/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/190304.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, March 4, 2019, Vol. 23, No. 62 Headlines 1141 REALTY: Plan and Disclosures Hearing Set for March 28 34 HOLDING: Secured Creditor Files Amended Ch. 11 Liquidation Plan ACETO CORP: Had $338MM Stalking Horse Deal With NMC Atlas ACI WORLDWIDE: S&P Places 'BB' ICR on CreditWatch Negative ADI LIQUIDATION: Partial Summary Judgment Against BBU Upheld AIR MEDICAL: $1.455BB Bank Debt Trades at 3% Off AIR MEDICAL: $1.918BB Bank Debt Trades at 3% Off ALLEN SUPPLY: Taps Speed Financial as Accountant ALLIANT HOLDINGS: $1.780BB Bank Debt Trades at 2% Off ALLIANT HOLDINGS: $310MM Bank Debt Trades at 2% Off ALTICE FRANCE: Bank Debt Trades at 5% Off AMERICAN AXLE: Bank Debt Trades at 3% Off AMYRIS INC: Vivo Capital VIII Owns 9.8% Stake as of Dec. 31 ANDREW'S & SON: Seeks Approval of 1st Amended Plan Outline APPLESPRINGS INC: $705K Business Assets to Whitewater Approved ARIZONA SOUTHWEST: Unsecureds to Get $9K in 5 Annual Payments BAUSERMAN SERVICE: March 13 Plan and Disclosure Statement Hearing BEAVEX HOLDING: Taps Stretto as Claims Agent BOMBARDIER INC.: Moody's Rates New $1BB Unsecured Notes 'Caa1' BOMBARDIER INC: Fitch Rates New $1BB Unsec. Notes 'B/RR3' BOMBARDIER INC: S&P Rates US$1BB Sr. Unsecured Notes Due 2027 B- BROWNLEE FARM: TH Momin Buying Tifton Property for $37.5K CENGAGE: Bank Debt Trades at 11% Off CHS/COMMUNITY HEALTH SYSTEM: S&P Rates $1.58BB Sr. Sec. Notes 'B-' CHS/COMMUNITY HEALTH: Fitch Rates $1.58BB Secured Notes 'B/RR1' CHS/COMMUNITY HEALTH: Moody's Rates New Senior Secured Notes Caa1 CLOUD PEAK: Moody's Lowers CFR to 'Ca' Amid Weak Performance CNX RESOURCES: Moody's Rates New $500MM Unsec. Notes Due 2027 'B3' COASTLINE ELECTRICAL: Case Summary & 20 Top Unsecured Creditors COATES INTERNATIONAL: Hikes Authorized Common Stock to 5 Billion COMMUNICATIONS SALES: Bank Debt Trades at 11% Off COMMUNITY HEALTH: Prices Offering of $1.601 Billion Senior Notes COMPLETE FITNESS: Taps Hakim & Co.as Accountant COMPLETE FITNESS: Taps Strobl & Sharp as Legal Counsel COMSTOCK RESOURCES: Posts $64M Net Income in 2018 Successor Period COUNTRY MORNING Case Summary & 20 Top Unsecured Creditors COUNTRY MORNING FARMS CATTLE: Case Summary & Unsecured Creditors COVIA HOLDINGS: Moody's Puts Ba3 CFR Under Review for Downgrade CROSBY WORLDWIDE: Bank Debt Trades at 6% Off CURTIS C. MAGLEBY: Danaei Buying Manhattan Beach Property for $2.5M CYCLONE CATTLE: Proposes a Spencer Public Auction of Carson Feedlot DALMATIAN FIRE: Claim Filing Deadline Set for May 27 DEAN FOODS: Moody's Cuts CFR to B3 & Sr. Unsecured Notes to Caa1 DPW HOLDINGS: Signs $2.5M Stock Purchase Agreement with Ault & Co. DYNASTY HOLDINGS: Miller Buying Las Vegas Property for $160K ENVESTR CAPITAL: Case Summary & 3 Unsecured Creditors FACTORY DIRECT: Case Summary & 20 Largest Unsecured Creditors FIRSTENERGY SOLUTIONS: MFC Termination of Contract Violated Stay FLY LOW: Taps GGG Partners as Claims Agent FORUM ENERGY: Moody's Alters Outlook on B1 CFR to Negative FRANK HELMKA: Selling Tinton Falls Package Store Business for $850K GARAFOLA PROPERTIES: 37Urban Buying Shelby Condo Units for $1.45M GARY ENGLISH: Hayes Buying Murphy Vacant Land for $48K GARY RUSSELL: Halversons Buying Bonifay Properties for $1.1 Million GOPHER RESOURCE: S&P Affirms 'B' ICR, Alters Outlook to Stable GRAY LAND: Case Summary & 9 Unsecured Creditors GREGORY TE VELDE: Pregnant Heifers Selling for $800 Per Head HATSWELL FARMS: Proposes Spencer Auction of High Moisture Corn HAYFIELD, MN: Moody's Affirms Ba3 on GOULT Bonds, Outlook Stable HUB INT'L: Bank Debt Trades at 2% Off IHEARTMEDIA INC: Springing Lien in PGN Indenture Not Triggered INSIGNIA TECHNOLOGY: Case Summary & 20 Largest Unsecured Creditors IOWA FINANCE: Fitch Affirms 'B-' on 2013/2016/2018 Revenue Bonds IVAN RENE MOORE: 9th Cir. Upholds Dismissal of Chapter 11 Case JAMES MEDICAL: Case Summary & 20 Largest Unsecured Creditors JOSEPH A. BRENNICK: Tenerife Buying Wauchula Property for $70K JOSEPH A. BRENNICK: Weston Buying Trust's York Property for $460K JOSEPH BRENNICK: Swatsworth Buying Myakka Vacant Property for $65K JUAN DE BORBON: Wintemutes Buying Orange Property for $1.2 Million KEAST ENTERPRISES: Proposes an Auction of Pottawattamie Farm & Corn KOMODO CLOUD: Court Approves Proposed Disclosure Statement LASV INC: Case Summary & 14 Unsecured Creditors LORRAINE HOTEL: Case Summary & 12 Unsecured Creditors LOVEJOY'S FAMILY: Seeks to Extend Exclusivity Period to June 4 MA ALTERNATIVE: Seeks to Hire Cooney Trybus as Special Counsel MA ALTERNATIVE: Seeks to Hire Frank Martin Wolff as Counsel MAGNUM CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors MAIREC PRECIOUS: Case Summary & 20 Largest Unsecured Creditors MANITOWOC COMPANY: Moody's Hikes CFR & 2nd Lien Notes to 'B2' MARRONE BIO: May Issue Additional 3.8M Shares Under 2013 Plan MELINTA THERAPEUTICS: Vatera Capital Has 61.7% Stake as of Feb. 22 MEMORIAL HOSPITAL OF SWEETWATER: S&P Alters Outlook to Neg. MOTIV8 INVESTMENTS: Vasquez Buying Altadena Property for $850K MYTAILOR.COM: Case Summary & 15 Unsecured Creditors NAROLLAH GASHTILI: Selling Westlake Condo Units 203 & 207 for $720K NEIGHBORS INVESTMENTS: Suit vs D. Baumgartner Remanded to State Ct. NEIMAN MARCUS: Agrees to Extend Maturities of Notes and Term Loans NEOVASC INC: Closes $5 Million Public Offering of Common Shares NEOVASC INC: Magnetar Financial Holds 9.9% Stake as of Dec. 31 NEOVASC INC: OPKO Health Has 9.1% Stake as of Dec. 31 NEOVASC INC: SMALLCAP World Acquires 6% Stake NEW ENGLAND COLLEGE: Public Auction Set for March 19 NFP CORP: Bank Debt Trades at 2% Off NORTHBELT LLC: Seeks to Hire Joyce W. Lindauer as Counsel NORTHERN OIL: Will Hold its Annual Meeting on May 23 NORTHWEST FARM: Case Summary & 20 Largest Unsecured Creditors NOVABAY PHARMACEUTICALS: Secures $1-Mil. Loan from Pioneer Pharma OAKTREE SPECIALTY: S&P Withdraws 'BB+' Issuer Credit Rating OCEAN RIG: Oral Argument on Investor Appeal Scheduled for March 14 ONTARIO PROPERTY: Case Summary & 5 Unsecured Creditors OREXIGEN THERAPEUTICS: MCI Has Until April 1 to File Reply Brief OXBRIDGE COINS: Seeks to Extend Exclusive Filing Period to July 19 PANNEL PARTNERSHIP: Real Property Income to Fund Proposed Plan PAREXEL INT'L: Bank Debt Trades at 3% Off PATRIOT CONTAINER: Moody's Alters Outlook on B2 CFR to Negative PERNIX SLEEP: Taps Prime Clerk as Claims Agent PERTL RANCH: Proposes Auction of All Real & Personal Properties PLAINVILLE LIVESTOCK: Case Summary & 20 Top Unsecured Creditors PLATINUM CREDIT: March 29 Claim Filing Deadline Set PLAZA PATISSERIE: Taps Pick & Zabicki as Legal Counsel PMA MEDICAL: 3rd Cir. Affirms Dismissal of E. Boyle Lawsuit POP'S PAINTING: Exclusive Filing Period Extended Until April 1 POWERTEAM SERVICES: Moody's Alters Outlook on B3 CFR to Negative PRECISION DRILLING: S&P Lowers ICR to 'BB-', Outlook Stable QORVO INC: Moody's Rates Incremental Unsec. Notes Due 2026 'Ba1' R & R TRUCKING: Case Summary & 8 Unsecured Creditors REDEEMED CHR. CHURCH: Plan Outline Hearing Moved to May 13 REMLIW INC: Case Summary & 3 Unsecured Creditors RENNOVA HEALTH: Signs New Agreement to Acquire Jellico Hospital REPUBLIC METALS: Proposes Sale of Remaining Assets RESOLUTE ENERGY: Cimarex Beneficially Owns 1.2 Million Shares RESOLUTE ENERGY: Cimarex Ceases to Own Any Shares of Common Stock RESOLUTE ENERGY: Completes Merger with Cimarex RM WIND-DOWN: Selling Eight Liquor Licenses for $521K SADDY FAMILY: Case Summary & 8 Unsecured Creditors SCIENTIFIC GAMES: Incurs $352.4 Million Net Loss in 2018 SEADRILL LIMITED: Bank Debt Trades at 19% Off SELFRIDGE PARTNERS: Seeks to Hire Ebert Appraisal Service SHELLEY GRAY: Gallagher Buying New Windsor Property for $65K SJV INC: Case Summary & 8 Unsecured Creditors SKYE MINERAL: Dispute with PacNet Withdrawn from Mediation SMAR EQUIPAMENTOS: Chapter 15 Case Summary SOUTHCROSS ENERGY: Common Units Delisted from the NYSE SPRUCE CREEK: Case Summary & 2 Unsecured Creditors STARION ENERGY: Claim Filing Deadline Set for May 13 STIFEL FINANCIAL: Fitch Rates Series B Preferred Stock 'B+' SUMMIT MATERIALS: S&P Rates $300MM Sr. Unsecured Notes 'BB' T. LOFT LLC: Case Summary & 20 Largest Unsecured Creditors TAJA REAL: Petrini Offers $44K for Mays Landing Property TELATNYK RE: Seeks to Hire Joyce W. Lindauer as Legal Counsel TENDERLEAF VILLAGE: Case Summary & 7 Unsecured Creditors TEXAS COMM: Seeks to Hire Joyce W. Lindauer as Legal Counsel TEXAS PELLETS: Amends Plan to Modify Treatment of Unsecured Claims THERMASTEEL INC: Taps Michael B. Cooke as Accountant TINA JONES: TennMO Buying Rutherford Property for $1.2 Million TRESHA-MOB LLC: Seeks to Extend Solicitation Period to June 6 TUCKAHOE CREDIT: S&P Affirms 'BB' Rating on 2001-CTL1 Certificates ULTRA PETROLEUM: Bankr. Code Defines, Limits Claims, 5th Cir. Rules UNIVERSAL SERVICES: $1.26BB Bank Debt Trades at 3% Off UNIVERSAL SERVICES: $100MM Bank Debt Trades at 2% Off US SILICA: Bank Debt Trades at 7% Off USI INC: $1.885BB Bank Debt Trades at 2% Off USI INC: $200MM Bank Debt Trades at 2% Off USI INC: $525MM Bank Debt Trades at 2% Off W RESOURCES: Sauro Buying Immovable East Rouge Property for $118K WEATHERLY OIL: Case Summary & 30 Largest Unsecured Creditors WEST CORP: $2.557BB Bank Debt Trades at 7% Off WEST CORP: $700MM Bank Debt Trades at 8% Off WILLIAM ABRAHAM: Trustee Selling Two El Paso Parcels for $187K WILLIAM CARTER: S&P Assigns 'BB+' Rating on New Sr. Unsec. Notes WINDSTREAM CORP: Bank Debt Trades at 10% Off WINDSTREAM HOLDINGS: Widely Held in CLOs but Exposure Low WORK & SON: Status Conference Continued to March 18 YORAVI INVESTMENT: Unsecured Claims Reduced to $7,343 in New Plan ZAYO GROUP: Moody's Confirms B2 CFR & Ba2 Senior Secured Rating [^] BOND PRICING: For the Week from February 25 to March 1, 2019 ********* 1141 REALTY: Plan and Disclosures Hearing Set for March 28 ---------------------------------------------------------- Bankruptcy Judge Stuart M. Bernstein approved on a provisional basis 1141 Realty Owner LLC and Flatironhotel Operations, LLC's first amended disclosure statement in support of their first amended chapter 11 plan of reorganization dated Feb. 20, 2019. A hearing on the final approval of the Disclosure Statement and confirmation of the Plan will be held on March 28, 2019 at 10:00 a.m. (prevailing Eastern time). Votes to accept or reject the Plan and objections to final approval of the Disclosure Statement or confirmation of the Plan must be filed and served on or before March 21, 2019 at 4:00 p.m. (prevailing Eastern Time). The latest plan amends the treatment of Premier Equities, Inc.'s secured claim in Class 2. The plan now proposes that in the event that the Exit Facility closes on or before May 15, 2019, or if Premier elects to contribute sufficient Premier Funds to pay Class 3 claims in full, the Premier Claim will be deemed satisfied upon the Effective Date of the Plan with no amounts remaining due by the Debtors to Premier. In the event that the Exit Facility does not close on or before May 15, 2019 and the Debtors sell their real property, the Premier Claim will be paid in full from the proceeds of the sale of the Debtors’ real property. A copy of the Disclosure Statement dated Feb. 20, 2019 is available at: http://bankrupt.com/misc/nysb18-12341-122.pdf About 1141 Realty Owner 1141 Realty Owner LLC is the fee owner of the Flatiron Hotel, a 62-room boutique hotel located at 9 West 26th Street, a/k/a 1141 Broadway, in New York, New York. Affiliate Flatironhotel Operating LLC owns the liquor licenses for the restaurant facilities within the hotel. 1141 Realty Owner LLC and Flatironhotel Operating LLC filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 18-12341) on July 31, 2018. In the petitions signed by Jagdish Vaswani, managing member, 1141 Realty Owner estimated assets of $10 million to $50 million and liabilities of $10 million to $50 million. Flatironhotel estimated $1 million to $10 million in assets and $1 million to $10 million in liabilities. Judge Stuart M. Bernstein is the case judge. The Debtors tapped Klestadt Winters Jureller Southard & Stevens, LLP as their legal counsel; CR3 Partners, LLC, as crisis management services provider; Verdolino & Lowey, P.C. as their accountant; and Omni Management Group, Inc. as the administrative agent and claims and noticing agent. 34 HOLDING: Secured Creditor Files Amended Ch. 11 Liquidation Plan ------------------------------------------------------------------ Secured creditor 34 W 128 Funding Inc. filed with the U.S. Bankruptcy Court for the Southern District of New York an amended disclosure statement in connection with its proposed amended plan of liquidation for 34 Holding Corp. This latest filing adds a disclaimer stating that it is not a solicitation of acceptance or rejection of the amended plan. Acceptances or rejections may not be solicited until a disclosure statement has been approved by the Court. The amended disclosure statement is being submitted for approval but has not been approved by the Court. A redlined copy of the Amended Disclosure Statement dated is available at https://tinyurl.com/y3ccqns9 from Pacermonitor.com at no charge. 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. ACETO CORP: Had $338MM Stalking Horse Deal With NMC Atlas --------------------------------------------------------- BankruptcyData.com reporte that Aceto Corp. requested that the Bankruptcy Court issue both a bidding procedures order and a sale order. The bidding procedures order would authorize (i) the Debtors' proposed bidding procedures in respect of a potential section 363 asset sale of the Debtors' Chemical Plus Business, (ii) bidder protections for its current stalking horse bidder, (iii) procedures for the assumption and assignment of certain of the Debtors' executory contracts and unexpired leases and (iv) an auction schedule. The sale order would (i) authorize the Sale and (ii) allow the Debtors to perform under one or more asset purchase agreements, including the asset purchase agreement (the "Stalking Horse Agreement") between the Debtors and NMC Atlas, L.P. (the "Buyer" or "Stalking Horse Bidder") pursuant to which the Buyer has agreed to purchase the Debtors' Chemical Plus Business for an aggregate purchase price of $338 million, plus payment of cure costs and the assumption of certain liabilities. Key Terms of the Stalking Horse Agreement: * Sellers: Aceto Corporation, Aceto Agricultural Chemicals Corporation and Aceto Realty LLC. * Purchase Price: The aggregate consideration for the Purchased Assets (the "Base Purchase Price") shall be the sum of the following: -- Cash of $338 million (including a cash deposit of $33.8 million), -- plus the amount, if any, by which Net Current Assets exceeds $126,181,807, -- minus the amount, if any, by which Net Current Assets are less than $126,181,807, -- minus Net Debt (such amount, as adjusted pursuant to Section 2.4 below, the "Cash Balance"), -- plus the Cure Costs, -- plus the assumption by Buyer of the Assumed Liabilities. Key Terms of the Proposed Bidding Procedures: Bid Protections: The Stalking Horse Agreement provides that if the Stalking Horse Bidder is not the successful bidder, then the Debtors will pay the Stalking Horse Bidder a "break-up" fee of $6.76 million (2% of the cash component of the Base Purchase Price, the "Break-Up Fee") and reimburse expenses in cash of up to $2 million (the "Expense Reimbursement"). Qualified Bids: Qualified bids, if for the Purchased Assets, must exceed the aggregate cash consideration set forth in the Stalking Horse Agreement by at least $9.76 million, which is comprised of the (i) Break-Up Fee plus (ii) the maximum amount of the Expense Reimbursement plus (iii) an overbid of $1.0 million. Proposed Key Dates: Sale Objection Deadline: April 5, 2019 Bid Deadline: April 8, 2019 Deadline to Notify Qualified Bidders: April 9, 2019 Deadline to Select Starting Bid: April 10, 2019 Auction: April 12, 2019 Sale Hearing: April 16, 2019 About ACETO Corp. ACETO Corporation (NASDAQ: ACET), incorporated in 1947, is focused on the global marketing, sale and distribution of Human Health products (finished dosage form generics and nutraceutical products), Pharmaceutical Ingredients (pharmaceutical intermediates and active pharmaceutical ingredients) and Performance Chemicals (specialty chemicals and agricultural protection products). The Company employs approximately 180 people. With business operations in nine countries, ACETO distributes over 1,100 chemical compounds used principally as finished products or raw materials in the pharmaceutical, nutraceutical, agricultural, coatings and industrial chemical industries. ACETO's global operations, including a staff of 25 in China and 12 in India, are distinctive in the industry and enable its worldwide sourcing and regulatory capabilities. Aceto Corporation and 8 affiliates sought Chapter 11 protection (Bankr. D.N.J. Case No. 19-13448) on Feb. 19, 2019. ACETO disclosed assets of $753,159,000 and liabilities of $702,848,000 as of Dec. 31, 2018. The Hon. Vincent F. Papalia is the case judge. The Debtors tapped Lowenstein Sandler LLP as counsel; Simmons & Simmons as foreign counsel; PJT Partners LP is the investment banker and financial advisor; AP Services LLC as restructuring advisor and provider of the CRO; and Prime Clerk LLC is the claims and noticing agent. ACI WORLDWIDE: S&P Places 'BB' ICR on CreditWatch Negative ---------------------------------------------------------- S&P Global Ratings placed its 'BB' issuer credit rating on ACI Worldwide Inc. and all its issue-level ratings on CreditWatch with negative implications. The CreditWatch placement on Feb. 28, 2019, follows ACI's announcement that it plans to acquire Western Union's Speedpay business for $750 million. ACI has secured committed debt financing to fund this acquisition, incremental borrowing which S&P believes will likely raise ACI's leverage significantly, reaching or exceeding 4.0x. ADI LIQUIDATION: Partial Summary Judgment Against BBU Upheld ------------------------------------------------------------ Appellant-creditor Bimbo Bakeries USA, Inc. ("BBU") in the case captioned BIMBO BAKERIES USA, INC., Appellant, v. AW LIQUIDATION, INC., Appellee, Civ. No. 17-903-CFC (D. Del.) has appealed the June 22, 2017 Opinion and Order of the U.S. Bankruptcy Court for the District of Delaware granting in part the summary judgment motion filed by debtor AW Liquidation, Inc. with respect to BBU's Motion for the Allowance and Payment of Administrative Expense. Upon careful review, District Judge Colm F. Connolly affirms the Bankruptcy Court's decision. On appeal BBU asserts that: (i) the Bankruptcy Court erred in finding that A WI had not constructively received the goods in question; (ii) the Bankruptcy Court erred in finding that BBU did not sell the goods to A WI; (iii) the Bankruptcy Court erred in granting summary judgment to A WI on the limited record before it; and (iv) the Decision results in an injustice to BBU. Assuming arguendo that AWI (as opposed to each AWI Customer) was the buyer of the goods in question, it is undisputed that A WI did not take actual physical possession of the goods shipped by BBU directly to the A WI Customers. It is also undisputed that A WI was the agent of the AWI Customers, not vice versa. BBU asserted in its Administrative Expense motion that "AWI was the AWI Customers' representative with BBU," and BBU's affiant, Mr. Klipa, similarly described AWI as the "representative of the AWI Customers" when A WI communicated with BBU. Because it is undisputed that A WI did not physically possess the goods in question and that the A WI customers were not A WI's agents, the Bankruptcy Court did not err in holding that BBU could not establish that A WI constructively received the goods delivered to the AWI Customers. Because that ruling was not erroneous, summary judgment was properly entered in A WI's favor. The Court rejects BBU's argument that "the Bankruptcy Court erred in granting summary judgment to AWI by finding that BBU did not sell the goods to AWI" for three reasons. First, the Bankruptcy Court did not grant summary judgment "by finding that BBU did not sell the goods to AWI." Although the Bankruptcy Court noted that AWI's argument that BBU did not sell it the goods question was a "strong argument," the court's holding was based on its conclusion that A WI did not receive the goods delivered to the AWI Customers. Second, because BBU had the burden of persuasion to establish all three of § 503(b)(9)'s requirements, to prevail on summary judgment, A WI needed only to demonstrate that BBU could not satisfy any one of those requirements. Thus, the Bankruptcy Court's ruling that BBU could not establish the "receipt" requirement of section 503(b)(9) was dispositive. Third, the Bankruptcy Court did not err in finding that the undisputed facts presented to it "reveal[ed] that ... the sales [of the goods] were made to third parties, not to AWI." As the Bankruptcy Court noted, BBU's own affiant, Mr. Klipa, described the sales as being made to the AWI Customers. The Court also rejects BBU's argument that summary judgment was premature because BBU needed discovery to explore the relationship between AWI and AWI Customers. If, however, a party opposing summary judgment believes it needs additional time for discovery, it must follow the procedures required by Rule 56(d). In this case, BBU made a conscious decision not to file a Rule 56(d) affidavit. It informed the Bankruptcy Court of that decision in its opposition to AWI's summary judgment motion. Finally, BBU invokes an equitable argument that section 503(b)(9) as interpreted by the Third Circuit in In re World Imports is unfair to creditors that operate as BBU did in this case and results in injustice. AWI denies that it acted in bad faith during the Chapter 11 cases and that, in any event, BBU's equity argument is irrelevant, as the granting of administrative expense priority is not a matter of equity. The Court agrees. Although the Court is "mindful that the Bankruptcy Code aims, in the main, to secure equal distribution among creditors," it must "take into account, as well, the complementary principle that preferential treatment of a class of creditors is in order [] when clearly authorized by Congress." As BBU failed to satisfy the requirements of section 503(b)(9), it cannot receive the preferences secured by the statute. In sum, BBU cannot satisfy the requirements for administrative priority under section 503(b)(9) as a matter of law because AWI did not receive-either physically or constructively-the goods in question. Because there was no genuine issue for trial, the Court finds no error in the Bankruptcy Court's partial grant of summary judgment in A WI's favor with respect to the goods delivered to A WI Customers, and affirms the Decision. A copy of the Court's Memorandum Opinion dated Jan. 16, 2019 is available at https://bit.ly/2IP0KI5 from Leagle.com. Bimbo Bakeries USA, Inc., Appellant, represented by John Daniel McLaughlin, Jr., Ciardi Ciardi & Astin. Alan Halperin, Debtors' Representative, Appellee, represented by David B. Stratton -- strattond@pepperlaw.com -- Pepper Hamilton LLP. About Associated Wholesalers Founded in 1962 and headquartered in Robesonia, Pennsylvania, Associated Wholesalers Inc. serviced 800 supermarkets, specialty stores, convenience stores and superettes with grocery, meat, produce, dairy, frozen foods and general merchandise/health and beauty care products. AWI, with distribution facilities in Robesonia, Pennsylvania, and York, Pennsylvania, served the mid-Atlantic United States. AWI is owned by its 500 retail members, who in turn operate supermarkets. AWI had 1,459 employees. White Rose Inc. is a food wholesaler and distributor serving the greater New York metropolitan area. The company traces its origins to 1886, when brothers Joseph and Sigel Seeman founded Seeman Brothers & Doremus to provide grocery deliveries throughout New York City. White Rose carries out its operations through three leased warehouse and distribution centers, two of which area located in Carteret, New Jersey, and one in Woodbridge, New Jersey. White Rose has 777 employees. Associated Wholesalers and its affiliates sought Chapter 11 bankruptcy protection on Sept. 9, 2014, to sell their assets under 11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and better offers. The Debtors were granted joint administration of their Chapter 11 cases for procedural purposes, under the lead case of AWI Delaware, Inc., Bankr. D. Del. Case No. 14-12092. As of the Petition Date, the Debtors owed the Bank Group (consisting of lenders, Bank of America, N.A., Bank of American Securities LLC as sole lead arranger and joint book runner, Wells Fargo Capital Finance, LLC as joint book runner and syndication agent, and RBS Capita, as documentation agent) an aggregate principal amount of not less than $131,857,966 (inclusive of outstanding letters of credit), plus accrued interest. The Debtors estimate trade debt of $72 million. AWI Delaware disclosed $11,440 in assets and $125,112,386 in liabilities as of the Chapter 11 filing. Saul Ewing LLP and Rhoads & Sinon LLP serve as legal advisors to the Debtors, Lazard Middle Market serves as financial advisor, and Carl Marks Advisors as restructuring advisor to AWI. Carl Marks' Douglas A. Booth has been tapped as chief restructuring officer. Epiq Systems serves as the claims agent. The Official Committee of Unsecured Creditors is represented by David B. Stratton, Esq., and Evelyn J. Meltzer, Esq., at Pepper Hamilton, LLP, in Wilmington, Delaware; and Mark T. Power, Esq., and Christopher J. Hunker, Esq., at Hahn & Hessen LLP, in New York. The Committee also has retained Capstone Advisory Group, LLC, together with its wholly-owned subsidiary Capstone Valuation Services, LLC, as its financial advisors. The Troubled Company Reporter, on Nov. 5, 2014, reported that the Bankruptcy Court authorized Associated Wholesalers to sell substantially all of its assets, including their White Rose grocery distribution business, to C&S Wholesale Grocers, Inc. The C&S purchase price consists of the lesser of the amount of the bank debt, which totals about $18.1 million and $152 million, plus other liabilities, which amount is valued at $194 million. C&S, according to Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, ended up paying $86.5 million more cash to be anointed as the winner at the auction. Associated Wholesalers, which changed its name to AWI Delaware, Inc., prior to the approval of the sale. AWI Delaware notified the Bankruptcy Court on Nov. 12, 2014, that closing occurred in connection with the sale of their assets to C&S. AWI Delaware then changed its name to ADI Liquidation, Inc., following the closing of the sale. As reported in the Feb. 29 edition of the TCR, ADI Liquidation, Inc., f/k/a AWI Delaware, Inc., filed with the U.S. Bankruptcy Court for the District of Delaware a Chapter 11 plan of liquidation and an accompanying disclosure statement. The TCR reported on July 29, 2016, that ADI Liquidation, Inc., et al., filed with the U.S. Bankruptcy Court for the District of Delaware a disclosure statement relating to the first amended Chapter 11 plan of liquidation. The Disclosure Statement is available at http://bankrupt.com/misc/deb14-12092-3063.pdf The TCR, on Oct. 19, 2016, reported that the U.S. Bankruptcy Court for the District of Delaware confirmed the modified second amended Chapter 11 plan of liquidation of ADI Liquidation Inc. fka AWI Delaware and its debtor-affiliates. AIR MEDICAL: $1.455BB Bank Debt Trades at 3% Off ------------------------------------------------ Participations in a syndicated loan under which Air Medical Group Holdings Inc. is a borrower traded in the secondary market at 97.31 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.63 percentage points from the previous week. Air Medical pays 425 basis points above LIBOR to borrow under the $1.455 billion facility. The bank loan matures on March 14, 2025. Moody's rates the loan 'B1' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. AIR MEDICAL: $1.918BB Bank Debt Trades at 3% Off ------------------------------------------------ Participations in a syndicated loan under which Air Medical Group Holdings Inc. is a borrower traded in the secondary market at 96.81 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.46 percentage points from the previous week. Air Medical pays 325 basis points above LIBOR to borrow under the $1.918 billion facility. The bank loan matures on April 28, 2022. Moody's rates the loan 'B1' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. ALLEN SUPPLY: Taps Speed Financial as Accountant ------------------------------------------------ The Allen Supply Laundry Service, Inc., received approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Speed Financial Services, Inc., as its accountant. The firm will assist the Debtor in the preparation and filing of tax returns and will provide other accounting services necessary to administer its bankruptcy estate. The firm charges these hourly fees: William Speed Partner $290 Robert Pieloch Manager $270 Robert Grochocki Manager $270 Lorraine Cofrancesco Senior Accountant $235 Gregory LaScola Senior Accountant $235 Speed Financial is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: William J. Speed Speed Financial Services, Inc. 99 Morris Avenue Springfield, NJ 07081 Phone: (973) 912-8216 About Allen Supply & Laundry Service Founded in 1920, The Allen Supply & Laundry Service, Inc., provides dry cleaning and laundry services. The Allen Supply & Laundry Service sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 19-10132) on Jan. 3, 2019. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of less than $1 million. The case is assigned to Judge John K. Sherwood. Wasserman, Jurista & Stolz, P.C., is the Debtor's counsel. ALLIANT HOLDINGS: $1.780BB Bank Debt Trades at 2% Off ----------------------------------------------------- Participations in a syndicated loan under which Alliant Holdings I Inc. is a borrower traded in the secondary market at 97.64 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.27 percentage points from the previous week. Alliant Holdings pays 300 basis points above LIBOR to borrow under the $1.780 billion facility. The bank loan matures on May 10, 2025. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. ALLIANT HOLDINGS: $310MM Bank Debt Trades at 2% Off --------------------------------------------------- Participations in a syndicated loan under which Alliant Holdings I Inc. is a borrower traded in the secondary market at 97.64 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.27 percentage points from the previous week. Alliant Holdings pays 300 basis points above LIBOR to borrow under the $310 million facility. The bank loan matures on May 10, 2025. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. ALTICE FRANCE: Bank Debt Trades at 5% Off ----------------------------------------- Participations in a syndicated loan under which Altice France Est [Altice Blue One SAS] is a borrower traded in the secondary market at 94.94 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.47 percentage points from the previous week. Altice France pays 275 basis points above LIBOR to borrow under the $910 million facility. The bank loan matures on June 21, 2025. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B+' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. Altice France Est SAS provides cable operator services. The company was incorporated in 2002 and is based in Lampertheim, France. The company operates as a subsidiary of Altice S.A. AMERICAN AXLE: Bank Debt Trades at 3% Off ----------------------------------------- Participations in a syndicated loan under which American Axle & Manufacturing is a borrower traded in the secondary market at 96.69 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.33 percentage points from the previous week. American Axle pays 225 basis points above LIBOR to borrow under the $1.55 billion facility. The bank loan matures on April 7, 2024. Moody's rates the loan 'Ba2' and Standard & Poor's gave a 'BB' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. AMYRIS INC: Vivo Capital VIII Owns 9.8% Stake as of Dec. 31 ----------------------------------------------------------- Vivo Capital VIII, LLC, disclosed in a Schedule 13G/A filed with the Securities and Exchange Commission that as of Dec. 31, 2018, it beneficially owns 7,518,779 shares of common stock of Amyris, Inc., which represents 9.8 percent of the shares outstanding. The securities include (i) 5,575,118 shares of common stock, $0.0001 par value) and (ii) 8,280 shares of Series D Convertible Preferred Stock, convertible into 1,943,661 shares of Common Stock. The securities are held of record by Vivo Capital Fund VIII, L.P., and Vivo Capital Surplus Fund VIII, L.P. Vivo Capital VIII, LLC is the general partner of both Vivo Capital Fund VIII, L.P. and Vivo Capital Surplus Fund VIII, L.P. The percentage was calculated based on 76,526,063 shares of Common Stock of the issuer outstanding as of Dec. 15, 2018, as disclosed in the Issuer's Form S-3, filed with the Securities and Exchange Committee on Jan. 8, 2019. Vivo Capital LLC also reported beneficial ownership of 667 Common Shares. A full-text copy of the regulatory filing is available for free at: https://is.gd/07RLcN About Amyris, Inc. Amyris, Inc., Emeryville, California, is an industrial biotechnology company that applies its technology platform to engineer, manufacture and sell natural, sustainably sourced products into the health & wellness, clean skincare, and flavors & fragrances markets. The Company's proven technology platform enables the Company to rapidly engineer microbes and use them as catalysts to metabolize renewable, plant-sourced sugars into large volume, high-value ingredients. The Company's biotechnology platform and industrial fermentation process replace existing complex and expensive manufacturing processes. The Company has successfully used its technology to develop and produce five distinct molecules at commercial volumes. The report from the Company's independent accounting firm KPMG LLP, the Company's auditor since 2017, 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 current debt service requirements that raise substantial doubt about its ability to continue as a going concern. Amyris incurred net losses of $72.32 million in 2017, $97.33 million in 2016, and $217.95 million in 2016. As of Sept. 30, 2018, Amyris had $122.7 million in total assets, $323.3 million in total liabilities, $5 million in contingently redeemable common stock, and a total stockholders' deficit of $205.6 million. ANDREW'S & SON: Seeks Approval of 1st Amended Plan Outline ---------------------------------------------------------- According to a notice, Andrew's & Son Tradings, Inc. d/b/a Beston Shoes moves for approval of its first amended disclosure statement describing its first amended chapter 11 plan of liquidation on April 9, 2019 at 11:00 a.m. At the hearing the Debtor will seek entry of an order: (a) Approving the Disclosure Statement as containing adequate information and authorizing the Debtor to solicit acceptances or rejections of the proposed plan of liquidation by transmission of a copy of the Disclosure Statement as approved, and related materials; (b) Approving the timing and manner for the solicitation of acceptances or rejections of the plan of reorganization; (c) Scheduling a hearing on confirmation of the plan of reorganization; and (d) Granting such other and further relief as the Court may deem just and proper. Any party wishing to object to the approval of the Disclosure Statement must file and serve such written objection or response no later than 14 before the hearing on approval of the Disclosure Statement. About Andrew's & Son Tradings Andrew's & Son Tradings Inc., d/b/a Beston Shoes, is in the footwear and athletic shoes business. Andrew's & Son Tradings filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-18022) on July 13, 2018. The petition was signed by Jiazheng Lu, president. The case is assigned to Judge Ernest M. Robles. The Debtor is represented by Christopher J. Langley, Esq. at Law Offices of Langley & Chang. At the time of filing, the Debtor reported total $1.04 million in assets and $3.35 million in debt. APPLESPRINGS INC: $705K Business Assets to Whitewater Approved -------------------------------------------------------------- Judge Carlota M. Bohm of the U.S. Bankruptcy Court for the Western District of Pennsylvania authorized AppleSprings, Inc., doing business as DQ Grill & Chill, to sell its assets used in the operation of the business to Whitewater Holdings Group, Inc. or its assigns for $705,000. A hearing on the Motion was held on Jan. 31, 2019 at 2:30 p.m. The sale is "as is, where is," and free and clear of any and all liens, claims and encumbrances. The liens, claims and encumbrances, if any, are transferred to the proceeds of the sale. The closing of the sale must occur by 30 days of a non-appealable Order of Court with the proceeds of the sale to be distributed as follows: (a) Enterprise Bank as the first position lien holder in the amount of $675,000 pursuant to the Purchaser's assumption of a portion of the Debtor's outstanding indebtedness owed to Enterprise Bank; (b) Robert O Lampl for reimbursement of sale advertisement costs of $166.25 and $254 for advertisements placed in the Butler County Legal Journal and Butler Eagle respectively; and (c) the remainder to Robert O Lampl, Counsel for the Debtor, to be held in escrow pending further Order of Court. About AppleSprings Inc. AppleSprings Inc., doing business as DQ Grill & Chill, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-22312) on June 7, 2018. In the petition signed by Douglas J. Zappi, president, the Debtor estimated assets of less than $1 million and liabilities of less than $1 million. Judge Carlota M. Bohm oversees the case. The Debtor tapped Robert O Lampl Law Office as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. ARIZONA SOUTHWEST: Unsecureds to Get $9K in 5 Annual Payments ------------------------------------------------------------- Arizona Southwest Patrol, LLC, filed with the U.S. Bankruptcy Court for the District of Arizona a disclosure statement in connection with its proposed chapter 11 plan of reorganization dated Feb. 22, 2019. The Debtor operates a successful local security service based in Yuma, Arizona. The Debtor's operations include commercial, residential, and industrial patrol; parking and traffic control; and special event services. Class 1 consists of all Allowed Unsecured Claims that are not entitled to classification in any other Class of Claims and any and all deficiency Claims. The current General Unsecured Claims total approximately $32,106.94. Holders of Allowed Class 1 claims will be paid their pro rata share of $9,000. The Debtor will make five equal annual payments to the holders Class 1 Claims beginning on the Initial Payment Date. Upon receipt of any such funds, the Debtors will also distribute the net proceeds of any of the Estate's avoided and recovered transfers after paying all attorneys' fees and costs incurred in pursuing such avoidance and recovery. Class 1 Claims will accrue no interest. If a Class 1 Claim is not an Allowed Claim prior to the Initial Payment Date, the holder of the Class 1 Claim will not receive payment until its Claim is allowed. Class 1 is Impaired. The Debtor will continue with its operations. The Debtor will fund the Plan with its post-confirmation revenue. To aid in the review of the Plan, the Debtor has created a projected monthly budget that displays Debtor's ability to pay its expenses and to make payments due under the Plan. A copy of the Disclosure Statement is available at https://tinyurl.com/y4hkadwy from Pacermonitor.com at no charge. Arizona Southwest Patrol, LLC filed for chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 18-14462) on Nov. 28, 2018, and is represented by Thomas Allen, Esq. of Allen Barnes & Jones, PLC. BAUSERMAN SERVICE: March 13 Plan and Disclosure Statement Hearing ----------------------------------------------------------------- Bankruptcy Judge Thomas J. Catliota conditionally approved Bauserman Service, Inc.'s disclosure statement referring to its chapter 11 plan filed on Jan. 25, 2019. The hearing to consider the final approval of the Disclosure Statement and confirmation of the Plan will be held in Courtroom 3E of the U.S. Bankruptcy Court, U.S. Courthouse, 6500 Cherrywood Lane, Greenbelt, Maryland, on March 13, 2019 at 10:30 A.M. March 6, 2019, is fixed as the last day for filing and serving written objections to the conditionally approved Third Amended Disclosure Statement or confirmation of the Plan, and the last day for filing written acceptances or rejections of the Plan. About Bauserman Service Founded in 1945, Bauserman Service Inc. owns and operates the Maryland Airport, a general aviation airport in western Charles County, located four miles east of the Town of Indian Head, Maryland. Bauserman Service sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 18-24054) on Oct. 23, 2018. In the petition signed by Tammy Potter, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Thomas J. Catliota presides over the case. The Debtor tapped McNamee Hosea Jernigan Kim Greenan & Lynch, P.A. as its legal counsel and The Law Offices of Sue A. Greer, P.C., as special counsel. BEAVEX HOLDING: Taps Stretto as Claims Agent -------------------------------------------- BeavEx Holding Corporation received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Stretto as claims and noticing agent. The firm will oversee the distribution of notices and the maintenance, processing and docketing of proofs of claim filed in the Chapter 11 cases of BeavEx Holding and its affiliates. Stretto received a retainer of $15,000 from the Debtors prior to their bankruptcy filing. Travis Vandell, managing director of Stretto, disclosed in a court filing that his firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code. Stretto can be reached through: Travis Vandell Stretto 5 Peters Canyon Road, Suite 200 Irvine, CA 92606 Phone: 800.634.7734 About BeavEx Holding Founded in 1989, BeavEx Incorporated -- https://www.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 Chapter 11 bankruptcy (Bankr. D. Del., Lead Case No. 19-10316) on Feb. 18, 2019. In the petition signed by CRO Donald Van der Wiel, BeavEx Holding estimated $10 million to $50 million in assets and $50 million to $100 million in liabilities. The Hon. Laurie Selber Silverstein oversees the cases. Young Conaway Stargatt & Taylor, LLP, serves as counsel to the Debtors. Stretto acts as claims and noticing agent. BOMBARDIER INC.: Moody's Rates New $1BB Unsecured Notes 'Caa1' -------------------------------------------------------------- Moody's Investors Service assigned a Caa1 rating to Bombardier Inc.'s proposed new $1.0 billion senior unsecured notes due 2027. Proceeds will be used to tender its $850 million notes due March 2020, pay related fees and expenses and the remainder for general corporate purposes, including the repayment of other outstanding debt. The company's B3 Corporate Family Rating ("CFR"), B3-PD Probability of Default Rating and SGL-2 Speculative Grade Rating remain unchanged. The ratings outlook remains stable. Assignments: Issuer: Bombardier Inc. - Senior Unsecured Regular Bond/Debenture, Assigned Caa1 (LGD4) RATINGS RATIONALE Bombardier's credit (B3 CFR) is constrained by 1) its significant financial leverage (8x at Q4/18; below 7x by 2019), 2) execution risk, though lessening, on its new aircraft program (the Global 7500), 3) the execution risks of its continuing efforts on its transformation plan, 4) competitiveness in its aircraft and rail transport businesses, 5) an uncertain ability to generate positive free cash flow in 2019 (after C Series Aircraft Limited Partnership (CSALP) funding commitments) and 6) material debt maturities starting in 2020. Bombardier benefits from 1) good liquidity over the next year, 2) significant scale, and good market position in its transport and business jet segments, and the diversity of those two business units and 3) an existing $34 billion backlog in its transport business and $14 billion backlog in its business jet business. The proposed senior unsecured notes are rated Caa1, one notch below the company's CFR. The Caisse de depot et placement du Quebec (CDPQ) purchased $1.5 billion in Bombardier Transportation (BT) convertible shares, representing a potential 30% common equity stake in BT if converted. However, until then, these shares rank ahead of the BT ordinary shares owned by Bombardier and therefore rank ahead the senior unsecured debt at Bombardier on their claim to Transportation's assets. Bombardier has good liquidity over the next year (SGL-2), with about $3 billion of available liquidity sources versus Moody's estimate of breakeven free cash flow through the next twelve months and minimal debt maturities. At Q4/18, Bombardier had available cash of $3.2 billion and $1.2 billion (USD equivalent) of unused revolvers ($397 million at Bombardier Aerospace due June 2021 and EUR 689 million at BT due May 2021). With the CDPQ's investment in BT, a cash reserve threshold of at least $1.25 billion was agreed to at Bombardier. In the event Bombardier's cash reserves fall below that level, a remediation plan is required to be put in place to restore cash reserves above the threshold. The company does begin to have material debt maturities past Moody's twelve month outlook period, beginning with $850 million due in March 2020, followed by $2.3 billion in 2021. Moody's expects large swings in working capital quarter to quarter, in part due to the Global 7500 production ramp up and the inherent cyclicality of cash usage in their businesses. There is large negative working capital usage the first half of the year following by working capital cash inflows typically in the fourth quarter. Also, Bombardier continues to advance its transformation plan, and there is execution risk to achieving breakeven free cash flow (after CSALP funding commitments) in 2019, following adjusted negative free cash flow of $500 million in 2018. Bombardier's bank financial covenants are not public, but they include minimum liquidity and maximum leverage requirements. Moody's expects the company will maintain headroom against the covenants. Bombardier's stable outlook reflects Bombardier's good liquidity position, which supports its continuing but reducing cash consumption and the cyclicality of its working capital. It also reflects Moody's expectation that the company will achieve breakeven cash flow (after CSALP funding commitments) in 2019, while adjusted leverage (not proportionately accounting for its 70% ownership in BT) will improve to below 7x in 2019 from increased earnings. Bombardier's CFR rating could be upgraded if 1)the company produces sustainable free cash flow in excess of $400 million 2) adjusted financial leverage reduces below 6.5x and is maintained at that level. Bombardier's CFR rating could be downgraded if 1) Bombardier experiences challenges in any of its businesses that will likely lead to continuing negative free cash flow in 2019 and beyond 2) Moody's develops concerns over the adequacy of the company's liquidity 3) if Moody's has increased concerns regarding Bombardier's ability to refinance its debt or the sustainability of its capital structure The principal methodology used in these ratings was Aerospace and Defense Industry published in March 2018. Headquartered in Montreal, Bombardier Inc. is a globally diversified manufacturer of business and commercial jets as well as rail transportation equipment. Annual revenues were about $16 billion in 2018. BOMBARDIER INC: Fitch Rates New $1BB Unsec. Notes 'B/RR3' --------------------------------------------------------- Fitch Ratings has assigned a rating of 'B'/'RR3' to Bombardier Inc.'s (BBD) planned issuance of approximately $1 billion of senior unsecured notes due 2027. Proceeds will be used to fund a tender offer for all US$850 million of outstanding 7.75% senior notes due 2020, with the remainder available for general corporate purposes including repayment of other outstanding debt. The Rating Outlook is Stable. KEY RATING DRIVERS The new notes would extend BBD's debt maturities and provide additional financial flexibility while the company ramps up production of new business jets, including the Global 7500 that entered service at the end of 2018, and incurs additional restructuring at BT. Fitch expects free cash flow in 2019 will increase to roughly break-even compared to FCF in 2018 of negative $660 million, excluding proceeds from the sale of the Downsview facility, and that BBD could potentially achieve its FCF target of at least $750 million in 2020. The expected improvement in FCF reflects BBD's transition to an improved revenue mix at BT and a decline in BBD's total capital expenditures from nearly $1.2 billion in 2018 toward a long run level of approximately $800 million. In addition to funding its operations, BBD's cash requirements in the near term include a commitment to fund CSALP up to $350 million in 2019 and $350 million in 2020 and 2021 combined. Fitch estimates debt/EBITDA of 9x at Dec. 31, 2018 will decline but could remain above 6x into 2020 before BBD's actions to improve operating results become fully effective including restructuring at BT and entry into service for new business jet programs including the Global 5500 and 6500. Fitch expects BBD to sustain recent improvements in operating margins, although margins for business jets will be temporarily reduced by production ramp-ups, and that margins at BT should benefit from a transition to a higher proportion of service revenue and the use of common platforms intended to reduce costs and simplify the project estimation process. Liquidity concerns related to weak FCF expected by Fitch through 2019 are mitigated by the company's high cash balance of $3.2 billion at the end of 2018 and a decline in spending on aircraft development programs as they reach completion. Liquidity is further supported by BBD's planned divestitures of the Q Series aircraft program and the business aircraft training business, which are expected to close by the second half of 2019 for approximately $750 million of combined net cash proceeds. BBD is also considering strategic options for the regional jet business which currently operates at a loss. The sale in mid-2018 of a majority interest in C Series Aircraft Limited Partnership (CSALP) to Airbus brought Airbus procurement, marketing, and customer support capabilities. Although BBD received no up-front cash proceeds and is still investing in the program, Fitch believes Airbus' involvement improves customer confidence and the long-term viability of the program. BBD is implementing a $250 million restructuring program to be carried out over 12-18 months. The program is projected to reduce annual costs by $250 million by 2021 and is intended to streamline BBD's management structure, eliminate 5,000 positions, and realign the company's engineering resources as it shifts from aircraft development to production. Rating concerns include competitive pressure in each of BBD's businesses, profitability of the A220, and a sizeable pension deficit. In addition, the minority interest in BT held by Caisse de depot et placement du Quebec (CDPQ) reduces BBD's share of long-term earnings and cash flow in the business and could make it difficult for BBD to reduce leverage over the long term. Starting in February 2019, BBD has the right to acquire CDPQ's interest in BT which, if exercised, would give BBD full interest in BT but could also reduce near-term liquidity. DERIVATION SUMMARY BBD has well-established positions in its key aerospace and transportation markets. There is significant competition in all of BBD's markets, and several competitors are larger, better capitalized or generate higher margins, putting BBD at a disadvantage with respect to funding new programs in the aerospace business and supporting working capital at BT. In aerospace, BBD has a smaller presence than Embraer S.A. (BBB-/Rating Watch Negative) in the regional jet market and generates lower revenue and margins than Gulfstream, a subsidiary of General Dynamics Corporation, in business jets. Airbus' majority interest and control of the A220 provides capabilities for the aircraft to compete against some of Embraer's aircraft and Boeing's (A/Stable) smaller aircraft models. BBD's credit profile is weaker than most of its peers due to significant investment in the A220, which has contributed to high leverage and negative FCF. BBD's sale of partial interests in its commercial aerospace and transportation businesses could constrain its ability to realize benefits from future improvement in operating and financial performance. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- FCF improves to a range within $250 million of break-even in 2019; -- BBD repurchases at least a portion of the minority interest in BT from CDPQ as soon as 2019, although any decision is still to be determined; -- Capital expenditures decline below $1.0 billion in 2019 reflecting entry-into-service (EIS) of the Global 7500 in 2018 and the planned EIS of the Global 5500 and 6500 at the end of 2019; -- Business jet deliveries increase in 2019 as the business jet market sees a modest recovery; -- Business aircraft margins decline in 2019 due to the ramp up of Global 7500 production. Margins improve over the long term due to cost efficiency associated with higher production rates; -- BT generates steady to higher profitability as mix improves. Over the longer term, BT's performance could be pressured by a high level of competition associated with industry consolidation. Recovery Rating analysis: -- The recovery analysis for BBD reflects Fitch's expectation that the enterprise value of the company and recovery rates for creditors would be maximized as a going concern rather than through liquidation. Fitch has assumed a 10% administrative claim. -- Going-concern EBITDA includes the business jet and aerostructures segments. EBITDA of $584 million represents Fitch's estimated post-emergenceEBITDA assuming a downturn and incorporates improvements to underlying operating performance that Fitch believes are permanent and unrelated to the business cycle. Fitch does not include an estimate for regional aircraft as BBD has agreed to sell the Q400 program, and the regional jet business is unprofitable. -- An EBITDA multiple of 6x is used to calculate a post-reorganization valuation, below the 6.7x median for the industrial and manufacturing sector. The multiple incorporates the competitive environment, cyclicality, and event risk in the aerospace sector. -- In a distress scenario, Fitch assumes BT is separated from BBD and excluded from bankruptcy as BT is relatively independent of BBD's aerospace business. Fitch uses a value of $3.6 billion for BBD's interest in BT based on Caisse de depot et placement du Quebec's purchase of a 30% interest for $1.5 billion in 2016. The value is reduced by 30% to reflect execution risk and uncertainty about the long term impact of industry consolidation. BT is consistently profitable, generates positive FCF and has a limited amount of outstanding debt other than factoring and forfaiting. -- Fitch does not include a value for BBD's interest in CSALP due to negative cash flow in the near term and uncertainty about the ultimate level of profitability and customer demand, although the viability of the program improved following the acquisition by Airbus of a majority interest. -- Fitch assumes BBD's revolver is fully drawn. -- The recovery analysis produces a Recovery Rating of 'RR3' for unsecured debt, reflecting good recovery prospects (51%-70%). The 'RR6' for preferred stock reflects a low priority position relative to BBD's debt. RATING SENSITIVITIES Future developments that may, individually or collectively, lead to a positive rating action include: -- EBITDA margins reach 10%; -- Annual FCF is sustained above $750 million; -- Consistently lower leverage, including debt/EBITDA below 6.0x. Future developments that may, individually or collectively, lead to a negative rating action include: -- FCF does not improve to at least $500 million in 2020; -- Year-end cash balances decline below $2 billion before there is a clear path to reach positive FCF; -- BT becomes less competitive over time due to industry consolidation including EBIT margins before special items below 7%; -- Weak industry demand for business jets leads to production cuts; -- EBITDA margins deteriorate compared with 7.7% in 2018. LIQUIDITY BBD's liquidity at Dec. 31, 2018 included cash of $3.2 billion plus $1.2 billion of availability under bank facilities. A $397 million bank revolver that matures in 2021 is available to BBD and BA. BT has a separate EUR689 million revolver that matures in 2021. BA and BT also have letter of credit facilities that are used to support performance risk and secure advance payments from customers. BBD's bank facilities contain various covenants including minimum liquidity, a minimum fixed-charge ratio, maximum gross debt and minimum EBITDA, all excluding BT. Covenants in BT's bank facilities include minimum liquidity, minimum equity, and a maximum debt/EBITDA ratio, all calculated for BT on a stand-alone basis. Minimum required liquidity at the end of each quarter is between $600 million-$850 million for the BBD facility, and EUR750 million at BT. BBD does not publicly disclose required levels for other covenants. Financial covenants were all met as of Dec. 31, 2018. In addition to the two committed bank facilities, BBD has other facilities including bilateral agreements and bilateral facilities with insurance companies. BT uses off-balance-sheet non-recourse factoring facilities in Europe ($1,088 million outstanding at Dec. 31, 2018) and forfaiting arrangements with third party advance providers ($714 million at Dec. 31, 2018) in exchange for rights to customer payments on long-term contracts at BT. Scheduled maturities of long-term debt through 2021 total nearly $5 billion and include approximately $850 million due in 2020, $2.3 billion due in 2021 and $1.7 billion due in 2022. BBD makes significant pension contributions which it estimates will total $277 million in 2019 compared to $230 million in 2017. Net pension liabilities totaled $1.9 billion at Dec. 31, 2018. FULL LIST OF RATING ACTIONS Fitch rates BBD as follows: -- IDR 'B-'; -- Senior unsecured debt 'B'/'RR3; -- Preferred stock 'CCC'/'RR6'. The Rating Outlook is Stable. BBD's debt at Dec. 31, 2018 as calculated by Fitch totaled approximately $11 billion. BOMBARDIER INC: S&P Rates US$1BB Sr. Unsecured Notes Due 2027 B- ---------------------------------------------------------------- S&P Global Ratings on Feb. 28 said it assigned its 'B-' issue-level rating and '4' recovery rating to Bombardier Inc.'s proposed US$1 billion senior unsecured notes due 2027. The '4' recovery rating indicates S&P's expectation that lenders would receive average (30%-50%; rounded estimate: 30%) recovery in the event of default. S&P expects Bombardier to use net proceeds to finance a tender offer for all US$850 million outstanding of the company's 7.75% senior unsecured notes due 2020; and the remainder for general corporate purposes, including repayment of other debt outstanding. "The 'B-' issuer credit rating and stable outlook on Bombardier reflect our expectation that the company will maintain sufficient liquidity to fund its operations and generate positive free operating cash flow beyond 2019," S&P said. "We also expect adjusted EBITDA margins to improve through 2020 as Bombardier's Aerospace Division becomes profitable and the company continues to see favorable demand for its family of business jets." RATINGS LIST Bombardier Inc. Issuer credit rating B-/Stable/-- Rating assigned US$1 billion senior unsecured notes due 2027 B- Recovery rating 4(30%) BROWNLEE FARM: TH Momin Buying Tifton Property for $37.5K --------------------------------------------------------- Brownlee Farm Center, Inc., asks the U.S. Bankruptcy Court for the Middle District of Georgia to authorize the sale of the real property located at 0 Brownlee Circle, Tifton, Tift, Georgia to TH Momin for $37,500. Respondent AgGeorgia Farm Credit, ACA, a Georgia lending institution whose principal address is 468 Perry Parkway, Perry, Georgia, claims an interest in the Property by virtue of a Deed to Secure Debt dated Nov. 10, 2005 and recorded in the records of the Superior Court of Tift County at Book 1229 Page 0260. Respondent Tift County Tax Commissioner is an agency of Tift County, Georgia, Hon. R. Chad Alexander, Tax Commissioner, Tift County, at 13.0. Box 930, Tifton, Georgia and 225 North Tift Avenue, Charles Kent Adm. Bldg. Room 105, Tifton, Georgia. Upon information and belief, Tax Commissioner may claim an interest in the Property for ad valorem taxes on the Property. On Jan. 2, 2019, the Debtor and the Purchaser entered into their Contract relating to the purchase and sale of the Property. In pertinent part, the Contract provides that Seller will sell the Property to the Purchaser for a purchase price of $37,500. The Purchaser will have a 15-day inspection period which ran from Jan. 2, 2019 to Jan. 17, 2019. The closing date is set for the later of (i) March 1, 2019 and (ii) Court approval of the sale. The Contract calls for $1,000 in earnest money. The sale will be free and clear of liens, claims, and interests, with such liens, claims, and interests to attach to the net proceeds of the sale. Pursuant to the terms of the Contract and the Exclusive Listing Agreement, Professionals Plus Realty, Inc. is entitled a brokerage fee equal to 8% of the sale price of the Property. From the proceeds of the Sale, the Debtor asks authority to pay the following: (i) liens for unpaid ad valorem taxes assessed against the Property through the closing of the sale, including taxes, if any, owing to Tax Commissioner; (ii) all usual, customary, and reasonable costs associated with the sale as agreed by the parties in the Contract; (iii) AgGeorgia at the closing the net due to Seller for application to the AgGeorgia indebtedness; and (iv) brokerage commissions to Professionals Plus Realty, Inc. as real estate broker for the proposed sale of the Property. To the extent that undisputed ad valorem taxes are due to Respondent Tax Commissioner for Tax Year 2018 and the pro—rate portion of Tax Year 2019 and any prior tax years, Debtor requests that the amount of such taxes accrued to the date of closing be pro-rated and credited to the Purchaser against the purchase price at the closing. The Debtor asks the Court to determine the value of the Property being sold securing the liens. Finally, the Debtor believes that time is of the essence in closing the transaction by the contemplated Closing Date. Therefore, it asks that the Court waives the 10-day stay of any order approving the Motion pursuant to F.R.B.P. 6004(g). A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Brownlee_Farm_44_Sales.pdf About Brownlee Farm Brownlee Farm Center and Gypsum Supply are engaged in the building rental business and buying and selling various agricultural products, principally gypsum and fertilizer, from and to dealers in Georgia, Florida, and Alabama. Brownlee Farm Center and Gypsum Supply each filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case Nos. 18-71300 and 18-71301) on Oct. 29, 2018. In the petition signed by Kenneth Brownlee, president, Brownlee Farm estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Ward Stone, Jr., Esq. at Stone & Baxter, LLP, represents the Debtor. CENGAGE: Bank Debt Trades at 11% Off ------------------------------------ Participations in a syndicated loan under which Cengage (fka Thomson Learning) is a borrower traded in the secondary market at 89.29 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 7.62 percentage points from the previous week. Cengage pays 425 basis points above LIBOR to borrow under the $1.710 billion facility. The bank loan matures on June 7, 2023. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. CHS/COMMUNITY HEALTH SYSTEM: S&P Rates $1.58BB Sr. Sec. Notes 'B-' ------------------------------------------------------------------ S&P Global Ratings on Feb. 28 assigned its 'B-' issue-level rating and '2' recovery rating to Franklin, Tenn.-based Community Health Systems Inc.'s proposed $1.580 billion senior secured notes due 2026, which will be issued by its subsidiary CHS/Community Health Systems Inc. The '2' recovery rating indicates S&P's expectation for substantial (70%-90%; rounded estimate: 80%) recovery for lenders in the event of a payment default. The company is issuing the notes to refinance its term loan H due 2021. The 'B-' issue-level rating is three notches above S&P's issue-level rating on the company's existing junior priority and senior unsecured debt. "Our 'CCC+' issuer credit rating on parent Community Health Systems Inc. continues to reflect the company's many challenges, including its efforts to divest select underperforming hospitals, manage a difficult debt maturity schedule, and improve its operations with an aggressive turnaround plan," S&P said. "We expect the company to generate only marginal free cash flow in 2019. Considering Community Health Systems' history of operating misses and downward guidance revisions prior to 2018, and that the company experienced a cash flow deficit in 2018 -- we are uncertain as to how successful its turnaround plan will be." The company, along with its hospital peers, continues to face industry headwinds, including weak admission trends, pressures on Medicaid funding, more aggressive actions by private insurers to control health care costs, and increasing competition from providers other than hospitals. Along with rising hospital operating costs that have outpaced reimbursement rate increases, Community Health's earnings also remain pressured. RATINGS LIST Community Health Systems Inc. Issuer Credit Rating CCC+/Negative/-- New Rating CHS/Community Health Systems Inc. Senior Secured $1.580B Notes Due 2026 B- Recovery Rating 2(80%) CHS/COMMUNITY HEALTH: Fitch Rates $1.58BB Secured Notes 'B/RR1' --------------------------------------------------------------- Fitch Ratings has assigned a 'B'/'RR1' rating to CHS/Community Health Systems, Inc.'s (CHS) $1.58 billion senior secured notes due 2026. Proceeds are expected to be used to refinance the term loan H amounts outstanding under the senior secured credit facility. A full list of ratings follows at the end of this release. The ratings apply to approximately $13.8 billion of debt at Dec. 31, 2018. KEY RATING DRIVERS Very High Debt Burden: CHS's balance sheet has been highly leveraged since the acquisition of rival hospital operator Health Management Associates (HMA) in late 2014 because EBITDA growth has been hampered by difficulties in integration and secular headwinds to volumes of patients in rural and small suburban hospital markets. Fitch-calculated leverage at Dec. 31, 2018 was 9.0x versus 5.2x prior to the acquisition. Since the beginning of 2016, CHS has paid down about $3 billion of term loans using the proceeds from the spinoff of Quorum Health Corp., the sale of a minority interest in several hospitals in Las Vegas and a series of smaller divestitures. At the company's current leverage level, the terms of the credit facility require that asset sale proceeds be used to repay term loans. The planned refinancing will pay down the remaining term loan balance, giving the company greater flexibility with respect to use of future divestiture proceeds. While Fitch thinks that CHS has recently been selling hospitals for multiples of EBITDA that are slightly deleveraging, erosion in the base business has swamped the effect, resulting in a steady increase in the company's leverage since mid-2016. Incremental Progress Addressing Capital Structure: A June 2018 transaction that Fitch considered a distressed debt exchange (DDE) slightly enhanced near-term liquidity by pushing out a 2019-2020 unsecured debt maturity wall, buying the company more time to execute on an operational turn-around plan focused on restoring organic growth and improving profitability of hospitals in certain targeted markets. Like a secured note issuance completed in June 2018, the proceeds of the secured notes due 2026 are expected to pay down secured bank term loans. The issuance of these longer dated notes incrementally improves the debt maturity profile. However, a high overall debt burden, persistently weak operating trends, and a large unsecured bond maturity in 2022 remain key credit concerns. Forecast Reflects Hospital Divestitures: Fitch's $1.6 billion operating EBITDA forecast for CHS in 2019 reflects completed hospital divestitures and hospitals under definitive agreement for sale. During 2017 and 2018, the company divested 43 hospitals with $4.5 billion of annualized revenues, raising about $2 billion of cash proceeds and leaving a footprint of 112 hospitals in 20 states. The divestiture program is part of a longer-term plan to improve same-hospital margins and sharpen focus on markets with better organic operating prospects. The company is currently working on further divestitures of a group of hospitals producing $900 million of annual revenues with mid-single-digit EBITDA margins, including four hospitals currently subject to definitive agreements for sale. Annual revenue of these four hospitals is about $400 million, and CHS anticipates receiving proceeds of about $135 million. Similar to the completed divestitures, the expected valuations imply a deleveraging multiple, but with nearly $14.0 billion of debt outstanding, long-term repair of the balance sheet will require the company to expand EBITDA through a return to organic growth and expansion of profitability in the group of remaining hospitals. Headwinds to Less-Acute Volumes: CHS's legacy hospital portfolio is exposed to rural and small suburban markets facing secular headwinds to less-acute patient volumes. Volume trends are highly susceptible to weak macroeconomic conditions and seasonal influences on flu and respiratory cases. Health insurers and government payors have recently increased scrutiny of short-stay admissions and preventable hospital readmissions. CHS's same hospital operating trends were weak in 2017 and 2018, although quarterly results did show sequential improvement in year-over-year performance on various patient volume measures throughout 2018. The Operating EBITDA margin also showed signs of stabilization during 2018 after five consecutive quarters of year-over-year declines in this metric in Q1'17 to Q1'18. Repositioning Will Require Investment: A strategy of repositioning the hospital portfolio around larger, faster-growing markets is well aligned with secular trends. However, Fitch thinks that successful execution of this plan is not without challenges from both an operational execution and capital investment perspective, particularly as it is occurring at a time when cash flow is depressed relative to historical levels and there is a certain amount of management attention consumed by executing the divestiture program. CHS produced CFO of $178 million in 2018, inclusive of a $266 million payment to settle legal liabilities related to hospitals acquired from HMA. Forecasting is complicated by the timing of divestitures, but Fitch currently expects CFO of about $485 million in 2019. At the 4% capital intensity that management has guided to in 2019, capital expenditures would eclipse Fitch's forecasted CFO, resulting in FCF of negative $50 million. Liquidity Slim: Between organic cash generation, access to committed lines of credit, and divestiture proceeds, Fitch thinks that CHS has slim but adequate access to capital to fund day-to-day operations and a $155 million unsecured note maturity in November 2019. A February 2019 amendment to the terms of the credit facility increased headroom under financial maintenance covenants in exchange for reducing commitments under the revolver to $385 million from $425 million. The DDE and the refinancing of the term loans assuage some concerns about near-term debt maturities but did not address longer-term refinancing concerns, which Fitch believes will require a return to solid organic growth in the business after completion of the divestiture plan. DERIVATION SUMMARY CHS's 'CCC' IDR reflects the company's weak financial flexibility with high gross debt leverage and thin FCF generation (CFO less capital expenditures and dividends). The operating profile is among the weakest in the investor-owned acute care hospital category because of a historical focus on rural and small suburban hospital markets that are facing secular headwinds to organic growth. Fitch believes that some of the company's hospital markets may require additional capital investment to improve organic growth and profit margins, and this is of concern since cash generation is thin. KEY ASSUMPTIONS Fitch's Key Assumptions Within Its Rating Case for the Issuer: -- Revenue growth of negative 5% in 2019 reflects completed divestitures and divestitures under definitive agreement. The company currently plans to sell additional hospitals during 2019 and these are not included in the Fitch forecast. -- Same hospital revenue growth of 2% throughout the forecast period is driven by pricing as patient volumes are assumed to be flat. -- EBITDA before associate and minority dividends of $1.6 billion in 2019 assumes an operating EBITDA margin of 11.6%, reflecting ongoing negative operating leverage due to stagnant patient volumes in the same hospital group outweighing the benefit of the lower margin hospital divestitures. -- CFO of about $485 million in 2019. -- Total debt/EBITDA after associate and minority dividends is around 9.0x through the 2019-2022 forecast period. RATING SENSITIVITIES Developments That May, Individually or Collectively, Lead to Positive Rating Action An upgrade to a 'CCC+' IDR could result from: -- An expectation that ongoing CFO generation will be sufficient to fund investment in the remaining hospital markets that is necessary to return to positive organic growth over the medium term; -- The operational turnaround plan gains some traction in the next 12 to 18 months, evidenced by stabilization of the decline in the Operating EBITDA margin and the decline in organic patient volumes. Developments That May, Individually or Collectively, Lead to Negative Rating Action -- A downgrade to 'CCC-' or below would reflect an expectation that the company will struggle to refinance upcoming maturities, particularly the unsecured notes due in 2022. This would likely be a result of further deterioration in revenues and EBITDA, leading Fitch to expect either another DDE or a more comprehensive restructuring. LIQUIDITY Slim but Adequate Liquidity: Sources of liquidity include $196 million of cash on hand at Dec. 31, 2018 and availability under the $1 billion ABL facility; $698 was outstanding under the ABL facility at Dec. 31 2018, and availability is subject to a borrowing base calculation. The company also has about $295 million available under the recently downsized revolving credit facility after taking into account $90 million in outstanding letters of credit. Fitch forecasts EBITDA/interest paid of 1.4x in 2019. FULL LIST OF RATING ACTIONS Fitch currently rates CHS as follows: Community Health Systems, Inc. -- Long-Term IDR 'CCC'. CHS/Community Health Systems, Inc. -- Long-Term IDR 'CCC'; -- Senior secured ABL facility 'B'/'RR1'; -- Senior secured credit facility term loans and revolver 'B'/'RR1'; -- Senior secured notes 'B'/'RR1'; -- Senior secured junior priority notes 'CCC-'/'RR5'. -- Senior unsecured notes 'CC'/'RR6'. The 'RR1' rating for CHS's approximately $8.1 billion of secured debt, which includes the ABL, bank term loans, revolver and senior secured notes, reflects Fitch's expectations for 100% recovery under a hypothetical bankruptcy scenario. The 'RR5' rating on CHS's $3.1 billion senior secured junior priority notes reflects Fitch's expectations of 28% recovery for these lenders in bankruptcy. The 'RR6' rating on CHS's $2.9 billion senior unsecured notes reflects Fitch's expectations of 0% recovery for these lenders in bankruptcy. Fitch assumes that CHS would fully draw the $1 billion ABL facility and the $385 million bank credit facility revolver in a bankruptcy scenario and includes those amounts in the claims waterfall. Fitch estimates an enterprise value (EV) on a going concern basis of $9.0 billion for CHS, after a standard deduction of 10% for administrative claims. The EV assumption is based on post-reorganization EBITDA after payments to non-controlling interests of $1.4 billion and a 7.0x multiple. Post-reorganization EV for CHS uses 2019 Fitch-forecasted EBITDA after associate and minority distributions of $1.4 billion, assuming ongoing deterioration in the business is offset by corrective measures taken to arrest the decline in EBITDA after the reorganization. This differs from Fitch's typical approach to determining post-reorganization EBITDA for hospital companies, which implements a 30%-40% decline to LTM EBITDA based on the operational attributes of the acute care hospital sector, including a high proportion of revenue generated by government payors, the legal obligation of hospital providers to treat uninsured patients, and the highly regulated nature of the hospital industry. The CHS recovery scenario is different in that it reflects a reorganization provoked by secular headwinds to organic growth in rural hospital markets rather than a regulatory change that leads to lower payments to the industry. There is a dearth of bankruptcy history in the acute care hospital segment. In lieu of data on bankruptcy emergence multiples in the sector, the 7.0x multiple employed for CHS reflects a history of acquisition multiples for large acute care hospital companies with similar business profiles as CHS in the range of 7.0x-10.0x since 2006 and the average public trading multiple (EV/EBITDA) of CHS's peer group (HCA, UHS, LPNT and THC), which has fluctuated between approximately 6.5x and 9.5x since 2011. CHS has recently sold hospitals in certain markets for a blended multiple that Fitch estimates is higher than the 7.0x assumed in the recovery analysis. However, Fitch believes the higher multiple on recent transactions is due to strong interest by strategic buyers in markets where they have an existing footprint and so is not necessarily indicative of the multiple that the larger CHS entity would command. CHS/COMMUNITY HEALTH: Moody's Rates New Senior Secured Notes Caa1 ----------------------------------------------------------------- Moody's Investors Service assigned a Caa1 rating to CHS/Community Health Systems, Inc.'s ("Community") new senior secured notes. Moody's expects Community to use proceeds from this $1.6 billion issuance to repay term loan borrowings and cover transaction costs. There is no change to Community's existing ratings, including its Caa3 Corporate Family Rating or Caa3-PD Probability of Default Rating. There is also no change to the existing Caa1 rating on the senior secured first lien debt, Ca rating on the senior secured junior lien debt, and C rating on the unsecured debt. Finally, there is no change to Community's Speculative Grade Liquidity Rating of SGL-4 or the stable outlook. Ratings assigned: CHS/Community Health Systems, Inc. Senior secured notes due 2026 at Caa1 (LGD 2) RATINGS RATIONALE The ratings reflect Moody's view that Community's liquidity will be weak over the next 12-18 months, elevating the probability of a default event. The ratings also reflect Community's very high financial leverage with debt/EBITDA over 8.0x, and the on-going significant interest costs and capital requirements of the business. Moody's believes that in a default scenario, unsecured and junior lien lenders would incur significant losses. The SGL-4 reflects Moody's view that Community's liquidity will be weak. The company had $196 million of cash at December 31, 2018 and Moody's expects negative free cash flow over the next 12 months. Hence, Moody's believes that Community will rely on its $1 billion asset-based lending facility and recently amended $385 million revolving credit facility to refinance nearly $300 million of unsecured notes that mature in 2019-2020. Combined availability under these revolving facilities approximated $600 million as of December 31, 2018 after drawings and letters of credit. The loosening of the maximum first lien net leverage covenant that governs the amended revolving credit facility very modestly improved Community's cushion (from 3% as of December 31, 2018 to about 8% post-amendment). A breach of this covenant, if not waived by lenders, could lead to loss of access of the facility which would further stress liquidity. The Caa1 rating on the first lien secured debt reflects Moody's view that recovery on the first lien secured debt will be good, at around 90% or more. The C rating on the unsecured debt is one notch lower than the rating outcome implied by Moody's Loss Given Default model. This reflects Moody's view that recovery on the unsecured debt is worse than implied by the model. Moody's could downgrade the ratings if the probability of default rises or credit recovery prospects weaken. Moody's could upgrade the ratings if operational initiatives result in improved volume growth and margin expansion. If leverage declines or free cash flow improves materially, such that the company's ability to refinance future debt maturities and sustain the current capital structure becomes more assured, the ratings could be upgraded. An upgrade would also require improved liquidity including greater covenant cushion. CHS/Community Health Services, Inc., headquartered in Franklin, Tennessee, is an operator of general acute care hospitals in non-urban and mid-sized markets throughout the US. Revenues in 2018 were approximately $14.2 billion. CLOUD PEAK: Moody's Lowers CFR to 'Ca' Amid Weak Performance ------------------------------------------------------------ Moody's Investors Service downgraded all ratings for Cloud Peak Energy Resources LLC, including the Corporate Family Rating ("CFR") to Ca from Caa1. Moody's also downgraded the company's Probability of Default Rating ("PDR") to Ca-PD from Caa1-PD, second lien senior secured notes to Ca from Caa2, senior unsecured notes to C from Caa3, and Speculative Grade Liquidity Rating to SGL-4 from SGL-3. The rating outlook is stable. "Given its weakened performance and high debt levels, Cloud Peak is expected to pursue a debt restructuring," said Ben Nelson, Moody's Vice President -- Senior Credit Officer and lead analyst for Cloud Peak Energy Resources LLC. Downgrades: Issuer: Cloud Peak Energy Resources LLC - Corporate Family Rating, Downgraded to Ca from Caa1 - Probability of Default Rating, Downgraded to Ca-PD from Caa1-PD - Senior Secured Gtd. 2nd Lien Notes, Downgraded to Ca (LGD3) from Caa2 (LGD5) - Senior Unsecured Gtd. Notes, Downgraded to C (LGD6) from Caa3 (LGD6) - Speculative Grade Liquidity Rating, Downgraded to SGL-4 from SGL-3 Outlook Actions: Issuer: Cloud Peak Energy Resources LLC - Outlook, Changed To Stable From Positive RATINGS RATIONALE The downgrade reflects a combination of weak credit metrics, operational challenges, and difficult competitive dynamics in the PRB that increase the likelihood of a debt restructuring. While Cloud Peak generated positive free cash flow over the last twelve months, operational challenges at the company's Antelope Mine and market-driven adjustments at the lower heat Cordero Rojo Mine led to meaningfully lower production and stressed credit metrics. Interest coverage fell below 0 times (EBIT/Interest) and adjusted financial leverage moved into the range of 7-9 times (Debt/EBITDA; excluding certain add-backs that are included in the company's calculation of EBITDA and using balance sheet debt) for the twelve months ended September 30, 2018. The company has engaged restructuring advisors and stated publicly that it is pursuing strategic alternatives, including a review of the capital structure. Market capitalization is very modest and debt is trading well below par. Following the termination of the company's revolving credit facility due to potential non-compliance with financial maintenance covenants, liquidity is also modest at about $115 million of cash and availability on an accounts receivables facility, which drives the downgrade of the SGL rating to SGL-4. The Ca CFR reflects a highly-leveraged balance sheet, recent operational challenges, ongoing secular decline in the demand for thermal coal, and weak market conditions in the PRB. Moody's expects the continued retirement of coal-fired power plants will reduce the domestic demand for thermal coal while the export markets, though strong, will be volatile over a longer horizon. Moody's believes that smaller operations in the PRB, especially operations producing lower heat coals, will struggle to remain viable in this environment. That said, a solid contract position, participation in the export markets, and an ability to conserve cash during difficult market conditions supports the rating. The SGL-4 reflects weak liquidity to support operations over the next 12-18 months. The company reported $109 million in cash and $5.9 million availability on its accounts receivable securitization program as of September 30, 2018. Moody's does not anticipate meaningful free cash flow generation in the near-term and the company no longer has access to a revolving credit facility. The stable outlook incorporates a high likelihood of a debt restructuring. Moody's could downgrade the rating with expectations for substantive deterioration in liquidity or higher than expected loss to the creditors in a restructuring. Moody's could upgrade the rating with expectations for the company to achieve a more sustainable financial position. The principal methodology used in these ratings was Mining published in September 2018. Cloud Peak Energy Resources LLC is one of the largest producers of coal in the US with three wholly-owned surface mining operations in Wyoming and Montana. The company produces subbituminous thermal coal with low sulfur content and an average heat value between 8,400 Btu and 9,350 Btu. The coal is primarily sold to domestic electric utilities. Cloud Peak is the only pure play Powder River Basin (PRB) coal producer Moody's rates, and it controls an estimated 1.0 billion tons of proven and probable reserves. The company generated about $869 million of revenues through the twelve months ended September 30, 2018. CNX RESOURCES: Moody's Rates New $500MM Unsec. Notes Due 2027 'B3' ------------------------------------------------------------------ Moody's Investors Service assigned B3 rating to CNX Resources Corporation's (CNX) proposed $500 million senior unsecured notes due 2027. CNX intends to use the net proceeds of the sale of the new Notes to purchase up to $400 million aggregate principal amount of its outstanding 5.875% senior notes due 2022 pursuant to the cash tender offer that the company commenced concurrently with the offering of the notes. The balance of the proceeds from the new notes offering will be used to repay existing indebtedness under CNX's revolving credit facility. CNX's existing ratings, including its B1 Corporate Family Rating (CFR) and Positive outlook are not affected by this action. Assignments: Issuer: CNX Resources Corporation - Gtd. Senior Unsecured Notes, Assigned B3 (LGD5) RATINGS RATIONALE The new notes are rated B3, at the same level as CNX's existing senior notes, in accordance with Moody's Loss Given Default Methodology. All notes are rated two notches below the CFR level, given the significant size of the secured credit facility in the capital structure that has a priority claim and security over substantially all of the company's assets. The current and proposed senior notes are unsecured and guaranteed by subsidiaries (other than CNXM) on a senior unsecured basis. The placement of the notes and offer for $400 million in 2022 notes, if successful, will improve the maturity profile of CNX, reducing its peak refinancing requirements in 2022. CNX SGL-3 rating reflects its adequate liquidity position amid negative FCF generation in 2019. Liquidity is supported by its $2.1 billion committed secured revolver facility that matures on March 8, 2023. The borrowing base is $2.1 billion, providing opportunity for future increases in borrowing capacity and limiting downside risk to the committed capacity in future redeterminations. Moody's expects CNX to remain in compliance with the two financial covenants (a maximum net leverage ratio of 4.0x and a minimum current ratio of 1x) in its credit facility though 2019. Although CNX may raise additional liquidity from asset sales, substantially all of its assets have been pledged to the revolver lenders. CNX's B1 CFR is defined by its plan to develop its substantial natural gas reserves base and grow production over time, while maintaining a solid leverage profile. The development of the reserves will require significant capital investment over time. Earlier divestments and repayment of debt at the time of the split from the coal business in 2017, created some headroom to fund the growth investment. In response to weaker market conditions, CNX is pacing the investment in 2019. Taking into account its minimum investment guidance for 2019, Moody's expects CNX to maintain its solid leverage profile, with RCF/debt at around 35% in 2019, underpinned by its existing hedging arrangements. CNX also has single basin concentration in Appalachia, subjecting its natural gas production to material basis differentials and leading to CNX's relatively weak margins when compared sector averages. The company's share repurchase program will continue to weigh on its credit profile in 2019. The positive outlook on CNX's ratings reflects Moody's expectation that CNX will establish a track record of tangible improvement in operating margins and capital returns and will maintain lower leverage as it continues to invest and grow its production. The positive outlook also reflects Moody's expectation that CNX will adopt a measured approach to managing shareholder distributions. CNX's ratings may be upgraded if the company establishes a clear path to FCF neutrality and maintains lower leverage with RCF/debt above 30% as it continues to grow its production. Sustainable improvement in profitability and capital returns, with LFCR maintained above 1.5x, will be also required to achieve an upgrade of the rating. Deteriorating cash margins, capital returns and operating cash flow or a substantial increase in leverage amid negative FCF generation or distributions to the shareholders may lead to the downgrade of CNX's rating. Weaker leverage, with RCF/debt declining below 20% and weaker liquidity may lead to the downgrade of CNX's B1 rating. CNX Resources Corporation is a publicly traded sizable independent exploration and production company operating in the Appalachian basin. It controls substantial resources of approximately 540,000 net acres and 600,000 net acres respectively in Marcellus and Utica Shale. CNX's production as of September 30, 2018 stood at 225 mboe/d. COASTLINE ELECTRICAL: Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------------- Debtor: Coastline Electrical Services, Inc. 11872 Canon Blvd. Ste. K Newport News, VA 23606 Business Description: Coastline Electrical Services, Inc. is a full service commercial, industrial, and residential electrical contractor serving the Virginia, North Carolina, Washington D.C., Maryland, Delaware markets. The Company specializes in electrical, plumbing, and fire alarm installation. Chapter 11 Petition Date: February 28, 2019 Court: United States Bankruptcy Court Eastern District of Virginia (Newport News) Case No.: 19-50269 Debtor's Counsel: Kelly Megan Barnhart, Esq. ROUSSOS & BARNHART, PLC 500 E. Plume Street, Suite 503 Norfolk, VA 23510 Tel: 757-622-9005 Fax: 757-624-9257 E-mail: barnhart@rgblawfirm.com - and - Robert V. Roussos, Esq. ROUSSOS & BARNHART, P.L.C. 500 E. Plume Street, Suite 503 Norfolk, VA 23510 Tel: 757-622-9005 Fax: 757-624-9257 E-mail: roussos@rgblawfirm.com Total Assets: $1,333,449 Total Liabilities: $3,916,510 The petition was signed by Eric G. DePiazzy, owner/officer. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/vaeb19-50269.pdf COATES INTERNATIONAL: Hikes Authorized Common Stock to 5 Billion ---------------------------------------------------------------- The Board of Directors of Coates International, Ltd., has approved and ratified the undertaking of a corporate action to increase the number of the Company's authorized shares of common stock, par value $0.0001 per share, from 2,400,000,000 to 5,000,000,000 shares, subject to stockholder approval. Immediately thereafter, the Majority Stockholder, representing 85.7% of the outstanding voting stock of the Company, approved and ratified this action by written consent, in lieu of convening a meeting of stockholders, on Feb. 27, 2019. On Feb. 28, 2019, the Company filed a Certificate of Amendment of Certificate of Articles of Incorporation with the State of Nevada, thereby increasing the number of the Company's authorized shares of common stock, par value $0.0001 per share, from 2,400,000,000 to 5,000,000,000 shares. About Coates Based in Wall Township, N.J., Coates International, Ltd. (OTC BB: COTE) -- http://www.coatesengine.com/-- has been developing over a period of more than 20 years the patented Coates Spherical Rotary Valve system technology which is adaptable for use in piston-driven internal combustion engines of many types. Independent testing of various engines in which the Company incorporated its CSRV system technology confirmed meaningful fuel savings when compared with internal combustion engines based on the conventional "poppet valve" assembly prevalent in most internal combustion engines throughout the world. In addition, the Company's CSRV Engines produced only ultra-low levels of harmful emissions while in operation. Engines operating on the CSRV system technology can be powered by a wide selection of fuels. The Company was incorporated on Aug. 31, 1988. Coates incurred a net loss of $8.38 million for the year ended Dec. 31, 2017, compared to a net loss of $8.35 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, Coates had $2.20 million in total assets, $8.85 million in total liabilities and a total stockholders' deficiency of $6.64 million. The report from the Company's independent accounting firm MSPC, Certified Public Accountants and Advisors, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company continues to have negative working capital, negative cash flows from operations, recurring losses from operations, and a stockholders' deficiency. These conditions raise substantial doubt about the Company's ability to continue as a going concern. COMMUNICATIONS SALES: Bank Debt Trades at 11% Off ------------------------------------------------- Participations in a syndicated loan under which Communications Sales & Leasing Inc. is a borrower traded in the secondary market at 89.42 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 4.49 percentage points from the previous week. Communications Sales pays 275 basis points above LIBOR to borrow under the $2.107 billion facility. The bank loan matures on October 24, 2022. Moody's rates the loan 'B3' and Standard & Poor's gave a 'B-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. COMMUNITY HEALTH: Prices Offering of $1.601 Billion Senior Notes ---------------------------------------------------------------- Community Health Systems, Inc.'s wholly owned subsidiary, CHS/Community Health Systems, Inc., has priced an offering of approximately $1.601 billion aggregate principal amount of its 8.00% Senior Secured Notes due 2026. The size of the offering was increased by approximately $21 million aggregate principal amount subsequent to the initial announcement of the offering. The sale of the New Notes is expected to be consummated on or about March 6, 2019, subject to customary closing conditions. The Issuer intends to use the net proceeds of the offering to repay $1.557 billion aggregate principal amount of term loans outstanding under its Term H Facility and to pay related fees and expenses. The New Notes are being offered in the United States to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and outside the United States pursuant to Regulation S under the Securities Act. The New Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. About Community Health Community Health -- http://www.chs.net/-- is a publicly traded hospital company and an operator of general acute care hospitals in communities across the country. As of Dec. 31, 2018, the Company owned or leased 113 hospitals with an aggregate of 18,227 licensed beds, comprised of 111 general acute care hospitals and two stand-alone rehabilitation or psychiatric hospitals. These hospitals are geographically diversified across 20 states, with the majority of our hospitals located in regional networks or in close geographic proximity to one or more of our other hospitals. The Company's headquarters are located in Franklin, Tennessee, a suburb south of Nashville. Shares in Community Health Systems, Inc. are traded on the New York Stock Exchange under the symbol "CYH." Community Health reported a net loss attributable to the Company's stockholders of $788 million for the year ended Dec. 31, 2018, compared to a net loss attributable to the Company's stockholders of $2.45 billion for the year ended Dec. 31, 2017. As of Dec. 31, 2018, Community Health had $15.85 billion in total assets, $16.81 billion in total liabilities, $504 million in redeemable non-controlling interests in equity of consolidated subsidiaries, and a total stockholders' deficit of $1.46 billion. * * * As reported by the TCR on July 2, 2018, S&P Global Ratings raised its corporate credit rating on Franklin, Tenn.-based hospital operator Community Health Systems Inc. to 'CCC+' from 'SD' (selective default). The outlook is negative. "The upgrade of Community to 'CCC+' reflects the company's longer-dated debt maturity schedule, and our view that its efforts to rationalize its hospital portfolio as well as improve financial performance and cash flow should strengthen credit measures over the next 12 to 18 months." In May 2018, Fitch Ratings downgraded Community Health Systems' (CHS) Issuer Default Rating (IDR) to 'C' from 'CCC' following the company's announcement of an offer to exchange three series of senior unsecured notes due 2019, 2020 and 2022. COMPLETE FITNESS: Taps Hakim & Co.as Accountant ----------------------------------------------- Complete Fitness Rehabilitation, Inc., received approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire Hakim & Co. P.C. as its accountant. The firm will advise the company and its affiliates on tax matters and will provide other accounting services necessary to administer their bankruptcy estates. Hakim & Co. will charge an hourly fee of $200 for its services. Ramy Hakim of Hakim & Co. disclosed in a court filing that the firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ramy Hakim Hakim & Co. P.C. Phone: 248-329-0379 Email: info@mitaxcpa.com About Complete Fitness Rehabilitation Complete Fitness Rehabilitation, Inc., filed a voluntary Chapter 11 petition (Bankr. E.D. Mich., Case No. 18-55077) on Nov. 6, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $500,000. The case is assigned to Judge Maria L. Oxholm. Lynn M. Brimer, Esq., at Strobl & Sharp, PC, is the Debtors' bankruptcy counsel. Daniel M. McDermott, U.S. Trustee for Region 9, appointed Charles J. Taunt as the Debtors' patient care ombudsman. COMPLETE FITNESS: Taps Strobl & Sharp as Legal Counsel ------------------------------------------------------ Complete Fitness Rehabilitation, Inc., received approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire Strobl & Sharp, PC, as its legal counsel. The firm will advise the company and its affiliates of their powers and duties under the Bankruptcy Code; represent them in negotiation with their creditors; assist them in any potential sale of their assets; prepare a plan of reorganization; and provide other legal services in connection with their Chapter 11 cases. Strobl & Sharp received $7,420 in fees in connection with the Debtors' bankruptcy filing. The Debtors have agreed to deposit $5,000 into the firm's client trust account on a monthly basis. Lynn Brimer, Esq., at Strobl & Sharp, disclosed in a court filing that her firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code. Strobl & Sharp can be reached through: Lynn M. Brimer, Esq. Strobl & Sharp, PC 300 East Long Lake Road, Suite 200 Bloomfield Hills, MI 48304-2376 Phone: 248.205.2772 Email: lbrimer@stroblpc.com About Complete Fitness Rehabilitation Complete Fitness Rehabilitation, Inc., filed a voluntary Chapter 11 petition (Bankr. E.D. Mich., Case No. 18-55077) on Nov. 6, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $500,000. The case is assigned to Judge Maria L. Oxholm. Lynn M. Brimer, Esq., at Strobl & Sharp, PC, is the Debtors' bankruptcy counsel. Daniel M. McDermott, U.S. Trustee for Region 9, appointed Charles J. Taunt as the Debtors' patient care ombudsman. COMSTOCK RESOURCES: Posts $64M Net Income in 2018 Successor Period ------------------------------------------------------------------ Comstock Resources, Inc., has filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $92.75 million on $166.63 million of total oil and gas sales for the period from Jan. 1, 2018, through Aug. 13, 2018 (Predecessor). For the period from Aug. 14, 2018 through Dec. 31, 2018 (Successor), the Company reported net income of $64.12 million on $223.62 million of total oil and gas sales. The Company reported a net loss of $111.40 million on $255.33 million of total oil and gas sales for the year ended Dec. 31, 2017 (Predecessor). As of Dec. 31, 2018 (Successor), Comstock Resources had $2.18 billion in total assets, $1.61 billion in total liabilities, and $569.57 million in total stockholders' equity. On Aug. 14, 2018, Arkoma Drilling, L.P. and Williston Drilling, L.P. contributed certain oil and gas properties in North Dakota and Montana in exchange for 88,571,429 newly issued shares of common stock representing 84% of the Company's outstanding common stock. The Jones Partnerships are wholly owned and controlled by Dallas businessman Jerry Jones and his children. The Company assessed the Bakken Shale Properties to determine whether they meet the definition of a business under US generally accepted accounting principles, determining that they do not meet the definition of a business. As a result, the Jones Contribution is not being accounted for as a business combination. Upon the issuance of the shares of Comstock common stock, the Jones Group obtained control over Comstock through their ownership of the Jones Partnerships. Through the Jones Partnerships, the Jones Group owns a majority of the voting common stock as well as the ability to control the composition of the majority of the board of directors of Comstock. As a result of the change of control that occurred upon the issuance of the common stock, the Jones Group controls Comstock and, thereby, continues to control the Bakken Shale Properties. Accordingly, the basis of the Bakken Shale Properties recognized by Comstock is the historical basis of the Jones Group. The historical cost basis of the Bakken Shale properties contributed was $397.6 million, which was comprised of $554.3 million of capitalized costs less $156.7 million of accumulated depletion, depreciation and amortization. The change in control of Comstock results in a new basis for Comstock as the Company has elected to apply pushdown accounting pursuant to ASC 805, Business Combinations. The new basis is pushed down to Comstock for financial reporting purposes, resulting in Comstock's assets, liabilities and equity accounts being recognized at fair value upon the closing of the Jones Contribution. References to "Successor" relate to the financial position and results of operations of the Company subsequent to Aug. 13, 2018. Reference to "Predecessor" relate to the financial position and results of operations of the Company on or prior to Aug. 13, 2018. A full-text copy of the Form 10-K is available for free at: https://is.gd/DR7kUE About Comstock Comstock Resources, Inc. (NYSE: CRK) is an independent energy company based in Frisco, Texas and is engaged in oil and gas acquisitions, exploration and development primarily in Texas and Louisiana. Comstock incurred a net loss of $111.4 million for the year ended Dec. 31, 2017, a net loss of $135.1 million for the year ended Dec. 31, 2016, and a net loss of $1.04 billion for the year ended Dec. 31, 2015. As of Sept. 30, 2018, Comstock Resources had $2.09 billion in total assets, $1.57 billion in total liabilities, and $521.11 million in total stockholders' equity. COUNTRY MORNING Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------- Debtor: Country Morning Farms, Inc. 223 N. County Road Warden, WA 98857 Business Description: Country Morning Farms, Inc. is a privately held company in the cattle ranching and farming business. Country Morning Farms grows its own feeds, milk its own cows, and delivers fresh dairy products to its customers. Chapter 11 Petition Date: March 1, 2019 Court: United States Bankruptcy Court Eastern District of Washington (Spokane/Yakima) Case No.: 19-00478 Judge: Hon. Frederick P. Corbit Debtors' Counsel: William L. Hames, Esq. HAMES, ANDERSON, WHITLOW & O'LEARY 601 W. Kennewick Ave PO Box 5498 Kennewick, WA 99336-0498 Tel: 509 586-7797 Fax: 509 586-3674 E-mail: billh@hawlaw.com Country Morning Farms, Inc.'s Total Assets: $6,421,269 Country Morning Farms, Inc.'s Total Liabilities: $10,586,97 The petition was signed by Robert Gilbert, vice president. Country Morning Farms, Inc.'s list of 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/waeb19-00478.pdf COUNTRY MORNING FARMS CATTLE: Case Summary & Unsecured Creditors ---------------------------------------------------------------- Debtor: Country Morning Farms Cattle, LLC 223 N County Road Warden, WA 98857-9469 Business Description: Country Morning Farms Cattle, LLC is a privately held company that operates a dairy product manufacturing business. Chapter 11 Petition Date: March 1, 2019 Court: United States Bankruptcy Court Eastern District of Washington (Spokane/Yakima) Case No.: 19-00479 Judge: Hon. Frederick P. Corbit Debtor's Counsel: Roger William Bailey, Esq. BAILEY & BUSEY LLC 411 North 2nd Street Yakima, WA 98901 Tel: 509-248-4282 Fax: 509-575-5661 Email: roger.bailey.attorney@gmail.com Total Assets: $16,774,453 Total Liabilities: $11,183,292 The petition was signed by Gale Noyes, chief executive officer. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/waeb19-00479.pdf List of Debtor's Two Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Bank of the West Bank Loan $4,127,229 PO Box 515274 Los Angeles, CA 90051-6574 Country Morning Farms, Inc. $1,450,000 223 N County Rd. Warden, WA 98857-9469 COVIA HOLDINGS: Moody's Puts Ba3 CFR Under Review for Downgrade --------------------------------------------------------------- Moody's Investors Service placed Covia Holdings Corporation's ratings under review for downgrade, including its Ba3 Corporate Family Rating ("CFR"), Ba3-PD Probability of Default Rating ("PDR"), and Ba3 rating on its $1.85 billion senior secured credit facility, which consists of a $1.65 billion senior secured term loan due 2025 and $200 million senior secured revolver due 2023. Moody's also downgraded the company's Speculative Grade Liquidity Rating to SGL-3 from SGL-2. RATINGS RATIONALE The review process was prompted by the persistently weak operating environment within the frac-sand industry, characterized by the displacement of demand for Northern White sand, which represents a significant share of Covia's production capacity, as well as the corresponding softening in product price. Given the challenging industry conditions, which are expected to persist at least through the first half of 2019, Moody's anticipates the company's key financial strength metrics such as leverage and operating margins to be weak over the intermediate horizon. The review process will focus on: 1) assessment of the long-term underlying business conditions of the sector and the likelihood of its stabilization or improvement during the latter half of 2019; 2) plans that might mitigate end market volatility and weakness in order to strengthen credit metrics; 3) the company's financial policies and its capacity and willingness to de-lever; 4) ability to preserve and improve liquidity position through cash flow, expenditure reductions, alternate sources and covenant headroom. The downgrade of Speculative Grade Liquidity Rating reflects the reduced free cash flow expectations for the company given the weaker demand environment and narrowing room under financial covenants. The SGL-3 reflects Moody's expectation that the company will have an adequate liquidity position over the next 12-18 months, supported by lack of near-term debt maturities as its $200 million revolver expires in 2023 and its $1.65 billion term loan matures in 2025, and its expectation of ample availability under the revolving credit facility. The following actions were taken: Issuer: Covia Holdings Corporation: - Ba3 Corporate Family Rating, placed under review for downgrade - Ba3-PD Probability of Default Rating, placed under review for downgrade - Ba3 (LGD3) rating for Senior Secured Bank Credit Facility, placed under review for downgrade - Speculative Grade Liquidity Rating, Downgraded to SGL-3 from SGL-2 Outlook Actions: Issuer: Covia Holdings Corporation: - Outlook, changed to rating under review from stable The principal methodology used in these ratings was Building Materials Industry published in January 2017. Covia Holdings Corporation [NYSE: CVIA] is a leading provider of specialty sands and minerals serving the energy and industrial end markets. The company has approximately 50 million tons of annual processing capacity. In June 2018, Unimin Corporation and Fairmount Santrol, Inc. combined in a cash and stock transaction to create Covia. Covia's largest shareholder at approximately 65% is SCR-Sibelco NV, a private, globally-diversified, industrial minerals company based in Belgium. Fairmount shareholders own the remaining 35% of the combined company. In the LTM period ending September 30, 2018, Covia generated approximately $2.5 billion in pro forma revenues. CROSBY WORLDWIDE: Bank Debt Trades at 6% Off -------------------------------------------- Participations in a syndicated loan under which Crosby Worldwide Ltd is a borrower traded in the secondary market at 94.19 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.14 percentage points from the previous week. Crosby Worldwide pays 300 basis points above LIBOR to borrow under the $560 million facility. The bank loan matures on November 7, 2020. Moody's rates the loan 'Caa1' and Standard & Poor's gave a 'B-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. CURTIS C. MAGLEBY: Danaei Buying Manhattan Beach Property for $2.5M ------------------------------------------------------------------- Curtis C. Magleby asks the U.S. Bankruptcy Court for the Central District of California to authorize the bidding procedures in connection with the sale of the residential real property located at 1447 10th Street, Manhattan Beach, California to Shawn Danaei for $2.5 million, subject to overbid. The Debtor scheduled an interest in the Property, values at $2.8 million. As of the date of the filing, the Property was subject to three liens, a first held by Bank of America (Mortgage Servicing/Merrill Lynch) in the original principal amount of $1,112,000, a second deed of trust held by First Republic Bank in the original principal amount of $400,000, a third deed of trust held by Charles Schwab Bank in the original principal amount of $420,000, and a recorded interest, pursuant to a Notice of Independent Solar Energy System Producer Contract held by SunRun, Inc., for the lease of a solar energy system on the Property in an unknown amount, all totaling approximately $1.9 million. Thus, there was approximately $800,000 or $900,000 in equity in the Property on the Petition Date. Although the Property is community property, owned jointly by the Debtor and his estranged wife, Cindy S. Magleby, it is, nevertheless, an asset of his Estate, and the Court has ordered that it be sold, to which Mrs. Magleby has consented. The Debtor and his Broker believe that the sale price represents the fair market value of the Property and that the sale of the Property is in the best interest of the Estate. Moreover, the sale is subject to overbid designed to bring the highest and best value for the Property to the Estate. In mid-January of 2019, the Debtor received two offers on the Property, both for $2.5 million. The Debtor accepted the offer of the Buyer because of his acceptance of all terms in the counter-offer proposed by the Debtor. The salient terms of the offer are: 1. The purchase price is $2.5 million; 2. The Buyer has made an initial cash deposit in the form of a cashier's check in the amount of $75,000, and an escrow has been opened at Concierge Escrow; 3. The Deposit is non-refundable except as provided in the Purchase Agreement; 4. The sale is "as is, where is, with all faults, including all occupants and tenants, if any, without recourse," but free and clear of any and all liens, claims, and interests, together with all improvements, as well as all easements and appurtenances; 5. The sale is subject to Bankruptcy Court approval; and 6. The sale is subject to overbids. The complete terms and conditions of the purchase and sale are set forth in the California Residential Purchase Agreement and Joint Escrow Instructions, together with the relevant counter offers other pertinent documents. The Debtor proposes, and asks the Court to approve, the following procedure to allow for overbids prior to its approval of the sale of the Property to ensure that the Property is sold for the highest and best possible price: 1. Qualifying bidders shall: (i) bid at least $2,510,000 in cash for the Property; (ii) set forth in writing the terms and conditions of the offer that are at least as favorable to the Debtor as those set forth in the Purchase Agreement; (iii) be financially qualified, in the Debtor’s exercise of his sound business judgment, upon consultation with the Broker and his counsel, to close the sale as set forth in the Agreement; (iv) submit an offer that does not contain any contingencies to closing the sale, including, but not limited to, financing contingencies; and (v) submit a cash deposit of $75,000 payable to the Debtor. The Overbid Deposit, written offer, and evidence of financial qualification must be delivered to the Debtor's counsel by no later than Feb. 19, 2019, at 12:00 p.m. 2. At the hearing on the Sale Motion, only the Buyer and any party who is deemed a Qualifying Bidder will be entitled to bid. 3. Any incremental bid in the bidding process will be at least $2,500 higher than the previous bid. 4. At the hearing on the Sale Motion, and upon conclusion of the bidding process, the Debtor will decide, subject to Court approval, which of the bids is the best bid, and such bid will be deemed the Successful Bid. The bidder who is accepted by the Debtor as the successful bidder must pay all amounts reflected in the Successful Bid in cash at the closing of the sale. At the hearing on the Sale Motion, and upon conclusion of the bidding process, the Debtor may also acknowledge a back-up bidder which will be the bidder with the next best bid. Should the Successful Bidder fail to close escrow on the sale of the Property within 45 days of the entry of the order granting this Sale Motion, the Debtor may sell the Property to the Back-Up Bidder without further Court order. 5. Overbids will be all cash and no credit will be given to the purchaser or overbidder(s). The Debtor believes that the Net Sale Proceeds will be more than $380,000 to the Estate because of these payments of principal he has made. Purchase Price $2,500,000 Costs of Sale (est. at 6%) $150,000 Debtor's Homestead Exemption $75,000 Bank of America (1st Trust Deed) $1,103,501 First Republic Bank (2nd Trust Deed) $397,574 Charles Schwab Bank (3rd Trust Deed) $417,671 LA County Treasurer & Tax Collector $5,000 ----------- Estimated Net Sale Proceeds to Estate $350,000 The Debtor has been informed that there will be no tax liability to the Estate from the sale. However, to the extent that there is any tax liability to the Estate from the sale, the Debtor seeks authority to pay any such taxes from the Estate's portion of the Net Sales Proceeds. Despite her having consented to the sale of the Property, Mrs. Magleby has once again expressed to the Debtor her refusal to cooperate with the sale of the Property by informing the Debtor that since the Sale Authorization Order does not specifically state that she must permit access to the Property for the purposes of having it appraised and inspected, she will not permit such access. The Debtor believes that this refusal on her part is extremely unreasonable, and he does not want there to be any issues remaining in that respect impediments to the conclusion of the transaction. Additionally, he is concerned that, once the escrow on the sale closes, Mrs. Magleby may refuse to leave the Property because she has indicated the same to him on several occasions. Accordingly, the Debtor asks that the order approving the sale contain language to the extent that: a. Once the order approving the sale of the Property is entered, Mrs. Magleby will allow the Buyer to access the Property up to five times for the purpose of obtaining an appraisal of and inspecting the Property; b. Mrs. Magleby must vacate the Property by no later than (date certain), 2019, at 5:00 p.m. c. In the event that Mrs. Magleby does not vacate the Property by 9, at 5:00 p.m., the Debtor or his agent is authorized to remove any and all personal property that remains at the Property in accordance with state law after Mrs. Magleby and all other occupants vacate the Property, and to store and/or dispose of such personal property in accordance with state law without further notice or further order of this Court, free and clear of any claims or interests of any party, and authorizing the Debtor to pay all reasonable and necessary fees and expenses associated with the removal, storage and disposal; d. The Debtor is authorized to change the locks to the Property and access codes to the Property if Mrs. Magleby fails to voluntarily turn these items over to the Debtor, and to hire and pay all reasonable and necessary fees and expenses to a locksmith to assist in taking possession of the Property; e. In the event Mrs. Magleby does not vacate the Property by (date certain), 2019, at 5:00 p.m., the Debtor may submit a declaration so attesting, accompanied by a proposed order providing that the United States Marshals Service will enforce the Order. Finally, the Debtor asks the Court to (i) waive the requirements for lodging periods of the order approving the Sale Motion imposed by Local Bankruptcy Rule 9021-1 and any other applicable bankruptcy rules; and (ii) waive the stay of the order approving the Sale Motion imposed by Federal Rule of Bankruptcy Procedure 6004(h) and any other applicable bankruptcy rules. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Curtis_Magleby_638_Sales.pdf About Curtis C. Magleby Curtis C. Magleby filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 16-15322) on April 24, 2016. Magleby is an individual, an investment banker, and the filing of the Chapter 11 arose due to the resistance he is, and has been, receiving from his estranged wife, Cindy S. Magleby, in their marital dissolution proceeding, Magleby v. Magleby, LASC Case No. BD 612 825, particularly relating to the sale of their community property and the payment of child and spousal support. The Debtor's attorney: Illyssa I. Fogel ILLYSSA I. FOGEL & ASSOCIATES 815 N. La Brea Ave., Ste. 78 Inglewood, CA 90302 V/F: 888.570.7220 E-mail: ifogel@iiflaw.com CYCLONE CATTLE: Proposes a Spencer Public Auction of Carson Feedlot ------------------------------------------------------------------- Cyclone Cattle, L.L.C., asks the U.S. Bankruptcy Court for the Southern District of Iowa to authorize the sale of a feedlot comprising approximately 88 acres, described as Lot 8 - 87.71 acres located at 36488 Beechnut Road, Carson, Iowa, legally described as Macedonia TWP 18-74-40 PT E1/2 SW & W1/2 SE (Parcel A), for the highest and best price possible, by public auction. The Debtor owns the Carson Feedlot Real Estate. The Debtor proposes to have Farms America/Ed Spencer sell the Carson Feedlot at Public Auction on March 8, 2019, beginning at 11:00 a.m., at the Carson Community Center in Carson, Iowa. Its engagement of Spencer to list, market, and sell the Carson Feedlot at public auction provides for Spencer to receive 3% of the gross sale price of Lot 8, and the advertising expense of employing Spencer will be $15,000 to $20,000 paid collectively and proportionally by Keast Enterprises, Inc., Cyclone Cattle, LLC, Hatswell Farms, Inc., and Keast Enterprises, Inc., and Spencer. Spencer has a current mailing list of over 500 people and a list of approximately 400 adjoining landowners. A custom sign for Lot 8 and the $500 hall rental expense at Carson Community Center will be included in the advertising expenses. The Sale Motion contemplates a public auction of the Carson Feedlot free and clear of all interests, liens, claims, and encumbrances, including existing or asserted rights of first refusal, contractual restrictions on transferability, or other similar protective rights. Any such interest, liens, claims, and encumbrances would attach to the proceeds of the sale of the Carson Feedlot ultimately attributable to the property against or in which such interest, lien, claim, or encumbrance is asserted. The Debtor is unaware of any executory contracts or unexpired leases related to the Carson Feedlot. An orderly sale of the Carson Feedlot is essential, time is of the essence, and timing of the proposed auction sale is propitious for the upcoming growing season. The net sale proceeds will also aid in minimizing the administrative expense of the Debtor's estate and provide for a significant and material principal reduction of Midstates' claim along with other secured creditors. Time is of the essence to sell the Carson Feedlot, and any unnecessary delay in concluding the public auction could result in the collapse of the sale. Accordingly, the Court should waive the 14-day period staying any order to sell or assign property of the estate imposed by Bankruptcy Rules 6004(h) and 6006(d). Additionally, the Debtor respectfully asks the Court schedule a hearing within seven days of the auction date to confirm the sale of property and that the stay provisions of Bankruptcy 6004(h) and 6006(d) do not apply; and provide such other relief as is just and proper under the circumstances. About Cyclone Cattle Cyclone Cattle, LLC, an Iowa corporation engaged in farming operations including a cattle feed lot, filed a Chapter 11 petition (Bankr. S.D. Iowa Case No. 18-00856) on April 17, 2018, estimating under $1 million in both assets and liabilities. Jeffrey D. Goetz, Esq., at Bradshaw Fowler Proctor & Fairgrave P.C., is the Debtor's counsel. McGrath North Mullin & Kratz, PC LLO, is the special counsel. JT Korkow, d/b/a Northwest Financial Consulting, is its financial advisor. James L. Snyder, Acting U.S. Trustee for Region 12, appointed an official committee of unsecured creditors on May 1, 2018. The Committee retained Sugar Felsenthal Grais & Helsinger LLP as its legal counsel. On Jan. 8, 2019, the Court approved Farms America/Ed Spencer as auctioneer. DALMATIAN FIRE: Claim Filing Deadline Set for May 27 ---------------------------------------------------- The U.S. Bankruptcy Court for the District of Colorado set May 27, 2019, as the last date for any individual or entity to file proofs of claim against Dalmatian Fire Equipment Inc. All proofs of claim must be filed at: Clerk of the United States Bankruptcy Court United States Custom House 721 19th Street Denver, Colorado 80202 About Dalmatian Fire Equipment Established in 1995, Dalmatian Fire Equipment, Inc. -- http://dalmatianfire.com/-- is a supplier of refurbished self-contained breathing apparatus in North America. It provides equipment for firefighting, oil field safety, HazMat, mining and a broad range of industrial applications in the United States and Canada. Its portfolio of brands includes Scott, MSA, Drager, and Survivair. Dalmatian Fire Equipment sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 18-18332) on Sept. 24, 2018. In the petition signed by CEO Kevin L. Simmons, the Debtor estimated assets of $1 million to $10 million and liabilities of $500 million to $1 billion. Judge Michael E. Romero oversees the case. Wadsworth Warner Conrardy, P.C., serves as the Debtor's legal counsel. Phelps Dunbar, LLP, is the special counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. DEAN FOODS: Moody's Cuts CFR to B3 & Sr. Unsecured Notes to Caa1 ---------------------------------------------------------------- Moody's Investors Service downgraded Dean Foods Company's Corporate Family Rating (CFR) to B3 from B2 and its Probability of Default Rating to B3-PD from B2-PD. Moody's also downgraded the company's senior unsecured notes to Caa1 from B3. At the same time Moody's affirmed the company's Speculative Grade Liquidity Rating at SGL-3. The ratings are on review for further downgrade. The downgrade reflects the company's weak 2018 operating performance and Moody's expectation for continued weak earnings and cash flow. Profitability has been pressured by higher transportation and fuel costs and a number of one-time items associated with the closure of seven plants in 2018. Moody's expects earnings to remain under pressure in the near term despite costs savings initiatives as the company continues to lose volume and as raw milk inflation increases in 2019. Dean took a $191 million non-cash goodwill impairment charge in the fourth quarter, reflecting lower anticipated future earnings from its core business. The company also announced that it is suspending its dividend and will no longer offer financial guidance. There is also now uncertainty around the company's strategic direction following its announcement that it is exploring strategic alternatives to enhance shareholder value. These alternatives could include the disposition of assets, formation of a joint venture, a strategic business combination, taking the company private, a sale of the company, or a continuation of its executing of the company's current business plan. The timetable to conclude on the possible alternatives is not known. While greater strategic clarity will likely take some time to resolve, Moody's review will focus on the potential for Dean to improve operating performance and leverage in 2019 and beyond. The company's Speculative Grade Liquidity rating of SGL-3 largely reflects Moody's expectation for weak free cash flow. Moody's estimates that Dean's free cash flow will be modest to breakeven over the next 12 months due to the decline in earnings and the costs to implement its productivity plan. The company recently refinanced its bank facilities. These include an amended and extended $450 million accounts receivable facility expiring February of 2022, and a new $265 million five year revolving credit facility now to be secured by some of the company's real estate (replacing a previous $450 million revolver) which has a springing maturity of September 15, 2022 in the event that senior unsecured notes are not repaid or refinanced by June 15, 2022. Moody's downgraded the following ratings: Corporate Family Rating to B3 from B2 Probability of Default Rating to B3-PD from B2-PD $700 million senior unsecured notes due 2023 to Caa1 (LGD4) from B3 (LGD5) The ratings are on review for downgrade Outlook Action: Changed from Stable to Rating Under Review Rating affirmed: Speculative Grade Liquidity Rating at SGL-3 RATINGS RATIONALE Dean's B3 CFR (on review for downgrade) reflects volatile earnings and cash flow, its moderately high financial leverage, and the risk of operating disruptions as it makes changes to its manufacturing footprint and operating procedures. Dean also has limited product diversity, being focused primarily on low margin fluid milk and to a lesser extent ice cream. It's credit profile benefits from its large scale, strong distribution network, and comprehensive refrigerated direct store delivery system. Dean Foods Company, headquartered in Dallas, Texas, is the largest processor and distributor of milk and various other dairy products in the United States. The publicly-traded company had sales of $7.8 billion for the twelve months ended December 31, 2018. DPW HOLDINGS: Signs $2.5M Stock Purchase Agreement with Ault & Co. ------------------------------------------------------------------ DPW Holdings, Inc., has signed a stock purchase agreement with Ault & Company, Inc., a Delaware corporation. The closing of the proposed $2,500,000 transaction with Ault & Company is subject to approval by the NYSE American. Under the terms of the agreement, Ault & Company will invest up to $2,500,000 in the Company through the purchase of the Company's Series C Convertible Redeemable Preferred Stock, during the period ending on Dec. 31, 2019. Each share of Preferred Stock par value $0.001, will be purchased at $1,000 for up to a maximum issuance of 2,500 shares of Preferred Stock. Each share of Preferred Stock will become convertible after 18 months from the date of issuance into such number of shares of the Company's common stock for $0.12 per share. The Preferred Stock pays no dividend and is mandatorily redeemable by the Company after five years from the date of issuance for the total consideration of up to $2,500,000. Mr. Milton C. Ault, III, the Company's chief executive officer and chairman, said, "This investment by Ault & Company demonstrates our belief in the progress being achieved by the Company and its subsidiaries, the strength and value of the assets of DPW today, our long-term commitment to the shareholders of the Company, and the confidence in our ability to increase shareholder value. Further, the purchase price, which represents an approximate 50% increase over the current price of the Common Stock, makes evident our belief that the Common Stock has been significantly undervalued by the markets." Ault & Company, Inc. is a private holding company controlled by Mr. Ault. About DPW Holdings DPW Holdings, Inc., formerly known as Digital Power Corp. -- http://www.DPWHoldings.com/-- is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies that hold global potential. Through its wholly owned subsidiaries and strategic investments, the company provides mission-critical products that support a diverse range of industries, including defense/aerospace, industrial, telecommunications, medical, crypto-mining, and textiles. In addition, the company owns a select portfolio of commercial hospitality properties and extends credit to select entrepreneurial businesses through a licensed lending subsidiary. DPW Holdings, Inc.'s headquarters is located at 201 Shipyard Way, Suite E, Newport Beach, CA 92663. DPW Holdings incurred a net loss of $10.89 million in 2017 following a net loss of $1.12 million in 2016. As of Sept. 30, 2018, the Company had $53.10 million in total assets, $25 million in total liabilities, and $28.09 million in total stockholders' equity. The report from the Company's independent accounting firm Marcum LLP, in New York, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. DYNASTY HOLDINGS: Miller Buying Las Vegas Property for $160K ------------------------------------------------------------ Dynasty Holdings, LLC, asks the U.S. Bankruptcy Court for the District of Nevada to authorize the sale of real property commonly known as 0411 Homestead Road, Las Vegas, Nevada, APN 125-05-506-00, to Kurt Miller, the Trustee of Homestead Revocable Trust or its assigns for $160,000, cash. The Property is encumbered by the following: a. A First Deed of Trust dated, March 20, 2014, in the amount of $135,920 in favor of Resources Group LLC ("RG"), as Trustee of the Homestead Road Trust dated 10/22/2012, recorded on March 26, 2014, Instrument No. 201403260002411, of Official Records of Clark County, Nevada. $154,580. b. A tax lien payable to the Internal Revenue Service recorded on July 31, 2014, Instrument No. 201407310000617. Approximately, $55,000. c. A lien payable to the City of Las Vegas recorded on April 23, 2017, Instrument No. 201704130000459. Approximately, $6,500. d. A lien payable to the City of Las Vegas recorded on Dec. 14, 2017, Instrument No. 201712140001235. Approximately, $19,500. The total encumbrances exceed the value of the property. The Debtor has received an offer to purchase the Property from the Buyer for $160,000, cash. The Debtor has reviewed the offer and had the property appraised. The terms of sale are: a. Name of Buyer: Kurt Miller, the Trustee of Homestead Revocable Trust, or its assigns. b. Property to Be Purchased: 10411 Homestead Road, Las Vegas, Nevada 89143; APN: 125-05-506-002. c. Purchase Price: $160,000, payable at closing. d. Appraised Value: $158,000 e. Settlement Charges: From the proceeds of sale, all closing costs are paid by the Buyer in addition to the purchase price. f. Brokerage Fees: No brokers are being used in the transaction. g. Closing Date: 10 days from the entry of the Order approving the sale of the property. The Debtor asks approval to sell the Property "as is" and without warranty, free and clear of liens, security interest, encumbrances, and claims to the Buyer. The Debtor desires to accept the offer and sell the property free and clear of liens, security interest, encumbrances, and claims for $160,000, to be paid to JetClosing - Kim Wilson as escrow and title agent. JetClosing will disburse the purchase funds first to RG as its secured interest is superior to all others. The Buyer will pay all remaining amounts to title. The proceeds from the sale of the Property will be paid or reserved from the closing of the Property, without further court order, as follows: 1) The Buyer to pay all settlement charges including transfer taxes and property taxes; 2) Outstanding Attorney's Fees to Steven L. Yarmy, Esq. that are remaining $3,500; 3) Net Proceeds to First Deed of Trust Holder in an estimated amount of $154,580 if closed before March 11, 2019. 4) The Debtor will not receive any funds from the sale proceeds. The Debtor has determined that a sale of the Property to Buyer would be in the best interest of its estate. It submits that ample cause exists to justify a waiver of the 14-day stay imposed by Rule 6004(h). A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/DYNASTY_HOLDINGS_20_Sales.pdf About Dynasty Holdings Dynasty Holdings LLC filed a Chapter 11 petition (Bankr. D. Nev. Case No. 18-16411) on Oct. 25, 2018, listing under $1 million in assets and liabilities. Steven L. Yarmy, Esq., represents the Debtor. ENVESTR CAPITAL: Case Summary & 3 Unsecured Creditors ----------------------------------------------------- Debtor: Envestr Capital, LLC 5629 W. Cermak Rd. Cicero, IL 60804 Business Description: Envestr Capital, LLC is the sole owner of a property located at 2 Erin Lane, Burr Ridge, IL 60527 valued by the company at $975,000. Chapter 11 Petition Date: March 1, 2019 Court: United States Bankruptcy Court Northern District of Illinois (Eastern Division) Case No.: 19-05517 Judge: Hon. Benjamin A. Goldgar Debtor's Counsel: David P. Lloyd, Esq. DAVID P. LLOYD, LTD. 615B S. LaGrange Rd. LaGrange, IL 60525 Tel: 708 937-1264 Fax: 708 937-1265 E-mail: courtdocs@davidlloydlaw.com info@davidlloydlaw.com Total Assets: $975,000 Total Liabilities: $14,147,000 The petition was signed by Gus Dahleh, manager. A full-text copy of the petition containing, among other items, a list of the Debtor's three unsecured creditors is available for free at: http://bankrupt.com/misc/ilnb19-05517.pdf FACTORY DIRECT: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Factory Direct Logistics, LLC dba FDL Fasteners, LLC 800 Lunt Ave. Schaumburg, IL 60193 Business Description: Factory Direct Logistics, LLC dba FDL Fasteners suppliers industrial fasteners including nuts, bolts, and screws. Chapter 11 Petition Date: March 1, 2019 Court: United States Bankruptcy Court Northern District of Illinois (Eastern Division) Case No.: 19-05484 Judge: Hon. LaShonda A. Hunt Debtor's Counsel: Robert R. Benjamin, Esq. GOLAN CHRISTIE TAGLIA LLP 70 West Madison Street, Suite 1500 Chicago, IL 60602 Tel: 312-263-2300 Fax: 312-263-0939 Email: rrbenjamin@gct.law Total Assets: $1,381,529 Total Liabilities: $4,565,122 The petition was signed by Daniel Long, managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/ilnb19-05484.pdf FIRSTENERGY SOLUTIONS: MFC Termination of Contract Violated Stay ---------------------------------------------------------------- On July 3, 2018, Debtors FirstEnergy Solutions Corp. and affiliates in the jointly administered chapter 11 cases captioned In re FIRSTENERGY SOLUTIONS CORP., et al., Chapter 11, Debtors, Case No. 18-50757 (Bankr.N.D. Ohio) filed a motion to enforce the automatic stay against respondent Meadville Forging Company, L.P. and to hold Meadville in contempt for violating the automatic stay. Upon review, Bankruptcy Judge Alan M. Koschik finds that Meadville violated the automatic stay. The Debtors contend that Meadville violated the automatic stay when it unilaterally terminated its power supply agreement with FirstEnergy Solutions Corporation ("FES"). Meadville responds that it was free to terminate the contract, notwithstanding the automatic stay, pursuant to 11 U.S.C. section 556 on the grounds that it was a forward contract merchant, that its contract with FES was a forward contract, that the contract contained a so-called "ipso facto clause" permitting a nondebtor party to terminate the contract once its counterparty became a bankruptcy debtor, and that the prohibition against enforcing such ipso facto clause pursuant to 11 U.S.C. section 365(e) did not apply. The Court finds that Meadville is exclusively an end user of the electric power it purchases from FES pursuant to the Customer Supply Agreement (CSA), which acts as a requirements supply contract. Meadville does not resell electricity and does not currently have access to a supply of electricity it could legally or practically resell. Its future contracts for electricity, like its current one with FES, are intended to procure electricity for use in Meadville's real business, which is forging metal products for the automotive industry. Meadville's participation in demand response programs likewise does not make the company a participant in the forward contract trade. The plain language of paragraph 41 of the CSA is unenforceable, because a pre-petition debtor cannot bind a future debtor-in-possession, or a bankruptcy court, to a particular post-petition application of the Bankruptcy Code that is contrary to the express direction of the statute. A prepetition debtor also generally cannot waive or contract away rights that only arise upon the filing of a bankruptcy petition and the creation of the bankruptcy estate. Therefore, Meadville is not a forward contract merchant, and could not and cannot use the safe harbor of Section 556 to invoke the ipso facto clause in the CSA and terminate that contract notwithstanding the automatic stay. The automatic stay prohibited such termination, and Meadville violated the stay by proceeding with that termination. A copy of the Court’s Memorandum Decision dated Jan. 15, 2019 is available at https://bit.ly/2TgrGp3 from Leagle.com. FirstEnergy Solutions Corp., Debtor, represented by Julie Anderson Bickis , c/o Stark & Knoll Co. LPA, Kate M. Bradley , Brouse McDowell, Kate Doorley -- kdoorley@akingump.com -- Akin Gump Strauss Hauer & Feld LLP, John Cleaveland Fairweather , Brouse McDowell, Matthew A. Feldman , Willkie Farr & Gallagher LLP, Bridget Aileen Franklin -- bfranklin@brouse.com -- Brouse & McDowell, LPA, Kathy Jo Kolich , Kolich & Associates, LLC, Richard W. Mancino , Willkie Farr & Gallagher LLP, Michael Flynn McBride , Van Ness Feldman, LLP, Marc Merklin -- mmerklin@brouse.com -- Brouse McDowell, LPA, Orville L. Reed , Stark & Knoll Co., LPA, Chrysanthe E. Vassiles , Black McCuskey Souers and Arbaugh & David Lynn Yaussy , Spilman Thomas & Battle PLLC. United States Trustee, U.S. Trustee, represented by Tiiara N.A. Patton, United States Department of Justice Office of the United States Trustee. Enerfab Power & Industrial, Inc, Creditor Committee, represented by Kim Martin Lewis, Dinsmore & Shohl LLP. PKMJ Technical Services, Inc. dba Rolls-Royce, Creditor Committee, represented by Robert C. Folland, Barnes & Thornburg LLP. Schwebel Baking Company, Creditor Committee, represented by Richard M. Bain, Meyers, Roman, Friedberg & Lewis & David M. Neumann, Meyers, Roman, Friedberg & Lewis. About FirstEnergy Solutions Corp Akron, Ohio-based FirstEnergy Solutions, Corp. (FES) is a subsidiary of FirstEnergy Corp (NYSE:FE). FES -- http://www.firstenergycorp.com/-- provides energy-related products and services to retail and wholesale customers; and owns and operates 5,381 MWs of fossil generating capacity through its FirstEnergy Generation subsidiaries. FES also owns 4,048 MWs of nuclear generating capacity through its FirstEnergy Nuclear Generation subsidiary. Nuclear generating plants are operated by FirstEnergy Nuclear Operating Company (FENOC), which is a separate subsidiary of FirstEnergy Corp. On March 31, 2018, FirstEnergy Solutions and 6 affiliates, including FENOC, each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. N.D. Ohio Lead Case No. 18-50757). The cases are pending before the Honorable Judge Alan M. Koschik and the Debtors have requested that their cases be jointly administered under Case No. 18-50757. Parent company, First Energy Corp. and its other subsidiaries, including its regulated subsidiaries, are not part of the filing and will not be subject to the Chapter 11 process. First Energy Corp. listed $42.2 billion in total assets against $4.07 billion in total current liabilities, $21.1 billion in long-term debt and other long-term obligations and $13.1 billion in non-current liabilities as of Dec. 31, 2017. The Debtors tapped Akin Gump Strauss Hauer & Feld LLP as bankruptcy counsel; Brouse McDowell LPA as co-counsel; Lazard Freres & Co. as investment banker; Alvarez & Marsal North America, LLC, as restructuring advisor and Charles Moore as chief restructuring officer; and Prime Clerk as claims and noticing agent. The Debtors also tapped Willkie Farr & Gallagher LLP, Hogan Lovells US LLP and Quinn Emanuel Urquhart & Sullivan, LLP as special counsel. The U.S. Trustee for Region 9 appointed an official committee of unsecured creditors on April 12, 2018. Milbank, Tweed, Hadley & McCloy LLP and Hahn Loeser & Parks LLP serve as counsel to the committee. FLY LOW: Taps GGG Partners as Claims Agent ------------------------------------------ Fly Low Inc. received approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire GGG Partners, LLC as its claims agent. The firm will oversee the distribution of notices and the maintenance, processing and docketing of proofs of claim filed in the Debtor's Chapter 11 case. Katie Goodman, the firm's managing partner who will be providing the services, will charge an hourly fee of $25. Ms. Goodman disclosed in a court filing that she is "disinterested" as defined in section 101(14) of the Bankruptcy Code. GGG Partners can be reached through: Katie Goodman GGG Partners, LLC 3155 Roswell Rd NE, Suite 120 Atlanta, GA 30305 Office: (404) 256-0003 ext. 225 Direct: (404) 293-0137 Email: kgoodman@gggpartners.com About Fly Low Inc. Fly Low, Inc., a privately-held company in Atlanta, Georgia, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-66925) on Oct. 5, 2018. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. The Debtor tapped Louis G. McBryan, Esq., at McBryan, LLC, as its legal counsel. FORUM ENERGY: Moody's Alters Outlook on B1 CFR to Negative ---------------------------------------------------------- Moody's Investors Service changed the rating outlook for Forum Energy Technologies, Inc. (Forum Energy) to negative from stable. At the same time, Moody's affirmed Forum's other ratings, including its B1 Corporate Family Rating (CFR), B1-PD Probability of Default Rating (PDR), B2 senior unsecured rating and its SGL-2 Speculative Grade Liquidity (SGL) rating. "Forum Energy's negative outlook reflects the challenges the company continues to face in its effort to grow earnings and reduce leverage in an oilfield services market which is still struggling to recover," commented Andrew Brooks, Moody's Vice President. "The slow industry recovery has been compounded by the company's over-investment in working capital, particularly its excessive level of inventories, which had been warehoused in anticipation of a cyclical upturn in its business which has been slow to materialize." Outlook Actions: Issuer: Forum Energy Technologies, Inc. - Outlook, Changed to Negative from Stable Affirmations: Issuer: Forum Energy Technologies, Inc. - Probability of Default Rating, Affirmed B1-PD - Corporate Family Rating, Affirmed B1 - Senior Unsecured Notes, Affirmed B2 (LGD5) - Speculative Grade Liquidity Rating, Affirmed SGL-2 RATINGS RATIONALE Forum Energy's B1 CFR reflects its smaller scale and exposure to the negative effect of energy price cyclicality on E&P capital spending, as evidenced by the dramatic decline in the industry's fortunes and the uneven recovery in oilfield services from the 2015-2017 downturn. While Forum Energy's 2018 EBITDA more than tripled to $96.4 million from 2017's depressed level, margins remain under pressure and the momentum the company's recovery had been building through 2018's first nine months collapsed along with crude prices in the year's fourth quarter, leaving the company levered at somewhat over 5.5x (including Moody's standard adjustments) at year-end. Earnings weakness is projected to extend through 2019's first quarter as well. Compounding the halting recovery in EBITDA, the conversion of working capital to cash otherwise expected during periods of weak business conditions did not materialize to the extent expected during the downturn, and was then further weakened by an inventory build in 2018. Inventory turn in 2018 was a sluggish 1.7x, well below pre-crash levels that comfortably exceeded 2x. Company management has articulated a goal of increasing its inventory turn to over 3x, which if achieved, could free up as much as $200 million of cash over a multi-year period. The company has targeted free cash flow for debt reduction. While Forum Energy's capital spending requirements are modest, earnings weakness prevented the company from achieving its target of positive free cash flow in 2017 and 2018, which improved working capital management should rectify in 2019. The company's cash balances have helped it weather the two-year downturn and fund negative free cash flow and acquisitions with only a modest increase in debt. Forum Energy has demonstrated a high rate of historical growth through acquisitions, during which it has employed sound financial policies, notwithstanding industry cyclicality, guided by a seasoned management team, operating under a board of directors comprised of senior executives with deep industry backgrounds. Forum Energy's SGL-2 liquidity rating reflects Moody's expectation of good liquidity through 2020. Its limited capital spending requirements, balance sheet cash and ability to generate free cash flow combine to figure prominently in its SGL-2 liquidity rating. Cash balances, however, have declined fairly significantly from historic levels, to $47.2 million at year-end 2018, with cash having been used to fund an ongoing series of niche acquisitions, exacerbated by its use to also fund working capital. The company ended the year with $119 million outstanding under its $300 million secured borrowing base revolving credit facility, which Moody's expects to be significantly reduced by year-end through the use of free cash flow for debt repayment. In October 2017, Forum Energy amended its revolving credit facility to provide for availability subject to a borrowing base calculated on the basis of eligible accounts receivable and inventory. Prior to the amendment, availability under the revolver had been restricted by maintenance covenants, during which time the company's large cash balances were a key supplement to its overall liquidity position. The revolver has a scheduled maturity date of July 2021; however, if Forum Energy's $400 million senior notes due October 2021 are refinanced or replaced with indebtedness maturing beyond February 2023, the revolver's maturity date will automatically be extended to October 2022. The facility is secured by first priority liens on substantially all the company's assets and its wholly-owned subsidiaries. The revolver is subject to a minimum fixed charge coverage ratio, which is tested only to the extent availability falls below certain specified levels. Moody's expects Forum Energy to remain well in compliance with its covenants, and would not expect it to require additional external liquidity to finance its underlying business, although acquisitions could require additional financing. Any acquisition of size would be partially equity financed as was the case with the $290 million buyout of its partner in a coiled tubing joint venture in August 2017 with 60% equity financing. Forum Energy's negative outlook reflects its elevated leverage, a function of successive years of earnings weakness. The rating could be changed back to stable if the company's debt/EBITDA was to fall below and remain under 4.5x. Ratings could be downgraded if debt/EBITDA remains over 4.5x, if the company departs from its targeted conservative balance sheet management or if it undertakes leveraging acquisitions. Ratings could be upgraded if annual EBITDA exceeds $300 million, if consolidated return on assets (EBIT/assets) exceeds 6% and if leverage approaches the company's stated goal of 2x net debt/EBITDA. The principal methodology used in these ratings was Global Oilfield Services Industry Rating Methodology published in May 2017. Forum Energy Technologies, Inc., headquartered in Houston, Texas, is a global oilfield services company that manufactures and supplies products across three broad business segments, covering all stages of the well cycle: Drilling and Subsea, Completions, and Production & Infrastructure. FRANK HELMKA: Selling Tinton Falls Package Store Business for $850K ------------------------------------------------------------------- Frank Helmka and Teresa Helmka ask the U.S. Bankruptct Court for the District of New Jersey to authorize their sale of a package store business located at the Tinton Falls Plaza, Shrewsbury Avenue & Route 35, Tinton Falls, New Jersey, a Plenary Retail Distribution Liquor License number #1336-44-004-013 and furniture, fixtures and equipment to Bethellen Freidman for $850,000. A hearing on the Motion is set for March 5, 2019 at 10:00 a.m. F&T Spirits Enterprises, Inc. is a company owned 100% by Teresa Helmka. Wine Utopia, LLC is a company owned 100% by Frank Helmka. F&T is listed on the Debtors' schedules as a business owned from 1994 to Present. Wine Utopia is listed on the Debtors' schedules as a business owned from 2000 to Present. The Debtors ask approval of the sale of the Assets to the Buyer for $850,000. The parties have entered into the Agreement for Sale of Assets, dated Aug. 2, 2018, annexed as Exhibit A to the Certification of Teresa Helmka dated Jan. 30, 2019 filed simultaneously with the Motion. The Debtors propose to effectuate this sale because there is an SBA loan (through Northeast Bank) which holds a secured claim against F&T and which lien is, upon information and belief, cross-collateralized on the Debtors' home. There are also sales tax and ABC fines for which the Debtors may be personally liable which would be satisfied through the sale, if approved. These payments would benefit the Debtors' estate and assist the Debtors in their reorganization efforts. The Proposed Purchaser deposited a good faith deposit in the sum of $85,000 with the law firm of Stone Mandia, LLC, the counsel for F&T pursuant to the Agreement. During the pre-petition period, the Proposed Purchaser had authorized release of $50,000 of the $85,000 to F&T. The sum of $35,000 remains in trust with the law firm of Stone Mandia. Therefore, the Proposed Purchaser paid a good faith deposit in the sum of $85,000 has been paid by the Proposed Purchaser, further evidencing the Proposed Purchaser's "“good faith" of the proposed purchase of the Business. The Debtors ask entry of an Order pursuant to 11 U.S.C. Section 363(b) and Federal Rule of Bankruptcy Procedure 4001(d) authorizing the Debtors to sell their interest in the Business, free and clear of all liens, claims and encumbrances, with valid liens, claims and encumbrances to attach to the proceeds of sale. The Debtors also ask entry of an Order granting their bankruptcy counsel and their proposed special counsel administrative claims in the proceeding for services performed on their behalf that conferred actual, necessary and direct benefits upon their estate and upon secured creditor Northeast Bank. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Frank_Helmka_53_Sales.pdf Counsel for Debtors: Melinda D. Middlebrooks MIDDLEBROOKS SHAPIRO, P.C. 841 Mountain Avenue, First Floor Springfield, NJ 07081 About Frank Helmka and Teresa Helmka Frank Helmka and Teresa Helmka sought Chapter 11 protection (Bankr. D. N.J. Case No. 18-32272) on Nov. 9, 2018. The Debtors tapped Melinda D. Middlebrooks, Esq., at Middlebrooks Shapiro, P.C. as counsel. GARAFOLA PROPERTIES: 37Urban Buying Shelby Condo Units for $1.45M ----------------------------------------------------------------- Garafola Properties, LLC, asks the U.S. Bankruptcy Court for the Middle District of Tennessee to authorize the sale of the real property located in Davidson County, Tennessee, referred to as Shelby Condos, to 37urban, LLC for $1.45 million, cash at closing, subject to higher or better offers. A hearing on the Motion is set for March 5, 2019 at 9:00 a.m. The objection deadline is Feb. 21, 2019. The Shelby Condo Units are: 1. 998 A. Shelby Avenue, Nashville, TN 37206 2. 910 Shelby Unit 101, Nashville, TN 27206 3. 910 Shelby Unit 102, Nashville, TN 37206 4. 910 Shelby Unit 103, Nashville, TN 37206 5. 910 Shelby Unit 104, Nashville, TN 37206 6. 910 Shelby Unit 201, Nashville, TN 37206 7. 910 Shelby Unit 202, Nashville, TN 37206 8. 910 Shelby Uni1 203, Nashville, TN 37206 9. 910 Shelby Unit 204 Nashville. TN 37206 10. 2171 A, Rock Oily Drive Nashville, TN 37206 11. 2171 B, Rock City Drive Nashville, TN 37206 The Debtor scheduled the properties to be sold on the statements and schedules filed in the case, and pursuant to an agreed order entered Dec. 6, 2018 with the exception of the Rock City Units, the Debtor was under a deadline with Claire Properties, G.P. to obtained bona fide contract to purchase said properties on Jan. 31, 2019 or the case would be converted to one under Chapter 7 of the Bankruptcy Code. The Debtor and the Purchaser entered into the contract for the purchase and sale of the Property on Dec. 3, 2018. The properties will be sold free and clear of liens, claims, encumbrances, and interest. There will be no real estate brokerage fee paid by the Seller or the Purchaser. The Purchaser holds no interests in the Debtor; however the Purchaser is currently the second mortgage holder against the Property, and as such is not a disinterested party, however the Debtor believes that the sale is fair and the proposed purchase price reflects the current market price of the property. The actual payment amounts to lienholders from the purchase price will be determined prior to closing under the laws of the State of Tennessee relating to priority of liens. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Garafola_Properties_85_Sales.pdf The Purchaser: 37URBAN, LLC 1311 Woodland St. Nashville, TN 37206 Telephone: (615) 972-8711 E-mail: taylor@37urban.com The Purchaser is represented by: David Anthony, Esq. BONE MCALLESTER NORTON, PLLC 511 Union St., Suite 1600 Nashville, TN 37219 Telephone: (615) 238-6321 E-mail: danthony@bonelaw.com About Garafola Properties Garafola Properties LLC is a privately held company that owns 62 properties in Nashville, Tennessee having an aggregate value of $3.4 million. Garafola Properties filed a Chapter 11 petition (Bankr. M.D. Tenn. Case No. 18-06361) on Sept. 24, 2018. In the petition signed by Michael A. Garafola, chief manager, the Debtor disclosed $3,399,600 in assets and $4,020,274 in liabilities. The Hon. Randal S. Mashburn presides over the case. Steven L. Lefkovitz, Esq., at Lefkovitz & Lefkovitz, serves as bankruptcy counsel to the Debtor. GARY ENGLISH: Hayes Buying Murphy Vacant Land for $48K ------------------------------------------------------ Gary Michael English asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the sale of a vacant real property located at Hiwassee Lakeside Drive, Murphy, North Carolina, Parcel ID 457100810408000, to Allen Hayes for $48,000, subject to pro-rations and adjustments. The Debtor and his non-debtor spouse is Dana D. English own the Property. They propose to sell it to Hayes upon the terms of the vacant lot/land offer to purchase and contract. As more fully set forth in the Contract, the sales price for the Property is $48,0000, subject to pro-rations and adjustments, including $1,000 earnest money. The Adjustments will include: (a) property taxes for 2018 in the approximate amount of $312; and (b) a pro-rata of property taxes for 2019. The Sellers have marketed the Property before and after the Petition Date. They contend the Contract is the best offer. Benefits of a sale under the Contract include: (a) liquidation of a non-income producing asset; and (b) eliminate costs and expenses related to the Property, including maintenance and insurance. The Debtor asks the order of the Court: (a) authorizing Debtor to enter into the Contract and comply with the terms and conditions of the Contract; (b) approving the sale of the Property to Hayes; (c) finding that Hayes purchased in good faith; and (d) granting such further relief as may be appropriate. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Gary_English_147_Sales.pdf Gary Michael English sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 18-00142) on Jan. 9, 2018. The Debtor tapped David R. McFarlin, Esq., at Fisher Rushmer, PA, as counsel. GARY RUSSELL: Halversons Buying Bonifay Properties for $1.1 Million ------------------------------------------------------------------- Gary Allen Russell and Diane Marie Jean Russell ask the U.S. Bankruptcy Court for the Northern District of Florida to authorize the sale of the following real properties: (i) 2767 Red Hoss Lane, Bonifay, Holmes, Florida and (ii) 1787 Flowing Well Road, Bonifay, Holmes, Florida to Glen W. and Rebecca D. Halvorson for $1.07 million. The Property is encumbered by a mortgage to Friend Bank, who holds a secured claim in the amount $929,736. The Debtors and the Buyer entered into their Contract for Sale and Purchase and all addenda for the sale and purchase of the Property. As set forth in the Contract, the closing with respect to the sale of the Property is scheduled March 15, 2019. The sale will be free and clear of all liens, claims, interests and encumbrances, if any. All liens, claims and encumbrances will attach solely to the proceeds of the sale. It is the Debtors' desire to be able to move forward with the sale by that date. The offer made by the Buyers represents the Debtors' view of the highest and best offer obtainable for the sale of the Property. The Debtors have contemporaneously filed an Application to approve Jim Roberts Realty, as realtor for the Debtors in connection with the sale. They ask authority to pay the closing costs associated with the Sale, including the realtor commission to Jim Roberts Realty, from the proceeds of the Sale. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Gary_Russell_68_Sales.pdf Counsel for Debtors: Natasha Z. Revell, Esq. 2441 US Highway 98 W, Suite 109 Santa Rosa Beach, FL 32459 Telephone: (850) 267-2111 E-mail: tasha@zalkinrevell.com ZALKIN REVELL, PLLC E-mail: tasha@zalkinrevell.com - and - Kenneth W. Revell, Esq. ZALKIN REVELL, PLLC 2410 Westgate Dr., Suite 100 Albany, GA 31707 Telephone: (229) 435-1611 E-mail: krevell@zalkinrevell.com Gary Allen Russell and Diane Marie Jean Russell sought Chapter 11 protection (Bankr. N.D. Fla. Case No. 17-50356) on Dec. 22, 2017. The Debtors tapped Natasha Z. Revell, Esq., at Zalkin Revell, PLLC as counsel. GOPHER RESOURCE: S&P Affirms 'B' ICR, Alters Outlook to Stable -------------------------------------------------------------- S&P Global Ratings on Feb. 28 affirmed its 'B' issuer credit ratings on Eagan, Minn.-based battery recycler Gopher Resource LLC, and its 'B' issue rating and '3' recovery rating on the company's first-lien term loan due 2025 and revolving credit facility due 2023. Gopher should continue to generate solid operational results supported by efficiency improvements and solid industry fundamentals, according to S&P. However, increased debt levels have lead S&P to believe Gopher will take longer than previously expected to strengthen its credit metrics to levels commensurate with a higher rating. The outlook revision to stable from positive reflects S&P's expectation that Gopher Resource LLC's credit metrics will remain above S&P's threshold for a higher rating. The main reason for this is higher than expected debt levels following the $35 million add-on to its term loan and the slower than anticipated ramp up at the company's plant in Tampa, Fla., according to S&P. "We previously expected debt to EBITDA to improve to about 4.5x in 2019. However, with $510 million of debt now outstanding under its term loan, we expect Gopher's credit metrics to remain in the range of 5.0x-6.0x in 2019," S&P said. "While this range is high, we note that Gopher's leverage compares favorably with many other firms with private equity owners." The stable outlook reflects S&P's view that healthy demand for automotive battery recycling, the lead recycling capacity deficit, and gradual productivity improvements, will support operational performance. As a result, S&P expects debt to EBITDA of about 5x, which it sees as supportive for the rating. It also reflects S&P's view of no additional special shareholder distributions or material deviation from current leverage by the private equity owner. S&P said it could raise its ratings on Gopher over the next 12 months if the company commits to more prudent financial policies, such as prioritizing free cash flow for absolute debt reduction, that would result in debt to EBITDA of about 4x. At the same time, better than expected productivity improvements leading to lower operational volatility would also be necessary for a higher rating, according to S&P. "We could lower our rating on Gopher over the next 12 months if the company were to pursue more aggressive financial policies, such as additional debt-financed distributions, that would result in adjusted debt to EBITDA of about 7x," S&P said. "This could also occur if one of its two facilities went offline for an extended period of time or if the company faced increased environmental scrutiny." GRAY LAND: Case Summary & 9 Unsecured Creditors ----------------------------------------------- Debtor: Gray Land & Livestock, LLC 21509 S Davlor Pr SW PO Box 1525 Prosser, WA 99350 Business Description: Gray Land & Livestock is a privately held company that operates in the animal food manufacturing industry. Chapter 11 Petition Date: February 28, 2019 Court: United States Bankruptcy Court Eastern District of Washington (Spokane/Yakima) Case No.: 19-00467 Judge: Hon. Frederick P. Corbit Debtor's Counsel: Roger William Bailey, Esq. BAILEY & BUSEY LLC 411 North 2nd Street Yakima, WA 98901 Tel: 509-248-4282 Fax: 509-575-5661 E-mail: roger.bailey.attorney@gmail.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Rick T. Gray, member. A full-text copy of the petition containing, among other items, a list of the Debtor's nine unsecured creditors is available for free at: http://bankrupt.com/misc/waeb19-00467.pdf GREGORY TE VELDE: Pregnant Heifers Selling for $800 Per Head ------------------------------------------------------------ Randy Sugarman, the Chapter 11 Trustee for Gregory John te Velde, asks the U.S. Bankruptcy Court for the Eastern District of California to authorize the private sale of 800 heads of pregnant Jersey heifers to Golden J Jerseys, LLC for $800 per head net. The Trustee has made a decision to liquidate the subject Assets. The private sale is to the Buyer, P.O. Box 1567, Dalhart, Texas for the agreed purchase price per head net. The net proceeds of the sales will be deposited into the Trustee's Collateral Collection Account and all valid liens will attach to the sale proceeds. The prices to be paid for the Assets is represented to be at or above market price. By selling the Assets, the Trustee will no longer need to feed or care for the livestock. This will also allow him to reduce the number of employees needed to care for the livestock. The Trustee has given notice of this Motion to the prescribed creditors. He asks the Court to waive the 14-day stay of B.R. 6004(g). A hearing on the Motion is set for Feb. 27, 2019 at 1:30 p.m. About Gregory John te Velde Tipton, California-based Gregory John te Velde filed for Chapter 11 bankruptcy (Bankr. E.D. Cal. Case No. 18-11651) on April 26, 2018. In his Chapter 11 petition, the Debtor estimated both assets and liabilities between $100 million and $500 million. Mr. te Velde does business as GJ te Velde Dairy, Pacific Rim Dairy and Lost Valley Farm. He formerly did business as Willow Creek Dairy. Judge Fredrick E. Clement oversees the bankruptcy case. Mr. te Velde is represented by Riley C. Walter, Esq., who has an office in Fresno, California. HATSWELL FARMS: Proposes Spencer Auction of High Moisture Corn -------------------------------------------------------------- Hatswell Farms, Inc., asks the U.S. Bankruptcy Court for the Southern District of Iowa to authorize the sale of approximately 174,829 bushels of dry corn equivalent for the highest and best price possible, by public auction. Hatswell Farms and Keast Enterprises, Inc. collectively own the High Moisture Corn described as Lot 9 – High Moisture Corn. This will be sold separate after the sale of all land parcels. The corn will be sold on estimated bushels, to be arrived at by measurement, and will not be weighed. The Buyer of high moisture corn will have until June 1, 2019 to remove the corn from the property. To that end, on Jan. 30, 2019, the Debtor filed an Application to Employ Farms America/Ed Spencer to list, market and conduct a public auction sale of the High Moisture Corn on behalf of the Debtor. The Court has not yet entered its Docket Text Order regarding the Debtor's Application to Employ Spencer. If granted, the Debtor proposes to have Spencer sell the High Moisture Corn at public auction on March 8, 2019, beginning at 11:00 a.m., at the Carson Community Center in Carson, Iowa. The Sale Motion contemplates a public auction of the High Moisture Corn free and clear of all interests, liens, claims, and encumbrances, including existing or asserted rights of first refusal, contractual restrictions on transferability, or other similar protective rights. Any such interest, liens, claims, and encumbrances would attach to the proceeds of the sale of the High Moisture Corn ultimately attributable to the property against or in which such interest, lien, claim, or encumbrance is asserted. The Debtor's engagement of Spencer to list, market, and sell the High Moisture Corn at public auction provides for Spencer to receive 3% of the gross sale price of the High Moisture Corn, and the advertising expense of employing Spencer will be $15,000 to $20,000 paid collectively and proportionally by Keast Enterprises, Cyclone Cattle, LLC., Hatswell Farms, and Keast Trust. The $500 hall rental expense at Carson Community Center will be included in the advertising expenses. The Debtor is unaware of any executory contracts or unexpired leases related to the High Moisture Corn. The Debtor believes the Sale Motion, and the public auction contemplated thereby is in the best interests of the bankruptcy estate and in the best interests of all other interested parties in the Chapter 11 case. An orderly sale of the High Moisture Corn is essential and time is of the essence. The net sale proceeds will also aid in minimizing the administrative expense of Debtor's estate, and provide for a significant and material principal reduction of Midstates' claim, along with other secured creditors. The Debtor and Spencer believe there will be sufficient lead time between now and March 8, 2019 to adequately conduct marketing and advertising. Time is of the essence to sell the High Moisture Corn, and any unnecessary delay in concluding the public auction could result in the collapse of the sale. Accordingly, the Court should waive the 14-day period staying any order to sell or assign property of the estate imposed by Bankruptcy Rules 6004(h) and 6006(d). About Hatswell Farms Hatswell Farms, Inc., is an Iowa corporation engaged in farming operations including miscellaneous crop farming. Hatswell Farms, Inc., filed a Chapter 11 petition (Bankr. S.D. Iowa Case No. 18-00859) on April 17, 2018. The Debtor is represented by Jeffrey D. Goetz, Esq., at Bradshaw Fowler Proctor & Fairgrave P.C. JT Korkow d/b/a Northwest Financial Consulting, is its financial advisor. At the time of filing, the Debtor estimated $1 million to $10 million in assets and liabilities. No official committee of unsecured creditors has been appointed in the Chapter 11 case. HAYFIELD, MN: Moody's Affirms Ba3 on GOULT Bonds, Outlook Stable ---------------------------------------------------------------- Moody's Investors Service has affirmed the Ba3 rating on the City of Hayfield, MN's general obligation unlimited tax (GOULT) bonds. The city has $2 million in rated GOULT debt outstanding. The outlook has been revised to stable from negative. RATINGS RATIONALE The Ba3 rating reflects the narrow liquidity and pressured, but improving, financial operations of the component unit nursing home and the city's water and sewer fund. The rating also considers the small, concentrated tax base and elevated debt and pension liabilities. The city has adequate operating reserves and liquidity relative to the small size of the budget. Hayfield's proximity to Rochester (Aaa stable) affords residents diverse employment opportunities. RATING OUTLOOK The stable outlook reflects financial improvements in the city's component unit nursing home facility. The outlook also incorporates Moody's expectation that the city will maintain balanced operating performance and adequate liquidity relative to governmental fund operations. FACTORS THAT COULD LEAD TO AN UPGRADE - Sustained increase in reserves and liquidity - Improved operations of the Field Crest Care Center and the city's water and sewer system - Moderation of the city's debt or pension burdens FACTORS THAT COULD LEAD TO A DOWNGRADE - Reduced reserves or liquidity - Negative financial performance at the Field Crest Care Center or increased city financial support of the center or the city's water and sewer fund - Increases in the city's debt or pension burdens LEGAL SECURITY The city's GOULT bonds are secured by its full faith and credit and pledge to levy unlimited ad valorem property taxes. The security benefits from a statutory lien but no lockbox structure. PROFILE Hayfield is located in Dodge County in southeast Minnesota (Aa1 stable). The city lies 28 miles southwest of Rochester. The estimated population is approximately 1,300. HUB INT'L: Bank Debt Trades at 2% Off ------------------------------------- Participations in a syndicated loan under which Hub International LTD is a borrower traded in the secondary market at 98.00 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.57 percentage points from the previous week. Hub International pays 300 basis points above LIBOR to borrow under the $3.210 billion facility. The bank loan matures on April 25, 2025. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. IHEARTMEDIA INC: Springing Lien in PGN Indenture Not Triggered -------------------------------------------------------------- Bankruptcy Judge Marvin Isgur entered a ruling in favor of the Defendants in the case captioned WILMINGTON SAVINGS FUND SOCIETY, FSB, SOLELY IN ITS CAPACITY AS SUCCESSOR INDENTURE TRUSTEE TO THE 6.875% SENIOR NOTES DUE 2018 AND 7.25% SENIOR NOTES DUE 2027, AND NOT IN ITS INDIVIDUAL CAP, Plaintiffs, v. IHEARTCOMMUNICATIONS, INC., F/K/A CLEAR CHANNEL COMMUNICATIONS, INC., et al, Defendants, Adversary No. 18-03052 (Bankr. S.D. Tex.). Wilmington Savings Fund Society, FSB, the successor indenture trustee to the 2016, 2018, and 2027 Legacy Notes, filed the adversary proceeding against iHeartCommunications, Inc. et al in order to protect the Legacy Noteholders' rights to equal and ratable treatment based on a "Springing Lien" that exists under its bond indenture. Wilmington seeks to vindicate its rights through the imposition of an equitable lien or a constructive trust, or through damages for unjust enrichment or tortious interference. iHeart, its subsidiary defendants, and the Senior Creditors holding the May 13, 2008 Term Loans and various Priority Guaranteed Notes oppose the relief Wilmington seeks, arguing that the complaint is based upon baseless factual allegations, and that the relief sought is fatally flawed under controlling law. The main issue in this dispute turns on whether the Springing Lien in the PGN PPSAs was triggered. Wilmington and the Senior Creditors argue that the $57.1 million of 2016 Legacy Notes are no longer outstanding, which then triggers the Springing Lien because the number of outstanding 2016 Legacy Notes falls below the $500 million threshold in the PGN PPSAs. Wilmington claims that the $57.1 million of 2016 Legacy Notes that are owned by iHeart's subsidiaries were extinguished at maturity as a matter of law and contract interpretation. The Senior Creditors similarly argue that the substance of iHeart's transactions and representations supports treating the 2016 Legacy Notes as retired which in turn triggers the Springing Lien. If Wilmington is correct and the PGN Springing Lien was triggered, then it would naturally follow that the "equal and ratable" clause was breached as to the Legacy Noteholders. iHeart responds that under the terms of the Legacy and PGN Indentures, the 2016 Legacy Notes remain outstanding and that its decision to retain the 2016 Legacy Notes past maturity was a business judgment decision performed with the company's best interests and creditors in mind. The Court holds that the Springing Lien in the PGN Indenture was not triggered when iHeart's subsidiaries acquired or retained the $57.1 million in 2016 Legacy Notes. If the Springing Lien was not triggered, the "equal and ratable" clause was not breached. The PGN Indenture controls whether the Springing Lien was triggered and defines the Springing Lien Trigger Date as the date when "the aggregate principal amount of the Legacy Notes outstanding is $500,000,000 or less." Wilmington argues that because "Outstanding" is not defined within the PGN Indenture itself, the Court should look to the intent and expectations of the parties when the Indenture was created. Wilmington further claims that treating the 2016 Legacy Notes as outstanding is contrary to the intent of the parties because when held by iHeart, no enforceable payment obligation exists. Wilmington's view is directly contradicted by the unambiguous terms of the PGN Indenture. The PGN Indenture specifically identifies and defines both "Legacy Notes" and "Legacy Notes Indenture" to refer to the original Indenture issued in 1997 (and subsequent amendments). The Legacy Indenture then defines when those securities are outstanding. Based on the text of the PGN Indenture, the appropriate way to determine the "amount of the Legacy Notes outstanding" referenced in the Springing Lien Trigger Date is to refer to the definition of "Outstanding" contained in the Legacy Indenture. The Legacy Indenture defines "Outstanding" securities as "all such Securities theretofore authenticated and delivered under this Indenture" with three exceptions: (i) cancelled Notes, (ii) Notes for which payment was made to the Trustee or Paying Agent, and (iii) Notes exchanged under Section 306 of the Legacy Indenture due to loss, mutilation, or theft. It is undisputed that these three exceptions do not apply to the $57.1 million of 2016 Legacy Notes iHeart retains. Additionally, no provisions cited within the Legacy or PGN indentures prohibit iHeart from owning the 2016 Legacy Notes or holding them past maturity. Wilmington and the Senior Creditors also argue that iHeart's own treatment of the 2016 Legacy Notes justifies rendering them as no longer outstanding. Wilmington's evidence for this theory consists of iHeart's public SEC filings and disclosures, its plan to pay interest on the 2016 Notes only through maturity, and that CC Holdings was a mere shell controlled by iHeart. Even after iHeart elected to avoid triggering the Springing Lien, this decision was a product of its business judgment and was not prohibited under the plain terms of its indentures. The allegedly misleading public filings were a product of iHeart's SEC reporting and corporate accounting groups and reflect financial statements consolidated across multiple affiliates rather than a nefarious attempt to mislead. It is undisputed that--for consolidated financial reporting purposes--iHeart properly offset the intercompany payable and receivable. Consequently, despite Wilmington's and the Senior Creditors' arguments, the Court concludes that the Springing Lien was not triggered after the 2016 Legacy Notes matured. In sum, the Court holds that the Springing Lien in the PGN Indenture has not been triggered, and the relief Wilmington seeks is denied. A copy of the Court's Memorandum Opinion dated Jan. 15, 2019 is available at https://bit.ly/2tM6fg8 from Leagle.com. Wilmington Savings Fund Society, FSB, solely in its capacity as successor indenture trustee to the 6.875% Senior Notes due 2018 and 7.25% Senior Notes due 2027, and not in its individual capacity, Plaintiff, represented by Timothy Alvin Davidson, II -- taddavidson@HuntonAK.com -- Hunton Andrews Kurth LLP, Harrison Denman -- hdenman@whitecase.com -- White & Case LLP, Mark Franke -- mfranke@whitecase.com -- White & Case LLP, Michael A. Garza -- mgarza@whitecase.com -- White & Case LLP, Ashley L. Harper , Hunton Andrews Kurth LLP, Seth H. Lieberman , Pryor Cashman LLP, Michele Meises , White & Case LLP, Erin Rosenberg -- erosenberg@whitecase.com -- White & Case LLP, Patrick Sibley , Pryor Cashman LLP, Matthew W. Silverman , Pryor Cashman LLP & Jason N. Zakia -- jzakia@whitecase.com -- White & Case LLP. iHeartCommunications, Inc., Defendant, represented by Gavin Campbell -- gavin.campbell@kirkland.com -- Kirkland & Ellis LLP, Yates M. French -- yates.french@kirkland.com -- Kirkland & Ellis LLP, Stephen C. Hackney -- Stephen.hackney@kirkland.com -- Kirkland & Ellis LLP, Richard U.S. Howell , Kirkland & Ellis LLP, Jeffery Lula -- Jeffrey.lula@kirkland.com -- Kirkland & Ellis LLP & Patricia Baron Tomasco , Jackson Walker LLP. About iHeartMedia, Inc. and iHeartCommunications, Inc. iHeartMedia, Inc. (PINK:IHRT), the parent company of iHeartCommunications, Inc., is a global media and entertainment company. Based in San Antonio, Texas, iHeartCommunications specializes in radio, digital, outdoor, mobile, social, live events, on-demand entertainment and information services for local communities, and uses its unparalleled national reach to target both nationally and locally on behalf of its advertising partners. The Company operates 849 radio stations. The Company's outdoor business reaches over 34 countries across five continents. To implement a balance sheet restructuring, iHeartMedia and 38 of its subsidiaries, including iHeartCommunications, Inc., filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 18-31274) on March 14, 2018. The cases are pending before the Honorable Marvin Isgur, and the Debtors have requested joint administration of the cases. Clear Channel Outdoor Holdings, Inc. and its subsidiaries did not commence Chapter 11 proceedings. As of Sept. 30, 2017, iHeartCommunications had $12.25 billion in total assets, $23.93 billion in total liabilities, and a total stockholders' deficit of $11.67 billion. The Debtors have hired Kirkland & Ellis LLP as legal counsel; Jackson Walker L.L.P. as local bankruptcy counsel; Munger, Tolles & Olson LLP as conflicts counsel; Moelis & Company and Perella Weinberg Partners L.P as financial advisors; Alvarez & Marsal as restructuring advisor; and Prime Clerk LLC as notice & claims agent. The 2021 Noteholder Group is represented by Gibson Dunn & Crutcher LLP and Quinn Emanuel Urquhart & Sullivan, LLP as co-counsel; and GLC Advisors & Co. as financial advisor. The ad hoc group of Term Loan Lenders is represented by Arnold & Porter Kaye Scholer LLP as counsel; and Ducera Partners as financial advisor. The Legacy Noteholder Group is represented by White & Case LLP as counsel. The Debtors' equity sponsors are represented by Weil, Gotshal & Manges LLP as counsel. The Office of the U.S. Trustee for Region 7 on March 21, 2018, appointed seven creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of iHeartMedia, Inc. and its affiliates. The Committee tapped Akin Gump Strauss Hauer & Feld LLP as its legal counsel, FTI Consulting, Inc., as its financial advisor, and Jefferies LLC as its investment banker. INSIGNIA TECHNOLOGY: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Insignia Technology Services, LLC 610 Thimble Shoals Blvd. Building 6 Newport News, VA 23606 Tel: (757) 772-0701 Business Description: Insignia Technology Services, LLC -- https://insigniatechnology.com/ -- is a provider of information technology, software engineering, and instructional design and collaborative environments for its government and commercial clients. The Company specializes in full Systems Development Life Cycle support of complex, Enterprise-class IT systems running in mission-critical, high-availability environments. The company was founded in 2006 and is based in Newport News, Virginia with locations in Arlington, Virginia; North Charleston, South Carolina; St. Louis, Missouri; New Orleans, Louisiana; Clearwater, Florida; Boston, Massachusetts; and Denver, Colorado. Chapter 11 Petition Date: March 2, 2019 Court: United States Bankruptcy Court Eastern District of Virginia (Newport News) Case No.: 19-50277 Judge: Hon. Stephen C. St. John Debtor's Bankruptcy Counsel: Patrick J. Potter, Esq. PILLSBURY WINTHROP SHAW PITTMAN LLP 1200 Seventeenth Street NW Washington, DC 20036 Tel: (202) 663-8000 (202) 663-8928 E-mail: patrick.potter@pillsburylaw.com Debtor's Legal Counsel: FOX ROTHSCHILD LLP Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by Frederick P. O'Brien, chief executive officer. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/vaeb19-50277.pdf IOWA FINANCE: Fitch Affirms 'B-' on 2013/2016/2018 Revenue Bonds ---------------------------------------------------------------- Fitch Ratings has affirmed the 'B-' rating on the outstanding Iowa Finance Authority's Midwestern Disaster Area Revenue Bonds (series 2013, 2016, 2018A and 2018B together, the revenue bonds). The Outlook is revised to Positive from Stable. The Iowa Finance Authority has issued a total of $1.185 billion ($1.156 billion outstanding) of revenue bonds on behalf of Iowa Fertilizer Company LLC (IFCo). RATING RATIONALE The ratings reflect that a limited margin of safety remains for repayment of the bonds under a rating case scenario. The project has stabilized its production profile and is generating sufficient operating cash flows with a long-term financial profile consistent with the rating. The facility remains vulnerable to a volatile and potentially weak product pricing environment. Favorably, access to abundant and advantageously priced feedstock partially mitigates margin risk. The project has sufficient liquidity available in the form of various reserve funds and a working capital facility to mitigate short-term liquidity issues. The Positive Outlook reflects the project's successfully resolved ramp-up issues, and is operationally positioned to benefit from an improving pricing environment assuming it can maintain its operating profile and control costs while favorable pricing trends endure. KEY RATING DRIVERS Nitrogen Market Price Exposure - Revenue Risk: Weaker IFCo sells its nitrogen products to farmers, distributors, wholesalers, cooperatives, truck stop operators and blenders at market prices. The project's main products have historically exhibited considerable price volatility. Favorably, the project enjoys some geographical product pricing advantages, but remains exposed to long-term market supply and demand risks. Advantageous Access to Natural Gas - Supply Risk: Midrange The project is procuring its natural gas feedstock via an existing pipeline at prices linked to the Henry Hub index, which is an important advantage compared with some international competitors. IFCo has entered into natural gas call swaptions for the first seven years of the project to moderate the risk of a reversal in gas pricing trends. In addition, the project will fund a feedstock reserve and can enter into further call swaptions to help mitigate price risk during the non-hedged period, which would also dispense with the requirement to fund a hedging reserve account. Unproven Operating Profile - Operation Risk: Midrange Non-feedstock O&M and maintenance cost projections have not been tested over an extended period of time, and the project may require several years of operations to establish a stable cost profile. The use of commercially proven technologies and a plant design with oversized capacity could help mitigate operating performance risk. Standard Debt Structure - Debt Structure: Midrange Fixed-rate, fully amortizing debt structure is consistent with other project financings. Relatively high equity distribution triggers and a debt service reserve equivalent to six months of senior bond payments support debt repayment during periods of low operating cash flow. Operating and major maintenance reserves help shield the project from shortfalls during the operational phase, and can be tapped to meet debt service. Improved Long Term Financial Profile: The project has reached stable operations. Its ability to meet ongoing mandatory debt payments is vulnerable to product pricing remaining at current depressed levels on a sustained basis. Fitch's base and rating cases indicate that debt service coverage ratios (DSCR) at current product prices would average 3.1x and 1.5x through debt maturity. Although the rating case minimum drops to 1.0x early in the project life, the project has enough liquidity to comfortably mitigate any short-term cash flow deficiencies. On a long-term basis, the project's relatively high equity distribution triggers will support debt repayment and replenishment of reserves during potential periods of low operating cash flow. Peer Analysis: IFCo's peer group includes merchant project financings in which product sales are susceptible to the inherent volatility of commodity markets. Merchant projects that have achieved ratings in the 'BB' category have demonstrated some combination of long-term feedstock price certainty, materially lower leverage, structural enhancements, or a proven, quasi-monopolistic competitive advantage. Merchant projects in the 'B' rating category or lower typically face significant technology implementation or construction risks, are exposed to price and volume risk, and operate in a business environment with highly volatile margins. RATING SENSITIVITIES Future Developments That May, Individually or Collectively, Lead to Negative Rating Action: -- Early operational performance below expectations or weakening in near-term product prices; -- A fundamental shift in the supply-demand balance or global producer cost curve that results in materially lower operating margins expected to persist over a long period; -- Inability to effectively manage operating costs or failure to reach and sustain projected capacity and utilization rates; -- Failure to refinance 2023-2025 bond maturities could heighten payment default in those years due to high level of debt service. Future Developments That May, Individually or Collectively, Lead to Positive Rating Action: -- Sustained product prices at least in line with expected 2019 prices with modest escalation; -- Sustained production and margins exceeding expectations. CREDIT UPDATE The project has been operating for almost a year and a half, and after encountering some ramp-up issues has achieved a relatively stable operating profile. It has gone through winterization and downtimes are becoming less frequent and shorter in duration. Despite above-mentioned teething issues it has achieved higher than nameplate capacity on its production lines, and as supported by Nexant (IE) it is expected that it will operate at higher than original nameplate capacity on a sustained basis, which is reflected in its cases. In 2018 the project's actual DSCR was 1.5x compared with last year's base and rating case expectation at 2.3x and 1.5x for that year, although actual result is weighted down by early ramp-up issues in 2018. The project realized higher revenues but also incurred higher expenses, both fixed costs and variable production costs that increased because of higher volumes. The project has taken steps to reduce costs by optimizing steam turbine cogeneration unit, reducing reliance on outside power generation and on outside contractors. Fitch expects that it will take a couple of years to establish a stable and predictable cost profile. The project has created a joint venture (JV) with Dakota Gasification Company for the marketing and distribution of their products. The JV allows the partners improved freight economics, and provides their customers with improved supply security, which in turn ensures access to larger distributors and better contracting options. The project through the JV has also been leasing storage space and built its own storage for diesel exhaust fuel. These efforts, coupled with the ability to swing the production between various products, provide operational and marketing flexibility and enable the project to improve the realized sales prices compared with average annual product prices as they can deal with seasonal or other swings in the prices. IFCo's operating margins remain dependent on favorable market pricing for nitrogen products. The pricing of nitrogen products is somewhat correlated to the price of feedstock, which may be oil, coal or natural gas depending on the region and producer. In recent years, the substantial declines in oil and natural gas prices have driven nitrogen prices to levels approaching 10-year lows. These pricing trends have diverged significantly from market consultant forecasts that formed the basis for cash flow projections for the original financing. There has been significant price recovery as December 2018 prices for ammonia, urea and UAN are up to 80% higher than 2017 lows. IFCo management expects continued nitrogen fertilizer supply shutdowns in China and overall global supply additions that are below demand growth from developing countries, which should support prices. It remains to be seen if the positive trends are sustained, which will drive the project's future credit profile now that it has reached full operational phase. Favorably, U.S. natural gas prices trade at a significant discount to global energy prices, and are close to 50% of what was projected in 2013, providing the project with a competitive advantage. Fitch and other market participants believe that U.S. gas prices will remain low into the foreseeable future. The project has access to abundant natural gas feedstock at prices currently below Henry Hub. It has recently put in place hedging to crystalize some of this upside. For 2019, IFCo has locked in the pricing for 74% of its gas needs at $2.42/MMBtu, and specifically for second quarter of 2019 99% of its gas needs at $2.27. Through the price declines and international nitrogen price weakness, interior U.S. premiums such as in the Cornbelt states have largely remained intact as there remains insufficient regional supply to meet demand, benefitting the project. FITCH CASES Fitch's base and rating cases have been revised to reflect updated product prices, feedstock prices, operating profile, operating costs based on actual operations and assumptions regarding planned future refundings. For the base case Fitch assumed a revision to the project's nameplate capacity in line with the IE's recommendation, sponsor assumptions on costs, flat 10-year average product prices with no escalation that capture a full pricing cycle and gradually rising feedstock prices. Based on discussions with the project management team, Fitch incorporated assumptions regarding several refundings to achieve lower interest payments and to improve the debt amortization profile, most significant of which is a partial refunding of 2023 to 2025 maturities. The coverages under this scenario average 3.1x and reach a minimum of 2.1x. Fitch notes that using forecast 2019 prices with no escalation in the same scenario bring the average and minimum to 1.7x and 1.2x respectively, demonstrating the project's sensitivity to product prices. Relative to Fitch's base case, for the rating case the agency additionally assumes an elevated gas curve, 10% non-feedstock cost stress, 7.5% production level stress and average 2018 product prices with 2% annual escalation. This scenario would put increased pressure on the financial profile and suggests that IFCo may face periods where debt service would reach breakeven levels. The rating case DSCRs average 1.5x and reach the 1.0x minimum early in project life, with lower average but a higher minimum than the 2018 rating case (2.3x and 0.8x respectively). It is not expected that coverages would fall below 1.0x and the project has sufficient liquidity to mitigate occasional short-term cash flow deficiency. IVAN RENE MOORE: 9th Cir. Upholds Dismissal of Chapter 11 Case -------------------------------------------------------------- In the appeals case captioned IVAN RENE MOORE, Appellant, v. U.S. TRUSTEE, for Region 16; WELLS FARGO BANK, N.A., Appellees, No. 18-55165 (9th Cir.), the U.S. Court of Appeals, Ninth Circuit affirms the district court's order affirming the bankruptcy court's order dismissing Ivan Rene Moore's chapter 11 bankruptcy case. The bankruptcy court did not clearly err in concluding that Moore failed to comply with certain reporting requirements in a timely manner and failed to complete accurately his schedules, and, on the record before it, the bankruptcy court did not abuse its discretion by dismissing Moore's bankruptcy case "for cause." The Court rejects as without merit Moore's contention that his due process and equal protection rights were violated. A copy of the Ninth Circuit's Decision dated Jan. 15, 2019 is available at http://tinyurl.com/y5fdrnq4from Leagle.com. JAMES MEDICAL: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: James Medical Equipment, Ltd. 950 Campbellsville Bypass Campbellsville, KY 42718 Business Description: James Medical Equipment, Ltd., founded in 1979, is engaged in the business of renting or leasing medical equipment. Chapter 11 Petition Date: March 1, 2019 Court: United States Bankruptcy Court Western District of Kentucky (Bowling Green) Case No.: 19-10187 Judge: Hon. Joan A. Lloyd Debtor's Counsel: David M. Cantor, Esq. SEILLER WATERMAN LLC 22nd Floor - Meidinger Tower 462 S 4th Street Louisville, KY 40202 Tel: 502-584-7400 Fax: 502-583-2100 E-mail: cantor@derbycitylaw.com - and - Keith J. Larson, Esq. SEILLER WATERMAN LLC 462 S. Fourth Street, 22nd Floor Louisville, KY 40202 Tel: 502-584-7400 E-mail: Larson@derbycitylaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Mark J. Hinkle, president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/kywb19-10187.pdf JOSEPH A. BRENNICK: Tenerife Buying Wauchula Property for $70K -------------------------------------------------------------- Joseph A. Brennick asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the sale of a parcel of real property consisting of two vacant lots located at 302 W. Main St., Wauchula, Florida to Tenerife Southwest Investments, Inc., for $70,000. The Debtor owns the Real Property. He has received an offer from the Purchaser to purchase the Real Property for the agreed purchase price, with closing on April 22, 2019. The terms of the offer are set forth in their Vacant Land Contract. Consummation of the proposed sale may involve the incurrence of and the payment of certain expenses, including a broker's commission, appraisals, title insurance, and other normal costs of closing, payment of which should be made from the sales proceeds. The Real Property is encumbered by a lien of Wauchula State Bank. The Debtor proposes to pay Wauchula Bank the net proceeds from the sale of the Real Property after payment of the Closing Costs. Wauchula Bank consents to the sale proposed in the Motion. Based on the claim filed by Wauchula Bank (Claim No. 22), the Debtor owes Wauchula Bank a total of $118,296. He also believes that the Internal Revenue Service asserts a blanket junior lien on all of the Debtor's real estate assets. The IRS has filed a secured claim in the amount of $1,573,838, which has been designated as Claim No. 12 on the claims register. The IRS' liens were recorded between Nov. 29, 2016 through March 29, 2017. Additionally, First National Bank of Omaha may claim a lien on the Real Property by virtue of its judgment recorded July 6, 2017, which is junior to both Bank of Wauchula's lien and the IRS' lien. The Debtor has also filed an application to employ Jim See Realty, Inc. as broker in connection with the sale of the Real Property. He proposes to pay 3% brokerage commission to Jim See and a 3% commission to the buyer's broker at the closing of the sale of the Real Property. He asks authority to sell the Real Property under the Contract free and clear of all liens, claims, encumbrances, and interests. He also asks authority to pay Wauchula Bank, the brokerage commission, and the Closing Costs at the closing without further order of the Court. The Real Property is vacant and is not necessary for the Debtor's reorganization, and allowing the Real Property to be sold will relieve the Debtor of the burdens of property ownership, such as insurance and property taxes. Further, the Real Property has been listed for sale for several months, and the Debtor believes that the present arms-length sale will achieve maximum value for the Real Property and therefore the highest credit towards Wauchula Bank's secured claim. Reducing Wauchula Bank's secured claim will, in turn, reduce any payment obligation of the Debtor on Wauchula Bank's secured claim through a plan. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Joseph_Brennick_95_Sales.pdf Joseph A. Brennick sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 18-07874) on Sept. 18, 2018. The Debtor tapped Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Postler, P.A., as counsel. JOSEPH A. BRENNICK: Weston Buying Trust's York Property for $460K ----------------------------------------------------------------- Joseph A. Brennick asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the sale of The Brennick Irrevocable Family Trust's real property located at 56 Beech Ridge Road, York, Maine to Howard F. Weston, doing business as Stillwater Capital, for $460,000, cash. The Debtor, in his capacity as Trustee, has received an offer from the Purchaser to purchase the Maine Property for the agreed purchase price, with closing to occur by March 25, 2019. The terms of the offer are set forth in a Purchase and Sale Agreement. Consummation of the proposed sale may involve the incurrence of and the payment of certain expenses, including a broker's commission, appraisals, title insurance, and other normal costs of closing, payment of which should be made from the sales proceeds. The Maine Property has been listed with Michael Thomas of Keller Williams Realty. Thus, as part of the Closing Costs, the Debtor proposes to pay 3% brokerage commission to Keller Williams and a 3% commission to the buyer's broker at the closing of the sale of the Real Property. The Maine Property is encumbered by the lien of U.S. Bank, National Association, As Successor Trustee to Wachovia Bank, National Association, as Trustee to Banc of America Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2004-F, and is serviced through Nationstar Mortgage d/b/a Mr. Cooper. Based on the claim filed by US Bank (Claim No. 25), the Debtor owes US Bank a total of $354,132. The Debtor proposes to pay the Secured Claim in full from the proceeds of the sale of the Maine Property. After payment of the Closing Costs, the Debtor will deposit the remaining balance in the trust account of Stichter, Riedel, Blain & Postler, P.A. He, in his capacity as Trustee of the Trust, asks authority to pay US Bank and the Closing Costs at the closing without further order of the Court. The Debtor submits that his exercise of business judgment as Trustee of the Trust to consummate the sale is in the best interest of the estate. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Joseph_Brennick_93_Sales.pdf Joseph A. Brennick sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 18-07874) on Sept. 18, 2018. The Debtor tapped Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Postler, P.A., as counsel. JOSEPH BRENNICK: Swatsworth Buying Myakka Vacant Property for $65K ------------------------------------------------------------------ Joseph A. Brennick asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the sale of the vacant real property located at 1050 397th Court E., Myakka City, Florida to Roger Swatsworth for $65,000. The Debtor owns the Real Property. He has received an offer from the Purchaser to purchase the Real Property for the agreed purchase price, with closing on March 20, 2019. The terms of the offer are set forth in their Vacant Land Contract. Consummation of the proposed sale may involve the incurrence of and the payment of certain expenses, including a broker's commission, appraisals, title insurance, and other normal costs of closing, payment of which should be made from the sales proceeds. The Real Property is encumbered by a lien of Wauchula State Bank. The Debtor proposes to pay Wauchula Bank the net proceeds from the sale of the Real Property after payment of the Closing Costs. Wauchula Bank consents to the sale proposed in the Motion. He also believes that the Internal Revenue Service asserts a blanket junior lien on all of his real estate assets. The IRS has filed a secured claim in the amount of $1,573,838, which has been designated as Claim No. 12 on the claims register. The IRS' liens were recorded between Nov. 29, 2016 through March 29, 2017. Additionally, First National Bank of Omaha may claim a lien on the Real Property by virtue of its judgment recorded July 6, 2017, which is junior to both Bank of Wauchula’s lien and the IRS' lien. The Debtor has also filed an application to employ Keller Williams Realty as broker in connection with the sale of the Real Property. He proposes to pay 3% brokerage commission to Keller Williams and a 3% commission to the buyer's broker at the closing of the sale of the Real Property. He asks authority to sell the Real Property under the Contract free and clear of all liens, claims, encumbrances, and interests. He also asks authority to pay Wauchula Bank, the brokerage commission, and the Closing Costs at the closing without further order of the Court. The Real Property is vacant and is not necessary for the Debtor's reorganization, and allowing the Real Property to be sold will relieve the Debtor of the burdens of property ownership, such as insurance and property taxes. Further, the Real Property has been listed for sale for several months, and the Debtor believes that the present arms-length sale will achieve maximum value for the Real Property and therefore the highest credit towards Wauchula Bank's secured claim. Reducing Wauchula Bank's secured claim will, in turn, reduce any payment obligation of the Debtor on Wauchula Bank's secured claim through a plan. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Joseph_Brennick_94_Sales.pdf Joseph A. Brennick sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 18-07874) on Sept. 18, 2018. The Debtor tapped Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Postler, P.A. as counsel. JUAN DE BORBON: Wintemutes Buying Orange Property for $1.2 Million ------------------------------------------------------------------ Juan Jesus Rojas de Borbon asks the U.S. Bankruptcy Court for the Central District of California to authorize the sale of interest in the residential real estate located at 438 S Estate Drive, Orange, California to Eric and Wolf Wintemute for $1.15 million pursuant to the terms and conditions set forth in their California Residential Purchase Agreement and Joint Escrow Instructions. Among the real property scheduled on the Debtor's Schedule A lists is the Property, valued in the petition and schedules in good faith at the time of filing of the petition at $1.15 million. The Property is designated as APN 39222113 and 39222. The Property is currently owned by the Debtor. The first mortgage on the Property is held by Union Bank and secures a loan with a balance of $785,129; the second mortgage on the Property is held by Comerica Bank in the amount of $164,513. In addition to these consensual liens, the property is encumbered by $445,645 in tax liens. James Hoff of Century 21 Award has acted as agent for the Debtor. The Agent and the Debtor have been actively marketing the Property for sale. At no time has any offer for the sale of the Property been made in excess of the $1.15 million valuation determined to be the fair market value for the Property by the Agent. The proposed sale is a sale to a third party, the Buyers for $1.15 million. The Debtors believe that the proposed sale to Buyer on the terms is in the best interests of the Estate, and the Debtors are not proposing that the offer be subject to overbid. The sale will be free and clear of liens. The Agent has agreed to a total compensation of 5% of the sale price. The agreement with the Agent is contained within the Residential Listing Agreement (Exclusive Authorization and Right to Sell). The escrow, title and miscellaneous costs are estimated and projected to be approximately $5,000. The Debtor asks the Court to authorize the distribution of sales proceeds for the payment of the costs of sale as follows: (i) for normal closing costs, including escrow and title costs; (ii) for the payment of the Agent's commission of 5% of the sale price; (iii) for the payment of real estate taxes owing on the Property, if any; (iv) for the payment of all liens on the property; and (v) for such other unanticipated incidental or nominal items as may be necessary to close escrow on the Property, not to exceed an aggregate of $5,000, pursuant to a demand in escrow and subject to the Debtor's review and approval prior to distribution. The Debtor asks the Court to authorize him to hold the remaining funds from the liquidation of the Property in the DIP account, and to distribute said funds only in accordance with a confirmed Chapter 11 Plan or further order of the Court. A copy of the APA attached to the Motion is available for free at: http://bankrupt.com/misc/Juan_de_Borbon_21_Sales.pdf A hearing on the Motion is set for Feb. 27, 2019 at 10:00 a.m. Counsel for Debtor: Michael Jones, Esq. Sara Tidd, Esq. M. JONES & ASSOICATES, PC 505 N Tustin Ave, Ste 105 Santa Ana, California 92705 Telephone: (714) 795-2346 Facsimile: (888) 341-5213 E-mail: sara@mjonesoc.c0m mike@mjthelawyer.com Juan Jesus Rojas de Borbon sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 18-14436) on Dec. 5, 2018. The Debtor tapped Michael Jones, Esq., at M. Jones & Associates, PC, as counsel. KEAST ENTERPRISES: Proposes an Auction of Pottawattamie Farm & Corn ------------------------------------------------------------------- Keast Enterprises, Inc., asks the U.S. Bankruptcy Court for the Southern District of Iowa to authorize the sale of three and a half tracts of land (lots), comprising approximately 344 acres of farmland, located in Pottawattamie County, Iowa; and high moisture corn by public auction. The Debtor holds title to three and a half tracts of land (lots). They are described as follows: a. Lot 1 - 47.04 acres i. Brief Legal Description: NW 1/4 NW 1/4 exc W711.84' and NE 1/4 exc E693.01/S660’ 27-74-39, Pottawattamie Co, Iowa ii. Owner: Keast Enterprises iii. Tillable Acres: 45.59 iv. 75.5 CSR 2 rating per surety maps b. Lot 2 – 74.2 acres i. Brief Legal Description: PT SW 1/4 NW 1/4; PT SE 1/4 NW 1/4, 27-74-39, Pottawattamie Co, Iowa ii. Owner: Keast Enterprises iii. Tillable Acres: 64.49 iv. 76.2 CSR 2 rating per surety maps c. 50% of Lot 4 – 73.98 acres i. Brief Legal Description: NE 1/4 NW 1/4 and part N 1/2 NW 1/4, NW 1/4 (minus acreage to be surveyed); SE 1/4 NW 1/4, SW 1/4 NW 1/4 except creage and NW 1/4 NW 1/4 except acreage; 34-74-39, Pottawattamie Co, Iowa ii. Owner: West Half of Property – Keast Trust; East Half of Property - Keast Enterprises iii. Tillable Acres: 135.58 iv. 71.4 CSR 2 rating per surety maps d. Lot 6 – 148.5 acres i. Brief Legal Description: N 1/2 SE 1/4 and PT SW 1/4 SE 1/4 and PT SE 1/4 SE 1/4 , 34-74-39, Pottawattamie Co, Iowa ii. Owner: Keast Enterprises iii. Tillable Acres: 127.67 iv. 70.5 CSR 2 rating per surety maps Keast Trust, an entity not part of the bankruptcy proceeding holds title to the following tracts (lots) of land, also located in Pottawattamie County, Iowa and comprising approximately 181.5 acres. The tracts include the following: a. Lot 3 - 67.5 acres i. Brief Legal Description: SE 1/4 SE 1/4 exc 660x660' and the NE 1/4 NE 1/4, 28-74-39, Pottawattamie Co, Iowa ii. Owner: Keast Trust iii. Tillable Acres: 58.98 iv. 66.1 CSR 2 rating per surety maps b. 50% of Lot 4 – 73.98 acres i. Brief Legal Description: NE 1/4 NW 1/4 and part N 1/2 NW 1/4, NW 1/4 (minus acreage to be surveyed); SE 1/4 NW 1/4, SW 1/4 NW 1/4 except acreage and NW 1/4 NW 1/4 except acreage; 34-74-39, Pottawattamie Co, Iowa ii. Owner: West Half of Property – Keast Trust; East Half of Property - Keast Enterprises iii. Tillable Acres: 135.58 iv. 71.4 CSR 2 rating per surety maps c. Lot 5 – 40 acres i. Brief Legal Description: SE 1/4SE 1/4, 33-74-39, Pottawattamie Co, Iowa ii. Owner: Keast Trust iii. Tillable Acres: 39.39 iv. 72.3 CSR 2 rating per surety maps While Keast Trust plans to sell their portion of land at the same public auction as Debtor is proposing herein, the property of Keast Trust is outside the bankruptcy estate, is not included in the Motion, and is being auctioned separate and apart from that of the its estate. Further, a seventh lot is being advertised as follows: Lot 7- Combination of Lots 1-6; 523 acres estimated after survey of house and buildings being retained by Russ Keast and east Enterprises. A bid on Lot 7 should be at least $25 per acre more than the combined average of Lots 1-6. Lastly, Keast Enterprises, Inc. and Hatswell Farms, Inc. collectively own approximately 174,829 bushels of dry corn equivalent, as described: Lot 9 – High Moisture Corn. This will be sold separate after the sale of all land parcels. The corn will be sold on estimated bushels, to be arrived at by measurement, and will not be weighed. The Buyer of high moisture corn will have until June 1, 2019 to remove the corn from the property. The Debtor desires to sell the its portion of the Pottawattamie County Farm Real Estate and High Moisture Corn for the highest and best price possible, by public auction. To that end, on Dec. 17, 2018, the Debtor filed an Application to Employ Farms America/Ed Spencer to list, market and conduct a public auction sale of the Pottawattamie County Farm Real Estate and High Moisture Corn on behalf of the Debtor. On Jan. 8, 2019, the Court entered its Docket Text Order granting the Application to Employ Spencer. The Debtor has proposed Spencer sell the Pottawattamie County Farm and High Moisture Corn at public auction on March 8, 2019, beginning at 11:00 a.m., at the Carson Community Center in Carson, Iowa. The Debtor's engagement of Spencer to list, market, and sell the Pottawattamie County Farm and High Moisture Corn at public auction provides for Spencer to receive 3% of the gross sale price of each tract, and the advertising expense of employing Spencer will be $15,000 to $20,000 paid collectively and proportionally by Keast Enterprises, Cyclone Cattle, Hatswell Farms and Keast Trust. The Debtor believes the Sale Motion, and the public auction contemplated thereby is in the best interest of the bankruptcy estate and in the best interests of all other interested parties in the Chapter 11 case. An orderly sale of the Pottawattamie Farm and High Moisture Corn is essential, time is of the essence, and timing of the proposed auction sale is propitious for the upcoming growing season. The net sale proceeds will also aid in minimizing the administrative expense of the Debtor's estate, and provide for a significant and material principal reduction of Midstates’ claim along with other secured creditors. The Debtor and Spencer believe there will be sufficient lead time between now and March 8, 2019 to adequately conduct such marketing and advertising. Custom signs for each tract and the hall rental at Carson Community Center in the amount of $500 will be included in the advertising expenses. The Sale Motion contemplates a public auction of the Pottawattamie County Farm and High Moisture Corn free and clear of all interests, liens, claims, and encumbrances. The Debtor is unaware of any executory contracts or unexpired leases related to the Pottawattamie County Farm Real Estate and High Moisture Corn. Time is of the essence to sell the Pottawattamie County Farm and High Moisture Corn, and any unnecessary delay in concluding the public auction could result in the collapse of the sale. Accordingly, this Court should waive the 14-day period staying any order to sell or assign property of the estate imposed by Bankruptcy Rules 6004(h) and 6006(d). About Keast Enterprises Keast Enterprises Inc. and Hatswell Farms, Inc., are engaged in corn and soybeans farming. Cyclone Cattle LLC owns a cattle feed lot. The Debtors filed Chapter 11 petitions (Bankr. S.D. Iowa Lead Case No. 18-00856) on April 17, 2018. At the time of filing, Keast Enterprises disclosed $10.08 million in assets and $15.11 million in liabilities. Jeffrey D. Goetz, Esq., at Bradshaw Fowler Proctor & Fairgrave P.C., is the Debtor's counsel. McGrath North Mullin & Kratz, PC LLO, is the special counsel. JT Korkow, d/b/a Northwest Financial Consulting, is its financial advisor. The U.S. Trustee for Region 12 appointed an official committee of unsecured creditors on May 11, 2018. The committee hired Sugar Felsenthal Grais & Helsinger LLP as its legal counsel. KOMODO CLOUD: Court Approves Proposed Disclosure Statement ---------------------------------------------------------- Bankruptcy Judge Jacqueline Cox approved Komodo Cloud, Inc.'s disclosure statement describing its chapter 11 plan of reorganization dated Jan. 10, 2019. The Debtor's proposed disclosure statement contains adequate information regarding the plan, and the Debtor is authorized to solicit acceptances of its proposed plan from creditors entitled to vote on the plan and disclosure statement. The Troubled Company Reporter previously reported that general unsecured creditors under the plan will receive a proportionate share of $20,000. They will be paid one year after the Effective Date or when all disputed claims have been resolved whichever is later. The Debtor has scheduled $119,449.62 in undisputed general unsecured claims. Navasite, Inc. informally asserted a $3,018,552.38 claim pre-petition. The Debtor disputes this claim, but if it were allowed in full, the total amount of general unsecured claims would be $3,138,002. A full-text copy of the Disclosure Statement dated January 10, 2019, is available at https://tinyurl.com/yaztm594 from PacerMonitor.com at no charge. About Komodo Cloud Komodo Cloud, Inc. -- http://www.komodocloud.com/-- is a provider of computer systems design and related services. The company offers subscription, professional and managed services and IT consulting for their clients. It connects Cloud Platform companies like NaviSite, Amazon Web Services, Microsoft Azure, CenturyLink, Rackspace and Faction to its clients for on-site, co-located or hybrid computer environments. Komodo Cloud's head office is located in Schaumburg, Illinois. Komodo Cloud sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-17889) on June 24, 2018. In the petition signed by Nigel Lambert, president, the Debtor disclosed $259,803 in assets and $1.99 million in liabilities as of June 21, 2018. Judge Jacqueline P. Cox presides over the case. The Debtor tapped Lesnick Prince & Pappas, LLP, as its legal counsel. LASV INC: Case Summary & 14 Unsecured Creditors ----------------------------------------------- Debtor: LASV, Inc. 401 Boulevard Seaside Heights, NJ 08751 Business Description: LASV, Inc. is a privately held company in Seaside Heights, New Jersey. Chapter 11 Petition Date: February 28, 2019 Court: United States Bankruptcy Court District of New Jersey (Trenton) Case No.: 19-14218 Judge: Hon. Kathryn C. Ferguson Debtor's Counsel: Eugene D. Roth, Esq. LAW OFFICE OF EUGENE D. ROTH Valley Pk. East 2520 Hwy 35, Suite 307 Manasquan, NJ 08736 Tel: (732) 292-9288 Fax: (732) 292-9303 E-mail: erothesq@gmail.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Linda Saddy, president. A full-text copy of the petition containing, among other items, a list of the Debtor's 14 unsecured creditors is available for free at: http://bankrupt.com/misc/njb19-14218.pdf LORRAINE HOTEL: Case Summary & 12 Unsecured Creditors ----------------------------------------------------- Debtor: Lorraine Hotel 2017 LLC aka Lorraine Motor Hotel 1117 Jefferson Ave Toledo, OH 43604-5834 Business Description: Lorraine Hotel 2017 LLC owns and operates the Lorraine Motor Hotel. The company was founded in 1925 and is based in Toledo, Ohio. Chapter 11 Petition Date: February 28, 2019 Court: United States Bankruptcy Court Northern District of Ohio (Toledo) Case No.: 19-30498 Judge: Hon. Mary Ann Whipple Debtor's Counsel: Donald Ray Harris, Esq. DONALD HARRIS LAW FIRM 1610 Cleveland Road, Suite 101 Sandusky, OH 44870 Tel: (419)621-9388 Fax: (419)239-2315 E-mail: don@donaldharrislawfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Ronald Wilson, managing partner. A full-text copy of the petition containing, among other items, a list of the Debtor's 12 unsecured creditors is available for free at: http://bankrupt.com/misc/ohnb19-30498.pdf LOVEJOY'S FAMILY: Seeks to Extend Exclusivity Period to June 4 -------------------------------------------------------------- Lovejoy's Family Moving, Inc. asked the U.S. Bankruptcy Court for the Central District of California to extend the period during which it has the exclusive right to file a Chapter 11 plan through June 4, and to solicit acceptances for the plan through Sept. 4. Lovejoy's filed its proposed reorganization plan early last month following negotiations with its major secured lender Bank of the West. The company, however, expects to face issues that may delay confirmation of the plan and that needs to be resolved prior to the April 2 hearing to consider approval of the plan outline, according to court filings. The extension, if granted by the court, would give the company more time to resolve plan-related issues without having to spend time and resources dealing with the distraction of a rival plan, according to its attorney, Peter Lianides, Esq., at Winthrop Couchot Golubow Hollander, LLP. About Lovejoy's Family Moving Inc. Lovejoy's Family Moving, Inc., which conducts business under the name Republic Moving & Storage Inc. -- https://www.republicmoving.com/ -- provides moving and storage solutions for residential homes, military personnel, and commercial businesses throughout Southern California and the world. It is headquartered in Chula Vista, California. Lovejoy's Family Moving sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-16624) on Aug. 6, 2018. In the petition signed by Joseph W. Lovejoy, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Scott C. Clarkson presides over the case. Winthrop Couchot Golubow Hollander, LLP is the Debtor's legal counsel. MA ALTERNATIVE: Seeks to Hire Cooney Trybus as Special Counsel -------------------------------------------------------------- MA Alternative Transport Services, Inc., seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Cooney, Trybus, Kwavnick, Peets, PLC, as special counsel. The firm will represent the Debtor in its appeal of the order issued against it by the Circuit Court of the Ninth Judicial Circuit in a case styled Sherry Henry v. MA Alternative Transport Services, Inc., et al., Case no. 2017-CA-010144-O. The appeal is pending in the Florida Fifth District Court of Appeal. All fees and costs incurred by Cooney will be paid by the Debtor's insurance carrier, National Indemnity Company of the South. Cooney is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Bruce Trybus, Esq. Cooney, Trybus, Kwavnick, Peets, PLC 1600 W. Commercial Blvd., Suite 200 Fort Lauderdale, FL 33309 Tel: 954-568-6669 Fax: 954-568-0085 Email: btrybus@ctkplaw.com About MA Alternative Transport Services MA Alternative Transport Services, Inc., a company that provides non-emergency medical transport services, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-00956) on Feb. 14, 2019. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of $1 million to $10 million. MA ALTERNATIVE: Seeks to Hire Frank Martin Wolff as Counsel ----------------------------------------------------------- MA Alternative Transport Services, Inc., seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Frank Martin Wolff, P.A., as its legal counsel. The firm will advise the Debtor regarding the operation of its business in compliance with Chapter 11; assist in the formulation of a plan of reorganization; and provide other legal services in connection with its bankruptcy case. FMW received $400 for legal services it provided prior to the Debtor's bankruptcy filing. The firm has not received a retainer for postpetition fees and costs. FMW neither holds nor represents any interest adverse to the Debtor's bankruptcy estate, according to court filings. The firm can be reached through: Frank M. Wolff, Esq. Frank Martin Wolff, P.A. 19 E. Central Blvd. Orlando, FL 32801 Telephone: (407) 982-4448 Facsimile: (407) 386-3364 Email: fwolff@fwolfflaw.com About MA Alternative Transport Services MA Alternative Transport Services, Inc., provides non-emergency medical transport services. MA Alternative Transport Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-00956) on Feb. 14, 2019. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of $1 million to $10 million. MAGNUM CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Magnum Construction Management, LLC dba MCM fdba Magnum Construction Management, Corp. fdba Munilla Construction Management LLC fdba MCM Construction of Florida 6201 SW 70th Street, 1st Floor Miami, FL 33143 Business Description: Magnum Construction Management, LLC -- https://www.mcm-us.com -- is a construction company specializing in heavy civil construction in the areas of transportation, airport infrastructure, roads, bridges, government buildings and schools. The Debtor is headquartered in South Miami, Florida, but also has offices in (i) Broward County, Florida, and (ii) Irving, Texas. As of the Petition Date, MCM employs a total of 292 people. Chapter 11 Petition Date: March 1, 2019 Court: United States Bankruptcy Court Southern District of Florida (Miami) Case No.: 19-12821 Judge: Hon. Jay A. Cristol Debtor's Counsel: Paul A. Avron, Esq. BERGER SINGERMAN LLP One Town Center Road, Ste. 301 Boca Raton, FL 33486 Tel: (561) 241-9500 Fax: (561) 998-0098 Email: pavron@bergersingerman.com - and - Jordi Guso, Esq. BERGER SINGERMAN LLP 1450 Brickell Ave #1900 Miami, FL 33131 Tel: (305) 755-9500 Fax: 305.714.4340 Email: jguso@bergersingerman.com Debtor's Financial Advisor: GULF ATLANTIC CAPITAL CORPORATION Debtor's Notice, Claims & Solicitation Agent: KURTZMAN CARSON CONSULTANTS LLC http://www.kccllc.net/mcm/document/list/4845 Estimated Assets: $50 million to $100 million Estimated Liabilities: $10 million to $50 million The petition was signed by Gilberto Ruizcalderon, chief financial officer. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/flsb19-12821.pdf List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Core & Main LP f/k/a Vendor $4,172,312 HD Supply Waterworks, Ltd. 1830 Craig Park Court St. Louis, MO 63146 Anita Christian Tel: 786 573-3401 Email: anita.christian@hdsupply.com American Express Credit Card $3,829,533 Travel Related Services Company 200 Vesey Street New York, NY 10285 Gregory E. Galterio, Esq. Tel: 212 687-3000 Email: ggalterio@jaffeandasher.com T.Y. Lin International Unpaid Contract $1,665,071 345 California Street, Balance relating to Suite 2300 Puente de las San Francisco, CA 94104 Americas Project Jordan C. Kay, Esq. Email: jkay@skslegalgroup.com United States for Potential Claims $1,460,038 use and benefit of Ceres relating to C-111 Environmental Services, Inc. project c/o Law Office of Daniel Te Young, P.A. 1600 S. Federal Highway, Ste. 570 Pompano Beach, FL 33062 Chris Fraser, Controller Tel: 763 488-5655 Email: chris.fraser@ceresenv.com Unlimited Turf, LLC Vendor $1,130,786 850 NW Federal Highway, Suite 170 Stuart, FL 34994 Christie Repass Email: christie@unlimitedturfllc.com Skyline Steel, LLC Vendor $800,000 8 Woodhollow Road, Suite 102 Parsippany, NY 07054 Evonne Ditri, Credit Dept. Tel: 973-795-4669 Email: evonne.ditri@skylinesteel.com Penhall Company Lawsuit $444,596 Attn.: George H. Soriano, Jr. Pending in 7501 Esters the Dallas County Boulevard, Suite 150 relating to Dallas Irving, TX 75063 North Tollway Lee Barnett Project: Case No. Tel: 817 779-4841 DC-18-15186 Email: lbarnett@penhall.com Barnhart Crane & Vendor $383,737 Rigging Co. 2163 Airways Blvd. Memphis, TN 38114 Dave Crockett Tel: 251 378-6804 Email: dcrockett@barnhartcrane.com JA & M Developing Corporation Vendor $340,099 15757 Pines Blvd., Suite 196 Pembroke Pines, FL 33027 Annie Mecias Tel: 786 356-7087 Email: annie@jamcontractors.com Safway Service LLC Vendor $313,000 2365 Ali Baba Avenue Opa Locka, FL 33054 Luis Docamop Tel: 305 685-1191 Email: luis.docampo@safway.com Allegiance Crane & Equip LLC Vendor $274,914 777 South Andrews Avenue Pompano Beach, FL 33069 Jose Moraza Tel: 800 844-9702 Email: jmoraza@allegiancecrane.com Forbo Flooring, Inc. Vendor $223,960 8 Maplewood Drive Hazleton, PA 18202 Eric Bower - Sales Manager Tel: 631 796-9483 Email: eric.bower@forbo.com Memco Solutions, Inc. Vendor $202,618 P.O. Box 301729 Dallas, TX 75303-1729 Molly Atlas, Credit Manager Tel: 972-556-1867 Email: mollyatlas@marekbros.com Ashgrove Cement Company Lawsuit Pending $193,367 900 Gifco Road in the District Midlothian, TX 76065 Court in and for Scott Meyer, Esq. Dallas County Tel: 913 319-6145 relating to Email: jim.gray@ashgrove.com NTTA and Lovefield Bravo Projects AAP Construction Group Corp. Vendor $188,582 6001 NW 153rd Street, Suite A Miami Lakes, FL 33014 Alex Archival, Pres. Email: a.archival@aapconstructiongroup.com Nielson, Hoover & Associates Vendor $185,293 8000 Governors Sq. Circle Suite # 101 Miami Lakes, FL 33016 Charles J. Nielson Tel: 305 722-2673 Email: cjnielson@nielsonbonds.com Aon Risk Services, Inc. Vendor $182,059 75 Remittance Dr., Ste. 1943 Chicago, IL 60675-1943 Greg Crocker Tel: 404 264-3035 Email: gregory.crocker@aon.com Passmore, Shanika Automobile $175,000 c/o Sherry L. Parks Claim for 9370 SW 72nd Street Damages to Suite A-266 Vehicle Miami, FL 33173 Sherry Parks, Esq. Tel: 305 279-7280 Email: sp156@bellsouth.net The Ultimate Vendor $162,994 Electrician 2330 NW 102 Avenue Miami, FL 33172 Jorge De La Noval, President Tel: 305 713-5976/ 305 646-1632 Griffith Davidson & Vendor $161,983 Shurtleff, P.C. 13737 Noel Road, #850 Dallas, TX 75240 Scott Griffith Tel: 972 392-8900 Email: sgriffith@griffithdavison.com MAIREC PRECIOUS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Mairec Precious Metals U.S., Inc. 230 Old Converse Road Spartanburg, SC 29307 Business Description: Mairec Precious Metals U.S., Inc. specializes in the recovery of precious metals including gold, silver, platinum, palladium or rhodium from various materials containing them. The Company collects and recycles car catalysts, industrial catalysts, electronic scrap, various sweeps and concentrates and other industrial waste. On the web: https://www.mairec.com/ Chapter 11 Petition Date: March 1, 2019 Court: United States Bankruptcy Court District of South Carolina (Spartanburg) Case No.: 19-01198 Judge: Hon. Helen E. Burris Debtor's Counsel: G. William McCarthy, Jr., Esq. MCCARTHY, REYNOLDS & PENN, LLC 1517 Laurel Street (29201) PO Box 11332 Columbia, SC 29211-1332 Tel: (803) 771-8836 Fax: 803-753-6960 Email: bmccarthy@mccarthy-lawfirm.com - and - William Harrison Penn, Esq. MCCARTHY, REYNOLDS & PENN, LLC 1517 Laurel Street (29201) PO Box 11332 Columbia, SC 29211-1332 Tel: 803-771-8836 Fax: 803-753-6960 Email: hpenn@mccarthy-lawfirm.com - and - Daniel J. Reynolds, Jr., Esq. MCCARTHY, REYNOLDS & PENN, LLC 1517 Laurel Street (29201) PO Box 11332 Columbia, SC 29211-1332 Tel: 803-771-8836 Fax: 803-753-6960 Email: dreynolds@mccarthy-lawfirm.com Debtor's Investment Banker: SSG ADVISORS, LLC Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by David M. Baker, chief restructuring officer. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/scb19-01198.pdf List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 366 Processing Litigation $16,000,000 Service, Inc. 5115 East Hwy 80 Somerset, KY 42502 Unicredit $4,986,591 150 East 42nd Street New York, NY 10017 PGM of Texas, LLC Litigation $3,000,000 126 Texas Avenue San Marcos, TX 78666 Commerzbank Unsecured Term $2,807,330 Aktiengesellschaft Loan Facility 225 Liberty Street New York, NY 10281-1050 Davis Recycling, Inc. Litigation $847,000 639 Woodlyn Road Johnson City, TN 37601 Ford Component Sales, LLC $703,422 290 Town Center Drive, Suite 1000 Dearborn, MI 48126 LKQ Corporation Litigation $500,000 500 West Madison Street, Suite 2800 Chicago, IL 60661 Mastermelt America, LLC $343,070 319 Industrial Park Road Sweetwater, TN 37874 Eberspaecher North America, Inc. $228,132 29101 Haggerty Road Novi, MI 48377 Interlake Salvage $106,038 47 Patterson Drive Stonewall MB ROC 2Z0 Canada The Recycler Core Co., Inc. $76,824 2727 Kansas Avenue Riverside, CA 92507 Bessler's U Pull and Save $71,905 2412 Petersburg Rd Hebron, KY 41048 Reed's Transmission $64,602 11805 N. US Highway 25E Gray, KY 40734 Dependable Metal Recycling $58,083 4140 Moreland Avenue Conley, GA 30288 Brandywine Auto Parts $51,806 14000 Crain Hwy Brandywine, MD 20613 Multimetco, Inc. Unliquidated 1610 Frank Ayers Road Anniston, AL 36207 Robert Bosch LLC Unliquidated 4421 Highway 81 North Anderson, SC 29621 SWC Trading, Inc. Unliquidated 1600 1st Avenue South Columbus, MT 59019 Umicore Unliquidated A.Greinerstraat 14 B-2660 Hoboken Belgium Volkswagen Group Unliquidated of America, Inc. 2200 Ferdinand Porsche Drive Herndon, VA 20171 MANITOWOC COMPANY: Moody's Hikes CFR & 2nd Lien Notes to 'B2' ------------------------------------------------------------- Moody's Investors Service upgraded ratings of The Manitowoc Company, Inc. (Manitowoc), with the Corporate Family Rating (CFR) to B2 from B3; the Probability of Default Rating (PDR) to B2-PD from B3-PD; and the second lien notes issued by MTW Cranes Escrow Corp to B2 from B3. The company's Speculative Grade Liquidity (SGL) rating was affirmed at SGL-3. The rating outlook is stable. RATINGS RATIONALE The upgrade of Manitowoc's ratings recognizes substantial improvement in operating results over the past year, with revenue and margins growth that is expected to continue into 2019. This has resulted in a strengthening in key credit metrics: debt to EBITDA improved to 3.9x in 2018, down from 5.3x in 2017, while EBITA to interest coverage grew to 1.5x versus 0.8x in 2017. In expectations for modest revenue growth while the company maintains EBITA margins at 5 to 6% in 2019, Moody's anticipates further improvement in these metrics over that period. Strong order growth and a solid backlog reflect Manitowoc's product pipeline of new offerings and innovations, which supports Moody's revenue growth expectations. Additionally, the strength in the company's aftermarket business is another driver for growth as the business delivers good profitability from this source of revenue. As well, Moody's expects a modest amount of margin can be realized over the next few years as the company continues with measures to improve its cost structure. Nonetheless, Moody's expects that Manitowoc will generate negative free cash flow in 2019, as it had in 2018, despite continued operating improvement, owing largely to increased working capital spending. It is important that Manitowoc's free cash flows will turn substantially positive by late 2019 and into 2020 to avoid increased leverage associated with potential borrowings to cover cash shortfalls and a deterioration in the company's liquidity profile. The SGL-3 liquidity rating reflects expectations for adequate liquidity supported by significant cash balances ($140 million in cash at the end of 2018) along with approximately $97 million available under a $225 million ABL facility due 2021. Moody's expects the company to remain free cash flow negative in 2019 due to working capital needs. The stable outlook reflects Moody's expectations for modest revenue growth at stable margins through 2019, and that negative free cash flows anticipated over this time will be covered by cash reserves, with no material increase in debt. Ratings could be upgraded if Manitowoc can demonstrate continued earnings growth while diversifying its product offerings and expanding its customer base, lowering the volatility in revenue and earnings without materially increasing its risk profile through such a transition. Higher ratings could be supported by continuous positive free cash flow generation throughout industry cycles, allowing the company to repay debt. Sustaining credit metrics such as debt to EBITDA of less than 3.0x and EBITA margins above 10% would support a higher rating. Ratings could be downgraded if the company cannot restore positive free cash flow of at least $20 million annually by 2020, or if EBITA margins were to fall below 4% for a sustained period. Ratings could be lowered on expectations that debt to EBITDA will rise above 5.0x or EBITA to interest will fall below 1.0x. The principal methodology used in these ratings was Global Manufacturing Companies published in June 2017. The Manitowoc Company, Inc., headquartered in Milwaukee, WI, is a leading provider of engineered lifting equipment for the global construction industry, including lattice-boom cranes, tower cranes, mobile telescopic cranes and boom trucks. The company has three reportable segments based on region, the Americas, Europe and Africa and Middle East and Asia Pacific. Manitowoc's 2018 total combined revenues were $1.85 billion. The following summarizes Moody's rating action: Upgrades: Issuer: Manitowoc Company, Inc. (The) - Corporate Family Rating, Upgraded to B2 from B3 - Probability of Default Rating, Upgraded to B2-PD from B3-PD Issuer: MTW Cranes Escrow Corp (assumed by Manitowoc Company, Inc. (The)) - Senior Secured Regular Bond/Debenture, Upgraded to B2 (LGD3) from B3 (LGD3) Affirmations: Issuer: Manitowoc Company, Inc. (The) - Speculative Grade Liquidity Rating, Affirmed SGL-3 Outlook Actions: Issuer: Manitowoc Company, Inc. (The) - Outlook, Remains Stable MARRONE BIO: May Issue Additional 3.8M Shares Under 2013 Plan ------------------------------------------------------------- Marrone Bio Innovations, Inc. has filed with the Securities and Exchange Commission a Form S-8 registration statement to register an aggregate of 3,874,168 shares of common stock authorized and reserved for issuance under the 2013 Stock Incentive Plan, as amended, pursuant to an "evergreen" provision that provides that the total number of shares reserved for issuance under the 2013 Plan will be increased as of the first day of each fiscal year in an amount equal to the least of (i) 3.5% of the outstanding shares of common stock on the last day of the immediately preceding fiscal year, or (ii) a lesser number of share of common stock determined by the Administrator (as defined in the 2013 Plan). The Company has filed the Registration Statement to register an additional 3,874,168 shares of its common stock under the 2013 Plan as a result of the evergreen increase for fiscal year2019. A full-text copy of the prospectus is available for free at: https://is.gd/koEOaN About Marrone Bio Innovations Based in Davis, California, Marrone Bio Innovations, Inc. -- http://www.marronebio.com/-- discovers, develops and sells innovative biological products for crop protection, plant health and waterway systems treatment. MBI has screened over 18,000 microorganisms and 350 plant extracts, leveraging its in-depth knowledge of plant and soil microbiomes enhanced by advanced molecular technologies to rapidly develop seven effective and environmentally responsible pest management products to help customers operate more sustainably while uniquely improving plant health and increasing crop yields. Supported by a robust portfolio of over 400 issued and pending patents around its superior natural product chemistry, MBI's currently available commercial products are Regalia, Grandevo, Venerate, Majestene, Haven Stargus and Amplitude, Zelto and Zequanox. The Company incurred a net loss of $30.92 million in 2017 and a net loss of $31.07 million in 2016. As of Sept. 30, 2018, Marrone Bio had $50.54 million in total assets, $32.49 million in total liabilities, and $18.04 million in total stockholders' equity. The report from the Company's independent accounting firm Ernst & Young LLP, the Company's auditor since 2008, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company's historical operating results and negative working capital indicate substantial doubt exists about the Company's ability to continue as a going concern. MELINTA THERAPEUTICS: Vatera Capital Has 61.7% Stake as of Feb. 22 ------------------------------------------------------------------ In a Schedule 13D/A filed with the Securities and Exchange Commission, these entities reported beneficial ownership of shares of common stock of Melinta Therapeutics, Inc. as of Feb. 22, 2019: Shares Percent Beneficially of Reporting Person Owned Class ---------------- ------------ --------- Vatera Healthcare Partners LLC 12,576,446 61.1% VHPM Holdings LLC 120,144 1.1% Vatera Capital Management LLC 12,696,590 61.7% Kevin Ferro 12,696,590 61.7% Vatera Healthcare directly holds, and has voting and dispositive power over, 12,576,446 of the Shares. VHPM directly holds, and has voting and dispositive power over, 120,144 of the Shares. VCM, as the manager of Vatera Healthcare and VHPM, has voting and dispositive power over all of the Shares. Mr. Ferro, as the chief executive officer and managing member of VCM, has voting and dispositive power over all of the Shares. Other than for the purposes of Rule 13d-3 of the Act, each of the Reporting Persons disclaims beneficial ownership of the Shares except to the extent of its or his pecuniary interest therein, as applicable. On Feb. 20, 2019, the board of directors of the Issuer approved a 1-for-5 reverse stock split. The Reverse Stock Split became effective as of 5:00 p.m. Eastern Time on Feb. 21, 2019. The share numbers in this Amendment reflect the Reverse Stock Split. A full-text copy of the regulatory filing is available for free at: https://is.gd/r0dOlt About Melinta Therapeutics New Haven, Connecticut-based Melinta Therapeutics, Inc. -- http://www.melinta.com/-- is a commercial-stage pharmaceutical company focused on discovering, developing and commercializing differentiated anti-infectives for the hospital and select non-hospital, or community, settings that address the need for effective treatments for infections due to resistant gram-negative and gram-positive bacteria. The Company currently market four antibiotics to treat a variety of infections caused by these resistant bacteria. Deloitte & Touche LLP, in Chicago, Illinois, the Company's auditor since 2014, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2017, stating that the Company's recurring losses from operations and its need to obtain additional capital raise substantial doubt about its ability to continue as a going concern. Melinta reported a net loss available to common shareholders of $78.17 million in 2017, a net loss available to common shareholders of $95.04 million in 2016, and a net loss available to common shareholders of $94.92 million in 2015. As of Sept. 30, 2018, the Company had $482.30 million in total assets, $247.52 million in total liabilities and $234.78 million in total shareholders' equity. MEMORIAL HOSPITAL OF SWEETWATER: S&P Alters Outlook to Neg. ----------------------------------------------------------- S&P Global Ratings revised its outlook to negative from stable and affirmed its 'BB+' long-term rating on Sweetwater County, Wyo.'s series 2013A fixed-rate revenue bonds, issued for Memorial Hospital of Sweetwater County (MHSC). "The negative outlook reflects our view of the considerable inpatient volume decline in fiscal 2018 and recent history of volume declines, which have constrained revenue growth and could create additional operating pressure in the near term," said S&P Global Ratings credit analyst Wendy Towber. The rating further reflects S&P's assessment of MHSC's: -- Healthy (maximum annual debt service) MADS coverage for the rating level and a robust debt profile reflecting the maintenance of favorable debt metrics and the recent elimination of contingent liability debt resulting from the series 2013B bonds being fully redeemed; -- Expense reduction plan supporting better than budget operating performance year to date in fiscal 2019 due in part to the continued focus on cost containment; -- Sufficient liquidity and financial flexibility for the rating given recent gains relative to both operations and debt; and -- Continued affiliation with the University of Utah allowing the hospital to provide a wider range of services than it otherwise could. Partly offsetting the above strengths, in S&P's view, are MHSC's: -- Softening trend in several utilization metrics with a considerable decline of in-patient admissions limiting revenue growth opportunities that could lead to further operating pressure as the benefits of expense control and physician productivity efforts level off; -- Risks inherent to small hospitals, including a limited PSA population and rural location, and limited net patient revenue base which can lead to ongoing operational variability in the event of the departure of a key physician or economic challenges in the local service area; and -- Low levels of capital investment expected to continue in the near term contributing to an increase in average age of plant. MHSC is a 99-licensed-bed (58 staffed beds) general acute-care facility located in Rock Springs, WY. MHSC is an 184,000 square foot facility with an additional 80,000 square foot medical office building (MOB) that houses the specialty physician base, dialysis center and oncology clinic. There is another MOB about one mile from the hospital that is 11,700 square feet housing family medicine, internal medicine, and occupational medicine physicians. MOTIV8 INVESTMENTS: Vasquez Buying Altadena Property for $850K -------------------------------------------------------------- Motiv8 Investments, LLC, asks the U.S. Bankruptcy Court for the Central District of California to authorize the sale of the real property, located at 101 W. Las Flores Drive, Altadena, California to Luis A. Vasquez for $850,000, subject to overbid. The Debtor's principal assets are three real properties: (1) 6901 Cahuenga Park Trail, Los Angeles CA 90068; (2) 1920 S. Date Ave., Alhambra, CA 91803; and (3) the Subject Property, which is the collateral used as security of the Claim. It was using these properties as collateral for a $1.9 million hard cash loan to pay off a majority of the loans on all the property. At the last minute, as opposed to the lenders on the other two properties, Crescent Capital Holdings, LLC ("CCH"), the holder of the first deed of trust on the Subject Property, backed out of the refinance agreement and demanded $700,000 instead of the $600,000 agreed upon pay off amount. As a result, the refinancing for the $1.9 million loan fell through, and CCH sought to foreclose the Subject Property. There is significant equity in the Subject Property due to the efforts of the Debtor, but Debtor does not have the cash to complete all the projects to be able to sell the properties and pay out the CCH immediately. The Debtor wishes to sell the Subject Property free and clear of all liens, interests and claims. It will then proceed with filing an objection to CCH's claim based on a number of grounds, including, but not limited to, CCH's default interest hike of 29.99% is an unenforceable penalty and was only put in place to coerce the Debtor's timely performance with no reasonable relationship to the actual damages anticipated by the parties from a breach of the note. On Feb. 1, 2019, the Debtor executed a Residential Listing Agreement with real estate broker James Gallardo. On the same date, the Debtor accepted the Buyer's offer to purchase the Subject Property for the sum of $850,000. The Buyer is an individual unrelated to the Debtor. The parties executed their Purchase Agreement. The principal terms of agreement are: 1. The purchase price of the Subject Property is $850,000; 2. The Subject Property will be sold "as is, where is" with no warranties or representations of any kind whatsoever, and free and clear of such interest; and 3. Escrow is to close upon the Court's approval and entry of order. The Subject Property is encumbered by two secured liens. CCH holds a first deed of trust in the alleged amount of $763,832 based on its proof of claim. The Los Angeles County Treasurer and Tax Collector holds a secured lien in second priority in the approximate amount of $18,456 based on delinquent property taxes. The Debtor proposes that it be authorized to pay fees and expenses related to closings costs and administrative fees. It will file an estimated settlement sheet with the Court upon receipt from escrow. It asks approval to pay the following amounts; (i) the Buyer's broker's commission totaling 4% ($34,000) of the total purchase price of $850,000; (ii) bankruptcy administrative fees in the approximate amount of $15,000, subject to Court approval; and (iii) escrow charges, title, taxes and recordation charges and pro-rations and adjustments. The Debtor proposes these overbidding procedures: (1) The initial overbid must be must be at least $10,000 more than the initial bid of $850,000. (2) The overbid must be on substantially the same terms as set forth in the Purchase Agreement. (3) Overbid will be in increments of $10,000 after the initial overbid. (4) Any successful over bidder must be able to close by the Proposed Closing Date, or upon this Court's approval, whichever is later. (5) Any party wishing to overbid on the Property during the hearing on the Motion must contact the Debtor's counsel at least 48 hours prior to the hearing and provide evidence of available financial resources such as funds and/or proof of ability to finance at least $10,000.00 over the Buyer’s offer of $850,000. (6) Any overbidder wishing to overbid on the Subject Property during the hearing must also submit, before the time of the hearing, a deposit for the purchase of the Subject Property, by cashier's check or other cash equivalent in the amount of at least $80,000 made payable to "law Offices of Lionel E. Giron Client Trust Account." The successful overbidder's deposit will be applied towards the purchase of the Subject Property, and will not be refunded in the event that the overbidder cannot successfully close escrow pursuant to the terms of the sale. (7) If a broker brings a prospective bidder who is ultimately the successful bidder and to whom the sale is approved, the bidder's broker will receive a commission of 2% of the sale price and the Debtor's broker will receive 2% of the sale price. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Motiv8_Investments_102_Sales.pdf A hearing on the Motion is set for Feb. 26, 2019 at 1:00 p.m. About Motiv8 Investments Motiv8 Investments, LLC, is a privately-held company in Los Angeles, California, which operates a business involved in buying real properties and renovating and re-selling them. Motiv8 Investments sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-16732) on June 11, 2018. In the petition signed by Sergio Moreno Morales, managing member, the Debtor estimated assets of less than $1 million to $10 million and liabilities of $1 million to $10 million. Judge Neil W. Bason oversees the case. The Debtor tapped Tang & Associates as its legal counsel. MYTAILOR.COM: Case Summary & 15 Unsecured Creditors --------------------------------------------------- Debtor: MyTailor.com dba My Tailor.com by Hemrajani 940 South Coast Drive, Ste. 245 Costa Mesa, CA 92626 Business Description: MyTailor.com -- https://www.mytailor.com -- is a custom tailor in Costa Mesa, California. The Company makes custom suits, shirts, jackets, trousers, tuxedos, and more. Fittings for bespoke suits and shirts are available throughout the United States, Canada, Hong Kong, and London. Chapter 11 Petition Date: February 27, 2019 Court: United States Bankruptcy Court Central District of California (Santa Ana) Case No.: 19-10710 Judge: Hon. Scott C. Clarkson Debtor's Counsel: Christopher P. Walker, Esq. LAW OFFICE OF CHRISTOPHER P. WALKER, P.C. 505 S. Villa Real Dr. Ste 103 Anaheim Hills, CA 92807 Tel: 714-639-1990 Fax: 714-637-1636 E-mail: cwalker@cpwalkerlaw.com Total Assets: $720,866 Total Liabilities: $4,958,627 The petition was signed by Jagdish G. Hemrajani, president. A full-text copy of the petition containing, among other items, a list of the Debtor's 15 unsecured creditors is available for free at: http://bankrupt.com/misc/cacb19-10710.pdf NAROLLAH GASHTILI: Selling Westlake Condo Units 203 & 207 for $720K ------------------------------------------------------------------- Nasrollah Gashtili asks the U.S. Bankruptcy Court for the Central District of California to authorize the sale of the real property located at 31194 La Baya Drive, Units 203 & 207, Westlake Village, California to David Harmon for $360,000 each, all cash. The Debtor's main assets include interests in two operating corporations and three parcels of real property. The first property is a single-family residence located at 23311 Park Soldi, Calabasas, California. A Motion to approve the sale of the Park Soldi Property was heard by the Court and continued to Feb. 7, 2019 at 2:00 p.m. for further hearing. The other two properties, which are the subject of the Motion, consist of two office condominiums. The La Baya Properties are each secured by a first deed of trust in favor of The Fourth Amended Revocable Living Trust Of Krekor Garabet Tchakian And Chake Tchakian Dated Dec. 9, Of 2000, As To An Undivided 100 % Interest Loan No.: 10138. Each Note is in the original principal amount of $180,000. The notes are net cross-collateralized. The Debtor is waiting for payoff demands to be delivered to Escrow to determine the current amount due and owing. In addition to the Tchakian Deeds of Trust, First National Bank of Omaha has a judgment lien in the principal amount of approximately $20,000. This lien will be paid in full, from the proceeds of the Park Soldi sale which is pending before the Court so no funds will be paid from sale of the La Baya Properties. The Debtor owes past due property taxes on the La Baya Properties. Lastly, Vitavet Lab, Inc. has a judgment lien against the La Baya Properties in the principal amount of $1,014,857 plus interest. Pursuant to the Motion, Debtor asks to pay to Vitavet Lab, the net proceeds from the sale of the La Baya Properties, after payment of the Tchakian Deeds of Trust, costs of sale and property taxes. Bruce Hamous of NAI Capital is principally responsible for listing, marketing and showing the La Baya Properties. The La Baya Properties have been extensively marketed. The La Baya Properties continue to be listed and actively marketed to attract over bidders. The Debtor has received an offer from David Harmon to purchase both of the condos for $360,000 each, for a grand total of $720,000, all cash. The parties have executed an agreement for the sale and purchase of the condos. The Stalking Horse Purchaser has paid a deposit of $25,000 and an escrow has been opened with Stewart Title Guaranty. Concurrently with the filing of the Motion, the Debtor has prepared and filed the Notice of Sale of Estate Property in accordance with Local Bankruptcy Rule 6004-2. The Debtor asks approval of the following bidding procedures: (1) to qualify as an over bidder, a party interested in bidding must, no later than 4:00 p.m. on Feb. 14, 2019, (a) deliver to the Debtor’s counsel a completed and signed copy of the overbid form making a binding offer for the La Baya Properties of no less than $740,000; (b) deliver to the Debtor's counsel a deposit in the amount of at least $25,000 payable to the Debtor; and (c) provide to the Debtor's counsel information sufficient to demonstrate to the reasonable satisfaction of the Debtor that the proposed over bidder has the financial ability to complete the sale on the terms specified in the Purchase Agreement and Overbid Form. (2) All Qualified Bidders must appear at the hearing on the Motion at 2:00 p.m. on Feb. 21, 2019. (3) At the hearing on the Motion, the Court will designate the successful bidder for the La Baya Properties. (4) If multiple parties have qualified as Qualified Bidders prior to the hearing on the Motion, an auction will be conducted by the Court or by the Debtor's counsel at the hearing, or by the Debtor's counsel in a conference room in the courthouse identified in open court at the sale hearing, at which the opening bid will be the Initial Overbid Amount and the opening bidder will be the first party who qualified as a Qualified Bidder with each subsequent bid being at least $20,000 greater than the prior bid. (5) The winning bidder at the auction will be the party that submits the bid that the Debtor determines, in the reasonable exercise of his business judgment and with the approval of the Court, to be the highest and best bid for the La Baya Properties. (6) At the hearing on the Motion, if the Debtor so requests, the Court may also designate a back-up bidder for the La Baya Properties. (7) The closing date of the sale to the Successful Bidder will be a date to which the Debtor and the Successful Bidder agree in writing, but in no event more than 14 days after entry of the order granting the Motion; and (8) If the sale to the Successful Bidder does not close within three days after entry of the order granting the motion, for any reason other than the fault of the Debtor, the Debtor may retain the entire deposit amount submitted by the Successful Bidder without recourse by such bidder. The Debtor asks that the Court order that the sale of the La Baya Properties will be free and clear of the First National Bank of Omaha judgment lien, along with any and all other liens, claims and interests, whether or not of record with all liens, claims and interests (if any) in the La Baya Properties to attach to the net proceeds of the sale. The Debtor asks authority to pay from escrow a total commission of up to 2.5% of the final purchase price to NAI and 3% to Beitler & Associates, Inc/Joshua Linn agent for the Stalking Horse Purchaser. Finally, the Debtor asks that the Court waives the 14-day stay on the effectiveness of an order authorizing the sale of estate property imposed by Federal Rule of Bankruptcy Procedure 6004(h). A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Nasrollah_Gashtili_109_Sales.pdf Nasrollah Gashtili owner of two operating corporations and three parcels of real property, sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 18-10715) on March 21, 2018. Counsel for the Debtor: Andrew Goodman, Esq. GOODMAN LAW OFFICES A PROFESSIONAL CORPORATION 6345 Balboa Boulevard, Suite L3 00 Encino, CA 91316-1523 Telephone: (818) 827-5169 Facsimile: (818) 975-5256 E-mail: agoodman@andyglaw.com NEIGHBORS INVESTMENTS: Suit vs D. Baumgartner Remanded to State Ct. ------------------------------------------------------------------- Bankruptcy Judge Dale L. Somers granted Debtor Neighbors Investments, Inc.'s motion to remand the case captioned Neighbors Investments, Inc., Plaintiff, v. David G. Baumgartner and The Bank of Versailles, Defendants, Adv. No. 18-06062 (Bankr. D. Kan.) to the Circuit Court of Morgan County, Missouri. On Jan. 18, 2018, after the voluntary Chapter 11 bankruptcy case had been fully administered and closed, Debtor Neighbors Investments, on its own behalf and as a 50% member of Gentle Slopes Partners, LLC (GSP), filed a petition in the Circuit Court of Morgan County, Missouri against Defendants David G. Baumgartner and the Bank of Versailles. On March 1, 2018, Defendants filed a notice of removal of the Petition to the United States District Court. The district court denied Debtor's motion to remand and referred the case to the Bankruptcy Court. Debtor moves to remand to state court for lack of subject matter jurisdiction, to remand for mandatory abstention, and to remand for equitable reasons. Debtor argues that the removed claims are state law claims, are not core claims, have no jurisdictional basis, and can be timely adjudicated in state court. Defendants respond with a combined memorandum in opposition to remand and in support of reopening the case. They argue that this Court has jurisdiction because the allegations and the claims in the Removed Petition and the record in this bankruptcy case illustrate that the Removed Case is a core proceeding. The claims asserted in the Removed Petition are not core proceedings. All of them are state law tort claims. Debtor has not alleged any causes of action arising under the Bankruptcy Code or arising in Debtor's bankruptcy case. The fact that the plaintiff is a former debtor alleging claims arising from pre-bankruptcy events does not mean that the Removed Case is a core proceeding. Subsection (c) of 11 U.S.C. section 554 provides that "[u]nless the court orders otherwise any property scheduled under section 521(a) of this title and not administered at the time of the closing of a case is abandoned to the debtor." Debtor's claims against Baumgartners and the Bank were scheduled on Debtor's Schedule B filed in the Chapter 11 case and, except for a narrow claim concerning the handling of a single check, were not administered before the case was closed. The causes of action alleged in the Removed Petition are therefore not property of Debtor's bankruptcy estate, and Debtor, not its bankruptcy creditors, would be entitled to any recovery. If, as Debtor argues, under Missouri law Debtor is not the real party in interest with respect to the derivative claims asserted on behalf of GSP, such claims would not be property of the estate even if not scheduled and not administered. This would be another reason to find such claims to be non-core. Defendants' arguments that the Removed Petition alleges core proceedings is based upon a misguided understanding of the nature of a core proceeding. Contrary to Defendants' argument, the inclusion in the Removed Petition of the allegations that Baumgartner's conduct "caused Neighbors Investments' debts to be overstated in its Chapter 11 bankruptcy proceeding" does not change the state law torts into a core proceeding. The statement is simply an allegation of fact. Debtor is not alleging it is entitled to a remedy under the Bankruptcy Code. The remedy sought is damages under state law. Objecting to an overstated proof of claim under 11 U.S.C. section 502 would be a core proceeding, but Debtor is not doing so. Likewise, the similarity of Debtor's allegations in the Removed Petition of irregular or incomplete document production to contentions made during the Chapter 11 bankruptcy case, does not give rise to a core proceeding. In the Removed Petition, Debtor is not asserting a cause of action to compel production or for imposition of discovery sanctions. Unlike Mullarkey, on which Defendants rely, Debtor's Petition does not allege fraud implicating the integrity of the bankruptcy process. Defendants wrongfully argue that defense of res judicata and the alleged rejection of the GSP operating agreement during the Chapter 11 bankruptcy case are reasons to find that the Removed Petition alleges core proceedings. Whether the Removed Petition alleges causes of action within the core jurisdiction of this Court is determined from the allegation of the Removed Petition, not any anticipated defenses, even if those defenses arise under bankruptcy law. Accordingly, the Court grants Debtor's motion to remand the Removed Petition to the Circuit Court of Morgan County, Missouri. A copy of the Court's Memorandum Opinion and Order dated Jan. 15, 2019 is available at https://bit.ly/2VxoJNc from Leagle.com. Neighbors Investments, Inc., Plaintiff, represented by J. Justin Johnston, Johnston Law Firm LLC. David G. Baumgartner & The Bank of Versailles, Defendants, represented by Todd W. Ruskamp, Shook, Hardy & Bacon LLP. Based in Stilwell, Kansas, Neighbors Investments, Inc. filed for chapter 11 bankruptcy protection (Bankr. D. Kan. Case No. 11-21022) on April 13, 2011, with estimated assets of $500,001 to $1,000,000 and estimated liabilities of $1,000,001 to $10,000,000. The petition was signed by Mark S. Neighbors, president. NEIMAN MARCUS: Agrees to Extend Maturities of Notes and Term Loans ------------------------------------------------------------------ In connection with previously disclosed discussions to enhance its capital structure, Neiman Marcus Group LTD LLC, an ad hoc committee of holders of the Company's unsecured 8.750%/9.500% Senior PIK Toggle Notes due 2021 and the Company's unsecured 8.000% Senior Cash Pay Notes due 2021 and an ad hoc committee of holders of the loans under the Company's term loan credit facility have reached an agreement in principle on the framework of a comprehensive transaction to extend the maturities of the Notes and the Term Loans. The material terms of this transaction are set forth in the term sheet included in the Cleansing Material. All of the Term Lenders and all but one of the Noteholders have agreed to extended confidentiality agreements and the parties are working together to document the agreement and implement the transaction. That Noteholder objected in particular to the provision establishing The Neiman Marcus Group LLC as co-issuer of the Company's indebtedness, but is otherwise generally supportive of the Company. Beginning on or around Feb. 13, 2019, the Company resumed confidential discussions and negotiations under separate Confidentiality Agreements with the Noteholders and the Term Lenders. As part of those discussions and negotiations, on Feb. 13, 2019, the Company made presentations to the Noteholders and the Term Lenders. The foregoing transactions are subject to the execution of definitive documentation and may not be completed as contemplated in the Term Sheet. If the Company is unable to complete the transactions or any other alternative transaction, on favorable terms or at all, due to market conditions or otherwise, its financial condition could be materially and adversely affected. In accordance with the Confidentiality Agreements, the Company is making disclosure of certain information (including material non-public information) provided to the Noteholders, the Term Lenders and their respective financial and legal advisers (the "Cleansing Material") in connection with the above referenced discussions and negotiations. The Cleansing Material is available for free at https://is.gd/C9mBMX In connection with the foregoing, the Company also disclosed to the Noteholders and the Term Lenders that, for the second fiscal quarter ended Jan. 26, 2019, it expects to report an increase in comparable revenues on a U.S. basis of 0.5% to 1.0% from the second quarter of fiscal year 2018, representing the sixth consecutive quarter of comparable revenue increases. In addition, year-to-date Adjusted EBITDA through the second quarter of fiscal year 2019 is expected to be generally consistent with previously disclosed expectations. These are preliminary estimates, which are based on the most current information available to management as of the date of this current report, and such estimates are subject to the completion of the Company's quarter-end financial closing procedures. About Neiman Marcus Headquartered in Dallas, Texas, Neiman Marcus Group LTD LLC -- http://www.neimanmarcusgroup.com/-- is a luxury, multi-branded, omni-channel fashion retailer conducting integrated store and online operations under the Neiman Marcus, Bergdorf Goodman, Last Call, Horchow, and mytheresa brand names. Neiman Marcus reported net earnings of $251.1 million in fiscal year 2018 compared to a net loss of $531.8 million in the prior year. As of Oct. 27, 2018, Neiman Marcus had $7.46 billion in total assets, $866.88 million in total current liabilities, $6.14 billion in total long-term liabilities, and $448.75 million in total member equity. Liquidity At July 28, 2018, Neiman Marcus had outstanding revolving credit facilities aggregating $927.4 million consisting of (i) its Asset-Based Revolving Credit Facility of $900.0 million in the U.S. and (ii) the mytheresa.com Credit Facilities of $27.4 million, or EUR 23.5 million. Pursuant to these credit facilities, the Company had outstanding borrowings under its Asset-Based Revolving Credit Facility of $159.0 million and outstanding letters of credit and guarantees of $3.2 million. The Company's borrowings under these credit facilities fluctuate based on its seasonal working capital requirements, which generally peak in its first and third quarters. At July 28, 2018, the Company had unused borrowing commitments aggregating $726.6 million, subject to a borrowing base, of which (i) $90.0 million of such capacity is available to it subject to certain restrictions and (ii) $26.0 million of such capacity is available only to MyTheresa and not to its U.S. operations. Additionally, the Company held cash and cash equivalents and credit card receivables of $72.2 million bringing its available liquidity to $798.8 million at July 28, 2018, inclusive of the amount available to MyTheresa. The Company believes that cash generated from its operations along with its existing cash balances and available sources of financing will enable it to meet its anticipated cash obligations during the next 12 months. * * * As reported by the TCR on Oct. 30, 2018, Moody's Investors Service downgraded Neiman Marcus Group LTD LLC's Corporate Family Rating to Caa3 from Caa2 and its Probability of Default Rating to Ca-PD from Caa2-PD. "The downgrade of NMG's Corporate Family Rating reflects its unsustainable leverage levels and short dated maturity profile despite its improved operational performance in the face of a healthy North America luxury market," says Christina Boni, vice president. "Despite good liquidity, overall leverage levels remain well above what can be refinanced and a quick return to peak EBITDA unlikely." NEOVASC INC: Closes $5 Million Public Offering of Common Shares --------------------------------------------------------------- Neovasc Inc. has closed its previously announced underwritten public offering of 11,111,111 common shares of the Company at a price to the public of US$0.45 per Common Share, for aggregate gross proceeds to the Company of approximately US$5 million, before deducting the underwriting commission and Offering expenses payable by the Company. H.C. Wainwright & Co. acted as sole book-running manager for the Offering. After deducting the underwriting discounts, commissions, and other offering expenses payable by Neovasc, the Company received net proceeds of approximately US$4.050 million. Neovasc intends to use the net proceeds from the Offering for the development and commercialization of the Neovasc Reducer, development of the Tiara and general corporate and working capital purposes. The Common Shares were offered pursuant to a shelf registration statement (including a prospectus) previously filed with and declared effective by the Securities and Exchange Commission on July 13, 2018 and were qualified for distribution in each of the provinces of British Columbia, Alberta, Saskatchewan, Manitoba and Ontario by way of a final prospectus supplement to the Company's base shelf prospectus dated July 12, 2018. The Underwriter offered and sold the Common Shares in the United States either directly or through its duly registered U.S. broker dealer affiliates or agents. No Common Shares were offered or sold to Canadian purchasers. A preliminary prospectus supplement and accompanying prospectus relating to the Offering have been filed as have a final prospectus supplement and accompanying prospectus relating to the Offering with the SEC and are available for free on the SEC's website at www.sec.gov and are also available on the Company's profile on the SEDAR website at www.sedar.com. Copies of the final prospectus supplement and the accompanying prospectus relating to the Offering may be obtained from H.C. Wainwright & Co., LLC, 430 Park Avenue 3rd Floor, New York, NY 10022, or by calling (646) 975-6996 or by emailing placements@hcwco.com. The Company relied upon the exemption set forth in Section 602.1 of the TSX Company Manual, which provides that the Toronto Stock Exchange will not apply its standards to certain transactions involving eligible interlisted issuers on a recognized exchange, such as the Nasdaq Capital Market. About Neovasc Inc. Based in Richmond, British Columbia, Neovasc Inc. -- http://www.neovasc.com/-- is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular marketplace. Its products include the Neovasc Reducer, for the treatment of refractory angina, which is not currently available in the United States and has been available in Europe since 2015, and the Tiara, for the transcatheter treatment of mitral valve disease, which is currently under clinical investigation in the United States, Canada and Europe. Neovasc reported a net loss of US$22.91 million for the year ended Dec. 31, 2017, compared to a net loss of US$86.49 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, the Company had US$17.37 million in total assets, US$32.06 million in total liabilities, and a total deficit of US$14.69 million. Grant Thornton issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2017, stating that the Company incurred a consolidated net loss of US$24.86 million during the year ended Dec. 31, 2017, and, as of that date, the Company's consolidated current liabilities exceeded its current assets by US$6.06 million. The auditors said these conditions, along with other matters, indicate the existence of a material uncertainty that casts substantial doubt about the Company's ability to continue as a going concern. NEOVASC INC: Magnetar Financial Holds 9.9% Stake as of Dec. 31 -------------------------------------------------------------- In a Schedule 13G/A filed with the Securities and Exchange Commission, Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, and Alec N. Litowitz disclosed that as of Dec. 31, 2018, they beneficially own 2,495,391 shares of common stock of Neovasc Inc., which represents 9.99 percent of the shares outstanding (based on 24,978,892 Shares outstanding as of Nov. 12, 2018 as reported in the Company's Report of Foreign Private Issuer filed with the SEC on Nov. 14, 2018). The Reporting Persons own certain warrants and convertible bonds which are exercisable immediately at the option of the holder, and are subject to a "blocker" provision prohibiting the holder from exercising the warrants and convertible bonds to the extent that such exercise would result in holder being deemed the beneficial owner of more than 9.99% of the issued and outstanding Shares. Magnetar Financial serves as the investment adviser to the Magnetar Funds, and as such, Magnetar Financial exercises voting and investment power over the common Shares held for the Magnetar Funds' accounts. Magnetar Capital Partners serves as the sole member and parent holding company of Magnetar Financial. Supernova Management is the general partner of Magnetar Capital Partners. The manager of Supernova Management is Mr. Litowitz. A full-text copy of the regulatory filing is available for free at: https://is.gd/JOdWjF About Neovasc Inc. Based in Richmond, British Columbia, Neovasc Inc. -- http://www.neovasc.com/-- is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular marketplace. Its products include the Neovasc Reducer, for the treatment of refractory angina, which is not currently available in the United States and has been available in Europe since 2015, and the Tiara, for the transcatheter treatment of mitral valve disease, which is currently under clinical investigation in the United States, Canada and Europe. Neovasc reported a net loss of US$22.91 million for the year ended Dec. 31, 2017, compared to a net loss of US$86.49 million for the year ended Dec. 31, 2016. The Company's restated balance sheet as of Sept. 30, 2018, showed $17.37 million in total assets, $33.44 million in total liabilities, and a total deficit of $16.07 million. Grant Thornton issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2017, stating that the Company incurred a consolidated net loss of US$24.86 million during the year ended Dec. 31, 2017, and, as of that date, the Company's consolidated current liabilities exceeded its current assets by US$6.06 million. The auditors said these conditions, along with other matters, indicate the existence of a material uncertainty that casts substantial doubt about the Company's ability to continue as a going concern. NEOVASC INC: OPKO Health Has 9.1% Stake as of Dec. 31 ----------------------------------------------------- OPKO Health, Inc., disclosed in a Schedule 13G/A filed with the Securities and Exchange Commission that as of Dec. 31, 2018, it beneficially owns 3,361,298 common shares of Neovasc Inc., which represents 9.1 percent of the shares outstanding. As of Feb. 13, 2019, the total number of issued and outstanding Common Shares of the Issuer was 37,025,089, which was provided by the Issuer. On Sept. 18, 2018, the Issuer effected a 1 for 100 reverse stock split of its issued and outstanding Common Shares. OPKO Health holds 28,770 Series A Warrants, 20,548 of which were issued pursuant to a public offering. The Company received the remaining Warrants which are exercisable into 8,222 Common Shares as a result of the exercise of its Series C Warrant. The Warrants are currently exercisable and contain terms that prohibit OPKO Health from exercising any portion of those Warrants if doing so would result in the Company (together with certain affiliates) beneficially owning more than 9.99% of the number of Common Shares of the Issuer outstanding immediately after giving effect to its exercise of such portion. A full-text copy of the regulatory filing is available for free at: https://is.gd/kiMgZ5 About Neovasc Inc. Based in Richmond, British Columbia, Neovasc Inc. -- http://www.neovasc.com/-- is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular marketplace. Its products include the Neovasc Reducer, for the treatment of refractory angina, which is not currently available in the United States and has been available in Europe since 2015, and the Tiara, for the transcatheter treatment of mitral valve disease, which is currently under clinical investigation in the United States, Canada and Europe. Neovasc reported a net loss of US$22.91 million for the year ended Dec. 31, 2017, compared to a net loss of US$86.49 million for the year ended Dec. 31, 2016. The Company's restated balance sheet as of Sept. 30, 2018, showed $17.37 million in total assets, $33.44 million in total liabilities, and a total deficit of $16.07 million. Grant Thornton issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2017, stating that the Company incurred a consolidated net loss of US$24.86 million during the year ended Dec. 31, 2017, and, as of that date, the Company's consolidated current liabilities exceeded its current assets by US$6.06 million. The auditors said these conditions, along with other matters, indicate the existence of a material uncertainty that casts substantial doubt about the Company's ability to continue as a going concern. NEOVASC INC: SMALLCAP World Acquires 6% Stake --------------------------------------------- SMALLCAP World Fund, Inc. reported in a Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2018, it beneficially owns 1,437,828 shares of common stock of Neovasc Inc., which represents 6 percent of the 23,663,984 shares believed to be outstanding. The Shares reported include 28,290 shares resulting from the assumed conversion of 28,290 Series A Warrants. Under certain circumstances, SMALLCAP World Fund may vote the shares of the fund. These shares may also be reflected in a filing made by Capital Research Global Investors, Capital International Investors, and/or Capital World Investors. SMALLCAP World Fund is an investment company registered under the Investment Company Act of 1940, which is advised by Capital Research and Management Company ("CRMC"). CRMC manages equity assets for various investment companies through three divisions, Capital Research Global Investors, Capital World Investors, and Capital International Investors. These divisions generally function separately from each other with respect to investment research activities and they make investment decisions and proxy voting decisions for the investment companies on a separate basis. A full-text copy of the regulatory filing is available for free at: https://is.gd/EYfYPR About Neovasc Inc. Based in Richmond, British Columbia, Neovasc Inc. -- http://www.neovasc.com/-- is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular marketplace. Its products include the Neovasc Reducer, for the treatment of refractory angina, which is not currently available in the United States and has been available in Europe since 2015, and the Tiara, for the transcatheter treatment of mitral valve disease, which is currently under clinical investigation in the United States, Canada and Europe. Neovasc reported a net loss of US$22.91 million for the year ended Dec. 31, 2017, compared to a net loss of US$86.49 million for the year ended Dec. 31, 2016. The Company's restated balance sheet as of Sept. 30, 2018, showed $17.37 million in total assets, $33.44 million in total liabilities, and a total deficit of $16.07 million. Grant Thornton issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2017, stating that the Company incurred a consolidated net loss of US$24.86 million during the year ended Dec. 31, 2017, and, as of that date, the Company's consolidated current liabilities exceeded its current assets by US$6.06 million. The auditors said these conditions, along with other matters, indicate the existence of a material uncertainty that casts substantial doubt about the Company's ability to continue as a going concern. NEW ENGLAND COLLEGE: Public Auction Set for March 19 ---------------------------------------------------- John F. Kennedy, solely in his capacity as the court-appointed receiver in Case No. 5:18-cv-0038-TES, pending in the U.S. District Court for the Middle District of Georgia, intends to sell the equity interest of or substantially all of the assets of New England College of Business and Finance LLC, d/b/a New England College of Business, following the approval of the amended sale procedures by the Court on Feb. 19, 2019. The public auction will be held on March 19, 2019. All sales will be free and clear of liens, claims and encumbrances pursuant to the order of the Court. As reported by the Troubled Company Reporter on Jan. 30, 2019, the public auction was originally set for Feb. 26, 2019. For additional information, contact: Carl Marks Advisory Group LLC c/o Joseph R. D'Angelo 900 Third Avenue, 33rd Floor New York, NY 10022 Tel: (917) 968-9650 E-mail: jdangelo@carlmarks.com NFP CORP: Bank Debt Trades at 2% Off ------------------------------------ Participations in a syndicated loan under which NFP Corporation [ex-National Financial Partners Corp] is a borrower traded in the secondary market at 97.67 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.47 percentage points from the previous week. NFP Corporation pays 300 basis points above LIBOR to borrow under the $1.437 billion facility. The bank loan matures on January 6, 2024. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. NORTHBELT LLC: Seeks to Hire Joyce W. Lindauer as Counsel --------------------------------------------------------- Northbelt LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Joyce W. Lindauer Attorney, PLLC, as its legal counsel. The firm will assist the Debtor in the preparation of a plan of reorganization and will provide other legal services in connection with its Chapter 11 case. Lindauer charges these hourly fees: Joyce Lindauer, Esq. $395 Associates $175 - $225 Paralegals $65 - $125 Legal Assistants $65 - $125 The firm received a retainer of $20,000, which included the filing fee of $1,717. Joyce Lindauer, Esq., disclosed in a court filing that the firm's members and contract attorneys are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce Williams Lindauer, Esq. Joyce W. Lindauer Attorney, PLLC 12720 Hillcrest Road, Suite 625 Dallas, TX 75230 Tel: 972-503-4033 Email: joyce@joycelindauer.com About Northbelt LLC Northbelt, LLC, a lessor of real estate headquartered in Houston, Texas, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-30388) on Jan. 28, 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 Eduardo V. Rodriguez. Joyce W. Lindauer Attorney, PLLC, is the Debtor's counsel. NORTHERN OIL: Will Hold its Annual Meeting on May 23 ---------------------------------------------------- The Board of Directors of Northern Oil and Gas, Inc. has established May 23, 2019 as the date of the Company's 2019 annual meeting of stockholders. The exact time and location of the 2019 Annual Meeting are yet to be determined and will be specified in the Company's proxy statement for the 2019 Annual Meeting. The date of the 2019 Annual Meeting represents a change of more than 30 calendar days from the anniversary of the previous year's meeting. Any stockholder proposals intended to be presented, and any nominations of person for election as directors, at the 2019 Annual Meeting must meet all of the relevant requirements of the Company's bylaws and be received by the Company at its principal executive offices identified on the cover page to this report no later than March 10, 2019. About Northern Oil Minnetonka, Minnesota-based Northern Oil and Gas, Inc. -- http://www.NorthernOil.com/-- is an independent energy company engaged in the acquisition, exploration, development and production of oil and natural gas properties, primarily in the Bakken and Three Forks formations within the Williston Basin in North Dakota and Montana. The Company's common stock trades on the NYSEAmerican market under the symbol "NOG". Northern Oil reported a net loss of $9.19 million in 2017, a net loss of $293.5 million in 2016, and a net loss of $975.4 million in 2015. As of Sept. 30, 2018, the Company had $1.06 billion in total assets, $1.05 billion in total liabilities and $11.20 million in total stockholders' equity. NORTHWEST FARM: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Northwest Farm & Supply Co. 406 10th Street West Lemmon, SD 57638 Business Description: Northwest Farm & Supply Co. -- https://www.nwsupply.biz -- is an independent and locally owned business that sells automotive supplies; building materials, cleaning supplies; doors & windows; electrical; farm & ranch supplies; hardware; heating, ventilation & air conditioning; housewares; lawn & garden supplies; paint & painting supplies; power tools & accessories; and storage & organization supplies. The Company has a complete feed and farm & ranch department along with a retail store. Chapter 11 Petition Date: March 1, 2019 Court: United States Bankruptcy Court District of South Dakota (Western (Rapid City)) Case No.: 19-50031 Judge: Hon. Charles L. Nail, Jr. Debtor's Counsel: Donald L. Swanson, Esq. KOLEY JESSEN P.C., L.L.O. One Pacific Place 1125 South 103rd Street, Suite 800 Omaha, NE 68124 Tel: 402-343-3726 402-390-9500 Fax: 402-390-9005 E-mail: Donald.Swanson@koleyjessen.com Don.Swanson@koleyjessen.com Total Assets: $1,820,027 Total Liabilities: $3,106,223 The petition was signed by Douglas A. Peterson, president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/sdb19-50031_creditors.pdf A full-text copy of the petition is available for free at: http://bankrupt.com/misc/sdb19-50031.pdf NOVABAY PHARMACEUTICALS: Secures $1-Mil. Loan from Pioneer Pharma ----------------------------------------------------------------- NovaBay Pharmaceuticals, Inc., entered into certain agreements on Feb. 27, 2019, pursuant to a loan facilitated by China Kington Asset Management Co. Ltd., in its capacity as collateral agent for the benefit of Pioneer Pharma (Hong Kong) Company Limited, a corporation based in Hong Kong. In connection with the Loan, the Company issued a promissory note payable to Pioneer Pharma (Hong Kong), loaning the Company $1,000,000. The Note was issued on Feb. 27, 2019. The proceeds from the Note are to be used for general corporate purposes. The Loan includes an interest payment of $150,000. The entire principal sum and the Interest Payment are payable in full upon the Company's next financing with Pioneer, but in no event shall the term of the Loan extend beyond July 27, 2019. The Note may be prepaid in whole or in part without premium or penalty upon certain events occurring. To secure the Note, China Kington will have a perfected security interest in all tangible and intangible assets of the Company, pursuant to a security agreement between the Company and China Kington, which was entered into on Feb. 27, 2019. The Company said that its operating cash flow is not sufficient to support its ongoing operations. The Loan will cover the Company's operating expenses for approximately 30 days. During this time, the Company will evaluate its strategic options. About NovaBay Pharmaceuticals Based in Emeryville, California, NovaBay Pharmaceuticals -- http://www.novabay.com/-- is a biopharmaceutical company focused on commercializing and developing its non-antibiotic anti-infective products to address the unmet therapeutic needs of the global, topical anti-infective market with its two distinct product categories: the NEUTROX family of products and the AGANOCIDE compounds. The Neutrox family of products includes AVENOVA for the eye care market, NEUTROPHASE for the wound care market and CELLERX for the aesthetic dermatology market. The Aganocide compounds, still under development, have target applications in dermatology and urology. Novabay reported a net loss and comprehensive loss of $7.40 million in 2017, a net loss and comprehensive loss of $13.15 million in 2016, and a net loss and comprehensive loss of $18.97 million in 2015. As of Sept. 30, 2018, the Company had $10.36 million in total assets, $4.30 million in total liabilities, and $6.05 million in total stockholders' equity. Based primarily on the funds available at Sept. 30, 2018, the Company believes these resources will be sufficient to fund its operations into July 2019. The Company has sustained operating losses for the majority of its corporate history and expects that its 2018 expenses will exceed its 2018 revenues, as the Company continues to re-invest in its Avenova commercialization efforts. The Company expects to continue incurring operating losses and negative cash flows until revenues reach a level sufficient to support ongoing growth and operations. Accordingly, the Company's planned operations raise substantial doubt about its ability to continue as a going concern. OAKTREE SPECIALTY: S&P Withdraws 'BB+' Issuer Credit Rating ----------------------------------------------------------- S&P Global Ratings on Feb. 28 withdrew its 'BB+' issuer credit rating on Oaktree Specialty Lending Corp. and its 'BB+' issue rating on the company's senior unsecured debt at the company's request. At the time of withdrawal, the rating had a stable outlook. OCEAN RIG: Oral Argument on Investor Appeal Scheduled for March 14 ------------------------------------------------------------------ Oral argument on an appeal by American investor Tally Mindy Wiener has been scheduled to take place on March 14, 2019, at 10 a.m., before the United States Court of Appeals for the Second Circuit. The investor runs a law practice and serves as Coordinating Editor, International for the American Bankruptcy Institute. She is seeking appellate review of injunctions entered in favor of Ocean Rig UDW Inc., a Greek offshore oil drilling enterprise, by the U.S. Bankruptcy Court for the Southern District of New York in the chapter 15 bankruptcy proceedings of Ocean Rig. For more information about the issues to be heard in the appeal, which is docketed under case number 18-1374, please visit https://chapter11cases.com/blogs/news/update-in-re-ocean-rig-udw-inc-second-circuit-court-of-appeals-case-no-18-1374 The United States Court of Appeals for the Second Circuit holds oral arguments that are open to the public. The courthouse is located in downtown Manhattan at 40 Foley Square. It is footsteps away from City Hall and the Brooklyn Bridge and can be reached by public transportation. About Ocean Rig Nicosia, Cyprus-based Ocean Rig UDW Inc. (NASDAQ: ORIG) -- http://www.ocean-rig.com/-- is an international offshore drilling contractor providing oilfield services for offshore oil and gas exploration, development and production drilling, and specializing in the ultra-deepwater and harsh-environment segment of the offshore drilling industry. On March 24, 2017, Ocean Rig UDW Inc., et al., filed winding up petitions with the Cayman Court and issued summonses for the appointment of joint provisional liquidators for the purpose of the Restructuring. By orders of the Cayman Court dated March 27, 2017, Simon Appell and Eleanor Fisher were appointed as the JPLs and duly authorized foreign representatives, and the Cayman Provisional Liquidation Proceedings were commenced. Simon Appell and Eleanor Fisher of AlixPartners, LLP, in their capacities, as the joint provisional liquidators and authorized foreign representatives, filed for Chapter 15 protection for Ocean Rig and its affiliates (Bankr. S.D.N.Y. Lead Case No. 17-10736) on March 27, 2017, to seek recognition of the Cayman proceedings. The JPLs' U.S. counsel are Evan C. Hollander, Esq., and Raniero D'Aversa Jr., Esq., at Orrick, Herrington & Sutcliffe LLP, in New York. * * * On Sept. 15, 2017, the Grand Court of the Cayman Islands sanctioned the schemes of arrangements of the Company and its subsidiaries, Drill Rigs Holdings Inc. ("DRH"), Drillships Financing Holding Inc. ("DFH"), and Drillships Ocean Ventures Inc., ("DOV," and together with UDW, DRH and DFH, the "Scheme Companies"). The terms of the restructuring have therefore been approved by the Cayman Court. ONTARIO PROPERTY: Case Summary & 5 Unsecured Creditors ------------------------------------------------------ Debtor: Ontario Property Investors, LLC 1002 22nd Ave West Birmingham, AL 35204 Business Description: Ontario Property Investors, LLC is a privately held company whose principal assets are located at 2728 Davenport Rd, Knoxville, TN 37920; 1162 Cooperwood Ln, Knoxville, TN 37923; and Oak Ridge Quadplexes,Oak Ridge,TN 37830. Chapter 11 Petition Date: February 28, 2019 Court: United States Bankruptcy Court Northern District of Alabama (Birmingham) Case No.: 19-00787 Judge: Hon. Tamara O. Mitchell Debtor's Counsel: C. Taylor Crockett, Esq. C. TAYLOR CROCKETT, P.C. 2067 Columbiana Road Birmingham, AL 35216 Tel: 205-978-3550 Fax: 205-978-3556 Email: taylor@taylorcrockett.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Marc O. Kozlowski, managing member. A copy of the Debtor's list of five unsecured creditors is available for free at: http://bankrupt.com/misc/alnb19-00787_creditors.pdf A full-text copy of the petition is available for free at: http://bankrupt.com/misc/alnb19-00787.pdf OREXIGEN THERAPEUTICS: MCI Has Until April 1 to File Reply Brief ---------------------------------------------------------------- District Judge Colm F. Connolly accepts the recommendation of Chief Magistrate Judge Mary Pat Thynge that the case captioned McKESSON CORPORATION INC. and McKESSON PATIENT RELATIONSHIP SOLUTIONS, Appellants, v. OREXIGEN THERAPEUTICS, INC., THE BAUPOST GROUP SECURITIES, L.L.C., ECOR1 CAPITAL FUND, L.P., ECOR1 CAPITAL FUND QUALIFIED, L.P., BIOTECHNOLOGY VALUE TRADING FUNDS OS, L.P., BIOTECHNOLOGY FUND L.P., BIOTECHNOLOGY VALUE FUND H, L.P., INVESTMENT 10, L.L.C., MSI BVF SPV LLC, and ROADRUNNER CO., Appellees, Civ. No. 18-1873-CFC (D. Del.) be withdrawn from the mandatory referral for mediation and proceed through the appellate process of this court. Briefing on the bankruptcy appeal will proceed in accordance with the following schedule: Appellants' reply brief is due on or before April 1, 2019. A copy of the Court's Order dated Jan. 15, 2019 is available at https://bit.ly/2VzsP7D from Leagle.com. McKesson Corporation & McKesson Patient Relationship Solutions, Appellants, represented by Jason Daniel Angelo -- jangelo@reedsmith.com -- Reed Smith LLP. Orexigen Therapeutics, Inc., Appellee, represented by Richard S. Cobb -- cobb@lrclaw.com -- Landis Rath & Cobb LLP & Kerri King Mumford -- mumford@lrclaw.com -- Landis Rath & Cobb LLP. About Orexigen Therapeutics Based in La Jolla, California, Orexigen Therapeutics, Inc. -- http://www.orexigen.com/-- is a biopharmaceutical company focused on the treatment of weight loss and obesity. It is a publicly traded company with its shares listed on The NASDAQ Global Select Market under the ticker symbol "OREX". The company has 111 employees in the U.S. Orexigen Therapeutics sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 18-10518) on March 12, 2018. In its petition signed by Michael A. Narachi, president and CEO, the Debtor disclosed $265.1 million in assets and $226.4 million in liabilities. Judge Kevin Gross presides over the cases. The Debtor tapped Hogan Lovells US LLP as bankruptcy counsel; Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel; Ernst & Young LLP as financial advisor; Perella Weinberg Partners as investment banker; and Kurtzman Carson Consultants LLC as claims and noticing agent. Andrew R. Vara, Acting U.S. Trustee for Region 3, appointed three creditors to serve on the official committee of unsecured creditors. OXBRIDGE COINS: Seeks to Extend Exclusive Filing Period to July 19 ------------------------------------------------------------------ Oxbridge Coins, Inc. filed a motion with the U.S. Bankruptcy Court for the Northern District of California to extend the period during which it has the exclusive right to file a Chapter 11 plan to July 19. In the same filing, the company also proposed to extend the period for confirming a plan to Oct. 11 from Sept. 2. The extension, if granted by the court, would allow Oxbridge to evaluate and resolve the claim of its major creditor GreatCollections.com, LLC. GC asserts a $3.1 million claim for cash advances it provided to Oxbridge, which the latter used to buy rare coins. Oxbridge, a Calif.-based company engaged in buy and sell, intends to present a bankruptcy plan to sell the rare coins after it completes an inventory. This will be based upon an analysis and valuation of those items, according to the company's attorney, Mitchell Hadler, Esq. "The outcome of this case will not be determined until the claim of GC is resolved," the attorney said. "The claims process and determination of total amounts owed are crucial to reorganization and proposing a plan." About Oxbridge Coins Oxbridge Coins, Inc., is a precious metals firm in San Francisco, California. The Company deals primarily in gold, silver, platinum bullion, and rare coins. Oxbridge Coins, Inc. filed a voluntary petition for reorganization under Chapter 11 of U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 18-31040) on Sept. 27, 2018. In the petition signed by Vadim Polyak, president, the Debtor estimated $1 million to $10 million in both assets and liabilities. Judge Dennis Montali presides over the case. Mitchell R. Hadler, Esq., at the Law Office of Mitchell R. Hadler, represents the Debtor's counsel. PANNEL PARTNERSHIP: Real Property Income to Fund Proposed Plan -------------------------------------------------------------- Pannel Partnership, L.P., filed a combined plan of reorganization and disclosure statement dated Feb. 22, 2019. The plan proposes to pay creditors from income generated by the real property in Harris County, Texas that the Debtor owns. If the income is insufficient for any reason, the Debtor will market and sell or refinance the property and will distribute the net proceeds from any sale to the creditors who hold allowed claims in this case. The Debtor anticipates it would obtain sufficient funds from a sale or refinance of the property to pay all allowed claims under the plan. Class 7 under the plan consists of the non-insider general unsecured creditors in the amount of $32,825, which the Debtor disputes. The Debtor will pay this class $398.59 monthly with 2% interest. Estimated percent of claim paid is 100%. The plan will be implemented from the income from rent paid by the new tenant MegaTran, LLC. A copy of the Combined Plan and Disclosure Statement dated Feb. 22, 2019 is available at https://tinyurl.com/yyjbdt53 from Pacermonitor.com at no charge. About Pannel Partnership L.P. Pannel Partnership, L.P., is a privately-held company engaged in activities related to real estate. Pannel Partnership sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-35523) on Oct. 1, 2018. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Jeff Bohm presides over the case. The Debtor tapped The Towber Law Firm, PLLC, as its legal counsel. No official committee of unsecured creditors has been appointed. PAREXEL INT'L: Bank Debt Trades at 3% Off ----------------------------------------- Participations in a syndicated loan under which PAREXEL International Corporation is a borrower traded in the secondary market at 97.04 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.85 percentage points from the previous week. PAREXEL International pays 300 basis points above LIBOR to borrow under the $2.065 billion facility. The bank loan matures on September 25, 2024. Moody's rates the loan 'B1' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. PATRIOT CONTAINER: Moody's Alters Outlook on B2 CFR to Negative --------------------------------------------------------------- Moody's Investors Service affirmed its ratings for Patriot Container Corp. (dba "Wastequip"), including the company's B2 Corporate Family Rating (CFR) and B2-PD Probability of Default rating, and the B1 and Caa1 ratings for the first and second lien credit facilities, respectively. The outlook was changed to negative from stable. The change in outlook to negative follows the announcement by Wastequip that it has entered into a definitive agreement to acquire Amrep, Inc. ("Amrep"), a garbage truck and hoist manufacturer. The company plans to fund the acquisition from a combination of revolver borrowings and use of a new receivables factoring program. "The acquisition of Amrep offers Wastequip the benefits of inorganic growth including an expanded product offering, but it limits the company's financial flexibility to absorb unanticipated business disruptions -- acquisition related or otherwise -- until the revolver is repaid," said Andrew MacDonald, senior analyst at Moody's. "The company needs to build liquidity while reducing leverage to maintain current ratings." The following ratings have been affirmed at Patriot Container Corp.: Corporate Family Rating, B2 Probability of Default Rating, B2-PD $50 million Gtd Senior Secured First-Lien Revolving Credit Facility due 2023, B1 (LGD3) $265 million Gtd Senior Secured First-Lien Term Loan due 2025, B1 (LGD3) $80 million Gtd Senior Secured Second-Lien Term Loan due 2026, Caa1 (LGD5) Outlook, changed to negative from stable. RATINGS RATIONALE Wastequip's B2 CFR broadly reflects its high financial leverage, with Moody's adjusted debt-to-EBITDA in the low 6.0 times for the twelve months ended September 30, 2018 (pro forma for the Amrep acquisition). The rating also considers the potential for aggressive financial policies underpinned by a long history of financial sponsor ownership, its small scale in terms of revenue relative to the rated manufacturer universe, and a concentration in the waste handling and recycling equipment sector. The company's liquidity, while adequate, is expected to be constrained through 2019 given the heavy reliance on the revolver to fund the acquisition of Amrep. However, the company intends to repay revolver borrowings during 2019 from internally generated free cash flow throughout the year which will improve leverage and revolver availability. The company's earnings growth could be tempered by soft demand for products tied to end markets like oil & gas and mining, which could slow the level of expected improvement. The rating is also constrained by potential revenue volatility due to the timing of project based wins and moderate customer concentration. However, the rating is supported by Wastequip's leading position within the highly fragmented waste handling and storage space, and the meaningful market share held by the company across its different product lines. The acquisition of Amrep also bolsters the company's already wide range of product offerings and exposure to a diversified set of end markets. The rating is also supported by Moody's expectation that Wastequip will improve its free cash flow which will allow it to repay debt and strengthen liquidity. The negative outlook reflects the risk that Wastequip will be unable to improve its liquidity by increasing its free cash flow generation and availability under its $50 million revolving credit facility, in concert with a modest reduction in its high financial leverage over the next twelve months. The outlook could be changed to stable if the company is able to reduce leverage below 6 times while improving its total available cash and revolver availability to at least $50 million. Ratings could be downgraded if debt-to-EBITDA is expected to be sustained above 6.0 times beyond 2019, free cash flow-to-debt falls below 3% and/or liquidity weakens further. Increased reliance on revolver borrowings, a sizable debt-financed acquisition or dividends could also result in the ratings being downgraded. While unlikely near term, factors that could warrant consideration of an upgrade include financial policies supportive of debt-to-EBITDA being sustained below 4.5 times, free cash flow-to-debt approaching 9%, and at least a good liquidity profile is maintained. The principal methodology used in these ratings was Global Manufacturing Companies published in June 2017 Wastequip is a leading manufacturer of waste handling and recycling equipment used to collect, process, and transport solid and liquid waste in North America. The company manufactures a range of waste handling products including plastic residential containers, industrial containers of various sizes, hoists, tarpers, vacuum vehicles, compactors and balers. Following the proposed transaction, the company will be majority-owned by financial sponsor H.I.G. Capital. Management reported revenue excluding the Amrep acquisiton for the twelve-month period ended September 29, 2018 was $530 million. PERNIX SLEEP: Taps Prime Clerk as Claims Agent ---------------------------------------------- Pernix Sleep, Inc., received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Prime Clerk LLC as claims and noticing agent. The firm will oversee the distribution of notices and the maintenance, processing and docketing of proofs of claim filed in the Chapter 11 cases of Pernix Sleep and its affiliates. Prime Clerk will charge these hourly fees: Claim and Noticing Rates: Analyst $30 - $50 Technology Consultant $35 - $95 Consultant/Senior Consultant $70 - $165 Director $175 - $195 COO/Executive VP No charge Solicitation, Balloting and Tabulation Rates: Solicitation Consultant $190 Director of Solicitation $210 Prior to their bankruptcy filing, the Debtors provided the firm an advance fee in the amount of $40,000. Benjamin Steele, vice president of Prime Clerk, disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. Prime Clerk can be reached through: Benjamin J. Steele Prime Clerk LLC 830 Third Avenue, 9th Floor New York, NY 10022 Direct: (212) 257-5490 Mobile: 646-240-7821 E-mail: bsteele@primeclerk.com About Pernix Sleep Pernix -- http://www.pernixtx.com/-- is a specialty pharmaceutical company focused on identifying, developing and commercializing prescription drugs, primarily for the United States market, currently focused on the therapeutic areas of pain and neurology. Primarily, the Debtors sell three core branded products: Zohydro ER with BeadTek, Silenor, and Treximet. Pernix is headquartered in Morristown, New Jersey. Pernix Sleep, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del., Lead Case No. 19-10323) on Feb. 18, 2019. As of Sept. 30, 2018, Pernix had assets of $274,770,000 and liabilities of $447,052,000. The cases have been assigned to Judge Christopher S. Sontch. The Debtors tapped Davis Polk & Wardell LLP as their bankruptcy counsel; Landis Rath & Cobb LLP as Delaware bankruptcy counsel; Guggenheim Securities, LLC as investment banker; Ernst & Young LLP as financial advisor; and Prime Clerk LLC as claims and noticing agent. PERTL RANCH: Proposes Auction of All Real & Personal Properties --------------------------------------------------------------- William Shane Pertl, Pertl Ranch, LLC, and Pertl Ranch Feeders, LLC, ask the U.S. Bankruptcy Court for the District of Kansas to authorize the sale of (i) substantially all real estate and personal property owned by Debtors Pertl Ranch and Pertl Ranch Feeders ("Entities"); (ii) portions of real estate and personal property owned by Mr. Pertl; and (iii) portions of real estate and personal property that Mr. Pertl owns with Co-owners Mindy J. Montgomery, and Ronald Pertl and Joyce Pertl, through their chapter 7 trustee, Robert L. Baer, by auction. The real estate and the personal property proposed to be auctioned are described more fully on Exhibits 1 and 2. The Debtors own and operate a farm and ranch facility located in and around Lucas, Kansas. Pertl Ranch Feeders owns a 933.8 acres feed lot capable of holding 30,000 head of cattle, a 472.1 acres tract of pasture and grass land with water rights, approximately six miles away, and a variety of machinery, equipment, rolling stock, and inventory used in the feed lot operation. Pertl Ranch owns 505.4 acres of crop and grassland, and leases over 3,000 additional acres, used in the production of crops, forage, and silage to feed the cattle in the feedlot. Thus, the Entities are symbiotic with one another. Mr. Pertl and his grandparents, Joyce and Ron Pertl, own an additional 458.91 acres of crop and grassland together, subject to relief from stay being granted in their chapter 7 case. The Entities believe that it is in the best interest of their bankruptcy estates and their creditors to sell all of their real estate and personal property located in Lincoln, Russell, Mitchell and Ellis Counties, in the state of Kansas, free and clear of liens and encumbrances, by public auction. Mr. Pertl believes that it is in the best interest of his bankruptcy estates and his creditors to sell portions of his real estate and personal property located in Lincoln, Russell, Mitchell and Ellis Counties, in the state of Kansas, free and clear of liens and encumbrances, by public auction. He also believes that it is in the best interest of his bankruptcy estates and his creditors to sell portions of real estate and personal property, which he owns with Co-owner Mindy J. Montgomery, located in Lincoln, Russell, Mitchell and Ellis Counties, in the state of Kansas, free and clear of liens and encumbrances, by public auction. Both the Debtor's interest, which is property of the estate, and the interest of Co-owner Mindy J. Montgomery, will be sold. Co-owner Mindy J. Montgomery consents to the proposed sale. Additionally, Mr. Pertl asks conditional approval to sell property co-owned with Ronald Pertl and Joyce Pertl, through their chapter 7 trustee, Robert L. Baer. The Debtors will file a motion for relief from the automatic stay in that chapter 7 case, and any relief granted as to such property that also constitutes property of that estate will be conditioned on the terms of an order granting relief from the stay in that case. The Debtors ask Court approval to hold a public auction in order to sell the Property. The proposed auction will be conducted by Marshall Land Brokers and Auctioneers through the brokerage firm of AgStar Land Brokers. Separate Auctions are scheduled to be held on: a. April 18, 2019 for real estate located in Lincoln, Russell, and Mitchell Counties; b. April 19, 2019 for real estate located in Ellis County; c. April 25, 2019 for personal property located in Lincoln, Russell, and Mitchell Counties; and d. April 26, 2019 for personal property located in Ellis County. The proposed auctions will close not later than 30 days following the date of the applicable auction. Marshall and AgStar will receive a commission of 4% of the auction price for any real property, plus an additional 1% if the buyer was represented by an agent, and 5% of the auction price for any personal property, all of which will be deducted from the sales proceeds. All title insurance, title examination, escrow or settlement, and any other recording fees will be paid by the successful bidder at auction. The auction will have no reserve, although each applicable secured creditor will retain its credit bid rights against all or any portion of their collateral, and, if either party exercises those rights and is the successful bidder for their collateral, they will be required to pay at closing the commissions owed to Marshall and AgStar and pro rata taxes and recording fees that would otherwise be paid at closing. The Property will be sold subject to the Debtors' rights to continue growing and harvesting the crops currently in the ground, which will all be harvested not later than July 31, 2018. There are perfected liens against the Property held by BankCentral, N.A., Belt Leasing, LLC, CNH Industrial Capital, Conterra Agricultural Capital, Deere & Co. (and/or its affiliated entities), GemCap Lending I, LLC, Northland Capital, and One Main Financial. The secured claims of the applicable creditor will attach to the proceeds of the sale with the same extent, validity, and priority as the liens on the Property immediately prior to the sale. The Debtors will submit a subsequent notice of the order of the auction, which will list out the separate parcels. Any party in interest will have the right to object to the order of the sale. However, in no instance will an item of Property encumbered by the senior lien of one creditor be sold together with an item of Property encumbered by the senior lien of another creditor. The proceeds from the auction will first be applied to ordinary costs of sale, closing costs, auction costs, broker and auctioneer commissions, and pro rata real property taxes. Thereafter, proceeds will be used to pay administrative expenses directly related to the sale, including but not limited to attorney fees and fees of the United States Trustee. The foregoing costs and fees will be assessed against each auctioned item on a pro-rata basis. Thereafter, proceeds will be distributed to the creditor holding the most senior secured claim as may be agreed by the parties or subsequently determined by the Court, until all liens secured by the applicable item of Property have been paid in full. Thereafter, all remaining net proceeds will be distributed to the applicable Debtor or co-owner. The sale of the Property is in accordance with the Debtors' attempt to mitigate damages and to facilitate the timely sale of the Property. Debtors estimate the value of the Property to be $19,723,995, not including leased assets. The debts secured by the Property are approximately $16,555,000. In addition to the Property, the majority of these claims are also secured by land owned solely in the name of Ronald and Joyce Pertl, valued at $640,000. Based upon this, it appears that there is equity available in the assets to pay all creditors. A copy of Exhibits 1 and 2 attached to the Motion is available for free at: http://bankrupt.com/misc/Pertl_Ranch_Feeders_26_Sales.pdf About Pertl Ranch Pertl Ranch, LLC -- https://pertlranch.com/ -- is a privately held company in Hays, Kansas in the cattle ranching and farming business. The Company provides cattle feeding services utilizing homegrown hay and local grain sourcing to help keep feed costs low and quality high. Pertl Ranch also offers custom hay, custom planting, and farm management services. Pertl Ranch Feeders, LLC and Pertl Ranch, LLC filed voluntary petitions (Bankr. D. Kan. Case No. 19-10130 and 19-10131) on Jan. 29, 2019, and are represented by David P. Eron, Esq. in Wichita, Arkansas. In the petitions signed by William Shane Pertl, member manager, Pertl Ranch Feeder estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities; and Pertl Ranch LLC estimated $10 million to $50 million in assets and the same range of liabilities . PLAINVILLE LIVESTOCK: Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------------- Two affiliates that have filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ----- -------- Plainville Livestock Commission, Inc. 19-10293 aka Plainville Livestock Inc. aka 4 G Cattle 907 NW Third St Plainville, KS 67663 Plainville Livestock, LLC 19-10294 907 NW Third St Plainville, KS 67663 Business Description: Plainville Livestock operates a livestock auction house in Kansas. Plainville conducts a weekly cattle sale every Tuesday, selling all classes of cattle. Chapter 11 Petition Date: March 1, 2019 Court: United States Bankruptcy Court District of Kansas (Wichita) Judge: Hon. Robert E. Nugent Debtors' Counsel: W. Thomas Gilman, Esq. HINKLE LAW FIRM, L.L.C. 1617 N. Waterfront Parkway, Suite 400 Wichita, KS 67206-6639 Tel: (316) 267-2000 Fax: (316) 660-6522 Email: tgilman@hinklaw.com Plainville Livestock Commission's Estimated Assets: $50,000 to $100,000 Plainville Livestock Commission's Estimated Liabilities: $10 million to $50 million Plainville Livestock, LLC's Estimated Assets: $0 to $50,000 Plainville Livestock, LLC's Estimated Liabilities: $1 million to $10 million The petitions were signed by Tyler, D. Gillum, president and managing member. A full-text copy of Plainville Livestock Commission'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/ksb19-10293.pdf Plainville Livestock, LLC lists Almena State Bank as its sole unsecured creditor holding an unknown amount of claim. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/ksb19-10294.pdf PLATINUM CREDIT: March 29 Claim Filing Deadline Set --------------------------------------------------- The U.S. District Court for the Eastern District of New York set March 29, 2019, at 5:00 p.m. (prevailing Eastern Time) as the last date and time for claimants of Platinum Credit Management LP, Platinum Partners Credit Opportunities Master Fund LP, Platinum Partners Credit Opportunities Fund (TE) LLC, Platinum Partners Credit Opportunities Fund LLC, Platinum Partners Opportunities Fund (BL) LLC, Platinum Liquid Opportunity Management (NY) LLC, Platinum Partners Liquid Opportunity Fund (USA) LP, Platinum Partners Liquid Opportunity Master Fund LP, Platinum Partners Credit Opportunities Fund International Ltd., and Platinum Partners Credit Opportunities Fund International (A) Ltd. to file proofs of claim that arose prior to Dec. 19, 2016. The District Court also set April 12, 2019, at 5:00 p.m. (prevailing Eastern Time) as deadline for governmental units to file their claims against the Companies. Proofs of claim must be submitted on or before the deadline by: a) first class mail addressed to: Platinum Receivership c/o Epiq P.O. Box 10667 Dublin, OH 43017-9367 b) overnight courier or in-person delivery addressed to: Platinum Receivership c/o Epiq 5151 Blazer Parkway, Suite A Dublin, OH 43017 c) by electronic mail, as an attachment in portable document format (PDF) to PTMinfo@epiqglobal.com To obtain additional information and a proof of claim form (i) contact (844) 402-8563 between 9:00 a.m. and 5:00 p.m. (prevailing Eastern Time); (ii) write to Platinum Claims c/o Otterbourg P.C., 230 Park Avenue, New York, New York 10169-0075; or (iii) email platinumreceiver@otterbourg.com. A copy of the bar date order, proof of claim form, instructions, and additional information for potential claimants is available at http://www.platinumreceivership.com/ About Platinum Credit Platinum Partners Credit Opportunities Master Fund LP, Platinum Partners Credit Opportunities Fund (TE) LLC, Platinum Partners Credit Opportunities Fund LLC, Platinum Partners Credit Opportunities Fund International Ltd., Platinum Partners Credit Opportunities Fund International (A) Ltd., and Platinum Partners Credit Opportunities Fund (BL) LLC, are members of the PPCO Funds, one of the three groups of funds that were managed by several entities led by Mark Nordlicht and sometimes collectively referred to as "Platinum Partners." The PPCO Funds were marketed as a single-strategy group of funds whose business was to "originate short and medium term, high yield, debt secured by collateral, and/or equity investments." A massive fraudulent scheme was masterminded by the now indicted and/or convicted insiders of Platinum -- Mark Nordlicht, Murray Huberfeld and David Levy. The scheme was fueled by the money ploughed into Platinum and its portfolio companies that were frequently speculative, unprofitable or distressed by their self-created, fraudulent vehicle (thinly veiled as a reinsurance company), "Beechwood," fronted by fellow fraudsters, Moshe M. Feuer and Scott Taylor. At the request of the U.S. Securities and Exchange Commission, the U.S. District Court for the Eastern District of New York (Cogan, U.S.D.J.) ordered the appointment of a receiver for the Platinum entities on Dec. 19, 2016. The court appointed Melanie L. Cyganowski, Esq., as successor equity receiver on July 6, 2017. The receiver is tasked to marshal the assets of the entities in receivership and, ultimately, develop a plan for the disposition of these assets. Judge Brian M. Cogan oversees the cases. Adam C. Silverstein, Esq., and Erik B. Weinick, Esq., of Otterbourg P.C., serve as the Receiver's counsel. Marc Kirschner and William Edwards, of Goldin Associates LLC, were selected as financial advisors. PLAZA PATISSERIE: Taps Pick & Zabicki as Legal Counsel ------------------------------------------------------ Plaza Patisserie, Inc., received approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Pick & Zabicki LLP as its legal counsel. The firm will advise the Debtor of its rights and duties under the Bankruptcy Code; represent the Debtor in negotiation with its creditors; assist in the preparation of a plan of reorganization; analyze claims; and provide other legal services in connection with its Chapter 11 case. The firm will charge these hourly fees: Partners $405 to $475 Associates $250 Paraprofessionals $125 Pick & Zabicki received a retainer of $15,000 and advance payment of $2,500 for work-related expenses. Douglas Pick, Esq., at Pick & Zabicki, disclosed in a court filing that the firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Douglas J. Pick, Esq. Eric C. Zabicki, Esq. Pick & Zabicki LLP 369 Lexington Avenue, 12th Floor New York, NY 10017 Phone: (212) 695-6000 E-mail: dpick@picklaw.net About Plaza Patisserie Plaza Patisserie, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-40361) on Jan. 22, 2019. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of $500,000. The case is assigned to Judge Carla E. Craig. Pick & Zabicki LLP is the Debtor's counsel. PMA MEDICAL: 3rd Cir. Affirms Dismissal of E. Boyle Lawsuit ----------------------------------------------------------- In the appeals case captioned EVETTE BOYLE, Appellant, v. PMA MEDICAL SPECIALISTS, LLC; JOHN DOE DEFENDANTS, NOS. 1-10, No. 17-3209 (3rd Cir.), the U.S. Court of Appeals, Third Circuit affirms the District Court's order granting Defendant PMA Medical Specialists, LLC's motion to dismiss Plaintiff Evette Boyle's complaint. Boyle filed an employment discrimination suit against PMA in the U.S. District Court for the Eastern District of Pennsylvania. Unbeknownst to Boyle, before she commenced her lawsuit, PMA filed for Chapter 11 bankruptcy, and the U.S. Bankruptcy Court for the Eastern District of Pennsylvania set a July 8, 2016 deadline for any creditors to file claims against PMA. After Boyle filed her lawsuit, PMA amended its schedule of unsecured claims to include Boyle's claim as "disputed," and served her with notice of the July 8, 2016 deadline to file a proof of claim. Boyle did not file a proof of claim. PMA eventually served Boyle with its reorganization plan. The Bankruptcy Court thereafter confirmed the plan, and PMA moved to close the bankruptcy. Boyle did not object to the plan or the motion to close the bankruptcy. Instead, Boyle sought relief from the automatic stay that was triggered by the bankruptcy petition. The Bankruptcy Court found that while Boyle did not knowingly violate the stay when she first filed her lawsuit in District Court, she did not file a proof of claim and her request for relief from the stay was "moot" because the bankruptcy proceeding was already closed. Based on the Bankruptcy Court proceedings, PMA moved to dismiss Boyle's employment discrimination complaint under Rule 12(b)(6). The District Court granted the motion to dismiss, holding that her failure to file a proof of claim barred her suit and her employment discrimination claims were discharged in bankruptcy. Boyle appeals, contending that her discrimination claims are exempt from discharge in bankruptcy. Because Boyle failed to file a "proof of claim" with the Bankruptcy Court before PMA's reorganization plan was confirmed and PMA has been discharged of debts that arose before the plan's confirmation, her lawsuit is barred. Therefore, the Court affirms the order dismissing her complaint. A copy of the Third Circuit's Decision dated Jan. 15, 2019 is available at https://bit.ly/2XxLUsy from Leagle.com. About PMA Medical PMA Medical Specialists, LLC sought protection under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Eastern District of Pennsylvania (Philadelphia) (Case No. 16-12016) on March 24, 2016. The petition was signed by Raymond J. Kovalski, MD, president. The Debtor is represented by Edmond M. George, Esq., at Obermayer Rebmann Maxwell & Hippel, LLP. The case is assigned to Judge Ashely M. Chan. The Debtor estimated both assets and liabilities in the range of $1 million to $10 million. POP'S PAINTING: Exclusive Filing Period Extended Until April 1 -------------------------------------------------------------- Judge Caryl Delano of the U.S. Bankruptcy Court for the Middle District of Florida extended the period during which Pop's Painting, Inc. and Pop's Coatings, Inc. have the exclusive right to file a Chapter 11 plan to April 1. The bankruptcy judge also moved the deadline for the companies to file a plan and disclosure statement to June 30. The companies have so far made substantial progress in their negotiations concerning the treatment of their obligations under a collective bargaining agreement that will form the centerpiece of their bankruptcy plan. An audit of the amounts claimed to be owed by Pop's Painting is in its final stages which, if completed, would allow the companies to formulate a plan. However, the companies believe that proposing a plan before the audit is completed is "premature and not an efficient use of resources," according to court filings. About Pop's Painting Pop's Painting -- http://www.popsinc.net/-- is a privately held company in Lakeland, Florida, that offers abrasive blasting, protective coatings and liners, powder coating, and intumescent coatings to individual and/or small business clients. The company's subsidiary, Pop's Coatings, provides the industry with powder coating, fusion bonded epoxy, Teflon, and other coatings and liners requiring heat cure. Pop's Painting Inc and Pop's Coatings, Inc., each filed a voluntary Chapter 11 petition (Bankr. M.D. Fla. Case No. 18-04673 and Case No. 18-04674) on June 4, 2018. The cases are assigned to Judge Caryl E. Delano. Stichter, Riedel, Blain & Postler, P.A., serves as the Debtors' counsel. At the time of filing, Pop's Painting estimated $1 million to $10 million in both assets and liabilities; and Pop's Coatings estimated $50,000 to $100,000 in assets and $500,000 to $1 million in liabilities. POWERTEAM SERVICES: Moody's Alters Outlook on B3 CFR to Negative ---------------------------------------------------------------- Moody's Investors Service changed PowerTeam Services, LLC's ratings outlook to negative, from stable, and affirmed the company's B3 Corporate Family Rating (CFR) and B3-PD Probability of Default Rating, as well as the Caa2 senior secured second-lien term loan rating. Moody's also downgraded the company's senior secured first-lien revolver and term loan ratings, to B3, from B2. "The negative outlook incorporates the company's operational underperformance relative to our prior expectations, including the delayed restructuring of the electric segment, following the loss of two important customers due to safety-related issues in 2017 has resulted in higher leverage and associated financial risk," according to Inna Bodeck, Moody's lead analyst for the company. "Our downgrade of the first-lien credit facilities reflects the recently executed $150 million asset-based revolving credit facility, which benefits from a priority claim on some of the company's best and most liquid assets," added Bodeck. Moody's took the following rating actions for PowerTeam Services, LLC: Ratings Affirmed: Corporate Family Rating, B3 Probability of Default Rating, B3-PD $135 million Gtd Senior Secured Second-Lien Term Loan, Caa2 (LGD5) Ratings Downgraded: $60 million Gtd Senior Secured First-Lien Revolver, to B3 (LGD3) from B2 (LGD3) $595 million Gtd Senior Secured First-Lien Term Loan, to B3 (LGD3) from B2 (LGD3) Outlook Actions: Outlook, changed to Negative from Stable RATINGS RATIONALE The B3 CFR broadly reflects PowerTeam's modest scale, its relative lack of geographic and end-market diversification compared to other rated engineering and construction companies, significant customer concentration, and event risk under private equity ownership. The company is primarily focused on providing services to gas and electric utilities and its operations are concentrated in 22 states (the southeastern and central part of the US). It has no exposure to other end-markets and little exposure to other geographic regions, creating dependence on local economic and competitive conditions. Additionally, work order releases can be sporadic, as they were in 2016 and 2017, causing inefficient utilization of labor and assets and margin compression. Leverage is high (and notably higher than previously anticipated) at approximately 6.2x Moody's-adjusted debt-to-EBITDA (LTM at 09/30/2018), and positions the company weakly in the B3 rating category. Moody's does continue to maintain a generally favorable view of the industry. Coupled with PowerTeam's deemed adequate liquidity profile, Moody's believes that management will ultimately be able to effectuate a successful restructuring of the electrical segment (notably including centralization of key processes) and address safety concerns without undue incremental customer loss, in both a disciplined and sustained manner. Negative rating pressure could develop if operating performance deteriorates further, or if debt financed acquisitions or shareholder dividends result in funds from operations (cash flow from operations before working capital changes) being sustained below 10% of outstanding debt, or debt-to-EBITDA remains above 6.0x. A deterioration in liquidity, including a reduction in the underlying cushion to financial covenant test levels, could also result in a downgrade. The ratings could experience upward pressure if the company improves margins, generates funds from operations (cash flow from operations before working capital changes) in excess of 15% of outstanding debt, produces comfortably positive free cash flow, and sustains debt-to-EBITDA below 5.0x. The principal methodology used in these ratings was Construction Industry published in March 2017. Headquartered in Cary, North Carolina, PowerTeam is a domestically focused utility transmission and distribution infrastructure services company offering natural gas and electric utilities a wide array of services that help maintain and upgrade their infrastructure and operate more efficiently and reliably. The company generated revenues of less than $1 billion for the last twelve months ended September 30, 2018. CD&R acquired majority ownership of PowerTeam Services in 2018. PRECISION DRILLING: S&P Lowers ICR to 'BB-', Outlook Stable ----------------------------------------------------------- S&P Global Ratings lowered its long-term issuer credit rating on Calgary, Alta.-based contract drilling company Precision Drilling Corp. to 'BB-' from 'BB'. S&P also lowered its issue-level rating on Precision's senior unsecured debt to 'BB-' from 'BB'; its '4' recovery rating on the debt is unchanged. The downgrade reflects S&P's reassessment of Precision's business risk profile to fair from satisfactory, because it believes it is relatively weaker than that of its main U.S. rated peers, Helmerich & Payne, Patterson-UTI, and Nabors Industries. The reassessment was caused by the U.S. market's increased importance to onshore contract drillers due to the sharp drop in Canadian oil prices and drilling activity. Precision has smaller scale and substantially fewer AC super triple rigs in the U.S. than its peers. AC super triple rigs are key in the U.S. because they enjoy much higher utilization rates and are typically under longer-term contracts, providing more cash flow visibility during periods of weak commodity prices. Due to weaker Canadian drilling activity, S&P expects the U.S. to account for more than 50% of Precision's revenue in 2019, and with fewer AC rigs, the company is at a disadvantage to U.S. peers, in its opinion. "Our revised business risk profile on Precision continues to reflect the company's leading position in the Canadian market with about 25% market share, about 7% market share in the U.S., and modest international presence in the Middle East," S&P said. "In addition, Precision has a proven track record of tempering EBITDA margin volatility throughout the hydrocarbon price cycle by reducing costs, underpinning our expectation of stable margins over the next two years and our assessment of Precision's profitability as average compared with that of its North American peers." S&P expects Precision's North American utilization rates in 2019 to decrease from 2018 and day rates to remain flat, based on its assumption of weaker West Texas Intermediate (WTI) prices and wider Canadian local price differentials, and to remain essentially flat in 2020. Consequently, S&P expects annual revenues to drop by mid-single digits in 2019 and to remain flat in 2020, which, coupled with its assumption that EBITDA margins should remain stable, will result in two-year (2019-2020), weighted-average funds from operations (FFO)-to-debt of 12%-20%. The stable outlook reflects S&P's expectation that the company will keep capital expenditures in line with its base case scenario and sustain positive free operating cash flow generation during its 12-month outlook period while maintaining strong liquidity. S&P forecasts improved credit metrics, with two-year (2019-2020), weighted-average FFO-to-debt of 12%-20% and FOCF-to-debt of 5%-10%. "We could lower our ratings if Precision's FFO-to-debt drops below 12% for a sustained period at the same time that its liquidity deteriorates. This could result from lower-than-expected utilization, day rates, or margins caused by weaker-than-expected industry activity," S&P said. A positive rating action could result from stronger FFO-to-debt, consistently above 20%, and positive FOCF, which Precision could achieve through higher-than-expected utilization, day rates, and margins spurred by increased industry activity, according to S&P . S&P said it could also raise the ratings if the company improves its scale, scope, and diversification and increases the number of AC super triple rigs in its fleet. QORVO INC: Moody's Rates Incremental Unsec. Notes Due 2026 'Ba1' ---------------------------------------------------------------- Moody's Investors Service rated Qorvo, Inc.'s incremental 5.50% Senior Unsecured Notes due 2026 ("Incremental Senior Notes") at Ba1. Qorvo's Ba1 Corporate Family Rating ("CFR"), the Ba1 rating on its existing senior unsecured notes, SGL-2 Speculative Grade Liquidity rating ("SGL"), and the stable outlook are unchanged. Proceeds of the Incremental Senior Notes will be used for general corporate purposes, which may include share repurchase, acquisitions, and repayment of other existing debt. Proforma for the Incremental Senior Notes, Moody's expects that debt to EBITDA (Moody's adjusted) will increase to no more than 1.2x from 0.9x (latest twelve months ended September 29, 2018, Moody's adjusted). Assignments: Issuer: Qorvo, Inc. - Senior Unsecured Regular Bond/Debenture, Assigned Ba1, LGD4 RATINGS RATIONALE The Ba1 CFR reflects Qorvo's modest leverage, which Moody's expects to remain below 1.5x debt to EBITDA (Moody's adjusted), its strong niche position in the smartphone radio frequency ("RF") filter market, and a portfolio of infrastructure and defense products, which tend to have longer product life cycles. RF filter providers are enjoying strong secular growth from both increased smartphone sales and rapidly increasing RF content per phone. Liquidity is good and is supported by a $300 million unsecured revolver, which Moody's expects to remain undrawn, and cash and short term investments that it expects will remain over $500 million. Still, the modest leverage and good liquidity are needed to balance the large revenue concentrations, as their top two customers comprise over 40% of revenues, and the very short product life cycles characteristic of the smartphone industry. The Ba1 rating of Qorvo's senior unsecured notes, which are at the same level as the Ba1 CFR, reflects the single class of debt and the limited cushion of subordinated liabilities in the capital structure. Qorvo's Speculative Grade Liquidity rating of SGL-2 indicates good liquidity supported by cash, which Moody's expects to be maintained in excess of $500 million, and FCF, which Moody's expects to be in excess of $450 million over the next year. These internal sources of liquidity are supplemented by a $300 million unsecured revolving credit facility maturing in December 2022, which Moody's expects will remain undrawn. The stable outlook reflects Moody's expectation that Qorvo will generate flat to low-single digits percent revenue growth over the next 12 months. This weak revenue growth reflects the slowdown in global smartphone sales, weighing on Qorvo's Mobile Products segment (approximately 73% of revenues for nine months ended December 29, 2018), which is partially offset by the emerging ramp of 5G infrastructure spending in select global markets, which benefits Qorvo's Infrastructure and Defense Products segment (approximately 27% of revenues). Still, with this modest revenue growth and the operating leverage of the business, the very low financial leverage and Moody's expectation that Qorvo will refrain from further debt issuance, debt to EBITDA (Moody's adjusted) should remain below 1.5x over the next year. The rating could be upgraded if Qorvo substantially reduces the revenue concentration with its top two customers. Moody's would expect that Qorvo would also be generating organic revenue growth in excess of the industry, and maintaining a conservative leverage profile, with debt to EBITDA (Moody's adjusted) maintained below 1.5x. The ratings could be downgraded if Moody's expects a sustained slowdown in revenue growth or if the EBITDA margin is sustained below the low 20s percent level (Moody's adjusted). The rating could also be lowered if profitability pressure or a material increase in debt levels lead to debt to EBITDA (Moody's adjusted) sustained above 2.5x. Qorvo, Inc. ("Qorvo"), based in Greensboro, North Carolina, produces radio frequency ("RF") filters and modules used in smartphones and other RF products for a variety of end markets including cellular telephony base stations, military and commercial radar, and WiFi networks. R & R TRUCKING: Case Summary & 8 Unsecured Creditors ---------------------------------------------------- Debtor: R & R Trucking, Inc. 210 N. Oregon Avenue Pasco, WA 99301 Business Description: R & R Trucking, Inc., is a privately held company that operates in the general freight trucking industry. Chapter 11 Petition Date: March 1, 2019 Court: United States Bankruptcy Court Eastern District of Washington (Spokane/Yakima) Case No.: 19-00473 Judge: Hon. Frederick P. Corbit Debtor's Counsel: William L. Hames, Esq. HAMES, ANDERSON, WHITLOW & O'LEARY 601 W. Kennewick Ave PO Box 5498 Kennewick, WA 99336-0498 Tel: 509 586-7797 Fax: 509 586-3674 E-mail: billh@hawlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Ricardo Cantu, president. A full-text copy of the petition containing, among other items, a list of the Debtor's eight unsecured creditors is available for free at: http://bankrupt.com/misc/waeb19-00473.pdf REDEEMED CHR. CHURCH: Plan Outline Hearing Moved to May 13 ---------------------------------------------------------- Bankruptcy Judge Wendelin I. Lipp rescheduled the hearing to consider approval of Redeemed Chr. Church of God Rvr. Of Life's disclosure statement in connection with its chapter 11 plan of reorganization to May 13, 2019 at 10:00 a.m. March 29, 2019, is fixed as the last day for filing and serving written objections to the Disclosure Statement. About Redeemed Chr. Church Headquartered in Riverdale, Maryland, Redeemed Chr. Church of God Rvr. Of Life dba The Redeemed Christian Church of God is a tax-exempt religious entity (as described in 26 U.S.C. Section 501). The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D. Md. Case No. 18-12290) on Feb. 22, 2018, estimating its assets at up to $50,000 and its liabilities at between $1 million and $10 million. The petition was signed by Pastor Oluwagbemiga Adekunle, director. Judge Wendelin I. Lipp presides over the case. Steven H. Greenfeld, Esq., at Cohen, Baldinger & Greenfeld, LLC, serves as the Debtor's bankruptcy counsel. REMLIW INC: Case Summary & 3 Unsecured Creditors ------------------------------------------------ Debtor: Remliw Inc. aka Monte Idilio Inc. aka Motel Destiny PO Box 10 Hormigueros, PR 00660 Business Description: Remliw Inc. is a privately held company whose principal assets is a motel facility located at Carr 639 Km 2.1 Arecibo, PR 00612. Chapter 11 Petition Date: March 2, 2019 Court: United States Bankruptcy Court District of Puerto Rico (Ponce) Case No.: 19-01179 Judge: Hon. Edward A. Godoy Debtor's Counsel: Damaris Quinones Vargas, Esq. LCDA. DAMARIS QUINONES PO Box 429 Cabo Rojo, PR 00623 Tel: 787-851-7866 Fax: 787-851-1717 E-mail: damarisqv@bufetequinones.com Total Assets: $3,300 Total Liabilities: $2,776,090 The petition was signed by Wilmer Tacoronte Negron, administrator. A full-text copy of the petition containing, among other items, a list of the Debtor's three unsecured creditors is available for free at: http://bankrupt.com/misc/prb19-01179.pdf RENNOVA HEALTH: Signs New Agreement to Acquire Jellico Hospital --------------------------------------------------------------- Rennova Health, Inc., has entered into a new definitive asset purchase agreement to acquire an acute care hospital in Jellico, Tenn. and CarePlus Center in Williamsburg, Ky., an outpatient clinic offering primary care, diagnostic imaging and laboratory services. The hospital known as Jellico Community Hospital and its associated assets are being acquired from Jellico Community Hospital, Inc. and CarePlus Rural Health Clinic, LLC. The transaction is expected to close in the first quarter of 2019, subject to customary regulatory approvals and closing conditions. Jellico Community Hospital is a fully operational 54-bed acute care facility that offers comprehensive services, including diagnostic imaging, radiology, surgery (general, gynecological and vascular), nuclear medicine, wound care and hyperbaric medicine, intensive care, emergency care, and physical therapy. Jellico Community Hospital is accredited by the Center for Improvement in Healthcare Quality (CIHQ) and the lab within the hospital is accredited by the Joint Commission and is committed to high standards of excellence. In 2015, Jellico Community Hospital was one of 251 hospitals out of 3,500 across the country to receive a "5-star" rating for patient satisfaction, according to a Hospital Consumer Assessment of Healthcare Provider and Systems (HCAHPS) survey conducted by the Centers for Medicare & Medicaid Services. The CarePlus Center offers sophisticated testing capabilities and compassionate care, all in a modern, patient-friendly, environment. Services include Diagnostic Imaging Services, X-ray, Mammography, Bone Densitometry, Computed Tomography (CT), Ultrasound, Physical Therapy and Laboratory Services on a walk-in basis. "We are pleased to have secured a new agreement to complete this acquisition. The addition of this hospital is expected to initially add in excess of $12 million of collectable revenue per annum to Rennova," said Seamus Lagan, CEO of Rennova. "We are confident that owning a third hospital in a close geographic proximity to our other two Tennessee based hospitals offers a number of synergies and efficiencies for the provision of services and management and look forward to providing an excellent and complete service to the local community." About Rennova Health Rennova Health, Inc. -- http://www.rennovahealth.com/-- owns and operates two rural hospitals in Tennessee and provides diagnostics and supportive software solutions to healthcare providers, delivering an efficient, effective patient experience and superior clinical outcomes. Beginning in 2018, the Company intends to focus on and operate two synergistic divisions: 1) clinical diagnostics through its clinical laboratories; and 2) hospital operations through its Big South Fork Medical Center, which opened on Aug. 8, 2017, and a hospital in Jamestown Tennessee, including a doctor's practice, the assets of which it expects to acquire in the second quarter of 2018, pursuant to the terms of a definitive asset purchase agreement that the Company entered into on Jan. 31, 2018. Rennova Health reported a net loss attributable to common shareholders of $108.5 million for the year ended Dec. 31, 2017, compared to a net loss attributable to common shareholders of $32.61 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, the Company had $19.43 million in total assets, $39.76 million in total liabilities, $5.83 million in redeemable preferred stock I-1, $3.96 million in redeemable preferred stock I-2, and a total stockholders' deficit of $30.13 million. The report from the Company's independent accounting firm Green & Company, CPAs, in Tampa, Florida, the Company's auditor since 2015, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has significant net losses, cash flow deficiencies, negative working capital and accumulated deficit. These conditions raise substantial doubt about the company's ability to continue as a going concern. REPUBLIC METALS: Proposes Sale of Remaining Assets -------------------------------------------------- Republic Metals Refining Corp. and affiliates filed with the U.S. Bankruptcy Court for the Southern District of New York of their proposed sale of remaining assets. On Nov. 28, 2018, the Debtors filed their Prepaid Customer Motion, which sought permission from the Court to sell approximately $8.2 million of material, composed of $3.2 million worth of customers’ orders that were packaged and awaiting shipment on the Filing Date and an additional $5 million worth of inventory that while available for packaging on the Filing Date, remained in the Debtors’ general inventory. On Dec. 11, 2018, the Debtors filed their Supplement to the Prepaid Customer Motion, which asked for Court authority, with the consent of the Secured Parties and the Committee, to settle the claims of customers asserting an ownership interest in regards to the Packaged Product and any Additional Claims, without further Court order under limited parameters described in the Supplement. On Jan. 4, 2019, the Court entered its Prepaid Sale Order. Pursuant to "Paragraph 2" of the Prepaid Sale Order, the Debtors were not allowed to sell the prepaid goods shown as to the following Customers on Exhibit B of the Prepaid Customer Motion which were part of the Packaged Goods ("Remaining Packaged Goods"): (i) APMEX; (ii) Bayside Metal Exchange; (iii) Mid-States; (iv) MK Management; (v) My Gold Limited; (vi) NCF; (vii) Prince & Izant; (viii) Texas Precious Metals; (ix) Cornerstone Capital; (x) GMR Gold; and (xi) Scotsman Coin. Pursuant to "Paragraph 3" of the Prepaid Sale Order, the Debtors were not authorized to sell the following additional goods ("Remaining Additional Goods"): (i) AG 1 OZ .9999 APMEX/RMC RND - $7,448.04 (506 ); (ii) AG 1 OZ DOVE RND - $64,033.98 (3,795); (iii) AG 1 OZ JERUSALEM RND - $81,038.98 (4,795); (iv) AG 1 OZ MY GOLD STAG RND - $15,260 (1,000); (v) AG 10 OZ .9999 APMEX/RMC BAR - $97,246.50 (6,500); (vi) AG 100 OZ .9999 APMEX/RMC BAR - $221,175.00 (15,000); (vii) AG KILO MYGOLD STAG BAR - $2,422.21 (161); (viii) AU 1 OZ APMEX BAR - $121,502.50 (100); and (ix) AU 1 OZ TEXAS PREC. METALS BAR - $123,270 (100). In addition to the Remaining Packaged Goods and Remaining Additional Goods, the Debtors possess identified and segregated materials claimed by various customers ("Remaining Unprocessed Material") with estimated values as shown: (i) Alamos Gold Inc. - $1,805,080; (ii) Bay Area Metals - $35,062; (iii) Los Filos/Leagold - $1,757,586; (iv) Midwest Refineries - $2,882; (v) Pollock-Cameron Investments Corp., o/a Vancouver Gold Buyer - $88,501; (vi) Pyropure, Inc. (Pyromet) - $93,466; (vii) So Accurate - $116,522; and (viii) Wharf Resources (U.S.A.), Inc. - $298,090. The Debtors, subsequent to the entry of the Prepaid Sale Order, reached out to all Prepaid Customers by sending them a request for settlement form in an attempt to initiate settlement discussions regarding the disposition of the Remaining Prepackaged Goods and the Remaining Additional Goods. Through these negotiations the Debtors, with the consent of the Senior Lenders and no foreseeable objection from the Committee, have reached several settlements which are the subject of an omnibus Rule 9019 motion to be filed. The closing of a sale of substantially all of the Debtors' Assets, as that term is defined in the stalking horse Asset Purchase Agreement between Debtor Republic Metal Corporation and Valcambi SA., to the highest and best bidder, is expected to take place on Feb. 28, 2019. The Remaining Assets are not part of the "Assets" being sold pursuant to the Asset Purchase Agreement. The Debtors are continuing to liquidate the last of their metals and raw materials in anticipation of the closing of the sale and the delivery of the Debtors' premises to the Court approved successful bidder. They ask Court authority to process and sell the Remaining Assets free and clear of all liens, claims, rights, title, interests, and encumbrances, with the Claims to attach to the proceeds of such a sale. Specifically, the Debtors propose to monetize the Remaining Assets on a wholesale basis, as expeditiously as possible, in whatever manner the CRO determines in his business judgment will be most beneficial to the bankruptcy estate. This includes melting or processing the Remaining Assets for sale in the ordinary course of business. The Debtors anticipate that various Customers and the Senior Lenders will assert competing liens and/or property interest rights to the Remaining Assets and their sale proceeds. Therefore, the Motion is filed to put all parties that may claim an interest in the Remaining Assets on notice of the Debtors' intent to melt, process, reprocess, and sell the Remaining Assets free and clear of all Claims while maintaining the status quo as the ownership disputes over of the Remaining Assets play out through the uniform procedures approved by the Court. To implement the foregoing successfully, the Debtors respectfully ask a waiver of the notice requirements under Bankruptcy Rule 6004(a) and the 14-day stay of an order authorizing the use, sale, or lease of property under Bankruptcy Rule 6004(h). A hearing on the Motion is set for Feb. 21, 2019 at 10:00 a.m. (ET). The objection deadline is Feb. 14, 2019 at 4:00 p.m. (ET). About Republic Metals Refining Corp. Founded in 1980, Republic Metals Refining Corporation and its affiliates are refiner of precious metals with a primary focus on gold and silver. They have the capacity to produce approximately 80 million ounces of silver and 350 tons of gold, along with over 55 million pieces of minted products per annum. Suppliers ship unrefined gold and silver to Republic for refining from all over The United States and the Western Hemisphere. They provide their products and services to a diverse base of global mining corporations, financial institutions and jewelry manufacturers. Republic Metals Refining, Republic Metals Corporation and Republic Carbon Company, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case Nos. 18-13359 to 18-13361) on Nov. 2, 2018. In the petition signed by CRO Scott Avila, Republic Metals Refining estimated assets of $1 million to $10 million and liabilities of $100 million to $500 million. The Debtors tapped Akerman LLP as their legal counsel; Paladin Management Group, LLC, as financial advisor; and Donlin, Recano & Company, Inc., as claims and noticing agent. RESOLUTE ENERGY: Cimarex Beneficially Owns 1.2 Million Shares ------------------------------------------------------------- Cimarex Energy Co. reported in a Schedule 13D/A filed with the Securities and Exchange Commission that as of Feb. 22, 2019, it beneficially owns 1,202,458 shares of common stock, par value $0.0001 per share, of Resolute Energy Corporation, which represents 5.15 percent of the shares outstanding. The percentage calculation is based on 23,329,303 shares of Resolute Common Stock issued and outstanding as of Jan. 18, 2019. Cimarex does not own any shares of Resolute Common Stock. However, because the Reporting Person is a party to certain voting and support agreements entered into in connection with the execution of the Merger Agreement, the Reporting Person may be deemed to have shared voting power to vote up to an aggregate of 1,202,458 shares of Resolute common stock. On Feb. 22, 2019, the stockholders of Resolute Energy Corporation, a Delaware corporation, voted in a special meeting and adopted the Agreement and Plan of Merger, dated as of Nov. 18, 2018, by and among Resolute Energy, Cimarex Energy Co., a Delaware corporation, CR Sub 1 Inc., a Delaware corporation, and CR Sub 2 LLC, a Delaware limited liability company. A full-text copy of the regulatory filing is available for free at: https://is.gd/YK0XDw About Resolute Energy Based in Denver, Colorado, Resolute Energy Corp. (NYSE:REN) -- http://www.resoluteenergy.com/-- is an independent oil and gas company focused on the acquisition and development of unconventional oil and gas properties in the Delaware Basin portion of the Permian Basin of west Texas. Resolute incurred a net loss available to common shareholders of $7.70 million in 2017 following a net loss available to common shareholders of $161.7 million in 2016. As of Sept. 30, 2018, the Company had $897.8 million in total assets, $992.6 million in total liabilities and a total stockholders' deficit of $94.84 million. RESOLUTE ENERGY: Cimarex Ceases to Own Any Shares of Common Stock ----------------------------------------------------------------- In a Schedule 13D/A filed with the Securities and Exchange Commission, Cimarex Energy Co. reported that as of March 1, 2019, it has ceased to benecially own any shares of common stock, par value of $0.0001 per share, of Resolute Energy Corporation. On Feb. 22, 2019, the stockholders of Resolute voted in a special meeting and adopted the Agreement and Plan of Merger, dated as of Nov. 18, 2018, by and among the Issuer, Cimarex Energy Co., a Delaware corporation, CR Sub 1 Inc., a Delaware corporation, and CR Sub 2 LLC, a Delaware limited liability company. On March 1, 2019, Merger Sub 1 merged with and into Resolute, with Resolute continuing as the surviving entity and a wholly owned subsidiary of the Reporting Person. After the completion of the first merger, Resolute, as the surviving corporation in the first merger, merged with and into Merger Sub 2, with Merger Sub 2 continuing as the surviving entity and a wholly owned subsidiary of the Reporting Person. Upon the closing of the Merger (a) certain voting and support agreements entered into in connection with the execution of the Merger Agreement to which the initial Schedule 13D related terminated in accordance with their terms, and (b) the Reporting Person ceased to be the beneficial owner of any shares of Resolute Common Stock. A full-text copy of the regulatory filing is available for free at: https://is.gd/hh0NH0 About Resolute Energy Based in Denver, Colorado, Resolute Energy Corp. (NYSE:REN) -- http://www.resoluteenergy.com/-- is an independent oil and gas company focused on the acquisition and development of unconventional oil and gas properties in the Delaware Basin portion of the Permian Basin of west Texas. Resolute incurred a net loss available to common shareholders of $7.70 million in 2017 following a net loss available to common shareholders of $161.7 million in 2016. As of Sept. 30, 2018, the Company had $897.8 million in total assets, $992.6 million in total liabilities and a total stockholders' deficit of $94.84 million. RESOLUTE ENERGY: Completes Merger with Cimarex ---------------------------------------------- CR Sub 1 Inc., a Delaware corporation and a direct wholly owned subsidiary of Cimarex merged with and into Resolute Energy Corporation on March 1, 2019, with Resolute continuing as the surviving corporation in the first merger, and thereafter, Resolute merged with and into Cimarex Resolute LLC (f/k/a CR Sub 2 LLC), a Delaware limited liability company and a direct wholly owned subsidiary of Cimarex ("Merger Sub 2"), with Merger Sub 2 continuing as the surviving company. On Nov. 18, 2018, Resolute Energy entered into an Agreement and Plan of Merger with Cimarex Energy Co., CR Sub 1 Inc., a direct wholly owned subsidiary of Cimarex ("Merger Sub 1"), and Cimarex Resolute LLC (f/k/a CR Sub 2 LLC), a Delaware limited liability company and a direct wholly owned subsidiary of Cimarex ("Merger Sub 2"). On the Closing Date, Resolute terminated all commitments and repaid all amounts outstanding under the Third Amended and Restated Credit Agreement, dated as of Feb. 17, 2017, among Resolute, as borrower, certain subsidiaries of Resolute, as guarantors, the lenders party thereto and Bank of Montreal, as administrative agent. On the Closing Date, Resolute initiated a notice to redeem any and all of its 8.50% Senior Notes Due 2020. In connection therewith, on the Closing Date, Cimarex caused to be deposited with Delaware Trust Company, as registrar and paying agent for the 2020 Notes, funds sufficient to redeem any 2020 Notes remaining outstanding on April 1, 2019. The deposit included approximately $621.3 million of outstanding principal at a redemption price of 100.000% of the principal amount of the redeemed 2020 Notes, plus accrued and unpaid interest thereon to, but excluding, the Redemption Date. Upon deposit of the Deposit with the Paying Agent on the Closing Date, the indenture governing the 2020 Notes was fully satisfied and discharged. The 2020 Notes, which bore interest at 8.50% per year, were scheduled to mature on May 1, 2020. Pursuant to the Merger, each share of common stock, par value $0.0001 per share, of Resolute issued and outstanding immediately prior to the effective time of the First Merger was converted into the right to receive (in accordance with such holder's election and subject to proration), one of the following forms of consideration: (1) an amount in cash equal to $14.00, without interest, and 0.2366 shares of common stock of Cimarex, par value $0.01 per share; (2) an amount of cash, without interest, equal to $35.00; or (3) 0.3943 shares of Cimarex Common Stock. In addition, (1) each outstanding share of restricted stock granted pursuant to the 2009 Performance Incentive Plan, as amended, automatically became fully vested (with any performance-based vesting satisfied at the maximum level) and was converted into Merger Consideration at the holder's election (less required withholdings), (2) each outstanding outperformance share right granted pursuant to the Resolute Equity Plan (which would, if the relevant performance and other vesting conditions were met, result in the issuance of one share of Resolute Common Stock to the holder of such outperformance share right) became fully vested (with any performance-based vesting satisfied at the maximum level) and was automatically cancelled and converted into the right to receive Merger Consideration at the holder's election (less required withholdings), (3) each outstanding option to purchase Resolute Common Stock granted pursuant to the Resolute Equity Plan became fully vested and was automatically cancelled and converted into the right to receive the Merger Consideration at the holder's election (less required withholdings) based on the excess of (i) $35.00 minus (ii) the applicable exercise price per share under such Resolute Option, (4) each outstanding stock appreciation right granted pursuant to the Resolute Equity Plan became fully vested and was automatically cancelled and converted into the right to receive an amount in cash equal to the product of (i) the total number of shares of Resolute Common Stock subject to such Resolute SAR immediately prior to the Effective Time multiplied by (ii) the excess of the Cash Election Consideration minus the per share base price of such Resolute SAR, and (5) each outstanding award of restricted cash granted pursuant to the Resolute Equity Plan became fully vested and payable at the time set forth in the Resolute Equity Plan and applicable award agreement. No fractional shares of Cimarex Common Stock were issued in the Merger, and holders of Resolute Common Stock instead received cash in lieu of fractional shares of Cimarex Common Stock. The Merger Consideration was subject to proration so that the aggregate Merger Consideration paid in respect of all holders of Resolute shares eligible to make an election of the Merger Consideration (including holders of Resolute equity awards whose awards were converted into rights to receive the Merger Consideration) consisted of no more than 60% shares of Cimarex Common Stock and 40% cash, based on the closing sale price for shares of Cimarex Common Stock on Nov. 16, 2018. Following proration, Cimarex issued approximately 5.7 million shares of Cimarex Common Stock and paid approximately $325.6 million in cash to former holders of Resolute Common Stock and Resolute equity awards. Each share of Resolute 8 1/8% Series B Cumulative Perpetual Convertible Preferred Stock, par value $0.0001 per share, issued and outstanding immediately prior to the Effective Time was exchanged for one share of newly issued Cimarex 8 1/8% Series A Cumulative Perpetual Convertible Preferred Stock, par value $0.01 per share. As a result of the Merger, Cimarex issued 62,500 shares of Cimarex Preferred Stock and reserved for issuance 579,459 shares of Cimarex Common Stock issuable upon conversion of such Cimarex Preferred Stock. The issuance of Cimarex Common Stock and Cimarex Preferred Stock, including Cimarex Common Stock issuable upon conversion of 62,500 of Cimarex Preferred Stock, in connection with the Merger was registered under the Securities Act of 1933, as amended, pursuant to Cimarex's registration statement on Form S-4, as amended (File No. 333-228809), which became effective on Jan. 30, 2019. The proxy statement/prospectus included in the registration statement contains additional information about the Merger. NYSE Delisting On the Closing Date, Resolute notified the New York Stock Exchange that the Merger had been completed and requested that the NYSE (1) suspend trading of the Resolute Common Stock and the Series A Junior Participating Preferred Stock of Resolute, par value $0.0001 per share, on the NYSE, (2) withdraw the Resolute Common Stock and Series A Preferred Stock from listing on the NYSE and (3) file with the Securities and Exchange Commission a notification of removal from listing on Form 25 to delist the Resolute Common Stock and Series A Preferred Stock from the NYSE, which Forms were filed with the SEC on March 1. Resolute Common Stock and Series A Preferred Stock ceased being traded immediately prior to the opening of the market on Friday, March 1, 2019, and will no longer be listed on the NYSE. Additionally, Resolute intends to file with the SEC certifications on Form 15 under the Securities Exchange Act of 1934 requesting the deregistration of the Resolute Common Stock and Series A Preferred Stock under Section 12(g) of the Exchange Act, and the suspension of Resolute's reporting obligations under Section 13(a) and Section 15(d) of the Exchange Act with respect to the Resolute Common Stock, Series A Preferred Stock, 2020 Notes and related guarantees and warrants to purchase Resolute Common Stock as promptly as practicable. Changes in Control of Registrant As a result of the Merger, a change in control of Resolute occurred, and Resolute is now a wholly owned subsidiary of Cimarex. Effective as of the effective time of the Second Merger, Cimarex became the sole member of the Surviving Company. Directors and Officers Resign In accordance with the Merger Agreement, as a result of the Merger, the then existing directors of Resolute, Nicholas J. Sutton, Richard F. Betz, James E. Duffy, Tod C. Benton, Joseph Citarrella, Wilkie S. Colyer, Thomas O. Hicks, Jr., Gary L. Hultquist, Janet W. Pasque, Robert J. Raymond and William K. White, resigned from the Board of Directors of Resolute and any and all committees of the Board on which they served, effective as of the Effective Time. Those resignations were not related to any disagreement with Resolute on any matter relating to Resolute's operations, policies or practices. In addition, in connection with the Merger, effective as of the Effective Time, the existing officers of Resolute, Nicholas J. Sutton, Richard F. Betz, Theodore Gazulis, Michael N. Stefanoudakis, Bob D. Brady, Jr., William R. Alleman, James A. Tuell and Douglas K. Dietrich ceased serving in their respective corporate officer capacities with Resolute. Those removals were not related to any disagreement with Resolute on any matter relating to the Resolute's operations, policies or practices. Amendment to Articles of Incorporation or Bylaws The certificate of formation and amended and restated limited liability company agreement of Merger Sub 2 in effect immediately prior to the effective time of the Second Merger became the certificate of formation and amended and restated limited liability company agreement of the Surviving Company and, as a result, the amended and restated certificate of incorporation and amended and restated bylaws of Resolute are no longer in effect as of that time. About Resolute Energy Based in Denver, Colorado, Resolute Energy Corp. (NYSE:REN) -- http://www.resoluteenergy.com/-- is an independent oil and gas company focused on the acquisition and development of unconventional oil and gas properties in the Delaware Basin portion of the Permian Basin of west Texas. Resolute incurred a net loss available to common shareholders of $7.70 million in 2017 following a net loss available to common shareholders of $161.7 million in 2016. As of Sept. 30, 2018, the Company had $897.8 million in total assets, $992.6 million in total liabilities and a total stockholders' deficit of $94.84 million. RM WIND-DOWN: Selling Eight Liquor Licenses for $521K ----------------------------------------------------- RM Wind-Down Holdco, LLC, and affiliates ask the U.S. Bankruptcy Court for the District of Delaware to authorize them to complete the eight separate sales of liquor licenses for the following closed premises: (i) Store No. ET 0008 in Burbank, California to Santa Monica Proper F&B Company, LLC for $95,000; (ii) Store No. CHY 2457 in Contra Costa, California to Twisted Times Restaurants, Sports & Spirits, LLC for $25,000; (iii) Store No. ET 7028 in Long Beach/PCH, California to T-Lish VI, LLC for $90,000; (iv) Store No. ACA 0041 in Los Angeles, California to 915 Group, LLC for $85,000 ; (v) Store No. ET 7165 in National City, California to Herrera Management Group, Inc. for $66,000; (vi) Store No. ET 7093 in Oceanside, California to Coastal Cantina or Nominee for $85,000; (vii) Store No. ET 7258 in Sacramento, California to Northern Park, LLC for $30,000; and (viii) Store No. ACA 0059 in Stanton, California to Open Bar Taphouse, Inc. $45,000. On the Petition Date, the Debtors sought approval of (i) proposed bid procedures in connection with a sale of substantially all of the Debtors' assets and (ii) certain bid protections for the Stalking Horse Bidder. On Sept. 6, 2018, the Court entered the Bid Procedures Order, which provided, among other things, that interested parties were required to submit Qualified Bidsby Sept. 21, 2018. The Debtors did not receive any competing bids for any subset of their assets prior to the Bid Deadline and, accordingly, the auction scheduled for Oct. 4, 2018, was cancelled. The Debtors presented the Stalking Horse Bid, deemed the highest and best bid for their assets, at a sale hearing conducted on Sept. 27, 2018. On Sept. 28, 2018, the Court entered the Sale Order, thereby approving, among other things, the sale of substantially all of the Debtors’ assets and the assumption and assignment of certain executory contracts and unexpired leases to FM Restaurants (PT), LLC, pursuant to the certain Asset Purchase Agreement dated Aug. 5, 2018. The RM Asset Sale closed on Oct. 29, 2018. Pursuant to the Sale Order and the APA, the Purchaser, among other things, has the ability during the Designation Rights Period to designate any Designation Right Contract for assumption and assignment, and, subject to objection rights held by counterparties thereto, such designated Designation Rights Contract will be assumed and assigned to the Purchaser. The Debtors are continuing to monetize assets excluded from the RM Asset Sale, including the Liquor Licenses subject to the Motion. The Debtors previously obtained entry of an order approving the sale of five liquor licenses on Jan. 14, 2019. Similar to those liquor licenses, each Liquor License subject to the relief sought was utilized in connection with a restaurant location that the Debtors no longer operate and have not sold to the Purchaser. The Liquor Licenses were previously utilized at certain of the Debtors' restaurants that were closed between February 2016 and February 2018. Such licenses are generally transferrable, subject to defined procedures and approvals, and therefore may be marketed and sold. The Debtors attempted to sell the Liquor Licenses prior to the Petition Date but, upon further consideration, determined to preserve the Liquor Licenses for the Debtors' chapter 11 process in an effort to augment the ultimate value received through the proposed sale of substantially all of the Debtors' assets. The Liquor Licenses subject to the Motion, however, were not purchased by the Purchaser, and, accordingly, may be sold and assigned to third parties. At this stage of the Debtors' wind down, and given the Purchaser's determination not to obtain the Liquor Licenses, the Debtors ask to sell the Liquor Licenses which were previously used at the Closed Premises. The Debtors' advisors and senior management, including Christopher Wells of Alvarez & Marsal, who will serve as signor of the Liquor Licenses, have been diligently marketing the Liquor Licenses for the Closed Premises and engaged two brokers to help facilitate sales thereof. The brokers, each of which is paid by the ultimate buyer of the subject Liquor Licenses, utilized their respective vast networks to locate viable (and, indeed, likely) buyers for each Liquor License. The Debtors, together with their professional advisors, have been marketing the Liquor Licenses subject to the Motion, and others similar to them, since well before the Petition Date. As a result of those efforts and those expended by their brokers, the Debtors have entered into eight separate Escrow and Purchase Agreements to sell Liquor Licenses to third party purchasers free and clear of all Encumbrances. Although the Debtors will continue to market the few remaining liquor licenses that are not currently subject to a Purchase Agreement, they do not anticipate being able to secure buyers for such licenses, however, to the extent they do, the Debtors will ask appropriate relief from the Court to consummate such transactions. Finally, the Debtors ask that the Court waives the stay imposed by Bankruptcy Rule 6004(h). To implement the foregoing immediately, they respectfully ask a waiver of the notice requirements of Bankruptcy Rule 6004(a) to the extent such requirements are deemed to apply. A copy of the Agreements attached to the Motion is available for free at: http://bankrupt.com/misc/Wind-Down_Holdco_506_Sales.pdf A hearing on the Motion is set for Feb. 25, 2019 at 3:00 a.m. (ET). The objection deadline is Feb. 15, 2019 at 4:00 p.m. (ET). About RM Wind-Down Holdco RM Holdco, LLC and its subsidiaries -- http://www.realmexrestaurants.com/-- operate the Chevys Fresh Mex, El Torito, and other full-service Mexican restaurant brands. As of August 2018, RM (a) operated 69 restaurants, of which 61 are located in California and the remainder in six other states and (b) franchised 11 restaurants in seven other states. The Company owns and operates restaurants in California, Florida, Maryland, New York, Oregon, Virginia, and Washington. The Company franchises restaurants in Florida, Illinois, Maryland, Minnesota, Missouri, New Jersey, and South Dakota. RM has approximately 4,600 full-time and part-time employees. RM is majority-owned by affiliated entities of Tennenbaum Capital Partners and Z Capital Group. In March 2012, RM purchased out of bankruptcy substantially all of the assets of certain corporate entities then operating the Real Mex family of restaurants. RM Holdco, LLC, and its subsidiaries sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-11795) on Aug. 5, 2018. RM Holdco estimated assets in the range of $50 million to $100 million and 100 million to $500 million in debt. The Debtors tapped Sidley Austin LLP and Young Conaway Stargatt & Taylor, LLP, as legal counsel; Alvarez & Marsal North America, LLC, as restructuring advisor; and Piper Jaffrey & Co. as investment banker. Kurtzman Carson Consultants LLC is the claims and noticing agent. SADDY FAMILY: Case Summary & 8 Unsecured Creditors -------------------------------------------------- Debtor: Saddy Family, LLC 201 Boulevard Seaside Heights, NJ 08751 Business Description: Saddy Family, LLC owns commercial buildings in Seaside Heights, New Jersey. Chapter 11 Petition Date: February 28, 2019 Court: United States Bankruptcy Court District of New Jersey (Trenton) Case No.: 19-14223 Judge: Hon. Christine M. Gravelle Debtor's Counsel: Eugene D. Roth, Esq. LAW OFFICE OF EUGENE D. ROTH Valley Pk. East 2520 Hwy 35, Suite 307 Manasquan, NJ 08736 Tel: (732) 292-9288 Fax: (732) 292-9303 E-mail: erothesq@gmail.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Linda Saddy, managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's eight unsecured creditors is available for free at: http://bankrupt.com/misc/njb19-14223.pdf SCIENTIFIC GAMES: Incurs $352.4 Million Net Loss in 2018 -------------------------------------------------------- Scientific Games Corporation has filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $352.4 million on $3.36 billion of total revenue for the year ended Dec. 31, 2018, compared to a net loss of $242.3 million on $3.08 billion of total revenue for the year ended Dec. 31, 2017. As of Dec. 31, 2018, Scientific Games had $7.71 billion in total assets, $10.18 billion in total liabilities, and a total stockholders' deficit of $2.46 billion. Net cash provided by operating activities decreased in 2018 primarily due to an $85.3 million decrease in incremental net earnings after reconciling adjustments and changes in deferred taxes, which includes the Shuffle Tech settlement payment of $151.5 million, coupled with unfavorable changes in working capital accounts. Net cash used in investing activities increased in 2018 primarily due to the NYX and other acquisitions and the second and third pro-rata concession funding payments to LNS of $178.5 million (EUR 150.0 million) coupled with higher capital expenditures. Higher capital expenditures were driven by the Company's Gaming business segment due to anticipated acceleration of its gaming operations installed base of participation games and Lottery business segment associated with the new lottery contracts, combined with capital expenditures attributable to the NYX operations primarily associated with the development of its new sports wagering platform for the U.S. market. Capital expenditures are composed of investments in systems, equipment and other assets related to contracts, property and equipment, intangible assets and software. Net cash used in financing activities increased primarily due to repayment of assumed NYX and other acquisition debt of $290.1 million, higher revolving credit facility payments, and higher net redemptions of common stock under stock-based compensation plans, partially offset by higher proceeds associated with the refinancing activities. A full-text copy of the Form 10-K is available for free at: https://is.gd/TI28X7 About Scientific Games Based in Las Vegas, Nevada, Scientific Games Corporation (NASDAQ:SGMS) -- http://www.scientificgames.com/-- is a developer of technology-based products and services and associated content for the worldwide gaming, lottery, social and digital gaming industries. Its portfolio of revenue-generating activities primarily includes supplying gaming machines and game content, casino-management systems and table game products and services to licensed gaming entities; providing instant and draw-based lottery products, lottery systems and lottery content and services to lottery operators; providing social casino solutions to retail consumers and regulated gaming entities, as applicable; and providing a comprehensive suite of digital RMG and sports wagering solutions, distribution platforms, content, products and services. We also gain access to technologies and pursue global expansion through strategic acquisitions and equity investments. SEADRILL LIMITED: Bank Debt Trades at 19% Off --------------------------------------------- Participations in a syndicated loan under which Seadrill Limited is a borrower traded in the secondary market at 81.15 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 2.12 percentage points from the previous week. Seadrill Limited pays 600 basis points above LIBOR to borrow under the $1.10 billion facility. The bank loan matures on February 21, 2021. Moody's rates the loan 'Caa2' and Standard & Poor's gave a 'CCC+' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. SELFRIDGE PARTNERS: Seeks to Hire Ebert Appraisal Service --------------------------------------------------------- Selfridge Partners, LLC, seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire an appraiser. The Debtor proposes to employ Ebert Appraisal Service, Inc., to conduct an appraisal of its real property located at 28901 Selfridge Drive, Malibu, California. The firm charges an appraisal fee of $850 and an hourly fee of $300 for court appearances. James Ebert, an appraiser employed with Ebert Appraisal Service, disclosed in a court filing that he and his firm are "disinterested" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: James Ebert Ebert Appraisal Service, Inc. 4607 Lakeview Canyon, Suite 253 Westlake Village, CA 91361 Tel: 310.505.5916 Mobile: 805.372.1749 Email: james@eas2.com About Selfridge Partners Selfridge Partners, LLC, owns a fee-simple interest in a rental property -- a single family dwelling at 28901 Selfridge Drive, Malibu, California -- valued at $2.50 million. Selfridge filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-11618) on Sept. 7, 2017. In the petition signed by Candace C. Pendleton, managing member, the Debtor disclosed $2.50 million in assets and $4.90 million in liabilities. Judge Peter Carroll oversees the case. Matthew D. Resnik, Esq., at Simon Resnik Hayes LLC, serves as bankruptcy counsel to the Debtor. SHELLEY GRAY: Gallagher Buying New Windsor Property for $65K ------------------------------------------------------------ Shelley M. Gray and Roger P. Gray ask the U.S. Bankruptcy Court for the Southern District of New York to authorize the sale of their right, title and interest in and to the vacant real property located at 10 Ivy Rock Lane, New Windsor, New York to John J. Gallagher for $65,000. A hearing on the Motion is set for March 5, 2019 at 9:30 a.m. Objections, if any, must be filed at least seven business days prior to the Hearing. At the time of the filing of the petition, the Property was encumbered by a Collateral security mortgage lien held by FNBJ Holding Corp. (assignee of Jeff Bank formerly Known as The First National Bank of Jeffersonville), with an approximate total balance due of $611,727. On March 6, 2018, Marina Greenberg of Greenberg & Associates, Inc. performed an appraisal of the Property and determined that it had a fair market value of approximately $65,000. The Property is encumbered by (i) outstanding real property and school tax Obligations owed to the County of Orange in the approximate amount of $630; (ii) junior, wholly unsecured Federal Tax Liens (the Internal Revenue Service) and New York State Tax Warrants; and (iii) two wholly unsecured pre-petition judgment Liens - (1) held by Key Bank National Association in the approximate amount of $692,473 and (2) held by Wells Fargo Bank, N.A. in the approximate amount of $92,929. Prior to the filing of their petition, in October, 2017, the Debtors received an offer from the Buyer to purchase the Property for the sum of $65,000. The parties executed Contract of Sale. Due to the inability to obtain clear title on the Property and the subsequent filing of the Debtors' Chapter 11 petition, the sale of the Property stalled. The Purchaser has since renewed his Interest in purchasing the Property. The Debtors make the Application for an Order authorizing them to sell their Right, title and interest in and to the Property free and clear of all liens against it. The Debtors desire to sell the Property to pay the real property tax obligations Owed on the Property and provide a significant payment to FNBJ on its collateral security mortgage. Further, sale of the Property will help enable them to move forward towards the filing and Confirmation of their Chapter 11 Plan of Reorganization. The sale of the Property will not result in prejudice to the County of Orange, as It will be paid in full from the proceeds of the sale, or the first lienholder, FNBJ, as the mortgagee Will receive the balance of the proceeds of the sale to be applied to its secured claim. As such, the Sale is in the best interest of FNBJ as well. In addition to the satisfaction of the outstanding real property taxes due to the County of Orange, prior to turnover of remainder of the proceeds of the sale, the Debtors propose to pay realtor's commissions from the proceeds of the sale of the Property in the approximate amount of $3,250. Counsel for the Debtors: Michelle L. Trier, Esq. GENOVA & MALIN Hampton Business Center 1136 Route 9 Wappingers Falls, NY 12590 Telephone: (845) 298-1600 Shelley M. Gray and Roger P. Gray sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 18-36225) on July 24, 2018. The Debtors tapped Peter A. Pastore, Esq., at McNamee, Lochner, Titus & Williams, P.C. SJV INC: Case Summary & 8 Unsecured Creditors --------------------------------------------- Debtor: SJV, Inc. 401 Boulevard Seaside Heights, NJ 08751 Business Description: SJV, Inc. is a privately held company in Seaside Heights, New Jersey. Chapter 11 Petition Date: February 28, 2019 Court: United States Bankruptcy Court District of New Jersey (Trenton) Case No.: 19-14220 Judge: Hon. Christine M. Gravelle Debtor's Counsel: Eugene D. Roth, Esq. LAW OFFICE OF EUGENE D. ROTH Valley Pk. East 2520 Hwy 35, Suite 307 Manasquan, NJ 08736 Tel: (732) 292-9288 Fax: (732) 292-9303 Email: erothesq@gmail.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Linda Saddy, president. A full-text copy of the petition containing, among other items, a list of the Debtor's eight unsecured creditors is available for free at: http://bankrupt.com/misc/njb19-14220.pdf SKYE MINERAL: Dispute with PacNet Withdrawn from Mediation ---------------------------------------------------------- District Judge Colm F. Connolly accepts the recommendation of Chief Magistrate Judge Mary Pat Thynge that the case captioned PACNET CAPITAL (U.S.) LIMITED, Appellant, v. SKYE MINERAL PARTNERS LLC, SKYE MINERAL INVESTORS, LLC, and CLARITY COPPER, LLC, Appellees, Civ. No. 18-2008-CFC (D. Del.) be withdrawn from the mandatory referral for mediation and proceed through the appellate process of this court. Briefing on the bankruptcy appeal will proceed in accordance with the following schedule: -- Appellees' brief in opposition to the appeal is due on or before April 12, 2019. -- Appellant's reply brief is due on or before April 29, 2019. The bankruptcy case is in re: SKYE MINERAL PARTNERS LLC, Chapter 11, Debtors, Case No. 18-11430(LSS) (Bankr. D. Del.). A copy of the Court's Order dated Jan. 15, 2019 is available https://bit.ly/2GWXMzp from Leagle.com. PacNet Capital (U.S.) Limited, Appellant, represented by Christopher M. Samis, Whiteford, Taylor & Preston, L.L.C. & Aaron Hollis Stulman, Whiteford, Taylor & Preston, L.L.C. Skye Mineral Partners, LLC, Skye Mineral Investors, LLC & Clarity Copper, LLC, Appellees, represented by Brendan Joseph Schlauch -- Schlauch@rlf.com -- Richards, Layton & Finger, PA, Cory Dean Kandestin -- Kandestin@rlf.com -- Richards, Layton & Finger, PA, Kevin Michael Gallagher -- Gallagher@rlf.com -- Richards, Layton & Finger, PA & Rudolf Koch -- Koch@rlf.com -- Richards, Layton & Finger, PA. SMAR EQUIPAMENTOS: Chapter 15 Case Summary ------------------------------------------ Chapter 15 Debtor: Smar Equipamentos Industrias Ltda., et al. Rua Augusto Zanini, 895, Jardim Sumare ZIP: 14170-550 Sertaozinho, Sao Paulo, SP Business Description: Smar Equipamentos Industrias Ltda. -- http://www.smar.com-- is a manufacturer of process control instruments in Brazil. Founded in 1974, the Company has developed a line of instruments for processes control for chemical and petrochemical, ethanol, food & beverage, mining, oil & gas, pulp & paper, sugar, and water & waste water industries. Chapter 15 Petition Date: February 28, 2019 Court: United States Bankruptcy Court Southern District of Florida (Miami) Chapter 15 Case No.: 19-12734 Judge: Hon. Robert A. Mark Foreign Representative: Alexandre Borges Leite Rua Aldo Focosi, 420 Bairro Presidente Medici - Unidade 52 Ribeirao Preto, Sao Paulo SP Brazil ZIP: 14091-310 Foreign Representative's Counsel: Leyza F. Blanco, Esq. SEQUOR LAW, P.A. 1001 Brickell Bay Drive, 9th Floor Miami, FL 33131 Tel: 305-372-8282 Email: lblanco@sequorlaw.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/flsb19-12734.pdf SOUTHCROSS ENERGY: Common Units Delisted from the NYSE ------------------------------------------------------ Southcross Energy Partners, L.P. will move trading in the Partnership's Common Units. The Common Units will shift to the OTCQX from the New York Stock Exchange effective at the market close of trading on the NYSE on Feb. 27, 2019. On Feb. 28, 2019, the Common Units will begin trading upon market open on the OTCQX. On Feb. 27, 2019, the Partnership received notification from the NYSE that the Partnership was not in compliance with Rule 802.01C of the NYSE's Listed Company Manual, as the Partnership's unit price had fallen below the NYSE's continued listing standard for average closing price of less than $1.00 over a consecutive 30 trading-day period and failed to cure this non-compliance within the required timeframe. The NYSE Regulation, Inc.) will apply to the Securities and Exchange Commission to delist the Common Units from the NYSE upon completion of all applicable procedures, including any appeal by the Partnership of the NYSE Regulation staff's decision. The Partnership does not plan to appeal the NYSE Regulation's staff decision. Consequently, the Partnership has chosen to move its Common Units to the OTCQX, which is the highest market tier operated by the OTC Markets Group, Inc. and provides the highest level of standards within the OTC Markets for investors. Southcross Energy remains and intends to remain a publicly traded partnership. The Partnership will continue to make all required SEC filings and will remain subject to SEC rules and regulations applicable to reporting companies under the Securities Exchange Act of 1934, as amended. The Partnership plans to maintain an independent Audit Committee and to provide annual financial statements audited by a Public Company Accounting Oversight Board (PCAOB) independent registered public accounting firm and unaudited interim financial reports prepared in accordance with U.S. generally accepted accounting principles. Southcross Energy may apply to relist its Common Units on a national stock exchange in the future upon meeting the applicable initial listing standards of that exchange. About Southcross Energy Southcross Energy Partners, L.P. -- http://www.southcrossenergy.com/-- is a master limited partnership that provides natural gas gathering, processing, treating, compression and transportation services and NGL fractionation and transportation services. It also sources, purchases, transports and sells natural gas and NGL. Its assets are located in South Texas, Mississippi and Alabama and include two gas processing plants, one fractionation plant and approximately 3,100 miles of pipeline. The South Texas assets are located in or near the Eagle Ford shale region. Southcross is headquartered in Dallas, Texas. As of Sept. 30, 2018, the Company had $1.05 billion in total assets, $604.7 million in total liabilities, and $454.4 million in total partners' capital. Southcross Energy incurred a net loss attributable to partners of $67.65 million in 2017 following a net loss attributable to partners of $94.99 million in 2016. * * * As reported by the TCR on Jan. 17, 2019, S&P Global Ratings withdrew its 'CCC-' long-term issuer credit rating on Southcross Energy Partners L.P. and its 'CCC-' issue-level rating and '3' recovery rating on the partnership's senior secured debt at the partnership's request. At the time of the withdrawal, S&P's outlook on the partnership was negative. Moody's Investors Service downgraded Southcross Energy Partners, L.P.'s Corporate Family Rating to Caa3 from Caa2, Probability of Default Rating to Ca-PD from Caa2-PD, and senior secured term loan rating to Caa3 from Caa2, as reported by the TCR on Dec. 24, 2018. SPRUCE CREEK: Case Summary & 2 Unsecured Creditors -------------------------------------------------- Debtor: Spruce Creek, LLC 56 Far Horizons Drive Newburgh, NY 12550 Business Description: Spruce Creek, LLC is a land developer that owns in fee simple 36.74 acres of land located East of Route 300 and South of Jeanne Drive, in Newburgh, New York, having a current value of $3 million. It also owns 22.182 acres in the Town of Newburgh, NY, valued by the Debtor at $400,000. Chapter 11 Petition Date: March 1, 2019 Court: United States Bankruptcy Court Southern District of New York (Poughkeepsie) Case No.: 19-35319 Judge: Hon. Cecelia G. Morris Debtor's Counsel: Michael D. Pinsky, Esq. MICHAEL D. PINSKY, P.C. 372 Fullerton Ave., Ste #11 Newburgh, NY 12550 Tel: 845-245-6001 Fax: 845-684-0547 E-mail: michael.d.pinsky@gmail.com Total Assets: $3,463,950 Total Liabilities: $2,544,869 The petition was signed by David Weinberg, CEO. A full-text copy of the petition containing, among other items, a list of the Debtor's two unsecured creditors is available for free at: http://bankrupt.com/misc/nysb19-35319.pdf STARION ENERGY: Claim Filing Deadline Set for May 13 ---------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware set May 13, 2019, at 5:00 p.m. (ET) as last date and time for consumer customers to file proofs of claim against Starion Energy Inc. and its debtor-affiliates. Each proof of claim must be submitted: i) electronically at http://www.donlinrecano.com/clients/starion/fileclaim; ii) by U.S. mail at: Donlin, Recano & Company Inc. Re: Starion Energy Inc. et al. P.O. Box 199043 Blythebourne Station Brooklyn, NY 11219 iii) by overnight courier or hand delivery to: Donlin, Recano & Company Inc. Re: Starion Energy Inc. et al. 6201 15th Avenue Brooklyn, NY 11219 Copies of the consumer bar date order, schedules and other documents filed in these Chapter 11 cases may be examine between 8:00 a.m. and 4:00 p.m. (Prevailing Eastern Time), Monday through Friday, at the office of the clerk of bankruptcy court, 824 North Market Street, 3rd Floor, Wilmington, Delaware 19801. Proof of claim forms and copy of the consumer bar date order may be obtained by contacting Donlin Recano at starioninfo@donlinrecano.com, visiting Donlin Recano's website at http://www.donlinrecano.com/starion,or by calling the help center at 1-877-611-8038. About Starion Energy Founded in 2009, Starion Energy -- https://www.starionenergy.com/ -- is a competitive electric supplier that markets and sells electricity to retail customers. Starion participates in certain "deregulated" markets -- markets in which the state has allowed third-party energy providers to market and sell electricity supply as an alternative to the electric supply procured and provided by the customers' utility. It has operations in Connecticut, Delaware, District of Columbia, Illinois, Massachusetts, Maryland, New Jersey, New York, Ohio, and Pennsylvania. Based in Middlebury, Connecticut, Starion Energy is a member of the Retail Energy Supply Association (RESA). Starion Energy and its affiliates, Starion Energy PA, Inc., and Starion Energy NY, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 18-12608) on Nov. 14, 2018. At the time of the filing, Starion Energy disclosed $26,888,675 in assets and $6,956,141 in liabilities. The Hon. Mary F. Walrath is the case judge. Gellert Scali Busenkell & Brown, LLC, is the Debtors' legal counsel. STIFEL FINANCIAL: Fitch Rates Series B Preferred Stock 'B+' ----------------------------------------------------------- Fitch Ratings has assigned a 'B+' rating to Stifel Financial Corporation's $150 million Series B preferred stock issuance. The preferred shares will rank equally with previously issued preferred shares (Series A), and are subordinate to existing unsecured debt but senior to common shares. Distributions, when and if declared by the board of directors, will be payable quarterly at a fixed annual rate of 6.25%. Distributions on the preferred shares are non-cumulative. The preferred shares are perpetual in nature, but may be redeemed at Stifel's option on or after March 15, 2024. Proceeds from the issuance are expected to be used for general corporate purposes, including repurchases of common stock. KEY RATING DRIVERS PREFERRED STOCK Stifel's preferred stock issuance is rated 'B+', which is five notches lower than Stifel's Viability Rating (VR) of 'bbb', in accordance with Fitch's 'Global Bank Rating Criteria' dated Oct. 12, 2018. The preferred stock rating includes two notches for loss severity given the securities' deep subordination in the capital structure, and three notches for non-performance given that the coupon of the securities is non-cumulative and fully discretionary. RATING SENSITIVITIES PREFERRED STOCK Stifel's preferred stock rating is sensitive to changes in Stifel's VR, and would move in tandem with any changes to the VR. Upward rating momentum could be influenced by evidence of strong asset quality performance through the credit cycle, higher and more consistent earnings and profitability, while maintaining leverage near current levels and maintaining a strong funding and liquidity profile. Reduced key-man risk associated with Stifel's Co-Chairman and CEO, including the establishment of a formal succession plan, would also be viewed positively. Stifel's ratings could be downgraded if the firm exhibits an increased appetite for balance-sheet-intensive acquisitions that result in a change to the firm's risk appetite or leverage profile. Additional negative rating drivers include material trading or operational losses, material deterioration in capitalization, either for the overall firm or at the subsidiary level, regulatory or reputational damage that impairs the franchise, and/or weakening of the funding and liquidity profile. SUMMIT MATERIALS: S&P Rates $300MM Sr. Unsecured Notes 'BB' ----------------------------------------------------------- S&P Global Ratings assigned it 'BB' issue-level rating to Summit Materials LLC and Summit Materials Finance Corp.'s proposed $300 million senior unsecured notes due 2027. The recovery rating on the notes is '4', indicating S&P's expectation of average (30%-50%; rounded estimate: 30%) recovery for noteholders in the event of a payment default. S&P also affirmed the 'BB' issue-level rating on Summit's existing unsecured debt and revised the recovery rating on Summit's unsecured debt, including its $650 million notes due 2023 and $300 million notes due 2025, to '4' from '3', indicating S&P's expectation of average (30%-50%; rounded estimate: 30%) recovery for noteholders in the event of a payment default. S&P's 'BB' issuer credit rating and stable rating outlook on Summit Materials LLC is unchanged. For further information regarding S&P's ratings on Summit, see its research update published on March 23, 2018. Key Analytical Factors -- S&P's assessment of recovery prospects for Summit Materials LLC contemplates a reorganization value for the company of $1.38 billion, reflecting "emergence" EBITDA of about $230 million and a 6x multiple. -- The $230 million emergence EBITDA value represents a $45 million decline from S&P's previous valuation and result from its assessment of the company's lower EBITDA generation in 2018 and its implications on estimated "emergence" EBITDA level in a default scenario. -- S&P's revision of the unsecured debt recovery rating to '4' from '3' reflects not only a lower valuation at emergence for Summit Materials, but also incorporates a higher level of secured debt in the capital structure (a $110 million increase in the revolving credit facility to $345 million) as well as an additional $50 million of unsecured debt. -- S&P's emergence EBITDA assumption contemplates a significant rebound in profitability following the sharp cyclical downturn that it believes is required for the company to default with the proposed capital structure. As a result, S&P's EBITDA assumption does not purport to represent a default-level EBITDA, which it thinks could be substantially lower. The 6x multiple is within the 5x to 6x range that it generally uses for building products companies. -- S&P's '1' recovery rating on Summit's $980 million senior secured credit facilities indicates its expectation for very high recovery (90% to 100%; rounded estimate: 95%) in the event of payment default. This includes its recently upsized $345 million revolving credit facility due 2024 and $635 million term loan due 2024. -- S&P's '4' rating on Summit's unsecured claims indicates its expectation for average recovery (30% to 50%; rounded estimate: 30%) in the event of payment default. This includes its proposed $300 million unsecured notes (used to redeem its existing $250 senior unsecured notes due 2022), $650 senior unsecured notes due 2023, and $300 senior unsecured notes due 2025. S&P Global Ratings uses its recovery analytics to arrive at its issue-level ratings on the debt of most speculative-grade nonfinancial corporate issuers (those rated 'BB+' or lower). Depending on the recovery assessment for a given debt issue, the rating on that issue is notched up, down, or not at all from S&P's corporate credit rating assigned to the issuer of the debt. Simulated Default and Valuation Assumptions: -- Year of default: 2024 -- EBITDA at emergence: $230 million -- Implied enterprise valuation (EV) multiple: 6x -- Gross EV: $1.38 billion Simplified Waterfall: -- Net EV (after 5% administrative costs): $1.31 billion -- Estimated senior secured claims: $820 million (revolving credit: $290 million; term loan: $615 million) --Recovery expectation: 90% to 100% -- Remaining value for senior unsecured notes: $400 million -- Senior unsecured notes claims: $1.29 billion --Recovery expectation: 30% to 50% (rounded estimate: 30%) RATINGS LIST Summit Materials LLC Issuer Credit Rating BB/Stable/-- New Ratings Summit Materials LLC Summit Materials Finance Corp. $300M sr unsecured notes due 2027 BB Recovery rating 4 (30%) Ratings Affirmed; Recovery Revised Summit Materials LLC Summit Materials Finance Corp. Senior unsecured debt BB BB Recovery rating 4 (30%) 3 (60%) T. LOFT LLC: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: t. Loft LLC 11511 W 166th Terr Overland Park, KS 66221 Business Description: t. Loft LLC -- http://www.tloft.net-- operates health cafes offering fresh, all natural food and beverages. The cafe caters to the health conscious with fresh pressed juices, nutritious gourmet meals and cleansing programs as well as a 100 percent gluten free menu. Chapter 11 Petition Date: March 1, 2019 Court: United States Bankruptcy Court District of Kansas (Kansas City) Case No.: 19-20388 Judge: Hon. Robert D. Berger Debtor's Counsel: Colin N. Gotham, Esq. EVANS & MULLINIX, P.A. 7225 Renner Road, Suite 200 Shawnee, KS 66217 Tel: (913) 962-8700 Fax: (913) 962-8701 E-mail: Cgotham@emlawkc.com Total Assets: $379,750 Total Liabilities: $1,143,341 The petition was signed by Jill Minton, member. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/ksb19-20388.pdf TAJA REAL: Petrini Offers $44K for Mays Landing Property -------------------------------------------------------- Taja Real Estate Investors, LLC, asks the U.S. Bankruptcy Court for the District of New Jersey to authorize the private sale of the real property located at 6464 Dehirsch Avenue, Mays Landing, New Jersey to Louis Petrini for $44,000. The Debtor's counsel certifies that the Debtor is a real estate holding company that owns 21 parcels of vacant and developed land at the New Jersey Shore and Philadelphia, Pennsylvania. The Debtor owns the Property. It has determined that selling its estate's rights to the Property to the Buyer is in the best interest of its estate. The Trustee and the Buyer reached an agreement and executed an Agreement of Sale on Jan. 16, 2019. The Agreement of Sale controls the Sale. The sale is also contingent upon working out any potential issues with the U.S. Attorney's Office arising out of pending criminal actions along with a bail bond. Provided those issues are resolved, the Sale should respectfully be approved pursuant to section 363(f) of the Bankruptcy Code. The Debtor is seeking the Court’s approval of a private sale of the Debtor's interest in the Property as set forth in the Agreement of Sale. In accordance with Local Bankruptcy Rule 6004-1, the material terms are: a. The interest to be sold is all of the Debtor's rights, title, and interest in the Property; b. The closing of the Sale will occur as soon as practicable following the entry of an Order approving the Sale; c. There are no mortgages but there are real estate taxes to be paid; d. The purchase price of the Sale is $44,000; e. The Sale is conditioned upon: (i) private well testing (ii) satisfactory inspection, and (iii) the Court's approval of the Sale; f. The Buyer has paid a deposit of $2,000, which is forfeited upon the Buyer's default under the Agreement of Sale; g. The sale is to be effectuated pursuant to 11 U.S.C. Section 363(b) and (f). It is to be free of all liens, claims, and encumbrances; h. The Sale includes no request for a tax determination; i. The Sale is not a sale of substantially all of the Debtor's assets; j. No executory contracts or unexpired leases are to be assumed and assigned pursuant to the Sale; k. No credit bidding pursuant to 11 U.S.C. § 363(k) is included in the Sale; and 1. There is a 6% realtor's commission due to BHHS Fox & Roach with 3% of that to be paid to ReMax Platinum Properties from the Sale. The Debtor contends that the Sale, pursuant to the terms of the Sale Agreement, is in the best interest of the Debtor's estate and should be approved. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Taja_Real_38_Sales.pdf About Taja Real Estate Investors Taja Real Estate Investors LLC is an investment company headquartered in Pleasantville, New Jersey. It has equitable interest in 21 commercial and residential properties located in New Jersey and Pennsylvania. Taja Real Estate Investors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 18-34266) on Dec. 10, 2018. At the time of the filing, the Debtor disclosed $2,871,245 in assets and $480,126 in liabilities. Flaster/Greenberg, P.C., is the Debtor's counsel. TELATNYK RE: Seeks to Hire Joyce W. Lindauer as Legal Counsel ------------------------------------------------------------- Telatnyk RE Investments, Inc., seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Joyce W. Lindauer Attorney, PLLC, as its legal counsel. The firm will assist the Debtor in the preparation of a plan of reorganization and will provide other legal services in connection with its Chapter 11 case. Lindauer charges these hourly fees: Joyce Lindauer, Esq. $395 Jeffery Veteto, Esq. $225 Paralegals $65 - $125 Legal Assistants $65 - $125 The firm received a retainer of $6,717, which included the filing fee of $1,717. Joyce Lindauer, Esq., disclosed in a court filing that the firm's members and contract attorneys are "disinterested" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce Williams Lindauer, Esq. Joyce W. Lindauer Attorney, PLLC 12720 Hillcrest Road, Suite 625 Dallas, TX 75230 Tel: 972-503-4033 Email: joyce@joycelindauer.com About Telatnyk RE Investments Telatnyk RE Investments, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 19-30471) on Feb. 4, 2019. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. The case is assigned to Judge Harlin Dewayne Hale. TENDERLEAF VILLAGE: Case Summary & 7 Unsecured Creditors -------------------------------------------------------- Debtor: Tenderleaf Village, Inc. 18418 Memorial Springs Pass Tomball, TX 77375 Business Description: Tenderleaf Village owns two business properties in Lufkin, Texas having a total current value of $2.7 million. The Company is a tax-exempt entity (as described in 26 U.S.C. Section 501). On the web: http://www.tenderleafvillage.com/ Chapter 11 Petition Date: February 28, 2019 Court: United States Bankruptcy Court Southern District of Texas (Houston) Case No.: 19-31061 Judge: Hon. Jeffrey P. Norman Debtor's Counsel: Julie Mitchell Koenig, Esq. COOPER & SCULLY, P.C. 815 Walker, Suite 1040 Houston, TX 77002 Tel: 713-236-6800 Fax: 713-236-6880 E-mail: julie.koenig@cooperscully.com Total Assets: $2,833,076 Total Liabilities: $1,923,273 The petition was signed by James Tran, director. A full-text copy of the petition containing, among other items, a list of the Debtor's seven unsecured creditors is available for free at: http://bankrupt.com/misc/txsb19-31061.pdf TEXAS COMM: Seeks to Hire Joyce W. Lindauer as Legal Counsel ------------------------------------------------------------ Texas Comm. Company LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Joyce W. Lindauer Attorney, PLLC, as its legal counsel. The firm will assist the Debtor in the preparation of a plan of reorganization and will provide other legal services in connection with its Chapter 11 case. Lindauer charges these hourly fees: Joyce Lindauer, Esq. $395 Jeffery Veteto, Esq. $225 Paralegals $65 - $125 Legal Assistants $65 - $125 The firm received a retainer of $7,000, which included the filing fee of $1,717. Joyce Lindauer, Esq., disclosed in a court filing that the firm's members and contract attorneys are "disinterested" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce Williams Lindauer, Esq. Joyce W. Lindauer Attorney, PLLC 12720 Hillcrest Road, Suite 625 Dallas, TX 75230 Tel: 972-503-4033 Email: joyce@joycelindauer.com About Texas Comm. Company Texas Comm. Company LLC, a telecommunications construction company in Euless, Texas, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 19-40571) on Feb. 6, 2019. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. The case is assigned to Judge Mark X. Mullin. TEXAS PELLETS: Amends Plan to Modify Treatment of Unsecured Claims ------------------------------------------------------------------ Texas Pellets, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of Texas its first amended disclosure statement in support of its first amended joint chapter 11 plan. The first amended plan modifies the treatment of unsecured claims in Class 3(a) and (3b). After all required payments of Sale Proceeds are made under the Sale Order and under the terms of the Plan, in the following order of priority, to (i) for deposit in the Distribution Reserve, (ii) to the DIP Lender for any amounts outstanding under the DIP Loans, (iii) to the Bond Trustee on account of the Bond Trustee Secured Claim; (iv) to holders of any Allowed Secured Claims; and (v) to the Bond Trustee from the Distribution Reserve Balance up to the full amount of the Bond Trustee Secured Claim; the following sums, shall be paid to the Liquidating Trust for the benefit of holders of Allowed Class 3(a) and Allowed Class 3(b) Claims: (w) any remaining balance from Sale Proceeds (if any), (x) any remaining Distribution Reserve Balance (if any), (y) any proceeds from the sale of Excluded Assets to the extent such Excluded Assets are not subject to the Liens of the Bond Trustee or another holder of an Allowed Secured Claim; and (z) Avoidance Action Proceeds. Any such payment to the Liquidating Trust, if made, will be applied and held by the Liquidating Trustee in an allocation between the respective Estates of TPI and GPTX as determined by the Liquidating Trustee, subject to approval of the Bankruptcy Court. Allowed Class 3(a) Claims will receive a pro rata distribution from the amount allocated for the Estate of TPI and Allowed Class 3(b) will receive a pro rata distribution from the amount allocated for the Estate of GPTX. The Liquidating Trust will liquidate Retained Causes of Action for the benefit of Unsecured Claims. Any recovery is speculative, but will be in addition to any Sale Proceeds received, and the Avoidance Action Proceeds. A copy of the First Amended Disclosure Statement dated Feb. 22, 2019 is available at https://tinyurl.com/y3petttg from Pacermonitor.com at no charge. About Texas Pellets Texas Pellets, Inc., based in Woodville, Texas, filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 16-90126) on April 30, 2016. The petition was signed by Anna Katherin Leibold, president and chief executive officer. German Pellets Texas, LLC, also based in Woodville, Texas, filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 16-90127) on April 30, 2016. The petition was signed by Peter H. Leibold, its chief executive officer. The cases have been jointly administered under Texas Pellets' case. Judge Bill Parker presides over the cases. The Debtors employ William Steven Bryant, Esq., at Locke Lord LLP as their legal counsel; Searcy & Searcy, P.C. as local/conflicts co-counsel; and Guggenheim Securities, LLC as investment banker. Bryan M. Gaston, and the firm Opportune, LLP, serve as the Debtors' Chief Restructuring Officer. No Chapter 11 trustee or examiner has been appointed in these Bankruptcy Cases. An official committee of unsecured creditors was appointed on May 17, 2016. THERMASTEEL INC: Taps Michael B. Cooke as Accountant ---------------------------------------------------- Thermasteel, Inc., seeks approval from the U.S. Bankruptcy Court for the Western District of Virginia to hire Michael B. Cooke, CPA, PC, as its accountant. The firm will assist the Debtor in the preparation of its monthly operating reports and the required budgets to accompany its motion to use cash collateral; prepare and file tax returns; and provide other accounting services necessary to administer its bankruptcy estate. The firm's accountants who will be providing the services will charge an hourly fee of $150. Cooke neither represents nor holds any interest adverse to the Debtor, according to court filings. The firm can be reached through: C. Todd Massey Michael B. Cooke, CPA, PC 2001 S Main St., Suite 6 Blacksburg, VA 24060 Telephone: (540) 953-1152 Fax: (540) 953-1153 E-mail: info@cpacooke.com About Thermasteel Inc. Thermasteel, Inc. -- http://www.thermasteelinc.com/-- is a provider of panelized composite building systems, manufacturing composite foundation, floor, wall, roof and ceiling panels for residential, commercial and industrial applications. Its pre- insulated steel framing has been used in large military housing projects in the USA, Germany and Guantanamo Bay, Cuba. Production facilities are presently located in USA (Virginia, Alaska), and Russia, with products being shipped via container to many other countries. Thermasteel sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Va. Case No. 18-71461) on Oct. 26, 2018. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of the same range. The case is assigned to Judge Paul M. Black. The Debtor tapped the Law Office of Richard D. Scott as its legal counsel. TINA JONES: TennMO Buying Rutherford Property for $1.2 Million -------------------------------------------------------------- Tina Marie Jones asks the U.S. Bankruptcy Court for the Middle District of Tennessee to authorize the sale of the real property located at 3200 Manchester Hwy, Murfreesboro, Tennessee, consisting of her residence and approximately 34.84 acres, more or less, designated as Parcel/Tax ID 126 01300 in the property assessor's office for Rutherford County, Tennessee, to TennMO Properties, LLC, for $1.2 million, subject to higher and better offers. A hearing on the Motion is set for March 5, 2019 at 9:00 a.m. The objection deadline is Feb. 21, 2019. The Debtor scheduled in her bankruptcy filing a house and 34.84 acres. It was and is the intention of the Debtor to sell the property and to pay the creditors of the estate to the extent possible. The property has been the subject of three previous Sale Motions each approved by the Court. The approved Sale Contracts each had contingencies which allowed the purchaser to terminate the contracts. The Debtor is currently attempting to try for a 4th time to sell this piece of property and pay back more to the creditors in the case than they would receive through a foreclosure sale and generate funds to fund a repayment to her unsecured creditors. The Debtor is the owner of two 50% tenants in common interest. When the Debtor and her ex-husband, John Jones, each were awarded a 50% interest as tenants in common on the subject property. Mr. Jones then quitclaimed his 50% interest to the Debtor. His 50% interest as tenants in common was subject to tax and judgment liens that the Debtor is not liable for any and may not get paid in full if the sale takes place. By the Motion, the asks entry of an Order setting a hearing to consider authorization and approval of the sale to be closed on April 1, 2019, with an objection deadline of March 1, 2019. Additionally, any competing bids should be presented to the Debtor by 4:00 p.m. (CT) on March 1, 2019 as described in the Bidding Procedures. Exercising the Debtor's best business judgment, she may select the bid best suited for the benefit of the Creditors and the Debtor. If objection to the Motion is filed and then following the hearing on March 5, 2019 the Debtor will request entry of an Order approving among other things the sale by the Debtor and to the Purchaser free and clear of liens, claims, encumbrances and other interests. The Debtor and the Purchaser entered into the Purchase and Sale Agreement for the purchase and sale of the Property on Dec. 3, 2018. The 363 Transaction, as embodied in the Purchase Agreement contemplates that substantially all of the Debtor's assets, specifically the Property will be sold and transferred to the Purchaser. The purchase price for the property is $1.2 million cash at closing. There will be no real estate brokerage fee paid by the Seller or the Purchaser. Approximately $205.3 88.99 will be applied to the 50% tenant in common interest owned originally by the Debtor and $205,389 will he applied to the 50% tenant in common interest owned originally by the John Jones and quitclaimed to the Debtor. From the $205,389 applied to the 50% tenant in common interest owned originally by the Debtor, the Debtor will receive her homestead exemption in the amount of $5,000; payment of the attorney's fees due Paul E. Jennings; payment of any attorney's fee due Steven L. Lefkovitz Which is approved by the Court; and the remainder will be distributed pursuant to the order of priority. The Debtor anticipates paying 100% of the claims in the case that she is personally liable for. From the $205,389 applied to 50% tenant in common interest owned originally Mr. Jones and quitclaimed to the Debtor, the Debtor does not believe that creditors will be paid in full. The foregoing is an estimated list of priority of claims and liens against the 50% tenant in common interest owned originally by the Mr. Jones and quitclaimed to the Debtor. The Debtor estimates that the 2007 and 2008 IRS tax liens and the lien of Reliant Bank will be paid in full and that the 2009 tax lien will receive approximately $12,524. The remainder of the liens and claims against Mr. Jones' interest in the property will be terminated and receive nothing if the proposal is approved since Mr. Jones is now deceased. This distribution will increase if there are overbids, and the distribution calculated is an estimate based on the offer of the Buyer. Any lien holder to the property who is not being-paid in full has a right to object. A copy of the APA attached to the Motion is available for free at: http://bankrupt.com/misc/Tina_Jones_178_Sales.pdf Tina Marie Jones sought Chapter 11 protection (Bankr. M.D. Tenn. Case No. 17-05623) on Aug. 17, 2017. The Debtor tapped Paul E. Jennings, Esq., at Paul E. Jennings Law Offices, P.C., as counsel. TRESHA-MOB LLC: Seeks to Extend Solicitation Period to June 6 ------------------------------------------------------------- Tresha-Mob, LLC asked the U.S. Bankruptcy Court for the Western District of Texas to extend the period during which it has the exclusive right to solicit acceptances for the plan through June 6. The company's current exclusive filing period expired on Feb. 27. On Feb. 27, Tresha-Mob filed with the court its proposed Chapter 11 plan. About Tresha-Mob Tresha-MOB, LLC, is a lessor of real estate based in Chicago, Illinois, whose principal assets are located at 9618 Huebner Road San Antonio, Texas. Tresha-MOB filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 18-52420) on Oct. 10, 2018. In the petition signed by Michael Horrell, Voltaire Asset Managers II, LLC, manager of Tresha-MOB LLC, the Debtor estimated assets and liabilities of $10 million to $50 million. The Debtor is represented by Eric Terry, Esq. at Eric Terry Law, PLLC as counsel; Kell C. Mercer, P.C. as special counsel; and CBRE, Inc. as real estate broker. TUCKAHOE CREDIT: S&P Affirms 'BB' Rating on 2001-CTL1 Certificates ------------------------------------------------------------------ S&P Global Ratings on Feb. 28 affirmed its 'BB' rating on credit lease-backed pass-through certificates from Tuckahoe Credit Lease Trust 2001-CTL1, a U.S. commercial mortgage-backed securities credit tenant lease transaction, and revised the outlook to stable from negative. The rating action reflects the Feb. 14, 2019, rating action taken on CenturyLink Inc. The rating on the transaction is dependent on the rating assigned to CenturyLink Inc. ('BB/Stable'). The certificates are collateralized by a first mortgage and assignment of a lease encumbering a condominium interest in a two-story industrial building in Yonkers, N.Y. The entire property is leased to Qwest Communications Corp. (QCC), a wholly owned subsidiary of Qwest Communications International Inc., on a triple-net-basis, with QCC responsible for all operating and maintenance costs. Qwest Communications International Inc. was acquired by CenturyLink Inc. in 2011. RATINGS LIST Tuckahoe Credit Lease Trust 2001-CTL1 Rating Series To From 2001-CTL1 BB/Stable BB/Negative ULTRA PETROLEUM: Bankr. Code Defines, Limits Claims, 5th Cir. Rules ------------------------------------------------------------------- In the appeals case captioned ULTRA PETROLEUM CORPORATION; KEYSTONE GAS GATHERING, L.L.C.; ULTRA RESOURCES, INCORPORATED; ULTRA WYOMING, INCORPORATED; ULTRA WYOMING LGS, INCORPORATED; UP ENERGY CORPORATION; UPL PINEDALE, L.L.C.; UPL THREE RIVERS HOLDINGS, L.L.C., Appellants, v. AD HOC COMMITTEE OF UNSECURED CREDITORS OF ULTRA RESOURCES, INCORPORATED; OPCO NOTEHOLDERS, Appellees, No. 17-20793 (5th Cir.), the U.S. Court of Appeals, Fifth Circuit reverses in part the Bankruptcy Court's ruling that a plan impairs a creditor if it refuses to pay an amount the Bankruptcy Code independently disallows. These bankruptcy proceedings arise from exceedingly anomalous facts. The debtors entered bankruptcy insolvent and now are solvent. That alone makes them rare. But second, the debtors accomplished their unlikely feat by virtue of a lottery-like rise in commodity prices. The key legal question is whether the rich man's creditors are "impaired" by a plan that paid them everything allowed by the Bankruptcy Code. The bankruptcy court said yes. In that court's view, a plan impairs a creditor if it refuses to pay an amount the Bankruptcy Code independently disallows. In reaching that conclusion, the bankruptcy court split from the only court of appeals to address the question, every reported bankruptcy court decision on the question, and the leading treatise discussing the question. The Court reverses and follows the monolithic mountain of authority holding the Code--not the reorganization plan--defines and limits the claim in these circumstances. The Court holds that Code impairment is not the same thing as plan impairment. Because the bankruptcy court found otherwise, it did not address whether the Code disallows the Make-Whole Amount or post-petition interest, and if not, how much the debtors must pay the Class 4 Creditors. To secure plan confirmation, the parties stipulated the debtors would do whatever is necessary to make the creditors unimpaired. The bankruptcy court, therefore, must make that stipulation a reality. For that reason, the Court reverses in part, vacates in part, and remands for further proceedings. A copy of the 5th Circuit's Decision dated Jan. 17, 2019 is available at https://bit.ly/2XDnw8S from Leagle.com. About Ultra Petroleum Englewood, Colorado-based Ultra Petroleum Corp. is an independent exploration and production company focused on developing its long-life natural gas reserves in the Green River Basin of Wyoming -- the Pinedale and Jonah Fields. The Company is listed on NASDAQ and trades under the ticker symbol "UPL". On April 29, 2016, Ultra Petroleum Corp. and seven subsidiary companies filed petitions (Bankr. S.D. Tex. Lead Case No. 16-32202) seeking relief under Chapter 11 of the U.S. Bankruptcy Code. Judge Marvin Isgur is the case judge. Ultra Petroleum tapped Kirkland & Ellis LLP, as counsel; Jackson Walker, L.L.P., as co-counsel; Rothschild Inc. and Petrie Partners as investment bankers; and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent. In April 2017, Ultra Petroleum successfully completed its Chapter 11 restructuring. UNIVERSAL SERVICES: $1.26BB Bank Debt Trades at 3% Off ------------------------------------------------------ Participations in a syndicated loan under which Universal Services of America LP is a borrower traded in the secondary market at 97.50 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 2.09 percentage points from the previous week. Universal Services pays 375 basis points above LIBOR to borrow under the $1.26 billion facility. The bank loan matures on July 28, 2022. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. UNIVERSAL SERVICES: $100MM Bank Debt Trades at 2% Off ----------------------------------------------------- Participations in a syndicated loan under which Universal Services of America LP is a borrower traded in the secondary market at 97.83 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 2.44 percentage points from the previous week. Universal Services pays 375 basis points above LIBOR to borrow under the $100 million facility. The bank loan matures on July 28, 2022. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. US SILICA: Bank Debt Trades at 7% Off ------------------------------------- Participations in a syndicated loan under which US Silica Corporation is a borrower traded in the secondary market at 92.67 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 2.32 percentage points from the previous week. US Silica pays 400 basis points above LIBOR to borrow under the $1.280 billion facility. The bank loan matures on May 1, 2025. Moody's rates the loan 'B1' and Standard & Poor's gave a 'B+' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. USI INC: $1.885BB Bank Debt Trades at 2% Off -------------------------------------------- Participations in a syndicated loan under which USI Incorporated (USI Insurance Services) is a borrower traded in the secondary market at 97.71 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.28 percentage points from the previous week. USI Incorporated pays 300 basis points above LIBOR to borrow under the $1.885 billion facility. The bank loan matures on May 16, 2024. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. USI INC: $200MM Bank Debt Trades at 2% Off ------------------------------------------ Participations in a syndicated loan under which USI Incorporated (USI Insurance Services) is a borrower traded in the secondary market at 97.71 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.28 percentage points from the previous week. USI Incorporated pays 300 basis points above LIBOR to borrow under the $200 million facility. The bank loan matures on May 16, 2024. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. USI INC: $525MM Bank Debt Trades at 2% Off ------------------------------------------ Participations in a syndicated loan under which USI Incorporated (USI Insurance Services) is a borrower traded in the secondary market at 97.71 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.28 percentage points from the previous week. USI Incorporated pays 300 basis points above LIBOR to borrow under the $525 million facility. The bank loan matures on May 16, 2024. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. W RESOURCES: Sauro Buying Immovable East Rouge Property for $118K ----------------------------------------------------------------- W Resources, LLC, asks the U.S. Bankruptcy Court for the Middle District of Louisiana to authorize the sale of a 7.89-acre tract of immovable property located in East Baton Rouge Parish to Anthony Sauro for $118,350, subject to overbid. The Debtor's assets include the Property. After negotiations as to the price and terms of the sale, the Debtor has entered into a purchase agreement with the Purchaser for the purchase and sale of the Property. The material terms of the Stalking Horse Agreement are: a. The Property: 7.89 Acres of tract of immovable property located in East Baton Rouge Parish b. Purchaser: Anthony Sauro c. Purchase Price: $118,350, free and clear of liens and claims d. Deposit: $3,550.50 e. Break-Up Fee: None f. Bid Procedures: Standard Bid Procedure g. Closing: The sale of the Property will be closed Within 30 days from the entry ofthe Sale Order. h. Assumed Contacts: None An abstract obtained from the public records of East Baton Rouge Parish, which reveals only these liens encumbering the Property: a. Judgment in favor of Callais Capital Management, LLC in the amount of $3.84 million plus interest and costs, recorded April 20, 2018 in the East Baton Rouge Parish Mortgage records at Original 435, Bundle 12885. b. Tax Lien in the amount of $36,188.24 recorded by the Internal Revenue Service on June 4, 2018 in the East Baton Rouge Parish Mortgage records at Original 661, Bundle 12892. The Debtor plans to continue marketing the Property through reasonable marketing efforts seeking overbids. Further, parties in interest will receive notice and copies of the Motion through the bankruptcy process. The Debtor asks that parties interested in placing a competing bid against that of the Purchaser be allowed to do so under these conditions: a. Parties seeking to make an Overbid must utilize and abide by an overbid purchase agreement form. b. The Overbid Purchase Agreement should be executed and returned to undersigned counsel at least seven days prior to the scheduled hearing. c. Parties seeking to make an overbid must make a 3% deposit required in the Overbid Purchase Agreement, and further provide undersigned counsel with evidence of their ability to fund the purchase of the Property. d. As to the Purchaser or any other bidder planning to bid through a realtor or broker who is seeking a commission, such bid will be reduced by such commission when comparing to any bids received from bidders without realtors or brokers. e. Initial Overbids must be at least $119,350, determined as follows: (i) the amount of the original bid, plus (ii) $1,000 minimum initial overbid increment. f. In the event of one or more Overbids (including the Purchaser), the Debtor or the Court may conduct an auction to determine the highest and best bidder. g. The Debtor will evaluate Overbids using its business judgment. The Debtor will select not necessarily the highest bid, but the highest and best bid as the person or entity to which the Debtor will propose that the Court sell the Property. h. The second highest and best bid, as determined by the Debtor in its business judgment, may remain obligated to purchase the Property at its last bid, as the "Back-up Bidder." The Debtor may proceed to close with the Backup Bidder in the event that the sale of the Property does not close with the Successful Bidder. i. The Debtor may waive and/or alter these rules and requirements if in the interest of the Debtor's estate. j. The party (whether the Purchaser, or another person or entity submitting an Overbid) with which the Debtor closes the sale of the Property will be considered the Purchaser. The Debtor asks that from the sale proceeds, the ordinary and reasonable closing costs, including without limitation, any unpaid property taxes and a prorated portion of 2019 property taxes will be paid. All creditors and interested parties will receive notice of the Sale or a competing transaction and will be provided with an opportunity to be heard. The Debtor submits that such notice is adequate for entry of an order approving the Motion and waiving the 14 days waiting period under Bankruptcy Rule 6004(h) . A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/W_Resources_334_Sales.pdf About W Resources W Resources, LLC, is a privately-owned company in Baton Rouge, Louisiana, engaged in activities related to real estate. It is a holding company with a diverse set of raw and recreational land, farming and hunting operations, an aircraft hangar, oil and gas interests, and equity-based interests. W Resources sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. La. Case No. 18-10798) on July 23, 2018. In the petition signed by Dwayne M. Murray, Chapter 11 trustee for Michael Worley, manager, the Debtor estimated assets and liabilities of $50 million to $100 million each. The Debtor hired Stewart Robbins & Brown, LLC, as its legal counsel. Horne LLP serves as accountant. WEATHERLY OIL: Case Summary & 30 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Weatherly Oil & Gas, LLC aka SND-Vortus LP 777 Taylor Street, Suite 902 Fort Worth, TX 76102 Business Description: Weatherly Oil & Gas, LLC -- https://www.weatherlyop.com -- is a Fort Worth-based oil and natural gas company primarily focused on exploiting natural resources in the Ark-La-Tex region. Weatherly is operated by an affiliate Weatherly Operating, LLC. Chapter 11 Petition Date: February 28, 2019 Court: United States Bankruptcy Court Southern District of Texas (Houston) Case No.: 19-31087 Judge: Hon. Marvin Isgur Debtor's Counsel: Matthew D. Cavenaugh, Esq. Kristhy M. Peguero, Esq. Vienna F. Anaya, Esq. JACKSON WALKER L.L.P. 1401 McKinney Street, Ste 1900 Houston, TX 77010 Tel: 713-752-4200 Email: mcavenaugh@jw.com Debtor's Sales Agent: TENOAKS ENERGY PARTNERS, LLC Debtor's Restructuring Advisor: ANKURA CONSULTING GROUP, LLC Debtor's Notice & Claims Agent: EPIQ CORPORATE RESTRUCTURING, LLC https://dm.epiq11.com/#/case/WOG/info Estimated Assets: $50 million to $100 million Estimated Liabilities: $100 million to $500 million The petition was signed by Scott Pinsonnault, chief restructuring officer. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/txsb19-31087.pdf List of Debtor's 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Halliburton Energy Services Inc. Vendor $2,895,112 3000 N Sam Houston Pkwy E Houston, TX 77032 Contact: Robb L. Voyles, EVP, Secretary and General Counsel Tel: (281) 871-4000 Fax: (281) 876-4455 Email: robb.voyles@halliburton.com XTO Energy Vendor $938,259 22777 Springswood Village Pkwy Spring, TX 77389 Contact: Elizabeth Murphy Senior Counsel Tel: (817) 885-3703 Fax: (817) 870-1671 Email: elizabeth_murphy@xtoenergy.com Bass Energy Services LLC Vendor $679,118 1197 Magnolia Rd Waskom, TX 75692 Contact: Mr. R. Pene Tel: (903) 687-1800 Fax: (903) 687-4107 Email: rpene@bassrentals.com Ensight IV Energy Management LLC Vendor $624,081 333 Texas St. Ste 1919 Shreveport, LA 71101 Contact: Gregory K. Madden EVP & COO Tel: (318) 429-2214 Fax: (318) 429-2229 Email: greg.madden@ensightenergy.com Red Dog Oil Tools, Inc. Vendor $609,481 371 Hwy 82 East Magnolia, AR 71753 Contact: Jimmy Jennings, President Tel: (870) 234-9966 Fax: (870) 234-9967 Email: jjennings@reddogoiltools.com Robert L. Spooner Accrued Royalty $501,766 8854 A. SW 91st PL Claim Ocala, FL 34481 Third Coast Commercial Capital Inc. FBO: Quality Energy Services, LLC Vendor $412,640 20202 Hwy 59 North Ste 190 Humble, TX 77338 Contact: Doug Gregory, President Tel: (281) 570-1850 Fax: (281) 570-1849 Email: dgregory@thirdcoastcommercialcap.com Quintana Energy Services Vendor $407,623 QES Pressure Control, LLC 1415 Louisiana Ste 2900 Houston, TX 77002 Contact: Max L. Bouthillette, EVP General Counsel & CCO Tel: (832) 518-4094 Fax: (936) 856-8678 Email: info@quintanaenergyservices.com J-W Power Company Vendor $368,572 15505 Wright Brothers Dr Addison, TX 75001 Contact: John Dutton, President Tel: (972) 233-8191 Fax: (281) 445-9570 Email: info@jwenergy.com Common Disposal Vendor $323,878 1000 US Hwy 96N San Augustine, TX 75971 Contact: Ricky Lout, Partner Tel: (936) 598-6337 Fax: (936) 275-4091 Email: ricky@commondisposal.com Key Energy Services LLC Vendor $320,017 1301 McKinney Ste 1800 Houston, TX 77010 Contact: Lee Pardue Assoc. General Counsel Tel: (713) 651-4300 Fax: (713) 652-4005 Email: contracts@keyenergy.com Leepardue@keyenergy.com ahigdon@keyenergy.com lblackburn@keyenergy.com Navasota Resources Ltd LLP Accrued Royalty $238,116 Alta Mesa Resources Claim 15021 Katy Fwy Ste 400 Houston, TX 77094-1813 Contact: Kimberly O. Warnica VP General Counsel Tel: (281) 530-0991 Fax: (281) 530-5278 Email: info@altamesa.net ACME Oil Service & Repair Inc. Vendor $216,775 4865 American Legion Rd Tyler, TX 75708 Contact: Michael Romines, Managing Partner Tel: (903) 531-0000 Fax: (903) 531-0315 Email: info@acmeoilservice.com; michael@acmeoilservice.com Jane Ellen Hoyl Accrued Royalty $182,341 TX Claim Genesis Endeavors LLC Vendor $165,634 Ark La Tex Wireline Holdings Inc. 1121 Judson Rd Longview, TX 75601 Contact: Jamie Price Tel: (903) 985-8150 Fax: (903) 553-0442 Email: jguerra@genesisendeavors.com; jprice@genesisendeavors.com Peloton Computer Enterprises Inc. Vendor $158,586 2301 Cinco Ranch Blvd Ste C220 Katy, TX 77494 Tel: (281) 394-2151 Fax: (281) 394-2365 Email: info@peloton.com KEP Thomas Properties, LLC Accrued Royalty $150,474 13845 Turnmore Road Claim Silver Spring, MD 20906 Contact: Kathleen Turner Thomas, Manager Tel: (301) 460-0099 Fax: (301) 460-7037 Email: thomas3905@aol.com Aethon Energy Operating LLC Vendor $145,824 12377 Merit Dr Ste 1200 Dallas, TX 75251 Contact: Paul Sander, COO Tel: (214) 750-3820 Fax: (214) 750-1526 Email: info@aethoenergy.com; psander@aethoenergy.com Heirs of Callie Graham Accrued Royalty $145,172 Claim C&J Well Services Inc. Vendor $145,057 3990 Rogerdale Houston, TX 77042-5142 Contact: Donald Gawick, COO and James H. Prestidge, Jr., CSO Tel: (936) 462-9140 Fax: (713) 260-9980 Email: dgawick@cjenergy.com; jprestidge@cjenergy.com Thru Tubing Vendor $136,936 11515 S Portland Ave Oklahoma City, OK 73170 Tel: (405) 692-1900 Fax: (885) 256-5373 Email: ttsinfo@thrutubing.com Dexter Jones Receiver Accrued Royalty $128,965 for Petroleum Lease Co. Claim Shelby Co Dist Clerk PO Box 419 Center, TX 75935 Baker Hughes Oilfied Vendor $128,531 Operation 17021 Aldine Westfield Rd Houston, TX 77073 Contact: Jamonia Jones Lead Specialist K Mgmt Tel: (713) 879-1713 Fax: (713) 879-2667 Email: jamonia.jones@bhge.com; remit.oilandgas@ge.com C.C. Forbes LLC Vendor $119,610 3000 S. Hwy 281 PO Box 2108 Alice, TX 78332 Contact: L. Melvin Cooper Tel: (361) 396-1898 Fax: (361) 396-0564 (361) 664-0599 Email: mcooper@ForbersEnergyServices.com Martex Well Services LLP Vendor $117,993 805 Cox Rd PO Box 2048 Marshall, TX 75671 Contact: Cameron Carlile Tel: (903) 938-3754 Fax: (903) 935-0003 Email: info@martex.com; ccarlie@martexco.com Atofina Petrochemicals Inc. Accrued Royalty $109,598 D/B/A Fina Oil and Chemical Co. Claim Total Plaza 1201 Louisiana St Ste 1800 Houston, TX 77002 Contact: Bernaud Claude President Tel: (713) 483-5000 Fax: (713) 483-5466 Email: publicaffairs@total.com Richard C Browning Jr. Accrued Royalty $106,446 Jeane Marie Browning POA Claim 1706 S Edgefield Ave Dallas, TX 75224 Rodan Transport (USA) Vendor $105,330 Ltd DBA Aveda Aveda Transportation & Energy Services 333 N. Sam Houston Pkwy East Houston, TX 77060 Contact: Ronnie Witherspoon CEO and President Tel: (888) 664-1380 Fax: (832) 917-4951 Email: info@avedaenergy.com Axis Pressure Control Services, LLC Vendor $103,203 199 Corporate Rd Longview, TX 75603 Contact: Wendell R. Brooks President and CEO Tel: (903) 643-3700 Fax: (903) 643-3101 Email: info@axisofs.com Pioneer Well Services LLC Vendor $102,210 1250 NE Loop 410 Ste 1000 San Antonio, TX 78209 Contact: Bryce Seki, Corporate Counsel Tel: (210) 828-7689 Ext. 2127 Fax: (210) 828-8228 Email: bseki@pioneers.com WEST CORP: $2.557BB Bank Debt Trades at 7% Off ---------------------------------------------- Participations in a syndicated loan under which West Corporation is a borrower traded in the secondary market at 93.06 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.21 percentage points from the previous week. West Corporation pays 400 basis points above LIBOR to borrow under the $2.557 billion facility. The bank loan matures on October 10, 2024. Moody's rates the loan 'Ba3' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. WEST CORP: $700MM Bank Debt Trades at 8% Off -------------------------------------------- Participations in a syndicated loan under which West Corporation is a borrower traded in the secondary market at 92.25 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 2.05 percentage points from the previous week. West Corporation pays 350 basis points above LIBOR to borrow under the $700 million facility. The bank loan matures on October 10, 2024. Moody's rates the loan 'Ba3' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. WILLIAM ABRAHAM: Trustee Selling Two El Paso Parcels for $187K -------------------------------------------------------------- Ronald Ingalls, the Trustee of the estate of William David Abraham, Jr., asks the U.S. Bankruptcy Court for the Western District of Texas to authorize the sale of the following real property commonly known as 3100-3108 E. Gateway Blvd, El Paso Texas: (i) Parcel 1 - N 80 ft of Lots 29, 30, 31 & 32, Blk 46, E. El Paso Addition, an addition to the City of El Paso, El Paso County, Texas; and (ii) Parcel 2 - Lots 27 & 28, Blk 46, E. El Paso Addition, an addition to the City of El Paso, El Paso County, Texas, to Don Luciano or assigns for $187,000, subject to higher and better offers. Three tenants are believed to have month to month leases at Parcel 1: Clear Channel Outdoor, Mendoza Body Shop, and Rosita’s Café. Parcel 2 consists of several buildings located along IH10. The Trustee and the Buyer have entered into a Contract of Sale for the Property, subject to the Court's approval for $187,000. The El Paso County Appraisal District has valued the property at $290,066. The Debtor has scheduled the value of the property at $286,617. The Court previously approved a sale of this property for $300,000 but the sale failed to close due to the dilapidated condition of the improvements. The material terms of the Contract are: a. Purchaser: Don Luciano or assigns, 1306 Texas Ave, El Paso, Texas b. The proposed consideration to be received by the estate, including estimated costs of the sale or lease, including commissions, auctioneer's fees, costs of document preparation and recording and any other customary closing costs: (i) $187,000; (ii) 6% broker's commissions ($11,220) on the purchase price; (iii) the Seller will also pay for a title policy, preparation of the deed and bill of sale, one-half of any escrow fee and costs to record any documents to cure title objections that the Seller must cure; and (iv) taxes will be pro-rated as of the date of closing. c. A description of the estimated or possible tax consequences to the estate, if known, and how any tax liability generated by the use, sale or lease of such property will be paid: Unkown d. The sale will be free and clear of all liens, claims and interests. A preliminary title search and review of the Schedules and proofs of claim filed in the case indicate the following liens, judgments, and other claims may exist against the Real Property: Ad valorem taxes owing to the City of El Paso in the amount of $48,466 for years 2018 and prior. The 2019 ad valorem taxes will be pro-rated between the Estate and the purchaser. The Real Property will be sold subject to such taxes. The Trustee proposes to pay the ad valorem taxes for years prior to 2019 at closing. All other liens, claims, interests and encumbrances will attach to the proceeds from the sale to the same extent, priority and validity as existed on the petition date. The sale will be subject to higher and better offers. If the Trustee receives any higher and better offers prior to the date set for the hearing on the Motion, the Trustee will sell the Real Property to the highest bidder. The Trustee reserves the right to conduct the sale by means of sealed bids or an auction in open court, whichever will be calculated to bring the best price in his opinion. A copy of the proposed Contract of Sale attached to the Motion is available for free at: http://bankrupt.com/misc/William_Abraham_373_Sales.pdf 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 approved the appointment of Ronald Ingalls as Chapter 11 trustee. WILLIAM CARTER: S&P Assigns 'BB+' Rating on New Sr. Unsec. Notes ---------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' issue-level rating to Carter's Inc.'s proposed $500 million senior unsecured notes due in 2027. The recovery rating is '3', indicating S&P's expectation of meaningful recovery (50%-70%; rounded estimate: 65%) in a payment default. While the unsecured notes have more than 65% of calculated recovery prospects, S&P's recovery rating is capped at '3' due to the company's ability to pledge security to raise new debt ahead of the unsecured notes. "We expect the company to use the proceeds from the notes to repay its $400 million 5.25% senior unsecured notes due in 2021 and reduce approximately $85 million of its unrated revolver's balance," S&P said. The proposed notes will be issued by The William Carter Co. and guaranteed by Carter's Inc. and substantially all restricted subsidiaries that guarantee the credit facility. "All of our other ratings on Carter's, including our 'BB+' issuer credit rating, are unchanged. We will withdraw our ratings on the company's 5.25% senior unsecured notes following their redemption. Reported debt outstanding pro forma for the proposed transaction will be approximately $610 million," S&P said. Carter's is the leading U.S. children's apparel retailer, with a 17% market share, and operates under the Carter's, Oshkosh, and Skip Hop brands. The company is an effective competitor despite slower growth in 2018 because of the weaker U.S. retail landscape, negative impact from the Toys 'R' Us bankruptcy, and many retailers closing their stores. S&P continues to expect low-single–digit percent revenue growth in 2019, driven by investments in e-commerce, the expansion of the company's product lines, and bolt-on acquisitions. The company expanded its Carter's brand offerings, which had previously sold only infant and toddler clothes, now also sells clothes size four to 14, which will typically fit children up to 10 years old. That strategy is aimed at capturing the spending of families with children of different ages. In addition, E-commerce will continue to be an area of growth for the company as it invests in its own capabilities and in partnerships with online pure-play retailers such as the Simple Joys exclusive brand with Amazon. S&P forecasts the company will continue generating free cash flow in the $250 million area, utilize excess cash flow to make bolt-on acquisitions and fund shareholder returns, and maintain adjusted leverage at around 2x. Ratings List Carter's Inc. Issuer Credit Rating BB+/Stable/-- New Rating The William Carter Co. Senior Unsecured US$500 mil nts due 2027 BB+ Recovery Rating 3(65%) WINDSTREAM CORP: Bank Debt Trades at 10% Off -------------------------------------------- Participations in a syndicated loan under which Windstream Corporation is a borrower traded in the secondary market at 90.50 cents-on-the-dollar during the week ended Friday, February 22, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.80 percentage points from the previous week. Windstream Corporation pays 425 basis points above LIBOR to borrow under the $747 million facility. The bank loan matures on March 29, 2021. Moody's rates the loan 'Caa1' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, February 22. WINDSTREAM HOLDINGS: Widely Held in CLOs but Exposure Low --------------------------------------------------------- Windstream Holdings Inc.'s bankruptcy filing on February 25 increases the number of U.S. broadly syndicated loans (BSL) CLOs with some default exposure, but aggregate default exposure remains low, Fitch Ratings says. Telecom service provider Windstream's debt is currently found in 28% of the 567 BSL CLO portfolios under Fitch's surveillance, making it the most widely held defaulted issuer. However, total Windstream principal (at par) equates to only 0.4% of the aggregate par balance in those portfolios. The default stemmed from a court ruling in favor of a Windstream bondholder, Aurelius Capital Management. The court found that the 2015 spinoff of Windstream's copper wire and fiber cable business into a REIT, Uniti Group, was invalid and awarded USD310 million to Aurelius Capital. The court also found that Windstream violated the terms of the indenture by engaging in an impermissible sale and leaseback transaction, and subsequent actions did not waive or cure the default arising from the breach of the covenant. Windstream has been experiencing pressure across its revenue-generating segments due to declining earnings from legacy products and competition in a challenging operating environment for wireline operators, but Fitch believes the first lien senior secured loans, the instruments held by Fitch-rated BSL CLOs, are well covered. The senior secured instruments carry Recovery Ratings of 'RR1', corresponding to estimated recovery upon default of 91%-100% of claims. However, this assessment is agnostic to the form of recovery -- whether in cash, replacement debt or equity -- as well as the time taken for recovery. Equity does not receive par credit in CLOs. Most trading activity on Windstream by Fitch-rated CLOs has been to reduce exposure since the second half of last year. The court judgement illustrates that complex transactions and covenant interpretation can expose creditors to event risk. The rise of hedge fund activism in debt markets is adding to these risks. The decision may also reflect that the transaction was seen according to its economic or financial reality instead of legal formation. Covenant Review, a Fitch-related company, described the ruling in favor of Aurelius as "a shocker" and another reminder of the unpredictability of court rulings. Fitch downgraded the issuer default rating (IDR) of Windstream's wholly owned subsidiary and debt issuer Windstream Services, LLC to 'CC' on February 20, following the court ruling, and to 'D' after the bankruptcy filing. The senior secured first lien instruments are rated 'CCC'/'RR1', senior secured second-lien notes 'CCC'/'RR1' and senior unsecured notes 'C'/'RR4'. The company will continue to operate while in bankruptcy. Uniti could also face difficulties, as it generates more than two-thirds of its revenue from Windstream, which has exclusive rights to the use of Uniti's telecoms network. Uniti is widely held in BSL CLO portfolios as well, with just under 26% exposed to its loans, which are rated 'BB+'/'RR1'. Over half of BSL CLOs with Windstream exposure also hold Uniti loans. The trailing-12-month default rate for U.S. institutional leveraged loans edged up to 1.7% following Windstream's bankruptcy, from 1.5% at the end of January. Meanwhile, default exposure within CLOs holding at least one loan of a defaulted obligor averaged 0.50% following Windstream's filing. WORK & SON: Status Conference Continued to March 18 --------------------------------------------------- Judge Caryl R. Delano of the U.S. Bankruptcy Court for the Middle District of Florida has continued the status conference of the jointly administered cases of Work & Son Inc., et al. to March 18, 2019, at 11:00 A.M. Moreover, Judge Delano directed the United States Trustee for Region 21 to appoint a Chapter 11 trustee for the Debtors. The appointed Chapter 11 trustee will serve as the Chapter 11 trustee over six jointly administered cases namely that of the Debtor, Work & Son-Kraeer Holdings, Inc., Work & Son-Memorial Services, Inc., Work & Son-Osiris, Inc., Work & Son-Royal Palm Acquisition, Inc., and Work & Son-Sarasota Memorial, Inc. About Work & Son Work & Son Inc. and its affiliates, privately-held companies in the funeral services industry, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 18-09917) on Nov. 18, 2018. At the time of the filing, Work & Son estimated assets of less than $50,000 and liabilities in the same range. The Debtors tapped the Law Offices of Mary A. Joyner, PLLC as their legal counsel. YORAVI INVESTMENT: Unsecured Claims Reduced to $7,343 in New Plan ----------------------------------------------------------------- Yoravi Investment, Inc. filed with the U.S. Bankruptcy Court for the District of Puerto its third amended plan of reorganization dated Feb. 21, 2019. The third amended plan provides that the total claims of general unsecured creditors in Class 2 is now only $7,343.87. The total claims in the previous version of the plan is $15,641.71. General unsecured creditors are no longer impaired in this new plan. A copy of the Third Amended Plan dated Feb. 21, 2019 is available at https://tinyurl.com/y36nretb from Pacermonitor.com at no charge. About Yoravi Investment Yoravi Investments, Inc., owns a real estate property at Centro Comercial Turabo Gardens valued at $1.10 million. Yoravi Investments sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 17-05446) on Aug. 1, 2017. In the petition signed by Rafael E. Acosta Santiago, vice-president and treasurer, the Debtor disclosed $1.15 million in assets and $714,000 in liabilities. Judge Edward A. Godoy presides over the case. The Debtor tapped Godreau & Gonzalez Law, LLC, as its bankruptcy counsel, and Enrique Peral Soler, Esq., as special counsel. ZAYO GROUP: Moody's Confirms B2 CFR & Ba2 Senior Secured Rating --------------------------------------------------------------- Moody's Investors Service confirmed the B2 corporate family rating (CFR) and the B2-PD probability of default rating (PDR) of Zayo Group, LLC (Zayo). Moody's also confirmed the company's Ba2 senior secured ratings and the B3 senior unsecured ratings. Zayo's speculative grade liquidity (SGL) rating remains unchanged at SGL-2. This concludes the review that was initiated on November 8, 2018 when Zayo announced its plans to separate into two publicly-traded companies. The outlook is stable. The confirmation of the ratings reflects Zayo's decision to terminate its previously contemplated plans and to remain a single company with redesigned segments to simplify execution and optimize value over time. Zayo's main focus will center on its newly formed Network segment, created mainly from its existing Fiber Solutions, Transport and Enterprise segments. The company's cloud infrastructure business will be contributed to its zColo segment, potentially facilitating a future sale or monetization of these data center assets. The company's Alllstream segment, to which the company will contribute a modest amount of Enterprise Networks revenue, will be targeted for monetization in some form as well. The confirmation also reflects Moody's belief that Zayo will maintain leverage (Moody's adjusted) between 5x to 6x and sustainably generate free cash flow in line with the B2 CFR. Confirmations: Issuer: Zayo Group, LLC - Corporate Family Rating, Confirmed at B2 - Probability of Default Rating, Confirmed at B2-PD - Senior Secured Bank Credit Facility, Confirmed at Ba2 (LGD2) - Senior Unsecured Regular Bond/Debenture, Confirmed at B3 (LGD5) Unchanged: Issuer: Zayo Group, LLC - Speculative Grade Liquidity Rating, SGL-2 Outlook Actions: Issuer: Zayo Group, LLC - Outlook, Changed To Stable From Rating Under Review RATINGS RATIONALE Zayo's B2 CFR reflects its stable base of contracted recurring revenue and valuable fiber optic network assets. The company has a strong competitive position due to its extensive network reach which spans North America and Europe. Moody's expects Zayo to continue to benefit from positive secular trends, specifically strong bandwidth demand from both carrier and enterprise customers and densification of wireless networks. The company's credit profile is pressured by weak revenue growth, heavy capital investment requirements and a relatively high churn rate, both of which depress free cash flow generation. Improved capital efficiency has helped offset negative pressure from high churn. Zayo has maintained high leverage of 5x to 6x (Moody's adjusted debt to EBITDA) and generally uses debt to finance acquisitions. In addition to increasing its credit risk, Zayo's serial debt-financed acquisition activity has also led to poor visibility into the company's organic growth and steady state cost structure. The company has discussed plans to convert to a Real Estate Investment Trust (REIT), which Moody's would view as a negative credit event if it resulted in high dividends and negative free cash flow. The stable outlook reflects Moody's view that Zayo will continue its EBITDA growth such that leverage trends lower and free cash flow remains positive. Moody's could upgrade Zayo's ratings if adjusted leverage approaches 4.5x and FCF/Debt is sustained around 10%. Moody's could downgrade Zayo's ratings if liquidity deteriorates or if capital intensity increases such that Zayo is unable to generate sustainable positive free cash flow or if leverage exceeds 6x on a sustained basis. The principal methodology used in these ratings was Communications Infrastructure Industry published in September 2017. Headquartered in Boulder, Colorado, Zayo Group, LLC is a provider of bandwidth infrastructure and network-neutral interconnection services with significant fiber network assets and international reach. The company emphasizes its communications infrastructure business which is divided into four key segments along with other revenues. Zayo also operates a noncore business segment, Allstream. [^] BOND PRICING: For the Week from February 25 to March 1, 2019 ---------------------------------------------------------------- Company Ticker Coupon Bid Price Maturity ------- ------ ------ --------- -------- Aceto Corp ACET 2.000 49.000 11/1/2020 Acosta Inc ACOSTA 7.750 18.524 10/1/2022 Acosta Inc ACOSTA 7.750 18.767 10/1/2022 Alpha Appalachia Holdings LLC ANR 3.250 2.048 8/1/2015 BPZ Resources Inc BPZR 6.500 3.017 3/1/2049 BPZ Resources Inc BPZR 6.500 3.017 3/1/2015 Bon-Ton Department Stores Inc/The BONT 8.000 8.250 6/15/2021 Bristow Group Inc BRS 6.250 29.597 10/15/2022 Bristow Group Inc BRS 4.500 23.000 6/1/2023 Cenveo Corp CVO 6.000 25.750 8/1/2019 Cenveo Corp CVO 8.500 1.346 9/15/2022 Cenveo Corp CVO 6.000 0.894 5/15/2024 Cenveo Corp CVO 8.500 1.346 9/15/2022 Cenveo Corp CVO 6.000 25.750 8/1/2019 Chevron Corp CVX 4.950 99.997 3/3/2019 Chukchansi Economic Development Authority CHUKCH 9.750 60.009 5/30/2020 Chukchansi Economic Development Authority CHUKCH 10.250 60.215 5/30/2020 Cloud Peak Energy Resources LLC / Cloud Peak Energy Finance Corp CLD 12.000 47.253 11/1/2021 Cloud Peak Energy Resources LLC / Cloud Peak Energy Finance Corp CLD 6.375 12.463 3/15/2024 DBP Holding Corp DBPHLD 7.750 39.328 10/15/2020 DBP Holding Corp DBPHLD 7.750 39.328 10/15/2020 DFC Finance Corp DLLR 10.500 65.125 6/15/2020 DFC Finance Corp DLLR 10.500 65.125 6/15/2020 Ditech Holding Corp DHCP 9.000 9.500 12/31/2024 EP Energy LLC / Everest Acquisition Finance Inc EPENEG 6.375 31.465 6/15/2023 EP Energy LLC / Everest Acquisition Finance Inc EPENEG 7.750 38.372 9/1/2022 EP Energy LLC / Everest Acquisition Finance Inc EPENEG 7.750 38.372 9/1/2022 EP Energy LLC / Everest Acquisition Finance Inc EPENEG 7.750 38.372 9/1/2022 EXCO Resources Inc XCOO 7.500 15.458 9/15/2018 EXCO Resources Inc XCOO 8.500 15.406 4/15/2022 Energy Conversion Devices Inc ENER 3.000 7.875 6/15/2013 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 9.750 38.125 10/15/2019 Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011 Hexion Inc HXN 13.750 35.661 2/1/2022 Hexion Inc HXN 7.875 53.750 2/15/2023 Hexion Inc HXN 9.200 31.309 3/15/2021 Hexion Inc HXN 13.750 36.318 2/1/2022 Homer City Generation LP HOMCTY 8.137 38.750 10/1/2019 Hornbeck Offshore Services Inc HOS 5.875 57.299 4/1/2020 Hornbeck Offshore Services Inc HOS 5.000 53.850 3/1/2021 Jones Energy Holdings LLC / Jones Energy Finance Corp JONE 6.750 9.077 4/1/2022 Jones Energy Holdings LLC / Jones Energy Finance Corp JONE 9.250 3.052 3/15/2023 Legacy Reserves LP / Legacy Reserves Finance Corp LGCY 8.000 50.147 12/1/2020 Legacy Reserves LP / Legacy Reserves Finance Corp LGCY 6.625 41.394 12/1/2021 Lehman Brothers Holdings Inc LEH 5.000 3.326 2/7/2009 Lehman Brothers Holdings Inc LEH 2.070 3.326 6/15/2009 Lehman Brothers Holdings Inc LEH 4.000 3.326 4/30/2009 Lehman Brothers Holdings Inc LEH 1.600 3.326 11/5/2011 Lehman Brothers Holdings Inc LEH 2.000 3.326 3/3/2009 Lehman Brothers Holdings Inc LEH 1.383 3.326 6/15/2009 Lehman Brothers Holdings Inc LEH 1.500 3.326 3/29/2013 Lehman Brothers Inc LEH 7.500 1.847 8/1/2026 MF Global Holdings Ltd MF 6.250 14.641 8/8/2016 MF Global Holdings Ltd MF 9.000 14.625 6/20/2038 MModal Inc MODL 10.750 6.125 8/15/2020 Mashantucket Western Pequot Tribe MASHTU 7.350 17.000 7/1/2026 Monitronics International Inc MONINT 9.125 20.996 4/1/2020 Murray Energy Corp MURREN 11.250 52.528 4/15/2021 Murray Energy Corp MURREN 11.250 53.748 4/15/2021 Murray Energy Corp MURREN 9.500 54.331 12/5/2020 Murray Energy Corp MURREN 9.500 54.331 12/5/2020 Nine West Holdings Inc JNY 6.125 14.997 11/15/2034 Oldapco Inc APPPAP 9.000 1.741 6/1/2020 Parker Drilling Co PKD 7.500 54.250 8/1/2020 Pernix Therapeutics Holdings Inc PTX 4.250 0.750 4/1/2021 Pernix Therapeutics Holdings Inc PTX 4.250 0.500 4/1/2021 Powerwave Technologies Inc PWAV 2.750 0.155 7/15/2041 Powerwave Technologies Inc PWAV 1.875 0.155 11/15/2024 Powerwave Technologies Inc PWAV 1.875 0.155 11/15/2024 Private Export Funding Corp PEFCO 4.375 98.795 3/15/2019 Renco Metals Inc RENCO 11.500 24.750 7/1/2003 Rolta LLC RLTAIN 10.750 10.013 5/16/2018 Sable Permian Resources Land LLC / AEPB Finance Corp AMEPER 7.125 34.746 11/1/2020 Sable Permian Resources Land LLC / AEPB Finance Corp AMEPER 7.375 33.868 11/1/2021 Sable Permian Resources Land LLC / AEPB Finance Corp AMEPER 9.233 36.000 8/1/2019 Sable Permian Resources Land LLC / AEPB Finance Corp AMEPER 7.125 33.000 11/1/2020 Sable Permian Resources Land LLC / AEPB Finance Corp AMEPER 7.375 32.970 11/1/2021 Sable Permian Resources Land LLC / AEPB Finance Corp AMEPER 9.233 36.553 8/1/2019 Sanchez Energy Corp SNEC 6.125 13.250 1/15/2023 Sanchez Energy Corp SNEC 7.750 14.310 6/15/2021 SandRidge Energy Inc SD 7.500 0.855 2/15/2023 Sears Holdings Corp SHLD 8.000 8.500 12/15/2019 Sempra Texas Holdings Corp TXU 5.550 13.500 11/15/2014 SiTV LLC / SiTV Finance Inc NUVOTV 10.375 24.250 7/1/2019 SiTV LLC / SiTV Finance Inc NUVOTV 10.375 19.375 7/1/2019 Sungard Availability Services Capital Inc SUNASC 8.750 14.700 4/1/2022 Sungard Availability Services Capital Inc SUNASC 8.750 19.970 4/1/2022 Synergy Pharmaceuticals Inc SGYP 7.500 53.250 11/1/2019 TerraVia Holdings Inc TVIA 6.000 4.644 2/1/2018 Toys R Us - Delaware Inc TOY 8.750 0.973 9/1/2021 Toys R Us Inc TOY 7.375 1.893 10/15/2018 Transworld Systems Inc TSIACQ 9.500 25.905 8/15/2021 Transworld Systems Inc TSIACQ 9.500 25.905 8/15/2021 UCI International LLC UCII 8.625 4.780 2/15/2019 Ultra Resources Inc UPL 7.125 23.394 4/15/2025 Ultra Resources Inc UPL 6.875 38.205 4/15/2022 Ultra Resources Inc UPL 6.875 38.308 4/15/2022 Ultra Resources Inc UPL 7.125 24.425 4/15/2025 Walter Energy Inc WLTG 8.500 0.834 4/15/2021 Walter Energy Inc WLTG 9.875 0.834 12/15/2020 Walter Energy Inc WLTG 9.875 0.834 12/15/2020 Walter Energy Inc WLTG 9.875 0.834 12/15/2020 Westmoreland Coal Co WLBA 8.750 46.000 1/1/2022 Westmoreland Coal Co WLBA 8.750 45.243 1/1/2022 Windstream Services LLC / Windstream Finance Corp WIN 6.375 23.400 8/1/2023 Windstream Services LLC / Windstream Finance Corp WIN 7.750 23.181 10/15/2020 Windstream Services LLC / Windstream Finance Corp WIN 6.375 20.431 8/1/2023 Windstream Services LLC / Windstream Finance Corp WIN 7.750 22.259 10/1/2021 Windstream Services LLC / Windstream Finance Corp WIN 7.500 23.357 4/1/2023 Windstream Services LLC / Windstream Finance Corp WIN 7.500 21.802 6/1/2022 Windstream Services LLC / Windstream Finance Corp WIN 8.750 21.817 12/15/2024 Windstream Services LLC / Windstream Finance Corp WIN 6.375 20.160 8/1/2023 Windstream Services LLC / Windstream Finance Corp WIN 8.750 25.221 12/15/2024 Windstream Services LLC / Windstream Finance Corp WIN 7.750 25.750 10/15/2020 Windstream Services LLC / Windstream Finance Corp WIN 7.750 23.035 10/1/2021 Windstream Services LLC / Windstream Finance Corp WIN 7.750 25.750 10/15/2020 Windstream Services LLC / Windstream Finance Corp WIN 7.750 23.035 10/1/2021 iHeartCommunications Inc IHRT 9.000 68.000 12/15/2019 iHeartCommunications Inc IHRT 14.000 12.750 2/1/2021 iHeartCommunications Inc IHRT 7.250 10.750 10/15/2027 iHeartCommunications Inc IHRT 6.875 10.625 6/15/2018 iHeartCommunications Inc IHRT 9.000 70.062 12/15/2019 iHeartCommunications Inc IHRT 14.000 12.193 2/1/2021 iHeartCommunications Inc IHRT 14.000 12.193 2/1/2021 iHeartCommunications Inc IHRT 9.000 70.062 12/15/2019 iHeartCommunications Inc IHRT 9.000 70.062 12/15/2019 rue21 inc RUE 9.000 1.437 10/15/2021 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. 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