/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/200429.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, April 29, 2020, Vol. 24, No. 119 Headlines 10827 STUDEBAKER: Needs More Time to Finalize Terms of Exit Plan 1934 BEDFORD: Mortgagee Plan Has At Least $25K for Unsecureds 1934 BEDFORD: Sale of Brooklyn Property to Oldham Approved 450 S. WESTERN: May Continue Using Cash Collateral Until July 4 ABE INVESTMENT: Bank Debt Trades at 18% Discount ABSOLUTE CARE: Seeks Approval to Hire Robert S. Altagen as Counsel ADVANTAGE SPORTS: Seeks to Hire Hubble Pistorius as Claims Counsel ADVANTAGE SPORTS: Seeks to Hire Swearingen Realty Group as Broker AFFILIATED CREDITORS: U.S. Trustee Unable to Appoint Committee AIS CONSTRUCTION: Seeks Court Approval to Hire CBIZ MHM as CPA AIS HOLDCO: Bank Debt Trades at 18% Discount ALICE'S SCHOOL: Seeks May 15 Plan Extension Due to Lockdown ALPHA ENTERTAINMENT: Taps Donlin Recano as Administrative Advisor ALPHA ENTERTAINMENT: U.S. Trustee Appoints Creditors' Committee AMAZING ENERGY: CEO McAndrew & CFO Jacobson Resign AMERICAN AIRLINES: Bank Debt Trades at 26% Discount AMYNTA AGENCY: Bank Debt Trades at 17% Discount ANICHINI HOSPITALITY: Trustee Taps Lemery Greisler as Attorney APPLE LAND: Kramer Auction of Business Assets Approved ARADIGM CORP: Creditors to Be Paid From Sale Proceeds ARETEC GROUP: Bank Debt Trades at 26% Discount ARUBA INVESTMENTS: Bank Debt Trades at 17% Discount ASG TECHNOLOGIES: Bank Debt Trades at 18% Discount AURORA COMMERCIAL: Wants to Maintain Exclusivity Through July 17 AVEANNA HEALTHCARE: Bank Debt Trades at 17% Discount AVIS BUDGET: Moody's Cuts CFR to B2 & Sr. Unsec. Rating to B3 AVIS BUDGET: S&P Lowers ICR to 'B+' on Steep Demand Decline AYTU BIOSCIENCE: Board Elects Not to Effect Reverse Stock Split BAR PIATTO: Voluntary Chapter 11 Case Summary BCP RENAISSANCE: Moody's Cuts CFR to B2 & Alters Outlook to Neg. BETHEL, MN: S&P Lowers 2017A-B Bond Rating to 'BB+', Outlook Neg. BHI INVESTMENTS: Bank Debt Trades at 18% Discount BIOCLINICA-SYNOWLEDGE HOLDINGS: Bank Debt Trades at 27% Discount BMC ACQUISITION: Bank Debt Trades at 17% Discount BOING US: Bank Debt Trades at 26% Discount BOWIE REAL ESTATE: Hires Quilling Selander as General Counsel BOY SCOUTS: Creditors' Committee Members Detail Claims BRACKET INTERMEDIATE: Bank Debt Trades at 17% Discount BRAVE PARENT: Bank Debt Trades at 17% Discount BUILDERS FIRSTSOURCE: S&P Alters Outlook to Neg., Affirms BB- ICR CALERES INC: Moody's Cuts CFR to B1 & Sr. Unsec. Rating to B2 CAMERON TRANSPORT: U.S. Trustee Unable to Appoint Committee CANDELARIO LORA: Deadline on Rolling Hills Property Sale Set CANDLEWOOD ESTATES: Alters Confirmed Plan to Provide $512K Sale CAPITAL AUTOMOTIVE: Bank Debt Trades at 17% Discount CAPITAL VENTURE: Taps Ivey McClellan Gatton & Siegmund as Counsel CAR SHOW: Seeks to Tap Boyer Terry as Attorneys CARBO CERAMICS: Lenders Get 100% of Stock in Plan CARESTREAM DENTAL: Bank Debt Trades at 18% Discount CARLISLE FOODSERVICE: Bank Debt Trades at 18% Discount CCC INFORMATION: S&P Alters Outlook to Stable, Affirms 'B-' ICR CCC LOT: Seeks to Hire Joseph David Zaks CPA as Accountant CHAMBERLAIN FAIRVIEW: Seeks to Hire Dunkle Services as Accountant CHAPMAN HOUSE: U.S. Trustee Unable to Appoint Committee CHESAPEAKE ENERGY: Moody's Cuts CFR to Ca & Unsec. Rating to C CHILL MERGER: Bank Debt Trades at 27% Discount CHILL MERGER: Bank Debt Trades at 27% Discount CHLOE OX: Bank Debt Trades at 17% Discount CITY POWER AND GAS: May 13 Hearing on Disclosure Statement COASTAL LIVING: Seeks to Hire Decailly Law as Counsel COASTAL LIVING: Seeks to Hire Tam Bay as Broker COLOGIX HOLDINGS: Bank Debt Trades at 17% Discount CONSERVE MERGER: Bank Debt Trades at 18% Discount CORE COMMUNICATIONS: Court Narrows Claims v. MCI, Verizon CORELLE BRANDS: S&P Downgrades ICR to 'B' on Retail Closures CORNERSTONE ONDEMAND: Moody's Assigns B2 CFR, Outlook Stable CORSAIR GAMING: Bank Debt Trades at 18% Discount COVENANT SURGICAL: $100MM Bank Debt Trades at 16% Discount COVENANT SURGICAL: $250MM Bank Debt Trades at 17% Discount CPI INTERNATIONAL: Bank Debt Trades at 17% Discount CURVATURE INC: Bank Debt Trades at 25% Discount DEALER TIRE: Bank Debt Trades at 17% Discount DEAN & DELUCA: U.S. Trustee Appoints Creditors' Committee DIGITAL ROOM: Moody's Places B3 CFR under Review for Downgrade DIMORA BRANDS: Bank Debt Trades at 18% Discount DIOCESE OF BUFFALO: Creditors Panel Hires Pachulski as Counsel DISTINGUISHED KITCHENS: Seeks to Extend Exclusivity Until July 16 EAGLEVIEW TECHNOLOGY: Bank Debt Trades at 17% Discount EDELMAN FINANCIAL: Bank Debt Trades at 18% Discount ELEMENTAL PROCESSING: Taps Bunch & Brock as Bankruptcy Counsel ELGOT SALES: Hires Jeffery Weinstein as Counsel ELITE PHARMACEUTICALS: Amends Bylaws to Allow Remote Meeting ENGINE HOLDING: S&P Downgrades ICR to 'D' on Forbearance Agreement ENTERCOM COMMUNICATIONS: Moody's Cuts CFR to B2, Outlook Negative EPIC Y: S&P Cuts ICR to 'CCC+' on Revised Forecast; Outlook Neg. EYECARE PARTNERS: Bank Debt Trades at 18% Discount FALL LINE: Seeks to Hire Hughey Phillips as Bankruptcy Counsel FGI ACQUISITION: Bank Debt Trades at 17% Discount FIREBALL REALTY: $141K Sale of Antrim Property to Pine Island OK'd FIREBALL REALTY: $155K Sale of Claremont Property to Pine Approved FLIGHT BIDCO: Bank Debt Trades at 18% Discount FORMING MACHINING: Bank Debt Trades at 25% Discount FRONTIER COMMUNICATIONS: US Trustee Appoints Creditors' Committee FUELCELL ENERGY: Defers Executive Pay to Mitigate COVID-19 Impact FUELCELL ENERGY: Gets $6.5M Loan Under Paycheck Protection Program GARDENA BUSINESS: Seeks to Hire Elder Law Center as Consel GENUINE FINANCIAL: Bank Debt Trades at 18% Discount GENWORTH FINANCIAL: Moody's Cuts Life Insurance Ratings to Caa1 GEORGE J. PARAS: $725K Sale of Alexandria Property to Castillos OKd GEORGIA DEER: U.S. Trustee Unable to Appoint Committee GI REVELATION: Bank Debt Trades at 18% Discount GIGAMON INC: Bank Debt Trades at 18% Discount GLOBAL TEL*LINK: Bank Debt Trades at 18% Discount GLOBALTRANZ ENTERPRISES: Bank Debt Trades at 26% Discount GN PLUMBING: Seeks Court Approval to Hire Dal Lago Law as Counsel GOLDEN NUGGET: Bank Debt Trades at 18% Discount GUITAR CENTER: Skips Payments; Debt Restructuring Looms GULF STATES TRANSPORTATION: Needs More Time to Formulate Plan HALLMARK VENTURES: Hires Elder Law Center as General Counsel HEARTLAND DENTAL: Bank Debt Trades at 17% Discount HEARTLAND DENTAL: Bank Debt Trades at 25% Discount HERTZ CORP: Moody's Cuts CFR to Caa3, Outlook Negative HILLENBRAND INC: S&P Downgrades ICR to 'BB+', Outlook Negative HOUSTON GRANITE: Exclusive Filing Period Extended Until May 21 IG INVESTMENTS: Bank Debt Trades at 18% Discount IHEARTCOMMUNICATIONS INC: Moody's Alters Outlook on B2 CFR to Neg. IOTA COMMUNICATIONS: Spots More Errors in 2nd Quarter Form 10-Q JAB OF ROCKLAND: Has Until July 6 to File Plan & Disclosures JAZZ ACQUISITION: Bank Debt Trades at 25% Discount JTS TRUCKING: Hires RE/MAX as Property Manager JTS TRUCKING: Taps Bill Massey and MDA Professional as Accountants JTS TRUCKING: Taps RE/MAX as Broker KAMC HOLDINGS: Bank Debt Trades at 25% Discount KC CULINARTE: Bank Debt Trades at 25% Discount KENAN ADVANTAGE: Bank Debt Trades at 17% Discount KEY SAFETY: Bank Debt Trades at 19% Discount KLOECKNER PENTAPLAST: Bank Debt Trades at 17% Discount KLOECKNER PENTAPLAST: Bank Debt Trades at 17% Discount KP ENGINEERING: Hancock, et al., Say Plan Patently Unconfirmable KRISJENN RANCH: Case Summary & 7 Unsecured Creditors KUEHG CORP: Bank Debt Trades at 18% Discount KUEHG CORP: Bank Debt Trades at 18% Discount KWOR ACQUISITION: Bank Debt Trades at 17% Discount LAGO RESORT: Bank Debt Trades at 18% Discount LEADER INVESTMENT: $1.1M Sale of St. Louis Property to Lida Okayed LIFE TIME: Bank Debt Trades at 25% Discount LITTLE GUYS: Unsecureds to be Paid After Other Claims LJ RUBY: Bank Debt Trades at 18% Discount LJ RUBY: Moody's Cuts Rating on First Lien Term Loan to B3 LOG STORM SECURITY: May 14 Hearing on Disclosure Statement LONESTAR RESOURCES: Gregory Packer Resigns from All Positions LONESTAR RESOURCES: Receives Noncompliance Notice from Nasdaq LONESTAR RESOURCES: S&P Lowers ICR to CCC- on Liquidity Risks LOOKOUT RIDGE: Expects Sale to Pay Creditors in Full LSC COMMUNICATIONS: U.S. Trustee Appoints Creditors' Committee LSF9 ATLANTIS: Bank Debt Trades at 18% Discount LUCKY BUCKS: Bank Debt Trades at 17% Discount LUCKY BUMS: Taps Hawley Troxell as Intellectual Property Counsel MARAVAI INTERMEDIATE: Bank Debt Trades at 18% Discount MAUSER PACKAGING: Bank Debt Trades at 17% Discount MAVIS TIRE: Bank Debt Trades at 18% Discount MEDICAL SOLUTIONS: Bank Debt Trades at 17% Discount MIDWEST PHYSICIAN: Bank Debt Trades at 18% Discount MILLENNIUM PARK: Bank Debt Trades at 18% Discount MINOTAUR ACQUISITION: Bank Debt Trades at 16% Discount MOHEGAN TRIBAL: Moody's Cuts CFR to Caa2 & Sr. Unsec. Rating to Ca MONUMENT BREWING: Unsecureds get 40% of their Allowed Claims MOSAIC MANAGEMENT: Sale of Trust's Remaining Assets Approved MOTIF DIAMOND: Taps Al-Hassan Howell as Accountants MOUNTAIN CREEK: Sussex County's Administrative Claim Disallowed MTE HOLDINGS: Hires Armstrong Backus as Tax Consultant MURRAY ENERGY: $1.2-Bil. Credit Bid Sale Plan Has 0% for Unsecureds NAMB & ASSOCIATES: Taps Ballon Stoll Bader & Nadler as Counsel NATIONAL INTERGOVERNMENTAL: Bank Debt Trades at 17% Discount NAUGHTON PLUMBING: $2.9M Sale of FWN's Tucson Properties to Fan OKd NCL CORP: Bank Debt Trades at 25% Discount NEOVASC INC: To Report its 1st Quarter Financial Results on May 7 NEWSTREAM HOTEL: Voluntary Chapter 11 Case Summary NFP HOLDINGS: S&P Alters Outlook to Negative, Affirms 'B' ICR NINE ENERGY: Receives Noncompliance Notice from NYSE NOBLE CORP: Borrows $100 Million Under its 2017 Credit Facility NORTH AMERICAN: Bank Debt Trades at 26% Discount NORTHSTAR FINANCIAL: Bank Debt Trades at 17% Discount ODYSSEY LOGISTICS: Bank Debt Trades at 27% Discount OIL REFINERIES: Bank Debt Trades at 16% Discount OMNIQ CORP: Introduces SeeHOV Solution for HOV Violation Detection PAPPY'S TRUCKS: $650K Cash Sale of 8 Vehicles to Estrada Approved PATHWAY VET: Bank Debt Trades at 18% Discount PATRIOT CONTAINER: Bank Debt Trades at 17% Discount PETCO ANIMAL: Moody's Cuts CFR to Caa1 & Sr. Sec. Loan Rating to B3 PIONEER ENERGY: Hires Lazard Freres as Investment Banker PLATINUM SALON: Seeks to Hire Springer Larsen as Counsel PREMIER HOME: Seeks to Hire Stokes Law as Bankruptcy Counsel PREMIER POWER: Taps Eric A. Liepins PC as Counsel PRESTIGE EMS: Hiring Carl M. Barto as Chapter 11 Counsel PROAMPAC PG: Bank Debt Trades at 25% Discount PROCERA I LP: S&P Alters Outlook to Negative, Affirms 'B-' ICR PSP HAULING: To Seek Approval of 45% Plan on May 20 PUG LLC: Bank Debt Trades at 17% Discount PYXUS INTERNATIONAL: Board OKs $2.6M Executive Retention Payments QUORUM HEALTH: Seeks to Hire McDermott Will as Counsel QUORUM HEALTH: Unsecureds Owed $260M Unimpaired in Plan RECESS HOLDINGS: Bank Debt Trades at 26% Discount RED LOBSTER: Bank Debt Trades at 27% Discount RELGOLD LLC: Taps Sperber Deneberg Kahan as Litigation Counsel RESTAURANT TECHNOLOGIES: Bank Debt Trades at 17% Discount REVERE POWER: Bank Debt Trades at 18% Discount REVERE POWER: Bank Debt Trades at 18% Discount REVLON CONSUMER: Extends Maturity of Revolving Facility to May 17 RITCHIE BROS: S&P Alters Outlook to Negative, Affirms 'BB+' ICR ROBERT ALLEN: Hires Keller Williams as Real Estate Agent ROVIG MINERALS: May 5 Hearing on Disclosure Statement S & B CONSTRUCTION: Hires Ryan J. Richmond as Attorney SALLY BEAUTY: S&P Rates $300MM Senior Secured Second-Lien Notes BB- SAVE MONEY AND RETAIN: Hires Kling Law as Special Counsel SAVE MONEY AND RETAIN: Hires Makris & Mullinax as Special Counsel SCHUMACHER GROUP: S&P Alters Outlook to Negative, Affirms 'B' ICR SEI HOLDINGS: Bank Debt Trades at 18% Discount SFP FRANCHISE: Seeks to Hire Omni as Administrative Agent SKLAR EXPLORATION: Willkie Farr Represents Fant Energy, 3 Others SM-T.E.H.: Seeks to Hire Tzadik Properties as Property Manager SPIRIT AEROSYSTEMS: S&P Lowers Unsecured Debt Rating to 'B' STGC HOLDINGS: Rink Listed at $2.4M; Proceeds to Fund Plan STIPHOUT FINANCE: Bank Debt Trades at 18% Discount STRATEGIC MATERIALS: S&P Lowers ICR to 'CCC' on Liquidity Pressure STRUCTURED CABLING: Seeks to Hire Carlos de la Osa as Accountant SUNCOAST ARCADE: Unsecureds With $225K in Claims to Get $50K SUPERIOR AIR: Case Summary & 30 Largest Unsecured Creditors SYNARC-BIOCORE HOLDINGS: Bank Debt Trades at 16% Discount TACALA INVESTMENT: Bank Debt Trades at 25% Discount TANK HOLDING: S&P Downgrades ICR to 'B-'; Outlook Negative TEMPUR SEALY: Moody's Alters Outlook on Ba3 CFR to Negative TGG TS: Bank Debt Trades at 17% Discount THOMPSON PUBLISHING: Bank Debt Trades at 54% Discount TIERPOINT LLC: Moody's Alters Outlook on B3 CFR to Stable TOPGOLF INTERNATIONAL: Bank Debt Trades at 17% Discount TOUCHPOINT GROUP: Incurs $6.6 Million Net Loss in 2019 TRANSOCEAN LTD: S&P Downgrades ICR to 'CCC'; Outlook Negative TRANSPLACE HOLDINGS: Bank Debt Trades at 17% Discount TRAVERSE MIDSTREAM: Moody's Cuts CFR to B3, Alters Outlook to Neg. TRIUMPH HOUSING: Taps Robl Law and Portnoy Garner as Counsel TRUE RELIGION: U.S. Trustee Appoints Creditors' Committee TTBGM INC: Voluntary Chapter 11 Case Summary TWO PIE LOVERS: Taps H. Anthony Hervol as Attorney TZEW HOLDCO: U.S. Trustee Appoints Creditors' Committee UC COLORADO: Hires Wadsworth Garber as Counsel UNIVERSAL FIBER: Bank Debt Trades at 27% Discount UNIVERSAL FIBER: Bank Debt Trades at 27% Discount USR PARENT: Bank Debt Trades at 18% Discount VANTAGE DRILLING: S&P Downgrades ICR to 'CCC'; Outlook Negative VARANDA GROUP: Seeks to Hire BransonLaw as Counsel VBI VACCINES: Prices $50 Million Public Offering of Common Stock VINSICK FOODS: Exclusive Plan Filing Period Extended Until June 3 VIRTUAL CITADEL: Seeks to Hire Baker Donelson as Corporate Counsel VIRTUAL CITADEL: Taps Highgate Partners as Real Estate Broker VTV THERAPEUTICS: Signs $13M Sales Agreement with Cantor Fitzgerald WAVE COMPUTING: Case Summary & 30 Largest Unsecured Creditors WAVE COMPUTING: MIPS Parent Reportedly Eyeing Chapter 11 WEB.COM GROUP: Bank Debt Trades at 18% Discount WELLNESS MERGER: Bank Debt Trades at 27% Discount WEST COAST DISTRIBUTION: Court Approves Disclosure Statement WHITING PETROLEUM: Clark Hill Represents Dorchester, Seitel WHITING PETROLEUM: Employs Kirkland & Ellis as Counsel WHITING PETROLEUM: Porter, Paul Weiss Represent Noteholder Group WIEDER REALTY: Hires Raymond C. Cahill as Accountant WILDBRAIN LTD: S&P Lowers ICR to 'B-' on Macroeconomic Weakness WINSTEAD'S CO: Seeks to Hire Asset Auctions Group as Auctioneer WINSTEAD'S CO: Taps EFH Tax Management as Accountants WIREPATH HOME: Bank Debt Trades at 17% Discount YAK ACCESS: Bank Debt Trades at 27% Discount YUETING JIA: Faraday Asks Founder's Creditors to Back Plan YUMA ENERGY: Taps Seaport Gordian Energy as Investment Banker [*] Retail Chains Explore Bankruptcy Filing Due to Covid-19 [*] S&P Alters Outlooks on NonProfit Health Care Groups to Negative ********* 10827 STUDEBAKER: Needs More Time to Finalize Terms of Exit Plan ---------------------------------------------------------------- 10827 Studebaker, LLC asks the U.S. Bankruptcy Court for the Central District of California to extend by an additional 60 days, to June 17, the exclusive period within which the company may file and seek confirmation of a plan of reorganization. The Debtor now has a Plan and Disclosure Statement on file although, as Buchanan Mortgage Holdings LLC has pointed out, the Debtor has not yet finalized the terms of a refinance with a lender, and thus the Disclosure Statement is not precisely accurate in its present form. The Debtor believes that the best approach will be to amend the Disclosure Statement to address issues raised by Buchanan as well as other issues that may be identified by the Court at the hearing on April 30. About 10827 Studebaker 10827 Studebaker LLC, which is primarily engaged in renting and leasing real estate properties, sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 19-13242) on Aug. 21, 2019. The petition was signed by Robert Clippinger, authorized representative. The Debtor was estimated to have assets and liabilities of $1 million to $10 million as of the bankruptcy filing. Judge Erithe A. Smith oversees the case. SulmeyerKupetz is the Debtor's legal counsel. 1934 BEDFORD: Mortgagee Plan Has At Least $25K for Unsecureds ------------------------------------------------------------- Mortgagee 1930 Bedford Avenue LLC filed a proposed Plan of Reorganization for debtor 1934 Bedford LLC. On June 17, 2019 the Debtor sued the Mortgagee in a special proceeding under RPL Sec. 274-to compel the Mortgagee to retract is prior payoff letter and replace it with a payoff letter that did not include default interest and other charges. The Debtor falsely argued that it had received oral default waivers, despite the loan documents prohibition on oral waivers to preclude such self-serving arguments. The Debtor falsely argued further that the Mortgagee failed to give default notices, despite there being no obligation in the loan documents to give notice of unauthorized subordinate liens. The Debtor has stated its intention to object the Mortgagee's claim on these and other grounds in the Bankruptcy Court. The last prepetition mortgage payment was in January 2019. Since that time, the Debtor has been collecting rent, but as of October 1, 2019, the Debtor had no money in the bank. Meanwhile interest is accruing a $300,000 per month. The Debtor paid interest at the non-default rate for the months of January and February 2020. The Bankruptcy Court has granted the Debtor's application to sell the Property to Oldham Properties, LLC for $27,250,000, with closing to occur on or about July 13, 2020. It is contemplated that the Property shall be sold under a Chapter 11 plan. The Mortgagee's Plan adopts incorporates the sale to Oldham and provides for the Oldham sale to close post-confirmation as provided for in the Oldham contract and the sale approval order. If the Oldham sale does not close, the Mortgagee's Plan provides for an auction sale of the Property on the terms annexed to the Plan. In the event the contingency auction sale does not generate sufficient proceeds to pay creditors to ensure payment, the Mortgagee's Plan carves out money from the Mortgagee's first lien on the sale proceeds to pay the Debtor's bankruptcy professional fees, and priority claims, if any. The Mortgagee's Plan carves out an additional $25,000 for general unsecured creditors. This represents a 15% distribution if the sale proceeds cover all Secured Claims if the insider $8,500,000 claim or if Mr. Vanlavrinoff is expunged or if Mr. Vanlavrinoff honors his stated intention to waive the claim. The Mortgagee has also agreed to be a stalking horse bidder, with no stalking horse fee, to ensure a sale. The Class 2 1930 Bedford Avenue LLC Claim totals $18,809,274 as of the filing date, not including late charges. If the Debtor sells the Property under the Oldham Contract, payment in full in Cash of the Allowed Amount of the Class 2 Claim. (b) If the Debtor fails to sell the Property under the Oldham Contract: (i) the Property shall be sold as set forth in the Means for Implementation section of the Plan, (ii) the Class 2 Claimant shall be paid the available Cash up to Allowed Amount of Class 2 Claim plus Secured accrued amounts as of the date of payment, after payment of Administrative Claims, unclassified Priority tax claim, and the Allowed Amounts of Class 1 Claims and Class 13 Claims. The Class 14 General Unsecured Claims total approximately $8,641,000 plus deficiency claims held by Secured Creditors. (a) If the Debtor sells the Property under the Oldham Contract, payment in full in Cash of the Allowed Amount of the Class 2 Claim (b) If the Debtor fails to sell the Property under the Oldham Contract, (i) the Property shall be sold as set forth in the Means for Implementation section of the Plan, (ii) each Class 14 Claimant shall be paid its pro-rata share of the available Cash from the sale proceeds up to Allowed Amounts of all Class 14 Claims plus interest at the Legal Rate through the date of payment. In the event insufficient cash is available for Class 14 Claims, then each Holder of a General Unsecured Claim shall be paid its pro-rata share of a $25,000 distribution fund. Class 15 Equity Interests holders will be paid its pro-rata share of the available Cash after payment of the Allowed Amounts of Administrative Claims and Class 1 through Class 14 Claims plus Secured accrued amounts as of the date of payment. A full-text copy of the Disclosure Statement dated April 8, 2020, is available at https://tinyurl.com/t22ufzu from PacerMonitor.com at no charge. Attorneys for the Proponent: Mark A. Frankel BACKENROTH FRANKEL & KRINSKY, LLP 800 Third Avenue New York, New York 10022 Telephone: (212) 593-1100 Facsimile: (212) 644-0544 About 1934 Bedford LLC 1934 Bedford LLC operates and develops a multi-unit building in Brooklyn, New York. An involuntary petition for relief under Chapter 11 of the Bankruptcy Code was filed by creditors Simply Brooklyn Realty, HTC Construction Management, Inc., HTC Plumbing, Inc. against Bedford (Bankr. E.D.N.Y. Case No. 19-44751) on Aug. 2, 2019. On Sept. 12, 2019, Bedford consented to the entry of an order for relief under Chapter 11 of the Bankruptcy Code. The creditors are represented by Rosenberg Musso & Weiner LLP. Wayne Greenwald, P.C. is the Debtor's counsel. 1934 BEDFORD: Sale of Brooklyn Property to Oldham Approved ---------------------------------------------------------- Judge Carla E. Craig of the U.S. Bankruptcy Court for the Eastern District of New York authorized 1934 Bedford, LLC's sale of the parcel of property located at 1930 Bed-ford Avenue, Brooklyn, New York to Oldham Properties, LLC. The Sale Agreement, and all ancillary documents and trans-actions contemplated therein, including the sale of the Premises and the assumption and assignment of the Leases to the Purchaser, are approved. The sale is free and clear of liens, claims, interests and encumbrances will attach to the proceeds of sale. The Debtor is deemed to have assumed the Leases immediately upon entry of the Order. The Purchaser agrees to a closing to be scheduled in accordance with the terms of the Sale Agreement. Pursuant to Bankruptcy Rule 6004(h), the Order will be effective immediately upon its entry, and the sale approved by the Order may close immediately upon its entry, notwithstanding any otherwise applicable waiting periods. To the extent provided under Section 1146(a) of the Bankruptcy Code, the deed to the Property may be transferred to the Purchaser to implement a Chapter 11 plan confirmed by the Bankruptcy Court before such transfer, and in that event, the Property transfer to the Purchaser will qualify for the stamp tax exemption under section 1146(a) of the Bankruptcy Code such that the filing and recording of said deed will not be subject to payment of any local, county or State transfer tax, a stamp tax or similar tax. A true copy of the Order will be served on all parties-in-interest by regular, first-class mail within seven days of the date thereof. About 1934 Bedford LLC 1934 Bedford LLC operates and develops a multi-unit building in Brooklyn, New York. An involuntary petition for relief under Chapter 11 of the Bankruptcy Code was filed by creditors Simply Brooklyn Realty, HTC Construction Management, Inc., HTC Plumbing, Inc. against Bedford (Bankr. E.D.N.Y. Case No. 19-44751) on Aug. 2, 2019. On Sept. 12, 2019, Bedford consented to the entry of an order for relief under Chapter 11 of the Bankruptcy Code. The creditors are represented by Rosenberg Musso & Weiner LLP. Wayne Greenwald, P.C. is the Debtor's counsel. 450 S. WESTERN: May Continue Using Cash Collateral Until July 4 --------------------------------------------------------------- Judge Ernest Robles of the U.S. Bankruptcy Court for the Central District of California authorized 450 S. Western, LLC to use cash collateral through July 4, 2020 on a final basis pursuant to the Budget and pursuant to the terms set forth in the Motion. The Debtor is permitted to make disbursements not to exceed 115% of the aggregate amounts contained in the Budget, with all budget savings carried over and available to the Debtor for use in subsequent months. A further hearing on the use of cash collateral is set for July 1, 2020 at 10:00 a.m. Opposition to the continued use of cash collateral is due by June 17. About 450 S. Western LLC 450 S. Western, LLC, is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). 450 S. Western sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-10264) on Jan. 10, 2020. At the time of the filing, the Debtor disclosed assets of between $50 million and $100 million and liabilities of the same range. Judge Ernest M. Robles oversees the case. The Debtor tapped Arent Fox, LLP as legal counsel; the Law Offices of Daniel M. Shapiro, as special litigation counsel; and Wilshire Partners of CA, LLC as financial advisor. The Office of the U.S. Trustee on Feb. 4, 2020, appointed a committee of unsecured creditors in the Debtor's case. The committee is represented by Lewis Brisbois Bisgaard & Smith, LLP. ABE INVESTMENT: Bank Debt Trades at 18% Discount ------------------------------------------------ Participations in a syndicated loan under which Abe Investment Holdings Inc is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD1040 million term loan is scheduled to mature on February 19, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. ABSOLUTE CARE: Seeks Approval to Hire Robert S. Altagen as Counsel ------------------------------------------------------------------ Absolute Care Assisted Living & Memory Care, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ the Law Offices of Robert S. Altagen, Inc. and Robert S. Altagen, Esq., as counsel. Robert S. Altagen and his law firm will provide these services in connection with the Debtor's Chapter 11 case: (a) give the Debtor legal advice with respect to the Debtor's powers and duties as debtor-in-possession in the continued operation of the Debtor's business and management of the Debtor's property; (b) consult with the Debtor, the United States Trustee and other parties-in-interest in the administration of the case; (c) investigate the acts, conduct, liabilities, assets and financial condition of the Debtor, the operation of the Debtor's business and any other matter relevant to the case; (d) prepare on behalf of the Debtor as debtor-in-possession all necessary applications, answers, motions, orders, reports and other legal papers; (e) participate in the Debtor's formulation of a plan of reorganization and any amendments thereto, if so required, and to collect and file with Court acceptances and/or rejections of said plan(s); (f) provide general legal representation of the Debtor in all aspects relating to the Debtor's bankruptcy proceeding; and (g) perform such other services as are appropriate regarding attorney's capacity as counsel in this case. The attorneys and professionals designated to represent the debtor-in-possession will be paid at these hourly rates: Robert S. Altagen, Esq. $450 Associate Attorney $225 Paralegal $150 The Debtor has agreed to pay Robert S. Altagen and his law firm an initial retainer of $7,500. The amount has been deposited into the firm's client trust account. The Debtor acknowledges that the firm will have performed pre-petition services in the amount of $5,000. The amount of $1,717 was also paid by the Debtor for filing fees. The firm is not owed a balance for its retainer. Robert S. Altagen, Esq., an attorney at Law Offices of Robert S. Altagen, Inc., disclosed in court filings that the firm and its attorneys are "disinterested persons" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert S. Altagen, Esq. LAW OFFICES OF ROBERT S. ALTAGEN INC. 1111 Corporate Center Drive, Suite 201 Monterey Park, CA 91754 Telephone: (323) 268-9588 Facsimile: (323) 268-8742 E-mail: robertaltagen@altagenlaw.com About Absolute Care Assisted Living & Memory Care Absolute Care Assisted Living & Memory Care, LLC, owns in fee simple a property located in Fontana, California, having a current value of $1.50 million, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-12274) on March 19, 2020. The petition was signed by Ali Monshizadeh, its manager. At the time of the filing, the Debtor disclosed total assets of $1 million to $10 million and total liabilities of the same range. The Hon. Mark S. Wallace oversees the case. The Debtor tapped Robert Altagen, Esq., at Law Offices of Robert S. Altagen, Inc., as its counsel. ADVANTAGE SPORTS: Seeks to Hire Hubble Pistorius as Claims Counsel ------------------------------------------------------------------ Advantage Sports, Inc. and Advantage Sports Complex, LLC seek approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ the Law Offices of Hubble Pistorius as special counsel in connection with claims against the Debtors' insurers and formers adjusters arising out of a hail storm which occurred at the Debtors' property at 2800 North Interstate 35E, Carrolton, Texas on June 6, 2018. As compensation for the attorneys' legal services, the Debtors agree to pay an amount equal to 30% of the gross amount that may be received whether by suit, settlement or otherwise if the claim is settled on or before the first mediation date set by the court pursuant to the court's pre-trial scheduling order or by agreement of the parties. The compensation for the attorneys' legal services will increase to an amount equal to 35% of the gross amount that may be received whether by trial, settlement or otherwise if the case is not settled on or before the mediation date. John L. Hubble, an attorney at the Law Offices of Hubble Pistorius, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: John L. Hubble, Esq. LAW OFFICES OF HUBBLE PISTORIUS 8350 N. Central Expressway, Suite 1310 Dallas, TX 75206 Telephone: (214) 361-1262 Facsimile: (214) 373-3455 About Advantage Sports Advantage Sports, Inc. owns and operates a multipurpose athletic facility located in Carrollton, Texas. Advantage Sports, Inc. and Advantage Sports Complex, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Lead Case No. 20-40667) on March 2, 2020. The petitions were signed by John W. Sample, manager. At the time of filing, the Debtors disclosed estimated $10 million to $50 million in assets and liabilities. The Hon. Brenda T. Rhoades oversees the case. The Debtors tapped Spector & Cox, PLLC as their counsel and Swearingen Realty Group, LLC as their broker. ADVANTAGE SPORTS: Seeks to Hire Swearingen Realty Group as Broker ----------------------------------------------------------------- Advantage Sports, Inc. and Advantage Sports Complex, LLC seek approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Swearingen Realty Group, LLC as their broker for the sale of the real estate and personal property of the Debtors. The Debtors desire to retain the broker to manage and market the Debtors' approximately 104,850 square-foot multipurpose athletic facility located in the city of Carrollton, Texas. The broker agrees to offer the property for sale using reasonable efforts and will do and perform such other acts and services to market the property, including soliciting the active cooperation of other real estate brokers. The broker shall maintain accurate and business-like records of prospective purchasers solicited, expenses incurred on the Debtors' behalf when approved in advance, and of negotiations with prospects and third party brokers and investors. In the event of a sale of the building, the Debtors shall pay the broker a commission equal to 4.5% of the gross purchase price. The broker shall share fee with any cooperating broker representing the buyer. In the event of a lease of any portion of the building, the Debtors shall pay the broker a commission equal to 6.75% of the total lease consideration. The broker shall share fee with any cooperating broker representing the tenant. Jim Montgomery, the executive vice president and principal with Swearingen Realty Group, LLC, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The broker can be reached through: Jim Montgomery SWEARINGEN REALTY GROUP LLC 5950 Berkshire Lane, Suite 500 Dallas, TX 75225 Telephone: (214) 365-2766 Facsimile: (214) 365-2799 E-mail: montgomery@swearingen.com About Advantage Sports Advantage Sports, Inc. owns and operates a multipurpose athletic facility located in Carrollton, Texas. Advantage Sports, Inc. and Advantage Sports Complex, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Lead Case No. 20-40667) on March 2, 2020. The petitions were signed by John W. Sample, manager. At the time of filing, the Debtors disclosed estimated $10 million to $50 million in assets and liabilities. The Hon. Brenda T. Rhoades oversees the case. The Debtors tapped Spector & Cox, PLLC as their counsel and Swearingen Realty Group, LLC as their broker. AFFILIATED CREDITORS: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Affiliated Creditors, Inc. About Affiliated Creditors Affiliated Creditors, Inc. provides innovative debt recovery solutions for its clients. Visit -- https://www.affiliatedcreditors.com/ Affiliated Creditors sought Chapter 11 protection (Bankr M.D. Tenn. Case No. 20-01132) on Feb. 22, 2020. At the time of filing, the Debtor was estimated to have assets of $100 million to $500 million, and liabilities of $100 million to $500 million. The case is assigned to Judge Charles M. Walker. Robert J. Gonzales, Esq., at Emergelaw, PLC, is Debtor's legal counsel. AIS CONSTRUCTION: Seeks Court Approval to Hire CBIZ MHM as CPA -------------------------------------------------------------- AIS Construction Company seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ CBIZ MHM, LLC as its certified public accountant (CPA). The firm will provide these services in connection with the Debtor's Chapter 11 case: (a) prepare tax returns and provide tax advice; (b) review the Debtor's financial records and assist general bankruptcy counsel in preparing budgets and budget-to-actual reports for cash collateral motions; (c) review the Debtor's financial records and assist general bankruptcy counsel in preparing reorganization plan; and (d) other accountancy services for the Debtor which may be necessary during the pendency of this Chapter 11 bankruptcy case. The firm will provide consulting services to the Debtor as may be requested by the Debtor's representatives. The services will not constitute an audit, review, or a compilation of the Debtor's financial statements or any part thereof; an examination of management's assertions concerning the effectiveness of the Debtor's internal control systems; or an examination of compliance with laws, regulations, or other matters. The professionals designated to perform services to the Debtor will be paid at these hourly rates: Managing director $440 Senior Manager $390 Manager $380 Seniors $235 Associate II $185 Associate I $140 Bookkeeper $90 Martin Marietta, a Certified Public Accountant at CBIZ MHM, LLC, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Martin Marietta CBIZ MHM, LLC 300 Esplanade Drive, Suite 250 Oxnard, CA 93036 Telephone: (805) 988-3222 Facsimile: (805) 988-3220 About AIS Construction Company AIS Construction Company, a commercial and office building contractor in Ventura, Calif., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-10065) on Jan. 17, 2020. The petition was signed by Andrew Sheaffer, its chief executive officer (CEO). At the time of the filing, the Debtor disclosed $38,197 in assets and $1,426,690 in liabilities. Judge Deborah J. Saltzman oversees the case. Nelson Comis Kettle & Kinney LLP is the Debtor's legal counsel and CBIZ MHM, LLC is the Debtor's certified public accountant (CPA). AIS HOLDCO: Bank Debt Trades at 18% Discount -------------------------------------------- Participations in a syndicated loan under which AIS Holdco LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD110 million term loan is scheduled to mature on August 15, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. ALICE'S SCHOOL: Seeks May 15 Plan Extension Due to Lockdown ----------------------------------------------------------- Alices School, Inc., said that due to the Government-ordered lockdown, the Debtor's counsel has experienced difficulty in complying with all scheduled terms in all of her office's cases. Accordingly, the Debtor requests an extension until May 15, 2020, of the deadline to file a Chapter 11 Plan and a Disclosure Statement. Attorney for the Debtor: Rosana Moreno Rodriguez MORENO & SOLTERO, LLC P.O. BOX 679 TRUJILLO ALTO, PR 00977 Tel: (787) 750-8160 Fax: (787) 750-8243 E-mail: rmoreno@morenosolterolaw.com About Alices School Inc. Based in Carolina, Puerto Rico, Alices School Inc. filed its petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 19-05929) on Oct. 15, 2019, listing under $1 million in both assets and liabilities. Rosana Moreno Rodriguez, Esq., at Moreno & Soltero Law Office, LLC, represents the Debtor. ALPHA ENTERTAINMENT: Taps Donlin Recano as Administrative Advisor ----------------------------------------------------------------- Alpha Entertainment LLC seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ Donlin Recano & Company, Inc., as administrative advisor to the Debtor. Alpha Entertainment requires Donlin Recano to: a. assist with, among other things, any required solicitation, balloting, and tabulation and calculation of votes, as well as preparing any appropriate reports, as required in furtherance of confirmation of plan(s) of reorganization (the "Balloting Services"); b. generate an official ballot certification and testifying, if necessary, in support of the ballot tabulation results; c. in connection with the Balloting Services, handling requests for documents from parties in interest, including, if applicable, brokerage firms and bank back-offices and institutional holders; d. gather data in conjunction with the preparation, and assist with the preparation, of the Debtor's schedules of assets and liabilities and statements of financial affairs; e. provide a confidential data room, if requested; f. manage and coordinate any distributions pursuant to a confirmed chapter 11 plan; and g. provide such other claims processing, noticing, solicitation, balloting, and administrative services described in the Services Agreement, but not included in the Section 156(c) Application, as may be requested by the Debtor from time to time. Donlin Recano 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 The Debtor paid Donlin Recano a retainer in the amount of $25,000, of which $14,855 was applied to prepetition services. Donlin Recano will request that the retainer be replenished back to $25,000 when it sends the first invoice for post-petition work. Donlin Recano 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 Recano can be reached at: Nellwyn Voorhies DONLIN RECANO & COMPANY, INC. 6201 15th Avenue Brooklyn, NY 11219 Toll Free Tel: (800) 591-8236 About Alpha Entertainment Alpha Entertainment LLC, which does business as the XFL -- https://www.alphaentllc.com/ -- is a professional American football league. The XFL kicked off with games beginning on Feb. 8, 2020. The XFL offered fast-paced, three-hour games with fewer play stoppages and simpler rules. The XFL featured eight teams, 46-man active rosters, and a 10-week regular season schedule, with a postseason consisting of two semifinal playoff games and a championship game. The eight XFL teams were the DC Defenders, the Dallas Renegades, the Houston Roughnecks, the Los Angeles Wildcats, the New York Guardians, the St. Louis BattleHawks, the Seattle Dragons, and the Tampa Bay Vipers. Alpha Entertainment LLC, based in Stamford, CT, filed a Chapter 11 petition (Bankr. D. Del. Case No. 20-10940) on April 13, 2020. In its petition, the Debtor was estimated to have $10 million to $50 million in both assets and liabilities. The petition was signed by John Brecker, independent manager. The Hon. Laurie Selber Silverstein oversees the case. The Debtor tapped Young Conaway Stargatt & Taylor, LLP as counsel, and Donlin Recano & Company, Inc., as claims agent and administrative advisor. ALPHA ENTERTAINMENT: U.S. Trustee Appoints Creditors' Committee --------------------------------------------------------------- The U.S. Trustee for Region 3 and 9 appointed a committee to represent unsecured creditors in the Chapter 11 case of Alpha Entertainment LLC. The committee members are: 1. Jonathan Hayes P.O. Box 293 Loveland, OH 45140 2. '47 Brand LLC Attn: Joe Keane 15 Southwest Park Westwood, MA 02090 Phone: 617852-7353 3. NEP Supershooters LP d/b/a Bexel ESS Attn: Dean Naccarato 2 Beta Drive Pittsburgh, PA 15238 Phone: 412-820-6032 4. XOS Technologies Inc. Attn: Kristin Desrochers 181 Ballardvale Street, Suite 101B Wilmington, MA 01887 Phone: 978-267-6025 5. CP Communications Attn: Jerry Gepner 9965 18th Street N. St. Petersburgh, FL 33716 Phone: 1-800-762-4254 6. Ticket Master Attn: Richard Patti 9348 Civic Center Drive Beverly Hills, CA 90210 Phone: 310-867-7198 7. DC Stadium LLC Attn: Chris Deubert 100 Potomac Ave SW Washington, DC 20024 Phone: 201-410-4125 Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Alpha Entertainment Alpha Entertainment LLC, which does business as the XFL, is a professional American football league. The XFL kicked off with games beginning on Feb. 8, 2020. It offered fast-paced, three-hour games with fewer play stoppages and simpler rules. The XFL featured eight teams, 46-man active rosters, and a 10-week regular season schedule, with a postseason consisting of two semifinal playoff games and a championship game. The eight XFL teams were the DC Defenders, the Dallas Renegades, the Houston Roughnecks, the Los Angeles Wildcats, the New York Guardians, the St. Louis BattleHawks, the Seattle Dragons, and the Tampa Bay Vipers. For more information, visit https://www.alphaentllc.com. Alpha Entertainment sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 20-10940) on April 13, 2020. At the time of the filing, Debtor disclosed assets of between $10 million and $50 million and liabilities of the same range. Judge Laurie Selber Silverstein oversees the case. Debtor tapped Young Conaway Stargatt & Taylor, LLP as its legal counsel, and Donlin, Recano & Co., Inc. as its claims and noticing agent. AMAZING ENERGY: CEO McAndrew & CFO Jacobson Resign -------------------------------------------------- Willard McAndrew, III resigned, effective April 17, 2020, as the president and CEO of Amazing Energy Oil and Gas, Co., and as an officer, director and/or manager of any and all subsidiaries of the Company. Mr. McAndrew has also resigned from the Company's Board of Directors. On April 20, 2020 Benjamin Jacobson III resigned, effective immediately, as the chief financial officer of the Company. On April 23, 2020 Anna Karlsen provided her notice of resignation as the Company's secretary, effective as of April 24, 2020. The Company's ongoing day to day operations are being managed by the Board. About Amazing Energy Oil and Gas Amazing Energy Oil and Gas, Co. -- http://www.amazingenergy.com/-- is an independent oil and gas exploration and production company headquartered in Plano, Texas. The Company's primary leasehold is in the Permian Basin of West Texas. The Company controls over 75,000 acres between their rights in Pecos County, Texas and assets in Lea County, New Mexico, and Walthall County, Mississippi. The Company primarily engages in the exploration, development, production and acquisition of oil and natural gas properties. Amazing Energy's operations are currently focused in the Permian Basin and Gulf Coast regions. Amazing Energy reported a net loss of $8.05 million for the year ended July 31, 2019, compared to a net loss of $6.51 million for the year ended July 31, 2018. As of Jan. 31, 2020, the Company had $14.63 million in total assets, $15.73 million in total liabilities, and a total stockholders' deficit of $1.10 million. DeCoria, Maichel & Teague, P.S., in Spokane, Washington, the Company's auditor since 2014, issued a "going concern" qualification in its report dated Nov. 13, 2019, citing that the Company has limited financial resources, negative working capital, recurring losses and an accumulated deficit at July 31, 2019. These factors raise substantial doubt about its ability to continue as a going concern. AMERICAN AIRLINES: Bank Debt Trades at 26% Discount --------------------------------------------------- Participations in a syndicated loan under which American Airlines Inc is a borrower were trading in the secondary market around 74 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD1220 million term loan is scheduled to mature on January 29, 2027. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. AMYNTA AGENCY: Bank Debt Trades at 17% Discount ----------------------------------------------- Participations in a syndicated loan under which Amynta Agency Borrower Inc is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD726 million term loan is scheduled to mature on February 28, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. ANICHINI HOSPITALITY: Trustee Taps Lemery Greisler as Attorney -------------------------------------------------------------- Paul A. Levine, the Subchapter V Trustee of Anichini's Chapter 11 case, seeks approval from the U.S. Bankruptcy Court for the District of Vermont to retain Lemery Greisler LLC as attorney. The Trustee desires to retain an attorney just in case it needs a representation if the Debtor's counsel will bring a challenge to the lien of Top Ridge Investments, LLC as contemplated by the Court's Order Granting Emergency Motion for Authority to Use Cash Collateral entered March 17, 2020, in the companion case of Anichini, Inc. and other matters related to the liens and claims of secured creditors. The Trustee has been informed by the Debtor's counsel that it is unlikely that Debtor will choose to bring lien challenges involving its attorneys Facey, Goss & McPhee, P.C. and Murphy & King Professional Corporation and, therefore, it falls to the Trustee to pursue such matters. The Trustee believes that the lien challenges have merit. The attorneys and paraprofessionals designated to represent the Trustee will be paid at these hourly rates: Attorneys $175-$350 Paralegals and Law Clerks $75 There is no arrangement between the Trustee and the proposed attorney for a retainer. Paul A. Levine disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Paul A. Levine, Esq. LEMERY GREISLER LLC 50 Beaver Street Albany, NY 12207 Telephone: (518) 433-8800 About Anichini Hospitality Anichini Hospitality, Inc., is a Tunbridge, Vermont-based supplier of luxury linens and furnishings to hotels, resorts, and spas, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Vt. Case No. 20-10090), on March 12, 2020. The petition was signed by Susan Dollenmaier, its sole shareholder. As of the time of filing, the Debtor had estimated assets of $500,000 to $1 million and estimated liabilities of $1 million to $10 million. Hon. Colleen A. Brown oversees the case. The Debtor tapped Drummond Woodsum as its counsel. Paul A. Levine has been appointed the Subchapter V Trustee of Anichini's Chapter 11 case. APPLE LAND: Kramer Auction of Business Assets Approved ------------------------------------------------------ Judge Catherine J. Furay of the U.S. Bankruptcy Court for the Western District of Wisconsin authorized Apple Land Sports Supply, Inc.'s auction sale of all business assets that were not sold in the ordinary course of business since the inception of the chapter 11 case, as set forth in the Online Auction Listing & Marketing Agreement with Kramer Auction Service, LLC. The liens, claims, judgments, mortgages, chattel mortgages, land contracts, lis pendens, taxes, and other claims of whatsoever nature against the property that are set forth in Exhibit 2 are removed, released and terminated from the property as set forth in Exhibits 2 to allow the sale and transfer of the said property free and clear of all liens. All liens will attach to the proceeds of the sale. The proceeds from the sale of personal property will be distributed as follows: a. Payment in full of the obligations set forth in the Kramer Auction Online Contract and Marketing Agreement. b. All net proceeds will be deposited into the Pittman & Pittman Law Offices, LLC Trust Account. Any future distributions of proceeds will only be disbursed upon order of the Court. A copy of the Exhibit 2 is available at https://tinyurl.com/ybs96frt from PacerMonitor.com free of charge. About Apple Land Sports Supply Apple Land Sports Supply Inc., a wholesaler of sporting goods, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wis. Case No. 19-12609) on Aug. 1, 2019. At the time of the filing, Apple Land Sports Supply disclosed assets of between $1 million and $10 million and liabilities of the same range. The case has been assigned to Judge Catherine J. Furay. Apple Land Sports Supply is represented by Pitt ARADIGM CORP: Creditors to Be Paid From Sale Proceeds ----------------------------------------------------- Aradigm Corporation filed a Combined Chapter 11 Plan and Disclosure Statement on April 8, 2020, which provides for the distribution of the proceeds of the liquidation of the assets of Aradigm. During the course of the Bankruptcy Case, Aradigm sold substantially all of its assets to Grifols, S.A. for a combination of cash and contingent, deferred consideration consisting of milestone payments and a royalty stream based upon future sales of the Aradigm product. This Plan provides for the creation of a Liquidating Trust, to be administered by a Liquidating Trustee, to collect, sell or otherwise dispose of the assets of Aradigm's estate, including the contingent, deferred consideration received from the sale of Aradigm's assets, and to distribute the net proceeds to creditors and shareholders. Aradigm has no secured creditors. The Plan places all prepetition priority unsecured creditors in one class, places all general unsecured creditors in a single class and places all shareholders in a single class. The term of this Plan is five years, unless extended by order of the Court. Under the APA, Aradigm agreed to sell all of its intellectual property assets and certain other assets to Grifols. The purchase price was $3,247,000 in cash payable at closing, plus milestone payments amounting to an additional $3 million (the "Milestone Payments") and a royalty of 25% of the royalties received by Grifols during the royalty term in connection with the sale of any Aradigm Product under any definitive agreement between Grifols and any licensee for the development and commercialization of any Aradigm Product(the "Royalty Payments"). The Milestone Payments are payable $2 million upon FDA approval of any Aradigm Product and $1 million upon EMA approval of any Aradigm Product. The royalty term is the shorter of 10 years after the first commercial sale of an Aradigm Product or the expiration of the last Aradigm Patent covering an Aradigm Product. In addition, Grifols and its affiliate Grifols World Wide Operations, Inc., agreed to waive their filed proofs of claim in the Bankruptcy Case in the total amount of $31,735,899. The Plan proposes to treat claims as follows: * Class 1: Priority Claims. This class consists of the priority wage claims held by Aradigm's former employees and any priority tax claims. Aradigm believes that all priority taxes have been paid and that there are no priority tax claims. There are approximately $154,200 of priority wage claims. This class is impaired. Within thirty (30) calendar days of the Effective Date of this Plan, each holder of an allowed claim in this class shall receive a single payment equal to 100% of such holder's allowed claim. Claims in this class shall not accrue interest. This class is impaired. * Class 2: Claims of General Unsecured Creditors. Holders of allowed claims in this class shall be paid pro rata from funds received by the Liquidating Trust on account of the Milestone Payments and the Royalty Payments after payment of administrative priority expenses. Distributions to holders of allowed Class 2 claims shall be made until all such claims have been paid in full plus interest at the fixed rate of 1.5% from and after the Petition Date. This class is impaired. * Class 3: Shareholders. This class consists of the allowed interests held by shareholders of record as of the Effective Date, including all warrants and issued shares. On the Effective Date all interests in Aradigm, including all warrants, unexercised options, and issued shares, shall be cancelled. Holders of allowed interests shall receive pro rata distributions from funds received by the Liquidating Trust on account of the Milestone Payments and the Royalty Payments after payment of administrative priority expenses and after payment in full, plus interest, of Class 2 claims. A full-text copy of the Combined Chapter 11 Plan and Disclosure Statement dated April 8, 2020, is available at https://tinyurl.com/y9mqbw5o from PacerMonitor.com at no charge. Attorneys for the Debtor: Bennett G. Young JEFFER MANGELS BUTLER & MITCHELL LLP Two Embarcadero Center, 5th Floor San Francisco, California 94111-3813 Telephone: (415)398-8080 Facsimile: (415)398-5584 byoung@jmbm.com About Aradigm Corporation Aradigm Corporation -- http://www.aradigm.com/-- is an emerging specialty pharmaceutical company focused on the development and commercialization of products for the treatment and prevention of severe respiratory diseases. Over the last decade, the company invested a large amount of capital to develop drug delivery technologies, particularly the development of a significant amount of expertise in respiratory (pulmonary) drug delivery as incorporated in its lead product candidate that recently completed two Phase 3 clinical trials, Linhaliq inhaled ciprofloxacin, formerly known as Pulmaquin. The company is headquartered in Hayward, Calif. Aradigm Corporation sought Chapter 11 protection (Bankr. N.D. Cal. Case No. 19-40363) on Feb. 15, 2019. In the petition signed by John M. Siebert, executive chairman and interim principal executive officer, the Debtor was estimated to have $10 million to $50 million in both assets and liabilities. The case is assigned to Judge William J. Lafferty. The Debtor tapped Jeffer, Mangels, Butler & Mitchell LLP as bankruptcy counsel; Sheppard Mullin Richter & Hampton LLP as special patent counsel; and EMA Partners, LLC as investment banker. ARETEC GROUP: Bank Debt Trades at 26% Discount ---------------------------------------------- Participations in a syndicated loan under which Aretec Group Inc is a borrower were trading in the secondary market around 74 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD190 million term loan is scheduled to mature on October 11, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. ARUBA INVESTMENTS: Bank Debt Trades at 17% Discount --------------------------------------------------- Participations in a syndicated loan under which Aruba Investments Inc is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The EUR246 million term loan is scheduled to mature on February 2, 2022. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. ASG TECHNOLOGIES: Bank Debt Trades at 18% Discount -------------------------------------------------- Participations in a syndicated loan under which ASG Technologies Group Inc is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD299 million termloan is scheduled to mature on July 31, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. AURORA COMMERCIAL: Wants to Maintain Exclusivity Through July 17 ---------------------------------------------------------------- Aurora Commercial Corp. and Aurora Loan Services LLC asked the U.S. Bankruptcy Court for the Southern District of New York to extend the exclusive period to file and to solicit acceptances for their Chapter 11 plan through July 17 and Sept. 15, respectively. The Debtors are subsidiaries of Lehman Brothers Holdings Inc. and prior to LBHI's bankruptcy, they were part of LBHI's loan origination and servicing business. The Debtors have been in the process of winding down their operations since 2012 with the assistance of LBHI. Although the Debtors have filed the Proposed Plan, they are seeking exclusivity extension out of an abundance of caution to protect against unforeseen events. The Proposed Plan incorporates the LBHI Settlement. The Debtors, in consultation with their independent director, Jan Baker, have determined that the LBHI Settlement provides for an efficient and certain resolution of these cases, while maximizing recoveries to Allowed ACC General Unsecured Claims. Without the LBHI Settlement, the Debtors would be required to litigate whether the LBHI Claims are valid, the proper amount that is valid (which LBHI asserts is at least $1.6 billion), and whether such Claims could be set off against amounts owed by LBHI under the LBHI Loan. About Aurora Commercial Corp. Aurora Commercial Corp. is a wholly-owned subsidiary of Lehman Brothers Holdings Inc. that offers banking, loan servicing, and investor services. Aurora Commercial and its subsidiary Aurora Loan Services LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 19-10843) on March 24, 2019. At the time of the filing, Aurora Commercial estimated assets of $50 million to $100 million and liabilities of less than $50,000. The Debtors tapped Togut, Segal & Segal LLP as their legal counsel, and Prime Clerk, LLC as their claims and noticing agent. The Office of the U.S. Trustee appointed a committee of unsecured creditors on Aug. 13, 2019. The committee is represented by Pierce McCoy, PLLC. AVEANNA HEALTHCARE: Bank Debt Trades at 17% Discount ---------------------------------------------------- Participations in a syndicated loan under which Aveanna Healthcare LLC is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD171 million term loan is scheduled to mature on July 1, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. AVIS BUDGET: Moody's Cuts CFR to B2 & Sr. Unsec. Rating to B3 ------------------------------------------------------------- Moody's Investors Service downgraded the ratings of Avis Budget Car Rental, LLC and its guaranteed subsidiaries including: Avis Budget Car Rental, LLC -- Corporate Family Rating to B2 from Ba3; Probability of Default Rating to B2-PD from Ba3-PD; secured bank facility to Ba2 from Baa3; senior unsecured notes to B3 from B1; and, Avis Budget Finance PLC -- senior unsecured to B3 from B1. The Speculative Grade Liquidity rating is lowered to SGL-4 from SGL-3. The ratings remain under review for downgrade. Downgrades: Issuer: Avis Budget Car Rental, LLC Corporate Family Rating, Downgraded to B2 from Ba3; Remains Under Review for further Downgrade Probability of Default Rating, Downgraded to B2-PD from Ba3-PD; Remains Under Review for further Downgrade Speculative Grade Liquidity Rating, Downgraded to SGL-4 from SGL-3 Senior Secured Bank Credit Facility, Downgraded to Ba2 (LGD2) from Baa3 (LGD2); Remains Under Review for further Downgrade Senior Unsecured Regular Bond/Debenture, Downgraded to B3 (LGD5) from B1 (LGD5); Remains Under Review for further Downgrade Issuer: Avis Budget Finance PLC Senior Unsecured Regular Bond/Debenture, Downgraded to B3 (LGD5) from B1 (LGD5); Remains Under Review for further Downgrade RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Avis' ratings, including the B2 CFR, reflect the considerable weakening of the company's liquidity position that will occur due to the coronavirus' impact on air-travel, car rental usage rates, and the used car market. Avis business is built around renting its cars, on-airport and off-airport, and being able to efficiently dispose of the rental fleet. Air travel, which has a very strong relationship to rental car utilization rates, has fallen by over 90% and Moody's expects travel to remain weak through 2020. At the same time the market for used cars, which is quite large and usually quite stable, has contracted at an unprecedented pace and Moody's believes realized prices are down by a record 10%. As a result of this stress, Avis' revenues and earnings will declined precipitously, and the company's earnings and cash flow will become significantly negative during the second quarter. Demand and pricing in the 40 million-unit US used car market should begin to recover sometime during the third quarter which should ease some stress on liquidity. Moody's believes that Avis has adequate liquidity to fund the cash outflow that will occur until the used car market becomes more accessible during the third quarter. At March 31, this liquidity position, including cash and availability under credit facilities, approximated $1.4 billion. The review is focusing on Avis' ability to maintain adequate liquidity until the used car market reopens to operate efficiently, and thereby accommodate a defleeting of the company's vehicle portfolio. Avis' ratings could be downgraded if: 1) the pace of cash consumption commencing during the second quarter materially exceeds its expectations; 2) the used car market remains depressed through the third quarter; or, 3) the company's liquidity sources are on a trajectory to fall below expected requirements. The car rental sector has been one of the sectors most significantly affected by the credit shock given its heavy dependence on air travel and on the sale of used vehicles. Business activity in both of these markets, which are critical to Avis's ongoing operations, have fallen precipitously, thereby resulting in a large monthly operating cash burn and a severe near-term liquidity shortfall. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial credit implications of public health and safety. Avis has minimal environmental risk associated with the ownership and operation of its vehicle fleet. The company also maintains adequate relationships with its employees, regulatory bodies and the communities in which it operates. Avis Budget Group, Inc. is one of the world's leading car rental companies through its Avis and Budget brands. The company's Zipcar brand, is the world's leading car sharing network. The company's 2019 revenues were $9.2 billion. AVIS BUDGET: S&P Lowers ICR to 'B+' on Steep Demand Decline ----------------------------------------------------------- S&P Global Ratings lowered all ratings on Parsippany, N.J.-based car renter Avis Budget Group Inc., including the issuer credit rating, to 'B+' from 'BB'. All ratings remain on CreditWatch, where S&P placed them with negative implications on March 16, 2020. S&P expects Avis Budget's credit metrics to weaken sharply in 2020 due to the impact of the coronavirus. Avis Budget generates most of its revenues at airports globally and thus relies on airline passenger travel. To offset the steep decline in air travel and demand for its vehicles, the company is reducing costs and its fleet by cancelling orders for new vehicles and attempting to sell vehicles. However, S&P expects the company's costs to be negatively affected by weak used car prices, resulting in higher vehicle costs (when used car prices are weak, this is reflected in higher depreciation expense). The rating agency expects passenger travel to begin to recover later this year, continuing into 2021. "The CreditWatch resolution will focus on challenges the car rental industry faces, including levels of capital spending, the impact of used car prices on asset sales, wider access to the ABS market, liquidity, and covenant relief. We would likely lower the rating if we believe the company's operations, credit metrics, and liquidity will take longer to recover than our current expectation," S&P said. AYTU BIOSCIENCE: Board Elects Not to Effect Reverse Stock Split --------------------------------------------------------------- Aytu BioScience, Inc., reported that at the Company's 2020 Annual Meeting, the stockholders elected Joshua Disbrow, Steven Boyd, Gary Cantrell, Carl Dockery, John Donofrio, Jr., Michael Macaluso, and Ketan Mehta to the Company's Board of Directors for one-year terms. The Stockholders approved an advisory vote on executive compensation, ratified the appointment of Plante & Moran, PLLC as the Company's independent auditor for 2020, and approved the Company's Board of Directors to authorize a reverse split of the Company's common stock. The Board of Directors has elected not to effect a reverse stock split at this time. This decision is due to the fact that the Company has regained compliance with Nasdaq Rule 4310(c)(8)(E) requiring a $1.00 closing bid price for the Company's common stock. Further it is the board's belief that effecting a reverse split would not be in the best interest of the Company's shareholders at this time. About Aytu BioScience Englewood, Colorado-based Aytu BioScience, Inc. (OTCMKTS:AYTU) -- http://www.aytubio.com/-- is a commercial-stage specialty pharmaceutical company focused on commercializing novel products that address significant patient needs. The company currently markets a portfolio of prescription products addressing large primary care and pediatric markets. The primary care portfolio includes (i) Natesto, an FDA-approved nasal formulation of testosterone for men with hypogonadism, (ii) ZolpiMist, an FDA-approved oral spray prescription sleep aid, and (iii) Tuzistra XR, an FDA-approved 12-hour codeine-based antitussive syrup. Aytu Bioscience reported a net loss of $27.13 million for the year ended June 30, 2019, compared to a net loss of $10.18 million for the year ended June 30, 2018. As of Dec. 31, 2019, the Company had $74.48 million in total assets, $57.39 million in total liabilities, and $16.76 million in total stockholders' equity. Plante & Moran, PLLC, in Denver, CO, the Company's auditor since 2015, issued a "going concern" qualification in its report dated Sept. 26, 2019, on the Company's consolidated financial statements for the year ended June 30, 2019, citing that the Company has suffered recurring losses from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. BAR PIATTO: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Bar Piatto, LLC 60151 Trilogy Pkwy La Quinta CA 92253 Chapter 11 Petition Date: April 27, 2020 Court: United States Bankruptcy Court Central District of California Case No.: 20-13006 Judge: Hon. Mark S. Wallace Debtor's Counsel: Thomas Corcovelos, Esq. CORCOVELOS LAW GROUP 1001 6th St., Ste. 150 Manhattan Beach, CA 90266 Tel: (310) 374-0116 E-mail: corforlaw@corforlaw.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Thomas T. Brown, managing member. A copy of the petition is available for free at PacerMonitor.com at: https://is.gd/uI2Y2o BCP RENAISSANCE: Moody's Cuts CFR to B2 & Alters Outlook to Neg. ---------------------------------------------------------------- Moody's Investors Service downgraded BCP Renaissance Parent L.L.C.'s Corporate Family Rating to B2 from B1, its secured Term Loan B due 2024 to B2 from B1 and its Probability of Default Rating to B2-PD from B1-PD. The outlook was changed to negative from stable. "The rating downgrade reflects the weakened contract counterparty credit of the shippers on the Rover natural gas pipeline in which BCP Renaissance has a 32.4% indirect interest," commented Andrew Brooks, Moody's Vice President. "Weakened shipper credit risk has exacerbated BCP Renaissance's already high leverage, notwithstanding the stability of Rover's fee-based, long-term contractual underpinnings." Downgrades: Issuer: BCP Renaissance Parent L.L.C. Probability of Default Rating, Downgraded to B2-PD from B1-PD Corporate Family Rating, Downgraded to B2 from B1 Senior Secured Term Loan, Downgraded to B2 (LGD4) from B1 (LGD4) Outlook Actions: Issuer: BCP Renaissance Parent L.L.C. Outlook, Changed to Negative from Stable RATINGS RATIONALE BCP Renaissance's B2 CFR is supported by the stable cash flow generated by its non-operated 32.4% indirect interest in Rover. Over its 713-mile length, the pipeline connects natural gas production from the Marcellus and Utica Shale with Midwest, Gulf Coast and Canadian markets. Contracted firm transportation volumes on Rover account for over 90% of Rover's 3.425 billion cubic feet per day (Bcfd) authorized capacity, and are buttressed by long-dated, take-or-pay shipper contracts with initial terms of 15-20 years. However, none of Rover's contracted shippers is rated investment-grade, a weakness implicit in BCP Renaissance's rating, and that weighted average rating has now deteriorated to B1 under the pressure of weak natural gas prices and over-leveraged shipper balance sheets. The substantial majority of the shippers also have negative rating outlooks. Rover began earning 100% of its contractual commitments effective September 1, 2018 upon attaining full mechanical completion. Notwithstanding the strong asset quality and strategic value of a fully completed and in-service Rover pipeline, BCP Renaissance carries a heavy debt load, with debt/EBITDA initially exceeding 8x, and Funds From Operations (FFO)/debt falling well below 10%.The rating reflects the elevated leverage of BCP Renaissance's investment in Rover, essentially a highly leveraged holding company loan. Leverage is expected to decline, the function of a cash flow sweep of 100% of available cash to the extent leverage exceeds 6x. Under the joint venture agreement governing Rover, it is required to distribute all free cash flow to its partners. Moreover, whereas Rover incurred completion delays and substantial cost increases, the joint venture agreement governing BCP Renaissance's investment in Rover insulated it from these risks, insulation which continues to the extent of any further construction-related costs on Rover. BCP Renaissance has no obligation to fund beyond the $1.58 billion fixed dollar amount of its October 2017 investment in Rover, and the funding of any incremental costs incurred to complete the project will not dilute its interest. The Rover pipeline itself is unlevered. The rapid and widening spread of the coronavirus outbreak, deteriorating global economic outlook, falling oil and natural gas prices, and asset price declines are creating a severe and extensive credit shock across many sectors, regions and markets. The combined credit effects of these developments are unprecedented. The E&P sector has been one of the sectors most significantly affected by the shock given its sensitivity to demand and oil and natural gas prices, which in turn has affected some midstream companies that move E&P company production. More specifically, the weaknesses in BCP Renaissance's credit profile has left it vulnerable to shifts in market sentiment in these unprecedented operating conditions and BCP Renaissance remains vulnerable to the outbreak continuing to spread and oil and natural gas prices remaining weak. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. Its action reflects the impact on BCP Renaissance of the breadth and severity of the oil demand and supply shocks, and the broad deterioration in credit quality it has triggered. With Rover fully in service, BCP Renaissance's liquidity needs should be limited; its liquidity position is regarded as adequate. BCP Renaissance is entirely dependent on cash distributions from Rover for any liquidity needs that should arise. Excess liquidity is swept into mandatory Term Loan B debt prepayments. The Term Loan B requires the maintenance of a 1.05x minimum debt service coverage ratio covenant, which Moody's sees being met in 2020 into 2021 by an acceptable margin. The Term Loan B is rated B2, equivalent to the B2 CFR, reflecting its singular position in BCP Renaissance's capital structure. The outlook is negative, conforming to the predominantly negative rating outlooks assigned to Rover's portfolio of shippers, while acknowledging the fully contracted take-or-pay cash flows generated by the pipeline's operations. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS If debt/EBITDA declines towards 6x with FFO/debt approaching 10%, a rating upgrade could be considered. A downgrade could occur should the credit quality of Rover's contracted shippers further deteriorates, or if debt/EBITDA and FFO/debt do not show steady improvement as expected. The principal methodology used in these ratings was Natural Gas Pipelines published in July 2018. Blackstone Energy Partners II L.P. and Blackstone Capital Partners VII L.P. (collectively "Blackstone") established BCP Renaissance Parent L.L.C. to acquire and hold a 49.9% interest in ET Rover Pipeline LLC (ET Rover), the intermediate holding company that owns a 65% interest in Rover Pipeline LLC, from Energy Transfer Partners, L.P. (now Energy Transfer Operating, L.P., Baa3 stable) in October 2017. Energy Transfer Operating holds the remaining 50.1% interest in ET Rover (32.6% net), and is Rover's operator. Traverse Midstream Partners LLC holds the remaining 35% non-operating interest in the Rover pipeline. BETHEL, MN: S&P Lowers 2017A-B Bond Rating to 'BB+', Outlook Neg. ----------------------------------------------------------------- S&P Global Ratings lowered its rating on Bethel, Minn.'s series 2017A and 2017B bonds, issued for Spectrum High School (Spectrum) on behalf of Spectrum Building Co., to 'BB+' from 'BBB-'. The outlook is negative. "The downgrade and outlook reflects Spectrum's weaker financial performance in fiscal 2019 with similar expectations going forward based on projections provided by management and its intention to operate on leaner margins, which could pressure the school's already low liquidity levels," said S&P Global Ratings analyst Natalie Fakelmann. "The negative outlook reflects our opinion that there is a one-in-three chance that the school's financial performance may fail to improve margins and maximum annual debt service coverage in fiscal 2020 and fiscal 2021, which could result in a financial profile more commensurate with a lower rating level," added Ms. Fakelmann. BHI INVESTMENTS: Bank Debt Trades at 18% Discount ------------------------------------------------- Participations in a syndicated loan under which BHI Investments LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD174 million term loan is scheduled to mature on August 28, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. BIOCLINICA-SYNOWLEDGE HOLDINGS: Bank Debt Trades at 27% Discount ---------------------------------------------------------------- Participations in a syndicated loan under which Bioclinica-Synowledge Holdings Corp is a borrower were trading in the secondary market around 73 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD210 million term loan is scheduled to mature on October 20, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. BMC ACQUISITION: Bank Debt Trades at 17% Discount ------------------------------------------------- Participations in a syndicated loan under which BMC Acquisition Inc is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD230 million term loan is scheduled to mature on December 28, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. BOING US: Bank Debt Trades at 26% Discount ------------------------------------------ Participations in a syndicated loan under which Boing US Holdco Inc is a borrower were trading in the secondary market around 74 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD175 million term loan is scheduled to mature on October 3, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. BOWIE REAL ESTATE: Hires Quilling Selander as General Counsel ------------------------------------------------------------- Bowie Real Estate Holdings, LP seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Quilling, Selander, Lownds, Winslett & Moser, P.C. as its general counsel. The firm will provide these services in connection with the Debtor's Chapter 11 case: (a) furnish legal advice to the Debtor with regard to its powers, duties and responsibilities as a debtor-in-possession and the continued management of its affairs and assets under chapter 11; (b) prepare, for and on behalf of the Debtor, all necessary applications, motions, answers, orders, reports and other legal papers; (c) prepare a disclosure statement and plan of reorganization and other services incident thereto; (d) investigate and prosecute preference and fraudulent transfers actions arising under the avoidance powers of the Bankruptcy Code; and (e) perform all other legal services for the Debtor which may be necessary. The professionals designated to represent the debtor-in-possession will be paid at these hourly rates: Shareholders $300-$425 Associates $225-$275 Paralegals $75-$140 The firm received an initial retainer of $10,000 from the Debtor. Prior to the filing of this case, the firm was paid $1,357 for services rendered pre-petition. Also, $1,717 of the initial retainer was used for the filing fee to initiate the Debtor's chapter 11 case. The balance of the retainer, $6,926 will be held in trust as security against post-petition fees and expenses, as approved by orders of the Court. John Paul Stanford, an attorney at Quilling, Selander, Lownds,Winslett & Moser, P.C., disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: John Paul Stanford, Esq. QUILLING SELANDER LOWNDS WINSLETT & MOSER PC 2001 Bryan Street, Suite 1800 Dallas, TX 75201 Telephone: (214) 871-2100 Facsimile: (214) 871-2111 About Bowie Real Estate Holdings Bowie Real Estate Holdings, LP, is primarily engaged in renting and leasing real estate properties, headquartered in Bowie, Texas, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 20-70115) on April 6, 2020. The petition was signed by Faraz Hashmi, its managing member. At the time of the filing, the Debtor was estimated to have assets of between $1 million and $10 million and liabilities of the same range. Hon. Harlin Dewayne Hale oversees the case. The Debtor hired Quilling, Selander, Lownds, Winslett & Moser, P.C. as its general counsel. BOY SCOUTS: Creditors' Committee Members Detail Claims ------------------------------------------------------ In the Chapter 11 cases of Boy Scouts of America and Delaware BSA, LLC, the law firms of Reed Smith LLP and Kramer Levin Naftalis & Frankel LLP submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, in connection with their representation of the Official Committee of Unsecured Creditors. On February 18, 2020, each of the Debtors filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code with this Court. On March 4, 2020, the Office of the United States Trustee for Region 3 appointed the five-member Creditors' Committee consisting of: (i) Pension Benefit Guaranty Corporation, (ii) Girl Scouts of the United States of America, (iii) Roger A. Ohmstede, (iv) Pearson Education, Inc., and (v) Lion Brothers Company, Inc. See Dkt. No. 141. As of April 24, 2020, the Creditors' Committee members and their disclosable economic interests are: Pension Benefit Guaranty Corporation 1200 K. Street, NW Washington, D.C. 20005 * Contingent, unliquidated claims in an amount greater than $865,000,000 arising from pension obligations of the Debtors. Girl Scouts of the United States of America Attn: Jennifer Rochon 420 Fifth Avenue New York, NY 10018 * Litigation claim, subject to a pending civil action in the United States District Court for the Southern District of New York, Case No. 18- 10287, for (i) unsecured damages of at least $6,800,000, plus damages subject to expert testimony and Attorneys' fees and costs on account of prepetition infringing conduct; (ii) unliquidated damages for postpetition infringing conduct; and (iii) postpetition injunctive relief. Roger A. Ohmstede Rog.sandy@mac.com * Unsecured claim of at least $512,590.29 arising from the Restoration Plan. Pearson Education, Inc. Attn: John Garry 221 River Street Hoboken, NJ 07030 * Claims consisting of (i) an unsecured claim of at least $685,707.72 for unpaid prepetition services; (ii) a post- petition administrative expense claim of at least $244,966.60 for providing actual and necessary services to the estate, and (iii) a contract rejection damages claim. Lion Brothers Company, Inc. Attn: Susan J. Ganz 300 Red Brook Blvd Owings Mills, Maryland, 21117 * Unsecured claim of at least $355,795.41 on account of prepetition trade payables. The Creditors' Committee reserves the right to amend or supplement this Verified Statement in accordance with the requirements set forth in Bankruptcy Rule 2019. Proposed Counsel to the Official Committee of Unsecured Creditors can be reached at: REED SMITH LLP Kurt F. Gwynne, Esq. Katelin A Morales, Esq. 1201 N. Market Street, Suite 1500 Wilmington, DE 19801 Telephone: (302) 778-7500 Facsimile: (302) 778-7575 E-mail: kgwynne@reedsmith.com kmorales@reedsmith.com - and - KRAMER LEVIN NAFTALIS & FRANKEL LLP Thomas Moers Mayer, Esq. Rachael Ringer, Esq. Jennifer Sharret, Esq. Megan Wasson, Esq. 1177 Avenue of the Americas New York, NY 10036 Telephone: (212) 715-9100 Facsimile: (212) 715-8000 E-mail: tmayer@kramerlevin.com rringer@kramerlevin.com jsharret@kramerlevin.com mwasson@kramerlevin.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://is.gd/KorAy1 and https://is.gd/YGsoeO About the Boy Scouts of America The Boy Scouts of America -- https://www.scouting.org/ -- is a federally chartered non-profit corporation under title 36 of the United States Code. Founded in 1910 and chartered by an act of Congress in 1916, the BSA's mission is to train youth in responsible citizenship, character development, and self-reliance through participation in a wide range of outdoor activities, educational programs, and, at older age levels, career-oriented programs in partnership with community organizations. Its national headquarters is located in Irving, Texas. The Boy Scouts of America and affiliate Delaware BSA, LLC sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on Feb. 18, 2020, to deal with sexual abuse claims. Boy Scouts of America was estimated to have $1 billion to $10 billion in assets at least $500 million in liabilities as of the bankruptcy filing. The Debtors tapped SIDLEY AUSTIN LLP as general bankruptcy counsel; MORRIS, NICHOLS, ARSHT & TUNNELL LLP as Delaware counsel; and ALVAREZ & MARSAL NORTH AMERICA, LLC as financial advisor. OMNI AGENT SOLUTIONS is the claims agent. BRACKET INTERMEDIATE: Bank Debt Trades at 17% Discount ------------------------------------------------------ Participations in a syndicated loan under which Bracket Intermediate Holding Corp is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD545 million term loan is scheduled to mature on September 5, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. BRAVE PARENT: Bank Debt Trades at 17% Discount ---------------------------------------------- Participations in a syndicated loan under which Brave Parent Holdings Inc is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD242 million term loan is scheduled to mature on April 19, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. BUILDERS FIRSTSOURCE: S&P Alters Outlook to Neg., Affirms BB- ICR ----------------------------------------------------------------- S&P Global Ratings affirmed its 'BB-' issuer credit rating as well as its 'BB+' secured debt ratings (including the 2027 notes) on U.S. building materials supplier Builders FirstSource. S&P also revised the outlook to negative from stable. At the same time, S&P is lowering its ratings on the company's $550 million of unsecured notes due in 2030 to 'B+' from 'BB-' based on lower recovery prospects given the increase in secured obligations. S&P expects sharply reduced remodeling spending and homebuilding activity over the next one to two quarters. This will likely reduce BFS' revenue and EBITDA generation, causing debt leverage to potentially increase to 5x or higher by the end of 2020. The negative outlook reflects the potential for a deep and prolonged downturn in housing starts and repair and remodeling activity occurs in the U.S. S&P expects most of the negative impact on housing starts to occur in second- and third-quarter 2020, with modest recovery beginning in early 2021. However, a longer downturn would likely result in debt leverage exceeding 5x well into 2021. S&P could lower the rating if the impact of the recession resulted in a steep decline in new home construction, resulting in debt leverage exceeding 5x on a sustained basis with little prospect for recovery. This could occur if BFS experiences a 25%-30% decline in annual sales, with EBITDA margins declining to about 5%. S&P could revise to outlook back to stable if the recession following the COVID-19 outbreak is shorter in duration or has less of an impact on new home construction, such that BFS' debt leverage remains below 5x and with prospects of an improving trend into 2021, with interest coverage above 2.5x. CALERES INC: Moody's Cuts CFR to B1 & Sr. Unsec. Rating to B2 ------------------------------------------------------------- Moody's Investors Service downgraded Caleres Inc.'s corporate family rating to B1 from Ba3, probability of default rating to B1-PD from Ba3-PD and senior unsecured notes rating to B2 from B1. The speculative grade liquidity rating was downgraded to SGL-3 from SGL-2 and the outlook remains negative. The downgrades of the CFR, PDR and notes rating reflect Moody's view that EBITDA and credit metrics will weaken significantly as a result of COVID-19 related store closures, weak consumer demand and an ensuing highly promotional environment in 2020. Moody's base case assumptions reflect that weak consumer spending will continue into 2021 resulting in gradual earnings recovery such that debt/EBITDA approaches 4.0 times by the end of 2021. The SGL downgrade to SGL-3 from SGL-2 reflects Moody's expectations that liquidity will weaken but be sufficient to support operations during a limited period of store closures, assuming significant cost cuts and deferrals. As of April 15, 2020, Caleres had $175 million of cash and $440 million borrowings under the upsized $600 million asset-based revolver, with no borrowing capacity currently available. For the full year 2020, Moody's projects breakeven to modestly negative free cash flow and continued significant revolver reliance over the next 12 months. Moody's took the following rating actions for Caleres, Inc.: Corporate Family Rating, downgraded to B1 from Ba3 Probability of Default Rating, downgraded to B1-PD from Ba3-PD Speculative Grade Liquidity Rating, downgraded to SGL-3 from SGL-2 Senior Unsecured Regular Bond/Debenture, downgraded to B2 (LGD5) from B1 (LGD5) Outlook, remains negative RATINGS RATIONALE The rapid and widening spread of the coronavirus outbreak, deteriorating global economic outlook, falling oil prices, and asset price declines are creating a severe and extensive credit shock across many sectors, regions and markets. The combined credit effects of these developments are unprecedented. The non-food retail sector has been one of the sectors most significantly affected by the shock given its sensitivity to consumer demand and sentiment. More specifically, the weaknesses in Caleres' credit profile, including its exposure to US discretionary consumer spending and widespread store closures have left it vulnerable to these unprecedented operating conditions and Caleres remains vulnerable to the outbreak continuing to spread. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. Its action reflects the impact on Caleres of the breadth and severity of the shock, and the broad deterioration in credit quality it has triggered. Caleres' B1 CFR is constrained by Moody's expectations for significant near-term earnings declines, high leverage and weakened, but still adequate, liquidity. Moody's projects that credit metrics will weaken significantly in 2020 as a result of steep earnings declines, reflecting the impact from COVID-19-related store closures, decline in consumer demand, and a highly promotional environment. Caleres' relatively low e-commerce penetration, reliance on wholesale partners in its Brand Portfolio, and low operating margin relative to specialty retail peers further increase its vulnerability to the current disruption. Moody's expects that earnings will gradually recover in 2021 but remain below pre-COVID-19 levels reflecting lower levels of consumer spending and disruption in the apparel and footwear sector. In addition, Caleres has predominantly mature brands, fashion risk, and narrow product focus. The company is subject to the high level of competition in the apparel and footwear sector and the ongoing consumer shift to e-commerce, which pressures profit margins. As a result of these factors, Moody's estimates that Caleres' earnings have modestly declined on an organic basis over the past several years. As a footwear retailer and designer, the company also needs to make ongoing investments in its brands and infrastructure, as well as in social and environmental drivers including responsible sourcing, product and supply sustainability, privacy and data protection. At the same time, the credit profile benefits from the company's diversified portfolio of recognized footwear brands and moderate level of funded debt relative to free cash flow prior to the COVID-19 disruption. Moody's expects the company to have adequate liquidity over the next 12 months. The rating also incorporates governance considerations, specifically the company's financial strategy, which balances debt-financed acquisitions and opportunistic share repurchases with maintaining moderate leverage levels. Moody's expects that the company will prioritize liquidity and deleveraging over shareholder-friendly uses of capital during weak economic conditions, including the current period. The negative outlook reflects the risk that the impact of coronavirus could result in greater than anticipated declines in earnings, credit metrics or liquidity. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded should there not be a clear path to EBITDA improvement in 2021 to a level within 30% below 2019. Ratings could also be downgraded if liquidity deteriorates for any reason or financial strategy becomes more aggressive, including share repurchases before returning to more normalized operating performance. Quantitatively, the ratings could be downgraded with expectations of Moody's-adjusted debt/EBITDA maintained above 4 times or EBITA/interest expense below 2.0 times. The ratings could be upgraded if the company maintains steady revenue and earnings growth and good liquidity. Quantitatively, the ratings could be upgraded if Moody's-adjusted debt/EBITDA is sustained below 3.25 times and EBITA/interest expense above 2.75 times. Headquartered in St. Louis, Missouri, Caleres, Inc. (Caleres) is a retailer and a wholesaler of footwear. Its Famous Footwear chain, which generates about half of total revenues and earnings, sells moderately priced branded footwear targeting families through about 960 stores in the U.S. and Canada and its website. Through its Brand Portfolio segment, Caleres designs and markets owned and licensed footwear brands including Naturalizer, Vionic, Allen Edmonds, Sam Edelman, Dr. Scholl's, LifeStride, Franco Sarto, Vince, Ryka, Bzees, Fergie, Via Spiga, and Blowfish Malibu. The Brand Portfolio segment also includes about 232 specialty retail stores mostly under the Naturalizer and Allen Edmonds brands in the U.S. and Canada. Revenues for the fiscal year ended February 1, 2020 were approximately $2.9 billion. CAMERON TRANSPORT: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Cameron Transport Corp. About Cameron Transport Corp. Cameron Transport Corp., a transportation company in Niagara Falls, N.Y., filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.Y. Case No. 20-10454) on March 17, 2020. In the petition signed by Faisel Haruna, president, Debtor estimated $1,319,426 in assets and $2,239,182 in liabilities. Judge Carl L. Bucki oversees the case. Robert R. Radel, Attorneys at Law is Debtor's legal counsel. CANDELARIO LORA: Deadline on Rolling Hills Property Sale Set ------------------------------------------------------------ Judge Neil W. Bason of the U.S. Bankruptcy Court for the Central District of California has entered an order setting deadlines on Candelario Lora's sale of the real property at 11 Shadow Lane, Rolling Hills, California to Shawn Reynolds or assignee for $1.6 million, pursuant to their California Residential Purchase Agreement and Joint Escrow Instructions, subject to overbid. The Court has concerns. Contrary to the posted Procedures of the undersigned bankruptcy judge and the provisions of the employment order expressly prohibiting dual agency, it appears that the broker for the Shadow Lane property has represented both sides of the proposed transaction. Therefore, it appears that the broker is not disinterested, as required by 11 U.S.C. Section 327(a). The tentative ruling is that the broker cannot "unring the bell," and the dual agency precludes the broker from receiving any compensation. The tentative ruling is also that the dual agency has tainted the sale process and prevents the sale from being approved, because there is no assurance that the sale truly is for the highest and best price. To provide an opportunity for all parties in interest to respond to these concerns and be heard, it is ordered that: 1. April 17, 2020 is the deadline for the Debtor to (i) serve a copy of the Order on the real estate broker via personal delivery or other expedited means (e.g., overnight mail on April 16, 2020 so as to be received by April 17, 2020), (ii) to serve all other parties in interest via U.S. mail, and (iii) to file a proof of such service. 2. April 24, 2020 is the deadline for Debtor, the real estate broker, the United States Trustee, or any other party in interest to file and serve a response to the foregoing tentative ruling. 3. April 29, 2020 is the deadline for any party in interest to file and serve a reply to any such response. Candelario Lora sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 19-23303) on Nov. 11, 2019. The Debtor tapped Onyinye N. Anyama, Esq., at Anyama Law Firm, a Professional Corp., as counsel. CANDLEWOOD ESTATES: Alters Confirmed Plan to Provide $512K Sale --------------------------------------------------------------- Candlewood Estates of Jeanerette Phase II, L.P., filed a plan supplement to its approved Disclosure Statement and confirmed Plan of Reorganization. The Debtor's First Amended Combination Disclosure Statement and Plan of Reorganization of Candlewood Estates of Jeanerette Phase II, L.P. with Immaterial Modifications was confirmed by Order dated Nov. 18, 2019. The Plan provided for the sale of the immovable property of the Debtor (the "Project") to Louisiana Housing Corporation ("LHC") for the sum of $499,000. Thereafter, and well after the order confirming the Plan was final, unappealable, and not stayed, LHC, the Debtor, and St. Mary Community Action Committee Association, Inc. discussed the terms and conditions of the sale of the project to St. Mary. Based on these discussions, the Debtor anticipates that it will sell the project to St. Mary for $512,000 rather than to LHC for $499,000 as the Plan recited. This Plan Supplement does not alter or modify the Plan in any other way except as provided herein. The proposed sale to St. Mary as opposed to LHC does not in any way affect any other provisions of the Plan or any creditors of the Debtor or equity. Like the proposed sale to LHC, the proposed sale to St. Mary will result in all sale proceeds being paid to HOPE Federal Credit Union ("HOPE"). Those parties who are affected by the change in sale price have agreed to the changes stated in this Plan Supplement. The Plan provides for the treatment of the claim held by HOPE as follows: Class 1 – HOPE Federal Credit Union claim is allowed in the amount of $499,000.00. The proceeds of the potential sale shall be paid to HOPE as otherwise provided by the Plan. Dale Lancaster is acknowledged as having full authority to sign and execute all documents as the General Partner of the Debtor to effectuate the sale of the project and to take such actions as needed to accomplish the sale. Further, pursuant to the Plan the sale of the project was required to take place was within 90 days following the Effective Date thereof , and the Closing Period has lapsed prior to the sale of the project. The Closing Period is hereby extended until such date and time as the parties, anticipated to include, but not limited to the Debtor, LHC, and St. Mary, have reached the definitive terms and conditions of the sale and agreed in writing. A full-text copy of the First Plan Supplement dated April 8, 2020, is available at https://tinyurl.com/urrkno7 from PacerMonitor.com at no charge. Counsel for the Debtor: H. Kent Aguillard 141 South 6th St. Eunice, LA 70535 337.457.9331(office) 337.457.2317(fax) kent@aguillardlaw.com About Candlewood Estates Candlewood Estates of Jeanerette Phase II LP was created to develop immovable property located in Iberia Parish, Louisiana, and operate it as a low-income housing development. Hope Federal Credit Union holds a first mortgage on the Property. The general partner is Candlewood Management Phase II, LLC. The limited partner is Dale Lancaster. HOPE Federal Credit Union ("CU") commenced foreclosure proceedings against the Debtor. During the foreclosure, The Cartesian Company, Inc., was appointed keeper by the state court. Candlewood Estates of Jeanerette Phase II LP filed its voluntary petition for relief pursuant to Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 19-50821) on July 9, 2019. H. Kent Aguillard, in Eunice, Louisiana, and Steven T. Ramos, Lafayette, Louisiana, serve as counsel to the Debtor. CAPITAL AUTOMOTIVE: Bank Debt Trades at 17% Discount ---------------------------------------------------- Participations in a syndicated loan under which Capital Automotive LP is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD690 million term loan is scheduled to mature on March 24, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. CAPITAL VENTURE: Taps Ivey McClellan Gatton & Siegmund as Counsel ----------------------------------------------------------------- Capital Venture Properties, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of North Carolina to employ the law firm of Ivey, McClellan, Gatton & Siegmund, LLP as its bankruptcy counsel. The firm will provide these services in connection with the Debtor's Chapter 11 case: (a) assist in investigating and examining contracts, leases, financing statements and other related documents to determine the validity of such; (b) determine the rights and priorities of lienholders, if any; (c) advise in preserving the Debtor's properties and assets; (d) generally assist the Debtor in administering this estate. The attorneys and professionals designated to represent the debtor-in-possession will be paid at these hourly rates: Dirk W. Siegmund $350 Charles M. Ivey, III $500 Samantha K. Brumbaugh $350 Darren A. McDonough $350 John M. Blust $300 Charles M. Ivey, IV $250 Melissa M. Murrell $100 Tabitha D. Coltrane $100 Heather R. Bray $100 Attorneys $250-$500 Paralegals $100 The firm has received no compensation from the Debtor or anyone else on account of the Debtor, except as follows: $1,050 in pre-petition services and reimbursement of $1,717 for Chapter 11 filing fees. Fees and reimbursement of expenses were deducted from the $5,000 retainer paid by the Debtor. The firm retains $2,233 in its trust account. No understanding or agreement exists for a division of fees or compensation with any other person or entity outside of the firm for services to be rendered to the Debtor in connection with this case. Dirk W. Siegmund, Esq., an attorney at Ivey, McClellan, Gatton & Siegmund, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Dirk W. Siegmund, Esq. IVEY, MCCLELLAN, GATTON & SIEGMUND LLP 100 South Elm Street, Suite 500 Greensboro, NC 27401 Telephone: (336) 274-4658 Facsimile: (336) 274-4540 E-mail: dws@iveymcclellan.com About Capital Venture Properties Capital Venture Properties, LLC filed its voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 20-10375) on April 13, 2020. The Debtor tapped Ivey, McClellan, Gatton & Siegmund, LLP as its bankruptcy counsel. CAR SHOW: Seeks to Tap Boyer Terry as Attorneys ----------------------------------------------- The Car Show, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Georgia to hire Boyer Terry LLC as its attorneys. The firm will provide these services in connection with the Debtor's Chapter 11 case: (a) give the Debtor legal advice with respect to its powers and duties as Debtor-in-Possession in the continued operation of its business and management of its property; (b) prepare on behalf of the Debtor, as Debtor-in-Possession, necessary applications, answers, reports, and other legal papers; (c) continue existing litigation to which Debtor-in-Possession may be a party, and to conduct examinations incidental to the administration of the Debtor's estate; (d) take any and all necessary action for the proper preservation and administration of the estate; (e) assist Debtor-in-Possession with the preparation and filing of a statement of financial affairs and schedules and lists as are appropriate; (f) take whatever action is necessary with reference to the use by the Debtor of its property pledged as collateral; (g) assert, as directed by the Debtor, claims that Debtor may have against others; (h) assist the Debtor in connection with claims for taxes made by governmental units; and (i) perform other legal services for the Debtor, as Debtor-in-Possession, which may be necessary. The attorneys and professionals designated to represent the debtor-in-possession will be paid at these hourly rates: Attorneys $300-$340 Research Assistants and Paralegals $100 The Debtor has paid an advance deposit of $5,000. Wesley J. Boyer, a partner at Boyer Terry LLC, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Wesley J. Boyer, Esq. BOYER TERRY LLC 348 Cotton Avenue, Suite 200 Macon, GA 31201 Telephone: (478) 742-6481 E-mail: Wes@BoyerTerry.com About The Car Show, LLC The Car Show, LLC is a company with principal place of business located at 105 Knodishall Drive, Warner Robins, Georgia. The Car Show sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 20-50453) on March 4, 2020. The Debtor hired Boyer Terry LLC as its attorneys. CARBO CERAMICS: Lenders Get 100% of Stock in Plan ------------------------------------------------- CARBO Ceramics Inc. and its two debtor affiliates, Asset Guard Products Inc. and StrataGen, Inc., filed a Chapter 11 Plan and a Disclosure Statement. The Company's primary assets include three ceramic manufacturing facilities, which are located in Eufaula, Alabama, and McIntyre and Toomsboro, Georgia, a processing facility in New Iberia, Louisiana, at which operations primarily involve infusion and resin-coating of ceramic proppant substrate manufactured at the Company's other facilities, and a sand processing facility in Marshfield, Wisconsin. During the fourth quarter of 2019, CARBO shifted predominantly all industrial ceramic media production to its McIntyre facility and all oilfield ceramic proppant production to its Eufaula facility. Additionally, the Marshfield sand processing facility and Toomsboro plant were idled. The Plan reflects the reality that, based upon projected market conditions, operating performance, and cash flow projections, the Debtors' enterprise value is significantly less than the amount of claims under the Prepetition Credit Agreement. The treatment of the Prepetition Lender Secured Claims and General Unsecured Claims is the product of extensive negotiations between the Debtors and the Prepetition Lenders. Importantly, the Plan provides for the exchange of 100% of the Prepetition Lender Secured Claims and the DIP Facility Claims (except to the extent some or all of such DIP Facility Claims are converted into an Exit Facility) for 100% of the Reorganized CARBO Interests and certain Cash distributions to Holders of Allowed General Unsecured Claims. In developing the Plan, the Debtors gave due consideration to various other restructuring alternatives. After a careful review of their current operations, prospects as an ongoing business, and estimated recoveries to creditors through out-of-court transactions or 363 sales or a forced sale scenario, given current market conditions, the Debtors concluded that the Debtors will maximize recoveries to their stakeholders by completing the transactions contemplated under the Plan. The Debtors believe, based on the information learned through the extensive prepetition sale process,that any alternative to Confirmation of the Plan, such as an alternative plan or a sale of assets, would result in materially lower recoveries for stakeholders, significant delays, protracted litigation,loss of employee jobs,and greater costs. For these reasons, the Debtors believe that their businesses and assets have value under the proposed Plan that would not be realized through out-of-court sales, asset sales under Section 363 of the Bankruptcy Code, or a forced sale or liquidation, either in whole or in substantial part. The Plan provides: * Class 3 - Prepetition Lender Secured Claims. This class is impaired. Each Holder of an Allowed Prepetition Lender Secured Claim shall receive, together with its recovery on account of its DIP Facility Claims (except to the extent that all or any portion of such DIP Facility Claims are converted into loans under the Exit Facility), its Pro Rata share of the DIP Lender/Prepetition Lender Equity Distribution. * Class 4 - General Unsecured Claims. This class is impaired. Each Holder of an Allowed General Unsecured Claim against a Debtor shall receive its Pro Rata share of (i) the portion of the GUC Cash Pool allocated to Holders of Allowed General Unsecured Claims of such Debtor, pursuant to the Plan, and (ii) as applicable, the Liquidating Trust Interests to the extent allocated to Holders of Allowed General Unsecured Claims of such Debtor pursuant to the Plan. "GUC Cash Pool" means cash to be contributed by one or more of the Supporting Lenders in an amount equal to the sum of (a) $500,000, to be allocated to fund distributions to the Holders of Allowed General Unsecured Claims against CARBO, and (b)(i)the lesser of (x) $1,500,000 and (y) such amount as is necessary to render all Allowed General Unsecured Claims against Asset Guard and StrataGen Unimpaired, or (ii) in the Supporting Lenders' sole discretion, such higher amount as necessary to render all Allowed General Unsecured Claims against Asset Guard and StrataGen Unimpaired. * Class 5 - Intercompany Claims. This class is unimpaired/impaired. At the Reorganized Debtors’ election, will be (i) Unimpaired and Reinstated or (ii) Impaired and cancelled and released without any distribution. * Class 6 - Intercompany Interests. This class is unimpaired/impaired. This class will be reinstated as of the Effective Date or, at the Reorganized Debtors’ election, cancelled. No distribution shall be made on account of any Intercompany Interests. * Class 7 - Section 510(b) Claims and Class 8 - CARBO Interests. These classes are impaired. Said classes are cancelled, released, discharged, and extinguished. Sources of plan consideration include cash on hand/DIP facility borrowings, issuance and distribution of reorganized CARBO interests and exit facility. A full-text copy of the Disclosure Statement dated April 8, 2020, is available at https://tinyurl.com/s439kvv from PacerMonitor.com at no charge. Proposed counsel for the Debtors: Paul E. Heath Garrick C. Smith Vinson & Elkins LLP Trammell Crow Center 2001 Ross Avenue, Suite 3900 Dallas, Texas 75201 - and - David S. Meyer Vinson & Elkins LLP The Grace Building 1114 Avenue of the Americas New York, New York 10036-7708 Counsel to the Supporting Lenders: Gregory M. Wilkes Norton Rose Fulbright US LLP 2200 Ross Avenue, Suite 3600 Dallas, Texas 75201 About CARBO Ceramics CARBO Ceramics Inc. -- https://carboceramics.com/ -- is a global technology company providing products and services to the oil and gas, industrial, and environmental markets. CARBO offers oilfield ceramic technology products, base ceramic proppant, and frac sand proppant for use in the hydraulic fracturing of oil and natural gas wells. Asset Guard Products Inc., a subsidiary of CARBO, offers products intended to protect operators' assets, minimize environmental risks, and lower lease operating expenses through spill prevention, containment, and countermeasure systems for the oil and gas industry. StrataGen, Inc., another subsidiary, offers fracture consulting and data services and provides a suite of stimulation software solutions used for designing fracture treatments and for on-site real-time analysis to assist E&P companies in the efficient completion of wells and enhancement of oil and natural gas production. CARBO Ceramics and its subsidiaries sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 20-31973) on March 29, 2020. At the time of the filing, Debtors disclosed assets of between $100 million and $500 million and liabilities of the same range. Judge Marvin Isgur oversees the cases. The Debtors tapped Vinson & Elkins LLP as bankruptcy counsel; Okin Adams LLP as special counsel; Perella Weinberg Partners L.P. and Tudor Pickering, Holt & Co. as investment banker; FTI Consulting, Inc. as financial advisor; Ernst & Young LLP, KPMG LLP, and Weaver and Tidwell L.L.P. as accountants and tax advisors. Prime Clerk, the claims agent, maintains this website https://dm.epiq11.com/case/crc/info CARESTREAM DENTAL: Bank Debt Trades at 18% Discount --------------------------------------------------- Participations in a syndicated loan under which Carestream Dental Equipment Inc is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD375 million term loan is scheduled to mature on August 7, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. CARLISLE FOODSERVICE: Bank Debt Trades at 18% Discount ------------------------------------------------------ Participations in a syndicated loan under which Carlisle FoodService Products Inc is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD333 million term loan is scheduled to mature on March 20, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. CCC INFORMATION: S&P Alters Outlook to Stable, Affirms 'B-' ICR --------------------------------------------------------------- S&P Global Ratings revised its outlook on Chicago-based auto claims and repair solutions provider CCC Information Services Inc. to stable from positive and affirmed all of its ratings on the company, including its 'B-' issuer credit rating. The weaker global growth and disruption stemming from the COVID-19 pandemic will affect CCC Information Services Inc.'s performance in 2020. "We estimate that about one-third of CCC's revenue is tied to transaction volume, which we expect will decline meaningfully in 2020. The company's transaction volume is primarily related to auto-accident and casualty claims. We expect that the number of accident claims will decline materially, at least in March and April 2020, because people are driving fewer miles due to the shelter-in-place mandates that were put in place to slow the spread of the coronavirus," S&P said. "The stable outlook reflects our expectation that CCC has sufficient liquidity to manage through a weaker-than- expected 2020. We expect overall revenues to decline significantly this year, with some EBITDA margin decline to the low-20% area, leading to cash flow of about negative $10 million in 2020. We model that the company would not generate transaction revenues for several months of the year, and then model in some recovery in volumes after mid-year. We also model subscription revenues to decline about 10% for the year. We expect growth to resume in 2021 but at a lesser rate than what CCC experienced over the past few years," the rating agency said. S&P could lower the rating if free cash flow continues to decline after 2020 with leverage remaining over 10x. It would view tight covenant headroom, which limits the company's revolver access, as a negative factor. Such scenarios could develop if large portions of CCC's customer base declare bankruptcy or if the number of claims does not increase after the pandemic subsides. While unlikely given the company's current liquidity position, S&P could also lower the rating if operating conditions decline much quicker than it modeled leading to total liquidity of less than $25 million (one year's worth of debt service). "While unlikely over the next 12 months, we could raise the rating if leverage declines sustainably below 7.5x while CCC maintains good operational performance and cash flow generation," S&P said. CCC LOT: Seeks to Hire Joseph David Zaks CPA as Accountant ---------------------------------------------------------- CCC Lot 2, LLC and Michael S. Eisenga seek approval from the U.S. Bankruptcy Court for the Western District of Wisconsin to employ Joseph David Zaks CPA LLC as accountant for the Debtors in their Chapter 11 proceedings. The proposed professional services to be rendered by Joseph David Zaks CPA to the Debtors are preparation of the Monthly Operating Reports, Periodic Reports, tax returns, cash-flow projections, and related testimony. The Debtors understand that Zaks will charge for his services at his customary hourly rate of $100 for his accounting services. The rate for returns is based on the forms that are filed. Based on review of the Debtors' 2018 returns, the estimated fee for preparing returns is $750. Zaks estimates an initial fee of $1,500 to familiarize himself with the Debtors' finances and thereafter fees of $500 to comply with the reporting requirements. To the best of the Debtors' knowledge, Zaks has no connection with any other parties-in-interest or their respective accountants or attorneys in these proceedings. Joseph David Zaks, an accountant at Joseph David Zaks CPA LLC, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joseph David Zaks JOSEPH DAVID ZAKS CPA LLC 1731 West Edward Lane Milwaukee, WI 53209 Telephone: (414) 351-4070 About CCC Lot 2 CCC Lot 2, LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). CCC Lot 2 filed a Chapter 11 petition (Bankr. E.D. Wis. Case No. 20-21035) on Feb. 11, 2020. On Feb. 13, 2020, the case was transferred to the U.S. Bankruptcy Court for the Western District of Wisconsin and was assigned a new case number (Case No. 20-10422). At the time of the filing, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Judge Catherine J. Furay oversees the case. The Debtor tapped Kerkman & Dunn as legal counsel and Joseph David Zaks CPA LLC as accountant. CHAMBERLAIN FAIRVIEW: Seeks to Hire Dunkle Services as Accountant ----------------------------------------------------------------- Chamberlain Fairview Farm seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to retain Dunkle Services as its accountant. The Debtor requires the assistant of an accountant to prepare and file its sales tax returns, annual tax returns, and other financial matters including but not limited to accounting and bookkeeping services so as to be in compliance with local, state, and federal tax requirements and regulations. Dunkle Services understands and agrees that no compensation for services rendered or to be rendered, or the reimbursement of expenses to be incurred, if any, may be paid until the Court, after motion duly filed, notice and a hearing, approves such compensation for services and/or reimbursement of expenses. Dunkle Services and its employees are "disinterested persons" within the meaning of Section 101(14) of the Bankruptcy Code. The firm may be reached at: Dunkle Services 101 E. Main Street Everett, PA 15537 About Chamberlain Fairview Farm Chamberlain Fairview Farm owns and operates a dairy farm in Clearville, Pa. Chamberlain Fairview Farm filed a voluntary Chapter 11 petition (Bankr. W.D. Pa. Case No. 19-70757) on Dec. 17, 2019. In the petition signed by Lynn E. Chamberlain, general partner, the Debtor reported $1,438,190 in assets and $1,127,923 in liabilities. The Debtor tapped Kevin J. Petak, Esq., at Spence, Custer, Saylor, Wolfe & Rose, LLC, as legal counsel; and Dunkle Services as accountant. CHAPMAN HOUSE: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------- The U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of The Chapman House Museum, Inc., according to court dockets. About The Chapman House Museum The Chapman House Museum, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 20-40070) on Feb. 19, 2020. At the time of the filing, Debtor had estimated assets of between $1 million and $10 million and liabilities of between $500,001 and $1 million. Judge Karen K. Specie oversees the case. Bruner Wright, P.A., is the Debtor's legal counsel. CHESAPEAKE ENERGY: Moody's Cuts CFR to Ca & Unsec. Rating to C -------------------------------------------------------------- Moody's Investors Service downgraded Chesapeake Energy Corporation's Corporate Family Rating to Ca from Caa1, its Probability of Default Rating to Ca-PD from Caa1-PD, its first lien, "last out" term loan rating to Caa1 from B3, its second lien notes rating to Ca from Caa2, and its senior unsecured notes ratings to C from Caa3. The Speculative Grade Liquidity Rating was downgraded to SGL-4 from SGL-3. The outlook was revised to negative from stable. The downgrade reflects Chesapeake's eroding liquidity, the prospect of significant production declines due to substantially reduced capital investment, a depressed commodity price environment, very limited access to capital, and the high likelihood of a restructuring in the near term. Downgrades: Issuer: Chesapeake Energy Corporation Probability of Default Rating, Downgraded to Ca-PD from Caa1-PD Speculative Grade Liquidity Rating, Downgraded to SGL-4 from SGL-3 Corporate Family Rating, Downgraded to Ca from Caa1 Senior Unsecured Shelf, Downgraded to (P)C from (P)Caa3 Senior Secured Term Loan, Downgraded to Caa1 (LGD2) from B3 (LGD3) Senior Secured Notes, Downgraded to Ca (LGD4) from Caa2 (LGD4) Senior Unsecured Notes, Downgraded to C (LGD5) from Caa3 (LGD5) Outlook Actions: Issuer: Chesapeake Energy Corporation Outlook, Changed to Negative from Stable RATINGS RATIONALE Chesapeake's Ca Corporate Family Rating reflects its untenable capital structure, heavy fixed charge burden, weak asset coverage, the company's expected production decline resulting from a materially reduced capital budget in 2020 and a severe and unprecedented collapse in oil prices brought on by simultaneous supply and demand shocks that further hinders the company's ability to repair its balance sheet. Chesapeake's large exposure to ongoing weakness in natural gas prices is an added weight on its profile. Although the company has a strong commodity hedge program in place for 2020 at prices well above Moody's assumed levels, very low prices are likely to extend into 2021, when Chesapeake's hedge position weakens considerably. Chesapeake's high absolute level of debt, the large proportion of secured debt, its small market capitalization, and the deeply distressed trading levels of its debt all point to a restructuring in the near term. The company benefits from its large positions in several major North American basins, providing operating scale efficiencies, oil and gas investment optionality, and the potential in a normalized commodity price environment for asset sales to fund debt reduction. The rapid and widening spread of the coronavirus outbreak, deteriorating global economic outlook, falling oil prices, and asset price declines are creating a severe and extensive credit shock across many sectors, regions and markets. The combined credit effects of these developments are unprecedented. The E&P sector has been one of the sectors most significantly affected by the shock given its sensitivity to demand and oil prices. More specifically, the weaknesses in Chesapeake's credit profile have left it vulnerable to shifts in market sentiment in these unprecedented operating conditions and Chesapeake remains vulnerable to the outbreak continuing to spread and oil and gas prices remaining weak. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. Its action reflects the impact on Chesapeake of the breadth and severity of the oil demand and supply shocks, and the broad deterioration in credit quality it has triggered. Chesapeake's senior notes are rated C, one notch beneath the company's Ca CFR, reflecting limited prospects for recovery and the notes' unsecured position in the company's capital structure relative to the $3 billion revolver and $3.83 billion of other secured debt, which have senior claims to the assets. The senior notes are guaranteed by the company's operating subsidiaries on a senior unsecured basis. The second lien notes are rated Ca and the senior secured term loan is rated Caa1, reflecting their respective priority positions in the capital structure. The senior secured revolver has the senior most claim to Chesapeake's assets. Moody's views Chesapeake's liquidity as weak, reflected by its SGL-4 rating. The company had about $1.1 billion available under its $3 billion revolving credit facility as of December 31, 2019, however availability is likely to have fallen since and Moody's expects the upcoming borrowing base redetermination to further reduce Chesapeake's borrowing capacity. Moody's projects the effect of very low commodity prices on unhedged volumes will lead to a breach of the total leverage covenant (debt/EBITDAX not to exceed 4.5x) under the revolver by the fourth quarter of this year. Leverage will worsen considerably in 2021 when Chesapeake's hedge position substantially weakens. Debt maturities of about $400 million through mid-2021 represent an additional burden on the company's liquidity, likely to be funded by drawing under the revolver. The negative outlook reflects the possibility that a very low commodity price environment could further erode Chesapeake's debt coverage metrics and liquidity, leading to a restructuring. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be downgraded if asset values weaken further and Moody's assessment of expected recovery worsens. Although unlikely in the near term, an upgrade would be considered if Chesapeake satisfactorily bolsters liquidity, resolves potential covenant issues, and reverses recent production declines in a much more supportive commodity price environment. The principal methodology used in these ratings was Independent Exploration and Production Industry published in May 2017. Oklahoma City, OK-based Chesapeake Energy Corporation is a large independent exploration and production (E&P) company operating in several onshore US basins. The company's daily production averaged 465 mboe/d in the quarter ended December 31, of which 70% was natural gas. CHILL MERGER: Bank Debt Trades at 27% Discount ---------------------------------------------- Participations in a syndicated loan under which Chill Merger Sub Inc is a borrower were trading in the secondary market around 73 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD25 million term loan is scheduled to mature on March 20, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. CHILL MERGER: Bank Debt Trades at 27% Discount ---------------------------------------------- Participations in a syndicated loan under which Chill Merger Sub Inc is a borrower were trading in the secondary market around 73 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD412 million term loan is scheduled to mature on March 20, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. CHLOE OX: Bank Debt Trades at 17% Discount ------------------------------------------ Participations in a syndicated loan under which Chloe Ox Parent LLC is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD260 million term loan is scheduled to mature on December 21, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. CITY POWER AND GAS: May 13 Hearing on Disclosure Statement ---------------------------------------------------------- Judge Alan S. Trust has ordered that the hearing to consider the approval of the disclosure statement filed by City Power and Gas, LLC, will be held in Alfonso M. D'Amato U.S. Courthouse, Courtroom 960, 290 Federal Plaza, Central, Islip, NY 11722 on May 13, 2020 at 12:00 p.m. May 6, 2020 is fixed as the last day for filing and serving written objections to the disclosure statement. About City Power and Gas LLC City Power and Gas, LLC -- https://www.citypowerandgas.com/ -- is an electricity and natural gas company servicing homes and small businesses. It is a licensed energy and gas supplier and regulated by the New York Public Service Commission. City Power and Gas sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. N.Y. Case No. 18-77685) on Nov. 7, 2018. The case is assigned to Judge Alan S. Trust. Clifford M. Ginn, Esq., at Ginn Law, LLC is the Debtor's bankruptcy counsel. COASTAL LIVING: Seeks to Hire Decailly Law as Counsel ----------------------------------------------------- Coastal Living Villas, Inc., seeks authority from the U.S. Bankruptcy Court for the Middle District of Florida to employ Decailly Law Group, P.A., as broker to the Debtor. Coastal Living requires Decailly Law to a. prepare and file amended schedules, statement of financial affairs and statement of executory contracts as needed; b. represent the Debtors-in possession at all meetings of creditors, hearings, pretrial conferences, and trials in this case or any litigation arising in connection with the bankruptcy case; c. assist in the preparation, filing, and presentation to the court of any pleading requesting relief; d. assist in the preparation, filing, and presentation to the court of any disclosure statement, and plan of reorganization under Chapter 11 of the Bankruptcy Code; e. review of claims made by creditors and interested parties, including preparation and prosecution of any objections to claims as appropriate; f. assist in the preparation and presentation of a final accounting and motion for final decree closing this case; and g. perform all other legal services for application which may be necessary herein. Decailly Law will be paid at the hourly rate of $300. Decailly Law will be paid a retainer in the amount of $6,000. Decailly Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Paul DeCailly, partner of Decailly Law Group, P.A., 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. Decailly Law can be reached at: Paul DeCailly, Esq. DECAILLY LAW GROUP, P.A. PO Box 490 Indian Rocks Beach, FL 33785 Tel: (727) 824-7709 E-mail: pdecailly@dlg4me.com About Coastal Living Villas, Inc. Coastal Living Villas, Inc. is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). The Company previously sought bankruptcy protection on Dec. 17, 2019 (Bankr. M.D. Fla. Case No. 19-11854). Coastal Living Villas, Inc., based in Mokena, IL, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 20-03089) on April 15, 2020. Paul DeCailly, Esq., at Decailly Law Group, P.A., serves as bankruptcy counsel. In its petition, the Debtor estimated $3,328,388 in assets and $5,626,723in liabilities. The petition was signed by Jack Fugett, president. COASTAL LIVING: Seeks to Hire Tam Bay as Broker ----------------------------------------------- Coastal Living Villas, Inc., seeks authority from the U.S. Bankruptcy Court for the Middle District of Florida to employ Tam Bay Realty, LLC, as broker to the Debtor. Coastal Living requires Tam Bay to market and sell the Debtor's real property located at 3461 N Key Dr, Fort Myers, FL. Tam Bay will be paid a commission of 6% of the sales price. To the best of the Debtor's knowledge 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. Tam Bay can be reached at: Tam Bay Realty, LLC 8451 W Linebaugh Ave Tampa, FL 33626 Tel: (813) 908-0706 About Coastal Living Villas, Inc. Coastal Living Villas, Inc. is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). The Company previously sought bankruptcy protection on Dec. 17, 2019 (Bankr. M.D. Fla. Case No. 19-11854). Coastal Living Villas, Inc., based in Mokena, IL, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 20-03089) on April 15, 2020. Paul DeCailly, Esq., at Decailly Law Group, P.A., serves as bankruptcy counsel. In its petition, the Debtor estimated $3,328,388 in assets and $5,626,723in liabilities. The petition was signed by Jack Fugett, president. COLOGIX HOLDINGS: Bank Debt Trades at 17% Discount -------------------------------------------------- Participations in a syndicated loan under which Cologix Holdings Inc is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD135 million term loan is scheduled to mature on March 21, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. CONSERVE MERGER: Bank Debt Trades at 18% Discount ------------------------------------------------- Participations in a syndicated loan under which Conserve Merger Sub Inc is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD130 million term loan is scheduled to mature on August 8, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. CORE COMMUNICATIONS: Court Narrows Claims v. MCI, Verizon --------------------------------------------------------- MCI Communications Services, Inc. and Verizon Select Services Inc., the plaintiffs and counterclaim-defendants in the adversary proceeding captioned MCI COMMUNICATIONS SERVICES, INC., et al., Plaintiffs, v. BERKSHIRE TELEPHONE CORPORATION, et al., Defendants, Adversary Proceeding No. 19-10003 (Bankr. D.D.C.) have filed a motion to dismiss the amended counterclaims of Core Communications, Inc., the defendant and counterclaim-plaintiff in this adversary proceeding and the debtor in the main bankruptcy case. Bankruptcy Judge S. Martin Teel, Jr. grants MCI and Verizon's Motion to Dismiss as to Counts III, IV, and V, and as to Count VI to the extent it seeks declaratory relief as to ongoing injuries of a nature similar to Counts III, IV, and V, but will deny the motion as to Counts I and II and as to Count VI to the extent it seeks declaratory relief as to ongoing breaches of tariff claims. In its Amended Counterclaims, Core, a local exchange carrier, asserts counterclaims against Verizon, an inter-exchange carrier, to collect amounts that it billed for switched access services that Core allegedly provided to Verizon under its filed tariffs. Counts I and II of the Amended Counterclaims allege that Verizon breached the express terms of Core's federal (Count I) and state (Count II) tariffs by failing to pay the tariffed rates that Core billed for those services. Count III alleges a breach of contract arising from Verizon's alleged failure to pay for access services offered by Core, which Verizon has accepted and continued to use. Count IV alleges that Verizon breached implied contracts with Core by failing to pay Core's invoices, and Court V alleges that Verizon was unjustly enriched by retaining the unpaid amounts. Finally, Count VI seeks declaratory relief as to Verizon's continuing failure to make payments under any of the legal theories raised in Counts I-V with respect to Verizon's past conduct. According to Judge Teel, the Federal Rules of Civil Procedure require that a plaintiff "give the defendant fair notice of what the plaintiff's claim is and the grounds on which it rests." Bell Atl. Corp. v. Twombly. A complaint survives a motion to dismiss if it contains enough factual allegations "to state a claim to relief that is plausible on its face." The factual allegations in a complaint "must be enough to raise a right to relief above the speculative level." "A claim has facial plausibility when the plaintiff pleads factual content that allows the court to draw the reasonable inference that the defendant is liable for the misconduct alleged." In addition, "[i]n addressing a motion to dismiss, the court accepts the complaint's factual allegations as true." However, the court is not bound to accept an inference drawn by the plaintiff if the inference is not supported by the facts in the complaint. See Iqbal, 556 U.S. at 679. The court may consider "any documents either attached to or incorporated in the complaint and matters of which [the court] may take judicial notice." Judge Teel explains that in Counts I and II of the Amended Counterclaims, Core pleads claims for breach of its federal and state tariffs. The elements of a breach of tariff claim are: (1) that the LEC operated under a filed tariff; (2) that the LEC provided services to a customer under that tariff; and (3) that the LEC billed the customer for services provided under its tariffs at rates listed in those same tariffs. Verizon contends that Counts I and II must be dismissed because: Core seeks to recover charges for switched access services allegedly provided under Core's federal and state tariffs, but fails to allege that it provided any tariffed service to Verizon, and still less which services, or at what rate. Core alleges only that it provided access services and switched access to Verizon, but those are not tariffed services that Core actually could provide or for which Verizon could be required to pay. In its opposition to the Motion to Dismiss, Core contends that because a "[c]omplaint need only contain a 'short and plain statement of the claim showing that the pleader is entitled to relief,'" the allegations in its Amended Counterclaims are sufficient to survive a motion to dismiss. In response, Verizon maintains that after Twombly and Iqbal, such a "short and plain statement" is no longer sufficient. According to Judge Teel, it is correct that Twombly and Iqbal "are universally recognized as having modified the basic pleading standard in all federal civil cases," however, Verizon goes too far. Shortly after Twombly, the Supreme Court reiterated in Erickson v. Pardus, 551 U.S. 89, 93 (2007), that "[s]pecific facts are not necessary; the statement need only give the defendant fair notice of what the . . . claim is and the grounds upon which it rests." And after Iqbal, several circuits, including the D.C. Circuit, have continued to view Erickson as good law. Accordingly, taking the factual allegations in the Amended Counterclaims as true, the Court concludes that the factual allegations in Counts I and II are sufficient to state a claim for relief. Core's Amended Counterclaims allege: (1) that Core provides access services, operating under filed tariffs; (2) that Core provided access services to Verizon under those tariffs; and (3) that Core billed Verizon for services provided under its tariffs at rates listed in those same tariffs. While Core's Exhibit C is only a summary of the invoices it allegedly provided to Verizon, the Amended Counterclaims specifically aver that the invoices in question "set forth the volume of call traffic underlying each invoice calculation, along with all of the interstate and intrastate rate elements that apply to those volumes for purposes of calculating the final invoice amount." These allegations contain sufficent "factual content that allows the court to draw the reasonable inference that the defendant is liable for the misconduct alleged" as required by Twombly and Iqbal. Because "courts are not licensed to impose heightened pleading requirements in certain classes of cases simply to avoid the risk that unsubstantiated claims will burden the courts and opposing parties," $579,475 in U.S. Currency, 917 F.3d at 1049, Core's Amended Counterclaims suffice to put Verizon on notice of the counterclaims that Core advances. Dismissal of these counts for failure to state a claim is therefore inappropriate. Verizon also requests that Counts III, IV, and V be dismissed with prejudice. In its opposition to the Motion to Dismiss, Core offered no rebuttal of Verizon's argument that these claims fail as a matter of law and provided no explanation as to how amendment of these counts would make them viable. In opposing Verizon's request for dismissal with prejudice, Core requests that the dismissal be without prejudice and that it be granted leave to amend its Amended Counterclaims. Under LBR 7015-1, incorporating DCt.LCvR 15.1, a motion for leave to file an amended pleading must be accompanied by an original of the proposed pleading as amended. If Core's opposition to the motion to dismiss is treated as a motion for leave to amend, Core did not comply with that obligation. Core implicitly has conceded that Counts IV, V, and VI, as currently written, must be dismissed, and has not explained what amendments it would make to cure the deficiencies in Counts IV, V, and VI identified by Verizon if allowed to amend those counts, and why such amendments would not be a futile attempt to state valid claims. A district court may deny a motion to amend `if the proposed amendment fails to cure the deficiencies in the original pleading, or could not survive a second motion to dismiss.'" Accordingly, the Court will deny the request for leave to amend Counts IV, V, and VI, and will dismiss those counts. However, the Court will not make that dismissal a final and appealable order under Fed. R. Civ. P. 54(b): that would potentially result in unwarranted piecemeal appeals. Under Rule 54(b), as a non-final order, the order dismissing Counts IV, V, and VI "does not end the action as to any of the claims or parties and may be revised at any time before the entry of a judgment adjudicating all the claims and all the parties' rights and liabilities." In other words, the dismissal will become a dismissal with prejudice once, and only once, all claims are adjudicated in this adversary proceeding. It is not necessary to recite at this juncture, as requested by Verizon, that the dismissal is with prejudice. Theoretically, Core might file a motion in which it shows (based on, for example, a change in the law or facts not yet disclosed) that justice requires that it be allowed to amend Counts IV, V, and VI. A copy of the Court's Memorandum Decision and Order dated March 11, 2020 is available at https://bit.ly/2JJxfVK from Leagle.com. MCI Communications Services, INC. & Verizon Select Services, INC., Plaintiffs, represented by Darrell W. Clark -- darrell.clark@stinson.com -- Stinson Leonard Street LLP, Andrew Hetherington -- ahetherington@kellogghansen.com -- Kellogg, Hansen, Todd, Figel & Frederick PLLC, Alexander McDonald Laughlin -- Alex.Laughlin@ofplaw.com -- Odin, Feldman & Pittleman, P.C. & Tracey Michelle Ohm -- tracey.ohm@stinson.com -- Stinson Leonard Street LLP. Berkshire Telephone Corporation, Defendant, pro se. Champlain Telephone Company, Defendant, pro se. Core Communications Inc., Defendant, represented by Michael A. Gruin -- mag@stevenslee.com -- Stevens & Lee & Alexander McDonald Laughlin, Odin, Feldman & Pittleman, P.C. About Core Communications Core Communications -- http://www.coretel.net/-- provides Carriers, ISPs and ASPs with tailored telecommunications services, leveraging voice and data convergence. Core Communications Inc., based in Annapolis, Maryland, filed a Chapter 11 petition (Bankr. D.D.C. Case No. 17-00258) on May 2, 2017. In the petition signed by Christopher Van de Verg, general counsel, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The Hon. S. Martin Teel, Jr. presides over the case. Gregory P. Johnson, Esq., at Offit Kurman, P.A., serves as bankruptcy counsel. CORELLE BRANDS: S&P Downgrades ICR to 'B' on Retail Closures ------------------------------------------------------------ S&P Global Ratings lowered its issuer credit rating on U.S.-based Corelle Brands Holdings Inc. to 'B' from 'B+' to reflect its view that leverage will increase and remain elevated through the next year, with lower profitability and reduced discretionary spending. S&P is lowering its senior secured first-lien issue-level rating to 'BB-' from 'BB'. The recovery rating remains '1', indicating S&P's expectations for very high (90%-100%; rounded estimate: 90%) recovery in the event of a payment default. "We expect profitability to decline due to retail store closures, partial plant shutdowns, supply chain disruptions, and reduced discretionary spending. The spread of the coronavirus resulted in mandated nonessential business shutdowns globally. We believe first-quarter 2020 results will reflect meaningful revenue contraction in Asia, particularly due to lost sales from the legacy Corelle side and delayed Instant Brands business shipments. The Instant Brands supply from China has since recovered to above 90%. Since mid- to late March, the global spread of the coronavirus severely disrupted sales. We expect second-quarter sales to drop substantially due to specialty and department retail store closures and stay-at-home mandates. This will weaken revenues across both legacy Corelle and Instant Brands. However, we expect the effect on Instant Brands will be less pronounced given its heavier mix of ecommerce sales, which somewhat insulates it against retail store shutdowns. Although countries could start phasing back quarantine measures in the back half of fiscal 2020, we expect consumers to remain cautious with discretionary purchases, particularly as unemployment continues to mount. We now expect low-double-digit percentage sales decline for fiscal year 2020 and a slow recovery," S&P said. The negative outlook reflects S&P's expectation that Corelle could be downgraded over the next 12 months if leverage is sustained above 6.5x. "We could lower the ratings if we believe leverage will rise above 6.5x. This could happen if coronavirus or recession headwinds are stronger than expected, with greater than expected earnings decline," S&P said. "We could raise the ratings if operating performance stabilizes and we believe Corelle is committed to maintaining leverage below 5x through more conservative financial policies." This could occur if the company continually applies excess cash flow toward debt reduction, demonstrates a track record of sustained organic growth in its business, and does not fund large, debt-financed acquisitions or shareholder dividends," the rating agency said. CORNERSTONE ONDEMAND: Moody's Assigns B2 CFR, Outlook Stable ------------------------------------------------------------ Moody's Investors Service assigned to new issuer Cornerstone OnDemand, Inc. a B2 Corporate Family Rating, a B2-PD Probability of Default Rating, and an SGL-2 Speculative Grade Liquidity rating. Concurrently, Moody's assigned a B1 instrument rating to Cornerstone's proposed senior secured bank credit facilities which will consist of a $1,005 million first lien term loan B due 2027 and a $150 million revolving credit facility. The outlook is stable. Proceeds from the new debt issuance, in conjunction with approximately $343 million of balance sheet cash and $33 million of Cornerstone equity will be used to fund the acquisition consideration and pay transaction fees and expenses. Saba Software is a provider of learning management, performance management and recruiting software systems. Assignments: Issuer: Cornerstone OnDemand, Inc. Probability of Default Rating, Assigned B2-PD Speculative Grade Liquidity Rating, Assigned SGL-2 Corporate Family Rating, Assigned B2 Senior Secured Bank Credit Facility, Assigned B1 (LGD3) Outlook Actions: Issuer: Cornerstone OnDemand, Inc. Outlook, Assigned Stable RATINGS RATIONALE Cornerstone's B2 CFR broadly reflects the high initial leverage resulting from the proposed transaction, as well as the potential for near term business disruption that could result from integrating the Saba Software acquisition and implementing significant cost cutting measures. The rating also recognizes the pro forma combined company's leading market position in the market for learning management, performance management and recruiting software systems, and Cornerstone's large base of highly recurring subscription and maintenance revenues. Pro forma for the transaction, certain one-time items, and modest anticipated synergies (and treating both stock-based compensation and capitalized software as expenses), Cornerstone had leverage of approximately 8x at December 31, 2019. However, when adjusting further for change in deferred revenue and stock compensation, cash adjusted leverage could be viewed as a more moderate 5x. Moody's expects Cornerstone will achieve at least $35 million in run-rate synergies over a 24-month time frame, which will bolster free cash flow generation and help reduce leverage. However, there is some risk that the integration and cost cutting measures could disrupt the combined company's revenue growth trajectory as certain functional areas across the businesses are rationalized. Cornerstone and Saba combined will have over 7,000 SMB and enterprise customers across a very diverse set of industries and geographies (albeit with a majority of revenues coming from the North American region). Pro forma for the acquisition, Cornerstone will have a recurring revenue base representing nearly 95% of total revenues with net retention rates above 100% which will lead to predictable and consistent free cash flow generation over time. The company generated pro forma annual free cash flow to debt of approximately 5% as of December 31, 2019. Moody's expects that Cornerstone will generate annualized free cash flow approaching $100 million over the nest 12-18 months. Cornerstone should be able to drive adjusted leverage toward 7x (or 4x on a cash adjusted basis) assuming only modest revenue growth over the next 12-18 months. While the B2 rating derives support from Cornerstone's strong niche market position and highly recurring base of revenues, the company operates in a highly competitive environment against much larger, better capitalized players such as SAP SE, Oracle Corporation, and Workday. These peers offer broad enterprise resource management and human capital management software suites which may meet the needs of many enterprises seeking an integrated "one-size fits all" solution rather than Cornerstone's more specialized "best of breed" talent, performance, and learning management offerings. The stable outlook reflects Moody's expectation that Cornerstone will be able to de-lever toward 4x on a cash adjusted basis driven by synergy realization between itself and Saba Software and assuming only modest top line growth and debt repayment over the next 12-18 months. The stable outlook is also supported by the highly recurring base of subscription revenues that is expected to lead to strong free cash flow generation. The rating is supported by governance considerations; though initial leverage is considered high; Cornerstone is a publicly traded and broadly held company with a largely independent board of directors and is expected to maintain a more moderate financial strategy going forward. Cornerstone's management team has indicated its intention to reduce leverage to below 2x (by its calculation) over the next 2-3 years. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Cornerstone's ratings could face upward pressure if the company were to achieve its targeted synergies and grow revenue organically such that it can sustain cash adjusted leverage below 4x and free cash flow to debt at about 10%. Ratings could face downward pressure if the company were to experience organic revenue declines or integration difficulties such that cash adjusted leverage is sustained above 6x or free cash flow to debt is below 5% on other than a temporary basis. Cornerstone's liquidity is considered good as reflected by its SGL-2 rating which is supported by a proposed $150 million revolving credit facility (undrawn at close) a pro forma cash balance of about $100 million anticipated at the close of the transaction as well as expectations for annualized free cash flow generation approaching $100 million over the next 12-18 months. The B1 rating on Cornerstone's proposed first lien bank credit facilities reflects the company's B2-PD probability of default rating and the facility's senior-most position within the capital structure. The company also has a $300 million convertible note (unrated) due in 2023. Under proposed terms of the bank credit facilities the company can incur debt under an incremental facility in the amount of (a) the greater of $200m and 75% of pro forma EBITDA (which amounts may be incurred with an earlier maturity date than the term loan maturity), plus (b) additional amounts subject to pro forma first lien net leverage = 4.25x. Collateral leakage is permitted through the transfer of assets to unrestricted subsidiaries. Only domestic wholly-owned subsidiaries must provide guarantees, raising the risk of potential guarantee release; partial dividends of ownership interests could jeopardize guarantees. Cornerstone OnDemand, Inc. (NASDAQ: CSOD) is a provider of enterprise learning & content management, performance management, and recruiting management software systems. Pro forma for Cornerstone's 2020 acquisition of Saba Software, the company generated revenues of approximately $838 million in the year ended December 31, 2019. Cornerstone is headquartered in Santa Monica, CA. CORSAIR GAMING: Bank Debt Trades at 18% Discount ------------------------------------------------ Participations in a syndicated loan under which Corsair Gaming Inc is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD357 million term loan is scheduled to mature on August 28, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. COVENANT SURGICAL: $100MM Bank Debt Trades at 16% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Covenant Surgical Partners Inc is a borrower were trading in the secondary market around 84 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD100 million term loan is scheduled to mature on July 1, 2027. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. COVENANT SURGICAL: $250MM Bank Debt Trades at 17% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Covenant Surgical Partners Inc is a borrower were trading in the secondary market around 84 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD250 million term loan is scheduled to mature on July 1, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. CPI INTERNATIONAL: Bank Debt Trades at 17% Discount --------------------------------------------------- Participations in a syndicated loan under which CPI International Inc is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD470 million term loan is scheduled to mature on July 26, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. CURVATURE INC: Bank Debt Trades at 25% Discount ----------------------------------------------- Participations in a syndicated loan under which Curvature Inc is a borrower were trading in the secondary market around 75 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD530 million term loan is scheduled to mature on October 27, 2023. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. DEALER TIRE: Bank Debt Trades at 17% Discount --------------------------------------------- Participations in a syndicated loan under which Dealer Tire LLC is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD1383 million term loan is scheduled to mature on February 5, 2027. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. DEAN & DELUCA: U.S. Trustee Appoints Creditors' Committee --------------------------------------------------------- The U.S. Trustee for Region 2 appointed a committee to represent unsecured creditors in the Chapter 11 cases of Dean & DeLuca New York Inc. and its affiliates. The committee members are: 1. 33 Ninth Retail Owner LLC 141 Fifth Avenue, Second Floor New York, NY 10010 Attn: Harvey Fuchs, General Counsel hfuchs@MEQS.com 2. Ms. Laura Lendrum 435 West 23rd Street, Apt 12E New York, NY 10011 laura@lauralendrum.com 3. Meade Digital Enterprises Corp. d/b/a FultonFishMarket.com 800 Food Center Drive, Unit 4 Bronx, NY 10474 Attn: Meredith Rovelli, Esq., In-House Counsel 4. Eleni Gianopulos d/b/a Eleni's NY 73 5th Avenue New York, NY 10003 eleni@elenis.com 5. The Brooklyn Biscuit Company 24 Commerce Street Brooklyn, NY 11232 Attn: Elizabeth Santiso, Owner Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Dean & Deluca New York Dean & DeLuca New York, Inc. is a multi-channel retailer of premium gourmet and delicatessen food and beverage products under the Dean & DeLuca brand name. It traces its roots to the opening of the first Dean & DeLuca store in the Soho district of Manhattan, New York City by Joel Dean and Giorgio DeLuca in 1977. Affiliate Dean & DeLuca, Inc. was incorporated in Delaware in 1999. On Sept. 29, 2014, Pace Development Corporation, through its wholly-owned subsidiary, Pace Food Retail Co., Ltd., acquired 100% of the shares of Dean & DeLuca, Inc. from its then shareholders. Dean & DeLuca New York and six affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 20-10916) on March 31, 2020. At the time of the filing, Debtors had estimated assets of between $10 million and $50 million and liabilities of between $100 million and $500 million. Judge Michael E. Wiles oversees the cases. Debtors tapped Brown Rudnick LLP as their legal counsel, and Stretto as claims and noticing agent. DIGITAL ROOM: Moody's Places B3 CFR under Review for Downgrade -------------------------------------------------------------- Moody's Investors Service has placed Digital Room Holdings, Inc.'s ratings under review for downgrade, including the company's B3 corporate family rating, B3-PD probability of default rating, the B2 rating on DRI's senior secured first lien credit facility, and the Caa2 rating on the company's second lien term loan. The review was prompted by Moody's expectation of a meaningful near-term contraction in demand from DRI's customer base related to the coronavirus outbreak that is anticipated to considerably weigh on the company's operating performance trends and financial flexibility in 2020. On Review for Downgrade: Corporate Family Rating, Placed on Review for Downgrade, currently B3 Probability of Default Rating, Placed on Review for Downgrade, currently B3-PD Senior Secured First Lien Revolving Credit Facility expiring 2024, Placed on Review for Downgrade, currently B2 (LGD3) Senior Secured First Lien Term Loan due 2026, Placed on Review for Downgrade, currently B2 (LGD3) Senior Secured Second Lien Term Loan due 2027, Placed on Review for Downgrade, currently Caa2 (LGD5) Outlook revised to Rating Under Review from Stable RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The review for downgrade will focus on the severity of demand contraction among DRI's predominantly SMB-focused client base related to the coronavirus outbreak and management's ability to preserve liquidity until operating conditions show sustained improvement. The company's adequate liquidity position is currently supported by a projected pro forma cash balance of $30 million (Moody's estimate) following DRI's full drawdown of its revolving credit facility. However, Moody's does not expect the company to generate meaningful free cash flow in 2020, with the possibility of modest deficits during this period, potentially necessitating covenant relief if operating performance trails expectations or in the event of prolonged weakness in macroeconomic conditions. The existing B3 CFR is constrained by the company's high adjusted debt/EBITDA of approximately 7x (Moody's adjusted for operating leases) at the end of 2019 and Moody's expectations that this metric could approach 10x in 2020 due to a sharp projected drop in the company's EBITDA during this period. DRI's CFR is also negatively impacted by the company's small size, potential competitive pressures from larger commercial printers and web-based rivals, and exposure to ongoing cyclicality in the print advertising market. Additionally, the company's ownership by H.I.G. Capital presents corporate governance concerns with respect to DRI's financial strategies, particularly given the potential for additional debt-funded acquisitions and equity distributions. The rapid and widening spread of the coronavirus outbreak, deteriorating global economic outlook, falling oil prices, and asset price declines are creating a severe and extensive credit shock across many sectors, regions and markets. The combined credit effects of these developments are unprecedented. Additionally, Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial credit implications of public health and safety which may lead to material, albeit temporary, disruptions of DRI's day-to-day operations. Its rating action reflects the impact on DRI's credit profile of this shock, particularly with respect to weakening demand trends and the resulting deterioration in credit quality it has triggered. The risks associated with DRI's credit profile are partially offset by the company's strong presence in the online short-run print market as well as its solid customer relationships and historically strong retention rates which contribute to revenue predictability. Additionally, the company's modest capital budget should support improving free cash flow generation once operating conditions normalize. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. DRI, owned by HIG, is a leading e-commerce provider in the online short-run print market. Moody's forecasts DRI to generate revenues of approximately $190 million in 2020. DIMORA BRANDS: Bank Debt Trades at 18% Discount ----------------------------------------------- Participations in a syndicated loan under which Dimora Brands Inc is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD254 million term loan is scheduled to mature on August 24, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. DIOCESE OF BUFFALO: Creditors Panel Hires Pachulski as Counsel -------------------------------------------------------------- The Official Committee of Unsecured Creditors of The Diocese of Buffalo, N.Y. seeks approval from the U.S. Bankruptcy Court for the Western District of New York to retain Pachulski Stang Ziehl & Jones LLP as its counsel in connection with the Debtor's Chapter 11 case. The firm will provide these services to the Committee in connection with the Debtor's Chapter 11 case: (a) assist, advise and represent the Committee in its consultations with the Debtor regarding the administration of this Case; (b) assist, advise and represent the Committee in analyzing the Debtor's assets and liabilities, investigate the extent and validity of liens or other interests in the Debtor's property and participate in and review any proposed asset sales, any asset dispositions, financing arrangements and cash collateral stipulations or proceedings; (c) review and analyze all applications, motions, orders, statements of operations and schedules filed with the Court by the Debtor or third parties, advise the Committee as to their propriety, and, after consultation with the Committee, take appropriate action; (d) prepare necessary applications, motions, answers, orders, reports and other legal papers on behalf of the Committee; (e) represent the Committee at hearings held before the Court and communicate with the Committee regarding the issues raised, as well as the decisions of the Court; (f) perform all other legal services for the Committee which may be necessary and proper in this Case and any related proceeding(s); (g) represent the Committee in connection with any litigation, disputes or other matters that may arise in connection with this Case or any related proceeding(s); (h) assist, advise and represent the Committee in any manner relevant to review and determine the Debtor's rights and obligations under leases and other executory contracts; (i) assist, advise and represent the Committee in investigating the acts, conduct, assets, liabilities and financial condition of the Debtor, the Debtor's operations and the desirability of the continuance of any portion of those operations, and any other matters relevant to this Case; (j) assist, advise and represent the Committee in their participation in the negotiation, formulation and drafting of a plan of liquidation or reorganization; (k) assist, advise and represent the Committee on the issues concerning the appointment of a trustee or examiner under section 1104 of the Bankruptcy Code; (l) assist, advise and represent the Committee in understanding its powers and its duties under the Bankruptcy Code and the Bankruptcy Rules and in performing other services as are in the interests of those represented by the Committee; (m) assist, advise and represent the Committee in the evaluation of claims and on any litigation matters, including avoidance actions; and (n) provide such other services to the Committee as may be necessary in this Case or any related proceeding(s). The attorneys and paraprofessionals who will render services to the Committee will be paid at these hourly rates: Attorneys $700 Paraprofessionals $175-$395 The firm has not received any retainer from the Debtor, the Committee, or any member of the Committee, nor has the firm received any payment or promise of payment, during the one-year period prior to the petition date on February 28, 2020. James I. Stang, Esq., a partner of Pachulski Stang Ziehl & Jones LLP, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: James I. Stang PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Boulevard, 13th Floor Los Angeles, CA 90067 About The Diocese of Buffalo The Diocese of Buffalo, N.Y., is home to nearly 600,000 Catholics over eight counties in Western New York. The territory of the diocese is co-extensive with the counties of Erie, Niagara, Genesee, Orleans, Chautauqua, Wyoming, Cattaraugus and Allegany in New York State, comprising 161 parishes. There are 144 diocesan priests and 84 religious priests who reside in the Diocese. The Diocese through its central administrative offices (a) provides operational support to the Catholic parishes, schools and certain other Catholic entities that operate within the territory of the Diocese "OCE"; (b) conducts school operations through which it provides parish schools with financial and educational support; (c) provides comprehensive risk management services to the OCEs; (d) administers a lay pension trust and a priest pension trust for the benefit of certain employees and priests of the OCEs; and (e) provides administrative support for St. Joseph Investment Fund, Inc. Dealing with sexual abuse claims, the Diocese of Buffalo sought Chapter 11 protection (Bankr. W.D.N.Y. Case No. 20-10322) on Feb. 28, 2020. The diocese was estimated to have $10 million to $50 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Hon. Carl L. Bucki is the case judge. Bond, Schoeneck & King, PLLC, led by Stephen A. Donato, Esq., is the diocese's counsel and Phoenix Management Services, LLC is its financial advisor. Stretto is the claims agent. DISTINGUISHED KITCHENS: Seeks to Extend Exclusivity Until July 16 ----------------------------------------------------------------- Distinguished Kitchens and Baths, LLC asks the U.S. Bankruptcy Court for the Southern District of Florida to extend the periods during which only the company can file and solicit acceptances for its Chapter 11 plan to July 16 and Sept. 14, respectively. The company also proposes to extend the deadline for filing their plan and disclosure statement to July 16. Distinguished Kitchens currently requires additional time to establish a clearer track record of income and expenses in order to formulate a feasible plan. In addition, the company is also seeking resolutions with several creditors, which will also have a material effect on the plan. About Distinguished Kitchens Distinguished Kitchens and Baths, LLC, filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 19-26953) on Dec 19, 2019, estimating under $1 million in both assets and liabilities. The petition was signed by Danny McMullen, managing member. Judge Erik P. Kimball oversees the case. Aaron A. Wernick, Esq., at Furr & Cohen, P.A., is the Debtor's legal counsel. According to the case docket, the U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in Debtor's case. EAGLEVIEW TECHNOLOGY: Bank Debt Trades at 17% Discount ------------------------------------------------------ Participations in a syndicated loan under which EagleView Technology Corp is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD535 million term loan is scheduled to mature on August 14, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. EDELMAN FINANCIAL: Bank Debt Trades at 18% Discount --------------------------------------------------- Participations in a syndicated loan under which Edelman Financial Center LLC/The is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD475 million term loan is scheduled to mature on July 20, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. ELEMENTAL PROCESSING: Taps Bunch & Brock as Bankruptcy Counsel -------------------------------------------------------------- Elemental Processing, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Kentucky to employ Bunch & Brock, PSC as bankruptcy counsel. The Debtor desires to retain and employ Matthew B. Bunch, W. Thomas Bunch II, and other attorneys of the law firm of Bunch & Brock PSC to render legal services relating to the day-to-day administration of the Debtor's Chapter 11 case and the various issues that arise out of the operation of the Debtor's business operation. Bunch & Brock shall seek compensation based upon its normal hourly billing rates in effect for the period in which services are performed and will seek reimbursement of necessary and reasonable out-of-pocket expenses in accordance with the applicable provisions of the Bankruptcy Code, the Bankruptcy Rules, the U.S. Trustee Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses under 11 U.S.C. Section 330, and other orders of this Court. Bunch & Brock has received two checks, each in the amount of $25,000 on March 11, 2020 and March 12, 2020, and such retainer was designated specifically for the legal fees of Bunch & Brock to be incurred in the litigation of Amerra Capital in the Fayette Circuit Court Case No. 20-CI-907 and in the drafting and filing of a Chapter 11 bankruptcy, if necessary. All funds have been expended and Bunch & Brock does not hold any funds in its escrow account. Matthew B. Bunch, an attorney at Bunch & Brock PSC, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Matthew B. Bunch, Esq. W. Thomas Bunch II, Esq. Bunch & Brock PSC 271 W. Short Street, Suite 805 Lexington, KY 40507 Telephone: (859) 254-5522 Facsimile: (859) 233-1434 E-mail: matt@bunchlaw.com tom@bunchlaw.com About Elemental Processing Elemental Processing, LLC -- https://www.elementalprocessing.com/ -- is a producer of Scientifically Advanced Cannabidiol (CBD). The Company's licensed Industrial Hemp processing plant has led the way in expanding the cannabinoid industry and has supplied a vast portion of the CBD market with oils, distillates and isolates used to create a multitude of retail products, such as: capsules, tinctures, skincare, beverages, and health care products, filed its voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Ky. Case No. 20-50640) on April 20, 2020. The petition was signed by Tony Struyk, its chief executive officer (CEO) and chief financial officer (CFO). At the time of the filing, the Debtor disclosed total assets of $8,157,100 and total liabilities of $56,701,255. The Hon. Tracey N. Wise oversees the case. The Debtor tapped Bunch & Brock, PSC as its bankruptcy counsel. ELGOT SALES: Hires Jeffery Weinstein as Counsel ----------------------------------------------- Elgot Sales Corp. and its debtor-affiliates, Elgot Kitchen and Sales LLC, seek approval from the U.S. Bankruptcy Court for the Southern District of New York to authorize the withdrawal of The Law Offices of Jeremy S. Sussman as counsel to the Debtors and to authorize the employment of The Law Offices of Jeffery L. Weinstein as substitute counsel. The legal services that the Law Offices of Jeffery L. Weinstein will provide in connection with the Debtors' Chapter 11 case include: (a) advise the Debtors with respect to their rights, duties, and obligations as debtors-in-possession; (b) assist the Debtors meet their administrative obligations in connection with the Bankruptcy Cases; (c) represent the Debtors at hearings, status conferences, and mediation sessions, as necessary; (d) prosecute avoidance actions and other adversary proceedings on behalf of the Debtors' estates, as necessary; (e) assist the Debtors in negotiating settlements with creditors; (f) assist the Debtors to file a disclosure statement and chapter 11 plan and solicit acceptances thereof. The attorneys and professionals designated to represent the debtor-in-possession will be paid at these hourly rates: Jeffrey Weinstein $500 Associates $350-$450 Legal Assistants $250 The Debtors' equity owners previously provided the Sussman Law Firm with a post-petition retainer in the amount of $15,000. The Sussman Law Firm has agreed to deliver the $5,000 balance of the retainer to the Weinstein Law Firm to serve as its retainer, which retainer may be applied by the Weinstein Law Firm to pay approved fees in the event the Debtors are unable to pay such fees at the time they are allowed. Jeffrey L. Weinstein, a principal attorney for The Law Offices of Jeffrey L. Weinstein, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jeffrey L. Weinstein, Esq. THE LAW OFFICES OF JEFFREY L. WEINSTEIN 225 Broadway, 38th floor New York, NY 10007 Telephone: (347) 305-4262 About Elgot Sales Elgot Sales Corporation specializes in the design and installation of kitchens and bathrooms, and in the sales and installation of major kitchen appliances and air conditioning systems. Elgot Sales and its affiliate Elgot Kitchen and Sales LLC filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 19-13589) on Nov. 8, 2019. The petitions were signed by Ellen Elias, co-president of Elgot Sales, and managing member of Elgot Kitchen. At the time of filing, Elgot Sales disclosed $185,007 in assets and $1,009,615 in liabilities. Elgot Kitchen disclosed assets of between $100,000 and $500,000 and liabilities of the same range. Jeffrey L. Weinstein, Esq., at the Law Offices of Jeffrey L. Weinstein, is the Debtor's legal counsel. ELITE PHARMACEUTICALS: Amends Bylaws to Allow Remote Meeting ------------------------------------------------------------ In light of public health concerns associated with the COVID-19 pandemic and recent governmental actions, the Board of Directors of Elite Pharmaceuticals, Inc. amended the Company's Bylaws primarily to permit the Company to hold a meeting of the shareholders by means of remote communication in lieu of, or in addition to, a physically located meeting. About Elite Pharmaceuticals Elite Pharmaceuticals, Inc. -- http://www.elitepharma.com/-- is a specialty pharmaceutical company which is developing a pipeline of niche generic products. Elite specializes in oral sustained and controlled release drug products which have high barriers to entry. Elite owns generic products which have been licensed to TAGI Pharma, Glenmark Pharmaceuticals, Inc., USA., and Lannett Company, Inc. Elite currently has eleven approved generic products, three generic products filed with the FDA, one approved generic products pending manufacturing site transfer, and an NDA filed for SequestOx. Elite reported a net loss attributable to common shareholders of $9.28 million for the year ended March 31, 2019, compared to a net loss attributable to common shareholders of $3.67 million for the year ended March 31, 2018. As of Dec. 31, 2019, the Company had $24.08 million in total assets, $15 million in total liabilities, and $9.08 million in total shareholders' equity. Buchbinder Tunick & Company LLP, in Little Falls, New Jersey, the Company's auditor since 2010, issued a "going concern" qualification in its report dated June 21, 2019, citing that the Company has incurred recurring losses from operations, negative cash flows from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. ENGINE HOLDING: S&P Downgrades ICR to 'D' on Forbearance Agreement ------------------------------------------------------------------ S&P Global Ratings lowered all of its ratings on Engine Holding LLC, including its issuer credit rating, to 'D'. The downgrade follows Engine's failure to service the debt interest and amortization payments due on its first-lien credit facility and second-lien term loan for the first quarter of 2020. On April 15, 2020, Engine entered into a forbearance agreement with its lenders related to its existing events of default, including its failure to pay the debt interest and principal payments for the first quarter of 2020, the breach of its financial maintenance covenants, and its failure to provide supporting credit documentation to its lender group. Under the agreement, the company's lenders will not exercise their default enforcement rights until June 15, 2020. ENTERCOM COMMUNICATIONS: Moody's Cuts CFR to B2, Outlook Negative ----------------------------------------------------------------- Moody's Investors Service downgraded Entercom Communications Corp.'s Corporate Family Rating to B2 from B1 and the Probability of Default Rating to B2-PD from B1-PD. In addition, Moody's downgraded the senior secured second lien notes issued by wholly owned subsidiary, Entercom Media Corp., to B3 from B2 and the senior unsecured notes to Caa1 from B3, while the senior secured credit facility was affirmed at Ba3. The outlook was changed to negative from stable. The downgrade of the CFR and negative outlook reflect the impact of the coronavirus outbreak on the economy, which Moody's expects will materially reduce radio advertising revenue in the near term and lead to higher leverage levels and a deterioration in Entercom's liquidity position. Accordingly, the Speculative Grade Liquidity rating was downgraded to SGL-3 from SGL-2. Downgrades: Issuer: Entercom Communications Corp. Corporate Family Rating, downgraded to B2 from B1 Probability of Default Rating, downgrade to B2-PD from B1-PD Speculative Grade Liquidity Rating, downgraded to SGL-3 from SGL-2 Issuer: Entercom Media Corp. (subsidiary fka CBS Radio Inc.) Senior Secured 2nd lien Global Notes, downgraded to B3 (LGD4) from B2 (LGD4) Senior Unsecured Global Bonds, downgraded to Caa1 (LGD6) from B3 (LGD6) Affirmations: Issuer: Entercom Media Corp. (subsidiary fka CBS Radio Inc.) Senior Secured Revolving Credit Facility, affirmed at Ba3 (LGD2 from LGD3) Senior Secured Term Loan B, affirmed Ba3 (LGD2 from LGD3) Outlook Actions: Issuer: Entercom Communications Corp. Outlook, changed to Negative from Stable Issuer: Entercom Media Corp. Outlook, changed to Negative from Stable RATINGS RATIONALE Entercom's B2 CFR reflects the relatively high leverage level of 5.3x (as of Q4 2019) and Moody's projection that leverage levels will increase substantially in the near term due to the impact of the coronavirus outbreak on the economy. The radio industry is also being negatively affected by the shift of advertising dollars to digital mobile and social media as well as heightened competition for listeners from a number of digital music providers. Secular pressures and the cyclical nature of radio advertising demand have the potential to exert substantial pressure on EBITDA performance over time. Entercom is expected to take aggressive cost cutting actions and will be focused on preserving liquidity in the near term. Entercom's live event business will be disrupted by the coronavirus outbreak, but events and other revenue accounted for less than 8% of revenue in 2019 and operating costs for live events are largely variable. Entercom is the second largest radio broadcaster in the US with leading market positions in 22 of the top 25 markets. The company benefits from a geographically diversified footprint with strong market clusters in most of the areas it operates which enhances its competitive position. The geographically diversified footprint may support performance if some markets are able to open in the near term even as other markets remain largely closed due to the coronavirus. A diversified format offering of music, news, and sports as well as live events and digital growth initiatives are also positives to the credit profile. Recent acquisitions to expand its podcasting business and heightened interest from national advertisers are expected to contribute to growth once the impact of the coronavirus subsides. The rapid and widening spread of the coronavirus outbreak, deteriorating global economic outlook, falling oil prices, and asset price declines are creating a severe and extensive credit shock across many sectors, regions and markets. The combined credit effects of these developments are unprecedented. The radio industry sector has been one of the sectors most significantly affected by the shock given its sensitivity to consumer demand and sentiment. More specifically, the weaknesses in Entercom's credit profile have left it vulnerable to shifts in market sentiment in these unprecedented operating conditions and Entercom remains vulnerable to the outbreak continuing to spread. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. Its action reflects the impact on Entercom of the breadth and severity of the shock, and the broad deterioration in credit quality it has triggered. A governance impact that Moody's considers in Entercom's credit profile is the change in financial strategy. Entercom reduced its dividend in 2019 and suspended the remaining dividend in 2020. Moody's expects the company to operate with a more moderate financial policy with the goal to reduce leverage after the impact of the coronavirus subsides. Entercom is a publicly traded company listed on the New York Stock Exchange. Entercom's SGL-3 reflects adequate liquidity supported by a cash position of approximately $180 million as of March 25, 2020 and a largely fully drawn $250 million revolver. Approximately $227.3 million of the revolver will mature in August 2024, and about $22.7 million of the revolver will mature in November 2022. Moody's expects Entercom to remain focused on preserving liquidity and will look to reduce capex levels ($70 million in 2019) and the dividend was recently suspended ($30 million in 2019 which was already reduced in Q3 2020). The revolver is subject to a consolidated net first lien leverage ratio of 4x (up to 4.5x one year after permitted acquisitions). Moody's projects the level of cushion will tighten in the near term and Entercom may need to amend its credit agreement to relax the covenant ratio if conditions in the industry remain challenging. Moody's projects Entercom will be able to obtain an amendment if needed. The term loan is covenant lite. The negative outlook reflects Moody's view that Entercom will experience material declines in revenues and EBITDA in the next few quarters due to the impact of the coronavirus outbreak on the economy and radio advertising revenue. The outlook also incorporates Moody's expectation for the company's debt-to-EBITDA leverage to increase substantially and liquidity position to deteriorate in the near term. Political advertising revenue is projected to support results as the election approaches towards the end of 2020. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings would be downgraded if leverage was projected to be sustained about 6x due to underperformance, audience and advertising revenue migration to competing media platforms, or ongoing economic weakness. A free cash flow to debt ratio (after dividends) in the low single-digits, inability to obtain an amendment to covenants if required or a weakened liquidity profile could also lead to negative rating pressure. Entercom's ratings could be upgraded if leverage declined below 4.5x, as calculated by Moody's, with a good liquidity profile and a high single-digit percentage of free cash flow to debt ratio. Positive organic revenue growth and expanding EBITDA margins would also be required in addition to confidence that management would maintain financial policies (including dividends, share repurchases, and acquisitions) that were consistent with a higher rating level. The principal methodology used in these ratings was Media Industry published in June 2017. Entercom Communications Corp., headquartered in Bala Cynwyd, PA, is the second largest US radio broadcaster based on revenue. The company was founded in 1968 by Joseph M. Field and is focused on radio broadcasting with radio stations in large and mid-sized markets as well as podcasting, digital initiatives, and live events. In November 2017, the company completed the merger of CBS Radio. Joseph M. Field (Chairman) and David J. Field (President /CEO and son of the Chairman) have a significant minority voting interest in the company. Reported LTM revenue as of Q4 2019 was approximately $1.5 billion. EPIC Y: S&P Cuts ICR to 'CCC+' on Revised Forecast; Outlook Neg. ---------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Epic Y-Grade Services LP (Epic) to 'CCC+' from 'B'. At the same time, S&P also lowered its issue-level rating to 'CCC+' from 'B'. The recovery rating is '4' indicating its expectation of average (30%-50%; rounded estimate: 35%) recovery in a payment default. "Underpinning the rating action is the downward revision to our commodity price deck, which we expect will cause Epic's leverage metrics to be elevated over the next 24 months compared with our prior forecast. We expect Epic and its midstream peers will face a more challenging marketplace for the remainder of 2020 and through 2021 as producers reevaluate their development timelines and production forecasts. We expect volatile fractionation spreads over the next 24 months, which could cause the partnership's cash flows to fluctuate as it brings its greenfield fractionators online," S&P said. "The negative outlook reflects our expectation that Epic Y-Grade will realize lower throughput and fractionation volumes than we previously forecast, and leverage metrics will remain elevated over the next 24 months. We forecast adjusted debt to EBTIDA will exceed 15x in 2020, and in the 7.5x-8.5x range in 2021. While we expect continued support from its equity sponsors, we now forecast the company will have less than adequate liquidity levels over the next 12 months, and will face volatile fractionation spreads over the next 24 months," S&P said. S&P could lower its rating on Epic Y-Grade if it expects the company to restructure its debt or miss an interest or amortization payment over the next 12 months. "We could consider a positive rating action if we see a trend of deleveraging towards the 7.0x range and we view Epic Y-Grade's capital structure as sustainable, and liquidity levels improve as the assets are brought into full service," S&P said. EYECARE PARTNERS: Bank Debt Trades at 18% Discount -------------------------------------------------- Participations in a syndicated loan under which Eyecare Partners LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD750 million term loan is scheduled to mature on February 20, 2027. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. FALL LINE: Seeks to Hire Hughey Phillips as Bankruptcy Counsel -------------------------------------------------------------- Fall Line Tree Service, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of California to employ Hughey Phillips, LLP as its bankruptcy counsel. The Debtor has selected Hughey Phillips due to the bankruptcy and litigation experience of attorneys Kevin Hughey and Galen M. Gentry, who will be handling the Debtor's Chapter 11 case. The Debtor anticipates that an adversary proceeding against creditor Dick Yost Yaghlegian will be necessary in order to seek avoidance of his unperfected security interest in certain business assets, recovery of preferential transfers and to object to his claim. The attorneys and professionals designated to perform services to the Debtor will be paid at these hourly rates: Partners $400 Senior Attorneys $350 Junior Attorneys $300 Law Clerks and Paralegals $200 Hughey Phillips attests it has no connection with the Debtor's creditors, or any other party-in-interest, or their respective attorneys, accountants, the U.S. Trustee or any employee of the U.S. Trustee, and represents no interest adverse to the estate, other than as follows: Hughey Phillips, LLP was initially retained by the Debtor and its two principals, Ashley Nichols and Steve Nichols, in order to address issues related to collection threats by Mr. Yaghlegian against the Debtor as well as Mr. and Mrs. Nichols, since they are co-obligors with the Debtor on the Debtor's debt to Mr. Yaghlegian. The Debtor does not believe that either Mr. or Mrs. Nichols hold any claims against the Debtor nor does the Debtor believe that it holds any claims against Mr. or Mrs. Nichols. Hughey Phillips, LLP has not appeared as attorneys for Mr. or Mrs. Nichols in any separate proceeding. On April 17, 2020, Hughey Phillips, LLP withdrew from representing the Nicholses in their individual capacity in order to avoid any conflict of interest arising from the concurrent representation of the Debtor and the Nicholses. The firm can be reached through: Kevin Hughey, Esq. Galen M. Gentry, Esq. HUGHEY PHILLIPS LLP 520 9th Street, Suite 230 Sacramento, CA 95814 Telephone: (916) 758-2100 Facsimile: (916) 758-2200 E-mail: khughey@hugheyphillipsllp.com ggentry@hugheyphillipsllp.com About Fall Line Tree Service Fall Line Tree Service, Inc., a tree service company based in Lotus, California, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 20-21548) on March 13, 2020, listing under $1 million in both assets and liabilities. The Debtor tapped Hughey Phillips LLP as its counsel. FGI ACQUISITION: Bank Debt Trades at 17% Discount ------------------------------------------------- Participations in a syndicated loan under which FGI Acquisition Corp is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD200 million term loan is scheduled to mature on October 29, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. FIREBALL REALTY: $141K Sale of Antrim Property to Pine Island OK'd ------------------------------------------------------------------ Judge Michael A. Fagone of the U.S. Bankruptcy Court for the District of New Hampshire authorized Fireball Realty, LLC's private sale of Lot 103-10, 11, 12, 13, 14, 16, 17, Antrim, New Hampshire to Pine Island Realty, LLC and/or assigns for $141,000, pursuant to the terms of Purchase and Sale Agreement. A hearing on the Motion was held on April 13, 2020 at 10:00 a.m. The counsel for the Debtor will submit a revised proposed Order by April 20, 2020. About Fireball Realty Fireball Realty LLC is a real estate agency in Manchester, New Hampshire. Fireball Realty sought Chapter 11 protection (Bankr. D.N.H. Case No. 19-10922) on June 28, 2019. In the petition signed by Charles R. Sargent, Jr., member, the Debtor was estimated to have assets and liabilities in the range of $1 million to $10 million. The Debtor tapped William S. Gannon, Esq., at William S. Gannon PLLC, as counsel. FIREBALL REALTY: $155K Sale of Claremont Property to Pine Approved ------------------------------------------------------------------ Judge Michael A. Fagone of the U.S. Bankruptcy Court for the District of New Hampshire authorized Fireball Realty, LLC's private sale of the premises commonly known and numbered as 55-57 Sullivan Street and 72 Sullivan Street, Claremont, New Hampshire to Pine Island Realty, LLC for $155,000, pursuant to their Purchase and Sale Agreement and Addendum. A hearing on the Motion was held on April 13, 2020 at 10:00 a.m. The sale is free and clear of all liens, claims and interests to the fullest extent permitted by Code Section 363, without advertising or competitive bidding. In consideration of the payment of the Purchase Price at Closing, the Debtor may execute and deliver to Buyer a Fiduciary Deed to the Subject Properties and do, or cause to be done, execute or cause to be executed and take or cause to be taken each and every act, action or document required by the Contract. In addition to the Purchase Price, Buyer shall, at the closing of the Sale: a. Pay the customary and usual, out-of-pocket closing costs and expenses incurred by the Debtor in connection with the Sale, such as transfer taxes, broker commission and recording fees; and b. Pay in full the accrued real estate taxes and utility charges due the City of Claremont with respect to the Subject Properties as of the Sale, plus any accrued interest thereon. For good cause shown to the satisfaction of the Court and because no objections to the Motion were filed, the 14-day stay contemplated by F.R.B.P. 6004(h) is waived, and the Order will become effective immediately upon entry. A copy of the Contract is available at https://tinyurl.com/ycbv7j85 from PacerMonitor.com free of charge. About Fireball Realty Fireball Realty LLC is a real estate agency in Manchester, New Hampshire. Fireball Realty sought Chapter 11 protection (Bankr. D.N.H. Case No. 19-10922) on June 28, 2019. In the petition signed by Charles R. Sargent, Jr., member, the Debtor was estimated to have assets and liabilities in the range of $1 million to $10 million. The Debtor tapped William S. Gannon, Esq., at William S. Gannon PLLC, as counsel. FLIGHT BIDCO: Bank Debt Trades at 18% Discount ---------------------------------------------- Participations in a syndicated loan under which Flight Bidco Inc is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD90 million term loan is scheduled to mature on July 23, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. FORMING MACHINING: Bank Debt Trades at 25% Discount --------------------------------------------------- Participations in a syndicated loan under which Forming Machining Industries Holdings LLC is a borrower were trading in the secondary market around 75 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD60 million term loan is scheduled to mature on October 9, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. FRONTIER COMMUNICATIONS: US Trustee Appoints Creditors' Committee ----------------------------------------------------------------- The U.S. Trustee for Region 2 appointed a committee to represent unsecured creditors in the Chapter 11 cases of Frontier Communications Corporation and its affiliates. The committee members are: 1. AT&T Services, Inc. 1 Rockefeller Plaza Room 18-19 New York, NY 10020 Attn: James W. Grudus Telephone: 212.205.0659 Facsimile: 832.213.0157 2. The Bank of New York Mellon Corporate Trust – Default Administration Group 101 Barclay Street – 21W New York, NY 10286 Attn: Alex Chang Telephone: 212.815.2816 3. Cathy Bailey Hesperia, CA 92345 4. The Connecticut Light and Power Company d/b/a Eversource Energy 107 Seldon Street Berlin, CT 06037 Attn: Honor S. Heath, Senior Counsel Telephone: 860.665.4865 Facsimile: 860.665.5504 5. Pension Benefit Guaranty Coporation 1200 K Street, N.W. Washington, D.C. 20005-4026 Attn: Sven Serspinski Telephone: 202.229.3516 Facsimile: 202.842.2643 6. Communications Workers of America, AFL-CIO, CLC 501 Third Street, NW Washington, DC 20001 Attn: Patricia M. Shea, CWA General Counsel Telephone: 202.434.1215 Facsimile: 202.434.1219 7. U.S. Bank National Association 1 Federal Street Boston, MA 02110 Attn: Laura Moren Telephone: 617.603.6429 Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Frontier Communications Frontier Communications Corporation (NASDAQ: FTR) offers a variety of services to residential and business customers over its fiber-optic and copper networks in 29 states, including video, high-speed internet, advanced voice, and Frontier Secure digital protection solutions. Frontier Communications Corporation and 103 related entities sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-22476) on April 14, 2020. Judge Robert D. Drain oversees the cases. Debtors tapped Kirkland & Ellis LLP as legal counsel; Evercore as financial advisor; and FTI Consulting, Inc. as restructuring advisor. Prime Clerk is the claims agent, maintaining the page http://www.frontierrestructuring.com/and https://cases.primeclerk.com/ftr FUELCELL ENERGY: Defers Executive Pay to Mitigate COVID-19 Impact ----------------------------------------------------------------- As part of the efforts by FuelCell Energy, Inc., to mitigate the financial and operational impacts of COVID-19, the Company determined to take certain compensation actions affecting certain executives, including the currently employed named executive officers identified in the Company's most recent proxy statement filed with the Securities and Exchange Commission. Effective May 1, 2020, a portion of each Officer's base salary will be deferred for three months (i.e., the months of May, June and July), at the end of which time the Company will pay such deferred amounts to those Officers over a three month period (i.e., over the months of August, September and October). The base salary deferrals will be 20% of base salary for Jason Few, the president, chief executive officer and chief commercial officer, and 10% of base salary for each of Michael Bishop, the chief financial officer and treasurer, Michael Lisowski, the chief operating officer, Anthony Leo, the chief technology officer, and Jennifer Arasimowicz, the general counsel, corporate secretary and chief administrative officer. Additionally, the CEO's monthly commuting expenses of $13,000 will be suspended until such time as the CEO resumes commuting between Houston and Connecticut. CEO to Get $200K Relocation Payment On April 23, 2020, due to the travel impacts of COVID-19, the Company entered into an amendment to the Employment Agreement, effective as of Aug. 26, 2019, between the Company and the CEO. The Amendment provides that the Company will pay to the CEO a lump sum cash payment in the gross amount of $200,000, within 30 days following his relocation to the Danbury, Connecticut area, provided that (i) such relocation occurs by no later than eighteen months after the effective date of the Employment Agreement and (ii) the CEO is employed by the Company on the date of any such payment. This provision of the Amendment extends the time for making such relocation payment by six months, as under the original Employment Agreement, the relocation payment would be made only if the relocation occurred no later than the first anniversary of the effective date of the Employment Agreement. The Amendment further provides that the CEO's commuting and apartment expenses, which were to be paid by the Company through the first anniversary of the effective date of the Employment Agreement, will continue to be paid through the date that is eighteen months after the effective date of the Employment Agreement in the amounts set forth in the Employment Agreement. All other terms and conditions of the Employment Agreement remain in full force and effect. On April 23, 2020, the Company also advised certain affected employees that, effective May 1, 2020, there will be a temporary salary deferral for all senior vice presidents and vice presidents of the Company in the United States and Canada of 10% for a period of three months (i.e., May, June and July) at the end of which time the Company will pay such deferred amounts (i.e., over the months of August, September and October). About FuelCell Energy Headquartered in Danbury, Connecticut, FuelCell Energy, Inc. -- http://www.fuelcellenergy.com/-- is a global developer of environmentally responsible distributed base-load power solutions through its proprietary fuel cell technology. The Company develops turn-key distributed power generation solutions and operate and provide comprehensive services for the life of the power plant. The Company provides solutions for various applications, including utility-scale distributed generation, on-site power generation and combined heat and power, with the differentiating ability to do so utilizing multiple sources of fuel including natural gas, Renewable Biogas (i.e., landfill gas, anaerobic digester gas), propane and various blends of such fuels. Fuelcell reported a net loss attributable to common stockholders of $100.25 million for the year ended Oct. 31, 2019, a net loss attributable to common stockholders of $62.17 million for the year ended Oct. 31, 2018, and a net loss attributable to common stockholders of $57.10 million for the year ended Oct. 31, 2017. As of Jan. 31, 2020, FuelCell had $391.40 million in total assets, $266.96 million in total liabilities, $59.85 million in redeemable series B preferred stock, and $64.58 million in total stockholders' equity. FUELCELL ENERGY: Gets $6.5M Loan Under Paycheck Protection Program ------------------------------------------------------------------ FuelCell Energy, Inc., entered into a Paycheck Protection Program Promissory Note, dated April 16, 2020, evidencing a loan to the Company from Liberty Bank under the recently enacted Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") administered by the U.S. Small Business Administration. Pursuant to the Note, the Company received total proceeds of approximately $6.5 million on April 24, 2020. In accordance with the requirements of the CARES Act, the Company will use the proceeds primarily for payroll costs. The Note is scheduled to mature on April 16, 2022, has a 1.00% per annum interest rate, and is subject to the terms and conditions applicable to loans administered by the SBA under the CARES Act. Monthly principal and interest payments, less the amount of any potential forgiveness, will commence on Nov. 16, 2020. The Company did not provide any collateral or guarantees for the Note, nor did the Company pay any facility charge to obtain the Note. The Note provides for customary events of default, including, among others, those relating to failure to make a payment when due under the Note, failure to comply with any provision of the Note, bankruptcy, and breaches of or materially misleading representations. Upon the occurrence of an event of default, Liberty Bank may require immediate payment of all amounts owing under the Note, collect all amounts owing from the Company, and pursue other remedies. The Note may be prepaid at any time with no prepayment penalties. Proceeds may only be used for the Company's eligible payroll costs (with salary capped at $100,000 on an annualized basis for each employee), rent and utilities, in each case paid during the eight-week period following disbursement. However, at least 75% of the proceeds must be used for eligible payroll costs. The loan may be fully forgiven if (i) proceeds are used to pay eligible payroll costs, rent and utilities and (ii) full-time employee headcount and salaries are either maintained during the applicable eight-week period or restored by June 30, 2020. If not so maintained or restored, forgiveness of the loan will be reduced in accordance with the regulations to be issued by the SBA. Any forgiveness of the loan will be subject to approval by the SBA and Liberty Bank and will require the Company to apply for such treatment in the future. The Company will carefully monitor all qualifying expenses and other requirements necessary to maximize loan forgiveness. The Company has an existing relationship with Liberty Bank that is unrelated to this loan, through the Company's affiliate Bridgeport Fuel Cell, LLC, which, on May 9, 2019, entered into a Credit Agreement with Liberty Bank, as Administrative Agent and Co-Lead Arranger, to fund the acquisition of the Bridgeport Fuel Cell Park. About FuelCell Energy Headquartered in Danbury, Connecticut, FuelCell Energy, Inc. -- http://www.fuelcellenergy.com/-- is a global developer of environmentally responsible distributed baseload power solutions through its proprietary fuel cell technology. The Company develops turn-key distributed power generation solutions and operate and provide comprehensive services for the life of the power plant. The Company provides solutions for various applications, including utility-scale distributed generation, on-site power generation and combined heat and power, with the differentiating ability to do so utilizing multiple sources of fuel including natural gas, Renewable Biogas (i.e., landfill gas, anaerobic digester gas), propane and various blends of such fuels. Fuelcell reported a net loss attributable to common stockholders of $100.25 million for the year ended Oct. 31, 2019, a net loss attributable to common stockholders of $62.17 million for the year ended Oct. 31, 2018, and a net loss attributable to common stockholders of $57.10 million for the year ended Oct. 31, 2017. As of Jan. 31, 2020, FuelCell had $391.40 million in total assets, $266.96 million in total liabilities, $59.85 million in redeemable series B preferred stock, and $64.58 million in total stockholders' equity. GARDENA BUSINESS: Seeks to Hire Elder Law Center as Consel ---------------------------------------------------------- Gardena Business Group, LLC, seeks authority from the U.S. Bankruptcy Court for the District of California to employ Elder Law Center, P.C., as counsel to the Debtor. Gardena Business requires Elder Law Center to: a. provide legal advice with respect to the powers, rights, and duties of the Debtor in the continued management and operation of its business; b. provide legal advice and consultation related to the legal and administrative requirements of operating the Chapter 11 bankruptcy case, including to assist the Debtor in complying with the procedural requirements of the Office of the U.S. Trustee; c. take all necessary actions to protect and preserve the Debtor's Estate, including to prosecute actions on the Debtor's behalf, defend any action commenced against the Debtor, represent the Debtor's interest in any negotiations or litigation in which the Debtor may be involved, including objections to the claims filed against the Debtor's Estate; d. prepare on behalf of the Debtor any necessary pleadings, including Applications, Motions, Answers, Orders, Objections, Complaints, Reports, or other documents necessary or otherwise beneficial to the administration of the Debtor's estate; e. represent the Debtor's interest at the Meeting of Creditors, and any other hearing scheduled before the Bankruptcy Court related to the Debtor; f. assist and advise the Debtor in the formulation, negotiation and implementation of a Chapter 11 Plan and all documents related thereto; g. assist and advise the Debtor with respect to negotiation, documentation, implementation, consummation, and closing of corporate transactions, including sales of assets, in the Chapter 11 bankruptcy case; h. assist and advise the Debtor with respect to the use of cash collateral and obtain Debtor-in-Possession or exit financing and negotiating, drafting, and seeking approval of any documents related thereto; i. review and analyze all claims filed against the Debtor's Bankruptcy Estate and advise and represent the Debtor in connection with the possible prosecution of objections to claims; j. assist and advise the Debtor concerning any executory contract and unexpired leases, including assumptions, assignments, rejections, and renegotiations; k. coordinate with other professionals employed in the case to rehabilitate the Debtor's affairs; and l. perform all other bankruptcy related legal services for the Debtor that may be or become necessary during the administration of the bankruptcy case. Elder Law Center will be paid at these hourly rates: Ronald W. Ask, Counsel $450 Renee S. Fahrendholz, Counsel $325 Kamran Bakhsh, Law Clerk $175 Celeste M. Blake, Paralegal $175 Jackie Aceves, Legal Assistant $100 Prepetition, Elder Law Center received from the Debtor the amount of $4,000. Elder Law Center will also be reimbursed for reasonable out-of-pocket expenses incurred. Ronald W. Ask, partner of Elder Law Center, P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Elder Law Center can be reached at: Ronald W. Ask, Esq. ELDER LAW CENTER, P.C. 3600 Lime Street, Suite 412 Riverside, CA 92501 Tel: (951) 684-5608 Fax: (951) 684-1106 E-mail: elc@elderlawcenter.net About Gardena Business Group Gardena Business Group LLC, based in Pacific Palisades, CA, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 20-13198) on March 23, 2020. The Hon. Sheri Bluebond oversees the case. In the petition signed by Craig Smith, manager, the Debtor was estimated to have $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Ronald W. Ask, Esq., at Elder Law Center, P.C., serves as bankruptcy counsel. GENUINE FINANCIAL: Bank Debt Trades at 18% Discount --------------------------------------------------- Participations in a syndicated loan under which Genuine Financial Holdings LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD835 million term loan is scheduled to mature on July 12, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. GENWORTH FINANCIAL: Moody's Cuts Life Insurance Ratings to Caa1 --------------------------------------------------------------- Moody's Investors Service has downgraded the insurance financial strength ratings of Genworth Financial Inc's life insurance subsidiaries, Genworth Life Insurance Company and Genworth Life Insurance Company of New York to Caa1 from B3, and Genworth Life and Annuity Insurance Company to B3 from B1. The downgrades reflect the companies likely decline in profitability and net capital generation in the near term resulting from the coronavirus and the related economic shock. Additionally, the action reflects the continued concerns on the dependency of future premium rate action approvals, the pressures from low interest rates adversely affecting margins, and the delays in completing the transaction with China Oceanwide Holding Group (China Oceanwide) (unrated). The outlook on Genworth's life insurance subsidiaries is stable. The ratings for Genworth Holdings, Inc. (Holdings) (B2 senior unsecured debt rating, negative), and Genworth Mortgage Insurance Corporation (GMICO) (Baa3 IFS rating, positive) are not part of this rating action. RATINGS RATIONALE The downgrades of GLIC and its subsidiary GLAIC reflect Moody's expectation that the coronavirus-related economic downturn will weigh on the continued earnings volatility associated with their respective underlying liability profiles, and concern about GLIC / GLICNY's ability to grow margins and improve capital adequacy and obtain future rate actions to support long term care policies. The LTC business in GLIC and GLICNY is adversely impacted by the low interest rate environment, which reduces expected returns on the company's investment portfolio supporting reserves. The rating action at GLIAC considers the higher than expected lapses in its life insurance business, as well as lower anticipated investment portfolio returns in its life and annuity businesses. GLAIC's ownership by GLIC also places downward pressure on its ratings. The stable outlook on the life companies reflects their standalone ratings profiles. Moody's added it does not expect the companies to receive capital support from Holdings outside of the capital contributions as part of the China Oceanwide transaction, and thus they must rely on current financial resources, as well as future rate increases in the case of GLIC and GLICNY, to fund policyholder obligations. The rapid and widening spread of the coronavirus outbreak, deteriorating global economic outlook, falling oil prices, and asset price declines are creating a severe and extensive credit shock across many sectors, regions and markets. The insurance industry has been one of the sectors affected by the shock given the coronavirus outbreak and resulting slowdown in business activity. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. Its action reflects the impact on Genworth's life insurance subsidiaries of the breadth and severity of the shock, and the deterioration in credit quality it has triggered. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's cited the following factors that could lead to an upgrade of GLIC/GLICNY's ratings: (i) increased certainty regarding significant LTC rate approvals and/or other actions that help grow margins in the legacy LTC book of business, (ii) stability in statutory earnings, and return on statutory surplus greater than 4%, and (iii) sustained improvement in GLIC's RBC ratio above NAIC CAL RBC ratio of 300%. Factors that could lead to a rating downgrade include: (i) continued uncertainty and/or further deterioration of the margins on LTC reserves, increasing the probability of a material reserve charge in the future, (ii) sustained NAIC CAL RBC ratio at GLIC of less than 175% CAL, and (iii) inability to obtain LTC rate approvals embedded in margin testing, further pressuring reserve adequacy of legacy LTC business. For GLAIC's ratings, Moody's cited the following factors that could lead to an upgrade of its ratings: (i) stability in statutory earnings, and return on statutory surplus greater than 4%, and (ii) sustained CAL RBC ratio > 350%. Conversely, factors that could lead to a rating downgrade of GLAIC's rating include: (i) failure to maintain NAIC CAL RBC > 300% for an extended period of time, and (ii) return on statutory surplus less than 4%. The following ratings have been downgraded: Genworth Life and Annuity Insurance Company: IFS rating to B3 from B1; Genworth Life Insurance Company: IFS rating to Caa1 from B3; Genworth Life Insurance Company of New York: IFS rating to Caa1 from B3; Outlook actions Issuer: Genworth Life and Annuity Insurance Company Outlook, remains stable Issuer: Genworth Life Insurance Company Outlook, remains stable Issuer: Genworth Life Insurance Company of New York Outlook, remains stable PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Life Insurers Methodology published in November 2019. Holdings is the intermediate holding company of Genworth, an insurance and financial services holding company headquartered in Richmond, Virginia. Holdings also acts as a holding company for its respective subsidiaries including GLIC, GLAIC, and the international mortgage businesses. In addition, Holdings relies on the financial resources of Genworth including the US mortgage business to meet its obligations. The group reported GAAP net income (loss) available to Genworth's common shareholders of $343 million at December 31, 2019 on total assets of $101.3 billion and shareholders' equity of $14.6 billion. GEORGE J. PARAS: $725K Sale of Alexandria Property to Castillos OKd ------------------------------------------------------------------- Judge Wendy L. Hagenau of the U.S. Bankruptcy Court for the Northern District of Georgia authorized George Jim Paras' sale of the real property located at 8807 Teresa Ann Ct., Alexandria, Virginia to Charlotte Sofie Castillo and Gabriel Marcelo Castillo for $725,000, pursuant to their Residential Sales Contract. The Broker, Long & Foster Real Estate, Inc., is authorized to be paid its commissions at closing from the sale proceeds, with the Debtor's portion of the sale proceeds being subject to payment of one-third of such commissions. The ordinary and reasonable costs of closing are authorized to be paid at closing, with the Debtor's portion of the sale proceeds being subject to payment of one-third of such ordinary and reasonable costs. Any ad valorem taxes related to the Property are authorized to be paid or pro-rated at closing, with the Debtor's portion of the sale proceeds being subject to payment or pro-ration of one-third of such ad valorem taxes. The Debtor's one-third portion of the net sales proceeds (after commissions, ordinary and reasonable costs of closing, and payment or pro-ration of ad valorem taxes) will be escrowed subject to further Order of the Court or confirmation of a plan. George Jim Paras sought Chapter 11 protection (Bankr. N.D. Ga. Case No. 19-66079) on Oct. 7, 2019. The Debtor tapped G. Frank Nason, IV, Esq., at Lamberth, Cifelli, Ellis & Nason, P.A., as counsel. GEORGIA DEER: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------ The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Georgia Deer Farm, Inc. About Georgia Deer Farm Georgia Deer Farm, Inc., a tractor and farm equipment dealer in Roopville, Ga., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-10563) on March 13, 2020. At the time of the filing, Debtor had estimated assets of less than $50,000 and liabilities of between $1 million and $10 million. Judge W. Homer Drake oversees the case. The Debtor is represented by The Falcone Law Firm, P.C. GI REVELATION: Bank Debt Trades at 18% Discount ----------------------------------------------- Participations in a syndicated loan under which GI Revelation Acquisition LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD575 million term loan is scheduled to mature on April 16, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. GIGAMON INC: Bank Debt Trades at 18% Discount --------------------------------------------- Participations in a syndicated loan under which Gigamon Inc is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD400 million term loan is scheduled to mature on December 27, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. GLOBAL TEL*LINK: Bank Debt Trades at 18% Discount ------------------------------------------------- Participations in a syndicated loan under which Global Tel*Link Corp is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD260 million term loan is scheduled to mature on November 29, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. GLOBALTRANZ ENTERPRISES: Bank Debt Trades at 26% Discount --------------------------------------------------------- Participations in a syndicated loan under which GlobalTranz Enterprises Inc is a borrower were trading in the secondary market around 75 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD310 million term loan is scheduled to mature on May 15, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. GN PLUMBING: Seeks Court Approval to Hire Dal Lago Law as Counsel ----------------------------------------------------------------- GN Plumbing Corp. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Dal Lago Law as its counsel. The firm will provide these services in connection with the Debtor's Chapter 11 case: (a) provide the Debtor with legal advice and counsel with respect to: (i) its rights, duties, and powers in this Case; and (ii) compliance with the Bankruptcy Code, Bankruptcy Rules, Local Rules of this Court, and all Orders issued by this Court; (b) prepare, on behalf of the Debtor, all necessary pleadings, motions, applications, reports, and other legal papers as may be necessary in furtherance of the Debtor's interests and objectives in the Case; (c) prosecute and defend any causes of action on behalf of the Debtor where special counsel is deemed unnecessary; (d) assist in the formulation of a plan of reorganization or liquidation, and accompanying disclosure statement, and advise the Debtor with regard to same; (e) assist the Debtor in considering and requesting the appointment of a trustee or examiner, should such action become necessary; (f) consult with the Office of the United States Trustee concerning the administration of the Debtor's estate; (g) represent the Debtor at hearings and other judicial proceedings; and (h) perform such other legal services as may be required, and as are deemed to be in the best interest of the Debtor, in accordance with the powers and duties afforded to the Debtor under the Bankruptcy Code. The attorneys and professionals designated to represent the debtor-in-possession will be paid at these hourly rates: Michael R. Dal Lago $380 Associates and Paraprofessionals $170-$310 Prior to the commencement of the Debtor's Chapter 11 case, Dal Lago Law received a pre-petition retainer payment from the Debtor's principal in the amount of $8,002.00), which sum includes the filing fee. Michael R. Dal Lago, owner and president of Dal Lago Law, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael R. Dal Lago, Esq. Christian Garrett Haman, Esq. DAL LAGO LAW 999 Vanderbilt Beach Road, Suite 200 Naples, FL 34108 Telephone: (239) 571-6877 E-mail: mike@dallagolaw.com chaman@dallagolaw.com About GN Plumbing GN Plumbing Corp., is a Fort Myers, Florida-based plumbing contractor that provides leak detection, water testing, and drainage systems installation services, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-01652) on Feb. 26, 2020. The petition was signed by Larry G. Ireland, III, its president. At the time of the filing, the Debtor disclosed assets of $0 to $50,000 and liabilities of $1 million to $10 million. Judge Caryl E. Delano oversees the case. The Debtor tapped Dal Lago Law as its counsel. GOLDEN NUGGET: Bank Debt Trades at 18% Discount ----------------------------------------------- Participations in a syndicated loan under which Golden Nugget LLC is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD2593 million term loan is scheduled to mature on October 4, 2023. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. GUITAR CENTER: Skips Payments; Debt Restructuring Looms ------------------------------------------------------- Guitar Center Inc., the largest U.S. retailer of music instruments and equipment, is trying to work out a deal with its creditors after skipping payments on two of its bonds, Bloomberg News' Katherine Doherty reported, citing people with knowledge of the matter. According to Bloomberg, the chain failed to pay interest on its unsecured bonds due 2022 and first-lien bonds due 2021. The April 15 missed coupon payments triggers a 30-day grace period before a formal event of default takes effect. Guitar Center is using that period to negotiate with its creditors after Covid-19 shutdowns crimped sales and cash levels. Guitar Center is seeking advice from investment bank Houlihan Lokey Inc., which served as Guitar Center's financial adviser on past efforts to rework its debt, the people said, according to Bloomberg. Lawyers at Stroock & Stroock & Lavan are working on behalf of certain debt holders, the people said. About Guitar Center Guitar Center is home to the world's largest selection of popular guitars, basses, amplifiers, keyboards, workstations, drums, percussion, microphones, PA systems, DJ equipment, stage lighting, recording software, studio gear and more. Backed by over 260 stores across the country, GuitarCenter.com offers the fastest, easiest way to find all the gear you need in one place. And, while many popular instruments are available for same-day pickup at a store near you, we also offer free shipping on thousands of items to the Guitar Center location of your choice. GULF STATES TRANSPORTATION: Needs More Time to Formulate Plan ------------------------------------------------------------- Gulf States Transportation, LLC requests the U.S. Bankruptcy Court for the Eastern District of Louisiana to extend the period within which only the company may file a plan of reorganization for a period of an additional 90 days, and a corresponding extension of the period for obtaining the required acceptances of said plan. GST will need a few more months of operations so that it can formulate an accurate projection on which to base its anticipated revenue and, in turn, a plan of repayment to creditors. GST's current and sole manager, Thomas Whitted Jr., has also been and remains in discussions with an individual who has expressed an interest in investing in GST or acquiring some or all of its assets. In addition, GST needs to have accurate and reliable estimates of the aggregate amount of claims held against the estate so that the necessary calculations and allocations can be made with respect to the classification and treatment of such claims under its contemplated plan of reorganization. At present it will not be until June 1 that the bar date for the filing claims by general non-priority creditors will have expired, and June 4 that the bar date for filing claims by governmental units will have expired. About Gulf States Transportation, LLC Gulf States Transportation, LLC, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 19-13283) on Dec. 9, 2019, listing under $1 million in both assets and liabilities. Darryl T. Landwehr at Landwehr Law Firm represents the Debtor as counsel. HALLMARK VENTURES: Hires Elder Law Center as General Counsel ------------------------------------------------------------ Hallmark Ventures, LLC and its debtor-affiliates seek approval from the U.S. Bankruptcy Court for the Central District of California to employ Ronald W. Ask, Esq., of Elder Law Center, P.C., as general counsel. Ronald W. Ask will provide these services in connection with the Debtors' Chapter 11 case: (a) provide legal advice with respect to the powers, rights, and duties of the Debtor in the continued management and operation of its business; (b) provide legal advice and consultation related to the legal and administrative requirements of operating this Chapter 11 bankruptcy case; (c) take all necessary actions to protect and preserve the Debtor's Estate; (d) prepare on behalf of the Debtor any necessary pleadings; (e) represent the Debtor's interest at the Meeting of Creditors, pursuant to Section 341 of the Bankruptcy Code, and at any other hearing scheduled before this Court related to the Debtor; (f) assist and advise the Debtor in the formulation, negotiation, and implementation of a Chapter 11 Plan and all documents related thereto; (g) assist and advise the Debtor with respect to negotiation, documentation, implementation, consummation, and closing of corporate transactions, including sales of assets, in this Chapter 11 bankruptcy case; (h) assist and advise the Debtor with respect to the use of cash collateral and obtain debtor-in-possession or exit finance and negotiate, draft, and seek approval of any documents related thereto; (i) review and analyze all claims filed against the Debtor's Bankruptcy Estate and to advise and represent the Debtor in connection with the possible prosecution of objections to claims; (j) assist and advise the Debtor concerning any executory contract and unexpired leases, including assumptions, assignments, rejections, and renegotiations; (k) coordinate with other professionals employed in the case to rehabilitate the Debtor's affairs; and (l) perform all other bankruptcy related legal services for the Debtor that may be or become necessary during the administration this case. The attorneys and professionals designated to represent the debtor-in-possession will be paid at these hourly rates: Ronald W. Ask, Esq. $450 Renee S. Fahrendholz, Esq. $325 Kamran Bakhsh, law clerk $175 Celeste M. Blake, paralegal $175 Jackie Aceves, legal assistant $100 On or about March 22, 2020, the Debtor paid a retainer in the amount of $5,000 to Elder Law Center, P.C., Ronald W. Ask. The Debtor does not owe the firm and Mr. Ask, any amount for legal services rendered prior to the petition date on April 9, 2020. Ronald W. Ask, Esq., an attorney at Elder Law Center, P.C., disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ronald W. Ask, Esq. ELDER LAW CENTER P.C. 3600 Lime Street, Suite 412 Riverside, CA 92501 Telephone: (951) 684-5608 Facsimile: (951) 684-1106 E-mail: elc@elderlawcenter.net About Hallmark Ventures Hallmark Ventures LLC, an investment company which purchased and manages a single asset parcel of undeveloped land located in Kern County, California, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-13575) on April 9, 2020, listing under $1 million in both assets and liabilities. Hon. Sheri Bluebond oversees the case. The Debtor tapped Ronald W. Ask, Esq., at Elder Law Center, P.C., as general counsel. HEARTLAND DENTAL: Bank Debt Trades at 17% Discount -------------------------------------------------- Participations in a syndicated loan under which Heartland Dental LLC is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD1000 million term loan is scheduled to mature on April 30, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. HEARTLAND DENTAL: Bank Debt Trades at 25% Discount -------------------------------------------------- Participations in a syndicated loan under which Heartland Dental LLC is a borrower were trading in the secondary market around 75 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD150 million term loan is scheduled to mature on April 30, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. HERTZ CORP: Moody's Cuts CFR to Caa3, Outlook Negative ------------------------------------------------------ Moody's Investors Service downgraded the ratings of the Hertz Corporation, including: 1) Hertz -- corporate family rating to Caa3 from B3; first-lien secured debt to B3 from Ba3; second-lien secured debt to Caa2 from B2; unsecured notes to Ca from Caa1; and, the covenant-stripped unsecured notes to Ca from Caa2; and 2) Hertz Holdings Netherlands BV -- unsecured notes to Ca from Caa1. The speculative grade liquidity rating is SGL-4. The outlook is negative. Downgrades: Issuer: Hertz Corporation (The) Corporate Family Rating, Downgraded to Caa3 from B3 Probability of Default Rating, Downgraded to Caa3-PD from B3-PD Speculative Grade Liquidity Rating, Downgraded to SGL-4 from SGL-3 Senior Secured 1st Lien Bank Credit Facility, Downgraded to B3 (LGD2) from Ba3 (LGD2) Senior Secured 2nd Lien Regular Bond/Debenture, Downgraded to Caa2 (LGD2) from B2 (LGD3) Senior Unsecured Regular Bond/Debenture, Downgraded to Ca (LGD4) from Caa1 (LGD5) Issuer: Hertz Corporation (The) (Old) Senior Unsecured Regular Bond/Debenture, Downgraded to Ca (LGD4) from Caa2 (LGD5) Issuer: Hertz Holdings Netherlands BV Senior Unsecured Regular Bond/Debenture, Downgraded to Ca (LGD4) from Caa1 (LGD5) Outlook Actions: Issuer: Hertz Corporation (The) Outlook, Remains Negative Issuer: Hertz Holdings Netherlands BV Outlook, Remains Negative RATING RATIONALE Hertz's revised ratings and negative outlook reflect the better-than-even likelihood that the company will face a cash and liquidity shortfall, potentially as soon as during the second quarter. This shortfall will likely require some form of relief from its lenders, possibly including asset backed security (ABS) creditors who provide the majority of the funding for the company's US rental fleet. These ABS obligations benefit from considerable overcollateralization. With air travel having fallen by over 90% and likely to remain depressed through 2020, Hertz's revenues and earnings have declined precipitously, the company's earnings and cash flow will become significantly negative, and it is highly over-fleeted. Moreover, during late March and into April the normally quite stable and large market for used cars has contracted at an unprecedented pace, and Moody's believes prices have fallen by at least 10%. As a result of Hertz's inability to begin defleeting in line with the collapsing utilization of its rental fleet early in April, the company's cash burn could exhaust its cash resources during the second quarter. In December 2019, the company's cash position stood at $865 million and revolver availability was approximated $526 million. Moody's expects that demand and pricing in the 40 million-unit US used car market will begin to recover sometime during the late summer. Nevertheless, Hertz's liquidity position is unlikely to bridge the gap until that recovery occurs. Hertz entered this period of stress having made considerable progress strengthening its operational and financial position, although the gap with key peers has not been fully closed. Hertz's rating could be downgraded again if the company is unable to raise additional liquidity. An upgrade of Hertz's rating is unlikely unless the company raises new capital, possibly from government subsidy lending programs, that enable the company to fund itself through the current period of stress. The car rental sector has been one of the sectors most significantly affected by the credit shock given its heavy dependence on air travel and on the sale of used vehicles. Business activity in both of these markets, which are critical to Hertz's ongoing operations, have fallen precipitously, thereby resulting in a large monthly operating cash burn and a severe near-term liquidity shortfall. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial credit implications of public health and safety. Hertz has minimal environmental risk associated with the ownership and operation of its vehicle fleet. The company also maintains adequate relationships with its employees, regulatory bodies and the communities in which it operates. The Hertz Corporation, headquartered in Estero, Florida, is one of the world's leading vehicle rental companies operating in both the on-airport and off-airport markets. The company's principal brands include: Hertz, Dollar Car Rental and Thrifty Car Rental. HILLENBRAND INC: S&P Downgrades ICR to 'BB+', Outlook Negative -------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Batesville, Ind.-based industrial manufacturer Hillenbrand Inc. to 'BB+' from 'BBB-'. At the same time, S&P lowered its issue-level rating on the company's unsecured debt to 'BB+' from 'BBB-' and assigned its '3' recovery rating (rounded estimate: 60%). "The downgrade reflects our forecast for a higher-than-expected increase in the company's S&P-adjusted debt leverage in 2020 and a slower-than-assumed pace of deleveraging. We believe that the global economic recession related to the the coronavirus pandemic will cause the company's credit measures, which were already stretched by its largely debt-funded acquisition of Milacron Holdings Corp., to worsen beyond our prior expectations. Specifically, we project the effects of the recession will increase the company's S&P Global-adjusted debt-to-EBITDA ratio to 4x or more as of the end of fiscal year 2020 (ending September 30, pro forma for 12 months of Milacron EBITDA and adjusted for one-time transaction expenses). Although we expect Hillenbrand to continue to generate positive free cash flow and pay down some debt, we no longer believe that it will likely reduce its leverage below 3x by the end of 2021 given its weaker earnings prospects," S&P said. The negative outlook on Hillenbrand Inc. reflects the potential that S&P will lower its ratings if the end-market demand, particularly in the plastics market, deteriorates by more than the rating agency currently expects, pressuring the company's earnings and cash flow over the next 12 months. "We could lower our rating on Hillenbrand if we expect its S&P-adjusted debt to EBITDA to remain above 4x over the next 12 months. This could occur if, for instance, the downturn in industrial activity is sharper and more prolonged than we expect, moderately reducing the company's revenue and compressing its margins in 2021. We could also lower the rating if Hillenbrand's liquidity is unexpectedly constrained and we do not believe it would be able to obtain covenant relief," S&P said. "We could revise our outlook on Hillenbrand to stable if we expect it to maintain S&P-adjusted debt leverage of less than 4x over the next 12 months while demonstrating progress toward successfully integrating Milacron. We would also expect the company to maintain adequate liquidity with headroom of at least 15% under its covenant," the rating agency said. HOUSTON GRANITE: Exclusive Filing Period Extended Until May 21 -------------------------------------------------------------- Judge David R Jones of the U.S. Bankruptcy Court for the Southern District of Texas extended to May 21 the exclusive period in which Houston Granite and Marble Center, LLC may file a Chapter 11 plan. If Houston Granite files its plan by May 21, the exclusivity period will be automatically extended to July 20 to allow the company an opportunity to confirm such plan. About Houston Granite Houston Granite and Marble Center LLC, a supplier of granite, marble and other natural stone products, sought Chapter 11 protection (Bankr. S.D. Texas Case No. 19-35315) on Sept. 24, 2019. The company first filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 16-31994) on April 16, 2016. In the petition signed by John Sykoudis, member, Houston Granite was estimated to have assets between $1 million and $10 million and liabilities of the same range. Judge David R. Jones oversees the case. Cage, Hill Niehaus LLP is the Debtor's legal counsel. IG INVESTMENTS: Bank Debt Trades at 18% Discount ------------------------------------------------ Participations in a syndicated loan under which IG Investments Holdings LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD1115 million term loan is scheduled to mature on May 23, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. IHEARTCOMMUNICATIONS INC: Moody's Alters Outlook on B2 CFR to Neg. ------------------------------------------------------------------ Moody's Investors Service affirmed iHeartCommunications, Inc.'s B2 Corporate Family Rating and B2-PD Probability of Default Rating. The B1 rating on the senior secured term loan, B1 rating on the senior secured notes, and Caa1 rating on the senior unsecured notes were also affirmed. The outlook was changed to negative from stable. The negative outlook reflects the impact of the coronavirus outbreak on the economy which Moody's expects will materially impact radio advertising revenue in the near term and lead to higher leverage levels and lower cash outflows, although iHeart's significant cash balance is projected to provide sufficient liquidity. The Speculative Grade Liquidity rating remains unchanged at SGL-3. Outlook Actions: Issuer: iHeartCommunications, Inc. Outlook, Changed to Negative from Stable Affirmations: Issuer: iHeartCommunications, Inc. Probability of Default Rating, Affirmed B2-PD Corporate Family Rating, Affirmed B2 Senior Secured Bank Credit Facility, Affirmed B1 (LGD3) Senior Secured Regular Bond/Debenture, Affirmed B1 (LGD3) Senior Unsecured Regular Bond/Debenture, Affirmed Caa1 (LGD5) RATINGS RATIONALE iHeart's B2 CFR considers the high leverage of 6.1x (as of LTM Q4 2019, excluding Moody's standard lease adjustments) as well as Moody's projections that leverage will increase substantially in the near term due to the impact of the coronavirus outbreak on radio advertising revenue. The radio industry is also being negatively affected by the shift of advertising dollars to digital mobile and social media as well as heightened competition for listeners from a number of digital music providers. Secular pressures and the cyclical nature of radio advertising demand have the potential to exert substantial pressure on EBITDA performance over time. iHeart is expected to take aggressive cost cutting actions to offset significant revenue declines in the near term and will be focused on preserving liquidity until economic conditions improve. iHeart's live event business will be disrupted by the pandemic, but the operating expenses for live events are largely variable and sponsorship and live events accounted for less than 6% of revenue in 2019. iHeart benefits from its size as the largest radio operator in the US, geographic diversity and leading market positions in most of the approximately 160 markets in which it operates. The geographically diversified footprint may support performance if some markets are able to open in the near term even as other markets remain largely closed due to the coronavirus outbreak. iHeart also derives strength from its diversified service offering including the iHeartRadio service, live events, syndicated network, podcasting service, and data analytic services. Moody's expects iHeart's podcasting service to be an important contributor to growth going forward. iHeart has EBITDA margins above the industry average at 26% as of LTM Q4 2019. While local advertising revenue accounted for the vast majority of revenue historically, national advertising has been an increasing contributor to revenue. iHeart has an advantage in obtaining national advertising dollars given its leading position in the industry. The rapid and widening spread of the coronavirus outbreak, deteriorating global economic outlook, falling oil prices, and asset price declines are creating a severe and extensive credit shock across many sectors, regions and markets. The combined credit effects of these developments are unprecedented. The radio industry sector has been one of the sectors most significantly affected by the shock given its sensitivity to consumer demand and sentiment. More specifically, the weaknesses in iHeart's credit profile have left it vulnerable to shifts in market sentiment in these unprecedented operating conditions and iHeart remains vulnerable to the outbreak continuing to spread. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. Its action reflects the impact on iHeart of the breadth and severity of the shock, and the broad deterioration in credit quality it has triggered. A governance consideration that Moody's considers in iHeart's credit profile is its moderate financial policy. Since emerging from bankruptcy and separating from Clear Channel Outdoor Holdings, Inc., iHeart has pursued a relatively conservative financial policy and is projected to be focused on debt repayment after the impact of the coronavirus subsides. iHeart is a publicly traded company listed on the Nasdaq Stock Exchange. The SGL-3 reflects iHeart's adequate liquidity profile supported by its $647 million cash balance and $450 million ABL revolving credit facility due in 2023 (not rated by Moody's), with $350 million drawn as of March 31, 2020. Free cash flow is projected to be negatively impacted in the near term due to the impact of the coronavirus outbreak on the economy over the next few quarters, but the significant cash balance provides sufficient liquidity. Moody's expects iHeart to remain focused on preserving liquidity and will look to reduce capex levels during 2020 to between $75 and $95 million ($112 million in 2019) and will take significant cost reduction measures. iHeart also has $60 million in preferred equity outstanding which is not included in Moody's leverage calculation but raises the potential for free cash flow or additional debt to be used to repay the preferred over time. The ABL credit facility is subject to a fixed charge coverage ratio of at least 1x if borrowing availability is less than the greater of $40 million and 10% of the aggregate commitments for two consecutive days. The term loan and secured note are covenant lite. Moody's projects iHeart will remain in compliance with the ABL covenant. The negative outlook reflects Moody's view that iHeart will experience material declines in revenues and EBITDA in the next few quarters due to the impact of the coronavirus outbreak on the economy and radio advertising revenue. The outlook also incorporates Moody's expectation for the company's debt-to-EBITDA leverage to increase significantly and liquidity position to deteriorate in the near term. Political advertising revenue is projected to support results as the election approaches at the end of 2020, while iHeart's podcasting business is expected to continue to grow in importance. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Although unlikely in the near term, a reduction in iHeart's leverage to under 5x with sustained organic revenue and EBITDA growth with stable EBITDA margins could lead to an upgrade. Free cash flow as a percentage of debt would also have to be well above 5% with a strong liquidity position and no near-term debt maturities. The rating could be downgraded if EBITDA were to decline due to economic weakness or if secular pressures in the radio industry increased so that leverage was expected to increase and remain above 6x. A deterioration in iHeart's liquidity position could also pressure the ratings. The principal methodology used in these ratings was Media Industry published in June 2017. iHeartCommunications, Inc. (iHeart) with its headquarters in San Antonio, Texas, is the leading terrestrial radio operator in the US. In addition, iHeart operates its iHeartRadio digital platform, live events, syndicated network, data analytic services, and podcasting service. iHeart emerged from Chapter 11 bankruptcy protection and separated from Clear Channel Outdoor Holdings, Inc. in Q2 2019. Revenue pro forma for the separation from Clear Channel Outdoor Holdings, Inc. was approximately $3.7 billion as of Q4 2019. IOTA COMMUNICATIONS: Spots More Errors in 2nd Quarter Form 10-Q --------------------------------------------------------------- As reported on a Current Report on Form 8-K filed by Iota Communications, Inc. on March 6, 2020, on March 4, 2020, the Board of Directors of the Company, after discussion with management of the Company and the Company's independent registered public accounting firm, Friedman LLP, concluded that the Company's previously issued unaudited condensed consolidated interim financial statements as of and for the three and six months ended Nov. 30, 2019, included in the Company's Quarterly Report on Form 10-Q and Form 10-Q/A for such period filed with the Securities and Exchange Commission on Jan. 22, 2020, should be restated because of certain material errors in the financial statements and should no longer be relied upon. Similarly, management concluded that its reports on the effectiveness of internal controls over financial reporting, earnings releases, and investor communications describing the financial statements for this period should no longer be relied upon. The material errors identified in the Previously Issued Financial Statements primarily relate to the extinguishment of revenue-based note liabilities in connection with the Company's Solutions Pool Program. The Company failed to disclose and properly record the extinguishment in the amount of $6.3 million, net of unamortized deferred financing costs, in exchange for future cash consideration of approximately $3.4 million and shares of its common stock valued at approximately $7.0 million as of the date of exchange for a loss on extinguishment and exchange of approximately $4.1 million. In connection with the Restatement, management has identified additional errors in the Previously Issued Financial Statements. The Company is currently assessing these additional errors for materiality and required correction. Management has discussed these additional errors with the Board of Directors of the Company and Friedman LLP. The Company expects that it may continue to identify, assess for materiality, and correct additional errors in connection with the Restatement, some of which may be material and adverse. The Company also expects to make reclassifications to correct the presentation of certain items in the Previously Issued Financial Statements, as appropriate. The Company will restate its previously issued unaudited condensed consolidated interim financial statements as of and for the three and six months ended Nov. 30, 2019 through the filing of an amended Quarterly Report on Form 10-Q. This amended Form 10-Q/A2 is expected to be filed with the SEC no later than May 29, 2020. The Restatement does not impact the Company's previously issued audited consolidated financial statements as of and for the year ended May 31, 2019 or any other prior period. About Iota Communications Newark, New Jersey-based Iota Communications, Inc., formerly known as Solbright Group, Inc. -- https://www.iotacommunications.com/ -- is a wireless network carrier system and software applications provider dedicated to the Internet of Things. Iota sells recurring-revenue solutions that optimize energy usage, sustainability and operations for commercial and industrial facilities both directly and via third-party relationships. Iota also offers important ancillary products and services which facilitate the adoption of its subscription-based services, including solar energy, LED lighting, and HVAC implementation services. Iota Communications reported a net loss of $56.78 million for the year ended May 31, 2019, compared to a net loss of $16.49 million for the year ended May 31, 2018. As of Nov. 30, 2019, the Company had $35.92 million in total assets, $115.05 million in total liabilities, and a total deficit of $79.13 million. Friedman LLP, in Marlton, NJ, the Company's auditor since 2016, issued a "going concern" qualification in its report dated Sept. 13, 2019, citing that the Company has an accumulated deficit and a working capital deficiency as of May 31, 2019, generated recurring net losses, and negative cash flows from operating activities that raise substantial doubt about its ability to continue as a going concern. JAB OF ROCKLAND: Has Until July 6 to File Plan & Disclosures ------------------------------------------------------------ Upon the timely motion, by notice of presentment dated March 20, 2020 of JAB of Rockland, Inc., d/b/a David's Bagels, for an order extending the latter time to file a small business chapter 11 plan and disclosure statement and to confirm such plan, Judge Robert D. Drain has ordered that the deadline for the Debtor to file a plan and a disclosure statement is extended through and including July 6, 2020 and to obtain confirmation of a small business chapter 11 plan is extended through and including Aug. 20, 2020. About JAB of Rockland, Inc. d/b/a David's Bagels JAB of Rockland, Inc., filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 19-23153) on June 11, 2019, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Elizabeth A. Haas, Esq., at Elizabeth A. Haas, Esq., PLLC. JAZZ ACQUISITION: Bank Debt Trades at 25% Discount -------------------------------------------------- Participations in a syndicated loan under which Jazz Acquisition Inc is a borrower were trading in the secondary market around 75 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD405 million term loan is scheduled to mature on June 19, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. JTS TRUCKING: Hires RE/MAX as Property Manager ---------------------------------------------- JTS Trucking LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Alabama to employ Kevin Lowery and RE/MAX The Real Estate Group as property manager for the Debtor's estate. The Debtor desires to hire Kevin Lowery and RE/MAX The Real Estate Group to provide professional assistance with the property management of the real property located at 940 Portwood Drive, Albertville, Alabama. Kevin Lowery and RE/MAX The Real Estate Group did not receive any retainer and allowances for expenses. The Debtor agrees to provide a contingent fee of 10% of gross lease payments received. The Debtor believes that Kevin Lowery and RE/MAX The Real Estate Group do not hold or represent an interest adverse to the estate. The Debtor discloses that they had done work in the past for the Debtor and its owners. Kevin Lowery of RE/MAX The Real Estate Group disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kevin Lowery RE/MAX THE REAL ESTATE GROUP 8563 Highway 431 Albertville, AL 35950 Telephone: (256) 302-3108 E-mail: Kevinlowery75@gmail.com About JTS Trucking JTS Trucking LLC, a trucking company based in Albertville, Alabama, sought protection under Chapter 11 of the Bankruptcy Court (Bankr. N.D. Ala. Case No. 20-40423) on March 6, 2020, listing under $1 million in both assets and liabilities. The petition was signed by Susan M. Lowden, its member. The Debtor tapped Harry P. Long, Esq., at the Law Offices of Harry P. Long, LLC as its counsel; Bill Massey and MDA Professional Group, PC as its accountants; and Kevin Lowery and RE/MAX The Real Estate Group as broker and property manager for the Debtor's estate. JTS TRUCKING: Taps Bill Massey and MDA Professional as Accountants ------------------------------------------------------------------ JTS Trucking LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Alabama to employ Bill Massey and MDA Professional Group, PC as accountants. Bill Massey and MDA Professional Group will provide these accounting services in connection with the Debtor's Chapter 11 case: (a) assist the Debtor with its financial record keeping; (b) gather tax basis information needed for purposes of income tax preparation; and (c) prepare any returns that are necessary. The professionals designated to perform accounting services to the Debtor will be paid at these hourly rates: Bill Massey $175 Staff $120 Bill Massey and MDA Professional Group did not receive any retainer. The Debtor believes that Bill Massey and MDA Professional Group do not hold or represent an interest adverse to the estate. The Debtor discloses that they had done work in the past for the Debtor and its owners. Bill Massey, an accountant at MDA Professional Group, PC, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Bill Massey MDA PROFESSIONAL GROUP PC 203 South Hambrick Street Albertville, AL 35950 Telephone: (256) 878-5548 E-mail: billm@mdacpa.com About JTS Trucking JTS Trucking LLC, a trucking company based in Albertville, Alabama, sought protection under Chapter 11 of the Bankruptcy Court (Bankr. N.D. Ala. Case No. 20-40423) on March 6, 2020, listing under $1 million in both assets and liabilities. The petition was signed by Susan M. Lowden, its member. The Debtor tapped Harry P. Long, Esq., at the Law Offices of Harry P. Long, LLC as its counsel; Bill Massey and MDA Professional Group, PC as its accountants; and Kevin Lowery and RE/MAX The Real Estate Group as broker and property manager for the Debtor's estate. JTS TRUCKING: Taps RE/MAX as Broker ----------------------------------- JTS Trucking LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Alabama to employ Kevin Lowery and RE/MAX The Real Estate Group as broker for the Debtor's estate. Kevin Lowery and RE/MAX The Real Estate Group will provide these services to the Debtor: (a) sell by private sale the property of the Estate, subject to Court approval; and (b) provide appraisal and/or price assessments to assist the debtor-in-possession in performing its job. Kevin Lowery and RE/MAX The Real Estate Group did not receive any retainer. The Debtor and the broker agreed allowances for expenses to not exceed $1,000 and a contingent fee of 8% of net sale price. The Debtor believes that Kevin Lowery and RE/MAX The Real Estate Group do not hold or represent an interest adverse to the estate. The Debtor discloses that they had done work in the past for the Debtor and its owners. Kevin Lowery of RE/MAX The Real Estate Group disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kevin Lowery RE/MAX THE REAL ESTATE GROUP 8563 Highway 431 Albertville, AL 35950 Telephone: (256) 302-3108 E-mail: Kevinlowery75@gmail.com About JTS Trucking JTS Trucking LLC, a trucking company based in Albertville, Alabama, sought protection under Chapter 11 of the Bankruptcy Court (Bankr. N.D. Ala. Case No. 20-40423) on March 6, 2020, listing under $1 million in both assets and liabilities. The petition was signed by Susan M. Lowden, its member. The Debtor tapped Harry P. Long, Esq., at the Law Offices of Harry P. Long, LLC as its counsel; Bill Massey and MDA Professional Group, PC as its accountants; and Kevin Lowery and RE/MAX The Real Estate Group as broker and property manager for the Debtor's estate. KAMC HOLDINGS: Bank Debt Trades at 25% Discount ----------------------------------------------- Participations in a syndicated loan under which Kamc Holdings Inc is a borrower were trading in the secondary market around 75 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD325 million term loan is scheduled to mature on August 14, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. KC CULINARTE: Bank Debt Trades at 25% Discount ---------------------------------------------- Participations in a syndicated loan under which KC Culinarte Intermediate LLC is a borrower were trading in the secondary market around 75 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD266 million term loan is scheduled to mature on August 24, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. KENAN ADVANTAGE: Bank Debt Trades at 17% Discount ------------------------------------------------- Participations in a syndicated loan under which Kenan Advantage Group Inc/The is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD185 million term loan is scheduled to mature on July 31, 2022. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. KEY SAFETY: Bank Debt Trades at 19% Discount -------------------------------------------- Participations in a syndicated loan under which Key Safety Systems Inc is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD525 million termloan is scheduled to mature on August 29, 2021. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. KLOECKNER PENTAPLAST: Bank Debt Trades at 17% Discount ------------------------------------------------------ Participations in a syndicated loan under which Kloeckner Pentaplast of America Inc is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The EUR725 million term loan is scheduled to mature on June 30, 2022. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. KLOECKNER PENTAPLAST: Bank Debt Trades at 17% Discount ------------------------------------------------------ Participations in a syndicated loan under which Kloeckner Pentaplast of America Inc is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD835 million term loan is scheduled to mature on June 30, 2022. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. KP ENGINEERING: Hancock, et al., Say Plan Patently Unconfirmable ---------------------------------------------------------------- Hancock Mechanical, LLC, Dealers Electrical Supply Co., Pierce Construction and Maintenance Co., Inc., Bounds Construction II, LLC and Consolidated Electrical Distributors, Inc. (together, the "Objecting Parties") jointly filed an objection to the Disclosure Statement in support of the Joint Chapter 11 Plan of Reorganization of KP Engineering, LP and KP Engineering, LLC. The Objecting Parties object to the Disclosure Statement as both lacking adequate information and describing a Plan that is patently unconfirmable. To be sure, the Plan does not purport to pay all unsecured creditors in full, thus the absolute priority rule is invoked. The Objecting Parties point out that the Disclosure Statement describes a Plan that purports to give control of the Reorganized Debtors to existing equity, in exchange for the following consideration: (a) agreeing to work for the Debtors during this bankruptcy, (b) agreeing to work for the Reorganized Debtors after confirmation, and (c) a cash contribution of an unknown amount. Subparts (a) and (b) above are irrelevant, because "it is settled law that sweat equity is not 'money's worth'." The Objecting Parties complain that the exit financing is perplexing in light of the proposed capital contribution. Counsel for Hancock Mechanical, LLC: Mary H. Barkley Machir Stull Kate Hancock CANTEY HANGER LLP 1999 Bryan Street, Suite 1900 Dallas, TX 75201 Tel: (214) 978-4122 Fax: (214) 978-4150 Counsel for Pierce Construction: Cara D. Kennemer UNDERWOOD LAW FIRM, PC 1008 Macon Street, Suite 101 Fort Worth, TX 76102 Tel: (817) 885-7529 Fax: (817) 439-9923 Counsel for Dealers Electrical Supply: Aaron M. Guerrero SNOW SPENCE GREEN, LLP 2929 Allen Parkway, Suite 2800 Houston, Texas 77019 Tel: (713) 335-4800 Fax: (713) 335-4848 Attorney for Consolidated Electrical: Misti L. Beanland MATTHEWS, SHIELS, KNOTT, EDEN, DAVIS & BEANLAND, L.L.P. 8131 LBJ Freeway, Suite 700 Dallas, TX 75251 Tel: (972) 234-3400 Fax: (972) 234-1750 E-mail: beanland@mssaattorneys.com About KP Engineering KP Engineering, LP and KP Engineering, LLC -- https://www.kpe.com -- are primarily engaged in the business of designing and executing customized engineering, procurement, and construction projects for the refining, midstream, and chemical industries. As an EPC contractor, the companies generally enter into agreements with owners pursuant to which they will design a facility, procure the needed equipment and materials, and supervise construction of the facility. KP Engineering, LP, and KP Engineering, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-34698) on Aug. 22, 2019. At the time of the filing, KP Engineering was estimated to have assets of between $10 million and $50 million and liabilities of between $50 million and $100 million. Judge David R. Jones oversees the cases. KP Engineering tapped Hunton Andrews Kurth LLP and Okin Adams LLC as legal counsel; Claro Group LLC as restructuring advisor; and Omni Management Group, Inc., as claims and noticing agent. The Office of the U.S. Trustee appointed a committee of unsecured creditors on Sept. 6, 2019. The committee retained Foley Gardere, Foley & Lardner LLP as its legal counsel, and Alvarez & Marsal North America, LLC as its financial advisor. KRISJENN RANCH: Case Summary & 7 Unsecured Creditors ---------------------------------------------------- Debtor: Krisjenn Ranch, LLC, Krisjenn Ranch, LLC, Series Uvalde Ranch, Krisjenn Ranch, LLC, Series Pipeline Row 6048 CR 365 Uvalde, TX 78801 Business Description: The Debtor is a privately held company in the livestock farming industry. Chapter 11 Petition Date: April 27, 2020 Court: United States Bankruptcy Court Western District of Texas Case No.: 20-50805 Judge: Hon. Ronald B. King Debtor's Counsel: Ronald Smeberg, Esq. MULLER SMEBERG, PLLC 111 W. Sunset San Antonio, TX 78209 Tel: (210) 664-5000 Email: ron@muller-smeberg.com Total Assets: $16,246,409 Total Liabilities: $6,548,315 The petition was signed by Larry Wright, manager. A copy of the petition is available for free at PacerMonitor.com at: https://is.gd/o3FFJk List of Debtor's Seven Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. C&W Fuels, Inc. $1 PO Box 40 Hondo, TX 78861-0040 2. Davis, Cedillo & Mendoza, Inc. Legal Fees $1 755 E Mulberry Ave Ste 500 San Antonio, TX 78212-3135 Tel: 210-822-6666 3. Granstaff Gaedke & Edgmon PC Legal Fees $1 5535 Fredericksburg Rd Ste 110 San Antonio, TX 78229-3553 4. Hopper's Soft Water Service $100 120 W Frio St Uvalde, TX 78801-3602 Tel: (830) 278-5324 5. Medina Electric $1 2308 18th St. Po Box 370 Hondo, TX 78861-0370 6. Texas Farm Store $1 236 E Nopal St Uvalde, TX 78801-5317 Tel: (830) 278-3713 7. Uvalco Supply $1 2521 E Main St Uvalde, TX 78801-4940 Tel: (830) 278-7125 KUEHG CORP: Bank Debt Trades at 18% Discount -------------------------------------------- Participations in a syndicated loan under which KUEHG Corp is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD972 million term loan is scheduled to mature on February 21, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. KUEHG CORP: Bank Debt Trades at 18% Discount -------------------------------------------- Participations in a syndicated loan under which KUEHG Corp is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD205 million term loan is scheduled to mature on February 21, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. KWOR ACQUISITION: Bank Debt Trades at 17% Discount -------------------------------------------------- Participations in a syndicated loan under which Kwor Acquisition Inc is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD300 million term loan is scheduled to mature on June 3, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. LAGO RESORT: Bank Debt Trades at 18% Discount --------------------------------------------- Participations in a syndicated loan under which Lago Resort & Casino LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD225 million termloan is scheduled to mature on March 7, 2022. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. LEADER INVESTMENT: $1.1M Sale of St. Louis Property to Lida Okayed ------------------------------------------------------------------ Judge Barry S. Schermer of the U.S. Bankruptcy Court for the Eastern District of Missouri authorized Leader Investment Co., L.L.C.'s sale of the real estate commonly known and numbered as 6200 S. Lindbergh Blvd., St. Louis, Missouri to Lida Properties, LLC for $1.1 million. The Debtor complied with the bidding procedures set out in the Sale Motion, which procedures are approved. The sale is free and clear of all Adverse Claims, with all such Adverse Claims, if any, to attach to the net proceeds of the sale of the assets. The sale proceeds will be paid as follows: (a) first to pay in full all commissions and costs of sale, which commissions are deemed fair and reasonable; then (b) to pay in full the costs of the Sale Motion; then (c) to pay in full any tax obligations affecting the property; then (d) to pay all required pro-rations provided for in the Contract; then, to the extend of remaining funds (e) to pay Enterprise; then, to the extent of remaining funds (f) to pay any quarterly fees due the Office of the United States Trustee; then, to the extent of remaining funds, (g) to be retained by Debtor for the payment of costs of administration and allowed claims per further order of the Court. If the sale to the Buyer does not close by July 31, 2020 then Debtor is authorized to sell the Property to Enterprise pursuant to its Credit Bid ($750,000). The Debtor's counsel will file a Report of Sale within 14 days of the closing of the sale. No later than two business days after the entry of the Order, the Debtor will serve a copy of the Order, and will file a certificate of service pursuant to Local Rule 9004(D) within 24 hours of such service. About Leader Investment Co. Leader Investment Company, L.L.C., based in Chesterfield, MO 63017, filed a Chapter 11 petition (Bankr. E.D. Mo. Case No. 19-43815) on June 18, 2019. In the petition signed by Jesse Morrow, sole member, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. The Hon. Barry S. Schermer oversees the case. Robert A. Breidenbach, Esq., at Goldstein & Pressman, P.C., serves as bankruptcy counsel to the Debtor. LIFE TIME: Bank Debt Trades at 25% Discount ------------------------------------------- Participations in a syndicated loan under which Life Time Inc is a borrower were trading in the secondary market around 75 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD1521 million term loan is scheduled to mature on June 15, 2022. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. LITTLE GUYS: Unsecureds to be Paid After Other Claims ----------------------------------------------------- The Little Guys, Inc., filed a Plan of Liquidation and a Disclosure Statement. Class 2 Unsecured Claims of IRS, Illinois Department of Revenue ("IDR") and Illinois Department of Employment Security ("IDES") will be paid, pro rata, on the Effective Date, after payment in full of Allowed Administrative Claims and Allowed Class 1 Priority Claims. This class will share in the distribution to Class 3 claimants. The amount of Unsecured Claims of IRS, IDR & IDES totals approximately $7,227. Class 3 Claims of General Unsecured Creditors will be paid, pro rata, on the Effective Date, after payment in full of Allowed Administrative Claims and Allowed Priority Claims. The Class will share in the distribution to Class 2 claimants. The amount of general unsecured creditors totals approximately $767,849. The distributions under the Plan shall be made from cash deposits existing at the time of Confirmation. A full-text copy of the Disclosure Statement dated April 6, 2020, is available at https://tinyurl.com/wl3koh9 from PacerMonitor.com at no charge. Counsel for Debtor: Joel A. Schechter LAW OFFICES OF JOEL A. SCHECHTER 53 W. Jackson Blvd., Suite 1522 Chicago, Illinois 60604 Tel: (312) 332-0267 - and - Joseph M. Olstein 10450 South Western Avenue Chicago, IL 60643 About The Little Guys The Little Guys Inc. is a home automation company in Mokena, Illinois. The company offers sales service and installation of the latest technology in home theater, stereo and surround sound, whole house audio and video, automation and control, and energy management. The Little Guys, Inc., sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 19-27753) on Sept. 30, 2019. In the petition signed by David Wexler, secretary, the Debtor was estimated to have up to $50,000 in assets and liabilities of $1 million to $10 million. The Hon. Jack B. Schmetterer is the case judge. The Law Offices of Joel A. Schechter is the Debtor's counsel. LJ RUBY: Bank Debt Trades at 18% Discount ----------------------------------------- Participations in a syndicated loan under which LJ Ruby Holdings LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD115 million term loan is scheduled to mature on August 26, 2027. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. LJ RUBY: Moody's Cuts Rating on First Lien Term Loan to B3 ---------------------------------------------------------- Moody's Investors Service downgraded its rating for the senior secured first lien term loan of LJ Ruby Holdings, LLC to B3, from B2, and affirmed all other ratings, including the company's corporate family rating (CFR, B3) and probability of default rating (B3-PD), and the rating for its senior secured second lien term loan (Caa2). The ratings outlook is negative. "The negative outlook reflects its expectation that LJ Ruby's earnings decline will be more pronounced in 2020 as demand volumes fall in response to the adverse impact of the COVID-19 pandemic and the broader macroeconomic slowdown," says Shirley Singh, Moody's lead analyst for LJ Ruby. Moody's nonetheless affirmed its fundamental benchmark ratings for the company, including its B3 corporate family rating, in large part given LJ Ruby's adequate liquidity provisions, which after borrowings under its asset-based lending facility are expected to provide sufficient cushion to absorb the coming anticipated sales, earnings and cash flow declines. "The downgrade of the senior secured first lien loan rating to B3 reflect increased ABL borrowings, which rank ahead of the rated term debt with respect to the company's most valuable current assets," added Singh. The rapid and widening spread of the coronavirus outbreak, the deteriorating global economic outlook, falling oil prices and asset price declines are creating a severe and extensive credit shock across many sectors, regions and markets. The combined credit effects of these developments are unprecedented. The industrial sector has been adversely affected by the shock given its sensitivity to broad market demand and sentiment. More specifically, weaknesses in LJ Ruby's end markets make it vulnerable to shifts in market sentiment in these unprecedented operating conditions, and the company remains vulnerable to the outbreak continuing to spread. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. Its actions reflect the impact on LJ Ruby of the breadth and severity of the shock, and the broad deterioration in credit quality it has triggered. The following rating actions were taken: Affirmations: Issuer: LJ Ruby Holdings, LLC Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD Senior Secured 2nd Lien Bank Credit Facility, Affirmed Caa2 (LGD5) Downgrades: Issuer: LJ Ruby Holdings, LLC Senior Secured 1st Lien Bank Credit Facility, Downgraded to B3 (LGD3) from B2 (LGD3) Outlook Actions: Issuer: LJ Ruby Holdings, LLC Outlook, Changed to Negative from Stable RATING RATIONALE LJ Ruby's B3 CFR broadly reflects the company's elevated financial risk as evidenced by its adjusted debt-to-EBITDA (leverage) in excess of 6.5x (as of September 2019), particularly in the context of the inherent cyclicality in its end-markets and limited operating history as a standalone entity. Moody's expects earnings and cash flow to decline over the course of 2020, which will increase LJ Ruby's leverage to more than 8.0x. The rating, nonetheless, benefits from the company's good market position with long-standing customer relationships that are enhanced by its value-add services, and meaningful diversity within its supplier base, customers and end-markets. The company also generates a significant share of revenue from maintenance, repair and operations activities, which combined with its highly variable cost structure and counter-cyclical working capital somewhat mitigate the downside risk to cash flows in an economic slowdown. FACTORS THAT COULD LEAD TO RATINGS UPGRADES OR DOWNGRADES Ratings could be upgraded if LJ Ruby's end markets and/or economic conditions stabilize, earnings and free cash flow remain positive, adjusted debt-to-EBITDA is sustained below 5.5x and free cash flow-to-debt increases to 5%. Ratings could be downgraded if LJ Ruby's revenue or margins meaningfully decline such that liquidity deteriorates, including increased cash consumption and/or ABL usage. Headquartered in Bloomfield, Connecticut, LJ Ruby Holdings (dba Kaman Distribution Group; LJ Ruby) is a US distributor of engineered bearings & power transmission, automation and fluid power solutions. Operating through five distribution centers and 18 fabrication and assembly centers, the company serves diverse end-markets including in the machinery, metals & mining and food & beverage sectors. The company is owned by Littlejohn & Co., LLC. Sales for the twelve months ended September 2019 were $1.1 billion. The principal methodology used in these ratings was Distribution & Supply Chain Services Industry published in June 2018. LOG STORM SECURITY: May 14 Hearing on Disclosure Statement ---------------------------------------------------------- Judge Micheal B. Kaplan has ordered that a hearing on the adequacy of the Disclosure Statement filed by Log Storm Security, Inc., will be held on May 14, 2020 at 10:00 in Courtroom 8, United States Bankruptcy Court, 402 East State Street, Trenton, New Jersey 08608. Written objections to the adequacy of the Disclosure Statement will be filed and served no later than 14 days prior to the hearing before this Court. About Log Storm Security Founded in 1999, Log Storm Security, Inc. doing business as BlackStratus -- https://www.blackstratus.com/ -- provides security information event management (SIEM) products and services. The company also offers support to help managed service providers (MSPs) develop new or improve their current security-as-a-service business. Log Storm Security sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 20-12043) on Feb. 6, 2020. The petition was signed by Dale W. Cline, president. At the time of filing, the Debtor had $29,188 in assets and $5,049,036 in liabilities. The Debtor is represented by Richard D. Trenk, Esq., at McMANIMON, SCOTLAND & BAUMAN, LLC. LONESTAR RESOURCES: Gregory Packer Resigns from All Positions ------------------------------------------------------------- Gregory R. Packer resigned from his position as vice president, general counsel & corporate secretary of Lonestar Resources US Inc. to pursue other interests. The Company said Mr. Packer's resignation was not due to any disagreement with the Company on any matter relating to its operations, policies or practices and Mr. Packer leaves the Company on good terms. About Lonestar Resources Headquartered in Fort Worth, Texas, Lonestar -- http://www.lonestarresources.com/-- is an independent oil and natural gas company, focused on the development, production, and acquisition of unconventional oil, natural gas liquids, and natural gas properties in the Eagle Ford Shale in Texas, where the Company has accumulated approximately 72,642 gross (53,831 net) acres in what it believes to be the formation's crude oil and condensate windows, as of Dec. 31, 2019. Lonestar Resources reported a net loss attributable to common stockholders of $111.56 million for the year ended Dec. 31, 2019, compared to net income attributable to common stockholders of $11.53 million for the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had $720.78 million in total assets, $330.82 million in total current liabilities, $269.07 million in total long-term liabilities, and total stockholders' equity of $120.89 million. BDO USA, LLP, in Dallas, Texas, the Company's auditor since 2013, issued a "going concern" qualification in its report dated April 13, 2020 citing that the Company did not satisfy certain covenants under the Company's revolving credit facility as of Dec. 31, 2019 and does not anticipate maintaining compliance with the consolidated current ratio covenant over the next twelve months, which could lead to acceleration of the Company's debt obligations. These matters raise substantial doubt about the Company's ability to continue as a going concern. LONESTAR RESOURCES: Receives Noncompliance Notice from Nasdaq ------------------------------------------------------------- Lonestar Resources US Inc. received on April 20, 2020 formal notice from The Nasdaq Stock Market that the average closing price of the Company's shares of common stock had fallen below $1.00 per share over a period of 30 consecutive trading days, which is the minimum average share price for continued listing on the NASDAQ. On April 16, 2020, NASDAQ tolled its bid price requirements through June 30, 2020. The Company intends to notify the NASDAQ of its intent to cure the deficiency and return to compliance with the NASDAQ continued listing requirements during the six-month cure period, which begins on July 1, 2020 and ends on Dec. 28, 2020. Until the termination of the cure period, the Company's shares of common stock will continue to trade on the NASDAQ, subject to compliance with other continued listing requirements. The Company can regain compliance at any time during the tolling period or six-month cure period if its common stock shares have a closing bid price of at least $1.00 for a minimum of ten consecutive business days. Failure to satisfy the conditions of the cure period or to maintain other listing requirements could lead to a delisting. The NASDAQ notification does not affect the Company's ongoing business operations or its U.S. Securities and Exchange Commission reporting requirements, nor does it trigger any violation of its debt obligations. The Company is considering all available options to regain compliance with the NASDAQ's continued listing standards, which may include a reverse stock split, subject to approval of the Company's board of directors and stockholders. About Lonestar Resources Headquartered in Fort Worth, Texas, Lonestar -- http://www.lonestarresources.com/-- is an independent oil and natural gas company, focused on the development, production, and acquisition of unconventional oil, natural gas liquids, and natural gas properties in the Eagle Ford Shale in Texas, where the Company has accumulated approximately 72,642 gross (53,831 net) acres in what it believes to be the formation's crude oil and condensate windows, as of Dec. 31, 2019. Lonestar Resources reported a net loss attributable to common stockholders of $111.56 million for the year ended Dec. 31, 2019, compared to net income attributable to common stockholders of $11.53 million for the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had $720.78 million in total assets, $330.82 million in total current liabilities, $269.07 million in total long-term liabilities, and total stockholders' equity of $120.89 million. BDO USA, LLP, in Dallas, Texas, the Company's auditor since 2013, issued a "going concern" qualification in its report dated April 13, 2020 citing that the Company did not satisfy certain covenants under the Company's revolving credit facility as of Dec. 31, 2019 and does not anticipate maintaining compliance with the consolidated current ratio covenant over the next twelve months, which could lead to acceleration of the Company's debt obligations. These matters raise substantial doubt about the Company's ability to continue as a going concern. LONESTAR RESOURCES: S&P Lowers ICR to CCC- on Liquidity Risks ------------------------------------------------------------- S&P Global Ratings lowered its issuer credit and unsecured ratings on Lonestar Resources U.S. Inc. to 'CCC-' from 'CCC+'. Lonestar's liquidity continues to weaken. Lonestar has only $21.6 million of availability on its revolving credit facility as of April 6, 2020, and has breached its consolidated current ratio covenant and does not expect to be in compliance during 2020. Additionally, S&P believes there is heightened potential for the company's borrowing base to decrease at its next redetermination date in May, which could result in a deficiency given the high outstanding balance, despite the company being well hedged through 2021. This would require the company to repay its borrowings at a time of challenging capital markets and weak cash flows and reduce its debt under S&P's price assumptions, including West Texas Intermediate (WTI) crude of $25 per barrel in 2020. Less-than-adequate liquidity and its expectation that its liquidity could further weaken due to a decrease in the company's borrowing base at its next redetermination in May. Additionally, S&P thinks there is an increased risk the company could engage in a transaction that it could view as distressed over the next six-12 months given its current capital structure and market conditions. S&P could lower the rating if the company engages in a transaction that it would view as distressed. Although unlikely, S&P could return the outlook to stable if the company is able to improve its liquidity and capital structure while not engaging in a transaction its would view as distressed. LOOKOUT RIDGE: Expects Sale to Pay Creditors in Full ---------------------------------------------------- Lookout Ridge, LLC, has proposed a Chapter 11 plan that contemplates the sale or refinancing of the Debtor's property. The Debtor's property consists of 107.76 acres of land in 14 different lots or parcels located in Williamson County, Texas. The Plan requires Debtor to sell the Property or to refinance it. Based upon the fair market valuations of the property and Debtor's substantial equity in the Property, the Debtor is confident that it will be able to close a sale for a portion of the property sufficient to pay all creditors in full. The Plan proposes to treat claims as follows: * Class 3 Secured Ad Valorem Tax Claims consist of one creditor, Williamson County, which has filed a proof of claim for $319.94. The Allowed Class 3 Claims shall be paid in full on the effective date of the Plan. Class 3 is Impaired. * Holders of Class 4 Secured Claims will retain their liens on all collateral to secure their Allowed Claims. The Allowed Secured Claims will be paid as follows: The Allowed Claims of Secured will be paid in full at closing of the sale of the Property. Class 4 is impaired. * Holders of Class 5 Allowed Unsecured Claims total $1,500,000, consisting entirely of Romspen's claim. Romspen is expected to paid in full under the Plan of Reorganization filed and confirmed in the Longhorn Junction and SCW bankruptcy case (Bankr. W.D. Tex. (Case No. 19-10883)) and, in any case, the Debtor expects Longhorn Junction to sell sufficient property in the near future to effectuate the release of Debtor under the terms of the Romspen loan documents. Class 5 is impaired. * The holder of Class 6 Interests, Gregory Hall, will retain his interest. A full-text copy of the Disclosure Statement dated April 6, 2020, is available at https://tinyurl.com/vmcxgqj from PacerMonitor.com at no charge. Attorneys for Lookout Ridge: Herbert C. Shelton HAJJAR PETERS LLP 3144 Bee Caves Rd Austin, Texas 78746 Tel: 512.637.4956 Fax: 512.637.4958 E-mail: cshelton@legalstrategy.com About Lookout Ridge Lookout Ridge, LLC, is primarily engaged in renting and leasing real estate properties. Lookout Ridge filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 20-10039) on Jan. 7, 2020. In the petition signed by Drew Hall, company representative, the Debtor was estimated to have $10 million to $50 million in assets and $1 million to $10 million in liabilities. Ron Satija, Esq., at Hajjar Peters LLP, is the Debtor's legal counsel. LSC COMMUNICATIONS: U.S. Trustee Appoints Creditors' Committee -------------------------------------------------------------- The U.S. Trustee for Region 2 appointed a committee to represent unsecured creditors in the Chapter 11 cases of LSC Communications, Inc. and its affiliates. The committee members are: 1. Flint Group North America Corp. 17177 N. Laurel Park Drive, Suite 300 Livonia, Michigan 48152 Attention: Jason Albosta, Legal Counsel Telephone: 734-781-4585 2. A.J. Jersey, Inc. 125 Saint Nicholas Avenue South Plainfield, NJ 07080 Attention: David Rizzo Telephone: 908-754-7333 3. JB Hunt Transport, Inc. 615 JB Hunt Corporate Drive Lowell, Arizona 72745 Attention: Erica Hayes, Credit Analyst Telephone: 479-419-3500 4. Pension Benefit Guaranty Corporation 1200 K Street, N.W. Washington, D.C. 20005 Attention: Michael Strollo Supervisory Financial Analyst Telephone: 202-326-4000 5. Graphic Communications Conference of the International Brotherhood of Teamsters National Pension Fund 455 Kehoe Blvd, Suite 101 Carol Stream, Illinois 60188 Attention: George N. Smetana, Administrator Telephone: 630-871-7733 6. Charles L. Winchester 3320 Sanctuary PT. Fort Myers, Florida 33905 Telephone: 908-403-6895 7. Scot H. Smith 1125 South Race Street - #206 Denver, Colorado 80210 Telephone: 720-273-5985 Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About LSC Communications LSC Communications, Inc. -- http://www.lsccom.com/-- is a Delaware corporation established in 2016 with its headquarters located in Chicago. It offers a broad range of traditional and digital print products, print-related services, and office products. It has offices, plants and other facilities in 28 states as well as operations in Mexico, Canada, and the United Kingdom. LSC Communications and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. N.Y. Lead Case No. 20-10950) on April 13, 2020. Debtors disclosed $1.649 billion in assets and $1.721 billion in liabilities as of Dec. 31, 2019. Judge Sean H. Lane oversees the cases. Debtors tapped Sullivan & Cromwell, LLP and Young Conaway Stargatt & Taylor, LLP as legal counsel; Evercore Group L.L.C. as investment banker; Alixpartners, LLP as restructuring advisor; and Prime Clerk, LLC as notice, claims and balloting agent. LSF9 ATLANTIS: Bank Debt Trades at 18% Discount ----------------------------------------------- Participations in a syndicated loan under which LSF9 Atlantis Holdings LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD60 million termloan is scheduled to mature on May 1, 2023. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. LUCKY BUCKS: Bank Debt Trades at 17% Discount --------------------------------------------- Participations in a syndicated loan under which Lucky Bucks LLC is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD100 million term loan is scheduled to mature on January 29, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. LUCKY BUMS: Taps Hawley Troxell as Intellectual Property Counsel ---------------------------------------------------------------- Lucky Bums Subsidiary LLC seeks approval from the U.S. Bankruptcy Court for the District of Montana to hire Bradlee Frazer and the law firm of Hawley Troxell as special counsel to represent the Debtor in trademark registration and intellectual property-related matters. The firm will provide these services in connection with the Debtor's Chapter 11 case: (a) assist in maintaining the current trademark registrations of the Debtor; (b) seek foreign and domestic trademark registration as needed by the Debtor; and (c) assist in other intellectual property matters as needed by the Debtor. The attorneys and professionals designated to represent the debtor-in-possession will be paid at these hourly rates: Bradlee Frazer $350 Senior/Managing Attorneys $350 Kimber McKnight, Trademark Paralegal $150 The professionals have not received a retainer or advance payment from the Debtor. The professionals request a retainer of $7,500 be established for fees and costs associated with the maintenance and prosecution of the Debtor's domestic and foreign trademark applications and registrations. Trademark prosecution and maintenance, both foreign and domestic, often require the payment of fees at the time of making a filing, and but for the retainer, the firm would be out of pocket for many of the filing fees it would be required to advance on the Debtor's behalf. The retainer will be primarily applied to those out-of-pocket costs. The Debtor believes that Bradlee Frazer and the law firm of Hawley Troxell are "disinterested persons" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Bradlee Frazer, Esq. HAWLEY TROXELL 877 W Main Street, Suite 1000 Boise, ID 83702 Telephone: (208) 388-4875 Facsimile: (208) 954-5216 E-mail: bfrazer@hawleytroxell.com About Lucky Bums Subsidiary Lucky Bums Subsidiary LLC -- https://luckybums.com/ -- is a wholesaler of sporting and recreation goods. Lucky Bums Subsidiary filed a voluntary Chapter 11 petition (Bankr. D. Mon. Case No. 19-61084) on Oct. 28, 2019, and is represented by Matt Shimanek, Esq., at Shimanek Law P.L.L.C. In its petition, the Debtor listed under $10 million in both assets and liabilities. Judge Benjamin P. Hursh oversees the case. The Debtor tapped Bradlee Frazer and the law firm of Hawley Troxell as special counsel. MARAVAI INTERMEDIATE: Bank Debt Trades at 18% Discount ------------------------------------------------------ Participations in a syndicated loan under which Maravai Intermediate Holdings LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD100 million term loan is scheduled to mature on August 2, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. MAUSER PACKAGING: Bank Debt Trades at 17% Discount -------------------------------------------------- Participations in a syndicated loan under which Mauser Packaging Solutions Holding Co is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD1900 million term loan is scheduled to mature on April 3, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. MAVIS TIRE: Bank Debt Trades at 18% Discount -------------------------------------------- Participations in a syndicated loan under which Mavis Tire Express Services Corp is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD1115 million termloan is scheduled to mature on March 20, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. MEDICAL SOLUTIONS: Bank Debt Trades at 17% Discount --------------------------------------------------- Participations in a syndicated loan under which Medical Solutions Holdings Inc is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD65 million term loan is scheduled to mature on June 14, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S MIDWEST PHYSICIAN: Bank Debt Trades at 18% Discount --------------------------------------------------- Participations in a syndicated loan under which Midwest Physician Administrative Services LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD469 million term loan is scheduled to mature on August 15, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. MILLENNIUM PARK: Bank Debt Trades at 18% Discount ------------------------------------------------- Participations in a syndicated loan under which Millennium Park HoldCo Inc is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD225 million term loan is scheduled to mature on June 5, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. MINOTAUR ACQUISITION: Bank Debt Trades at 16% Discount ------------------------------------------------------ Participations in a syndicated loan under which Minotaur Acquisition Inc is a borrower were trading in the secondary market around 84 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD610 million term loan is scheduled to mature on March 29, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. MOHEGAN TRIBAL: Moody's Cuts CFR to Caa2 & Sr. Unsec. Rating to Ca ------------------------------------------------------------------ Moody's Investors Service downgraded Mohegan Tribal Gaming Authority's Corporate Family Rating to Caa2 from B3. The company's Probability of Default Rating was downgraded to Caa2-PD from B3-PD, its senior secured term loan rating was downgraded to Caa1 from B2, and its senior unsecured rating was downgraded to Ca from Caa2. The company's Speculative Grade Liquidity rating was downgraded to SGL-4. The outlook is negative. The downgrade reflects that significant pressure on earnings and free cash flow will increase leverage and elevate default risk. The disruption in casino visitation is pressuring earnings and results from efforts to contain the spread of the coronavirus including recommendations from federal, state and local governments to avoid gatherings and avoid non-essential travel. These efforts include mandates to close casinos on a temporary basis. On March 16 and March 17, MTGA announced its decision to temporarily suspend operations at all of its North American properties consistent with directives from various government bodies. At this time, the casinos remain closed until further notice. Moody's expects discretionary consumer spending at MTGA's casinos to recover only gradually once the facilities reopen because social distancing practices will limit utilization and higher unemployment will reduce household income. Moody's believes cash and liquidity strains stem from casino closures and the uncertain duration of operating pressure. In Moody's opinion, MTGA's failure to make the scheduled interest payment of approximately $19.7 million due on April 15, 2020 with respect to the company's 7.875% senior notes due 2024 reflects in part MTGA's highly uncertain operating environment. The company announced this was done as a precautionary measure to further preserve cash and financial flexibility given the unprecedented circumstances [1]. The company also stated in the 8-K filing that it expects to make the interest payment prior to the end of the 30-day grace period. Moody's would consider not making the payment within the grace period a missed payment default and would likely append an "/LD" designation to the PDR to reflect a limited default if the debt is not accelerated and the ratings could be downgraded further. Payment of the interest within the grace period would not affect the ratings or outlook. MTGA's Speculative Grade Liquidity rating was downgraded to SGL-4 which indicates weak liquidity. MTGA currently has $187 million of unrestricted cash on its balance sheet as of March 30, 2020. The downgrade to SGL-4 also considers that, given the current environment, the company may be challenged to address the October 2021 revolver and term loan A maturities before they become current, and the high likelihood that the company will need to seek an amendment to the credit agreement total leverage covenant to avoid a violation. Downgrades: Issuer: Mohegan Tribal Gaming Authority Corporate Family Rating, Downgraded to Caa2 from B3 Probability of Default Rating, Downgraded to Caa2-PD from B3-PD Speculative Grade Liquidity Rating, Downgraded to SGL-4 from SGL-2 Senior Secured Revolving Credit Facility, Downgraded to Caa1 (LGD3) from B2 (LGD3) Senior Secured Term Loans, Downgraded to Caa1 (LGD3) from B2 (LGD3) Gtd Senior Unsecured Regular Bond/Debenture, Downgraded to Ca (LGD6) from Caa2 (LGD6) Outlook Actions: Issuer: Mohegan Tribal Gaming Authority Outlook, Remains Negative RATINGS RATIONALE The Caa2 CFR reflects MTGA's failure not to make a scheduled interest payment on the scheduled due date, and the meaningful earnings decline over the next few months expected from efforts to contain the coronavirus and the potential for a slow recovery once properties reopen. The ratings also reflect the negative effect on consumer income and wealth stemming from job losses and asset price declines, which will diminish discretionary resources to spend at casinos, including MTGA's casino properties, once this crisis subsides. Additionally, because of approaching October 2021 maturities and weak earnings, MTGA's refinancing and default risk is high. Positive rating considerations include MTGA's high quality, well-established, and large amount of gaming and attractive nongaming amenities along with its earnings diversification efforts. Diversification efforts outside of MTGA's restricted group structure include management and development fees from unaffiliated casinos in the U.S. along with MTGA's investment in a resort casino project in South Korea, which Moody's views as a long-term positive for the company, despite inherent risks. Additionally, in June 2019, MTGA also completed the acquisition of the MGE Niagara Resorts and assumed the day-to-day operations of the properties under the terms of a casino operating and services agreement. MTGA had a considerable amount of unrestricted cash on its balance sheet at about $187 million as of March 30, 2020 following the draw down of the remaining unused capacity on the $250 million revolver in mid-March to preserve liquidity. The rapid and widening spread of the coronavirus outbreak, deteriorating global economic outlook, falling oil prices, and asset price declines are creating a severe and extensive credit shock across many sectors, regions and markets. The combined credit effects of these developments are unprecedented. The gaming sector is one of the sectors most significantly affected by the shock given the non-essential nature of casino gaming and the sector's historically high sensitivity to consumer demand and sentiment. More specifically, MTGA's continued exposure to travel disruptions and discretionary consumer spending, have left it vulnerable to shifts in market sentiment in these unprecedented operating conditions makes it vulnerable to the outbreak continuing to spread. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. Its action reflects the impact on MTGA of the breadth and severity of the shock, and the broad deterioration in credit quality it has triggered. The negative outlook acknowledges that the coronavirus situation continues to evolve and a high degree of uncertainty remains regarding the timing of facility re-openings and the pace at which consumer spending at the MTGA's casinos will recover. As a result, MTGA's credit profile, liquidity and leverage could deteriorate quickly over the next few months if the company's operating performance does not rebound quickly. The negative outlook also reflects the refinancing risk associated with the approaching October 2021 revolver and term loan A maturities in the near-term. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be downgraded if Moody's anticipates the company's earnings decline and cash burn because of actions to contain the spread of the virus or reductions in discretionary consumer spending will lead to further liquidity deterioration and default risk. Failure to make the interest payment within the grace period could also result in a downgrade. A ratings upgrade is unlikely given the weak operating environment and continuing uncertainty related to the coronavirus. An upgrade would require a high degree of confidence on Moody's part that the gaming sector has returned to a period long-term stability, and that MTGA demonstrate the ability to generate positive free cash flow, maintain good liquidity including refinancing maturities at a manageable interest cost, and reduce leverage. The principal methodology used in these ratings was Gaming Industry published in December 2017. MTGA owns and operates Mohegan Sun, a gaming and entertainment complex near Uncasville, Connecticut, and Mohegan Sun at Pocono Downs, a gaming and entertainment facility offering slot machines and harness racing in Plains Township, Pennsylvania. MTGA also receives fees for the management of several nonaffiliated casinos. MTGA is owned by the Mohegan Tribe of Indians of Connecticut, a federally recognized Native American tribe. MTGA generated consolidated net revenue of about $1.46 billion for the latest 12-months ended December 31, 2019. MONUMENT BREWING: Unsecureds get 40% of their Allowed Claims ------------------------------------------------------------ Monument Brewing filed an Amended Disclosure Statement, describing a Plan that will be funded by the income received through the continued business operations of the Debtor. General unsecured creditors in Class 4 will receive an approximate distribution of 40% of their allowed claims. The Debtor will pay $50,000 to a Plan Pool. Creditors in the class will receive a pro rata distribution in 120 monthly payments of $416.66 commencing on the first month following Confirmation of the Plan. The Class 5 Equity Security Holder will retain his equity in the property of the bankruptcy estate post-confirmation. A full-text copy of the First Amended Disclosure Statement dated April 6, 2020, is available at https://tinyurl.com/r33k8an from PacerMonitor.com at no charge. Attorney for the Debtor: Samantha L. Dammer Tampa Law Advocates, P.A. 620 E. Twiggs Street, Suite 110 Tampa, FL 33602 Tel: (813) 288-0303 E-mail: sdammer@attysam.com About Monument Brewing Monument Brewing LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-10832) on Nov. 14, 2019. At the time of the filing, the Debtor had estimated assets of between $50,001 and $100,000 and liabilities of between $100,001 and $500,000. The case is assigned to Judge Caryl E. Delano. The Debtor tapped Samantha L. Dammer, Esq., at Tampa Law Advocates, P.A., as its legal counsel. MOSAIC MANAGEMENT: Sale of Trust's Remaining Assets Approved ------------------------------------------------------------ Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern District of Florida authorized the bidding procedures of Margaret J. Smith, the Investment Trustee of the Mosaic Investment Trust in the jointly administered Chapter 11 cases of Mosaic Management Group, Inc., Mosaic Alternative Assets, Ltd., and Paladin Settlements, Inc., in connection with the auction sale of the Trust's interests in the life insurance policies it holds, which constitute its remaining assets, other than cash. The Motion, the Bidding Procedures Notice, the Sale Support Agreement, and the Bidding Procedures are approved in their entirety. The form and manner of the Bidding Procedures Notice (as revised to provide for Court Solutions as the Service Provider) and the Bidding Procedures are appropriate under the circumstances and are approved. The salient terms of the Bidding Procedures are: a. Bid Deadline: May 1, 2010 at 5:00 p.m. (EDT) and Final Bid Deadline: May 18, 2020 at 5:00 p.m. EDT b. Initial Bid: TBD c. Deposit: $50,000 d. Auction: After the Bidder Qualification Deadline has passed, the Investment Trustee will determine which Bidders constitute Qualified Bidders, if any, and which Qualifying Bid(s) constitutes the highest or otherwise best and acceptable offer for each Policy or Policies. After the Final Bid Deadline, the Investment Trustee will announce which bid she has determined to be the highest and best acceptable offer for each Policy or group of Policies, and will announce a back-up bid(s) that the Investment Trustee has determined to be the second highest and best acceptable offer(s) for the Policy or Policies. At the Sale Hearing, the Investment Trustee will present the Final Successful Bids and Back-Up Bids to the Bankruptcy Court for approval. e. Bid Increments: TBD f. Sale Hearing: May 19, 2020 at 9:30 a.m. (EDT) (telephone) g. Sale Objection Deadline: May 12, 2020 at 4:30 p.m. (EDT) h. Closing: Not later than two business days after the entry of the Approval Order Within two business days after entry of the Order, the Investment Trustee will serve copies of the Bidding Procedures Notice, together with exhibits upon the following parties: a. All trust beneficiaries and other parties in interest entitled to notice under the aforementioned order limiting notice; b. Any parties who the Investment Trustee believes may have an interest in purchasing any of the Policies; c. The United States Trustee's Office; and d. All parties that have requested notice pursuant to Bankruptcy Rule 2002. A hearing on the Motion was held on April 9, 2020 at 10:30 a.m. A copy of the Bidding Procedures is available at https://tinyurl.com/sfrfvll from PacerMonitor.com free of charge. About Mosaic Management Group Founded in 2001, Mosaic Management was a financial services organization that provided management oversight and administration services for portfolios of life insurance policies. Mosaic Alternative was established in the British Virgin Islands in 2003 under the name of Mosaic Caribe Ltd., with the model of promoting international sales of life settlement products to prospective investors. Mosaic was engaged in the business of buying existing life insurance policies, and then selling fractional interests in those policies to others. In the typical life settlement transaction, Mosaic purchased policies from the insureds for a cash settlement for an amount in excess of the contract's cash surrender value but less than its death benefit. To fund these purchases and its business operations, Mosaic sold fractionalized interests in the policies' future benefits to "investors" or "purchasers" -- i.e., Investors, Landau Investors, and Lapolla Investors. Mosaic Management Group, Inc., and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 16-20833) on Aug. 4, 2016. The petitions were signed by Charles Thomas Ryals, president and chief executive officer. Judge Erik P. Kimball presides over the case. The Debtors hired the law firm of Berger Singerman LLP as general bankruptcy counsel when they sought bankruptcy protection. However, when Andrew Murphy assumed leadership of the Debtors, the Debtors terminated Berger Singerman and hired Tripp Scott, P.A., as general bankruptcy counsel. Furr & Cohen, P.A., is counsel to the official committee of unsecured creditors. Bast Amron LLP is counsel to the official committee of investor creditors. Margaret J. Smith, was appointed by the court as investment trustee under the Mosaic Investment Trust Agreement. The investment trustee hired Bast Amron LLP as counsel, GlassRatner Advisory & Capital Group, LLC as financial advisor, and Berkowitz Pollack Brant Advisors and Accountants as international tax accountant. MOTIF DIAMOND: Taps Al-Hassan Howell as Accountants --------------------------------------------------- Motif Diamond Designs, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to employ Al-Hassan, Howell, Sadaps CPA & Associates, P.C. as its accountants. The firm will provide these services in connection with the Debtor's Chapter 11 case: (a) represent and assist the Debtor in managing the Debtor's financial affairs; (b) file the required tax returns and other documents; and (c) prepare the Monthly Operating Reports. The accountant and staff designated to represent the debtor in possession will be paid at these hourly rates: Fahd Al-Hassan $250 Staff $125 The Debtor has not paid any retainer to the firm. Fahd Al-Hassan, an accountant at Al-Hassan, Howell, Sadaps CPA & Associates, P.C., disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Fahd Al-Hassan AL-HASSAN, HOWELL, SADAPS CPA & ASSOCIATES, P.C. 5322 Fifteen Mile Road, Suite C Sterling Heights, MI 48310 Telephone: (586) 978-7340 Facsimile: (586) 978-9123 E-mail: falhassan01@gmail.com About Motif Diamond Designs, Inc. Motif Diamond Designs, Inc. is a jewelry store based in Taylor, Michigan. The company filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 20-40285) on Jan. 8, 2020. The petition was signed by Toros Chopjian, its vice president. At the time of the filing, the Debtor disclosed estimated assets of $50,000 and liabilities of $1 million to $10 million. Judge Phillip J. Shefferly oversees the case. The Debtor hired Yuliy Osipov, Esq. at Osipov Bigelman, P.C., as its bankruptcy counsel and Al-Hassan, Howell, Sadaps CPA & Associates, P.C. as its accountants. MOUNTAIN CREEK: Sussex County's Administrative Claim Disallowed --------------------------------------------------------------- Bankruptcy Judge Stacey L. Meisel granted Debtors Mountain Creek Resort, Inc. and affiliates' motion for the Entry of an Order Expunging and Disallowing Administrative Expense Request of Sussex County Board of Chosen Freeholders. The issue presented to the Bankruptcy Court in the Motion to Expunge is one of first impression to the Court. Both parties agree that there is no decision from a bankruptcy court or district court in the District of New Jersey, or from the Third Circuit Court of Appeals allowing an administrative claim in favor of a claimant that is not one of the listed entities in 11 U.S.C. section 503(b)(3)(D). Sussex County asserts, however, that the Bankruptcy Court should view the enumerated categories as illustrative, focus on the results Sussex County purportedly achieved, find that Sussex County made an extraordinary contribution to these cases, and then go back and review the issue of standing in that context. The Bankruptcy Court disagrees with Sussex County's approach. Statutory standing must be firmly established as a prerequisite to any recovery permitted under section 503(b)(3)(D). If Sussex County cannot demonstrate that it possesses statutory standing under section 503(b)(3)(D), it is of no consequence as to whether it made any contribution -- substantial or otherwise -- to the estate. The Court's starting point for its analysis is whether Sussex County has standing pursuant to 11 U.S.C. section 503(b)(3)(D). Sussex County urges the Bankruptcy Court to first examine the merits of the administrative claim to determine whether Sussex County made a substantial contribution and then examine standing. The Third Circuit, however, reviewed standing first when it analyzed an administrative claim under section 503(b)(3)(D).27 This Court never reaches the issue of substantial contribution if Sussex County lacks standing. Sussex County's suggestion on how to proceed is backwards and akin to putting the cart before the horse. The cart does not roll without the horse. Likewise, one cannot collect under section 503(b)(3)(D) without standing. Accordingly, Sussex County must first demonstrate that it has standing under § 503(b)(3)(D). Otherwise, its request for payment must fail. To establish statutory standing, a party must demonstrate that Congress conferred it certain rights under a statute. "Statutory standing is a threshold issue that determines whether a party is properly before the court." Therefore, the Court says it must analyze whether section 503(b)(3)(D) provides standing for Sussex County to recover its administrative expense claim in the Debtors' cases. Section 503(b)(3)(D) provides: (b) After notice and a hearing, there shall be allowed administrative expenses, other than claims allowed under section 502(f) of this title, including-- (3) the actual, necessary expenses, other than compensation and reimbursement specified in paragraph (4) of this subsection, incurred by-- (D) a creditor, an indenture trustee, an equity security holder, or a committee representing creditors or equity security holders other than a committee appointed under section 1102 of this title, in making a substantial contribution in a case under chapter 9 or 11 of this title[.] Therefore, the four categories of entities that may apply for reimbursement of administrative expenses are: (1) creditors; (2) indentured trustees; (3) equity security holders; and (4) creditor and equity holder committees other than official committees appointed under 11 U.S.C. Sec. 1102. The claimant seeking reimbursement of administrative expenses bears the burden of proof. Sussex County asserts that it has standing as an "indirect creditor", as an "interested party"/"party-in-interest", and as a result of its direct interest of the Sussex County residents. Specifically, Sussex County states that "[c]ertainly, Sussex County is indirectly a creditor of Debtors -- as taxpayers." Sussex County then asserts that ". . . it is indisputable that Sussex County is a party-in-interest in this case." Lastly, Sussex County argues that it "has a direct interest in preserving the economic health of its residents -- which potentially would have been devastated by approval of the Original Settlement Agreement." None of Sussex County's descriptions fall within the statutory definition of entities entitled to expenses under section 503(b)(3)(D). Sussex County never asserts that it is an indenture trustee, equity security holder, creditor committee, or equity security holders committee -- all categories of entities with standing to seek recovery of expenses under section 503(b)(3)(D). Therefore, the Court need not address those categories. Sussex County attempts to slot itself into Sec. 503(b)(3)(D) by asserting that it is "a contingent, unliquidated and remote creditor." According to the Court, Sussex County is not a creditor, nor does it pretend to be one. Yet, it still asserts it possesses standing necessary to recover under section 503(b)(3)(D). The Debtors compare this case with another case within the Third Circuit to exemplify that Sussex County lacks standing. In In re Energy Future Holdings Corp., the subsidiary of a creditor filed a claim for reimbursement of administrative expense. The bankruptcy court found that the claimant failed to show that it was a creditor of the debtor and, therefore, it was not entitled to an administrative claim. Similarly, the Court continues, Sussex County failed to demonstrate that it is a creditor of the Debtors' estate. Sussex County's categorization of its status in relation to the Debtors fails to fit within the definition of creditor in section 101(10). Further, Sussex County never filed a proof of claim in these Chapter 11 cases nor did the Debtors list Sussex County on its schedules as a creditor or an equity security holder. A number of things must go wrong for Sussex County to have any potential liability to SCMUA. But even SCMUA -- the party potentially liable to Sussex County -- asserts that it "is not a party to this bankruptcy case or the adversary proceeding to which the Revised Settlement Agreement relates, is not a creditor of the Debtors, and has not asserted claims or causes of action against the Debtors or their bankruptcy estates." SCMUA's position is contrary to Sussex County's that it is an alleged indirect creditor through SCMUA. Further, Sussex County cannot establish creditor status through Vernon Township, which is one of Debtors' recognized creditors and may have potential liability to Sussex County. Even if Vernon Township is liable to Sussex County, creditors of creditors generally lack standing to participate in bankruptcy cases. According to the Court, under no scenario has Sussex County demonstrated that it is a creditor. The Bankruptcy Code does not recognize the terms "remote creditor or indirect creditor," nor does this Court. It is that very "remoteness" or "indirectness" that makes it clear that Sussex County is not a creditor in this case. The bankruptcy case is in re: MOUNTAIN CREEK RESORT, INC., et al., Chapter 11, Debtors, Case No. 17-19899 (SLM) (Bankr. D.N.J.). A copy of the Court's Opinion dated March 11, 2020 is available at https://bit.ly/2JIZLGQ from Leagle.com. Mountain Creek Resort, Inc., Debtor, represented by Nicole A. Fulfree -- nfulfree@lowenstein.com -- Lowenstein Sandler, Paul Kizel -- pkizel@lowenstein.com -- Lowenstein Sandler, Lowenstein Sandler LLP , Michael Papandrea -- mpapandrea@lowenstein.com -- Lowenstein Sandler LLP, Jeffrey D. Prol -- jprol@lowenstein.com -- Lowenstein Sandler & Kenneth A. Rosen -- krosen@lowenstein.com -- Lowenstein Sandler. Appalachian Liquors Corporation, Debtor, represented by Daniel Heinkel , Curcio Mirzaian Sirot LLC & Kenneth A. Rosen , Lowenstein Sandler. Mountain Creek Management, LLC, Mountain Creek Services Inc., Mountain Creek Mountainslide, LLC & Mountain Leasing LLC, Debtors, represented by Kenneth A. Rosen , Lowenstein Sandler. U.S. Trustee, U.S. Trustee, represented by Fran B. Steele, U.S. Department of Justice, Office of the US Trustee. Official Committe of Unsecured Creditors, Creditor Committee, represented by Joseph J. DiPasquale, Lowenstein Sandler LLP, Marita S. Erbeck -- marita.erbeck@faegredrinker.com -- Faegre Drinker Biddle & Reath LLP, Michael P. Pompeo -- michael.pompeo@faegredrinker.com -- Faegre Drinker Biddle & Reath LLP & Adam D. Wolper, Wolper Law Group, LLC. Faegre Drinker Biddle & Reath LLP, Creditor Committee, represented by Michael P. Pompeo, Faegre Drinker Biddle & Reath LLP. About Mountain Creek Resort Mountain Creek Resort, Inc., owns and operates the Mountain Creek Resort, a four-season resort located in Vernon, New Jersey. The Resort is the New York/New Jersey Metro area's closest ski resort with 167 skiable acres on four mountain peaks, 1,040 vertical feet, 46 trails, and 11 lifts. The Resort also operates and manages the Appalachian Hotel and the Black Creek Sanctuary townhomes. Mountain Creek Resort, Inc., and five affiliated debtors filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 17-19899) on May 15, 2017. The cases are pending before the Honorable Judge Stacey L. Meisel, and jointly administered. Mountain Creek estimated $10 million to $50 million in assets and debt. The Debtors hired Lowenstein Sandler LLP as bankruptcy counsel; Houlihan Lokey Capital, Inc., as business consultant and investment banker; and Prime Clerk LLC as claims and noticing agent. On May 24, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Trenk, DiPasquale, Della Fera & Sodono, P.C., is the Committee's bankruptcy counsel. MTE HOLDINGS: Hires Armstrong Backus as Tax Consultant ------------------------------------------------------ MTE Holdings LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Armstrong Backus & Co., LLP, as tax consultant to the Debtors. MTE Holdings requires Armstrong Backus to: a. assist in the Federal and State Tax Compliance and Planning Services; b. provide WolfePak Oil & Gas accounting software support and consulting services; and c. perform any accounting and bookkeeping necessary to carry out Federal and State Compliance matters. Armstrong Backus will be paid at these hourly rates: Partners $525 Senior Accountants $350 Junior Accountants $250 Beginning November 10, 2019, after the Petition Date but prior to executing the Engagement Letter, Armstrong Backus performed $5,075 in tax preparation services for certain of the Debtors. Armstrong Backus will include this amount with supporting documentation in its first fee application to the Court. Armstrong Backus will also be reimbursed for reasonable out-of-pocket expenses incurred. Bradford L. Fly, partner of Armstrong Backus & Co., 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. Armstrong Backus can be reached at: Bradford L. Fly ARMSTRONG BACKUS & CO., LLP 515 West Harris Avenue San Angelo, TX 76902-0071 Tel: (325) 653-6854 Fax: (325) 655-5857 About MTE Holdings LLC MTE Holdings LLC is a privately held company in the oil and gas extraction business. MTE sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 19-12269) on Oct. 22, 2019. In the petition signed by its authorized representative, Mark A. Siffin, the Debtor disclosed debts of less than $500 million. Judge Karen B. Owens has been assigned to the case. The Debtor tapped Kasowitz Benson Torres LLP as its bankruptcy counsel; Morris, Nichols, Arsht & Tunnell, LLP as its local counsel; and Stretto as its claims and noticing agent. MURRAY ENERGY: $1.2-Bil. Credit Bid Sale Plan Has 0% for Unsecureds ------------------------------------------------------------------- Murray Energy Holdings Co., et al., filed a First Amended Joint Plan Pursuant and a corresponding Disclosure Statement on April 6, 2020. The Debtors' proposed Plan will allow the Debtors to emerge as a going concern, ensuring that the Debtors' assets will continue operating and providing continued employment to thousands of employees. Over the last few months, the Debtors and their advisors have conducted a marketing and sale process for substantially all of the Debtors' assets, in accordance with the court-approved bidding procedures. A new entity, Mining Purchaser, Inc., was formed by the superpriority agent, at the direction of certain Consenting Superpriority Lenders, constituting "Requisite Lenders" under the Superpriority Credit Agreement, to serve as the Debtors' "stalking horse bidder" to acquire certain of the Debtors' assets. Mining Parent Holdco, Inc. ("Murray NewCo") will be the indirect owner of 100 percent of the equity interests of the Stalking Horse Bidder. The terms of the Stalking Horse Bid are consistent with the restructuring term sheet attached to the restructuring support agreement (the "RSA"). The RSA continues to have the support of lenders holding more than 83 percent of the claims under the Superpriority Term Loans (the "Consenting Superpriority Lenders"), noteholders holding more than 52 percent of the 1.5L Notes, and noteholders holding more than 62 percent of the 2L Notes Following a marketing process conducted in accordance with the Bidding Procedures that failed to produce any other viable qualified bids by the bid deadline of March 16, 2020, the Debtors filed a notice cancelling the auction and designating the Stalking Horse Bidder as the winning bidder. The Plan contemplates the sale of substantially all of the Debtors' assets to the Stalking Horse Bidder pursuant to the terms of the Stalking Horse APA. The DIP Facility also rolled-up the Debtors' prepetition $90 million "first in, last out" facility in exchange for, among other things, the removal of the Debtors’ borrowing base under the Debtors' Prepetition ABL Facility. A portion of the DIP Facility's new money proceeds were used to repay the asset-based revolving portion of the Debtors' Prepetition ABL Facility, which repayment provides the Debtors with additional operational flexibility. The DIP Facility was premised on two important ideas—a structured sale process for substantially all of the Debtors' assets, and a meaningful reduction of the Debtors' legacy liabilities. The DIP Facility has played a significant role in the Debtors' restructuring efforts and has provided substantial working capital allowing the Debtors to fund their operational needs, the cost of these chapter 11 cases, and vendors who had been stretched thin prior to the filing of these cases. $1.2-Bil. Credit Bid On December 3, 2019, the Debtors filed their initial chapter 11 plan contemplating the sale of the Debtors’ assets pursuant to a chapter 11 plan, and on Dec. 4, 2019, the Debtors filed a motion seeking approval of the bidding procedures. The Debtors and their advisors conducted a marketing process, resulting in three formal bids in addition to the Stalking Horse Bid -- none of which were for all or substantially all of the Debtors’ assets. After consultation with the Unsecured Creditors COmmittee and the Ad Hoc Group, the Debtors and their advisors determined that none of these bids was a qualified bid and the Stalking Horse Bid presented the only viable path forward for the Debtors and their estates. The Stalking Horse APA provides for the Stalking Horse Bidder to credit bid claims arising under the Superpriority Term Loans in an aggregate amount equal to $1.2 billion to acquire substantially all of the Debtors’ assets free and clear of all liens, claims, interests, charges, and other encumbrances (including the Debtors’ collective bargaining agreements ("CBAs") and successorship clauses contained therein) under sections 363 and 1123(b)(4) of the Bankruptcy Code. Legacy Liabilities The Debtors face significant legacy liabilities, including over $8 billion in actual or potential legacy liabilities under various pension and benefit plans pursuant to statute and the Debtors' CBAs. As described further herein, since November 2019, the Debtors have engaged in a series of negotiations with the United Mine Workers of America (the "UMWA") and the Official Committee of Retirees (the "Retiree Committee") to address the Debtors' CBAs and retiree obligations. Pursuant to the terms of the DIP Facility and RSA, if such negotiations proved unsuccessful, the Debtors were to file motions seeking relief to modify certain benefit obligations pursuant to sections 1113 and 1114 of the Bankruptcy Code. The Stalking Horse APA is also clear that the Stalking Horse Bidder, as the winning bidder in the marketing process, will not assume any health, retirement, or pension plans arising under the Debtors' CBAs or statute. The Debtors have not been able to reach agreement with the UMWA and the Retiree Committee regarding a resolution of these issues, and thus the terms of the DIP Facility and Stalking Horse APA require the Debtors to file motions under sections 1113 and/or 1114, as applicable, to seek authority to terminate or otherwise modify the Debtors’ UMWA CBA or their obligations to retirees arising under the UMWA CBA or the Coal Industry Retiree Health Benefit Act of 1992. Notably, on March 30, 2020, the Debtors filed a motion seeking interim modifications pursuant to sections 1113 and 1114 of the Bankruptcy Code to eliminate the Debtors’ obligations to provide retiree medical benefits pursuant to the UMWA CBA. Plan Contingencies Although the Debtors believe that the sale transaction proposed in the Plan maximizes the value of their estates, the Debtors and the Plan must address certain material contingencies that would otherwise risk the Debtors’ ability to consummate the Plan, including the following: In light of the Debtors' substantial legacy liability costs, the Stalking Horse APA is conditioned on the Debtors' elimination of such costs from their go-forward business operations. Specifically, the Debtors must obtain an order or orders terminating or modifying (in a manner acceptable to the Stalking Horse Bidder) all of the Debtors’ obligations with respect to retiree or pension benefits or plans, including retiree benefits as defined in Section 1114 of the Bankruptcy Code and any other obligations to contribute to any health, retirement, or pension plan. The Debtors remain engaged with the UMWA and the Retiree Committee on these legacy liabilities, and at this time do not have any such orders. Failure to obtain such orders will result in the Debtors being unable to consummate the sale transaction with the Stalking Horse Bidder or the Plan. Murray NewCo Financing The Plan is a significant achievement in the current coal marketplace, but the Plan must be financed. Specifically, Murray NewCo needs substantial cash to operate the Debtors' operations after consummation of the Plan and the Plan must leave behind cash proceeds to fund the Debtors' secured, administrative, and priority claims. The Debtors and the Ad Hoc Group are continuing discussions regarding Murray's go-forward business operations, the Debtors' claims pool, and the potential funding needed for consummation of the Plan. Once this number is determined, the Debtors and/or Murray NewCo will need to raise sufficient cash to fund emergence. If the Debtors and/or Murray NewCo fail to raise sufficient funding, consummation of the Plan would be at risk. Black Diamond Litigation On November 20, 2019, Black Diamond Commercial Finance, L.L.C., as administrative agent for the Debtors’ prepetition term loan lenders, commenced an adversary proceeding (Adv. Pro. No. 19-02143) (the "Black Diamond Adversary") seeking, among other things, a declaration that "the Term Loan lenders are the true senior and first lien lenders with respect to the Term Loan Collateral." By this action, Black Diamond asserts that the Debtors must first address the prepetition term loan lenders' approximately $51 million claims before addressing the Debtors' Superpriority Term Loans. The Debtors believe that the Superpriority Term Loans are the Debtors' first priority loans, and the prepetition term loan lenders' claims sit behind the approximately $1.73 billion in Superpriority Term Loan Claims. If Black Diamond is ultimately successful in their litigation, however, the Debtors and the Superpriority Lenders will need to address the prepetition term loan claims. Projected Recoveries Class Type of Claim Allowed Claims % Recovery ----- ------------- -------------- ----------- 4 Superpriority Claims $1,753,616,132 68% 5 Term Loan Claims $51,901,833 0% 6 1.5L Notes Claims $521,922,961 0% 7 Stub 2L Notes Claims $1,983,752 0% 8 2L Notes Claims $312,634,748 0% 9 General Unsecured Claims $16,735,322,727 0% 10 Intercompany Claims $12,968,146,959 0% to 100% 11 Intercompany Interests N/A 0% to 100% 12 Interests in Holdings N/A 0% 13 Section 510(b) Claims N/A 0% A full-text copy of the Disclosure Statement dated April 6, 2020, is available at https://tinyurl.com/ud5793r from PacerMonitor.com at no charge. Counsel to the Debtors: Kim Martin Lewis Alexandra S. Horwitz DINSMORE & SHOHL LLP 255 East Fifth Street, Suite 1900 Cincinnati, Ohio 45202 Telephone: (513) 977-8200 Facsimile: (513) 977-8141 - and - Nicole L. Greenblatt, P.C. Mark McKane, P.C. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, New York 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 - and - Ross M. Kwasteniet, P.C. Joseph M. Graham KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 300 North LaSalle Chicago, Illinois 60654 Telephone: (312) 862-2000 Facsimile: (312) 862-2200 About Murray Energy Headquartered in St. Clairsville, Ohio, Murray Energy -- http://murrayenergycorp.com/-- is the largest privately owned coal company in the United States, producing approximately 76 million tons of high quality bituminous coal each year, and employing nearly 7,000 people in the United States, Colombia and South America. Murray Energy now operates 15 active mines in five regions in the United States, plus two mines in Colombia, South America. It operates 12 underground longwall mining systems, 42 continuous mining units, 10 transloading facilities, and five mining equipment factory and fabrication facilities. Murray Energy and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Lead Case No. 19-56885) on Oct. 29, 2019. At the time of the filing, the Debtors disclosed assets of between $1 billion and $10 billion and liabilities of the same range. The cases have been assigned to Judge John E. Hoffman Jr. The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel; Dinsmore & Shohl LLP as local counsel; Evercore Group L.L.C. as investment banker; Alvarez and Marsal L.L.C. as financial advisor; and Prime Clerk LLC as notice and claims agent. The U.S. Trustee for Region 9 appointed creditors to serve on the official committee of unsecured creditors on Nov. 7, 2019. The committee tapped Morrison & Foerster LLP as legal counsel; AlixPartners, LLP as financial advisor; and Vorys, Sater, Seymour and Pease LLP as local counsel. Moelis & Company LLC, is the investment banker. NAMB & ASSOCIATES: Taps Ballon Stoll Bader & Nadler as Counsel -------------------------------------------------------------- Namb & Associates, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Ballon Stoll Bader & Nadler PC as counsel to the Debtor, nunc pro tunc to April 3, 2020. Ballon Stoll Bader & Nadler will provide these legal services in connection with the Debtor's Chapter 11 case: (a) advise the Debtor of its rights, powers, and duties as a debtor-in-possession in continuing to operate and manage its business and assets; (b) advise and consult the Debtor on the conduct of this Chapter 11 case, including all of the legal and administrative requirements of operating in Chapter 11; (c) attend meetings and negotiations with representatives of creditors and other parties-in-interest; (d) take all necessary actions to protect and preserve the Debtor's estate, including prosecuting actions on the Debtor's behalf, defending any action commenced against the Debtor, and representing the Debtor in negotiations concerning litigation in which the Debtor is involved, including objections to claims filed against the Debtor's estate; (e) review the nature and validity of agreements relating to the Debtor's business and property and advise the Debtor in connection therewith; (f) review the nature and validity of liens, if any, asserted against the Debtor and advise as to the enforceability of such liens; (g) advise the Debtor concerning the actions Debtor might take to collect and recover property for the benefit of its estate; (h) prepare on the Debtor's behalf all necessary and appropriate applications, pleadings, orders, notices, petitions, schedules, and other documents, and review all financial and other reports to be filed in the Debtor's Chapter 11 case; (i) advise the Debtor concerning, and preparing responses to, applications, pleadings, notices, and other papers which may be filed in the Debtor's Chapter 11 case; (j) represent the Debtor in connection with obtaining authority to continue using cash collateral and post-petition financing; (k) appear before the Court and any appellate courts to represent the interests of the Debtor's estate; (l) advise the Debtor concerning tax matters; (m) advise the Debtor in connection with any potential sale of assets; (n) counsel the Debtor in connection with formulation, negotiation and promulgation of a Chapter 11 Plan; and litigation with respect to competing plans; and (o) perform all other legal services for and on behalf of the Debtor which may be necessary or appropriate in the administration of its Chapter 11 case. The professionals designated to perform services to the Debtor will be paid at these hourly rates: Partners $250 - $595 Associates $195 - $345 Paralegals $95 - $195 Ballon Stoll Bader & Nadler PC will work closely with the Debtor's current counsel, Ms. Pankaj Malik of Warsaw Burstein, LLP to ensure there is no duplication of work. The Debtor intends to pay Ballon Stoll Bader & Nadler $15,000 as a retainer. As of the filing of this application, the Debtor has not paid any funds to the firm. The Debtor requests approval to pay this sum as a post-petition retainer once funds become available. Vincent J. Roldan, a partner at Ballon Stoll Bader & Nadler PC, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Vincent J. Roldan, Esq. BALLON STOLL BADER & NADLER PC 729 Seventh Avenue, 17th Floor New York, NY 10019 Telephone: (212) 575-7900 Facsimile: (212) 764-5060 E-mail: vroldan@ballonstoll.com About Namb & Associates Namb & Associates, Inc., a company based in Manhasset, New York, sought protection under Chapter 11 of the Bankruptcy Court (Bankr. E.D.N.Y. Case No. 20-71595) on March 12, 2020. The petition was signed by Kawall Deosaran, its president. At the time of the filing, the Debtor disclosed estimated assets of $1 million to $10 million and estimated liabilities of the same range. The Debtor tapped Pankaj Malik, Esq., of Warsaw Burstein, LLP and Ballon Stoll Bader & Nadler PC as its counsel. NATIONAL INTERGOVERNMENTAL: Bank Debt Trades at 17% Discount ------------------------------------------------------------ Participations in a syndicated loan under which National Intergovernmental Purchasing Alliance Co is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD171 million term loan is scheduled to mature on May 23, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. NAUGHTON PLUMBING: $2.9M Sale of FWN's Tucson Properties to Fan OKd ------------------------------------------------------------------- Judge Scott Gan of the U.S. Bankruptcy Court for the District of Arizona authorized Naughton Plumbing Sales Co., Inc. and its affiliates to sell FWN Investments, LLC's real properties located (i) at 4226 South Sixth Avenue, Tucson, Arizona, to the Jerry Fan and Lei Bao Living Trust via credit bid for $1.085 million; and (ii) at 1140 West Prince Road, Tucson, Arizona, to Fan via credit bid for $1.8 million less deductions. to the Jerry Fan and Lei Bao Living Trust for a credit bid in the amount of $1.8 million. The Debtors' Motion to approve settlement of the claims filed by Hessaire Products, LLC and the Jerry Fan and Lei Bao Living Trust Dated Oct.7, 2009, through the sale of the real properties to Fan as detailed in the motions is granted. The sale is free and clear of all liens, encumbrances and interests. The 14-day stay under Bankruptcy Rule 6004(h) is waived. The bidding procedures outlined in the Debtors' 363 Motions are approved. The hearing scheduled for the sale of the properties or to consider any objections to the motions scheduled for April 20, 2020, at 2:00 p.m. is vacated. About Naughton Plumbing Sales Naughton Plumbing Sales Co. Inc. -- http://www.naughtons.com/-- specializes in the retail and wholesale distribution and sale of plumbing, heating, evaporative cooling, air conditioning, electrical, hardware, and lawn and garden supplies. Naughton Plumbing Sales Co. Inc., FWN Investments LLC and Naughton Construction LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Lead Case No. 19-11441) on Sept. 9, 2019. In the petition signed by Frank W. Naughton, president, Naughton Plumbing was estimated to have assets between $1 million and $10 million and liabilities of the same range. Smith & Smith PLLC is the Debtor's counsel. NCL CORP: Bank Debt Trades at 25% Discount ------------------------------------------ Participations in a syndicated loan under which NCL Corp Ltd is a borrower were trading in the secondary market around 75 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD875 million rev loan is scheduled to mature on January 2, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. NEOVASC INC: To Report its 1st Quarter Financial Results on May 7 ----------------------------------------------------------------- Neovasc, Inc. will report financial results for the quarter ended March 31, 2020 after the market close on May 7, 2020. Neovasc Chief Executive Officer Fred Colen and Chief Financial Officer Chris Clark will host a conference call to review the company's results at 4:30 p.m. Eastern Time. Interested parties may access the conference call by dialing (888) 204-4368 or (856) 344-9299 (International). Participants wishing to join the call via webcast should use the link posted on the investor relations section of the Neovasc website at https://www.neovasc.com/investors/ A replay of the webcast will be available approximately 30 minutes after the conclusion of the call using the link on the Neovasc website. About Neovasc Inc. Neovasc -- http://www.neovasc.com/-- is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular marketplace. Its products include the Reducer, for the treatment of refractory angina, which is not currently commercially available in the United States (2 U.S. patients have been treated under Compassionate Use) and has been commercially available in Europe since 2015, and Tiara, for the transcatheter treatment of mitral valve disease, which is currently under clinical investigation in the United States, Canada, Israel and Europe. Neovasc recorded a net loss of $35.13 million for the year ended Dec. 31, 2019, compared to a net loss of 107.98 million for the year ended Dec. 31, 2018. As at Dec. 31, 2019, the Company had $10.10 million in total assets, $24.55 million in total liabilities, and a total deficit of $14.44 million. Grant Thornton LLP, in Vancouver, Canada, the Company's auditor since 2002, issued a "going concern" qualification in its report dated March 30, 2020 citing that the Company incurred a comprehensive loss of $33,618,494 during the year ended Dec. 31, 2019, and as of that date, the Company's liabilities exceeded its assets by $14,445,765. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. NEWSTREAM HOTEL: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Newstream Hotel Partners-IAH, LLC dba Red Lion Hotel 311 S. Oak Street, Suite 250 Roanoke, TX 76262 Business Description: Newstream Hotel Partners-IAH, LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: April 28, 2020 Court: United States Bankruptcy Court Eastern District of Texas Case No.: 20-41064 Debtor's Counsel: Jason P. Kathman, Esq. PRONSKE & KATHMAN, P.C. 2701 Dallas Parkway Suite 590 Plano, TX 75093 Tel: (214) 658-6500 E-mail: jkathman@pronskepc.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Timothy Nystrom, president Newstream Hotels & Hospitality, LLC, manager of Newstream Hotel Partners - IAH LLC. A copy of the petition is available for free at PacerMonitor.com at: https://is.gd/U1hVr1 NFP HOLDINGS: S&P Alters Outlook to Negative, Affirms 'B' ICR ------------------------------------------------------------- S&P Global Ratings said it revised its outlook on NFP Holdings LLC and subsidiary NFP Corp. to negative from stable. At the same time, S&P affirmed its 'B' issuer credit ratings on the companies. S&P is also affirming its 'B' senior secured and 'CCC+' senior unsecured debt ratings. Its recovery rating on the senior secured debt remains '3', reflecting the rating agency's expectation for meaningful recovery (50%-70%; rounded estimate: 55%) of principal in a hypothetical payment default. S&P's recovery rating on the senior unsecured debt remains '6', indicating its expectation that lenders would receive negligible recovery (0%-10%; rounded estimate: 1.5%) in the event of a payment default. "We believe NFP's revenue could decline in the second and third quarters of 2020 in connection with COVID-19-related business disruption. Our base case anticipates NFP will experience moderate organic revenue contraction in 2020 but increased EBITDA margin, to near 25% for 2020, per our calculations, due in part to lower add-back exclusions," S&P said. The negative outlook reflects heightened risk of worse-than-expected revenue decline and flat EBITDA margin expansion amid the COVID-19 pandemic, resulting in less robust cash flow generation and credit metrics eroding to a level unsupportive of the current rating within 12 months. S&P could lower its ratings within 12 months if financial leverage (excluding preferred shares treated as debt) remains above 8.0x or EBITDA cash interest coverage falls below 2x on a sustained basis. Revenue contraction beyond 10% or lack of margin expansion would likely cause such an outcome. S&P could revise the outlook to stable if NFP achieves more stable organic revenue growth and stronger EBITDA margin compared with the prior two years, resulting in cash flow generation supporting financial leverage (excluding preferred shares treated as debt) and EBITDA cash interest coverage sustainably at 7.0x-8.0x and above 2.0x, respectively. NINE ENERGY: Receives Noncompliance Notice from NYSE ---------------------------------------------------- Nine Energy Service, Inc. was notified by the New York Stock Exchange on April 21, 2020 of its noncompliance with the NYSE's continued listing standards because the average closing price of shares of its common stock had fallen below $1.00 per share over a period of 30 consecutive trading days, which is the minimum average closing price per share required to maintain continued listing on the NYSE. The Company's Board of Directors is reviewing all available alternatives to return to compliance with the NYSE's continued listing standards. Under the NYSE's rules, the Company has a period of six months following the receipt of the notice to regain compliance with the minimum share price requirement. To regain compliance, on the last trading day in any calendar month during the cure period, the Company's common stock must have (i) a closing price of at least $1.00 per share and (ii) an average closing price of at least $1.00 per share over the 30 trading day period ending on the last trading day of such month. During the cure period, subject to the Company's compliance with other NYSE continued listing requirements, shares of our common stock will continue to be traded on the NYSE under the symbol "NINE" but will have an added designation of ".BC" to indicate that the Company currently is not in compliance with the NYSE's continued listing requirements. If the Company is unable to regain compliance, the NYSE will initiate procedures to suspend and delist the Company's common stock. The NYSE notification does not affect the Company's business operations or its Securities and Exchange Commission reporting requirements and does not result in a default under any of the Company's material debt agreements. About Nine Energy Service Nine Energy Service is an oilfield services company that offers completion solutions within North America and abroad. The Company brings years of experience with a deep commitment to serving clients with smarter, customized solutions and resources that drive efficiencies. Serving the global oil and gas industry, Nine continues to differentiate itself through superior service quality, wellsite execution and cutting-edge technology. Nine is headquartered in Houston, Texas with operating facilities in the Permian, Eagle Ford, SCOOP/STACK, Niobrara, Barnett, Bakken, Marcellus, Utica and throughout Canada. Nine Energy incurred net losses of $217.75 million in 2019, $52.98 million in 2018, and $67.68 million in 2017. As of Dec. 31, 2019, the Company had $850.89 million in total assets, $461.02 million in total liabilities, and $389.88 million in total stockholders' equity. * * * As reported by the TCR on March 30, 2020 Moody's Investors Service downgraded Nine Energy Service, Inc.'s Corporate Family Rating to Caa1 from B2, Probability of Default Rating to Caa1-PD from B2-PD and senior unsecured notes rating to Caa2 from B3. Nine's Speculative Grade Liquidity rating remains unchanged at SGL-2. The outlook remains negative. "Nine's rating downgrades reflect pressures on credit quality in the weak commodity price environment and lower capital spending by the upstream energy sector," said Jonathan Teitel, Moody's Analyst. Also in March 2020, S&P Global Ratings lowered the issuer credit rating on Nine Energy Service Inc. to 'CCC+' from 'B-'. "The downgrade reflects our view that Nine and its oilfield services peers will be exceptionally challenged this year as many producers cut drilling and completion expenditures by 30% or more." NOBLE CORP: Borrows $100 Million Under its 2017 Credit Facility --------------------------------------------------------------- Noble Corporation plc, a public limited company incorporated under the laws of England and Wales, agreed with the lender that financed its purchases of the Noble Joe Knight and Noble Johnny Whitstine rigs to pay off the related seller loans in exchange for a discount to the outstanding loan balance. The Company made a payment in the amount of 85% of the outstanding principal amount of the Seller Loans plus accrued and unpaid interest, and upon the lender's receipt of such payment, the remaining principal balance under each Seller Loan was reduced to $1.00, interest ceased accruing, and the financial covenants ceased to apply. As long as certain events specified in the related deed of release do not occur within the 90-day period following the payment date, then the Seller Loans will be terminated, and all security will be released. Following the close of the transaction, the Company borrowed $100 million on its 2017 Credit Facility, increasing pro forma borrowings outstanding to $545 million, with the ability to borrow up to an additional $297 million. About Noble Corporation plc Noble -- http://www.noblecorp.com/-- is an offshore drilling contractor for the oil and gas industry. Noble performs, through its subsidiaries, contract drilling services with a fleet of 25 offshore drilling units, consisting of 12 drillships and semisubmersibles and 13 jackups, focused largely on ultra-deepwater and high-specification jackup drilling opportunities in both established and emerging regions worldwide. Noble is a public limited company registered in England and Wales with company number 08354954 and registered office at 10 Brook Street, London, W1S 1BG England. Noble recorded a net loss of $874.37 million in 2019, a net loss of $1.13 billion in 2018, and a net loss of $493.93 million in 2017. As of Dec. 31, 2019, the Company had $8.28 billion in total assets, $4.62 billion in total liabilities, and $3.66 million in total equity. * * * As reported by the TCR on April 24, 2020, S&P Global Ratings lowered its issuer credit rating on U.K.-based offshore drilling contractor Noble Corp. PLC to 'CCC-' from 'CCC+'. S&P said the collapse in oil prices has led to a sharp drop in demand for oilfield services, and it expects offshore activity levels to be hit particularly hard. NORTH AMERICAN: Bank Debt Trades at 26% Discount ------------------------------------------------ Participations in a syndicated loan under which North American Lifting Holdings Inc is a borrower were trading in the secondary market around 74 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD470 million term loan is scheduled to mature on November 27, 2020. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. NORTHSTAR FINANCIAL: Bank Debt Trades at 17% Discount ----------------------------------------------------- Participations in a syndicated loan under which Northstar Financial Services Group LLC is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD45 million termloan is scheduled to mature on May 25, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. ODYSSEY LOGISTICS: Bank Debt Trades at 27% Discount --------------------------------------------------- Participations in a syndicated loan under which Odyssey Logistics & Technology Corp is a borrower were trading in the secondary market around 73 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD106 million term loan is scheduled to mature on October 12, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. OIL REFINERIES: Bank Debt Trades at 16% Discount ------------------------------------------------ Participations in a syndicated loan under which Oil Refineries Ltd is a borrower were trading in the secondary market around 84 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD355 million term loan is scheduled to mature on November 15, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is Israel. OMNIQ CORP: Introduces SeeHOV Solution for HOV Violation Detection ------------------------------------------------------------------ OMNIQ Corp. has introduced SeeHOV, an AI-Machine Vision-based, state-of-the art solution for the efficient and accurate detection of vehicle occupants. The Company filed a patent on April 21, 2020 for the solution's novel method and system (USPTO application No. 63/013,523: "AUTOMATED HOV VIOLATION DETECTION"). HOV lanes, were created for use by cars carrying more than one occupant, with the goal of increasing average vehicle occupancy to reduce traffic congestion and air pollution. Historically, HOV violation enforcement has been a manual process, with few available commercial systems that successfully automate the process. Under existing protocols, police officers observe vehicles using the HOV lane and pull over drivers who appear to be alone. This can be a difficult and dangerous task as it requires that police vehicles accelerate to highway speeds, merge into busy traffic, and issue side-of-the-road citations and these challenges limit the enforcement of HOV lanes, resulting in their abuse by drivers. For example, according to the California Highway Patrol, up to 39 percent of the cars in a diamond lane during peak commute times contain only one passenger, in violation of HOV requirements. In addition to promoting the safety of traffic officers, a machine-to-machine solution enables the capture of revenue lost when a traffic stop doesn't occur. SeeHOV implements AI and deep learning to provide an accurate, reliable automated solution that records the violation and generates a ticket. The U.S. Department of Transportation, Federal Highway administration (https://ops.fhwa.dot.gov/freewaymgmt/hov.htm), estimates that there over 350 HOV facilities across the U.S., covering over 3,300 miles - and growing. Automated violation detection systems are in high demand, with State agencies testing new technologies in an effort to address the issue, aiming at high detection accuracy and lowering equipment costs, while maintaining the safety and privacy of the occupants. HOV violation detection systems are also required worldwide, such as a new tender for the Ministry of Transportation in Israel that is planning to automate its newly constructed HOV lanes. OMNIQ's unique SeeHOV solution is based on an array of cameras and Infrared illumination units and uses multi-spectrum analysis of the reflected illumination to detect the occupant number combining image processing algorithms with deep learning networks. The system differentiates between human passengers and dummies, a practice used by drivers violating the multi-passenger HOV requirement. Together with an OMNIQ-made License Plate Reader, the system transmits violation data to a central control station. The violation ticket is then processed using OMNIQ's cloud based solution for permits, enforcement and revenue control system (PERCS). Shai Lustgarten, CEO of OMNIQ Corp., commented, "This is a major scientific and commercial milestone in transforming OMNIQ into a worldwide leader in providing AI-Machine Vision based solutions for verticals like Smart City, Safe City, Automation of parking and supply chain. We're excited to introduce our new SeeHOV solution with cutting edge, proprietary AI-Machine vision technology, which enables the efficient monitoring and ticketing of drivers violating HOV requirements resulting in better traffic flow on crowded roads and highways. With its ability to automatically count the occupants inside vehicles, without utilizing an actual traffic stop, this technology is revolutionizing HOV enforcement by improving the performance of the detection systems and enhancing the affordability of these systems. Our SeeHOV systems is part of the Company's solution for Smart City traffic management cloud based systems. "As more and more cities, states and countries adopt the Smart City model, the monitoring and maintenance of HOV lanes, route management and the enforcement of traffic regulations will increasingly rely on automation. SeeHOV is a compatible solution easily integrated into existing or new Smart City systems, providing an attractive and cost-effective solution for municipalities worldwide." About OMNIQ Corp. Headquartered in Salt Lake City, Utah, OMNIQ Corp. (OTCQB: OMQS) -- http://www.omniq.com/-- provides computerized and machine vision image processing solutions that use patented and proprietary AI technology to deliver data collection, real time surveillance and monitoring for supply chain management, homeland security, public safety, traffic & parking management and access control applications. The technology and services provided by the Company help clients move people, assets and data safely and securely through airports, warehouses, schools, national borders, and many other applications and environments. Omniq reported a net loss attributable to common stockholders of $5.31 million for the year ended Dec. 31, 2019, compared to a net loss attributable to common stockholders of $5.41 million for the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had $34.45 million in total assets, $32.64 million in total liabilities, and $1.81 million in total stockholders' equity. Haynie & Company, in Salt Lake City, Utah, the Company's auditor since 2019, issued a "going concern" qualification in its report dated March 30, 2020, citing that the Company has a deficit in stockholders' equity and has sustained recurring losses from operations. This raises substantial doubt about the Company's ability to continue as a going concern. PAPPY'S TRUCKS: $650K Cash Sale of 8 Vehicles to Estrada Approved ----------------------------------------------------------------- Judge Stacey G.C. Jennings of the U.S. Bankruptcy Court for the Northern District of Texas authorized Pappy's Trucks, Ltd.'s sale of eight Vehicles to Estrada Ready Mix for $650,000 cash. The vehicles are: Vehicle VIN Secured Lender Purchase Price Payoff 2016 Kenworth W900 1NKWX73X7GJ476608 All Wheels $75,000 $48,433 2016 Kenworth W900 1NKWX7EX9GJ476609 All Wheels $75,000 $48,435 2016 Kenworth W900 1NKWXP3X1GJ117707 Prosperity Bank $75,000 $66,404 2016 Kenworth W900 1NKWXPEX3GJ117708 Prosperity Bank $75,000 $64,986 2016 Kenworth W900 1NKWXPEX5GJ117709 Prosperity Bank $75,000 $68,500 2016 Kenworth W900 1NKWXPEXXGJ117706 Sterling Nat'l Bank $90,000 $90,158 2016 Kenworth W900 1NKWXPEX6GJ117704 BMO Harris Bank $92,500 $91,367 2016 Kenworth W900 1NKWXPEX8GJ117705 BMO Harris Bank $92,500 $92,769 The sale is free and clear of all liens, claims and encumbrances pursuant to 363(f). Such liens, claims and encumbrances to attach to the proceeds of sale. The following Secured Lenders: All Wheels, Prosperity Bank, Sterling National Bank, and BMO Harris Bank will be paid the full value of their first lien interest in each of the Vehicles from the sale proceeds upon closing of the sale and the counsel for the Debtor will arrange the payments to the Secured Lenders either directly from the Buyer or through the counsel's trust account. Any excess sale proceeds from vehicles -- identified by the last 4 VIN--6608 (All Wheels), 6609 (All Wheels), 7706 (Sterling Bank), 7704 (BMO Harris Bank) and 7705 (BMO Harris Bank) will be paid to Newtek Small Business Finance in satisfaction of its second lien in the above referenced vehicles. Further, any excess sale proceeds from vehicles 7707 (Prosperity Bank), 7708 (Prosperity Bank) and 7709 (Prosperity Bank) will be held in the Debtor's counsel's IOLTA trust account pending resolution of competing liens in such proceeds and further order of the Court. There will be no 14-day delay in the effectiveness of the Order of Sale. About Pappy's Trucks Ltd. Pappy's Trucks Ltd., a freight shipping and trucking company, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 19-33605) on Oct. 31, 2019. At the time of the filing, the Debtor was estimated to have assets of between $1 million and $10 million and liabilities of the same range. The case is assigned to Judge Stacey G. Jernigan. The Debtor tapped Joyce W. Lindauer Attorney, PLLC, as its legal counsel. PATHWAY VET: Bank Debt Trades at 18% Discount --------------------------------------------- Participations in a syndicated loan under which Pathway Vet Alliance LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD178 million term loan is scheduled to mature on October 10, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. PATRIOT CONTAINER: Bank Debt Trades at 17% Discount --------------------------------------------------- Participations in a syndicated loan under which Patriot Container Corp is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD80 million term loan is scheduled to mature on March 20, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. PETCO ANIMAL: Moody's Cuts CFR to Caa1 & Sr. Sec. Loan Rating to B3 ------------------------------------------------------------------- Moody's Investors Service downgraded Petco Animal Supplies, Inc.'s corporate family rating and probability of default rating to Caa1 and Caa1-PD from B3 and B3-PD respectively. Additionally, Moody's also downgraded the company's senior secured term loan to B3 from B2. The outlook remains negative. "Despite Petco stores being deemed essential by government authorities and therefore being open during the coronavirus pandemic, traffic will remain weak at least in the first half on 2020 and company's service business will be negatively impacted," Moody's Vice President Mickey Chadha stated. "If the company needs to curtail capital expenditures to preserve liquidity the company's growth plans in the veterinary hospital business could be negatively impacted as well, and although we consider the overall pet industry to be relatively stable, competitive pressure from e-commerce and mass retailers will continue post coronavirus, hence the negative outlook", Chadha further stated. Downgrades: Issuer: Petco Animal Supplies, Inc. Probability of Default Rating, Downgraded to Caa1-PD from B3-PD Corporate Family Rating, Downgraded to Caa1 from B3 Senior Secured Bank Credit Facility, Downgraded to B3 (LGD3) from B2 (LGD3) Outlook Actions: Issuer: Petco Animal Supplies, Inc. Outlook, Remains Negative RATINGS RATIONALE Petco's Caa1 Corporate Family Rating reflects its weak operating trends and high financial leverage that stems from the acquisition of the company by the CVC Capital Partners Advisory (U.S.) and Canada Pension Plan Investment Board in January 2016. Lease-adjusted debt/EBITDA remains high at 6.6 times for the twelve-month period ended February 1, 2020, and interest coverage is modest with EBIT/interest at 0.9 times. Moody's expects credit metrics to deteriorate in the next 12 months as same store sales and margins will be pressured as traffic trends will also be weak as consumers consolidate trips to the store given the stay at home and social distancing mandates currently in place due to the coronavirus pandemic. As a result, Moody's expects debt/EBITDA and EBIT/interest in the next 12 months to be over 7.0 times and below 1.0 times respectively. The company is owned by a private equity sponsor, which inherently has certain risks specifically as it relates to the high likelihood of a shareholder friendly financial policy that can lead to the maintenance of a highly leveraged capital structure. The rating also acknowledges that while Petco's market presence is substantial, the competitive landscape is getting tougher as consumers are increasingly shopping online at company's like Chewy (owned by Petsmart) and Amazon and the mass channel which includes supermarkets, Walmart, and Target continues to price aggressively. These channels will see increased sales during the coronavirus related disruptions. Petco's ratings are supported by its adequate liquidity, well-known brand, broad national footprint. The pet products industry also remains relatively recession-resilient, driven by factors such as the replenishment nature of consumables and services and increased pet ownership. The negative outlook reflects Moody's expectation that coronavirus related disruptions and competitive pressure will make it very challenging for the company to improve credit metrics, profitability and cash flow in the next 12 months. The rapid and widening spread of the coronavirus outbreak, deteriorating global economic outlook, falling oil prices, and asset price declines are creating a severe and extensive credit shock across many sectors, regions and markets. The combined credit effects of these developments are unprecedented. The retail sector has been one of the sectors most significantly affected by the shock given its sensitivity to consumer demand and sentiment. More specifically, the weaknesses in Petco's credit profile, has left it vulnerable to shifts in market sentiment in these unprecedented operating conditions and Petco remains vulnerable to the outbreak continuing to spread. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. Petco's ratings could be upgraded if the company's operating performance improves as demonstrated by an increase in same store sales and profitability while maintaining adequate liquidity including refinancing debt well in advance of its maturity and financial policies that are focused on improving credit metrics. Specific metrics include achieving and maintaining lease-adjusted debt/EBITDA below 6.0 times and EBIT/interest expense over 1.0 time even after any refinancing of its debt Petco's ratings could be downgraded if operating trends are not reversed, financial policies become more aggressive, or if liquidity erodes. Specifically, ratings can be lowered if operating margins do not stabilize or free cash flow deteriorates or company does not refinance its debt well in advance of maturities. Quantitatively, a downgrade could occur if lease-adjusted debt/EBITDA is sustained above 7.0 times or if EBIT/interest expense remains below 1.0 time. Petco Holdings, Inc. is a national specialty retailer of premium pet consumables, supplies and companion animals and services with 1,478 retail locations in 50 states, the District of Columbia and Puerto Rico as of February 1, 2020. The company is owned by CVC Capital Partners Advisory (U.S.) and Canada Pension Plan Investment Board. The principal methodology used in these ratings was Retail Industry published in May 2018. PIONEER ENERGY: Hires Lazard Freres as Investment Banker -------------------------------------------------------- Pioneer Energy Services Corp. and its debtor-affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Lazard Freres & Co. LLC as the Debtors' investment banker. The firm will provide these investment banking services in connection with the Debtors' Chapter 11 case: (a) review and analyze the Debtors' business, operations and financial projections; (b) evaluate the Debtors' potential debt capacity in light of their projected cash flows; (c) assist in the determination of an appropriate capital structure for the Debtors; (d) assist the Debtors in their determination of a range of values for all or part of the businesses on a going concern basis; (e) advise the Debtors on tactics and strategies for negotiating with their stakeholders; (f) ender financial advice to the Debtors and participating in meetings or negotiations with the stakeholders and/or rating agencies or other appropriate parties in connection with any transaction; (g) advise the Debtors on the timing, nature, and terms of new securities, other consideration or other inducements to be offered pursuant to any transaction; (h) advise and assist the Debtors in evaluating any potential financing transaction by the Debtors, and, subject to Lazard's agreement so to act and, if requested by Lazard, the execution of appropriate agreements, on behalf of the Debtors, contact potential sources of capital as the Debtors may designate and assist the Debtors in implementing such financing; (i) if requested by the Debtors, in their sole discretion, and agreed to by Lazard, assist the Debtors in identifying and evaluating candidates for any potential sale transaction, advise the Debtors in connection with negotiations and aide in the consummation of any sale transaction; (j) assist the Debtors in preparing documentation within Lazard's area of expertise that is required in connection with any transaction; (k) attend meetings of the Debtors' boards of directors with respect to matters on which Lazard has been engaged to advise; (l) provide testimony, as necessary, with respect to matters on which Lazard has been engaged to advise under the Engagement Letter in any proceeding before the Bankruptcy Court; and (m) provide the Debtors with other financial advice. During the 90-day period before the petition date on March 1, 2020, Lazard was paid $450,000 in monthly fees with respect to the months of December of 2019, and January, February, and March of 2020; expenses in the aggregate amount of $45,149.25, inclusive of a $35,000 retainer; and $1,500,000 on account of the portion of the transaction fee amounting to $4,600,000. Ari Lefkovits, a managing director at Lazard Freres & Co. LLC, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code, as modified by Section 1107(b) of the Bankruptcy Code. The firm can be reached through: Ari Lefkovits LAZARD FRERES & CO. LLC 30 Rockefeller Plaza New York, NY About Pioneer Energy Services Corp. Pioneer Energy Services (OTC: PESX) -- http://www.pioneeres.com/-- provides well servicing, wireline, and coiled tubing services to producers primarily in Texas and the Mid-Continent and Rocky Mountain regions. Pioneer also provides contract land drilling services to oil and gas operators in Texas, Appalachia and Rocky Mountain regions and internationally in Colombia. Pioneer is headquartered in San Antonio, Texas. Pioneer Energy Services Corp. and nine related entities sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-31425) on March 1, 2020 to effectuate its prepackaged plan of reorganization that will cut debt by $260 million. Pioneer Energy disclosed $689,693,000 in assets and $576,545,000 in liabilities as of Sept. 30, 2019. The Hon. David R. Jones is the case judge. Paul, Weiss, Rifkind, Wharton & Garrison LLP and Norton Rose Fulbright US LLP are serving as legal counsel to Pioneer, Lazard is acting as financial advisor and Alvarez & Marsal is serving as restructuring advisor. Epiq Corporate Restructuring, LLC, is the claims agent and Ernst & Young LLP is the tax services provider. Davis Polk & Wardwell LLP and Haynes and Boone, LLP are acting as legal counsel for the ad hoc group of Senior Unsecured Noteholders and Houlihan Lokey is acting as financial advisor. PLATINUM SALON: Seeks to Hire Springer Larsen as Counsel -------------------------------------------------------- Platinum Salon and Day Spa, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Illinois to employ Springer Larsen Greene, LLC, as counsel to the Debtor. Platinum Salon requires Springer Larsen to: a. consult with the Debtor concerning its powers and duties as debtor in possession, the continued operation of its business and the Debtor's management of the financial and legal affairs of its estate; b. consult with the Debtor and with other professionals concerning the negotiation, formulation, preparation and prosecution of a Chapter 11 plan and disclosure statement; c. confer and negotiate with the Debtor's creditors, other parties in interest, and their respective attorneys and other professionals concerning the Debtor's financial affairs and property, Chapter 11 plans, claims, liens, and other aspects of the bankruptcy case; d. appear in court on behalf of the Debtor when required, and prepare, file and service such applications, motions, complaints, notices, orders, reports, and other documents and pleadings as may be necessary in connection with the bankruptcy case; and e. provide the Debtor with such other services as the Debtor may request and which may be necessary in the circumstances. Springer Larsen will be paid at the hourly rate of $350. Springer Larsen received from the Debtor a pre-petition retainer in the amount of $10,000. Springer Larsen will also be reimbursed for reasonable out-of-pocket expenses incurred. Richard G. Larsen, a partner at Springer Larsen Greene, 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. Springer Larsen can be reached at: Joshua D. Greene, Esq. SPRINGER LARSEN GREENE, LLC 300 South County Farm Rd., Suite G Wheaton, IL 60187 Tel: (630) 510-0000 Fax: (630) 510-0004 E-mail: jgreene@springerbrown.com About Platinum Salon and Day Spa Platinum Salon and Day Spa, Inc., based in Bloomingdale, IL, filed a Chapter 11 petition (Bankr. N.D. Il. Case No. 20-07077) on March 12, 2020. In the petition signed by Judi Mulder, president, the Debtor disclosed $52,286 in assets and $2,341,938 in liabilities. The Hon. Timothy A. Barnes oversees the case. Richard G. Larsen, Esq., at Springer Larsen Greene, serves as bankruptcy counsel to the Debtor. PREMIER HOME: Seeks to Hire Stokes Law as Bankruptcy Counsel ------------------------------------------------------------ Premier Home Solutions, LLC seeks approval from the U.S. Bankruptcy Court for the District of Utah to hire Ted F. Stokes and the firm of Stokes Law PLLC as its general bankruptcy counsel. The firm will provide these services in connection with the Debtor's Chapter 11 case: (a) advice with respect to the powers and duties of the Debtor and the Debtor in Possession; (b) take all necessary action to protect and preserve the estate of the Debtor; (c) assist in preparing on behalf of the Debtor all necessary schedules and statements, motions, applications, answers, orders, and other papers; (d) represent the Debtor in connection with all appearances; (e) assist in presenting the Debtor's proposed plan of reorganization and all related transactions and related revisions; (f) represent the Debtor in connection with the hearing on confirmation and all related matters; and (g) all other legal services for Debtor which may be necessary. The professionals designated to provide services will be paid at these hourly rates: Ted F. Stokes $250 Paralegals $75-$125 The firm has received a retainer from the Debtor in the amount of $6,720. The firm applied a portion of the retainer to pay the $1,717 filing fee required by the Court for the Chapter 11 Subchapter V initiation and $5,000 for legal services rendered and additional costs incurred prior to but in connection with this bankruptcy case. The Debtor also agrees to pay $2,000 per month commencing on May 10, 2020 as an additional retainer. Ted F. Stokes, an attorney at Stokes Law PLLC, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ted F. Stokes, Esq. STOKES LAW PLLC Logan/Cache Valley 2072 North Main, Suite 102 North Logan, Utah 84341 Telephone: (435) 213-4771 About Premier Home Solutions Premier Home Solutions, LLC, offers residential construction and home renovation services. Headquartered in Herriman, Utah, the Company sought Chapter 11 protection (Bankr. D. Utah Case No. 20-22160) on April 6, 2020. The petition was signed by Bryan W. Lund, its manager. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and estimated liabilities of the same range. The Hon. William T. Thurman oversees the case. The Debtor tapped Ted F. Stokes, Esq., and the law firm of Stokes Law PLLC as its general bankruptcy counsel. PREMIER POWER: Taps Eric A. Liepins PC as Counsel ------------------------------------------------- Premier Powertrain, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Eric A. Liepins and the law firm of Eric A. Liepins, P.C. as counsel. The firm will provide these services in connection with the Debtor's Chapter 11 case: (a) orderly liquidate the assets; (b) reorganize the claims of the estate; and (c) determine the validity of claims asserted in the estate. The firm has been paid a retainer of $5,000. The firm will be paid at these hourly rates: Eric A. Liepins $275 Paralegals and Legal Assistants $30-$50 Eric A. Liepins, a sole shareholder with the law firm of Eric A. Liepins, P.C., disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Eric A. Liepins, Esq. ERIC A. LIEPINS P.C. 12770 Coit Road, Suite 1100 Dallas, TX 75251 Telephone: (972) 991-5591 Facsimile: (972) 991-5788 E-mail: eric@ealpc.com About Premier Powertrain, LLC Premier Powertrain, LLC is an auto parts manufacturer based in Dallas, Texas. The company filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 20-30876) on March 13, 2020. The petition was signed by Duyen Phan, its managing member. The Debtor hired as Eric A. Liepins and the law firm of Eric A. Liepins, P.C. as its counsel. PRESTIGE EMS: Hiring Carl M. Barto as Chapter 11 Counsel -------------------------------------------------------- Prestige EMS, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Carl M. Barto of Law Office of Carl M. Barto as its bankruptcy counsel. The Debtor desires to employ Carl M. Barto to render professional bankruptcy services in connection with its Chapter 11 case. "I practice as a sole practitioner with my wife, Maria Lilia C. Barto, who is also an attorney licensed to practice law by the State of Texas," Mr. Barto disclosed in an affidavit filed together with the application. "I have been admitted to practice law before the United States District Court for the Southern District of Texas since May 11, 1981. I am assisted in my practice by a paralegal, Monica Milera. I practice law under the name of Law Office of Carl M. Barto. My office for the practice of law is at 817 Guadalupe, Laredo, Texas 78040." Carl M. Barto of Law Office of Carl M. Barto, attests that neither he nor his wife represents any interest adverse to the Debtor(s) or the estate in any matters upon which he is to be engaged for the Debtor(s), and his employment would be in the best interest of this estate. Mr. Barto and his wife charge $350.00 an hour for their services. Rosa Monica Milera, a paralegal, charges $90.00 an hour. The firm can be reached through: Carl M. Barto, Esq. LAW OFFICE OF CARL M. BARTO 817 Guadalupe Laredo, TX 78040 Telephone: (956) 725-7500 Facsimile: (956) 722-6739 About Prestige EMS Prestige EMS, LLC, is a Laredo, Texas-based ambulance service provider, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 20-50044) on March 13, 2020. At the time of the filing, Debtor disclosed assets of between $100,001 and $500,000 and liabilities of the same range. Judge David R. Jones oversees the case. Carl M. Barto, Esq., at the Law Offices of Carl M. Barto, is the Debtor's legal counsel. PROAMPAC PG: Bank Debt Trades at 25% Discount --------------------------------------------- Participations in a syndicated loan under which Proampac PG Borrower LLC is a borrower were trading in the secondary market around 75 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD215 million term loan is scheduled to mature on October 18, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. PROCERA I LP: S&P Alters Outlook to Negative, Affirms 'B-' ICR -------------------------------------------------------------- S&P Global Ratings revised its outlook on Procera I L.P. (Sandvine's topco and the audited entity in the structure) to negative from stable and affirmed its 'B-' issuer credit rating. S&P also affirmed its 'B-' issue-level rating on the company's revolving credit facility and first-lien term loan, and its 'CCC+' issue-level rating on the company's second-lien term loan. "The outlook revision to negative is driven by our view that Sandvine will face near-term challenges in converting its deals due to ongoing macroeconomic weakness and weaker financial metrics, with S&P Global Ratings-adjusted leverage increasing to the mid-8x area. While we still expect Sandvine to generate positive free cash flow in fiscals 2019 and 2020 and to have adequate liquidity, we expect financial metrics to deteriorate during 2020. The company is in the middle of a platform pivot, and current work-from-home policies could slow adoption, as new hardware requires to be deployed in-person," S&P said. The negative outlook reflects S&P's view that Sandvine's dependence on large deals and its ongoing transition to a newer hardware and software platform could weaken financial metrics over the near term. "We could lower the rating to 'CCC+' if the company faces sustained revenue declines and free cash flow turns negative. This could happen as a result of delayed telco contracts due to the COVID-19 pandemic. We could also consider a downgrade if total liquidity falls under $40 million, or if we view the covenant cushion as less than adequate," S&P said. "We would revise the outlook to stable if the company generates revenue growth, either through a successful platform pivot or increased demand for its products, and free cash flow to debt is sustained above 2%," the rating agency said. PSP HAULING: To Seek Approval of 45% Plan on May 20 --------------------------------------------------- Judge Kevin R. Huennekens has ordered that the disclosure statement filed by PSP Hauling LLC is conditionally approved. May 13, 2020, is fixed as the last day for filing written acceptances or rejections of the plan. May 20, 2020, is fixed for the hearing on final approval of the disclosure statement and for the hearing on confirmation of the plan. May 13, 2020, is fixed as the last day for filing and serving written objections to the Disclosure Statement and confirmation of the Plan. PSP Hauling LLC has proposed a Chapter 11 plan that provides that general unsecured creditors in Class 7 will receive a distribution of 45% of their allowed claims, to be distributed pro rata in step payments anticipated to commence 30 days from the effective date with the final payment 48 months after the commencement date. Creditors will get monthly payment for $100 for 32 months then $5,211.00 for 16 months. The funds necessary to pay all Claims shall be generated from cash generated by the operations of the Debtor. In the event all claims as provided for hereunder have not been satisfied as of the fifth (5th) anniversary of the Effective Date, then the Debtor shall consent to the orderly liquidation of all remaining assets of the company. A full-text copy of the Disclosure Statement dated April 6, 2020, is available at https://tinyurl.com/w5yh5p9 from PacerMonitor.com at no charge. Counsel for the Debtor: Robert B. Easterling, VSB#15552 2217 Princess Anne Street Suite 100-2 Fredericksburg, Virginia 22401-3359 Tel: (540) 373-5030 Fax: (540) 373-5234 E-mail: eastlaw@easterlinglaw.com About PSP Hauling PSP Hauling LLC filed a voluntary Chapter 11 petition (Bankr. E.D. Va. Case No. 19-35286) on Oct. 8, 2019. In the petition signed by Sonya Burnetta Brooks, president, the Debtor was estimated to have under $1 million in both assets and liabilities. The Hon. Kevin R. Huennekens oversees the case. The Debtor is represented by Robert B. Easterling, Esq., at the Law Firm of Robert B. Easterling. PUG LLC: Bank Debt Trades at 17% Discount ----------------------------------------- Participations in a syndicated loan under which Pug LLC is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The EUR452 million term loan is scheduled to mature on February 13, 2027. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. PYXUS INTERNATIONAL: Board OKs $2.6M Executive Retention Payments ----------------------------------------------------------------- The Board of Directors of Pyxus International, Inc., based on the recommendation of the Company's Compensation Committee, approved the adoption of an Executive Officer Retention Plan for the benefit of certain of the Company's named executive officers. Participants in the Retention Plan will each receive a one-time retention payment upon entering into a retention agreement with the Company. Under the retention agreements, a participant will be required to repay the full retention payment to the Company in the event that the Company terminates the participant's employment for "cause" or the participant voluntarily resigns without "good reason" (each as defined in the Retention Plan) prior to the expiration of 12 months from the date of the retention payment date. The participating named executive officers and the amount of each respective cash retention payment are set forth in the table below. Retention Name/Title Payment Amount ---------- -------------- J. Pieter Sikkel President & Chief Executive Officer $1,088,000 Joel L. Thomas Executive Vice President and Chief Financial Officer $553,000 William L. O'Quinn, Jr. Senior Vice President and Chief Legal Officer $345,000 Tracy G. Purvis Executive Vice President - Business Services $330,000 Laura D. Jones Senior Vice President – Human Resources $290,000 About Pyxus International, Inc. Pyxus International Inc. -- http://www.pyxus.com/-- is a global agricultural company with 145 years' experience delivering value-added products and services to businesses, customers and consumers. Pyxus reported a net loss of $71.17 million for the year ended March 31, 2019, compared to net income of $51.91 million for the year ended March 31, 2018. As of March 31, 2019, the Company had $1.86 billion in total assets, $1.67 billion in total liabilities, and $192.02 million in total stockholders' equity. * * * As reported by the TCR on April 24, 2020, Moody's Investors Service downgraded Pyxus International, Inc.'s Corporate Family Rating to Ca from Caa2. The downgrade reflects the company's continued weakening liquidity position, delay in refinancing its maturities and with monetizing a portion of its FIGR business (cannabis), proceeds of which were expected to repay debt. S&P Global Ratings lowered its issuer credit rating on U.S.-based tobacco leaf merchant Pyxus International Inc. to 'CCC-' from 'CCC', the TCR reported on April 14, 2020. The downgrade reflects increased refinancing risk as a result of near-term debt maturities, for which an orderly refinancing appears unlikely due to the current economic disruption caused by the COVID-19 pandemic. QUORUM HEALTH: Seeks to Hire McDermott Will as Counsel ------------------------------------------------------ Quorum Health Corporation, and its debtor-affiliates, seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ McDermott Will & Emery LLP, as counsel to the Debtors. Quorum Health requires McDermott Will to: a. advise the Debtors with respect to their powers and duties as debtors-in-possession in the continued management and operation of their business and properties; b. advise and consult on the conduct of these chapter 11 cases, including all of the legal and administrative requirements of operating in chapter 11; c. attend meetings and negotiating with representatives of the Debtors' creditors and other parties in interest; d. take all necessary actions to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defending any action commenced against the Debtors, and representing the Debtors in negotiations concerning litigation in which the Debtors are involved, including objections to claims filed against the Debtors' estates; e. prepare pleadings in connection with these chapter 11 cases, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtors' estates; f. advise the Debtors in connection with any potential sale of assets; g. appear before the Court and any appellate courts to represent the interests of the Debtors' estates; h. advise the Debtors regarding tax matters; i. advise the Debtors regarding insurance and regulatory matters; j. take any necessary action on behalf of the Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a chapter 11 plan and all documents related thereto; and k. perform all other necessary legal services for the Debtors in connection with the prosecution of these chapter 11 cases, including: (i) analyzing the Debtors' leases and contracts and the assumption and assignment or rejection thereof; (ii) analyzing the validity of liens against the Debtors; and (iii) advising the Debtors on corporate and litigation matters. McDermott Will will be paid at these hourly rates: Partners $995 to $1,630 Associates $605 to $995 Paraprofessionals $130 to $645 On December 31, 2019, the Debtors paid McDermott Will the amount of $400,000 to McDermott. McDermott Will will also be reimbursed for reasonable out-of-pocket expenses incurred. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: McDermott Will's current hourly rates for matters related to the Chapter 11 cases range as follows: Partners, $995-$1,630; Associates, $605-$995; Paraprofessionals, $130-$645. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: Yes, pursuant to the DIP Order, professionals proposed to be retained by the Debtors are required to provide weekly estimates of fees and expenses incurred in these chapter 11 cases. Felicia Gerber Perlman, partner of McDermott Will & Emery 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. McDermott Will can be reached at: Felicia Gerber Perlman, Esq. Bradley Thomas Giordano, Esq. Megan Preusker, Esq. MCDERMOTT WILL & EMERY LLP 444 West Lake Street Chicago, IL 60606-0029 Tel: (312) 372-2000 Fax: (312) 984-7700 E-mail: fperlman@mwe.com bgiordano@mwe.com mpreusker@mwe.com About Quorum Health Corporation Headquartered in Brentwood, Tennessee, Quorum Health (NYSE: QHC) -- http://www.quorumhealth.com/-- is an operator of general acute care hospitals and outpatient services in the United States. Through its subsidiaries, the Company owns, leases or operates a diversified portfolio of 24 affiliated hospitals in rural and mid-sized markets located across 14 states with an aggregate of 1,995 licensed beds. The Company also operates Quorum Health Resources, LLC, a leading hospital management advisory and consulting services business. Quorum Health incurred net losses attributable to the Company of $200.25 million in 2018, $114.2 million in 2017, and $347.7 million in 2016. As of Sept. 30, 2019, Quorum Health had $1.52 billion in total assets, $1.72 billion in total liabilities, $2.27 million in redeemable non-controlling interest, and a total deficit of $203.36 million. On April 7, 2020, Quorum Health Corporation and 134 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10766) to seek confirmation of a pre-packaged plan. McDermott Will & Emery LLP and Wachtell, Lipton, Rosen & Katz are serving as the Company's legal counsel, MTS Health Partners, L.P. is serving as its financial advisor and Alvarez & Marsal North America, LLC. is serving as restructuring advisor. Epiq Corporate Restructuring, LLC, is the claims agent, maintaining the Web site https://dm.epiq11.com/Quorum. QUORUM HEALTH: Unsecureds Owed $260M Unimpaired in Plan ------------------------------------------------------- Quorum Health Corporation and certain of its direct and indirect subsidiaries field a Disclosure Statement in support of their Joint Prepackaged Chapter 11 Plan of Reorganization. The restructuring transactions under the Plan provide for a comprehensive restructuring of claims against and interests in the Debtors, de-leverage the Company's capital structure, preserve the going-concern value of the Debtors' businesses, maximize recoveries available to all constituents, provide for an equitable distribution to the Debtors' stakeholders, and protect the jobs of the Debtors’ employees. More specifically, the restructuring transactions provide, among other things, that: * All Allowed Administrative Claims, Allowed Priority Tax Claims, Allowed Other Secured Claims, and Allowed Other Priority Claims shall be paid in full in cash or receive such other treatment that renders such Claims Unimpaired. * Each Allowed DIP Claim shall be paid in full in cash. * The Holders of all Allowed ABL Claims shall receive indefeasible payment in full in Cash of such Allowed ABL Claims. * Each Holder of an Allowed First Lien Loan Claim shall receive such Holder's pro rata share of (a) the First Lien Loan Claims Paydown Amount; and (b) the Exit Facility. First lien lenders owed $785,336,316 will recover 100%. * Each Holder of an Allowed Senior Notes Claim shall receive such Holder's pro rata share of (a) 100% of the New Common Stock, subject to dilution by New Common Stock issued pursuant to (i) the New Common Equity Raise; (ii) the Equity Investment Commitment Premium; and (iii) the MIP; and (b) the QHC Litigation Trust Interests. Holders of Class 5 Senior Notes Claims totaling $400,000,000 will recover 9.5%. * All outstanding and undisputed General Unsecured Claims will be Unimpaired by the restructuring unless otherwise agreed to by the Holder of such General Unsecured Claim. Class 6 General Unsecured Claims totaling $260,000,000 will recover 100%. A full-text copy of the Disclosure Statement dated April 8, 2020, is available at https://tinyurl.com/wooe8ox from PacerMonitor.com at no charge. Counsel to the Debtors: Felicia Gerber Perlman Bradley Thomas Giordano Megan M. Preusker MCDERMOTT WILL & EMERY LLP 444 West Lake Street Chicago, Illinois 60606-0029 Telephone: (312) 372-2000 Facsimile: (312) 984-7700 - and - David R. Hurst MCDERMOTT WILL & EMERY LLP The Nemours Building 1007 North Orange Street, 4th Floor Wilmington, Delaware 19801 Telephone: (302) 485-3900 Facsimile: (302) 351-8711 About Quorum Health Corporation Headquartered in Brentwood, Tennessee, Quorum Health (NYSE: QHC) -- http://www.quorumhealth.com/-- is an operator of general acute care hospitals and outpatient services in the United States. Through its subsidiaries, the Company owns, leases or operates a diversified portfolio of 24 affiliated hospitals in rural and mid-sized markets located across 14 states with an aggregate of 1,995 licensed beds. The Company also operates Quorum Health Resources, LLC, a leading hospital management advisory and consulting services business. Quorum Health incurred net losses attributable to the Company of $200.25 million in 2018, $114.2 million in 2017, and $347.7 million in 2016. As of Sept. 30, 2019, Quorum Health had $1.52 billion in total assets, $1.72 billion in total liabilities, $2.27 million in redeemable non-controlling interest, and a total deficit of $203.36 million. On April 7, 2020, Quorum Health Corporation and 134 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10766) to seek confirmation of a pre-packaged plan. McDermott Will & Emery LLP and Wachtell, Lipton, Rosen & Katz are serving as the Company's legal counsel, MTS Health Partners, L.P. is serving as its financial advisor and Alvarez & Marsal North America, LLC. is serving as restructuring advisor. Epiq Corporate Restructuring, LLC, is the claims agent, maintaining the Web site https://dm.epiq11.com/Quorum. RECESS HOLDINGS: Bank Debt Trades at 26% Discount ------------------------------------------------- Participations in a syndicated loan under which Recess Holdings Inc is a borrower were trading in the secondary market around 74 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD145 million term loan is scheduled to mature on September 29, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. RED LOBSTER: Bank Debt Trades at 27% Discount --------------------------------------------- Participations in a syndicated loan under which Red Lobster Management LLC is a borrower were trading in the secondary market around 73 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD380 million term loan is scheduled to mature on July 28, 2021. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. RELGOLD LLC: Taps Sperber Deneberg Kahan as Litigation Counsel -------------------------------------------------------------- Relgold LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Sperber Deneberg Kahan, P.C. as its special landlord/tenant litigation counsel, nunc pro tunc to the March 1, 2020. The Debtor desires to hire Sperber Deneberg Kahan as special landlord/tenant counsel to assist in the collection of rent due to the Debtor because some of its tenants have defaulted in their obligation to pay rent. The firm will apply to the Court for allowance of compensation and reimbursement of expenses in accordance with the applicable provisions of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure and Orders of the Court. The firm did not receive a pre- or post-petition retainer from the Debtor. The firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code and as required by Section 327(e). The firm may be reached at: SPERBER DENEBERG KAHAN P.C. 48 W 37th St New York, NY 10018 About Relgold LLC Relgold LLC classifies its business as Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). Relgold filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 19-12318) on July 18, 2019. In the petition signed by Leonard Goldberg, its managing member, the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. Dawn Kirby, Esq. at Kirby Aisner & Curley LLP serves as the Debtor's counsel. RESTAURANT TECHNOLOGIES: Bank Debt Trades at 17% Discount --------------------------------------------------------- Participations in a syndicated loan under which Restaurant Technologies Inc is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD100 million term loan is scheduled to mature on October 1, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S REVERE POWER: Bank Debt Trades at 18% Discount ---------------------------------------------- Participations in a syndicated loan under which Revere Power LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD445 million term loan is scheduled to mature on March 29, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. REVERE POWER: Bank Debt Trades at 18% Discount ---------------------------------------------- Participations in a syndicated loan under which Revere Power LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD70 million termloan is scheduled to mature on March 29, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. REVLON CONSUMER: Extends Maturity of Revolving Facility to May 17 ----------------------------------------------------------------- Revlon Consumer Products Corporation, the direct wholly-owned operating subsidiary of Revlon, Inc., Revlon and certain of their subsidiaries entered into Amendment No. 3 of Products Corporation's asset-based revolving credit agreement with Citibank, N.A., acting as administrative agent, collateral agent, issuing lender, local fronting lender and swingline lender and the other issuing lenders in respect of Products Corporation's existing senior secured asset-based revolving credit facility. Pursuant to the terms of Amendment No. 3, the maturity date applicable to $36.3 million of loans and commitments under the $41.5 million senior secured first in, last out Tranche B of the Existing Revolving Credit Facility was extended from April 17, 2020 to May 17, 2020. The remaining approximately $5.2 million of FILO Tranche loans or commitments were repaid or terminated on the Closing Date. The Existing Revolving Credit Agreement permits restricted payments subject to certain conditions and limitations. Amendment No. 3 prohibits any restricted payments from the Closing Date until the earlier of the Extended Maturity Date and the date the FILO Tranche is terminated and repaid or refinanced in full, subject to certain exceptions for intercompany restricted payments. The Existing Revolving Credit Agreement also permits Products Corporation and its restricted subsidiaries to incur additional debt, make investments or restricted payments, dispose of assets or prepay junior lien indebtedness, provided that certain "payment conditions" are satisfied. Amendment No. 3, among other things, prohibits such actions made in reliance on the payment conditions (other than investments) from the Closing Date until the earlier of the Extended Maturity Date and the date the FILO Tranche is terminated and repaid or refinanced in full. In addition, Amendment No. 3 increases the applicable interest margin for the FILO Tranche by 0.75%, subject to a LIBOR floor of 0.75%. About Revlon Revlon, Inc. (together with its subsidiaries) conducts its business exclusively through its direct wholly-owned operating subsidiary, Revlon Consumer Products Corporation, and its subsidiaries. The Company manufactures, markets and sells an extensive array of beauty and personal care products worldwide, including color cosmetics; fragrances; skin care; hair color, hair care and hair treatments; beauty tools; men's grooming products; anti-perspirant deodorants; and other beauty care products. Revlon Inc. and its subsidiaries reported a net loss of $157.7 million for the year ended Dec. 31, 2019, compared to a net loss of $294.2 million for the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had $2.98 billion in total assets, $956.9 million in total current liabilities, $2.90 billion in long-term debt, $181.2 million in long-term pension and other post-retirement plan liabilities, $157.5 million in other long-term liabilities, and a total stockholders' deficiency of $1.22 billion. * * * As reported by the TCR on April 8, 2020, Moody's Investors Service downgraded Revlon Consumer Products Corporation's Corporate Family Rating to Caa3 from Caa1. The downgrade reflects Revlon's unsustainably high financial leverage that Moody's estimates at about 11x debt-to-EBITDA, negative free cash flow and high reliance on discretionary spending, Revlon's largest categories include mass color cosmetics and celebrity fragrances (about 60% of sales). RITCHIE BROS: S&P Alters Outlook to Negative, Affirms 'BB+' ICR --------------------------------------------------------------- S&P Global Ratings revised its outlook on Burnaby, B.C.-based Ritchie Bros. Auctioneers Inc. (RBA) to negative from stable, and affirmed its 'BB+' issuer credit rating on the company. "We expect operating disruptions related to COVID-19 to result in weaker-than-expected credit measures. The negative outlook primarily reflects our expectation that reduced auction activity in 2020 due to the COVID-19 pandemic will likely result in credit measures weaker than previously expected. The length and severity of the pandemic on RBA's operations is unclear, but we believe the company's earnings and cash flow could significantly decline this year. As a result, we believe adjusted debt-to-EBITDA could exceed our 2.5x downgrade trigger. Given the nature of RBA's operations, the company typically receives cash shortly after it sells equipment at an auction and might not remit the sale proceeds (net of commissions and fees) to the consignor for another couple of weeks. As a result, we assume a large portion of unrestricted cash held by the company is required for working-capital needs and could decline if sales do not recover in a meaningful way later this year," S&P said. "S&P Global Economics forecasts a sharp rebound in global GDP growth in 2021. In our view, this could lead to a recovery in RBA's financial results, notably from increased live auction attendance. RBA could also see a short-term benefit from auctioning equipment owned by companies that are forced to liquidate or downsize due to weak market conditions, particularly in the energy sector. Even with this disruption, we expect RBA will continue to generate positive annual free operating cash flow (FOCF), with adjusted FOCF-to-debt of more than 20%. Our base-case scenario assumes the company pays an annual dividend of a little more than US$80 million, which leaves less annual cash flow generation for debt repayment. However, we believe the company could cut its dividend to soften the effects of weaker earnings and operating cash flow generation on its balance sheet," the rating agency said. The negative outlook primarily reflects S&P's expectation for RBA to generate weaker than previously expected credit measures, directly related to the impact of COVID-19 on its earnings and cash flow this year. The length and severity of the disruptions related to COVID-19 and their effects on RBA's operations are unknown, but S&P believes the company's leverage could exceed its downgrade trigger of adjusted debt-to-EBITDA above 2.5x. "We could lower our issuer credit rating on RBA within the next 12 months if we expect adjusted debt-to-EBITDA well above 2.5x in 2020 with poor prospects of returning below 2.5x in 2021. This could occur if 2020 earnings and cash flow generation are weaker than we expect with a slower recovery next year," S&P said. "We could revise our outlook on RBA to stable within the next 12 months if we see a recovery well underway by the end of this year with earnings and cash flow generations trending in line with our expectation. This could give us more conviction that the company could sustain adjusted debt-to-EBITDA below 2.5x beyond 2020," S&P said. ROBERT ALLEN: Hires Keller Williams as Real Estate Agent -------------------------------------------------------- Robert Allen Auto Group, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Idaho to employ Keller Williams Realty East Idaho, as real estate agent to the Debtor. Robert Allen requires Keller Williams to market and sell the Debtor's real property located at Bannock County. Keller Williams will be paid a commission of 6% of the purchase price. Greg Johnston, agent of Keller Williams Realty East Idaho, 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. Keller Williams can be reached at: Greg Johnston KELLER WILLIAMS REALTY EAST IDAHO 3525 Merlin Drive Idaho Falls, ID 83404 Tel: (208) 529-8888 About Robert Allen Auto Group Robert Allen Auto Group, Inc., is a dealer of automobiles based in Pocatello, Idaho. Robert Allen Auto Group filed a Chapter 11 petition (Bankr. D. Idaho Case No. 20-40163) on March 2, 2020. In the petition signed by Robert Allen, president, the Debtor disclosed $4,312,279 in assets and $2,097,927 in liabilities. Steven L. Taggart, Esq., at MAYNES TAGGART PLLC, serves as bankruptcy counsel to the Debtor. ROVIG MINERALS: May 5 Hearing on Disclosure Statement ----------------------------------------------------- Judge John W. Kolwe has ordered that the hearing to consider the approval of the disclosure statement filed by Dwayne M. Murray, the Chapter 11 trustee for Rovig Minerals, Inc., will be held at 800 Lafayette Street, 3rd Floor, Courtroom Five, Lafayette, Louisiana on May 5, 2020 at 10:00 a.m. April 28, 2020, is fixed as the last day for filing and serving written objections to the Disclosure Statement. The Trustee's Plan, addresses entitlement to payment of revenues generated from operations plus the net sale proceeds emanating from the sale of assets, together with the establishment of a litigation trust. The sale will be pursuant to a Court-approved auction process that allows for competition and a transparent market test. The Trustee's Plan proposes to treat claims as follows: * Class 1a consists of priority non-tax claims and Class 1b consists of priority tax claims. Based on the now-past Bar Date, the Trustee believes these claims are negligible and will be paid in full from existing Cash from operations. * Class 2 consists of the oil and gas liens against the Libby & Blouin leases and wellbore, estimated to aggregate approximately $2.1 million. Based on the Stalking Horse bid, the value allocation made by Golden Hawk, the proportionate share of the Allocable Costs, as reduced to equal the Trustee Surcharge and the Trustee’s “best guess”, Class 2 will be paid at least 60% of its principal balance due. * Class 3 consists of the oil and gas liens against the Morvant #1 leases and wellbore, estimated to aggregate approximately $30,000. Based on the Stalking Horse bid, the value allocation made by Golden Hawk, the proportionate share of the Allocable Costs, as reduced to equal the Trustee Surcharge and the Trustee's "best guess", Class 3 will be paid at least 44% of its principal balance due. * Class 4 consists of the oil and gas liens against the Morvant #2 leases and wellbore, estimated to aggregate approximately $30,000. Based on the Stalking Horse bid, the value allocation made by Golden Hawk and the Trustee's "best guess", Class 4 will be paid 100% of its principal balance due. * Class 5 consists of the oil and gas liens against the Bordelon Ranch leases and wellbore, estimated to aggregate approximately $5.24 million. Based on the Stalking Horse bid, the value allocation made by Golden Hawk, the proportionate share of the Allocable Costs, as reduced to equal the Trustee Surcharge and the Trustee's "best guess", Class 5 will be paid at least 20% of its principal balance due. * Class 6 consists of the oil and gas liens against the Peltier #2 leases and wellbore, estimated to aggregate approximately $177,000. Based on the Stalking Horse bid, the value allocation made by Golden Hawk, the proportionate share of the Allocable Costs, as reduced to equal the Trustee Surcharge and the Trustee's "best guess", Class 6 will be paid at least 44.5% of its principal balance due. * Class 7 consists of General Unsecured Claims, including any deficiency claims of holders of claims in Classes 2 to 6 and 8. Upon consummation of the confirmed plan, holders of allowed Class 7 claims shall exchange their claims for status as a beneficiary of the Litigation Trust, entitled to a pro rata share of any Net Litigation Trust Proceeds distributed to beneficiaries. * Class 8 consists of holders of potential plugging and abandoning claims against the Estate. In exchange for a waiver of any potential Administrative Expense Claim, holders of Allowed Class 8 Claims shall share Pro Rata in recovery by the Litigation Trust on the Golden Hawk Note. The owners of stock in Rovig Minerals, Inc. and the membership interests in Rovig Minerals, LLC of MT are classified in Class 9. These interests shall be terminated and will receive nothing under the Plan. The Trustee has determined, in his business judgment, that the Stalking Horse has the financial wherewithal to consummate the transaction. A full-text copy of the First Amended Disclosure Statement dated April 6, 2020, is available at https://tinyurl.com/yx8587bm from PacerMonitor.com at no charge. About Rovig Minerals Rovig Minerals, Inc. -- http://www.rovigminerals.com/-- was founded in 1980 in Billings, Mont., to pursue exploration and development of mineral, oil and gas projects around the world. On Sept. 25, 2019, creditors FDF Energy Services LLC, Tri-City Services Inc., Oil Country Tubular Corp., DH Rock Bit Inc., Aldonsa Inc. filed an involuntary Chapter 11 petition against the Debtor (Bankr. W.D. La. Case No. 19-51133). The creditors are represented by Michael A. Crawford, Esq., at Taylor, Porter, Brooks & Phillips. On Oct. 18, 2019, the Debtor and the Petitioning Creditors signed a joint stipulation to convert the involuntary to a voluntary chapter 11 and for entry of a consent order for relief pursuant to 11 U.S.C. Sec. 303(h)(1). The case is assigned to Judge John W. Kolwe. The Debtor tapped H. Kent Aguillard, Esq., and Caleb Aguillard, Esq., as its bankruptcy attorneys. Rovig operated as a debtor in possession for a short period of time before Dwayne M. Murray was appointed as the chapter 11 trustee on Dec. 3, 2019. Counsel to the Trustee: Michael A. Crawford TAYLOR, PORTER, BROOKS & PHILLIPS, L.L.P. P.O. Box 2471, Baton Rouge, LA 70821-2471 450 Laurel Street, 8th Floor, Baton Rouge, LA 70801 Tel: (225) 387-3221 Fax: (225) 346-8049 S & B CONSTRUCTION: Hires Ryan J. Richmond as Attorney ------------------------------------------------------ S & B Construction Group of LA LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Louisiana to employ Ryan J. Richmond of the Richmond Law Firm, LLC as attorney. The Debtor desires to employ Mr. Richmond and his firm to give legal advice with respect to the Debtor's powers and duties as a debtor-in-possession and to perform all legal services for the Debtor which may be necessary. Richmond received in trust a retainer in the amount of $3,000. For pre-bankruptcy services, Richmond agreed to accept $1,283 and the balance of the retainer, $1,717, represents the Chapter 11 filing fee. Richmond has agreed to an hourly rate of $300, subject to Court approval. The firm can be reached through: Ryan J. Richmond, Esq. RICHMOND LAW FIRM LLC 17732 Highland Road, Suite G-228 Baton Rouge, LA 70810 Telephone: (225) 572-2819 Facsimile: (225) 286-3046 E-mail: ryan@rjrichmondlaw.com About S & B Construction Group of LA LLC S & B Construction Group of LA LLC is a firm that specializes in construction management and general contracting services based in Prairieville, Louisiana. S & B Construction Group sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. La. Case No. 20-10267) on March 16, 2020. The petition was signed by Cade Brown, its manager. At the time of the filing, the Debtor disclosed estimated assets of between $500,001 to $ 1 million and estimated liabilities of between $100,001 to $500,000. The Debtor hired Ryan J. Richmond of the Richmond Law Firm, LLC as its attorney. SALLY BEAUTY: S&P Rates $300MM Senior Secured Second-Lien Notes BB- ------------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue-level rating and '3' recovery rating to Denton, Texas-based beauty supply retailer and distributor Sally Beauty Holdings Inc.'s (SBH) proposed $300 million senior secured second-lien notes. The '3' recovery rating indicates S&P's expectation for meaningful (50%-70%; rounded estimate: 55%) recovery in the event of a payment default or bankruptcy. At the same time, S&P lowered its issue-level rating on the company's existing senior unsecured notes to 'B' from 'BB-' and revised its recovery rating to '6' from '4'. The '6' recovery rating indicates S&P's expectation for negligible (0%-10%; rounded estimate: 0%) recovery in the event of a payment default or bankruptcy. S&P's 'BB+' issue-level rating and '1' recovery rating on SBH's senior secured term loan B are unchanged. The proposed notes will be secured by a second-lien priority claim on the company's assets. SBH is also upsizing its asset-based lending (ABL) facility by $100 million (from $500 million to $600 million) and adding a $20 million first-in, last-out (FILO) term loan. In S&P's view, the transaction will bolster the company's liquidity position and increase its financial flexibility during a period of considerable uncertainty. Pro forma for the leverage-neutral transaction, SBH will have about $700 million of cash on its balance sheet. The negative outlook reflects S&P's view that the company's fiscal-year 2020 earnings prospects are weaker due to the coronavirus pandemic and associated temporary store closures. ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- S&P affirmed its 'BB+' issue-level rating on SBH's senior secured term loan B due July 2024, which comprises a $550 million variable-rate tranche and a $300 million fixed-rate tranche. The '1' recovery rating remains unchanged, indicating its expectation for very high (90%-100%; rounded estimate: 95%) recovery in the event of a payment default. -- S&P assigned its 'BB-' issue-level rating and '3' recovery rating (50%-70%; rounded estimate: 55%) to the company's proposed $300 million senior secured second-lien notes. -- S&P lowered its issue-level rating on SBH's senior unsecured credit facilities, which comprise $200 million of senior notes due November 2023 and $750 million of senior notes due December 2025, to 'B' from 'BB-' and revised S&P's recovery rating to '6' from '4'. The '6' recovery rating indicates its expectation for negligible (0%-10%; rounded estimate: 0%) recovery in the event of a payment default or bankruptcy. -- S&P's recovery analysis considers that, in a hypothetical bankruptcy scenario, the senior secured term loan B lenders would benefit from the value it attributes to the company in its simulated bankruptcy/emergence scenario, excluding estimated administrative expenses and other priority claims (primarily ABL revolver-related claims). -- S&P's simulated default scenario contemplates a default occurring in 2024 due to a combination of factors, including a protracted economic decline that leads to reduced consumer spending, increased competitive pressure, and the failure of the company's merchandising strategies and store initiatives. This would substantially erode its revenue and earnings. -- S&P's simulated default scenario assumes that SBH would reorganize as a going concern to maximize its lenders' recovery prospects. S&P applies a 5.5x multiple to its projected emergence-level EBITDA. This multiple is higher than the 5.0x multiple it typically applies to its retail peers to reflect the compasentny's unique market position as the largest beauty supply retailer and distributor with the largest private-label merchandise offering in beauty supplies. Simulated default assumptions -- Simulated year of default: 2024 -- EBITDA at emergence: $250 million -- Implied enterprise value multiple: 5.5x -- Gross enterprise value at emergence: $1.4 billion Simplified waterfall -- Net enterprise value at default (after 5% administrative costs): $1.3 billion -- ABL revolver and FILO claims*: $424 million -- Senior secured term loan B claims*: $703 million -- Recovery expectations: 90%-100% (rounded estimate: 95%) -- Senior secured second-lien note claims*: $312 million -- Recovery expectations: 50%-70% (rounded estimate: 55%) -- Senior unsecured note claims*: $910 million -- Recovery expectations: 0%-10% (rounded estimate: 0%) *All debt claims include six months of prepetition interest. SAVE MONEY AND RETAIN: Hires Kling Law as Special Counsel --------------------------------------------------------- Save Money and Retain Temperature, LLC, seeks authority from the U.S. Bankruptcy Court for the Middle District of Florida to employ Kling Law, P.A., as special counsel to the Debtor. The Debtor is a general contractor specializing in disaster/hurricane claims whose revenues are generated by settlements with or lawsuits against insurance companies. Currently, there are over 100 such lawsuits filed by the Debtor that remain pending in various state courts. The Debtor filed a Motion for Order Approving Settlements and Related Settlement Distributions that lists various cases against insurance companies that have been settled. Kling Law represented the Debtor in several of those claims. On April 6, 2020, the Bankruptcy Court entered an Order on the Debtor's Motion for Order Approving Settlements and Related Settlement Distributions (the "Settlement Order") whereby the underlying settlements were approved, and a process was established for the approval of distributions already made to law firms. Kling Law will assist the Debtor in relation to the Settlement Order. Kling Law 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. Aaron S. Kling, a partner of Kling Law, P.A., 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. Kling Law can be reached at: Aaron S. Kling, Esq. KLING LAW, P.A. 5117 Memorial Hwy Tampa, FL 33634 Tel: (267) 772-1189 About Save Money Save Money and Retain Temperature, LLC, is a general contractor, focusing on obtaining clients who have insurance claims relating to disasters like hurricanes. It finds the clients, obtains an assignment of their insurance claim, hires attorneys to prosecute claims against the insurance companies, and in the meantime commences repairs on the clients' property generally before any collection of insurance proceeds. The actual repairs are undertaken by a "project manager" and various subcontractors. Save Money and Retain Temperature sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-04090) on April 30, 2019. At the time of the filing, the Debtor was estimated to have assets of between $1 million and $10 million and liabilities of the same range. Santana, Byrd & Jaap, P.A., is the Debtor's bankruptcy counsel. Makris & Mullinax, P.A., and Kling Law, P.A., serve as special counsels. SAVE MONEY AND RETAIN: Hires Makris & Mullinax as Special Counsel ----------------------------------------------------------------- Save Money and Retain Temperature, LLC, seeks authority from the U.S. Bankruptcy Court for the Middle District of Florida to employ Makris & Mullinax, P.A., as special counsel to the Debtor. The Debtor is a general contractor specializing in disaster/hurricane claims whose revenues are generated by settlements with or lawsuits against insurance companies. Currently, there are over 100 such lawsuits filed by the Debtor that remain pending in various state courts. The Debtor filed a Motion for Order Approving Settlements and Related Settlement Distributions that lists various cases against insurance companies that have been settled. Makris & Mullinax represented the Debtor in several of those claims. On April 6, 2020, the Bankruptcy Court entered an Order on the Debtor's Motion for Order Approving Settlements and Related Settlement Distributions (the "Settlement Order") whereby the underlying settlements were approved, and a process was established for the approval of distributions already made to law firms. Makris & Mullinax will assist the Debtor in relation to the Settlement Order. Makris & Mullinax 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. Dean Makris, partner of Makris & Mullinax, P.A., 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. Makris & Mullinax can be reached at: Dean Makris, Esq. MAKRIS & MULLINAX, P.A. 4617 US-19 Port Richey, FL 34652 Tel: (727) 312-5444 About Save Money Save Money and Retain Temperature, LLC, is a general contractor, focusing on obtaining clients who have insurance claims relating to disasters like hurricanes. It finds the clients, obtains an assignment of their insurance claim, hires attorneys to prosecute claims against the insurance companies, and in the meantime commences repairs on the clients' property generally before any collection of insurance proceeds. The actual repairs are undertaken by a "project manager" and various subcontractors. Save Money and Retain Temperature sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-04090) on April 30, 2019. At the time of the filing, the Debtor was estimated to have assets of between $1 million and $10 million and liabilities of the same range. Santana, Byrd & Jaap, P.A., is the Debtor's bankruptcy counsel. Makris & Mullinax, P.A., and Kling Law, P.A., serve as special counsels. SCHUMACHER GROUP: S&P Alters Outlook to Negative, Affirms 'B' ICR ----------------------------------------------------------------- S&P Global Ratings revised its outlook to negative from stable and affirmed its ratings on Integrated emergency department and hospital services provider The Schumacher Group of Delaware Inc., including its 'B' issuer credit rating and senior secured issue-level rating. Weak global macroeconomic conditions sparked by the COVID-19 pandemic could freeze credit markets just as the company looks to refinance its debt. "Given the debt maturity profile, which has a high concentration of debt due in the coming two years, we believe the company faces higher refinancing risk compared to a company with a longer maturity profile. We also consider the current conditions of credit markets, and believe the company is likely to pay higher interest rates when it refinances, decreasing our expectations of the company's cash flow," S&P said. The negative outlook reflects the risk of cash flow deterioration stemming from the economic fallout from COVID-19, combined with expected heightened legal fees, such that S&P could lower the ratings over the next 12 months. The outlook also reflects S&P's view of heightened refinancing risk over the coming year as a material portion of the company's capital structure becomes current. "We would consider lowering our ratings if a material portion of its debt becomes current and we expect the company could face difficulty refinancing its maturities given the tight credit markets stemming from the economic fallout from the coronavirus pandemic. We could also downgrade the company if conditions worsen due to the impact of COVID-19 just as the company faces increased pressure from payors, such that a decline in revenues and profitability would lead to permanently lower cash flow," S&P said. "We could affirm the rating and revise the outlook to stable if we gain confidence that the company will continue to generate revenue growth and significant positive free cash flows, despite the increasing uncertainty due to COVID-19 as well as the expected payor pressure and the company is successfully able to extend its maturity profile," the rating agency said. SEI HOLDINGS: Bank Debt Trades at 18% Discount ---------------------------------------------- Participations in a syndicated loan under which SEI Holdings I Corp is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD128 million term loan is scheduled to mature on March 27, 2022. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. SFP FRANCHISE: Seeks to Hire Omni as Administrative Agent --------------------------------------------------------- SFP Franchise Corporation, and its debtor-affiliates, seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ Omni Agent Solutions, Inc., as administrative agent to the Debtors. SFP Franchise requires Omni to: (a) assist with, among other things, solicitation, balloting, tabulation, and calculation of votes, as well as preparing any appropriate reports, as required in furtherance of confirmation of plans of reorganization; (b) generate an official ballot certification and testify, if necessary, in support of the ballot tabulation results; (c) gather data in conjunction with the preparation, and assist with the preparation, of the Debtors' schedules of assets and liabilities and statements of financial affairs, if any; (d) maintain an electronic filing platform for purposes of filing proofs of claim; (e) generate, provide and assist, if necessary, with claims reports, claims objections, exhibits, claims reconciliation, and related matters; and (f) provide such other claims processing, noticing, solicitation, balloting, distributions, and other administrative services described in the Services Agreement, but not included in the Section 156(c) Application, as may be requested from time to time by the Debtors, the Court, or the clerk of the Court. Omni will be paid at these hourly rates: Analyst $25 to $42 Consultants $55 to $140 Senior Consultants $145 to $165 Solicitation and Equity Services $185 Technology/Programming $29 to $80 Prior to the Petition Date, Omni received a retainer payment of $20,000 from the Debtors. Omni received a pre-petition payment of $8,333.50 from the retainer and holds the balance of $ 11,666.50 as security for the payment of fees and expenses incurred. Omni will also be reimbursed for reasonable out-of-pocket expenses incurred. Paul H. Deutch, executive vice president of Omni Agent Solutions, Inc., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Omni can be reached at: Paul H. Deutch Omni Agent Solutions, Inc. 1120 Avenue of the Americas, 4th Floor New York, NY 10036 Tel: (212) 302-3580 Fax: (212) 302-3820 About SFP Franchise Corporation Schurman Retail Group -- http://www.srgretail.com/-- was founded in 1950 as an importer and wholesaler of fine greeting cards offering its products through wholesale, franchise, retail, and online channels. The first Papyrus store was opened in 1973 in Berkeley, California. Today, the company operates Papyrus, Paper Destiny, and American Greetings/Carlton Cards retail stores. As of the Petition Date, the Company owns and operates 254 retail stores in the United States and Canada and is headquartered in Goodlettsville, Tennessee. SFP Franchise Corporation and Schurman Fine Papers sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-10134) on Jan. 23, 2020. At the time of the filing, the Debtors each had estimated assets of between $10 million and $50 million and liabilities of between $50 million and $100 million. Judge John T. Dorsey oversees the cases. The Debtors tapped Landis Rath & Cobb, LLP as their legal counsel, and Omni Agent Solutions as claims and noticing agent. The U.S. Trustee for Region 3 on Feb. 4, 2020, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of SFP Franchise Corporation and Schurman Fine Papers. SKLAR EXPLORATION: Willkie Farr Represents Fant Energy, 3 Others ---------------------------------------------------------------- In the Chapter 11 cases of Sklar Exploraton Company, LLC and Sklarco, LLC, the law firm of Willkie Farr & Gallagher LLP submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that it is representing Fant Energy Limited, JJS Interests Escambia, LLC, JJS Interests Steele Kings, LLC and JJS Working Interests, LLC. As of April 24, 2020, members of the Creditor Group and their disclosable economic interests are: JJS Interests Escambia, LLC 2001 Kirby Dr. Suite 1110 Houston, TX 77019 * Nature of Claim Against Sklar Exploration: Cash Call Advance * Principal Amount of Prepetition Claim: $20,040.62 JJS Interests Steele Kings, LLC 2001 Kirby Dr. Suite 1110 Houston, TX 77019 * Nature of Claim Against Sklar Exploration: Cash Call Advance * Principal Amount of Prepetition Claim: $29,216.77 JJS Working Interests, LLC 2001 Kirby Dr. Suite 1110 Houston, TX 77019 * Nature of Claim Against Sklar Exploration: Cash Call Advance * Principal Amount of Prepetition Claim: $502,724.80 Fant Energy Limited P.O. Box 55205 Houston, TX 77255 * Nature of Claim Against Sklar Exploration: Cash Call Advance, Working Interest Revenue * Principal Amount of Prepetition Claim: $333,380.46 In April 2020, the Creditor Group retained Willkie to represent them in connection with the Debtors' bankruptcy filing. As of the date hereof, Willkie represents only the Creditor Group in connection with these chapter 11 cases. Each member of the Creditor Group is aware of, and has consented to, Willkie's "group representation" of the Creditor Group. No member of the Creditor Group represents or purports to represent any other entities in connection with these chapter 11 cases. Upon information and informed belief after due inquiry, Willkie does not hold any claim against, or interest in, the Debtors or their estates. Nothing contained in this Verified Statement should be construed as a limitation upon, or waiver of, any rights of any member of the Creditor Group to assert, file and/or amend their claims in accordance with applicable law and any orders entered in these chapter 11 cases. Willkie reserves the right to amend or supplement this Verified Statement as necessary in accordance with Bankruptcy Rule 2019. Counsel to Fant Energy Limited, JJS Interests Escambia, LLC, JJS Interests Steele Kings, LLC and JJS Working Interests, LLC can be reached at: WILLKIE FARR & GALLAGHER LLP Jennifer J. Hardy, Esq. 600 Travis Street Houston, TX 77002 Telephone: 713-510-1700 Facsimile: 713-510-1799 Email: jhardy2@willkie.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://is.gd/j536Rs About Sklar Exploration Company Sklar Exploration Company, LLC -- https://sklarexploration.com/ -- is an independent exploration production company owned and managed by Howard F. Sklar. With offices in Boulder, Colo., Shreveport, La., and Brewton, Ala., Sklar owns interests in oil and gas wells located throughout the United States. Its exploration and production activities have historically focused on the hydrocarbon-rich Lower Gulf Coast basins and in the Interior Gulf Coast basins of East Texas, North Louisiana, South Mississippi, South Alabama, and the Florida Panhandle. Sklar Exploration Company and Sklarco, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Lead Case No. 20-12377) on April 1, 2020. At the time of the filing, Sklar Exploration had estimated assets of between $1 million and $10 million and liabilities of between $10 million and $50 million. Sklarco disclosed assets of between $10 million and $50 million and liabilities of the same range. Judge Elizabeth E. Brown oversees the cases. The Debtors are represented by Kutner Brinen, P.C. SM-T.E.H.: Seeks to Hire Tzadik Properties as Property Manager -------------------------------------------------------------- SM-T.E.H. REALTY 5, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Missouri to hire Tzadik Properties, LLC as its property manager. The Debtor desires to hire Tzadik Properties to oversee and direct, according to its specification, the operation of, maintenance of and repairs to its 174-unit multi-family apartment complex located at 2049 Baroque Court, St. Louis, Missouri. The Debtor claims that the property's prior managers failed to do their jobs which resulted to its cash flow problem and foreclosure sale. The compensation Tzadik Properties will receive, all of which shall be subject to approval by the Court, consists of (a) a basic management fee, with a minimum fee of $5,500 per month, (b) a leasing commission, (c) development management fee, and (d) due diligence and takeover setup fees. Adam Hendry, chief executive officer of Tzadik Properties, LLC, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code and as required by Section 327(a) of the Bankruptcy Code. The firm can be reached through: Adam Hendry Tzadik Properties, LLC 11098 Biscayne Blvd STE 203 Miami, FL 33161-7486 About SM-T.E.H. REALTY 5, LLC SM-T.E.H. Realty 5, LLC, based in Reading, PA, filed a Chapter 11 petition (Bankr. E.D. Mo. Case No. 20-41205) on March 5, 2020. In the petition signed by Michael Fein, manager, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. The Hon. Kathy A. Surratt-States presides over the case. Steven M. Wallace, Esq., at Silver Lake Group, Ltd., serves as bankruptcy counsel. SPIRIT AEROSYSTEMS: S&P Lowers Unsecured Debt Rating to 'B' ----------------------------------------------------------- S&P Global Ratings lowered its issue-level rating on Spirit AeroSystems Inc.'s unsecured debt to 'B'; from 'BB-' and removed the rating from CreditWatch, where S&P placed it with negative implications on March 26, 2020. At the same time, S&P revised its recovery rating on the debt to '6' from '3'. The '6' recovery rating indicates S&P's expectation for negligible recovery (0%-10%; rounded estimate: 5%) in a default scenario. These actions follow the company's issuance of $1.2 billion of second-lien notes, which--due to the increase in its total amount of secured debt—S&P believes reduces the recovery prospects for its unsecured lenders. S&P's issue-level and recovery ratings on Spirit AeroSystems' first- and second-lien debt are unaffected. ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- The company recently issued $1.2 billion of 7.5% second-lien notes due 2025. -- The company's first-lien debt comprises a secured $800 million revolver, a $206 million term loan A, a $250 million delayed draw term loan, and $300 million of notes due 2026. Its capital structure also includes $300 million of floating-rate notes due 2021, $300 million of notes due 2023, and $700 million of notes due 2028, all unsecured. The revolver, term loan A, and delayed draw term loan are unrated. -- The unsecured short-term $375 million delayed draw term loan is no longer available following the sale of the new second-lien notes. -- Other key default assumptions include LIBOR of 2.5% and the revolver is 100% drawn at default. Simulated default and valuation assumptions: -- Simulated year of default: 2024 -- EBITDA at emergence: $458 million -- EBITDA multiple: 5x Simplified waterfall: -- Net enterprise value (after 5% administrative expenses): $2.175 billion -- Obligor/nonobligor split: 85%/15% -- Collateral value available to first-lien secured claims: $2.061 billion -- Estimated first-lien secured claims: $1.497 billion --Recovery expectations: 90%-100% (rounded estimate: 95%) -- Collateral value available to second-lien secured claims: $564 million -- Estimated second-lien secured claims: $1.245 billion --Recovery expectations: 30%-50% (rounded estimate: 45%) -- Collateral value available to unsecured claims: $114 million -- Estimated unsecured claims: $2.008 billion --Recovery expectations: 0%-10% (rounded estimate: 5%) Ratings List Spirit AeroSystems Inc. Issuer Credit Rating BB-/Negative/-- BB-/Negative/-- Spirit AeroSystems Inc. Senior Secured BB+ BB+ Recovery Rating 1(95%) 1(95%) Senior Secured BB- BB- Recovery Rating 4(45%) 4(45%) Ratings Lowered; Recovery Ratings Revised To From Spirit AeroSystems Inc. Senior Unsecured B BB- Watch Neg Recovery Rating 6(5%) 3(60%) STGC HOLDINGS: Rink Listed at $2.4M; Proceeds to Fund Plan ---------------------------------------------------------- STGC Holdings, LLC, filed a Disclosure Statement in support of its Chapter 11 Amended Plan of Liquidation dated March 11, 2020. STGC believes that the Plan, as proposed, is feasible. The overall feasibility of the Plan is premised upon the sale of the Rink. The Rink is in good condition, and holds significantly more value than the liens encumbering it. Accordingly, the Debtor believes the Plan is feasible. The Jean Zamboni Hoisington Trust, which is being jointly administered with the STGC case, will move to dismiss its case, though that dismissal order has not yet entered. The Trust is the 100% shareholder of STGC. STGC owns the Rink at ice rink at 2515 Riverside Parkway, Grand Junction, Colorado, which rink is currently listed for sale for $2.4 million. The Rink is not encumbered by any consensual liens. The Rink is operated by Glacier Ice Arena, LLC, which owns all of the personal property in the Rink, which is valued at $649,825. The Plan provides for the orderly liquidation of the Rink under Chapter 11 of the Bankruptcy Code, in order to pay the creditors in the case. Pursuant to the Plan, STGC will, once the Rink been liquidated, distribute the funds to creditors in conformity with the Bankruptcy Code and the Settlement Agreement between STGC and the Trustees. The Plan treats claims as follows: * The Class 2 Mesa County Treasurer's tax claims will b paid from the net sale proceeds upon the sale of the Rink. The claim will bear interest at the rate of 7% per annum. * Class 3 Trustee Claims of Alison D. Byman, the duly appointed and acting trustee in the J. Koos Chapter 7 case in Texas. The Trustee Claims shall be treated as provided in the Settlement Agreement. In relevant part, the Settlement Agreement provides that the Trustee Claims will be allowed in the sum of $1,400,000, as provided for in the Settlement Agreement; the Class 3 Claim will be paid in full from the Net Sale Proceeds upon the sale of the Rink, by not later than June 1, 2021; prior to the sale of the Rink, the Trust shall make payments to the Trustees as described in the Settlement Agreement and if a closing of the sale of the STGC Assets does not occur by June 1, 2021, STGC and Glacier shall transfer title of the STGC Assets to the Plaintiffs and the Plaintiffs may sell the STGC Assets at any price in their absolute discretion and as otherwise provided herein. * Class 4 Interests in STGC. The interests in STGC shall be cancelled upon the sale of the Rink. A full-text copy of the Amended Disclosure Statement dated April 8, 2020, is available at https://tinyurl.com/uxc7pxk from PacerMonitor.com at no charge. Attorneys for the Debtor: Jonathan M. Dickey Buechler Law Office, L.L.C. 999 18th Street, Suite 1230S Denver, CO 80202 Tel: 720-381-0045 Fax: 720-381-0382 E-mail: jonathan@kjblawoffice.com About STGC Holdings STGC Holdings LLC, based in Grand Junction, CO, filed a Chapter 11 petition (Bankr. D. Colo. Lead Case No. 19-12310) on March 27, 2019. The Hon. Thomas B. McNamara (19-12310) and Hon. Joseph G. Rosania Jr. (19-12311), oversees the cases. The petition was signed by Kathryn Edwards, trustee for the Jean Zamboni Trust, 100% owner of STGC, LLC. In its petition, the Debtors were estimated to have up to $50,000 in assets and $1 million to $10 million in liabilities. Jonathan Dickey, Esq., at Buechler Law Office, L.L.C., serves as bankruptcy counsel. STIPHOUT FINANCE: Bank Debt Trades at 18% Discount -------------------------------------------------- Participations in a syndicated loan under which Stiphout Finance LLC is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD575 million term loan is scheduled to mature on October 26, 2022. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. STRATEGIC MATERIALS: S&P Lowers ICR to 'CCC' on Liquidity Pressure ------------------------------------------------------------------ S&P Global Ratings lowered its issuer credit rating on Houston-based glass and plastic recycling company Strategic Materials Holding Corp.'s (SMI) to 'CCC' from 'CCC+', its issue-level rating on its first-lien credit facilities to 'CCC' from 'CCC+', and its issue-level rating on its second-lien term loan to 'CC' from 'CCC-'. S&P's recovery ratings are unchanged. "We continue to view SMI's capital structure as unsustainable given the company's reliance on external funding to cover cash needs. On Dec. 31, 2019, the company issued a $29.2 million Canadian term loan due in November 2024, which includes a $20 million tranche A and a $9.2 million tranche B. A portion of the proceeds were used to repay the $10 million short-term sponsor loan, with the remaining proceeds held for operating needs, alleviating some near-term liquidity pressure. Notwithstanding the cash infusion, we expect the associated debt service costs will further burden SMI's minimal cash flow generation. We believe this additional debt, combined with headwinds related to the coronavirus pandemic and a U.S. recession limit the company's ability to significantly improve financial performance and generate sufficient cash flow. Therefore, in our view there is an increased likelihood SMI could restructure its debt in a transaction that provides lenders less than originally promised, which could include a renegotiation of its interest payments," S&P said. The negative outlook reflects the risk that the company could underperform S&P's current forecast increasing the likelihood of a default or distressed debt restructuring. "We could lower our rating on SMI if it cannot generate sufficient cash flow, leading to an increased cash burn rate and greater likelihood of a payment default and/or the company pursuing a distressed debt restructuring," S&P said. "We could raise our rating on SMI if it improves cash flow generation and liquidity position such that we no longer believe there is a high probability of a default, distressed exchange, or other form of debt restructuring over the next 12 months. Under this scenario, we would expect the company to generate sufficient internal cash flow to fund operations and maintain an EBITDA cushion under its financial covenant of at least 10%," S&P said. STRUCTURED CABLING: Seeks to Hire Carlos de la Osa as Accountant ---------------------------------------------------------------- Structured Cabling Solutions, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Carlos de la Osa, C.P.A., P.A. as its accountant. The accountant will provide these accounting services in connection with the Debtor's Chapter 11 case: (a) prepare the federal tax return with supporting schedules; (b) prepare the tangible tax return; (c) perform quarterly accounting which entails: (i) inspection of QuickBooks and management prepared financial statements and (ii) bookkeeping entries that they find necessary in connection with preparation of income tax return and proper accrual basis accounting; and (d) compile, from information provided by management, the balance sheet - accrual basis, and the related statements of income - income tax basis, and issue an accountant's report thereon in accordance with Statements and Standards for Accounting and Review Services issued by the American Institute of Certified Public Accountants. The firm's professionals designated to perform services to the Debtor will be paid at these hourly rates: Carlos de la Osa $325 Dominic de la Osa $250 Carlos de la Osa, a Certified Public Accountant and partner with Carlos de la Osa, C.P.A., P.A., disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Carlos de la Osa CARLOS DE LA OSA, C.P.A., P.A. 267 Minorca Ave., Suite 200 Coral Gables, FL 33134 Telephone: (305) 273-1040 Facsimile: (305) 446-0023 About Structured Cabling Solutions Structured Cabling Solutions, Inc. is a telecommunication contractor in Miami Gardens, Florida. Structured Cabling Solutions, Inc. filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-12551) on Feb. 26, 2020. In the petition signed by Syed A. Shah, its president, the Debtor estimated to have $944,176 in assets and $3,273,790 in liabilities. The case is assigned to Judge Robert A. Mark. The Debtor tapped Chad Van Horn, Esq., at Van Horn Law Group Inc. as its counsel and Carlos de la Osa, C.P.A., P.A. as its accountant. SUNCOAST ARCADE: Unsecureds With $225K in Claims to Get $50K ------------------------------------------------------------ Suncoast Arcade, Inc., filed a Plan of Reorganization anda Disclosure Statement. Payments and distributions under the Plan will be funded from future revenues of the Debtor. The Debtor's annual gross revenues as of 2018 was approximately $1.9 million. The Plan proposes to treat claims as follows: * Secured creditors will receive monthly installments for 48 months with interest at the rate of 5%. * Holders of unsecured claims in Class 6, owed $225,000, will receive a pro-rata share of annual payments in the amount of $10,000 over five years (totaling $50,000). Payments will be made in January of each year for five years. * Jon Weaver, owner of 100% of the stock of the Debtor, will retain his equity interests. A full-text copy of the Disclosure Statement dated April 8, 2020, is available at https://tinyurl.com/rmh2l6v from PacerMonitor.com at no charge. Attorney for Debtor: Michael C. Markham JOHNSON, POPE, BOKOR, RUPPEL & BURNS, LLP 401 E. Jackson St., Suite 3100 Tampa, FL 33602 Tel: (813) 225-2500 E-mail: mikem@jpfirm.com About Suncoast Arcade Suncoast Arcade, Inc., manufactures and sells arcade games and pinball machines via the internet through Amazon and other methods. The Company filed a petition under Chapter 11 (Bankr. M.D. Fla. Case No. 19-08674) on Sept. 13, 2019 in Tampa, Florida. JOHNSON POPE BOKOR RUPPEL & BURNS LLP represents the Debtor. SUPERIOR AIR: Case Summary & 30 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Superior Air Charter, LLC 1341 W. Mockingbird Lane Suite 600E Dallas, TX 75247 Business Description: Founded in 2009, Superior Air Charter, LLC -- https://www.jetsuite.com -- operated a charter air carrier. The Debtor is a Delaware LLC with its current headquarters in Dallas, Texas. The Debtor is a Federal Aviation Administration certified Part 135 air charter carrier. Chapter 11 Petition Date: April 28, 2020 Court: United States Bankruptcy Court District of Delaware Case No.: 20-11007 Debtor's Counsel: Evan T. Miller, Esq. Daniel N. Brogan, Esq. Sophie E. Macon, Esq. BAYARD, P.A. 600 North King Street, Suite 400 Wilmington, Delaware 19801 Tel: (302) 655-5000 Fax: (302) 658-6395 E-mail: emiller@bayardlaw.com dbrogan@bayardlaw.com smacon@bayardlaw.com Debtor's Claims & Noticing Agent: STRETTO https://cases.stretto.com/superiorair Estimated Assets: $1 million to $10 million Estimated Liabilities: $50 million to $100 million The petition was signed by Edward T. Gavin, CTP, chief restructuring officer. A copy of the petition is available for free at PacerMonitor.com at: https://is.gd/MYjIFl List of Debtor's 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. NetFlix Suitekey $931,098 121 Albright Way Customer Los Gatos, CA 95032 Email: zlawrence@netflix.com 2. JET Support Services Inc. AC PBH/ $657,597 180 N Stetson, 29th Floor Maintenance Chicago, IL 60601 3. Mary Lee Lewis Suitekey $437,794 9500 S Dadeland Blvd. Customer Miami, FL 33156 Email: keysilver@aol.com 4. Doug Rhymes Suitekey $430,451 78-6805 Kuhinanui Place Customer Kailua-Kona, HI 96747 Email: doug206@mac.com 5. John Traub Suitekey $375,374 5850 Lausanne Drive Customer Reno, NV 89511 Email: johnt@nanotechp.com 6. Joseph C. Nettemeyer Suitekey $358,064 555 E California Ave Customer Sunnyvale, CA 94086 Email: jnettemeyer@valin.com 7. John Danahy Suitekey $349,017 18 South Drive Customer Winchester, NH 03070 Email: jfdanahysc@comcast.net 8. Joel Sugg Suitekey $332,060 PO Box 5069 Customer San Angelo, TX 76902 Email: spssjt@wcc.net 9. SQN Investors Suitekey $330,882 201 Shores Parkway, Customer Suite 242 Redwood City, CA 94065 Tel: 650-489-9100 Email: amish@sqninvestors.com 10. Richard Thalheimer Suitekey $327,577 4895 Paradise Dr Customer Tiburon, CA 94920 Email: pgambs@aol.com 11. Sheila Clancy Suitekey $318,826 303 Taintor Dr. Customer Bridgeport, CT 06890 Email: sheila@clancyct.com 12. Jeff Hawn Suitekey $312,484 4004 Wateredge Dr. Customer Austin, TX 78735 13. Scott Seese Suitekey $309,527 1125 Trinity Ridge Parkway Customer Fort Mills, SC 29715 Email: scottseese@gmail.com 14. Sidney J. Stein III Suitekey $288,003 4 Computer Drive W. Suite 200 Customer Albany, NY 11205 Email: chip1@chip-stein.com 15. Cognizant Technology Suitekey $283,064 Solutions Customer 1418 Laurel Lane Southlake Southlake, TX 76092 16. Advantage Capital Suitekey $281,743 869 Lakeshore Blvd Customer Incline Village, NV 89451 Email: rbrennan@advantagecap.com 17. Todd Germillion Suitekey $280,195 9234 Wickford Dr. Customer Houston, TX 77024 Email: ltoddg@me.com 18. Sarah K. Flug Suitekey $272,228 616 E Hyman Ave Ste 200 Customer Aspen, CO 81611 Email: caty@gulftech.com 19. Textron Aviation Inc. Maintenance- $259,942 1 Cessna Blvd. Legal Claim Wichita, KS 67215 20. Rialm, LLC Suitekey $258,392 2920 Amby Place Customer Hermosa Beach, CA 92054 Email: teresa.r.cowles13@gmail.com 21. Robert Hollman Suitekey $252,720 315 Meigs Rd. Suite A654 Customer Santa Barbara, CA 93109 Email: rhollman@silcom.com 22. Scott Belair Suitekey $250,157 224 Highland Ave Customer Ridgewood, NJ 07450 Email: scottbelair@me.com 23. Michael Ochsman Suitekey $249,017 660 E 6th Street Customer P.O. Box 2948 Ketchum, ID 83346 Email: mochsman@gmail.com 24. Anil Singh Suitekey $243,254 207 Rametto Rd Customer Santa Barbara, CA 93150 Email: singh_a@yahoo.com 25. Victor Linck Suitekey $236,005 3418 Onion Creek Drive Customer Sugarland, TX 77478 26. Severn East Rock, Inc. Suitekey $222,259 1379 Bello Mar Dr Customer Encinitas, CA 92024 27. Charles E. ERB Suitekey $222,139 14404 Parks Rd Customer Harrisville, NY 13648 Email: cerb52@yahoo.com 28. David Van Denburgh Suitekey $221,109 2502 N 27th Ave Customer Phoenix, AZ 85009 Email: david.vanderbugh@americanfence.com 29. Marc Goldberg Suitekey $219,304 24 Fuller St. Customer Edgartown, MA 02539 Email: mgoldberg@mgcapco.com 30. Gary Lieberthal Suitekey $218,738 6034 Briethorn Circle Customer Reno, NV 89511 Email: garylie@aol.com SYNARC-BIOCORE HOLDINGS: Bank Debt Trades at 16% Discount --------------------------------------------------------- Participations in a syndicated loan under which SYNARC-Biocore Holdings LLC is a borrower were trading in the secondary market around 84 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD100 million term loan is scheduled to mature on March 10, 2022. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. TACALA INVESTMENT: Bank Debt Trades at 25% Discount --------------------------------------------------- Participations in a syndicated loan under which Tacala Investment Corp is a borrower were trading in the secondary market around 75 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD140 million term loan is scheduled to mature on February 5, 2028. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. TANK HOLDING: S&P Downgrades ICR to 'B-'; Outlook Negative ---------------------------------------------------------- S&P Global Ratings lowered its ratings on Tank Holding Corp. and its first-lien credit facilities to 'B-' from 'B'. The outlook is negative. The '3' recovery rating on the first-lien debt is unchanged. Softer demand will likely cause Tank's credit metrics to weaken over the next 12 months. As coronavirus containment and mitigation measures continue in nearly all corners of the U.S., S&P Global now forecasts the world's biggest economy will contract 5.3% this year. Tank's products generally last at least several years and represent its customers' capital investment, which S&P expect to weaken. As a result, S&P forecasts somewhat lower revenue and margins in 2020, but Tank's profitability will likely remain above average compared with other rated industrial manufacturers. The negative outlook reflects the high degree of uncertainty in the economic environment and the possibility that S&P could lower its rating on Tank over the next 12 months if end-market demand or operating performance were weaker than it expects, reducing free cash flow and pressuring liquidity. Downside scenario S&P could lower its rating over the next 12 months if it believed free cash flow generation would be lower than it currently forecasts, pressuring liquidity. This could occur if customers delayed fleet replacement for longer than S&P expected or if the recession affected short-cycle industrial and agriculture customers more than it anticipated. Although S&P expects acquisition activity will be limited during the remainder of 2020, it could also lower its rating if acquisition expenditures pressured liquidity. Upside scenario S&P could revise its outlook to stable if economic uncertainty decreased and it believed demand and operating performance would be consistent with its forecast. Under this scenario, S&P would expect Tank to generate good free cash flow and maintain a comfortable liquidity cushion to operate its business normally and finance its growth strategy. TEMPUR SEALY: Moody's Alters Outlook on Ba3 CFR to Negative ----------------------------------------------------------- Moody's Investors Service changed the rating outlook for Tempur Sealy International Inc. to negative from stable. At the same time, Moody's affirmed Tempur Sealy's Corporate Family Rating at Ba3, its Probability of Default Rating at Ba3-PD, and its senior unsecured notes rating at B1. Tempur Sealy's Speculative Grade Liquidity Rating was downgraded to SGL-3 from SGL-2. The rating outlook is negative. The change in the rating outlook to negative from stable reflects Moody's belief that Tempur Sealy's operating performance and operating cash flow will deteriorate over the next 6-12 months. Weak earnings will follow lower discretionary consumer spending due to higher unemployment and reductions in household income. Closures of department store and specialty retail stores, such as Mattress Firm, are also temporarily reducing distribution outlets. Efforts to contain the coronavirus are weakening economic growth globally and add further operating pressure on Tempur Sealy's credit profile. Moody's also highlights the uncertainty over when the overall mattress industry will stabilize. The difficult economic environment presents considerable headwinds to stabilizing earnings and cash flow even with good execution and cost reductions. As a result, Moody's expects financial leverage to increase. In 2019 Tempur Sealy's debt to EBITDA was 3.5x and Moody's estimates that debt to EBITDA will be in excess of 5.0x in 2020. Moody's affirmed the ratings because the company has cushion within expectations for the rating to absorb a moderate increase in leverage. Tempur Sealy also faces no meaningful debt maturities until October 2023 aside from approximately $21 million of required annual term loan amortization. The debt structure provides some flexibility to manage through the cyclical slowdown and thus the opportunity to reduce leverage once consumer spending improves. The downgrade in the Speculative Grade Liquidity Rating to SGL-3 from SGL-2 reflects Moody's view that Tempur Sealy will maintain adequate liquidity in the year ahead. While Moody's expects the company to proactively take steps to reduce expenses and preserve cash, free cash flow will moderate in the next 12 -18 months and the cushion within the net debt-to-EBITDA and EBITDA-to-interest covenants will diminish. This reflects weaker than previously anticipated earnings given lower consumer spending for the remainder of 2020. The following is a summary of Moody's rating actions: Tempur Sealy International Inc. Ratings affirmed: Corporate Family Rating at Ba3; Probability of Default Rating at Ba3-PD; $600 million senior unsecured notes due 2026 at B1 (LGD 5); $450 million senior unsecured notes due 2023 at B1 (LGD 5) Rating downgraded: Speculative Grade Liquidity Rating to SGL-3 from SGL-2 The outlook on all ratings is negative. RATINGS RATIONALE Tempur Sealy's Ba3 CFR reflects its aggressive financial policies, uncertain housing market fundamentals, and high sensitivity to macroeconomic conditions and consumer discretionary spending. Moody's expects financial leverage to meaningfully increase in excess of 5.0x debt to EBITDA over the next year from roughly 3.5x in 2019 reflecting a significant decline in earnings given department store and specialty retail store closures in an attempt to contain the coronavirus, and restrained consumer spending on more expensive discretionary purchases due to higher unemployment. The rating is constrained by the volatility in profitability and cash flows experienced during economic downturns. The rating benefits from the company's strong market position, product innovation and solid brand strength. Tempur Sealy is moderately exposed to environmental, social and governance risks. The company uses, transports, and stores chemicals in its foam manufacturing process. A failure to adhere to environmental regulations and safe practices could result in financial penalties and remediation costs. From a governance standpoint, Tempur Sealy has an aggressive financial policy as demonstrated by its relatively high share repurchases in 2019. Nonetheless, Moody's expects that Temper Sealy will not engage in share buybacks in 2020 as the company deals with the adverse effects of the coronavirus on its operating performance. The majority of Tempur Sealy's board members are independent directors and have extensive consumer product experience. But the Chairman of the Board is also the CEO. Tempur Sealy is a widely held public company. The rapid and widening spread of the coronavirus outbreak, deteriorating global economic outlook, falling oil prices, and asset price declines are creating a severe and extensive credit shock across many sectors, regions and markets. The combined credit effects of these developments are unprecedented. The consumer products sector has been one of the sectors affected by the shock given its sensitivity to consumer demand and sentiment. More specifically, the weaknesses in Tempur Sealy's credit profile, including its exposure to multiple affected countries have left it vulnerable to shifts in market sentiment in these unprecedented operating conditions and the company remains vulnerable to the outbreak continuing to spread. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. Its action in part reflects the impact on Tempur Sealy of the breadth and severity of the shock, and the broad deterioration in credit quality it has triggered. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be downgraded if liquidity deteriorates, operating performance weakens, or if leverage does not decline as Moody's expects once consumer spending recovers. A significant drop in consumer confidence or any material disruption in the housing market could also lead to a downgrade. Debt to EBITDA sustained above 4.0x could also lead to a downgrade. Ratings could be upgraded if Tempur Sealy's operating performance improves and leverage materially decreases for a sustained period. Specifically, ratings could be upgraded if debt to EBITDA approaches 3.0x and the company generates consistently strong free cash flow. The principal methodology used in these ratings was Consumer Durables Industry published in Aptil 2017. Tempur Sealy International Inc.'s develops, manufactures, markets and sells bedding products, including mattresses, foundations and adjustable bases, and other products such as pillows and accessories. Revenue for the publicly-traded company approximates $3.1 billion for the fiscal year ended December 2019. TGG TS: Bank Debt Trades at 17% Discount ---------------------------------------- Participations in a syndicated loan under which TGG TS Acquisition Co is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD360 million term loan is scheduled to mature on December 14, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. THOMPSON PUBLISHING: Bank Debt Trades at 54% Discount ----------------------------------------------------- Participations in a syndicated loan under which Thompson Publishing Group Inc is a borrower were trading in the secondary market around 46 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD100 million term loan matured on January 12, 2014. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. TIERPOINT LLC: Moody's Alters Outlook on B3 CFR to Stable --------------------------------------------------------- Moody's Investors Service has affirmed TierPoint, LLC's B3 corporate family rating and B3-PD probability of default rating, and changed the outlook to stable from negative. The outlook change is based on materially lower debt leverage and improved liquidity following the company's recent full pay down and cancellation of its $220 million second lien term loan and $77 million reduction in revolver outstanding. Proceeds from $250 million of Series A preferred equity and $70 million of Series B preferred equity issued at TierPoint's ultimate parent, Cequel Data Centers, LP, was down-streamed to the company to reduce this funded debt and lower cash interest expense as the bulk of preferred dividends are initially pay-in-kind. These preferred equity issuances by Cequel are not mandatorily redeemable except in the event of a change of control, cannot trigger an event of default and are not included in Moody's adjusted debt calculation. As a likely consequence of this preferred issuance, TierPoint subsequently extended $155 million of its $220 million revolver from May 5, 2022 to April 14, 2025, but this is subject to springing maturity circumstances. The earliest springing maturity would be February 5, 2024 if any of the company's term loans remain outstanding and have not had maturities extended to later than July 14, 2025. The next springing maturity would be October 13, 2024 if the $250 million Series A preferred is not fully paid off by that date. The financial covenant under the company's extended $155 million revolver was amended to 7.0x total net leverage (when utilization is above 30%) from the current 6.25x net senior leverage. Though the refinancing is a clear credit positive to the overall credit profile of the corporate family, as part of this action, Moody's has downgraded TierPoint's $700 million first lien term loan and $65 million of the company's $220 million first lien revolver to B3 from B2, reflecting reduced debt loss absorption from the repaid second lien term loan in accordance with Moody's Loss Given Default for Speculative-Grade Companies methodology. Additionally, Moody's assigned a B3 rating to the newly extended $155 million revolving credit facility. The rating on the company's repaid $220 million second lien term loan has been withdrawn. The outlook change reflects Moody's view of TierPoint's improved financial flexibility and continued steady progress improving bookings, installations and churn trends throughout 2019. With this improved execution the company's potential to deliver sustained revenue and EBITDA growth is predicated on continued sales force productivity increases following several years of focused investment in direct and channel-based sales efforts. Operating cost efficiencies have also aided margin stabilization and improvement since 2018, but additional cost saving opportunities are likely diminishing. Downgrades: Issuer: TierPoint, LLC Senior Secured 1st lien Term Loan, Downgraded to B3 (LGD3) from B2 (LGD3) Senior Secured 1st lien Revolving Credit Facility, Downgraded to B3 (LGD3) from B2 (LGD3) Affirmations: Issuer: TierPoint, LLC Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD Assignments: Issuer: TierPoint, LLC Senior Secured 1st lien Revolving Credit Facility, Assigned B3 (LGD3) Outlook Actions: Issuer: TierPoint, LLC Outlook, Changed to Stable from Negative RATINGS RATIONALE TierPoint's B3 CFR reflects governance risks, specifically the potential for periods of elevated leverage (Moody's adjusted) associated with historical organic expansion and M&A given the capital intensity of the company's business model and end markets, persistent cash deficits and the financial policy objectives of the company's consortium of private equity owners. The company's credit profile also reflects modest scale, potential difficulties sustaining bookings growth and churn mitigation efforts given intensifying competition, and significant industry risks. These factors are offset by the company's stable base of contracted recurring revenue, its position as a high-quality retail colocation provider in Tier 2 and Tier 3 markets with an emphasis on hybrid IT solutions and its portfolio of advanced cloud and managed services. TierPoint has a solid track record successfully integrating acquisitions. TierPoint participates in a rapidly evolving segment of the telecommunications industry that favors operators with large scale. TierPoint's organic and M&A growth strategy, as well as its differentiated focus serving mid-size enterprise customers in Tier 2 and Tier 3 markets, facilitates improved scale. Combined with a broadening product portfolio, including less capital-intensive growth in its advanced cloud and managed services operations, the company has the potential to strengthen its value proposition and competitive position over the long term. Moody's expects TierPoint to have good liquidity over the next 12 months. Following the company's preferred equity issuances, Moody's expects the company to have about $2 million of cash on the balance sheet and $188 million available from its $220 million of total revolver capacity. Moody's expects TierPoint to generate negative free cash flow in 2020 due to growth initiatives, with the cash shortfall to be funded with revolver draws. The communications infrastructure industry is expected to be more resilient than many sectors as the coronavirus outbreak has widened and the global economic outlook deteriorates. Moody's does not anticipate reduced colocation demand initially as a result of a weakening US economy. TierPoint could see payment delinquencies from some of its customers over time if any economic downturn is prolonged. Moody's expects no supply chain disruptions in the short term for the industry, but second half 2020 supply shortages of certain equipment and infrastructure necessary for capacity expansions could result from an elongated economic shock. Moody's will take rating actions as warranted to reflect the breadth and severity of the shock as it unfolds and potentially negatively impacts TierPoint's credit quality. The stable outlook reflects Moody's view that TierPoint will continue growing revenue and EBITDA and that leverage (Moody's adjusted) will remain below 7x over the next 12 to 18 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could consider a ratings upgrade if the company generated free cash flow equal to at least 5% of debt and leverage were to trend through 5x (both on a sustained and Moody's adjusted basis). Downward rating pressure could develop if bookings growth weakens, churn rises, monthly recurring revenue trends turn negative or if leverage (Moody's adjusted) is sustained above 7x. In addition, if liquidity becomes strained or if capital intensity becomes less success-based, a downgrade is likely. The principal methodology used in these ratings was Communications Infrastructure Industry published in September 2017. Headquartered in St. Louis, MO, TierPoint, LLC is a provider of data center, managed hosting and cloud services. The company operates 41 data centers in 20 markets, and serves nearly 4,000 mid-size enterprise customers. TOPGOLF INTERNATIONAL: Bank Debt Trades at 17% Discount ------------------------------------------------------- Participations in a syndicated loan under which Topgolf International Inc is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD350 million term loan is scheduled to mature on February 8, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. TOUCHPOINT GROUP: Incurs $6.6 Million Net Loss in 2019 ------------------------------------------------------ Touchpoint Group Holdings, Inc., reported a net loss of $6.63 million on $170,000 of revenue for the year ended Dec. 31, 2019, compared to a net loss of $14.58 million on $306,000 of revenue for the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had $4.83 million in total assets, $2.85 million in total liabilities, $605,000 in temporary equity, and $1.37 million in total stockholders' equity. Cherry Bekaert LLP, in Tampa, Florida, the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 24, 2020 citing that the Company has recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. Touchpoint said, "The Company may be required to raise additional funds through various sources, such as equity and debt financings. While the Company believes it is probable that such financings could be secured, there can be no assurance the Company will be able to secure additional sources of funds to support its operations or, if such funds are available, that such additional financing will be sufficient to meet the Company's needs or on terms acceptable to us." At Dec. 31, 2019, the Company had cash of $258,000. Together with the Company's current operational plan and budget, the Company believes that it is probable that it will have sufficient cash to fund its operations into at least the first quarter of 2021. However, actual results could differ materially from the Company's projections. A full-text copy of the Annual Report on Form 10-K filed with the Securities and Exchange Commission is available for free at: https://is.gd/TZvUuE About Touchpoint Touchpoint Group Holdings, Inc., headquartered in Miami, Florida, is a holding company which, through its operating subsidiaries, is engaged in media and digital technology, primarily in sports entertainment and related technologies that bring fans closer to athletes and celebrities. TRANSOCEAN LTD: S&P Downgrades ICR to 'CCC'; Outlook Negative ------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Transocean Ltd. to 'CCC' from 'CCC+'. S&P also lowered its issue-level ratings on the company's senior secured debt to 'B-' from 'B' (recovery rating: '1'), its unsecured debt with subsidiary guarantees to 'CCC+' from 'B-' (recovery rating: '2'), and its senior unsecured debt to 'CCC-' from 'CCC+' (recovery rating: '3'). "The collapse in oil prices has led to a sharp drop in demand for oilfield services, and we expect offshore activity to take a substantial hit. The recent material drop in oil prices--kicked off by the Saudi-Russian price war and worsened by the unprecedented drop in demand as a result of the coronavirus pandemic--has led to sharp reductions in oil producers' capital spending plans for 2020. This will significantly reduce demand for the oilfield services sector. We expect offshore activity to be hit particularly hard, given the higher costs, higher operating risk, and longer payback periods for offshore projects relative to onshore plays. Although we believe most ongoing development projects will continue (as long as crews and supplies are available), we expect postponements in reaching final investment decisions on new projects and minimal exploration activity." Offshore producers will likely remain more cautious about committing capital to longer-term projects until oil price fundaments are more stable and prices recover, which could affect Transocean's revenues beyond the next 12 months," S&P said. The negative outlook reflects Transocean Ltd.'s unsustainable leverage and the likelihood it could announce a debt exchange or restructuring S&P would view as distressed, given its high debt burden, the weak sector backdrop, and current bond trading levels. S&P would lower the rating if the company announced a debt exchange or restructuring it viewed as distressed. S&P could raise the rating if it no longer viewed a distressed debt exchange as likely, which would most likely occur in conjunction with a recovery in offshore drilling activity. TRANSPLACE HOLDINGS: Bank Debt Trades at 17% Discount ----------------------------------------------------- Participations in a syndicated loan under which Transplace Holdings Inc is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD410 million term loan is scheduled to mature on October 10, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. TRAVERSE MIDSTREAM: Moody's Cuts CFR to B3, Alters Outlook to Neg. ------------------------------------------------------------------ Moody's Investors Service downgraded Traverse Midstream Partners LLC's Corporate Family Rating to B3 from B2, its secured Term Loan B due 2024 to B3 from B2 and its Probability of Default Rating to B3-PD from B2-PD. The outlook was changed to negative from stable. "The rating downgrade reflects the weakened contract counterparty credit of the shippers on the Rover natural gas pipeline in which Traverse has a 35% joint venture interest," commented Andrew Brooks, Moody's Vice President. "Weakened shipper credit risk has exacerbated Traverse's already high leverage and continued, albeit limited need to fund capital calls, notwithstanding the stability of Rover's fee-based, long-term contractual underpinnings." Downgrades: Issuer: Traverse Midstream Partners LLC Probability of Default Rating, Downgraded to B3-PD from B2-PD Corporate Family Rating, Downgraded to B3 from B2 Senior Secured Term Loan, Downgraded to B3 (LGD4) from B2 (LGD4) Outlook Actions: Issuer: Traverse Midstream Partners LLC Outlook, Changed to Negative from Stable RATINGS RATIONALE Traverse's B3 CFR is supported by the stable cash flows generated primarily by its 35% investment in Rover. Over its 713-mile length, the pipeline connects natural gas production from the Marcellus and Utica Shale with Midwest, Gulf Coast and Canadian markets. Cash distributions received from Traverse's 25% investment in a second pipeline, the Ohio River System LLC, are complementary to its investment in Rover. Contracted firm transportation volumes on Rover account for over 90% of Rover's 3.425 billion cubic feet per day authorized capacity, and are buttressed by long-dated, take-or-pay shipper contracts with initial terms of 15-20 years. However, none of Rover's contracted shippers is rated investment-grade, a weakness implicit in Traverse's rating, and that weighted average rating has now deteriorated to B1 under the pressure of weak natural gas prices and over-leveraged shipper balance sheets. The substantial majority of the shippers also have negative rating outlooks. Notwithstanding the strong asset quality of the fully completed and in-service Rover pipeline (Rover began earning 100% of its contractual commitments effective September 1, 2018 upon attaining full mechanical completion), Traverse carries a very heavy debt load. Its Term Loan B was increased to $1.435 billion following September 2018's $150 million add-on which was required to fund Traverse's share of Rover's increased costs and delays. Debt/EBITDA now exceeds 8x with Funds from Operations (FFO)/debt falling close to 5%. The Rover pipeline itself is unlevered. The rapid and widening spread of the coronavirus outbreak, deteriorating global economic outlook, falling oil and natural gas prices, and asset price declines are creating a severe and extensive credit shock across many sectors, regions and markets. The combined credit effects of these developments are unprecedented. The E&P sector has been one of the sectors most significantly affected by the shock given its sensitivity to demand and oil and natural gas prices, which in turn has affected some midstream companies that move E&P company production. More specifically, the weaknesses in Traverse's credit profile has left it vulnerable to shifts in market sentiment in these unprecedented operating conditions and Traverse remains vulnerable to the outbreak continuing to spread and oil and natural gas prices remaining weak. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. Its action reflects the impact on Traverse of the breadth and severity of the oil demand and supply shocks, and the broad deterioration in credit quality it has triggered. With Rover fully in service, Traverse's liquidity needs should be limited, although its liquidity position is regarded as weak. Traverse maintains a super priority secured $50 million revolving credit facility established for additional short-term liquidity, which is fully utilized. Consequently, Traverse is almost entirely dependent on cash distributions from Rover, and to a lesser extent ORS, for any liquidity needs that should arise. Any remaining capital calls to fund Rover, which are now considered remote, can be managed under a deferred capital call agreement with Energy Transfer Operating, L.P. (Energy Transfer, Baa3 stable), Traverse's joint venture partner and Rover's sponsor and operator. Excess liquidity is to be swept into mandatory Term Loan B debt prepayments. Both the Term Loan B and the secured revolver share a 1.4x minimum debt service coverage ratio covenant, which Moody's sees being met in 2020 into 2021, but by a narrow margin. The Term Loan B is rated B3, equivalent to the B3 CFR, reflecting its dominance in Traverse's capital structure compared to its $50 million secured revolving credit facility. The revolver shares equally in the Term Loan B collateral, but has priority in terms of payment. The outlook is negative, conforming to the predominantly negative rating outlooks assigned to Rover's portfolio of shippers, while acknowledging the fully contracted take-or-pay cash flows generated by the pipeline's operations. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Prospects for a ratings upgrade over the near-term are limited by Traverse's very high leverage. Debt/EBITDA clearly trending towards 6x or FFO/debt approaching 10% could eventually support a rating upgrade. Ratings could be downgraded Traverse fails to improve its leverage metrics as expected, or if the credit quality of Rover's contracted shippers continues to deteriorate. The principal methodology used in these ratings was Natural Gas Pipelines published in July 2018. Traverse Midstream Partners, headquartered in Edmond, Oklahoma, was formed in 2014 by The Energy and Minerals Group to focus on building a portfolio of non-operated midstream assets. In addition to its 35% joint venture interest in Rover, which it owns through Traverse Rover LLC, Traverse also owns a 25% joint venture interest in ORS, a 64-mile natural gas pipeline operating in the Utica Shale. The two pipeline systems are majority owned and operated by Energy Transfer, one the US's largest midstream energy master limited partnerships. In October 2017, Energy Transfer sold a 49.9% interest in its 65% stake in Rover to The Blackstone Group L.P. in a $1.57 billion transaction. TRIUMPH HOUSING: Taps Robl Law and Portnoy Garner as Counsel ------------------------------------------------------------ Triumph Housing Management, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Robl Law Group LLC, and Portnoy Garner & Nail LLC, as reorganization counsel, nunc pro tunc to the petition date on April 15, 2020. The firms will provide these services in connection with the Debtor's Chapter 11 case: (a) advise the Debtor regarding pros and cons of the Chapter 11 process, as applicable to its circumstances; (b) prepare the bankruptcy Petition, Schedules of Assets and Liabilities, Statement of Financial Affairs, company Resolution, and similar documents; (c) assist the Debtor in providing documents to the United States Trustee's office for review in advance of the Initial Debtor Interview; (d) assist the Debtor in preparing for the IDI and participating in the IDI with the Debtor's representative; (e) assist the Debtor in preparing for the examination provided for by Bankruptcy Code Section 341 and participate in the 341 Meeting with the Debtor's representative; (f) advise the Debtor of its rights, duties and obligations as debtor-in-possession; (g) review claims filed in the case and assist the Debtor in evaluating such claims for potential objections; (h) conduct or defend examinations pursuant to Rule 2004 of the Federal Rules of Bankruptcy Procedure as may be deemed desirable or necessary; (i) consult with the Debtor and represent the Debtor with respect to formulating a Chapter 11 plan, and in the Chapter 11 plan confirmation process; (j) perform those legal services incidental and necessary to carrying out the day-to-day operations of the Debtor's business, including, but not limited to, institution and prosecution of necessary adversary proceedings and contested matters; and (k) take any and all other actions incident to the proper preservation and administration of the Debtor's estate and business. The firms' professionals designated to perform services to the Debtor and their hourly rates are: Michael Robl, Esq. $400 Garrett Nail, Esq. $400 Max Bowen, Esq. $250 Lelena Kassa, paralegal $150 Prior to the petition date, the firms received a retainer in the amount of $40,000 to secure payment of fees generated during this Bankruptcy Case. Prior to filing this Chapter 11 case, the firms applied funds from the retainer to pre-petition attorney's fees, including fees related to time spent in communication between the firm and Debtor's representative, review of demand letters and pleadings from lawsuits against the Debtor, review of public records as to any liens and UCC1 financing statements, preparation of the petition, schedules of assets and liabilities, and Statement of Financial Affairs, preparation of a resolution authorizing filing, and similar legal services, as well as to pre-petition expenses, including the $1,717 filing fee for this case. Messrs. Robl and Nail, and their law firms have not agreed to share fees with any other persons or entities. Michael D. Robl, a partner at Robl Law Group LLC, and Garrett A. Nail, a partner at Portnoy Garner & Nail LLC, disclosed in court filings that their firms are "disinterested persons" within the meaning of Section 101(14) of the Bankruptcy Code and Section 327 of the Bankruptcy Code. The attorneys can be reached at: Michael D. Robl, Esq. ROBL LAW GROUP LLC 3754 Lavista Road, Suite 250 Tucker, GA 30084 Telephone: (404) 373-5153 Facsimile: (404) 537-1761 E-mail: michael@roblgroup.com - and – Garrett A. Nail, Esq. PORTNOY GARNER & NAIL LLC 3350 Riverwood Parkway, Suite 460 Atlanta, GA 30339 Telephone: (678) 385-9712 E-mail: gnail@pgnlaw.com About Triumph Housing Management Triumph Housing Management, LLC, a real estate service provider based in Atlanta, Georgia, filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-65578) on April 15, 2020. The petition was signed by Alex Hertz, its manager. At the time of the filing, the Debtor disclosed total assets of $877,090 and total liabilities of $8,074,355. The Debtor tapped Robl Law Group LLC as its counsel. TRUE RELIGION: U.S. Trustee Appoints Creditors' Committee --------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed a committee to represent unsecured creditors in the Chapter 11 cases of True Religion Apparel, Inc. and its affiliates. The committee members are: 1. OA S.A. De C.V. Attn: Ester Yo Ra Kim Zona Franca Internacional KM. 28 1/2, Carretera A Comalapa Olocuilta, La Paz El Salvador Phone: 714-636-9980 ext. 205 2. LYA Group Inc. Attn: Ana Laura Gomez Ramirez 1317 Grand Avenue Los Angeles, CA 90015 Phone: +55 2221256864 analaurar@hera.com.mx 3. Excel Kind Industrial Ltd. Attn: John Chan Rm B, 4th Floor No. 2-4 Luk Hop Street San Po Kong, Kowloon Hong Kong Phone: +852-23283364 4. OVED Premium LLC Attn: Stuart Bender 31 W. 34th Street, 4th Floor New York, NY 10001 Phone: 212-244-3800 5. Simon Property Group, Inc. Attn: Ronald M. Tucker 225 W. Washington Street Indianapolis, IN 46204 Phone: (317) 263-2346 Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About True Religion Apparel Founded in Los Angeles, Calif., in 2002, True Religion Apparel, Inc. and its affiliates design, market, sell and distribute premium fashion apparel centered on their core denim products using the brand names "True Religion" and "True Religion Brand Jeans." The companies' products are distributed through wholesale and retail channels and through the website at www.truereligion.com. On a global basis, the companies had 87 retail stores and over 1,000 employees as of April 13, 2020. True Religion Apparel and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-10941) on April 13, 2020. At the time of the filing, Debtord disclosed assets of between $100 million and $500 million and liabilities of the same range. Judge Christopher S. Sontchi oversees the cases. Debtors tapped Cole Schotz P.C. as legal counsel; Akin Gump Strauss Hauer & Feld, LLP as corporate counsel; Province, Inc. as financial advisor; Retail Consulting Services, Inc. as real estate advisor; and Stretto as claims and noticing agent. Richard Lynch of HRC Advisory, LP is Debtors' interim chief financial officer. TTBGM INC: Voluntary Chapter 11 Case Summary -------------------------------------------- Debtor: TTBGM, Inc. 60151 Trilogy Parkway La Quinta, CA 92253 Chapter 11 Petition Date: April 27, 2020 Court: United States Bankruptcy Court Central District of California Case No.: 20-13005 Judge: Hon. Wayne E. Johnson Debtor's Counsel: Thomas Corcovelos, Esq. CORCOVELOS LAW GROUP 1001 6th St., Ste. 150 Manhattan Beach, CA 90266 Tel: (310) 374-0116 E-mail: corforlaw@corforlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Thomas T. Brown, president. A copy of the petition is available for free at PacerMonitor.com at: https://is.gd/1pqDbQ TWO PIE LOVERS: Taps H. Anthony Hervol as Attorney -------------------------------------------------- Two Pie Lovers, LLC, d/b/a The Pizza Outpost, seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire H. Anthony Hervol as its attorney. H. Anthony Hervol will perform these professional services in connection with the Debtor's Chapter 11 case: (a) represent the Debtor in this Chapter 11 case and to advise the Debtor as to its rights, powers and duties as debtor-in-possession; (b) prepare all necessary statements, schedules and other documents and to negotiate and prepare one or more plans of reorganization for the Debtor; (c) represent the Debtor at all hearings, meetings of creditors, conferences, trials and other proceedings in this case; (d) take necessary action to collect property of the estate and file suits to recover the same, pursue or defend other adversary proceedings as needed, or work with special counsel appointed by the Court to pursue or defend any adversary proceedings; (e) prepare on behalf of Debtor all necessary applications, motions, answers, responses, orders, reports and other legal papers; (f) object to disputed claims; and (g) perform all other legal services for the Debtor as debtor-in-possession which may be necessary. The Debtor agreed to pay the firm's professional services, subject to the approval of the Court, at the rate of $285 per hour, to be applied against a retainer of $5,000 for pre-petition and post-petition services, and a deposit of $1,717 for costs and filing fees. The Debtor also paid the firm a total of $6,717 prior to the filing of the case. H. Anthony Hervol is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: H. Anthony Hervol, Esq. LAW OFFICE OF H. ANTHONY HERVOL 4414 Centerview Road, Suite 207 San Antonio, TX 78228 Telephone: (210) 522-9500 Facsimile: (210) 522-0205 E-mail: hervol@sbcglobal.net About Two Pie Lovers Two Pie Lovers, LLC, d/b/a The Pizza Outpost, -- http://www.thepizzaoutpost.com/-- is a pizza restaurant in Brackettville, Texas, sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 20-50598) on March 15, 2020, listing under $1 million in both assets and liabilities. The Debtor hired H. Anthony Hervol, Esq., as its attorney. TZEW HOLDCO: U.S. Trustee Appoints Creditors' Committee ------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed a committee to represent unsecured creditors in the Chapter 11 cases of TZEW Holdco LLC and its affiliates. The committee members are: 1. Stemmons Park, Ltd. Attn: Rick Dentt 3838 Camino Del Rio North, #300 San Diego, CA 92108 Phone: (619) 280-6400 2. Boca Raton Airport Authority Attn: Clara Bennett 903 NW 35th Street Boca Raton, FL 33431 Phone: (561) 391-2202 3. Store Master Funding VII, LLC Attn: Lyena Hale 8377 E. Hartford Drive, Suite 100 Scottsdale, AZ 85255 Phone: (480) 256-1199 Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About TZEW Holdco TZEW Holdco, LLC and its affiliates are privately-held owners and operators of amusement parks, resorts, and family entertainment centers across the United States. Founded in 2014, the companies' business strategy focuses on the acquisition, operation, growth, and development of various properties into economical, family-friendly entertainment and amusement venues. The companies locations include year-round family entertainment centers, water parks, and amusement parks in states across the country, including California, Texas and Florida. Each of the companies' locations provides affordable, family-friendly entertainment to local markets and features numerous attractions, including rides, games, and events. For more information, visit http://www.apexparksgroup.com/ TZEW Holdco and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-10910) on April 8, 2020. At the time of the filing, Debtors had estimated assets of between $50 million and $100 million and liabilities of between $100 million and $500 million. Debtors tapped Pachulski Stang Ziehl & Jones, LLP as legal counsel; Imperial Capital, LLC as investment banker and financial advisor; Paladin Management Group, LLC as restructuring advisor; and Kurtzman Carson, LLC as claims and noticing agent. UC COLORADO: Hires Wadsworth Garber as Counsel ---------------------------------------------- UC Colorado Corporation seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Wadsworth Garber Warner Conrardy, P.C. (WGWC) as counsel. Wadsworth Garber will provide these legal services in connection with the Debtor's Chapter 11 case: (a) prepare on behalf of the Debtor of all necessary reports, orders and other legal papers required in this Chapter 11 proceeding; (b) perform all legal services for Debtor as debtor-in-possession which may become necessary; and (c) represent the Debtor in any litigation which the Debtor determines is in the best interest of the estate whether in state or federal court(s). The professionals designated to perform services to the Debtor will be paid at these hourly rates: David V. Wadsworth $435 Aaron A. Garber $400 David J. Warner $325 Aaron J. Conrardy $325 Lindsay S. Riley $235 Paralegals $115 Wadsworth Garber received a retainer at the commencement of its employment in the amount of $76,300 from the Debtor. From the date of its employment through the petition date, Wadsworth Garber billed the Debtor $13,019 in attorneys' fees and costs. The firm was paid in full for such fees and costs from the amounts deposited by the Debtor. As of the petition date, Wadsworth Garber is holding the balance of the retainer of $63,281, which was provided by the Debtor. Wadsworth Garber asserts a security interest in the retainer. In the event the case is converted to a chapter 7 proceeding, the security interest in the retainer may enable Wadsworth Garber to receive payment of its fees and expenses to the extent of the retainer while other administrative expenses remain unpaid. Any sums remaining at the close of the representation will be refunded to the Debtor. There are no liens or interests in the retained funds other than the security interest claimed by Wadsworth Garber. Aaron J. Conrardy, an attorney at Wadsworth Garber Warner Conrardy, P.C., disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Aaron J. Conrardy, Esq. Lindsay S. Riley, Esq. WADSWORTH GARBER WARNER CONRARDY P.C. 2580 W. Main St., Ste. 200 Littleton, CO 80120 Telephone: (303) 296-1999 Facsimile: (303) 296-7600 E-mail: aconrardy@wgwc-law.com lriley@wgwc-law.com About UC Colorado UC Colorado Corporation, a wholly owned subsidiary of United Cannabis Corporation based in Golden, Colorado. United Cannabis is focused on extracting products from industrial hemp plants, which the Company uses to create unique therapeutics for a wide range of diseases that can be utilized by patients globally, filed a petition under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 20-12689) on April 20, 2020. The petition was signed by John Walsh, its chief financial officer (CFO). At the time of the filing, the Debtor disclosed estimated assets of $1 million to $10 million and estimated liabilities of the same range. The Debtor tapped Wadsworth Garber Warner Conrardy, P.C. as its counsel. UNIVERSAL FIBER: Bank Debt Trades at 27% Discount ------------------------------------------------- Participations in a syndicated loan under which Universal Fiber Systems LLC is a borrower were trading in the secondary market around 73 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD49 million term loan is scheduled to mature on October 2, 2021. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. UNIVERSAL FIBER: Bank Debt Trades at 27% Discount ------------------------------------------------- Participations in a syndicated loan under which Universal Fiber Systems LLC is a borrower were trading in the secondary market around 73 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD165 million term loan is scheduled to mature on October 2, 2021. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. USR PARENT: Bank Debt Trades at 18% Discount -------------------------------------------- Participations in a syndicated loan under which USR Parent Inc is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD200 million term loan is scheduled to mature on September 12, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. VANTAGE DRILLING: S&P Downgrades ICR to 'CCC'; Outlook Negative --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Vantage Drilling International to 'CCC' from 'CCC+'. The outlook is negative. At the same time, S&P lowered the issue-level rating on the company's $350 million 9.25% senior secured notes due in 2023 to 'CCC+' from 'B'. S&P revised the recovery rating to '2' from '1', reflecting its expectation for substantial (70%-90%; rounded estimate: 85%) recovery of principal in the event of a payment default. The collapse in prices is likely to sharply reduce offshore drilling activity. Oil and gas producers announced material reductions to capital spending and drilling activity plans, which lowers demand for oilfield service providers such as Vantage Drilling. S&P expects offshore activity will be materially affected, which is already evident in recent news that active tenders are being cancelled or deferred. S&P expects further deferrals of already sanctioned offshore projects, postponements in reaching final investment decisions, and very limited exploration activity. The negative outlook reflects Vantage Drilling's unsustainable leverage and the likelihood the company could engage in a debt exchange transaction S&P would view as distressed, given weak sector conditions, limited contract backlog, and low debt trading levels. "We could lower the rating if the company engaged in a debt transaction we consider distressed. This would most likely occur if sector conditions remained weak for a prolonged period and the company could not secure new contracts at favorable rates," S&P said. "We could upgrade the rating if we no longer viewed a distressed exchange as likely. This would most likely occur if sector conditions improved materially and Vantage secured a material contracted backlog of work," S&P said. VARANDA GROUP: Seeks to Hire BransonLaw as Counsel -------------------------------------------------- Varanda Group, Inc., seeks authority from the U.S. Bankruptcy Court for the Middle District of Florida to employ BransonLaw, PLLC, as counsel to the Debtor. Varanda Group requires BransonLaw to: (a) prosecute and defend any causes of action on behalf of the Debtor; prepare, on behalf of the Debtor, all necessary applications, motions, reports and other legal papers; (b) assist in the formulation of a plan of reorganization and preparation of disclosure statement; and (c) provide all other services of a legal nature. BransonLaw will be paid at the hourly rate of $150 to $450. Prior to the commencement of this case the Debtor, paid BransonLaw an advance fee of $4,520 for post-petition services and expenses in connection with this case which included the filing fee of $1,717. The Debtor has previously paid BransonLaw $5,480 on a current basis, for services rendered and costs incurred prior to the commencement of the case, including the preparation of the petition. BransonLaw will also be reimbursed for reasonable out-of-pocket expenses incurred. Jeffrey Ainsworth, partner of BransonLaw, PLLC, 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. BransonLaw can be reached at: Jeffrey Ainsworth, Esq. BRANSONLAW, PLLC 1501 E. Concord Street Orlando, FL 32803 Tel: (407) 894-6834 Fax: (407) 894-8559 E-mail: jeff@bransonlaw.com About Varanda Group Varanda Group Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-00985) on Feb. 19, 2020. The petition was signed by its vice president, Carlos Gomez. At the time of filing, the Debtor was estimated to have $500,001 to $1 million in assets and $100,001 to $500,000 in liabilities. The case is assigned to Judge Karen Jennemann. The Debtor is represented by Jeffrey S. Ainsworth, Esq. at BRANSONLAW, PLLC. VBI VACCINES: Prices $50 Million Public Offering of Common Stock ---------------------------------------------------------------- VBI Vaccines Inc. announced the pricing of its underwritten public offering of 45,454,545 common shares, at a public offering price of US$1.10 per share. VBI also granted the underwriters a 30-day option to purchase up to an additional 6,818,181 common shares at the public offering price less underwriting discounts and commissions. The gross proceeds from the offering, before deducting underwriting discounts and commissions and other estimated offering expenses, are expected to be approximately US$50 million, excluding any exercise of the underwriters’ option to purchase additional shares. The offering is expected to close on or about April 24, 2020, subject to satisfaction of customary closing conditions. Raymond James & Associates, Inc. and Oppenheimer & Co. Inc. are acting as joint book-running managers, and National Securities Corporation, a wholly-owned subsidiary of National Holdings, Inc. (NASDAQ:NHLD), is acting as lead manager for the underwritten public offering. VBI intends to use the net proceeds from the offering to support the regulatory filings, pre-commercialization, and launch planning activities for Sci-B-Vac in the United States, Europe, and Canada, for the continued advancement of its pipeline programs, including the development of VBI-1901, a cancer vaccine immunotherapeutic candidate for recurrent glioblastoma (GBM); VBI-2601, an immunotherapeutic candidate for chronic hepatitis B infection; VBI-1501, a prophylactic cytomegalovirus (CMV) vaccine candidate; and VBI-2901, a prophylactic pan-coronavirus vaccine candidate. The net proceeds will also be used for general corporate purposes, including working capital and capital expenditures. A shelf registration statement relating to the common shares was previously filed with the Securities and Exchange Commission (SEC) and declared effective on July 30, 2018. A preliminary prospectus supplement and accompanying prospectus relating to the underwritten public offering was filed with the SEC on April 21, 2020. A final prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC and will be available on the SEC's website at www.sec.gov. Copies of the final prospectus supplement (when available) and accompanying prospectus may be obtained from Raymond James & Associates, Inc., Attention: Equity Syndicate, 880 Carillon Parkway, St. Petersburg, Florida 33716, by telephone at (800) 248-8863, by e-mail at prospectus@raymondjames.com, or from Oppenheimer & Co. Inc., Attention: Syndicate Prospectus Department, 85 Broad Street, 26th Floor, New York, NY 10004 or by e-mail at equityprospectus@opco.com. About VBI Vaccines Inc. VBI Vaccines Inc. (Nasdaq: VBIV) -- http://www.vbivaccines.com/-- is a commercial-stage biopharmaceutical company developing a next generation of vaccines to address unmet needs in infectious disease and immuno-oncology. VBI is advancing the prevention and treatment of hepatitis B, with the only trivalent hepatitis B vaccine, Sci-B-Vac, which is approved for use and commercially available in Israel, and recently completed its Phase 3 program in the U.S., Europe, and Canada, and with an immunotherapeutic in development for a functional cure for chronic hepatitis B. VBI's enveloped virus-like particle (eVLP) platform technology enables development of eVLPs that closely mimic the target virus to elicit a potent immune response. VBI's lead eVLP programs include a vaccine immunotherapeutic candidate targeting glioblastoma (GBM) and a prophylactic CMV vaccine candidate. VBI is headquartered in Cambridge, MA, with research operations in Ottawa, Canada, and research and manufacturing facilities in Rehovot, Israel. VBI Vaccines reported a net loss of $54.81 million for the year ended Dec. 31, 2019, compared to a net loss of $63.60 million for the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had $122.20 million in total assets, $29.76 million in total current liabilities, $4.19 million in total non-current liabilities, and $88.25 million in total stockholders' equity. EisnerAmper LLP, in Iselin, New Jersey, the Company's auditor since 2016, issued a "going concern" qualification in its report dated March 5, 2020 citing that the Company has incurred, and it anticipates it will continue to incur, significant losses and generate negative operating cash flows and as such will require significant additional funds to continue its development activities to ultimately achieve commercial launch of its products. These factors raise substantial doubt about its ability to continue as a going concern. VINSICK FOODS: Exclusive Plan Filing Period Extended Until June 3 ----------------------------------------------------------------- Judge Gregory L Taddonio of the U.S. Bankruptcy Court for the Western District of Pennsylvania extended to June 3 the period during which only Vinsick Foods Inc. can file a Chapter 11 plan. Due to recent events related to the COVID-19 pandemic and the current economic environment, Vinsick's operations have been altered. Vinsick is now contemplating the possible closure of at least one of its remaining locations to facilitate a feasible plan but requires additional time to consider this important decision. About Vinsick Foods Vinsick Foods, Inc., which conducts business under the name Fox's Pizza, is a business organized and existing within the Commonwealth of Pennsylvania. Vinsick Foods filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 19-23938) on Oct. 7, 2019. At the time of the filing, Debtor had estimated assets of less than $50,000 and liabilities of between $100,001 and $500,000. Judge Gregory L. Taddonio oversees the case. Thompson Law Group, P.C. is Debtor's legal counsel. VIRTUAL CITADEL: Seeks to Hire Baker Donelson as Corporate Counsel ------------------------------------------------------------------ Virtual Citadel, Inc. and its debtor-affiliates seek approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Baker, Donelson, Bearman, Caldwell & Berkowitz P.C. as special corporate counsel to the Debtors, nunc pro tunc to the petition date on February 14, 2020. The firm will be specifically employed to facilitate a proposed sale of substantially all of the Debtor's assets. The firm has helped draft the purchase document and will employ its specific knowledge of the Debtor's blockchain and data center business to properly document the assets to be sold; assist in documentation of the assignment of the power contract with College Park which is a critical asset being sold; and employ its long standing relationship with key Debtor employees to obtain the necessary information to respond to any questions the Court or potential acquirer has related to the assets. The hourly rates of the professionals who will render services to the Debtor in this case are: Shareholders $500-$600 Associates $300-$400 Paraprofessionals $150-$275 The firm received $178,581.49 in aggregate fees and expenses (exclusive of retainers) in 12 months preceding the petition date. The firm also waived its rights to any unpaid fees and expenses incurred prior to the petition date and it holds no retainer. Justin S. Daniels, Esq., a shareholder of Baker, Donelson, Bearman, Caldwell & Berkowitz P.C., disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Justin S. Daniels, Esq. BAKER DONELSON BEARMAN CALDWELL & BERKOWITZ P.C. 3414 Peachtree Road, N.E., Suite 1500 Atlanta, GA 30326 About Virtual Citadel Virtual Citadel, Inc. -- https://vcitadel.com -- is a comprehensive turnkey enterprise hosting provider in Atlanta, Georgia. vCitadel owns and operates tier 1 and tier 2 data centers throughout the metro Atlanta area. Founded in 1990, vCitadel provides custom hosting solutions for cloud, data, and co-location applications. Virtual Citadel, Inc., and four affiliates sought Chapter 11 protection (Bankr. N.D. Ga. Case No. 20-62725) on Feb. 14, 2020. The Debtors tapped Polsinelli PC as counsel; Baker, Donelson Bearman, Caldwell & Berkowitz, PC as conflicts counsel; Glass Ratner as financial advisor; and Highgate Partners LLC as real estate broker. VIRTUAL CITADEL: Taps Highgate Partners as Real Estate Broker ------------------------------------------------------------- Virtual Citadel, Inc. and its debtor-affiliates seek approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Highgate Partners, LLC as real estate broker. The Debtor and its affiliates desire to retain Highgate Partners as broker for the sale of the Debtors' two properties located at 2380 Godby Road, College Park, GA 30349 and 1120 Curran Street NW, Atlanta, GA 30318. Highgate Partners will receive 5% of the gross purchase price upon sale of each property. If a co-broker is involved representing in the sale then the total fee payable to the broker shall be 6%. The broker is responsible for payment of any and all co-brokerage fees. The exclusive listing agreement for the Godby Road Property provides that, in the event the buyer for the property is Block Data, the broker shall receive no commission on account of the sale. The broker shall also receive a retainer in the amount of $3,000 for listing and marketing expenses related to the disposition of the Godby Road Property. The firm can be reached through: Beau Terrell HIGHGATE PARTNERS LLC 5887 Glenridge Drive, Suite 350 Atlanta, GA 30328 About Virtual Citadel Virtual Citadel, Inc. -- https://vcitadel.com -- is a comprehensive turnkey enterprise hosting provider in Atlanta, Georgia. vCitadel owns and operates tier 1 and tier 2 data centers throughout the metro Atlanta area. Founded in 1990, vCitadel provides custom hosting solutions for cloud, data, and co-location applications. Virtual Citadel, Inc., and four affiliates sought Chapter 11 protection (Bankr. N.D. Ga. Case No. 20-62725) on Feb. 14, 2020. The Debtors tapped Polsinelli PC as counsel; Baker, Donelson Bearman, Caldwell & Berkowitz, PC as conflicts counsel; Glass Ratner as financial advisor; and Highgate Partners LLC as real estate broker. VTV THERAPEUTICS: Signs $13M Sales Agreement with Cantor Fitzgerald ------------------------------------------------------------------- vTv Therapeutics Inc. entered into a Controlled Equity OfferingSM Sales Agreement on April 24, 2020, with Cantor Fitzgerald & Co., pursuant to which the Company may offer and sell, from time to time, through or to Cantor Fitzgerald, as sales agent or principal, shares of the Company's Class A common stock, par value $0.01 per share, having an aggregate offering price of up to $13.0 million. The Company is not obligated to sell any shares under the Sales Agreement. Subject to the terms and conditions of the Sales Agreement, Cantor Fitzgerald will use commercially reasonable efforts, consistent with its normal trading and sales practices, applicable state and federal law, rules and regulations and the rules of the Nasdaq Stock Market, to sell shares from time to time based upon the Company's instructions, including any price, time or size limits specified by the Company. Under the Sales Agreement, Cantor Fitzgerald may sell shares by any method deemed to be an "at the market offering" as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended. The Company will pay Cantor Fitzgerald a commission of up to 3.0% of the aggregate gross proceeds from each sale of shares, reimburse legal fees and disbursements up to $50,000 and provide Cantor Fitzgerald with customary indemnification and contribution rights. The Sales Agreement may be terminated by Cantor Fitzgerald or the Company upon notice to the other party as provided in the Sales Agreement, or by Cantor Fitzgerald at any time in certain circumstances, including the occurrence of a material and adverse change in the Company's business or financial condition that makes it impractical or inadvisable to market the shares or to enforce contracts for the sale of the shares. The issuance and sale, if any, of the Shares by the Company under the Agreement will be made pursuant to the Company's effective registration statement on Form S-3 (Registration Statement No. 333-223269), filed with the U.S. Securities and Exchange Commission on Feb. 27, 2018 and declared effective on March 19, 2018. The offering is described in the Company's Prospectus dated March 19, 2018, as supplemented by a Prospectus Supplement dated April 24, 2020, as filed with the SEC on April 24, 2020. About vTv Therapeutics vTv Therapeutics Inc. is a clinical-stage biopharmaceutical company focused on developing oral small molecule drug candidates. vTv has a pipeline of clinical drug candidates led by programs for the treatment of type 1 diabetes, Alzheimer's disease, and inflammatory disorders. vTv's development partners are pursuing additional indications in type 2 diabetes, chronic obstructive pulmonary disease (COPD), and genetic mitochondrial diseases. vTv Therapeutics reported a net loss attributable to common shareholders of $17.91 million for the year ended Dec. 31, 2019 compared to a net loss attributable to common shareholders of $8.65 million for the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had $9.27 million in total assets, $18.11 million in total liabilities, $40.18 million in redeemable noncontrolling interest, and a total stockholders' deficit attributable to the company of $49.02 million. Ernst & Young LLP, in Raleigh, North Carolina, the Company's auditor since 2000, issued a "going concern" qualification in its report dated Feb. 20, 2020 citing that to date, the Company has not generated any product revenue, has not achieved profitable operations, has insufficient liquidity to sustain operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. WAVE COMPUTING: Case Summary & 30 Largest Unsecured Creditors ------------------------------------------------------------- Lead Debtor: Wave Computing, Inc. 3201 Scott Blvd. Santa Clara, CA 95054-3008 Business Description: Wave Computing, Inc. -- https://wavecomp.ai -- is revolutionizing artificial intelligence (AI) with its dataflow-based solutions. The Company's vision is to bring deep learning to customers' data wherever it may be -- from the datacenter to the edge -- helping accelerate time-to-insight. Wave Computing is powering the next generation of AI by combining its dataflow architecture with its MIPS embedded RISC multithreaded CPU cores and IP. Chapter 11 Petition Date: April 27, 2020 Court: United States Bankruptcy Court Northern District of California Seven affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Wave Computing, Inc. 20-50682 MIPS Tech, LLC 20-50692 MIPS Tech, Inc. 20-50683 Hellosoft, Inc. 20-50685 Caustic Graphic, Inc. 20-50690 Imagination Technologies, Inc. 20-50689 Wave Computing (UK) Limited 20-50686 Judge: Hon. Elaine M. Hammond Debtors' Counsel: Samuel A. Newman, Esq. SIDLEY AUSTIN LLP 555 West Fifth Street Los Angeles, CA 90013 Tel: (213) 896-6000 E-mail: sam.newman@sidley.com Wave Computing's Estimated Assets: $1 million to $10 million Wave Computing's Estimated Liabilities: $50 million to $100 million The petitions were signed by Lawrence R. Perkins, chief restructuring officer. A copy of Wave Computing's petition is available for free at PacerMonitor.com at: https://is.gd/TCaufG List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Water Tower Fee Owner Landlord $16,332,846 PO Box 31001-2461 Pasadena CA 91110-2461 Alisha Mays Tel: (408) 503-1209 Email: Alisha.Mays@colliers.com 2. Avago Technologies U.S. Inc. Accounts $12,500,000 1320 Ridder Park Drive Payable San Jose CA 95131 Jeff Masoian Tel: (408) 433-8000 Email: jeff.masoian@broadcom.com 3. California Franchise Tax Board Taxes $12,106,438 PO Box 942857 Sacramento CA 94257-0531 Tel: (800) 852-5711 4. Synopsys, Inc. Accounts $7,541,627 PO Box 39000 Payable Dept #01573 San Francisco CA 94139 Joseph Karongo Tel: (650) 584-7490 Email: Joseph.Karongo@synopsys.com 5. Internal Revenue Service Taxes $2,008,292 1301 Clay Street Suite 1040S Oakland CA 94612 Gwendolyn K. McManemy Tel: (314) 339-1413 Fax: (855) 526-829 6. PFIL North America, Inc. Convertible Note $1,999,998 32F-35F Tower One and Exchange Plaza Ayala Triangle, Ayala Avenue Makati City 1226 Philippines Email: delmundo.dje@ayala.com.ph 7. Andes Technology USA Accounts $1,481,111 Corp 2860 Zanker Rd Payable Suite 104 San Jose CA 95134 Emerson hsiao Tel: (408) 203-4222 Email: ehsiao@andestech.com 8. Drawbridge Realty Trust Landlord $1,194,114 Three Embarcadero Center Suite 2310 San Francisco CA 94111-3737 Bill Doyle Tel: (415) 529-3470 Email: bdoyle@drawbridgerealty.com 9. Avnet, Inc. Accounts $1,185,749 PO Box 100340 Payable Pasadena CA 91189 Scott Sekimura Tel: (480)643-8139 Email: scott.Sekimura@Avnet.com 10. RT-RK Accounts $1,066,713 Narodnog Fronta 23a Payable 21000 Novi Sad Serbia Svetlana Vasiljevic Email: Svetlana.Vasiljevic@rt-rk.com 11. Pillsbury Winthrop Shaw Accounts $634,320 Pittman LLP Payable 2550 Hanover Street Palo Alto CA 94304 Gurpreet Bal Email: gurpreet.bal@pillsburylaw.com 12. Mentor Graphics Accounts $620,000 PO Box 3912 Payable Carol Stream IL 60132-3912 Sandie Beebe Tel: (503) 685-1858 Email: sandra_beebe@mentor.com 13. Ernst & Young LLP Accounts $561,740 PO Box 846793 Payable Los Angeles CA 90084-6793 Antonio J. Rebelo Tel: (408) 947 4984 Email: antonio.rebelo@ey.com 14. Fungible Accounts $396,209 3201 Scott Blvd Payable Santa Clara CA 95054 Bobby Shoker Tel: (669) 292-5522 Email: bobby.shoker@fungible.com 15. Cadence Accounts $391,911 PO Box 202769 Payable Dallas TX 75320-2769 Wendy Lujan-Cavin Tel: (801) 561-6509 Email: wendy@cadence.com 16. EnSilica India Pvt Ltd Accounts $391,468 #2064, Siri Iris, 24th Main Payable HSR Layout, 1st Sector Bengaluru 560102 India PM Suresh Tel: 9108581968 Email: pm.suresh@ensilica.com 17. Target CW Accounts $323,579 9475 Chesapeake Drive Payable San Diego CA 92123 Tim Seaboch Tel: (858) 810-3000 Email: tim.seaboch@targetcw.com 18. Encore Semi Inc. Accounts $300,512 9444 Waples Street Payable Suite 150 San Diego CA 92121 Glennisha (Glenn) Wells Tel: (858) 225-7717 Email: glennisha@encoresemi.com 19. Imperas Software Limited Accounts $153,500 North Weston, Thame Payable Oxfordshire OX9 2HA United Kingdom Peter Lapidos Email: finance@imperas.com 20. DLA Piper LLP (US) Accounts $151,834 PO Box 75190 Payable Baltimore MD 21275 Sherl Horton Tel: (813) 498-6380 Email: sherl.horton@us.dlapiper.com 21. KBM Office Equipment Accounts $145,321 160 West Santa Clara St Payable Suite 102 San Jose CA 95113 Uyen Dang Tel: (408) 213-5437 Fax: (408) 938-0699 Email: uyen.dang@kbm-hogue.com 22. SurroundHD Accounts $140,000 12225 Prosser Dam Rd Payable Truckee CA 96161 Derek Meyer Tel: (650) 400-0018 Email: derek.meyer@surroundhd.com 23. Asiczen Technologies Accounts $133,168 India Pvt Ltd Payable Suite #812, 8th Floor DLF Cybercity, Patia, Bhubaneswar Odisha 251024 India Laxmikant Pattnaik Tel: 91 9937144847 Email: lpattnaik@asiczen.com 24. Dr. Kurt Lauk Convertible $99,998 Konigsstr.1A Note Stuttgart 70173 Germany Dr. Kurt Lauk Email: kjlauk@globecp.de 25. Dennemeyer & Co., LLC Accounts $89,239 2 North Riverside Plaza Payable Suite 1500 Chicago IL 60606 Kathi Howard Tel: (312) 628-5557 Email: khoward@dennemeyer.com 26. Chowmill, Inc. Accounts $87,532 458 Esther Avenue Payable Campbell CA 95008 Mubeen Arbab Tel: (408) 215-1304 Email: mubeen@chowmill.com 27. Sintegra, Inc. Accounts $85,120 2328 Walsh Ave Payable Suite E Santa Clara CA 95051 Bharat Gohil Tel: (408) 529-5433 Email: bharat@sintegra.com 28. Robert Half Management Accounts $84,867 Resources Payable PO Box 743295 Los Angeles CA 90074-3295 Adam Fauvre Tel: (408) 271-1371 Email: adam.fauvre@rhmr.com 29. Joshi Partners LLC Accounts $81,600 4527 Amiens Ave Payable Freemont CA 94555 Anand Joshi 30. Intel Corporation Accounts $75,142 c/o MBG Consulting Payable Mailstop OC2-137 4500 S. Dobson Rd Chandler AZ 85248 Stu Bahanov Tel: (312) 216-2525 Email: S.Bahanov@MBGConsulting.com WAVE COMPUTING: MIPS Parent Reportedly Eyeing Chapter 11 -------------------------------------------------------- EE Times Asia' Nitin Dahad, citing reliable sources, reports that Wave Computing is preparing to file for Chapter 11 bankruptcy in the U.S. EE Times notes that Wave Computing, and not its subsidiary MIPS, is in decline. The separation of MIPS within Wave means that if Wave files for Chapter 11, as is widely expected within days, MIPS will be free to pursue its business again as an independent entity, under the direction of Dado Banatao. EE Times recounts that in 2017, Tallwood Venture Capital purchased MIPS from Imagination Technologies. MIPS later announced its return to Silicon Valley as independent company in June 2018 and later attracted group of individuals to its Technical Advisory Board like John Hennessy of Stanford University and co-founder of MIPS Computer Systems, Steve Fu of Fairchild Semiconductor, and Pradeep Singhu of Juniper Networks. Mr. Banatao co-founded Wave Computing in 2008, along with Pete Foley. Wave managed to raise over $160 million over five rounds, the last one being in November 2018. Wave Computing acquired MIPS in June 2018. About Wave Computing Inc. Campbell, California-based startup Wave Computing Inc. operates within the business services sector, particularly in the Computer Data Escrow Service business. It develops wave dataflow processing unit dataflow architecture, that uses disruptive and massive parallel dataflow architecture to boost the scalability and performance of machine learning. t was founded in 2010, has 270 employees, and generated around $270 million of yearly income. WEB.COM GROUP: Bank Debt Trades at 18% Discount ----------------------------------------------- Participations in a syndicated loan under which Web.com Group Inc is a borrower were trading in the secondary market around 82 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD420 million term loan is scheduled to mature on October 11, 2026. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. WELLNESS MERGER: Bank Debt Trades at 27% Discount ------------------------------------------------- Participations in a syndicated loan under which Wellness Merger Sub Inc is a borrower were trading in the secondary market around 73 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD220 million term loan is scheduled to mature on June 29, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. WEST COAST DISTRIBUTION: Court Approves Disclosure Statement ------------------------------------------------------------ Judge Sheri Bluebond has ordered that the Disclosure Statement filed by West Coast Distribution, Inc., is approved. A hearing for the Court to consider confirmation of the Plan will be held on June 3, 2020, at 2:00 p.m. Objections, if any, to confirmation of the Plan, together with all direct evidence in support of such objections, must be filed and served by May 18, 2020. In order to be counted, ballots must be received by counsel for the Debtor by not later than May 18, 2020, at 5:00 p.m. (Pacific standard time). The Debtor must file a ballot tabulation summary, together with a brief in support of confirmation of the Plan, a reply to any objections to confirmation, and all direct evidence in support of confirmation of the Plan, and serve such documents on any party filing an objection to Plan confirmation and all other parties entitled to receive such filings by May 27, 2020. Attorneys for the Chapter 11 Debtor: RON BENDER LINDSEY L. SMITH LEVENE, NEALE, BENDER, YOO & BRILL L.L.P. 10250 Constellation Blvd., Suite 1700 Los Angeles, California 90067 Telephone: (310) 229-1234 Facsimile: (310) 229-1244 E-mail: rb@lnbyb.com lls@lnbyb.com About West Coast Distribution West Coast Distribution Inc. is a full-service third party logistics and supply chain management provider specializing in apparel, retail and lifestyle brands. West Coast Distribution sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 19-20332) on Aug. 30, 2019. At the time of the filing, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. The case is assigned to Judge Sheri Bluebond. The Debtor tapped Levene, Neale, Bender, Yoo & Brill LLP as its legal counsel; and Fineman West Co. LLP as its accountant. The Office of the U.S. Trustee appointed a committee of unsecured creditors on Sept. 30, 2019. The committee is represented by Weiland Golden Goodrich LLP. WHITING PETROLEUM: Clark Hill Represents Dorchester, Seitel ----------------------------------------------------------- Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure, the law firm of Clark Hill Strasburger submitted a verified statement to disclose that it is representing Dorchester Minerals, L.P., and Seitel Data, Ltd. in the Chapter 11 cases of Whiting Petroleum Corporation, et al. As of April 24, 2020, the parties listed and their disclosable economic interests are: Dorchester Minerals, LP 3838 Oak Lawn Ave, Suite 300 Dallas, TX 75219 * Nature of Claim: Dorchester Minerals, LP and its affiliates may hold unpaid royalty or lease payments on its interests in wells owned or operated by the Debtors. * Principal amount of Claim: TBD Seitel Data, Ltd. 10811 S. Westview Circle Dr. Suite 100, Bldg. C Houston, TX 77043 * Seitel Data, Ltd. holds a claim in a contingent amount against the Debtors' estate in relation to pre-petition executory contracts between Seitel and the Debtors. The Debtors have not assumed or rejected these contracts. * Principal amount of Claim: Contingent Clark Hill reserves the right to amend this Verified Statement as necessary. Counsel for Dorchester Minerals, L.P. and Seitel Data, Ltd. can be reached at: CLARK HILL STRASBURGER Duane J. Brescia, Esq. 720 Brazos, Suite 700 Austin, TX 78701 Tel: 512.499.3600 Fax: 512.499.3660 E-mail: dbrescia@clarkhill.com - and - Andrew G. Edson, Esq. 901 Main St., Suite 6000 Dallas, TX 75202 Tel: 214.651.4300 Fax: 214.651.4330 A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://is.gd/QeBGwK About Whiting Petroleum Corporation Whiting Petroleum Corporation, a Delaware corporation -- http://www.whiting.com/-- is an independent oil and gas company that explores for, develops, acquires and produces crude oil, natural gas and natural gas liquids primarily in the Rocky Mountain region of the United States. Its largest projects are in the Bakken and Three Forks plays in North Dakota and Niobrara play in northeast Colorado. Whiting Petroleum trades publicly under the symbol WLL on the New York Stock Exchange. Whiting Petroleum and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 20-32021) on April 1, 2020. At the time of the filing, Debtors disclosed $7,636,721,000 in assets and $3,611,750,000 in liabilities. Judge David R. Jones oversees the cases. The Debtors tapped Kirkland & Ellis, LLP, Kirkland & Ellis International, LLP and Jackson Walker L.L.P. as legal counsel; Moelis & Company as investment banker; Alvarez & Marsal as financial advisor; Stretto as claims and solicitation agent, and administrative advisor; and KPMG LLP US as tax consultant. WHITING PETROLEUM: Employs Kirkland & Ellis as Counsel ------------------------------------------------------ Whiting Petroleum Corporation and its debtor-affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Kirkland & Ellis LLP and Kirkland & Ellis International LLP as their bankruptcy counsel. Kirkland will provide these legal services in connection with the Debtors' Chapter 11 case: (a) advise the Debtors with respect to their powers and duties as debtors-in-possession in the continued management and operation of their businesses and properties; (b) advise and consult on the conduct of these chapter 11 cases, including all of the legal and administrative requirements of operating in chapter 11; (c) attend meetings and negotiate with representatives of creditors and other parties in interest; (d) take all necessary actions to protect and preserve the Debtors' estates, including prosecute actions on the Debtors' behalf, defend any action commenced against the Debtors, and represent the Debtors in negotiations concerning litigation in which the Debtors are involved, including objections to claims filed against the Debtors' estates; (e) prepare pleadings in connection with these chapter 11 cases, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtors' estates; (f) represent the Debtors in connection with obtaining authority to continue using cash collateral and postpetition financing; (g) advise the Debtors in connection with any potential sale of assets; (h) appear before the Court and any appellate courts to represent the interests of the Debtors' estates; (i) advise the Debtors regarding tax matters; (j) take any necessary action on behalf of the Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a chapter 11 plan and all documents related thereto; and (k) perform all other necessary legal services for the Debtors in connection with the prosecution of these chapter 11 cases, including: (i) analyze the Debtors' leases and contracts and the assumption and assignment or rejection thereof; (ii) analyze the validity of liens against the Debtors; and (iii) advise the Debtors on corporate and litigation matters. The attorneys and paraprofessionals designated to perform legal services to the Debtors will be paid at these hourly rates: Partners $1,075-$1,845 Of Counsel $625-$1,845 Associates $610-$1,165 Paraprofessionals $245-$460 On March 23, 2020, the Debtors paid $2,000,000 to Kirkland, which constituted an advance payment retainer. Subsequently, the Debtors paid to Kirkland additional advance payment retainer totaling $4,750,000 in the aggregate. Any advance payment retainer is earned by Kirkland upon receipt, any advance payment retainer becomes the property of Kirkland upon receipt, the Debtors no longer have a property interest in any advance payment retainer upon Kirkland's receipt, any advance payment retainer will be placed in Kirkland's general account and will not be held in a client trust account, and the Debtors will not earn any interest on any advance payment retainer. As of the petition date on April 1, 2020, the Debtors did not owe Kirkland any amounts for legal services rendered before the petition date. Brian E. Schartz, the president of Brian E. Schartz, P.C., a partner of Kirkland & Ellis LLP, and a partner of Kirkland & Ellis International LLP, disclosed in court filings that Kirkland and its professionals are "disinterested persons" within the meaning of Section 101(14) of the Bankruptcy Code and as required by section 327(a) of the Bankruptcy Code. Like many of its peer law firms, Kirkland typically increases the hourly billing rate of attorneys and paraprofessionals twice a year in the form of: (i) step increases historically awarded in the ordinary course on the basis of advancing seniority and promotion and (ii) periodic increases within each attorney's and paraprofessional's current level of seniority. The step increases do not constitute "rate increases" (as the term is used in the Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed Under 11 U.S.C. Sec. 330 by Attorneys in Larger Chapter 11 Cases, effective November 1, 2013). As set forth in the Order, Kirkland will provide 10 business days' notice to the Debtors, the U.S. Trustee, and any official committee before implementing any periodic increases, and shall file that notice with the Court. The firm may be reached at: Brian E. Schartz, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, NY 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 E-mail: brian.schartz@kirkland.com About Whiting Petroleum Corporation Whiting Petroleum Corporation, a Delaware corporation -- http://www.whiting.com/-- is an independent oil and gas company that explores for, develops, acquires and produces crude oil, natural gas and natural gas liquids primarily in the Rocky Mountain region of the United States. Its largest projects are in the Bakken and Three Forks plays in North Dakota and Niobrara play in northeast Colorado. Whiting Petroleum trades publicly under the symbol WLL on the New York Stock Exchange. Whiting Petroleum and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 20-32021) on April 1, 2020. At the time of the filing, Debtors disclosed $7,636,721,000 in assets and $3,611,750,000 in liabilities. Judge David R. Jones oversees the cases. The Debtors tapped Kirkland & Ellis, LLP, Kirkland & Ellis International, LLP and Jackson Walker L.L.P. as legal counsel; Moelis & Company as investment banker; Alvarez & Marsal as financial advisor; Stretto as claims and solicitation agent, and administrative advisor; and KPMG LLP US as tax consultant. WHITING PETROLEUM: Porter, Paul Weiss Represent Noteholder Group ---------------------------------------------------------------- In the Chapter 11 cases of Whiting Petroleum Corporation, et al., the law firms of Porter Hedges LLP and Paul, Weiss, Rifkind, Wharton & Garrison LLP submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that they are representing the Ad Hoc Committee of Noteholders formed by holders of 5.75% senior notes due 2021, 6.25% senior notes due 2023, and 6.625% senior notes due 2026. In or around February 2020, certain members of the Committee engaged Paul Weiss to represent the Committee in connection with the Members' holdings of the Senior Notes. In March 2020, those certain members of the Committee engaged Porter Hedges to represent the Committee in connection with the Members' holdings of the Senior Notes. As of April 24, 2020, members of the Ad Hoc Committee of Noteholders and their disclosable economic interests are: LOOMIS SAYLES & COMPANY One Financial Center Boston, MA 02111 * $8,366,000 in aggregate principal amount of 1.250% Convertible Senior Notes due 2020 * $127,097,000 in aggregate principal amount of 5.750% senior notes due 2021 * $29,393,000 in aggregate principal amount of 6.250% senior notes due 2023 * $124,690,000 in aggregate principal amount of 6.625% senior notes due 2026 WELLINGTON MANAGEMENT COMPANY LLP 280 Congress Street Boston, MA 02210 * $256,638,000.00 in aggregate principal amount of 6.625% senior notes due 2026 J.P. MORGAN INVESTMENT MANAGEMENT INC. AND JP MORGAN CHASE BANK, N.A 1 E. Ohio Street Indianapolis, IN 46204 * $10,442,000 in aggregate principal amount of 1.250% Convertible Senior Notes due 2020 * $41,281,000 in aggregate principal amount of 5.750% senior notes due 2021 * $38,895,000 in aggregate principal amount of 6.250% senior notes due 2023 * $71,055,000 in aggregate principal amount of 6.625% senior notes due 2026 BLACKROCK FINANCIAL MANAGEMENT 40 East 52nd Street New York, NY 10022 * $21,886,000 in aggregate principal amount of 5.750% senior notes due 2021 * $12,683,000 in aggregate principal amount of 6.250% senior notes due 2023 * $36,637,000 in aggregate principal amount of 6.625% senior notes due 2026 MACKAY SHIELDS LLC 1345 Avenue of the Americas New York, NY 10105 * $25,476,000 in aggregate principal amount of 6.250% senior notes due 2023 * $45,445,000 in aggregate principal amount of 6.625% senior notes due 2026 ROBECO INSTITUTIONAL ASSET MANAGEMENT B.V p/a Weena 850 3014 DA ROTTERDAM The Netherlands * $3,000,000 in aggregate principal amount of 5.750% senior notes due 2021 * $10,000,000 in aggregate principal amount of 6.250% senior notes due 2023 * $31,629,000 in aggregate principal amount of 6.625% senior notes due 2026 GLENDON CAPITAL MANAGEMENT L.P 2425 Olympic Blvd., Suite 500E Santa Monica, CA 90404 * $32,830,000 in aggregate principal amount of 5.750% senior notes due 2021 * $6,475,000 in aggregate principal amount of 6.625% senior notes due 2026 WEXFORD CAPITAL L.P 411 West Putnam Ave. Greenwich, CT 06830 * $1,750,000 in aggregate principal amount of 1.250% Convertible Senior Notes due 2020 * $11,000,000 in aggregate principal amount of 5.750% senior notes due 2021 * $3,000,000 in aggregate principal amount of 6.250% senior notes due 2023 * $18,000,000 in aggregate principal amount of 6.625% senior notes due 2026 WHITEBOX ADVISORS LLC 2500 Bee Caves Road Bldg. 3, Suite 120 Austin, TX 78746 * $6,832,000 in aggregate principal amount of 5.750% senior notes due 2021 * $7,500,000 in aggregate principal amount of 6.250% senior notes due 2023 * $22,371,000 in aggregate principal amount of 6.625% senior notes due 2026 ALLIANCEBERNSTEIN L.P 150 4th Avenue N Nashville, TN 37219 * $13,867,000 in aggregate principal amount of 6.250% senior notes due 2023 * $5,715,000 in aggregate principal amount of 6.625% senior notes due 2026 Co-Counsel to the Ad Hoc Committee of Noteholders can be reached at: PORTER HEDGES LLP John F. Higgins, Esq. 1000 Main Street, 36th Floor Houston, TX 77002-6341 Telephone: (713) 226-6648 Facsimile: (713) 226-6248 Email: jhiggins@porterhedges.com - and - PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP Andrew N. Rosenberg, Esq. Alice Belisle Eaton, Esq. Michael M. Turkel, Esq. Omid Rahnama, Esq. 1285 Avenue of the Americas New York, NY 10019 Telephone: (212) 373-3000 Facsimile: (212) 757-3990 Email: arosenberg@paulweiss.com aeaton@paulweiss.com mtrukel@paulweiss.com orahnama@paulweiss.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://is.gd/PzppLf About Whiting Petroleum Corporation Whiting Petroleum Corporation, a Delaware corporation -- http://www.whiting.com/-- is an independent oil and gas company that explores for, develops, acquires and produces crude oil, natural gas and natural gas liquids primarily in the Rocky Mountain region of the United States. Its largest projects are in the Bakken and Three Forks plays in North Dakota and Niobrara play in northeast Colorado. Whiting Petroleum trades publicly under the symbol WLL on the New York Stock Exchange. Whiting Petroleum and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 20-32021) on April 1, 2020. At the time of the filing, Debtors disclosed $7,636,721,000 in assets and $3,611,750,000 in liabilities. Judge David R. Jones oversees the cases. The Debtors tapped Kirkland & Ellis, LLP, Kirkland & Ellis International, LLP and Jackson Walker L.L.P. as legal counsel; Moelis & Company as investment banker; Alvarez & Marsal as financial advisor; Stretto as claims and solicitation agent, and administrative advisor; and KPMG LLP US as tax consultant. WIEDER REALTY: Hires Raymond C. Cahill as Accountant ---------------------------------------------------- Wieder Realty, Inc., has filed an amended application with the U.S. Bankruptcy Court for the Southern District of Florida seeking approval to hire Raymond C. Cahill, CPA, P.A., as accountant to the Debtor. Wieder Realty requires Raymond C. Cahill to: (a) give advice to the Debtor with respect to the Debtor's powers and duties as a debtor-in-possession and the continued management of its business operations; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the Court; (c) assist in the preparation and filing of any and all tax returns and other filings required of the respective taxing authorities; and (d) protect the interest of the Debtor in all matters pending before the Court. Raymond C. Cahill will be paid at the hourly rates of $75 to $225. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Raymond C. Cahill, a partner of Raymond C. Cahill, CPA, P.A., 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. Raymond C. Cahill can be reached at: Raymond C. Cahill RAYMOND C. CAHILL, CPA, P.A. 4801 S University Drive, Suite 2080 Davie, FL 33328 Tel: (954) 862-1466 About Wieder Realty Wieder Realty, Inc., also known as Century 21 Wide Realty, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-10433) on Jan. 13, 2020. At the time of the filing, the Debtor was estimated to have assets of less than $50,000 and liabilities of between $100,001 and $500,000. Judge Scott M. Grossman oversees the case. Behar Gutt & Glazer, P.A., is the Debtor's legal counsel. WILDBRAIN LTD: S&P Lowers ICR to 'B-' on Macroeconomic Weakness --------------------------------------------------------------- S&P Global Ratings lowered its long-term issuer credit rating on WildBrain Ltd. to 'B-' from 'B'. At the same time, S&P lowered its issue-level rating on the company's senior secured debt to 'B-' from 'B'. The '3' recovery rating on the debt is unchanged, reflecting meaningful (50%-70%; rounded estimate: 65%) recovery in the event of a default. An economic downturn presents headwinds to the company's operational performance, keeping leverage measures elevated. The downgrade stems from S&P's view that WildBrain's EBITDA generation will be pressured over the next 12 months due to the weakening global macroeconomic environment caused by the spread of COVID-19. As a result, S&P expects advertising and merchandise revenues to be affected by lower spending and weaker consumer confidence given rising unemployment and economic uncertainty. The company generates about one-third of its revenue from merchandise products, which could exhibit sharp declines against the backdrop of lower consumer spending for discretionary products. At the same time, S&P expects the company's online advertising platform WildBrain Spark (about 15% of revenues) could see a material drop in revenues owing to lower spend by advertisers. Based on these factors, S&P now forecasts lower EBITDA for the company and an S&P Global Ratings adjusted debt-to-EBITDA ratio elevated above 8.0x over the next 12 months. The stable outlook on WildBrain reflects S&P's view that the company will generate modest FOCF over the next 12 months, which will create sufficient balance-sheet capacity to absorb any additional operational underperformance. "We could lower the ratings over the next 12 months if the company is not able to generate positive FOCF. Such a scenario could occur if there is a prolonged economic recession leading to a weaker operating performance, stemming from lower advertising or merchandise revenues, or the company is unsuccessful in executing its organic growth strategy, leading to an unsustainable capital structure," S&P said. "We could raise the ratings over the next 12 months if WildBrain is able to navigate through the uncertainties of a recession with limited impact on its operating performance. At the same time, we would also expect the company to be successful in executing its growth strategy, resulting in organic EBITDA growth and leverage dropping below 7.5x over the next 12 months," the rating agency said. WINSTEAD'S CO: Seeks to Hire Asset Auctions Group as Auctioneer --------------------------------------------------------------- Winstead's Company seeks approval from the U.S. Bankruptcy Court for the District of Kansas to hire Asset Auctions Group as auctioneer in connection with the Debtor's Chapter 11 case. The Debtor requires the services of an auctioneer to assist in the sale of all non-fixtures for the Winstead's Restaurant located at 4971 W. 135th St., Leawood, Kansas. The proposed commission is 25% of the gross sales with no additional costs or fees. No retainer has been paid to Asset Auctions Group by the Debtor for professional services rendered or to be rendered in this Chapter 11 proceeding. Kalen Sinco of Asset Auctions Group disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kalen Sinco ASSET AUCTIONS GROUP 15480 Hangar Road Kansas City, MO 64147 About Winstead's Company Winstead's Company operates 3 Winstead's Restaurant located at (i) 101 Emanuel Cleaver II Blvd., Kansas City, Mo.; (ii) 10711 Roe, Overland Park, Kansas; and (iii) 4971 W. 135th St., Leawood, Kansas. Winstead's Company filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 20-20288) on Feb. 24, 2020, listing under $1 million in both assets and liabilities. Judge Robert D. Berger oversees the case. The Debtor tapped Colin Gotham, Esq., at Evans & Mullinix, P.A., as legal counsel; EFH Tax Management, Inc., led by Edward F. Halpin, CPA, as accountant; and Asset Auctions Group as auctioneer. WINSTEAD'S CO: Taps EFH Tax Management as Accountants ----------------------------------------------------- Winstead's Company seeks approval from the U.S. Bankruptcy Court for the District of Kansas to hire Edward F. Halpin, CPA and EFH Tax Management, Inc. and its members as the Debtor's accountants. The Debtor requires the services of an accountant to assist in the preparation of the Debtor's federal and state tax returns and other financial statements. The Debtor believes that the firm and its members are well qualified in the field of accounting and tax compliance services, and are generally familiar with the Debtor's operations. The hourly rates of the professionals who will render services to the Debtor in this case are as follows: Edward F. Halpin, CPA $180 Staff CPAs $100 The Debtor shall, from the assets of the bankruptcy estate, pay each month 100% of the fees incurred and 100% of the expenses advanced on behalf of the Debtor. No retainer has been paid to EFH Tax Management by the Debtor for professional services rendered or to be rendered in this Chapter 11 proceeding. Prior to the filing of the petition, there was an outstanding balance due to the firm but it has agreed to waive the approximately $18,750 balance due until all other creditors are paid. Edward F. Halpin, CPA at EFH Tax Management, Inc., disclosed in court filings that the firm and its members are "disinterested persons" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Edward F. Halpin, CPA EFH TAX MANAGEMENT, INC. 12608 Fairway Road Leawood, KS 66209 About Winstead's Company Winstead's Company operates 3 Winstead's Restaurant located at (i) 101 Emanuel Cleaver II Blvd., Kansas City, Mo.; (ii) 10711 Roe, Overland Park, Kansas; and (iii) 4971 W. 135th St., Leawood, Kansas. Winstead's Company filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 20-20288) on Feb. 24, 2020, listing under $1 million in both assets and liabilities. Judge Robert D. Berger oversees the case. The Debtor tapped Colin Gotham, Esq., at Evans & Mullinix, P.A., as legal counsel; EFH Tax Management, Inc., led by Edward F. Halpin, CPA, as accountant; and Asset Auctions Group as auctioneer. WIREPATH HOME: Bank Debt Trades at 17% Discount ----------------------------------------------- Participations in a syndicated loan under which Wirepath Home Systems LLC is a borrower were trading in the secondary market around 83 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD292 million term loan is scheduled to mature on August 4, 2024. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. YAK ACCESS: Bank Debt Trades at 27% Discount -------------------------------------------- Participations in a syndicated loan under which Yak Access LLC is a borrower were trading in the secondary market around 73 cents-on-the-dollar during the week ended Fri., April 24, 2020, according to Bloomberg's Evaluated Pricing service data. The USD680 million term loan is scheduled to mature on July 11, 2025. As of April 24, 2020, the full amount has been drawn and is outstanding. The Company's country of domicile is U.S. YUETING JIA: Faraday Asks Founder's Creditors to Back Plan ---------------------------------------------------------- Electric vehicle Faraday Future startup published an open letter asking creditors of founder Jia Yueting to support Jia's bankruptcy plan, CX Tech reports. "Only when Faraday Future achieves success can Yueting perform or even overfulfill his responsibility of paying back his debts," the letter wrote, while inviting Jia's creditors to be future shareholders of the company. According to CX Tech, the letter comes just days after Faraday said it had secured a $9.16 million loan from a federal assistance program aimed at helping small businesses weather the ongoing Covid-19 pandemic. In March, the U.S. Bankruptcy Court for the Central District of California gave the green light to Jia's Chapter 11 bankruptcy financial disclosures and denied a bid by Shanghai Lan Cai Asset Management to dismiss the bankruptcy case. Jia has now sought approval to send his bankruptcy plan to creditors for voting. About Faraday Future Faraday Future (FF) -- https://www.ff.com/ -- is a California-based global shared intelligent mobility ecosystem company focusing on building the next generation of intelligent mobility ecosystems. Established in May 2014, the company is headquartered in Los Angeles with R&D Center and Futurist Testing Lab, and offices in Silicon Valley, Beijing, Shanghai, and Chengdu. FF is poised to break the boundaries between the Internet, IT, creative, and auto industries with product and service offerings that integrate new energy, AI, Internet, and sharing models, that aim to continuously transform the mobility of mankind. About Yueting Jia Yueting Jia is the founder of Leshi Holding Group and the CEO of Faraday Future. Yueting Jia sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 19-12220) on Oct. 14, 2019. The Debtor is represented by James E. O'Neill, Esq., at Pachulski, Stang, Ziehl & Jones LLP. YUMA ENERGY: Taps Seaport Gordian Energy as Investment Banker ------------------------------------------------------------- Yuma Energy, Inc. and its debtor affiliates seek approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Seaport Gordian Energy LLC (SGE) as their investment banker. SGE will provide these services in connection with the Debtors' Chapter 11 case: (a) assist with the preparation of requisite marketing documents for a transaction; (b) maintain copies of confidentiality agreements in connection with the Transaction; (c) coordinate due diligence, including meetings and information requests, in connection with the Transaction; (d) assist the Debtors in formulating a marketing strategy for the Transaction and in developing procedures and a timetable for marketing the Transaction; (e) assist the Debtors in identifying and evaluating candidates for the Transaction, run a sales and marketing process designed to identify such candidates, and advise the Debtors in connection with negotiations with such candidates; and (f) provide such other investment banking services as are customary for these types of transactions. The fees to be paid to SGE as compensation for its services are: (a) Upon the execution of the Engagement Letter, a cash fee in the amount of $25,000, with additional cash fees in the amount of $15,000 per month payable every 30 days thereafter until the later of (i) the eighth (8th) month following execution of the Engagement Letter, or (ii) the earlier of (a) the expiration of the term of the parties' agreement pursuant to the Engagement Letter, or (b) the consummation of a Transaction; and (b) A cash fee in connection with the consummation of any M&A or Sale Transaction equal to the greater of $200,000 or (5.0%) of the amount of Aggregate Consideration (as defined in the Engagement Letter) paid or payable or received or receivable by or on behalf of the Debtors in connection with such M&A or Sale Transaction. In addition to any fees that may be paid to SGE, the Debtors shall reimburse SGE for all out-of-pocket expenses (including reasonable fees and expenses of its counsel) incurred in connection with its engagement by the Debtors. In total, within one year prior to the petition date, the Debtors paid SGE $61,626.93 in fees and $11,626.93 in expense reimbursement in connection with the pre-petition engagement. Prior to the petition date, the Debtors owed SGE $120,000 of fees plus $3,566.59 of expense reimbursement, but SGE has agreed to waive those claims. The Debtors believe that the services will not duplicate the services that other professionals will be providing to the Debtors in these cases. Michael D. Bodino, a director at Seaport Gordian Energy LLC, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael D. Bodino, Esq. SEAPORT GORDIAN ENERGY LLC 360 Madison Avenue, 21st Floor New York, NY 10017 About Yuma Energy Yuma Energy, Inc. -- http://www.yumaenergyinc.com/-- is an independent Houston-based exploration and production company. The Company is focused on the acquisition, development, and exploration for conventional and unconventional oil and natural gas resources, primarily in the U.S. Gulf Coast, the Permian Basin of West Texas and California. The Company has employed a 3-D seismic-based strategy to build a multi-year inventory of development and exploration prospects. Its current operations are focused on onshore properties located in southern Louisiana, southeastern Texas and recently, in the Permian basin of West Texas. In addition, the Company has non-operated positions in the East Texas Eagle Ford and Woodbine, and operated positions in Kern County in California. Yuma Energy Inc. and three of its affiliates filed for bankruptcy protection (Bankr. N. D. Texas, Lead Case No. 20-41455) on April 15, 2020. The petitions were signed by Anthony C. Schnur, chief restructuring officer. As of December 31, 2019, Yuma posted $32,290,329 in total assets and $28,270,794 in total liabilities. The Debtors have tapped Fisher Broyles LLP as their counsel; Seaport Gordian Energy LLC as their investment banker; Ankura Consulting Group LLC as their financial advisor; and Stretto as their administrative advisor. [*] Retail Chains Explore Bankruptcy Filing Due to Covid-19 ----------------------------------------------------------- Tracey Porpora, reporting for SILive.com, reports that with brick-and-mortar stores shut across the U.S., many retail chains have reportedly been weighing bankruptcy filings. "The forecast isn't good for some brick-and-mortar retail chains, particularly the heavily-leveraged retailers," Wagner College finance professor Richard LaRocca said. He noted that while online sales have increased, online shopping only accounts 10 percent of retail sales. According to SILive, retailers reportedly considering bankruptcy include: * AMC Theaters, forced to shut its theaters due to the coronavirus outbreak, is contemplating filing bankruptcy protection, according to Marketwatch. * J.C. Penney is exploring filing for bankruptcy protection, according to Reuters. * According to Reuters, Lord & Taylor is trying to seek relief from creditors to avoid bankruptcy. * NJ.com reports that Neiman Marcus could file for bankruptcy as early as next week, according to NJ.com. AMC Theater, originally the American Multi-Cinema and is known as AMC, AMC Multi-Cinema or AMC Cinemas, is a U.S. movie theater chain based in Leawood, Kansas. AMC has over 8,200 screens in 661 theaters in the country and 2,200 screens in 244 across Europe. Plano, Texas-based J.C. Penney Co. Inc. is a department store chain with more than 850 stores in Puerto Rico and across the U.S., and powerful e-commerce website, jcp.com that deliver a extensive range of national, exclusive and private brands. At present, it houses around 95,000 employees around the world. The company had total net sales of $11.7 billion in fiscal year 2018. Lord & Taylor is a New York-based luxury department store that offers luxury products or women such as belts, shoes, clothes, handbags as well as accessories. It was founded in 1826. At present, Lord & Taylor grew to beyond 50 locations and 66,000 employees nationwide. Dallas, Texas-based Neiman Marcus Group is a luxury, multi-branded, omni-channel fashion retailer conducting integrated store and online operations under the Neiman Marcus Direct, Bergdorf Goodman, Neiman Marcus Last Call, and Horchow brand names. The Neiman Marcus Group presently operates 43 Neiman Marcus Stores across the United States and two Bergdorf Goodman stores in Manhattan. The Company also operates 24 Last Call locations as well as three CUSP stores. Neiman Marcus Group LLC has more than 15,000 employees, 24 subsidiaries, and 125 companies under the Neiman Marcus Group LLC corporate family. [*] S&P Alters Outlooks on NonProfit Health Care Groups to Negative ------------------------------------------------------------------- S&P Global Ratings revised the outlooks to negative from stable and affirmed its ratings on certain U.S. not-for-profit health care organizations due to the heightened risks associated with the financial toll caused by the COVID-19 pandemic and related recession. For the same reasons, S&P revised the outlooks to stable from positive and affirmed the ratings on certain U.S. not-for-profit health care organizations. The health care organizations affected by these actions include those with speculative-grade ratings ('BB+' and lower) or those entities whose unrestricted reserves are in S&P's view limited (approximately 100 days' cash on hand or less). A negative outlook reflects S&P's view that there is at least a one-in-three chance that operating and economic conditions worsen to a degree that affects the organization's ability to maintain credit characteristics in line with the current rating level. Outlook Revisions To Negative The outlook revisions to negative on these health care organization ratings reflect S&P's belief that these issuers have less flexibility and are more susceptible to financial stress that could result in lower ratings over the next year because they already face challenging business conditions and have limited financial cushion to absorb a crisis such as the one S&P is experiencing. In many cases, issuers with these characteristics also have more limited market access for additional resources. While most of these ratings have been relatively stable in recent years, the negative outlook on these ratings reflects intensifying pressure on the organizations' financial performance and liquidity driven by interrupted revenue streams and heightened expenses as well as the current and forecast economic conditions. Table 1 Health Care Organizations With Outlooks Revised To Negative State Obligor Rating Massachusetts Atrius Health BBB Alabama Bibb County Healthcare Authority BB Texas Dawson County Hospital District CCC Colorado Delta County Memorial Hospital District BB Texas Ector County Hospital District BBB Ohio Genesis Healthcare System BB+ Colorado Grand River Hospital District BB+ Connecticut Griffin Health Services BB+ Texas Guadalupe Regional Medical Center BB Kentucky Hardin Memorial Hospital A- New Jersey Holy Name Medical Center BBB Alabama Jackson Hospital and Clinic BBB- Washington Jefferson County Public Hospital District No. 2 BB+ Kentucky Jennie Stuart Medical Center BB+ Rhode Island Lifespan Obligated Group BBB+ California Loma Linda University Medical Center BB- Idaho Madison Memorial Hospital BB+ Massachusetts Milford Regional Medical Center BB+ New York Mohawk Valley Health System BB+ Colorado National Jewish Health BB+ New York Nicholas H. Noyes Memorial Hospital BB Louisiana North Oaks Health System BB+ California Oak Valley Hospital District BB Louisiana Opelousas General Hospital Authority BB+ California Oroville Hospital BB+ Oklahoma OU Medicine BB+ California Palomar Health BBB California Pomona Valley Hospital Medical Center BBB New York Rochester General Hospital A- Puerto Rico Ryder Memorial Hospital CCC New York Samaritan Medical Center BBB- North Carolina Southeastern Regional Medical Center BBB+ Missouri SoutheastHEALTH BBB- Louisiana Southwest Louisiana Hospital Association BB+ Pennsylvania Temple University Health System BBB- New York Westchester County Health Care Corporation* BBB- Arkansas White River Health System BBB- Washington Whitman County Public Hospital District #1-A (Pullman Regional Hospital) BBB- Texas Winkler County Hospital District BB+ All ratings current as of April 17, 2020. *Rating is based on application of Government-Related Entities criteria. Outlook Revisions To Stable The outlook revisions to stable from positive reflect S&P's view that previous upward momentum will likely be stunted by the broad financial challenges facing these organizations due to the pandemic and recession. While S&P no longer thinks a higher rating is likely during the outlook period, it still considers these organizations' ratings stable at this time. Table 2 Health Care Organizations With Outlooks Revised To Stable State Obligor Rating Massachusetts Boston Medical Center BBB Louisiana St. Charles Parish Hospital District #1 B New Jersey St. Peters University Hospital BB+ All ratings current as of April 17, 2020. Issuer-Specific Reviews Will Be Conducted "While we have made these broad-based negative outlook revisions, we intend to review all ratings individually to assess underlying financial performance as well as the degree to which each is affected by COVID-19-related events including the recession. This will include a case-by-case analysis of management's efforts to offset revenue declines, plans to reactivate elective and nonemergent care, and ability to bridge the cash flow imbalances caused by the pandemic and recession," S&P said. "A negative outlook is not necessarily a precursor to a rating change, so we believe it is possible that some outlooks could return to stable from negative as we assess risk mitigation; however, we could also lower ratings during the outlook period. For some organizations that previously had positive outlooks, we believe it is possible that the outlook could be returned to positive, but these issuers would need to demonstrate a strong trend of enterprise and financial characteristics in line with a higher rating after significant downside stress testing," S&P said. As of Dec. 31, 2019, 14% of S&P's rated stand-alone hospitals and 7% of its rated health care systems carried negative outlooks. With these actions, these percentages will likely rise. As of Dec. 31, 2019, 7% and 3% of S&P's rated stand-alone hospitals and health care systems, respectively, carried positive outlooks. COVID-19-Related Credit Pressures Facing All Rated Health Care Organizations Nearly all health care providers have seen their revenues decline sharply since early March as a result of halted elective procedures and other nonemergent care and the effects of social distancing or isolation. At the same time, expenses have held steady or even increased across the board, particularly in the areas hardest hit by the pandemic to date. Health care providers typically have many fixed costs, and it can be difficult to sufficiently flex down variable costs due to the need to maintain certain minimum staffing standards and prepare for COVID-19 patients. "We expect these combined factors to result in weak earnings and liquidity stress across the sector. While all health care organizations are facing these challenges, we believe these health care organizations with weaker credit profiles and limited unrestricted reserves prior to the pandemic are least likely to maintain credit characteristics in line with the current rating levels," S&P said. Most March financial statements are not available at this time, but S&P expects that the health care providers it rates will face an unprecedented level of operating stress and tightened liquidity, which will worsen the longer and deeper the pandemic endures. Stand-alone hospitals and health care systems are the target of many state and federal stimulus efforts including an initial $100 billion of funding from the Coronavirus Aid, Relief, and Economic Security Act (CARES), the option to accelerate Medicare payments, and a variety of other state and federal funding allocated for hospitals for COVID-19-related expenses and forgone revenue. While S&P may actually see hospitals with improved liquidity in April, in its view these funds, in most cases, will be insufficient to offset cash flow disruption in the near and medium term. S&P thinks this risk could be most acutely felt among the issuers that are included in these rating actions. "We believe deferrals of nonemergent visits and procedures and the ensuing cash flow challenges for these issuers are related to governmental directives to protect the health and safety of those that may need health care due to COVID-19 and ongoing efforts to preserve capacity, supplies, and equipment and maintain appropriate levels of staffing. We view the uncertainty on the timing and duration of this situation throughout the country as a health and safety social risk under our environmental, social, and governance factors," S&P said. Certain Not-For-Profit Health Care Organizations Excluded From These Outlook Revisions S&P excluded from this rating action certain not-for-profit health care issuers with speculative-grade ratings or limited unrestricted reserves that already had non-stable outlooks. These include two organizations on CreditWatch with negative implications, 13 that already carry a negative outlook, and one on developing outlook with the upside tied solely to merger and acquisition activity. S&P will continue to evaluate the remainder of its portfolios and may take further actions on specific issuers or groups of issuers over the next several months as more details become available. Table 3 Health Care Organizations With Negative And Developing Outlooks And On CreditWatch Negative On CreditWatch Negative State Obligor Rating Rhode Island Care New England Health System BB- Massachusetts Lawrence General Hospital BB Developing Outlook State Obligor Rating Louisiana East Jefferson General Hospital B Negative Outlooks State Obligor Rating California Beverly Community Hospital Association BBB- Oklahoma Comanche County Memorial Hospital BB+ California Community Memorial Health System BB Texas Decatur Hospital Authority BBB- Texas El Paso County Hospital District BBB+ Texas Hunt Memorial Hospital District BBB+ Hawaii Kuakini Health System B- Georgia Medical College of Georgia Health System BBB- Wyoming Memorial Hospital of Sweetwater County BB+ California Northern Inyo County Local Hospital District BB- Ohio ProMedica Healthcare BBB Louisiana Touro Infirmary* A Wisconsin Vernon Memorial Hospital BB All ratings current as of April 17, 2020. *Rating is based on application of Group Rating Methodology criteria. ********* 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. 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