U.S. plus-size apparel market with over $825.3 million in direct plus-size sales in 2018. The company serves both women and men, offering an assortment of plus-size apparel, swimwear, footwear, and home decor. Each of FullBeauty's seven brands provide a solution targeted to specific customer needs. In addition to these brands, the company operates its website -- fullbeauty.com -- which offers a selection of its plus-size clothing, footwear, and accessories products across brands. FullBeauty maintains one 750,000-square-foot fulfillment center in Indianapolis, and a secondary 740,000-square-foot facility in Plainfield, Indiana. Proprietary brands under the FULLBEAUTY Brands Inc. umbrella include Woman Within, Roaman's, Jessica London, Swimsuits For All, Ellos, KingSize, BrylaneHome, and fullbeauty.com. FullBeauty Brands Holdings and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case Nos. 19-22185 to 19-22193) on Feb. 3, 2019. FullBeauty disclosed $990 million in assets and $1.462 billion in liabilities, based on book value as of Dec. 29, 2018. The cases have been assigned to Judge Robert D. Drain. The companies tapped Kirkland & Ellis LLP and Kirkland & Ellis International LLP as their bankruptcy counsel; AlixPartners, LLP as financial advisor; PJT Partners LP as restructuring advisor; Ernst & Young LLP as tax advisor; and Prime Clerk LLC as claims and noticing agent. The companies filed a joint prepackaged Chapter 11 plan of reorganization, which was confirmed by the court on February 5, 2019. The holders of 100% of first-in, last-out claims, 100% of first lien claims, and 100% of the second lien claims voted to accept the plan. On February 7, 2019, the effective date of the plan occurred. GREEN GROUP 11: Seeks to Hire Ira R. Abel as Attorney ----------------------------------------------------- Green Group 11 LLC seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to employ the Law Office of Ira R. Abel, as attorney to the Debtor. Green Group 11 requires Ira R. Abel to represent the Debtor in the Chapter 11 bankruptcy proceedings. Ira R. Abel will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Ira R. Abel, partner of the Law Office of Ira R. Abel, 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. Ira R. Abel can be reached at: Ira R. Abel, Esq. LAW OFFICES OF IRA R. ABEL 305 Broadway, 14th Floor New York, NY 10007 Tel: (212) 799-4672 E-mail: iraabel@verizon.net About Green Group 11 Green Group 11 LLC is the owner and operator of a grocery store located at 220 Greene Avenue Brooklyn, NY 11238. Green Group 11 LLC, based in Brooklyn, NY, filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 19-40115) on Jan. 8, 2019. The Hon. Nancy Hershey Lord oversees the case. Ira R. Abel, Esq., at the Law Office of Ira R. Abel, serves as bankruptcy counsel. In the petition signed by Michael Kandhorov, manager, the Debtor estimated $6,000 in assets and $1,895,562 in liabilities. GUARDION HEALTH: Weinberg & Company Raises Going Concern Doubt -------------------------------------------------------------- Guardion Health Sciences, Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $7,767,407 on $942,153 of total revenue for the year ended Dec. 31, 2018, compared to a net loss of $5,305,169 on $437,349 of total revenue for the year ended in 2017. The audit report of Weinberg & Company, P.A., states that the Company has experienced negative operating cash flows since inception. These matters raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2018, showed total assets of $3,681,100, total liabilities of $495,337, and a total stockholders' equity of $3,185,763. A copy of the Form 10-K is available at: https://is.gd/pHuuaI Guardion Health Sciences, Inc., is a specialty health sciences company, develops, formulates, and distributes medical foods that replenishes and restores the macular protective pigment under the Lumega-Z(R) brand. The company also develops MapcatSF, a medical device that measures the macular pigment optical density. It distributes its products through e-commerce at guardionhealth.com. Guardion Health Sciences, Inc., was founded in 2009 and is based in San Diego, California. GYMBOREE GROUP: Committee Hires Whiteford Taylor as Co-Counsel -------------------------------------------------------------- The Official Committee of Unsecured Creditors of Gymboree Group, Inc., and its debtor-affiliates, seeks authorization from the U.S. Bankruptcy Court for the Eastern District of Virginia to retain Whiteford Taylor & Preston LLP, as Virginia co-counsel to the Committee. The Committee requires Whiteford Taylor to: (a) advise the Committee regarding its rights, powers and duties as a committee elected pursuant to Bankruptcy Code; (b) advise and consult with the Committee on the conduct of the cases including all legal and administrative requirements under Chapter 11; (c) attend meetings and negotiate with representatives of the Debtors, the secured and unsecured creditors, equity holders, employees and other parties in interest; (d) advise the Committee regarding any contemplated sale of assets or business combinations including the negotiation of asset sales, stock purchases, mergers or joint ventures, formulation and implementation of bidding procedures, evaluation of competing offers, drafting of appropriate documents regarding proposed sales and counseling regarding the closing of such sales; (e) to the extent necessary, advise the Committee regarding prepetition and post-petition financing and cash collateral arrangements and negotiate documents relating thereto; (f) advise the Committee on matters relating to Debtors' assumption, assumption and assignment and rejection of executory contracts and unexpired leases; (g) advise the Committee on matters relating to the ordinary course of business including employment matters, tax, environmental, banking, insurance, securities, corporate, business operation, contracts, joint ventures, real and personal property, press and public relations matters and regulatory matters; (h) provide advice and counseling on actions to protect and preserve the Debtors' estates including actions and proceedings by the Debtors or other designated parties to recover assets, defense of actions and proceedings brought against the estates, negotiations regarding all litigation in which the Committee may be involved and objections to claims filed against the estate; (i) prepare and file necessary motions, applications, orders, reports and papers; (j) review all pleadings, financial and other reports filed by the Debtors in these Chapter 11 cases and advise the Committee about the implications; (k) review the nature and validity of any liens asserted against the Debtors' property and advise the Committee concerning the enforceability of such liens; (l) investigate the acts, conduct, assets, liabilities, and financial condition of the Debtors, the operation of the Debtor's business and the desirability of the continuance of such business, and any other matter relevant to the case or to the formulation of a plan; (m) commence and conduct any and all ligation necessary or appropriate to assert rights held by the Committee and/or protect assets of the Chapter 11 estate; (n) negotiate and participate in the preparation of the Debtors' plan(s) of reorganization, related disclosure statement(s) and other related documents and agreements and advise and participate in the confirmation of such plan(s); (o) attend meetings with third parties and participate in negotiations with respect to the above matters; (p) appear before this Court, other courts and the United States Trustee to protect and represent the interests of the Committee and the Committee's constituents; (q) advise the Committee and PSZJ regarding the Local Rules, local practices and procedures, as the same may be applicable in these cases; (r) meet and coordinate with other counsel and other professionals representing the Debtors and other parties in interest; (s) perform all other necessary legal services and provide all necessary legal advice to the Committee in connection with these chapter 11 cases; and (t) handle such other matters as may be requested by the Committee and to which Whiteford Taylor agrees. Whiteford Taylor will be paid at these hourly rates: Vernon E. Inge, Jr., Partner $630 Michael E. Hastings, Partner $625 Christopher A. Jones, Partner $610 Jennifer E. Wuebker, Associate $360 Whiteford Taylor will also be reimbursed for reasonable out-of-pocket expenses incurred. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: Not applicable. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: Whiteford Taylor, in conjunction with lead counsel, is developing a budget and staffing plan that will be presented for approval by the Committee and anticipates filing a Committee-approved budget at the time it files its fee applications. Whiteford Taylor intends to make a reasonable effort to comply with the UST's requests for information and additional disclosures as set forth in the Revised UST Guidelines, both in connection with the Application and the interim and final fee applications to be filed by Whiteford Taylor in these chapter 11 cases. Christopher A. Jones, partner of Whiteford Taylor & Preston 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 (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. Whiteford Taylor can be reached at: Christopher A. Jones, Esq. Vernon E. Inge, Jr., Esq. Michael E. Hastings, Esq. Jennifer E. Wuebker, Esq. WHITEFORD, TAYLOR & PRESTON, LLP 901 E. Cary Street, Suite 500 Richmond, VA 23219-4063 Tel: (804) 977-3300 Fax: (804) 977-3299 About Gymboree Group San Francisco-based Gymboree Group -- https://www.gymboree.com/ -- owns a portfolio of three children's clothing and accessories brands -- Gymboree, Janie and Jack and Crazy 8 -- each offering a different product line with a distinct brand identity and targeted product offering. Since its start in 1976, Gymboree Group has grown from offering mom-and-baby classes in the San Francisco Bay Area to currently operating over 900 retail stores in the United States and Canada, along with franchises around the world. Gymboree Group, Inc., and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. 19-30258) on Jan. 17, 2019. At the time of the filing, Gymboree Group estimated assets of $100 million to $500 million and liabilities of $50 million to $100 million. The cases are assigned to Judge Keith L. Phillips. The Debtors tapped Milbank, Tweed, Hadley & McCloy LLP as general bankruptcy counsel; Kutak Rock LLP as local counsel; Stifel, Nicolaus & Company, Incorporated and Berkeley Research Group, LLC as financial advisors; Hilco Real Estate, LLC as real estate Consultant; and Prime Clerk LLC as real estate consultant. John Fitzgerald, acting U.S trustee for Region 4, appointed an official committee of unsecured creditors on Jan. 23, 2019. The Committee tapped Hahn & Hessen LLP as lead counsel; Pachulski Stang Ziehl & Jones LLP, as counsel; Tavenner & Beran, PLC, as local counsel; Whiteford Taylor & Preston LLP, as Virginia co-counsel. H N HINCKLEY: Proposes 3% Dividend to Unsecured Creditors --------------------------------------------------------- H N Hinckley & Sons, Inc. filed with the U.S. Bankruptcy Court for the District of Massachusetts a disclosure statement with respect to its proposed plan of reorganization The Plan contemplates the payment of a 3% dividend to holders of Allowed Unsecured Claims and an 8% dividend to holders of Allowed Secured and Priority Tax Claims. The Plan will be funded by accumulated cash from the Debtor's Chapter 11 business operations, funds remitted to the Debtor by Martha's Vineyard Savings Bank following its sale of the lease for 21 East Line Road in Edgartown, Massachusetts, funds from the sale of various of the Debtor's vehicles and equipment, funds advanced to or on behalf of the Debtor by Elizabeth Cosgrove and Laura Abbady following the estate sale of their father's home, and the Debtor's increased operating income from its Plan Period business operations. The Debtor's projections demonstrate that the Debtor is likely to have adequate cash flow from the continued operation of its business to pay the Effective Date expenses and operational expenses during the life of the Plan, as well as accumulate working capital for the Debtor's business. A copy of the Disclosure Statement is available at https://is.gd/hzoAk8 from Pacermonitor.com at no charge. About H N Hinckley & Sons H N Hinckley & Sons, Inc., headquartered in Vineyard Haven, Massachusetts, is a dealer of building material and supplies. H N Hinckley & Sons filed a Chapter 11 petition (Bankr. D. Mass. Case No. 18-10398) on Feb. 6, 2018. In the petition signed by Wayne M. Guyther III, president, the Debtor estimated assets and liabilities at $1 million to $10 million. The case is assigned to Judge Joan N. Feeney. The Debtor tapped Posternak Blankstein & Lund LLP as its legal counsel and Schlossberg LLC as the special counsel. HAWAIIAN EBBTIDE: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Hawaiian Ebbtide Hotel, Inc. aka Hawaiian Ebbtide Hotel aka John Wollstein 2415 Ala Wai Boulevard, #1901 Honolulu, HI 96815 Business Description: Hawaiian Ebbtide Hotel, Inc. owns a two-star hotel in Honolulu, Hawaii. Chapter 11 Petition Date: February 25, 2019 Court: United States Bankruptcy Court District of Hawaii (Honolulu) Case No.: 19-00227 Judge: Hon. Robert J. Faris Debtor's Counsel: Christopher S.B. Woo, Esq. STAR CONSULTING LLC 159 Kai'ulani Avenue Honolulu, HI 96815 Tel: 808.940.3244 E-mail: attorneychristopherwoo@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by John D. Wollstein, president of Board of Directors. The Debtor did not submit a list of its 20 largest unsecured creditors at the time of the filing. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/hib19-00227.pdf IDEANOMICS: Issues 4.5 Million Shares to SolidOpinion ----------------------------------------------------- Ideanomics, Inc. entered into an asset purchase agreement with SolidOpinion, Inc. on Feb. 19, 2019, pursuant to which Ideanomics issued 4,500,000 shares of its common stock in exchange for $2,500,000 and certain intellectual property, including SolidOpinion's CommentsRadar product and technology. The parties agreed that 450,000 of such shares of common stock will be held in escrow in connection with SolidOpinion's indemnity obligations pursuant to the Asset Purchase Agreement. In connection with the transaction, the Company also entered into a piggyback registration rights agreement with SolidOpinion pursuant to which SolidOpinion received piggyback registration rights. About Ideanomics Ideanomics, formerly known as Seven Stars Cloud Group, Inc., seeks to become a next generation fintech company by leveraging blockchain and artificial intelligence technologies. The company is headquartered in New York, NY, and has offices in Hong Kong and Beijing, China. It also has a planned global center for Technology and Innovation in West Hartford, CT, named Fintech Village. Seven Stars reported a net loss of $10.19 million for the year ended Dec. 31, 2017, compared to a net loss of $28.50 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, Ideanomics had $167.7 million in total assets, $123.1 million in total liabilities, $1.26 million in convertible redeemable preferred stock, and $43.35 million in total equity. B F Borgers CPA PC's report on the consolidated financial statements for the year ended Dec. 31, 2017, contains an explanatory paragraph expressing substantial doubt regarding the Company's ability to continue as a going concern. The auditors stated that the Company incurred recurring losses from operations, has net current liabilities and an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. IMERYS TALC AMERICA: March 4 Meeting Set to Form Creditors' Panel ----------------------------------------------------------------- Andy Vara, acting United States Trustee for Region 3, will hold an organizational meeting on March 4, 2019, at 11:00 a.m. in the bankruptcy case of Imerys Talc America, Inc and subsidiaries Imerys Talc Vermont, Inc. and Imerys Talc Canada, Inc. The meeting will be held at: The Doubletree Hotel 700 King Street Wilmington, DE 19801 Salon C The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About Imeris Talc America Imerys Talc and its subsidiaries -- https://www.imerys-performance-additives.com/ -- are in the business of mining, processing, selling, and distributing talc. Talc is a hydrated magnesium silicate that is used in the manufacturing of dozens of products in a variety of sectors, including coatings, rubber, paper, polymers, cosmetics, food, and pharmaceuticals. Its talc operations include talc mines, plants, and distribution facilities located in: Montana (Yellowstone, Sappington, and Three Forks); Vermont (Argonaut and Ludlow); Texas (Houston); and Ontario, Canada (Timmins, Penhorwood, and Foleyet). It also utilizes offices located in San Jose, California and Roswell, Georgia. Imerys Talc America, Inc. and two subsidiaries, namely Imerys Talc Vermont, Inc., and Imerys Talc Canada Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-10289) on Feb. 13, 2019. The Debtors estimated $100 million to $500 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped Richards, Layton & Finger, P.A., and Latham & Watkins LLP as counsel; Alvarez & Marsal North America, LLC as financial advisor; and Prime Clerk LLC as claims agent. IMERYS TALC AMERICA: March 4 Meeting Set to Form PI Claimants Panel ------------------------------------------------------------------- The United States Trustee will hold a meeting in the cases of Imerys Talc America Inc., et al., to form a personal injury claimants' committee on Monday, March 4, 2019 at 11:00 a.m. The meeting will be held at: The Doubletree Hotel 700 King Street Wilmington, DE 19801 Salon C Section 1102(a) of the Bankruptcy Code authorizes the United States Trustee to appoint an Official Committee of personal injury claimants composed of persons who assert personal injury claims against the debtor. Members of a Personal Injury Claimants' Committee are fiduciaries who represent all persons with personal injury claims against the debtor. Section 1103 of the Bankruptcy Code provides that a Personal Injury Claimants' Committee may consult with the debtor, investigate the debtor and its business operations, and participate in the formulation of a plan of reorganization. A Personal Injury Claimants' Committee may also perform such other services as are in the interests of the personal injury claimants which it represents. Section 1103 of the Bankruptcy Code provides that a Personal Injury Claimants' Committee may, subject to the bankruptcy court's approval, employ one or more attorneys, accountants, or other professionals to represent or perform services for a Personal Injury Claimants' Committee. A Personal Injury Claimants' Committee should elect a chairperson and may adopt bylaws. As a party in interest, a Personal Injury Claimants’ Committee may be heard on any issue in the bankruptcy proceeding. About Imerys Talc America Imerys Talc and its subsidiaries -- https://www.imerys-performance-additives.com/ -- are in the business of mining, processing, selling, and distributing talc. Talc is a hydrated magnesium silicate that is used in the manufacturing of dozens of products in a variety of sectors, including coatings, rubber, paper, polymers, cosmetics, food, and pharmaceuticals. Its talc operations include talc mines, plants, and distribution facilities located in: Montana (Yellowstone, Sappington, and Three Forks); Vermont (Argonaut and Ludlow); Texas (Houston); and Ontario, Canada (Timmins, Penhorwood, and Foleyet). It also utilizes offices located in San Jose, California and Roswell, Georgia. Imerys Talc America, Inc. and two subsidiaries, namely Imerys Talc Vermont, Inc., and Imerys Talc Canada Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-10289) on Feb. 13, 2019. The Debtors estimated $100 million to $500 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped Richards, Layton & Finger, P.A., and Latham & Watkins LLP as counsel; Alvarez & Marsal North America, LLC as financial advisor; and Prime Clerk LLC as claims agent. INVESTVIEW INC: Dec. 31 Financial Results Cast Going Concern Doubt ------------------------------------------------------------------ Investview, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $452,363 on $7,733,034 of total revenue (net) for the three months ended Dec. 31, 2018, compared to a net loss of $7,142,822 on $3,935,898 of total revenue (net) for the same period in 2017. At Dec. 31, 2018 the Company had total assets of $5,583,518, total liabilities of $7,330,284, and $1,746,766 in total stockholders' deficit. Chief Executive Officer Ryan Smith and Acting Chief Financial Officer William C. Kosoff states, "We have incurred significant recurring losses, which have resulted in an accumulated deficit of $21,091,245 as of December 31, 2018, along with a net loss of $1,010,697 and net cash used in operations of $2,580,818 for the nine months ended December 31, 2018. Additionally, as of December 31, 2018, we had cash of $93,569 and a working capital deficit of $6,691,399. These factors raise substantial doubt about our ability to continue as a going concern." A copy of the Form 10-Q is available at: https://is.gd/CNHZ1w Investview, Inc., through its subsidiaries, operates as a diversified financial technology organization. The Company provides education and technology designed to assist individuals in navigating the financial markets. Its services include tools and research, newsletter alerts, and live education rooms that comprise instruction on the subjects of equities, options, FOREX, ETF's, and binary options. In addition, the Company offers education and technology applications to assist individuals in debt reduction, enhanced savings, budgeting, and proper tax expense management. The Company was formerly known as Global Investor Services, Inc. and changed its name to Investview, Inc. in March 2012. Investview, Inc. is headquartered in Salt Lake City, Utah. JAGUAR HEALTH: Adjourns Special Meeting Until February 28 --------------------------------------------------------- Jaguar Health, Inc.'s special meeting of stockholders scheduled for Feb. 25, 2019 was adjourned to achieve a quorum on the proposals set forth in Jaguar's definitive proxy statement on Schedule 14A, which was filed with the Securities and Exchange Commission on Jan. 18, 2019. The Special Meeting has been adjourned to 8:30 a.m. Pacific Standard Time/11:30 a.m. Eastern Standard Time on Thursday, Feb. 28, 2019, at the offices of the Company at 201 Mission Street, Suite 2375, San Francisco, CA 94105. During the period of the adjournment, Jaguar will continue to solicit proxies from its stockholders with respect to the proposals set forth in the proxy statement. Only stockholders of record on the record date of Jan. 10, 2019 are entitled to and are being requested to vote. If a stockholder has previously submitted its proxy card and does not wish to change its vote, no further action is required by such stockholder. The Company encourages all stockholders who have not yet voted to do so before Thursday, Feb. 27, 2019 at 11:59 p.m. (Pacific Standard Time). How You Can Vote The stockholders may vote by internet at www.investorvote.com/JAGX, or by telephone at 800-652-VOTE (8683) within the USA, US territories & Canada on a touch tone telephone, or by returning a properly executed proxy card. No changes have been made to the proposals to be voted on by stockholders at the Special Meeting. The Company's proxy statement and any other materials filed by the Company with the SEC remain unchanged and can be obtained free of charge at the SEC's website at www.sec.gov. The Board and management of Jaguar recommend that holders vote FOR the approval of each of the proposals before the stockholders at the Special Meeting. About Jaguar Health Jaguar Health, Inc. -- http://www.jaguar.health/-- is a commercial stage natural-products pharmaceuticals company focused on developing novel, sustainably derived gastrointestinal products on a global basis. Its wholly-owned subsidiary, Napo Pharmaceuticals, Inc., focuses on developing and commercializing proprietary human gastrointestinal pharmaceuticals for the global marketplace from plants used traditionally in rainforest areas. Jaguar Health's principal executive offices are located in San Francisco, California. Jaguar Health reported a net loss of $21.96 million for the year ended Dec. 31, 2017, compared to a net loss of $14.73 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, Jaguar Health had $46.12 million in total assets, $26.79 million in total liabilities, $9 million in series A convertible preferred stock, and total stockholders' equity of $10.32 million. BDO USA, LLP, in San Francisco, Calif., issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2017, stating that the Company has suffered recurring losses from operations and an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. KHRL GROUP: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Two affiliates that have filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- KHRL Group, LLC 19-50390 1802 Jackson Keller San Antonio, TX 78213 Papa Grande Gourmet Foods, LLC 19-50391 dba Garcia Foods 1802 Jackson Keller San Antonio, TX 78213 Business Description: KHRL Group is a Single Asset Real Estate Debtor (as defined in 11 U.S.C. Section 101(51B)). Founded in 1956, Garcia Foods is a producer of a growing line of Mexican food products including tamales, fajitas, chorizo, shredded chicken, picadillo, carne guisada, carnitas, chili, refried beans, and rice. Visit http://garciafoods.comfor more information. Chapter 11 Petition Date: February 25, 2019 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Judge: Hon. Ronald B. King Debtors' Counsel: Ronald J. Smeberg, Esq. THE SMEBERG LAW FIRM, PLLC 2010 W Kings Hwy San Antonio, TX 78201-4926 Tel: (210) 695-6684 Fax: (210) 598-7357 E-mail: ron@smeberg.com KHRL Group's Estimated Assets: $1 million to $10 million KHRL Group's Estimated Liabilities: $1 million to $10 million Papa Grande's Estimated Assets: $1 million to $10 million Papa Grande's Estimated Liabilities: $1 million to $10 million The petitions were signed by Kenneth D. Garcia, member. A full-text copy of KHRL Group's petition containing, among other items, a list of the Debtor's four unsecured creditors is available for free at: http://bankrupt.com/misc/txwb19-50390.pdf A full-text copy of Papa Grande's petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/txwb19-50391.pdf LEAFBUYER TECHNOLOGIES: Further Losses Cast Going Concern Doubt --------------------------------------------------------------- Leafbuyer Technologies, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $1,677,870 on $419,713 of sales revenue for the three months ended Dec. 31, 2018, compared to a net loss of $240,636 on $262,173 of sales revenue for the same period in 2017. At Dec. 31, 2018 the Company had total assets of $3,850,072, total liabilities of $2,452,943, and $1,397,129 in total stockholders' equity. The Company states, "We had equity of approximately $1,397,129 and a working capital deficit of $1,582,344 as of December 31, 2018. We reported a net loss of $3,106,773 for the six months ended December 31, 2018, and we anticipate further losses in the development of our business. Accordingly, there is substantial doubt about our ability to continue as a going concern." A copy of the Form 10-Q is available at: https://is.gd/GrOSq6 Leafbuyer Technologies, Inc., through its subsidiary, LB Media Group, LLC, operates an online platform for cannabis deals and specials, and information that connects consumers with dispensaries. The Company is headquartered in Greenwood Village, Colorado. MACK-CALI REALTY: S&P Cuts ICR to BB- on Sustained Contracting NOI ------------------------------------------------------------------ S&P Global Ratings lowered its issuer credit rating on Mack-Cali Realty Corp. (CLI) to 'BB-' from 'BB'. At the same time, S&P lowered its issue-level rating on the company's senior unsecured notes to 'BB' based on its estimate that unsecured lenders would receive substantial recovery (70%-90%; rounded estimate: 85%) in the event of a payment default. "The downgrade reflects our expectation of further contraction of CLI's net operating income driven by slower than anticipated lease-up of its Hudson Waterfront's office portfolio and the lack of visibility for a near-term turnaround," S&P said. "As a result, we think CLI's key credit metrics will continue to deteriorate over the next 12 months, with S&P Global Ratings' adjusted debt to EBITDA rising to the mid-11x area by year-end 2019." S&P said it could lower the ratings on CLI if the company's liquidity position tightens from lack of progress in refinancing upcoming debt maturities in a timely fashion or from lower than anticipated funds from operations (FFO). This could result from deteriorating leasing activity within the office portfolio, including tenant departures that exceed S&P's expectations. Also, a higher than anticipated use of debt to fund residential development or acquisitions that increase debt to EBITDA above 13x or reduce FCC under 2x could result in a one-notch downgrade on CLI's issuer credit rating. In addition, should the company refinance a majority of its unsecured debt with secured debt, the recovery rating could be pressured, potentially leading to a lower rating on the unsecured notes, according to S&P. "We could revise the outlook to stable if the company refinances upcoming debt maturities without deteriorating coverage metrics," S&P said. "Additionally, we would require moderating negative performance within the office portfolio such that debt to EBITDA remains under 10x and FCC is sustained in the mid-2x area." MAREMONT CORP: Taps Cole Schotz as Delaware Co-Counsel ------------------------------------------------------ Maremont Corporation received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Cole Schotz P.C. The firm will serve as Delaware co-counsel with Sidley Austin LLP, another law firm tapped by Maremont and its affiliates to represent them in their Chapter 11 cases. Cole Schotz will advise the Debtors regarding local rules, practices, and procedures and will provide other legal services related to their bankruptcy cases. The firm will charge these hourly fees: Members/Special Counsel $405 to $950 Associates $275 to $500 Paralegals $205 to $310 Litigation Support Specialists $205 to $405 Prior to the Debtors' bankruptcy filing, Cole Schotz received a retainer of $75,000, of which $61,431.50 was used to pay its pre-bankruptcy fees and expenses, including $6,868 in filing fees. J. Kate Stickles, Esq., at Cole Schotz, disclosed in a court filing that her firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. Cole Schotz can be reached through: J. Kate Stickles, Esq. Cole Schotz P.C. 500 Delaware Avenue, Suite 1410 Wilmington, DE 19801 Tel: 302-651-2001 Mobile: 302-528-2165 Fax: 302-574-2101 Email: kstickles@coleschotz.com About Maremont Corp. Maremont Corporation and three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-10118). The affiliated debtors are Maremont Exhaust Products, Inc., AVM, Inc., and Former Ride Control Operating Company, Inc. Headquartered in Troy, Michigan, Maremont is a Delaware corporation and wholly-owned subsidiary of Meritor, Inc., a public company organized under the laws of the State of Indiana. Historically, Maremont and its subsidiaries manufactured, distributed, and sold aftermarket friction products. Certain of the products manufactured and sold contained asbestos. However, Maremont and its subsidiaries have not manufactured or sold any asbestos-containing products since 1978. Maremont divested its business lines over time. By 2013, the Debtors had ceased all operations and divested all remaining operating assets. Maremont estimated $10 million to $50 million in total assets and $100 million to $500 million in liabilities as of the bankruptcy filing. The Debtors tapped Sidley Austin LLP as their legal counsel; Cole Schotz P.C. as Delaware counsel; and Donlin, Recano & Company, Inc. as claims and noticing agent. MAREMONT CORP: Taps Kasowitz Benson as Special Counsel ------------------------------------------------------ Maremont Corporation received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Kasowitz Benson Torres LLP as special counsel. The firm will assist the company and its affiliates in matters related to personal injury claims filed by asbestos victims. Kasowitz Benson's hourly rates for its attorneys range from $260 to $475. Paraprofessionals charge $125 per hour. The firm's attorneys who will representing the Debtors are: Michael Hutchins $475 Jordan Beltz $260 Jason Harness $260 Michael Hutchins, Esq., a partner at Kasowitz Benson, disclosed in a court filing that his firm neither holds nor represents any interest adverse to the Debtors and their bankruptcy estates. Kasowitz Benson can be reached through: Michael E. Hutchins, Esq. Kasowitz Benson Torres LLP Two Midtown Plaza, Suite 1500 1349 West Peachtree Street, N.W. Atlanta, GA 30309 Tel: +1 (404) 260-6100 Email: mhutchins@kasowitz.com About Maremont Corp. Maremont Corporation and three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-10118). The affiliated debtors are Maremont Exhaust Products, Inc., AVM, Inc., and Former Ride Control Operating Company, Inc. Headquartered in Troy, Michigan, Maremont is a Delaware corporation and wholly-owned subsidiary of Meritor, Inc., a public company organized under the laws of the State of Indiana. Historically, Maremont and its subsidiaries manufactured, distributed, and sold aftermarket friction products. Certain of the products manufactured and sold contained asbestos. However, Maremont and its subsidiaries have not manufactured or sold any asbestos-containing products since 1978. Maremont divested its business lines over time. By 2013, the Debtors had ceased all operations and divested all remaining operating assets. Maremont estimated $10 million to $50 million in total assets and $100 million to $500 million in liabilities as of the bankruptcy filing. The Debtors tapped Sidley Austin LLP as their legal counsel; Cole Schotz P.C. as Delaware counsel; and Donlin, Recano & Company, Inc., as claims and noticing agent. MESOBLAST LIMITED: Capital World Owns 8.5% of Ordinary Shares ------------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, Capital World Investors disclosed that as of Dec. 31, 2018, it beneficially owns 42,591,080 ordinary shares of Mesoblast Limited, which represents 8.5 percent of the 497,365,913 shares believed to be outstanding. A full-text copy of the regulatory filing is available for free at: https://is.gd/UwHmee About Mesoblast Headquartered in Melbourne, Australia, Mesoblast Limited (ASX:MSB; Nasdaq:MESO) -- http://www.mesoblast.com/-- is a global developer of innovative cell-based medicines. The Company has leveraged its proprietary technology platform to establish a broad portfolio of late-stage product candidates with three product candidates in Phase 3 trials - acute graft versus host disease, chronic heart failure and chronic low back pain due to degenerative disc disease. Through a proprietary process, Mesoblast selects rare mesenchymal lineage precursor and stem cells from the bone marrow of healthy adults and creates master cell banks, which can be industrially expanded to produce thousands of doses from each donor that meet stringent release criteria, have lot to lot consistency, and can be used off-the-shelf without the need for tissue matching. Mesoblast has facilities in Melbourne, New York, Singapore and Texas and is listed on the Australian Securities Exchange (MSB) and on the Nasdaq (MESO). Mesoblast reported a net loss attributable to the owners of Mesoblast of US$35.29 million for the year ended June 30, 2018, compared to a net loss attributable to the owners of Mesoblast of US$76.81 million for the year ended June 30, 2017. As of Dec. 31, 2018, the Company had US$688.33 million in total assets, US$163.77 million in total liabilities, and US$524.55 million in total equity. PricewaterhouseCoopers, in Melbourne, Australia, the Company's auditor since 2008, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended June 30, 2018. The auditors noted that the Company has suffered recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. MIDATECH PHARMA: Shareholders Pass All Resolutions at Meeting ------------------------------------------------------------- Midatech Pharma announced that at the General Meeting held on Feb. 25, 2019, in connection with the Company's Placing, Subscription and Open Offer at a price of 3.85 pence per Unit (each Unit comprising one New Ordinary Share and one Warrant), details of which were announced on Jan. 29, 2019 and Feb. 4, 2019, all resolutions put to shareholders were duly passed. The Open Offer was oversubscribed having received valid acceptances in respect of 20,870,414 Open Offer Units from Qualifying Shareholders, including applications under the Excess Application Facility. This represents approximately 107% of the 19,456,554 Open Offer Units offered. Following scale-back, 100% of the 19,456,554 Open Offer Units offered will be issued. As detailed in the Open Offer circular, all Shareholders with valid applications will receive their full allocation of Ordinary Shares in respect of their Basic Entitlement. Excess Shares will be allocated to Shareholders with valid applications under the Excess Application Facility in such manner as the Board may determine in their absolute discretion. As a consequence and following the passing of the resolutions at the General Meeting, and conditional on Admission, the Company has raised GBP 13.4 million, before expenses, in aggregate through the Placing, Subscription and Open Offer. Application has been made for 348,215,478 New Ordinary Shares in aggregate to be admitted to trading on AIM (comprising 120,966,718 Placing Shares, 207,792,206 Subscription shares and 19,456,554 Open Offer Shares). It is expected that Admission will take place at 8.00 a.m. on Feb. 26, 2019. The New Ordinary Shares will rank pari passu with the existing Ordinary Shares. No application has been made for admission of the Warrants to trading on AIM. Following Admission, the Company's issued share capital will consist of 409,399,613 Ordinary Shares. There are no Ordinary Shares held in treasury. Therefore, in accordance with the FCA's Disclosure and Transparency Rule 5.6.1, the Company confirms that as at 26 February 2019, the total number of voting rights in the Company will be 409,399,613. Following Admission, this figure may be used by shareholders as the denominator for the calculations by which they determine whether they are required to notify their interest in, or a change to their interest in, Midatech under the Disclosure Guidance and Transparency Rules. The total number of Warrants to be granted upon Admission pursuant to the Placing, Subscription and Open Offer is 313,846,440. Upon Admission, pursuant to the Subscription, CMS Venture and A&B will hold in aggregate 207,792,206 Ordinary Shares representing 50.76 per cent. of the Enlarged Share Capital. They will also hold in aggregate 207,792,206 Warrants1. Board Changes Further to the Company's announcement on Feb. 4, 2019 and its commitment to continue cost reduction across the business, with effect from Admission, John Johnston, Michele Luzi and Pavlo Protopapa, each a non-executive director of the Company, will step down from the Board. In addition and subject to Admission, Dr. Huaizheng Peng, (a director of CMS Venture and the chief executive officer of A&B) will join the Board of Midatech in connection with the Subscription. Further details in respect of Dr. Peng were included in the Company's announcement on Jan. 29, 2019. PDMR Dealings Certain Directors have subscribed for Open Offer Units (each unit comprising one New Ordinary Share and one Warrant), at the Issue Price. As at Feb. 22, 2019 (being the latest practicable business date prior to the publication of this announcement) and, subject to and immediately following Admission, the interests of each such Director in the issued share capital of the Company is as follows: Number of Percentage Ordinary of Ordinary Shares Held Shares Following Following Name Admission Admission ---- ----------- ------------ Rolf Stahel 1,077,064 0.37% Craig Cook 124,682 0.04% Nick Robbins-Cherry 500 0.00% Simon Turton 1,106,507 0.38% Sijmen de Vries 435,699 0.15% MTD201 Manufacturing and loan update As previously announced, the manufacturing scale up costs for MTD201 are expected to be approximately EUR 14.8 million in aggregate. The Company completed its submission for a loan to the Spanish Government (under the Spanish Ministry of Industry Reindustrialisation programme) to cover up to 75% of the qualifying manufacturing scale-up cost and it remains that the loan application outcome is expected to be known around the end of H1 2019. In addition to this, as announced on 10 January 2019, the Company has received approval for funding of EUR 1.5 million for the Company's manufacturing facility in Bilbao Spain. The Company confirms that it received written confirmation from the Basque regional government on Jan. 7, 2019 and that the loan finance is available upon submission of invoices by the Company for validly incurred scale-up costs. Amounts drawn under the facility will be repayable from February 2022 at a rate of EUR 0.3 million per annum. There is no interest on the facility. About Midatech Pharma Midatech Pharma PLC -- http://www.midatechpharma.com/-- is an international specialty pharmaceutical company focused on the research and development of a pipeline of medicines for oncology and immunotherapy. The Company is developing a range of improved chemo-therapeutics or new immuno-therapeutics, using its three proprietary platform drug delivery technologies, all of which are in the clinic. Midatech is headquartered in Oxfordshire, with an R&D facility in Cardiff and a manufacturing operation in Bilbao, Spain. The report from the Company's independent accounting firm BDO LLP, in Reading, United Kingdom, the Company's auditor since 2014, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has suffered recurring losses from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. Midatech reported a loss before tax of GBP17.32 million in 2017 following a loss before tax of GBP29.32 million in 2016. As of Dec. 31, 2017, Midatech had GBP$49.22 million in total assets, GBP14.54 million in total liabilities and GBP34.67 million in total equity. MORGAN ADMINISTRATION: Exclusivity Period Extended Until April 23 ----------------------------------------------------------------- Judge Jacqueline Cox of the U.S. Bankruptcy Court for the Northern District of Illinois extended the period during which Morgan Administration, Inc. and affiliates have the exclusive right to file a Chapter 11 plan through April 23, and to solicit acceptances for the plan through June 24. About Morgan Administration Morgan Administration, Inc., and its subsidiaries are privately-held companies in Waukegan, Illinois that operate household appliance stores. They collectively do business under the trade name Home Owners Bargain Outlet or HOBO. Morgan Administration and 10 affiliates sought Chapter 11 protection (Bankr. N.D. Ill. Lead Case No. 18-30039) on Oct. 25, 2018. In the petition signed by Leo Schmidt, president, Morgan Administration estimated $100,000 to $500,000 in assets and $100,000 to $500,000 in liabilities. The case is assigned to Judge Jacqueline P. Cox. The Debtors tapped Jonathan P. Friedland, Esq., at Sugar Felsenthal Grais & Helsinger LLP, as bankruptcy counsel; and Michael Goldman of KCP Advisory Group LLC as their chief restructuring officer. On Nov. 5, 2018, the Office of the United States Trustee appointed the Official Committee of Unsecured Creditors of Morgan Administration. The Committee retained Freeborn & Peters LLP as counsel. MOUNTAIN HIGH: Accumulated Deficit Casts Going Concern Doubt ------------------------------------------------------------ Mountain High Acquisitions Corp. filed its quarterly report on Form 10-Q, disclosing a net loss of $3,391,163 on $86,875 of revenue for the three months ended Dec. 31, 2018, compared to a net loss of $66,197 on $60,000 of revenue for the same period in 2017. At Dec. 31, 2018 the Company had total assets of $1,715,715, total liabilities of $356,641, and $1,359,074 in total stockholders' equity. President and CEO Alan Smith states that the Company has incurred a net loss of $4,124,836 for the nine months ended December 31, 2018 and has an accumulated deficit of $13,815,358 and a working capital deficit of $287,001 as of December 31, 2018. These conditions raise substantial doubt as to the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: https://is.gd/QxdWkM Mountain High Acquisitions Corp. acquires companies and technologies involved in the development, production, sales, and marketing of CBD related products and processes. The Company is based in Scottsdale, Arizona. MUNN WORKS: Creditor Seeks to Chapter 11 Trustee Appointment ------------------------------------------------------------ APF Management Company, Creditor of Munn Works, LLC, notified the U.S. Bankruptcy Court for the Southern District of New York to ask for an order directing the appointment of a Chapter 11 trustee for the Debtor on April 26, 2019. APF Management is represented by: Timothy P. Coon, Esq. ECKERT SEAMANS CHERIN & MELLOTT, LLC 10th Bank Street, Suite 700 White Plains, NY 10606 Tel.: (914) 949-2909 Email: tpcoon@eckertseamans.com About Munn Works LLC Based in Mount Vernon, New York, Munn Works, LLC -- https://www.munnworks.com/ -- manufactures fine mirrors and framed artwork specifically for the hospitality industry. In addition to its domestic partners, Munn Works maintains overseas production capability with on-site MunnWorks employees. Munn Works filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 18-22972) on June 25, 2018. In the petition signed by Max Munn, manager, the Debtor estimated assets and liabilities at $1 million to $10 million. The case is assigned to Judge Robert D. Drain. Jonathan S. Pasternak, Esq., at Delbello Donnellan Weingarten Wise & Wiederkehr, LLP, serves as counsel to the Debtor; Kurzman Eisenberg Corbin & Lever, LLP and Meyer Suozzi English & Klein, P.C., is the special litigation counsel. MYND ANALYTICS: Recurring Net Losses Cast Going Concern Doubt ------------------------------------------------------------- MYnd Analytics, Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $2,704,400 on $387,100 of total revenues for the three months ended Dec. 31, 2018, compared to a net loss of $2,769,300 on $122,000 of total revenues for the same period in 2017. At Dec. 31, 2018 the Company had total assets of $3,406,000, total liabilities of $2,301,000, and $1,105,000 in total stockholders' equity. Chief Executive Officer Patrick Herguth and Chief Financial Officer Donald D'Ambrosio state that the Company's recurring net losses and negative cash flows from operations raise substantial doubt about its ability to continue as a going concern. During the three months ended Dec. 31, 2018, the Company incurred a net loss of $2.7 million and used $1.7 million of net cash in operating activities. As of Dec. 31, 2018, the Company's accumulated deficit was $87.6 million. A copy of the Form 10-Q is available at: https://is.gd/h3h5bS MYnd Analytics, Inc. operates as a predictive analytics company primarily in the United States. The Company manages the delivery of telepsychiatry and telebehavioral health services through a network of psychiatrists, psychologists, and therapists. The Company is commercializing its psychiatric electroencephalogram (EEG) evaluation registry predictive analytics tool to help physicians reduce trial and error treatment in mental health. Its technology platform utilizes complex algorithms to analyze EEGs to generate psychiatric EEG evaluation registry reports to predict individual responses to a range of medications prescribed for the treatment of behavioral disorders, including depression, anxiety, bipolar disorder, post-traumatic stress disorder sand other non-psychotic disorders. The Company was formerly known as CNS Response, Inc. and changed its name to MYnd Analytics, Inc. in November 2015. MYnd Analytics, Inc. was founded in 2000 and is headquartered in Mission Viejo, California. NANOVIRICIDES INC: Expected Losses Cast Going Concern Doubt ----------------------------------------------------------- NanoViricides, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $2,230,992 on $0 of revenue for the three months ended Dec. 31, 2018, compared to a net loss of $2,796,894 on $0 of revenue for the same period in 2017. At Dec. 31, 2018 the Company had total assets of $15,004,219, total liabilities of $1,163,660, and $13,840,559 in total stockholders' equity. NanoViricides states, "The Company has an accumulated deficit at December 31, 2018 of approximately $87.8 million and a net loss of approximately $4.1 million and net cash used in operating activities of approximately $3.1 million for the six months then ended. In addition, the Company has not generated any revenues and no revenues are anticipated in the foreseeable future. Since May 2005, the Company has been engaged exclusively in research and development activities focused on developing targeted antiviral drugs. The Company has not yet commenced any product commercialization. Such losses are expected to continue for the foreseeable future and until such time, if ever, as the Company is able to attain sales levels sufficient to support its operations. There can be no assurance that the Company will achieve or maintain profitability in the future. As of December 31, 2018, the Company had available cash and cash equivalents of approximately $3.9 million. These factors raise substantial doubt about the Company's ability to continue as a going concern." A copy of the Form 10-Q is available at: https://is.gd/4U4fpc NanoViricides, Inc., a nano-biopharmaceutical Company, discovers, develops, and commercializes therapeutics for the treatment of viral infections. The Company is developing anti-influenza drug candidates at pre-clinical and advanced pre-clinical stage, which include two FluCide drugs, such as NV-INF-2, an oral anti-influenza drug and NV-INF-1, an injectable anti-influenza drug for H7N9, Bird Flu H5N1, and other Highly Pathogenic Influenzas; and HIVCide, an anti-human immunodeficiency virus (HIV) drug candidate that could provide functional cure for HIV/AIDS. It is also developing HerpeCide, a skin cream or gel formulation for the treatment of oral and genital herpes virus infections; and eye drops against viral infections of the external eye, as well as involved in the other research programs against Rabies virus, Ebola, and Marburg viruses. NanoViricides, Inc. was founded in 2005 and is based in Shelton, Connecticut. NATURALSHRIMP INC: Capital Deficit Casts Going Concern Doubt ------------------------------------------------------------ NaturalShrimp Incorporated filed its quarterly report on Form 10-Q, disclosing a net loss of $964,274 on $0 of sales for the three months ended Dec. 31, 2018, compared to a net loss of $1,693,613 on $0 of sales for the same period in 2017. At Dec. 31, 2018 the Company had total assets of $1,613,752, total liabilities of $6,151,778, and $4,538,026 in total stockholders' deficit. For the three and nine months ended December 31, 2018, the Company had a net loss of approximately $964,000 and $2,323,000, respectively. At December 31, 2018, the Company had an accumulated deficit of approximately $36,336,000 and a working capital deficit of approximately $5,728,000. Chief Executive Officer Bill G. Williams and Chief Financial Officer William Delgado states, "These factors raise substantial doubt about the Company's ability to continue as a going concern, within one year from the issuance date of this filing. The Company's ability to continue as a going concern is dependent on its ability to raise the required additional capital or debt financing to meet short and long-term operating requirements." A copy of the Form 10-Q is available at: https://is.gd/EfdGXf NaturalShrimp Incorporated produces naturally-grown shrimps in the United States and internationally. The company was founded in 2001 and is based in Addison, Texas. NESCO LLC: S&P Raises ICR to CCC+ on Improved Near-Term Liquidity ----------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating to 'CCC+' from 'CCC' on Fort Wayne, Ind.-based NESCO LLC whose liquidity has improved after it upsized and extended the maturity of its asset-backed lending (ABL) revolving facility to September 2020. At the same time, S&P raised its issue-level rating on the company's secured second-lien notes to 'CCC' from 'CCC-'. The '5' recovery rating remains unchanged, indicating S&P's expectation for modest (10%-30%; rounded estimate: 15%) recovery in the event of a default. The upgrade reflects S&P's view that the company's near-term liquidity has improved because it was able to successfully extend its ABL facility to September 2020 and upsize the commitment by $50 million. The upgrade also reflects S&P's expectation that NESCO's free operating cash flow will increase over the next 12 months as S&P forecasts that the company's operating performance will improve while it sustains operating margins of at least current levels. However, S&P thinks NESCO faces some refinancing risk given the approaching September 2020 maturity of its $300 million ABL revolver ($208.2 million outstanding as of the end of 2018) and the February 2021 maturity of its $525 million notes. The company's small size and high estimated leverage of about 7x as of the end of 2018 render it dependent on favorable conditions in the debt capital markets to successfully refinance, according to S&P. The negative outlook on NESCO reflects the company's currently high leverage, approaching debt maturities, and the potentially challenging conditions in the debt capital markets, which contribute to the refinancing risk on its debt. "We could lower our rating on NESCO if we envision a specific default scenario arising over the next 12 months absent an unforeseen positive development," S&P said. "This could occur if the company experiences a near-term liquidity crisis or if we come to believe that it will be unable to refinance its capital structure at par." S&P said it could also downgrade NESCO if it considers undertaking a distressed exchange offer or redemption over the next 12 months. "In order for us to upgrade NESCO, the company would need to successfully refinance its capital structure and lead us to believe that its operating performance and leverage will not deteriorate from current levels," S&P said. NEW ENGLAND MOTOR: Gets Approval to Hire Phoenix, Appoint CRO ------------------------------------------------------------- New England Motor Freight, Inc. received approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Phoenix Executive Services, LLC and appoint Vincent Colistra, the firm's senior managing director, as chief restructuring officer. Mr. Colistra and his firm will oversee the orderly liquidation of the company and its affiliates; assist in the preparation of financial reports; implement a process in case the Debtors pursue an auction of their assets; provide regular updates to the Debtors' board of directors; and provide other services in connection with their Chapter 11 cases. Phoenix will be compensated at a weekly rate of $30,000 for the services of the CRO. Meanwhile, the firm will bill a weekly fee of $300 for administrative or support services and work-related expenses incurred. The retainer fee is $250,000. The firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code, according to court filings. Phoenix can be reached through: Vincent J. Colistra Phoenix Executive Services, LLC 110 Commons Court Chadds Ford, PA 19317 Office: (610) 358-4700 Fax: (610) 358-9377 Mobile: (215) 275-7110 Email: vcolistra@phoenixmanagement.com About New England Motor Freight New England Motor Freight, Inc. -- http://www.nemf.com/-- provides less-than-truckload (LTL) carrier services in the United States and Canada. Founded in 1977, the company is based in Elizabeth, New Jersey, and has terminals in the Northeast and Mid-Atlantic. New England Motor Freight and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.J. Lead Case No. 19-12809) on February 11, 2019. At the time of the filing, New England Motor had estimated assets of $100 million to $500 million and liabilities of $50 million to $100 million. The cases are assigned to Judge John K. Sherwood. The Debtors tapped Gibbons P.C. as legal counsel; Whiteford, Taylor & Preston, LLP as special counsel; Phoenix Executive Services, LLC as restructuring advisor; and Donlin Recano as claims agent. NYS ENERGY: Unsecureds to Get 74% Dividend in 60 Monthly Payments ----------------------------------------------------------------- NYS Energy Audits, Inc., filed a Chapter 11 plan and accompanying Disclosure Statement. Class II (Unsecured Claims) consists of the claims of general unsecured creditors in the Debtors' case totaling approximately $56,500.00. The Debtor proposes to pay a 74% dividend of their allowed claims in 60 equal monthly installments effective 30 days after the Effective Date of this Plan. Treatment is being given to the only unsecured disputed claim which filed a poof of claim prior to the expiration of the Court Ordered Bar Date set in the case. Class I - (Secured Claim) consists of two secured claim of the creditor Nissan, in the amount of $6,247.79 for two lease vehicles. The claims will continue to be paid in accordance with original lease terms. The Class also consists of the secured creditor Santander Consumer USA Inc. d/b/a/ Chrysler Capital in the amount of $11,976.00, for the lease vehicle. The claims will continue to be paid in accordance with original lease terms. The Plan will be financed from Continued and developing business operations as well as the funds accumulated on the Debtor's DIP account from the date of the petition. A full-text copy of the Disclosure Statement dated February 6, 2019, is available at https://tinyurl.com/y6yew7zj from PacerMonitor.com at no charge. About NYS Energy Audits NYS Energy Audits, Inc., filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 18-42865) on May 17, 2018, estimating under $1 million in both assets and liabilities. The Debtor is represented by Alla Kachan, Esq., of the Law Offices of Alla Kachan, P.C. OPTEC INTERNATIONAL: Needs More Capital to Remain as Going Concern ------------------------------------------------------------------ Optec International, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $2,948,955 on $0 of total revenue for the three months ended Dec. 31, 2018, compared to a net loss of $388,304 on ($3,850) of total revenue for the same period in 2017. At Dec. 31, 2018 the Company had total assets of $1,083,470, total liabilities of $5,545,725, and $4,462,255 in total stockholders' deficit. Chief Executive Officer Peter Sollenne states that as of December 31, 2018, the Company had yet to establish a proven, reliable, recurring source of revenue to fund its ongoing operating costs and has insufficient funds to fully implement its proposed business plan. This raises substantial doubt about the Company's ability to continue as a going concern. Mr. Sollenne further states, "In order to continue as a going concern, the Company will need, among other things, additional capital resources. The Company is contemplating conducting an offering of its debt or equity securities to obtain additional operating capital. The Company is dependent upon its ability, and will continue to attempt, to secure equity and/or debt financing. There are no assurances that the Company will be successful and without sufficient financing it would be unlikely for the Company to continue as a going concern." A copy of the Form 10-Q is available at: https://is.gd/uCvzL0 Optec International, Inc. engages in selling and marketing optimized fuel maximizer units in North America and internationally. It markets optimized fuel maximizer for passenger vehicles, intermediate/medium duty trucks, off-road equipment, generator systems, heavy duty diesel on-road vehicles, and transportation refrigeration units. The Company was formerly known as Green Meadow Products, Inc. and changed its name to Optec International, Inc. in August 2017. Optec International, Inc. was founded in 2012 and is based in Carlsbad, California. OUTLOOK THERAPEUTICS: Offering up to $57.5M Worth of Common Stock ----------------------------------------------------------------- Outlook Therapeutics, Inc., has filed with the Securities and Exchange Commission a Form S-1 registration statement relating to the offering of shares of common stock having a proposed maximum offering price of $57,500,000. The Company's common stock is listed on The Nasdaq Capital Market, or Nasdaq, under the symbol "OTLK." On Feb. 19, 2019, the last reported sale price of the Company's common stock on Nasdaq was $1.32 per share. The public offering price per share will be determined between the Company, the underwriters and investors based on market conditions at the time of pricing, and may be at a discount to the current market price of its common stock. Outlook Therapeutics intends to use the net proceeds from this offering, together with its existing cash resources as follows: * approximately $30.0 million to fund the Phase 3 clinical trials of ONS-5010 for wet AMD, DME and BRVO; * up to approximately $8.6 million to repay outstanding principal and accrued interest on its 5% senior secured notes due June 2019 as required by the terms of a November 2018 amendment, which notes are currently convertible at the option of the holders and have an aggregate outstanding principal and accrued interest balance of approximately $8.6 million as of the date of this prospectus; and * the remainder for general corporate purposes and funding its working capital needs. A full-text copy of the preliminary prospectus is available for free at: https://is.gd/F9wsE3 About Outlook Therapeutics Outlook Therapeutics, Inc., formerly known as Oncobiologics, Inc. -- http://www.outlooktherapeutics.com/-- is a clinical-stage biopharmaceutical company focused on developing its lead clinical program, ONS-5010, a proprietary ophthalmic bevacizumab product candidate for the treatment of wet age related macular degeneration (wet AMD). ONS-5010 is currently in its first clinical trial, which is being conducted outside of the U.S. and is designed to serve as the first of two adequate and well controlled studies for wet AMD. Outlook Therapeutics reported a net loss attributable to common stockholders of $48.01 million for the year ended Sept. 30, 2018, compared to a net loss attributable to common stockholders of $40.02 million for the year ended Sept. 30, 2017. As of Dec. 31, 2018, the Company had $18.70 million in total assets, $40.17 million in total liabilities, $4.88 million in total convertible preferred stock, and a total stockholders' deficit of $26.35 million. KPMG LLP's report on the consolidated financial statements for the year ended Sept. 30, 2018, includes an explanatory paragraph stating that the Company has incurred recurring losses and negative cash flows from operations and has an accumulated deficit of $216.3 million, $13.5 million of senior secured notes that may become due in fiscal 2019 and $4.6 million of unsecured indebtedness, $1.0 million of which is due on demand, and $3.6 million of which matures Dec. 22, 2018, that raise substantial doubt about its ability to continue as a going concern. OXFORD ASSOCIATES: Discloses Purchase and Sale Agreement with BRG ----------------------------------------------------------------- Oxford Associates Group, Inc., filed with the U.S. Bankruptcy Court for the Southern District of New York its first amended disclosure statement in connection with its first amended chapter 11 plan. This latest filing discloses that the Plan will be implemented through, and the distributions contemplated to be made under the Plan will be funded by, the proceeds of the Debtor's sale of its rights, title and interests with regard to 50 cooperative apartments located at 632, 650 and 678 Warburton Avenue, Yonkers, New York 10701 to the Successful Bidder at an Auction which will be conducted in accordance with certain Bankruptcy Court-approved Sale Procedures. In furtherance thereof, the Debtor has entered into a Purchase and Sale Agreement with Benedict Realty Group, LLC providing for, among other things, the sale of the Debtor's rights, title and interests with regard to the Block Sale Apartments, subject to the existing occupancy subleases with occupants thereof, free and clear of all liens, encumbrances and interests, for the purchase price of $3,515,000, but subject to any higher or better offers. Benedict Realty Group, LLC's offer will serve as a "stalking horse" bid for the Block Sale Apartments at the Auction. A redlined copy of the First Amended Disclosure Statement is available at https://tinyurl.com/y4zmaewt from Pacermonitor.com at no charge. About Oxford Associates Group Oxford Associates Group Inc., a New York corporation, owns 39 residential cooperative units located along Warburton Avenue, Yonkers. Oxford Associates Group sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-12487) on Sept. 5, 2017. In the petition signed by George Kyriakoudes, president, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Mary Kay Vyskocil oversees the case. The Debtor hired Pick & Zabicki LLP as its legal counsel. PARKER DRILLING: Barings Seeks Examiner Appointment --------------------------------------------------- BankruptcyData.com reported that Barings LLC filed an emergency motion seeking the appointment of an examiner to investigate Parker Drilling Company, et al.'s Plan and a Plan process it believes "has been improperly usurped by the Backstop Commitment Group". Barings brings the request on behalf of certain of its managed funds and investment accounts, which collectively hold approximately $35 million of the Debtors' 6.75% unsecured senior notes due 2022 (2022 Notes). Barings complains that the Plan provides substantial value to certain entities (collectively, the 'Backstop Commitment Parties') at the expense of Barings and other similarly situated creditors, who were excluded from the Plan negotiations and from obtaining many of the substantial benefits under the Plan. Barings continues, as the sole group to negotiate the terms of the Plan with the Debtors, the Backstop Commitment Parties -- who upon information and belief held approximately 77% of the Notes issued by the Debtors, 62% of the Existing Preferred Interests and 25% of the Existing Common Stock -- arrogated substantial value to themselves at the expense of Barings and other similarly situated Noteholders. In particular, Barings asserts, the Plan gives the Backstop Commitment Parties (with whom the Debtors were complicit) an outsize distribution of Plan value in a multitude of ways. "First, the Plan improperly shifts Plan value that rightfully should have gone to all Noteholders (including Barings) over to junior stakeholders, including the Backstop Commitment Parties, by giving them an incredibly large and improperly enhanced recovery on their holdings of Existing Preferred Interests and Existing Common Stock (collectively, the 'Equity Interests'). Indeed, Equity Interests are to receive under the Plan an extremely disproportionate allocation of subscription rights to a heavily discounted Rights Offering. What's more, adding insult to injury, is that the Plan gives the Backstop Commitment Parties the exclusive right to backstop this heavily discounted Rights Offering and thereby soak up additional Plan value by purchasing all of the unsubscribed shares offered to holders of Equity Interests in the Rights Offering. Finally, there is absolutely no justification whatsoever for the Plan's better treatment of the 2020 Notes than the 2022 Notes. All of these benefits inure to the Backstop Commitment Parties at the direct expense of Barings and other similarly situated Noteholders," Barings maintains. Barings proposes that the examiner should investigate, among other things: (i) how the Plan proponents and/or the Backstop Commitment Group determined the allocation of the subscription rights available to each group of stakeholders in the Rights Offering and particularly amongst each of the 2020 Notes, the 2022 Notes, the Existing Preferred Interests and the Existing Common Stock; (ii) whether the Plan distributions to holders of Existing Preferred Interests and/or Existing Common Stock are inappropriate or unjustified; (iii) whether the recovery provided under the Plan to holders of Equity Interests is really a disguised return on the Backstop Commitment Parties' Notes that is not available to other Noteholders; (iv) whether the Backstop Commitment Group constitutes an insider and an affiliate, as each of those terms is used in Section 101 of the Bankruptcy Code; (v) whether the Backstop Commitment Group exercised control over the Debtors and usurped the Plan process; (vi) whether the Backstop Commitment Parties were required to file a verified statement pursuant to Bankruptcy Rule 2019 and failed to do so; (vii) whether the fee being paid to the Backstop Commitment Group for backstopping the Rights Offering is excessive; and (viii) whether there is any legitimate basis for the disparity in treatment between the 2020 Notes and the 2022 Notes. Furthermore, the examiner should be authorized to retain counsel, financial advisers and such other professionals as are necessary to assist the examiner with the investigation, Barings adds. 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 $937.2 million in assets and $695.5 million 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 local and conflicts counsel. Prime Clerk LLC is the claims agent. Akin Gump Strauss Hauer & Feld LLP serves as legal advisor to the stakeholders that are parties to the RSA while Houlihan Lokey serves as financial advisor. No official committee of unsecured creditors has been appointed. PG&E CORP: Public Entities Oppose $5.5-Bil. DIP Financing Facility ------------------------------------------------------------------ BankruptcyData.com reported that a group of representative governmental bodies of communities that were impacted by the 2017 Northern California Wildfires and the 2018 Camp Fire (the "Public Entities") objected to PG&E Corporation, et al.'s proposed $5.5 billion debtor-in-possession ("DIP") credit facility. The Public Entities objection was subsequently joined by the SLF Fire Victim Claimants. The Public Entities' objection stated, "In the DIP Facility Motion, the Debtors seek a Final Order allowing the Debtors to grant to the DIP Lenders and/or the DIP Agents a perfected first priority security interest and lien on essentially all of the Debtors' unencumbered assets and property. This first lien would attach to, inter alia, all the Debtors' causes of action under Chapter 5 of the Bankruptcy Code ('Avoidance Actions'). . . The Public Entities object to any such grant of a lien on the Avoidance Actions. In the DIP Facility Motion, the Debtors further seek a Final Order granting to the DIP Lenders and/or DIP Agents a superpriority administrative expense claim for all of the Debtors DIP Obligations under the DIP Loan Documents, which claims would only rank junior to the Carve-Out claims and have priority over all other claims against the Debtors. Notably, the Carve-Out does not include claims by unofficial committees or others seeking reimbursement on the basis of substantial contribution to the estate under 11 U.S.C. Sec. 503(b)(3)(D) and 503(b)(4). The Public Entities assert that the DIP Liens and DIP Superpriority Claim should rank junior to substantial contributions claims under 11 U.S.C. Sec. 503(b)(3)(D) and 503(b)(4) and such should be included in any carve-out with the other estate professionals. "In light of the Court's general disapprobation of the granting of liens to the DIP Lenders on the Avoidance Actions (or the proceeds thereof), the Debtors must show some extenuating circumstances that would warrant the Court's deviation from its guidelines. The Debtors have failed to do so. Instead, the Debtors merely claim that 'the DIP Lenders were unwilling to extend $5.5 billion in credit without such terms' and 'the terms of the DIP Facilities are otherwise favorable to the Debtors and their estates.' If the Debtors' perfunctory rationale was sufficient for this Court to deviate from its own guidelines, the guidelines would be rendered meaningless. "The Debtors propose that the DIP Liens and DIP Superpriority Claim be granted priority over all other claims in this bankruptcy, except for the Carve-Out administrative claims, which receive priority up to $25 million but are limited to (a) U.S. Trustee fees and Clerk of Court fees, (b) fees and expenses (not to exceed $100,000) of a trustee under 11 U.S.C. Sec. 726(b),8 and (c) fees and expenses of the Debtors' professionals and the professionals of the official committees formed in these cases . . . There is no reason why administrative expense claims approved by this Court under 11 U.S.C. Sec. 503(b)(3)(D) and 503(b)(4) should not have the same priority of payment under the Carve-Out as claims for professionals of the Debtors or the official committees." About PG&E Corp. PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a Fortune 200 energy-based holding company, headquartered in San Francisco. It is the parent company of Pacific Gas and Electric Company, an energy company that serves 16 million Californians across a 70,000-square-mile service area in Northern and Central California. As of Sept. 30, 2018, the Debtors, on a consolidated basis, had reported $71.4 billion in assets on a book value basis and $51.7 billion in liabilities on a book value basis. PG&E Corp. and Pacific Gas employ approximately 24,000 regular employees, approximately 20 of whom are employed by PG&E Corp. Of Pacific Gas' regular employees, approximately 15,000 are covered by collective bargaining agreements with local chapters of three labor unions: (i) the International Brotherhood of Electrical Workers; (ii) the Engineers and Scientists of California; and (iii) the Service Employees International Union. On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary, Pacific Gas and Electric Company, filed voluntary Chapter 11 petitions (Bankr. N.D. Cal. Lead Case No. 19-30088). PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company, said they are facing extraordinary challenges relating to a series of catastrophic wildfires that occurred in Northern California in 2017 and 2018. The utility said it faces an estimated $30 billion in potential liability damages from California's deadliest wildfires of 2017 and 2018. Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are serving as PG&E's legal counsel, Lazard is serving as its investment banker and AlixPartners, LLP is serving as the restructuring advisor to PG&E. Prime Clerk LLC is the claims and noticing agent. In order to help support the Company through the reorganization process, PG&E has appointed James A. Mesterharm, a managing director at AlixPartners, LLP, and an authorized representative of AP Services, LLC, to serve as Chief Restructuring Officer. In addition, PG&E appointed John Boken also a Managing Director at AlixPartners and an authorized representative of APS, to serve as Deputy Chief Restructuring Officer. Mr. Mesterharm, Mr. Boken and their colleagues at AlixPartners will continue to assist PG&E with the reorganization process and related activities. PRAIRIE SEEDS ACADEMY, MN: S&P Lowers Revenue Bond Rating to 'BB-' ------------------------------------------------------------------ S&P Global Ratings lowered its rating on Brooklyn Park, Minn.'s revenue debt issued for Prairie Seeds Academy (PSA) to 'BB-' from 'BB+' and said the outlook is negative. "The multi-notch downgrade reflects the school's substantially weakened financial profile in fiscal 2018, with expectations that results for fiscal 2019 will be weaker," said S&P Global Ratings credit analyst Natalie Fakelmann. PSA posted a notable operating loss in fiscal 2018, resulting in essentially no coverage of maximum annual debt service, based on S&P Global Ratings' calculations, and has also experienced enrollment declines. S&P said it understands the school has made investments in its program to improve academic outcomes; however, the bulk of these costs are related to increased management and consulting expenses, which are expected to be ongoing. While fiscal 2018 performance was weak, S&P said it understands the school did not violate its covenant to meet 1.1x annual debt service coverage (DSC). However, management indicates anticipated fiscal 2019 is likely to result in a larger operational deficit and the school could potentially violate its 1x annual default DSC covenant. This would be considered an event of default and could result in acceleration of the bonds, although management intends to seek a waiver from bondholders, according to S&P. "While we view programmatic expenses as a necessary investment for schools, the size and scope of additional expenses incurred by management in this case is concerning given the significant impact on full-accrual operations," S&P said. "Should these trends continue or if the school violates its coverage covenant, but is unable to receive a waiver from bondholders, we could consider a negative rating action." The negative outlook reflects S&P's opinion of the potential for a technical default if Prairie Seeds cannot meet its bond covenant of 1x DSC for fiscal 2019 and a waiver is not obtained from bondholders. PROMISE HEALTHCARE: $35M Sale of Promise Health Assets Okayed ------------------------------------------------------------- Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware authorized the private sale by Promise Healthcare, Group, LLC and its affiliates of substantially all assets of Promise Healthcare, Inc. to Lexmark Holdings, LLC for a cash consideration equal to $34.65 million plus the Cure Amount as set forth in the Purchase Agreement, and assumption of certain executory contracts and unexpired leases. The sale is free and clear of all Claims, Liens and Encumbrances, with all such Interests to attach to the net proceeds of the Sale of the Purchased Assets. The assumption of the Assumed Contracts, subject to Closing, and such other conditions as may be imposed by the Purchase Agreement, is approved. The Debtors are authorized to assume and assign the Assumed Contracts in connection with the Sale under the Purchase Agreement with such assignment being effective as of Closing. The Cure Amounts set forth on Schedule 2.3(b) of the Purchase Agreement are approved and will constitute a full cure of all monetary defaults, if any, existing under the Assumed Contracts. Certain of the Debtors are parties to Medicare provider agreements with the Secretary of the United States Department of Health and Human Services, and its component agency, the Centers for Medicare & Medicaid Services, to receive payment for services provided to Medicare beneficiaries pursuant to the provisions of, and regulations promulgated under, Title XVIII of the Social Security Act, 42 U.S.C. Sections 1395–1395kkk. Notwithstanding any other provision of the Sale Order, the Purchase Agreement, or any other document implementing the Sale, any of the Debtors' Medicare provider agreement will be assigned only in accordance with the Medicare Statute, the regulations promulgated under the Medicare Statute, and CMS' Medicare policies and procedures. In order to adequately protect the asserted interests of the Collateral Agent, on behalf of itself and the Promise Louisiana Obligees, in the Property, the Debtors will (a) following receipt of adequate documentation provided by the Collateral Agent supporting its claim for unpaid fees and expenses, including the reasonable fees and expenses of its counsel, Shipman & Goodwin LLP , make a payment to the Collateral Agent from the proceeds of the Sale of the Purchased Assets, in an amount not to exceed $27,500; and (b) deposit the amounts specified from the proceeds of the Sale of the Purchased Assets in segregated escrow accounts pursuant to escrow arrangements and with a qualified financial institution, each as reasonably satisfactory Obligees and in accordance with the provisions of the Order as follows: (a) $5,699,141 (which includes $505,000 which the Debtors have escrowed to date) representing the unpaid balances that are alleged to be owed to certain taxing authorities under the Debtors' payment plan with such taxing authorities; (b) $1.78 million representing the maximum aggregate amount that is asserted to be owed by the Debtors to certain of the Promise Louisiana Obligees pursuant to that certain (i) Assumption Agreement, dated March 17, 2014, by Promise Healthcare, Inc. and Baronoff, Koslow, and Leder, with respect to that certain Guaranty of Amended and Restated Master Lease Agreement, dated as of Nov. 14, 2008, between Success Healthcare 1, LLC and AFG Investment 5, LLC, and (ii) Assumption Agreement, dated as of March 17, 2014, by Promise Healthcare, Inc. in favor of Baronoff, Koslow, and Leder, with respect to that certain Limited Guaranty of that certain Loan Agreement, dated as of Sept. 19, 2008, by and between Vidalia Real Estate Partners, LLC and Concordia Bank & Trust Co.; and (c) $3 million representing the amount that may be or become due under or in respect of that certain Settlement Agreement, dated as of Jan. 9, 2013, by and among Sun Capital Healthcare, Inc., Sun Capital, Inc., Success Healthcare, LLC, Promise Healthcare, Inc. and certain of their respective subsidiaries and affiliates, the Promise Louisiana Obligees, and certain other entities to the Promise Louisiana Obligees in connection with any pending or threatened Proceeding. As of the Closing Date and subject to the funding of the Escrow Accounts, the Collateral Agent, on behalf of the Promise Louisiana Obligees, will be deemed to have released all purported liens on and security interests in the Property, with such liens and security interests attaching to the funds deposited into the Escrow Accounts. After the Closing, the Purchaser will permit, for a period of four years, the Debtors, and any direct or indirect successor to the Debtors and their respective professionals, and the Committee and its professionals, reasonable access during normal business hours, to all books and records in connection with or that otherwise relate to the Purchased Assets in the control or the possession of Purchaser or any of its affiliates or their respective agents or representatives. Bio-Medical Applications of Louisiana, LLC, Roche Diagnostics Corp., and Aetna, Inc. filed objections and reservations of rights with respect to the proposed assumption and assignment of their respective contracts with the Debtors to the Purchaser. Notwithstanding the foregoing or anything else contained in the Order, the Sale Hearing is adjourned solely as it pertains to the Proposed Assignment and the Contract Objections to March 21, 2019. The Debtors are not seeking to assume and assign any guaranty or agreement with Varilease Finance Inc. pursuant to the Sale Order, and accordingly, Varilease’s objection to the Sale Motion is moot. The order constitutes a final order within the meaning of 28 U.S.C. Section 158(a). Notwithstanding any provision in the Bankruptcy Rules to the contrary, including Bankruptcy Rule 6004(h), for cause shown, the Sale Order will not be stayed and will be effective immediately upon entry, and the Debtors and Purchaser are authorized to close the Sale immediately upon entry of this Sale Order and the satisfaction or waiver of all closing conditions in the Purchase Agreement. About Promise Healthcare Established in 2003, Promise Healthcare is a specialty post-acute care health company headquartered in Boca Raton, Florida. Promise Healthcare Group, LLC and its affiliates sought bankruptcy protection on Nov. 4, 2018 (Bankr. D. Del. Lead Case No. 18-12491). In the petition signed by Andrew Hinkelman, chief restructuring officer, the Debtors estimated assets of $0 to $50,000 and liabilities of $50 million to $100 million. The Debtors tapped DLA Piper LLP and Waller Lansden Dortch & Davis, LLP as general counsel; FTI Consulting, as financial and restructuring advisor; Houlihan Lokey and MTS Health Partners, L.P., as investment bankers; and Prime Clerk LLC as claims agent. QEP RESOURCES: S&P Lowers ICR to 'B+' on Announced Strategy ----------------------------------------------------------- QEP Resources Inc. has announced that it terminated the sale of its Williston Basin asset to Vantage Energy Acquisition Corp. QEP subsequently has announced that it is reviewing strategic alternatives, including the sale of all or parts of the company. The announcements coincide with 2019 guidance that drilling and capital expenditure (capex) will be significantly suppressed due to a possible sale, as well as lower crude oil prices. Additionally, S&P Global Ratings expects the company's credit facility and resulting liquidity to contract due to PV-9 coverage requirements expected to take effect around the end of the first quarter of 2019. On Feb. 25, S&P lowered the issuer credit rating on QEP to 'B+' from 'BB-', affirmed the 'BB-' issue-level rating and raised the recovery rating to '2' from '3'. "The downgrade and negative outlook reflect our concern over QEP reviewing strategic alternatives, including the sale of all or part of the company. Further, profitability has weakened due to soft crude oil prices and diminished cash flows, resulting in weaker than expected financial performance," S&P said. "Additionally, we view the company's scale of operations, particularly production, as inconsistent with that of higher rated peers, especially considering the likely sale of assets." S&P said the negative outlook reflects the potential that it could lower ratings depending on the outcome of QEP's strategic review, as well as the need for the company to address upcoming debt maturities. "The negative outlook reflects the potential that we could lower our ratings if QEP's review of strategic options results in actions that negatively impact our assessments of its business or financial quality. A sale of either the Williston or Permian assets would result in a small, single-basin company," S&P said. "If significant growth is not forecast, that would be inconsistent with our expectation for the rating. Alternatively, if proceeds of any sale are not used in part or whole to address QEP's upcoming debt maturities, we could lower ratings based on weakened liquidity or increased leverage." S&P said it could lower ratings if QEP sells its Williston or Permian exploration and production (E&P) assets without compensating growth expectations for the remaining basin. Additionally, if proceeds from a sale are not used to adequately address upcoming debt maturities, and expected FFO to debt falls below 20% or liquidity materially weakens, S&P could lower ratings. "We could revise our outlook to stable if we expect QEP to operate at a scale, both reserves and production, in line with similarly rated peers," S&P said. "In addition, we could potentially raise the rating if the company would use proceeds from non-core asset sales to improve leverage and offset diminished cash flows. This could result following a sale of non-core assets, an increase in our WTI assumptions, or improved operating costs that would support FFO to debt of 30% or higher." RASNA THERAPEUTICS: Needs More Capital to Remain as Going Concern ----------------------------------------------------------------- Rasna Therapeutics, Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $401,303 on $0 of revenue for the three months ended Dec. 31, 2018, compared to a net loss of $2,003,451 on $0 of revenue for the same period in 2017. At Dec. 31, 2018 the Company had total assets of $5,163,787, total liabilities of $2,331,198, and $2,832,589 in total shareholders' equity. The Company has experienced net losses and significant cash outflows from cash used in operating activities over the past years, and at December 31, 2018, had an accumulated deficit of $16,776,732, a net loss for the three months ended December 31, 2018 of $401,303 and net cash used in operating activities of $56,249. The Company states, "We expect to continue to incur net losses and have significant cash outflows for at least the next twelve months. We have sufficient funds to continue operating until the end of May 2019, but will require significant additional cash resources to launch new development phases of existing products in its pipeline. In the event that the Company is unable to secure the necessary additional cash resources needed, we may slow current development phases or halt new development phases in order to mitigate the effects of the costs of development. These conditions, among others, raise substantial doubt about our ability to continue as a going concern." A copy of the Form 10-Q is available at: https://is.gd/McYRkS Rasna Therapeutics, Inc., a biotechnology company, engages in developing targeted drugs to treat diseases in oncology and immunology, primarily focusing on the treatment of leukemia. It is involved in modulating the molecular targets NPM1 and LSD1, which are implicated in the disease progression of leukemia and lymphoma. The Company is developing RASP-101, a nanoparticle-based formulation program that focuses on control release of ACT D, which is in Phase 2 clinical trial to treat Wilm's tumor, Ewing's Sarcoma, Metastatic Nonseminomatous Testicular cancer, Gestational Trophoblastic Neoplastic, childhood Rhabdomyosarcoma, and Regional Perfusion in locally recurrent and locoregional solid malignancies under the Cosmegen trade name. It is also developing RASP-201 (LSD1) an enzyme that demethylates lysine side chain of histones; and RASP-301, an NPM1 gene that provides instructions for making a nucleophosmin protein. Rasna Therapeutics, Inc. was founded in 2013 and is headquartered in New York, New York. SAMSON OIL: Needs to Raise Funds to Continue as Going Concern ------------------------------------------------------------- Samson Oil & Gas Limited filed its quarterly report on Form 10-Q, disclosing a Net Loss of $2,551,414 on $3,492,391 of Total Revenue and Other Income for the three months ended Dec. 31, 2018, compared to a Net Loss of $1,495,238 on $2,659,682 of Total Revenue and Other Income for the same period in 2017. At Dec. 31, 2018 the Company had total assets of $34,982,876, total liabilities of $38,976,431, and $3,993,555 in total stockholders' deficit. The Company states, "We incurred a net loss from continuing operations of $1.4 million for the six months ended December 31, 2018, and as at that date, we had $35.4 million in current liabilities, including $10.7 million in accounts payable, and approximately $4.0 million in current assets. As at December 31, 2018, we had net current liabilities of $31.4 million. Our ability to continue as a going concern is dependent on refinancing our $24 million bank debt or the sale of our oil and gas properties to repay that debt. "We are engaged in ongoing discussions with a non-bank lender with respect to refinancing our current $24 million credit facility, which expired October 31, 2018, and is now due and payable. Due diligence has commenced with respect to this facility. PLS Energy Advisory Group are also continuing to market our assets, however no viable offers are currently under consideration. "Based on our current financial position, in both cases we may be required to accept terms less favorable than would otherwise be available to us, and there can be no assurances we will be able to comply with the conditions that are imposed upon us by any future financing arrangements. There also can be no assurances that we will be successful in refinancing of our debt or to sell substantially all of our assets. These factors indicate there is substantial doubt about our ability to continue as a going concern." A copy of the Form 10-Q is available at: https://is.gd/DrOUTV Samson Oil & Gas Limited engages in the acquisition, development, exploration, and exploitation of oil and natural gas properties primarily in North Dakota, Montana, and Wyoming, the United States. It was incorporated in 1979 and is headquartered in Perth, Western Australia. Samson Oil & Gas Limited operates as a subsidiary of National Nominees Limited. SANCILIO PHARMACEUTICAL: Files Chapter 11 Plan of Liquidation ------------------------------------------------------------- Sancilio Pharmaceuticals Company, Inc. and affiliates and the Official Committee of Unsecured Creditors filed a combined disclosure statement and chapter 11 plan of liquidation dated Feb. 15, 2019. Sancilio & Company, Inc., formed in 2012 and becoming a wholly-owned subsidiary of SPC following a holding company reorganization in 2015, is a corporation organized under the laws of the State of Delaware. It is a wholly-owned subsidiary of SPC and was the Debtors’ operating entity. In addition to other assets, liabilities, and operations, SCI has three wholly-owned subsidiaries: (i) Blue Palm Advertising Agency, LLC, (ii) Sancilio Medical Technology (Shanghai) Co., Ltd ("Sancilio China"); and (iii) Sancilio Pharmaceuticals Private Limited ("Sancilio India"; together with Sancilio China, the "Non-US Entities"). On June 28, 2018, a hearing was held to consider, among other things, (i) the bidding procedures to be employed and the related notices to be provided in connection with a sale of the Debtors' assets and (ii) the DIP Financing Motion on a final basis. At the conclusion of the hearing, the Court entered, among others, orders approving (i) the DIP Financing Motion on a final basis and (ii) the Bidding Procedures. On July 11, 2018, within eight calendar days of its formation, the Creditors' Committee filed a motion for limited reconsideration of the Final DIP Order and the Bidding Procedures Order On July 17, 2018, the Creditors' Committee filed a limited objection to the Sale Motion. Through arms'-length negotiations over the course of July 18, 2018 and July 19, 2018, the Debtors, the Creditors' Committee, and the DIP Agent reached an agreement in principle to resolve the Reconsideration Motion and Committee Objections (the "Committee Settlement"). As a result of the negotiations and the Committee Settlement, Micelle BioPharma, Inc., the other remaining Qualified Bidder in the Auction for the non-Ocean Blue Line assets with MidCap, modified its bid to include (i) $17,000,000 in cash, (ii) assumption of certain liabilities related to the non-Ocean Blue Line assets, and (iii) reimbursement of the DIP Agent for certain obligations under the DIP in an amount no greater than $2,600,000. The terms of the Committee Settlement were read into the record of the Auction and at a hearing the following day regarding the Sale Motion. Under the Committee Settlement: (i) upon the closing of the sale of the non-Ocean Blue Line assets to Micelle, MidCap would carve $400,000 (the "GUC Fund") out of the proceeds it receives, with such funds to be used by the Debtors for Distributions to holders of allowed, general unsecured claims and the payment of allowed, priority claims and administrative expenses; (ii) upon the closing of the sale of the non-Ocean Blue Line assets to Micelle, MidCap would carve $100,000 out of the proceeds it receives, with such funds to be used by the Debtors to pay valid, allowed section 503(b)(9) claims, with any surplus of such funds to be contributed to the GUC Fund; (iii) upon the closing of the sale of the non-Ocean Blue Line assets to Micelle, MidCap would carve $50,000 out of the proceeds it receives, with such funds to be used by the Debtors or the Liquidating Trustee, as applicable, for costs associated with the preparation of the Debtors' final tax returns, with any surplus of such funds to be contributed to the GUC Fund. Classes 4A-C under the plan comprise all General Unsecured Claims against the Debtors. Except to the extent that a holder of an Allowed General Unsecured Claim has agreed to a different treatment of such Claim, and only to the extent that any such Allowed General Unsecured Claim has not been paid by any applicable Debtor prior to the Effective Date or assumed by either Micelle or KD under the Micelle Asset Purchase Agreement or the KD Asset Purchase Agreement, as applicable, and the Micelle Sale Order or the KD Sale Order, as applicable, each holder of an Allowed General Unsecured Claim will receive its Pro Rata Share of the Net Distributable Assets. On the Effective Date, (i) the Debtors will, in accordance with this Plan, cause the Liquidating Trust Assets to be transferred to the Liquidating Trust and (ii) the Liquidating Trust will assume all obligations of the Debtors under this Plan. The Plan Proponents believe the Plan satisfies the Feasibility Test because it provides for the satisfaction of all administrative and priority claims on the Effective Date, and for the retention by the Liquidating Trust of sufficient Cash to wind down the Chapter 11 Cases. As a result, no additional liquidation or financial reorganization of the Debtors or the Liquidating Trust will be necessary. A copy of the Combined Disclosure Statement and Liquidation Plan is available at https://is.gd/KW0gfB from Pacermonitor.com at no charge. About Sancilio Pharmaceuticals Headquartered in Riviera Beach, Florida, Sancilio -- https://www.sancilio.com/ -- is a private pharmaceutical development and manufacturing company. Sancilio Pharmaceuticals Company, Inc., along with affiliates Sancilio & Company, Inc., and Blue Palm Advertising Agency, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-11333) on June 6, 2018. Sancilio Pharmaceuticals estimated $10 million to $50 million in assets and liabilities. The Hon. Christopher S. Sontchi is the case judge. The Debtors tapped Greenberg Traurig, LLP as counsel; MCA Financial Group, Ltd. as financial advisor; and JND Corporate Restructuring as claims agent. The Office of the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors on July 3, 2018. The Committee tapped Drinker Biddle & Reath LLP as its legal counsel; and Emerald Capital Advisors as its financial advisor. SCIENTIFIC GAMES: Fine Capital Has 9.7% Stake as of Dec. 31 ----------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, Fine Capital Partners, L.P. and Fine Capital Advisors, LLC disclosed that as of Dec. 31, 2018, they beneficially own 8,938,929 shares of common stock of Scientific Games Corporation, which represents 9.7 percent of the shares outstanding. Debra Fine also reported beneficial ownership of 8,951,929 Shares of the Company. A full-text copy of the regulatory filing is available for free at: https://is.gd/lVZ2za About Scientific Games Based in Las Vegas, Nevada, Scientific Games Corporation (NASDAQ:SGMS) -- http://www.scientificgames.com/-- is a gaming entertainment company offering a portfolio of game content, advanced systems, cutting-edge platforms and professional services. The company offers technology-based gaming systems, digital real-money gaming and sports betting platforms, casino table games and utility products and lottery instant games, and a leading provider of games, systems and services for casino, lottery and social gaming. Scientific Games reported a net loss of $242.3 million for the year ended Dec. 31, 2017, compared to a net loss of $353.7 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, Scientific Games had $7.52 billion in total assets, $10.14 billion in total liabilities and a total stockholders' deficit of $2.61 billion. SCIENTIFIC GAMES: Nantahala Capital Has 8.8% Stake as of Dec. 31 ---------------------------------------------------------------- Nantahala Capital Management, LLC, Wilmot B. Harkey, and Daniel Mack disclosed in a Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2018, they beneficially own 8,090,485 shares of common stock of Scientific Games Corporation, which represents 8.8 percent (based upon information provided by the Issuer on Form 10-Q filed Nov. 8, 2018, there were 91,706,419 Shares outstanding as of Nov. 5, 2018). The 8,090,485 Shares includes 69,683 options held by the Reporting Persons that may be exercised for 6,968,300 Shares within 60 days. Each of Messrs. Harkey and Mack is filing this Schedule 13G as a control person in respect of shares beneficially owned by Nantahala, an investment adviser as described in Section 240.13d-1(b)(1)(ii)(E). A full-text copy of the regulatory filing is available for free at: https://is.gd/3vOglJ About Scientific Games Based in Las Vegas, Nevada, Scientific Games Corporation (NASDAQ:SGMS) -- http://www.scientificgames.com/-- is a gaming entertainment company offering a portfolio of game content, advanced systems, cutting-edge platforms and professional services. The company offers technology-based gaming systems, digital real-money gaming and sports betting platforms, casino table games and utility products and lottery instant games, and a leading provider of games, systems and services for casino, lottery and social gaming. Scientific Games reported a net loss of $242.3 million for the year ended Dec. 31, 2017, compared to a net loss of $353.7 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, Scientific Games had $7.52 billion in total assets, $10.14 billion in total liabilities and a total stockholders' deficit of $2.61 billion. SCIENTIFIC GAMES: Park West Has 0.4% Stake as of Dec. 31 -------------------------------------------------------- In a Schedule 13G/A filed with the Securities and Exchange Commission, Park West Asset Management LLC disclosed that as of Dec. 31, 2018, it beneficially owns 325,000 shares of common stock of Scientific Games Corporation, which represents 0.4 percent of the shares outstanding. As of Dec. 31, 2018, Park West Investors Master Fund, Limited held 293,691 shares of Common Stock of the Company and Park West Partners International, Limited held 31,309 shares of Common Stock of the Company. As a result of the foregoing, for purposes of Reg. Section 240.13d-3, PWAM and Peter S. Park may be deemed to beneficially own the 325,000 shares of Common Stock of the Company held in the aggregate by the PW Funds, or approximately 0.4% of the shares of Common Stock of the Company deemed to be issued and outstanding as of Dec. 31, 2018. The beneficial ownership percentage is based upon 91,706,419 shares of Common Stock of the Company, issued and outstanding as of Nov. 5, 2018, based on information reported by the Company in its Quarterly Report on Form 10-Q filed with the SEC on Nov. 8, 2018. A full-text copy of the regulatory filing is available for free at: https://is.gd/vkeSBz About Scientific Games Based in Las Vegas, Nevada, Scientific Games Corporation (NASDAQ:SGMS) -- http://www.scientificgames.com/-- is a gaming entertainment company offering a portfolio of game content, advanced systems, cutting-edge platforms and professional services. The company offers technology-based gaming systems, digital real-money gaming and sports betting platforms, casino table games and utility products and lottery instant games, and a leading provider of games, systems and services for casino, lottery and social gaming. Scientific Games reported a net loss of $242.3 million for the year ended Dec. 31, 2017, compared to a net loss of $353.7 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, Scientific Games had $7.52 billion in total assets, $10.14 billion in total liabilities and a total stockholders' deficit of $2.61 billion. SCIENTIFIC GAMES: Sylebra HK Has 9.4% Stake as of Dec. 31 --------------------------------------------------------- Sylebra HK Company Limited, Sylebra Capital Management Limited, and Daniel Patrick Gibson disclosed in a Schedule 13G/A filed with the Securities and Exchange Commission that as of Dec. 31, 2018, they beneficially own 8,619,044 shares of Class A common stock of Scientific Games Corporation, which represents 9.4 percent of the shares outstanding. Sylebra HK may be deemed to beneficially own the Shares by virtue of its position as the investment advisor to Sylebra Cayman in relation to Sylebra Capital Partners Master Fund, Ltd and other advisory clients. Sylebra Cayman serves as the investment manager to Sylebra Capital Partners Master Fund, Ltd and is the parent of Sylebra HK. Mr. Gibson owns 100% of the shares of Sylebra HK and Sylebra Cayman. In those capacities, Sylebra HK, Sylebra Cayman, and Mr. Gibson may be deemed to share voting and dispositive power over the Shares held for the Sylebra Capital Partners Master Fund Ltd and other advisory clients. All Shares reported in this Schedule 13G are held by advisory clients of Sylebra HK. Sylebra Capital Partners Master Fund, Ltd is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, 8,619,044 of the Shares, or 9.4% of shares outstanding, covered by this Statement that many be deemed to be beneficially owned by the Reporting Persons. No other advisory clients individually hold economic interest of more than 5% of outstanding shares. A full-text copy of the regulatory filing is available for free at: https://is.gd/AAcbHZ About Scientific Games Based in Las Vegas, Nevada, Scientific Games Corporation (NASDAQ:SGMS) -- http://www.scientificgames.com/-- is a gaming entertainment company offering a portfolio of game content, advanced systems, cutting-edge platforms and professional services. The company offers technology-based gaming systems, digital real-money gaming and sports betting platforms, casino table games and utility products and lottery instant games, and a leading provider of games, systems and services for casino, lottery and social gaming. Scientific Games reported a net loss of $242.3 million for the year ended Dec. 31, 2017, compared to a net loss of $353.7 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, Scientific Games had $7.52 billion in total assets, $10.14 billion in total liabilities and a total stockholders' deficit of $2.61 billion. SCIENTIFIC GAMES: Vanguard Group Has 5.4% Stake as of Dec. 31 ------------------------------------------------------------- The Vanguard Group disclosed in a Schedule 13G/A filed with the Securities and Exchange Commission that as of Dec. 31, 2018, it beneficially owns 5,034,964 shares of common stock of Scientific Games Corp, which represents 5.49 percent of the shares outstanding. Vanguard Fiduciary Trust Company, a wholly-owned subsidiary of The Vanguard Group, Inc., is the beneficial owner of 109,240 shares or .11% of the Common Stock outstanding of the Company as a result of its serving as investment manager of collective trust accounts. Vanguard Investments Australia, Ltd., a wholly-owned subsidiary of The Vanguard Group, Inc., is the beneficial owner of 15,986 shares or .01% of the Common Stock outstanding of the Company as a result of its serving as investment manager of Australian investment offerings. A full-text copy of the regulatory filing is available for free at: https://is.gd/FXelsb About Scientific Games Based in Las Vegas, Nevada, Scientific Games Corporation (NASDAQ:SGMS) -- http://www.scientificgames.com/-- is a gaming entertainment company offering a portfolio of game content, advanced systems, cutting-edge platforms and professional services. The company offers technology-based gaming systems, digital real-money gaming and sports betting platforms, casino table games and utility products and lottery instant games, and a leading provider of games, systems and services for casino, lottery and social gaming. Scientific Games reported a net loss of $242.3 million for the year ended Dec. 31, 2017, compared to a net loss of $353.7 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, Scientific Games had $7.52 billion in total assets, $10.14 billion in total liabilities and a total stockholders' deficit of $2.61 billion. SUNIVA INC: Chapter 11 Plan Incorporates Settlement with Lenders ---------------------------------------------------------------- Suniva, Inc., filed a Chapter 11 plan of reorganization and accompanying disclosure statement reflecting, among other things, the outcome of a settlement among the Debtor, SQN Asset Servicing, LLC, and its affiliates, Wanxiang America Corporation, Lion Point Capital, L.P., and the Official Committee of Unsecured Creditors. The settlement provided for the following terms: * Lion Point or its affiliate acquired 100% of SQN's claims arising from the First DIP Facility, leaving Lion Point or its affiliate as the sole DIP Lender. * SQN and Wanxiang released any and all security interests in the Debtor's property. * SQN dismissed the Adversary Proceeding and the Debtor dismissed the State Court Action. * The terms for the Debtor's future use of Equipment at the Norcross Facility. * Treatment of SQN and Wanxiang's unsecured Deficiency Claims under the Plan. * Waiver and release of certain claims among SQN, Wanxiang, the Debtor, Loin Point and the Committee; and * SQN and Wanxiang agreeing to not object to any further financing provided by Lion Point to the Debtor. New equity will be issued by the reorganized Debtor under the Plan to Granite Holdings I, LLC, in satisfaction of the LP DIP Claims. Class 4 - General Unsecured Claims are impaired with estimated recovery of 0%-100%. Amount of claim $80,000,000. Except to the extent that a holder of an Allowed General Unsecured Claim agrees to a less favorable treatment or elects to be treated as a holder of a Convenience Claim, in full satisfaction, settlement, and release of, and in exchange for such Allowed General Unsecured Claim, each holder of an Allowed General Unsecured Claim shall receive its Pro-Rata share of the Unsecured Creditor Distribution Class 3 - Secured Tax Claims are impaired with estimated recovery of 0-100%. Amount of claim $783,911.03. The holder of the Secured Tax Claims shall have recourse to its collateral through the enforcement of its liens pursuant to Georgia law after the Effective Date, and the Debtor shall not restrict the holder’s access to its collateral. Class 5 - Convenience Claims are impaired with estimated recovery of 10.4%. Amount of claim $962,963. Each holder of an Allowed Convenience Claim shall receive from the Plan Administrator, in full satisfaction, settlement, release and discharge of, and in exchange for such Convenience Claim, Cash in the amount of its Pro-Rata share of $150,000.00. Class 6 - 510 Claims are impaired. There shall be no distribution to the holders of 510 Claims on account of such Claims. Class 7 - Interests in Suniva are impaired. On the Effective Date, all Interests shall be deemed canceled and extinguished and shall be of no further force and effect, whether surrendered for cancelation or otherwise, and there shall be no distribution to the holders of Interests on account of such Interests. The Debtor believes that the Reorganized Debtor will be able to perform its obligations under the Plan and continue to operate its businesses without further financial reorganization or liquidation. A full-text copy of the Disclosure Statement dated February 19, 2019, is available at: http://bankrupt.com/misc/deb19-1710837KG-1036.pdf About Suniva, Inc. Founded in 2007 by Dr. Ajeet Rohatgi, Suniva, Inc. -- http://www.suniva.com/-- is a manufacturer of PV solar cells with manufacturing facilities at its metro-Atlanta, Georgia headquarters as well as in Saginaw, Michigan. Impacted by Chinese manufacturers who are able to flood the U.S. market for solar cells and modules with cheap imports, Suniva, Inc., filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 17-10837) on April 7, 2017. Suniva estimated $10 million to $50 million in assets and $100 million to $500 million in debt. The Hon. Kevin Gross is the case judge. Kilpatrick, Townsend & Stockton LLP is serving as general counsel to the Debtor. Potter Anderson & Corroon LLP is serving as Delaware counsel, with the engagement led by Stephen R. McNeill, Jeremy William Ryan. Garden City Group, LLC, is the claims and noticing agent. Andrew R. Vara, Acting U.S. Trustee for Region 3, on April 27, 2017, appointed five creditors of Suniva, Inc., to serve on the official committee of unsecured creditors. The Committee tapped Seward & Kissel LLP as counsel, Morris, Nichols, Arsht & Tunnell LLP as co-counsel, and Emerald Capital Advisors as financial advisors. SYNERGY PHARMACEUTICALS: Wants to Name Joseph Farnan as Director ---------------------------------------------------------------- BankruptcyData.com reported that Synergy Pharmaceuticals Inc., et al., requested Court authority to appoint Joseph Farnan to the Debtors' Board of Directors as an independent director nunc pro tunc (effective from February 13, 2019) and to compensate and indemnify Mr. Farnan for his service in such capacity in accordance with the terms of an Independent Director Services Agreement. The motion states, "The Debtors are governed by a board of directors (the 'Board') comprising five independent directors and the Debtors' Chief Executive Officer (collectively, the 'Directors'). Certain of the Company's current and former Directors and officers are defendants in shareholder derivative actions commenced prior to the Petition Date (the 'Shareholder Derivative Actions'). "The plaintiffs in the Shareholder Derivative Actions assert that the defendant Directors and officers breached their fiduciary duties of loyalty and care by, among other things, allegedly misstating (a) TRULANCE's side-effect profile and (b) the terms of the Prepetition Term Loan Agreement. In addition, the Creditors' Committee and the Equity Committee have indicated that they are investigating other potential theories that they believe may support additional claims against the Debtors' Directors and officers for breach of fiduciary duty. "The Debtors consider the derivative claims asserted in the Shareholder Derivative Actions meritless and believe that there are no colorable bases to assert fiduciary-duty claims against their Directors and officers. Accordingly, the Debtors believe that the retention and prosecution of derivative claims against their Directors and officers would yield no incremental distributable value for stakeholders and would result only in the needless (yet significant) incurrence of legal fees and expenses. "The Debtors' proposed Plan therefore contemplates the release of all potential Claims and Causes of Action (as defined in the Plan) that the Debtors may hold against their Directors and officers and other specified Released Parties (as defined in the Plan) (the "Debtor Release"). The Creditors' Committee and the Equity Committee have indicated that they may object to the Debtor Release. Because the Debtors' current Directors are defendants in the Shareholder Derivative Actions and potentially the subject of the putative derivative claims that the Creditors’ Committee and the Equity Committee are investigating, the Debtors have determined that the appointment of an independent fiduciary to independently investigate and evaluate the Debtors' potential claims against their current Directors and officers is prudent." About Synergy Pharmaceuticals Synergy (NASDAQ: SGYP) -- http://www.synergypharma.com/-- is a biopharmaceutical company focused on the development and commercialization of novel gastrointestinal (GI) therapies. The company has pioneered discovery, research and development efforts around analogs of uroguanylin, a naturally occurring human GI peptide, for the treatment of GI diseases and disorders. Synergy's proprietary GI platform includes one commercial product TRULANCE(R) (plecanatide) and a second product candidate - dolcanatide. Synergy Pharmaceuticals Inc. (Lead Case) and its subsidiary Synergy Advanced Pharmaceuticals, Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 18-14010) on Dec. 12, 2018. In the petitions signed by Gary G. Gemignani, executive vice president and chief financial officer, the Debtors posted total assets of $83,039,825 and total liabilities of $179,282,378 as of Sept. 30, 2018. The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP as bankruptcy counsel; Sheppard, Mullin, Richter & Hampton LLP as special counsel; FTI Consulting, Inc. as financial advisor; Centerview Partners Holdings LP as investment banker; and Prime Clerk LLC, as notice and claims agent. THINGS REMEMBERED: Hires Mr. Duffy as CRO, Mr. Whitherell as CFO ---------------------------------------------------------------- Things Remembered, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Mr. Robert J. Duffy and Mr. Brett Whitherell, both of Berkeley Research Group, LLC, as chief restructuring officer, and as chief financial officer, respectively, to the Debtors. Things Remembered requires Mr. Duffy, Mr. Whitherell, of Berkeley Research to: a. develop and implement a chosen course of action to preserve asset value and maximize recoveries to stakeholders; b. oversee the activities f the Debtors in consultation with other advisor and the management team to effectuate the selected course of action; c. assist the Debtors and its management in developing cash flow projections and related methodologies and assist with planning for alternatives; d. assist the Debtors in preparing for and operating in a Chapter 11 bankruptcy proceeding, including negotiations with stakeholders, and the formulation of a reorganization strategy and plan of reorganization directed to preserve and maximize value; e. assist as requested by management in connection with the Debtors' development of its business plan, and render such other related forecast as may be required by creditor constituencies in connection with negotiations; f. provide information deemed by the CRO and CFO to be reasonable and relevant to stakeholders and consult with key constituents as necessary; g. offer testimony before the Bankruptcy Court with respect to the services provided by the CR, the CFO, and additional personnel, and participate in depositions, and provide deposition testimony, related thereto; and h. provide such other services as mutually agreed upon by the CRO, CFO, Berkeley Research and the Debtors. Berkeley Research will be paid at these hourly rates: Managing Directors $775-$1,050 Directors $595-$815 Professional Staffs $275-$720 Support Staffs $150-$275 Berkeley Research received unapplied advance payments from the Debtors in the amount of $332,252.36. During the 90-day period prior to the Petition Date, the Debtors paid Berkeley Research $1,527,000. Berkeley Research will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert J. Duffy, managing director of Berkeley Research Group, 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. Berkeley Research can be reached at: Robert J. Duffy BERKELEY RESEARCH GROUP, LLC 70 W. Madison Street, Suite 5000 Chicago, IL 60602 Tel: (312) 429-7900 About Things Remembered Things Remembered, Inc., along with affiliates, are multi-channel personalized apparel and accessory retailers. Their retail approach focuses on customized gifts for milestone occasions such as weddings, birthdays, holidays, and graduations. The Company offers their merchandise through their catalog, e-commerce website, and approximately 400 stores in shopping malls throughout the United States and Canada. They are headquartered in Highland Heights, Ohio. Things Remembered, along with two affiliates filed for Chapter 11 bankruptcy (Bankr. D.Del. Case No. 19-10234) on Feb. 6, 2019. In the petitions signed by CRO Robert J. Duffy, the Debtors estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. Judge Kevin Gross oversees the Debtors' cases. Landis Rath & Cobb LLP serves as the Debtors' local bankruptcy counsel and Kirkland & Ellis LLP serves as general bankruptcy counsel. Berkeley Research Group, LLC serves as restructuring advisor to the Debtors; Stifel, Nicolaus & Co., Inc. and Miller Buckfire & Co., Inc. as financial advisor and investment banker; and Prime Clerk, LLC as notice and claims agent. Davies Ward Phillips & Vineberg LLP serves as acting Canadian counsel. * * * The Debtors have a stalking horse bid from Enesco LLC, an international giftware business that is a portfolio company of Balmoral Funds LLC. The stalking horse bid is for $17.5 million in cash, subject to post-closing adjustments, and includes a $3 million earnest money deposit. THINGS REMEMBERED: Hires Prime Clerk as Administrative Advisor -------------------------------------------------------------- Things Remembered, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Prime Clerk LLC, as administrative advisor to the Debtors. Things Remembered requires Prime Clerk to: a. assist with, among other things, solicitation, balloting, and tabulation of votes, and prepare any related reports, as required in support of confirmation of a chapter 11 plan, and in connection with such services, process requests for documents from parties in interest, including, if applicable, brokerage firms, bank back-offices, and institutional holders; b. prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; c. assist with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; d. provide a confidential data room, if requested; e. manage and coordinate any distributions pursuant to a chapter 11 plan; and f. provide such other processing, solicitation, balloting, and other administrative services described in the Engagement Agreement, but not covered by the Section 156(c) Order, as may be requested from time to time by the Debtors, the Court, or the Office of the Clerk of the Bankruptcy Court (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 $35-$95 Analyst $30-$45 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, NY 10022 Tel: (212) 257-5450 About Things Remembered Things Remembered, Inc., along with affiliates, are multi-channel personalized apparel and accessory retailers. Their retail approach focuses on customized gifts for milestone occasions such as weddings, birthdays, holidays, and graduations. The Company offers their merchandise through their catalog, e-commerce website, and approximately 400 stores in shopping malls throughout the United States and Canada. They are headquartered in Highland Heights, Ohio. Things Remembered, along with two affiliates, filed for Chapter 11 bankruptcy (Bankr. D.Del. Case No. 19-10234) on Feb. 6, 2019. In the petitions signed by CRO Robert J. Duffy, the Debtors estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. Judge Kevin Gross oversees the Debtors' cases. Landis Rath & Cobb LLP serves as the Debtors' local bankruptcy counsel and Kirkland & Ellis LLP serves as general bankruptcy counsel. Berkeley Research Group, LLC serves as restructuring advisor to the Debtors; Stifel, Nicolaus & Co., Inc. and Miller Buckfire & Co., Inc. as financial advisor and investment banker; and Prime Clerk, LLC as notice and claims agent. Davies Ward Phillips & Vineberg LLP serves as acting Canadian counsel. * * * The Debtors have a stalking horse bid from Enesco LLC, an international giftware business that is a portfolio company of Balmoral Funds LLC. The stalking horse bid is for $17.5 million in cash, subject to post-closing adjustments, and includes a $3 million earnest money deposit. THINGS REMEMBERED: Seeks to Hire Landis Rath Co-Counsel ------------------------------------------------------- Things Remembered, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Landis Rath & Cobb LLP, as co-counsel to the Debtors. Things Remembered requires Landis Rath to: a. provide legal advice regarding Delaware local rules, practices, precedents, and procedures and providing substantive and strategic advice on how to accomplish the Debtors' goals in connection with the prosecution of these cases, bearing in mind that the Court relies on Delaware counsel to be included in all aspects of each bankruptcy proceeding; b. advise and assist the Debtors with respect to their rights, powers and duties as debtors-in-possession and, in coordination with Kirkland & Ellis, taking all necessary action to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defending any actions commenced against the Debtors, negotiating all disputes involving the Debtors, and preparing objections to claims filed against the Debtors' estates; c. prepare and file necessary pleadings, motions, applications, draft orders, notices, schedules, and other documents, and reviewing all financial and other reports to be filed in these Chapter 1.1, Cases, and, in coordination with Kirkland &. Ellis, advising the Debtors concerning, and preparing responses to, applications, motions, other pleadings, notices and other papers that may be filed and served in these cases; d. handle inquiries and calls from creditors and counsel to interested parties regarding pending matters and the general status of these Chapter LL Cases, and, to the extent required, coordinate with Kirkland & Ellis on any necessary responses; e. appear in Court and any appellate courts to represent and protect the interests of the Debtors and their estates; f. attend meetings including any meeting of creditors and negotiate with representatives of creditors and other parties-in-interest; g. advise and assist the Debtors, in coordination with Kirkland & Ellis, in maximizing value in these Chapter LL Cases, including, without limitation, in connection with the formulation, negotiation and promulgation of debtors- in-possession financing, use of cash collateral, sales of assets, other transactions and a disclosure statement and Chapter 11 plan and all documents related thereto, and taking all further actions as may be required in connection with any sale, disclosure statement or plan during these Chapter 11- Cases; and h. perform all other necessary legal services for the Debtors in connection with the prosecution of these Chapter 11 Cases in coordination with Kirkland & Ellis, including, but not limited to: (i) analyzing the Debtors' leases and contracts and the assumptions, rejections, or assignments thereof, (ii) analyzing the validity of liens against the Debtors, (iii) advising the Debtors on litigation matters, and (iv) developing a reorganization or liquidation strategy. Landis Rath will be paid at these hourly rates: Partners $610 to $895 Associates $295 to $545 Paralegals $160 to $250 Within 90 days of the Petition Date, Landis Rath received retainer payments on January 7, 2019 and January 24, 2019 from the Debtors in the aggregate amount of $125,000. Prior to the Petition Date, Landis Rath was paid by the Debtors after the submission of invoices in the aggregate amount of $270,022.15. Landis Rath will also be reimbursed for reasonable out-of-pocket expenses incurred. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: Not applicable. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: Landis Rath in conjunction with the Debtors and Kirkland & Ellis, is developing a prospective budget and staffing plan for these Chapter 1l Cases. Matthew B. McGuire, a partner at Landis Rath & Cobb, 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. Landis Rath can be reached at: Adam G. Landis, Esq. Matthew B. McGuire , Esq. Kimberly A. Brown, Esq. Matthew R. Pierce, Esq. LANDIS RATH & COBB LLP 919 Market Street, Suite 1800 Wilmington, DE 1 9801 Tel: (302) 467-4400 Fax: (302)467-4450 E-mail: landis@lrclaw.com mcguire@lrclaw.com brown@lrclaw.com pierce@lrclaw.com About Things Remembered Things Remembered, Inc., along with affiliates, are multi-channel personalized apparel and accessory retailers. Their retail approach focuses on customized gifts for milestone occasions such as weddings, birthdays, holidays, and graduations. The Company offers their merchandise through their catalog, e-commerce website, and approximately 400 stores in shopping malls throughout the United States and Canada. They are headquartered in Highland Heights, Ohio. Things Remembered, along with two affiliates filed for Chapter 11 bankruptcy (Bankr. D.Del. Case No. 19-10234) on Feb. 6, 2019. In the petitions signed by CRO Robert J. Duffy, the Debtors estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. Judge Kevin Gross oversees the Debtors' cases. Landis Rath & Cobb LLP serves as the Debtors' local bankruptcy counsel and Kirkland & Ellis LLP serves as general bankruptcy counsel. Berkeley Research Group, LLC serves as restructuring advisor to the Debtors; Stifel, Nicolaus & Co., Inc. and Miller Buckfire & Co., Inc. as financial advisor and investment banker; and Prime Clerk, LLC as notice and claims agent. Davies Ward Phillips & Vineberg LLP serves as acting Canadian counsel. * * * The Debtors have a stalking horse bid from Enesco LLC, an international gift-ware business that is a portfolio company of Balmoral Funds LLC. The stalking horse bid is for $17.5 million in cash, subject to post-closing adjustments, and includes a $3 million earnest money deposit. THINGS REMEMBERED: Taps Financial Advisor and Investment Banker --------------------------------------------------------------- Things Remembered, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Miller Buckfire & Co. LLC as financial advisor and Stifel Nicolaus & Co., Inc. as investment banker to the Debtors. Miller Buckfire & Co., LLC is an indirect, wholly-owned subsidiary of Stifel Financial Corp. Its affìliate, Stifel, Nicolaus & Co., Inc., is a direct, wholly-owned subsidiary of Stifel Financial Corp. Things Remembered requires the Firms to: (a) General Services. Miller Buckfire will familiarize itself with the business, operations, properties, financial condition and prospects of the Debtors and advise and assist the Company in structuring and effecting the financial aspects of the transactions described below. (b) Restructuring Services. If the Debtors pursue a Restructuring, Miller Buckfire will: assist in developing and seeking approval of a Plan, under the Bankruptcy Code or otherwise; assist in structuring any new securities to be issued under the Plan; participate or otherwise assist in negotiations with entities or groups affected by the Plan; and participate in hearings before the court in which the Bankruptcy Case is commenced in connection with Miller Buckfire's other services, including related testimony, in coordination the Debtors' counsel. (c) Financing Services. If the Debtors pursue a Financing, Miller Buckfire will: assist in structuring and effecting a Financing; identify and contact potential Investors; participate or otherwise assist in negotiations with Investors; and consider with the Debtors the advisability of a Financing Offering Memorandum, and, if advisable, prepare and develop the Financing Offering Memorandum. (d) Sale Services. If the Debtors pursue a Sale, Miller Buckfire will: assist with the Sale; identify and contact potential acquirers; participate or otherwise assist in negotiations with acquirers; and prepare and develop a Sale Memorandum. The Firms will be paid as follows: (a) Monthly Fee. $200,000 for each of December 2018 through February 2019. $100,000 beginning in March 2019. (b) Restructuring Transaction Fee. $l,500,000. (c) Sale Transaction Fee. The greater of $1,500,000 or 5% of Aggregate Consideration. (d) Financing Transaction Fee. The lesser of $2,000,000 or 5% of Financing gross proceeds. (e) Exclusions. No fee solely on account of a liquidation of the Debtors or debtor-in-possession financing. (f) Aggregate Cap. If more than one Sale, Restructuring or Financing occurs, the aggregate Transaction Fees actually paid may not exceed the highest of such Transaction Fees. (g) Crediting. Monthly Fees are 100% creditable against any Transaction Fees. (h) Expenses. Reasonable and customary expense reimbursement. During the 90 days immediately preceding the Petition Date, Miller Buckfire received fee payments totaling $600,000 and expense reimbursement payments totaling $15,189.53, which includes $8,043.13 paid on account of anticipated expenses. The Firms will also be reimbursed for reasonable out-of-pocket expenses incurred. James Doak, a managing director of Miller Buckfire & Co., and for and in behalf of Stifel Nicolaus & Co., 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. The Firms can be reached at: James Doak MILLER BUCKFIRE & CO. LLC STIFEL NICOLAUS & CO., INC. 787 Seventh Ave. New York, NY 10019 Tel: (212) 887-7777 About Things Remembered Things Remembered, Inc., along with affiliates, are multi-channel personalized apparel and accessory retailers. Their retail approach focuses on customized gifts for milestone occasions such as weddings, birthdays, holidays, and graduations. The Company offers their merchandise through their catalog, e-commerce website, and approximately 400 stores in shopping malls throughout the United States and Canada. They are headquartered in Highland Heights, Ohio. Things Remembered, along with two affiliates filed for Chapter 11 bankruptcy (Bankr. D.Del. Case No. 19-10234) on Feb. 6, 2019. In the petitions signed by CRO Robert J. Duffy, the Debtors estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. Judge Kevin Gross oversees the Debtors' cases. Landis Rath & Cobb LLP serves as the Debtors' local bankruptcy counsel and Kirkland & Ellis LLP serves as general bankruptcy counsel. Berkeley Research Group, LLC serves as restructuring advisor to the Debtors; Stifel, Nicolaus & Co., Inc. and Miller Buckfire & Co., Inc. as financial advisor and investment banker; and Prime Clerk, LLC as notice and claims agent. Davies Ward Phillips & Vineberg LLP serves as acting Canadian counsel. * * * The Debtors have a stalking horse bid from Enesco LLC, an international giftware business that is a portfolio company of Balmoral Funds LLC. The stalking horse bid is for $17.5 million in cash, subject to post-closing adjustments, and includes a $3 million earnest money deposit. TM VILLAGE: Proceeds from Sale Closing to Fund Proposed Plan ------------------------------------------------------------ TM Village, Ltd., filed with the U.S. Bankruptcy Court for the Northern District of Texas a disclosure statement regarding its proposed chapter 11 plan of reorganization. The Plan is a liquidating plan of reorganization which contemplates the closing of the Commercial Contract of Sale with G.L. Stone, LLC, and the closing of the contracts of sale of the 43 Residential Condominiums. The gross proceeds to be generated from these closings totals approximately $4.9 million, which will be utilized to pay the administrative expenses and the Secured Creditors, Tamamoi/FDRE and SKR Partners, with the balance paid to the Mechanic's Liens and the Unsecured Creditors. The Residential Condominium Owners will each receive their respective condominium units free and clear of liens and the Zhang Creditors will receive the Seven Condominium Units all in full satisfaction of their claims. No proceeds will be paid to the General Partner or the Limited Partners. The holders of Class 8 Allowed Unsecured Claims will receive on account of their undisputed claims, on a pro rata basis, the disbursements of the balance of the proceeds, if any, from the closing of the Commercial Contact of Sale and the closings of the sales of the Residential Condominiums, as well as the proceeds from the sale of the Seven Condominium Units, if applicable. The payments to the Unsecured Creditors will be paid within 60 days of the last to occur of the closing of the sale of all of the Residential Condominiums, the closing of the Commercial Contract of Sale, the sale of all of the Seven Condominium Units or the Effective Date. The Class 8 Unsecured Creditors are estimated to be approximately $9.7 Million. Debtor asserts that the Plan is feasible based on the closing of the Commercial Contract of Sale and the contracts for the Residential Condominiums. These combined closings will generate approximately $4.9 million, which is sufficient to meet the payments under the Plan. The Plan is a complete liquidation of the Debtor's assets and is feasible due to the use of the proceeds from the sales as set forth in the Plan Analysis. A copy of the Disclosure Statement is available at https://tinyurl.com/y5wygxjo from Pacermonitor.com at no charge. About TM Village, Ltd. TM Village, Ltd. filed as a Domestic Limited Partnership in the State of Texas on Oct. 16, 2014, according to public records filed with Texas Secretary of State. TM Village commenced a Chapter 11 proceeding (Bankr. N.D. Tex. Case No. 18-32770) on Aug. 22, 2018. The petition was signed by John Chong, president and general partner. The Debtor estimated $50,000 in assets and $1 million to $10 million in liabilities. Thomas Craig Sheils, Esq., and Mark Douglas Winnubst, Esq., at Sheils Winnubst PC, serve as the Debtor's counsel. TOTAL COMM SYSTEMS: Unsecured Claims Increased to $1.7MM -------------------------------------------------------- Total Comm Systems, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of Pennsylvania its proposed fourth amended plan of reorganization, which amends the total critical vendor claims and the unsecured claims. The class 5 critical vendor claims now total $130,906.37 instead of $256,906.37, and the total unsecured claims is now $1,777,082.21 instead of $1,651,082.21 A redlined copy of the Fourth Amended Plan is available at https://tinyurl.com/y3ohaxpz from Pacermonitor.com at no charge. About Total Comm Systems Based in Bristol, Pennsylvania, Total Comm Systems, Inc., is a provider of engineering, construction, excavation, installation, and maintenance services for the telecommunications industry. Total Comm previously sought bankruptcy protection (Bankr. E.D. Pa. Case No. 16-15530) on Aug. 3, 2016. Total Comm Systems again filed a Chapter 11 petition (Bankr. E.D. Pa. Case No. 18-10525) on Jan. 29, 2018. In the petition signed by Michael H. Pollitt, president, the Debtor estimated assets of $500,000 to $1 million and liabilities of $1 million to $10 million at the time of the filing. The case is assigned to Judge Eric L. Frank. Thomas Daniel Bielli, Esq., at Bielli & Klauder, LLC, is the Debtor's counsel. TRIZ VENTURES: April 3 Plan Confirmation Hearing ------------------------------------------------ The Bankruptcy Court has conditionally approved the disclosure statement explaining TRIZ Ventures, LLC's plan of reorganization and fixed April 3, 2019, at 2:00 p.m., as the confirmation hearing. March 29, 2019 is fixed as the last day for filing and serving written objections to the disclosure statement and confirmation of the plan. Class 5 are impaired and consists of the Claims of General Unsecured Creditors greater than $20,000.00 or more. Each Holder of an Allowed Class 5 Claim shall receive payments from the Unsecured Creditors' Fund in five annual payments with payments to commence on first day of the first full month following the one year anniversary of the Effective Date. Class 6 are impaired and consists of Claims of General Unsecured Creditors in the amount of less than $20,000.00. Each Holder of an Allowed Class 6 Claim shall receive payment of 50% of its claim from the Unsecured Creditors' Fund in two (2) annual payments on the first day of the first month following the first and second anniversaries of the Effective Date from the Unsecured Creditors' Fund Class 1 are impaired and consists of the Secured Claim of the VW Credit, Inc. d/b/a Audi Financial in the amount of $71,874.51, less any post-petition payments made by the Debtor. The Claim is secured by a 2017 Audi A8. The Debtor shall surrender the Audi A8 as described herein in full satisfaction of Audi's Secured Claim. Class 2 are impaired and consists of the Secured Claim of the VW Credit, Inc. d/b/a Audi Financial in the amount of $56,438.25, less any post-petition payments made by the Debtor. The Claim is Secured by a 2017 Audi Q7. The Debtor shall surrender the Audi Q7 as described herein in full satisfaction of Audi's Secured Claim. Class 3 are impaired and consists of the Secured Claim of Almond Street Cold Storage. The Claim is secured by the warehouse lien on inventory currently held at the Almond Street facility. The Debtor shall sell the Inventory and apply the proceeds to the pre-petition and post-petition amounts due under the Debtor's storage agreement, up to the amount of its claim and, to the extent that the proceeds are insufficient to satisfy its claim, Almond Street shall have a Class 5 Unsecured claim for the remaining balance. Class 4 are impaired and consists of the Secured Claim of JW Renfroe Pecan Co. in the amount of $816,860.07. Renfroe's Claim is secured upon the Debtor's potential recoveries under the APAR Global Litigation. Renfroe shall be paid all net recovered proceeds, less expenses and fees associated therewith, from the APAR Global Litigation up to the amount of its claim and, to the extent that the proceeds are insufficient to satisfy its claim, Renfroe shall have a Class 5 Unsecured Claim for the remaining balance. Upon the Effective Date the Debtor shall utilize any Cash on hand to satisfy any Allowed Administrative Expense Claims, Allowed Professional Compensation Claims, Allowed Priority Tax Claims, the amount of any Cure due to Holders of Allowed Secured Claims, and US Trustee Fees due on the Effective Date. The Debtor shall fund the Unsecured Creditors' Fund from (i) post-Confirmation business operations, (ii) collections of pre-petition receivables, Avoidance Actions and Rights of Action, and (iii) post-confirmation contributions from the Debtor's principal. A full-text copy of the Disclosure Statement dated February 17, 2019, is available at https://tinyurl.com/yyfqzjg2 from PacerMonitor.com at no charge. About Triz Ventures LLC TRIZ Ventures, LLC, is a multinational company -- https://trizventures.com/ -- engaged in producing, procuring, processing and international trading of peanuts, tree nuts, edible oils and other foodstuffs, satisfying the most demanding global markets. Triz Ventures has diversified its business to major countries like USA, Brazil, Mexico, The Netherlands, India, Singapore, South Africa, Benin, Vietnam and China. TRIZ Ventures, LLC, based in Albany, GA, filed a Chapter 11 petition (Bankr. M.D. Ga. Case No. 18-10489) on April 24, 2018. The Hon. Austin E. Carter presides over the case. Kenneth W. Revell, Esq., at Zalkin Revell, PLLC, serves as bankruptcy counsel. In the petition signed by Dhawal Raste, manager, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. VERMILION ENERGY: S&P Lowers ICR to 'BB-' on Weaker Credit Metrics ------------------------------------------------------------------ S&P Global Ratings on Feb. 22 lowered its long-term issuer credit and unsecured debt ratings on Calgary, Alta.-based Vermilion Energy Inc. to 'BB-' from 'BB'. S&P's '3' recovery rating on the unsecured debt is unchanged, indicating its expectation of meaningful (50%-70%; rounded estimate: 65%) recovery. The downgrade reflects S&P's updated base-case scenario on Vermilion Energy Inc. with weaker-than-expected financial performance and cash flows driven by its expectations of weaker hydrocarbon prices persisting throughout S&P's 2019-2020 cash flow forecast period. S&P's expectation of global oil and North American oil and gas prices remaining at reduced levels has led to the downward revision of its global crude oil and gas prices and Canadian local prices. Furthermore, as hedges in place roll off in 2020, S&P believes the company will be unable to lock in attractive prices for 2020 and beyond. S&P said it is now foreseeing two-year (2019-2020), weighted-average FFO-to-debt of 35%-40%, down from its previous expectation of 45%-60%, spurred by its decreased hydrocarbon price assumptions. S&P is forecasting average daily production of 101,000-106,000 barrels of oil equivalent (boe) per day in 2019 (57% liquids), and expects Vermilion to continue generating positive netbacks in each of the company's operating regions given its competitive production costs in each of its upstream segments. S&P foresees capital expenditures of about C$530 million and the continued allocation of all free operating cash flow to dividend payments during its 2019-2020 cash flow forecast period, resulting in neutral discretionary cash flow in the next 24 months. "The stable outlook reflects our expectation that Vermilion's price realizations outside North America, and the company's competitive production costs in these regions, should ensure the company will maintain FFO-to-debt of 30% to 45% and strong liquidity during the next 12 to 24 months," S&P said. "We also expect profitability metrics will stay in the midrange of the global E&P peer group." S&P said it could take a negative rating action if Vermilion's fully adjusted two-year, weighted-average FFO-to-debt consistently fell below 30% due to a material increase in its upstream production costs, or weaker-than-expected average daily production or realized prices, at the same time that liquidity deteriorates. "We could take a positive rating action if the credit metrics significantly improves, resulting in two-year, weighted-average FFO-to-debt improving and consistently remaining in the 45% to 60% range. We believe Vermilion's cash flow metrics could improve due to either increased production or realized prices," S&P said. S&P said it could also raise the ratings if Vermilion continuously increases its reserve and production base and improves its profitability profile in the next 12 months through an enhanced cost profile and lower finding and development costs. VIDANGEL INC: Seeks to Hire Call & Jensen as Special Counsel ------------------------------------------------------------ VidAngel, Inc., seeks approval from the U.S. Bankruptcy Court for the District of Utah to hire Call & Jensen as special counsel. The firm will represent the Debtor in a case filed by Disney Enterprises and several others in the U.S. District Court for the Central District of California (Case No. 16-cv-04109-AB). Call & Jensen has agreed to represent the Debtor for 100% compensation of fees up to $275,000. Depending on the outcome of the case, the Debtor will pay fees up to $747,500 to the firm. Additionally, the Debtor will grant shares to the firm and pay fees in excess of $495,000. Call & Jensen will be paid a retainer of $25,000. The firm does not represent any interest adverse to the Debtor and its bankruptcy estate, according to court filings. The firm can be reached through: Mark L. Eisenhut, Esq. Call & Jensen 610 Newport Center Drive, Suite 700 Newport Beach, CA 92660 Tel: 949.717.3000 Fax: 949.717.3100 Email: meisenhut@calljensen.com About VidAngel Inc. Based in Provo, Utah, VidAngel, Inc. is an entertainment platform empowering users to filter language, nudity, violence, and other content from movies and TV shows on modern streaming devices such as iOS, Android, and Roku. The company's newly launched service empowers users to filter via their Netflix, Amazon Prime, and HBO on Amazon Prime accounts, as well as enjoy original content produced by VidAngel Studios. Its signature original series, Dry Bar Comedy, now features the world's largest collection of clean standup comedy, earning rave reviews from fans nationwide. VidAngel filed a Chapter 11 petition (Bankr. D. Utah Case No. 17-29073) on Oct. 18, 2017. In the petition signed by CEO Neal Harmon, the Debtor estimated $1 million to $10 million in both assets and liabilities. Judge Kevin R. Anderson oversees the case. The Debtor tapped J. Thomas Beckett, Esq., at Parsons Behle & Latimer, as bankruptcy counsel; Durham Jones & Pinegar, Baker Marquart LLP, and Stris & Maher LLP as special counsel; and Tanner LLC as auditor and advisor. The Debtor also hired economic consulting expert Analysis Group, Inc. WASHINGTON PRIME: S&P Lowers ICR to 'BB', Outlook Negative ---------------------------------------------------------- Washington Prime Group Inc.'s operating performance has continued to deteriorate, resulting in credit protection measures above its previously forecast ranges. S&P Global Ratings said it doesn't anticipate much improvement to operating metrics over the next 12 months. On Feb. 22, S&P lowered its issuer credit rating on Washington Prime Group Inc. to 'BB' from 'BBB-' and said the outlook is negative. It also lowered its issue-level ratings on the company's unsecured debt to 'BB+' from 'BBB-' and assigned a '2' recovery rating. "The downgrade reflects our view that both the company's business position and credit protection measures have weakened because of ongoing tenant stress, and we do not believe these pressures will subside over the next 12 months," S&P said. S&P expects operating conditions to remain difficult, with same-property net operating income (NOI) remaining in the negative low-to-mid-single-digit range with EBITDA weakening further from current levels, which includes tier 2 properties. Even though Washington Prime is focused on delivering positive comps on its tier 1 and open-air portfolio in 2020, S&P views the company holistically, and believes that operating metrics will likely be weaker when factoring in the tier two properties. Given its expectations, S&P now has a less favorable view of the company's asset portfolio and its competitive position, resulting in a deterioration of the financial risk profile. "The negative outlook reflects our view that Washington Prime's operating environment will continue to be pressured over the next 12 months as ongoing tenant bankruptcies and store closures could further deteriorate its business prospects and credit protection measures," S&P said. "We also assume that WPG will successfully refinance upcoming debt maturities despite weak operating performance." S&P said it could lower its ratings if operating performance deteriorates further from its expectations because of increased tenant bankruptcies and continued declines in rent renewals. "This could result in lower EBITDA margins and weaker profitability such that in our view the company's business is less favorable when compared to similarly rated peers," S&P said. S&P said it could also lower its ratings if the company's financial risk profile deteriorates such that debt to EBITDA weakens to around 9x or FFC approaches 1.7x. Although it does not foresee stabilization until 2020, S&P said it could revise its outlook to stable if Washington Prime demonstrates an improvement in the company's operating and financial performance, which could include a flattening of same-store NOI growth from forecast levels. At that time, S&P would also expect debt to EBITDA and FFC to be sustained at around 8x and 2.0x, respectively. S&P could also revise the outlook back to stable if Washington Prime addresses its tier 2 portfolio and preserves cash flows for additional redevelopment needs. At the same time, S&P would expect the company to refinance its $250 million unsecured note due in April 2020, well in advance of its maturity. WESTERN COMMUNICATIONS: Seeks to Hire Tonkon Torp as Counsel ------------------------------------------------------------ Western Communications, Inc. filed an amended application seeking approval from the U.S. Bankruptcy Court for the District of Oregon to hire Tonkon Torp LLP as its legal counsel. The firm will provide these services: a. advise the Debtor of its rights, powers and duties in the operation and management of its business and property under the Bankruptcy Code; b. take all actions necessary to protect and preserve the bankruptcy estate, including the prosecution of actions on the Debtor's behalf, the defense of any action commenced against the Debtor, negotiations concerning all litigation in which the Debtor is involved, objections to claims, and the compromise or settlement of claims; c. assist the Debtor in the negotiation and documentation of financing agreements, debt and cash collateral orders, and related transactions; d. review the nature and validity of any liens asserted against the Debtor's property and give advice concerning the enforceability of such liens; e. assist the Debtor in the sale of its assets; f. advise the Debtor regarding its ability to initiate actions to collect and recover property, any potential disposition of its property, and the treatment of its executory contracts and unexpired leases; and g. assist in the preparation and implementation of a Chapter 11 plan. Tonkon Torp will charge these hourly fees: Albert Kennedy Partner $585 Michael Fletcher Partner $440 Spencer Fisher Paralegal $195 The Debtor paid the firm a retainer of $100,000, of which $37,377.50 was applied to fees and costs incurred prior to its bankruptcy filing. Within the 12-month period preceding the petition date, Tonkon Torp provided legal services other than preparing the Debtor's bankruptcy filing. The firm reserves the right to withdraw as the Debtor's counsel, according to the amended application. Albert Kennedy, Esq., a partner at Tonkon Torp, disclosed in a court filing that his firm does not have any interest adverse to the Debtor's bankruptcy estate, creditors and equity security holders. Tonkon Torp can be reached through: Albert N. Kennedy, Esq. Tonkon Torp LLP 888 SW Fifth Avenue, Suite 1600 Portland, OR 97204-2099 Phone: 503-802-2013 Fax: 503-972-3713 E-mail: albert.kennedy@tonkon.com About Western Communications Western Communications, Inc. is a small market newspaper, niche publishing, printing, and digital media company with publications spread throughout Oregon (six publications) and California (two publications). It is headquartered in Bend, Oregon. Western Communications previously sought bankruptcy protection on Aug. 23, 2011 (Bank. D. Oregon Case No. 11-37319). Western Communications sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ore. Case No. 19-30223) on Jan. 22, 2019. At the time of the filing, the Debtor estimated assets of $10 million to $50 million and liabilities of $10 million to $50 million. The case is assigned to Judge Trish M. Brown. Tonkon Torp LLP is the Debtor's counsel. WESTERN ENERGY: S&P Alters Outlook to Negative, Affirms 'B' ICR --------------------------------------------------------------- S&P Global Ratings revised its outlook on Calgary, Alta.-based Western Energy Services Corp. to negative from stable. S&P believes weaker-than-expected drilling activity in Canada would lead to Western generating significantly weaker cash flow leverage metrics over the next 12 months. At the same time, S&P Global Ratings affirmed its 'B' long-term issuer credit rating on Western. "Our outlook revision to negative primarily reflects Western's weaker-than-expected cash flow leverage metrics owing to our estimated subdued drilling activity in Canada over the next 12 months," S&P said. "In addition, the outlook indicates our view that Western could underperform our base-case scenario if the heightened volatility in commodity prices results in lower-than-expected capital budgets for North American (primarily Canadian) exploration and production (E&P) companies, which could result in lower cash flow generation and elevated leverage metrics for Western." "Furthermore, the 'B' rating incorporates our opinion that the quality of Western's rig fleet, specifically its deep drilling capability, should translate into consistent demand for the company's drilling rigs in Canada. As Western redeploys unused rigs from Canada to the U.S., we believe the company will face heightened competition in the highly fragmented market in the mainland U.S.," S&P said. S&P Global Ratings expects drilling activity and Western's utilization rates in Canada to decrease in 2019 based on its revised lower hydrocarbon price assumptions and increased Canadian local price differentials. "Consequently, we expect annual revenues to drop by about 6% in 2019, which will result in two-year (2019-2020), average funds from operations (FFO)-to-debt below 12% compared with our previous estimate at the upper end of the 12%-20% range. However, our expectation of Western restricting its capital spending within internally generated cash flows, in light of weaker market conditions, limits the risk of debt increase and liquidity deterioration," S&P said. S&P said its assessment of Western's business risk profile continues to reflect the company's modest scale, relatively small size, and geographically concentrated operations in the land drilling industry. Still, S&P believes the company's higher-capability, albeit small, land rig fleet somewhat offsets the weaknesses, and supports the 'B' rating. Western achieved higher-than-industry utilization and realized better pricing growth in 2018 than did its larger, rated Canadian peers. Despite Western rationalizing its fixed-cost base in the recent past, S&P expects EBITDA margins (about 14% for 2019) to trend below S&P's previous expectations and overall profitability to rank below the majority of the contract drilling peer group as lower expected industry activity affects earnings and cash flows. Western's well service rigs and rental services segments diversify operations somewhat, but are not significant enough to influence S&P's assessment of the company's business operations. "The negative outlook reflects our view that Western could underperform our base-case scenario if the heightened volatility in commodity prices results in lower-than-expected drilling activity by Canadian E&P companies, which could result in lower utilization rates, cash flow generation, and elevated leverage for Western," S&P said. S&P said it could lower its ratings if Western's fully adjusted FFO-to-debt drops sustainably to the lower end of the 0%-12% range and liquidity position weakens. This could result from lower-than-expected utilization, day rates, and margins caused by weaker industry activity. In addition, a downgrade would occur if S&P believes Western's rig fleet fails to achieve higher utilization and pricing compared with those of peers, thereby weakening S&P's favorable view of the company's rig fleet quality. "We could revise the outlook to stable if FFO-to-debt sustainably improves to about 20% while liquidity remains adequate. This could occur if market conditions improve such that drilling activity, pricing, and cash flow generation for the company's services increase beyond our expectations," S&P said. WILLIAM ABRAHAM: Trustee's $187K Sale of El Paso Property Approved ------------------------------------------------------------------ Judge H. Christopher Mott of the U.S. Bankruptcy Court for the Western District of Texas authorized Ronald Ingalls, the Trustee of the estate of William David Abraham, Jr., to sell the real property known as 3100-3108 E. Gateway Blvd., El Paso, Texas to Don Luciano or assigns for $187,000 pursuant to the terms of the Commercial Contract-Improved Property The sale is free and all clear of liens, claims, interests and encumbrances. All other liens, claims, interests and encumbrances will attach to the proceeds from the sale. The Trustee is authorized to pay all closing costs under the contract, including the broker's fees in the amount of 6% of the contract price. The following liens will be paid at closing: The liens for ad valorem taxes for years 2018 and prior. The ad valorem taxes for year 2019 pertaining to the subject property will be prorated in accordance with the Earnest Money Contract and will become the responsibility of the Purchaser and the year 2019 ad valorem tax lien will be retained against the subject property until said taxes are paid in full. The purchaser will be responsible for any environmental clean-up upon the property. The Trustee will file a Report of Sale upon closing. About William Abraham William David Abraham filed for chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 18-30184) on Feb. 6, 2018, and is represented by Omar Maynez, Esq. of Maynez Law. Franklin Acquisitions, one of Mr. Abraham's companies, also filed for Chapter 11 bankruptcy reorganization Feb. 6, 2018. Mr. Abraham is a well-known businessman in El Paso, Texas. He has a portfolio of at least 15 downtown buildings, including several prominent, historical ones. On March 13, 2018, the Court appointed Ronald Ingalls as Chapter 11 Trustee. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. 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