/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/200312.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, March 12, 2020, Vol. 24, No. 71 Headlines A.J. MCDONALD: Robert Buying Dump Trailer for $1.3K A.J. MCDONALD: Robert Buying Western Star Vacuum Truck for $51K A.J. MICHAEL REALTY: Case Summary & 2 Unsecured Creditors AAC HOLDINGS: Royce & Associates Has 0.36% Stake as of Feb. 29 ABDOUN ESTATE: Unsecureds to Get Payment from Net Income in 5 Years ALMANOR LAKEFRONT: Interested Parties Object to Plan & Disclosures ALPHA GUARDIAN: Hires Mr. Rubin of Force Ten as CRO ASCENA RETAIL: Incurs $97.4 Million Net Loss in Second Quarter BAHIA DEL SOL: April 29 Plan Confirmation Hearing Set BASIC ENERGY: Moody's Affirms Caa1 CFR & Alters Outlook to Positive BLUE RIDGE SITE: Unsecured Creditors to Have 1% to 2% Recovery BROADBAND NATION: Seeks to Hire Goe Forsythe as Legal Counsel CALIFORNIA RESOURCES: Cuts Capital to Mechanical Integrity Level CHAMPION BLDRS: Scott Buying Trailer for $6K CHIMNEY HILL: Seeks Court Approval to Hire Real Estate Brokers CYBER SOLUTIONS: Seeks to Hire David J. Winterton as Legal Counsel DONALD B. BURNHAM: $154K Sale of North Port Property to Tosi Okayed DOUCE FRANCE: Cash Collateral Hearing Continued to April 2 EL SAN JUAN CITY: Seeks to Hire Gary J. Wachtel as Special Counsel ENLINK MIDSTREAM: Fitch Cuts LongTerm IDR to BB+, Outlook Negative EVENTIDE CREDIT: Committee Taps Cole Schotz as Legal Counsel FERRELLGAS PARTNERS: Reports $48.2 Million Net Earnings in Q2 FIRSTENERGY SOLUTION: Plan Declared Effective Feb. 27 FLO-TECH INC: Tedford's $725K Sale of Glendale Property Approved FLORIDA FIRST: Plan to be Funded by Stock Sale Proceeds G.D.S. EXPRESS: R.A.B. Trucking Buying G&M Assets for $52.4K GFL ENVIRONMENTAL: S&P Raises ICR to 'B+' After IPO, Debt Reduction GIP III STETSON: Fitch Lowers IDR to B+, Outlook Negative HENRY VALENCIA: Case Summary & 12 Unsecured Creditors HERITAGE COLORADO: Seeks to Hire Goe Forsythe as Legal Counsel HLPG NEWACO: Case Summary & 5 Unsecured Creditors HY-POINT FAMILY: Hires Dentons Bingham as Counsel IBIO INC: All Five Proposals Approved at Annual Meeting INNOVATION PHARMACEUTICALS: Signs Second MTA to Explore Brilacidin KAIROS HOMES: Court Rejects IRS Bid for Chapter 11 Trustee KENNY STRANGE: Clark, Partington Represents Benefit Fund LECLAIRRYAN LLC: Segregated Funds Filing Deadline Set for March 27 LEONID LEVITSKY: Livinglyush Buying Englewood Property for $525K MAMA'S HAWAIIAN: Emerge Buying Tucson Property for $485K MARSHAL BROADCASTING: March 24 Auction of All Assets Set MC LOGGING: April 14 Plan Confirmation Hearing Set MCCLATCHY COMPANY: Seeks to Hire Skadden Arps as Counsel MELINTA THERAPEUTICS: April 2 Plan Confirmation Hearing Set MICHAEL D. COHEN: Hires Fox Commercial as Auctioneer MUSIC CITY: April 15 Plan Confirmation Hearing Set NEW HOME: Moody's Affirms 'B3' Corp. Family Rating, Outlook Stable NEW WOODRIDGE: Case Summary & 20 Largest Unsecured Creditors NORTH TAMPA ANESTHESIDA: Case Summary & 14 Unsecured Creditors NORTHLAND POWER: S&P Affirms 'BB+' Rating on Preferred Shares O'LINN SECURITY: Creditors' Committee Objects to Plan Disclosures OCEAN POWER: Incurs $2.92 Million Net Loss in Third Quarter OMAGINE INC: Voluntary Chapter 11 Case Summary PANTHER 22: Hearing Today on Bid for Chapter 11 Trustee PAPA'S GIRL: April 30 Plan Confirmation Hearing Set PINNACLE GROUP: Unsecureds to Split $300K Under Plan ROOFTOP GROUP: April 20 Hearing on Committee Plan Set RYMAN HOSPITALITY: S&P Places 'B+' ICR on CreditWatch Negative SALUBRIO LLC: Case Summary & 16 Unsecured Creditors SOUTHERN DELI: Seeks to Employ Moore & Van Allen as Legal Counsel STAR CHAIN: GC Checkmate Buying All Assets for $1.5 Million STAR CHAIN: JAE Buying All Checkers Assets in Tucker for $40K SUITABLE TECHNOLOGIES: Hires Donlin as Claims and Noticing Agent SUNCREST STONE: Unsecureds to Split $200,000 in Plan TCP RAINIER: DBRS Confirms BB Rating on Class C Notes TDV DEVELOPMENT: Seeks to Employ Goe Forsythe as Legal Counsel THROOP VENTURES: Case Summary & 5 Unsecured Creditors TIMS 8 MILE: Ketzler to Receive Payment from Auction Proceeds TRUE COLOURS: Case Summary & 20 Largest Unsecured Creditors VAC FUND HOUSTON: Seeks Court Approval to Hire Real Estate Broker VALLEY ECONOMIC: Cash Access Allowed to Defray March 2020 Budget VOYAGER AVIATION: Moody's Assigns B1 CFR, Outlook Stable WADSWORTH ESTATES: Case Summary & 3 Unsecured Creditors WHITAKER ENTERPRISE: Unsecureds Owed $363K to Get $3K in 5 Years [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* A.J. MCDONALD: Robert Buying Dump Trailer for $1.3K --------------------------------------------------- A.J. McDonald Co., Inc., asks the U.S. Bankruptcy Court for the District of Maryland to authorize the private sale of 2016 Bri Mar 10k Dump Trailer, VIN 58CB1DA25GC002618, to Robert F Beall & Sons, Inc. for $1,300, free and clear of liens. There are no liens on the property. The Debtor proposes to sell the subject property for $1,300, pursuant to an offer letter dated Oct. 2, 2019. It believes that the proposed purchase price is fair and reasonable in light of the light of the limited market for such specialized equipment. It has sought higher offers but has been unable to obtain same. The Debtor believes that the proposed private sale is in the best interest of the creditors because it will assist in the funding of the Chapter 11 Plan and that the property should be sold free and clear of liens to enable the consummation of the sale. A copy of the Offer is available at https://tinyurl.com/ue3wa4y from PacerMonitor.com free of charge. The Purchaser: ROBERT F BEALL & SONS, INC. 8795 Veteran Highway Millersville, MD 21108 Telephone: (410) 987-0970 Facsimile: (410) 987-4763 About A.J. McDonald Company A.J. McDonald Company, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 18-25670) on Nov. 29, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $500,000. The case is assigned to Judge Robert A. Gordon. The Debtor tapped Jeffrey M. Sirody and Associates, P.A., as its legal counsel. A.J. MCDONALD: Robert Buying Western Star Vacuum Truck for $51K --------------------------------------------------------------- A.J. McDonald Co., Inc., asks the U.S. Bankruptcy Court for the District of Maryland to authorize the private sale of 2016 Western Star Vacuum Truck, VIN 5KKHAVCY7GLHN3761, to Robert F Beall & Sons, Inc., for $51,000, free and clear of liens. There is an existing lien with an approximate payoff of $44,228 due to Mercedes Benz Financial Services. Said lien will be paid in full at settlement. The Debtor proposes to sell the subject property for $51,0300, pursuant to an offer letter dated Oct. 2, 2019. It believes that the proposed purchase price is fair and reasonable in light of the light of the limited market for such specialized equipment. It has sought higher offers but has been unable to obtain same. The Debtor believes that the proposed private sale is in the best interest of the creditors because it will assist in the funding of the Chapter 11 Plan and that the property should be sold free and clear of liens to enable the consummation of the sale. A copy of the Offer is available at https://tinyurl.com/vc7kqr3 from PacerMonitor.com free of charge. The Purchaser: ROBERT F BEALL & SONS, INC. 8795 Veteran Highway Millersville, MD 21108 Telephone: (410) 987-0970 Facsimile: (410) 987-4763 About A.J. McDonald Company A.J. McDonald Company, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 18-25670) on Nov. 29, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $500,000. The case is assigned to Judge Robert A. Gordon. The Debtor tapped Jeffrey M. Sirody and Associates, P.A., as its legal counsel. A.J. MICHAEL REALTY: Case Summary & 2 Unsecured Creditors --------------------------------------------------------- Debtor: A.J. Michael Realty LLC 871 Scenic Highway Buzzards Bay, MA 02532 Business Description: A.J. Michael Realty LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). The Debtor owns two parcels of contiguous land at 871 Scenic Highway and 20 Herring Pond Road, Bourne, MA, with condemned building, having a comparable sale value of $1.4 million. Chapter 11 Petition Date: March 10, 2020 Court: United States Bankruptcy Court District of Massachusetts Case No.: 20-10696 Judge: Hon. Janet E. Bostwick Debtor's Counsel: David B. Madoff, Esq. MADOFF & KHOURY LLP 124 Washington Street, Suite 202 Foxborough, MA 02035 Tel: 508-543-0040 E-mail: alston@mandkllp.com Total Assets: $1,400,175 Total Liabilities: $464,900 The petition was signed by Dennis M. Waltekunas, manager. A copy of the petition containing, among other items, a list of the Debtor's two unsecured creditors is available for free at PacerMonitor.com at: https://is.gd/KGtqj8 AAC HOLDINGS: Royce & Associates Has 0.36% Stake as of Feb. 29 -------------------------------------------------------------- Royce & Associates, LP, disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Feb. 29, 2020, it beneficially owns 89,400 shares of common stock of AAC Holdings, Inc., which represents 0.36 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at: https://is.gd/tZixgb 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. 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 Sept. 30, 2019, the Company had $464.4 million in total assets, $479.8 million in total liabilities, and a total stockholders' deficit including non-controlling interest of $15.40 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. * * * As reported by the TCR on Dec. 16, 2019, Moody's Investors affirmed AAC's Caa2 Corporate Family Rating. The affirmation of the Caa2 CFR reflects the potential for future defaults by AAC over the next 12-24 months. S&P Global Ratings lowered its issuer credit rating on AAC Holdings Inc. to 'SD' (selective default) from 'CCC' and its issue-level rating on its senior secured debt to 'D' from 'CCC'. The downgrade follows the release of AAC's third-quarter financial statement, which indicated that the company failed to make the debt amortization payment due Sept. 30, 2019, on its term loan. ABDOUN ESTATE: Unsecureds to Get Payment from Net Income in 5 Years ------------------------------------------------------------------- Debtor Abdoun Estate Holdings, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Michigan the First Combined Plan and Disclosure Statement dated Feb. 25, 2020. As to the Class 2 Mortgage of Group 10 Alt, LLC, the Debtor disputes the amount of the Group 10 claim and anticipates objecting to any Proof of Claim filed by Group 10 in the case. Prior to the Filing Date, the Debtor was involved in litigation in Oakland County Circuit Court with Group 10. In the event Group 10's claim is allowed, it has a maximum value of approximately $700,000. Upon the final allowance or disallowance of Group 10's claim, the Debtor will pay the amount of such allowed claim over 25 years at the contract rate of interest of 14%. As to Class 4 General Unsecured Creditors, the Debtor intends to pay claimants Inayeh Bazzi and Travis Bronik, Esq. (to the extent they are an Allowed claim) on a pro rata basis to the extent funds are available from net income over 60 months. The total amount of estimated claims in the class amounts to $213,000. Ahmad Abulabon is the sole equity security holder of the Debtor, and his continued personal services provided to the Debtor are essential to its successful operation, both during this case and following confirmation. Mr. Abulabon will retain his equity interest in the reorganized Debtor in the same manner, nature, and extent as prior to the Petition Date, in exchange for his continued managerial and other personal services performed on the Debtor's behalf and his contributions of new value to the Debtor. The Debtor shall continue to endeavor to rehabilitate all available space in the real property located at 26250 Northwestern Highway, Southfield, MI 48076 so that it is fit for commercial leasing. Within 30 days of the Effective Date, Debtor shall retain a commercial real estate broker to list all available space at 26250 Northwestern Highway, Southfield, MI 48076 for rent and commercially reasonable rates. The Debtor has a land contract vendor’s interest in 16500-16512 Telegraph Road, Detroit, MI 48219. As of the Petition Date, the land contract vendee was in default. The Debtor will offer the land contract vendee a brief period of time to cure the default. If the land contract vendee fails to cure the default, the Debtor will then take all reasonable efforts to recover this property from the land contract vendee, and will, within a reasonable amount of time thereafter employ a duly qualified real estate broker to list the property for sale. All proceeds, whether received from the land contract vendee or from a third party following a sale, will be committed to the Plan. The Debtor estimates that this property has a value of $80,000. The Debtor has claims against Jimmy Danou (and/or his corporate entity or entities) and Hanover Insurance Co. for delinquent rent, taxes, and utilities, and for damage to the property at 26250 Northwestern Highway, Southfield, MI 48076. The Debtor also has a claim against Oudia Abdulnoor for tortious interference. The Debtor will hire special counsel to pursue these claims as appropriate, and any net proceeds will be contributed to the Plan. Following the Effective Date, Mr. Abulabon will contribute new value to fund the Plan in an amount sufficient to meet the obligations and to maintain the postpetition property taxes on all property owned by the Debtor. A full-text copy of the Combined Plan and Disclosure Statement dated Feb. 25, 2020, is available at https://tinyurl.com/s5f95ck from PacerMonitor at no charge. Attorneys for the Debtor: OSIPOV BIGELMAN P.C. Anthony J. Miller 20700 Civic Center Drive, Suite 420 Southfield, MI 48076 Tel: (248) 663-1804 Fax: (248) 663-1801 E-mail: am@osbig.com About Abdoun Estate Holdings Abdoun Estate Holdings, LLC, based in Southfield, MI, filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 19-57624) on Dec. 17, 2019. In the petition signed by Ahmad Abdulabon, managing member, the Debtor was estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Phillip J. Shefferly oversees the case. Osipov Bigelman, P.C., is the Debtor's bankruptcy counsel. ALMANOR LAKEFRONT: Interested Parties Object to Plan & Disclosures ------------------------------------------------------------------ Sallie Haws; Roger Puccinelli, Trustee of the Roger Puccinelli Family Trust; and Allen and Gail Owens, creditors and interested parties, object to the Combined Chapter 11 Plan of Reorganization and Disclosure Statement of debtor Almanor Lakefront LLC. In its objections, Sallie Haws, et al., point out that: * Mark Nicholson caused the Debtor to file the Bankruptcy Case on the eve of the Trial Readiness Conference and hearing on Discovery Motions in the State Court Lawsuits as a litigation strategy to avoid the inevitable. Disregarding the Debtor's fiduciary duty to creditors and continuing the discovery abuse in the State Court Lawsuits, Mark Nicholson not only failed to voluntarily disclose the true relationships among the Debtor, BNJN, himself and the other Cross-defendants in the Debtor’s bankruptcy schedules, he also continued to "hide the ball" even after this Court ordered the disclosure. * The liquidating Plan does not reorganize the Debtor, leaves the Objecting Parties in a state of chaos as trespassers in their own homes, continues the fiction the Debtor is operating an RV park to avoid complying with the California Mobilehome Residency Law, continues the Debtor's prepetition tactics in the State Court Lawsuits to conceal the truth about the web of insider and corporate ownership, and fails to address the Debtor’s payment of Mark Nicholson's and other insiders attorneys’ fees in the State Court Lawsuits. * Missing from the Debtor's bankruptcy schedules are disclosures of the Debtor's fraudulent transfers engineered by Mark Nicholson prior to filing the Bankruptcy Case. As set forth in the McKenna Decl., the Debtor paid a couple hundred thousand dollars in attorney's fees on behalf of the Cross-defendants in the State Court Lawsuits. * What is missing from the Nicholson Supp. Decl. are the remaining links in the chain that would allow the Court to connect the dots between the Debtor, BNJN and Mark Nicholson, because the true owners of PIP remain carefully hidden. A full-text copy of Creditors and Interested Parties' objection to the dated Feb. 25, 2020, is available at https://tinyurl.com/v966ews from PacerMonitor at no charge. Attorney for Creditors: LAW OFFICE OF WAYNE A. SILVER Wayne A. Silver (108135) 643 Bair Island Road, Suite 403 Redwood City, CA 94063 Tel: (650) 282-5970 Fax: (650) 282-5980 E-mail: ws@waynesilverlaw.com About Almanor Lakefront Almanor Lakefront L.L.C. operates a recreational park, which stands on a 1.45-acre leased real property in County of Plumas, California. It, in turn, sublets divisions of the property to 19 subtenants. Almanor Lakefront sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 19-51578) on Aug. 5, 2019. At the time of the filing, the Debtor was estimated to have assets of less than $500,000 and liabilities of less than $1 million. MacDonald Fernandez LLP is the Debtor's legal counsel. ALPHA GUARDIAN: Hires Mr. Rubin of Force Ten as CRO --------------------------------------------------- Alpha Guardian, a Nevada Corporation, and its debtor-affiliates, seeks authority from the U.S. Bankruptcy Court for the District of Nevada to employ Mr. Nicholas D. Rubin of Force Ten Partners, LLC, as chief restructuring officer to the Debtors. Alpha Guardian requires Force Ten to: a. manage the affairs of the Debtors, supervise the Debtors' employees, management and professionals and provide periodic reports to the Special Committee; b. assist legal counsel and the Debtors executing the Chapter 11 Cases; c. assist the employees of the Debtors by providing support services; d. seek debtor-in-possession financing for the Debtors; e. seek exit financing for the Debtors; f. seek to maximize the value of the Debtors' assets through the sale of real property; g. seek to refinance the Debtors' existing indebtedness; h. seek to maximize the value of the Debtors' assets and operations through restructuring the operations of the Debtors' businesses; i. seek to maximize the value of the Debtors' assets and operations through, among other things, the potential: sale, recapitalization, restructuring or reorganizing of the Debtors' business, in whole or in part; j. provide assistance in connection with motions, responses or other court activity as directed by legal counsel; k. provide Monthly Operating Reports required by a bankruptcy court; l. provide periodic reporting to stakeholders; m. evaluate and develop restructuring plans and other strategic alternatives for maximizing the value of the Debtors' assets; n. assist in the formulation and preparation of the Debtors' disclosure statement and plan of reorganization, if applicable, including the creation of financial projections and supporting methodology, key assumptions and rationale, appropriate financial analysis and evaluation of the Debtors' operations, and supporting financial statements and pro forma budgets and projections; o. assist in negotiations with the Debtors' creditors and responding to any objections to the bankruptcy plan by parties in interest; and p. prepare and offer declarations, reports, depositions and in-court testimony. Force Ten will be paid at these hourly rates: Partners $650 to $750 Directors $350 to $595 Analysts $225 to $350 Staff $100 to $225 Prior to the Petition Date, Debtors had paid Force Ten $237,057.70. As of the Petition Date, Force Ten is holding $2,942.30 on retainer. Force Ten will also be reimbursed for reasonable out-of-pocket expenses incurred. Nicholas D. Rubin, partner of Force Ten Partners, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Force Ten can be reached at: Nicholas D. Rubin FORCE TEN PARTNERS 20341 SW Birch, Suite 220 Newport Beach, CA 92660 Tel: (949) 357-2360 About Alpha Guardian Established in July 2017, Alpha Guardian -- https://www.alphaguardian.com – provides consumers with secure storage solutions. Its products are sold to major retailers across the United States under the Cannon Safe, Stack-On and GunVault brands, all of which are designed to fill unique consumer needs. The company operates manufacturing and distribution facilities in the U.S. and Mexico and has employees in multiple countries. Cannon Safe -- https://www.cannonsafe.com -- is a manufacturer of large-scale gun safes and secure home storage solutions. Since 1965, its focus has been on manufacturing safes to protect prized possessions. GunVault -- https://www.gunvault.com -- offers a wide range of gun safes including biometric safes, pistol safes, and portable safes. Stack-On -- https://www.stack-on.com -- manufactures and distributes gun security products. Alpha Guardian, a Nevada corporation, based in Henderson, NV, filed a Chapter 11 petition (Bankr. D. Nev. Lead Case No. 20-11016) on Feb. 24, 2020. In the petition was signed by CRO Nicholas D. Rubin, the Debtor was estimated to have $10 million to $50 million in assets and $100 million to $500 million in liabilities. The Hon. Bruce T. Beesley presides over the case. The Debtor tapped GARMAN TURNER GORDON LLP, as bankruptcy counsel; STRETTO, as claims noticing and solicitation agent; and FORCE TEN PARTNERS, LLC, as CRO. ASCENA RETAIL: Incurs $97.4 Million Net Loss in Second Quarter -------------------------------------------------------------- Ascena Retail Group, Inc., filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $97.4 million on $1.21 billion of net sales for the three months ended Feb. 1, 2020, compared to a net loss of $71.5 million on $1.27 billion of net sales for the three months ended Feb. 2, 2019. For the six months ended Feb. 1, 2020, the Company reported a net loss of $65.7 million on $2.33 billion of net sales compared to a net loss of $65.6 million on $2.42 billion of net sales for the six months ended Feb. 2, 2019. As of Feb. 1, 2020, the Company had $3.07 billion in total assets, $2.99 billion in total liabilities, and $76.6 million in total equity. Gary Muto, chief executive officer of Ascena commented, "For the second quarter, we are pleased to have exceeded our adjusted operating income expectations for the third consecutive quarter, resulting from better gross margin performance and continued cost reduction efforts. We continue to work toward delivering sustainable growth by leveraging our customer analytics and insights, placing the customer at the center of everything we do. We are confident that the work we are doing now sets us up to provide consistent profitable performance and enhance shareholder value over the longer term." Carrie Teffner, interim executive chair of ascena commented, "During the second quarter we made solid progress on our commitment to simplify the business and focus on fewer and more meaningful initiatives. With respect to our portfolio review, we have made great progress. In addition to the sale of our majority interest in maurices, we successfully completed the wind down of the Dressbarn business in February. As it pertains to our previously discussed brand review, we currently have no active conversations. As such, we are proceeding with a clear focus on our Premium, Plus and Kids segments by driving brand strategies which ensure long-term relevance and differentiation, while streamlining our back-end functionality to improve efficiency and profitability. Our Board and management team remain committed to taking proactive steps to position ascena for long-term success and will continue to evaluate opportunities that create shareholder value." Gross margin decreased to $635 million from $660 million, driven by the net sales decline, partially offset by the gross margin rate improvement to 52.2% of sales, for the second quarter of Fiscal 2020, compared to 51.9% of sales in the year-ago period. The increase in gross margin rate from the second quarter last year was primarily due to increased margins at the Company's Premium Fashion and Plus Fashion segments, reflecting decreased promotional activity. Those increases were partially offset by higher promotional activity at the Company's Kids Fashion segment to clear excess inventory. Buying, distribution, and occupancy expenses for the second quarter of Fiscal 2020 decreased 10% to $220 million, which represented 18.1% of sales, compared to $245 million, or 19.3% of sales in the year-ago period. In terms of dollars, the reduction in expenses was driven by lower occupancy expenses and lower employee-related costs, both resulting primarily from our continued cost reduction efforts, as well as amounts received under the transition services agreement with maurices. Selling, general, and administrative expenses for the second quarter of Fiscal 2020 decreased 3% to $382 million, or 31.4% of sales, compared to $394 million, or 31.0% of sales in the year-ago period. The decrease in SG&A expenses was primarily due to the Company's cost reduction initiatives, mainly reflecting lower store-related expenses, lower headcount as well as non-merchandise procurement savings. SG&A expenses were also lower due to amounts received under the transition services agreement with maurices. Operating results Operating loss for the second quarter of Fiscal 2020 was $140 million compared to a loss of $64 million in the year-ago period, and primarily reflects the goodwill and intangible asset impairments and the gross margin dollar declines, offset in part by the expense reductions. Excluding the impairment charges and restructuring costs, operating loss for the quarter was $31 million. For the second quarter of Fiscal 2020, the Company recorded a tax provision of $1 million on a pre-tax loss of $135 million. The effective tax rate of (0.7)% was lower than the statutory tax rate as a result of non-deductible goodwill impairment charges and changes in the valuation allowance on U.S. federal and state deferred tax assets. The Company reported a net loss from continuing operations of $132 million, or $13.22 per diluted share in the second quarter of Fiscal 2020, compared to a Net loss from continuing operations of $81 million, or $8.20 per diluted share, in the year-ago period. Fiscal Second Quarter Balance Sheet Highlights The Company ended the second quarter of Fiscal 2020 with cash and cash equivalents of $374 million, up from $324 million at the end of the fourth quarter of Fiscal 2019. The Company ended the second quarter of Fiscal 2020 with inventory of $488 million, down 5% from the year-ago period. Capital expenditures for the second quarter of Fiscal 2020 totaled $17 million, compared to $30 million in the year-ago period. The Company ended the second quarter of Fiscal 2020 with total debt of $1,292 million, which represents the balance remaining on the term loan. The reduction from the $1,372 million outstanding as of the end of the fourth quarter of Fiscal 2019 reflects the open market repurchases made during the second quarter of Fiscal 2020 whereby the Company repurchased approximately $80 million of aggregate principal for a total purchase price of approximately $49 million. Additionally, subsequent to the second quarter of Fiscal 2020, the Company completed an additional repurchase of approximately $42 million of aggregate principal for a total purchase price of approximately $29 million. There were no borrowings outstanding under the Company's revolving credit facility at the end of the second quarter of Fiscal 2020 and the Company had $247 million of borrowing availability under its revolving credit facility. The Company is not required to make its next quarterly term loan payment of $22.5 million until November of calendar 2020. Fiscal Year 2020 Third Quarter and Full Year Outlook The Company's guidance does not reflect potential impacts from the Coronavirus situation. The Company is providing guidance for the third quarter of Fiscal 2020 for the consolidated continuing operations of the Premium Fashion, Plus Fashion, and Kids Fashion segments as follows: - Net sales of $1.050 to $1.080 billion; - Comparable sales of negative low single digits; - Gross margin rate of 57.8% to 58.3%; - Depreciation and amortization of approximately $60 million; and - Adjusted operating loss of $10 million to $30 million. In addition, for the full year, the Company continues to expect that total capital spending will be between $80 million and $100 million, which represents a significant decrease compared to prior years. A full-text copy of the Form 10-Q is available for free at: https://is.gd/J4uoHv About Ascena Retail Ascena Retail Group, Inc. (Nasdaq: ASNA) -- http://www.ascenaretail.com-- is a national specialty retailer offering apparel, shoes, and accessories for women under the Premium Fashion (Ann Taylor, LOFT, and Lou & Grey), Plus Fashion (Lane Bryant, Catherines and Cacique), and Value Fashion (Dressbarn) segments, and for tween girls under the Kids Fashion segment (Justice). Ascena, through its retail brands, operates ecommerce websites and approximately 2,800 stores throughout the United States, Canada, and Puerto Rico. Ascena Retail reported a net loss of $661.4 million for the fiscal year ended Aug. 3, 2019, a net loss of $39.7 million for the year ended Aug. 4, 2018, and a net loss of $1.06 billion for the year ended July 29, 2017. * * * As reported by the TCR on Nov. 26, 2019, S&P Global Ratings lowered its issuer credit rating on Mahwah, N.J.-based women's specialty apparel retailer Ascena Retail Group Inc. to 'CCC' from 'CCC+' to reflect the rating agency's belief that it is increasingly likely the company will pursue a debt restructuring over the next 12 months. In October 2019, Moody's Investors Service downgraded Ascena Retail Group, Inc.'s corporate family rating to Caa2 from B3, probability of default rating to Caa2-PD from B3-PD and senior secured term loan rating to Caa2 from B3. The downgrades reflect Moody's view that Ascena's capital structure is likely unsustainable as a result of its weak operating performance, high leverage, and negative free cash flow, creating an elevated risk of a debt restructuring including a material debt repurchase at a significant discount. BAHIA DEL SOL: April 29 Plan Confirmation Hearing Set ----------------------------------------------------- On Feb. 12, 2020, the U.S. Bankruptcy Court for the District of Puerto Rico conducted a hearing to consider the Disclosure Statement referring to a Chapter 11 Plan filed by Debtor Bahia Del Sol Hotel Corporation. On Feb. 25, 2020, Judge Brian K. Tester ordered that: * The Disclosure Statement be and is hereby approved. * The debtor and parties in interest may now solicit acceptances or rejections of the Debtor's Plan of Reorganization. * The approved Disclosure Statement and the Plan referred to in the same are to be circulated to all parties. * Any objection to confirmation of the plan shall be filed on/or before seven days prior to the date of the hearing on confirmation of the Plan. * The debtor shall file with the Court a statement setting forth compliance, the acceptances and rejections, and the computation of the same, within seven working days before the hearing on confirmation. * April 29, 2020 at 2:00 PM at the Jose V. Toledo, Federal Building & U.S. Courthouse, Courtroom No. 1, Second Floor, 300 Del Recinto Sur Street, Old San Juan, Puerto Rico is the hearing for the consideration of confirmation of the Plan. A full-text copy of the order dated Feb. 25, 2020, is available at https://tinyurl.com/su3b6mq from PacerMonitor at no charge. About Bahia Del Sol Corporation Bahia Del Sol Hotel Corporation filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 19-03234) on June 5, 2019, estimating under $1 million in both assets and liabilities. The Debtor tapped Noemi Landrau Rivera, Esq., at Landrau Rivera & Assoc., as counsel. BASIC ENERGY: Moody's Affirms Caa1 CFR & Alters Outlook to Positive ------------------------------------------------------------------- Moody's Investors Service affirmed Basic Energy Services, Inc. Corporate Family Rating at Caa1 following the acquisition of the Well Support Service business from NexTier Oilfield Solutions. Moody's also concurrently affirmed the Probability of Default Rating at Caa1-PD and senior secured 2023 notes at Caa2. The Speculative Grade Liquidity rating remains at SGL-3. The rating outlook was changed to positive from stable. On March 9, 2020, Basic announced that it has acquired the production operations from NexTier for a consideration of approximately $94 million. The acquisition received approvals from the Board of directors of both companies. Basic will fund the acquisition with about $59 million in cash, including cash proceeds from divestments and $15 million shareholder loan from Ascribe Capital (unrated). Basic will also provide to NexTier an aggregate principal amount of $34 million of its 10.75% senior secured notes due October 2023, contributed by Ascribe. In consideration for Ascribe's contribution of outstanding senior notes, Basic issued to Ascribe common stock equivalents equal to an 83% pro forma ownership stake in Basic. After giving effect to the transaction, Ascribe holds an approximately 85% ownership stake in Basic. Under the terms of the agreement, the Notes include a make-whole guarantee to par value of $34 million if held to the one year anniversary of March 9, 2021. The make-whole is issued under a fund guarantee by Ascribe. "As a result of the acquisition, Basic is expected to almost double its EBITDA in 2020, significantly expand its client base, and improve the average credit quality of its customers. It will also acquire greater scale in the well servicing business in the US and position itself to realize cost savings to support future growth in EBITDA," commented Elena Nadtotchi, Moody's Senior Credit Officer. Affirmations: Issuer: Basic Energy Services, Inc. Corporate Family Rating, Affirmed Caa1 Probability of Default Rating, Affirmed Caa1-PD Senior Secured Regular Bond/Debenture, Affirmed Caa2 (LGD4) Outlook Actions: Issuer: Basic Energy Services, Inc. Outlook, Changed To Positive From Stable RATINGS RATIONALE Basic's Caa1 CFR reflects execution risks associated with the integration of the large acquired business and delivery of targeted cost savings and synergies in 2020. While the acquisition and its funding have clear credit benefits to Basic, the broader fundamental environment for oilfield services in the onshore US has deteriorated and looks to be challenged in 2020 because of weak commodity prices and expected lower capital spending by E&P companies. Therefore this transaction solidifies Basic's positioning within its Caa1 CFR and provides the potential for an upgrade if the company can deliver on its improved financial performance despite the fundamental headwinds. While Basic's services offerings largely relate to sustaining production rates or performing periodic maintenance on existing wells, the level of volumes and Basic's pricing power fluctuate with the level of activity in the E&P segment. In particular, customers ask for, and receive, pricing concessions during downturns, as evidenced in 2016 and the inherent high cyclicality of the business. Strong execution on the acquisition and improved operations should allow Basic to reduce its leverage to about 3x debt/EBITDA, compared to 7x in 2019 prior to the acquisition. The larger earnings base will also help to improve interest coverage to 2.9x EBITDA/interest in 2020 from 1.1x in 2019. Finally, the increased EBITDA should better support the capital structure pending a solid recovery in activity in the oil services sector, while FCF generation from 2021 will support the company's liquidity and help position the company for refinancing in 2023 and better manage the high cyclicality of its business. Basic's positive rating outlook reflects the expected improvement in Basic's fundamental credit profile with increasing interest coverage and decreasing leverage metrics. The ratings may be upgraded amid a steady improvement in operations, strong execution on the acquisition and decline in leverage to below 3.5x debt/EBITDA and a stronger liquidity position. The ratings could be downgraded if Basic's operational performance deteriorates further leading to weaker interest coverage of debt, with EBITDA/interest approaching 1x and its liquidity position weakening. The $300 million senior secured notes due 2023 are rated Caa2, one notch below the CFR reflecting the significant size of the secured ABL facility in the capital structure and assumes timely repayment of bridge loan extended by the largest shareholder to help fund the acquisition. Basic has an adequate liquidity profile, as reflected in its SGL-3 rating. Moody's expects Basic to generate negative free cash flow in 2020, however Basic will be able to fund its planned capital expenditures with cash balances and borrowings under its $120 million ABL facility, if necessary. The ABL facility has a springing covenant that will require the company to maintain a fixed charge coverage ratio of above 1x when excess availability is less than the greater of (i) 12.5% of the maximum borrowing amount and (ii) $15,000,000. Moody's does not expect the utilization of the credit facility to be high enough to make this covenant operational in the next twelve months. The company's assets are fully encumbered by the secured notes and the ABL facility, limiting the ability to raise cash through asset sales. The principal methodology used in these ratings was Global Oilfield Services Industry Rating Methodology published in May 2017. BLUE RIDGE SITE: Unsecured Creditors to Have 1% to 2% Recovery -------------------------------------------------------------- Debtor Blue Ridge Site Development Corporation of NC filed with the U.S. Bankruptcy Court for the Eastern District of North Carolina, Raleigh Division, a Disclosure Statement describing its Chapter 11 Plan of Reorganization dated Feb. 28, 2020. Class 3 General Unsecured Claims total $2,315,654. The Debtor will complete all work on its final project and then, after liquidating all its assets and after payment of Allowed Administrative Expenses and full payment of Class 1A Allowed Secured Claims, pay all remaining funds on hand to Allowed General Unsecured Claims on a Pro Rate basis. The Debtor does not anticipate more than a 1% to 2% payout to this class. Class 4 Ronald C. Bigger's interest in property of the Estate. Title to and ownership of all property of the estate will vest in the Debtor upon confirmation of the Plan, subject to all valid liens of Secured Creditors under the confirmed Plan. Liens of bifurcated Claims will be valid only to the extent of the Allowed Secured Amount of the Claim. Upon final cessation of all work and liquidation of all estate assets, the Debtor shall be dissolved and no equity interest will remain. The Debtor will complete all work on remaining projects. At this time, only the Panther Creek Project remains to be completed. The Debtor anticipates completing this project in late March or early April 2020, weather permitting. After the completion of this final project, the Debtor will liquidate its remaining assets by way of a public or private sale and shall petition the Court for approval of the said sale. All net funds received from the asset sale shall be deposited into the DIP account for payment to creditors. The Debtor anticipates that it will have approximately $140,000 to $160,000 net funds remaining after completion of the Panther Creek Project and receipt of its final invoice. The Debtor expects to receive $10,000 to $12,000 net funds from the liquidation of remaining assets. A full-text copy of the Disclosure Statement dated Feb. 28, 2020, is available at https://tinyurl.com/tvqysoj from PacerMonitor at no charge. About Blue Ridge Site Blue Ridge Site Development Corporation of NC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No.19-04528) on Oct. 1, 2019. At the time of the filing, the Debtor disclosed assets of between $500,001 and $1 million and liabilities of the same range. Judge Stephani W. Humrickhouse oversees the case. The Debtor is represented by Danny Bradford, Esq., at Paul D. Bradford, PLLC. BROADBAND NATION: Seeks to Hire Goe Forsythe as Legal Counsel ------------------------------------------------------------- Broadband Nation LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Goe Forsythe & Hodges LLP as its legal counsel. As counsel, Goe Forsythe will render these professional services: (a) advise and assist the Debtor with respect to compliance with the requirements of the U.S. Trustee; (b) advise Debtor regarding matters of bankruptcy law, including the rights and remedies of the Debtor regarding its assets and with respect to the claims of creditors; (c) represent the Debtor in any proceedings or hearings in the bankruptcy court and in any action in any other court where the Debtor's rights under the Bankruptcy Code may be litigated or affected; (d) conduct examination of witnesses, claimants or adverse parties and assist in the preparation of reports, accounts and pleadings; (e) advise the Debtor concerning the requirements of the bankruptcy court and applicable rules; (f) assist the Debtor in the negotiation, formulation, confirmation and implementation of a Chapter 11 plan of reorganization; (g) make any bankruptcy court appearances; and (h) provide other legal services in connection with the Debtor's Chapter 11 case. The hourly rates for Goe Forsythe's attorneys and paralegals are: Partners $495 Associate $295 to $405 Of counsel $375 Paralegals $185 to $195 Robert Goe, Esq., a partner at Goe Forsythe, represents that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Goe Forsythe may be reached at: 18101 Von Karman Ave., Ste. 1200 Irvine, CA 92612 Telephone: (949) 798-2460 Facsimile: (949) 955-9437 Email: rgoe@goeforlaw.com About Broadband Nation LLC Broadband Nation LLC, a limited liability company located at 2392 Morse Ave., Irvine, Calif., sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 20-10372) on Feb. 1, 2020. At the time of the filing, the Debtor estimated up to $50,000 in assets and between $10 million and $50 million in liabilities. The petition was signed by Bruce Elieff, manager. Goe Forsythe & Hodges LLP is the Debtor's counsel. Judge Mark S. Wallace is assigned to the case. CALIFORNIA RESOURCES: Cuts Capital to Mechanical Integrity Level ---------------------------------------------------------------- California Resources Corporation said it is reducing its capital investment due to recent changes in the commodity market to a level that maintains the mechanical integrity of its facilities to operate them in a safe and environmentally responsible manner. CRC has effectively ceased investment in its internally funded field development and growth projects until the company sees a higher degree of market clarity. The company was already on pace to invest less than $35 million of internally funded capital in the first quarter. Additionally, CRC has monetized all of its crude oil hedge positions following the first quarter to enhance the company's flexibility in this volatile time period. These sales along with expected March hedge settlements are raising approximately $76 million and monetizing the maximum spread in the Company's put-spread hedge positions. Todd Stevens, president and CEO of CRC, noted, "In response to the effects on global demand from the Coronavirus and proposed global supply increases, we are immediately reducing our capital investment to a level that maintains our operations in a safe and responsible manner. We have experienced this type of price drop previously and will implement our low-price playbook, just as we did in 2016. CRC plans to exercise strong financial discipline to aid liquidity. We plan to continue building our economically viable drilling inventory and designing the Elk Hills carbon capture and sequestration project and other ongoing sustainability projects. We believe these events are transitory in nature and have high confidence in the revenue generating potential of our low-decline assets." About California Resources California Resources Corporation -- http://www.crc.com/-- is an oil and natural gas exploration and production company headquartered in Los Angeles, California. CRC operates its resource base exclusively within the State of California, applying complementary and integrated infrastructure to gather, process and market its production. California Resources reported a net loss attributable to common stock of $28 million for the year ended Dec. 31, 2019, compared to net income attributable to common stock of $328 million for the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had $6.96 billion in total assets, $709 million in total current liabilities, $4.87 billion in long-term debt, $146 million in deferred gain and issuance costs, $720 million in other long-term liabilities, $802 million in redeemable noncontrolling interests, and total deficit of $296 million. * * * In March 2019, S&P Global Ratings affirmed its 'CCC+' issuer credit rating on California Resources Corp. The affirmation reflects S&P's expectation that CRC will continue to support its liquidity by balancing its spending with its cash flow, selling non-core assets, and potential for joint ventures in 2019 as mentioned in the Company's fourth quarter conference call. In November 2017, Moody's Investors Service upgraded California Resources' Corporate Family Rating (CFR) to 'Caa1' from 'Caa2' and Probability of Default Rating (PDR) to 'Caa1-PD' from 'Caa2-PD'. Moody's said the upgrade of CRC's CFR to 'Caa1' reflects CRC's improved liquidity and the likelihood that it will have sufficient liquidity to support its operations for at least the next two years at current commodity prices. CHAMPION BLDRS: Scott Buying Trailer for $6K -------------------------------------------- Champion Bldrs., LLC, asks the U.S. Bankruptcy Court for the District of Kansas to authorize the sale of its personal property, specifically a 30' long goose neck trailer, VIN 1F9FS302811191002, to Tyson Scott for $6,000. Pursuant to a Motion and Notice of Intended Sale of Personal Property, filed on Dec. 12, 2018, the Debtor gave notice of its sale at public auction by Bud Palmer Auction on Jan. 23, 2019 in Topeka, Kansas, of the Trailer. At said auction, Scott, appeared and was the highest bidder for the Trailer. Bud Palmer has been appointed by the Court as auctioneer for the estate and sold to Scott the Trailer. The Debtor asks the Court for a summary Order approving sale of the Trailer to Scott, for trailer titling purposes, free and clear of liens and encumbrances of record. The Purchaser: Tyson Scot 5400 NW Arroyo Drive Topeka, KS 66618 About Champion Bldrs. Champion Bldrs, LLC, based in Topeka, KS, filed a Chapter 11 petition (Bankr. D. Kan. Case No. 18-12175) on Nov. 6, 2018. In the petition signed by Greg L. Murray, president/manager, the Debtor disclosed $1,964,150 in assets and $3,411,715 in liabilities. The Hon. Robert E. Nugent oversees the case. Edward J. Nazar, Esq., at Hinkle Law Firm LLC, serves as bankruptcy counsel. CHIMNEY HILL: Seeks Court Approval to Hire Real Estate Brokers -------------------------------------------------------------- Chimney Hill Properties Ltd. seeks permission from the U.S. Bankruptcy Court for the Central District of California to employ TheAgencyRE and Normand & Associates as real estate brokers for a general listing of its real property located at 1013 N. Beverly Drive, Beverly Hills, Calif. The proposed brokers, pursuant to a listing agreement, will market the property for sale. The Debtor agreed to compensate the brokers at a contingency fee of 2.5 percent of the gross sales price, subject to the consummation of the sale. The Debtor relates that the brokers are "disinterested persons" as that term is defined in Section 101(14) of the Bankruptcy Code. The brokers may be reached through: Mauricio Umansky Santiago Arana TheAgencyRE 331 Foothill Road, Suite 100 Beverly Hills, CA 90210 Phone: 424.230.3701/424.230.3700 Email: MUmansky@TheAgencyRE.com Santiago@TheAgencyRE.com -- and -- Myra Normand Rochelle Maize Normand & Associates 421 N. Beverly Drive Ste. 200 Beverly Hills, CA 90210 Office: 310.888.3333/310.888.3367 Fax: 310.278.9900 Email: myranourmand@nourmand.com Rochelle@RochelleMaize.com About Chimney Hill Properties Chimney Hill Properties, Ltd is a privately held real estate company based in Beverly Hills, Calif. Its principal asset is a luxury parcel of real property located at 1013 N. Beverly Drive. Chimney Hill Properties sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 19-24257) on Dec. 5, 2019. At the time of the filing, the Debtor disclosed assets of between $10 million and $50 million and liabilities of the same range. Judge Vincent P. Zurzolo oversees the case. The Debtor tapped Friedman Law Group, P.C. and Shenson Law Group PC as its legal counsel, and Hahn Fife & Company, LLP as its accountant. CYBER SOLUTIONS: Seeks to Hire David J. Winterton as Legal Counsel ------------------------------------------------------------------ Cyber Solutions Inc. seeks permission from the U.S. Bankruptcy Court for the District of Nevada to employ David J. Winterton & Assoc., Ltd. as its legal counsel. As the Debtor's counsel, David J. Winterton will attend hearings; file required schedules and papers; prepare a disclosure statement and plan of reorganization; advise the Debtor; and perform any other representation necessary to reorganize the Debtor. The terms of the firm's employment provide that certain attorneys and others personally within the firm will accept an initial retainer payment of $2,500 and undertake the representation of the Debtor at the standard hourly rates of $250 to $400 per hour, with paralegal at the rate of $150 per hour. David J. Winterton is a disinterested party, according to court filings. The firm may be reached at: David J. Winterton & Assoc., Ltd. 7881 W. Charleston Blvd., Suite 220 Las Vegas, Nevada 89117 About Cyber Solutions Inc. Cyber Solutions Inc., with principal place of business at 3945 N. Patrick Lane, Unit C, Las Vegas, sought Chapter 11 petition (Bankr. D. Nev. Case No. 20-10240) on Jan. 16, 2020. At the time of the filing, the Debtor estimated between $100,000 and $500,000 in both assets and liabilities. The petition was signed by Barbara Trickles, authorized representative. David Winterton & Associates, Ltd., represents the Debtor. Judge Bruce T. Beesley is assigned to the case. DONALD B. BURNHAM: $154K Sale of North Port Property to Tosi Okayed ------------------------------------------------------------------- Judge Michael G. Williamson of the U.S. Bankruptcy Court for the Middle District of Florida authorized Donald Raymond Burnham and Alice Ann Burnham's sale of the real property located at 3481 Nekoosa St., North Port, Sarasota County, Florida to Matthew and Lyn Tosi Revocable Trust for $153,842, pursuant to their "As Is" Residential Contract for Sale and Purchase. The sale is free and clear of liens, claims, interests, encumbrances, and security interests of any nature or kind, all of which will attach to the proceeds of the sale. The proceeds of the sale, after payment of regular and ordinary closing expenses, will be held in the trust account of the Debtors' counsel pending further Court order. The Debtor is authorized to pay all broker's fees, liens, and all other ordinary and necessary closing expenses normally attributed to a seller of real estate at closing. The 14-day stay required under Bankruptcy Rule 6004(h) will be waived. Within 10 days from the closing of the sale, the Debtors will file a copy of the closing statement with the Court. A hearing on the Motion is set for Feb. 12, 2020. Donald Raymond Burnham and Alice Ann Burnham sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 15-11110) on Nov. 2, 2015. DOUCE FRANCE: Cash Collateral Hearing Continued to April 2 ---------------------------------------------------------- Judge Hannah L. Blumenstiel of the U.S. Bankruptcy Court for the Northern District of California authorized Douce France's use of cash collateral to continue operating its business. The hearing on the Motion is continued to April 2, 2020 at 10:00 a.m. Opposition to the Motion must be filed by March 23. As to Heritage Bank of Commerce, the bankruptcy judge ruled as follows: (a) The Debtor will provide Heritage Bank with an unredacted list of accounts receivable and an unredacted customer list on or before the 10th day of each month. (b) On 10 days' notice, the Debtor will permit Heritage to conduct an inspection of Debtor's premises; an appraisal; and an audit of Debtor's books, records, inventory, and tangible equipment; visits to Debtor's premises limited to 60 minutes each. (c) The Debtor will make adequate protection payments to Heritage Bank in the amount of $800/month, beginning April 2020. (d) The Debtor will grant Heritage Bank a replacement lien on Debtor's assets to the same extent and priority as Heritage Bank's lien on Debtor's pre-petition assets. (e) The Debtor will operate in accordance with its budget subject to a 10% variance. The Debtor may carry any budget surplus forward to subsequent months. A copy of the Order is available free of charge at https://is.gd/ok6nnX from PacerMonitor.com. About Douce France Douce France creates bakery products using a traditional French European baking style, and sells its products wholesale to stores, hotels and markets. The company filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 20-30095) on Jan. 29, 2020. The petition was signed by Mauro R. Ferreira, chief executive. The case is assigned to Judge Hannah L. Blumenstiel. The Fox Law Corporation, Inc., represents the Debtor. At the time of filing, the Debtor had $100,001 to $500,000 in estimated assets and $500,001 to $1 million in estimated liabilities. EL SAN JUAN CITY: Seeks to Hire Gary J. Wachtel as Special Counsel ------------------------------------------------------------------ El San Juan City Island on 5th Ave., LLC seeks permission from the U.S. Bankruptcy Court for the Southern District of New York to employ Gary Wachtel, Esq., as its special counsel. Mr. Wachtel will (i) advise the Debtor in all aspects regarding its rights and duties under its commercial lease, (ii) take all legal actions necessary to protect and preserve the Debtor's interest in its lease and (iii) seek to reinstate the lease. The Debtor will compensate Mr. Wachtel at his hourly rate of $575. The Debtor paid Mr. Wachtel a $5,000 pre-bankruptcy retainer. Mr. Wachtel is "disinterested" as the term is defined in Section 327 of the the Bankruptcy Code, according to court filings. About El San Juan City Island on 5th Ave El San Juan City Island on 5th Ave, LLC operates a restaurant located at 1429 5th Ave., N.Y. The company filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 20-10103) on Jan. 16, 2020. It is represented by Ortiz & Ortiz, LLP. ENLINK MIDSTREAM: Fitch Cuts LongTerm IDR to BB+, Outlook Negative ------------------------------------------------------------------ Fitch Ratings has downgraded EnLink Midstream, LLC's and EnLink Midstream Partners, LP's Long-Term Issuer Default Rating from 'BBB-' to 'BB+' and senior unsecured rating from 'BBB-' to 'BB+'/'RR4', and EnLink Midstream Partners, LP's preferred equity rating to from 'BB' to 'BB-'/'RR6'. The Rating Outlook remains Negative. The downgrades and Negative Outlook reflect higher near-term leverage in 2020 and 2021, predominately driven by lower than previously anticipated volume growth in its main operating segment, Oklahoma, as well as EnLink not lessening business risk by some measure as it approaches its first year (since Fitch's coverage inception) without minimum volume commitments (MVC) from its major 'BBB'-rated counterparty, Devon Energy (DVN; BBB/Stable), Fitch calculated ENLC's leverage (adjusted debt/EBITDA) to be approximately 5.0x in 2019 and forecasts leverage to be above 5.0x in 2020 and 2021. Fitch previously projected leverage to trend below 5.0x beginning in 2021. While Fitch notes that ENLC has taken steps to increase its FCF by reducing distribution by approximately 35% to $0.75/unit and 2020 capex, its main operating segment in Oklahoma will remain challenged by the declining drilling activities in the STACK play, including significant reduction in 2020 capex from its major counterparty, DVN, and an unfavorable commodities price environment. Further, increased uncertainties around producer activities in Oklahoma, coupled with the upcoming roll-off of DVN's MVC in the STACK at the end of 2020, heightens ENLC's overall volumetric risk in the near term. ENLC's LT IDR and senior unsecured rating are reflective of ENLC's 100% common units ownership of EnLink Midstream Partners, LP (ENLK; BB+/Negative). ENLC is the parent of ENLK. The ratings are also based on the debt guarantees (not cross-guarantees) that are in place between ENLK and ENLC for ENLC's senior unsecured debt. The senior unsecured notes under ENLC are guaranteed by ENLK and are ranked pari passu with all existing and future senior unsecured debt under ENLK. Additionally, the existing ENLK Series B and Series C preferred units at ENLK are subordinated to ENLK's debt and ENLC's senior unsecured credit facility, term loan and proposed notes. KEY RATING DRIVERS Leverage Remains High: Fitch forecasts ENLC's leverage (total debt with equity credit to adjusted EBITDA) to be above 5.0x in 2020 and 2021, above the negative rating sensitivity of 5.0x. The elevated leverage is primarily driven by lower than previously anticipated volume growth in its main operating segment, Oklahoma. An unfavorable commodities prices environment could continue to pose headwinds for ENLC and pressure ENLC toward the low end of its EBITDA guidance. Nonetheless, Fitch recognizes that ENLC has taken the steps needed to increase its ability to self-fund a lighter capex program (management guided total capex of $315 million-$425 million) in the near term following the distribution and capex reduction. Oklahoma Headwind: Fitch believes that the Oklahoma segment will continue to be challenging for ENLC driven by slower producer activities and unfavorble commodities price environment. Its major counterparty, DVN, significantly reduced its 2020 capital allocation in the STACK play by 75%. Further, ENLC's 2020 volume growth in Oklahoma is projected to be largely propelled by single basin producers, whose drilling activities are more prone to swing in commodities prices. Fitch views that ENLC's performance in Oklahoma will lean toward the low end of management's segment profit guidance. While ENLC is expected to receive $55 million-$65 million under its MVC contracts with DVN in Oklahoma, the MVC is rolling off at the end of 2020, heightening the volumetric risk in the Oklahoma segment starting in 2021. Permian and Louisiana Assets Growth: ENLC's diversification in the Permian and Louisiana allows the company to offset declining operating results in Oklahoma and Barnett. ENLC has grown its assets significantly in the Permian and Louisiana in recent years, as Louisiana generated more cash flow than the Barnett and became the second largest segment in 2019. ENLC's Tiger plant and midland projects in the Permian are expected to be completed in 2020, boosting throughput volumes in the region as they become in-service. ENLC also has long-term contracts with high quality producer customers in the Permian that have a plan to ramp up drilling activities in the near term. Within Louisiana, ENLC has built an integrated gas and NGL pipeline network that has interconnectivity to key export markets near the Gulf Coast. The recently expanded Cajun-sibon pipeline system would also provide additional volume to the fractionators in the region as well. Counterparty and Volumetric Exposure: Counterparty risk is a concern for ENLC and generally across most G&P operators in the midstream sector, given the exposure to non-IG producer customers. One of ENLC's customers, WhiteStar Petroleum (NR), filed for bankruptcy during 2Q19, and there was no recovery under a contract that originally was a multi-year MVC. However, Fitch continues to view the counterparty risk for ENLC as limited, given that ENLC is largely exposed to IG-quality counterparties. Another key risk that ENLC faces given its contract structure is volumetric risk. This risk further increases starting in 2021 as the MVC with DVN expires at the end of 2020. While ENLC also holds some MVC with its other producer customers as part of their fixed-fee contracts, Fitch expects there is an immaterial amount of deficiency payment across those customers under its rating case. Acreage Dedication: ENLC's term periods for dedications are all long term; however, some of those expiry years are relevant for consideration of credit strength. The increased competitive landscape at the Permian is also likely to pressure these contracts to be renewed at a less favorable rate that could result in much lower cash flow. Fee-based Cash Flow: Fitch expects ENLC will continue to generate 90% of its gross margin from fee-based services in 2020. G&P operations in the Permian and Oklahoma are further underpinned by long-term, fee-based contracts. ENLC has historically exhibited a strong focus on fee-based contracts to mitigate commodity price volatility. Private Equity Sponsor Relationship: There are some uncertainties around ENLC's future capital structure under the new executive leadership, particularly in relation to pursuing future growth opportunities in its partnership with private equity sponsor Global Infrastructure Partner (GIP). Projects or acquisitions that require sizable funding would put further stress on ENLC's balance sheet in the absence of a balanced funding mix between debt and equity. The Duty of ENLCs Managing Member: ENLC's managing member, under the operating agreement of EnLink Midstream, LLC, is required to act in good faith. However, this agreement puts any acts as outside any other standard in Delaware law. The managing member has initiated in the past, and may initiate in the future (given the challenges facing ENLC) actions that affect credit quality at ENLC. Parent Subsidiary Linkage: Fitch considers the consolidated credit profile of ENLC and ENLK under its Parent Subsidiary Ratings Linkage Criteria for the existing ratings of these two entities. ENLK exhibits a stronger credit profile considering that it is the operating subsidiary where the assets are located and cash flow is generated. The existing ENLC's unsecured revolver, term loan and proposed notes are guaranteed by ENLK and are ranked pari passu to the existing debt at ENLK. Accordingly, Fitch also views the legal and operational ties to be strong between the two entities. ESG: ENLC and ENLK have a relevance score of 4 for Group Structure and Financial transparency given their complex group structure, with private levered holding company owning its general partner. This has a negative impact on the credit profile and is relevant to the rating in conjunction with other factors. DERIVATION SUMMARY With respect to ENLC, the best comparable among the gathering and processing-focused entities is Western Midstream Partners, LP (WES; BBB-/Negative). Both companies have similar degree of geographic diversification (moderate diversification) and customer concentration. Fitch views WES to be larger by EBITDA size and has been historically strongly positioned in its rating category with lower leverage. Fitch projects WES' leverage to be 4.6x - 4.8x at YE 2020, compared to ENLC's leverage of above 5.0x at YE 2020. Relative to other single basin Private Equity-backed G&P peers in the Permian such as Brazos Delaware LLC (B-/Negative) and Lucid Energy (B+/Negative), ENLC exhibits much larger size and is more geographically diversified. These single basin G&P companies operate at much higher leverage in the near term and have a concentrated stream of cash flow under limited scale of operation and geographic presence. KEY ASSUMPTIONS -- Declining operating results in the Barnett to be offset by strong performance in the Permian and Louisiana; -- Oklahoma segment profit at the low end of the management guidance of $435 million-$455 million; -- 2020 growth capex aligns with updated management guidance of $275 million-$375 million; maintenance capex $40 million -$50 million -- Distribution remains level in forecast year. -- Henry Hub prices flat at $2.50/mcf; WTI oil price of $57.50 in 2020, and $55 from 2021 onward across Fitch current price deck forecast. RATING SENSITIVITIES Developments That May, Individually or Collectively, Lead to Positive Rating Action -- Leverage and distribution coverage sustained below 4.8x and above 1.1x underpinned by stable segment performances; Developments That May, Individually or Collectively, Lead to Negative Rating Action -- A significant change in cash flow stability, including a move away from the current profile of fee-based profits that could lead to a negative rating action; -- Leverage above 5.8x on a sustained basis and/or distribution coverage consistently below 1.1x. LIQUIDITY AND DEBT STRUCTURE Liquidity Adequate: As of Dec. 31, 2019, the company had $350 million borrowings outstanding under its $1.75 billion revolving credit facility that matures in January 2024. This facility contains a leverage covenant maximum of 5.0x for consolidated indebtedness to consolidated EBITDA (each term as defined, and where EBITDA includes EBITDA from certain capital expansion projects) and consolidated indebtedness excludes the existing and currently contemplated preferred securities. The maximum leverage level may rise from 5.0x to 5.5x for four quarters following an acquisition (with the rise subject to limitations). ENLC was in compliance with its covenant as of Dec. 31, 2019 and is expected to remain in compliance under Fitch's forecast period. Fitch expects ENLC will continue to largely fund its modest capex program with its internally generated cash flow in the near term. ENLC's nearest debt maturities is its $850 million that comes due in December of 2021. SUMMARY OF FINANCIAL ADJUSTMENTS Fitch applied 50% equity credit to ENLK's preferred convertibles. ESG CONSIDERATIONS ESG: ENLC and ENLK have a relevance score of 4 for Group Structure and Financial transparency given their complex group structure, with private levered holding company owning its general partner. This has a negative impact on the credit profile and is relevant to the rating in conjunction with other factors. EVENTIDE CREDIT: Committee Taps Cole Schotz as Legal Counsel ------------------------------------------------------------ The official committee of unsecured creditors of Eventide Credit Acquisitions, LLC received approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Cole Schotz P.C. as its legal counsel. As counsel to the committee, Cole Schotz will: (i) advise the committee with respect to its rights, duties, and powers in the Debtor's Chapter 11 case; (ii) assist and advise the committee in its consultations with the Debtor relative to the administration of the case; (iii) assist the committee in analyzing claims of creditors and the Debtor's capital structure and in negotiating with holders of claims; (iv) assist the committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtor, and its insiders and affiliates, and of the operation of the Debtor's business; (v) assist the committee in its investigation of the liens and claims of the Debtor's lenders and the prosecution of any claims or causes of action revealed by said investigation; (vi) assist the committee in its analysis of, and negotiations with, the Debtor or any third-party concerning matters related to, among other things, the assumption or rejection of leases of non-residential real property and executory contracts, asset dispositions, financing or other transactions, and the terms of one or more plans of reorganization for the Debtor and accompanying disclosure statements and related plan documents; (vii) assist the committee in communicating with unsecured creditors; (viii) represent the committee at hearings and other proceedings; (ix) review and analyze applications, orders, statements of operations and schedules filed with the court and advise the committee as to their propriety; (x) prepare pleadings and applications; (xi) provide other legal services in connection with the Debtor's case. Cole Schotz will be compensated for its legal services on an hourly basis in accordance with the firm's ordinary and customary hourly rates in effect on the date the services are rendered. The firm will also be reimbursed for out-of-pocket expenses incurred. Michael D. Warner, a member at Cole Schotz P.C., represents that Cole Schotz (i) does not represent any other entity having an adverse interest to the Committee, the Debtor, its estate, or any other party-in-interest in connection with the Debtor's case, and (ii) has no connection with the U.S. Trustee or any other person employed in the office of the U.S. Trustee. Cole Schotz is disinterested within the meaning of section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Warner discloses that there are no alternative fee arrangements from customary billing and that no professional varies his or her rate based on geographic location. The firm may be reached through: Michael D. Warner, Esq. Cole Schotz P.C. 301 Commerce Street, Suite 1700 Fort Worth, TX 76102 Telephone: (817) 810-5265 Facsimile: (817) 977-1611 Email: mwarner@coleschotz.com About Eventide Credit Eventide Credit Acquisitions, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 20-40349) on Jan. 28, 2020. At the time of the filing, the Debtor estimated assets of between $50 million and $100 million and liabilities of between $1 million and $10 million. The petition was signed by Drew McManigle, manager. Judge Edward L. Morris oversees the case. Bernard R. Given, II, Esq., at Loeb & Loeb LLP, is the Debtor's legal counsel. FERRELLGAS PARTNERS: Reports $48.2 Million Net Earnings in Q2 ------------------------------------------------------------- Ferrellgas Partners, L.P. and its subsidiaries filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting net earnings attributable to the Company of $48.2 million on $510.83 million of total revenues for the three months ended Jan. 31, 2020, compared to net earnings attributable to the Company of $43.34 million on $573.38 million of total revenues for the three months ended Jan. 31, 2019. For the six months ended Jan. 31, 2020, Ferrellgas reported net earnings attributable to Ferrellgas Partners of $2.86 million on $804.05 million of total revenues compared to a net loss attributable to the Company of $13.67 million on $925.68 million of total revenues for the same period a year ago. As of Jan. 31, 2020, the Company had $1.47 billion in total assets, $754.88 million in total current liabilities, $1.73 billion in long-term debt, $84.55 million in operating lease liabilities, $45.26 million in other liabilities, and a total partners' deficit of $1.14 billion. The Company's propane operations reported that total gallons sold for the quarter were 305.3 million, down slightly from 309.7 million gallons in the prior year. Margin cents per gallon were 4.0¢, or 5.2 percent, higher than the prior year in part due to wholesale propane prices that were approximately 30 percent lower than the prior year. The Company continues its aggressive operating strategies in gaining market share. This strategic focus resulted in over 18,000 new customers, or approximately 3 percent more than prior year. Additionally, the Company's current Blue Rhino tank exchange sales locations have increased over 7 percent from prior year to over 57,500 locations. Operating expense increased $7.0 million despite the reduced volumes which resulted primarily from weather in the month of January that was 15.3 percent warmer than prior year. As previously announced, the Company indefinitely suspended its quarterly cash distribution as a result of not meeting the required fixed charge coverage ratio contained in the senior unsecured notes due June of 2020. Additionally, Ferrellgas has engaged Moelis & Company LLC as its financial advisor and the law firm of Squire Patton Boggs LLP to assist in its ongoing process to address its upcoming debt maturities. The Company does not intend to comment further on its progress in this regard or on potential options until further disclosure is appropriate or required by law. For that reason, and in view of the information the Company otherwise makes available in earnings releases and quarterly and annual reports, the Company has suspended the practice of holding conference calls with investors, analysts and other interested parties in connection with periodic reporting of financial results for completed periods. Ferrellgas Partners has $357.0 million in unsecured notes due June 15, 2020 that are classified as current in the condensed consolidated financial statements. The ability of Ferrellgas Partners to restructure, refinance or otherwise satisfy these notes is uncertain considering the level of other outstanding indebtedness. The Company said, "Given these concerns, Ferrellgas Partners believes there is substantial doubt about the entity's ability to continue as a going concern. Ferrellgas has engaged Moelis & Company LLC as its financial advisor and the law firm of Squire Patton Boggs LLP to assist in our ongoing process to address our upcoming debt maturities. The outcome of Ferrellgas' debt reduction strategy continues to remain uncertain." A full-text copy of the Form 10-Q is available for free at: https://is.gd/kFMMBw About Ferrellgas Ferrellgas Partners, L.P. (www.ferrellgas.com), through its operating partnership, Ferrellgas, L.P., and subsidiaries, serves propane customers in all 50 states, the District of Columbia, and Puerto Rico. Ferrellgas reported net loss of $64.54 million for the year ended July 31, 2019, a net loss of $256.82 million for the year ended July 31, 2018, and a net loss of $54.50 million for the year ended July 31, 2017. * * * As reported by the TCR on Oct. 22, 2019, S&P Global Ratings lowered its issuer credit rating on Ferrellgas Partners L.P. (Ferrellgas) to 'CCC-' from 'CCC'. The downgrade is based on S&P's assessment that Ferrellgas' capital structure is unsustainable given the upcoming maturity of its $357 million notes due June 2020. FIRSTENERGY SOLUTION: Plan Declared Effective Feb. 27 ----------------------------------------------------- The effective date of the amended joint Chapter 11 plan of reorganization of FirstEnergy Solutions Corporation and its debtor-affiliates occurred on Feb. 27, 2020. The U.S. Bankruptcy Court for the Northern District of Ohio confirmed the Debtors' amended Chapter 11 plan on Oct. 16, 2019. Pursuant to the confirmation order, the settlement, release, injunction, exculpation and related provisions are no in full effect. All final requests for professional fee claims incurred during the period from the Debtors' petition date through the effective date must be filed no later than April 27, 2020. A full-text copy of the Eighth Amended Joint Plan of Reorganization dated Oct. 14, 2019, is available at https://tinyurl.com/y6zezyvd from PacerMonitor.com at no charge. About FirstEnergy Solutions Akron, Ohio-based FirstEnergy Solutions, Corp. (FES) is a subsidiary of FirstEnergy Corp (NYSE:FE). FES -- http://www.firstenergycorp.com/-- provides energy-related products and services to retail and wholesale customers; and owns and operates 5,381 MWs of fossil generating capacity through its FirstEnergy Generation subsidiaries. FES also owns 4,048 MWs of nuclear generating capacity through its FirstEnergy Nuclear Generation subsidiary. Nuclear generating plants are operated by FirstEnergy Nuclear Operating Company (FENOC), which is a separate subsidiary of FirstEnergy Corp. On March 31, 2018, FirstEnergy Solutions and 6 affiliates, including FENOC, each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. N.D. Ohio Lead Case No. 18-50757). The cases are pending before the Honorable Judge Alan M. Koschik and their cases be jointly administered under Case No. 18-50757. Parent company, First Energy Corp. and its other subsidiaries, including its regulated subsidiaries, are not part of the filing and will not be subject to the Chapter 11 process. First Energy Corp. listed $42.2 billion in total assets against $4.07 billion in total current liabilities, $21.1 billion in long-term debt and other long-term obligations and $13.1 billion in non-current liabilities as of Dec. 31, 2017. The Debtors tapped Akin Gump Strauss Hauer & Feld LLP as bankruptcy counsel; Brouse McDowell LPA as co-counsel; Lazard Freres & Co. as investment banker; Alvarez & Marsal North America, LLC, as restructuring advisor and Charles Moore as chief restructuring officer; and Prime Clerk as claims and noticing agent. The Debtors also tapped Willkie Farr & Gallagher LLP, Hogan Lovells US LLP and Quinn Emanuel Urquhart & Sullivan, LLP as special counsel. The U.S. Trustee for Region 9 appointed an official committee of unsecured creditors on April 12, 2018. Milbank, Tweed, Hadley & McCloy LLP and Hahn Loeser & Parks LLP serve as counsel to the committee. FLO-TECH INC: Tedford's $725K Sale of Glendale Property Approved ---------------------------------------------------------------- Judge Brenda K. Martin of the U.S. Bankruptcy Court for the District of Arizona authorized the Residential Resale Real Estate Purchase Contract of Thomas Tedford, an affiliate of Flo-Tech, Inc., with Ronald Jensen regarding the sale of his real property located at 24246 N. 43rd Avenue, Glendale, Arizona for $725,000. The sale is free and clear from all liens, claims and interests including, without limitation, those liens, claims and interests listed on the title commitment, as well as the lien of claim of the Internal Revenue Service pursuant to the Notice of Federal Tax Lien filed with the Maricopa County Recorder's Office at Rec. Doc. No. 2019-0353924 in the amount of $79,052 plus accrued and accruing statutory interest. In connection with the sale, the Purchaser will close escrow in accordance with the terms and provisions of the Purchase Contract and the Order and the sale will close by Feb. 18, 2020 unless the parties agree to extend the closing. A real estate broker's commission in the amount of $21,750 is authorized to be paid from the sale proceeds at the close of escrow to Venture REI, LLC, the Debtor's Broker, and $21,750 to Swallows & Associates Realty, the Purchaser's Broker. American Title Service Agency, LLC is authorized to issue title insurance on the sale and to close escrow on the sale of the Property in accordance with the terms and conditions of the Purchase Contract and the Order, to satisfy, from the sale proceeds, the seller's share of all customary closing costs, including title insurance costs, commissions, inspection fees, recording fees, and escrow fee, and to disburse the sale proceeds as follows: a. Payment of closing costs as described herein and reflected on the Combined Closing Statement; b. Payment to Maricopa County Assessor’s Office for taxes due on the Property of $4,043; c. Payment to Venture REI in the amount of $21,750 and payment to Swallows & Associates in the amount of $21,750. d. Payment to Weststar Pacific Mortgage in the amount of $525,647 related to the Sale Agreement recorded with the Maricopa County Recorder's Office at Rec. Doc. 2014-0335879. e. Payment to Patricia M. Noel in the amount of $27,500 related to the Stipulation for Claim Treatment with Secured Creditor Patricia M. Noel; and f. Payment to Keery McCue, PLLC for the remaining net proceeds from the Sale, to be held in KM's IOLTA trust account until further order of the Court. The Court does not make any determination as to the validity or extent of the IRS' liens. Accordingly, the Sale is approved without prejudice to: (i) the lien and claim of the Internal Revenue Service pursuant to the NTFL in the amount of $79,052 plus accrued and accruing statutory interest, and any arguments the IRS wishes to raise regarding the sale, other than whether the Purchaser was a good faith purchaser for value; and (ii) any defenses that the Debtor may have with regard to the validity, priority, enforceability and/or extent of the lien pursuant to the NFTL, all of which the Debtor has expressly reserved on the record before the Court. The Order is a final order pursuant to Fed. R. Bankr. P. 8001. The 14-day stay imposed by Fed. R. Bankr. P. 6004(h) is waived and the sale of the Property may occur any time after the date of the Order. About Flo-Tech Inc. Formed in December 1994, Flo-Tech, Inc., is in the business of providing concrete floor repair, restoration and refinishing services. Flo-Tech has its principal place of business located in Phoenix, Maricopa County, Arizona. Thomas Tedford is the president, director and majority shareholder of Flo-Tech -- he owns 100% of the outstanding shares in Flo-Tech. Flo-Tech, Inc., filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 19-00460) on Jan. 15, 2019. The Debtor engaged Keery McCue, PLLC, as counsel. FLORIDA FIRST: Plan to be Funded by Stock Sale Proceeds ------------------------------------------------------- Debtor Florida First City Banks, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Florida, Pensacola Division, a Plan of Reorganization and a Disclosure Statement on Feb. 28, 2020. On Jan. 14, 2020, the Debtor and First City Bank of Florida entered into a Plan of Merger and Merger Agreement with Beach Community Bank. Pursuant to the Merger Agreement, the Debtor agreed to sell 100% of the shares of stock owned by the Debtor in First City Bank of Florida to Beach Community Bank for the sum of $100,000 to be followed by a merger of the Bank into Beach Community Bank and recapitalization in the amount of $20,000,000. The Plan proposes that the proceeds from the sale of the stock will be distributed to creditors in accordance with the provisions set forth in the Plan. Specifically, it is proposed that the proceeds will be paid to First National Bankers Bank who holds a lien on the stock being sold. The proceeds from the sale, whether to Beach Community or another bidder, will then be used to fund the Plan. Specifically, the proceeds will be paid to First National Bankers Bank, who holders a lien on the stock up to the full amount of its secured claim which totaled $5,759,433 on the date the petition was filed. Any surplus above that amount would be paid to unsecured creditors. Additionally, unsecured creditors will be paid the funds in the Debtor's bank accounts totaling approximately $3,500. If Beach Community Bank is the successful bidder, the shares of stock issued to the Debtor would be canceled and new shares would be issued to investors who would contribute $20,000,000.00 as new capital. The Bank would then merge with Beach Community Bank. A full-text copy of the Disclosure Statement dated Feb. 28, 2020, is available at https://tinyurl.com/qvtqfdz from PacerMonitor at no charge. About Florida First City Banks Florida First City Banks, Inc., a privately held company that operates in the banking industry, sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 20-30037) on Jan. 15, 2020. In the petition signed by Robert E. Bennett Jr., president, the Debtor disclosed total assets of $5,448,525 and total debt of $12,680,735. The Debtor tapped Wilson, Harrell, Farrington, Ford, Wilson, Spain Parsons, P.A., and Stichter, Riedel, Blain & Postler, P.A. as its legal counsel. G.D.S. EXPRESS: R.A.B. Trucking Buying G&M Assets for $52.4K ------------------------------------------------------------ G.D.S. Express, Inc. and its affiliates ask the U.S. Bankruptcy Court for the Northern District of Ohio to authorize the private sale of G&M Towing & Recovery, LLC's assets described in the Proposal to R.A.B. Trucking, Inc. for $52,365. Specifically, the Buyer will purchase the following: a. Three trailers for $14,000: (i) 2006 Trail Eze, 1DA72T0166P017954, (ii) 2001 Fontaine, 13N14830X11596423; and (iii) 2006 Fontaine Step Deck; b. 217 impounded units for $33,365. It will be only if all titles and/or documentation are present for each unit. If a customer comes to recover their unit, $155 will be deducted for each missing automobile and c. shop equipment for $5,000. G&M Towing rents space as an impound lot and provided towing, repossession and storage services for motor vehicles. Since the Petition Date, other than employing people to oversee and manage the impound lot, G&M Towing has not been operating. G&M Towing owns or has certain rights to the assets set forth in the Proposal, including certain equipment and impounded cars. G&M Towing does not currently own the impounded cars, but has certain statutory rights with respect to unclaimed vehicles, including filing an affidavit, notifying the owner and lienholders, and upon no response, obtaining a certificate of title. The process can be lengthy and costly. Typically, after obtaining ownership of vehicles, G&M Towing would, in the ordinary course of business, sell such vehicles for scrap. G&M Towing leases the space for the impound lot and is incurring administrative expenses with respect to the space and its limited employees working at the lot. By the Motion, the Debtors respectfully ask entry of the Order, authorizing the sale of the Assets in accordance with the Proposal free and clear of all liens, claims, interests and encumbrances, subject to the interests of the unclaimed vehicles, with all such liens and claims attaching to the proceeds of the sale. The Debtors will keep any proceeds related to the Sale of the Assets in segregated accounts. The Debtors' determination, in consultation with Northwest Bank, that the Proposal constitutes the highest and best offer for the Assets is a valid and sound exercise of their business judgment. The Debtors continue to incur significant administrative costs for the storage of the unclaimed vehicles and the limited equipment at the lot, including with respect to lease payments, employee wages, and workers’ compensation insurance. Because the Debtors are liquidating and there are no significant receivables, a fast sale of the Assets is more beneficial to the estate than a lengthy marketing process that will result in very little interest. Accordingly, under the circumstances, the private sale of the Assets as set forth in the Proposal maximizes the value of the Assets for the Debtors' estates. The Debtors believe it would be in the best interests of their estates to consummate the sale of the Assets as soon as practicable to avoid any additional time and resources being spent on the matter. As such, they ask that the Court waives the 14-day stay provided in Bankruptcy Rules 6004(h) and 6006(d). A copy of the Proposal is available at https://tinyurl.com/vctyxh4 from PacerMonitor.com free of charge. The Purchaser: R.A.B. TRUCKING, INC. Richard A. Bowling, President 1247 Eastwood Avenue Tallmadge, OH 44278 Telephone: (330) 724-2149 Facsimile: (330) 724-5677 E-mail: tona@rabtrucking.com About G.D.S. Express G.D.S. Express, Inc. -- http://www.gdsexpress.com/-- is a family-owned trucking company that provides services in 48 states, with general freight and garment-on-hangers service in both the U.S. and Mexico. It operates with 75 owner operators and 60 company trucks. Headquartered in Akron, Ohio, G.D.S. Express was founded in 1990 by Jack Delaney, a former Roadway Express executive. G.D.S. Express and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Lead Case No. 19-53034) on Dec. 27, 2019. At the time of the filing, G.D.S. Express had estimated assets of less than $50,000 and liabilities of between $1 million and $10 million. Judge Alan M. Koschik oversees the cases. Brouse McDowell, LPA is the Debtors' legal counsel. The U.S. Trustee for Region 9 appointed a committee of unsecured creditors on Jan. 15, 2020. The committee is represented by Levinson LLP. GFL ENVIRONMENTAL: S&P Raises ICR to 'B+' After IPO, Debt Reduction ------------------------------------------------------------------- S&P Global Ratings raised its ratings on waste services company GFL Environmental Inc., including its issuer credit rating on the company, by one notch to 'B+' from 'B'. At the same time, S&P removed the company from CreditWatch, where it was placed with positive implications Feb. 25, 2020. GFL raised about C$2.9 billion (US$2.2 billion) through its IPO and TEU offering that the company plans to use primarily to redeem debt outstanding, contributing to a meaningful reduction in leverage and higher FOCF generation. The upgrade primarily reflects GFL's plan to deploy most of the approximate C$2.9 billion of proceeds received from the recently completed IPO (about C$1.9 billion) and TEU issuance (about C$1.0 billion) to redeem debt outstanding. S&P anticipates this will result in adjusted debt-to-EBITDA of 5.5x-6.0x over the next couple of years, which is lower than its previously stated upgrade trigger. S&P also expects the lower debt level to meaningfully reduce interest costs and contribute to positive FOCF of more than C$100 million and EBITDA interest coverage at or above 3x by 2021. Furthermore, the planned redemption will improve GFL's maturity profile, with no meaningful repayment requirements expected until 2026. The stable outlook reflects S&P's expectation for the company to generate adjusted debt-to-EBITDA of 5.5x-6.0x and positive FOCF over the next couple of years. This primarily stems from the planned debt reduction with proceeds from the recently closed IPO and TEU offering along with S&P's expectation of low-single-digit organic revenue growth, stable profitability, and more conservative financial policies than the rating agency had previously assumed. "We could lower our ratings on the company within the next 12 months if adjusted debt-to-EBITDA increases above 6.5x on a pro forma basis, with poor prospects of deleveraging within the subsequent 12 months, or we expect EBITDA interest coverage to be below 2.0x. In our view, this could result from a higher level of acquisitions than we currently forecast, poor execution of integrating acquisitions, volume and pricing pressure from tough market conditions, or operating inefficiencies that contribute to weaker-than-expected earnings and cash flow," S&P said. "We could raise our ratings on GFL within the next 12 months if adjusted debt-to-EBITDA falls below 5x. This could occur if the company generates adjusted EBITDA margins and organic revenue growth higher than we forecast. In this scenario, we would also need to believe that GFL's acquisition strategy and financial policies would support credit measures at these stronger levels," the rating agency said. GIP III STETSON: Fitch Lowers IDR to B+, Outlook Negative --------------------------------------------------------- Fitch Ratings has downgraded GIP III Stetson I, L.P.'s and GIP III Stetson II, L.P.'s Issuer Default Rating to 'B+' from 'BB-and senior secured rating to 'B-'/'RR6' from 'BB-'/'RR3'. The Rating Outlook remains Negative. The downgrade reflects GIP Stetson's elevated leverage following ENLC's approximately 35% distribution cut, a move that improves FCF at ENLC but weakens GIP Stetson's credit profile. Fitch forecasts GIP Stetson's stand-alone leverage to be above 4.5x for 2020 and 2021, which is higher than Fitch's current negative rating sensitivity of 4.0x. The Negative Outlook reflects the operational headwind faced by GIP Stetson's investee EnLink Midstream LLC (ENLC, BB+/Negative) and the uncertainty around future cash flow distribution by ENLC. Additional distribution cut at ENLC stemming from further slowdown in producer activity in the near term will pressure leverage at GIP Stetson. The excess cash flow sweep provision mandated GIP Stetson to distribute 50% of its excess cash flow when leverage is between 2.5x and 5.0x. Moreover, GIP Stetson's ratings also consider the structural subordination of GIP Stetson's debt to ENLC's and ENLK's debt and preferred security. The rating also reflects GIP Stetson's profile of cash flow concentration, as the cash flow used to service GIP's term loan is solely dependent on dividends received from ENLC. Therefore, Fitch primarily assesses GIP Stetson's credit profile and metrics on its stand-alone financial characteristics with the recognition that GIP Stetson's earnings and cash flow are very much tied to ENLC's performance and equity distributions. KEY RATING DRIVERS ENLC Distribution Cut: Following ENLC's approximately 35% distribution cut to $0.75/unit, Fitch projects GIP Stetson's YE leverage to be above 4.5x in both 2020 and 2021, higher than Fitch's prior projection of below 4.0x under ENLC's previous distribution policy. GIP Stetson currently owns approximately 41% of ENLC's outstanding shares. Fitch expects GIP Stetson's debt service coverage ratio to be above 1.1x in the forecast years under the current distribution level and debt repayment under the excess cash flow sweep provision. Further decline in ENLC's core operations, coupled with unfavorable commodities prices environment, could further pressure the existing distribution policy. Cash Flow Concentration: GIP Stetson's ratings reflect concerns around cash flow concentration in receiving dividend distribution from its subsidiary ENLC. Cash flow to service GIP Stetson's term loan is solely dependent on dividends received from the operating entity. Any outsized events or financial distress at ENLC resulting in material dividend reduction would impair cash flow to GIP Stetson. However, Fitch notes that approximately 90% of ENLC's gross operating margin is tied to long term fee-based services, which should provide some levels of cash flow stability. Further, ENLC also has historically had a strong focus on fee-based contracts to mitigate commodity price volatility. Structural Subordination: GIP Stetson's ratings also reflect that the $1.0 billion senior secured term loan is structurally subordinated to the senior debt at the subsidiaries-level, ENLC and ENLK, and is solely reliant on the dividend distribution from its subsidiaries for debt service payment. Cash flow generated at its operating subsidiary ENLK is prioritized to service debt and interest payment at ENLK and ENLC. Additionally, GIP Stetson's term loan is only secured by pledged equity interest in ENLC and is junior to both senior debt and preferred equity at the subsidiaries in recovery claims should a credit event default occurs at either ENLC or ENLK. Under Fitch's parent-subsidiary linkage analysis, GIP Stetson also exhibits a weaker credit profile relative to its subsidiary ENLK given the cash flow structure and provisions around ENLC's distribution. Global Infrastructure Partners' Track Record: Fitch notes that Global Infrastructure Partners has a wealth of expertise as to operations best practices and financial structuring. The firm has invested or committed over $20 billion in equity capital in the energy sector, specifically within across the midstream space as well. ESG: GIP III Stetson I, L.P. and GIP III Stetson II, L.P. have an ESG Relevance Score of 4 for Group Structure and Financial Transparency that reflects the companies' complex group structure with significant structural subordination. DERIVATION SUMMARY GIP Stetson generates its cash flow from distribution payments from EnLink Midstream LLC (ENLC). The cash flow structure is similar to Equitrans Midstream Corporation (ETRN; B+/Negative). For GIP Stetson, its IDRs and ratings also reflect the structural subordination, in which GIP Stetson's term loan is junior to the senior debt and preferred security at ENLC. ETRN's ratings are also reflective of its structural subordination at the EQM Midstream (EQM; BB/Negative) family structural and cash flow reliance on EQM's distribution. Relative to ETRN, GIP Stetson has a slightly higher leverage level, with Fitch forecasting ETRN's stand-alone leverage to be below 4.5x in 2020. Additionally, Fitch also merits a two-notch separation in the IDRs of ETRN and its operating subsidiary EQM Midstream Partners. The Negative Outlook at ETRN and EQM reflects Fitch's continued concerns around near term challenges at EQT's credit profile in a weak natural gas price environment, higher liquidity risks and execution risks around its asset sales, and uncertainties around the Mountain Valley Pipeline (MVP) project execution as it experiences regulatory and environmental challenges with multiple delays and cost overruns. For select historic holdco comparison, prior to the inter-family transaction that took place in 2018 between Williams Companies, Inc. (WMB, BBB/Rating Watch Positive) and Williams Partners, L.P., Williams Companies was primarily a holdCo receiving distribution from Williams Partners. WMB had leverage of approximately 2.5x in 2017. Relative to ENLC, WMB is significantly larger and more diversified geographically. KEY ASSUMPTIONS -- Distribution remains level throughout forecast years; -- Deleveraging supported by debt repayment under excess cash flow sweep; -- Excess cash flow after required debt service payments is distributed to Global Infrastructure Partner. Recovery Assumption: In its recovery analysis, Fitch assumes a default scenario at the HoldCo (GIP Stetson) level caused by a suspension of distribution from ENLC. In such a distressed scenario, Fitch assumes ENLC's EBITDA falls to a level of $600 million In calculating the 41% equity value that GIP Stetson owns, Fitch applies a going-concern (GC) approach to value ENLC's EBITDA using a 6x multiple. This multiple is consistent with the 6x multiple that is in line with recent reorganization multiples in the energy sector and issuers in the midstream energy space that has G&P operations. Assuming an approximately 100% drawn revolver at ENLC, there would be no residual equity value left for GIP Stetson's 41% ownership stake in ENLC. In such scenario, Fitch determine the recovery rating for GIP Steton's term loan B to be 'RR6', which represents 'poor' recovery prospects in the event of default. RATING SENSITIVITIES Developments That May, Individually or Collectively, Lead to Positive Rating Action -- Stand-alone debt to distributions below 4.0x on a sustained basis could lead to positive rating action. Developments That May, Individually or Collectively, Lead to Negative Rating Action -- Negative rating action could happen if stand-alone debt to distributions received exceeds 5.0x on a sustained basis; -- Multi-notch downgrade at ENLC and/or ENLK reflecting the deteriorating cash flow from the subsidiaries; -- Any recovery scenario that Fitch does in the future that would incorporate both the opco at ENLC and holdco at GIP Stetson going into bankruptcy (if and when such a scenario is used) would probably cause a multi-notch downgrade to GIP Stetson loan, on account of (i) an assumed draw on the ENLC revolver (per criteria) and (ii) bankruptcy administration costs at the ENLC and GIP Stetson level (iii) structural subordination of the GIP Stetson term loan relative to ENLC's debt. These assumptions would drastically reduce the value available for GIP Stetson. LIQUIDITY AND DEBT STRUCTURE Liquidity Adequate: Dividends received from its subsidiaries ENLC will primarily be used for debt repayment under its interest expense and debt repayment under its cash flow sweep in 2020. Excess cash flow will be cash flow available for distribution to Global Infrastructure Partners. GIP Stetson also maintains debt service reserve account supported by letters of credit. SUMMARY OF FINANCIAL ADJUSTMENTS Fitch primarily assesses GIP Stetson's leverage through the use of stand-alone leverage. Stand-alone leverage is the following ratio: GIP Stetson debt in the numerator, and actual distributions to GIP Stetson in the denominator. ESG CONSIDERATIONS GIP III Stetson I, L.P. and GIP III Stetson II, L.P. have an ESG Relevance Score of 4 for Group Structure and Financial Transparency that reflects the companies' complex group structure with significant structural subordination. HENRY VALENCIA: Case Summary & 12 Unsecured Creditors ----------------------------------------------------- Debtor: Henry Valencia, Inc. d/b/a Henry Valencia Chevrolet Buick GMC (with GM) 613 N. Paseo de Onate Espanola, NM 87532 Business Description: Henry Valencia, Inc. -- https://www.henryvalencia.net -- is a dealer of Buick, Chevrolet, GMC cars in Espanola, NM. Henry Valencia offers new and pre-owned cars, trucks, and SUVs. Chapter 11 Petition Date: March 10, 2020 Court: United States Bankruptcy Court District of New Mexico Case No.: 20-10539 Debtor's Counsel: Christopher M. Gatton, Esq. GIDDENS & GATTON LAW, P.C. 10400 Academy N.E. Suite 350 Albuquerque, NM 87111 Tel: (505) 271-1053 E-mail: giddens@giddenslaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Margaret Valencia, dealer owner/operator. A copy of the petition containing, among other items, a list of the Debtor's 12 unsecured creditors is available for free at PacerMonitor.com at: https://is.gd/aDcne7 HERITAGE COLORADO: Seeks to Hire Goe Forsythe as Legal Counsel -------------------------------------------------------------- Heritage Colorado LLC seeks permission from the U.S. Bankruptcy Court for the Central District of California to employ Goe Forsythe & Hodges, LLP as its legal counsel. Goe Forsythe will provide the Debtor with these professional services: (a) advise and assist the Debtor with respect to compliance with the requirements of the U.S. Trustee; (b) advise Debtor regarding matters of bankruptcy law, including the rights and remedies of the Debtor regarding its assets and with respect to the claims of creditors; (c) represent the Debtor in any proceedings or hearings in the bankruptcy court and in any action in any other court where its rights under the Bankruptcy Code may be litigated or affected; (d) conduct examination of witnesses, claimants or adverse parties and assist in the preparation of reports, accounts and pleadings; (e) advise the Debtor concerning the requirements of the bankruptcy court and applicable rules; (f) assist the Debtor in the negotiation, formulation, confirmation and implementation of a Chapter 11 plan of reorganization; (g) make any bankruptcy court appearances, (h) provide other legal services in connection with the Debtor's Chapter 11 case. Goe Forsythe will be paid based on the hourly rates of its professionals as follows: Partners $495 Associate $295 to $405 Of counsel $375 Paralegals $185 to $195 Robert Goe, Esq., a partner at Goe Forsythe, represents that the firm is a disinterested person within the meaning of Section 101(14) of the Bankruptcy Code. Goe Forsythe may be reached at: 18101 Von Karman Ave., Ste. 1200 Irvine, CA 92612 Telephone: (949) 798-2460 Facsimile: (949) 955-9437 Email: rgoe@goeforlaw.com About Heritage Colorado LLC Heritage Colorado LLC sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 20-10373) on Feb. 1, 2020. At the time of the filing, the Debtor estimated assets of up to $50,000 and between $10 million and $50 million in liabilities. The petition was signed by Bruce Elieff, manager. Goe Forsyte & Hodges LLP is the Debtor's legal counsel. Judge Erithe A. Smith is assigned to the case. HLPG NEWACO: Case Summary & 5 Unsecured Creditors ------------------------------------------------- Debtor: HLPG Newaco, LLC 1402 W Fletcher Ave. Tampa, FL 33612 Business Description: HLPG Newaco, LLC is a privately held company in the nonscheduled air transportation industry. Chapter 11 Petition Date: March 10, 2020 Court: United States Bankruptcy Court Middle District of Florida Case No.: 20-02102 Debtor's Counsel: Angelina E. Lim, Esq. JOHNSON, POPE, BOKOR, RUPPEL & BURNS, LLP 401 East Jackson Street #3100 Tampa, FL 33602 Tel: 813-225-2500 E-mail: angelinal@jpfirm.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Gabriel Perez, manager. A copy of the petition containing, among other items, a list of the Debtor's five unsecured creditors is available for free at PacerMonitor.com at: https://is.gd/UKDTm7 HY-POINT FAMILY: Hires Dentons Bingham as Counsel ------------------------------------------------- Hy-Point Family Limited Partnership seeks authority from the U.S. Bankruptcy Court for the Western District of Kentucky to employ Dentons Bingham Greenebaum Doll LLP, as counsel to the Debtor. Hy-Point Family requires Dentons Bingham to: a. advise the Debtor of its rights, powers and duties as debtor in possession while operating and managing its business and property under chapter 11 of the Bankruptcy Code; b. prepare on behalf of the Debtor all necessary and appropriate applications, motions, objections, proposed orders, miscellaneous pleadings, notices, schedules and other documents, and reviewing all financial and other reports to filed in the Bankruptcy Case; c. advise the Debtor concerning, and preparing responses to, applications, motions, other pleadings, notices and other papers that may be filed by other parties in the Bankruptcy Case; d. advise the Debtor with respect to, and assisting in the negotiation and documentation, of, financing and sale agreements and related transactions; e. review the nature and validity of any liens asserted against the Debtor's property and advising the Debtor concerning the enforceability of such liens; f. advise the Debtor regarding its ability to initiate actions to collect and recover property for the benefit of its estate; g. advise and assist the Debtor in connection with any potential property dispositions; h. advise the Debtor concerning executory contract and unexpired lease assumptions, assignments and rejections; i. advise the Debtor in connection with the formulation, negotiation and promulgation of a plan of reorganization, and related transactional documents; j. assist the Debtor in reviewing, estimating and resolving claims asserted against the Debtor's bankruptcy estate; k. commence and conduct litigation necessary and appropriate to assert rights held by the Debtor, protect assets of the Debtor's bankruptcy estate or otherwise further the goal of completing the Debtor's successful reorganization; and l. provide non-bankruptcy services for the Debtor to the extent requested by the Debtor. Dentons Bingham will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. James R. Irving, partner of Dentons Bingham Greenebaum Doll LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Dentons Bingham can be reached at: James R. Irving, Esq. Gina M. Young, Esq. DENTONS BINGHAM GREENEBAUM LLP 101 South Fifth Street Louisville, KY 40202 Tel: (502) 587-3606 Fax: (502) 540-2215 E-mail: james.irving@dentons.com gina.young@dentons.com About Hy-Point Family Limited Partnership Hy-Point Family Limited Partnership, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Ky. Case No. 20-30489) on Feb. 12, 2020. The Debtor hired Dentons Bingham Greenebaum Doll LLP, as counsel. IBIO INC: All Five Proposals Approved at Annual Meeting ------------------------------------------------------- iBio, Inc. held its 2019 Annual Meeting of Stockholders on March 5, 2020, at which the stockholders: (1) elected Glenn Chang and Philip K Russell, M.D. to serve as Class II directors of the Company for a three-year term expiring in 2022; (2) ratified the selection of CohnReznick LLP as the Company's independent registered public accounting firm for the current fiscal year ending June 30, 2020; (3) approved, on an advisory basis, the compensation of the Company's named executive officers; (4) approved a yearly frequency of future say on pay votes; and (5) approved the proposal to amend the Company's 2018 Omnibus Equity Incentive Plan to increase the number of shares of common stock authorized for issuance thereunder from 3.5 million shares to 6.5 million shares and to incorporate changes to include restricted stock units and performance- based awards as grant types issuable under the 2018 Omnibus Equity Incentive Plan. About iBio, Inc. iBio, Inc. -- http://www.ibioinc.com/-- is a full-service plant-based expression biologics CDMO equipped to deliver pre-clinical development through regulatory approval, commercial product launch and on-going commercial phase requirements. iBio's FastPharming expression system, iBio's proprietary approach to plant-made pharmaceutical (PMP) production, can produce a range of recombinant products including monoclonal antibodies, antigens for subunit vaccine design, lysosomal enzymes, virus-like particles (VLP), blood factors and cytokines, scaffolds, maturogens and materials for 3D bio-printing and bio-fabrication, biopharmaceutical intermediates and others, as well as create and produce proprietary derivatives of pre-existing products with improved properties. iBio reported a net loss attributable to the Company of $17.85 million for the year ended June 30, 2019, compared to a net loss attributable to the Company of $16.36 million for the year ended June 30, 2018. As of Dec. 31, 2019, iBio had $36.38 million in total assets, $36.90 million in total liabilities, and a total deficiency of $520,000. CohnReznick LLP, in Roseland, New Jersey, the Company's auditor since 2010, issued a "going concern" qualification in its report dated Aug. 26, 2019, citing that the Company has incurred net losses and negative cash flows from operating activities for the years ended June 30, 2019 and 2018 and has an accumulated deficit as of June 30, 2019. These matters, among others, raise substantial doubt about the Company's ability to continue as a going concern. INNOVATION PHARMACEUTICALS: Signs Second MTA to Explore Brilacidin ------------------------------------------------------------------ Innovation Pharmaceuticals has signed a second Material Transfer Agreement (MTA) to ship Brilacidin to a major U.S. university for analysis. One of world's leading coronavirus experts is overseeing the research. Innovation management is awaiting approval from the university to disclose additional details on the agreement and hopes to further inform shareholders next week regarding this development. Innovation said it continues to receive inquiries regarding the potential of Brilacidin, the Company's novel defensin mimetic compound, to treat COVID-19, more generically called "coronavirus," given the urgent worldwide need to discover treatments and vaccines for the deadly epidemic. According to Worldometer.info as of Friday morning, more than 100,000 cases of COVID-19 have been diagnosed worldwide with over 3,400 deaths attributed to the virus. In the U.S., patients in 18 states have tested positive, or are presumptively positive, for COVID-19. On Thursday, Congress passed an $8.3 billion emergency bill to release funds for fighting COVID-19. Innovation Pharmaceuticals has submitted a preliminary summary of Brilacidin's therapeutic potential as a novel coronavirus treatment to the U.S. Government's Biomedical Advanced Research and Development Authority (BARDA) and is already collaborating with scientists at the National Institute of Allergy and Infectious Diseases (NIAID) for review of Brilacidin as a potential COVID-19 intervention. Innovation disclosed last week that the Company signed a Material Transfer Agreement (MTA) to provide Brilacidin to one of the U.S.'s 12 Regional Biocontainment Labs (RBLs) for evaluation against COVID-19. About Innovation Pharmaceuticals Innovation Pharmaceuticals Inc. (IPIX) -- http://www.IPharmInc.com/ -- is a clinical stage biopharmaceutical company developing a portfolio of innovative therapies addressing multiple areas of unmet medical need, including inflammatory diseases, cancer, infectious disease, and dermatologic diseases. Innovation Pharmaceuticals reported a net loss of $8.68 million for the year ended June 30, 2019, compared to a net loss of $16.36 million for the year ended June 30, 2018. As of Dec. 31, 2019, the Company had $3.49 million in total assets, $9.11 million in total liabilities, and a total stockholders' deficiency of $5.61 million. Pinnacle Accountancy Group of Utah, in Farmington, UT, the Company's auditor since 2018, issued a "going concern" qualification in its report dated Sept. 30, 2019, citing that the Company has incurred losses since inception, has accumulated a significant deficit, has negative cash flows from operations, and currently has no revenues. These factors raise substantial doubt about its ability to continue as a going concern. KAIROS HOMES: Court Rejects IRS Bid for Chapter 11 Trustee ---------------------------------------------------------- Bankruptcy Judge Mark X. Mullen denied the request of the United States of America on behalf of its agency, the Internal Revenue Service, for an order directing the appointment of a Chapter 11 trustee for Kairos Home, LLC, pursuant to 11 U.S.C. Section 1104. "After considering the evidence and arguments of counsel, and pursuant to the findings recited on the record, the Court finds that cause does not exist to appoint a Chapter 11 Trustee, and that the Motion should be DENIED," Judge Mullen said. Kairos is in the business of building and selling homes in the Dallas-Fort Worth Metroplex and its surrounding areas. Kairos owns residential real estate in various stages of completion of approximately $2,000,000. It further owns equipment and inventory valued around $200,000. It has approximately 28 employees (per its October 2019 Monthly Operating Report), and contracts with numerous contractors to build and complete these homes. The only secured creditors are in the form of ad valorem property tax entities, the IRS, and KNABE Investments. Nonetheless, KNABE Investments and the Debtor have compromised their dispute. The Debtor continues to manage and operate its business through Brian Frazier, the 100% owner of Kairos. The IRS has sent notice and demand for payment against Kairos to pay federal employment taxes, penalties, and interest in the amount of $1,479,490.55. The IRS claim consists of a $775,279.41 secured claim, a $544,551.27 priority claim and a $159,659.87 unsecured general claim. Through email dated January 6, 2020, the government advised the Debtor's counsel it intends to seek payment of the unpaid balance of the third and fourth quarter 2019 of employment taxes. However, Kairos continues to avoid these issues and claim an alleged overpayment of the secured claim to be applied to any post-petition priority claim first, which the government interpreted to mean the defaulted post-petition employment taxes, since 11 U.S.C. Section 507(a)(8) only includes those taxes owing prior to the filing of the bankruptcy. In order for Kairos to catch up on its post-petition employment tax default, the government agreed to forego a couple of adequate protection payments from the sale of houses through the use of the interim cash collateral order. Frazier offered $20,000 per home sold to the IRS for adequate protection, a continuing lien on all new lots purchased and homes built, and assurances that post-petition taxes would be reported and paid timely. Kairos wanted to use sale proceeds to purchase lots from a related entity, Jumba, and Frazier offered several times to pay $300,000.00 to the IRS in the next three months from the sale of numerous houses. However, Kairos could not deliver on its assertion of paying the IRS $300,000.00 from the sale of these houses. Hence, the IRS agreed to take a $100,000.00 cashier's check to replace the $187,500 in insufficient funds, and required adequate protection payments to be issued by the Title Company on closing. After this incident, it was discovered that lots purchased from Jumba had not been transferred from Jumba to Kairos as required by the orders. Kairos was using cash collateral to purchase the lot and build on the lot while the deed remained in Jumba's name. The government immediately demanded that all lots purchased from Jumba be deeded to Kairos free and clean of liens as required by the cash collateral orders. The government contends that Frazier's unlawful actions were repeated demonstrations of his incompetence and gross mismanagement. It is in the best interests of the IRS and creditors to appoint a Chapter 11 trustee. Frazier, as the majority owner and 100% manager of Kairos, owes a fiduciary duty to the estate, the government says. The government says it has lost confidence in Frazier's ability to financially manage Kairos as evidenced by the promises of payment memorialized in interim cash collateral orders and then receiving insufficient funds, the failure to keep post-petition taxes current until the United States refuses to enter into any more interim orders until the taxes are brought current, the filing of monthly operating reports fraudulently certifying that all tax returns were filed timely and all taxes were paid, and the failure to pay the quarterly U.S. Trustee fees. The facts of this case establish Frazier's incompetence, gross mismanagement, and conflicts of interest such that cause exists to appoint a trustee. Attorneys for the IRS: DONNA K. WEBB, Esq. Assistant United States Attorney 1100 Commerce St., Ste. 300 Dallas, TX 75242 Telephone: 214 659-8600 Facsimile: 214 659-8807 E-mail: donna.webb@usdoj.gov - and - DAVID G. ADAMS, Esq. Trial Attorney, Tax Division U.S. Department of Justice 717 N. Harwood St., Suite 400 Dallas, TX 75201 Telephone: (214) 880-9737 Facsimile: (214) 880-9742 E-mail: david.g.adams@usdoj.gov About Kairos Homes Kairos Homes, L.L.C. -- http://www.kairoshomesllc.com/-- is a home builder in Fort Worth, Texas. Kairos Homes filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 18-43969) on Oct. 3, 2018. In the petition signed by Brian Frazier, president, the Debtor disclosed $3,006,914 in assets and $1,116,717 in liabilities. The Hon. Mark X. Mullin oversees the case. John Park Davis, Esq., at Davis Law Firm, serves as bankruptcy counsel to the Debtor. KENNY STRANGE: Clark, Partington Represents Benefit Fund -------------------------------------------------------- In the Chapter 11 cases of Kenny Strange Electric, Inc., the law firm of CLARK, Partington, Hart, Larry, Bond & Stackhouse submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that it is representing NECA/IBEW Family Medical Care Plan and National Electrical Benefit Fund. On January 23, 2019, the Debtor filed their voluntary petition for relief under Chapter 11 of the Code. CPH represents the following creditors and parties in interest in this Chapter 11 case: a. NECA/IBEW Family Medical Care Plan 410 Chicamauga Avenue Rossville, GA 30741 b. National Electrical Benefit Fund 900 7th Street, NW, Suite 1020 Washington, DC 20001 CPH has advised each of the parties above with respect to this concurrent representation. Each of the parties has consented to such representation and has requested that CPH represent them in this case. The creditors that this law firm represents have the following claims against the Debtor: a. NECA/IBEW Family Medical Care Plan ("FMCP"): * $528,291.54 unsecured claim pursuant to Debtor's delinquent employee benefit plan contributions. b. National Electrical Benefit Fund ("NEBF"): * $90,933.85 unsecured claim pursuant to Debtor's delinquent employee benefit plan contributions CPH does not hold any claim against or own any interest in the Debtor, nor has it at any time held any such claim or owned any such interest. CPH is authorized to act on behalf of the creditors identified in paragraph 2 by virtue of certain engagement letters, which letters were executed by an authorized agent for each of the respective creditors. The engagement letters contain attorney-client privileged information. To the extent that the engagement letters are deemed to be formal written instruments under Fed. R. Bankr. P. 2019, such engagement letters can be supplied, in redacted format, to the Court and/or interested parties. Counsel for Creditors, National Electrical Benefit Fund and NECA/IBEW Family Medical Care Plan can be reached at: CLARK PARTINGTON Douglas A. Bates, Esq. 125 East Intendencia Street (32502) P.O. Box 13010 Pensacola, FL 32591-3010 Telephone: (850) 434-9200 Email: dbates@clarkpartington.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://is.gd/1MhasU About Kenny Strange Electric Kenny Strange Electric, Inc. provides electrical work and services. It was founded in 2004 and is based in Panama City, Florida. Kenny Strange Electric sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 19-50012) on Jan. 23, 2019. At the time of the filing, the Debtor disclosed $2,405,817 in assets and $790,920 in liabilities. The case has been assigned to Judge Karen K. Specie. The Debtor tapped David Jennis, P.A. as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. LECLAIRRYAN LLC: Segregated Funds Filing Deadline Set for March 27 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of Virginia entered an order establishing procedures for asserting any interests in the postpetition segregated funds at the request of LeClairRyan PLLC. On Sept. 12, 2019, the Debtor asked the Court for permission to pay certain third-party venders providing services to, or for the benefit of, clients certain sums for which the Debtor had previously billed its clients for reimbursements of certain expenses. Certain of the funds were placed in a separate account. After the Debtor's case was converted to Chapter 7 on Oct. 4, 2019, Lynn L. Tavenner, the trustee for the Debtor's case, obtained authority to address certain of the funds in the segregated account. The trustee examined the facts and circumstances related to funds in the segregated account received after the Debtor's petition date. The examination revealed, among other things, that (i) certain amounts that are designated as unpaid in the Debtor's books and records may actually have been paid to the respective client vendor and (b) the nature of some of the remittances suggests that the funds are property of the estate. Any person asserting any interest in any postpetition segregated funds must, on or before March 27 2020, mail by: a) certified mail, return receipt requested or b) overnight delivery with signature required to: Paula S. Beran, Esq. Tavenner & Beran PLC 20 N. 8th Street Richmond, Va 23219 Copies of the postpetition segregated funds claims bar date order may be obtained by written request to David N. Tabakin @ DTabakin@TB-LawFirm.com. About LeClairRyan Founded in 1988, LeClairRyan PLLC is a national law firm with 385 attorneys, including 160 shareholders, at its peak. The firm represented thousands of clients, including individuals and local, regional and global businesses. Following massive defections by its attorneys LeClairRyan, members of the firm in July 2019 voted to effect a wind-down of the Debtor's operations. LeClairRyan PLLC sought Chapter 11 protection (Bankr. E.D. Va. Case No. 19-bk-34574) on Sept. 3, 2019, to effect the wind down of its affairs. The petition was signed by Lori D. Thompson, Esq., chair, Dissolution Committee. In its Chapter 11 petition, the firm listed a range of 200-999 creditors owed between $10 million and $50 million. The firm claims assets of $10 million to $50 million. The Hon. Kevin R Huennekens is the case judge. Richmond attorneys Tyler Brown and Jason Harbour of Hunton Andrews Kurth are representing LeClairRyan in the case. Protiviti is its financial adviser for the liquidation. * * * On Oct. 4, 2019, the Court converted the Debtor's Chapter 11 case to Chapter 7 liquidation proceeding. LEONID LEVITSKY: Livinglyush Buying Englewood Property for $525K ---------------------------------------------------------------- Leonid Levitsky asks the U.S. Bankruptcy Court for the District of New Jersey to authorize the sale of the commercial property located at and know as 46 Bergen Street, Englewood, New Jersey to Livinglyush, LLC for $525,000. In the Schedule B originally filed by the Debtor, was disclosed that he owns the property. The Market value of the property is $500,000. PNC Bank holds a duly perfected, first priority secured loan in the amount of $382,000. On Feb. 10, 2020, the Debtor received an offer from the Buyer with the purchase price $525,000, in accordance with the terms of the Contract for Sale of Real Estate. The sale will be free and clear of all liens, claims and encumbrances to the Buyer. All of the sale proceeds will be received by the Debtor, with all liens, claims and encumbrances to attach to the proceeds. The Debtor, along with the counsel, has determined that the proposed purchase price constitutes fair market value based on the size and condition of the property. Subject to the Court's approval, the Debtor asks approval to sell the Commercial Property to the Buyer on the following terms and conditions: a) Seller: Leonid Levitsky b) Buyer: Livinglyush, LLC c) Purchase Price: $525,000 d) Initial Deposit: $26,250 e) Balance: $498,750 f) Purchased Property: 46 Bergen Street, Englewood, NJ, 07631 g) Closing Date: The closing date will take place at a time and place mutually agreeable to the Seller and the Buyer. The Debtor is not related to the Buyer. Finally, the Debtor asks that the Court, in its discretion, waives the 14-day stay imposed by Rule 6004(h). A hearing on the Motion is set for March 10, 2020 at 11:00 a.m. Objections, if any, must be filed no later than seven days before the hearing date. A copy of the Contract is available at https://tinyurl.com/sulvapd from PacerMonitor.com free of charge. The Purchaser: LIVINGLYUSH, LLC 200 Winston Drive Unit 2520 Cliffside Park, NJ 07010 Counsel for Debtor: Alla Kachan, Esq. LAW OFFICE OF ALLA KACHAN 3099 Coney Island Avenue, 3rd Fl. Brooklyn, NY 11235 Telephone: (718) 513-3145 Leonid Levitsky sought Chapter 11 protection (Bankr. D.N.J. Case No. 16-33296) on Nov. 16, 2017. The Debtor tapped Alla Kachan, Esq., at Law Offices of All Kachan, PC, as counsel. MAMA'S HAWAIIAN: Emerge Buying Tucson Property for $485K -------------------------------------------------------- Mama's Hawaiian Bbq, Inc. asks the U.S. Bankruptcy Court for the District of Arizona to authorize the sale of the real property located at 4455 E Fifth St., Tucson, Arizona, Parcel 126-04-1240, to Tucson Center for Women and Children, doing business as Emerge Center Against Domestic Abuse, and/or assigns for $485,000. A hearing on the sale of the Property will be set by the Court. The Debtor believes in its judgment that the sale is in the best interest of the creditors and the estate. It intends to facilitate the sale of the real property on commercially reasonable terms, that ensure the highest return possible for the Debtor, its creditors and the estate. Accordingly, the Debtor respectfully asks entry of an Order pursuant to Section 363(b) and (f) of the Bankruptcy Code authorizing it to sell the property free and clear of all liens, with valid perfected liens to attach to the proceeds of sale. The property is wholly owned by the Debtor. The proposed Purchaser is not related to the Debtor. As such, the proposed sale of the property is the result of an arms'-length dealing with the proposed Purchaser. The Debtor asks authority to sell the property and, when applicable, any remaining fixtures, free and clear of liens. Only valid and perfected liens on the property and fixtures will attach to the proceeds of the sale, and because all such lien holders can be required to take a money satisfaction for their interests in the referenced real property, the sale should be subject to Bankruptcy Code Section 363(f) and be made free and clear of all liens. Tom Nieman with Cushman Wakefield/Picor has procured the Buyer for the sale and the Debtor is asking the Court to approve employment of the Realtors and payment of their commissions, and to the agent representing the debtor, Mike Gross and Frank Arrotta with Tucson Realty & Trust Co. who has been listing the property on behalf of the Debtor. The Debtor is asking the Court to approve the employment of the Realtors and payment of their commissions. Finally, the Debtors ask the Court to waive the 14-day requirement pursuant to Bankruptcy Rule 6004(h). A copy of the Purchase Agreement is available at https://tinyurl.com/ryfu8gt from PacerMonitor.com free of charge. About Mama's Hawaiian Mama's Hawaiian Bbq Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 19-02002) on Feb. 26, 2019. At the time of the filing, the Debtor was estimated to have assets of less than $50,000 and liabilities of the same range. The case has been assigned to Judge Scott H. Gan. Eric Slocum Sparks, PC, is the Debtor's legal counsel. MARSHAL BROADCASTING: March 24 Auction of All Assets Set -------------------------------------------------------- Judge David R. Jones of the U.S. Bankruptcy Court for the Southern District of Texas authorized Marshall Broadcasting Group, Inc.'s bidding procedures in connection with the auction sale of substantially all assets. Within three business days after entry of this Order, the Debtor will serve copies of the Motion and the Order, including (i) a copy of the Bidding Procedures, and (ii) the notice of Bid Deadline, Auction and Sale Hearing, upon the Bid Notice Parties. On Feb. 28, 2020, the Debtor will file with the Court an initial schedule of Potential Assumed Contracts. Concurrently therewith, the Debtor will serve a Cure Notice upon each Counterparty to the Potential Assumed Contracts. Prior to the commencement of the Sale Hearing, the Debtor will file with the Court the Assumed Contract Schedule of the Assumed Contracts. At the Sale Hearing, the Debtor will seek authority to assume and assign the Assumed Contracts to the Successful Bidder effective as of the closing of the Proposed Sale. The salient terms of the Bidding Procedures are: a. Bid Deadline: March 17, 2020 at 4:00 p.m. (CT) b. Initial Bid: To the extent a Stalking Horse Bidder has been named, the initial overbid must exceed the Baseline Bid by the amount of the Break-Up Fee plus and additional $350,000. c. Deposit: 10% of the total purchase price of the proposed Transaction d. Auction: An Auction is scheduled to take place on March 24, 2020 at 10:00 a.m. (CT) at the offices of Gray Reed & McGraw LLP, 1300 Post Oak Blvd., Suite 2000, Houston, TX 77056. e. Bid Increments: $350,000 f. Sale Hearing: March 30, 2020 at 2:30 p.m. (CT) g. Sale Objection Deadline: March 27, 2020 at 4:00 p.m. (CT) Any creditor that has a valid, perfected, unavoidable, and enforceable security interest in the Debtor's assets may make one or more credit bids for all or any portion of the secured claim(s) held by such Secured Party at the Auction. Mission will be permitted to Credit Bid on a dollar-for-dollar basis in an amount up to the full amount of the outstanding MBG Secured Obligations and the Adequate Protection Obligations. Any Transaction(s) entered into by the Debtor will be on an "as is, where is" basis and without representations or warranties of any kind, nature, or description. Any Transaction entered into by the Debtor will be free and clear of all Claims and Interests, with such Claims and Interests to attach to the net proceeds of the sale. In the exercise of its business judgment, the Debtor may select one or more Stalking Horse Bidders, and file notice of same with the Court, by Feb. 14, 2020. The Break-Up Fee to be paid to a Stalking Horse Bidder (if any), as more fully described in the Motion and the Bidding Procedures, is approved pursuant to the terms and conditions set forth in the Motion and Bidding Procedures, and will be paid pursuant to the terms of an order approving a Proposed Sale, or a confirmation order approving a Plan Transaction, as applicable. A copy of the Bidding Procedures is available at https://tinyurl.com/s2njy5g from PacerMonitor.com free of charge. About Marshall Broadcasting Group Marshall Broadcasting Group, Inc. -- https://mbgroup.tv/ -- is a minority owned television broadcasting company that owns three full power television stations in the United States. Marshall Broadcasting Group filed a voluntary Chapter 11 petition (Bankr. S.D. Tex. Case No. 19-36743) on Dec. 3, 2019. The petition was signed by Pluria Marwill Jr., chief executive officer. At the time of the filing, the Debtor disclosed assets of between $50 million and $100 million and liabilities of the same range. Judge David R. Jones oversees the case. Levene, Neale, Bender, Yoo & Brill L.L.P. is the Debtor's bankruptcy counsel. MC LOGGING: April 14 Plan Confirmation Hearing Set -------------------------------------------------- On Feb. 24, 2020, Debtor M.C. Logging, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Florida, Tallahassee Division, a disclosure statement. On Feb. 25, 2020, Judge Karen K. Specie conditionally approved the disclosure statement and established the following dates and deadlines: * April 7, 2020, is fixed as the last day for filing and serving written objections to the disclosure statement and is fixed as the last day for filing acceptances or rejections of the plan. * March 16, 2020, is fixed as the last day to transmit the plan of reorganization, the disclosure statement, ballot for accepting or rejecting the plan, and the Order Conditionally Approving the Disclosure Statement. * April 14, 2020, at 10:30 a.m., at 110 E. Park Avenue, 2nd Floor Courtroom, Tallahassee, FL 32301 is the confirmation hearing. A full-text copy of the order dated February 25, 2020, is available at https://tinyurl.com/v4hjaev from PacerMonitor at no charge. About M.C. Logging Inc. M C Logging, Inc., a privately held company in Madison, Fla., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 19-40380) on July 25, 2019. Allen Turnage at Allen Turnage, P.A. represents the Debtor as counsel. MCCLATCHY COMPANY: Seeks to Hire Skadden Arps as Counsel -------------------------------------------------------- The McClatchy Company, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Southern District of New York to employ Skadden Arps Slate Meagher & Flom LLP, as counsel to the Debtors. McClatchy Company requires Skadden Arps to: (a) advise the Debtors with respect to their powers and duties as debtors and debtors in possession in the continued management and operation of their businesses and properties; (b) advise the Debtors with respect to the analysis of their prepetition credit agreement and existing indentures governing their convertible notes, and the negotiation of their postpetition financing; (c) attend meetings and negotiate with representatives of creditors and other parties in interest and advise and consult on the conduct of the cases, including all of the legal and administrative requirements of operating in chapter 11; (d) take all necessary actions to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of actions commenced against the Debtors' estates, negotiations concerning litigation in which the Debtors may be involved, and objections to claims filed against the Debtors' estates; (e) prepare on behalf of the Debtors all motions, applications, answers, orders, reports, and papers necessary to the administration of the estates, except for those issues which are referred to Togut and/or Groom; (f) to the extent not completed prepetition, negotiate and prepare on the Debtors' behalf plan(s) of reorganization, disclosure statement(s), and all related agreements and/or documents, and take any necessary action on behalf of the Debtors to obtain confirmation of such plan(s); (g) explore various strategic alternatives to address the Debtors' financial circumstances; (h) appear before this Court, any appellate courts, and the U.S. Trustee, and protect the interests of the Debtors' estates before such courts and the U.S. Trustee; and (i) perform all other necessary legal services and provide all other necessary legal advice to the Debtors in connection with these Chapter 11 Cases. Skadden Arps will be paid at these hourly rates: Partners $1,175 to $1,775 Counsels $1,125 to $1,135 Associates $495 to $1,120 Legal Assistants $250 to $450 During the 90 days prior to the Petition Date, the Firm received total payments in the amount of $5,070,423.70 for services performed and expenses incurred, and also to be performed and incurred (in the form of a credit), including in preparation for the commencement of these Chapter 11 Cases, as well as for all corporate and other matters. As of the Petition Date, the Firm was holding, on behalf of the Debtors, a credit in the amount of $239,597.11. Skadden Arps will also be reimbursed for reasonable out-of-pocket expenses incurred. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: Yes. As of January 1, 2020, the Firm agreed to bill non-working travel time at half of the otherwise applicable hourly rate, and the Firm will not continue to charge for disbursements that are not otherwise compensable under sections 330 and 331 of the Bankruptcy Code. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: The Firm represented the client in the 12 months prepetition. During that representation, on January 1, 2020, the Firm raised its billing rates, as it does customarily from time to time. The material financial terms for the prepetition engagement remained the same, as the engagement was on an hourly basis. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: With the Debtors' motion relating to postpetition financing and use of cash collateral, the Debtors attached an approved 13-week cash flow budget, which included a line item for "Professional Fees," including the Firm's fees. Using this budget as a guide, the Firm and the Debtors expect to develop a Skadden Arps-specific prospective budget and staffing plan to comply with the U.S. Trustee's requests for information and additional disclosures, and any orders of this Court. Recognizing that unforeseeable fees and expenses may arise in large chapter 11 cases, the Firm and the Debtors may need to amend the Firm budget as necessary to reflect changed circumstances or unanticipated developments. Van C. Durrer II, partner of Skadden Arps Slate Meagher & Flom LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Skadden Arps can be reached at: Van C. Durrer, II, Esq. SKADDEN ARPS SLATE MEAGHER & FLOM LLP 300 South Grand Avenue, Suite 3400 Los Angeles, CA 90071-3144 Tel: (213) 687-5000 Fax: (213) 687-5600 E-mail: Van.Durrer@skadden.com About The McClatchy Company The McClatchy Co. -- https://www.mcclatchy.com/ -- operates 30 media companies in 14 states, providing each of its communities local journalism in the public interest and advertising services in a wide array of digital and print formats. McClatchy publishes iconic local brands including the Miami Herald, The Kansas City Star, The Sacramento Bee, The Charlotte Observer, The (Raleigh) News & Observer, and the Fort Worth Star-Telegram. McClatchy is headquartered in Sacramento, Calif., and listed on the New York Stock Exchange American under the symbol MNI. On Feb. 13, 2020, The McClatchy Company and 53 affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-10418) with a Plan of Reorganization that will cut $700 million of funded debt in half. McClatchy was estimated to have $500 million to $1 billion in assets and debt of at least $1 billion as of the bankruptcy filing. The cases are pending before the Honorable Michael E. Wiles. The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP as general bankruptcy counsel; Togut, Segal & Segal LLP as co-bankruptcy counsel with Skadden; Groom Law Group as special counsel; FTI Consulting, Inc. as financial advisor; and Evercore Inc. as investment banker. Kurtzman Carson Consultants LLC is the claims agent. MELINTA THERAPEUTICS: April 2 Plan Confirmation Hearing Set ----------------------------------------------------------- Debtors Melinta Therapeutics, Inc., et al., filed with the U.S. Bankruptcy Court for the District of Delaware a motion for an order approving the adequacy of the Disclosure Statement and approving solicitation and notice procedures with respect to confirmation of the Debtors' proposed Plan. On Feb. 25, 2020, Judge Laurie Selber Silverstein ordered that the Motion is granted and ordered that: * The Disclosure Statement complies with all aspects of section 1125 of the Bankruptcy Code and is hereby approved as containing adequate information. * The Disclosure Statement Hearing Notice filed by the Debtors and served upon parties-in-interest constitutes adequate and sufficient notice of the time fixed for filing objections and the hearing to consider approval of the Disclosure Statement. * Holders of claims in Class 3 (Secured Prepetition Credit Agreement Claims) or Class 4 (General Unsecured Claims) are the only holders of claims or interests entitled to vote to accept or reject the Plan. * April 2, 2020, at 10:00 a.m. before the Honorable Laurie Selber Silverstein, United States Bankruptcy Judge, in the United States Bankruptcy Court for the District of Delaware, 824 North Market Street, Wilmington, Delaware 19801 is the confirmation hearing. * March 26, 2020, at 4:00 p.m. is fixed as the last day to file any objection to Confirmation of the Plan. * March 31, 2020, at 12:00 p.m. is fixed as the last day for the Debtors, or any party supporting the Plan, may file a response to any objection to confirmation of the Plan. A full-text copy of the order dated February 25, 2020, is available at https://tinyurl.com/s6or86r from PacerMonitor at no charge. About Melinta Therapeutics Melinta Therapeutics, Inc. (NASDAQ: MLNT) --http://www.melinta.com/ -- is the largest pure-play antibiotics company, dedicated to saving lives threatened by the global public health crisis of bacterial infections through the development and commercialization of novel antibiotics that provide new therapeutic solutions. Its four marketed products include Baxdela(delafloxacin), Vabomere (meropenem and vaborbactam), Orbactiv(oritavancin), and Minocin (minocycline) for Injection. This portfolio provides Melinta with the unique ability to provide providers and patients with a range of solutions that can meet the tremendous need for novel antibiotics treating serious infections. Melinta Therapeutics, Inc., and its subsidiaries sought Chapter 11 protection (D. Del. Lead Case No. 19-12748) on Dec. 27, 2019, after reaching a deal with lenders on a Chapter 11 plan that would convert debt to equity. Melinta Therapeutics disclosed $228,491,000 in assets and $289,022,000 in liabilities as of Sept. 30, 2019. The Hon. Laurie Selber Silverstein is the presiding judge. Melinta tapped Skadden, Arps, Slate, Meagher & Flom LLP as bankruptcy counsel. Cole Scholtz LLP is co-counsel. Jefferies, LLC, is the investment banker; and Portage Point Partners, LLC, is the financial advisor. Kurtzman Carson Consultants LLC is the claims agent, maintaining the page http://www.kccllc.net/melinta The Supporting Lenders are advised by Sullivan & Cromwell LLP, Houlihan Lokey and Landis Rath & Cobb LLP. MICHAEL D. COHEN: Hires Fox Commercial as Auctioneer ---------------------------------------------------- Michael D. Cohen, M.D., P.A., seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ Fox Commercial Auctions LLC, as auctioneer to the Debtor. Michael D. Cohen requires Fox Commercial to: -- update the appraisal of the medical equipment and general office equipment located at the Debtor's office (the "Assets"); and -- provide a summary appraisal report for the Assets. Fox Commercial will be paid at the hourly rate of $200. The Debtor previously was authorized to employ Fox Commercial to conduct an appraisal of assets owned by the Debtor as well as other assets owned by certain non-debtor affiliates of the Debtor, by an Order entered on March 26, 2018. Pursuant to that Order, Fox Commercial previously was paid $2,500 by the Debtor for the appraisal services provided in 2018. Fox Commercial will also be reimbursed for reasonable out-of-pocket expenses incurred. Gilbert A. Schwartzman, partner of Fox Commercial Auctions LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Fox Commercial can be reached at: Gilbert A. Schwartzman FOX COMMERCIAL AUCTIONS LLC 800 South Main Street Bel Air, MD 21014 Tel: (443) 722-2320 About Michael D. Cohen, M.D., P.A. Based in Maryland, Michael D. Cohen, M.D., P.A., d/b/a Cosmetic Surgery Center of Maryland, d/b/a Belcara Health, d/b/a Belcara, is a professional corporation engaged in the business of providing various physician services to its patients, including but not limited to services in the areas of plastic surgery, dermatology, and podiatry. Michael D. Cohen, M.D., is the sole shareholder of the Debtor. Shari L. Cohen, Dr. Cohen's wife, is responsible for the business administration of the Debtor's medical practice. Michael D. Cohen, M.D. and his wife, Shari L. Cohen jointly filed a joint Chapter 11 petition (Bankr. D. Md. Case No. 16-21513) on Aug. 26, 2016. The Company filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 16-22231) on Sept. 12, 2016. The Debtor estimated assets in the range of $100,000 to $500,000 and liabilities in the range of $1 million to $10 million as of the bankruptcy filing. The Company's and the Cohens' cases are jointly administered under Case No. 16-22231. The Company is represented by Irving Edward Walker, Esq., at Cole Schotz P.C. The Cohens are represented by Yumkas, Vidmar, Sweeney & Mulrenin, LLC. MUSIC CITY: April 15 Plan Confirmation Hearing Set -------------------------------------------------- On Dec. 30, 2019, debtor Music City Fire Company, a Nevada corporation, filed with the U.S. Bankruptcy Court for the District of Nevada a Disclosure Statement referring to Plan of Reorganization. On Feb. 25, 2020, Judge Bruce T. Beesley approved the Disclosure Statement and established the following dates and deadlines: * April 1, 2020, is fixed as the last day for serving written ballots accepting or rejecting the Debtor's Plan of Reorganization. * April 15, 2020, at 2:00 p.m. is fixed for the hearing on confirmation of the Plan. * April 1, 2020, is fixed as the last day for filing and serving written objections/oppositions to confirmation of the Plan. * April 8, 2020, is fixed as the last day for filing and serving written replies to any such objections/oppositions. * April 10, 2020, is fixed as the last day to file and serve the Ballot Summary. A full-text copy of the order dated Feb. 25, 2020, is available at https://tinyurl.com/vq5l6zj from PacerMonitor at no charge. About Music City Fire Company Music City Fire Company -- https://musiccityfirecompany.com/ -- manufactures the world's first patented, CSA-approved, sound-reactive fire systems. Music City Fire Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 19-50783) on July 3, 2019. At the time of the filing, the Debtor was estimated to have assets between $1 million and $10 million and liabilities of the same range. The case is assigned to Judge Bruce T. Beesley. NEW HOME: Moody's Affirms 'B3' Corp. Family Rating, Outlook Stable ------------------------------------------------------------------ Moody's Investors Service affirmed the B3 Corporate Family Rating, B3-PD Probability of Default Rating and B3 senior unsecured notes rating of The New Home Company, Inc. (NYSE: NWHM). The Speculative Grade Liquidity Rating was downgraded to SGL-3 from SGL-2. The rating outlook is stable. The affirmation reflects Moody's view of modestly improving, but still strained, credit metrics and continued geographic concentration in California. The downgrade of the SGL rating reflects Moody's expectation of increased investments in land over the next 18 months as well as the upcoming expiration of the company's unsecured revolver in March 2021. Ratings Affirmed: Issuer: The New Home Company, Inc. Corporate Family Rating at B3 Probability of Default Rating at B3-PD Senior unsecured notes at B3 (LGD4) Downgrades: Speculative Grade Liquidity Rating, Downgraded to SGL-3 from SGL-2 Outlook Actions: Issuer: The New Home Company, Inc. Outlook, Remains Stable RATINGS RATIONALE The New Home Company's B3 CFR reflects Moody's expectation that the company will modestly reduce debt-to-total capitalization to approximately 55% and improve interest coverage to 1.2x within the next 12-18 months, from 57.5% and 1.0x, respectively, at year-end 2019. Moody's expectations incorporate modest margin improvement coupled with a decline in topline, which reflects the company's shift to a more affordable price point product that have higher absorption rates and stronger margins. Moody's rating also considers the reliance on sales from the state of California, which constituted close to 90% of homebuilding revenues in 2019. The rating is further supported by NWHM's solid land strategy, with approximately 40% of land lots optioned. The New Home Company is public and has a financial strategy that thus far balances the interests of shareholders and creditors. Moody's expects that NWHM will maintain adequate liquidity over the next 12-18 months. Moody's anticipates that the company will generate sufficient cash flow that, coupled with a large ending cash balance of $79 million at year-end 2019, will comfortably fund its working capital needs. Liquidity also includes access to a $130 million revolver that was undrawn at year-end 2019 and expires on March 1, 2021. The stable outlook reflects Moody's expectation of modest improvement in the homebuilding industry in 2020 coupled with successful execution of the company's diversification strategy and shift to lower price-point products. The stable outlook also assumes the successful refinancing of the company's senior unsecured revolving credit facility. The ratings could be upgraded through increased size and with growth occurring outside of California. In addition, an upgrade would require improvement in tangible net worth to greater than $500 million, debt leverage below 50%, interest coverage above 3x together with maintenance of good liquidity. The ratings could be downgraded should debt leverage rise above 65%, interest coverage drop below 1x or liquidity weakens. The principal methodology used in these ratings was Homebuilding And Property Development Industry published in January 2018. Headquartered in Aliso Viejo, California and established in 2009, New Home designs, builds, and sells largely upper end homes in Orange County and other parts of Southern California and somewhat less expensive homes in Northern California. It also acts as a fee builder for The Irvine Company. For 2019, its revenue mix was 86% its own home sales and 14% fee build. Total revenues for 2019 were $667 million. NEW WOODRIDGE: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: New Woodridge, LLC 301 Woodridge Drive Mineral Wells, WV 26150 Business Description: New Woodridge, LLC -- https://www.woodridgegolfclub.com -- owns in fee simple an 18-hole golf course and building located at 301 Woodridge Drive, Mineral Wells, WV, having a current value of $850,000. Chapter 11 Petition Date: March 10, 2020 Court: United States Bankruptcy Court Southern District of West Virginia Case No.: 20-60026 Judge: Hon. Frank W. Volk Usdj Debtor's Counsel: Joseph W. Caldwell, Esq. CALDWELL & RIFFEE 3818 MacCorkle Ave. S.E. Suite 101 Post Office Box 4427 Charleston, WV 25364-4427 Tel: (304) 925-2100 E-mail: joecaldwell@frontier.com & chuckriffee@frontier.com Total Assets: $1,096,000 Total Liabilities: $1,004,451 The petition was signed by William R. Neal, sole owner/sole member. A copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://is.gd/ffbIAR NORTH TAMPA ANESTHESIDA: Case Summary & 14 Unsecured Creditors -------------------------------------------------------------- Debtor: North Tampa Anesthesida Consultants, PA 1402 W Fletcher Ave. Tampa, FL 33612 Business Description: North Tampa Anesthesida Consultants, PA provides anesthesia and perioperative medical services. Chapter 11 Petition Date: March 10, 2020 Court: United States Bankruptcy Court Middle District of Florida Case No.: 20-02101 Debtor's Counsel: Angelina E. Lim, Esq. JOHNSON, POPE, BOKOR RUPPEL & BURNS, LLP 401 East Jackston Street #3100 Tampa, FL 33602 Tel: 813-225-2500 E-mail: angelinal@jpfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Gabriel Perez, director/practice administrator. A copy of the petition containing, among other items, a list of the Debtor's 14 unsecured creditors is available for free at PacerMonitor.com at: https://is.gd/3Nc4vg NORTHLAND POWER: S&P Affirms 'BB+' Rating on Preferred Shares ------------------------------------------------------------- S&P Global Ratings affirmed its issuer credit rating on Northland Power Inc. (Northland) at 'BBB' and its 'BB+' global scale and 'P-3(High)' Canada scale ratings on the preferred shares. The outlook is stable. Northland has completed the previously announced acquisition of 99.2% interest in Colombian regulated utility Empresa de Energia de Boyaca (EBSA) from affiliates of Brookfield Infrastructure Partners L.P for C$960 million (including C$219 million of EBSA's existing debt). Among other customary closing conditions, the transaction was pending the receipt of approval of EBSA's proposed tariff by local regulators. The cash portion of the transaction (C$741 million) was funded with a mix of equity issuance (C$310 million) as well as holdco debt, including a 12-month bridge credit facility (C$185 million) and drawdown under the corporate revolver (C$246 million). In the next few months, Northland intends to replace the bridge facility with non-recourse debt. EBSA holds the sole franchise rights for electricity distribution and retail in the Boyaca region of Colombia, which comprises almost half a million customers. Revenues are regulated and therefore remunerate the utility through a five-year term with fixed annual income based on net depreciated assets, adjusted for inflation on the Colombian price index. S&P views EBSA's asset quality and associated financing as supportive to the rating. Pre-acquisition, S&P assessed Northland's quality of distributions (QD) at '3', which is unchanged, largely due to the highly regulated nature of EBSA's operations that limits demand risk and provides cash flow visibility. However, despite the acquisition having a reasonably large price tag, EBSA's elevated capital spending requirements in the next few years under Northland's ownership will keep distributions moderate; therefore, its impact on S&P's QD assessment is low. On the financing side, S&P believes that the deal was financed in a balanced manner, with approximately 42% of the cash purchase price coming from equity proceeds. In addition, the net impact of incremental debt at the holdco level has been limited, primarily due to repayments under the revolving credit facility during 2019. Finally, S&P takes into consideration Northland's track record for raising asset-level financing for much larger and complex projects in the past (Gemini, Nordsee One), and therefore the rating agency expects that the company will execute on its long-term funding plan to refinance the EBSA bridge with non-recourse debt in a timely manner. The stable outlook reflects S&P's expectation that Northland's portfolio of generation assets will continue to benefit from long-term contracts and will produce sufficient cash flows to support holdco debt obligations. In its base-case scenario, S&P expects FFO-to-debt of 40%-45% in 2020 and 35%-40% in 2021. "We could lower the rating if the FFO-to-debt ratio consistently stays below 30% or if we see a change in the contractual profile of the company, leading to a deterioration in the QD assessment. This could occur if expiring contracts are not renewed or renewals are executed at materially lower pricing, if large acquisitions are made in jurisdictions that are relatively higher risk than the existing portfolio, or if expansion activities are financed with high levels of corporate debt," S&P said. "Given concentration risk from top assets, we consider an upgrade unlikely during our outlook period. Nonetheless, we could consider a positive rating action if we see a notable increase in the rating agency said. O'LINN SECURITY: Creditors' Committee Objects to Plan Disclosures ----------------------------------------------------------------- The Official Committee of Unsecured Creditors objects to the Original Disclosure Statement Describing Original Chapter 11 Plan filed by debtor O'Linn Security Incorporated. In its objection, the Committee points out: * Richard O'Linn is the former owner of the Debtor. He is scheduled as an unsecured creditor with a claim of $208,000 in the Debtor's bankruptcy schedules, and is the sole member of Class 7 in the Debtor's Disclosure Statement and Plan. The Disclosures regarding R. O'Linn in the Disclosure Statement, including those regarding his claim and certain pre-petition transactions with R. O'Linn, are inadequate. * The Debtor states that “no action will be brought against Mr. O’Linn” with respect to payments to R. O’Linn. However, the Debtor does not adequately disclose the factual and legal basis for this decision, although it posits three possible reasons. * The Debtor fails to disclose any information relating to the O'Linn claim, including the basis of this insider claim and why R. O'Linn is to receive greater than 10% of his claim (24 payments of $1,000 on a claim of $208,000), while other unsecured creditors are to receive only approximately 5.39%. * The Plan is confusing because it has two different possible events that would permit or require K. O'Linn to purchase the Debtor's stock – and at two different prices. Unfortunately, the Disclosure Statement does not provide sufficient information to clarify and explain the Plan's contradictions. * The Debtor fails to provide sufficient information for a general unsecured creditor to determine in which class it/she/he belongs. The description of those in both Class 5 and 6 are virtually identical, and no other exhibit or schedule provides a creditor with useful information to know which is the correct Class. Because a general unsecured creditor cannot readily determine if it is a Class 5 or a Class 6 creditor, then disclosure is not adequate with respect to the composition of each of these classes. A full-text copy of the Creditors' Committee's objection dated Feb. 25, 2020, is available at https://tinyurl.com/wzow2f3 from PacerMonitor at no charge. Proposed Attorneys for the Creditors' Committee: DANIEL H. REISS LEVENE, NEALE, BENDER, YOO & BRILL L.L.P. 10250 Constellation Blvd., Suite 1700 Los Angeles, CA 90067 Telephone: 310-229-1234 Facsimile: 310-229-1244 E-mail: dhr@lnbyb.co About O'Linn Security O'Linn Security Incorporated, a security firm that provides services in the Palm Springs area and greater Coachella Valley, in California, sought Chapter 11 protection (Bankr. C.D. Cal. Case No.19-17085) on Aug. 13, 2019, estimating both assets and liabilities of less than $1 million. The case is assigned to Judge Scott C. Clarkson. Steven R. Fox, Esq., and W. Sloan Youkstetter, Esq., at The Fox Law Corporation, Inc., serve as the Debtor's counsel. OCEAN POWER: Incurs $2.92 Million Net Loss in Third Quarter ----------------------------------------------------------- Ocean Power Technologies, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $2.92 million on $725,000 of revenues for the three months ended Jan. 31, 2020 compared to a net loss of $2.61 million on $268,000 of revenues for the three months ended Jan. 31, 2019. For the nine months ended Jan. 31, 2020, the Company reported a net loss of $9.13 million on $1.13 million of revenues compared to a net loss of $9.74 million on $440,000 revenues for the nine months ended Jan. 31, 2019. The increase in revenue for the third quarter of 2020 was attributable to revenue generated from the EGP project. Cost of revenues increased $281,000 to $681,000, as compared to $400,000 during the three months ended Jan. 31, 2019. Cost of revenues for the three months ended Jan. 31, 2020 included higher upfront spending and material costs on the new customer revenue-generating project with EGP. The increase in net loss for the third quarter of 2020 was mainly attributable to a delay in receipt of funds from the sale of net operating losses credits and was partly offset by lower spending in engineering and product development costs. The increase in revenue for the first nine months of fiscal 2020 was attributable to revenue generated from the EGP project. Cost of revenues increased $155,000 to $1,335,000, as compared to $1,180,000 during the nine months ended Jan. 31, 2019. This is a result of increased costs associated with new projects, including EGP, and was offset by lower spending on both the Eni and Premier Oil projects as compared to the same period in fiscal 2019. The decrease in net loss for the first nine months of fiscal 2020 was mainly attributable to higher revenues and decreased spending in engineering and product development costs as well as a decreased spending in selling, general and administrative costs, which were partly offset by a delay in receipt of funds from the sale of net operating losses credits. As of Jan. 31, 2020, the Company had $13.75 million in total assets, $3.98 million in total liabilities, and $9.77 million in total stockholders' equity. Total cash, cash equivalents, and restricted cash were $10.8 million as of Jan. 31, 2020, down $6.4 million from April 30, 2019. Net cash used in operating activities during the nine months ended Jan. 31, 2020, was $8.6 million, a decrease of $1.3 million compared to $9.9 million during the nine months ended Jan. 31, 2019. "We delivered substantial revenue growth in the quarter as the result of our first PowerBuoy sale, demonstrating our commitment to commercializing OPT's unique, wave-power based renewable energy solution," said George Kirby, OPT president and chief executive officer. "Our primary focus at this time is on converting multiple groundbreaking technologies into commercial opportunities. At the same time, we continue to dedicate substantial resources to developing new applications and partnering with customers and symbiotic technology providers focused on autonomous offshore power and communications solutions." "We are also fostering repeat business with customers. It's validating to work closely with a company like Eni, which is fiercely committed to decarbonizing its operations, to utilize our solutions for multiple applications." Kirby added. "There is a real desire for carbon reducing autonomous offshore power and communications solutions and we're really just beginning to tap into those possibilities." A full-text copy of the Form 10-Q is available for free at: https://is.gd/z3mZs7 About Ocean Power Technologies Headquartered in Monroe Township, New Jersey, Ocean Power -- http://www.oceanpowertechnologies.com/-- is commercializing proprietary systems that generate electricity predominantly by harnessing the renewable energy of ocean waves. Its PB3 PowerBuoy solution platform provides clean and reliable electric power and real-time data communications for remote offshore and subsea applications in markets such as offshore oil and gas, defense and security, science and research, and communications. Ocean Power reported a net loss of $12.25 million for the year ended April 30, 2019, compared to a net loss of $10.16 million for the year ended April 30, 2018. KPMG LLP, in Philadelphia, Pennsylvania, the Company's auditor since 2004, issued a "going concern" qualification in its report dated July 22, 2019, citing that the Company has cash and cash equivalents of $16.7 million, and the Company has suffered recurring losses from operations and has an accumulated deficit. These factors raise substantial doubt about its ability to continue as a going concern. OMAGINE INC: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Omagine, Inc. 400 Fifth Avenue Apt. 46A New York, NY 10018 Business Description: Omagine, Inc. -- http://www.omagine.com-- is an entertainment, hospitality and tourism company with significant property management operations and residential and commercial real estate development activities. Chapter 11 Petition Date: March 10, 2020 Court: United States Bankruptcy Court Southern District of New York Case No.: 20-10742 Debtor's Counsel: Mitchell J. Rotbert, Esq. ROTBERT BUSINESS LAW P.C. 229 West 36th Street - 8th Floor New York, NY 10018 Tel: (240) 477-4778 E-mail: mitch@rotbertlaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Frank J. Drohan, president. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors at the time of the filing. A copy of the petition is available for free at PacerMonitor.com at: https://is.gd/n8l5SS PANTHER 22: Hearing Today on Bid for Chapter 11 Trustee -------------------------------------------------------- Bankruptcy Judge Carl L. Bucki of the U.S. Bankruptcy Court for the Western District of New York will hold a hearing today, March 12, 2020 at 10:00 a.m. on the request of Mike Toro for appointment of a Chapter 11 trustee for Panther 22, LLC. Prior to the bankruptcy filing date, Panther 22, LLC retained Green Earth Construction to perform repairs and renovations to the Debtor's real estate located at 1059 Ellicott Street. Gen Earth Construction is owned and/or controlled by Rodney Hutchings, the organizer and managing member of the Debtor. On or about October 21, 2017, Toro was gravely injured while performing work and paralyzed as a result of the failure of the Debtor and his employer, Green Earth Construction, to provide a safe workplace. Because Toro suffered a "grave injury", as defined ill Section 11 of New York Workers' Compensation Law, he was entitled, in addition to his workers' compensation rights against his employer, Green Earth Construction, to assert a personal injury claim against the Debtor and did so. Upon information and belief, Panther 22, LLC has insurance against such a claim in the amount of $500,000. It brought by a third party action against Green Earth, as Toro's contractor and employer. Toro's lawyers at Gross Shuman P.C. contends that such a third party complaint arising out of injuries to one of Green Earth's employees is virtually universally covered by the liability portion of a workers compensation policy ("1B Coverage") and, most notably, without any limits on the amount of coverage. In other words, the employer's 1B Coverage generally provides unlimited liability coverage for third party claims for indemnification or contribution arising out of bodily injury sustained by an employee, who sustained a "grave injury". As a result, because active supervision of the injured party generally falls upon the employer and because the employer has unlimited coverage, it is frequently the case with "grave injury" cases that the vast majority, if not all, of the claim in question is passed through to the third party defendant and/or its carrier, again given the unlimited coverage available to the third party defendant through Section 1B workers' compensation policy. On December 17, 2019, the same date as the filing of the Chapter 11 petition counsel for the Debtor, Kris E. Lawrence of the firm Mura & Storm, executed a "Partial Stipulation of Discontinuance Without Prejudice" discontinuing without prejudice the third party claim of Panther 22, LLC against Green Earth. Toro contends that he is the most significant creditor of the Debtor, with a claim running well into the millions of dollars. He argues that the discontinuance of the third party claim is nothing more than part of a plot to abuse the bankruptcy system to the deliberate harm of Toro as a creditor of the Debtor. Panther 22's failure to pursue its claims against Green Earth is in dereliction of its fiduciary duties to the estate and its creditors. Toro further notes that Panther 22 and Green Earth Construction are affiliates, each being owned and/or controlled in whole or part by Rodney Hutchings, creating a conflict of interest. The Debtor is also owned by Anthony Masiello, the former mayor of the City of Buffalo. Because Panther 22 and Green Earth Construction are affiliates, the interests of Panther 22 and its creditors, including Toro, are being sacrificed in order to allow Green Earth Construction to avoid having to place a claim with its carrier in an unlimited amount, Toro argues. Toro is represented by: Craig Z. Small, Esq. 1904 Liberty Building Buffalo, NY 14202 E-mail: csmall@smallaw.com - and - GROSS SHUMANP.C. Robert J. Feldman, Esq. 465 Main Street, Suite 600 Buffalo, NY 14203 Tel: (716) 854-4300 E-mail: rfeldman@gross-shuman.com About Panther 22 LLC Panther 22, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.Y. Case No. 19-12573) on Dec. 17, 2019. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of less than $50,000. Judge Carl L. Bucki oversees the case. Baumeister Denz LLP is the Debtor's legal counsel. PAPA'S GIRL: April 30 Plan Confirmation Hearing Set --------------------------------------------------- On Feb. 20, 2020, debtor Papa's Girl, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of North Carolina, New Bern Division, an amended disclosure statement and an amended plan. On Feb. 28, 2020, Judge Stephani W. Humrickhouse conditionally approved the disclosure statement and established the following dates and deadlines: * April 23, 2020, is fixed as the last day for filing and serving written objections to the disclosure statement. * April 30, 2020, at 11:30 AM Room 208, 300 Fayetteville Street, Raleigh, NC 27602 is the hearing on confirmation of the Plan. * April 23, 2020, is fixed as the last day for filing written acceptances or rejections of the plan. * April 23, 2020, 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 Feb. 28, 2020, is available at https://tinyurl.com/uykr448 from PacerMonitor at no charge. About Papa's Girl Papa's Girl LLC owns a fishing vessel known as Papa's Girl. Papa's Girl, LLC, filed a voluntary petition for relief pursuant to chapter 11 of the United States Bankruptcy Code (Bankr. E.D.N.C. Case No. 19-02897) on June 25, 2019. The Debtor disclosed $18,008,763 in liabilities as of the bankruptcy filing. The Debtor is represented by the law offices of Oliver & Cheek, PLLC. PINNACLE GROUP: Unsecureds to Split $300K Under Plan ---------------------------------------------------- Debtors Pinnacle Group, LLC, Paradigm Gateway International, Inc. and Partes Mundo, SA, Inc. filed with the U.S. Bankruptcy Court for the Southern District of Florida, Ft. Lauderdale Division, a Chapter 11 Plan and a Disclosure Statement on Feb. 28, 2020. Class 5 holders of general unsecured claims of $1,000 or less and allowed Class 6 claimants who agree to reduce their claim to $1,000 will each receive a lump sum payment of 25 percent of the allowed amount of the claim on the effective date. Class 6 holders of general unsecured claims against Pinnacle, Class 7 holders of general unsecured claims against Paradigm, and Class 8 holders of general unsecured claims against Partes will split $100,000 as a pro rata distribution, payable on Dec. 1, 2020 and will receive an additional lump sum of $200,000, pro-rata, December 1, 2021. Equity security holders and/or insiders of the Debtor in Class 9 will retain his membership status and present ownership interest in the reorganized Pinnacle, Paradigm, Partes entities. The Plan will be funded by the Debtor's ongoing business. Dennis Wilburn has agreed to pay the attorney's fees of LSQ, which are anticipated to be an administrative claim in the approximate amount of $38,000. A full-text copy of the Disclosure Statement dated Feb. 28, 2020, is available at https://tinyurl.com/ra8e7q2 from PacerMonitor at no charge. The Debtors are represented by: RAPPAPORT OSBORNE & RAPPAPORT, PLLC Jordan L. Rappaport, Esq. 1300 North Federal Highway Squires Building, Suite 203 Boca Raton, Florida 33432 Telephone (561)368-2200 About Pinnacle Group Based in Sunrise, Fla., Pinnacle Group and its subsidiaries are wholesalers of motor vehicle parts and accessories. Pinnacle Group and its subsidiaries sought Chapter 11 protection (Bankr. S.D. Fla. Lead Case No. 19-13519) on March 19, 2019. In its petition, Pinnacle Group estimated assets of $500,000 to $1 million and liabilities of $1 million to $10 million. Judge John K. Olson oversees the case. Jordan L. Rappaport, Esq., at Rappaport Osborne & Rappaport, PLLC, is the Debtor's bankruptcy counsel. ROOFTOP GROUP: April 20 Hearing on Committee Plan Set ----------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, conducted a hearing to consider the motion of the Official Committee of Unsecured Creditors to approve the First Amended Disclosure Statement for the Committee's First Amended Plan of Reorganization/Liquidation of Debtor Rooftop Group International Pte. Ltd. On Feb. 25, 2020, Judge Mark X. Mullin granted the Committee's motion and ordered that: * The Disclosure Statement, as modified at the Hearing to address the Debtor's objection, is approved. * Any and all objections to the adequacy of the Disclosure Statement are deemed withdrawn, and to the extent not withdrawn are overruled. * April 13, 2020, at 5:00 PM is fixed as the last day to deliver each Ballot in order to be counted as a vote to accept or reject the Plan. * April 20, 2020, at 1:30 PM is the hearing to consider confirmation of the Plan. * April 13, 2020, at 5:00 PM is fixed as the last day to file all objections and responses to the confirmation of the Plan. A full-text copy of the plan dated Feb. 25, 2020, is available at https://tinyurl.com/tg8zgpe from PacerMonitor at no charge. Counsel for the Committee: James E. Van Horn Barnes & Thornburg LLP 1717 Pennsylvania Avenue NW, Suite 500 Washington, DC 20006-4623 - and - Rachael L. Smiley Ross & Smith, PC 700 North Pearl Street, Suite 1610 Dallas, Texas 75201 Counsel for the Debtor: Michael P. Cooley Reed Smith LLP 2501 N. Harwood, Suite 1700 Dallas, TX 75201 About Rooftop Group Int'l Rooftop Group International Pte. Ltd. is a private limited company organized under the laws of Singapore. It was formed to hold certain intellectual property assets, including registered trademarks and patents, relating to the manufacture and sale of hobby-grade drones under the name Propel RC(R). At present, it has no operations and has no employees, and its remaining assets are composed almost entirely of certain patents, trademarks, and other intellectual property. In addition, it licenses certain of its trademarks to Amax Industrial Group China Co, Ltd., under a nonexclusive license agreement. Certain of Rooftop Group's prepetition secured creditors commenced collection actions against the Debtor in Singapore courts pertaining to prepetition debt obligations under which the Debtor was either a primary obligor or guarantor. The Debtor's intellectual property assets are not encumbered by any lien or security interest; however, a portion of the outstanding equity in the Debtor is pledged to secure repayment of certain of the Debtor's prepetition obligations and certain prepetition creditors assert liens on certain asset classes other than intellectual property. To preserve the value of its intellectual property assets for the benefit of all its unsecured creditors, on April 30, 2019, the Debtor filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 19-31443). In the petition signed by Darren Matloff, director, the Debtor was estimated to have $1 million to $10 million in assets and $50 million to $100 million in liabilities. The Hon. Harlin DeWayne Hale oversees the case. The Debtor is represented by Reed Smith LLP. The Office of the U.S. Trustee on June 13, 2019, appointed three creditors to serve on an official committee of unsecured creditors in the Chapter 11 case. The committee is represented by Barnes & Thornburg LLP. RYMAN HOSPITALITY: S&P Places 'B+' ICR on CreditWatch Negative -------------------------------------------------------------- S&P Global Ratings placed all of its ratings on Ryman Hospitality Properties Inc., including its 'B+' issuer credit rating, on CreditWatch with negative implications. The CreditWatch placement comes after Ryman canceled approximately 77,000 net room nights in its hospitality business during the week ended March 7, 2020 due to fears related to the new coronavirus outbreak. These cancellations represent approximately $40 million of lost revenue, which the company will partially offset by collecting approximately $19 million of cancellation fees. The CreditWatch listing reflects the very high level of uncertainty regarding the duration and pace of the cancellations in Ryman's group business over at least the next several weeks, which leads S&P to believe that their effect on the company's revenue and EBITDA will be significant. For example, Ryman's leverage could rise materially even if its cancellation activity is temporary and tapers off in a few months. In addition to its results for the week ended March 7, 2020, Ryman also disclosed that approximately 75% of these cancellations were for March 2020 while approximately 25% were for April 2020. However, the company currently maintains a strong level of contracted group bookings for the May to December period. Ryman also stated it is working with its operating manager Marriott International Inc. to implement cost-containment strategies to reduce its operating expenses and cope with the anticipated short-term revenue losses. Still, assuming the current pace of cancellations continues through at least April, S&P contemplates that the company's revenue could decline by as much as $200 million-$300 million including an estimate of cancellation fees owed if cancellations persist through April, assuming they are collectible. S&P views this range as preliminary and plan to update it in the coming weeks. The effect on Ryman's EBITDA could also be material even if the cancellations are temporary. S&P believes that, under these preliminary assumptions, Ryman will maintain adequate liquidity under its $700 million revolving credit facility due 2024. It is also S&P's understanding that Ryman has a significant cushion under its maximum 65% consolidated funded indebtedness, minimum 1.5x consolidated fixed-charge coverage, and 1.6x minimum implied debt service coverage ratio covenants. While the uncertainty about the peak spread and timing of the current coronavirus outbreak remains, modeling by academics with expertise in epidemiology indicates a likely range for the peak of as late as June 2020. For the purpose of assessing the economic and credit implications of the outbreak on Ryman, S&P assumes the global outbreak will subside during the second quarter of 2020, which is consistent with its recent report, titled "Global Credit Conditions: COVID-19's Darkening Shadow," published March 3, 2020. As the situation evolves, S&P will update its assumptions and estimates accordingly. S&P plans to resolve the CreditWatch listing once it can assess the duration and pace of Ryman's group room night cancellations and their likely effect on the company's revenue, EBITDA, and leverage. SALUBRIO LLC: Case Summary & 16 Unsecured Creditors --------------------------------------------------- Debtor: Salubrio, LLC d/b/a Brio San Antonio MRI 555 E. Basse Rd., Suite 111 San Antonio, TX 78209 Business Description: Salubrio, LLC dba Brio San Antonio -- https://salubriomri.com -- is a medical diagnostic imaging center in San Antonio, Texas. It offers patients innovative and timely onsite technology for musculoskeletal & traumatic brain injury diagnostics. The company specializes in weight-bearing MRI installed by Esaote USA. Chapter 11 Petition Date: March 11, 2020 Court: United States Bankruptcy Court Western District of Texas Case No.: 20-50578 Judge: Hon. Ronald B. King Debtor's Counsel: Martin Seidler, Esq. LAW OFFICES OF MARTIN SEIDLER One Elm Place, Suite 504 11107 Wurzbach Road San Antonio, TX 78230 Tel: (210) 694-0300 Email: Marty@Seidlerlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Douglas K. Smith, M.D., president. A full-text copy of the petition containing, among other items, a list of the Debtor's 16 unsecured creditors is available for free at at PacerMonitor.com at: https://is.gd/C7pZpL SOUTHERN DELI: Seeks to Employ Moore & Van Allen as Legal Counsel ----------------------------------------------------------------- Southern Deli Holdings, LLC and its affiliates seek permission from the U.S. Bankruptcy Court to employ Moore & Van Allen PLLC as their bankruptcy counsel. The professional services that the firm will render to the Debtors include: a. providing the Debtors legal advice with respect to their powers and duties in the continued operation of their businesses and management of their assets; b. assisting in taking all necessary actions to protect and preserve the Debtors' estates, including the prosecution of actions on behalf of the Debtors, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the bankruptcy estates; c. assisting in the preparation of all necessary schedules, statements, applications, answers, orders, reports, motions and notices in connection with the administration of the estates; d. preparing responses to applications, motions, notices and other legal papers that may be filed and served in the Debtors' Chapter 11 cases; e. appearing before the bankruptcy court and such other courts and representing the Debtors in negotiations; f. advising the Debtors concerning actions they might take to collect and recover property; g. advising the Debtors concerning executory contracts and unexpired lease assumption, assignment and rejections h. advising the Debtors in connection with any post-petition financing; i. advising the Debtors in connection with the sale of their assets; j. advising the Debtors in formulating and preparing a Chapter 11 plan and disclosure statement and assisting the Debtors in connection with the solicitation and confirmation processes; and k. providing all other necessary legal services in connection with the Debtors' bankruptcy cases. The firm will be compensated on an hourly basis and will be reimbursed of actual, necessary expenses and other charges incurred. The current hourly rates applicable to the principal attorneys proposed to represent the Debtors are: Zachary H. Smith Member $775 James R. Langdon Member $735 Robert C. Bowers Member $550 Marcus S. Lee Member $545 Hillary B. Crabtree Member $505 Cole B. Richins Associate $450 Gabriel L. Mathless Associate $425 John T. Floyd Member $385 Joanne Wu Associate $270 In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Zachary Smith, Esq., a member of Moore & Van Allen, disclose that the firm will charge the Debtors for fixed and routine overhead expenses in a manner and at rates consistent with charges made generally to the firm's clients and pursuant to the compensation guidelines in the district. Moore & Van Allen was originally retained by the Debtors in 2016 and provided periodic corporate counsel to the Debtors. Moore & Van Allen received into its trust account a total of $245,000 (exclusive of the filing fees) in retainers during the 90 days prior to the petition date. Of this amount, $95,000 was paid by the Debtors and $150,000 was specifically earmarked by certain affiliates of Sonic Industries Inc., in the pre-bankruptcy loan. As authorized in the resolutions to the Debtors' petitions and required as a condition to funding, Sonic agreed to provide the bridge loan to the company and specifically required that $150,000 of the funds would immediately be paid to Moore & Van Allen. Additionally, the Debtors funded the filing fees of $8,585. Moreover, Mr. Smith represents that Moore & Van Allen is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Southern Deli Holdings Southern Deli Holdings, LLC, which conducts business under the name SD Holdings, LLC --http://www.sdholdingsllc.com-- is a restaurant franchisee headquartered in Matthews, N.C. Founded in 1999, Southern Deli Holdings now owns and operates more than 100 restaurants across six states within multiple brands such as Fuzzy's Taco Shop, McAlister's Deli, MOD Pizza, and Sonic Drive-In. Southern Deli Holdings and four affiliates -- RTHT Investments LLC, SD Restaurant Group, LLC, SD-Charlotte, LLC, and SD-Missouri, LLC -– each filed a Chapter 11 petition on Feb. 7, 2020. The cases are jointly administered under Case No. 20-30149, with SD-Charlotte as the lead case. Judge Laura T. Beyer is assigned to the cases. In the petitions signed by Yaron Goldman, managing member, each of the Debtors reported assets and liabilities, as follows: Estimated Assets Estimated Debts ---------------- --------------- Southern Deli $1-mil. to $10-mil. $10-mil. to $50-mil. RTHT Investments $10-mil. to $50-mil. $10-mil. to $50-mil. SD-Charlotte $1-mil. to $10-mil. $1-mil. to $10-mil. SD-Missouri $10-mil. to $50-mil. $10-mil. to $50-mil. SD Restaurant Group $1-mil. to $10-mil. $1-mil. to $10-mil. The Debtors tapped Moore & Van Allen PLLC as their bankruptcy counsel, and JD Thompson Law as their special bankruptcy counsel. STAR CHAIN: GC Checkmate Buying All Assets for $1.5 Million ----------------------------------------------------------- Star Chain, Inc., US Star 1, LLC, US Star 5, LLC, US Star 11, LLC, US Star 12, LLC, US Star 16, LLC, US Star 17, LLC, US Star 19, LLC, US Star 20, LLC, US Star 21, LLC, US Star 27, LLC, US Star 31, LLC, US Star 33, LLC, US Star 36, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Georgia a notice of their proposed bidding procedures in connection with the sale of substantially all assets used in the operation of their businesses, to GC Checkmate Holdings, LLC for $1.5 million, subject to overbid. The Debtors are affiliated entities and they share common ownership and operate as one business venture. The "US Star" Debtors operate one or more Checkers restaurants managed by Star Chain, the management company that handles all "back-office" services such as HR, accounting, and payroll. Star Chain is also a 50% to 100% equity owner in all US Star Debtors. Notwithstanding efforts by the Debtors to address the issues impacting the operations of the Debtors, the Debtors were unable to resolve such issues prior to filing the Cases. Since the filing of the Cases, the Debtors have continued to actively address the issues that led to the commencement of these Cases by exploring viable strategic options, including identifying potential strategic partners and exploring options to reorganize and/or sell the operations of the Debtors. After evaluating alternatives and consulting with their financial advisors, the Debtors concluded that it was in the best interests of the Debtors, their creditors, their employees and other parties in interest to effectuate a sale of the Purchased Assets. Such a going concern sale will enable the Purchaser to continue Purchased the businesses while also preserving hundreds of jobs and supporting the Debtors' local economies. The Debtors solicited offers for the assets of the Sellers and received offers from multiple parties. The highest purchase price for a talking horse bidder is represented by GC Checkmate, as the Stalking Horse Purchaser ("Initial Bidder" or "IB"), in their Asset Purchase Agreement. The terms proposed by IB are summarized in the Agreement. The Debtors and IB contemplate a sale of the Purchased Assets that is free and clear of any and all liens, claims, interests and encumbrances, with these to attach to the net proceeds generated from the sale of the Purchased Assets. The sale of Purchased Assets will also be subject to entry of an order by the Court finding the proposed transfer to be free and clear of all liens, claims and encumbrances, and further finding that the Purchaser will not be deemed to be a successor of the Debtors, and will not have any liability or responsibility for any obligations of the Debtors, other than those liabilities and obligations expressly assumed in the Agreement. The Debtors anticipate that IB, as the Initial Bidder, will have invested substantial time and effort in negotiating the material terms of an Agreement with the Sellers. It will have incurred various legal and other professional costs and expenses, and will incur still further substantial additional fees and costs in its continuing due diligence investigations. Subject to the terms of the Agreement reached with IB, if a closing occurs with respect to a sale of Purchased Assets to a party other than IB with respect to such assets, and IB was ready, willing and able to close the transaction pursuant to the Agreement, but was not selected as the highest and best bidder, and IB is not in default under the Agreement, the Debtors propose that IB (a) be paid an agreed-upon "Breakup Fee" in an amount equal to $50,000. The Sellers ask to identify the highest and best offer for the Purchased Assets by subjecting the proposal of the Initial Bidder in the Agreement to overbid at the Auction. In order to ensure that asset values are truly maximized, the Debtors ask that the Court approves the following bid procedures at the Procedures Hearing, so that competing offers for the assets of the Sellers will be accepted only if they meet the requirements: a. Bid Deadline: March 17, 2020 at 5:00 p.m. local time in Atlanta, Georgia b. Initial Bid: An amount equal to or greater than the sum of (a) the Purchase Price payable by IB under the Agreement, plus the Breakup Fee plus cash in an amount equal to $50,000 and (b) a cash deposit of $150,00 c. Deposit: $150,000 d. Auction: In the event the Debtors timely receive a conforming Initial Overbid from a prospective purchaser as described, then the Debtors will conduct an Auction with respect to the sale of the Purchased Assets on March 19, 2020, beginning at 10:00 a.m. local time, at the offices of counsel for the Debtors, Wiggam & Geer, LLC, 50 Hurt Plaza, SE, Suite 1150, Atlanta, Georgia 30303, or at such other location as may be designated by the Debtors. e. Bid Increments: $20,000 f. Sale Hearing: March 23, 2020 at 10:00 a.m. local time The Debtors anticipate that any proposed Agreement will provide for the Debtors to assume and assign the franchise agreements between Debtors and Checkers to the Buyer. At this time, they're only certain that Checkers' consent is required for approval of the purchase and sale to the Buyer. The Debtors' counsel and Checkers’ counsel are working to determine whether any new Purchaser will enter into new franchise agreements with Checkers or whether Debtors’ current franchise agreements will be assumed and assigned to the Purchaser. In the case of the latter, the Debtors' move to assume their franchise agreements with Checkers and assign them to the Purchaser. The Debtors also propose and request to assign certain real property lease to the Purchaser as identified in Exhibit C. The objection deadline is 5:00 p.m. (ET) seven days prior to the Sale Hearing. Because of the need to close the transactions contemplated as promptly as possible, the Debtors ask that the Court orders and directs that the order approving the Motion will not be automatically stayed for 14 days. No previous request for the relief sought has been made in the Court or any other court. A copy of the APA is available at https://tinyurl.com/tsnce7d from PavcerMonitor.com free of charge. The Purchaser: GC CHECKMATE HOLDINGS, LLC 116 Radio Circle Drive, Ste. 200 Mt. Kisco, NY 10549 The Purchaser is represented by: Joshua R. Holden, Attorney WINCHESTER, SELLERS, FOSTER & STEELE, P.C. 800 South Gay Street, Ste. 1000 First Tennessee Plaza P.O. Box 2428 Knoxville, TN 37901-2428 Telephone: (865) 637-1980 Facsimile: (865) 637-4489 E-mail: Jholden@wsfs-law.com About Star Chain Star Chain, Inc., is a Georgia-based company that operates as the management company for all affiliated "US Star" debtors. The affiliated "US Star" debtors operate approximately four dozen restaurants with franchisors Captain D's, Checkers, Newk's, and Yogli Mogli. The Debtors' membership interests are owned by the same person, Omer Casurluk. The Debtors have common secured creditors and are part of one business operation. On Oct. 2, 2019, Star Chain, Inc., as Lead Debtor, and 26 other affiliates sought Chatper 11 protection (Bankr. N.D. Ga. Lead Case No. 19-65768) in Atlanta, Georgia. In the petition signed by Omer Casurluk, manager, Star Chain, Inc., was estimated to have assets at $1 million to $10 million, and liabilities at $10 million to $50 million. The Hon. Wendy L. Hagenau is the case judge. Wiggam & Geer, LLC is counsel to the Debtors. Rountree Leitman & Klein, LLC, is Wiggam & Geer's co-counsel. STAR CHAIN: JAE Buying All Checkers Assets in Tucker for $40K ------------------------------------------------------------- Star Chain, Inc. and US Star 26, LLC ask the U.S. Bankruptcy Court for the Northern District of Georgia to authorize private sale of substantially all of the assets associated with the Checkers Drive-in Restaurant, Inc. franchise located at 6344 Lawrenceville Highway, Tucker, Georgia, associated with Star 26, to JAE Investments, LLC for $40,000. Star 26 operates the Checkers. It is managed and operated by jointly administered co-debtor Star Chain with various other Checkers locations. Pursuant to the Asset Purchase Agreement, the Debtor is selling substantially all of the assets associated with the store associated with Star 26 and assuming and assigning the associated franchise agreement with Checkers. In exchange, JAE Investments is paying the Debtor $40,000. Given that the Debtor is an underperforming store, the Debtor believes that its decision to enter into the Asset Purchase Agreement there is a sound business justification for granting the Motion would be in best interests of creditors and its estate. Upon information and belief, Wallis State Bank has a first priority security interest in the assets of the Debtor, including the FF&E. Wallis State Bank, to the Debtor's knowledge, does not have a lien on the Lease or the Franchise Agreement. Dallas Growth Capital and Funding, LLC, doing business as Sprout Funding, holds a second priority lien on the Debtor's FF&E. General Order No. 26-2019 ("Court Procedures Order") promulgates certain procedures for use in complex chapter 11 cases the Court Procedures Order requires that sale motions must highlight the following provisions, identify the location of any such provision in the proposed order, and justify such inclusion: a. Sale to Insider - The Purchaser is not an insider of the Debtor and has no pre-petition connections to Debtor. b. Agreements with Management - Although the Purchaser is interested in hiring store-level employees (it is under no legal obligation to do so however), it does not intend to have any agreements with the Debtor's management or their key employees. c. Releases - The Debtor, Star Chain, and the Purchaser are entering into mutual releases under the APA providing for a release of all claims against each other. d. Private Sale/No Competitive Bidding - The Debtor contemplates a private sale pursuant to Rule 6004(e) of the Bankruptcy Rules, but have not agreed to limit its solicitations of competitive offers or otherwise limit the shopping of the assets to be sold. As a practical matter, given the time limitations and the potential of Debtor running out of funds within 4-6 weeks, the Debtor does not intend to pursue other bidders. e. Closing and Other Deadlines - There is one right to terminate deadline in section 9 of Asset Purchase Agreement. The Right to Terminate Deadlines include the following: (a) April 1, 2020: closing deadline; and (b) within five days of the entry of the Sale Hearing, the Sale Order must be entered. f. Good Faith Deposit. $10,000, which is currently being held in the Debtor's counsel's escrow account. g. Interim Arrangements with Proposed Buyer. Section H.3.vii of the Court Procedures Order requires the disclosure of any interim arrangement with the proposed buyer. No interim arrangements prior to the closing are contemplated. Pursuant to sections 105, 363, and 365 of the Bankruptcy Code and Rules 2002, 6004, 6006, 9006, and 9008 of the Bankruptcy Rules, for entry of orders, which shall, among other things, (a) approve the sale of substantially all of the Debtor's assets free and clear of Liens, (b) authorize the assumption and assignment or rejection of certain executory contracts, and (c) direct that the sale proceeds be escrowed. The Debtor asks the Court to authorize it to assume and assign executory contracts and unexpired leases as set forth in the Asset Purchase Agreement. Wallis State Bank has a lien on FF&E that is worth less than the Purchase Price. The Debtor asserts that Wallis has no lien in the real value of the business, which is the Franchise Agreement and the Lease. As such ,the purchase price exceeds the "value" of the liens on the assets. Moreover, Sprout's lien has no equity to attach to and is completely unsecured. Regardless, it is the Debtor's understanding that Wallis Bank, the Committee, Checkers, and the Landlord consent to the Sale. The sale will be free and clear of all liens, claims, interests, and encumbrances, with any such liens, claims, interests, and encumbrances attaching to the net proceeds of the sale. The Debtor asks the Court to approve the Asset Purchase Agreement as a private sale pursuant to Rule 6004(e) of the Bankruptcy Rules. Given the exigencies of time and the Debtor's questionable ability to sell the Purchased Assets to another bidder, the Debtor believes that a private sale is prudent. The Debtor asks that the Sale Order be effective immediately by providing that the 14-day stays applicable under Rules 6004(h) and 6006(d) of the Bankruptcy Rules be waived. The Debtor is in communication with Checkers and the Landlord to determine appropriate cure costs. The Debtor asserts the its cure costs for landlord R100, LLC is $8,500. The Debtors asks an expedited hearing on its requested relief because it could be irreparably harmed if the sale is not consummated prior to March, 1, 2020. There are limited interested parties to thes transaction and time is of the essence to consummate the sale. The Buyer expects the full use of the Premises by March 1, 2020. The Debtors respectfully ask that the Court shortens the notice period from 21 days to the appropriate amount of time to hear the Motion on Feb. 24, 2020. A copy of the Agreement is available at https://tinyurl.com/qt839lu from PacerMonitor.com free of charge. The Purchaser: JAE INVESTMENTS, LLC 7708 Hampton Place Loganville, GA 30052 Attn: Mr. Yousuf Dosani The Purchaser is represented by: Steven M. Mills, Esq. MILLS & HOOPES, LLC 1550 North Brown Rd., Ste. 130 Lawrenceville, GA 30043 E-mail: steve@millshoopeslaw.com About Star Chain Star Chain, Inc., is a Georgia-based company that operates as the management company for all affiliated "US Star" debtors. The affiliated "US Star" debtors operate approximately four dozen restaurants with franchisors Captain D's, Checkers, Newk's, and Yogli Mogli. The Debtors' membership interests are owned by the same person, Omer Casurluk. The Debtors have common secured creditors and are part of one business operation. On Oct. 2, 2019, Star Chain, Inc., as Lead Debtor, and 26 other affiliates sought Chatper 11 protection (Bankr. N.D. Ga. Lead Case No. 19-65768) in Atlanta, Georgia. In the petition signed by Omer Casurluk, manager, Star Chain, Inc., was estimated to have assets at $1 million to $10 million, and liabilities at $10 million to $50 million. The Hon. Wendy L. Hagenau is the case judge. Wiggam & Geer, LLC is counsel to the Debtors. Rountree Leitman & Klein, LLC, is Wiggam & Geer's co-counsel. SUITABLE TECHNOLOGIES: Hires Donlin as Claims and Noticing Agent ---------------------------------------------------------------- Suitable Technologies, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ Donlin Recano & Company, Inc., as claims and noticing agent to the Debtor. Suitable Technologies requires Donlin to: (a) assist the Debtor with the preparation and distribution of all required notices and documents in accordance with the Bankruptcy Code and the Bankruptcy Rules in the form and manner directed by the Debtor and/or the Court, including: (i) notice of any claims bar date, (ii) notice of any proposed sale of the Debtor's assets, (iii) notices of objections to claims and objections to transfers of claims, (iv) notices of any hearings on a disclosure statement and confirmation of any plan of reorganization, including under Bankruptcy Rule 3017(d), (v) notice of the effective date of any plan, and (vi) all other notices, orders, pleadings, publications and other documents as the Debtor, Court, or Clerk may deem necessary or appropriate for an orderly administration of this chapter 11 case; (b) maintain copies of all proofs of claim filed in the Chapter 11 Case; (c) maintain an official copy of the Debtor's schedules of assets and liabilities and statements of financial affairs (collectively, the "Schedules"), listing the Debtor's known creditors and the amounts owed thereto; (d) maintain (i) a list of all potential creditors, equity holders and other parties-in-interest and (ii) a "core" mailing list consisting of all parties described in Bankruptcy Rule 2002(i), (j) and (k) and those parties that have filed a notice of appearance pursuant to Bankruptcy Rule 9010; update and make said lists available upon request by a party-in-interest or the Clerk; (e) furnish a notice to all potential creditors of the last date for filing proofs of claim and a form for filing a proof of claim, after such notice and form are approved by the Court, and notify said potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules, which may be effected by inclusion of such information (or the lack thereof, in cases where the Schedules indicate no debt due to the subject party) on a customized proof of claim form provided to potential creditors; (f) maintain a post office box or address for receiving claims and returned mail, and process all mail received; (g) for all notices, motions, orders or other pleadings or documents served, prepare and file or cause to be filed with the Clerk an affidavit or certificate of service within seven (7) days of service which includes (i) either a copy of the notice served or the docket number(s) and title(s) of the pleading(s) served, (ii) a list of persons to whom it was mailed (in alphabetical order) with their addresses, (iii) the manner of service, and (iv) the date served; (h) process all proofs of claim or proofs of interest received,including those received by the Clerk's Office, and check said processing for accuracy, and maintain the original proofs of claim or proofs of interest in a secure area; (i) maintain the official claims register (the "Claims Register") on behalf of the Clerk; upon the Clerk's request, provide the Clerk with a certified, duplicate unofficial Claims Register; and specify in the Claims Register the following information for each claim docketed: (i) the claim number assigned, (ii) the date received, (iii) the name and address of the claimant and agent, if applicable, who filed the claim, (iv) the address for payment, if different from the notice address; (v) the amount asserted, (vi) the asserted classification(s) of the claim (e.g., secured, unsecured, priority, etc.), and (vii) any disposition of the claim; (j) implement necessary security measures to ensure the completeness and integrity of the Claims Register and the safekeeping of the original claims; (k) record all transfers of claims and provide any notices of such transfers as required by Bankruptcy Rule 3001(e); (l) relocate, by messenger or overnight delivery, all of the court-filed proofs of claim to the offices of Donlin, not less than weekly; (m) upon completion of the docketing process for all claims received to date for each case, turn over to the Clerk copies of the claims register for the Clerk's review, upon the Clerk's request; (n) monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on and/or changes to the claims register; (o) identify and correct any incomplete or incorrect addresses in any mailing or service lists; (p) assist in the dissemination of information to the public and respond to requests for administrative information regarding this chapter 11 case as directed by the Debtor or the Court, including through the use of a case website and/or call center; (q) if this chapter 11 case is converted to a case under chapter 7 of the Bankruptcy Code, contact the Clerk's office within three (3) days of notice to Donlin of entry of the order converting the case; (r) thirty (30) days prior to the close of this chapter 11 case, to the extent practicable, request that the Debtor submit to the Court a proposed order dismissing Donlin as claims, noticing, and solicitation agent and terminating its services in such capacity upon completion of its duties and responsibilities and upon the closing of this chapter 11 case; (s) within seven (7) days of notice to Donlin of entry of an order closing this chapter 11 case, provide to the Court the final version of the Claims Register as of the date immediately before the close of the case; (t) at the close of the Chapter 11 Case, (i) box and transport all original documents, in proper format, as provided by the Clerk's Office, to (A) the Philadelphia Federal Records Center, 14470 Townsend Road, Philadelphia, PA 19154 or (B) any other location requested by the Clerk, and (ii) docket a completed SF-135 Form indicating the accession and location numbers of the archived claims. Donlin will be paid at these hourly rates: Executive Management No charge Senior Bankruptcy Consultant $140-$170 Case Manager $70-$150 Technology/Programming Consultant $80-$140 Consultant/Analyst $70-$90 Clerical $25-$40 Donlin will be paid a retainer in the amount of $20,000, of which $12,169.45 was applied to prepetition services. Donlin will also be reimbursed for reasonable out-of-pocket expenses incurred. Nellwyn Voorhies, executive director of Donlin Recano & Company, Inc., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Donlin can be reached at: Nellwyn Voorhies DONLIN RECANO & COMPANY, INC. 6201 15th Avenue Brooklyn, NY 11219 Toll Free Tel: (800) 591-8236 About Suitable Technologies Headquartered in Palo Alto, California, Suitable Technologies, Inc. -- https://www.suitabletech.com/ -- develops, manufactures, and sells telepresence system and technology platforms in both domestic and international markets. It also maintains an intellectual property portfolio, which includes a number of different patents associated with, among other things, wireless connectivity, as well as trademarks in the United States and other foreign jurisdictions. Its primary product is called "Beam", a telepresence device designed to promote remote collaboration, provide individuals with the ability to communicate remotely with others on both a visual and audio basis, and move freely through a workplace using the Company's manufactured devices and companion software. Suitable Technologies, Inc., sought Chapter 11 protection (Bankr. D. Del. Case No. 20-10432) on Feb. 26, 2020. The Debtor was estimated to have $10 million to $50 million in assets and $50 million to $100 million in liabilities. The Hon. Mary F. Walrath is the case judge. The Debtor tapped Young Conaway Stargatt & Taylor, LLP as counsel; and Stout Risius Ross Advisors, LLC, as investment banker. Asgaard Capital LLC is the staffing provider and its founder, Charles C. Reardon, is presently serving as CRO for the Debtor. Donlin, Recano & Company, INC. is the claims agent. SUNCREST STONE: Unsecureds to Split $200,000 in Plan ---------------------------------------------------- Debtors Suncrest Stone Products, LLC and 341 Stone Properties, LLC filed with the U.S. Bankruptcy Court for the Middle District of Georgia, Albany Division, a Joint Plan of Reorganization and a Disclosure Statement on Feb. 24, 2020. Class 10 General Unsecured Creditors may elect one of these options: * Option 1: Holders of Allowed Unsecured Claims in Class 10 may elect to reduce their claim to $750 and participate as an Allowed Claim in Class 9. Such election shall be indicated on any Ballot so that such election is received by the Debtors prior to the Voting Deadline, and such election shall be deemed an acceptance of this Plan. The Class 9 payment shall be in full satisfaction of the Class 10 creditor's Allowed Claim. * Option 2: Holders of Allowed Claims in Class 10 who do not elect Option 1 shall receive from Reorganized Debtor Suncrest Stone their pro-rata share, based on the amount of their Allowed Unsecured Claim, of $200,000. The Plan is a reorganizing Chapter 11 plan for the Debtors. The funds required for the implementation of this Plan and the distributions under the Plan shall be provided from revenue from the regular operation of the Reorganized Debtors' businesses, injections of capital from NewStone, and litigation and other recoveries, if any, from the Creditors Trust. Any additional necessary operating capital required by Reorganized Debtors will be available from new investment by NewStone of the New Capital. NewStone will hold the new equity securities issued by the Reorganized Debtors, which shall represent 100% of such interests. The Plan contemplates and proposes that the Reorganized Debtors will continue its operations at its present location, utilizing its existing machinery and equipment and inventory. A full-text copy of the Disclosure Statement dated Feb. 24, 2020, is available at https://tinyurl.com/w58ho9v from PacerMonitor at no charge. The Debtors are represented by: Jeffrey M. Levinson Levinson, LLP 55 Public Square, Suite 1750 Cleveland, Ohio 44113 - and - Daniel Wilder Law Offices of Emmet L. Goodman, Jr. LLC 544 Mulberry Street, Suite 800 Macon, Georgia 32101 About Suncrest Stone Products Suncrest Stone Products, LLC -- https://www.suncreststone.com/ --is a stone supplier in Ashburn, Georgia. Its products include Ashlar, Country Ledge, Ledge, River Rock, Olde-Castle, Splitface, Stock, and Rubble. Suncrest Stone Products and 341 Stone Properties, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Lead Case No. 18-10850) on July 13, 2018. In the petition signed by Max Suter, authorized officer, Suncrest was estimated to have assets of less than $1 million and liabilities of $1 million to $10 million. 341 Stone was estimated to have$1 million to $10 million in assets and liabilities. Judge Austin E. Carter is the presiding judge. Stone & Baxter, LLP, is the Debtors' counsel. McMurry Smith & Company is the accountant. Crumley and Associates Inc. d/b/a South Georgia Appraisal Company is appraiser to the Debtor. TCP RAINIER: DBRS Confirms BB Rating on Class C Notes ----------------------------------------------------- DBRS, Inc. confirmed the ratings of A (low) (sf) on the Class A Notes, BBB (sf) on the Class B Notes, and BB (sf) on the Class C Notes (collectively, the Notes) as well as the provisional rating of BBB (low) (sf) on the Combination Notes issued by TCP Rainier, LLC (TCP or the Issuer), pursuant to the Note Purchase and Security Agreement (NPSA) dated as of December 11, 2018 (and as further amended by the First Amendment dated as of July 2, 2019, and effective as of July 25, 2019, and by the Second Amendment dated as of February 28, 2020; together, the Amendments), among TCP as Issuer; U.S. Bank National Association (USB; rated AA (high) with a Stable trend by DBRS Morningstar) as Collateral Agent, Custodian, Document Custodian, Collateral Administrator, Information Agent, and Note Agent; and the Purchasers referred to therein. The rating on the Class A Notes addresses the timely payment of interest (excluding the additional 1% of the interest payable at the Post-Default Rate as defined in the NPSA) and the ultimate payment of principal on or before the Stated Maturity of December 11, 2027. The ratings on the Class B Notes and Class C Notes address the ultimate payment of interest (excluding the additional 1% of the interest payable at the Post-Default Rate as defined in the NPSA) and the ultimate payment of principal on or before the Stated Maturity of December 11, 2027. The provisional rating on the Combination Notes addresses the ultimate repayment of the Combination Note Rated Principal Balance (which is equal to the commitment amount for the Combination Notes) on or before the Stated Maturity of December 11, 2027. The Combination Notes have no stated coupon. The Components of the Combination Notes include portions of the Class A Notes, Class B Notes, and Class C Notes as well as the Subordinated Notes (or equity) of the Issuer. All interest and principal amounts paid on the Secured Notes and any distributions made to the Subordinated Notes are the only sources of payment for the Combination Notes. All payments made on the Component Notes (whether interest, principal or otherwise) to the Combination Notes shall reduce the Combination Note Rated Principal Balance. The Combination Notes shall remain outstanding until the earlier of (1) the payment in full and redemption of each Component and (2) the Stated Maturity of each Component. As of the Closing Date and the Second Amendment, DBRS Morningstar's rating on the Combination Notes will be provisional. The provisional rating reflects the fact that the effectiveness of the Combination Notes is subject to certain conditions after the Closing Date and Second Amendment, such as a drawing order. It is expected that the Combination Notes will be funded in tandem with, and in proportion to, each Underlying Class but that the Combination Notes will not become effective until each of the Subordinated Notes and other Secured Notes are funded in reverse-sequential order. The finalization of the provisional rating on the Combination Notes will be subject to satisfaction of certain conditions, as specified in the NPSA, including, but not limited to, the remaining unfunded commitments of the Class A Notes, the Class B Notes, and Class C Notes being reduced to zero. The provisional rating on the Combination Notes may not be finalized if the other Secured Notes fail to be fully drawn. The ratings on the aforementioned Notes are being confirmed pursuant to the execution of the Second Amendment dated as of February 28, 2020 (the Second Amendment Date), among the Issuer; Series I of SVOF/MM, LLC as the Collateral Manager and Purchaser; the Purchasers; and USB as Collateral Agent, Custodian, Document Custodian, Collateral Administrator, Information Agent, and Note Agent. The Notes will be collateralized primarily by a portfolio of U.S. middle-market corporate loans. The Issuer is managed by Series I of SVOF/MM, LLC, a consolidated subsidiary of Tennenbaum Capital Partners, LLC, which is itself a wholly-owned subsidiary of BlackRock, Inc. DBRS Morningstar considers Series I of SVOF/MM, LLC to be an acceptable collateralized loan obligation (CLO) manager. The confirmation of the ratings reflects the following: (1) The NPSA dated as of December 11, 2018, and as further amended by the Amendments; (2) The integrity of the transaction structure; (3) DBRS Morningstar's assessment of the portfolio quality; (4) Adequate credit enhancement to withstand projected collateral loss rates under various cash flow stress scenarios; and (5) DBRS Morningstar's assessment of the origination, servicing, and CLO management capabilities of Series I of SVOF/MM, LLC. To assess portfolio credit quality, DBRS Morningstar provides a credit estimate or internal assessment for each nonfinancial corporate obligor in the portfolio not rated by DBRS Morningstar. Credit estimates are not ratings; rather, they represent a model-driven default probability for each obligor that is used in assigning a rating to the facility. Under the NPSA, following an Event of Default and the acceleration of the Obligations, the Controlling Parties (as defined in the NPSA) may direct the Collateral Agent to sell all or any portion of the Collateral to the Controlling Parties or any Affiliate of the Controlling Parties, without soliciting or accepting bids therefore from any Person, at the Market Value of such Collateral, which may be at the disadvantage of the other non–Controlling Parties. TDV DEVELOPMENT: Seeks to Employ Goe Forsythe as Legal Counsel -------------------------------------------------------------- TDV Development Corporation seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Goe Forsythe & Hodges LLP as its legal counsel. As counsel, Goe Forsythe will: (a) advise and assist the Debtor with respect to compliance with the requirements of the U.S. Trustee; (b) advise Debtor regarding matters of bankruptcy law, including the rights and remedies of the Debtor regarding its assets and with respect to the claims of creditors; (c) represent the Debtor in any proceedings or hearings in the bankruptcy court and in any action in any other court where the Debtor's rights under the Bankruptcy Code may be litigated or affected; (d) conduct examination of witnesses, claimants or adverse parties and assist in the preparation of reports, accounts and pleadings; (e) advise the Debtor concerning the requirements of the bankruptcy court and applicable rules; (f) assist the Debtor in the negotiation, formulation, confirmation and implementation of a Chapter 11 plan of reorganization; (g) make court appearances; and (h) perform other legal services in connection with the Debtor's Chapter 11 case. Goe Forsythe will be paid at its regular hourly rates as follows: Partners $495 Associate $295 to $405 Of counsel $375 Paralegals $185 to $195 Robert Goe, Esq., a partner at Goe Forsythe, represents that the firm is a disinterested person within the meaning of Section 101(14) of the Bankruptcy Code. Goe Forsythe may be reached at: 18101 Von Karman Ave., Ste. 1200 Irvine, CA 92612 Telephone: (949) 798-2460 Facsimile: (949) 955-9437 Email: rgoe@goeforlaw.com About TDV Development Corporation TDV Development Corporation, a privately held company in Irvine, Calif., sought Chapter 11 protection (Bankr. C.D. Calif. Case No. 20-10374) on Feb. 1, 2020. In the petition signed by Bruce Elieff, president, the Debtor estimated up to $50,000 in assets and between $10 million and $50 million in liabilities. Goe Forsythe & Hodges LLP is the Debtor's legal counsel. Judge Catherine E. Bauer is assigned to the case. THROOP VENTURES: Case Summary & 5 Unsecured Creditors ----------------------------------------------------- Debtor: Throop Ventures LLC 5014 16th Avenue, Suite 188 Brooklyn, NY 11204 Business Description: Throop Ventures LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). It owns in fee simple a property located at 417 Throop Avenue, Brooklyn, NY, having a current value of $2.35 million. The Debtor previously sought bankruptcy protection on June 20, 2019 (Bankr. E.D.N.Y. Case No. 19-43829). Chapter 11 Petition Date: March 11, 2020 Court: United States Bankruptcy Court Eastern District of New York Case No.: 20-41478 Debtor's Counsel: Vivian Sobers, Esq. KISHNER, MILLER, HIMES, P.C. 40 Fulton Street, 12th Floor New York, NY 10038 Tel: (212) 858-3425 E-mail: vsobers@kishnerlegal.com Total Assets: $2,415,046 Total Liabilities: $3,595,493 The petition was signed by Michael Israel, member. A full-text copy of the petition containing, among other items, a list of the Debtor's five unsecured creditors is available for free at at PacerMonitor.com at: https://is.gd/uH6KPp TIMS 8 MILE: Ketzler to Receive Payment from Auction Proceeds ------------------------------------------------------------- Debtors Tims Milner LLC, Tims 12 Mile LLC, Tims Five-Mile LLC, Tims Greenfield LLC, Tims Evergreen LLC, Tims Compuware LLC, and Baby Buford Holdings, LLC, proposed in good faith the First Amended Plan of Liquidation for the resolution of outstanding Creditor Claims and Equity Interests. Class I consists of the Allowed Secured Claim of Ketzler Law, PLLC against the Debtors in the approximate amount of $165,000 per Debtor. Debtors shall conduct an auction sale of all of their physical assets, consisting primarily of equipment and furniture. Subject to a surcharge for Debtors’ Professionals of $75,000, Ketzler shall be entitled to the proceeds of such auction until the Ketzler Allowed Secured Claim is paid in full. Ketzler shall be entitled to credit bid up to the amount of the Ketzler Allowed Secured Claim at any auction, except that Ketzler must pay the Professional Surcharge in Cash at closing. Class II consists of all Allowed Unsecured Claims. Class II Creditors shall receive a pro rata share of all distributions available to all Allowed Unsecured Claims after payment of all Allowed Priority Claims, Allowed Secured Claims and Allowed Administrative Claims. Two business days after the Confirmation Order is entered, the Debtors shall conduct an auction sale of all of their physical assets of any nature or kind whatsoever, including without kitchen equipment, machinery and fixtures used in the operations of each Tim Hortons franchise. Any of the Assets sold at such auction shall be purchased free and clear of any Liens, Claims and encumbrances. A full-text copy of the First Amended Combined Plan of Reorganization and Disclosure Statement dated Feb. 25, 2020, is available at https://tinyurl.com/r8jmkdh from PacerMonitor.com at no charge. Counsel for the Debtors: DANIEL J. WEINER HOWARD M. BORIN 40950 Woodward Ave., Suite 100 Bloomfield Hills, MI 48304 248-540-3340 hborin@schaferandweiner.com About Tims 8 Mile LLC Tims 8 Mile LLC, Tims Milner LLC, Tims 12 Mile LLC, Tims Five-Mile LLC, Tims Greenfield LLC, Tims Evergreen LLC, and Tims Compuware, LLC each operated Tim Hortons franchise restaurant in southeast Michigan. Currently, only Tims 8 Mile, LLC and Tims Compuware, LLC are operating, although they are not operating as Tim Hortons franchises. Instead, they are operating as unbranded restaurants, serving coffee and breakfast food. Shortly after Debtors began operating their franchise locations, they began having disputes with Tim Hortons and the parties have been involved in various litigation since. Tims 8 Mile LLC and its affiliates sought Chapter 11 protection (Bankr. E.D. Mich. Lead Case No. 19-55172) on Oct. 25, 2019. In the petition signed by Nicole Wilski, member, Tims 8 Mile was estimated to have $500,000 to $1 million in assets and $10 million to $50 million in liabilities. The cases are assigned to Judge Marci B McIvor. Daniel J. Weiner, Esq. at Schafer and Weiner, PLLC, represents the Debtors. TRUE COLOURS: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: True Colours, Inc. d/b/a Garden Party Florist 502 S. Main Street Stillwater, OK 74074 Business Description: True Colours, Inc. -- http://www.gardenpartyflowershop.com-- is a full service florist offering a large selection of gift items and artistically crafted floral designs. The company offers a wide range of services, including daily delivery arrangements -- birthdays, get well, sympathy; floral services for wedding and events; wedding and event styling; and interior decorating services. Chapter 11 Petition Date: March 11, 2020 Court: United States Bankruptcy Court Western District of Oklahoma Case No.: 20-10845 Debtor's Counsel: Gary D. Hammond, Esq. HAMMOND & ASSOCIATES, PLLC 512 N.W. 12th Street Oklahoma City, OK 73103 Tel: (405) 216-0007 E-mail: gary@okatty.com Total Assets: $536,446 Total Liabilities: $1,662,160 The petition was signed by Brian Matthew Hobbs, president. A copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://is.gd/mHbztg VAC FUND HOUSTON: Seeks Court Approval to Hire Real Estate Broker ----------------------------------------------------------------- VAC Fund Houston, LLC seeks approval from the U.S. Bankruptcy Court for the District of Nevada to employ Charlie Kriegel as its real estate broker. Mr. Kriegel will provide these services: (a) conduct necessary due diligence in surrounding areas to evaluate market trends; (b) research and evaluate prior market trends; (c) create various heat maps in surrounding areas; and (d) create a comprehensive valuation report to determine fair market value of each of the Debtor's real property located in Texas. The Debtor proposes to pay Charlie Kriegel a flat rate of $2,500 to conduct due diligence and produce the valuation report. Mr. Kriegel, in additionn, will be paid $200 per hour to provide expert testimony at deposition or at trial. Charlie Kriegel, chief executive officer and owner of WinHill Advisors – Kirby, represents that neither he nor any other person who works for WinHill has any connection with the Debtor, creditors or any other party-in-interest in the Debtor's Chapter 11 case. Mr. Kriegel may be reached at: 2418 Richton Street Houston, Texas 77098 Telephone: (713) 574 3141 Email: charlie@winhilladvisorskirby.com Website: www.winhilladvisorskirb.com About VAC Fund Houston VAC Fund Houston, LLC, a Nevada-based company engaged in activities related to real estate, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 19-17670) on Dec. 2, 2019, disclosing $15,948,556 in assets and $17,369,695 in liabilities. The petition was signed by Christopher Shelton, the official overseeing the VAC Fund Houston Trust, which manages the Debtor. Judge Mike K. Nakagawa oversees the case. Christopher R. Kaup, Esq., at Tiffany & Bosco, P.A., is the Debtor's legal counsel. The U.S. Trustee for Region 17 appointed a committee of unsecured creditors on Jan. 15, 2020. The committee is represented by Brinkman Portillo Ronk, APC. VALLEY ECONOMIC: Cash Access Allowed to Defray March 2020 Budget ---------------------------------------------------------------- Judge Deborah J. Saltzman of the U.S. Bankruptcy Court for the Central District of California authorized Valley Economic Development Center to use cash collateral on the terms and conditions set forth in the Ninth Interim Order, to pay the expenses set forth in the March 2020 Cash Collateral Budget subject to the permitted variance. The Debtors may use the cash in the bank accounts denominated as East West Bank, MUFG Union Bank, N.A., Rabobank, N.A., Dignity Health, California Community Foundation, Capital Impact Partners, Capital One Bank, Comerica Bank, and Wells Fargo Bank (to the extent the cash is not collateral of Schwab Bank) as such cash is unencumbered property of the estate. During the period covered by the March 2020 Cash Collateral Budget, the Debtor will only use post-petition revenues from: (i) lease payments made to the Debtor, (ii) grant and program related funds paid to the Debtor that may be in existing operating funds, (iii) unencumbered funds from the Court approved settlement agreements with secured lenders, and (iv) interest and other amounts that the Debtor is entitled to use from payments made by the Debtor's borrowers. The Debtor, however, must not use any borrower payments made on loans that are collateral for the following loans: (1) SBA Loan Number 4617695008; (2) SBA Loan Number 6378485005; and (3) SBA Loan Number 7503135010. The Lenders are granted Super-Priority Claims to the extent they are secured creditors on account of any postpetition diminution in the value of such Lenders' respective collateral with any such Super-Priority Claim to have priority over any and all administrative expenses and claims asserted against the Debtor or its bankruptcy estate. Subject to the United States' rights and interests, if any, the Lenders are also granted the Adequate Protection Liens and all proceeds therefrom on account of any postpetition diminution in the value of such Lenders' respective collateral, with such Adequate Protection Liens to have the same validity, priority and scope as their prepetition lien. The Court has scheduled a further interim hearing on the Motion for March 26, 2020 at 11:00 a.m. Objections are due by no later than March 23. A copy of the Ninth Interim Order is available at PacerMonitor.com at https://is.gd/orz5zy at no charge. About Valley Economic Development Center Valley Economic Development Center, Inc., a certified Community Development Financial Institution, is a California tax-exempt non-profit corporation whose mission is to provide financing assistance, management consulting, and training to entrepreneurs and small business owners in and around LosAngeles County and throughout California. Those services include business training for start-up and fledgling small businesses as well as services to more established existing small businesses. Valley Economic Development Center sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 19-11629) on July 2, 2019. At the time of the filing, the Debtor was estimated to have assets between $10 million and $50 million and liabilities of the same range. The case has been assigned to Judge Deborah J. Saltzman. Levene, Neale, Bender, Yoo & Brill L.L.P. is the Debtor's bankruptcy counsel. VOYAGER AVIATION: Moody's Assigns B1 CFR, Outlook Stable -------------------------------------------------------- Moody's Investors Service has assigned a B1 corporate family rating and a B2 long-term senior unsecured rating to Voyager Aviation Holdings, LLC, an aircraft leasing company based in Dublin, Ireland and with headquarters in Stamford, Connecticut. The outlook for the issuer is stable. The following ratings have been assigned: Voyager Aviation Holdings, LLC: Corporate Family Rating, assigned B1 Senior Unsecured, assigned B2 Outlook, assigned stable RATINGS RATIONALE Key considerations supporting Voyager's B1 corporate family and B2 long-term senior unsecured ratings are the company's small competitive scale compared to rated peer aircraft leasing companies, its exposure concentrations to widebody aircraft and certain airline lessees, and its higher than peer average debt-to-tangible net worth leverage. Offsetting credit strengths include the relatively low average age and long average remaining lease term of Voyager's aircraft fleet and the stronger average credit quality of its airline customers compared to certain peers, as well as its demonstrated expertise in managing the risk characteristics of wide-body aircraft. Rating constraints include Voyager's weaker recent profitability, its high reliance on secured funding and high encumbered assets. The B2 rating assigned to Voyager's senior unsecured notes is one notch lower than the B1 corporate family rating, reflecting the notes' lower priority and structural subordination compared to the company's senior secured debt. The rating also incorporates Moody's expectation that loss given default of the senior notes would be lower than average, reflecting both the value of the aircraft and attached leases and the structure and terms of Voyager's secured loans. Voyager is transitioning its aircraft investment strategy and financial profile, which should improve its fleet and airline lessee diversification and operating prospects over time. But in the interim, these actions have had negative effects on the company's earnings and cash flow strength. Voyager's ratio of net income to average assets measured -3.92% (including Moody's standard adjustments and annualized) for the three quarters ended 30 September 2019 and .04% for full year 2018. For comparison, peers generate profitability of 1.5% to 3%. Voyager has reduced its fleet from 30 to 18 aircraft since September 2018 in connection with plans to diversify its aircraft and lessee concentration risks. Moody's expects that Voyager's earnings and profitability measures will improve going forward, benefitting from lower fleet transition expenses. Ultimately, Voyager's fleet diversification efforts should also benefit the company's earnings stability. Voyager's aircraft fleet is comprised of wide-body passenger and cargo aircraft that have a much smaller base of users than narrow-body aircraft, which elevates remarketing risks and increases the risks to Voyager's earnings strength and stability compared to leasing companies with more diverse fleets. Because Voyager's fleet is small, numbering 18 aircraft, the company also has concentration risk with respect to its lessees, which number just seven operators. As an offset, Voyager's customers include four airlines that have stable competitive positioning and good operating prospects due to their preferential status as flag carriers within their sovereign base of operations. Voyager's leverage, measured as debt-to-tangible net worth, was 3.6x at 30 September 2019, higher than the 2.9x median of Moody's rated peers and also high, in Moody's view, considering the company's fleet risk characteristics. Mitigating the company's higher-than-peer leverage is the predictability of its cash flows and its ability to slow the pace of new investment, which has the capacity to drive leverage lower relatively quickly. Voyager funds its fleet primarily with secured term loans, resulting in 100% of aircraft being encumbered as well as creditor concentrations. While Voyager's secured loans amortize in relation to lease revenues generated by pledged aircraft, which reduces refinancing risk, Moody's believes that the company's reliance on secured debt constrains its ability to achieve a stronger liquidity profile associated with more diverse funding and lower encumbered assets. Voyager also lacks revolving borrowing capacity, which further limits its ability to meet unexpected liquidity needs. Voyager's exposure to environmental risks is moderate, consistent with Moody's general assessment for airlines, aircraft leasing companies and aircraft asset backed securities. Pressure on airlines to limit emissions will likely grow over time, which will cause older, less fuel-efficient aircraft to decline in demand. Moody's expects that Voyager will pursue aircraft investments that reflect the shifting operating priorities of airlines with respect to environmental concerns. The continuing global spread of COVID-19 is increasing risks to airline credit quality, lease rental revenues and aircraft values, risks that Voyager shares with other aircraft leasing companies. Moody's has no particular concerns with respect to Voyager's governance. The outlook is stable, reflecting Moody's expectation that Voyager's quarterly financial performance will improve during 2020, that the company will end the year with debt-to-tangible net worth leverage of about 3.6x, and that it will continue efforts to diversify its fleet and funding. WHAT COULD CHANGE THE RATINGS UP/DOWN Voyager's ratings could be upgraded if the company: 1) improves fleet risks by diversifying its aircraft investments to include new vintage narrow-body aircraft; 2) significantly reduces airline customer concentrations; 3) generates stronger financial performance that results in a sustainable ratio of net income to average assets of at least 1.0% annualized; and 4) permanently reduces its ratio of debt to tangible net worth to less than 3.5x. Voyager's ratings could be downgraded if the company: 1) increases its debt/tangible net worth ratio to more than 4.0x; 2) increases the proportion of secured debt in its funding structure to more than 60%; 3) experiences a deterioration in the credit quality of its airline customers that weakens operating prospects, including through a more pervasive spread of COVID-19 globally; or 4) weakens its liquidity position. Voyager Aviation Holdings, LLC is a privately held commercial aircraft lessor, which owns and manages commercial aircraft leased to passenger and freight airline operators worldwide. The company, based in Dublin, Ireland and with headquarters in Stamford, CT, had total assets of $2 billion at 31 December 2019. The principal methodology used in these ratings was Finance Companies Methodology published in November 2019. WADSWORTH ESTATES: Case Summary & 3 Unsecured Creditors ------------------------------------------------------- Debtor: Wadsworth Estates, LLC 151 Chateau St Michel Dr Kenner, LA 70065 Business Description: Wadsworth Estates is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: March 10, 2020 Court: United States Bankruptcy Court Eastern District of Louisiana Case No.: 20-10540 Debtor's Counsel: William G. Cherbonnier, Jr., Esq. THE CALUDA GROUP, LLC 516 Veterans Blvd., Suite 202 Metairie, LA 70005 Tel: (504) 309-3304 E-mail: wgc@billcherbonnier.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Ashton J. Ryan, Jr., managing member. A copy of the petition is available for free at PacerMonitor.com at: https://is.gd/A6KYKi List of Debtor's Three Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Phoenix Civil Disputed Claim/ $5,462,396 Contractors, LLC Pending Lawsuit 37361 Browns Village Rd Slidell, LA 70460 2. Treuting, Inc. Contract for $26,000 20414 Tiger Terrace Ln Services Covington, LA 70435-8299 Performed 3. St. Tammany Parish- Property Taxes $14,000 Tax Collector PO Box 608 Covington, LA 70434 WHITAKER ENTERPRISE: Unsecureds Owed $363K to Get $3K in 5 Years ---------------------------------------------------------------- Debtor Whitaker Enterprise, LLC, filed with the U.S. Bankruptcy Court for the Middle District of Tennessee at Nashville a Chapter 11 Plan and a Disclosure Statement on Feb. 25, 2020. The Debtor estimates $363,200 total amount of general unsecured claims. General unsecured claimants will receive $50 monthly payments for 5 years with a total payout of $3,000. Interest holders will maintain all stock. The Plan will be funded by the income from the continued operation of the auto repair and detailing business. The Debtor shall be responsible for post-confirmation management. Debtor shall act as the disbursing agent for the purpose of making all distributions provided for under the Plan. The Disbursing Agent shall serve without bond and shall receive no compensation for distribution services rendered and expenses incurred pursuant to the Plan. A full-text copy of the Disclosure Statement dated Feb. 25, 2020, is available at https://tinyurl.com/rbgwaxu from PacerMonitor at no charge. Counsel to the Debtor: STEVEN L. LEFKOVITZ 618 Church Street, Suite 410 Nashville, TN 37219 Tel: (615) 256-8300 Fax: (615) 255-4516 E-mail: slefkovitz@lefkovitz.com About Whitaker Enterprise Whitaker Enterprise LLC is a Nashville, Tenn.-based freight carrier. The company also provides auto detailing services. Whitaker Enterprise sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 19-03646) on June 7, 2019. At the time of the filing, the Debtor disclosed $421,907 in assets and $1,086,575 in liabilities. The case has been assigned to Judge Marian F. Harrison. The Debtor is represented by Lefkovitz and Lefkovitz, PLLC. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Adil, LLC Bankr. W.D. Tex. Case No. 20-60166 Chapter 11 Petition filed March 4, 2020 See https://is.gd/WV3ZnN represented by: John A. Montez, Esq. LAW OFFICE OF JOHN A. MONTEZ E-mail: johna.montez@yahoo.com In re Colorado Window Source, Inc. Bankr. D. Colo. Case No. 20-11561 Chapter 11 Petition filed March 4, 2020 See https://is.gd/Ylxpf2 represented by: Keri L. Riley, Esq. KUTNER BRINEN, P.C. E-mail: klr@kutnerlaw.com In re Weldtec Welding Supplies & Equipment Bankr. C.D. Cal. Case No. 20-12450 Chapter 11 Petition filed March 4, 2020 See https://is.gd/TaYhys Filed Pro Se In re Winside Group LLC Bankr. E.D.N.Y. Case No. 20-71421 Chapter 11 Petition filed March 4, 2020 See https://is.gd/8qOiVj Filed Pro Se In re Bellus Development Group, LLC Bankr. E.D. La. Case No. 20-10483 Chapter 11 Petition filed March 4, 2020 See https://is.gd/WAKQZE Filed Pro Se In re The Car Show, LLC Bankr. M.D. Ga. Case No. 20-50453 Chapter 11 Petition filed March 4, 2020 In re John William Glessner, Jr. Bankr. D. Ariz. Case No. 20-02222 Chapter 11 Petition filed March 4, 2020 represented by: Alan A. Meda BURCH & CRACCHIOLO PA In re Anthony Scott Levandowski Bankr. N.D. Cal. Case No. 20-30242 Chapter 11 Petition filed March 4, 2020 represented by: Tobias Keller, Esq. In re Andrew E. Gay Bankr. S.D. Miss. Case No. 20-00806 Chapter 11 Petition filed March 4, 2020 represented by: Craig Geno, Esq. In re Cynthia Lee Owens Bankr. C.D. Cal. Case No. 20-10790 Chapter 11 Petition filed March 4, 2020 represented by: Tamika Law, Esq. In re Dana Reeves Carter Bankr. E.D.N.Y. Case No. 20-41361 Chapter 11 Petition filed March 4, 2020 represented by: Charles Higgs, Esq. In re SMT RE Holding LLC Bankr. W.D. Ark. Case No. 20-70589 Chapter 11 Petition filed March 5, 2020 See https://is.gd/cH3sno represented by: Don Brady, Jr., Esq. BRADY & CONNER, PLLC E-mail: aadrbk@gmail.com In re Fabricmaster, LLC Bankr. S.D. Fla. Case No. 20-13097 Chapter 11 Petition filed March 5, 2020 See https://is.gd/47l4Te represented by: Kenneth S. Abrams, Esq. KENNETH S. ABRAMS, P.A. E-mail: kabrams@bkclaw.com In re Robert Terry Winfree Bankr. M.D. Tenn. Case No. 20-01417 Chapter 11 Petition filed March 5, 2020 represented by: Griffin Dunham, Esq. DUNHAM HILDEBRAND, PLLC In re Veronique's Gourmet Corporation Bankr. C.D. Cal. Case No. 20-10803 Chapter 11 Petition filed March 5, 2020 See https://is.gd/MW3niu represented by: Lionel E. Giron, Esq. LAW OFFICES OF LIONEL E. GIRON, PC E-mail: ecf@lglawoffices.com In re Richard Toporek and Carol Valente Toporek Bankr. E.D.N.Y. Case No. 20-71454 Chapter 11 Petition filed March 5, 2020 In re 400 West 23rd Street Restaurant Corp. Bankr. E.D.N.Y. Case No. 20-41379 Chapter 11 Petition filed March 5, 2020 See https://is.gd/OOSM67 represented by: Lawrence F. Morrison, Esq. MORRISON TENENBAUM, PLLC E-mail: info@m-t-law.com In re Lesbran Group, LLC Bankr. D. Nev. Case No. 20-11294 Chapter 11 Petition filed March 5, 2020 See https://is.gd/0yoRWr represented by: Thomas E. Crowe, Esq. THOMAS E. CROWE PROFESSIONAL LAW CORPORATION E-mail: tcrowe@thomascrowelaw.com In re Amerigrade Corp. Bankr. C.D. Cal. Case No. 20-10543 Chapter 11 Petition filed March 5, 2020 See https://is.gd/pjDewq represented by: Matthew D. Resnik, Esq. RESNIK HAYES MORADI, LLP E-mail: matt@rhmfirm.com In re Stanley P. Korona Inc Bankr. W.D. Wash. Case No. 20-10723 Chapter 11 Petition filed March 5, 2020 In re Selling N Richmond, LLC Bankr. N.D. Ga. Case No. 20-64109 Chapter 11 Petition filed March 6, 2020 See https://is.gd/chcURs represented by: Leron E. Rogers, Esq. 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Case No. 20-01247 Chapter 11 Petition filed March 6, 2020 See https://is.gd/KPbMNk represented by: Isabel Fullana, Esq. GARCIA- ARREGUI & FULLANA PSC E-mail: isabelfullana@gmail.com In re Daniel Business Enterprises, LLC Bankr. W.D.N.C. Case No. 20-30298 Chapter 11 Petition filed March 6, 2020 See https://is.gd/rw6RV6 represented by: John C. Woodman, Esq. ESSEX RICHARDS, P.A. E-mail: jwoodman@essexrichards.com In re Renaissance Innovations, LLC Bankr. E.D.N.C. Case No. 20-01005 Chapter 11 Petition filed March 6, 2020 See https://is.gd/oIwZrt represented by: Travis Sasser, Esq. SASSER LAW FIRM E-mail: travis@sasserbankruptcy.com In re Red Wire Group LLC Bankr. D. Ariz. Case No. 20-02376 Chapter 11 Petition filed March 6, 2020 See https://is.gd/soK0x3 represented by: Kasey C. Nye, Esq. WATERFALL, ECONOMIDIS, CALDWELL, HANSHAW & VILLAMANA, P.C. E-mail: knye@waterfallattorneys.com In re Tri-State Roofing Bankr. D. Idaho Case No. 20-40188 Chapter 11 Petition filed March 6, 2020 See https://is.gd/saVgm5 represented by: Aaron Tolson, Esq. TOLSON & WAYMENT PLLC E-mail: ajt@aaronjtolsonlaw.com In re Pescrillo Niagara, LLC Bankr. W.D.N.Y. Case No. 20-10379 Chapter 11 Petition filed March 6, 2020 See https://is.gd/cEzWy7 represented by: Robert B. Gleichenhaus, Esq. GLEICHENHAUS, MARCHESE & WEISHAAR, P.C. In re Carolina Integrative Medicine, P.A. Bankr. D.S.C. Case No. 20-01227 Chapter 11 Petition filed March 6, 2020 See https://is.gd/sO3BHg represented by: Robert H. Cooper, Esq. THE COOPER LAW FIRM E-mail: thecooperlawfirm@thecooperlawfirm.com In re Emilio Jularbal Villanueva and Jean Henry Villanueva Bankr. N.D. Cal. Case No. 20-50445 Chapter 11 Petition filed March 5, 2020 represented by: Arasto Farsad, Esq. In re Jonathan William Drezner Bankr. D.N.J. Case No. 20-13888 Chapter 11 Petition filed March 6, 2020 represented by: Carol L. Knowlton, Esq. In re Elliot Pacheco Beauchamp, Esq. Bankr. D.P.R. Case No. 20-01231 Chapter 11 Petition filed March 6, 2020 represented by: Myrna L. Ruiz Olmo, Esq. In re Nikolaos Mavromichalis Bankr. E.D.N.Y. Case No. 20-41413 Chapter 11 Petition filed March 6, 2020 represented by: Wayne M. Greenwald, Esq. In re Ralph T. Pescrillo Bankr. W.D.N.Y. Case No. 20-10380 Chapter 11 Petition filed March 6, 2020 represented by: Robert Gleichenhaus, Esq. In re Orion and Associates Investment Company. LLC Bankr. S.D. Fla. Case No. 20-13185 Chapter 11 Petition filed March 9, 2020 See https://is.gd/oRA8hG represented by: Brian K. McMahon, Esq. BRIAN K. MCMAHON E-mail: briankmcmahon@gmail.com In re Golden 18, Inc Bankr. E.D.N.Y. Case No. 20-41428 Chapter 11 Petition filed March 9, 2020 See https://is.gd/rC2kQh Filed Pro Se In re Sammy Clyde Mills, III Bankr. S.D. Ga. Case No. 20-30046 Chapter 11 Petition filed March 7, 2020 represented by: David L. Bury, Esq. In re The Cake Hag Cake And Dessert Studio, Bankr. N.D. Ga. Case No. 20-64237 Chapter 11 Petition filed March 9, 2020 See https://is.gd/mbglsk Filed Pro Se In re RV Rentals Seattle, Inc. Bankr. W.D. Wash. Case No. 20-10759 Chapter 11 Petition filed March 9, 2020 See https://is.gd/VcBth4 represented by: Marc S. Stern, Esq. LAW OFFICE OF MARC S. STERN E-mail: marc@hutzbah.com In re Parvin Jamali Bankr. C.D. Cal. Case No. 20-10573 Chapter 11 Petition filed March 9, 2020 represented by: Deborah Bronner, Esq. In re Elsie Fewer Bankr. M.D. Fla. Case No. 20-02063 Chapter 11 Petition filed March 9, 2020 represented by: David Steen, Esq. In re Madeline Elizabeth Hamill Bankr. N.D. Ga. Case No. 20-64278 Chapter 11 Petition filed March 9, 2020 represented by: Angelyn M. Wright, Esq. THE WRIGHT LAW ALLIANCE, P.C. In re Diane M. Treglia Bankr. S.D.N.Y. Case No. 20-22367 Chapter 11 Petition filed March 9, 2020 represented by: Linda M. Tirelli, Esq. TIRELLI LAW GROUP, LLC In re JM Fitness LLC Bankr. S.D. Fla. Case No. 20-13257 Chapter 11 Petition filed March 10, 2020 See https://is.gd/HeQWtr represented by: Chad Van Horn, Esq. VAN HORN LAW GROUP, P.A. E-mail: chad@cvhlawgroup.com In re Nizza Inc. Bankr. D.N.J. Case No. 20-14096 Chapter 11 Petition filed March 10, 2020 See https://is.gd/Zdent8 represented by: David L. Stevens, Esq. SCURA, WIGFIELD, HEYER, STEVENS & CAMMAROTA, LLP E-mail: ecfbkfilings@scuramealey.com In re Kids First Gymnastics, Inc. Bankr. N.D. Iowa Case No. 20-00322 Chapter 11 Petition filed March 10, 2020 See https://is.gd/UkTpP0 represented by: Rush M. Shortley, Esq. RUSH M. SHORTLEY, ATTORNEY AT LAW E-mail: rush@shortleylaw.com In re Owens Transportation Excellence, Inc. Bankr. S.D.N.Y. Case No. 20-10741 Chapter 11 Petition filed March 10, 2020 See https://is.gd/WXKOVJ represented by: Charles E. Simpson, Esq. WINDELS MARX LANE & MITTENDORF, LLP E-mail: csimpson@windelsmarx.com In re Baldwin Pattie Drug Store, LLC Bankr. W.D. Mich. Case No. 20-01025 Chapter 11 Petition filed March 10, 2020 See https://is.gd/G62nNl represented by: Paul Bare, Esq. BARE & CLOUGH, P.C. E-mail: lawofficecourtdocs@gmail.com In re Luis Guillermo Caminos Bankr. D.N.J. Case No. 20-14103 Chapter 11 Petition filed March 10, 2020 represented by: David Stevens, Esq. In re Mordechai Koka Bankr. N.D. Cal. Case No. 20-50469 Chapter 11 Petition filed March 10, 2020 represented by: Arasto Farsad, Esq. In re Nick Mavrakis Bankr. E.D.N.Y. Case No. 20-41456 Chapter 11 Petition filed March 10, 2020 represented by: Alla Kachan, Esq. In re Dental Arts of Logan Square Bankr. E.D. Pa. Case No. 20-11507 Chapter 11 Petition filed March 10, 2020 See https://is.gd/BNK5ya Filed Pro Se In re S & H Hardware & Supply Co., Inc. Bankr. E.D. Pa. Case No. 20-11514 Chapter 11 Petition filed March 10, 2020 See https://is.gd/qAbep1 represented by: Maureen P. Steady, Esq. KURTZMAN | STEADY, LLC E-mail: steady@kurtzmansteady.com In re 560 Liberty Inc. Bankr. E.D.N.Y. Case No. 20-41455 Chapter 11 Petition filed March 10, 2020 See https://is.gd/QiAy4M represented by: Stacey A. Reeves, Esq. STACEY SIMON REEVES ESQ. E-mail: stacey_simon@msn.com In re Journey of Light, Inc. Bankr. S.D.N.Y. Case No. 20-10743 Chapter 11 Petition filed March 10, 2020 See https://is.gd/GAm270 represented by: Mitchell Rotbert, Esq. ROTBERT BUSINESS LAW, P.C. E-mail: mitch@rotbertlaw.com In re Three Diamond Diner Corp. Bankr. S.D.N.Y. Case No. 20-22376 Chapter 11 Petition filed March 10, 2020 See https://is.gd/iGJeIg represented by: Lawrence F. Morrison, Esq. MORRISON TENENBAUM, PLLC E-mail: info@m-t-law.com In re Lucky Rabbit, LLC Bankr. W.D.N.Y. Case No. 20-10406 Chapter 11 Petition filed March 10, 2020 See https://is.gd/ZLvs2v represented by: Arthur G. Baumeister, Jr., Esq. BAUMEISTER DENZ LLP E-mail: abaumeister@bdlegal.net In re Panayiota Georgio Bankr. S.D.N.Y. Case No. 20-22378 Chapter 11 Petition filed March 10, 2020 represented by: Lawrence Morrison, Esq. In re Charalambos Georgiou Bankr. S.D.N.Y. Case No. 20-22379 Chapter 11 Petition filed March 10, 2020 represented by: Lawrence Morrison, Esq. In re Photios Georgiou Bankr. S.D.N.Y. Case No. 20-22377 Chapter 11 Petition filed March 10, 2020 represented by: Lawrence Morrison, Esq. ********* 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 2020. 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. 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