/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/191011.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, October 11, 2019, Vol. 23, No. 283 Headlines 2015 BENNING ROAD: Unsecureds Will be Paid 30% of Their Claims AAC HOLDINGS: Receives Noncompliance Notice from NYSE ABC PM 652: Unsecured Creditors to Recover 5% Under Plan ACQUAFREDDA ENTERPRISES: Avail 1 Seeks to Prohibit Cash Use AIR FORCE VILLAGE:Granted Cash Access Thru Nov. 8 on Amended Budget ALLISON TRANSPORTATION: Unsecureds to Recover 5% Under Plan APELLIS PHARMACEUTICALS: Board Adopts Separation Benefits Plan ARAL RESTAURANT: May Use Northern Bank Cash Collateral Thru Oct. 18 ART OF DECORATION: Unsecureds Will be Paid 100% in 3 Years BERNARD POULIN: Trustee Selling Miami Beach Property for $1.3M BLUE DIAMOND: Seeks to Hire Trump & Trump as Special Counsel CAMBER ENERGY: Completes Purchase of 80% Ownership of Evercon CAMBRIAN HOLDING: Walther, Gay & Mack Represents Multiple Parties CARTONI GROUP: Voluntary Chapter 11 Case Summary CBCS WASHINGTON: APW to Invest $15.5M, to Guaranty Lease CCR INC: Proposes Short Sale of Silver Spring Property CCS MEDICAL: May Use Cash Collateral to Pay Intermedia, UST COASTAL INTERNATIONAL: Seeks Final Approval of Cash Motion COMPLETE DISTRIBUTION: 33% Owner Wants Info on Guarantees COMPLETE DISTRIBUTION: BALC Objects to Disclosure Statement COMPREHENSIVE CANCER: Can Use Cash to Pay Intermedia, UST CONSOLIDATED LAND: CC STL Sets Bid Procedures for All Assets DELUXE ENTERTAINMENT: Gen. Unsecured Claims to Be Reinstated DJJ ENTERPRISES: To Present Plan for Confirmation Nov. 20 DSN INC: $600K Sale of 125-Acre Hancock Property to Bonebrake OK'd ELK PETROLEUM: Revolving Lenders to Get 100% of Aneth Equity FALLS EVENT: Trustee Proposes Sale of Property for $21K FLORIDA MICROELECTRONICS: Says It's Still Finalizing Deal With AIAC FRED'S INC: Selling 2 Real Property Assets for $2.15 Million GOODNO'S JEWELRY: Seeks to Hire B David Sisson as Legal Counsel HALCON RESOURCES: Emerges From Chapter 11; Has New COO HALCON RESOURCES: Enters Into Exit Credit Agreement HALCON RESOURCES: Six New Directors Named to Board HENDRIX SCHENCK: Oct. 29 Hearing on Disclosure Statement HUMANIGEN INC: Extends $1.7-Mil. Notes Maturity to Dec. 31, 2019 ICON CONSTRUCTION: Unsecureds to Split $2,500 per Month IDEANOMICS INC: Receives $2.5 Million Investment from ID Venturas INLAND FAMILY: Has Until Nov. 20 to File Plan and Disclosures INTERIOR COMMERCIAL: Court Approves Disclosure Statement J.T. SHANNON: $5.9K Sale of 2006 Toyota 4 Runner to Embreys Okayed JACK COOPER: Committee Taps Miller Thomson as Canadian Counsel JAGUAR HEALTH: Eliminates Certain Royalty Obligations KAPPA DEVELOPMENT: Blacklidge Buying Gulfport Property for $313K KAUMANA DRIVE: Seeks to Hire Choi & Ito as Legal Counsel KEYSTONE FILLER: Seeks Court Approval to Hire Accountant LEO SANDOVAL: Browns Buying Malibu Property for $1.7 Million LIBERTYVILLE IMAGING: Second Interim Cash Collateral Order Entered LIP INC: Seeks to Hire CFO Services as Bookkeeper LONGHORN ESTATE: $3.5M Sale of 24.5-Acre Property Approved M. D. MILLER: To Present Plan for Confirmation Dec. 12 MJJW PORTFOLIO: Plan & Disclosure Statement due Oct. 18 NAMR1726 LLC: Seeks to Hire Pena & Soma as Legal Counsel NANCY B. SCHOTT: $237K Sale of Woodbury Property to Clark Approved NATALJA VILDZIUNIENE: Has Interim OK to Use Rents to Pay Mortagages NEST EXTENDED: Case Summary & 11 Unsecured Creditors NIGHTGALLERIE LLC: Case Summary & 20 Largest Unsecured Creditors NJN ENTERPRISE: May Use Cash Collateral on Interim Basis NORPAC FOODS: Committee Taps Leonard Law Group as Local Counsel NORPAC FOODS: Committee Taps Lowenstein Sandler as Lead Counsel NORTIS INC: Court Approves Interim DIP Loan from Vertical Ventures PETROSHARE CORP: Committee Taps Norton Rose Fulbright as Counsel PG&E CORP: Bankruptcy Judge Terminates Exclusivity Period PHUNWARE INC: Completes Contractual Obligations Under Fox SOW PLUS THERAPEUTICS: Intracoastal et al. Hold 9.9% Stake as of Oct. 4 PME MORTGAGE: Trustee Selling Aguanga Property for $800K Cash PRINCE ORGANIZATION: Plan to be Funded by Continued Operations PT DELTA: Chapter 15 Case Summary SCHROEDER BROTHERS: Liquidating Trustee's Property Auction Approved SNEED SHIPBUILDING: Court Approves Trustee's Disclosure Statement STARZ ACQUISITION: Seeks Authorization to Use Cash Collateral STEM HOLDINGS: Names Ellen Deutsch as Chief Operating Officer TATUNG COMPANY: May Use Cash Collateral on Interim Basis THRUSH AIRCRAFT: Gets Final Authority to Use Cash Collateral TLC CONSTRUCTION: Proposes Sale of Substantially All Assets TRULY FIT STUDIO: Unsecured Creditors to Split $25K in 5 Years [*] McDermott Builds Bankruptcy Group in Chicago [^] BOOK REVIEW: Bankruptcy and Secured Lending in Cyberspace ********* 2015 BENNING ROAD: Unsecureds Will be Paid 30% of Their Claims -------------------------------------------------------------- 2015 Benning Road, LLC, is proposing a Chapter 11 plan that says, among other things, holders of general unsecuerd claims will be paid 30% of their claims on the one year anniversary of the Confirmation Date. District of Columbia real estate taxes will be paid in full on the date that is six months after confirmation of the Plan. Santorini's disputed secured claim, if allowed, will be paid 5% interest per annum with all remaining debt to be paid on the fifth anniversary of the confirmation of the Plan. The funds necessary to pay all allowed claims shall be derived from a contribution in the amount of $150,000 by Warren Williams, the holder of 100% membership interest in the Debtor. Additionally, the Debtor is seeking a joint venture partner to help develop and build senior citizen housing on the property. A full-text copy of the Disclosure Statement dated Oct. 4, 2019, is available at https://tinyurl.com/y2nq8a6q from PacerMonitor.com at no charge. About 2015 Benning Road 2015 Benning Road LLC classifies itself as Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). The company owns undeveloped real property located at 2015 Benning Road, Washington, DC. It has been in discussions with the District of Columbia to obtain approval to build affordable senior housing units. 2015 Benning Road LLC sought Chapter 11 protection (Bankr. D.C. Case No. 19-00449) on July 8, 2019. Elton Feonard Norman, Esq., at THE NORMAN LAW FIRM, is the Debtor's counsel. The Debtor disclosed total assets of $4,000,000 and total liabilities of $9,543,085. AAC HOLDINGS: Receives Noncompliance Notice from NYSE ----------------------------------------------------- The New York Stock Exchange notified AAC Holdings, Inc. that, in light of the resignations of Messrs. Larry W. Cash and Darrell S. Freeman, who were members of the Company's Audit Committee, on Oct. 7, 2019 the Company is not in compliance with Section 303A.07 of the NYSE Listed Company Manual which states that audit committees of listed companies must have a minimum of three members. The Company is in discussions with the NYSE regarding its plans to regain compliance with Section 303A.07. Darrell S. Freeman, Sr., Michael J. Blackburn, Larry W. Cash, and David W. Hillis have provided notice to AAC Holdings of their resignation from the Company's board of directors, effective Oct. 1, 2019. The resignations from the Company's Board of Directors do not result from any disagreement with the Company, according to a Form 8-K filed by AAC Holdings with the Securities and Exchange Commission. About AAC Holdings Headquartered in Brentwood, Tennessee, AAC Holdings, Inc. -- http://www.americanaddictioncenters.com/-- is a provider of inpatient and outpatient substance use treatment services for individuals with drug addiction, alcohol addiction and co-occurring mental/behavioral health issues. In connection with its treatment services, the Company performs clinical diagnostic laboratory services and provide physician services to its clients. As of Dec. 31, 2018, the Company operated 11 inpatient substance abuse treatment facilities located throughout the United States, focused on delivering effective clinical care and treatment solutions across 1,080 inpatient beds, including 700 licensed detoxification beds, 24 standalone outpatient centers and 4 sober living facilities across 471 beds for a total of 1,551 combined inpatient and sober living beds. AAC Holdings reported a net loss of $66.71 million for the year ended Dec. 31, 2018, compared to a net loss of $17.38 million for the year ended Dec. 31, 2017. As of June 30, 2019, AAC Holdings had $463.06 million in total assets, $462.61 million in total liabilities, $27.37 million in total stockholders' equity, and a noncontrolling interest of $26.92 million. BDO USA, LLP, in Nashville, Tennessee, the Company's auditor since 2011, issued a "going concern" qualification in its report dated April 12, 2019, on the Company's consolidated financial statements for the year ended Dec. 31, 2018, citing that the Company has incurred a loss from operations and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. * * * In March 2019, S&P Global Ratings lowered the issuer credit rating on AAC Holdings Inc. to 'CCC' from 'B-' and said the outlook is negative. According to S&P, the downgrade reflects escalated risk of a default and risk that AAC's liquidity will not be sufficient over the next 12 months, primarily due to the $30 million term loan maturing in about one year. Moody's Investors Service downgraded the corporate family rating rating of AAC Holdings, parent company of American Addiction Centers, Inc., to 'Caa2' from 'B3'. The downgrade to 'Caa2' reflects AAC's very weak third quarter results and lower guidance for the rest of 2018, as reported by the TCR on Nov. 16, 2018. ABC PM 652: Unsecured Creditors to Recover 5% Under Plan -------------------------------------------------------- According to its disclosure statement, ABC PM 652 S Sunset LLC is proposing a reorganization plan that provides unsecured creditors 5% return, payable at 0% interest, over a 60 month period. Payments for each and every general unsecured class will begin on the 1st day of the month following the Effective Date of the Chapter 11 Plan, and the final payment will occur on the 60th month of the Plan. Dalubhai & Jeliben Patel (with a $245,000 claim) and ABS Loan Trust IV, U.S. Bank National Association, as trustee ($62,972 claim) will receive quarterly payments totaling $770.93 per month. There is a single secured claim related to the West Covina office Property for the 1st loan with Bayview Financial Services, LLC. Bayview ($1.47 million secured claim) will receive payment of $9,678 per month and will be paid in full in 152 months (approx. 12.5 years). The funding of the Plan will be accomplished through "available cash" on the Effective Date of the Plan, the scheduled "future monthly disposable income", and up front capitalization and monthly contributions on an as needed basis. The hearing on the Disclosure Statement is slated for Oct. 22, 2019, at 10:00 a.m. A full-text copy of the First Amended Disclosure Statement dated Oct. 2, 2019, is available at https://tinyurl.com/y4zuee3z from PacerMonitor.com at no charge. About ABC PM 652 S Sunset ABC PM 652 S Sunset LLC, a privately held company that provides property management services. ABC PM 652 S Sunset, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 19-16004) on May 22, 2019. In the petition signed by Juana M. Roman, managing member, the Debtor estimated $1 million to $10 million in both assets and liabilities. Judge Barry Russell oversees the case. John H. Bauer, Esq., at Financial Relief Legal Advocates, Inc., is the Debtor's bankruptcy counsel. ACQUAFREDDA ENTERPRISES: Avail 1 Seeks to Prohibit Cash Use ----------------------------------------------------------- Avail 1 LLC filed with the U. S. Bankruptcy Court for the Southern District of New York a motion seeking to prohibit Acquafredda Enterprises, LLC, from using cash collateral. The Court will consider the motion on Oct. 23, 2019 at 10 a.m. About Acquafredda Enterprises Acquafredda Enterprises, LLC, is a privately-held company that provides business support services. The Company previously filed for bankruptcy protection on Feb. 11, 2013 (Bankr. S.D.N.Y. Case No. 13-10269). Acquafredda Enterprises, based in Bronx, NY, again filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 18-12419) on Aug. 9, 2018. In the petition signed by Susan Acquafredda, managing member, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. Sean H. Lane oversees the case. Gabriel Del Virginia, Esq., at the Law Offices of Gabriel Del Virginia, is the Debtor's bankruptcy counsel. AIR FORCE VILLAGE:Granted Cash Access Thru Nov. 8 on Amended Budget ------------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California authorized the amendments to the Final Order approving Air Force Village West, Inc.'s Motion to Obtain DIP Financing and Authority to Use Cash Collateral, after the Lender Parties have given consent thereto. The Court authorized the Debtor to use cash collateral past the Sept. 9, 2019 maturity date through Nov. 8, 2019 or the occurrence of an event of default, pursuant to the Amended Final DIP Budget. The event of default includes (i) the Debtor's failure to comply with the terms of the Amended Budget, (ii) filing of a motion that would result in a material impairment of the Lenders' rights and interests; (iii) failure to file a motion to dismiss the bankruptcy case by Oct. 4, 2019; or (iv) the conversion of the case to one under Chapter 7. About Air Force Village West Air Force Village West -- https://livealtavita.org/ -- owns and operates a continuing care retirement community with assisted living, independent living, skilled nursing and memory care services. Air Force Village is a not-for-profit entity opened in 1989. Air Force Village West, Inc., based in Riverside, CA, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 19-11920) on March 10, 2019. The petition was signed by Mary Carruthers, chairman of the Board. In its petition, the Debtor estimated $50 million to $100 million in both assets and liabilities. The Hon. Scott C. Clarkson oversees the case. Samuel R. Maizel, Esq., at Dentons US LLP, is the Debtor's bankruptcy counsel. ALLISON TRANSPORTATION: Unsecureds to Recover 5% Under Plan ----------------------------------------------------------- In the small business chapter 11 case of Allison Transportation, LLC, holders of general unsecured claims will recover 5 cents on the dollar. Holders of general unsecured debt (totaling $397,837.45) will receive monthly payments of $276.28 per month beginning October 2019 and ending September 2025. Unsecured portion of "cash collateral" holders with a total claim of $512,329.99 will receive a monthly payment of $355.78 beginning October 2019 and ending September 2025. Unsecured portion of secured debts with a total claim of $428,471.12 will receive monthly payments of $297.82 beginning October 2019 and ending September 2025. Secured creditors will also be paid in installments. PACCAR Financial Corp (owed $159,769.95), Hitachi Capital America Corp ($172,344), BMO Harris Bank, N.A. ($1,469.66, $32,099.67, $18,295.43, $146,672.08, $146,672.08, $146,672.08), GM Financial ($36,969), Multi-Service Technology Solutions ($35,129.54), Suntrust Lightstream ($20,594), TD Auto Finance ($43,471.12), FC Marketplace ($173,677), and Mercedes-Benz Financial Services and MHC Financial (TBD) will receive a monthly payments beginning October 2019 and ending September 2025. The equity holder, Rhonda R. Jones, will retain her equity interest. Payment and distributions under the Plan will be funded by the income from trucking operations. A full-text copy of the Disclosure Statement dated October 2, 2019, is available at https://tinyurl.com/y6l8wy4t from PacerMonitor.com at no charge. About Allison Transportation Allison Transportation, LLC, owner and operator of a trucking business in Statesville, NC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C. Case No. 19-50072) on Feb. 9, 2019. At the time of the filing, the Debtor was estimated to have assets of less than $50,000 and liabilities of less than $1 million. The case is assigned to Judge Laura T. Beyer. McELWEE FIRM, PLLC, is the Debtor's counsel. APELLIS PHARMACEUTICALS: Board Adopts Separation Benefits Plan -------------------------------------------------------------- The Board of Directors of Apellis Pharmaceuticals, Inc., has adopted an Executive Separation Benefits and Retention Plan. The Separation Benefits Plan applies to the Company's chief executive officer, chief financial officer, the chief operating officer, the chief medical officer, the chief innovation officer, certain other executive officers of the Company and any other employee of the Company designated as such by the Board and certain other employees of the Company who hold a title of vice president or higher. The Separation Benefits Plan provides for separation benefits in the event of (i) a termination of a Covered Employee employment by the Company other than for cause or (ii) a resignation by such Covered Employee for good reason upon a Change in Control upon or within 12 months following a Change in Control. Except as specifically provided in the Separation Benefits Plan, the separation benefits set forth in the Separation Benefits Plan supersede the provisions of any agreements between any Covered Employee and the Company that provide for severance benefits. Under the terms of the Separation Benefits Plan, subject to the execution and effectiveness of a separation and release of claims agreement, if a Covered Employee's employment is terminated by the Company other than for cause, which termination does not occur during a CIC Period, the Company will be obligated to: * continue to pay the Covered Employee's monthly base salary for a period of (i) 12 months, in the case of the CEO, (ii) nine months, in the case of the other C-Level Officers, or (iii) 26 weeks, in the case of other Covered Employees; and * provided that the Covered Employee is eligible for and elects to continue receiving medical insurance pursuant to COBRA, pay on such Covered Employee's behalf the share of the monthly premiums for such coverage that it pays for active and similarly situated employees receiving the same type of coverage during the Severance Period; provided, however, that in the event the Covered Employee becomes eligible during the Severance Period for group health insurance coverage through another employer, the Company's obligation to make monthly premium payments shall end when the new employment begins. Under the terms of the Separation Benefits Plan, subject to the execution and effectiveness of a severance and release of claims agreement, if, during the CIC Period, a Covered Employee's employment is terminated by the Company other than for cause, or the Covered Employee resigns for good reason, the Company will be obligated to: * pay a lump sum equal to the Covered Employee's monthly base salary for a period of (i) 18 months, in the case of the CEO, (ii) 12 months, in the case of the other C-Level Officers, or (iii) 26 weeks, in the case of other Covered Employees; * pay to C-Level Officers a lump sum equal to 150%, in the case of the CEO, or (ii) 100%, in the case of other C-Level Officers, of such C-Level Officers' target bonus award for the year in which the termination of employment occurs, without regard to whether the performance goals applicable to such target bonus had been established or satisfied at the date of termination. * provided that the Covered Employee is eligible for and elects to continue receiving medical insurance pursuant to COBRA, pay on such Covered Employee's behalf the share of the monthly premiums for such coverage that it pays for active and similarly situated employees receiving the same type of coverage during the CIC Severance Period; provided, however, that in the event the Covered Employee becomes eligible during the CIC Severance Period for group health insurance coverage through another employer, the Company's obligation to make monthly premium payments shall end when the new employment begins; * arrange and pay for reasonable outplacement services for the Covered Employee; and * accelerate the vesting of all equity awards, other than terms more favorable to the Covered Employee, effective as of the date of termination, held by such Covered Employee at the date of termination (other than equity awards that vest on the basis of performance and do not provide solely for time-based vesting), such that such equity awards shall become 100% vested. The Separation Benefits Plan will be administered by the Board. The Board may amend, modify, or terminate the Separation Benefits Plan at any time in its sole discretion; provided that (a) any such amendment, modification or termination made prior to a Change in Control that adversely affects the rights of any Covered Employee must be unanimously approved by the Board, including the CEO, (b) no such amendment, modification or termination may affect the rights of a Covered Employee then receiving payments or benefits under the Separation Benefits Plan without the consent of such Covered Employee, and (c) no such amendment, modification or termination made after a Change in Control will be effective for one year from the date of the Change in Control. About Apellis Headquartered in Crestwood, Kentucky, Apellis Pharmaceuticals, Inc., is a clinical-stage biopharmaceutical company focused on the development of novel therapeutic compounds for the treatment of a broad range of life-threatening or debilitating autoimmune diseases based upon complement immunotherapy through the inhibition of the complement system at the level of C3. Apellis is the first company to advance chronic therapy with a C3 inhibitor into clinical trials. Apellis incurred net losses of $127.5 million in 2018, $51 million in 2017, and $27.12 million in 2016. As of June 30, 2019, the Company had $316.70 million in total assets, $157.6 million in total liabilities, and $159.08 million in total stockholders' equity. The report of Ernst & Young, LLP, on the Company's financial statements as of and for the fiscal year ended Dec. 31, 2018, includes an explanatory paragraph stating that the Company has recurring losses from operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. ARAL RESTAURANT: May Use Northern Bank Cash Collateral Thru Oct. 18 ------------------------------------------------------------------- The Hon. Frank J. Bailey of the U.S. Bankruptcy Court for the District of Massachusetts authorized Aral Restaurant Group of Fall River, Inc. and its affiliates to use the cash collateral of Northern Bank and Trust Company through Oct. 18, 2019, subject to the terms and conditions set forth in the Interim Order. A further hearing on the Cash Collateral Motion will be conducted on Oct. 18, 2019 at 10:30 a.m. The Debtors may use Northern Bank's cash collateral solely to pay its ordinary and necessary expenses set forth on the Budget. The actual disbursements of the Debtors must not exceed by more than 10% of the disbursements set forth in the budget, whether by line item, category, or in the aggregate. Northern Bank is granted replacement liens on the same types of post-petition property of the estates against which the Bank held liens as of the Petition Date. The Replacement Liens will maintain the same priority, validity and enforceability as Northern Bank's prepetition liens. The Replacement Liens should only be recognized to the extent of the diminution in value of the Bank's prepetition collateral after the Petition Date resulting from the Debtors' use of the cash collateral. The Debtors will maintain all necessary insurance, including, without limitation, fire, hazard, comprehensive, public liability, and workmen's compensation, and obtain such additional insurance in an amount as appropriate for the business in which the Debtors are engaged, naming Northern Bank as loss payee, additional insured and mortgagee with respect thereto. The Debtors are required to pay any and all taxes, municipal charges, or other amounts accruing upon or with respect to the collateral from and after the Petition Date is such amounts, if unpaid, would have priority over Northern Bank's security interest in the collateral under applicable law. The Junior Lenders are also granted replacement liens on the same types of postpetition property of the estates against which the Junior Lenders held liens as of the Petition Date. The Replacement Liens will maintain the same priority, validity and enforceability as the Junior Lenders' prepetition liens. The Junior Replacement Liens should only be recognized to the extent of the diminution in value of the Junior Lenders' prepetition collateral after the Petition Date resulting from the Debtors' use of the cash collateral. A copy of the Interim Order is available for free at http://bankrupt.com/misc/mab19-13256-23.pdf About Aral Restaurant Group Aral Restaurant Group operates franchise of Friendly's Franchising, LLC, at different locations in Massachusetts -- in Fall River, Hyannis, Pembroke, Plymouth, and South Weymouth. On Sept. 26, 2019, each of these branches sought Chapter 11 protection in Boston, Massachusetts, with Aral Restaurant Group of Fall River, Inc. (Bankr. D. Mass. Case No. 13256) as the lead case. In the petition signed by Robert Arruda, president, Aral Restaurant Group of Fall River was estimated to have assets of not more than $50,000 and liabilities between $1 million and $10 million. Judge Frank J. Bailey oversees the Debtors' cases. NICHOLSON P.C. is the Debtors' counsel. ART OF DECORATION: Unsecureds Will be Paid 100% in 3 Years ---------------------------------------------------------- According to its Amended Disclosure Statement, Art of Decoration, Inc.'s Chapter 11 plan provides that holders of unsecured claims totaling $6,483.92 will receive a 100% dividend of their allowed claims in 36 equal monthly installments effective 30 days after the Effective Date of this Plan. With respect to PNC Bank, National Association's secured claim in the amount of $428,649.10, the Plan offers the secured creditor PNC Bank, National Association a surrender of the property, located at 46 Bergen Street, Enlewood NJ 07631, through a foreclosure action by PNC Bank, in full and final satisfaction of the loan. The Plan will be financed from the generated business income and personal contributions by Leonid Levitsky from his psychiatry practice operations. A full-text copy of the Amended Disclosure Statement dated Oct. 4, 2019, is available at https://tinyurl.com/y6h86ezw from PacerMonitor.com at no charge. Art of Decoration, Inc., filed a voluntary Chapter 11 petition (Bankr. D.N.J. Case No. 18-21351) on June 4, 2018, and is represented by Alla Kachan, Esq. BERNARD POULIN: Trustee Selling Miami Beach Property for $1.3M -------------------------------------------------------------- Raymond Chabot, Inc., the duly appointed trustee for the estate of Bernard Poulin, asks the U.S. Bankruptcy Court for the Southern District of Florida to authorize the sale of the condominium unit 3302, located at 4779 Collins Avenue, Miami Beach, Florida to Dolores and Victor Hatami and/or assigns, pursuant to their "As Is" Residential Contract for Sale and Purchase, and addendums thereto, for $1,325,000. Pursuant to a credit agreement dated Nov. 2, 2015, as amended in May 2016, Alaris Royalty Corp., as lender, made $17 million available to SM Group, as borrower. SM Group has drawn the entire $17 million in funds available under the Credit Agreement. The Debtor, who is the former ultimate controlling shareholder and former President and CEO of SM Group, provided Alaris with a personal guaranty of repayment of any amounts drawn by the SM Group. SM Group defaulted under the Credit Agreement by failing to pay the principal and interest when due. As of Jan. 10, 2018, the total indebtedness owed by the SM Group to Alaris under the Credit Agreement was $17 million plus $1,450,647 in accrued and unpaid interest. On June 13, 2018, Alaris demanded payment from the Debtor under the Guarantee. On July 5, 2018, Alaris initiated proceedings against the Debtor in Alberta, Canada in order to recover the sums owed to it by the Debtor under the Guarantee, which the Debtor contested. On Nov.21, 2018, the Court of Queen's Bench of Alberta granted summary judgment in favor of Alaris and against the Debtor in the amount of $3 million, plus costs. On Feb. 28, 2019, Alaris filed its Application for Bankruptcy Order with the Canadian Court requesting that the Court issues a bankruptcy order against the Debtor. On March 20, 2019, the Canadian Court issued its Bankruptcy Order declaring the Debtor bankrupt and appointing Raymond Chabot Inc., as trustee of the estate of the Debtor. The Trustee is the sole trustee of the Debtor's estate. On April 18, 2019, the first meeting of the Debtor's creditors was convened, the appointment of the Trustee was confirmed and the following individuals were appointed as inspectors of the estate of the Debtor: Mr. Mike Ervin, Mr. Darren Driscoll, Mtre. Guillaume Michaud, and Mr. Patrick Fillion. The Inspectors are representatives of the Debtor's creditors and act similarly to an official committee of unsecured creditors appointed under the Bankruptcy Code. On May 15, 2019, the Trustee commenced the case by the filing of a Verified Chapter 15 Petition for Recognition of a Foreign Proceeding, pursuant to section 1504 of the Bankruptcy Code, which the Court approved on June 11, 2019. On May 23, 2019, the Buyer submitted the offer to purchase the Property evidenced by the Contract. On June 4, 2019, the Inspectors authorized the Trustee to accept the Buyer's evidenced by the Contract. The Trustee has received the authority to sell the Property under Canadian law. Although Alternative Capital Group, Inc. ("ACG") indicated that it would consent to the sale of the Property with the proceeds allocable to it being held in escrow pending an adjudication or resolution of the Trustee's objection to the ACG Claim, on Sept. 10, 2019, ACG advised the Trustee that it no longer consented to that arrangement and intended to foreclose on the Property. Therefore, the Trustee filed the Motion asking expedited approval of the sale. The Property is purportedly encumbered by the following liens or interests: a. Mortgage from Bernard Poulin to National Bank of Canada recorded in Official Record Book 29371, Page 3802, of the Public Records of Miami-Dade County, Florida, in the original principal amount of $32.5 million. b. Mortgage in favor of Velocity Commercial Capital, LLC, a California limited liability company in the original principal amount of $780,000, dated March 30, 2018 and recorded in Official Records Book 30939, Page 1327, as assigned to U.S. Bank, National Association, as Trustee for Velocity Commercial Capital Loan Trust 2018-2, in Official Records Book 31489, Page 858. c. Mortgage from Bernard Poulin to Alternative Capital Group recorded in Official Record Book 31155, Page 3448, of the Public Records of Miami-Dade County, Florida, in the original principal amount of $1.8 million. d. UCC Financing Statement in favor of National Bank of Canada recorded in Official Records Book 29371, Page 3835. e. UCC Financing Statement in favor of National Bank of Canada recorded in Official Records Book 29417, Page 2045. f. Notice of Commencement recorded on July 2, 2019, in Official Records Book 31506, Page 1111; Official Records Book 31506, Page 1112; Official Records Book 31506, Page 1113 and Official Records Book 31506, Page 1114. Assessments due to the condominium association through the date of closing will be paid by the Trustee, as seller. Taxes will be prorated through the date of closing. The Trustee has not completed his investigation regarding the validity, priority or extent of the foregoing liens and interest. Therefore, the Trustee reserves the right to challenge or contest the validity, priority or extent of any liens. The Trustee asks an order authorizing and approving the sale of its right, title and interest in the Property, free and clear of all liens, claims, interests and encumbrances, if any. It has entered into the Contract with the Buyer, which provides for the sale of the Property to the Buyer for the purchase price of $1.325 million. As set forth in the Agreement, the purchase price for the Property will be paid in cash. An initial deposition of $132,500 has been paid to the Escrow Agent identified in the Contract. As set forth in the Contract, the closing of the sale was to take place on June 28, 2019. This closing date has been extended by addendum and will now take place on Sept. 17, 2019. The Trustee asks that the sale of the Property be immediately effective upon entry of a written Order approving the sale and that the 14-day stay of effectiveness of such an Order provided for in Bankruptcy Rule 6004(h) be waived. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Bernard_Poulin_13_Sales.pdf Bernard Poulin sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 19-16421) on May 15, 2019. The Debtor tapped Jordi Guso, Esq., as counsel. On April 18, 2019, confirmed the appointment of Raymond Chabot, Inc., as the duly appointed trustee. BLUE DIAMOND: Seeks to Hire Trump & Trump as Special Counsel ------------------------------------------------------------ Blue Diamond, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of West Virginia to hire a special counsel in the closing of real properties in Hedgesville, W.Va. In an application filed in court, the Debtor proposes to employ Trump & Trump, LC to review titles for the properties, prepare all closing documents, and conduct closing. The firm will get $650 for its services. Charles Trump IV, Esq., the firm's attorney who will be providing the services, disclosed in court filings that he is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. Trump & Trump can be reached through: Charles S. Trump IV, Esq. Trump & Trump, LC 171 S. Washington Street Berkeley Springs, WV 25411 Phone: (304) 258-1414 Fax: (304) 258-4069 About Blue Diamond Blue Diamond LLC, based in Martinsburg, W.Va., filed a Chapter 11 petition (Bankr. N.D. W.Va. Case No. 17-01234) on Dec. 20, 2017. In the petition signed by James Hutzler, Jr., member/manager, the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. The Hon. Patrick M. Flatley oversees the case. Martin P. Sheehan, Esq., at Sheehan & Nugent, PLLC, serves as bankruptcy counsel to the Debtor. William C.Brewer, Esq., at Brewer & Giggenbach, PLLC, is the Debtor's special counsel. CAMBER ENERGY: Completes Purchase of 80% Ownership of Evercon ------------------------------------------------------------- Camber Energy, Inc.'s wholly-owned subsidiary Lineal Star Holdings, LLC, has closed the purchase of 80% of the membership interests of Evercon Energy LLC (www.EverconEnergy.com), headquartered in College Station, Texas. Evercon provides pipeline solutions and field services, project management and inspection services, energy infrastructure maintenance, facilities construction, fabrication and Heavy Civil Construction services. Tim Connolly, CEO of Lineal Star commented, "The purchase of the 80% controlling interest in Evercon gives us a solid central Texas customer base as well as access to the south Texas market, and allows us the opportunity to more rapidly build Lineal Star Holdings. We have a great deal of confidence in Evercon President, Brian Stiles, and look forward to great things from his leadership of Evercon." About Camber Energy Based in San Antonio, Texas, Camber Energy, Inc. (NYSE American: CEI) -- http://www.camber.energy-- is an independent oil and gas company engaged in the development of crude oil, natural gas and natural gas liquids in the Hunton formation in Central Oklahoma in addition to anticipated project development in the Texas Panhandle. The Company also provides midstream and downstream pipeline specialty construction, maintenance and field services via its recently announced acquisition agreement with Lineal Star Holdings LLC. Camber Energy reported net income of $16.64 million for the year ended March 31, 2019, following a net loss of $24.77 million for the year ended March 31, 2018. As of June 30, 2019, the Company had $7.16 million in total assets, $1.97 million in total liabilities, and $5.19 million in total stockholders' equity. Camber Energy received on July 2, 2019, a deficiency letter from NYSE American LLC stating that the Company is not in compliance with the continued listing standards as set forth in Section 103(f)(v) of the NYSE American Company Guide. The Deficiency Letter indicated that the Company's securities have been selling for a low price per share for a substantial period of time. CAMBRIAN HOLDING: Walther, Gay & Mack Represents Multiple Parties ----------------------------------------------------------------- In the Chapter 11 cases of debtors Cambrian Holding Company, Inc., et al., the law firm of Walther, Gay & Mack, PLC, provided notice pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure that it is representing Kentucky Coal Employers' Self-Insurance Guaranty Fund and Meritain Health, Inc. Walther, Gay & Mack, PLC, by and through Jonathan L. Gay, Esq., and Stephen Barnes, Esq., have been engaged herein to represent Kentucky Coal Employers' Self-Insurance Guaranty Fund, P.O. Box 910623, Lexington KY 40591. Kentucky Coal has been advised of, and consented to, the representation. Kentucky Coal asserts claims against the Debtors, which are filed of public record. Walther, Gay & Mack, PLC, by and through Stephen Barnes, Esq., have been engaged to represent Meritain Health, Inc., c/o Hon. Payam Khodadadi, McGuireWoods, LLP, 1800 Century Park East, 8th Floor, Los Angeles, California 90067. Meritain has been advised of, and consented to, the representation. Meritain asserts claims against the Debtors, which are filed of public record. Counsel for Kentucky Coal Employers' Self-Insurance Guaranty Fund and Meritain Health, Inc. can be reached at: WALTHER GAY & MACK PLC Stephen Barnes, Esq. 163 East Main Street, Suite 200 Lexington KY 40507 Tel: (859) 225-4714 Fax: (859) 225-1493 E-mail: sbarnes@wgmfirm.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://is.gd/zJS2WS About Cambrian Holding Belcher, Kentucky-based Cambrian Holding Company, Inc., and its subsidiaries produce and process metallurgical coal and thermal coal for use by utility providers and industrial companies located primarily in the eastern United States and Canada. The company began operations in 1991 and, over time, acquired various mines and mining-related assets from major coal corporations. Cambrian Holding Company and 18 of its affiliates each filed a petition seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Ky. Lead Case No. 19-51200) on June 16, 2019. The Debtors tapped Frost Brown Todd LLC as counsel; Whiteford, Taylor & Preston, LLP, as litigation counsel; Jefferies LLC as investment banker; and FTI Consulting, Inc., as financial advisor. Epiq Corporate Restructuring, LLC, is the notice, claims and solicitation agent. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on June 26, 2019. The committee tapped Foley & Lardner LLP as legal counsel; Barber Law PLLC as local counsel; and B. Riley FBR, Inc. as financial advisor. CARTONI GROUP: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Cartoni Group, LLC 5413 George Street New Port Richey, FL 34652 Business Description: Cartoni Group, LLC is a lessor of real estate in New Port Richey, Florida. The Company owns in fee simple two properties having an aggregate current value of $1,425,000. Chapter 11 Petition Date: October 9, 2019 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Case No.: 19-09576 Debtor's Counsel: Buddy D. Ford, Esq. BUDDY D. FORD, P.A. 9301 West Hillsborough Avenue Tampa, FL 33615-3008 Tel: 813-877-4669 Fax: 813-877-5543 E-mail: Buddy@TampaEsq.com All@tampaesq.com Total Assets: $1,499,000 Total Liabilities: $1,053,781 The petition was signed by Richard K. Smith, managing member. The Debtor stated it has no unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/flmb19-09576.pdf CBCS WASHINGTON: APW to Invest $15.5M, to Guaranty Lease -------------------------------------------------------- CBCS Washington Street L.P. filed with the U.S. Bankruptcy Court for the Southern District of New York a second supplement to the amended disclosure statement explaining its amended plan of reorganization. Certain sections of the Disclosure Statement have been replaced or added with the following languages: In connection with APW Tribeca LLC's acquisition of the Exiting Equity Interests and its commitment of new capital to the Debtor of $15.5 million, APW has offered to execute a completion guaranty in favor of the Landlord wherein APW irrevocably and unconditionally guarantees to the Landlord the full, complete and punctual observance, performance and satisfaction of certain of the Debtor's obligations under the Lease, including, but not limited to the construction and completion of the new hotel. The Confirmation Order shall be a Final Order, the closing under the Exit Financing shall have been consummated; the Debtor, Exit Lender and Landlord shall have executed the Recognition Agreement substantially in the form set forth in the Plan Supplement no later than the Closing Date; the Debtor, Exit Lender and the Landlord shall have executed the Fifth Amendment to Lease substantially in the form set forth in the Plan Supplement no later than the Closing Date; and Sam Chang shall have reaffirmed his Guaranty dated June 9, 2013, in favor of Landlord. Debtor and Landlord are parties to that certain Lease, as amended from time to time, for the Property. The Landlord claimed that the Debtor was in default of the Lease as of the Petition Date for its failure to make a payment of ground rent in the amount of $5,075,000. This payment will be made on the Effective Date. As more fully set forth in a stipulation between the Debtor and the Landlord, the Debtor will also pay certain late fees, interest charges and legal fees to the Landlord on the Effective Date. A full-text copy of the Supplemental Disclosure Statement dated Oct. 3, 2019, is available at https://tinyurl.com/y3x4t7su from PacerMonitor.com at no charge. About CBCS Washington Street CBCS Washington Street LP is a partnership and a lessee under an Agreement of Lease dated June 19, 2013 with 445 Washington LLC for the parcels of real property located in New York. The Debtor is currently developing the premises into a 96-room luxury hotel under the "Hotel Barriere Le Fouquet" brand. Based in White Plains, N.Y., CBCS Washington Street filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 19-22607) on March 12, 2019. In its petition, the Debtor disclosed $40,500,496 in assets and $17,201,731 in liabilities. The petition was signed by Ivaylo V. Ninov, authorized representative of Washington Street Hotel GP LLC, GP. The Hon. Robert D. Drain oversees the case. Fred B. Ringel, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck P.C., is the Debtor's bankruptcy counsel. The U.S. Trustee for Region 2 on May 1, 2019, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 case. CCR INC: Proposes Short Sale of Silver Spring Property ------------------------------------------------------ CCR, Inc. asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the short sale of the real property located at 909 Ednor Rd., Silver Spring, Maryland. The Debtor is in arrears on its mortgage with the Lender of the real property and is unable to pay such arrears. The real property is valued at approximately $387,500 and the Debtor owes approximately $650,00 to the Lender. The mortgage arrears is approximately $400,000. The Lender and Debtor are in negotiations to allow the Debtor to sell the property in a short sale transaction. The Lender is considering the short sale request that was submitted prior to the filing of the case but requires approval from the Court to move forward with the short sale approval process. Completing a short sale would be in the best interest of all parties involved. About CCR, Inc. CCR, Inc., f/k/a Coastal Cool Refrigerated, Inc., sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 15-05183) on Nov. 27, 2015. In the petition signed by David Lancaster, president, the Debtor was estimated to have up to $50,000 in assets and $1 million to $10 million in liabilities. The Debtor's counsel is Robert D. Wilcox, Esq., at Wilcox Law Firm of Ponte Vedra Beach, Florida. CCS MEDICAL: May Use Cash Collateral to Pay Intermedia, UST ----------------------------------------------------------- Hon. Michael J. Kaplan of the U.S. Bankruptcy Court for the Western District of New York authorized CCS Medical, PLLC, to use cash collateral to pay $369.80 to Intermedia.net for email services and $651.64 to the U.S. Trustee for quarterly fees. As adequate protection, Bank of America, N.A., the United States and all creditors holding liens on the cash collateral are granted roll-over or replacement liens or rights of set-off in the same priority, and with respect to the same assets, as served as collateral for the creditors' pre-petition indebtedness to the extent of cash collateral actually used. To the extent that the replacement liens are insufficient, the creditors are granted an administrative claim under Section 507(b) of the Bankruptcy Code. About CCS Medical PLLC CCS Medical PLLC is a provider of primary care and specialty medicine services currently operating at Orchard Park, Delaware Avenue, and Youngs. CCS Medical PLLC is an affiliate of Comprehensive Cancer Services Oncology, P.C., doing business as CCS Oncology, doing business as CCS Healthcare, which, along with its affiliates, sought Chapter 11 protection (Bankr. W.D.N.Y. Lead Case No. 18-10598) on April 2, 2018. The Debtors are headquartered in Orchard Park, New York. Judge Michael J. Kaplan is the case judge. Arthur G. Baumeister, Jr., Esq., of Baumeister Denz LLP, serves as the Debtors' counsel. Mark Schlant has been named the Chapter 11 trustee. Joseph J. Tomaino of Grassi Healthcare Advisors LLC has been appointed patient care ombudsman. COASTAL INTERNATIONAL: Seeks Final Approval of Cash Motion ---------------------------------------------------------- Coastal International, Inc., asks the U.S. Bankruptcy Court for the Central District of California to authorize permanent use of TAB Bank's cash collateral, pursuant to a budget, and to maintain the Debtor's existing bank accounts, on a final basis, in order to have pre-petition checks honored through Oct. 24, 2019. The 90-day Budget provides for $484,711 in operating disbursements for the week-ending Oct. 11, 2019, of which $371,035 is for direct wages and $71,428 for general and administrative salaries. The Debtor and TAB Bank have agreed that: (a) The Debtor may use cash collateral to pay any post-petition professional fees and costs in the ordinary course of the business. (b) TAB Bank will allow the Debtor to use cash receipts from non-factored accounts received by TAB into the Prepetition Cash Reserve Account, less a reserve of $30,000 to be held pending determination of attorney's fees and costs in connection with the Chapter 11 filing and chargebacks that may be asserted by account debtors. (c) All payments of factored accounts will be credited towards the Prepetition Obligations until the Prepetition Obligations are paid in full, and no funds from these payments will be released to the Debtor. Once the PrePetition Obligations are paid in full and all chargebacks have been resolved, then any remaining funds received from payment on the Prepetition Accounts will be released to Debtor. As adequate protection, TAB Bank is granted a replacement lien on the Debtor's assets. The Bank will continue to collect all prepetition accounts of the Debtor, which will be applied to the outstanding balance on the Prepetition Obligations as done pre-petition. The Debtor and TAB Bank are parties prepetition to an accounts receivable purchase and security agreement. A copy of the Motion and the Budget (at Exhibit 4) can be accessed for free at: http://bankrupt.com/misc/Coastal_Intl_60_Cash_MO_.pdf The Court will consider the motion on Oct. 24, 2019 at 3 p.m. About Coastal International Coastal International, Inc., a privately held company in Tustin, Calif., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 19-13584) on Sept. 15, 2019. At the time of the filing, the Debtor was estimated to have assets of between $1 million and $10 million and liabilities of between $10 million and $50 million. The case has been assigned to Judge Theodor Albert. The Debtor is represented by Weiland Golden Goodrich LLP. COMPLETE DISTRIBUTION: 33% Owner Wants Info on Guarantees --------------------------------------------------------- Hector Herrera, an equity holder, filed a limited objection to the disclosure statement in support of Complete Distribution Services, Inc.'s Chapter 11 plan filed Aug. 23, 2019. Hector Herrera is an equity holder of the Debtor holding a 33 percent interest in it. Hector Herrera is not employed by the Debtor and has not been employed with it during the pendency of the Chapter 11 proceeding. During his employment with the Debtor as an equity holder Hector Herrera was required to sign Personal Guarantees for loans made to the Debtor to finance the equipment. The other equity holders, Salvador Herrera and Amalia Herrera, also signed Personal Guarantees. The Debtor defaulted prepetition on its debts to secured creditors holding Personal Guarantees. According to Herrera, the Disclosure Statement should also disclose whether the Debtor will be paying for the defense of the litigation against the Personal Guarantors, or whether they will be paying for their own legal defense. Hector Herrera objects to the Debtor paying the other Personal Guarantors’ legal expenses post-confirmation without disclosing this in the Disclosure Statement and not paying his defense costs. Hector Herrera is represented by: Carlos A. Miranda, Esq. MIRANDA & MALDONADO, P.C. 5915 Silver Springs, Bldg. 7 El Paso, Texas 79912 Tel: (915) 587-5000 Fax: (915) 587-5001 About Complete Distribution Services Complete Distribution Services, Inc., doing business as Complete Trailer Leasing, is a diversified shipping service company, providing short and long-haul support, including transportation, customer support, and logistics. The Company offers local dispatch at its El Paso, Texas, facility to meet its customers' needs. Complete Distribution Services sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 18-31995) on Nov. 29, 2018. In the petition signed by Salvador A. Herrera, president, the Debtor disclosed $2,784,801 in total assets and $8,049,386 in total debt. The Hon. Christopher H. Mott is the case judge. E.P. Bud Kirk is the Debtor's counsel. COMPLETE DISTRIBUTION: BALC Objects to Disclosure Statement ----------------------------------------------------------- Banc of America Leasing & Capital LLC filed an objection to the disclosure statement in support of Complete Distribution Services, Inc.'s Chapter 11 plan filed Aug. 23, 2019. BALC is a secured creditor of the Debtor, holding a claim pursuant to an assignment from VFS US, LLC, which is secured by a certificate of title on the tractor truck. According to BALC, the Disclosure Statement does describe the Adequate Protection Order, but fails to disclose any proposed terms for the treatment of the debt owed to BALC. While there is no dispute that BALC is a secured creditor with respect to the Equipment, and likely over-secured based on the Equipment's value, it is impossible for BALC to tell what it is going to get, when it is going to get it, and what contingencies exist with the current version of the Disclosure Statement. BALC avers that the Disclosure Statement fails to comply with the requirement set forth under Section 1125 in providing adequate information of the proposed treatment of BALC's claim. BALC tells the Court that the Debtor should be required to file an Amended Disclosure Statement to provide for BALC's claim so that BALC can determine if the proposed treatment is fair and reasonable. Banc of America is represented by: Robert P. Franke Andrew G. Edson Audrey L. Hornisher CLARK HILL STRASBURGER 901 Main St., Suite 6000 Dallas, Texas 75202 Tel: (214) 651-4300 Fax: (214) 651-4330 About Complete Distribution Services Complete Distribution Services, Inc., doing business as Complete Trailer Leasing, is a diversified shipping service company, providing short and long-haul support, including transportation, customer support, and logistics. The Company offers local dispatch at its El Paso, Texas, facility to meet its customers' needs. Complete Distribution Services sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 18-31995) on Nov. 29, 2018. In the petition signed by Salvador A. Herrera, president, the Debtor disclosed $2,784,801 in total assets and $8,049,386 in total debt. The Hon. Christopher H. Mott is the case judge. E.P. Bud Kirk is the Debtor's counsel. COMPREHENSIVE CANCER: Can Use Cash to Pay Intermedia, UST --------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of New York granted the request of Comprehensive Cancer Services Oncology, P.C., to use cash collateral in order to pay Intermedia.net $369.80 for email services and the U.S. Trustee $651.86 for quarterly fees. As adequate protection, the Bank of America, N.A., the United States and all creditors with liens on the cash collateral are granted roll-over or replacement liens or rights of set-off to the same extent, in the same priority, and with respect to the same assets, as served as collateral for the creditors' prepetition indebtedness to the extent of cash collateral actually used. The Secured Creditors are also granted an administrative claim under Section 507(b) of the Bankruptcy Code to the extent that the replacement liens are insufficient to cover for cash collateral actually used. About CCS Oncology Comprehensive Cancer Services Oncology, P.C., doing business as CCS Oncology, doing business as CCS Healthcare, along with its affiliates, sought Chapter 11 protection (Bankr. W.D.N.Y. Lead Case No. 18-10598) on April 2, 2018. In the petitions signed by Won Sam Yi, president/CEO, CCS estimated at least $50,000 in assets and $10 million to $50 million in liabilities. CCS Oncology is a professional corporation operating a practice of medical and radiological oncology treatment, with offices in Orchard Park, Frankhauser, Niagra Falls, Kenmore, and Lockport. CSS Medical PLLC is a provider of primary care and specialty medicine services currently operating at Orchard Park, Delaware Avenue, and Youngs. CCS Oncology is the sole member of CCS Medical. CCS Equipment is the owner of certain medical equipment used in the medical practices and CCS Oncology is its sole member. CCS Billing was intended to be developed into a separate billing entity for the medical practices, but was never funded or operational. CCS Billing has no assets and has had no activity other than showing a couple of minimal historical accounting entries. WSEJ is the owner of certain real property used by the medical practices. The Debtors are headquartered in Orchard Park, New York. Judge Michael J. Kaplan is the case judge. Arthur G. Baumeister, Jr., Esq., of Baumeister Denz LLP, serves as the Debtors' counsel. Mark Schlant has been named the Chapter 11 trustee. Joseph J. Tomaino of Grassi Healthcare Advisors LLC has been appointed patient care ombudsman. CONSOLIDATED LAND: CC STL Sets Bid Procedures for All Assets ------------------------------------------------------------ CC STL Holdings, LLC, an affiliate of Consolidated Land Holdings, LLC, asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the bidding procedures in connection with the sale of substantially all assets at auction. The Debtor is a Delaware limited liability company, formed in Ormond Beach, Florida in 2017. Debtor owns a 99-year lease interest and operates a 288-room Red Lion branded hotel located at 400 South 14th Street, St. Louis, Missouri. In order to maximize the value of its assets for the benefit of all stakeholders in the Chapter 11 case, the Debtor has made the decision to proceed with the sale of substantially all assets pursuant to Sections 363 and 365 of the Bankruptcy Code to the highest and best bidder. It has been in discussions and negotiations with a number of parties who have expressed an interest in engaging in a transaction with it and/or acquiring its assets. Despite such negotiations and level of interest, at this time, the Debtor has not yet finalized the terms of a transaction, including specifically a transaction that would enable the Debtor to present a stalking horse buyer to the Bankruptcy Court for approval in connection with the proposed bidding and sale procedures. While the Debtor intends to continue to work towards an agreement for a stalking horse buyer and reserves the right to seek approval of a stalking horse transaction and related protections for a stalking horse buyer, it believes it is in the best interest of all stakeholders to proceed with an auction sale of the assets at this time, with or without a stalking horse, so that a sale can be completed by the end of December 2019. Pursuant to the relief requested, the Debtor proposes, among other things, to establish a deadline by which interested bidders are required to submit a Qualified Bid for its all assets, except cash, causes of action, instruments, promissory notes, mortgages, and insurance policies ("Sale Assets"). The Sale Assets include the ongoing operations of the hotel, assignment of the real property lease; and the personal property set forth on Exhibit A. If the Debtor receives more than one Qualified Bid, then the Debtor proposes to conduct an auction of the Sale Assets in order to obtain the highest and best bid for the Sale Assets. Immediately thereafter, the Debtor proposes to present such highest and best bid to the Bankruptcy Court for approval of a sale of the Sale Assets under Sections 363 and 365 of the Bankruptcy Code, free and clear of all liens, claims, encumbrances and interests of any kind. Upon approval of such bid by the Bankruptcy Court, the Debtor proposes to proceed promptly with the closing of such sale. The Debtor submits that the sale of the Sale Assets pursuant to the procedures set forth is in its best interests, its creditors, its equity holders and the estate. The Sale Terms are: i. Sale Price: Not less than $10 million ii. Deposit: $1 million iii. Warranties: The sale is "as is, where is, with all faults, but and clear of any and all liens, claims, encumbrances and interests. iv. Closing Date: Within two business days after the entry of Sale Order, but not later than December 2019. v. Closing Conditions: Entry of the Sale Order, which Sale Order contain, among other things, a waiver of the 14-day stay provided för in Rule 6004(h), Federal Rules of Bankruptcy Procedure. The Auction Terms are: i. Proposed Auction Date: In the event the Debtor receives more than one timely Qualified Bid by the Bid Deadline, then the Debtor will conduct an auction. The Auction will take place at the offices of Shuker & Dorris, P.A., 121 S. Orange Avenue, Suite 1120, Orlando, Florida 32801, on Dec. 13, 2019, beginning at 10:00 a.m. ii. Proposed Bid Deadline: Dec. 6, 2019 at 5:00 p.m. iii. Minimum Incremental Overbid: $50,000, subject to being increased or decreased in the Debtor's sole discretion at the Auction The Requirements of Qualified Bidders are: i. Documentation requirements: An executed asset purchase agreement in substantially the form proposed by Debtor (proposed form to be filed after procedures approved), a blacklined version of the executed asset purchase agreement showing changes from the Debtor's form. ii. Acres Loan Origination, LLC will be deemed a Qualified Bidder up to the amount of its Secured Claim. The Identities of all Known Putative Lienholders and Approximate Amount of Debt are as follows: Acres - $17 million and DW Commercial Finance - Unknown. The Debtor is asking an expedited hearing for the procedures in connection with the proposed sale of its assets pursuant to the Motion. It is asking a hearing on the procedures for the week of Oct. 14, 2019 and a hearing on the Sale for the week of Dec. 16, 2019. The Objection Deadline is at 4:00 p.m. (ET) two business days before the Sale Hearing. Three business days after the entry of the Order, the Debtor will cause the Auction and Sale Notice. The Debtor believes that the closing of the sale of the Sale Assets needs to occur expeditiously given that long term management is critical to maintaining existing customers. As a result, it asks that the Court includes in the Sale Order a provision waiving the 14-day stay set forth in Rule 6004(h) of the Federal Rules of Bankruptcy Procedure and providing that the sale may be consummated immediately after entry of the Sale Order. A copy of the Bidding Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/Consolidated_Land_131_Sale.pdf About Consolidated Land Holdings Consolidated Land Holdings and its subsidiaries are privately held companies engaged in activities related to real estate. Consolidated Land Holdings, LLC, and 21 affiliates concurrently filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 19-04760) on July 22, 2019. In the petitions signed by Joseph G. Gillespie III, manager, the Debtors were each estimated to have $50 million to $100 million in both assets and liabilities. The Debtors are represented by R Scott Shuker, Esq. at Latham, Shuker, Eden & Beaudine, LLP. DELUXE ENTERTAINMENT: Gen. Unsecured Claims to Be Reinstated ------------------------------------------------------------ Deluxe Entertainment Services Group Inc. and its affiliates filed with the U.S. Bankruptcy Court for the Southern District of New York filed a joint prepackaged of reorganization that contemplates the exchange of all of the Company's existing term loan debt and priming term loan debt for, in the aggregate, 100% of the reorganized company's common stock. Under the Plan, holders of Existing Term Loan Claims will receive 65% of the equity in Restructured DESG (plan recovery estimated at 27%). Holders of Priming Term Loan Claims will receive 35% of the equity interests plus new second lien term loans or cash (plan recovery at 100%). General unsecured claims are unimpaired as they will be reinstated (100%). Holders of existing equity in the Debtors won't receive anything on account of those interests (0%). Parties have signed the Restructuring Support Agreement, committing to support the Prepackaged Plan. The RSA is currently supported by lenders holding over 91 percent in both number and amount of the Priming Term Loan and over 58% in number and 70% in amount of the Existing Term Loan. A full-text copy of the Disclosure Statement dated Oct. 3, 2019, is available at https://tinyurl.com/y2sjn7ca from PacerMonitor.com at no charge. About Deluxe Entertainment Deluxe Entertainment Services Group is the world's leading video creation-to-distribution company offering global, end-to-end services and technology. Through unmatched scale, technology and capabilities, Deluxe enables the worldwide market for premium content. The world's leading content creators, broadcasters, OTTs and distributors rely on Deluxe's experience and expertise. With headquarters in Los Angeles and New York and operations in 38 key media markets worldwide, the Company relies on the talents of more than 7,500 of the industry's premier artists, experts, engineers and innovators. On October 3, 2019, Deluxe Entertainment Services Group Inc. and 26 affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 19-23774). Kirkland & Ellis, LLP is acting as legal counsel for the Company, and PJT Partners is acting as its financial advisor. Prime Clerk LLC is the claims agent. FTI Consulting, Inc. is acting as financial advisor for a majority group of its senior lenders, and Stroock & Stroock & Lavan LLP is acting as the group's legal counsel. DJJ ENTERPRISES: To Present Plan for Confirmation Nov. 20 --------------------------------------------------------- DJJ Enterprises, LLC, won conditional approval from the bankruptcy court of its Disclosure Statement. A combined hearing to consider the final adequacy of the Debtor's proposed Disclosure Statement and confirmation of the Debtors' Plan will be held on Nov. 20 2019, at 9:30 a.m. (the "Combined Hearing"). Nov. 4, 2019, is the deadline for all creditors and parties in interest to file objections to the adequacy of the Debtor's proposed Disclosure Statement and/or confirmation of the Debtor's Plan. As reported in the TCR, DJJ Enterprises filed with the U.S. Bankruptcy Court for the District of Nevada a first amended Chapter 11 plan of reorganization and accompanying disclosure statement. General unsecured creditors will receive payment in full of their allowed claims, plus interest at the Federal Judgment Rate, in monthly payments in accordance with the following schedule: Months 1-24. For the 24-month period commencing on Dec. 1, 2019, and continuing on each and every month thereafter in that period, its Pro Rata share of the sum of not less than $1,000.00 per month to be split among all Allowed General Unsecured Claims; and Months 25 and Thereafter. For any and all remaining monthly periods thereafter until the allowed claims are paid in full, its pro rata Share of the sum of not less than $2,000.00 per month to be split among all allowed general unsecured claims. About DJJ Enterprises DJJ Enterprises, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Nev. Case No. 18-16615) on Nov. 5, 2018, disclosing under $1 million in both assets and liabilities. The Debtor tapped Matthew C. Zirzow, Esq., at Larson Zirzow & Kaplan, LLC, as bankruptcy counsel, and Knight Law, as special litigation counsel. DSN INC: $600K Sale of 125-Acre Hancock Property to Bonebrake OK'd ------------------------------------------------------------------ Judge Thomas L. Perkins of the U.S. Bankruptcy Court for the Central District of Illinois authorized DSN, Inc.'s sale of approximately 125 acres located in Section 29 of St. Mary Township, T.4.-R.5W., Hancock County, Illinois to Richard S. Bonebrake for $600,000. The sale will not be free and clear of liens and encumbrances, which will be handled through the ordinary closing process. About DSN, Inc. DSN, Inc., based in Plymouth, IL, filed a Chapter 11 petition (Bankr. C.D. Ill. Case No. 19-80320) on March 19, 2019. In the petition signed by Dennis Hellyer, president/manager, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. The Hon. Thomas L. Perkins oversees the case. B. Kip Shelby, Esq., at Rafool Bourne & Shelby, P.C., serves as bankruptcy counsel to the Debtor. ELK PETROLEUM: Revolving Lenders to Get 100% of Aneth Equity ------------------------------------------------------------ Elk Petroleum Inc. affiliates Elk Petroleum Aneth, LLC and Resolute Aneth, LLC have proposed joint reorganization plan. Aneth is the owner of 100% of the interests in Resolute. Resolute owns the core oil and natural gas assets at the Greater Aneth Oil Field. According to the Third Amended Joint Plan, claims and interests against Aneth will be treated as follows: * Aneth Class 3 – Revolving Facility Credit Agreement Claims are impaired which such Allowed amount shall not be less than $14,500,000. Each Holder of an Allowed Revolving Facility Credit Agreement Claim shall receive such Holder's pro rata share of 100% of the new equity interests in Reorganized Aneth. * Aneth Class 4 – First Lien Credit Agreement Secured Claims are impaired which such Allowed amount shall not be less than $114,000,000. Each Allowed First Lien Credit Agreement Secured Claim shall be treated as follows: (i) In the case of any Allowed First Lien Credit Agreement Secured Claims of Riverstone or its Affiliates, such Holder’s pro rata share of the First Lien Exit Facility. (ii) In the case of any Allowed First Lien Credit Agreement Secured Claims of the AB Parties, the applicable AB Parties shall receive pro rata shares of 100% of the New Equity Interests in Reorganized Aneth after satisfaction in full of the Revolving Facility Credit Agreement Claims. * Aneth Class 5 – General Unsecured Claims are impaired. The Plan Debtors currently believe that the only General Unsecured Claims against Aneth are the AB Parties' claims. Subject to the occurrence of the Effective Date, the AB Parties will waive any recovery or distribution on account of any General Unsecured Claims. * Aneth Class 8 – Interests in Aneth. All remaining Cash proceeds of the Aneth Trust Assets, if any, will be distributed to EPI as the Holder of Class 8 Interests in Aneth. Claims and interests against Resolute will be treated as follows: * Resolute Class 3 – Revolving Facility Credit Agreement Claims are impaired which such Allowed amount will not be less than $14,500,000. Each Holder of an Allowed Revolving Facility Credit Agreement Claim shall receive such Holder's pro rata share of 100% of the New Equity Interests in Reorganized Aneth. * Resolute Class 4 – First Lien Credit Agreement Secured Claims are impaired which such Allowed amount shall not be less than $114,000,000. Each Allowed First Lien Credit Agreement Secured Claim shall be treated as follows: (i) In the case of any Allowed First Lien Credit Agreement Secured Claims of Riverstone or its Affiliates, such Holder's pro rata share of the First Lien Exit Facility. (ii) In the case of any Allowed First Lien Credit Agreement Secured Claims of the AB Parties, the applicable AB Parties shall receive pro rata shares of 100% of the new Equity interests in Reorganized Aneth remaining after satisfaction in full of the Revolving Facility Credit Agreement Claims. * Resolute Class 5 – General Unsecured Claims are unimpaired. Each Holder of an allowed general unsecured claim against Resolute will receive, (i) if such claim against Resolute is due and payable on or before the Effective Date, payment in full, (ii) if such claim against Resolute is not due and payable on or before the Effective Date, payment in the ordinary course of business consistent with past practices; (iii) such other distribution as necessary to satisfy the requirements of Section 1129 of the Bankruptcy Code; or (iv) such other treatment, as agreed by Reorganized Resolute and the Holder of such Allowed General Unsecured Claim against Resolute shall be rendered unimpaired. Plan Distributions to be made by the Reorganized Debtors shall be paid from the assets of the Reorganized Debtors (including the proceeds of the Exit Facility), and Plan Distributions to be made by the Aneth Trustee, if any, shall be paid from the Aneth Trust Assets. A full-text copy of the Third Amended Joint Plan of Reorganization dated October 2, 2019, is available at https://tinyurl.com/y3dso9m2 from PacerMonitor.com at no charge. About Elk Petroleum Elk Petroleum Inc. -- https://www.elkpet.com/ -- is an oil and gas company specializing in enhanced oil recovery (EOR). Elk Petroleum and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11157) on May 22, 2019. At the time of the filing, Elk Petroleum estimated assets of between $1 million and $10 million and liabilities of less than $50,000. The petition was signed by Scott M. Pinsonnault, chief restructuring officer. The Debtors tapped Norton Rose Fulbright US LLP and Womble Bond Dickinson (US) LLP as legal counsel; Ankura Consulting Group, LLC, as restructuring advisor; Opportune LLP as valuation analysis provider; and Bankruptcy Management Solutions, Inc., as claims and noticing agent. Andrew Vara, acting U.S. trustee for Region 3, on June 19, 2019, appointed three equity security holders to serve on the committee of preferred equity security holders in the Chapter 11 case of Elk Petroleum, Inc. No official committee of unsecured creditors has been appointed in the Chapter 11 cases of Elk Petroleum, Inc. and its affiliates. FALLS EVENT: Trustee Proposes Sale of Property for $21K ------------------------------------------------------- Michael F. Thomson, the Chapter 11 Trustee for the bankruptcy estate of The Falls Event Center, LLC ("TFEC") and affiliates, asks the U.S. Bankruptcy Court for the District of Utah to authorize the sale of interests in and to the property, comprised of (a) numerous items of personal property located at TFEC's office, at 9067 South 1300 West, West Jordan, Utah for $7,177; (b) 2004 Chevrolet K2500HD Silverado Crew Pickup Truck, VIN 1GCHK23114F140025, to Jordan Roberts for $9,500; and (c) 2003 Pace Arrow Shadow GT 28 foot enclosed trailer, Model SC8528TA3, VIN 4FPWB28213G074636, to Roberts for $4,500, all subject to higher and better offers. Statewide Auction Co. valued the Personal Property with a total value of $7,160, the Truck at $10,000, the Trailer at $6,000. The Trustee received offers totaling $7,177 for the purchase of the Personal Property. He received an offer from Roberts to purchase the Truck for $9,500 and the Trailer for $4,500. After arms' length and good faith negotiations related to the purchase of the Truck and Trailer, the Trustee and Roberts entered into the Purchase Agreement. There are no known liens on the Personal Property, the Truck, or the Trailer. The proposed Buyers of the Property and their relationship with the Debtors are as follows: (i) Duke Heninger was formerly an outsourced Controller for TFEC; (ii) Geovany Bustillo is an employee of Primerica, which also leases office space at 9067 South 1300 West, West Jordan, Utah; (iii) Kendra Wilde is an employee of CW Management Group, the landlord of the office space; (iv) Kristi Marsh is an employee of Secuvant, which also leases office space at 9067 South 1300 West, West Jordan, Utah; (v) Rafael and Susan Bastidas are employees of Primerica, which Primerica also leases office space at 9067 South 1300 West, West Jordan, Utah; (vi) Wendy Parker was employed as the marketing director for TFEC and currently works for TFEC as an independent contractor; (vii) Bransen Crossley provides outsourced IT support to TFEC; (viii) Holding Out Hope is a non-profit organization for which Parker does volunteer work; (ix) Kim Johnston is a former employee of TFEC; (x) Roberts was an employee of TFEC in the beginning of the business and as part of his employment Roberts was likely given stock in TFEC. The Trustee asks Court authorization to sell the Personal Property as set forth on Exhibit 1, subject to the Trustee receiving higher and better offers as set forth. Specifically, he asks requests authorization to sell Personal Property to: (a) Heninger for $860; (b) Bustillo for $55; (c) Wilde for $1,200; (d) Marsh for $4,182; (e) Bastidas for $290; (f) Parker for $245; (g) Crossley for $195; (h) Holding Out Hope for $110; and (i) Kim Johnston for $40. He further asks Court approval of the Purchase Agreement and authorization to sell the Truck and Trailer to Roberts for a total of $14,000, subject to the Trustee receiving higher and better offers. He proposes to sell the Property to the Buyers "as is, where is," and "if is," with no representations, warranties, or guarantees of any kind. As stated, the sale of the Property to the Buyers is subject to higher and better offers. If the Trustee receives offers for the Property that he deems, in his sole and absolute discretion, to be higher and better, then the Trustee will give written notice to the related Buyers, as well as to any other parties that have submitted a Qualified Offer, of his intent to conduct an auction of the Property. Any auction of the Property will be conducted by the Trustee on Oct. 17, 2019 at 11:00 a.m. (MT) at the offices of Dorsey & Whitney LLP, 111 South Main Street, 21st Floor, Salt Lake City, UT 84111-2176. Persons or entities desiring to take part in the auction must attend the auction in person or by telephone, and the Trustee will make appropriate arrangements for any party wishing to take part in the auction telephonically. The Bid Deadline is Oct. 11, 2019, at 5:00 p.m. (MT). In the event of an auction, no offer will be deemed to be a winning bid unless the bidder has taken part in the auction, either in person or by telephone, and submits proof sufficient to the Trustee that it has immediate ability to pay for the Property. If no higher or better offers are received by the Trustee prior to the Bid Deadline, the Buyers will be the buyers of the Property for purposes of the Motion. Finally, the Trustee asks that the 14-day stay imposed by Federal Rule of Bankruptcy Procedure 6004(h) be waived, so that the sales of the Property may close as soon as possible. The Trustee also asks such other and further relief as is just and proper. A copy of the Exhibit A and the Purchase Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Falls_Event_565_Sales.pdf About The Falls Event Center The Falls Event Center LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Utah Case No. 18-25116) on July 11, 2018. At the time of the filing, the Debtor was estimated to have assets of $50 million to $100 million and liabilities of $100 million to $500 million. Judge R. Kimball Mosier oversees the case. Ray Quinney & Nebeker P.C. is the Debtor's legal counsel. The Debtor tapped Gil Miller and his firm Rocky Mountain Advisory, LLC, as restructuring advisors. On July 27, 2018, the U.S. Trustee appointed an official committee of unsecured creditors in the case. In November 2018, Judge R. Kimball Mosier entered an order appointing Michael F. Thomson as Chapter 11 trustee. DORSEY & WHITNEY LLP is the Trustee's counsel. FLORIDA MICROELECTRONICS: Says It's Still Finalizing Deal With AIAC ------------------------------------------------------------------- Debtor Florida Microelectronics, LLC filed with the U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, a motion to continue for 30 days the hearing on final approval of disclosure statement and confirmation of chapter 11 plan. The Debtor explains that it is finalizing the terms of a Letter of Intent with American Industrial Acquisition Corporation (AIAC). The purchase by AIAC, is central to the Plan. Pursuant to the Plan, AIAC through its affiliate would acquire 100% of the equity of the reorganized Debtor upon confirmation of the Plan. After cConfirmation, the affiliate would manage all financial and business affairs. The Debtor is also renegotiating its lease with its relatively new landlord, Alliance HSC, to reduce its current space resulting in a substantial decrease in the monthly lease expense. This is necessary for the acquisition by AIAC. The Debtor's President is undergoing surgery next week and is unable to expedite the above matters to resolution. The Debtor is in the process of working toward resolution of these matters and requests additional time to finalize the matters to be prepared for confirmation. A full-text copy of the Motion dated Oct. 3, 2019, is available at https://tinyurl.com/yydhjmja from PacerMonitor.com at no charge. About Florida Microelectronics Florida Microelectronics, LLC, is a contract manufacturer that provides manufacturing services, which include electronic and mechanical design and fabrication for a wide range of industry applications, from basic components to complex, turnkey systems, including kiosk assemblies. On Nov. 5, 2018, Florida Microelectronics filed voluntary petitions under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-23807) on Nov. 5, 2018, listing less than $1 million in assets and liabilities. Craig I. Kelley, Esq., at Kelley & Fulton, PL, represents the Debtor. No official committee of unsecured creditors has been appointed in the Chapter 11 case. FRED'S INC: Selling 2 Real Property Assets for $2.15 Million ------------------------------------------------------------ Fred's, Inc. and affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a notice of the sale of their de minimis assets: 1. Real Property Asset: 605 South Jackson Street, Starkville, MS 39759 Purchase Price: $850,000 Commission: 4% to Arc Realty, LLC, 2% to RE/MAX Partners Buyer: L&M Properties, LLC 701 Spring Street, #100, Starkville, MS 39759 2. Real Property: 605 North Henderson Boulevard, Kilgore, TX 75662 Purchase price: $1,300,000 Commission: 4% to Pintail Partners; and 2% to Wulfe & Co. Buyer: Segler Interests, LLC 2204 Louisiana Street, 2nd Floor, Houston, TX 77002 P On Sept. 11, 2019, the Court entered an order granting approval of certain procedures for (i) the sale of certain de minimis pharmacy assets and non-residential real property, free and clear of all liens, claims, interests. Pursuant to the terms of the Order, unless a written objection is filed with the Court and served in the manner provided for in the Order by Sept. 16, 2019, the Assets listed on Appendix A will be sold free and clear of all liens, claims, encumbrances, or interests. If an objection is timely filed and served in accordance with the Order, the Debtors and the objecting party will use good faith efforts to resolve the Objection. If the Debtors and the objecting party are unable to consensually resolve the Objection, the Debtors will not proceed with the sale of Assets that are the subject of the Objection pursuant to the Procedures, but may ask Court approval of the proposed transaction. A copy of the Appendix A attached to the Notice is available for free at: http://bankrupt.com/misc/Freds_Inc_100_Sales.pdf About Fred's Inc. Since 1947, Fred's, Inc. (NASDAQ:FRED) -- http://www.fredsinc.com/ -- has been an integral part of the communities it serves throughout the southeastern United States. Fred's mission is to make it easy AND exciting to save money. Its unique discount value store format offers customers a full range of value-priced everyday items, along with terrific deals on closeout merchandise throughout the store. Fred's, Inc., and its subsidiaries sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-11984) on Sept. 9, 2019 in Delaware. In the petitions signed by Joseph M. Anto, CEO, the Debtors disclosed $474,774,000 in assets and $380,167,000 in liabilities as of May 4, 2019. The Hon. Christopher S. Sontchi oversees the cases. The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP as counsel; Kasowitz Benson Torres LLP as general bankruptcy counsel; Akin Gump Strauss Hauer & Feld LLP as special counsel; Epiq Bankruptcy Solutions LLC as claims and noticing agent; and Berkeley Research Group, LLC, as financial advisor. GOODNO'S JEWELRY: Seeks to Hire B David Sisson as Legal Counsel --------------------------------------------------------------- Goodno's Jewelry, Inc., seeks approval from the U.S. Bankruptcy Court for the Western District of Oklahoma to hire the Law Offices of B David Sisson as its legal counsel. The firm will advise the Debtor of its powers and duties under the Bankruptcy Code and will provide other legal services in connection with its Chapter 11 case. B David Sisson, Esq., the firm's who will be handling the case, charges an hourly fee of $300. The firm does not represent any interest adverse to the Debtor and its bankruptcy estate, according to court filings. The firm can be reached through: B David Sisson, Esq. Law Offices of B David Sisson 305 E Comanche St. P.O. Box 534 Norman, OK 73070-0534 Phone: 405.447.2521 Fax: 405.447.2552 Email sisson@sissonlawoffice.com About Goodno's Jewelry Goodno's Jewelry, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Okla. Case No. 19-14103) on Oct. 5, 2019. At the time of the filing, the Debtor was estimated to have assets of between $100,001 and $500,000 and liabilities of between $50,001 and $100,000. HALCON RESOURCES: Emerges From Chapter 11; Has New COO ------------------------------------------------------ Halcon Resources Corporation said Oct. 8, 2019, it has emerged from bankruptcy under Chapter 11 of the U.S. Bankruptcy Code. By successfully completing its financial restructuring, the Company eliminated more than $750 million in debt and more than $40 million of annual interest expense, significantly enriching its financial condition. Effective at emergence, the Company has $147 million in availability under its new senior secured revolving credit facility, including $3 million in cash, $1 million in outstanding letters of credit and $130 million of borrowing, resulting in 1.3x total net leverage (net debt/LTM EBITDA). The Company has 16,204,282 shares of common stock outstanding and is governed by a Board of Directors comprising of Richard Little, Halcon's Chief Executive Officer, William Transier, who serves as Chairman of the Board, William Carapucci, David Chang, Scott Germann, Gregory Hinds and Allen Li. Mr. Little commented, "I'm excited to announce our emergence from bankruptcy under Chapter 11. This has been the culmination of a lot of hard work from the entire team, including our legal and financial advisors. I especially want to thank our former board members for their role in making the financial restructuring a success. I am eager to begin working with our new board as we continue to implement a culture of capital discipline in the safe development of our asset base. We remain focused on creating value and enhancing the financial flexibility we have achieved in this process." The Company is also pleased to announce the appointment of Daniel P. Rohling as Executive Vice President and Chief Operating Officer, effective October 8, 2019. Mr. Rohling replaces Jon Wright, who previously served in that role. Mr. Rohling has approximately 15 years of oil and gas operations experience and was most recently the Asset Vice President at Ajax Resources, LLC until it sold substantially all of its assets to Diamondback Energy, Inc. in October 2018 for $1.2 billion. Mr. Rohling began his career at EP Energy Corporation (El Paso Corporation) as an engineer and held various roles in operations, reservoir engineering, business development and management. As the Business Area Manager, Mr. Rohling was ultimately responsible for the development of over 350 wells in EP's shale play covering over 180,000 net acres in the Permian before his tenure at Ajax. Mr. Rohling earned a Bachelor of Science degree in Petroleum Engineering from Texas A&M University and is an active member of the Society of Petroleum Engineers. "I have worked with Danny for over 12 years and appreciate the value he brings to an organization like Halcon. He has a great track record of delivering results safely and efficiently with a focus on capital discipline and overall program economics. I am looking forward to leveraging his capabilities as a proven leader with a strong technical and operational perspective with our team here at Halcon," Mr. Little further commented. The Prepackaged Plan The Debtors proposed a reorganization that provides that holders of senior notes owed $625 million will receive (i) 91% of the new common shares of reorganized Halcon and (ii) the right to purchase new common shares for an aggregate purchase price of $150,150,000. General unsecured creditors will receive payment in the ordinary course. Holders of equity interests will receive cash or 9% of the total new common shares of the reorganized company. A full-text copy of the Disclosure Statement dated Aug. 7, 2019, is available at https://tinyurl.com/y6a3rr97 from PacerMonitor.com at no charge. Shares of Stock Issued According to a regulatory filing by the Company, on the Effective Date, pursuant to the terms of the Plan and the Confirmation Order, the Company issued: * 421,827 shares of New Common Stock, pursuant to the Existing Equity Interests Rights Offering; 8,059,111 shares of New Common Stock, pursuant to the Senior Noteholder Rights Offering; and 3,558,334 shares of New Common Stock in connection with the Backstop Commitment, which includes 657,590 shares of New Common Stock issued as the Backstop Commitment Premium; * 3,790,247 shares of New Common Stock to the Senior Noteholders pursuant to a mandatory exchange; and * 374,763 shares of New Common Stock, 1,799,963 Series A Warrants, 2,250,036 Series B Warrants and 2,892,908 Series C Warrants, to the holders of pre-emergence stockholders pursuant to a mandatory exchange. The issuance of the New Common Stock and the Warrants is exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act") pursuant to either Section 1145 of the Bankruptcy Code or Section 4(a)(2) and Regulation D of the Securities Act. In addition, the Company has reserved for future issuance: * 1,799,963 shares of New Common Stock for issuance upon the exercise of the Series A Warrants; * 2,250,036 shares of New Common Stock for issuance upon the exercise of the Series B Warrants; and * 2,892,908 shares of New Common Stock for issuance upon the exercise of the Series C Warrants; All Warrants and all shares of New Common Stock issued on the Effective Date will be subject to dilution from the exercise of the Warrants and the shares issuable pursuant to a new management incentive plan to be adopted by the Board of Directors of the Company (the "Board") following the Effective Date in accordance with the Plan and the Confirmation Order (the "MIP") as and when issued. Assuming the exercise of the Series A Warrants, Series B Warrants, Series C Warrants and issuance of all shares of New Common Stock available for issuance pursuant to the MIP and the Plan, the Company would have an aggregate of 23,147,189 shares of New Common Stock issued and outstanding. On the Effective Date, all of the Existing Equity Interests were cancelled and the Company issued New Common Stock pursuant to the Plan. As a result of the distributions of the New Common Stock and the cancellation of the Existing Equity Interests pursuant to the Plan, as of the Effective Date, (i) holders of Senior Notes received 23.39% of the outstanding New Common Stock, (ii) participants in the Senior Noteholder Rights Offering (including New Common Stock issue pursuant to the Backstop Commitment and Backstop Commitment Premium) received 71.69% of the outstanding New Common Stock, (iii) participants in the Existing Equity Interests Rights Offering received 2.60% of the outstanding New Common Stock and (iv) holders of the Existing Equity Interests received 2.31% of the outstanding New Common Stock, along with the Warrants (each subject to dilution by New Common Stock to be issued under the MIP after the Effective Date and New Common Stock issuable upon exercise of the Warrants). About Halcon Resources Halcon Resources Corporation (OTC: HK) is an independent energy company focused on the acquisition, production, exploration and development of onshore liquids-rich oil and natural gas assets in the United States. During 2017, the Halcon acquired certain property in the Delaware Basin and divested their assets located in the Williston Basin in North Dakota and in the El Halon area of East Texas. As a result, the properties and drilling activities are currently focused in the Delaware Basin. Halcon Resources and its affiliates previously sought bankruptcy protection on July 27, 2016 (Bankr. D. Del. Lead Case No. 16-11724) and emerged from bankruptcy in September 2016 after eliminating $1.8 billion in long-term debt. Halcon Resources Corporation, along with its subsidiaries, again sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 19-34446) on Aug. 7, 2019, this time to seek confirmation of a prepackaged plan that would cut debt by $750 million. The Debtors disclosed $1,798,838,000 in total assets and $945,175,000 in total liabilities as of March 31, 2019. The Debtors tapped Perella Weinburg Partners and Tudor Pickering Holt & Co. as financial advisors; Weil, Gotshal & Manges LLP as legal counsel; FTI Consulting, Inc. as restructuring advisor; and Kurtzman Carson Consultants LLC as claims agent. Ducera Partners LLC is acting as financial advisor and Paul, Weiss, Rifkind, Wharton & Garrison is acting as legal advisor to the Unsecured Noteholders that comprise the Ad Hoc Noteholder Group. Simpson Thacher & Bartlett LLP is lead counsel for JPMorgan Chase Bank, N.A., as administrative agent under the Prepetition RBL Credit Agreement. RPA Advisors, LLC is the financial advisor for the prepetition RBL agent. Stroock & Stroock & Lavan LLP is counsel to Secured Swap Provider, J. Aron & Company, under the Prepetition Secured Swap Agreements. HALCON RESOURCES: Enters Into Exit Credit Agreement --------------------------------------------------- Halcon Resources Corporation on Sept. 24, 2019, won confirmation of their Joint Prepackaged Plan of Reorganization and on Oct. 8, 2019, the Plan became effective. Exit Credit Agreement On the Effective Date, upon consummation of the Plan, the Company entered into a Senior Secured Revolving Credit Agreement with Bank of Montreal, as administrative agent, and certain financial institutions party thereto, as lenders. Pursuant to the terms of the Exit Credit Agreement, the Lenders have agreed to provide the Company with a $750 million exit senior secured reserve-based revolving credit facility. The Exit Facility will have an initial borrowing base of $275 million. The maturity date of the Exit Facility is Oct. 8, 2024. Until such maturity date, the Loans shall bear interest at a rate per annum equal to (i) the alternative base rate plus an applicable margin of 1.00% to 2.00%, based on the Borrowing Base Utilization Percentage (as defined in the Exit Credit Agreement) or (ii) adjusted LIBOR plus an applicable margin of 2.00% to 3.00%, based on the Borrowing Base Utilization Percentage. Any undrawn amounts under the Exit Facility will be subject to a commitment fee at a rate per annum equal to 0.375% to 0.500%, based on the Borrowing Base Utilization Percentage. The Company may elect, at its option, to prepay any borrowing outstanding under the Exit Credit Agreement without premium or penalty (except with respect to any break funding payments which may be payable pursuant to the terms of the Exit Credit Agreement). The Company may be required to make mandatory prepayments of the Loans under the Exit Facility in connection with certain borrowing base deficiencies, including deficiencies which may arise in connection with a borrowing base redetermination, and asset disposition or swap terminations attributable in the aggregate to more than 10% of the then-effective borrowing base. Amounts outstanding under the Exit Credit Agreement are guaranteed by all of the Company’s direct and indirect domestic subsidiaries as of the Effective Date and secured by a security interest in substantially all of the assets of the Company and such guarantors, including, without limitation, liens on 85% of the total value of the PV-9 from the Company's and the Guarantors' oil and gas borrowing base properties. The Exit Credit Agreement contains certain customary representations and warranties, including, without limitation, organization; powers; authority; enforceability; approvals; no conflicts; financial condition; no material adverse effect; litigation; environmental matters; compliance with laws; no defaults; Investment Company Act; taxes; ERISA; disclosure; no material misstatements; properties and titles; maintenance of properties; gas imbalances; prepayments; marketing of production; swap agreements; use of proceeds; solvency; money laundering; anti-corruption laws and sanctions. The Exit Credit Agreement also contains certain affirmative and negative covenants, including, without limitation, delivery of financial statements; conduct of business; reserve reports; title information; indebtedness; liens; dividends and distributions; investments; sale or discount of receivables; mergers; sale of properties; termination of swap agreements; transactions with affiliates; negative pledges; dividend restrictions; gas imbalances; take-or-pay or other prepayments and swap agreements. The Exit Credit Agreement also contains certain financial covenants, including the maintenance of (i) a Total Net Indebtedness Leverage Ratio (as defined in the Exit Credit Agreement) not to exceed 4.00:1.00, determined as of each four fiscal quarter period and commencing with the fiscal quarter ending March 31, 2020 and (ii) a Current Ratio (as defined in the Exit Credit Agreement) not to be less than 1.00:1.00, commencing with the fiscal quarter ending March 31, 2020. The Exit Credit Agreement also contains certain events of default, including, without limitation, and subject to customary grace periods, non-payment; breaches of representation and warranties; non-compliance with covenants; cross-defaults to material indebtedness; voluntary or involuntary bankruptcy; judgments and change in control. Warrant Agreement On the Effective Date, by operation of the Plan and the Confirmation Order, the Company entered into a warrant agreement with Broadridge Corporate Issuer Solutions, Inc., pursuant to which the Company issued three series of warrants, on a pro rata basis to pre-emergence holders of the Company’s Existing Equity Interests pursuant to the Plan. Each Warrant represents the right to purchase one share of New Common Stock at the applicable exercise price, subject to adjustment as provided in the Warrant Agreement and as summarized below. On the Effective Date, the Company issued (i) Series A Warrants to purchase an aggregate of 1,799,963 shares of New Common Stock, with an initial exercise price of $40.17 per share, (ii) Series B Warrants to purchase an aggregate of 2,250,036 shares of New Common Stock, with an initial exercise price of $48.28 per share and (iii) Series C Warrants to purchase an aggregate of 2,892,908 shares of New Common Stock, with an initial exercise price of $60.45 per share. Each series of Warrants issued under the Warrant Agreement has a three-year term. The Warrants do not grant the Warrant Holder any voting or control rights or dividend rights, or contain any negative covenants restricting the operation of the Company's business. * Exercise Price Adjustments. Notwithstanding any other adjustments described in "Other Adjustments" below, the initial exercise price of each series of Warrants will increase on a monthly basis by the Monthly Compounding Factor (as defined in the Warrant Agreement), whereby the exercise price of each series of Warrants shall be increased each month at an annualized rate of 6.75%, compounding monthly. The Monthly Compounding Factor may be adjusted for dividends or distributions (other than for dividends or distributions in the form of New Common Stock). An initial schedule of the monthly exercise price adjustments may be found on Schedule 1 of the Warrant Agreement. The exercise price of each series of Warrants may be adjusted further. * Other Adjustments. If the Company shall (i) declare a dividend or make a distribution to holders of New Common Stock in New Common Stock, (ii) split, subdivide, recapitalize, restructure or reclassify the outstanding New Common Stock into a greater number of New Common Stock or effect a similar transaction or (iii) combine, recapitalize, restructure or reclassify the outstanding New Common Stock into a smaller number of New Common Stock or effect a similar transaction, the number of New Common Stock issuable upon exercise of a Warrant at the record date for such dividend or distribution or effective date of such split, subdivision, combination, recapitalization, restructuring, reclassification or similar transaction shall be proportionately adjusted so that the Warrant Holder, after such date, shall be entitled to purchase the number of New Common Stock which such Warrant Holder would have owned or been entitled to receive on such date had such Warrant been exercised immediately prior to such date. In such event, the exercise price per share of New Common Stock in effect at the record date for such dividend or distribution or effective date of such split, subdivision, combination, recapitalization, restructuring, reclassification or similar transaction shall be adjusted, as provided in the Warrant Agreement. * Termination. All unexercised Warrants will expire, and the rights of the Warrant Holders to purchase shares of New Common Stock will terminate, on the first to occur of (i) the close of business on October 8, 2022 (the "Expiration Time") or (ii) upon settlement of all Warrants validly exercised prior to the Expiration Date and, if exercised under the terms of the Warrant Agreement by purchasing one share of New Common Stock at the applicable exercise price, for which the exercise price was timely paid. Notwithstanding the foregoing, the Warrant Agreement will terminate on any earlier date when all Warrants have been exercised, redeemed or cancelled, provided that the responsibilities of the Warrant Agent will survive. * Third-Party Mergers or Consolidations. In the event of any bona fide consolidation, merger, sale or other transfer of all or substantially all of the equity interests or assets, in each case, of the Company, or any successor, and its Subsidiaries (taken as a whole) or any similar transaction or series of transactions, in each case, in which the holders of New Common Stock are entitled to receive (either directly or upon subsequent liquidation) cash, securities or other property with respect to or in exchange for New Common Stock (a "Sale of the Company"), the Company will notify each Warrant Holder specifying the effective date on which such Sale of the Company is or is expected to take place, the material terms of such Sale of the Company, and the time, if any is to be fixed, as of which the holders of record of New Common Stock (or such other stock or securities at the time deliverable upon the exercise of a Warrant) as of such effective date (and time, if applicable) shall be entitled to exchange their New Common Stock (or such other stock or securities) for securities or other property deliverable upon such Sale of the Company. If a Sale of the Company is consummated prior to the Expiration Time, then any Warrants that are unexercised at the time of such consummation shall be deemed to have expired worthless and will be cancelled for no further consideration. Warrants that have been exercised at or prior to the consummation of any Sale of the Company for which the Settlement Date (as defined in the Warrant Agreement) occurs upon or after the consummation of such Sale of the Company shall be settled, in lieu of New Common Stock, for the consideration that the New Common Stock that would have been required to be issued in connection with such exercise would have received in such Sale of the Company. For the avoidance of doubt, Warrant Holders shall not be entitled to receive the fair market value of the Warrants in connection with a Sale of the Company, but shall have the right to exercise the Warrants at any time prior to the consummation of any Sale of the Company. * No Cashless Exercise. The Warrants will not permit a Warrant Holder to elect to exercise the Warrant such that no payment of cash will be required in connection with such exercise. Any exercise of Warrants must be made by cash payment of the Exercise Price, as adjusted on the applicable date of exercise, of such Warrant, to the Warrant Agent. Registration Rights Agreement On the Effective Date, the Company and the other signatories thereto -- Demand Stockholders -- entered into a registration rights agreement. Pursuant to the Registration Rights Agreement, subject to certain conditions and limitations, the Company has agreed to file with the SEC a Registration Statement on Form S-3 (or on another form if Form S-3 is unavailable) concerning the resale of the registrable shares of New Common Stock of the Company held by Demand Stockholders, as soon as reasonably practicable but in no event later than the later to occur of (i) 90 days after the Effective Date and (ii) a date specified by a written notice to the Company by Demand Stockholders holding at least a majority of the Registerable Securities, and thereafter to use its commercially reasonable best efforts to cause to be declared effective by the SEC as soon as reasonably practicable. In addition, from time to time, the Demand Stockholders may request that additional Registrable Securities be registered for resale by the Company. Subject to certain limitations, the Demand Stockholders also have the right to request that the Company facilitate the resale of Registrable Securities pursuant to firm commitment underwritten public offerings. The Registration Rights Agreement contains other customary terms and conditions, including, without limitation, provisions with respect to suspensions of the Company’s registration obligations pursuant to the Registration Rights Agreement and indemnification. Termination of Agreements On the Effective Date, by operation of the Plan, all agreements, instruments, and other documents evidencing any equity interests of the Company, including the outstanding shares of the Existing Equity Interests, and any rights of any holder in respect thereof, were deemed cancelled, discharged and of no further force or effect. On the Effective Date, by operation of the Plan, all outstanding obligations under the 6.75% Senior Notes due 2025 issued by the Company under that certain indenture, dated as of February 16, 2017, were deemed satisfied and discharged. On the Effective Date, as provided by the Plan, the Junior Secured Debtor-In-Possession Credit Agreement, dated August 9, 2019, between the Company, as borrower, certain holders of the Company’s 6.75% Senior Unsecured Notes due 2025, as lenders, and Wilmington Trust, National Association, as administrative agent was satisfied and discharged. On the Effective Date, the Company entered into certain direct financial obligations under the Exit Credit Agreement. About Halcon Resources Halcon Resources Corporation (OTC: HK) is an independent energy company focused on the acquisition, production, exploration and development of onshore liquids-rich oil and natural gas assets in the United States. During 2017, the Halcon acquired certain property in the Delaware Basin and divested their assets located in the Williston Basin in North Dakota and in the El Halon area of East Texas. As a result, the properties and drilling activities are currently focused in the Delaware Basin. Halcon Resources and its affiliates previously sought bankruptcy protection on July 27, 2016 (Bankr. D. Del. Lead Case No. 16-11724) and emerged from bankruptcy in September 2016 after eliminating $1.8 billion in long-term debt. Halcon Resources Corporation, along with its subsidiaries, again sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 19-34446) on Aug. 7, 2019, this time to seek confirmation of a prepackaged plan that would cut debt by $750 million. The Debtors disclosed $1,798,838,000 in total assets and $945,175,000 in total liabilities as of March 31, 2019. The Debtors tapped Perella Weinburg Partners and Tudor Pickering Holt & Co. as financial advisors; Weil, Gotshal & Manges LLP as legal counsel; FTI Consulting, Inc. as restructuring advisor; and Kurtzman Carson Consultants LLC as claims agent. Ducera Partners LLC is acting as financial advisor and Paul, Weiss, Rifkind, Wharton & Garrison is acting as legal advisor to the Unsecured Noteholders that comprise the Ad Hoc Noteholder Group. Simpson Thacher & Bartlett LLP is lead counsel for JPMorgan Chase Bank, N.A., as administrative agent under the Prepetition RBL Credit Agreement. RPA Advisors, LLC is the financial advisor for the prepetition RBL agent. Stroock & Stroock & Lavan LLP is counsel to Secured Swap Provider, J. Aron & Company, under the Prepetition Secured Swap Agreements. HALCON RESOURCES: Six New Directors Named to Board -------------------------------------------------- Halcon Resources Corporation on Sept. 24, 2019, won confirmation of their Joint Prepackaged Plan of Reorganization and on Oct. 8, 2019, the Plan became effective. As of the Effective Date, the Board consists of seven directors. The following directors were deemed to have resigned from the Board as of the Effective Date: William J. Campbell, James W. Christmas, Michael L. Clark, Janine J. McArdle, Darryl L. Schall, Ronald D. Scott, Nathan W. Walton, Carin M. Barth. Richard Little, the Company's Chief Executive Officer, will continue as Chief Executive Officer and as a director of the Company. Pursuant to the Plan, the following persons were appointed to the Board as of the Effective Date: * William Transier, * Scott Germann, * Gregory Hinds, * William Carapucci, * David Chang and * Allen Li (each, a "New Director"). William Transier, age 65, currently serves as Chief Executive Officer of Transier Advisors, LLC, an independent advisory firm providing services to companies facing stressed operational situations, turnaround, restructuring or in need of interim executive leadership. Prior to starting Transier Advisors, Mr. Transier was co-founder of Endeavour International Corporation, an international oil and gas exploration and production company. He served as non-executive chairman of Endeavour's board of directors from December 2014 until November 2015. Mr. Transier earned his B.B.A. in accounting from the University of Texas and also holds an MBA from Regis University and a Master of Arts in Theological Studies from Dallas Baptist University. He currently serves as an independent director and chairman of the board for Helix Energy Solutions Group. Mr. Transier has been a member of the Helix board of directors since October 2000 and served as the lead independent director from March 2016 to July 2017 when he was appointed as chairman of the board. Since October 2018, Mr. Transier has served as a member of the board of directors of Sears Holding Corporation and as a member of its restructuring committee and restructuring subcommittee of the board. Since March 2019, Mr. Transier has served on the board of directors of Teekay Offshore Partners L.P. From August 2018 until February 2019, he served on the board of directors of Gastar Exploration Inc. Mr. Transier served as a member of the board of directors of CHC Group Ltd. from May 2016 to July 2017. He was also a member of the board of directors of Paragon Offshore Plc. from August 2014 to July 2017. Scott Germann, age 58, currently serves as Chief Executive Officer of Ridge Runner Resources, LLC, which was formed in early 2018 and is backed by Warburg Pincus. Mr. Germann has over 28 years of experience in oil and gas exploration and production, having spent the last 26 years focused specifically on the Delaware Basin in New Mexico. Mr. Germann was President of Delaware Basin at BC Operating, until the sale of the company to Marathon Oil in May 2017. Prior to his tenure at BC Operating, Mr. Germann spent 21 years as Executive Vice President and Head of Permian and Delaware Basin at Nadel and Gussman. He began his career at Exxon as a senior geologist focused on the Delaware Basin and New Mexico, before moving to Exxon’s headquarters in Houston. Mr. Germann has a B.S in Geology from Eastern Illinois University and a M.S in Geosciences from the University of Tulsa. Mr. Germann’s knowledge of oil and gas exploration and production, in addition to his service as a Chief Executive Officer, makes him a suitable director. Gregory Hinds, age 56, is the founder of Fenceline Minerals, a privately held limited liability company ("Fenceline"). Prior to forming Fenceline, Mr. Hinds was the Chief Operating Officer and former board member of Jagged Peak Energy, LLC, having joined Jagged Peak at its’ inception in April 2013. Prior to his tenure at Jagged Peak, Mr. Hinds was Chief Operating Officer of Ute Energy, a private equity backed oil and gas company ("Ute") with operations focused in the Uinta Basin of Northeastern Utah. Before Ute, Mr. Hinds was the Vice President of Uinta Basin Assets for the Bill Barrett Corporation ("Bill Barrett"), where he was primarily responsible for the development of the West Tavaputs field as well as Barrett’s Blacktail Ridge and Lake Canyon properties. Prior to joining Bill Barrett, he served as Geological Manager for Pennaco Energy and as an Exploration Geologist for Barrett Resources. Mr. Hinds holds a B.S. in Geology from Louisiana State University and an M.S. in Geology from Texas A&M University. He is a Registered Professional Geologist in Utah, Wyoming and Texas. He is an independent member on three oil and gas related boards: Terra Energy Partners, Ridge Runner Resources and Altamont Energy. Mr. Hinds’ management experience with energy companies qualifies him to serve as a director. William Carapucci, age 36, currently serves as Managing Director at Luminus Management, an investment management firm focused on investments across the capital structure of companies within the broader energy ecosystem. Mr. Carapucci joined Luminus in 2008. Prior to joining Luminus, Mr. Carapucci was an investment banking analyst, focusing on project finance at Morgan Stanley. Mr. Carapucci graduated cum laude with a bachelor of economics from the Wharton School of the University of Pennsylvania. Mr. Carapucci's investment and project finance experience made him a suitable candidate to serve as a director. Allen Li, age 29, currently serves as Vice President in the Opportunities Funds at Oaktree Capital. Prior to joining Oaktree in 2014, Mr. Li worked in the Investment Banking Division at Goldman Sachs from July 2012 to July 2014. He received a B.S. in business administration from the University of Southern California. He currently serves as a board members of PHI Inc., Source Energy, and Charger Shale Oil Company. Mr. Li’s investment banking and business experience with energy companies will serve him well as a director. David Chang, age 39, currently serves as Vice President at LSP Investment Advisors where he is responsible for originating and managing investments in the energy sector across capital structures. Prior to joining LSP Investment Advisors in 2011, Mr. Chang was an analyst in the Global Energy investment banking group at Credit Suisse. Mr. Chang received a B.A. in economics and mathematics from Columbia University. Mr. Chang’s investment experience in the energy sector qualifies him to serve as a director. About Halcon Resources Halcon Resources Corporation (OTC: HK) is an independent energy company focused on the acquisition, production, exploration and development of onshore liquids-rich oil and natural gas assets in the United States. During 2017, the Halcon acquired certain property in the Delaware Basin and divested their assets located in the Williston Basin in North Dakota and in the El Halon area of East Texas. As a result, the properties and drilling activities are currently focused in the Delaware Basin. Halcon Resources and its affiliates previously sought bankruptcy protection on July 27, 2016 (Bankr. D. Del. Lead Case No. 16-11724) and emerged from bankruptcy in September 2016 after eliminating $1.8 billion in long-term debt. Halcon Resources Corporation, along with its subsidiaries, again sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 19-34446) on Aug. 7, 2019, this time to seek confirmation of a prepackaged plan that would cut debt by $750 million. The Debtors disclosed $1,798,838,000 in total assets and $945,175,000 in total liabilities as of March 31, 2019. The Debtors tapped Perella Weinburg Partners and Tudor Pickering Holt & Co. as financial advisors; Weil, Gotshal & Manges LLP as legal counsel; FTI Consulting, Inc. as restructuring advisor; and Kurtzman Carson Consultants LLC as claims agent. Ducera Partners LLC is acting as financial advisor and Paul, Weiss, Rifkind, Wharton & Garrison is acting as legal advisor to the Unsecured Noteholders that comprise the Ad Hoc Noteholder Group. Simpson Thacher & Bartlett LLP is lead counsel for JPMorgan Chase Bank, N.A., as administrative agent under the Prepetition RBL Credit Agreement. RPA Advisors, LLC is the financial advisor for the prepetition RBL agent. Stroock & Stroock & Lavan LLP is counsel to Secured Swap Provider, J. Aron & Company, under the Prepetition Secured Swap Agreements. HENDRIX SCHENCK: Oct. 29 Hearing on Disclosure Statement -------------------------------------------------------- Hendrix Schenck Inc. will ask the court to approve the disclosure statement in support of its reorganization plan at a hearing on Oct. 29, 2019 at 10 am, in Courtroom 3D Martin Luther King, Jr. Federal Building 50 Walnut Street, Newark, NJ 07102. As the Debtor's financial projections demonstrate, the Debtor will have the resources after paying operating expenses and post-confirmation taxes, for the life of the Plan. The final play payment is expected to be paid on the 60th month from the date of filing. With respect to secured claims: a) 466 Saratoga Ave, Brooklyn, NY 11233. On Sept. 11 & 12, 2019 the Court made a decision that the secured value is $419,000. The Debtor will enter into a new loan to rebuild the property and it would become a rental property. b) 87-46 126th St, Jamaica, NY 11418. The Debtor and Nation Star came to an agreement regarding payment of claim #2 for 87-46 126th St, Jamaica, NY 11418 in the amount of $415,000 plus escrow advances of $11,088.85, for a total UPB of $426,088.85 at an Interest rate -5.25% for a Term –30 years. A full-text copy of the Amended Disclosure Statement dated October 4, 2019, is available at https://tinyurl.com/y4n34qsd from PacerMonitor.com at no charge. About Hendrix Schenck Hendrix Schenck Inc., a real estate developer, is in the business of real property renovation and negihborhood preservation. It owns four properties: two in Brooklyn, New York; one in Jamaica, New York; and one in Jersey City, NJ. All properties are vacant and require extensive gut renovation. Hendrix Schenck sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 18-30765) on Oct. 18, 2018. At the time of the filing, the Debtor was estimated to have assets of less than $1 million and liabilities of $1 million to $10 million. The case has been assigned to Judge John K. Sherwood. The Law Office of Shmuel Klein, PA, is the Debtor's legal counsel. HUMANIGEN INC: Extends $1.7-Mil. Notes Maturity to Dec. 31, 2019 ---------------------------------------------------------------- Humanigen, Inc., and certain of its lenders have agreed to extend the maturity date of secured bridge notes from Oct. 1, 2019 until Dec. 31, 2019 and to waive any prior default up to and including the date of the amendment. No other changes to the terms of the Notes were made in connection with the extension of the maturity date. As previously reported, on June 28, 2019, Humanigen made three short-term, secured bridge notes evidencing an aggregate of $1.7 million of loans made to the Company by three parties: Cheval Holdings, Ltd., an affiliate of Black Horse Capital, L.P., the Company's controlling stockholder, lent $750,000; Nomis Bay LTD, the Company's second largest stockholder, lent $750,000; and Cameron Durrant, M.D., MBA, the Company's Chief Executive Officer and Chairman of the Board of Directors, lent $200,000. About Humanigen Formerly known as KaloBios Pharmaceuticals, Inc., Humanigen, Inc. (OTCQB: HGEN), -- http://www.humanigen.com-- is a biopharmaceutical company pursuing cutting-edge science to develop its proprietary monoclonal antibodies for immunotherapy and oncology treatments. Derived from the company's Humaneered platform, lenzilumab and ifabotuzumab are lead compounds in the portfolio of monoclonal antibodies with first-in-class mechanisms. Lenzilumab, which targets granulocyte-macrophage colony-stimulating factor (GM-CSF), is in development as a potential medicine to make chimeric antigen receptor T-cell (CAR-T) therapy safer and more effective, as well as a potential treatment for rare hematologic cancers such as chronic myelomonocytic leukemia (CMML) and juvenile myelomonocytic leukemia (JMML). Ifabotuzumab, which targets Ephrin type-A receptor 3 (EphA3), is being explored as a potential treatment for glioblastoma multiforme (GBM) and other deadly cancers, as well as a platform for creation of CAR-T and bispecific antibodies. Humanigen is based in Brisbane, California. Humanigen reported a net loss of $12 million for the 12 months ended Dec. 31, 2018, compared to a net loss of $21.98 million for the 12 months ended Dec. 31, 2017. As of June 30, 2019, Humanigen had $1.58 million in total assets, $12.34 million in total liabilities, and a total stockholders' deficit of $10.76 million. HORNE LLP, in Ridgeland, Mississippi, the Company's auditor since 2015, issued a "going concern" qualification in its report dated March 26, 2019, on the Company's consolidated financial statements for the year ended Dec. 31, 2018, stating that the Company has suffered recurring losses from operations and its total liabilities exceed its total assets. This raises substantial doubt about the Company's ability to continue as a going concern. ICON CONSTRUCTION: Unsecureds to Split $2,500 per Month ------------------------------------------------------- Icon Construction, Inc., filed a proposed Second Amended Plan of Reorganization on Oct. 1, 2019. According to the Explanatory Disclosure Statement, holders of unsecured claims (estimated to total $1.1 million) will each receive a pro rata share from $2,500 per month, over 60 months, beginning on the 15th day of the month following the Effective Date. The allowed Secured Claim of BOKF, NA, will be paid in full as follows: $2,900,000 with interest at the rate of 6% per annum based on a thirty year amortization and a maturity date of April 30, 2020. Icon, EGR and Magnolia will have until April 30, 2020 to payoff the Allowed Secured Claim amount. If the Allowed Secured Claim amount is not paid off as agreed then the Bank may add $200,000 to the amount of the Allowed Secured Claim. Monthly payments will commence on November 15, 2019 and shall continue on the 15th day of each month thereafter until the Maturity Date. The payments shall be in the amount of $18,500 per month through April 15, 2020. Allowed Claims for Employee Commissions will be paid once Allowed in full over 24 months. The Plan will be funded from the continuing operations of the Debtor. On the confirmation date, all equity interests will be retained by Sasha Bell. A full-text copy of the Second Amended Plan of Reorganization dated January 24, 2019, is available at https://tinyurl.com/y2d6h5z8 from PacerMonitor.com at no charge. About Icon Construction Icon Construction -- http://icon-construction.com/ -- is a small business general contractor specializing in design/build of permanent modular and temporary modular buildings. Since April 1, 1998 Icon Construction has been able to meet the space needs of major markets, including military,education, administration facilities, health care, government, commercial and residential manufacturing. Icon Construction, Inc., based in McKinney, TX, sought Chapter 11 protection (Bankr. E.D. Tex. Case No. 19-40279) on Feb. 1, 2019. In the petition signed by Mansour Khayal, president, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Brenda T. Rhoades oversees the case. Joyce W. Lindauer,Esq., at Joyce W. Lindauer Attorney, PLLC, serves as bankruptcy counsel to the Debtor. Glast Phillips & Murray, P.C., is the special counsel. IDEANOMICS INC: Receives $2.5 Million Investment from ID Venturas ----------------------------------------------------------------- Ideanomics, Inc., on Sept. 27, 2019, entered into a Convertible Note Purchase Agreement with ID Venturas 7, LLC., an exempted company incorporated and existing under the laws of the Delaware, pursuant to which ID Venturas invested $2,500,000 and received (i) a promissory note in the amount of $2,500,000 which is senior secured and convertible at $1.84 per share of Company common stock, subject to anti-dilution adjustments, (ii) 1,000,000 shares of common stock of the Company and (iii) a warrant exercisable for 150% of the number of shares of common stock which the Note is convertible into. The Convertible Note is convertible into common stock, par value $0.001 per share, at a conversion price of $1.84, subject to anti-dilution adjustments. The Convertible Note matures on March 27, 2020, and accrues at a 10% interest rate. Pursuant to the terms of the Convertible Note, ID Venturas has anti-dilution rights which adjust the $1.84 conversion price in connection with issuances below $1.84. As a post-closing covenant the Company and ID Venturas also agreed that the related legal opinions could be delivered within five trading days post-closing and if not delivered the Company (i) would be in default under the Note and (ii) deliver 1,000,000 shares of common stock. ID Venturas 7, LLC retains an option to fund up to an additional $2,500,000 within the next 60 days on the same terms as this investment. In connection with the above transaction, the Company also entered into a registration rights agreement with ID Venturas which grants ID Venturas demand registration rights and a Subsidiary Guarantee from certain of the Company's subsidiaries. About Ideanomics Ideanomics, formerly known as Seven Stars Cloud Group, Inc., is a global fintech advisory and Platform-as-a-Service company. Ideanomics combines deal origination and enablement with the application of blockchain and artificial intelligence technologies as part of the next-generation of financial services. The company is headquartered in New York, NY, and has offices in Beijing, China. It also has a planned global center for technology and innovation in West Hartford, CT, named Fintech Village. Ideanomics reported a net loss of $28.42 million for the year ended Dec. 31, 2018, compared to a net loss of $10.86 million for the year ended Dec. 31, 2017. As of June 30, 2019, the Company had $149.39 million in total assets, $61.17 million in total liabilities, $1.26 million in convertible redeemable preferred stock, and $86.95 million in total equity. B F Borgers CPA PC, in Lakewood, Colorado, the Company's auditor since 2018, issued a "going concern" opinion in its report dated April 1, 2019, on the Company's consolidated financial statements for the year ended Dec. 31, 2018, citing that the Company incurred recurring losses from operations, has net current liabilities and an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. INLAND FAMILY: Has Until Nov. 20 to File Plan and Disclosures ------------------------------------------------------------- Judge Katharine M. Samson of the U.S. Bankruptcy Court for the Southern District of Mississippi convened a hearing to consider the motion to extend the time to file disclosure statement and plan filed by Inland Family Practice Center, LLC, and the objection of the U.S. Trustee. Judge Samson ruled that the Debtor is granted an additional 60 or until Nov/ 20, 2019, in which to file a disclosure statement and a plan with the Court. About Inland Family Practice Center Inland Family Practice Center, LLC -- http://www.inlandfamilypractice.com/-- is a privately-owned family practice clinic serving Hattiesburg and South Eastern Mississippi. Established in 2008, the company has a state of the art facility in Hattiesburg. Inland Family Practice Center filed a Chapter 11 bankruptcy petition (Bankr. S.D. Miss. Case No. 19-50020) on Jan. 3, 2019. In the petition signed by Ikechukwu Okorie, sole member, the Debtor was estimated to have up to $50,000 in assets and $1 million to $10 million in liabilities. The Debtor tapped Sheehan Law Firm, PLLC as its legal counsel, and Mitchell Day Law Firm, PLLC, as its special counsel. INTERIOR COMMERCIAL: Court Approves Disclosure Statement -------------------------------------------------------- The bankruptcy court approved the disclosure statement aspect of Interior Commercial Installations, Inc.'s, Amended Combined Plan and Disclosure Statement. The confirmation hearing on the Chapter 11 Plan is Nov. 14, 2019 at 10:00 a.m. in courtroom 215 of the United States Bankruptcy Court, 1300 Clay Street, Oakland, California. Debtor’s counsel shall timely serve the notice of the hearing. Creditors and other interested parties shall file and serve any objections to confirmation by Nov. 7, 2019. As reported in the TCR on Oct. 7, 2019, Interior Commercial Installation filed a small business Chapter 11 plan and accompanying disclosure statement. The Plan provides that general unsecured claims will be payable in full (100% of allowed claim) together with interest at 2.0% per annum from the Effective Date in payments of $3,212.66/month over 84 months distributed pro-rata. Payments and distributions under the Plan will be funded by the continued operation of the business and, though not factored into the feasibility assessment, the repayment of the note receivable from Jens Jensen. A full-text copy of the Disclosure Statement dated Sept. 27, 2019, is available at https://tinyurl.com/yyylmfgp from PacerMonitor.com at no charge. About Interior Commercial Installation Interior Commercial Installation, Inc., offers commercial clients a wide variety of countertop surfaces, all the latest trends and traditional materials, colors, patterns, and finishes that meet their business needs. Among the materials available are Natural Stone, Caesarstone, Silestone, LG Hi-Macs, Icestone, Vetrazzo, LG Viaterra, Cambria, Dekton, Lapitec, Zodiaq by Dupont, and Corian by Dupont. The Company previously sought bankruptcy protection on Nov. 16, 2018 (Bankr. N.D. Cal. Case No. 18-42689). Interior Commercial Installation filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 18-42874) on Dec. 7, 2018. In the petition signed by Jens C. Jensen, president, the Debtor disclosed $1,944,548 in total assets and $1,408,103 in total debt. The Hon. Charles Novack is the case judge. The Fuller Law Firm, P.C., is serving as the Debtor's attorney, after substituting for The DebLaw Offices of David C. Johnston. J.T. SHANNON: $5.9K Sale of 2006 Toyota 4 Runner to Embreys Okayed ------------------------------------------------------------------ Judge Jason D. Woodard of the U.S. Bankruptcy Court for the Northern District of Mississippi authorized J.T. Shannon Lumber Co., Inc.'s sale of its 2006 Toyota 4 Runner vehicle, VIN JTEZU4R460083592, to Scott and Patricia Embrey for $5,850. The sale is free and clear of liens, encumbrances and interests. About J.T. Shannon Lumber Memphis, Tenn.-headquartered J.T. Shannon Lumber Company, Inc. -- http://www.jtshannon.com/shannonlumber-- is a family-owned company in the hardwood lumber business. It specializes in rough and surfaced lumber, straight-line ripping, double-end trimming, width sorts, and special length pulls. J.T. Shannon Lumber Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Miss. Case No. 19-11428) on April 1, 2019. At the time of the filing, the Debtor disclosed $11,026,770 in assets and $14,721,825 in liabilities. The case is assigned to Judge Jason D. Woodard. Michael P. Coury, Esq., at Glankler Brown PLLC, is the Debtor's legal counsel. JACK COOPER: Committee Taps Miller Thomson as Canadian Counsel -------------------------------------------------------------- The Official Committee of Unsecured Creditors of Jack Cooper Ventures, Inc., and its debtor-affiliates seek approval from the U.S. Bankruptcy Court for the Northern District of Georgia to retain Miller Thomson LLP as its special canadian counsel. The Committee requires Miller Thompso to: a. review loan and security documents and filings with respect to assets of the Debtors located in Canada and/or governed by Canadian law and advising the Committee with respect thereto and any other relevant matters governed by Canadian law; b. as requested by the Committee, monitor the Canadian Recognition Proceeding and advising the Committee with respect thereto; and c. take any and all other action as may be requested by the Committee incident to the foregoing. Miller Thomson has stated present fee rates of CDN$245 to $700 (USD$185 to $528) per hour for attorneys and CDN$155 to $260 (USD$116 to $196) for paralegals. Stephane Hebert, Esq., a partner at Miller Thomson LLP, attests that the firm is disinterested as that term is defined in 11 U.S.C. Sec. 101(31). The counsel can be reached through: Stephane Hebert Miller Thomson LLP 1000 De La Gauchetière Street West, Suite 3700 Montreal, QC H3B 4W5 Tel: 514-875-5210 Toll Free: 888-875-5210 Fax: 514-875-4308 Email: shebert@millerthomson.com About Jack Cooper Ventures Jack Cooper Ventures, Inc., is a specialty transportation and other logistics provider and one of the largest over-the-road finished vehicle logistics companies in North America. The company provides premium asset-heavy and asset-light based solutions to the global new and previously-owned vehicle markets, specializing in finished vehicle transportation and other logistics services for major automotive original equipment manufacturers and for fleet ownership companies, remarketers, dealers and auctions. The company is a certified Woman-Owned Business Enterprise by the Woman's Business Enterprise Council. Jack Cooper Ventures and 18 affiliates and subsidiaries sought Chapter 11 protection (Bankr. N.D. Ga. Lead Case No. 19-62393). The Hon. Paul W. Bonapfel is the case judge. Paul, Weiss, Rifkind, Wharton & Garrison LLP and King & Spalding LLP are serving as legal counsel to Jack Cooper, Houlihan Lokey, Inc., is serving as investment banker and financial advisor, and AlixPartners LLP is serving as restructuring advisor. The Debtors also tapped Ogletree, Deakins, Nash, Smoak & Stewart, P.C. as labor counsel, and Osler, Hoskin & Harcourt LLP, as Canadian restructuring counsel. Prime Clerk LLC is the claims agent. JAGUAR HEALTH: Eliminates Certain Royalty Obligations ----------------------------------------------------- Jaguar Health, Inc., disclosed that a License Termination and Settlement agreement related to SP-303, a component of Mytesi (crofelemer), has been entered between Michael Tempesta, Ph.D., Jaguar, and Jaguar's wholly-owned subsidiary, Napo Pharmaceuticals, Inc., as well as their predecessors, regarding the license agreement Napo and Tempesta entered in 2002. SP-303 is extracted and purified from the bark latex of the medicinal Croton lechleri tree in the Amazon rainforest. The termination was the result of Jaguar challenging the validity of the 2002 License, based on recent case law. Terminating the 2002 License caused royalty payments to Dr. Tempesta to cease as of Sept. 30, 2018. Such royalty payments have been as high as 3% of net sales in the past and would have continued for as long as there were sales of Mytesi or crofelemer anywhere in the world. Cessation of the royalty payments reduces future cost of goods sold for Mytesi and crofelemer. "We're very pleased to have entered into the LTSA," Lisa Conte, Jaguar's president and CEO commented. "Jaguar entered into the LTSA with Dr. Tempesta to end the uncertainty as to the enforceability of the 2002 License and avoid potentially costly litigation. This reduction of COGS also enhances the value of our business development and potential licensing collaborations. As a result of the settlement, Dr. Tempesta will participate in future sales of Mytesi through the stock ownership that he received as a part of the consideration in the LTSA." Tempesta originally entered into a license agreement in 1990 with Shaman Pharmaceuticals related to SP-303, and Napo is a successor-in-interest to Shaman. In 2002, Napo and Tempesta entered into a modified license agreement, the 2002 License, thereby terminating the 1990 License. Per the terms of the LTSA, the 2002 License, subject to specified provisions regarding an event of default, will be deemed terminated as of Sept. 30, 2018. Per the terms of the LTSA, Jaguar paid $50,000 to Tempesta and issued him an unsecured promissory note for the amount of $550,000. The Note bears simple interest at 2 1/2% per year and specifies semi-annual payments of $50,000 plus accrued interest, beginning on March 1, 2020 and continuing until the Note is paid in full. Jaguar will also deliver to Tempesta 40,000 shares of Jaguar common stock. The Shares will be "locked-up" and not tradeable by Tempesta prior to Oct. 1, 2020. About Jaguar Health Jaguar Health, Inc. -- http://www.jaguar.health-- is a commercial stage pharmaceuticals company focused on developing novel, sustainably derived gastrointestinal products on a global basis. Its wholly-owned subsidiary, Napo Pharmaceuticals, Inc., focuses on developing and commercializing proprietary human gastrointestinal pharmaceuticals for the global marketplace from plants used traditionally in rainforest areas. Jaguar Health's principal executive offices are located in San Francisco, California. Jaguar Health reported a net loss of $32.14 million for the year ended Dec. 31, 2018, compared to a net loss of $21.96 million for the year ended Dec. 31, 2017. As of June 30, 2019, the Company had $36.06 million in total assets, $28.71 million in total liabilities, $9 million in series A convertible preferred stock, and a total stockholders' deficit of $1.64 million. BDO USA, LLP, in San Francisco, California, the Company's auditor since 2013, issued a "going concern" opinion in its report dated April 10, 2019, on the Company's consolidated financial statements for the year ended Dec. 31, 2018, citing that the Company has suffered recurring losses from operations and an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. KAPPA DEVELOPMENT: Blacklidge Buying Gulfport Property for $313K ---------------------------------------------------------------- Kappa Development & General Contracting, Inc., asks the U.S. Bankruptcy Court for the Southern District of Mississippi to authorize the sale of a parcel of non-exempt real property located in Harrison County, commonly referred to as 10480 Reichold Road, Gulfport, Mississippi, to Blacklidge Emulsions, Inc., for $312,500. The Debtor will convey the Subject Property to the Purchaser by appropriate Deed. There will be no real estate commission. The parties have executed their Purchase and Sale Agreement. The property is subject to a first Deed of Trust in favor of the U.S. S.B.A. with an appropriate balance of $97,000, which will be paid at closing. Ad Valorem property taxes and utilities will be pro-rated at closing. The sale of the real property was contemplated and provided for by the Debtor's Chapter 11 Plan. The sale of the Subject Property on the terms set forth in the Purchase and Sale Agreement is in the best interests of the estate, the creditors and all parties in interest. The sale proceeds will be disbursed pursuant to the terms of the Debtor's Plan. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Kappa_Development_313_Sales.pdf About Kappa Development Kappa Development & General Contracting, Inc., based in Gulfport, Miss., filed a Chapter 11 petition (Bankr. S.D. Miss. Case No. 17-51155) on June 12, 2017. In the petition signed by Randy Blacklidge, president, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. Katharine M. Samson oversees the case. Nicholas Van Wiser, Esq., at Byrd & Wiser, serves as the Debtor's bankruptcy counsel. KAUMANA DRIVE: Seeks to Hire Choi & Ito as Legal Counsel -------------------------------------------------------- Kaumana Drive Partners, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Hawaii to hire Choi & Ito, Attorneys at Law as its legal counsel. The firm will advise the Debtor of its powers and duties under the Bankruptcy Code and will provide other legal services in connection with its Chapter 11 case. The firm's hourly rates are: Chuck Choi $400 Allison Ito $250 Choi & Ito received a retainer in the amount of $100,000 prior to the Debtor's bankruptcy filing. The firm currently holds a retainer balance of $11,815.28. Allison Ito, Esq., a partner at Choi & Ito, disclosed in court filings that the firm neither holds nor represents any interest materially adverse to the interest of the Debtor's bankruptcy estate. Choi & Ito can be reached through: Chuck C. Choi, Esq. Allison A. Ito, Esq. Choi & Ito, Attorneys at Law 700 Bishop Street, Suite 1107 Honolulu, HI 96813 Tel: 808.533.1877 Fax: 808.566.6900 Email: cchoi@hibklaw.com aito@hibklaw.com About Kaumana Drive Partners Kaumana Drive Partners, LLC, ownwer of a skilled nuursing care facility in Hilo, Hawaii, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Hawaii Case No. 19-01266) on Oct. 6, 2019. At the time of the filing, the Debtor disclosed assets of between $10 million and $50 million and liabilities of the same range. The case is assigned to Judge Robert J. Faris. KEYSTONE FILLER: Seeks Court Approval to Hire Accountant -------------------------------------------------------- Keystone Filler & Mfg. Co. seeks approval from the U.S. Bankruptcy Court for the Middle District of Pennsylvania to hire an accountant. In an application filed in court, the Debtor proposes to employ Lori Moore, a certified public accountant, to prepare and file its tax returns and pay her between $4,000 and $5,000 for her services. Ms. Moore assures the court that she does not represent any interest adverse to the Debtor and its bankruptcy estate. The CPA can be reached at: Lori A. Moore, CPA Lori Moore, CPA & Associates, LLC 439 Broad Street, Montoursville, PA Phone: +1 570-368-1900 About Keystone Filler & Mfg. Co. Keystone Filler and Mfg. Co. is a manufacturer of carbon-based products made from finely-ground coal. Keystone Filler and Mfg. Co. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 19-02014) on May 9, 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 Robert N. Opel II. Cunningham, Chernicoff & Warshawsky, P.C., is the Debtor's counsel. LEO SANDOVAL: Browns Buying Malibu Property for $1.7 Million ------------------------------------------------------------ Leo Rito Sandoval, Jr., asks the U.S. Bankruptcy Court for the Central District of California to authorize the private sale of the real property commonly known as 21519 Pacific Coast Highway, Malibu, California, and identified in the Official records of Los Angeles County as Assessor's Parcel Number 4451-23-36, to Troy J. Brown and Dawn Brown or their designee for $1.7 million. A hearing on the Motion is set for Oct. 29, 2019 at 11:00 a.m. On July 10, 2019, the Debtor retained Glen Dupont, a real estate salesperson agent at Pinnacle Estate Properties, Inc., located at 23733 Malibu Colony Rd., Ste. 500 Malibu, California, employed under the broker Craig Alan Dubron. The Debtor initially intended to close the transaction as soon as the Buyers had removed contingencies; however, Bill Callanan, a title officer at Priority Title Corporation informed that Priority Title would not be willing to close the transaction without an order from the Bankruptcy court authorizing the sale transaction. For said reason, the Debtor is prosecuting the instant Motion. The Subject Property was listed on Multiple Listing Service beginning July 11, 2019. The total time on the market was 77 days, from the July 11, 2019 listing to the Aug. 15, 2019 acceptance of the offer. Mr. Sandoval played no direct role in any negotiations and merely negotiated by and through the real estate agent the counter-offers designed to obtain the highest and best price for the Subject Property. On Aug. 11, 2019, the Buyers offered the purchase the Subject Property for $1.65 million started negotiations. The Seller issued a written counter-offer at $1.8 million. The Buyers issued a counter-offer at $1.7 million. The Seller accepted said transaction on Aug. 15, 2019. The Debtor estimates net gain to the estate of approximately $310,000. He also estimates capital gains taxes from the sale -- payable from said net gain -- of approximately $25,000. Finally, the Debtor asks the Court to waive the stay of the sale order provided by Bankruptcy Rule 6004(h). The Debtor asks the Court to authorize him (i) to pay out of escrow the estimated closing costs as identified in Exhibit E to the Dupont Declaration; (ii) to pay out of escrow the encumbrances necessary to close escrow as identified in Exhibit E to the Dupont Declaration; and (iii) to execute any and all documents, and to take any and all reasonable and necessary steps to conclude the foregoing sale. A copy of the Declaration and the APA attached to the Motion is available for free at: http://bankrupt.com/misc/Leo_Sandoval_172_Sales.pdf Leo Rito Sandoval, Jr., sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 16-11624) on Aug. 30, 2016. The Debtor tapped Matthew D Metzger, Esq., at Belvedere Legal APC, as counsel. LIBERTYVILLE IMAGING: Second Interim Cash Collateral Order Entered ------------------------------------------------------------------ Judge A. Benjamin Goldgar of the U.S. Bankruptcy Court for the Northern District of Illinois entered a second interim order authorizing Libertyville Imaging Associates, Inc. to use Byline Bank's cash collateral. A status hearing on the Debtor's right to use cash collateral and entry of a final order will be held on Oct. 23, 2019 at 10:00 a.m. The Debtor may use cash collateral only to pay actual, ordinary and necessary operating expenses for purposes and up to the amounts set forth in the Budget. Byline Bank is granted valid, binding, enforceable and perfected liens and security interests in and on any of the Debtor's now owned collateral, or collateral acquired since the Petition Date, wherever located, to the same extent, validity and priority held by Byline Bank prior to the Petition Date and to the extent of any post-petition diminution of the collateral owned by the Debtor. The Debtor is to maintain insurance coverage on the LAI Personal Property. The Debtor will not commingle Byline Bank's Cash Collateral with monies from other sources and will deposit all Byline Bank's Cash Collateral in a debtor-in-possession bank account that is funded only with Byline Bank's Cash Collateral. In addition, the Debtor will deliver to Lender such reasonable financial and other information concerning the business and affairs of the Debtor as Byline Bank will reasonably request from time to time and will permit Byline Bank to inspect Debtor's books and records and its collateral. The Debtor will also provide Byline Bank with reconciliation report of actual income and disbursements from the prior month as compared to the budget. The Debtor's authority to use cash collateral will remain in effect until the earliest of (a) Oct. 25, 2019; (b) the appointment of a trustee; (c) conversion of the case to a case under Chapter 7 of the Bankruptcy Code; (d) the dismissal of the case; or (e) determination of the Court of a material breach of the Order by the Debtor. A copy of the Second Interim Order is available for free at http://bankrupt.com/misc/ilnb19-24323-22.pdf About Libertyville Imaging Libertyville Imaging Associates, Inc. -- http://libertyvilleimaging.com/-- owns and operates a medical diagnostic imaging center in Libertyville, Illinois. The Center offers arthogram, bone densitometry-DEXA scan, CT scan, diagnostic imaging-xray, MRI, and ultrasound procedures. Libertyville Imaging Associates sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 19-24323) on Aug. 28, 2019. In the petition signed by Shoukath Ahmed, president, the Debtor listed total assets at $1,223,892, and total liabilities at $5,573,906. The Hon. Benjamin A. Goldgar is the case judge. FOSTER LEGAL SERVICES, PLLC, is the Debtor's counsel. LIP INC: Seeks to Hire CFO Services as Bookkeeper ------------------------------------------------- LIP Inc. and its affiliates seek authority from the U.S. Bankruptcy Court for the Middle District of Tennessee to hire CFO Services, Inc. to provide bookkeeping and tax preparation services. CFO Services, Inc. charges a monthly fee for its bookkeeping services and an hourly fee of $125 for additional services, including annual tax return preparation and consultation services. The current flat rates charged by CFO Services, Inc. for bookkeeping services are: LIP, Inc. - $670 LIP II, Inc. - $750 LIP III, Inc. - $750 CFO Services is a disinterested person within the meaning of 11 U.S.C. Sec. 101(14), according to court filings. The firm can be reached at: Sam Mansour CFO Services, Inc. 4701 Trousdale Drive, Suite 123 Nashville, TN 37220 Phone: (615)269-7400 ext. 205 Fax: (615)269-7896 About LIP Inc. LIP, Inc., doing business as Mellow Mushroom Vanderbilt, and its subsidiaries are privately held companies that operate in the restaurant industry. Three LIP affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Lead Case No. 19-05784) on Sept. 9, 2019. In the petitions signed by Mark Clark, president, the Debtors were each estimated to have assets ranging between $100,000 to $500,000 and liabilities ranging between $1 million and $10 million. DUNHAM HILDEBRAND, PLLC, is serving as the Debtors' counsel. LONGHORN ESTATE: $3.5M Sale of 24.5-Acre Property Approved ---------------------------------------------------------- Judge Tony M. Davis of the U.S. Bankruptcy Court for the Southern District of West Virginia authorized Longhorn Estate, LLC's sale of the real property located at Longhorn Junction, Georgetown, Williamson County, Texas, legally described as 24.50 acres of the 45.2803 acres, AW0180 AW0180 - Dyches, L.j. Sur., ACRES 45.2803, to Springbrook Partners LP or its assigns for $3,468,022. The Contract, as amended by the First Amendment to the Contract, and the sale of the Property to the Buyer is approved. The Debtor is authorized to execute any necessary documents to implement the terms of the sale and to facilitate the transfer of the Property to the Buyer pursuant to the terms of the Order. The sale is free and clear of any and all secured claims, security interests, claims, liens, adverse interests, and encumbrances. The Debtor is authorized to pay Williamson County taxes due and accrued, any tax proration required at closing, 6% commissions to brokers, the U.S. Trustee's fee relating to the sale, and to pay other reasonable and necessary closing costs. The purchase price in the Contract, net of the Closing Costs will be paid by the title company to Romspen Mortgage Limited Partnership upon closing of the Contract. Prior to closing, Debtor will provide Romspen a preliminary HUD closing statement. If Romspen objects to any Closing Costs on the preliminary HUD closing statement as being unreasonable or unnecessary, and the parties are unable to reach an agreement, the Debtors will submit the dispute to the court for the determination of the reasonable and necessary Other Closing Costs. The Net Proceeds to be paid to Romspen by the title company at closing of the Contract from the sale of the Property to the Buyer will be an amount not less than $3,144,170 in exchange for Romspen's release of its lien on the Property. In the event that Closing Costs are less than anticipated, Romspen will be entitled to receive the benefit of the upside of such difference in the lower-than-expected Closing Costs. Romspen reserves the right to dispute the validity of any aspect of any of the Closing Costs, with such dispute ultimately subject to the Court's determination. The Net Proceeds will be delivered to Romspen by the title company upon the closing the sale of the Property to the Buyer. Unless otherwise agreed by Romspen, the sale of the Property to the Buyer will close and the Net Proceeds will be funded to Romspen not later than May 4, 2020. Romspen's express prior written consent is required if the closing date for the sale of the Property to the Buyer is proposed to extend past May 4, 2020. The reasonable and necessary attorneys' fees incurred in connection with the documentation and sale of the Property to the Buyer are deemed to be a Closing Cost, and as such, Romspen reserves the right to dispute the validity and amount of the same. Romspen is entitled to be informed of the progress of the Contract and all material events relating to the Contract, but not required to, participate in any communications, negotiations, diligence, documentation, interaction or other proceedings arising from, related to or in connection with the closing and/or leading up to the closing of the sale of the Property to the Buyer. Romspen's lien in the Property will not be released or deemed released unless and until all the conditions set forth in this Order are satisfied and confirmed in writing by Romspen, including, without limitation, Romspen's receipt of certified funds in an amount not less than $3,144,171. Romspen's express prior written consent is required before any proposed amendments, revisions, modifications, addendums or other changes of any kind to the Contract become effective and/or enforceable. The 14-day stay pursuant to, and in accordance with Bankruptcy Rule of Procedure 6004(h), is waived, and the Order will be immediately effective upon entry. About Longhorn Estate Longhorn Estate, LLC, is a privately-held company engaged in activities related to real estate. Its principal place of business is located at 8300 Ohio River Road, Lesage, West Virginia. Longhorn Estate sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 18-30103) on March 20, 2018. In the petition signed by Renee Davis, authorized representative, the Debtor was estimated to have assets and liabilities of $1 million to $10 million. Judge Frank W. Volk oversees the case. M. D. MILLER: To Present Plan for Confirmation Dec. 12 ------------------------------------------------------ M. D. Miller Trucking & Topsoil, Inc., has filed with the U.S. Bankruptcy Court for the Northern District of Illinois a Chapter 11 plan and disclosure statement. The Court has ordered that: * Dec. 12, 2019, at 11:00 a.m. is fixed for the hearing on final approval of the Disclosure Statement and for the hearing on confirmation of the Plan. * Nov. 19, 2019, is fixed as the last day for filing and serving written objections to the disclosure statement and confirmation of the plan. As reported in the TCR, M.D. Miller Trucking & Topsoil is proposing a plan that proposes to pay unsecured creditors 60 monthly payments of $1,313. The Debtor will fund the Plan by using its surplus monthly cash flow. A full-text copy of the Amended Disclosure Statement dated Sept. 27, 2019, is available at https://tinyurl.com/yxc8y826 from PacerMonitor.com at no charge. About M. D. Miller Trucking & Topsoil M. D. Miller Trucking & Topsoil, Inc., is a privately-held trucking company in Plainfield, Illinois. M. D. Miller Trucking & Topsoil sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-30959) on Nov. 2, 2018. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. The case has been assigned to Judge Jack B. Schmetterer. Schneider & Stone is the Debtor's legal counsel. MJJW PORTFOLIO: Plan & Disclosure Statement due Oct. 18 ------------------------------------------------------- Following a status conference on Sept. 30, 2019, the U.S. Bankruptcy Court for the Middle District of Florida has entered an order requiring MJJW Portfolio, Inc., to file a Plan and Disclosure Statement on or before Oct. 18, 2019 (the "Filing Deadline"). If the Debtor fails to file a Plan and Disclosure Statement by the Filing Deadline, the Court shall issue an order to show cause why the case should not be dismissed or converted to a Chapter 7 case pursuant to Section 1112(b)(1) of the Bankruptcy Code. About MJJW Portfolio MJJW Portfolio, Inc., owns in fee simple a night club known as Club 1828 in Tampa, Florida, with an appraised value of $730,000. The Company also owns in fee simple a 6-unit strip mall with an appraised value of $540,000, also in Tampa, Florida. MJJW Portfolio sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 19-08680) on Sept. 13, 2019. In the petition signed by Marlon Wright, its president, the Debtor listed total assets at $1,270,420 and total liabilities at $384,207. BUDDY D. FORD, P.A., is counsel to the Debtor. NAMR1726 LLC: Seeks to Hire Pena & Soma as Legal Counsel -------------------------------------------------------- NAMR1726, LLC, seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Pena & Soma, APC as its legal counsel. The firm will provide services in connection with the Debtor's Chapter 11 case, which include the formulation of a plan of reorganization, negotiations with creditors, review of claims, and the investigation of its assets that may be owned by its bankruptcy estate. The firm's hourly rates are: Leonard Pena, Esq. $400 Julie Soma, Esq. $385 Paralegal $145 Leonard Pena, Esq., at Pena & Soma, disclosed in court filings that the firm and its attorneys do not represent any interest in the Debtor's bankruptcy estate. Pena & Soma can be reached through: Leonard Pena, Esq. Pena & Soma, APC 402 South Marengo Ave., Suite B Pasadena, CA 91101 Phone: 626-396-4000 Fax: 626-270-4864 Email: lpena@penalaw.com About NAMR1726 LLC NAMR1726 LLC owns a 10 percent interest in a real property located at 8527 Hedges Way, Los Angeles, Calif., valued by the Debtor at $9.5 million and a 100% interest in a property located in the San Bernardino County valued by the Debtor at $3.5 million. NAMR1726 LLC filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 19-18998) on Aug. 1, 2019. In the petition signed by Nazaret Chakrian, president, the Debtor disclosed $13,000,500 in assets and $17,896,670 in liabilities. The case is assigned to Judge Neil W. Bason. Thomas B. Ure, Esq. at Ure Law Firm is the Debtor's counsel. NANCY B. SCHOTT: $237K Sale of Woodbury Property to Clark Approved ------------------------------------------------------------------ Judge Charles M. Walker of the U.S. Bankruptcy Court for the Middle District of Tennessee authorized Nancy Baker Schott's sale of the real property located on Hurricane Creek Road, Woodbury, Tennessee to Hugh W. Clark for $237,000. The sale is free and clear of any and all Liens and Encumbrances. All such valid Liens and Encumbrances on and in respect to the Property will either be paid at closing or will attach to the proceeds of the sale. In accordance With the Motion, the Debtor is authorized to use the proceeds from the sale to satisfy in full (i) the lien of Farm Credit Services of Mid-America, FCLA; (ii) any other claims that constitute liens on the Property; (iii) allowed commissions to the Seller's Broker; (iv) any other costs of sale to be paid by the Debtor, her non-filing spouse, and the Co-owner pursuant to the Agreement, including but not limited to applicable closing costs to be taxed to the Debtor, if any; and (v) one-half of the remaining net sale proceeds to Christopher T. Camahan, less payment for a survey pursuant to the Agreement. That leaves one-half of the net sale proceeds as property of the Debtor and the Debtor's non-filing spouse. One-half of the Schott Proceeds will be deposited into the DIP bank account with a depository institution approved by the United States Trustee. The remaining one-half of the Schott Proceeds will be turned over to the United States of America in payment of its liens against the Property. The United States of America will then promptly issue a partial release, covering the Property, of its liens recorded in the Cannon County, Tennessee, Register of Deeds in Lien Book 8, Page 271, and in Lien Book 8, Page 321. Notwithstanding Bankruptcy Rule 6004(h), the Order will take effect, and the sale contemplated will be permitted to close, immediately upon entry. Nancy Baker Schott sought Chapter 11 protection (Bankr. M.D. Tenn. Case No. 19-02121) on April 2, 2019. The Debtor tapped Timothy G. Niarhos, Esq., at Niarhos & Waldron, PLC as counsel. NATALJA VILDZIUNIENE: Has Interim OK to Use Rents to Pay Mortagages ------------------------------------------------------------------- Judge Timothy A. Barnes of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Natalja Vildziuniene, on an interim basis and for the period from Sept. 1, 2019 through Sept. 30, 2019, to the use rents to pay first mortgages for the properties at (i) 208 N. Dee, 9ark Ridge, (ii) 3224 N. Ottawa, Chicago, (iii) 3543 N. Plainfield, Chicago, and (iv) 3659 N. Nordica, Chicago, and to pay utilities for the property at N. Dee in the amount of $460. The first mortgages are: (i) 208 N. Dee - $3,084; (ii) 3224 N. Ottawa - $741; (iii) 3543 N. Piainfield - $795; and (iv) 3659 N. Nordica - $ 749. The Debtor will permit parties asserting mortgages upon or interests in the properties at 208 N. Dee, Park Ridge, 3224 N. Ottawa, Chicago, 3543 N. Plainfield, Chicago and 3659 N. Nordica, Chicago to inspect, upon reasonable notice and the convenience of respective tenants, and within reasonable business hours, such properties. As adequate protection ofthe interests of Vito Montana in the properties, the Debtor will provide to Montana, through their respective counsel, a statement of revenues and costs necessary for the maintenance of each property separately, on or before the tenth day of the month following each month for which the rents are authorized to be used hereunder, and thereby calculate the net proceeds from the rents for each property. The utility expenses for the 208 N. Dee property will be a charge solely against the interest ofthe Debtor in the rents, and not a charge against the interest of Montana in the rents. Nothing herein shalt constitute a waiver of Montana's interests in or right to the distribution to him of his share of the net proceeds of the rents or properties pursuant to the Dec. 5, 2018 Judgment for Dissolution of Marriage entered by the Domestic Relations Division ofthe Circuit Court of Cook County in case no. 2016-D-00772I, nor will it constitute a waiver of any claim by Montana that such interests or proceeds are not property of the bankruptcy estate. Nothing herein will constitute a limitation or waiver of the Debtor's rights to challenge the Divorce Decree through the pending appeal or otherwise. Natalja Vildziuniene sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 19-22967) on Aug. 14, 2019. The Debtor tapped Bruce E de'Medici, Esq., as counsel. NEST EXTENDED: Case Summary & 11 Unsecured Creditors ---------------------------------------------------- Debtor: Nest Extended Stay LLC 13194 US Hwy 301 S #374 Riverview, FL 33578 Business Description: Nest Extended Stay LLC owns a hotel property known as Nest Extended Stay located at 12 E. Main Street Chanute, KS 66720 having a current value of $1.15 million. Chapter 11 Petition Date: October 9, 2019 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Case No.: 19-09578 Debtor's Counsel: Samantha L. Dammer, Esq. TAMPA LAW ADVOCATES, P.A. A PRIVATE LAW FIRM 620 East Twiggs Suite 110 Tampa, FL 33602 Tel: 813-288-0303 Fax: 813-466-7495 E-mail: sdammer@attysam.com Total Assets: $1,293,500 Total Liabilities: $951,372 The petition was signed by Caleb Walsh, authorized representative. A full-text copy of the petition containing, among other items, a list of the Debtor's 11 unsecured creditors is available for free at: http://bankrupt.com/misc/flmb19-09578.pdf NIGHTGALLERIE LLC: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Nightgallerie, LLC d/b/a Mezzanine SF 444 Jessie Street San Francisco, CA 94103 Business Description: Nightgallerie, LLC owns and operates Mezzanine SF (www.mezzaninesf.com), a music and entertainment venue located at 444 Jessie Street San Francisco, CA 94103. Chapter 11 Petition Date: October 9, 2019 Court: United States Bankruptcy Court California Northern Bankruptcy Court (San Francisco) Case No.: 19-31066 Judge: Hon. Hannah L. Blumenstiel Debtor's Counsel: James A. Shepherd, Esq. LAW OFFICES OF JAMES SHEPHERD 3000 Citrus Circle, Suite 204 Walnut Creek, CA 94598 Tel: (925) 954-7554 Fax: (925) 281-2341 E-mail: jim@elkshep.com jim@jsheplaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Deborah Jackman, owner/manager. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/canb19-31066_creditors.pdf A full-text copy of the petition is available for free at: http://bankrupt.com/misc/canb19-31066.pdf NJN ENTERPRISE: May Use Cash Collateral on Interim Basis -------------------------------------------------------- Judge James P. Smith of the U.S. Bankruptcy Court for the Middle District of Georgia authorized NJN Enterprise Eagle View LLC to use cash collateral on an interim basis. The final hearing on the Debtor's Cash Collateral Motion will be held on Oct. 29 at 11:00 a.m. Georgia Resort Mortgage Company, Inc. is granted a replacement lien in Debtor's property of the kind and in the priority as GRMC's lien may have attached to the Debtor's property as of the Petition Date. The Debtor will also set aside money monthly toward payment, and will pay due, post-petition property taxes with respect to the property. In addition, the Debtor will maintain property insurance on the property, with GRMC to be listed as thereon as additionally loss-payees and with the U.S. Trustee to be added as a notice party under such policy of insurance. A copy of the Interim Order is available for free at http://bankrupt.com/misc/gamb19-30869-32.pdf About NJN Enterprise Eagle View NJN Enterprise Eagle View, LLC, was formed in December 2016 for the purpose of acquiring and managing real estate. NJN owns and manages 25 parcels of land plus 24 manufactured homes thereon in Eagle View, Greensboro, Lake Oconee, Greene County, Georgia. The manufactured homes are leased to individual tenants for residential purposes. NJN Enterprise Eagle View, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 19-30869) on Aug. 5, 2019. At the time of the filing, the Debtor was estimated to have assets of less than $1 million and liabilities of less than $500,000. Paul Reece Marr, P.C., is the Debtor's legal counsel. NORPAC FOODS: Committee Taps Leonard Law Group as Local Counsel --------------------------------------------------------------- The Official Committee of Unsecured Creditors of NORPAC Foods, Inc. seeks authority from the United States Bankruptcy Court for the District of Oregon (Portland) to retain the law firm of Leonard Law Group LLC as its local counsel. The Committee requires LLG to: a. advise the Committee with regard to its rights, powers, and duties as an official committee; b. assist the Committee in the analysis of the Debtors' schedules of assets and liabilities, statement of financial affairs, monthly financial reports and projections, financial condition, and conduct; c. review the propriety of liens and claims of creditors and to review the potential avoidability of liens and other transfers that could be recovered for the benefit of the unsecured creditors; d. review and analyze all applications, motions, orders, statements of operations, schedules and other pleadings or papers filed with the Court and advise the Committee as to the effect of such filings and the propriety of any response or position to be taken; e. represent the Committee at hearings and in other proceedings; f. assist the Committee with respect to its communications with the general creditor body regarding significant matters; g. assist the Committee in reviewing any proposed sale, and any plan of reorganization and disclosure statement; and h. perform such other services in the interests of the Committee as may be necessary. LLG's current and ordinary hourly rates are: Justin Leonard $390 Timothy Solomon $380 Holly Hayman $310 LLG neither holds nor represents any interest adverse to the interests of the estate or of the Debtors, according to court filings. The counsel can be reached through: Timothy A. Solomon, Esq. Umpqua Bank Plaza 1 SW Columbia St #1010 Portland, OR 97258 Direct: 971-634-0194 Email: tsolomon@LLG-LLC.com About NORPAC Foods Inc. Founded in 1924 and headquartered in Salem, Ore., NORPAC Foods, Inc. (www.norpac.com), a farmer-owned cooperative, along with its wholly-owned subsidiaries Hermiston Foods, LLC and Quincy Foods, LLC is an independent, standalone processor of organic and conventional frozen vegetables and fruits in the Pacific Northwest. NORPAC is a cooperative owned by more than 140 members. Quincy and Hermiston are single-member limited liability companies whose sole member is NORPAC. The Debtors own and operate raw processing plants in Brooks and Stayton, Ore., a packaging plant in Salem, Ore., and a raw processing, packaging, and roasting facility in Quincy, Wash. The Debtors have more than 1,125 full-time employees along with up to 1,100 seasonal employees. The Debtors have a diverse supplier base built on an extensive network of more than 220 contract growers made up of family-owned farms (145 farms in Oregon and 75 farms in Washington) spanning more than 40,000 acres. NORPAC Foods, Hermiston Foods and Quincy Foods sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ore. Lead Case No. 19-62584) on Aug. 22, 2019. At the time of the filing, NORPAC Foods disclosed assets of between $100 million and $500 million and liabilities of the same range. The other Debtors had estimated assets of between $10 million and $50 million and liabilities of between $100 million and $500 million. The cases have been assigned to Judge Peter C. McKittrick. The Debtors tapped Tonkon Torp LLP as legal counsel; SierraConstellation Partners LLC as restructuring advisor; and Kurtzman Carson Consultants LLC as noticing agent. NORPAC FOODS: Committee Taps Lowenstein Sandler as Lead Counsel --------------------------------------------------------------- The Official Committee of Unsecured Creditors of NORPAC Foods, Inc. seeks authority from the United States Bankruptcy Court for the District of Oregon (Portland) to retain the law firm of Lowenstein Sandler as lead counsel for the Committee, effective as of August 30, 2019. The Committee requires Lowenstein Sandler to: a) advise the Committee with respect to its rights, duties, and powers in these Chapter 11 Cases; b) assist and advise the Committee in its consultations with the Debtors relative to the administration of these Chapter 11 Cases; c) assist the Committee in analyzing the claims of the Debtors' creditors and the Debtors' capital structure and in negotiating with holders of claims and equity interests; d) assist the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and of the operation of the Debtors' business; e) assist the Committee in analyzing (i) the Debtors' pre-petition financing, (ii) proposed use of cash collateral, and (iii) the Debtors' proposed debtor-in-possession financing ("DIP Financing"), the terms and conditions of the proposed DIP Financing and the adequacy of the proposed DIP Financing budget; f) assist the Committee in its investigation of the liens and claims of the holders of the Debtors' pre-petition debt and the prosecution of any claims or causes of action revealed by such investigation; g) assist the Committee in its analysis of, and negotiations with, the Debtors or any third party concerning matters related to, among other things, the assumption or rejection of certain leases of nonresidential real property and executory contracts, asset dispositions, sale of assets, financing of other transactions and the terms of one or more plans of reorganization for the Debtors and accompanying disclosure statements and related plan documents; h) assist and advise the Committee as to its communications to unsecured creditors regarding significant matters in these Chapter 11 Cases; i) represent the Committee at hearings and other proceedings; j) review and analyze applications, orders, statements of operations, and schedules filed with the Court and advising the Committee as to their propriety; k) assist the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives in these Chapter 11 Cases, including without limitation, the preparation of retention papers and fee applications for the Committee's professionals, including Lowenstein Sandler; l) assist the Committee and provide advice concerning the proposed sale of substantially all of the Debtors' assets, including issues concerning any potential competing bidders and the auction process; m) assist the Committee with respect to issues that may arise concerning pension liabilities, PBGC related matters and matters that may arise concerning the Debtors' unionized employees; n) prepare, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, adversary complaints, objections, or comments in connection with any of the foregoing; and o) perform such other legal services as may be required or are otherwise deemed to be in the interests of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules, or other applicable law. Lowenstein Sandler's hourly rates are: Partners of the Firm $600 - $1,350 Senior Counsel and Counsel $470 - $790 Associates $370 - $640 Paralegals, Practice Support and Assistants $200 - $350 Lowenstein Sandler has agreed in these Chapter 11 Cases to charge its regular hourly rates less a 10% discount. Attorneys of Lowenstein Sandler currently expected to be principally responsible for these Chapter 11 Cases, and their customary hourly rates are: Jeffrey D. Prol $895 Bruce S. Nathan $1,010 Scott Cargill $790 Lowenstein Sandler is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code, and does not represent or hold any interest adverse to the interests of the Debtors' estates with respect to the matters for which it is to be employed, as disclosed in the court filings. The counsel can be reached through: Jeffrey D. Prol, Esq. Bruce S. Nathan, Esq. Scott Cargill, Esq. LOWENSTEIN SANDLER LLP One Lowenstein Drive Roseland, NJ 07068 Tel: 973-597-2500 Email: jprol@lowenstein.com bnathan@lowenstein.com scargill@lowenstein.com About NORPAC Foods Inc. Founded in 1924 and headquartered in Salem, Ore., NORPAC Foods, Inc. (www.norpac.com), a farmer-owned cooperative, along with its wholly-owned subsidiaries Hermiston Foods, LLC and Quincy Foods, LLC is an independent, standalone processor of organic and conventional frozen vegetables and fruits in the Pacific Northwest. NORPAC is a cooperative owned by more than 140 members. Quincy and Hermiston are single-member limited liability companies whose sole member is NORPAC. The Debtors own and operate raw processing plants in Brooks and Stayton, Ore., a packaging plant in Salem, Ore., and a raw processing, packaging, and roasting facility in Quincy, Wash. The Debtors have more than 1,125 full-time employees along with up to 1,100 seasonal employees. The Debtors have a diverse supplier base built on an extensive network of more than 220 contract growers made up of family-owned farms (145 farms in Oregon and 75 farms in Washington) spanning more than 40,000 acres. NORPAC Foods, Hermiston Foods and Quincy Foods sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ore. Lead Case No. 19-62584) on Aug. 22, 2019. At the time of the filing, NORPAC Foods disclosed assets of between $100 million and $500 million and liabilities of the same range. The other Debtors had estimated assets of between $10 million and $50 million and liabilities of between $100 million and $500 million. The cases have been assigned to Judge Peter C. McKittrick. The Debtors tapped Tonkon Torp LLP as legal counsel; SierraConstellation Partners LLC as restructuring advisor; and Kurtzman Carson Consultants LLC as noticing agent. NORTIS INC: Court Approves Interim DIP Loan from Vertical Ventures ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Western District of Washington authorized Nortis Inc., to obtain DIP financing from Vertical Ventures Partner and to use the cash collateral of its Pre-petition Senior Secured Lender on an interim basis. The Debtor has disclosed, and the Court approved, that the Debtor requires use of $100,000 of both cash collateral and DIP Loan proceeds to continue its operations uninterrupted, pending a final hearing on the Motion. The cash collateral and the DIP Loan will be used during the interim period to pay operating costs and expenses, pursuant to the budget, until the earliest to occur of: (i) Oct. 18, 2019 at 5 p.m., Pacific Time; (ii) entry of a Court order converting the Debtor's case to one under Chapter 7, or the Debtor's filing of a motion, or failure to timely oppose a motion seeking a Chapter 7 conversion; (iii) the appointment or election of a trustee, examiner or any other similar entity with expanded powers; (iv) a Court order dismissing the Chapter 11 case, or the Debtor's motion to dismiss the case, or an untimely opposition to a motion seeking such relief; (v) entry of a Court order modifying this Interim Order; and (vi) relief from the automatic stay to allow a third party to proceed against any Prepetition Secured Collateral, Cash Collateral or DIP Facility Collateral. Moreover, the Debtor may use the cash collateral and DIP Loan proceeds to pay fees due to the U.S. Clerk of Court and the U.S. Trustee and to make contributions to the Professional Funds in amounts provided for in the Budget. The Professional Fund will be held on deposit and maintained in the trust account of the Debtor's attorney, Karr Tuttle Campbell, pending further Court hearing. All DIP Obligations will constitute allowed Super priority claims against the Debtor, with priority over all administrative expenses and claims, junior only to the Pre-petition Secured Loan, the Prepetition Secured Loan Adequate Protection obligations or other claims and reimbursement rights in favor of the Senior Secured Lender. As security for the DIP Obligations, the DIP Lender is granted valid and perfected security interests and liens in all of the Debtor's personal property, including its intellectual property. The DIP Facility Liens will be junior and subordinate only to the liens of the IRS and the Senior Secured Lender and the Prepetition Secured Loan Adequate Protection Liens. Final hearing on the Motion is set for Oct. 18, 2019 at 11 a.m., Pacific Time. Objections must be filed no later than Oct. 15 and any reply must filed no later by noon of Oct. 17, 2019. A copy of the Interim DIP and Cash Collateral Order is available for free at: http://bankrupt.com/misc/Nortis_75(a)_Cash_IntORD.pdf A copy of the DIP Budget at Exhibit B is available for free at: http://bankrupt.com/misc/Nortis_75(b)_Cash_Budget_ExhB.pdf About Nortis Inc. Nortis, Inc., provides scientific research and development services. The Company filed for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 19-13529) on Sept. 25, 2019 in Seattle, Washington. In the petition signed by Thomas Neumann, MD, president and CEO, the Debtor was estimated to have between $1 million and $10 million in both assets and liabilities. The Hon. Christopher M. Alston is the presiding judge. KARR TUTTLE CAMPBELL serves as counsel to the Debtor. PETROSHARE CORP: Committee Taps Norton Rose Fulbright as Counsel ---------------------------------------------------------------- The Official Committee of Unsecured Creditors of PetroShare Corp. and CFW Resources, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Colorado to retain Norton Rose Fulbright US LLP as its counsel in the Chapter 11 Cases nunc pro tunc to September 19, 2019. The Committee requires NRF to: a. assist and advise the Committee in its consultations with the Debtors relative to the administration of the Debtors' cases; b. attend meetings and negotiate with the representatives of the Debtors and other major stakeholders in the Debtors' cases; c. assist and advise the Committee in its examination and analysis of the conduct of the Debtors' affairs; d. assist the Committee in the review, analysis and negotiation of any plans of reorganization or liquidation that may be filed and assist the Committee in the review, analysis and negotiation of the disclosure statement accompanying any plan of reorganization or liquidation; e. take all necessary actions to protect and preserve the interests of the Committee and general unsecured creditors, including (i) the investigation and possible prosecution of actions on their behalf; (ii) if appropriate, negotiations concerning all litigation in which the Debtors are involved; and (iii) if appropriate, review and analysis of claims filed against the Debtors' estates; f. generally prepare on behalf of the Committee all necessary motions, applications, answers, orders, reports, and papers in support of positions taken by the Committee; and g. appear, as appropriate, before the Bankruptcy Court, appellate courts and the United States Trustee, and protect the interests of the Committee before those courts and before the United States Trustee. The current hourly rates charged by NRF are: Partners and Of Counsel $580 to $1,140 Senior Associates $400 to $800 Senior Counsel $445 to $835 Associates $255 to $695 Counsel $370 to $695 Paralegals $105 to $400 Other Professional Support Staff $42 to $435 Jason L. Boland Partner $680.00 Ryan E. Manns Partner $648.00 Robert B. Bruner Senior Associate $630.00 Laura Smith Associate $405.00 Julie Goodrich Harrison Associate $396.00 Jason L. Boland, Esq., partner at the law firm of Norton Rose Fulbright US LLP, attests that NRF is a "disinterested person," as that term is defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Jason L. Boland, Esq. Norton Rose Fulbright US LLP Fulbright Tower 1301 McKinney, Suite 5100 Houston, TX 77010-3095 Phone: +1 713 651 5151 Email: jason.boland@nortonrosefulbright.com About Petroshare Corp. Colorado-based PetroShare Corp. (OTCQB:PRHR) -- http://www.petrosharecorp.com/-- investigates, acquires, and develops crude oil and natural gas properties in the Rocky Mountain or mid-continent portion of the United States, specifically focused in the Denver-Julesburg Basin in northeast Colorado. On Sept. 4, 2019, PetroShare Corp. and affiliate CFW Resources LLC sought Chapter 11 protection (Bankr. D. Colo. Lead Case No. 19-17633). As of June 30, 2019, PetroShare Corp. disclosed $36,927,856 in assets and $45,100,988 in liabilities. Polsinelli PC is acting as legal counsel for the company. MACCO Restructuring Group LLC is acting as financial advisor. Mr. Drew McManigle from MACCO has been retained by the company as its chief restructuring officer. BMC Group, Inc., is the claims and noticing agent. PG&E CORP: Bankruptcy Judge Terminates Exclusivity Period --------------------------------------------------------- A U.S. bankruptcy judge on Oct. 9, 2019, terminated the exclusivity period for PG&E Corporation and Pacific Gas and Electric Company to file a Chapter 11 plan, allowing the companies' creditors to put forward their own plan. In his ruling, Judge Dennis Montali of the U.S. Bankruptcy Court for the Northern District of California said the creditors have "spoken loudly and clearly" that they want their own plan to be considered. Judge Montali pointed out that while the utility companies' plan is "on track as well as can be expected," so is the rival plan from creditors. "A dual-track plan course going forward may facilitate negotiations for a global resolution and narrow the issues which are in legitimate dispute," the bankruptcy judge said. The rival plan, drawn up by bondholders including Pacific Investment Management Co. and Elliott Management Corp., and supported by wildfire victims with claims against the utility companies, offer to pay up to $14.5 billion. Meanwhile, the utility companies only offer to pay $8.4 billion to wildfire victims. PG&E and Pacific Gas had earlier asked the bankruptcy court to further extend their exclusivity period for filing a Chapter 11 plan to Nov. 29, and for soliciting acceptances for the plan to Jan. 28. The exclusivity period refers to the period (initially 120 days) during which only the company can file a plan of reorganization after a bankruptcy petition. PG&E and Pacific Gas faced an estimated $30 billion or more in liabilities related to wildfires when they sought bankruptcy protection in January. About PG&E Corporation PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a Fortune 200 energy-based holding company, headquartered in San Francisco. It is the parent company of Pacific Gas and Electric Company, an energy company that serves 16 million Californians across a 70,000-square-mile service area in Northern and Central California. As of Sept. 30, 2018, the Debtors, on a consolidated basis, had reported $71.4 billion in assets on a book value basis and $51.7 billion in liabilities on a book value basis. PG&E Corp. and Pacific Gas employ approximately 24,000 regular employees, approximately 20 of whom are employed by PG&E Corp. Of Pacific Gas' regular employees, approximately 15,000 are covered by collective bargaining agreements with local chapters of three labor unions: (i) the International Brotherhood of Electrical Workers; (ii) the Engineers and Scientists of California; and (iii) the Service Employees International Union. On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary, Pacific Gas and Electric Company, filed voluntary Chapter 11 petitions (Bankr. N.D. Cal. Lead Case No. 19-30088). PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company, said they are facing extraordinary challenges relating to a series of catastrophic wildfires that occurred in Northern California in 2017 and 2018. The utility said it faces an estimated $30 billion in potential liability damages from California's deadliest wildfires of 2017 and 2018. Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are serving as PG&E's legal counsel, Lazard is serving as its investment banker and AlixPartners, LLP is serving as the restructuring advisor to PG&E. Prime Clerk LLC is the claims and noticing agent. In order to help support the Company through the reorganization process, PG&E has appointed James A. Mesterharm, a managing director at AlixPartners, LLP, and an authorized representative of AP Services, LLC, to serve as Chief Restructuring Officer. In addition, PG&E appointed John Boken also a Managing Director at AlixPartners and an authorized representative of APS, to serve as Deputy Chief Restructuring Officer. Mr. Mesterharm, Mr. Boken and their colleagues at AlixPartners will continue to assist PG&E with the reorganization process and related activities. Morrison & Foerster LLP, as special regulatory counsel. The Office of the U.S. Trustee appointed an official committee of creditors on Feb. 12, 2019. The Committee retained Milbank LLP as counsel; FTI Consulting, Inc., as financial advisor; Centerview Partners LLC as investment banker; and Epiq Corporate Restructuring, LLC as claims and noticing agent. On Feb. 15, 2019, the U.S. trustee appointed an official committee of tort claimants. The tort claimants' committee is represented by Baker & Hostetler LLP. * * * PG&E has filed a bankruptcy-exit plan that proposes to pay off wildfire claims as follows: (x) payment of $11 billion to insurers to address insurance subrogation claims totaling $20 billion; (y) distribution of $1 billion to a group of local governments and state agencies; and (z) creation of a trust capped at $8.4 billion to resolve other wildfire claims, including those of individual victims. PHUNWARE INC: Completes Contractual Obligations Under Fox SOW ------------------------------------------------------------- Phunware, Inc. disclosed that on Sept. 30, 2019, it completed its contractual obligations under its existing Statement of Work ("SOW") with Fox Networks Group, while its existing Master Services Agreement continues to remain in place. During the year ended Dec. 31, 2018, revenue from Fox represented 42% of the Company's net revenues. Upon completion of the SOW with Fox, the Company committed to organizational restructuring and cost reductions specific to its former Fox team so that its core subscriptions and application transactions business unrelated to Fox reflects the elimination of this legacy business. To that end, the Company reduced its workforce by 21 persons in total, or 18%. The Company currently estimates the costs related to one-time employee separation payments, which include severance and associated employer payroll taxes, to be approximately $94,000. The Company anticipates these payments will be made primarily in cash and paid in the fourth quarter of 2019. The Company estimates annualized pre-tax cost savings of approximately $2.0 million as a result of the reductions. About Phunware Headquartered in Austin, Texas, Phunware, Inc. -- http://www.phunware.com/-- claims to be the pioneer of Multiscreen-as-a-Service (MaaS), a fully integrated enterprise cloud platform for mobile that provides companies the products, solutions, data and services necessary to engage, manage and monetize their mobile application portfolios and audiences globally at scale. Phunware helps brands create category-defining mobile experiences, with more than one billion active devices touching its platform each month. Phunware incurred a net loss of $9.80 million in 2018 following a net loss of $25.93 million in 2017. As of June 30, 2019, the Company had $31.01 million in total assets, $22.87 million in total liabilities, and $8.14 million in total stockholders' equity. Marcum LLP, in New York, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 19, 2019, on the Company's consolidated financial statements for the year ended Dec. 31, 2018, citing 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. PLUS THERAPEUTICS: Intracoastal et al. Hold 9.9% Stake as of Oct. 4 ------------------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, Mitchell P. Kopin, Daniel B. Asher, and Intracoastal Capital LLC disclosed that as of Oct. 4, 2019, they beneficially own 127,005 shares of common stock of Plus Therapeutics, Inc., consisting of (i) 115,264 shares of Common Stock held by Intracoastal and (ii) 11,741 shares of Common Stock issuable upon exercise of warrants, and all those shares of Common Stock represented beneficial ownership of approximately 9.99% of the Common Stock. A full-text copy of the regulatory filing is available for free at: https://is.gd/HUWOTD About Plus Therapeutics Plus Therapeutics, formerly known as Cytori Therapeutics, Inc., is a clinical-stage pharmaceutical company focused on the discovery, development, and manufacturing scale up of complex and innovative treatments for patients battling cancer and other life-threatening diseases. The Company is headquartered in located in Austin, Texas, with a manufacturing facility in San Antonio, TX and a satellite office in San Diego, CA. Cytori reported a net loss of $12.63 million for the year ended Dec. 31, 2018 compared to a net loss of $22.68 million for the year ended Dec. 31, 2018. As of June 30, 2019, the Company had $8.88 million in total assets, $15.16 million in total liabilities, and a total stokcholders' deficit of $6.27 million. BDO USA, LLP, in San Diego, California, the Company's auditor since 2016, issued a "going concern" qualification in its report dated March 29, 2019, on the Company's consolidated financial statements for the year ended Dec. 31, 2018, citing that Cytori has suffered recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. PME MORTGAGE: Trustee Selling Aguanga Property for $800K Cash ------------------------------------------------------------- Nicholas Rubin, the Liquidating Trustee of the PME Mortgage Fund, Inc. Liquidating Trust, asks the U.S. Bankruptcy Court for the Central District of California to authorize his Asset Purchase Agreement with Russell L. Pogue in connection with the sale of all of the Liquidating Trust's interest in the real property located at 50005 Bradford Road, Aguanga, California, together with all rights, privileges, easements and appurtenances pertaining thereto, together with all of the Liquidating Trust's right, title and interest in any fixtures or improvements located on or in the Land, for $800,000, cash. Pursuant to the Plan, the Liquidating Trust is the current owner of the Property, which is currently being operated as the Cowboy Country Campground, an RV Park. The Debtor originally acquired the Property through foreclosure. In April 2008, the Debtor made a loan to a business entity owned by Mathis. The Loan was secured by a deed of trust against the Land. Following a default on the Loan, on Dec. 10, 2009, the Debtor conducted a nonjudicial foreclosure sale and took title to the Property as the successful bidder at a trustee's sale. Following the foreclosure, Terry Mathis filed suit in California Superior Court against the Debtor for breach of contract. To resolve the litigation, the Debtor and Mathis entered into a settlement agreement by which Mathis could purchase the Land from the Debtor if Mathis paid $1.1 million to the Debtor within 60 days. Mathis failed to timely make the payment. On February 2015, Mathis alleged the Debtor committed fraud in entering into the settlement agreement and filed a motion for the enforcement of the settlement agreement, or in the alternative, the reformation of the settlement agreement. On March 1, 2019, the State Court issued a ruling in which it denied the Motion to Enforce or Reform. As a result of the Ruling, on April 19, 2019, the Bankruptcy Court entered an order disallowing Mathis’ filed proof of claim against the Debtor, in its entirety. The Debtor attempted to sell the Property prior to the effective date of the Plan. After failing to close the original sale, the Liquidating Trustee (with the consent of the majority of the Oversight Committee), and Pogue reached agreement that Pogue will pay the Purchase Price of $800,000 cash for the Property. The sale will be free and clear of liens, claims and interests. On Sept. 5, 2019, the Liquidating Trustee and Pogue formally entered into the Agreement. Pursuant to the Agreement, Pogue, as the Buyer, already has paid into escrow a $50,000 deposit. The balance of the Purchase Price will be paid at least one day prior to the closing. The Buyer's obligation to close the sale is contingent upon the occurrence of the following three items: (1) the Buyer's determination that title to the Property is acceptable, (2) the Buyer's satisfactory completion of its due diligence, which must be completed by Oct. 5, 2019 (30 days after the Sept. 5, 2019 date on which the parties executed and delivered the Agreement), and (3) the entry of an order approving the sale contemplated in the Agreement. Based upon the prior extensive efforts of the Debtor and the Liquidating Trustee to sell the Property, the Liquidating Trustee does not intend to subject the Proposed Sale to an auction or overbid process. He believes the purchase price represents the highest and best offer available for the Property, and that the Proposed Sale and the Agreement are in the best interests of the Liquidating Trust and its beneficiaries. Thus, the Liquidating Trustee respectfully asks that the Court grants the Motion, approves the Agreement and authorizes the sale of the Property to the Buyer. Finally, the Liquidating Trust requests that the Court waives the stay imposed by Rule 6004(h). A hearing on the Motion is set for Oct. 10, 2019 at 1:30 p.m. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/PME_Mortgage_591_Sales.pdf The Purchaser: Russell L. Pogue 770 Sycamore Avenue Suite #122-448 Vista, CA 92083-7914 Telephone: (858) 213-9551 E-mail: rpogue@acuterra.com About PME Mortgage Fund PME Mortgage Fund Inc. is a privately held company in Big Bear Lake, California. It is an affiliate of hard-money lender Pacific Mortgage Exchange, Inc., which has provided hard money loan programs for over 30 years. PME Mortgage Fund sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 17-15082) on June 19, 2017. In the petition signed by CRO Nicholas Rubin, the Debtor estimated assets and liabilities of $10 million to $50 million. Judge Scott H. Yun oversees the case. The Debtor hired Zolkin Talerico LLP as its bankruptcy counsel. On July 17, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee retained Smiley Wang-Ekvall, LLP as its legal counsel. On July 24, 2018, the Court confirmed the Debtor's Chapter 11 Plan, the went effective on Aug. 21, 2018. PRINCE ORGANIZATION: Plan to be Funded by Continued Operations -------------------------------------------------------------- Debtor Prince Organization Nacogdoches, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Texas, Lufkin Division, a proposed plan of reorganization that contemplates ongoing operations to fund claims. The Plan proposes to pay all secured creditors' allowed secured claims in full by sale of their collateral or cash payments based on the value of their collateral retained. Holders of general unsecured claims (Class 6) estimated to total $3.30 million will be paid over 60 months based on a pro rata distribution of $2,000 a month. On the Confirmation Date, all equity interests will be retained. Provided, however, if the unsecured creditors vote against the Plan then, in the interest of ensuring the Plan provides the greatest benefit to the Debtor's creditors and equity interest holders, the Debtor will cancel all existing equity interest in Debtor, and will issue new equity interests and auction them off at the Confirmation Hearing. The opening bid at any auction shall be by Sunil Tolani in the amount of $25,000. Dollars to operate the property will come from the business operations of the Debtor, contributions of the owners and capital funded by an agreement with OYO. The Plan will be funded from the continuing operations of the Debtor. A full-text copy of the Disclosure Statement dated Oct. 3, 2019, is available at https://tinyurl.com/yxmkdkm4 from PacerMonitor.com at no charge. About Prince Organization Nacogdoches Prince Organization, Nacogdoches LLC, a privately held company in the traveler accommodation industry, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 19-90145) on June 3, 2019. At the time of the filing, the Debtor was estimated to have assets of between $1 million and $10 million and liabilities of the same range. The Debtor is represented by Joyce W. Lindauer Attorney, PLLC and The Patel Law Group, PLLC. PT DELTA: Chapter 15 Case Summary --------------------------------- Lead Debtor: PT Delta Merlin Dunia Tekstil Jl Solo - Sragen Km 14, Desa Pulosari Kec Kebakkramat Karanganyar, Central Java Indonesia Business Description: PT Delta Merlin Dunia Tekstil and its subsidiaries are textile manufacturers headquartered in Indonesia. Foreign Proceeding: PKPU Proceeding pending before the Semarang Commercial Court in Indonesia Chapter 15 Petition Date: October 8, 2019 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Seven affiliates, through their foreign representative, that concurrently filed voluntary petitions for relief under Chapter 15 of the Bankruptcy Code: Debtor Case No. ------ -------- PT Delta Merlin Dunia Tekstil (Lead Case) 19-13214 PT Perusahaan Dagang Dan Perindustrian Damai 19-13215 PT Delta Dunia Sandang Tekstil 19-13216 PT Delta Dunia Tekstil 19-13217 PT Delta Merlin Sandang Tekstil 19-13218 PT Dunia Setia Sandang Asli Tekstil 19-13219 Sumitro 19-13220 Judge: Hon. Sean H. Lane Foreign Representative: Geoffrey David Simms 88@Kasablanka Office Tower A 22 Floor Jl Casablanca Raya Kav. 88 Jakarta 12870 Indonesia Foreign Representative's Counsel: Matthew Williams, Esq. Mitchell A. Karlan, Esq. Alan Moskowitz, Esq. Dylan S. Cassidy, Esq. GIBSON, DUNN & CRUTCHER, LLP 200 Park Avenue New York, NY 10166 Tel: (212) 351-4000 Fax: (212) 351-4035 E-mail: mjwilliams@gibsondunn.com mkarlan@gibsondunn.com amoskowitz@gibsondunn.com dcassidy@gibsondunn.com Estimated Assets: Unknown Estimated Debts: Unknown A full-text copy of PT Delta Merlin's petition is available for free at: http://bankrupt.com/misc/nysb19-13214.pdf SCHROEDER BROTHERS: Liquidating Trustee's Property Auction Approved ------------------------------------------------------------------- Judge Catherine J. Furay of the U.S. Bankruptcy Court for the Western District of Wisconsin authorized Jane F. Zimmerman, the Liquidating Trustee for Schroeder Brothers Farm of Camp Douglas LLP, to retain Robert Gavin and Gavin Bros. Auctioneers, LLC as an auctioneer for the purpose of conducting one or more public auctions of (i) personal property, including but not limited to various farm equipment, trailers, trucks, and miscellaneous tools and supplies; and (ii) various parcels of real property located in Juneau County, Wisconsin, totaling approximately 864 acres of farmland and related buildings. The auction(s) will be pursuant to the WB-2 Farm List Contract and personal property auction contract. The Liquidating Trustee is authorized to pay all costs and expenses incurred in the conduct of the auction of the Property and Farmland in accordance with the terms of the Agreements. The auction of Property is to be completed on Oct. 29,2019. The auction of the Farmland is to be completed on Nov. 14,2019. The Liquidating Trustee and Auctioneer are authorized to dispose of and remove any assets that are of no value or a detriment to the bankruptcy estate, to take any necessary and reasonable action to prepare the Property or Farmland for auction, and to make payment for reasonable expenses incurred. The Debtor will cooperate and make available such Property and Farmland as needed by the Auctioneer to prepare for the auction, including any walk-through inspections. The sale of the Property and Farmland by Auctioneer will be free and clear of all liens and encumbrances with any liens and encumbrances to attach to the proceeds of the sale. The Liquidating Trustee will file a report with the Court regarding the results of the auction which will set forth each item or lot of Properly or parcel of Farmland sold by the Auctioneer at the auction, the identity of the prevailing successful bidder, the gross sales proceeds, costs and expenses of sale, including the Auctioneer's commission, the net sales proceeds and the identity of the secured creditor or creditors with liens in any portion of the net sale proceeds. Any objection to the Report will be made within seven days of the filing and service of the Report, and a hearing on any objection will be scheduled before the Court no later than fourteen days after the filing of the objection. If no objection is made to the Report within seven days of the filing and service of the same, the Court will issue an order approving disbursement as outlined in the Report. The Liquidating Trustee will promptly disburse the net sales proceeds from her account as set forth in the Report, and consistent with any Order entered by the Court. About Schroeder Brothers Schroeder Brothers Farm of Camp Douglas LLP sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wis. Case No. 16-13719) on Nov. 2, 2016. The petition was signed by Rocky Schroeder, authorized representative. At the time of the filing, the Debtor estimated its assets at $500 million to $1 billion and debt at $1 million to $10 million. The case is assigned to Judge Catherine J. Furay. The Debtor is represented by Pittman & Pittman Law Offices, LLC. On Dec. 7, 2016, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee retained DeWitt Ross & Stevens S.C. as its bankruptcy counsel. SNEED SHIPBUILDING: Court Approves Trustee's Disclosure Statement ----------------------------------------------------------------- The disclosure Statement in support of a Chapter 11 plan for Sneed Shipbuilding, Inc., filed by Trustee, Allison D. Byman, has been approved by the Court. Dec. 10, 2019 at 10:00 a.m. is fixed for hearing on confirmation of the Plan. The confirmation hearing will be held before the Honorable Christopher Lopez, at the Bob Casey United States Courthouse, 515 Rusk Avenue, Houston, 4th Floor, Courtroom 401. Dec. 4, 2019 is fixed as the last day for filing written acceptances or rejections of the Plan. Dec. 4, 2019 at 5:00 p.m. is fixed as the last day for filing and serving written objections to confirmation of the Plan. A full-text copy of the Order dated Oct. 2, 2019, is available at https://tinyurl.com/yxgz3tob from PacerMonitor.com at no charge. As reported in the TCR, Allison D. Byman, solely in her capacity as the Chapter 11 Trustee of the Bankruptcy Estate of Sneed Shipbuilding, Inc., filed a Chapter 11 Plan of Liquidation and accompanying Disclosure Statement. Class 3 General Unsecured Claims will be paid in full, and, if there exists remaining Available Cash, holders of Allowed Claims in such class shall receive interest at the Plan Rate. A full-text copy of the Disclosure Statement dated Aug. 19, 2019, is available at https://tinyurl.com/y6zwjcmo from PacerMonitor.com at no charge. About Sneed Shipbuilding Sneed Shipbuilding, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 16-60014) on March 4, 2016. The petition was signed by Clyde E. Sneed, president. The Debtor estimated assets of $1 million to $10 million and debt of $10 million to $50 million. The case is assigned to Judge David R. Jones. The Debtor was represented by Amber Michelle Chambers, Esq., Eric Michael VanHorn, Esq., and Nicholas Zugaro, Esq., at McCathern, PLLC. The Office of the U.S. Trustee appointed five creditors of Sneed Shipbuilding to serve on an official committee of unsecured creditors. On Nov. 3, 2016, the court appointed Allison D. Byman as the Chapter 11 trustee. The Trustee is represented by Hughes Watters Askanase, LLP. STARZ ACQUISITION: Seeks Authorization to Use Cash Collateral ------------------------------------------------------------- Starz Acquisition, LLC, seeks authority from the U.S. Bankruptcy Court for the Middle District of Florida to use cash collateral in accordance with the Budget. To ensure the Debtor operates effectively throughout this bankruptcy proceeding, the Debtor also requests permission to: (a) exceed any line item on the budget by an amount equal to 10% of each such line item; or (b) to exceed any line item by more than 10% so long as the total of all amounts in excess of all line items for the Budget do not exceed 10% in the aggregate of the total budget. The following creditors may claim blanket liens against the Debtor's assets: Blue Ribbon Capital, LLC $78,300 ML Factors , LLC $19,538 On Deck (No. 1) $124,195 On Deck (No. 2) $16,707 Quicksilver Capital LLC $41,998 SPG Advance LLC $28,106 American Express Bank, FSB $38,359 Funding Metrics LLC $40,310 Platinum Rapid Funding, LLC $46,657 As adequate protection for the use of cash collateral, the Debtor offers the Secured Creditors the following: (a) Postpetition replacement liens to the same extent, validity and priority as existed prepetition; (b) The right to inspect the Secured Creditors' collateral on five day notice, provided that said inspection does not interfere with the operations of the Debtor; and (c) Copies of monthly financial documents generated in the ordinary course of business and other information as the Secured Creditors reasonably request with respect to the Debtor's operations. A copy of the Cash Collateral Motion is available for free at http://bankrupt.com/misc/flmb19-09370-8.pdf About Starz Acquisition LLC Starz Acquisition, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-09370) on Oct. 1, 2019. At the time of the filing, the Debtor was estimated to have assets ranging between $100,001 and $500,000 and liabilities ranging between $500,001 and $1 million. Judge Caryl E. Delano is assigned to the case. The Petition was signed by David L. Virginia, managing member. The Debtor is represented by Michael R. Dal Lago, Esq. at Dal Lago Law. STEM HOLDINGS: Names Ellen Deutsch as Chief Operating Officer ------------------------------------------------------------- Stem Holdings, Inc., appointed Ellen B. Deutsch as executive vice president and chief operating officer of the Company effective Oct. 3, 2019. Prior to joining the Company, she was employed by The Hain Celestial Group (NASDAQ:HAIN) from 1996 to 2019, serving in successive leadership roles for over 23 years. Hain Celestial is a natural and organic food and personal care products company in North America, Europe and India. In 2014, she became senior vice president/chief marketing officer, directing the Company's Hain Pure Protein businesses including Empire Kosher Poultry, Plainville Farms, and FreeBird, in addition to other company responsibilities. Previously, she had served as the Company's chief growth officer, where she led numerous business teams and functional areas, identified and integrated acquisitions, and created the company's technical and corporate social responsibility platforms. She completed both her B.B.A. and M.B.A. degrees at Hofstra University's Frank G. Zarb School of Business. About Stem Holdings Headquartered in Boca Raton, Florida, Stem Holdings, Inc. -- http://www.stemholdings.com/-- is a multi state operator, vertically integrated cannabis company with state-of-the-art, growing, cultivation, processing, extraction, retail, and distribution operations. Stem markets its 14 leading brands through its own retail cannabis properties and to other recognized cannabis operators. Stem incurred a net loss of $7.86 million for the fiscal year ended Sept. 30, 2018, compared to a net loss of $2.74 million for the fiscal year ended Sept. 30, 2017. As of June 30, 2019, Stem Holdings had $40.80 million in total assets, $5.70 million in total liabilities, and $35.10 million in total equity. LJ Soldinger Associates, LLC, in Deer Park, IL, the Company's auditor since 2016, issued a "going concern" qualification in its report dated Jan. 14, 2019, on the Company's consolidated financial statements for the year ended Sept. 30, 2018, citing that the Company and its affiliates, in the upcoming year, are expected to start engaging in the production and sale of cannabis and related products, an activity that is illegal under United States Federal law for any purpose, by way of Title II of the Comprehensive Drug Abuse Prevention and Control Act of 1970, otherwise known as the Controlled Substances Act of 1970. This fact raises substantial doubt as to the Company's ability to continue as a going concern. TATUNG COMPANY: May Use Cash Collateral on Interim Basis -------------------------------------------------------- Judge Neil W. Bason of the U.S. Bankruptcy Court for the Central District of California authorized Tatung Company of America, Inc., to use cash collateral on an interim basis pursuant to the terms and conditions of the Tentative Decision and the Interim Order. The Debtor may use cash collateral to and through the conclusion of the continued interim hearing on the Cash Collateral Motion which will be held on Oct. 15, 2019, at 2:00 p.m. A copy of the Cash Collateral Motion is available for free at http://bankrupt.com/misc/cacb19-21521-37.pdf About Tatung Company of America Tatung Company of America, Inc., distributes technology products for computers and electronics original equipment manufacturers. The Company manufactures personal computer monitors, home appliances, point-of-sale equipment, air conditioners, coolers, and purifiers. Tatung Company of America sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 19-21521) on Sept. 30, 2019. In the petition signed by CRO Jason Chen, chief restructuring officer. At the time of the filing, the Debtor was estimated to have assets ranging between $10 million to $50 million and liabilities of the same range. Judge Neil W. Bason is assigned to the case. LEVENE, NEALE, BENDER, YOO & BRILL L.L.P serves as the Debtor's counsel. THRUSH AIRCRAFT: Gets Final Authority to Use Cash Collateral ------------------------------------------------------------ Judge Austin E. Carter of the U.S. Bankruptcy Court for the Middle District of Georgia issued a final order authorizing Thrush Aircraft, Inc.'s use of cash collateral in which Wells Fargo Bank, National Association holds a perfected security interest. The Debtor is indebted to Wells Fargo under the Credit Agreements and P-card Agreement in the aggregate principal amount of $12,919,998 as of the Petition Date. As of the Petition Date, the Debtor is also indebted to Wells Fargo Equipment Finance, Inc. pursuant to (a) that certain Master Loan and Security Agreement in the principal amount of $73,605, and (b) certain Master Loan and Security Agreement in the principal amount of $107,808. Wells Fargo is granted adequate protection liens on all prepetition and postpetition property of the Debtor of every kind and description, to the extent that Wells Fargo has a valid and perfected pre-petition security interest in such collateral. Wells Fargo will also receive adequate protection payments from the proceeds realized by the Debtor from the sale of (a) any of the six Designated Aircraft in an amount equal to $75,000 per aircraft, and (b) the so-called Experimental Aircraft in an amount equal to the gross proceeds derived therefrom. About Thrush Aircraft Thrush Aircraft, Inc., with headquarters in Albany, Georgia, manufactures a full range of aerial application aircraft used in agriculture, forestry, and firefighting roles. Founded in 2003, the Company operates in at least 80 countries around the world. The Company sought Chapter 11 protection (Bankr. M.D. Ga. Case No. 19-10976) in Albany, Georgia, on Sept. 4, 2019. According to the petition signed by K. Payne Hughes, Sr., president, the Debtor was estimated to have $10 million to $50 million in assets and liabilities as of the Petition Date. Stone & Baxter, LLP, is serving as the Debtor's counsel. TLC CONSTRUCTION: Proposes Sale of Substantially All Assets ----------------------------------------------------------- TLC Construction, L.L.C., asks the U.S. Bankruptcy Court for the District of Nebraska to authorize the sale of all or substantially all of the Debtor's assets, as listed and described on Exhibit A, free and clear of liens outside of the ordinary course of business. The sale will be of all or substantially all of the Debtor's assets. The Debtor intends to sell $600,250 worth of Assets. It determined the value from an appraisal conducted by Jay Nitz of Jack Nitz & Associates Appraisers & Consultants on Feb. 19, 2019. The Equipment will be ultimately conveyed to Ashland Road Excavating, LLC ("ARE") for a total purchase price of $651,954, less any amounts paid to reduce Cass County Bank's indebtedness prior to closing from other approved asset sales or otherwise. The parties have entered into their Purchase Agreement & Bill of Sale. Taylor Boyle is President of Debtor. Certain assets that Debtor used in its operation are presently titled in his name only or jointly titled with the Debtor. As a part of the sales transaction, Mr. Boyle will transfer title to the assets highlighted in green on Exhibit A to the Debtor, subject to Cass County Bank ("CCB")'s liens and encumbrances. The Purchase Price will be applied towards the estimated payoff of CCB secured loan. CCB has agreed to accept the Purchase Price and in exchange will release its security interest. Power Funding, LLC arguably has a perfected security interest in the Assets that are junior to CCB's security interest. The Assets have no equity beyond CCB's security interests. The property being transferred is not subject to any broker or commission fees. The sale will be free and clear of liens and liens will attach to the proceeds of the Sale in the order of its priority as follows: CCB and Power Funding. A copy of the Exhibit A attached to the Motion is available for free at: http://bankrupt.com/misc/TLC_Construction_66_Sales.pdf About TLC Construction TLC Construction, L.L.C., based in Plattsmouth, Nebraska, provides commercial and residential excavating contractor services including land clearing and dirt work. TLC Construction, based in Plattsmouth, NE, filed a Chapter 11 petition (Bankr. D. Neb. Case No. 19-80712) on May 8, 2019. In the petition signed by Cassandra Boyle, member-manager, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Thomas L. Saladino oversees the case. Patrick M. Patino, Esq., at Koenig Dunne PC LLO, serves as bankruptcy counsel to the Debtor. TRULY FIT STUDIO: Unsecured Creditors to Split $25K in 5 Years -------------------------------------------------------------- Truly Fit Studio, Inc., filed with the U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, a Plan of Reorganization and Disclosure Statement. Pursuant to the Plan, each holder of an allowed unsecured claim will receive, on account of such allowed claim, a pro rata distribution of cash from the plan trust. The Debtor will fund $25,000 to a plan pool. Creditors in the class will receive a pro rata distribution of their claim, without interest, in 20 equal quarterly distributions of $1,250, with payments commencing on the start of the calendar quarter immediately following the Effective Date of the Plan and continuing for a total of 20 consecutive quarters. Equity security holders will retain their ownership interest in the Debtor. The Debtor's Plan will be funded by the current and future income generated by its regular operations. The Debtor proposes a reasonable Plan which is proposed in good faith and not by any means forbidden by law. The Plan is based upon the Debtor's belief that liquidation of the assets, would yield only minimal distributions, at best, to general unsecured creditors. Additionally, the priority and secured creditors would receive less than the contractual or legal obligations. The present management and ownership of the corporation will be retained post-confirmation. Steps will be taken to reduce overhead and expenses in order to effectuate repayment of the creditors in accordance with the Plan. A full-text copy of the Disclosure Statement dated Oct. 3, 2019, is available at https://tinyurl.com/yxcn8l9s from PacerMonitor.com at no charge. About Truly Fit Studio Inc. Truly Fit Studio Inc. operates a 13,477 square foot fitness facility in Colony Crossings, in Tampa, Florida. The principal, Manuel Chris Gonzalez, manages the business. filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-05436) on June 7, 2019, estimating under $1 million in both assets and liabilities. Buddy D. Ford, P.A., is the Debtor's legal counsel. [*] McDermott Builds Bankruptcy Group in Chicago ------------------------------------------------ McDermott Will & Emery, an international law firm, said Felicia Perlman and Brad Giordano have joined the Restructuring & Insolvency group as partners, based in Chicago. Felicia joins as the co-chair of the Restructuring & Insolvency group. Felicia joins from Skadden Arps and Brad joins from King & Spalding. "Felicia and Brad are outstanding lawyers and bring an exceptional skillset that spans industries, from healthcare and energy to financial services and real estate. Our strategy in significantly bolstering our team with Felicia and Brad, along other recent hires who were also leaders at their prior firms, is a direct result of our ongoing conversations with clients. Overall, we're really excited to bring together such great talent as we continue to enhance our world-class capabilities," said Ira Coleman, Chairman of McDermott Will & Emery. "McDermott has a strong transactional platform, along with a deep bench. I look forward to working with my new colleagues to build on the Firm's restructuring capabilities with an emphasis on complex company side engagements," said Felicia Perlman. "McDermott has a talented team and works with a very sophisticated client base. The strategic growth of the restructuring group, its collaborative culture along with the opportunity to work closely with Felicia, and the entire team, made the decision to join McDermott an easy one," said Brad Giordano. "Both Brad and Felicia have played key roles in some of the largest and most complex restructuring deals in recent years. Their arrival, along with Jeff Reisner, who joined last week, and Kristin Going, who joined in July, bolsters our already-dynamic insolvency group and demonstrates our commitment to growing the group in Chicago, LA and beyond," said Tim Walsh, co-chair of the Firm's Restructuring & Insolvency group and a New York-based partner. Felicia represents clients in a variety of complex business reorganizations, debt restructurings and insolvency matters. She has advised debtors, creditors, lenders, investors, sellers, purchasers and other parties in interest in all stages of restructuring transactions, from Chapter 11 reorganizations to out-of-court negotiations, workouts and acquisitions. In addition, she has extensive experience across a wide range of industries, including healthcare. Brad represents debtors, lender groups, creditors, equity sponsors and strategic investors in all aspects of in-court and out-of-court restructurings. He also advises senior managers and boards of directors on operating in Chapter 11, fiduciary duty considerations and strategic restructuring alternatives. In addition, Brad counsels credit and private equity fund clients in connection with strategic acquisitions or dispositions of distressed assets. [^] BOOK REVIEW: Bankruptcy and Secured Lending in Cyberspace ------------------------------------------------------------- Author: Warren E. Agin Publisher: Bowne Publishing Co. List price: $225.00 Review by Gail Owens Hoelscher Red Hat Inc. finds itself with a high of 151 5/8 and low of 20 over the last 12 months! Microstrategy Inc. has roller-coasted from a high of 333 to a low of 7 over the same period! Just when the IPO boom is imploding and high-technology companies are running out of cash, Warren Agin comes out with a guide to the legal issues of the cyberage. The word "cyberspace" did not appear in the Merriam-Webster Dictionary until 1986, defined as "the on-line world of computer networks." The word "Internet" showed up that year as well, as "an electronic communications network that connects computer networks and organizational computer facilities around the world." Cyberspace has been leading a kaleidoscopic parade ever since, with the legal profession striding smartly in rhythm. There is no definition for the word "cyberassets" in the current Merriam-Webster. Fortunately, Bankruptcy and Secured Lending in Cyberspace tells us what cyberassets are and lays out in meticulous detail how to address them, not only for troubled technology companies, but for all companies with websites and domain names. Cyberassets are primarily websites and domain names, but also include technology contracts and licenses. There are four types of assets embodied in a website: content, hardware, the Internet connection, and software. The website's content is its fundamental asset and may include databases, text, pictures, and video and sound clips. The value of a website depends largely on the traffic it generates. A domain name provides the mechanism to reach the information provided by a company on its website, or find the products or services the company is selling over the Internet. Examples are Amazon.com, bankrupt.com, and "swiggartagin.com." Determining the value of a domain name is comparable to valuing trademark rights. Domain names can come at a high price! Compaq Computer Corp. paid Alta Vista Technology Inc. more than $3 million for "Altavista.com" when it developed its AltaVista search engine. The subject matter covered in this book falls into three groups: the Internet's effect on the practice of bankruptcy law; the ways substantive bankruptcy law handles the impact of cyberspace on basic concepts and procedures; and issues related to cyberassets as secured lending collateral. The book includes point-by-point treatment of the effect of cyberassets on venue and jurisdiction in bankruptcy proceedings; electronic filing and access to official records and pleadings in bankruptcy cases; using the Internet for communications and noticing in bankruptcy cases; administration of bankruptcy estates with cyberassets; selling bankruptcy estate assets over the Internet; trading in bankruptcy claims over the Internet; and technology contracts and licenses under the bankruptcy codes. The chapters on secured lending detail technology escrow agreements for cyberassets; obtaining and perfecting security interests for cyberassets; enforcing rights against collateral for cyberassets; and bankruptcy concerns for the secured lender with regard to cyberassets. The book concludes with chapters on Y2K and bankruptcy; revisions in the Uniform Commercial Code in the electronic age; and a compendium of bankruptcy and secured lending resources on the Internet. The appendix consists of a comprehensive set of forms for cyberspace-related bankruptcy issues and cyberasset lending transactions. The forms include bankruptcy orders authorizing a domain name sale; forms for electronic filing of documents; bankruptcy motions related to domain names; and security agreements for Web sites. Bankruptcy and Secured Lending in Cyberspace is a well-written, succinct, and comprehensive reference for lending against cyberassets and treating cyberassets in bankruptcy cases. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2019. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***