/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/200717.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, July 17, 2020, Vol. 24, No. 198 Headlines 24 HOUR FITNESS: Law Firm of Russell Represents Utility Companies 5505 ASSOCIATES: Secured Creditor Proposes Sale-Based Plan A MERRYLAND OPERATING: Parcare Buying Lab Permit for $25K ACRO BIOMEDICAL: Has $81,000 Net Income for March 31 Quarter ALA TURK: Case Summary & 20 Largest Unsecured Creditors ALTHAUS FAMILY: Unsecured Creditors to Get Full Payment in 5 Years ANNAGEN LLC: Hires RSB & Associates as Accountant BEN F. BLANTON: Case Summary & 20 Largest Unsecured Creditors BGS WORKS: Case Summary & 20 Largest Unsecured Creditors BORDEN DAIRY: KKR, Former Dean Foods CEO Win Auction C21 INVESTMENTS: CEO Extends Term for Three Years C21 INVESTMENTS: Incurs $32.6 Million Net Loss in Fiscal 2020 CALIFORNIA RESOURCES: Case Summary & 30 Top Unsecured Creditors CANNABICS PHARMACEUTICALS: Posts $726K Net Loss in 3rd Quarter CATHEDRAL PLACE: Hires J. Scott Logan as Bankruptcy Counsel CAVITATION TECHNOLOGIES: Has $59,000 Net Loss for March 31 Quarter CBAK ENERGY: Lender Agrees to Swap $250K Note for Equity CITIUS PHARMACEUTICALS: Appoints Chief Medical Officer CLOUDCOMMERCE INC: Has $129,000 Net Loss for March 31 Quarter CONTINENTAL CAST: Unsecureds Owed $1.5M to Get At Least $45K CONVERSION LABS: Needs More Capital to Remain as Going Concern CYBER APPS: Has $64,000 Net Loss for Quarter Ended April 30 DEMERARA HOLDINGS: Unsec. Creditors to Be Paid in Full in 9 Months DENBURY RESOURCES: Says Substantial Going Concern Doubt Exists DIXON PAVING: Has Until Aug. 14 to File Plan & Disclosures DM DUKES: Seeks to Hire Frank B. Lyon as Legal Counsel DOLPHIN ENTERTAINMENT: Regains Compliance with Nasdaq Listing Rule DURAMEX INC: Gets Approval to Hire Dohmeyer Valuation as Consultant EAST CAROLINA COMMERCIAL: Taps Sasser Law Firm as Legal Counsel EDGEMARC ENERGY: Surety Objects to Plan & Disclosures ESSEQUIBO HOLDINGS: Unsecureds to Get 0% Absent Bidders FORUM ENERGY: Reports Preliminary Q2 2020 Financial Results FURIE OPERATING: Joint Plan of Reorganization Confirmed by Judge GENERAL CANNABIS: Principal Investor Joins Board of Directors GREEN EARTH: Unsecured Creditors to Split with $500K Over 4 Years GREEN4ALL ENERGY: Hires Scherrer Patent as Special Counsel GROW CAPITAL: Says Substantial Going Concern Doubt Exists HAWAIIAN HOLDINGS: S&P Downgrades ICR to 'CCC+; Outlook Negative HELEN E.A. TUDOR: JP Buying Apalachicola Property for $1.21 Million HELEN E.A. TUDOR: JP Ferguson Buying Personal Property for $65K HELIUS MEDICAL: Court Junks 2019 Putative Class Action Lawsuit HKO 3 LLC: Voluntary Chapter 11 Case Summary IMERYS TALC: Ad Hoc Committee Objects to Disclosure Motion IMERYS TALC: Certain Insurers Object to Plan & Disclosure IMERYS TALC: Cyprus & CAMC Object to Disclosure Motion IMERYS TALC: Retailers Join J&J Objection to Plan Disclosures IMPACT GLASS: Aug. 25 Plan & Disclosure Hearing Set INTERPACE BIOSCIENCES: Stockholders Pass Four Proposals J.C. PENNEY: Cavazos Hendricks Represents Hipskind, 2 Others JAGUAR HEALTH: Amends Royalty Agreement with Iliad Research JS KALAMA: U.S. Trustee Unable to Appoint Committee LIFE TIME INC: S&P Alters Outlook to Negative, Affirms 'CCC+' ICR LITTLE GUYS: Liquidating Plan Confirmed by Judge LTMT INC: Plan of Reorganization Confirmed by Judge M2 SYSTEMS: Karen Taragano Objects to Disclosure Statement MED PARENTCO: S&P Rates New $80MM First-Lien Term Loan 'B-' MELBOURNE BEACH: Pirogee & Yellow Object to Trustee's Disclosure MONOTYPE IMAGING: S&P Alters Outlook to Negative, Affirms 'B-' ICR NAJEEB A. KHAN: Trustee Selling JPMorgan Private Equity Interests NAVISTAR INTL: Moody's Rates New $225MM 2020 Unsec. Bonds 'B3' NEW MILLENNIUM ACADEMY: S&P Raises Bond Rating to 'B' OASIS PETROLEUM: Possible Default Event Casts Going Concern Doubt P.P.S. TRUCKING: Proposes a Sept. 15 Auction of Rolling Stock PAPARDELLE: District of Columbia Objects to Amended Disclosure PARK HEIGHT'S: $181K Sale of Baltimore Property Approved POTBELLY CORP: Conditions Exist That Raise Going Concern Doubt PRO TECH MACHINING: Has Until July 30 to File Plan & Disclosures PUERTO RICO: Paul Hastings, Casillas File 6th Modified Statement QUALITY REIMBURSEMENT: Gancman & Eastpoint Object to Disclosure QUICKEN LOANS: S&P Rates Unsecured Facility 'BB'; Outlook Stable ROBERT A. RYALS: Selling 100-Acre Sylacauga Property for $2.5K/Acre RQW - REAL ESTATE: In Negotiations to Reduce Bank's Payment RWDY INC: U.S. Trustee Appoints Creditors' Committee RYERSON HOLDING: S&P Rates New $500MM Senior Secured Notes 'B' SABLE PERMIAN: Davis Polk, Porter Represent Apollo, Avenue SAMSON OIL: Has $8.4M Net Income for the Quarter Ended March 31 SANAM CONYERS: Patel Group Objects to Disclosure Statement SEMINOLE HARD: Moody's Lowers CFR to B1, Outlook Negative SEVENTH BAPTIST: Case Summary & 7 Unsecured Creditors SINTX TECHNOLOGIES: Regains Compliance With NASDAQ Bid Price Rule SKILLSOFT CORP: July 24 Plan & Disclosure Hearing Set STILLWATER 8665: Duarte Buying Ball Ground Property for $318.5M THEMAVEN INC: Management Says Going Concern Doubt Exists THERMOGENESIS HOLDINGS: Has $4.7M Net Loss for March 31 Quarter TRICO GROUP: Moody's Rates First Lien Incremental Term Loan 'B3' TRUE RELIGION: Unsecured Creditors to Get Full Payment in Plan TRUVI COMMERCE: Case Summary & 7 Unsecured Creditors UNIQUE TOOL: Unsecureds to Get Full Payment in Committee's Plan VISITING NURSE: Selling Hospice & Home Health Assets W133 OWNER: Case Summary & 11 Unsecured Creditors WANSDOWN PROPERTIES: July 16 Plan & Disclosure Hearing Set WINDSTREAM HOLDINGS: PwC LLP Raises Going Concern Doubt WINDSTREAM SERVICES: PwC LLP Raises Going Concern Doubt [*] Safeer Named Managing Director at Newpoint [^] BOOK REVIEW: BOARD GAMES - Changing Shape of Corporate Power ********* 24 HOUR FITNESS: Law Firm of Russell Represents Utility Companies ----------------------------------------------------------------- Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure, the Law Firm of Russell R. Johnson III, PLC, submitted a verified statement to disclose that it is representing the utility companies in the Chapter 11 cases of 24 Hour Fitness Worldwide, Inc., et al. The names and addresses of the Utilities represented by the Firm are: a. Consolidated Edison Company of New York, Inc. Attn: Rosalie Zuckerman, Esq. 4 Irving Place – Room 1875S New York, NY 1003 b. Constellation NewEnergy, Inc. Attn: C. Bradley Burton Credit Analyst Constellation Energy 1310 Point Street, 12th Floor Baltimore, MD 21231 c. Commonwealth Edison Company Attn: Erin Buechler Claims & Collection Counsel 3 Lincoln Centre Oakbrook Terrace, IL 60181 d. Orange and Rockland Utilities, Inc. Attn: Jennifer Woehrle 390 W. Route 59 Spring Valley, New York 10977 e. Baltimore Gas and Electric Company The Potomac Electric Power Company Attn: Lynn R. Zack, Esq. Assistant General Counsel Exelon Corporation 2301 Market Street, S23-1 Philadelphia, PA 19103 f. Jersey Central Power & Light Company Attn: Kathy M. Hofacre FirstEnergy Corp. 76 S. Main St., A-GO-15 Akron, OH 44308 g. Sacramento Municipal Utilities District Attn: Randall J. Hakes, Esq. 6301 S Street, Mailstop A311 Sacramento, California 95817 h. San Diego Gas & Electric Company Attn: A.J. Moreno, Bankruptcy Specialist 8326 Century Park Court San Diego, CA 92123 i. Southern California Gas Company Attn: Cranston J. Williams, Esq. Office of the General Counsel 555 W. Fifth Street, GT14G1 P.O. Box 30337 Los Angeles, CA 90013-1034 j. Virginia Electric and Power Company d/b/a Dominion Energy Virginia Attn: Sherry Ward 600 East Canal Street, 10th floor Richmond, VA 23219 k. Symmetry Energy Solutions, LLC f/k/a CenterPoint Energy Services, Inc. Attn: Debora Churches 1111 Louisiana Street, B-241 Houston, Texas 77002 l. Public Service Electric and Gas Company Attn: Matthew Cooney 80 Park Plaza-T15 Newark, New Jersey 07102 m. Tampa Electric Company Attn: Barbara Taulton FRP, CAP Florida Registered Paralegal Tampa Electric Company 702 N. Franklin Street Tampa, FL 33602 n. Florida Power & Light Company Attn: Gloria Lopez Revenue Recovery Department RRD/LFO 4200 W. Flagler St. Coral Gables, Florida 33134 The nature and the amount of claims (interests) of the Utilities, and the times of acquisition thereof are as follows: a. The following Utilities have unsecured claims against the above-referenced Debtors arising from prepetition utility usage: Constellation NewEnergy, Inc., Consolidated Edison Company of New York, Inc., Orange and Rockland Utilities, Inc., Baltimore Gas and Electric Company, Commonwealth Edison Company, Jersey Central Power & Light Company, San Diego Gas and Electric Company, Southern California Gas Company, Virginia Electric and Power Company d/b/a Dominion Energy Virginia, Sacramento Municipal Utilities District, Symmetry Energy Solutions, LLC f/k/a CenterPoint Energy Services, Inc. and Public Service Electric and Gas Company. b. Florida Power & Light Company, The Potomac Electric Power Company and Tampa Electric Company held prepetition deposits that secured all prepetition debt. c. For more information regarding the claims and interests of the Utilities in these jointly-administered cases, refer to the Objection of Certain Utility Companies To the Motion of Debtors For Entry of Interim and Final Orders (I) Approving the Debtors' Proposed Adequate Assurance of Payment for Future Utility Services, (II) Establishing Procedures For Determining Adequate Assurance of Payment For Future Utility Services, (III) Prohibiting Utility Service, (IV) Authorizing Debtors To Honor Obligations To Payment Processors In Ordinary Course of Business, and (V) Granting Related Relief (Docket No. 388) files in the above-captioned, jointly administered, bankruptcy cases. The Law Firm of Russell R. Johnson III, PLC was retained to represent the foregoing Utilities in June 2020. The circumstances and terms and conditions of employment of the Firm by the Companies is protected by the attorney-client privilege and attorney work product doctrine. The Firm can be reached at: Russell R. Johnson III, Esq. LAW FIRM OF RUSSELL R. JOHNSON III, PLC 2258 Wheatlands Drive Manakin-Sabot, VA 23103 Tel: (804) 749-8861 Fax: (804) 749-8862 Email: russell@russelljohnsonlawfirm.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://is.gd/qtdCJs About 24 Hour Fitness 24 Hour Fitness Worldwide, Inc., owns and operates fitness centers in the United States. As of March 31, 2017, the company operated 426 clubs serving approximately 3.6 million members across 13 states and 23 markets, predominantly in California, Texas and Colorado. For the 12 months ended March 31, 2017, the company generated total revenue of about $1.4 billion. In May 2014, 24 Hour Fitness was acquired by affiliates of AEA Investors LP, Fitness Capital Partners and Ontario Teachers' Pension Plan for a total purchase price of approximately $1.8 billion. 24 Hour Fitness Worldwide and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-11558) on June 15, 2020. 24 Hour Fitness was estimated to have $1 billion to $10 billion in assets and liabilities as of the bankruptcy filing. The Hon. Karen B. Owens is the case judge. The Debtors tapped Weil, Gotshal & Manges, LLP as lead bankruptcy counsel; Pachulski Stang Ziehl & Jones, LLP as local counsel; FTI Consulting, Inc. as financial advisor; Lazard Freres & Co. LLC as investment banker; and Prime Clerk, LLC as claims agent. 5505 ASSOCIATES: Secured Creditor Proposes Sale-Based Plan ---------------------------------------------------------- Secured creditor 5th Avenue Mixed Use LLC has filed its First Amended Disclosure Statement for First Amended Plan of Reorganization for debtor 5505 Associates LLC dated May 22, 2020. The Plan provides for the reorganization of the Debtor through the liquidation of Debtor's real property and improvements located at 5505 5th Avenue, Brooklyn, New York 11220 (the Property) through a public sale. The sale will be marketed through a broker selected by the Secured Creditor. The property shall be sold free and clear of all liens, claims and encumbrances. The proceeds of the sale will be used to pay the creditors of the Debtor, including Secured Creditor. The Plan Proponent shall provide a cash contribution in an amount of $65,000 simultaneously with the closing of the Sale. To the extent not satisfied from the proceeds of the Sale, the Cash Contribution will be utilized to pay all allowed claims, including Administrative Claims and Professional Fees, in full, with payments to unsecured creditors receiving post-petition interest 4.00% per annum from the Petition Date and Secured Creditors receiving interest as guided by agreement or by statute. The Plan provides for the reorganization of the Debtor by liquidating the Property through a public sale. In addition to the Proceeds from the Sale, the Cash Contribution shall be used to satisfy certain allowed claims of creditors of the Debtor's estate as they pertain to the Loan and obligations of the Debtor including allowed administrative claims and tax claims which may have been accruing since the commencement of this case. Through the Sale, the Successful Bidder, shall take title to the respective Property free and clear of all liens, claims and encumbrances. The Secured Creditor will escrow with the Disbursing Agent, the sum of $65,000.00. A full-text copy of the Secured Creditor's First Amended Disclosure Statement dated May 22, 2020, is available at https://tinyurl.com/yb9ll7cf from PacerMonitor.com at no charge. Attorneys for 5th Avenue: JASPAN SCHLESINGER LLP 300 Garden City Plaza Garden City, New York 11530 Tel: (516) 746-8000 Christopher D. Palmieri, Esq. About 4811 Associates 5505 Associates LLC owns the real property and improvements located at 4811 5th Avenue, Brooklyn, New York 11220. 5505 Associates LLC sought Chapter 11 protection (Bankr. E.D.N.Y. Case No. 19-44264) on July 11, 2019. The Debtor was estimated to have assets and liabilities of $1 million to $10 million. 5505 Associates LLC's case is a member case of Lead Case, with Case No. 19-44290 of Chu H. Kwon. The Elizabeth S Stong is the case judge. The Debtor's counsel: Charles E Simpson Windels Marx Lane & Mittendorf Tel: 212-237-1000 E-mail: csimpson@windelsmarx.com A MERRYLAND OPERATING: Parcare Buying Lab Permit for $25K --------------------------------------------------------- A Merryland Operating, LLC, doing business as A Merryland Health Center, LLC, asks the U.S. Bankruptcy Court for the Eastern District of New York to authorize the contract of sale of its interest in a New York State Department of Health Lab Permit to Parcare Community Health Network for $25,000. The Debtor is licensed as an Article 28 of the Public Health Law by NYS Department of Health as a Diagnostic and Treatment Center. The Center is located at 1704-1706 Mermaid Avenue, Brooklyn, New York 11224 and resides in NYC's Brooklyn Community District 13 - Coney Island. The Department of Health issued a permit to the Debtor to operate a clinical laboratory. In order to be profitable, the lab must receive a high volume of work. The Debtor's lab does not have a high volume and is operating at a deficit of approximately $4,000 to $5,000 per month. The cost to obtain such a permit is approximately $25,000. The Debtor has identified a party who is interested in purchasing the Permit for $25,000, Parcare Community Health Network. The purchase is subject to approval of the Department of Health. The Debtor believes the Purchase Price is the highest offer they will receive for the Permit based upon the fact that any party can undertake the approval process for a comparable price. It believes that $25,000 is a fair and reasonable price for the proposed expedicious private sale of the Permit. The advantage to the Purchaser is that the transaction can occur faster than if the Purchaser started from scratch. The advantage to the Debtor is recouping its $25,000 costs of obtaining the Permit and getting rid of a segment of its business that is causing losses. Given the benefits to the Debtor, and the fact that the purchase price is comparable to what a party would pay to obtain the Permit, albeit at a slower pace, the Debtor does not expect to receive an offer in excess of the Purchase Price. A hearing on the Motion is set for July 2020 at 11:30 a.m. A copy of the Offer is available at https://tinyurl.com/yajwjg6q from PacerMonitor.com free of charge. About A Merryland Operating A Merryland Operating LLC is a walk-in primary care medical clinic located in underserved community of Coney Island. A Merryland Operating filed a voluntary Chapter 11 petition (Bankr. E.D.N.Y. Case No. 19-46475) on Oct. 28, 2019, estimating under $1 million in assets and liabilities. The Debtor is represented by Dawn Kirby, Esq., at Kirby Aisner & Curley LLP. Eric Huebscher has been appointed as Patient Care Ombudsman and is represented by Farrell Fritz, P.C. ACRO BIOMEDICAL: Has $81,000 Net Income for March 31 Quarter ------------------------------------------------------------ Acro Biomedical Co., Ltd. filed its quarterly report on Form 10-Q, disclosing a net income of $81,116 on $687,964 of revenues for the three months ended March 31, 2020, compared to a net loss of $169,750 on $0 of revenues for the same period in 2019. At March 31, 2020, the Company had total assets of $1,019,449, total liabilities of $139,653, and $879,796 in total stockholders' equity. The Company had minimal cash as of March 31, 2020 and did not generate cash from its operation for the three months ended March 31, 2020. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. Acro Biomedical said, "The Company proposes to fund operations through sales of its products and equity financing arrangements. However, the Company does not have any agreements or understanding with respect to any financing and, because of the lack of sales and the absence of any active trading market for its common stock, its financial condition and its lack of an operating history, the Company may not be able to raise funds for capital expenditures, working capital and other cash requirements. If the Company cannot generate revenue from its products, it may not be able to continue in its business." A copy of the Form 10-Q is available at: https://is.gd/yJLJCJ Acro Biomedical Co., Ltd., a development stage company, intends to develop and market nutritional products. It also sells cordycepin and cordyceps powder. The Company was formerly known as Killer Waves Hawaii, Inc. and changed its name to Acro Biomedical Co., Ltd. in January 2017. Acro Biomedical Co., Ltd. was founded in 2014 and is based in Fishers, Indiana. ALA TURK: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------- Debtor: Ala Turk Inc. 1417 2nd Avenue New York, NY 10021 Business Description: Ala Turk Inc. -- https://alaturkarestaurant.com -- owns and operates a restaurant specializing in Mediterranean cuisine. The A La Turka restaurant focuses on grilled meat and fish. A La Turka offers along with 20 different kebabs like a kebab factory, including chicken, lamb and beef, also Mediterranean fish selections, as Branzini. Chapter 11 Petition Date: July 15, 2020 Court: United States Bankruptcy Court Eastern District of New York Case No.: 20-42628 Debtor's Counsel: Lawrence F. Morrison, Esq. MORRISON TENENBAUM, PLLC 87 Walker Street, Second Floor New York, NY 10013 Tel: 212-620-0938 Email: info@m-t-law.com Total Assets: $263,500 Total Liabilities: $1,276,886 The petition was signed by Suleyman Secer, president. A copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://is.gd/tybFsk ALTHAUS FAMILY: Unsecured Creditors to Get Full Payment in 5 Years ------------------------------------------------------------------ Althaus Family Investors LTD filed with the U.S. Bankruptcy Court for the Northern District of Ohio, Western Division, a Disclosure Statement describing its Plan of Reorganization dated June 12, 2020. On February 27, 2020, an auction of certain equipment of Unique Tool and Manufacturing Co., Inc. (UTM) was held pursuant to an order entered by the Court. A total of $571,279 was realized at the auction, with the net to the estate of UTM being $468,245. Of this amount, $72,767 was disbursed to Chemical Bank to reduce its claim against UTM and $371,513 was paid to Waterford to reduce its claim against UTM. Equipment of UTM was also sold, pursuant to Court approval, at private sales to (1) General Dynamics, SATCOM Technologies, Inc. (sale price of $6,500); (2) Kim Kool, Inc. (sale price of $35,000); (3) Malco Inc. (sale price of $41,230); and (4) Tecumseh Products Company (sale price of $29,500). The net proceeds from these sales were paid to Waterford to reduce its claim against UTM. Class 4 General Unsecured Claims will be paid in full on the allowed amount of their claim and will be paid Pro Rata according to the proposed Plan after satisfaction of Class One, Allowed Administrative Claims, Allowed Unclassified Priority Claims and Allowed Non-Tax Priority Claims with such claims and distribution amounts thereon to be set 180 days after the Effective Date and such amounts paid every 90 days thereafter until paid in full. Under the proposed Plan, the distribution amounts shall be determined by the Debtor but shall not extend beyond 5 years. No interest shall accrue on such claims. Class 6 Equity Interests will remain after confirmation of the Plan in this case. Upon reorganization, the Debtor's long-term business operations will consist of leasing its Facility to Temperance and Althaus Holdings. Income generated from these leases will fund the Debtor's plan of reorganization. The Debtor's necessary expenditures will mainly consist of those costs necessary to preserve and maintain the Real Property and will include compensation for two-part time employees. A full-text copy of the Disclosure Statement dated June 12, 2020, is available at https://tinyurl.com/y8sby7zn from PacerMonitor at no charge. The Debtor is represented by: Steven L. Diller Diller & Rice, LLC 124 E. Main Street Van Wert, Ohio 45891 Tel: (419) 238-5025 E-mail: steven@drlawllc.com - and - Eric R. Neuman DILLER & RICE 1105-1107 Adams Street Toledo, Ohio 43604 Phone: (419) 724-9047 E-mail: eric@drlawllc.com About Althaus Family Investors Althaus Family Investors Ltd. filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ohio Case No. 19-32357) on July 26, 2019, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Steven L. Diller, Esq. at Diller and Rice, LLC. ANNAGEN LLC: Hires RSB & Associates as Accountant ------------------------------------------------- Annagen, LLC received approval from the U.S. Bankruptcy Court for the Middle District of Pennsylvania to employ RSB & Associates, P.C. as its accountant. The firm's services will include the preparation of Debtor's 2019 federal and state tax returns, the preparation of company financials and communications, and business consulting services. The firm will be paid at hourly rates as follows: Tax return preparation $2,540 for 2 returns Philip R. Reck, CPA $270 per hour Consulting/Training $155 per hour Associate Accountant $150 per hour Staff $135 per hour Phlip Reck, a certified public accountant employed with RSB & Associates, disclosed in court filings that the firm does not represent an interest adverse to Debtor's bankruptcy estate. The firm can be reached through: Philip R. Reck, CPA RSB & Associates, P.C. 54 South Beaver St. York, PA 17401 Phone: 717-845-9671 About Annagen LLC Annagen, LLC is a privately held corporation that provides colocation, infrastructure and application hosting services that work side by side with a large variety of industries including healthcare, financial, education, transportation and government to accelerate their technology evolution from the ground to the cloud. It operates a data center in Harrisburg, Pa. Visit https://www.netrepid.com for more information. Annagen filed a Chapter 11 petition (Bankr. M.D. Pa. Case No. 19-03631) on Aug. 27, 2019. The petition was signed by Annagen President Samuel D. Coyl. At the time of the filing, Debtor was estimated to have $1 million to $10 million in both assets and liabilities. Judge Henry W. Van Eck oversees the case. Debtor has tapped Purcell, Krug & Haller and the Law Offices of John M. Hyams as its bankruptcy counsel; Thomas, Thomas & Hafer, LLC as its special counsel; and RSB & Associates, P.C. as its accountant. BEN F. BLANTON: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Ben F. Blanton Construction, Inc. 550 Turner Blvd. Saint Peters, MO 63376 Business Description: Ben F. Blanton Construction, Inc. -- https://www.blantonconstruction.com -- is a construction management, design/build, and general contracting company with headquarters in the greater metropolitan St. Louis, MO area. The company provides a wide range of services which include, pre- construction, general contracting, construction management, along with design/build and build to suit construction for industrial, commercial, retail, education/institutional, senior care, and federal/state markets. Chapter 11 Petition Date: July 16, 2020 Court: United States Bankruptcy Court Eastern District of Missouri Case No.: 20-43555 Debtor's Counsel: Wendi Alper-Pressman, Esq. LATHROP GPM LLP 7701 Forsyth, Suite 400 Clayton, MO 63105 Tel: 314-613-2800 Email: wendl.alper-pressman@lathropgpm.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Jeffrey M. Blanton, president. A copy of the petition is available for free at PacerMonitor.com at: https://is.gd/E0wMYM List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Bedrock Concrete LLC $61,995 19968 W 157th Street Olathe, KS 66062 2. Bell Masonry, Inc. $103,066 4121 W. 83rd Street Suite 151 Mission, KS 66205 3. Division 4 Masonry, Inc. $66,582 P.O. Box 24125 Overland Park, KS 66283 4. Fatboy Electric, Inc. $68,228 P.O. Box 300198 Kansas City, MO 64130 5. Finch Plumbing Co., Inc. $67,995 13160 Taussig Avenue Bridgeton, MO 63044 6. Hayden Wrecking $142,200 4201 St. Clair Avenue East Saint Louis, IL 62203 7. Kaw Valley Companies, Inc. $108,633 5600 Kansas Avenue Kansas City, KS 66106 8. MCI Mechanical Contractors, IN $97,164 10431 E. Watson Road Saint Louis, MO 63127 9. Midwest Glass & Glazing $82,608 3909 Mission Road Kansas City, KS 66103 10. Phaze One Electric LLC $251,153 199980 W. 162nd Street Olathe, KS 66062 11. Piper Construction LLC $85,287 1900 NW South Outer Road, Ste 20 Blue Springs, MO 64015 12. Premier Contracting, Inc. $84,552 3940 S. Ferree Street Kansas City, KS 66103 13. Pro Design Contractors LLC $88,270 28349 Pleasant Valley Road Paola, KS 66071 14. RNC Drywall $127,385 10230 NW 57th Terrace Kansas City, MO 64152 15. Rosch Co, LLC $521,045 18390 Wings Corporate Drive Chesterfield, MO 63005 16. Skyline Structural Steel LLC $210,400 6817 Stadium Drive Kansas City, MO 64129 17. Stark Truss Company $126,380 3284 PCR 806 Perryville, MO 63775 18. T & R Electric $90,627 1720 Scherer Parkway Saint Charles, MO 63303 19. Vee Jay Cement Contracting Co $119,507 8053 Chivvis Drive Saint Louis, MO 63123 20. Waddell Concrete $230,009 720 W. Fourth Street PO Box 747 Eureka, MO 63025 BGS WORKS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: BGS Works, Inc. 20144 Ruston Road Woodland Hills, CA 91364 Business Description: BGS Works, Inc. is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)), whose principal assets are located at 5099 Llano Drive Woodland Hills, CA 91364. Chapter 11 Petition Date: July 15, 2020 Court: United States Bankruptcy Court Central District of California Case No.: 20-11237 Judge: Hon. Victoria S. Kaufman Debtor's Counsel: Matthew D. Resnik, Esq. RESNIK HAYES MORADI, LLP 17609 Ventura Blvd. Suite 314 Encino, CA 91316 Tel: (818) 285-0100 E-mail: matt@rhmfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Joseph Sternlib, owner. A copy of the petition containing, among other items, a list of the Debtor's 13 unsecured creditors is available for free at PacerMonitor.com at: https://is.gd/LjsBtn BORDEN DAIRY: KKR, Former Dean Foods CEO Win Auction ---------------------------------------------------- Natalie Walters, writing for Dallas News, reports that KKR & Co., led by the former CEO of Deans Foods, won the auction for Borden Dairy, five months after it filed for bankruptcy protection. Dallas-based Borden Dairy, which filed for bankruptcy protection in January, has been scooped up by private equity giant KKR & Co. and an investment firm led by the former CEO of Borden's biggest rival, Dallas-based Dean Foods. The two buyers created the entity New Dairy Opco LLC to buy nearly all of Borden's assets, with Capitol Peak Partners leading the bid, according to court documents and people familiar with the matter. Gregg Engles, former head of Dean Foods, founded Capitol Peak in 2017. Borden filed for bankruptcy in January due to growing headwinds in the industry, including a 46% drop in fluid milk consumption per capita from 1980 to 2018, according to U.S. Department of Agriculture data. At the same time, the cost of raw milk that Borden buys from small farmers rose 27% in the past year, Borden wrote in its bankruptcy filing. Private equity giant KKR bought Borden, known for its "spokescow" Elsie, in 1995 for $2 billion and made it private after 68 years as a publicly traded company. It later sold off divisions and brands to various buyers, but remained a lender for Borden’s $175 million term loan, according to court records. In January, KKR wasn't happy with Borden's decision to file for bankruptcy, saying it thought it had reached an agreement with the company to avoid that, according to court documents. KKR also argued that filing for Chapter 11 mostly benefited another private equity backer, ACON Investments LLC, which took a major stake in Borden in 2017. Borden's majority owner remains Laguna Dairy S. de R.L. De C.V., owned by Mexico's Grupo Lala. Dean Foods, which filed for bankruptcy in November due to similar concerns about the industry, struck a deal to sell off most of its assets to Dairy Farmers of America, the nation's largest dairy cooperative. Before the deal was announced, Borden hoped to merge with Dean Foods in April. "That was an idea that I believe could have worked and been a good outcome for all the stakeholders and created an independent processor. … We thought it was a good idea but, frankly, it came late in their process," Borden CEO Tony Sarsam told The Dallas Morning News last month. In the same interview, Sarsam, who joined Borden in 2018 after successful runs at PepsiCo's Frito-Lay division and at Nestle, said he expected the bankruptcy process to be over by the end of June. Sarsam said he came to Borden because he saw the long-term potential if he could reduce its debt through a restructuring. In 2018, Borden reported $1.2 billion in sales with a loss of more than $14.6 million. For January 2019 through Dec. 7, 2019, the company reported a loss of $42.4 million. Borden's bankruptcy filing shows that both its assets and liabilities are each between $100 million and $500 million. Borden knows it can't reverse the ongoing consumer trend to drink less dairy. That's why its growth plan is focused on shifting toward the "in" dairy products of 2020, such as flavored milk — including a cotton candy flavor, indulgent dips, a higher protein milk marketed for kids called Kid Builder and regular and gingerbread-flavored eggnog. While fluid milk consumption has dropped over the last 30 years, yogurt consumption per capita has grown five times what it was in 1980 and American cheese consumption per capita has nearly doubled. Borden hopes to change its product lineup to match consumers’ new dietary habits. Borden said it saw a 25% drop in production during April and May due to the coronavirus shutting down schools and restaurants, which together represent about one-third of its business. Last year, Borden had 3,300 employees across 13 plants and 75 distribution centers. But the dairy company also won a lucrative government contract during the shutdown to deliver 700 million servings of fresh fluid milk to nonprofits over about six to seven months. That's equal to about 10% of its annual production of 500 million gallons. Sarsam said it was a "meaningful amount of volume and revenue" for the company. About KKR & Co. KKR is a global investment firm that manages investments across multiple asset classes including private equity, energy, infrastructure, real estate, credit and hedge funds. About Borden Dairy Company Borden Dairy Company -- http://www.bordendairy.com/-- is a processor and direct-to-store distributor of fresh fluid milk, dairy case products and other beverages. It produces and distributes a wide variety of branded and private label traditional, flavored and specialty milk, buttermilk, dips and sour cream, juices, tea, and flavored drinks to mass merchandisers, educational institutions, food service retailers, grocery stores, drug stores, convenience stores, food and beverage wholesale distributors, and retail warehouse club stores across the United States. Headquartered in Dallas, Borden Dairy operates 12 milk processing plants and nearly 100 branches across the U.S. It was founded in 1857 by Gail Borden, Jr. Borden Dairy and its subsidiaries sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10010) on Jan. 5, 2020. Judge Christopher S. Sontchi oversees the case. Borden Dairy was estimated to have $100 million to $500 million in assets and liabilities as of the bankruptcy filing. The Debtors tapped Arnold & Porter Kaye Scholer LLP as general bankruptcy counsel; Young Conaway Stargatt & Taylor LLP as special counsel; and Donlin Recano as the claims agent. C21 INVESTMENTS: CEO Extends Term for Three Years ------------------------------------------------- C21 Investments Inc.'s President and CEO, Sonny Newman, has agreed to extend his term for an additional three years. Under Mr. Newman's leadership, C21 has successfully integrated and streamlined its operating assets resulting in positive cashflow from operations for the Company. Mr. Newman stated "I am pleased to commit the next three years to pursuing a prudent growth strategy for C21. With the continued assistance of the Company's strategic advisors, CB1 Capital Advisors and Eight Capital, we are optimistic C21 will soon secure a favorable, non-dilutive debt financing arrangement. This financing would allow the Company to meet its current debt obligations, provide growth capital to fund acquisitions in Nevada, and be serviceable with existing cash flows." Maturity of the outstanding principal balance of the note totalling $18,200,000 held by Mr. Newman and due July 1, 2020 has been deferred until Jan. 1, 2021. Monthly payments will continue pursuant to the existing terms of the note. In addition, the term of the lease for the Silver State Relief premises in Fernley, Nevada has been extended until July 31, 2023 on the existing terms and conditions, including the Company's option to purchase the leased premises. The Company's Nevada dispensaries are experiencing a record run rate for June, which is on track to beat the record month of August 2019. The run rate for June is currently trending 26% higher than that of Q1. The Silver State Relief dispensaries also saw an increase in Nevada market share to 6% of the State, as well as 36% of Washoe County for the most recent monthly State data1 for Q1 of this year. Temporary Regulatory Filing Relief: As a result of logistical delays caused by the COVID-19 pandemic, the Company is relying on the British Columbia Securities Commission's blanket order, BC Instrument 51-517 Temporary Exemption from Certain Corporate Finance Requirements (the "Exemption"), and comparable exemptions in other Canadian provincial jurisdictions to postpone the filing of its first-quarter unaudited financial statements, and management's discussion and analysis. The Company is otherwise required to release its Q1 Filings on or prior to June 29, 2020 pursuant to National Instrument 51-102 Continuous Disclosure Obligations, which is now estimated to be filed on or before Aug. 13, 2020, no later than 45 days after the original due date, in reliance of the Exemption. The Company has imposed an insider trading blackout pending the release of its Q1 Filings. Members of management, directors and other insiders will comply with the Company's insider trading policy and the guidelines described in section 9 of National Policy 11-207 Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions, until the Q1 Filings have been released. The Company is also relying on the U.S. Securities and Exchange Commission order (Release No. 34-88465) dated March 25, 2020 (the "SEC Order"), providing conditional relief to public companies that are unable to timely comply with their filing obligations as a result of the COVID-19 pandemic. Therefore, the Company is relying on the SEC Order to extend the June 29, 2020 due date for the filing of the first-quarter report on Form 10-Q estimated to be filed on or before Aug. 13, 2020 (no later than forty-five (45) days after the original due date). About C21 Investments Headquartered in Vancouver, Canada, C21 Investments -- http://www.cxxi.ca/-- is a vertically integrated cannabis company that cultivates, processes, and distributes cannabis and hemp-derived consumer products in the United States. The Company is focused on value creation through the disciplined acquisition and integration of core retail, manufacturing, and distribution assets in strategic markets, leveraging industry-leading retail revenues with high-growth potential multi-market branded consumer packaged goods. The Company owns Silver State Relief and Silver State Cultivation in Nevada, and Phantom Farms, Swell Companies, Eco Firma Farms, and Pure Green in Oregon. These brands produce and distribute a broad range of THC and CBD products from cannabis flowers, pre-rolls, cannabis oil, vaporizer cartridges and edibles. C21 Investments reported a net loss of US$32.56 million for the 12 months ended Jan. 31, 2020, compared to a net loss of US$23.60 million for the 12 months ended Jan. 31, 2019. As of Jan. 31, 2020, the Company had US$61.45 million in total assets, US$47.87 million in total liabilities, and US$13.58 million in total shareholders' equity. Davidson and Company LLP, Chartered Accountants, in Vancouver, Canada, the Company's auditor since 2014, issued a "going concern" qualification in its report dated July 13, 2020, citing that the Company reports a net loss for the year ended Jan. 31, 2020, accumulated deficit of $70,510,384 and a working capital deficit of $26,954,549 as at Jan. 31, 2020 that raise substantial doubt about its ability to continue as a going concern. C21 INVESTMENTS: Incurs $32.6 Million Net Loss in Fiscal 2020 ------------------------------------------------------------- C21 Investments Inc. filed with the Securities and Exchange Commission its Annual Report on Form 20-F, disclosing a net loss of US$32.56 million on US$37.70 million of revenue for the 12 months ended Jan. 31, 2020, compared to a net loss of US$23.60 million on US$2.58 million of revenue for the 12 months ended Jan. 31, 2019. As of Jan. 31, 2020, the Company had US$61.45 million in total assets, US$47.87 million in total liabilities, and US$13.58 million in total shareholders' equity. Davidson and Company LLP, Chartered Accountants, in Vancouver, Canada, the Company's auditor since 2014, issued a "going concern" qualification in its report dated July 13, 2020, citing that the Company reports a net loss for the year ended Jan. 31, 2020, accumulated deficit of $70,510,384 and a working capital deficit of $26,954,549 as at Jan. 31, 2020 that raise substantial doubt about its ability to continue as a going concern. During Fiscal 2020, C21 reported strong revenue growth, largely attributed to record results from its Nevada operations with the ramp-up of its second Silver State Relief dispensary, located in Fernley. At the same time, the Company was focused on streamlining its Oregon operations to achieve greater efficiencies. Combined, these efforts resulted in improved operating cash flows in the second half of the fiscal year. Company President and CEO, Sonny Newman said, "C21 was intent on right-sizing its operations to be self-sustaining in difficult market conditions. With our Nevada dispensaries currently operating at record run rates, and the improvement of Oregon's bottom line, management is excited about the foundation we have built, and we are actively pursuing growth opportunities. C21's ability to remain viable during this prolonged period of headwinds in our industry, especially given the high cost of capital, highlights the operational expertise of our dedicated team." During Q4, C21's cash position increased by $1 million and Total Liabilities were reduced by $10 million. Also in the quarter, C21 realized a one-time, non-cash impairment of $23.9 million for goodwill associated with its Oregon assets. This charge reflects the market repricing of assets in the cannabis sector over the last 12 months. The Net Loss per Share for Fiscal 2020 is ($0.42). Excluding this one-time, non-cash charge, Net Loss per Share is ($0.04). C21's Nevada operations continued to excel as one of the most profitable in the cannabis sector, with the segment delivering over $12 million in Adjusted EBITDA and $7.7M in Net Income Before Tax for the year. In Q4, operations were slightly affected by seasonality in its markets, and health concerns regarding vaping products. Subsequent to year end, C21 has further strengthened its balance sheet by acquiring key Phantom Farms real estate assets, thereby reducing long-term lease liabilities. In addition, the Company has continued to service its debt through operating cash flows reducing the principal amount of its notes payable by an additional $3.6 million. Silver State Relief has successfully navigated the challenges of operating under COVID-19 restrictions in Nevada and is now reporting record run rate sales. The launch of Oregon brands into Nevada continues to be highly successful, with Hood Oil and Phantom Farms flower both top selling products. C21 believes its profitable dispensary model and scalable cultivation and extraction facilities in Nevada will generate strong future growth for the Company. A full-text copy of the Form 20-F is available for free at: https://is.gd/GDisXI About C21 Investments Headquartered in Vancouver, Canada, C21 Investments -- http://www.cxxi.ca/-- is a vertically integrated cannabis company that cultivates, processes, and distributes cannabis and hemp-derived consumer products in the United States. The Company is focused on value creation through the disciplined acquisition and integration of core retail, manufacturing, and distribution assets in strategic markets, leveraging industry-leading retail revenues with high-growth potential multi-market branded consumer packaged goods. The Company owns Silver State Relief and Silver State Cultivation in Nevada, and Phantom Farms, Swell Companies,Eco Firma Farms, and Pure Green in Oregon. These brands produce and distribute a broad range of THC and CBD products from cannabis flowers, pre-rolls, cannabis oil, vaporizer cartridges and edibles. CALIFORNIA RESOURCES: Case Summary & 30 Top Unsecured Creditors --------------------------------------------------------------- Lead Debtor: California Resources Corporation 27200 Tourney Road, Suite 200 Santa Clarita, CA 91355 Chapter 11 Petition Date: July 15, 2020 Court: United States Bankruptcy Court Southern District of Texas Twenty-three affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- California Resources Corporation (Lead Debtor) 20-33568 California Heavy Oil, Inc. 20-33569 California Resources Coles Levee, L.P. 20-33571 California Resources Coles Levee, LLC 20-33572 California Resources Elk Hills, LLC 20-33573 California Resources Long Beach, Inc. 20-33574 California Resources Mineral Holdings LLC 20-33575 California Resources Petroleum Corporation 20-33576 California Resources Production Corporation 20-33577 California Resources Production Mineral Holdings, LLC 20-33578 California Resources Real Estate Ventures, LLC 20-33579 California Resources Royalty Holdings, LLC 20-33580 California Resources Tidelands, Inc. 20-33581 California Resources Wilmington, LLC 20-33582 CRC Construction Services, LLC 20-33583 CRC Marketing, Inc. 20-33584 CRC Services, LLC 20-33585 Monument Production, Inc. 20-33586 Oso Verde Farms, LLC 20-33587 Socal Holding, LLC 20-33588 Southern San Joaquin Production, Inc. 20-33589 Thums Long Beach Company 20-33590 Tidelands Oil Production Company LLC 20-33565 Business Description: California Resources Corporation -- https://crc.com -- is an independent, publicly traded oil and natural gas exploration and production company that, with its wholly owned subsidiaries, operates properties exclusively within California with offices throughout California and in Houston, Texas. CRC is the direct parent of 15 of the Debtor subsidiaries. Judge: Hon. Marvin Isgur Debtors' General Bankruptcy Counsel: Andrew G. Dietderich, Esq. James L. Bromley, Esq. Alexa J. Kranzley, Esq. SULLIVAN & CROMWELL LLP 125 Broad Street New York, NY 10004 Tel: (212) 558-4000 Fax: (212) 558-3588 E-mail: dietdericha@sullcrom.com bromleyj@sullcrom.com kranzleya@sullcrom.com Debtors' Bankruptcy Co-Counsel: Harry A. Perrin, Esq. Paul E. Heath, Esq. Matthew W. Moran, Esq. VINSON & ELKINS LLP 1001 Fannin Street, Suite 2500 Houston, TX 77002-6760 Tel: (713) 758-2222 Fax: (713) 758-2346 E-mail: hperrin@velaw.com pheath@velaw.com mmoran@velaw.com Debtors' Investment Banker: PERELLA WEINBERG PARTNERS Debtors' Restructuring Advisor: ALVAREZ & MARSAL NORTH AMERICA, LLC Debtors' Notice, Claims, & Balloting Agent: EPIQ CORPORATE RESTRUCTURING, LLC https://dm.epiq11.com/case/cfo/info Total Assets as of March 31, 2020: $4,068,000,000 Total Debts as of March 31, 2020: $6,116,000,000 The petitions were signed by Todd A. Stevens, president and chief executive officer. A copy of California Resources' petition is available for free at PacerMonitor.com at: https://is.gd/vpDXqw Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Wilmington Trust, N.A. Unsecured Notes $144,279,000 as Administrative Agent Attn: Hallie E. Field Vice President 50 South Sixth Street Suite 1290 Minneapolis, MN 55402 United States TEl: 612-217-5644 Fax: 612-217-5651 Email: hfield@wilmingtontrust.com 2. Kern County Tax Claim $25,491,014 Attn: Kathleen Frause Clerk of the Board 1115 Truxtun Avenue, 5th Floor Bakersfield, CA 93301 United States Tel: 661-868-3140 Fax: 661-868-3100 Email: caomailbox@kerncounty.com 3. Southern California Edison Co Trade Claim Undetermined Attn: Chuck Wilson SCE Account Executive 6 Pointe Dr 4th FLR Ajaykumar Bahvsar Brea, CA 92821 United States Tel: 805-654-7103 Email: charles.l.wilson@sce.com 4. MacPherson Oil Company LLC Trade Claim Undetermined Attn: Don Macpherson Chairman and CEO 100 Wilshire, Suite 800 Santa Monica, CA 90401 United States Tel: 310-452-3880 Fax: 310-452-0058 Email: rkim@macphersonenergy.com (Rubin Kim, VP of Finance) 5. Crimson Resources Management Trade Claim Undetermined Attn: Gary Buntmann CEO & President 410 17th St Ste 1010 Denver, CO 80202 United States Tel: 303-892-9333 Fax: 303-825-1035 303-327-7660 Email: amarion@crimsonrm; gbuntmann@crimsonrm.com 6. Ensign United States Drilling Trade Claim $2,712,656 California Inc. Attn: R.H. (BOB) Geddes President & COO 7001 Charity Ave Bakersfield, CA 93308-5824 United States Tel: 403-262-1361 Fax: 403-262-8215 Email: info@ensignenergy.com 7. Pacific Gas & Electric Co Trade Claim Undetermined Attn: Denise Newton PGE Account Manager 4101 Wible Rd Bakersfield, CA 93313 United States Tel: 661-398-5950 or 661-754-4000 Email: dan8@pge.com 8. ARB Inc. Trade Claim $1,996,959 Attn: Scott Summers President 26000 Commer Centre Dr Lake Forest, CA 92630-8816 United States Tel: 949-598-9242 Fax: 949-595-5526 Email: ssummers@arbinc.com 9. Ventura County Tax Claim $1,915,147 Attn: Steven Hintz Tax Collector 800 S. Victoria Ave. Ventura, CA 93009 United States Tel: 805-654-5000 Fax: 805-388-5318 Email: steven.hintz@ventura.org 10. Schultz Mechanical Trade Claim $1,839,318 Contractors Inc. Attn: Mike Teague Labor Relations Manager 3323 Lime Ave Signal Hill, CA 90755 United States Tel: 562-595-8596 Fax: 562-426-3037 Email: mteague@schultzindustrial.com 11. Orange County CA Tax Claim $1,710,448 Attn: Shari L. Friedenrich Tax Collector 601 North Ross St., Second Floor Santa Ana, CA 92702-4515 United States Tel: 714-834-7625 Fax: 714-834-2912 Email: treasurer@ttc.ocgov.com 12. Kenai Drilling Ltd. Trade Claim $1,518,000 Attn: Donna Marier Accounting Manager 6430 CAT Canyon Rd. Santa Maria, CA 93454 United States Tel: 805-937-7871 Fax: 805-937-4768 Email: dmarier@kenaidrilling.com 13. KVS Transportation Inc. Trade Claim $1,421,776 Attn: Danny Shaffer President 3752 Allen Rd Bakersfield, CA 93314 United States Tel: 661-589-5220 Fax: 661-589-7143 Email: AR Supervisor: anh.ngo@cjes.com 14. Gartner Inc. Trade Claim $1,061,678 Attn: Eugene Hall, CEO 56 Top Gallant Road Stamford, CT 06902 United States Tel: 203-964-0096 Fax: 203-234-7901 Email: eugene.hall@gartner.com; privacy@gartner.com 15. Liberty Lift Solutions LLC Trade Claim $935,772 Attn: Bobby Evans President & CEO 16420 Park Ten PL, Ste 300 Houston, TX 77084 United States Tel: 713-575-2300 Fax: 713-396-5493 Email: bobby.evans@libertylift.com 16. Brinderson LP Trade Claim $903,032 Attn: Russell Condasaid President 19000 MacArthur Blvd Ste 800 Irvine, CA 92612 United States Tel: 714-465-0523 Fax: 714-466-7320 Email: jprice@brinderson.com 17. Universal Plant Services of Trade Claim $875,329 California Inc. Attn: Bradley Jones, President 20545 A Belshaw Ave Carson, CA 90746 United States Tel: 310-618-1600 Fax: 310-618-1300 Email: upsourcing@universalplant.com 18. Contra Costa Electric Inc Trade Claim $827,540 Attn: Michael Dias, CEO 825 Howe Rd Martinez, CA 94553 United States Tel: 925-229-4250 Fax: 925-228-3265 Email: dbrawner@ccelectric.com 19. SPEC Services Inc. Trade Claim $812,985 Attn: Kim Henry CEO, President 10540 Talbert Ave Ste 100 E Fountain Valley, CA 92708 United States Tel: 714-963-8077 Fax: 714-963-0364 Email: info@specservices.com 20. Basic Energy Services LP Trade Claim $596,840 Attn: Keith Schilling CEO, President 801 Cherry Street Suite 2100 Fort Worth, TX 76102 United States Tel: 817-334-4100 Fax: 432-570-0437 Email: basicenergyservices.ethicspoint.com 21. Name on File Employee Claim Undetermined Attn: Employee 1 Address on File 22. Name of File Employee Claim Undetermined Attn: Employee 2 Address on File 23. Name on File Employee Claim Undetermined Attn: Employee 3 Address on File 24. Name on File Employee Claim Undetermined Attn: Employee 4 Address on File 25. Name on File Employee Claim Undetermined Attn: Employee 5 Address on File 26. Name on File Employee Claim Undetermined Attn: Employee 6 Address on File 27. Name on File Employee Claim Undetermined Attn: Employee 7 Address on File 28. Name on File Employee Claim Undetermined Attn: Employee 8 Address on File 29. Name of File Employee Claim Undetermined Attn: Employee 9 Address on File 30. Name on File Employee Claim Undetermined Attn: Employee 10 Address on File CANNABICS PHARMACEUTICALS: Posts $726K Net Loss in 3rd Quarter -------------------------------------------------------------- Cannabics Pharmaceuticals filed with the Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $725,675 on $1,886 of net revenue for the three months ended May 31, 2020, compared to a net loss of $547,449 on $2,160 of net revenue for the three months ended May 31, 2019. For the nine months ended May 31, 2020, the Company reported a net loss of $6.73 million on $4,950 of net revenue compared to net income of $2.53 million on $7,785 of net revenue for the nine months ended May 31, 2019. As of May 31, 2020, the Company had $5.53 million in total assets, $430,138 in total current liabilities, and $5.10 million in total stockholders' equity. As of May 31, 2020, the company had $357,629 in cash compared to $265,982 on Aug. 31, 2019. The Company expects to incur a minimum of $1,000,000 in expenses during the next twelve months of operations. The Company estimate that these expenses will be comprised primarily of general expenses including overhead, legal and accounting fees, research and development expenses, and fees payable to outside medical centers for clinical studies. The Company used cash in operations of $2,060,996 for the nine months ended May 31, 2020 compared to cash used in operations of $2,225,109 for the nine months ended May 31, 2019. The negative cash flow from operating activities for the nine months ended May 31, 2020 is primarily attributable to the Company's net loss from operations of $6,735,736, offset by depreciation of $167,190, a decrease in accounts payables and accrued liabilities of $8,737, a decrease of $129,712 in account receivables and prepaid expenses and an increase in changes in fair value of a financial asset, consisting of the Company's shares held in Seedo, of $4,363,000, capital gain of $26,212 held for trading valuation of $22,334 and stock issued for services in a total of $72,120. The Company had cash flow from investing activities of $2,152,643 during the nine months ended May 31, 2020, compared to cash flow used in investing of $2,225,109 for the nine months ended May 31, 2019. The reason for the increase in cash flow from investing activities is due to the Company's Realization of some of held for trade investments in in total of $2,228,365 and its purchase of fixed assets in the aggregate amount of $75,722. "We will have to raise funds to pay for our expenses. We may have to borrow money from shareholders, issue equity or enter into a strategic arrangement with a third party. There can be no assurance that additional capital will be available to us. We currently have no arrangements or understandings with any person to obtain funds through bank loans, lines of credit or any other sources. Since we have no such arrangements or plans currently in effect, our inability to raise funds for our operations will have a severe negative impact on our ability to remain a viable company. "Due to the uncertainty of our ability to meet our current operating and capital expenses, our independent auditors included an explanatory paragraph in their report on the audited financial statements for the year ended August 31, 2019 regarding concerns about our ability to continue as a going concern. Our financial statements contain additional note disclosures describing the circumstances that lead to this disclosure by our independent auditors. "There is no assurance that our operations will be profitable. Our continued existence and plans for future growth depend on our ability to obtain the additional capital necessary to operate either through the generation of revenue or the issuance of additional debt or equity." A full-text copy of the Form 10-Q is available for free at: https://is.gd/bfivn1 About Cannabics Headquartered in Bethesda, Maryland, Cannabics Pharmaceuticals Inc. is dedicated to the development and licensing of advanced and sophisticated cannabinoid-based treatments and therapies. The Company's main focus is development and marketing of various new and innovative therapies and biotechnological tools aimed at providing relief from diverse ailments that respond to active ingredients sourced from the cannabis plant. These advanced tools include innovative delivery systems for cannabinoids, personalized medicine therapies and procedures based on cannabis originated compounds and bioinformatics tools. As of Feb. 29, 2020 the Company had $3.57 million in total assets, $419,642 in total current liabilities, and $3.15 million in ttoal stockholders' equity. Weinstein International C.P.A. (Isr), in Jerusalem, Israel, the Company's independent accounting firm, issued a "going concern" qualification in its report dated Nov. 29, 2019, citing that the Company has not established a source of revenue sufficient to cover its operating costs. As of Aug. 31, 2019, the Company has incurred losses since inception. These and other factors raise substantial doubt about the Company's ability to continue as a going concern. CATHEDRAL PLACE: Hires J. Scott Logan as Bankruptcy Counsel ----------------------------------------------------------- Cathedral Place, LLC seeks approval from the U.S. Bankruptcy Court for the District of Maine to employ the Law Offices of J. Scott Logan, LLC to handle its Chapter 11 case. J. Scott Logan, Esq., the firm's attorney who will be providing the services, will charge $225 per hour. He received a $6,500 retainer, of which $1,717 was used to pay the court's filing fee. Mr. Logan disclosed in court filings that he and his firm are "disinterested persons" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: J. Scott Logan, Esq. Law Offices of J. Scott Logan, LLC 75 Pearl Street, Ste. 211 Portland, ME 04101 Telephone: (207) 699-1314 Email: scott@southernmainebankruptcy.com About Cathedral Place Cathedral Place LLC is a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). It is the owner of fee simple title to a property located at 15 Washington Ave., Portland, Maine, having a comparable sale value of $1.8 million. Cathedral Place sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Me. Case No. 20-20243) on June 26, 2020. The petition was signed by Edward F. Walsh, Debtor's senior manager. At the time of the filing, Debtor disclosed $1,802,000 in total assets and $1,524,600 in total liabilities. Judge Michael A. Fagone presides over the case. J. Scott Logan, Esq., at the Law Offices of J. Scott Logan, LLC is Debtor's bankruptcy counsel. CAVITATION TECHNOLOGIES: Has $59,000 Net Loss for March 31 Quarter ------------------------------------------------------------------ Cavitation Technologies, Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $59,000 on $274,000 of revenue for the three months ended March 31, 2020, compared to a net loss of $23,000 on $252,000 of revenue for the same period in 2019. At March 31, 2020, the Company had total assets of $1,286,000, total liabilities of $2,486,000, and $1,200,000 in total stockholders' deficit. During the nine months ended March 31, 2020 the Company incurred a net loss of $575,000 and at March 31, 2020 had a working capital deficiency of $1,296,000 and a stockholders' deficit of $1,200,000. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern within one year of the date that the financial statements are issued. In addition, the Company's independent registered public accounting firm, in its report on the Company's June 30, 2019 financial statements, has expressed substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: https://is.gd/6THGKA Cavitation Technologies, Inc., develops, patents, and commercializes proprietary technology for use in liquid processing applications in the United States. It offers Nano Neutralization system for refining vegetable oils, such as soybean, rapeseed, canola, and palm oil. The company also develops technology based systems that are designed to serve various markets, such as vegetable oil refining, renewable fuels, water treatment, wines and spirits enhancement, algae oil extraction, water-oil emulsions, and crude oil yield enhancement. Cavitation Technologies, Inc. was founded in 2007 and is headquartered in Chatsworth, California. CBAK ENERGY: Lender Agrees to Swap $250K Note for Equity -------------------------------------------------------- CBAK Energy Technology, Inc., entered into an exchange agreement with Atlas Sciences, LLC (the "Lender"), pursuant to which the Company and the Lender agreed to (i) partition a new promissory note in the original principal amount equal to $250,000 from the outstanding balance of certain promissory note that the Company issued to the Lender on Dec. 30, 2019, which has an original principal amount of $1,670,000, and (ii) exchange the Partitioned Promissory Note for the issuance of 453,161 shares of the Company's common stock, par value $0.001 per share to the Lender. According to the Exchange Agreement, the Shares are required to be delivered to the Lender on or before July 13, 2020 and the exchange will occur upon the Lender's surrender of the Partitioned Promissory Note to the Company on the date when the Shares are eligible for free trading. About CBAK Energy Dalian, China-based CBAK Energy Technology, Inc., formerly China BAK Battery, Inc. -- http://www.cbak.com.cn/-- is engaged in the business of developing, manufacturing and selling new energy high power lithium batteries, which are mainly used in the following applications: electric vehicles; light electric vehicles; and electric tools, energy storage, uninterruptible power supply, and other high power applications. CBAK Energy reported a net loss of $10.85 million for the year ended Dec. 31, 2019, compared to a net loss of $1.96 million for the year ended Dec. 31, 2018. As of March 31, 2020, the Company had $94.20 million in total assets, $82.70 million in total liabilities, and $11.50 million in total equity. Centurion ZD CPA & Co., in Hong Kong, China, the Company's auditor since 2016, issued a "going concern" qualification in its report dated May 14, 2020, citing that the Company has a working capital deficiency, accumulated deficit from recurring net losses and significant short-term debt obligations maturing in less than one year as of Dec. 31, 2019. All these factors raise substantial doubt about its ability to continue as a going concern. CITIUS PHARMACEUTICALS: Appoints Chief Medical Officer ------------------------------------------------------ Myron S. Czuczman, M.D., has joined Citius Pharmaceuticals, Inc. as chief medical officer and executive vice president. Dr. Czuczman was most recently Therapeutic Area Head, vice president, Clinical Research and Development Global Lymphoma/CLL Program at Celgene Corporation. At Celgene, he was responsible for worldwide clinical development in Lymphoma/CLL and for the development of all compounds from Proof-of-Principle through registration globally. Myron Holubiak, Citius CEO stated, "We are honored to have a colleague as qualified as Dr. Czuczman join the Citius team. He will be enormously helpful in furthering our development program for our planned iPSC-derived mesenchymal stem cell (iMSC) for the treatment of ARDS associated with CoVid-19. This, coupled with the advanced Phase 3 trials underway for Mino-Lok and preparing an IND for Mino-Wrap, add to the importance of bringing in an executive of Dr. Czuczman's expertise, experience, and caliber to the team." Prior to his tenure at Celgene, Dr. Czuczman served as Chief, Lymphoma/Myeloma Service in the Department of Medicine and Head of the Lymphoma Translational Research Laboratory in the Immunology Department at Roswell Park Comprehensive Cancer Center in Buffalo, NY where he attained the title of tenured Professor of Medicine and Oncology prior to joining Celgene. Dr. Czuczman received his M.D. from Pennsylvania State University of Medicine after graduating magna cum laude in Biochemistry from the University of Pittsburgh. He completed his Internal Medicine residency training at Weill Cornell North Shore University/MSKCC Program, followed by Medical Oncology/Hematology fellowship training at Memorial Sloan-Kettering Cancer Center in New York, NY. Dr. Czuczman was a founding member and reviewer for the National Comprehensive Cancer Network (NCCN) Lymphoma Guidelines compendium panel for nearly twenty years and he has greater than 180 peer-reviewed publications. He is a Diplomate in Internal Medicine, and is Board Certified in Medical Oncology and received numerous awards and accolades during his academic career. On July 13, 2020, Citius entered into an employment agreement with Mr. Czuczman which was effective as of July 14, 2020. In exchange for his services as the Company's executive vice president, chief medical officer, Mr. Czuczman will receive an annual base salary of $400,000 and he will be eligible for an annual bonus of up to 35% of his annual base salary at the discretion of the Company's chief executive officer and Board of Directors. Mr. Czuczman will also be entitled to participate in the Company's then-current benefit plans that the Company may establish for similarly situated employees. About Citius Headquartered in Cranford, NJ, Citius Pharmaceuticals, Inc. -- http://www.citiuspharma.com/-- is a specialty pharmaceutical company dedicated to the development and commercialization of critical care products targeting unmet needs with a focus on anti-infectives, cancer care and unique prescription products. Citius reported a net loss of $15.56 million for the year ended Sept. 30, 2019, a net loss of $12.54 million for the year ended Sept. 30, 2018, and a net loss of $10.38 million for the year ended Sept. 30, 2017. As of March 31, 2020, Citius had $26.49 million in total assets, $4.05 million in total liabilities, and $22.44 million in total stockholders' equity. Wolf & Company, P.C., in Boston, Massachusetts, the Company's auditor since 2014, issued a "going concern" qualification in its report dated Dec. 16, 2019, citing that the Company has suffered recurring losses and negative cash flows from operations and has a significant accumulated deficit. These conditions raise substantial doubt about the Company's ability to continue as a going concern. CLOUDCOMMERCE INC: Has $129,000 Net Loss for March 31 Quarter ------------------------------------------------------------- CloudCommerce, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $128,820 on $3,204,407 of total revenue for the three months ended March 31, 2020, compared to a net loss of $343,919 on $2,653,007 of total revenue for the same period in 2019. At March 31, 2020, the Company had total assets of $2,560,353, total liabilities of $7,251,617, and $4,691,264 in total shareholders' deficit. CloudCommerce said, "The Company does not generate significant revenue, and has negative cash flows from operations, which raise substantial doubt about the Company's ability to continue as a going concern. The ability of the Company to continue as a going concern and appropriateness of using the going concern basis is dependent upon, among other things, raise additional capital. Historically, the Company has obtained funds from its shareholders since its inception through sales of our securities. The Company also plans to generate additional working capital from increasing sales from its data sciences, creative, website development and digital advertising service offerings, and continue to pursue its business plan and purposes. The Company had a net working capital deficit (i.e. the difference between current assets and current liabilities) of $5,465,018 at March 31, 2020 compared to a net working capital deficit of $5,935,500 at fiscal year ended December 31, 2019." A copy of the Form 10-Q is available at: https://is.gd/5VdrRs CloudCommerce, Inc. provides data driven solutions worldwide. Its solutions help its clients to acquire, engage, and retain their customers by leveraging digital strategies and technologies. The company offers data analytics for retail, wholesale, distribution, logistics, manufacturing, political, and other industries; digital marketing services; branding and creative services; and development and managed infrastructure support services. The company was formerly known as Warp 9, Inc. and changed its name to CloudCommerce, Inc. in September 2015. CloudCommerce was founded in 1998 and is based in San Antonio, Texas. CONTINENTAL CAST: Unsecureds Owed $1.5M to Get At Least $45K ------------------------------------------------------------ Debtors Continental Cast Stone, LLC, and Maglicon, LLC filed with the U.S. Bankruptcy Court for the District of Kansas, Kansas City Division, a Joint Disclosure Statement to the Joint Plan of Reorganization dated June 12, 2020. Class 8 consists of the Allowed Unsecured Claims of General Unsecured Creditors not classified in any other class. The Debtors estimate that Class 8 claims equal approximately $1,500,000, including the unsecured portions of Class 5 and Class 6 claims. Class 8 claimants will be paid the greater of $45,000 or 50% of the proceeds from the Story Litigation, and 50% of the proceeds from the McBride Litigation (collectively, the "Litigation Proceeds"). Reorganized Continental will make five annual payments of $9,000 to Class 8 claimants commencing on the first anniversary of the Starting Date; however, Continental will make an additional distribution to Class 8 claimants within 60 days of receiving any Litigation Proceeds if such proceeds exceed $45,000; otherwise, payments of Litigation Proceeds will be paid on the next Starting Date anniversary. Continental's obligation to make annual payments, shall cease once the Class 8 claimants receive $45,000, but Continental will remain obligated to distributions of Litigation Proceeds until Continental's obligations to the Class 8 claimants are satisfied. Class 9 equity interest holders will retain all of their equity ownership in the Debtors. Both Debtors are wholly owned by Limaco, Inc., a Missouri Corporation, which is in turn owned by Bryan Hinkle (approx. 15%), Melissa Hinkle (approx. 15%); and Limaco Inc. Retirement Plan (approx. 70%). The Debtors will execute the Plan through a continuation of their operations as contemplated under the Plan. The Debtors have made great strides in reducing costs, streamlining operations, and increasing efficiency. The Debtors anticipate that this trend will continue throughout the term of the Plan. Additionally, the Debtors are exploring adding new product lines and, potentially, a merger or joint venture with a current competitor. A full-text copy of the joint disclosure statement dated June 12, 2020, is available at https://tinyurl.com/ycfzgyu4 from PacerMonitor at no charge. The Debtors are represented by: CONROY BARAN Robert S. Baran Larry A. Pittman, II (D. Kan. #78034) 1316 Saint Louis Ave., 2nd FL Kansas City, Missouri 64101 Tel: (816) 210-9680 / 816-616-5009 Fax: (816) 817-6023 About Continental Cast Stone and Maglicon Continental Cast Stone, LLC -- http://www.continentalcaststone.com/ -- doing business as CCSM Acquisition LLC was established in 1986. It is a manufacturer of cast stone and has offices in Kansas, South Carolina, Chicago, and California. Its affiliate Maglicon, LLC owns and leases to Continental the land upon which the company operates the manufacturing facility in Kansas. Continental Cast and Maglicon filed Chapter 11 bankruptcy petitions (Bankr. D. Kan. Lead Case No. 19-21752) on Aug. 20, 2019. In the petitions signed by Bryan Hinkle, member, Continental Cast and Maglicon each was estimated to have assets and liabilities at $1 million to $10 million. Judge Robert D. Berger oversees the cases. Mann Conroy, LLC is the Debtors' legal counsel. CONVERSION LABS: Needs More Capital to Remain as Going Concern -------------------------------------------------------------- Conversion Labs, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $2,533,544 on $4,304,812 of total net revenues for the three months ended March 31, 2020, compared to a net loss of $733,563 on $2,698,990 of total net revenues for the same period in 2019. At March 31, 2020, the Company had total assets of $2,291,048, total liabilities of $6,000,455, and $3,709,407 in total stockholders' deficit. The Company said, "As of March 31, 2020, the Company has an accumulated deficit approximating $20.4 million and has experienced significant losses from continuing operations. Based on the Company's cash balance as of March 31, 2020, and projected cash needs, management estimates that it will need to increase sales revenue and/or raise additional capital to cover operating and capital requirements for the 2020 year. Management will need to raise the additional needed funds through increased sales volume, issuing additional shares of common stock or other equity securities, or obtaining debt financing. Although management has been successful to date in raising necessary funding, there can be no assurance that sales revenue will substantially increase or that any required future financing can be successfully completed on a timely basis, or on terms acceptable to the Company. Based on these circumstances, management has determined that these conditions raise substantial doubt about the Company's ability to continue as a going concern." A copy of the Form 10-Q is available at: https://is.gd/X7Xkk0 Conversion Labs, Inc. operates as an online direct-to-consumer marketing and telemedicine company worldwide. Its products include Shapiro MD, a shampoo, conditioner, and leave-in-foamer for treating hair loss; iNR Wellness MD, a nutritional supplement for immune and gut support; RexMD for the treatment of cold sores, mental health, and various other medical conditions faced by men's; SOSRx, a telemedicine brand that offers prescription medications and over-the-counter emergency preparation supplies for disaster situations, such as flu epidemics, bacterial outbreaks, bioterrorism and water supply failures, and others; and PDFSimpli, a PDF conversion software. The company sells its products through advertisements, and social media and e-commerce platforms, as well as retailers, wholesalers, and physician offices. The company was formerly known as Immudyne, Inc. and changed its name to Conversion Labs, Inc. in June 2018. Conversion Labs was incorporated in 1987 and is based in New York. CYBER APPS: Has $64,000 Net Loss for Quarter Ended April 30 ----------------------------------------------------------- Cyber Apps World Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $63,921 on $0 of net sales for the three months ended April 30, 2020, compared to a net loss of $5,998 on $0 of net sales for the same period in 2019. At April 30, 2020, the Company had total assets of $1,390,673, total liabilities of $340,713, and $1,049,959 in stockholders' equity. Cyber Apps said, "The Company's ability to raise additional capital is affected by trends and uncertainties beyond its control. The Company does not currently have any arrangements for financing and it may not be able to find such financing if required. Obtaining additional financing would be subject to a number of factors, including investor sentiment. Market factors may make the timing, amount, terms or conditions of additional financing unavailable to it. These uncertainties raise substantial doubt about the ability of the Company to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of these uncertainties." A copy of the Form 10-Q is available at: https://is.gd/LELuBL Cyber Apps World Inc. focuses on acquiring and developing an e-commerce Internet platform for the purchase and sale of products and services by way of mobile/computer applications online. The company was formerly known as Clean Enviro Tech Corp. and changed its name to Cyber Apps World Inc. in April 2015. Cyber Apps World Inc. was incorporated in 2002 and is based in Las Vegas, Nevada. DEMERARA HOLDINGS: Unsec. Creditors to Be Paid in Full in 9 Months ------------------------------------------------------------------ Debtor Demerara Holdings Incorporated filed a Second Amended Plan and a corresponding Disclosure Statement. The Debtor owns a mixed-use building located at 765 Utica Avenue, Brooklyn, New York 11203. The property is secured by two mortgages as follows: * The Assumption, Consolidation, Extension and Modification Agreement and Mortgage Loan Agreement both executed on and dated February 13, 2017 with Ponce de Leon Federal Bank now known as Ponce Bank, as mortgagee and the Debtor as mortgagor, as recorded with the Office of the City Register of the City of New York on March 23, 2017 at CRFN 2017000011319 and 201700011318 respectively with a total principal lien amount of $560,000; and * The Mortgage executed on and dated February 2, 2017 with Todd Baslin as mortgagee and the Debtor as mortgagor, as recorded with the Office of the City Register of the City of New York on February 22, 2017 at CRFN 201700007217 in the principal lien amount of $60,000.00. It is important to note that the Baslin mortgage is a mortgage that is secured by both 765 Utica and another real property owned by the principal of the Debtor, Marcanthony Atwell and which owned by ESSEQUIBO HOLDINGS INC. and is known as 763 Utica Avenue, Brooklyn, New York. Throughout this time, the Debtor will continue to make all adequate protection payments as due to Ponce which are in the monthly amount of $4,039. As of the date of this Plan the Debtor is current with all adequate protection payments as due to Ponce. Class 4 consists of the priority unsecured claims of (i) Proof of Claim No. 1-1 filed by New York State Department of Taxation and Finance which filed a prepetition unsecured claim in the amount of $83.27 of which the amount of $55.87 is claimed as a priority, (ii) Proof of Claim No. 2-1 filed by the Internal Revenue Service which filed a prepetition priority unsecured claim in the amount of $200, and (iii) Proof of Claim No. 3-1 filed by the New York City Department of Finance which filed a prepetition priority unsecured claim in the amount of $4,680. Class 4 claims will be paid the amount of their Proof of Claim, in full, in cash, within nine months of the Effective Date from the Debtor's closing of the Refinance on 765 Utica, or from the excess sale proceeds from 763 Utica, or from the auction sale of 765 Utica. Marcanthony W. Atwell who is the owner of 100% of the stock in the Debtor in Class 6, will retain his interest in the Debtor. A full-text copy of the Second Amended Disclosure Statement and Plan dated May 22, 2020, is available at https://tinyurl.com/y8cnczcb from PacerMonitor at no charge. The Debtor is represented by: MARK E. COHEN, ESQ. 108-18 Queens Boulevard 4th Floor, Suite 3 Forest Hills, New York 11375 Telephone: (718) 258-1500 x210 About Demerara Holdings Demerara Holdings Incorporated, a single asset case, owns a mixed-use building located at 765 Utica Avenue, Brooklyn, New York 11203. Demerara Holdings sought Chapter 11 protection (Bankr. E.D.N.Y. Case No. 19-44681) on July 31, 2019. In the petition signed by Marcanthony W. Atwell, president, the Debtor was estimated to have assets and liabilities between $500,000 to $1 million. Mark E. Cohen, Esq., is the Debtor's counsel. DENBURY RESOURCES: Says Substantial Going Concern Doubt Exists -------------------------------------------------------------- Denbury Resources Inc. filed its quarterly report on Form 10-Q, disclosing a net income of $74,016,000 on $242,201,000 of total revenues and other income for the three months ended March 31, 2020, compared to a net loss of $25,674,000 on $305,452,000 of total revenues and other income for the same period in 2019. At March 31, 2020, the Company had total assets of $4,607,091,000, total liabilities of $3,117,646,000, and $1,489,445,000 in total stockholders' equity. The Company said, "Our potential inability to comply with the financial covenants in our senior secured bank credit facility or to repay, refinance or restructure our notes due in 2021 have raised substantial doubt about our ability to continue as a going concern. "Our senior secured bank credit facility is subject to a variety of covenants. Throughout 2019 and the three months ended March 31, 2020, we were in compliance with all covenants under our senior secured bank credit facility, including maintenance financial covenants. However, declining industry conditions and reductions in our cash flows and liquidity over the past few months have made our ability to comply with the maximum permitted ratio of total net debt to consolidated EBITDAX maintenance financial covenant in our senior secured bank credit facility increasingly unlikely if these conditions continue, and we foresee the potential to be in violation of this covenant by the end of the second or third quarter of this year. Additionally, these conditions have substantially diminished our ability to repay, refinance, or restructure our $584.7 million outstanding principal balance of 2021 Senior Secured Notes. Our ability to satisfy the maintenance financial covenants in our senior secured bank credit facility and refinance or repay our 2021 Senior Secured Notes have raised substantial doubt about our ability to continue as a going concern. "An inability to repay, refinance or restructure our 2021 Senior Secured Notes or our inability to comply with the required financial ratios or financial condition tests under our senior secured bank credit facility could result in the acceleration of all such indebtedness and cross-default our other debt. If that should occur, we would likely be unable to pay all such debt or to borrow sufficient funds to refinance it. Even if new financing were then available, it may not be on terms that are acceptable to us. If the amounts outstanding under our senior secured bank credit facility or any of our other indebtedness were to be accelerated, our assets may not be sufficient to repay in full the amounts owed to the lenders or to our other debt holders." A copy of the Form 10-Q is available at: https://is.gd/2vq0aU Headquartered in Plano, Texas, Denbury Resources Inc. produces petroleum products. DIXON PAVING: Has Until Aug. 14 to File Plan & Disclosures ---------------------------------------------------------- Judge David M. Warren of the U.S. Bankruptcy Court for the Eastern District of North Carolina, Raleigh Division, has entered an order within which Debtor Dixon Paving, Inc. is granted an extension of, up to and including August 14, 2020, to file its Plan of Reorganization and Disclosure Statement. A copy of the order dated June 12, 2020, is available at https://tinyurl.com/y7mklv5m from PacerMonitor at no charge. About Dixon Paving Based in Raleigh, North Carolina, Dixon Paving, Inc., is a commercial paving and milling company. Dixon Paving filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.C. Case No. 20-00656) on Feb. 14, 2020. At the time of the filing, the Debtor was estimated to have $1 million to $10 million in liabilities. Judge David M. Warren oversees the case. The Debtor's counsel is Trawick H. Stubbs, Jr., Esq., at Stubb & Perdue, P.A. DM DUKES: Seeks to Hire Frank B. Lyon as Legal Counsel ------------------------------------------------------ DM Dukes & Associates Inc. seeks authority from the U.S. Bankruptcy Court for the Western District of Texas to hire The Law Offices of Frank B. Lyon as its legal counsel. The firm will provide the following services: (a) advise Debtor of its powers and duties in the continued operation of its business and management of its property; (b) advise Debtor of its responsibilities under the Bankruptcy Code; (c) prepare and file legal papers; (d) represent Debtor in adversary proceedings and other contested and uncontested matters; (e) assist Debtor in the negotiation and documentation of any sales or refinancing of property of the estate; and (g) assist Debtor in the formulation of a plan of reorganization and in taking the necessary steps to obtain confirmation of the plan. The firm's attorney and legal assistants will be paid at hourly rates as follows: Frank B. Lyon, Esq. $425 Legal Assistants $150 Debtor paid the firm a $10,000 retainer, of which $1,717 went to the filing fee and $1,044 to its pre-bankruptcy fees, leaving a retainer of $7,239. Frank Lyon, Esq., 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: Frank B. Lyon, Esq. The Law Offices of Frank B. Lyon Two Far West Plaza, Suite 170 3508 Far West Boulevard Austin, TX 78731 Telephone: (512) 345-8964 Facsimile: (512) 697-0047 Email: frank@franklyon.com About DM Dukes & Associates DM Dukes & Associates Inc., a consulting firm in Austin, Texas, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 20-10658) on June 2, 2020. The petition was signed by DM Dukes President Dawn Dukes. At the time of filing, Debtor estimated $1 million to $10 million in assets and $500,000 to $1 million in liabilities. Judge Tony M. Davis oversees the case. Debtor is represented by The Law Offices of Frank B. Lyon. DOLPHIN ENTERTAINMENT: Regains Compliance with Nasdaq Listing Rule ------------------------------------------------------------------ Dolphin Entertainment, Inc., received a letter from the Nasdaq Stock Market notifying them that it had regained compliance under Nasdaq Listing Rule 5250(c)(1). On July 9, 2020, the Company had received a letter from Nasdaq notifying them that it had violated Rule 5250(c)(1) because the Company had not yet filed its Quarterly Report on Form 10-Q for the period ended March 31, 2020 with the Securities and Exchange Commission. On July 13, 2020, the Company filed the Quarterly Report with the SEC and subsequently received a close-out letter from Nasdaq on July 14, 2020, which alerted the Company that it had regained compliance under Rule 5250(c)(1). About Dolphin Entertainment Headquartered in Coral Gables, Florida, Dolphin Entertainment, Inc. -- http://www.dolphinentertainment.com/-- is an independent entertainment marketing and premium content development company. Through its subsidiaries, 42West LLC, The Door Marketing Group LLC and Shore Fire Media, Ltd, the Company provides expert strategic marketing and publicity services to many of the top brands, both individual and corporate, in the entertainment, hospitality and music industries. Dolphin Entertainment reported a net loss of $1.19 million for the year ended Dec. 31, 2019, compared to a net loss of $2.91 million for the year ended Dec. 31, 2018. As of March 31, 2020, the Company had $41.19 million in total assets, $28.57 million in total liabilities, and $12.62 million in total stockholders' equity. BDO USA, LLP, in Miami, Florida, the Company's auditor since 2014, issued a "going concern" qualification in its report dated March 30, 2020 citing that the Company has suffered recurring losses from operations from prior years, has an accumulated deficit, and a working capital deficit that raise substantial doubt about its ability to continue as a going concern. DURAMEX INC: Gets Approval to Hire Dohmeyer Valuation as Consultant ------------------------------------------------------------------- Duramex, Inc. and its affiliates received approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Dohmeyer Valuation Corp. as their valuation consultant. The firm's services will include an appraisal of Debtors' businesses and assets. Dohmeyer will be compensated at the rate of $325 per hour for time spent defending the valuation, including depositions and testimony. Robert Dohmeyer, owner of Dohmeyer, disclosed in court filings that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert M. Dohmeyer Dohmeyer Valuation Corp. 2374 Aspermount Dr. Frisco, TX 75033 Telephone: (214) 499-5954 Email: bdohmeyer@gmail.com About Duramex Inc. Duramex, Inc., a company that operates grocery stores, and its subsidiaries filed voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Lead Case No. 20-40556) on Feb. 24, 2020. At the time of filing, Duramex estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Judge Brends T. Rhoades oversees the cases. Debtors are represented by Robert DeMarco, Esq., at DeMarco Mitchell, PLLC. Mark Weisbart has been appointed as the Subchapter V Trustee for Debtors. EAST CAROLINA COMMERCIAL: Taps Sasser Law Firm as Legal Counsel --------------------------------------------------------------- East Carolina Commercial Services, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Sasser Law Firm as its legal counsel. The firm will provide the following services: (a) advise Debtor of its powers and duties in the continued operation of its business and management of its property; (b) prepare monthly reports, plan of reorganization and disclosure statement; (c) prepare legal papers; (d) take necessary actions to avoid liens against Debtor's property obtained by creditors and to recover preferential payments within 90 days of the filing of Debtor's Chapter 11 case; (e) perform a search of the public records to locate liens and assess validity; and (f) represent Debtor at court hearings and 2004 examinations. Sasser Law Firm will charge an hourly fee of $350. Travis Sasser, Esq., at Sasser Law Firm, 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: Travis Sasser, Esq. Sasser Law Firm 2000 Regency Parkway, Suite 230 Cary, NC 27518 Telephone: (919) 319-7400 Facsimile: (919) 657-7400 Email: travis@sasserbankruptcy.com About East Carolina Commercial Services East Carolina Commercial Services, LLC is a commercial solar installation company specializing in module installation and racking installation based in Wilson, North Carolina. East Carolina Commercial Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 20-02361) on June 27, 2020. The petition was signed by Caesar Mendoza, Debtor's managing member. At the time of the filing, Debtor disclosed assets of $1 million to $10 million and liabilities of the same range. Judge Joseph N. Callaway oversees the case. Sasser Law Firm is Debtor's bankruptcy counsel. EDGEMARC ENERGY: Surety Objects to Plan & Disclosures ----------------------------------------------------- U.S. Specialty Insurance Company (the "Surety") submitted a limited objection to final approval of the Disclosure Statement and confirmation of the Plan of EdgeMarc Energy Holdings, LLC and its debtor affiliates. Surety does not object to the approval of the Disclosure Statement or Plan. However, in its capacity as a secured creditor, whether by setoff or by subrogation of other secured claimants, it must file an objection to opt out of the consensual third-party release provisions in the Plan. Accordingly, Surety filed a limited objection for the limited purpose of opting out of those consensual third-party release provisions in the Plan. A copy of Surety's objection dated June 16, 2020, is available at https://tinyurl.com/ybn8orfk from PacerMonitor.com at no charge. Counsel to U.S. Specialty: McELROY, DEUTSCH, MULVANEY & CARPENTER, LLP Gary D. Bressler David P. Primack 300 Delaware Avenue, Suite 770 Wilmington, DE 19801 Telephone: 302-300-4515 Facsimile: 302-645-4031 E-mail: gbressler@mdmc-law.com; dprimack@mdmc-law.com About EdgeMarc Energy EdgeMarc Energy Holdings, LLC -- http://www.edgemarcenergy.com/ --is a locally based natural gas exploration and production company headquartered in Canonsburg, Pa. It is engaged in the acquisition, production, exploration and development of natural gas and natural gas liquids from underground deposits in the Appalachian Basin. EdgeMarc Energy conducts its drilling and exploration activities in the "stacked" liquid-rich Marcellus shale in Pennsylvania and dry gas Utica shale in Ohio. EdgeMarc Energy and its 8 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-11104) on May 15, 2019. EdgeMarc Energy was estimated to have assets of $100 million to $500 million and liabilities of the same range as of the bankruptcy filing. The Hon. Brendan Linehan Shannon is the case judge. The Debtors tapped Landis Rath & Cobb LLP as counsel; Davis Polk & Wardwell LLP as corporate counsel; Evercore Partners as investment banker; Oportune LLC and Dacarba LLC as financial advisor; and Prime Clerk LLC as claims agent. ESSEQUIBO HOLDINGS: Unsecureds to Get 0% Absent Bidders ------------------------------------------------------- Debtor Essequibo Holdings Inc. filed a Second Amended Plan and a Second Amended Disclosure Statement. The Debtor owns a mixed-use building located at 763 Utica Avenue, Brooklyn, New York 11203 (763 Utica). The property is secured by two mortgages as follows: * The Assumption, Consolidation, Extension and Modification Agreement and Mortgage Loan Agreement both executed on and dated February 13, 2017 with Ponce de Leon Federal Bank now known as Ponce Bank, as mortgagee and the Debtor as mortgagor, as recorded with the Office of the City Register of the City of New York on March 23, 2017 at CRFN 2017000113314 and 201700011313 respectively with a total principal lien amount of $542,500.00; and * The Mortgage executed on and dated February 2, 2017 with Todd Baslin as mortgagee and the Debtor as mortgagor, as recorded with the Office of the City Register of the City of New York on February 22, 2017 at CRFN 2017000072176 in the principal lien amount of $60,000.00. It is important to note that the Baslin mortgage is a mortgage that is secured by both 763 Utica and another real property owned by the principal of the Debtor, Marcanthony W. Atwell and which owned by DEMERARA HOLDINGS INCORPORATED and is known as 765 Utica Avenue, Brooklyn, New York. Throughout this time, Debtor shall continue to make all adequate protection payments as due to Ponce which are in the monthly amount of $3,872. As of the date of this Plan the Debtor is current with all adequate protection payments as due to Ponce. Class 2 consists of the secured claim of Ponce Bank as represented by Claim No. 8-1 in the amount of $627,291 with prepetition mortgage arrears in the amount of $81,928. Class 3 consists of the secured claim of Todd Baslin. Todd Baslin has not filed a proof of claim in this Chapter 11 case although Debtor represents that the amount due to Todd Baslin is $60,000. Priority unsecured claims in Class 4 are comprised of of (i) Proof of Claim No. 1-1 filed by New York State Department of Taxation and Finance which filed a pre-petition unsecured claim in the amount of $83.27 of which the amount of $55.87 is claimed as a priority, (ii) Proof of Claim No. 2-1 filed by the Internal Revenue Service which filed a pre-petition unsecured claim in the amount of $2,000.00 of which the amount of $1,000 is claimed as a priority, and (iii) Proof of Claim No. 4-1 filed by the New York City Department of Finance which filed a pre-petition priority unsecured claim in the amount of $4,679.56. Class 4 Claims wil be paid the amount of their Proof of Claim, in full, in cash, within nine(9) months of the Effective Date from the Debtor's closing of the Refinance on 763 Utica, or from the excess sale proceeds from 765 Utica, or from the auction sale of 763 Utica. Class 4 claims shall be paid after payment in full to all unclassified claims and Class 1, 2 and 3 Claims, up to 100% of its claim. In the event there are no bidders other than Ponce Bank, there will be no distribution to Class 4 claims. Class 4 is impaired and is entitled to vote on the Second Amended Plan. Class 6 consists of the equity interest of Marcanthony W. Atwell who is the owner of 100% of the stock in the Debtor and he retains his interest in the Debtor. A full-text copy of the Second Amended Disclosure Statement and Plan dated May 22, 2020, is available at https://tinyurl.com/y7kastnb from PacerMonitor at no charge. The Debtor is represented by: MARK E. COHEN, ESQ. 108-18 Queens Boulevard 4th Floor, Suite 3 Forest Hills, New York 11375 Telephone: (718) 258-1500 x210 About Essequibo Holdings Essequibo Holdings Inc., operates a commercial and residential property for rent, at 763 Utica Avenue, Brooklyn, New York. It filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 19-44679) on July 31, 2019. Judge Elizabeth S. Stong administers the case. Mark E. Cohen, Esq., is counsel to the Debtor. FORUM ENERGY: Reports Preliminary Q2 2020 Financial Results ----------------------------------------------------------- Forum Energy Technologies, Inc.'s revenue for the second quarter 2020 is now projected to be in the range of $110 to $115 million, a decline of approximately 37-40% from first quarter revenue of $183 million. Free cash flow after capital expenditures and interest expense for the quarter is now expected to be approximately negative $6 million. Due to the preliminary nature of this guidance, a reconciliation to cash flow from operations is not currently available. A full reconciliation will be provided with the Forum's second quarter 2020 earnings announcement, which is currently scheduled to be released in the beginning of August 2020. Cris Gaut, Forum's Chairman and CEO commented, "In the second quarter, our industry saw an unprecedented decrease in U.S. drilling and completion activity levels, as evidenced by the roughly 67% decline in the U.S. drilling rig count from the first quarter average to current levels. This extremely steep decline, and the resulting lack of spending by Forum's drilling and completion services customers, adversely impacted Forum's revenue. In response to this decrease in revenue, Forum executed an aggressive cost reduction plan. Despite these cost reduction efforts, we expect the sharp decreases in revenue to have a significant negative impact on our financial results including net income, operating income, and adjusted EBITDA. We continue to focus on addressing our impending long-term debt maturity through our recently announced debt exchange offer. We believe that sizing the company for the current market environment, while emphasizing our winning products, will position Forum for success once drilling and completion activity levels improve." About Forum Energy Forum Energy Technologies -- http://www.f-e-t.com/-- is a global oilfield products company, serving the drilling, downhole, subsea, completions and production sectors of the oil and natural gas industry. The Company's products include highly engineered capital equipment as well as products that are consumed in the drilling, well construction, production and transportation of oil and natural gas. Forum is headquartered in Houston, TX with manufacturing and distribution facilities strategically located around the globe. Forum Energy reported a net loss of $567.06 million for the year ended Dec. 31, 2019 compared to a net loss of $374.08 million for the year ended Dec. 31, 2018. * * * As reported by the TCR on June 26, 2020, S&P Global Ratings raised its issuer credit rating on Houston-based oilfield products and services provider Forum Energy Technologies Inc. to 'CCC-' from 'SD' (selective default) after the company completed its tender offer for a portion of its 6.25% senior unsecured notes due 2021. In May 2020, Moody's Investors Service downgraded Forum Energy Technologies, Inc.'s Corporate Family Rating to Ca from Caa1. "The downgrade of Forum's ratings reflect increased restructuring risks for the company's remaining debt as maturities approach," said Jonathan Teitel, a Moody's analyst. FURIE OPERATING: Joint Plan of Reorganization Confirmed by Judge ---------------------------------------------------------------- Judge Laurie Selber Silverstein has entered findings of fact, conclusions of law and order confirming the Third Amended Joint Plan of Reorganization for Furie Operating Alaska, LLC and certain of its affiliates. The Plan has been proposed in good faith and not by any means forbidden by law, thereby satisfying section 1129(a)(3) of the Bankruptcy Code. The Plan is the result of extensive, good faith, arm's-length negotiations among the Debtors and their principal constituencies. The Classes deemed to have accepted the Plan are not Impaired under the Plan. The holders of claims in Classes 3 and 4 are Impaired by the Plan and were entitled to vote. Classes 3 and 4 voted to accept the Plan. The Debtors have therefore complied with Section 1129(a)(8) of the Bankruptcy Code. A copy of the order dated June 12, 2020, is available at https://tinyurl.com/y8j8ty3s from PacerMonitor at no charge. About Furie Operating Alaska Headquartered in Anchorage Alaska, Furie Operating Alaska LLC and its affiliates operate as independent energy companies primarily focused on the acquisition, exploration, production, and development of offshore oil and gas properties in the State of Alaska's Cook Inlet region. They hold a majority working nterest in 35 competitive oil and gas leases in the Cook Inlet. Additionally, they wholly own and operate an offshore production platform in the middle of the Cook Inlet to extract natural gas under the oil and gas leases. Furie Operating Alaska and its affiliates, Cornucopia Oil & Gas Company LLC, and Corsair Oil & Gas LLC, filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 19-11781 to 19-11783) on Aug. 9, 2019. In the petitions signed by Scott M. Pinsonnault, interim COO, the Debtors were estimated to have $10 million to $50 million in assets and $100 million to $500 million in liabilities. The Debtors tapped Womble Bond Dickinson (US) LLP and McDermott Will & Emery LLP as legal counsel; Seaport Global Securities LLC as investment banker; and Ankura Consulting Group as financial advisor. Prime Clerk LLC is the claims and noticing agent, and administrative advisor. GENERAL CANNABIS: Principal Investor Joins Board of Directors ------------------------------------------------------------- Adam Hershey, General Cannabis Corp.'s largest strategic investor and the managing member of Hershey Strategic Capital and Shore Ventures III, is joining the Company's Board of Directors. Mr. Hershey has over 25 years of investing experience in the public and private markets. He is currently the founder, managing partner and portfolio manager of Hershey Strategic Capital, LP an opportunistic, alternative asset manager focused on active investing in small cap, public companies, since inception in July 2009 to the present. As previously announced by the Company, Mr. Hershey led an equity investment round into General Cannabis in May and June. The Company believes that by adding Mr. Hershey to the Board now, it can leverage his company-building experience as it continues to execute on its business plan. Mr. Hershey replaces Michael Feinsod on the General Cannabis Board. Mr. Feinsod resigned from the Board on July 9, 2020. In his resignation letter, Mr. Feinsod stated he had expressed to the Board and management several concerns and disagreements with regard to various matters involving the Company and that such matters had not been adequately addressed to date. Mr. Feinsod did not specifically identify any concerns or disagreements in his resignation letter. Management and the Board of Directors, however, can surmise that his concerns and disagreements relate to unspecified general claims that the Company had deficiencies in its controls and procedures. The Company believes Mr. Feinsod claims are unfounded and strongly disagrees with his assertions, nevertheless, as a matter of responsible governance, it has initiated a review into such matters. In addition, the Company recently discovered and remediated certain issues arising from an accounting error relating to the Company's accounting for a warrant derivative liability with respect to certain outstanding common stock warrants with the filing of its most recent Form 10-Q and restated Form 10-K, and is currently in the process of hiring a chief financial officer to fill a current vacancy in the position. About General Cannabis Corp Headquartered in Denver, Colorado, General Cannabis Corp -- http://www.generalcann.com/-- provides services to the cannabis industry . The company is a trusted partner to the cultivation, production and retail sides of the cannabis business. It achieves this through a combination of strong operating divisions, capital investments and real estate. General Cannabis reported a net loss of $12.46 million for the year ended Dec. 31, 2019, compared to a net loss of $16.97 million for the year ended Dec. 31, 2018. As of March 31, 2020, the Company had $2.66 million in total assets, $8.35 million in total current liabilities, and a total stockholders' deficit of $5.69 million. Marcum LLP, in Melville, NY, the Company's auditor since 2019, issued a "going concern" qualification in its report dated May 14, 2020, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. GREEN EARTH: Unsecured Creditors to Split with $500K Over 4 Years ----------------------------------------------------------------- Debtors Green Earth Ag Service, LLC and Walker Bros. LLC filed with the U.S. Bankruptcy Court for the Western District of Wisconsin a Disclosure Statement describing Plan of Reorganization dated June 12, 2020. The Plan provides payment to creditors over a four-year term. The Equipment Sale Motion seeks authority for the sale or surrender of certain equipment in satisfaction of certain purchase money security interests, as well as a portion of the BMO secured indebtedness. The remaining purchase money claims will be paid in full according to prepetition contract terms. BMO will receive, on account of its secured claim, the total value of the BMO Collateral Base, as defined in the Plan. Class 4 General unsecured claims will share total distributions of $500,000 on a pro-rata basis, meaning each claim will receive an amount calculated by and reduced to the proportion that the amount of the claim bears to the aggregate amount of all claims in this class. Payments to this class will be made annually on or before January 15 of each year following the Effective Date, beginning January 15, 2021. The entire $500,000 is to be distributed within four years, with the last payment to be made on or before January 15, 2024. The Debtor anticipates making four equal distributions totaling $125,000 each, but the Plan does not require that the annual distributions all be the same amount, as long the distributions are not less than $75,000 in any year, and as long as the entire $500,000 is distributed by January 15, 2024. Class 5: Holders of member interests in the Debtors. Green Earth Ag is a single-member LLC owned by Bruce Walker, and Walker Bros. is owned by Mr. Walker and his two sons, Bryce Walker and Blaze Walker. Following the Effective Date, the Debtors’ liabilities will exceed their assets at fair value, so members’ equity interests have only a nominal value. Under the Plan, the current equity owners will retain their member interests in the Debtors. The Plan depends on Green Earth Ag's operational income and crop sales to fund all distributions. Green Earth Ag's financial consultant, Mr. Rudnicki, in consultation with Mr. Walker, has prepared quarterly cash flow projections for the next four calendar quarters (Quarter 3 and 4 of 2020, and Quarters 1 and 2 of 2021), and annual projections for the following three years (running from Quarter 3 of 2021 to Quarter 2 of 2024). A full-text copy of the Disclosure Statement dated June 12, 2020, is available at https://tinyurl.com/yc46jvvp from PacerMonitor at no charge. Counsel for the Debtors: DEWITT LLP Craig E. Stevenson (#1060082) Two East Mifflin Street, Suite 600 Madison, WI 53703-2865 Tel: 608-252-9263 E-mail: ces@dewittllp.com About Green Earth Ag Service Green Earth Ag Service, LLC, filed its Chapter 12 voluntary petition on Dec. 9, 2019 and Walker Bros., LLC on Dec. 10, 2019. These two cases are jointly administered. On March 5, 2020, the Court converted the cases to Chapter 11 cases (Bankr. W.D. Wis. Case No. 3-19-14090-cjf) and (Bankr. W.D. Wis. Case No. 3-19-14092-cjf), respectively. GREEN4ALL ENERGY: Hires Scherrer Patent as Special Counsel ---------------------------------------------------------- Green4All Energy Solutions, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Scherrer Patent & Trademark Law, P.C. as special counsel. Scherrer will represent Debtor in intellectual property-related matters and will handle routine submissions to the U.S. Patent and Trademark Office. The firm's services will be provided mainly by Stephen Scherrer, Esq., who will be paid an hourly fee of $350. The firm estimates that it will cost approximately $1,200 to represent Debtor in intellectual property-related matters. Mr. Scherrer disclosed in court filings that the firm does not represent any interest adverse to Debtor's bankruptcy estate. The firm can be reached through: Stephen T. Scherrer, Esq. Scherrer Patent & Trademark Law, P.C. 17 E. Crystal Lake Ave. Crystal Lake, IL 60014 Telephone: (815) 307-2974 Email: stephen@scherrerpatentlaw.com About Green4All Energy Solutions Green4All Energy Solutions, Inc. is a Chicago, Illinois-based company that specializes in water conservation products and services. Visit http://g4all.netfor more information. Green4All Energy Solutions and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 20-31758) on March 15, 2020. At the time of the filing, Debtor was estimated to have assets and liabilities of less than $1 million. Debtors have tapped Margaret M. McClure as bankruptcy counsel; Adkison Need Allen & Rentrop, PLLC, as special counsel; and Chamberlain & Henningfield Certified Public Accountants, LLP as accountant. GROW CAPITAL: Says Substantial Going Concern Doubt Exists --------------------------------------------------------- Grow Capital, Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $613,379 on $565,314 of total revenues for the three months ended March 31, 2020, compared to a net loss of $271,146 on $335,168 of total revenues for the same period in 2019. At March 31, 2020, the Company had total assets of $2,240,425, total liabilities of $1,673,760, and $566,665 in total stockholders' equity. The Company disclosed that there is substantial doubt about its ability to continue as a going concern within one year after the date that its financial statements are issued. The Company said, "During the three and nine months ended March 31, 2020, the Company reported a net loss of $613,379 and $1,243,038, respectively. Working capital totaled approximately $127,000 (after removing prepaid stock-based compensation) with approximately $156,000 of cash on hand. The Company believes that as of March 31, 2020 its existing capital resources are not adequate to enable it to fully execute its business plan, including the acquisition of additional operations complementary to its recently acquired subsidiary, Bombshell Technologies. While the Company`s subsidiary provided approximately $900,000 in gross profit to offset operational overhead in the period, revenues are presently not sufficient to meet the Company's ongoing expenditures. The Company is actively working to increase the customer base and gross profit in Bombshell Technologies in order to achieve net profitability by the close of fiscal 2021. These growth plans include the acquisition of several new customers, an increase to users currently subscribed to our software, as well as increased sales of customization services to new and existing customers. The Company intends to rely on sales of our unregistered common stock, loans and advances from related parties to meet operational shortfalls until such time as we achieve profitable operations. If the Company fails to generate positive cash flow or obtain additional financing, when required, the Company may have to modify, delay, or abandon some or all of its business and expansion plans, and potentially cease operations altogether." A copy of the Form 10-Q is available at: https://is.gd/vJoJIg Grow Capital, Inc. operates in the financial technology sector. The company provides software development services for the financial services sector. It offers software that delivers customized back office compliance, sophisticated multi-pay commission processing, and revolutionized new client application submission system, as well as digital engagement marketing services centric to financial services. The company is based in Henderson, Nevada. HAWAIIAN HOLDINGS: S&P Downgrades ICR to 'CCC+; Outlook Negative ---------------------------------------------------------------- S&P Global Ratings lowered all ratings on Hawaiian Holdings Inc., including lowering the issuer credit rating to 'CCC+' from 'B', and removed them from CreditWatch, where it placed them with negative implications on March 13, 2020. S&P expects Hawaiian to generate a significant cash flow deficit in 2020 because of COVID-19's impact on air travel. Like other airlines, Hawaiian has taken steps to help conserve cash amid the steep decline in passenger traffic. Since March, the airline has significantly reduced its capacity, deferred nonessential capital spending, and has offered voluntary unpaid leave to most of its workforce. However, S&P believes these actions will be insufficient to offset the impact of lower revenues from reduced air travel demand. The rating agency forecasts total revenue to decline approximately 65% in 2020 from 2019 and funds from operations (FFO) outflows of around $225 million. As demand improves in 2021, S&P forecasts revenue growth of around 80% and a return to positive FFO of $100 million-$200 million. Although an improvement from 2020, S&P anticipates performance will remain below 2019 levels, when the company generated $2.8 billion in revenue and FFO of $562 million. In addition, S&P expects the company will add incremental debt in order to fund its operations over the next few months. As a result, the rating agency forecasts FFO to debt to decline to around negative 10% in 2020 from positive 34% in 2019, before improving to the mid-single-digit percent area in 2021. S&P is also lowering its ratings on Hawaiian's enhanced equipment trust certificates (EETCs). The downgrade on the company's EETCs reflect the lower issuer credit rating. S&P has not revised its assessment of Hawaiian's likelihood to affirm the aircraft in a hypothetical bankruptcy. In addition, S&P notes values for widebody aircraft, such as the Airbus A330-200 that secure the certificates, have declined in value more than narrowbody aircraft or more recent generation widebodies. However, the values have not yet declined to a level that would cause S&P to revise its assessment of collateral coverage. Environmental, social, and governance (ESG) credit factors for this credit rating change: -- Health and safety The negative outlook reflects the uncertainty around when passenger traffic will improve and the impact on Hawaiian's operating performance and credit metrics. The outlook also reflects the uncertainty regarding the duration and impact of Hawaii's mandated quarantine requirements. The steep decline in passenger traffic because of the COVID-19 pandemic will have a negative impact on the company's 2020 results. S&P expects credit metrics to remain weak through 2021, with FFO to debt turning negative in 2020 and improving to the mid-single-digit percent area in 2021. "We could lower our ratings on Hawaiian again in 2020 if we come to believe the company will more likely default within 12 months. This could occur if liquidity deteriorates further, travel restrictions remain in place longer than we currently expect, or if the level of cash outflows does not improve in line with our expectations," S&P said. "We could revise our outlook on Hawaiian to stable if the recovery in airline passenger traffic is stronger than we expect such that we expect FFO to debt to improve to the high-single-digit percent area in 2021. We would also need to view liquidity as adequate," the rating agency said. HELEN E.A. TUDOR: JP Buying Apalachicola Property for $1.21 Million ------------------------------------------------------------------- The Chapman House Museum, Inc., an affiliate of Helen E.A. Tudor, asks the U.S. Bankruptcy Court for the Northern District of Florida to authorize the sale of its real property located at 82 Sixth Street, Apalachicola, Florida to JP Ferguson Properties, LLC for $1.21 million. The Debtor owns the Property. Because the Debtor has been unable to operate, the President, who is also Related Debtor Dr. Helen Tudor, has decided it is in the best interests of the creditors in these jointly administered cases to sell the Real Property owned by the Debtor. The Debtor previously filed a motion to sell its real property to a different buyer, but that buyer terminated the contract on the last day of the due diligence period, so the Debtor withdrew the prior sale motion. The new proposed buyer is the Buyer, a Florida Limited Liability Company. The proposed purchase price is $1.21 million. An initial deposit in the amount of $25,000 has been placed in escrow as required by the contract. The sale as described will allow the Debtor to pay all creditors holding undisputed claims in the case. The sale will also allow the Debtor the ability to litigate disputed claims and pay those claims in the event the Court determines they are valid claims that must be paid. In addition, because the Debtor and Related Debtors Helen Tudor and Helen Realty Corp. have common creditors, the sale will benefit each of the estates in these three jointly administered cases. With Court approval, the sale will take place simultaneously to the same Buyer with the sale of certain personal property owned by Related Debtor Helen Tudor. A separate motion will be filed with respect to that property. The Debtor is proposing that the purchase price be paid to Bruner Wright, P.A.'s Trust Account pending further Order(s) of the Court upon consummation of the sale from the title and closing company. Sarah Melvin is a judgment lien creditor of the Debtor pursuant to a settlement reached prepetition with the Debtor and the Related Debtors (Helen Tudor & Helen Realty Corp.). Melvin holds a claim in the amount of $420,515, which the Debtor would pay out of the sale proceeds upon consummation of the sale. However, the Debtor reserves its rights to object to any Section 506 fees, interest, and costs that may be asserted by Melvin, in addition to any rights to set aside the judgment lien as a preference. The Debtor asks the entry of an order approving the sale of the Real Property to the Buyer, free and clear of all liens, claims, encumbrances and interests. The Debtor, subject to the Court’s approval, has accepted the offer from the Buyer. The offer by Buyer is the highest viable offer presented to the estate at this time, and one which the Debtor believes is fair. The proposed closing date is Aug. 14, 2020. As is required, the Debtor will file a Report and Notice of Intent to Sell under Negative Notice per Local Rule 6004-1 (C)(1) once the Court sets a hearing. In the event that the current purchaser withdraws its offer prior during the due diligence period, or otherwise fails to consummate the sale transaction, the Debtor will be authorized to accept any back-up offers during the pendency of the sale prior to closing and will notify the Court of such. Acceptance of any back-up offer is in the sole discretion of the Debtor and is subject to Court approval. All fees, closing costs, settlement costs, and taxes including county taxes, recording, transfer, and tax stamps will be paid at closing or as otherwise set forth in the contract for sale. The Debtor, in the exercise of its business judgment, has concluded that the sale as described above, presents the best option for maximizing the value of the assets involved for the benefit of the Debtor's estate and the creditors. Additionally, the Debtor asks that any order granting the Motion provide that the stay period under Rule 6004(h) and 6006(d), and any other applicable stay periods, be waived, such that the stay requirement of Rule 6004(h) is lifted immediately upon the execution of the Order. A copy of the Agreement is available at https://tinyurl.com/y8uzhq5o from PacerMonitor.com free of charge. Helen E.A. Tudor sought Chapter 11 protection (Bankr. N.D. Fla. Case No. 20-40068) on Feb. 19, 2020. The Debtors tapped Byron Wright, Esq., at Bruner Wright, P.A., as counsel. HELEN E.A. TUDOR: JP Ferguson Buying Personal Property for $65K --------------------------------------------------------------- Helen E.A. Tudor asks the U.S. Bankruptcy Court for the Northern District of Florida to authorize the sale of her personal property to JP Ferguson Properties, LLC for $65,000, free and clear of all liens, encumbrances, and interests. The Debtor owns the Personal Property. The Debtor is a semi-retired woman who lives in Carrabelle, Florida. For the past ten years, she has worked at The Chapman House Museum, Inc. in an effort to renovate the historic building and open a museum to the public. She has decided it is in the best interests of her estate and her creditors in these jointly administered cases to sell the Personal Property described in the Agreement to Purchase Furnishings and attachments thereto. The Debtor previously filed a motion to sell other personal property to a different buyer, but that buyer terminated the contract on the last day of the due diligence period, so the Debtor withdrew the prior sale motion. The Buyer is a Florida Limited Liability Company. The proposed purchase price is $65,000. With Court approval, the sale will take place simultaneously to the same Buyer with the sale of certain real property owned by Related Debtor The Chapman House Museum, Inc. The instant sale is in fact contingent upon the Buyer closing on the Chapman Sale. A separate motion will be filed with respect to that property. The Chapman Sale will allow the Debtor's lone secured creditor, Sarah Melvin, to be paid in full. The purchase price will also allow the Debtor and Related Debtors to litigate disputed claims, if necessary, and pay at minimum a partial dividend to unsecured creditors. In addition, because the Debtor and Related Debtors The Chapman House Museum, Inc. and Helen Realty Corp. have common creditors, this sale in conjunction with the Chapman Sale will benefit each of the estates in these three jointly administered cases. Melvin is a judgment lien creditor of the Debtor pursuant to a settlement reached prepetition with the Debtor and the Related Debtors (Helen Tudor & Helen Realty Corp.). Melvin holds a claim in the amount of $420,515, which the Debtor would pay out of the sale proceeds upon consummation of the sale. However, Related Debtor The Chapman House Museum, Inc. reserves its rights to object to any Section 506 fees, interest, and costs that may be asserted by Melvin, in addition to any rights to set aside the judgment lien as a preference. The Debtor, subject to the Court's approval, has accepted the offer from the Buyer. The offer by Buyer is the highest viable offer presented to the estate at this time, and one which the Debtor believes is fair. The proposed closing date is Aug. 14, 2020. In the event that the current purchaser withdraws its offer prior during the due diligence period, or otherwise fails to consummate the sale transaction, the Debtor will be authorized to accept any back-up offers during the pendency of the sale prior to closing and will notify the Court of such. Acceptance of any back-up offer is in the sole discretion of the Debtor and is subject to Court approval. All fees, closing costs, settlement costs, and taxes including county taxes, recording, transfer, and tax stamps, if any are owed, will be paid at closing or as otherwise set forth in the contract for sale. The Debtor asks authority to sell the Personal Property free and clear of all liens, claims, encumbrances and interests. Additionally, the Debtor asks that any order granting the Motion provides that the stay period under Rule 6004(h) and 6006(d), and any other applicable stay periods, be waived, such that the stay requirement of Rule 6004(h) is lifted immediately upon the execution of the Order. A copy of the Agreement is available at https://tinyurl.com/yalxs4q7 from PacerMonitor.com free of charge. Helen E.A. Tudor sought Chapter 11 protection (Bankr. N.D. Fla. Case No. 20-40068) on Feb. 19, 2020. The Debtors tapped Byron Wright, Esq., at Bruner Wright, P.A., as counsel. HELIUS MEDICAL: Court Junks 2019 Putative Class Action Lawsuit -------------------------------------------------------------- Helius Medical Technologies, Inc., reports the dismissal of a putative shareholder class action in the Southern District of New York. The plaintiffs voluntarily dismissed the 2019 lawsuit with prejudice, ending the case against Helius in In re Helius Medical Technologies Litigation, 19-CV-6365. U.S. District Judge Loretta Preska signed the final order dismissing the litigation on July 1, 2020. "We are gratified that this meritless lawsuit has been dismissed," said Helius CEO and Chairman Philippe Deschamps. "We have maintained from the outset that we never misled anyone and these claims were baseless. I, along with Joyce LaViscount, Jonathan Sackier and the rest of our leadership team, remain fully committed to our mission and protecting the interests of our investors." About Helius Medical Helius Medical Technologies -- http://www.heliusmedical.com/-- is a neurotech company focused on neurological wellness. The Company's purpose is to develop, license and acquire unique and non-invasive platform technologies that amplify the brain's ability to heal itself. The Company's first product in development is the Portable Neuromodulation Stimulator (PoNSTM). Helius Medical reported a net loss of $9.78 million for the year ended Dec. 31, 2019, compared to a net loss of $28.62 million for the year ended Dec. 31, 2018. As of March 31, 2020, the Company had $8.46 million in total assets, $3.25 million in total liabilities, and $5.21 million in total stockholders' equity. BDO USA, LLP, in Philadelphia, Pennsylvania, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 12, 2020 citing that the Company has incurred substantial net losses since its inception, has an accumulated deficit of $104.8 million as of Dec. 31, 2019 and the Company expects to incur further net losses in the development of its business. These conditions raise substantial doubt about its ability to continue as a going concern. HKO 3 LLC: Voluntary Chapter 11 Case Summary -------------------------------------------- Debtor: HKO 3, LLC 225 Curley Court Paramus, NJ 07652 Business Description: HKO 3, LLC is engaged in activities related to real estate, whose principal assets are located at 597-603 Broadway Newark, NJ 07104. Chapter 11 Petition Date: July 16, 2020 Court: United States Bankruptcy Court District of New Jersey Case No.: 20-18601 Debtor's Counsel: Anthony Sodono, III, Esq. MCMANIMON, SCOTLAND & BAUMANN, LLC 75 Livingston Avenue Second Floor Roseland, NJ 07068 Tel: 973-622-1800 E-mail: asodono@msbnj.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Jack Ko, member. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A copy of the petition is available for free at PacerMonitor.com at: https://is.gd/W0077X IMERYS TALC: Ad Hoc Committee Objects to Disclosure Motion ---------------------------------------------------------- The Ad Hoc Committee of Imerys Talc Litigation Plaintiffs objects to the motion to approve the Disclosure Statement for Joint Chapter 11 Plan of Reorganization of Imerys Talc America, Inc. and Its Debtor Affiliates. The Ad Hoc Committee asserts that: * The Disclosure Statement should not be approved because no creditor entitled to vote on the Plan can determine their proposed plan treatment. This is not a case where mere minor details are omitted from the disclosure statement; nor is the Ad Hoc Committee requesting clarification of awkward wording to better convey a fully-baked plan to creditors entitled to vote. * The Plan and the Disclosure Statement provide little to no information about the most critical piece of the Plan to the only class entitled to vote -- personal injury claimants. * Talc Personal Injury Claimants cannot make an informed decision to vote or accept a Plan that will, in all likelihood, assign a yet to be determined liquidated value to their claim without any indication of the approximate amount of their claims for distribution purposes. * These cases are over a year old, and there is no pressing deadline that requires solicitation of votes prior to fully vetting the Trust Distribution Procedures with the Talc Personal Injury Claimants. Denial of approval would merely require the Debtors and the other Plan Proponents to finalize and file the final key information that will enable creditors to vote on the Plan. A full-text copy of Ad Hoc Committee's objection to disclosure dated June 16, 2020, is available at https://tinyurl.com/y8xbxdez from PacerMonitor.com at no charge. Counsel to the Ad Hoc Committee: MORRIS JAMES LLP Jeffrey R. Waxman Eric J. Monzo Brya M. Keilson 500 Delaware Avenue, Suite 1500 Wilmington, DE 19801 Telephone: (302) 888-6800 E-mail: jwaxman@morrisjames.com emonzo@morrisjames.com bkeilson@morrisjames.com - and - BROWN RUDNICK LLP David J. Molton, Esquire Bennett S. Silverberg, Esquire Kenneth J. Aulet, Esquire Seven Times Square, 47th Floor New York, NY 10036 Telephone: (212) 209-4800 Facsimile: (212) 209-4801 E-mail: dmolton@brownrudnick.com E-mail: bsilverberg@brownrudnick.com E-mail: kaulet@brownrudnick.com - and - Sunni P. Beville, Esquire BROWN RUDNICK LLP One Financial Center Boston, MA 02111 Telephone: (617) 856-8200 E-mail: sbeville@brownrudnick.com About Imerys Talc America Imerys Talc and its subsidiaries -- https://www.imerys-performance-additives.com/ -- are in the business of mining, processing, selling, and distributing talc. Talc is a hydrated magnesium silicate that is used in the manufacturing of dozens of products in a variety of sectors, including coatings, rubber, paper, polymers, cosmetics, food, and pharmaceuticals. Its talc operations include talc mines, plants, and distribution facilities located in: Montana (Yellowstone, Sappington, and Three Forks); Vermont (Argonaut and Ludlow); Texas (Houston); and Ontario, Canada (Timmins, Penhorwood, and Foleyet). It also utilizes offices located in San Jose, California and Roswell, Georgia. Imerys Talc America, Inc., and two subsidiaries, namely Imerys Talc Vermont, Inc., and Imerys Talc Canada Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-10289) on Feb. 13, 2019. The Debtors were estimated to have $100 million to $500 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped Richards, Layton & Finger, P.A., and Latham & Watkins LLP as counsel; Alvarez & Marsal North America, LLC as financial advisor; and Prime Clerk LLC as claims agent. IMERYS TALC: Certain Insurers Object to Plan & Disclosure --------------------------------------------------------- Century Indemnity Company, Federal Insurance Company, and Central National Insurance Company of Omaha (collectively, the "Chubb Insurers"), TIG Insurance Company, International Surplus Lines Insurance Company, Mt. McKinley Insurance Company, Fairmont Premier Insurance Company, Everest Reinsurance Company, and The North River Insurance Company (collectively, the "RiverStone Insurers"), and The American Insurance Company (collectively with the Chubb Insurers and the RiverStone Insurers, "Certain Insurers") object to both the proposed disclosure statement and proposed confirmation schedule of Imerys Talc America, Inc. and Its Debtor Affiliates. Certain Insurers assert that: * The Debtors' failure to provide the TDPs or discuss them in the disclosure statement means that the disclosure statement does not provide adequate information. * Another reason the proposed disclosure statement fails to meet the "adequate information" standard is its failure to discuss the potential adverse impact on Class 4 claimants of Debtors' refusal to accept the offer by J&J, pursuant to its indemnification obligations to Debtors, to assume responsibility for paying Class 4 claims. * The Court should not set any confirmation schedule until after the Debtors file the TDPs. * The Court should deny Debtors' motion to set a confirmation schedule because the TDPs have not yet been filed. But if the Court were to set a schedule, it should include appropriate time periods for potential objectors to conduct discovery before the deadline for filing plan objections. A full-text copy of Certain Insurers' objection dated June 16, 2020, is available at https://tinyurl.com/y8m4sww2 from PacerMonitor.com at no charge. Attorneys for Century Indemnity: Marc S. Casarino WHITE AND WILLIAMS LLP Courthouse Square 600 N. King Street, Suite 800 Wilmington, Delaware 19801 Phone: (302) 654-0424 E-mail: casarinom@whiteandwilliams.com Mark D. Plevin (admitted pro hac vice) CROWELL & MORING LLP Three Embarcadero Center, 26th Floor San Francisco, California 94111 Phone: (415) 986-2800 E-mail: mplevin@crowell.com Tacie H. Yoon CROWELL & MORING LLP 1001 Pennsylvania Ave., N.W. Washington, D.C. 20004 Phone: (202) 624-2500 E-mail: tyoon@crowell.com Attorneys for TIG Insurance: Marc J. Phillips MONTGOMERY MCCRACKEN WALKER & RHOADS LLP 1105 North Market Street, Suite 1500 Wilmington, Delaware 19801 Phone: 302-504-7823 Fax: 215-731-3777 E-mail: mphillips@mmwr.com George R. Calhoun IFRAH PLLC 1717 Pennsylvania Avenue, N.W. Washington, D.C. 20006 Phone: (202) 525-4147 E-mail: george@ifrahlaw.com Attorneys for The American Insurance: John S. Spadaro JOHN SHEEHAN SPADARO LLC 724 Yorklyn Rd, #375 Hockessin, Delaware 19707 Telephone: (302) 235-7745 E-mail: jspadaro@johnsheehanspadaro.com Leslie A. Davis TROUTMAN SANDERS LLP 401 9th Street, N.W. Washington, DC 20004 Telephone: (202) 274-2950 E-mail: Leslie.davis@troutman.com About Imerys Talc America Imerys Talc and its subsidiaries -- https://www.imerys-performance-additives.com/ -- are in the business of mining, processing, selling, and distributing talc. Talc is a hydrated magnesium silicate that is used in the manufacturing of dozens of products in a variety of sectors, including coatings, rubber, paper, polymers, cosmetics, food, and pharmaceuticals. Its talc operations include talc mines, plants, and distribution facilities located in: Montana (Yellowstone, Sappington, and Three Forks); Vermont (Argonaut and Ludlow); Texas (Houston); and Ontario, Canada (Timmins, Penhorwood, and Foleyet). It also utilizes offices located in San Jose, California and Roswell, Georgia. Imerys Talc America, Inc., and two subsidiaries, namely Imerys Talc Vermont, Inc., and Imerys Talc Canada Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-10289) on Feb. 13, 2019. The Debtors were estimated to have $100 million to $500 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped Richards, Layton & Finger, P.A., and Latham & Watkins LLP as counsel; Alvarez & Marsal North America, LLC as financial advisor; and Prime Clerk LLC as claims agent. IMERYS TALC: Cyprus & CAMC Object to Disclosure Motion ------------------------------------------------------ Cyprus Mines Corporation and its parent company, Cyprus Amax Minerals Company, object to the motion of Imerys Talc America, Inc. (ITA) and its Debtor Affiliates for entry of order approving Disclosure Statement. In its objection, Cyprus asserts that: * Creditors cannot reasonably assess the Plan without being afforded time to review and evaluate the proposed Talc Personal Injury Trust Agreement and Trust Distribution Procedures. * The Disclosure Statement does not provide adequate information about the single largest factor impacting creditor recoveries: Johnson & Johnson. * The Disclosure Statement should be clarified as it relates to Cyprus' insurance and indemnity rights. * Cyprus submits that the Court should deny approval of the Disclosure Statement and Solicitation Procedures absent the revisions and amendments. A full-text copy of Cyprus' objection dated June 16, 2020, is available at https://tinyurl.com/ycao9trh from PacerMonitor.com at no charge. Attorneys for Cyprus Amax: MORRIS, NICHOLS, ARSHT & TUNNELL LLP Robert J. Dehney Matthew O. Talmo 1201 N. Market Street, 16th Floor P.O. Box 1347 Wilmington, DE 19899-1347 Telephone: (302) 658-9200 Facsimile: (302) 658-3989 E-mail: rdehney@mnat.com - and - VINSON & ELKINS LLP Paul E. Heath Matthew W. Moran Katherine Drell Grissel 2001 Ross Avenue, Suite 3900 Dallas, TX 75201 Telephone: (214) 220-7700 E-mail: pheath@velaw.com About Imerys Talc America Imerys Talc and its subsidiaries--https://www.imerys-performance-additives.com/ -- are in the business of mining, processing, selling, and distributing talc. Talc is a hydrated magnesium silicate that is used in the manufacturing of dozens of products in a variety of sectors, including coatings, rubber, paper, polymers, cosmetics, food, and pharmaceuticals. Its talc operations include talc mines, plants, and distribution facilities located in: Montana (Yellowstone, Sappington, and Three Forks); Vermont (Argonaut and Ludlow); Texas (Houston); and Ontario, Canada (Timmins, Penhorwood, and Foleyet). It also utilizes offices located in San Jose, California and Roswell, Georgia. Imerys Talc America, Inc., and two subsidiaries, namely Imerys Talc Vermont, Inc., and Imerys Talc Canada Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-10289) on Feb. 13, 2019. The Debtors estimated $100 million to $500 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped Richards, Layton & Finger, P.A., and Latham & Watkins LLP as counsel; Alvarez & Marsal North America, LLC as financial advisor; and Prime Clerk LLC as claims agent. IMERYS TALC: Retailers Join J&J Objection to Plan Disclosures ------------------------------------------------------------- Talcum Powder Retailers join in the objection of Johnson & Johnson and Johnson & Johnson Consumer Inc. ("J&J") to the Motion of Imerys Talc America, Inc. and its Debtor Affiliates for entry of an order approving Disclosure Statement. The Retailers, collectively, are co-defendants with J&J or with the Debtors, or both, in hundreds of talc-related personal injury tort and wrongful death actions pending throughout the country. The Retailers have Indirect Talc Personal Injury Claims against the Debtors as a result of the talc claims in these personal injury and wrongful death actions. The Retailers incorporate by reference and join in those portions of the J&J Objection that also pertain to their respective claims and positions in the subject Chapter 11 cases. As recited and emphasized in the J&J Objection, the most important omission from the Disclosure Statement is the lack of "adequate information" concerning proposed trust distribution procedures, which will govern the treatment of Talc Personal Injury Claims. A full-text copy of the Retailers' objection dated June 16, 2020, is available at https://tinyurl.com/y8ou2ewz from PacerMonitor.com at no charge. Counsel to the Retailers: BARNES & THORNBURG LLP David M. Powlen Thomas E. Hanson Kevin G. Collins Regina S.E. Murphy 1000 N. West Street, Suite 1500 Wilmington, DE 19801 Telephone: (302) 300-3434 Facsimile: (302) 300-3456 E-mail: david.powlen@btlaw.com thanson@btlaw.com kevin.collins@btlaw.com gigi.murphy@btlaw.com About Imerys Talc America Imerys Talc and its subsidiaries-- https://www.imerys-performance-additives.com/ -- are in the business of mining, processing, selling, and distributing talc. Talc is a hydrated magnesium silicate that is used in the manufacturing of dozens of products in a variety of sectors, including coatings, rubber, paper, polymers, cosmetics, food, and pharmaceuticals. Its talc operations include talc mines, plants, and distribution facilities located in: Montana (Yellowstone, Sappington, and Three Forks); Vermont (Argonaut and Ludlow); Texas (Houston); and Ontario, Canada (Timmins, Penhorwood, and Foleyet). It also utilizes offices located in San Jose, California and Roswell, Georgia. Imerys Talc America, Inc., and two subsidiaries, namely Imerys Talc Vermont, Inc., and Imerys Talc Canada Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-10289) on Feb. 13, 2019. The Debtors were estimated to have $100 million to $500 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped Richards, Layton & Finger, P.A., and Latham & Watkins LLP as counsel; Alvarez & Marsal North America, LLC as financial advisor; and Prime Clerk LLC as claims agent. IMPACT GLASS: Aug. 25 Plan & Disclosure Hearing Set --------------------------------------------------- On June 10, 2020, the U.S. Bankruptcy Court for the Southern District of Florida, Fort Lauderdale Division, held a hearing to consider the motion of Debtor Impact Glass Services, LLC for an Order Resetting the Confirmation Hearing and Related Deadlines. On June 16, 2020, Judge Scott M. Grossman granted the motion and established the following dates and deadlines: * The Debtor shall have until July 10, 2020 to file its amended disclosure statement and plan. * Aug. 25, 2020, at 9:30 a.m. in the United States Bankruptcy Court, 299 East Broward Blvd., Room 308, Ft. Lauderdale, FL 33301 is the hearing on approval of Disclosure Statement, Confirmation Hearing and hearing on Fee Applications. * Aug. 14, 2020, is fixed as the last day for filing written acceptances or rejections of the plan. * Aug. 11, 2020, is fixed as the last day for filing and serving objections to claims. * Aug. 14, 2020, is fixed as the deadline for filing ballots accepting or rejecting Plan. * August 20, 2020, is fixed as the deadline for filing and serving objections to confirmation. * August 20, 2020, is fixed as the deadline for filing and serving objections to approval of the Disclosure Statement. A copy of the order dated June 16, 2020, is available at https://tinyurl.com/yc8z9nag from PacerMonitor.com at no charge. About Impact Glass Services Impact Glass Services, LLC -- https://www.impactglassmiami.com/ -- specializes in commercial and residential glass services. It has been serving the glass needs for homeowners, condo associations, property managers, business owners and high-end construction companies of South Florida since 2009. Impact Glass Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 19-22046) on Sept. 9, 2019. At the time of the filing, the Debtor was estimated to have assets of between $500,000 and $1 million and liabilities of between $1 million and $10 million. Judge John K. Olson oversees the case. The Debtor is represented by the Law Offices of Richard R. Robles, P.A. INTERPACE BIOSCIENCES: Stockholders Pass Four Proposals ------------------------------------------------------- Interpace Bisociences, Inc., held its 2020 annual meeting of stockholders on July 9, 2020, at which the stockholders: (a) did not approve an amendment to the Company's certificate of incorporation, as amended, to declassify its board of directors and to provide for the immediate annual election of directors; (b) elected Joseph Keegan, PhD and Jack E. Stover as class III directors to serve until the 2023 annual meeting or until their respective successors are duly elected and qualified; (c) approved an amendment to the Company's 2019 Equity Incentive Plan to increase the number of authorized shares of common stock reserved for issuance thereunder by 1,000,000 shares; (d) approved on a non-binding advisory basis a resolution approving the compensation of the Company's named executive officers; and (e) ratified the appointment of BDO USA, LLP as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2020. About Interpace Biosciences Headquartered in Parsippany, NJ, Interpace Biosciences f/k/a Interpace Diagnostics Group, Inc. -- http://www.interpace.com/-- offers specialized services along the therapeutic value chain from early diagnosis and prognostic planning to targeted therapeutic applications. Clinical services, through Interpace Diagnostics, provides clinically useful molecular diagnostic tests, bioinformatics and pathology services for evaluating risk of cancer by leveraging the latest technology in personalized medicine for improved patient diagnosis and management. Pharma services, through Interpace Pharma Solutions, provides pharmacogenomics testing, genotyping, biorepository and other customized services to the pharmaceutical and biotech industries. Interpace reported a net loss attributable to common stockholders of $27.16 million for the year ended Dec. 31, 2019, compared to a net loss attributable to common stockholders of $12.19 million for the year ended Dec. 31, 2018. As of March 31, 2020, the Company had $78.51 million in total assets, $25.14 million in total liabilities, $46.54 million in preferred stock, and $6.84 million in total stockholders' equity. J.C. PENNEY: Cavazos Hendricks Represents Hipskind, 2 Others ------------------------------------------------------------ Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure, the law firm of Cavazos Hendricks Poirot, P.C. submitted a verified statement that it is representing the following Retirees in the Chapter 11 cases of J.C. Penney Company, Inc., et al. The names and addresses of the Retiree's presently represented by the Firm are: Jennifer Hipskind 12970 Mahogany Ct. Frisco, TX 75033 Kirk Waidelich 804 Navajo Dr. McKinney, TX 75072 Angela Swanner 260 Shady Shores Dr. Mabank, TX 75156 Cavazos Hendricks Poirot, PC was retained to represent the foregoing Retirees in June 2020. The circumstances and terms and conditions of employment of the Firm by the Retirees and Brinks is protected by the attorney-client privilege and attorney work product doctrine. Counsel for Jennifer Hipskind, Kirk Waidelich and Angela Swanner can be reached at: Lyndel Anne Vargas, Esq. CAVAZOS HENDRICKS POIROT, P.C. Suite 570, Founders Square 900 Jackson Street Dallas, TX 75202 Tel: (214) 573-7344 Fax: (214) 573-7399 Email: LVargas@chfirm.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://is.gd/eoLdRb About J.C. Penney J.C. Penney Corporation, Inc., is an American retail company, founded in 1902 by James Cash Penney and today engaged in marketing apparel, home furnishings, jewelry, cosmetics, and cookware. The company was called J.C. Penney Stores Company from 1913 to 1924, when it was reincorporated as J.C. Penney Co. On May 15, 2020, JCPenney announced that it has entered into a restructuring support agreement with lenders holding 70% of JCPenney's first lien debt. The RSA contemplates agreed-upon terms for a pre-arranged financial restructuring plan that is expected to reduce several billion dollars of indebtedness. To implement the Plan, the Company and its affiliates on May 15, 2020, filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 20-20182). Kirkland & Ellis LLP is serving as legal advisor, Lazard is serving as financial advisor, and AlixPartners LLP is serving as restructuring advisor to the Company. Prime Clerk is the claims agent, maintaining the page http://cases.primeclerk.com/JCPenney JAGUAR HEALTH: Amends Royalty Agreement with Iliad Research ----------------------------------------------------------- Jaguar Health, Inc., entered into an amendment to the royalty interest purchase agreement and royalty interest issued thereunder entitling the holder of the Royalty Interest to receive $500,000 of future royalties on sales of Mytesi (crofelemer) and certain up-front license fees and milestone payments from licensees and/or distributors, each dated March 4, 2020, between the Company and Iliad Research and Trading, L.P., a Utah limited partnership affiliated with Chicago Venture Partners, L.P. ("Purchaser"), and related documents, pursuant to which the Company and the Purchaser agreed that no royalty payments or other payment will be due under the Royalty Interest Documents prior to Dec. 10, 2020. In consideration for the Purchaser's agreement to enter into the Amendment, the balance of the Royalty Repayment Amount as of July 10, 2020 was increased by 10%. All other terms of the Royalty Interest Documents remain unchanged. About Jaguar Health Jaguar Health, Inc. -- http://www.jaguar.health/-- is a commercial stage pharmaceuticals company focused on developing novel, sustainably derived gastrointestinal products on a global basis. The Company's wholly owned subsidiary, Napo Pharmaceuticals, Inc., focuses on developing and commercializing proprietary human gastrointestinal pharmaceuticals for the global marketplace from plants used traditionally in rainforest areas. Its Mytesi (crofelemer) product is approved by the U.S. FDA for the symptomatic relief of noninfectious diarrhea in adults with HIV/AIDS on antiretroviral therapy. Jaguar reported a net loss of $38.54 million for the year ended Dec. 31, 2019, compared to a net loss of $32.15 million for the year ended Dec. 31, 2018. As of March 31, 2020, the Company had $33.28 million in total assets, $16.67 million in total liabilities, $10.37 million in series A redeemable convertible preferred stock, and $6.23 million in total stockholders' equity. Mayer Hoffman McCann P.C., in San Francisco, California, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 2, 2020 citing that the Company has experienced losses since inception, significant cash used in operations, and is dependent on future financing to meet its obligations and fund its planned operations. These conditions raise substantial doubt about its ability to continue as a going concern. JS KALAMA: U.S. Trustee Unable to Appoint Committee --------------------------------------------------- The Office of the U.S. Trustee on July 15 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of JS Kalama, LLC. About JS Kalama JS Kalama, LLC is primarily engaged in renting and leasing real estate properties. On June 11, 2020, Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 20-41495). At the time of the filing, Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Judge Brian D. Lynch oversees the case. The Debtor is represented by J.D. Nellor, Esq., at Nellor Law Office. LIFE TIME INC: S&P Alters Outlook to Negative, Affirms 'CCC+' ICR ----------------------------------------------------------------- S&P Global Ratings revised the rating outlook on Chanhassen, Minn.-based fitness club operator Life Time Inc. to negative from developing. The rating agency believes there are significant near-term downside risks, and it no longer believes it could raise ratings in the next 12 months. S&P is affirming its 'CCC+' issuer credit rating on Life Time, its 'B' issue-level rating on the company's senior-secured credit facility, and its 'CCC-' issue-level rating on the company's senior unsecured 8.5% notes. The recovery ratings remain '1' and '6', respectively. "We affirmed the 'CCC+' rating because the company raised incremental liquidity that gives it a longer runway to cope with the closure of some of its resorts, despite our assumption that Life Time will experience a significant spike in leverage due to its cash burn while gyms were closed and possibly during the early months of re-opening that might result in an unsustainable capital structure," S&P said. Even though Life Time currently has reopened about 85% of gyms, we assume that as a result of the recent surge in COVID-19 cases, and California's July 13, 2020 order that fitness clubs in 30 counties close, Life Time will be required to re-close indoor operations at its recently reopened gyms located in California, and may be required to partially or fully reclose gyms in states in the U.S. South, Southwest, and West, possibly through the third quarter of 2020. In its updated base case, S&P estimates revenue could decline 40% or more in 2020 (compared with about one-third previously) as a result of partial gym re-closures, the recession, and member concerns around returning safely to the gym, and the rating agency now expects its measure of the company's lease adjusted gross leverage could be above 7x through 2021 (compared with below 7x previously), even under its base case for recovery in 2021. "It is our understanding the company had approximately $335 million of total cash and revolving credit facility availability as of its June 24, 2020 lender update, including the $101.5 million in cash raised from its ownership. This level of cash might be sufficient to cover anticipated cash burn in a scenario in which the company has to partially shut down a portion of its clubs in the third quarter of 2020 and potentially if they remain closed through the remainder of the year," S&P said. "We have assumed anticipated cash needs include debt service, significantly reduced labor costs, and non-rent occupancy costs at clubs that remain closed. Depending on how much revenue recovers, we assume the company might burn cash for several months after clubs fully re-open while the company brings its employees back from furloughs, pays vendors to remain current, and brings facilities back online," the rating agency said. An extended period of gym closures beyond the third quarter of 2020 as a result of a longer-term COVID-19 mitigation effort, or a potential second wave of infections, could leave the company vulnerable to a near-term default unless it completes an additional liquidity transaction or extends the maturity of the 364-day $101.5 million loan it received from its owner group on June 24, 2020. S&P believes that similar to other operators in the fitness club space, Life Time has been able to nearly completely scale back growth capital expenditures (capex) and furlough and lay off employees to slow cash burn. S&P also believes that Life Time negotiated with its landlords for temporary rent relief over the next several months in the rating agency's updated base case forecast. While S&P believes the company might have the capability to complete additional sale-leaseback transactions in 2020, the rating agency has not assumed them as a source of liquidity because they are not committed. A recession and potential consumer behavioral changes might compound financial risk and result in heightened leverage through 2021 and potentially beyond. In addition to the impact of the coronavirus pandemic and partial gym closures, the recession might limit Life Time's ability to ramp up its gyms and operate them profitably and at positive cash flow over the next few months, which might result in continued reliance on the company's cash balances and revolver availability. S&P believes Life Time will generate negative operating cash flow and increase its debt balances in 2020, and lease adjusted gross leverage will remain elevated above 7x through 2021. S&P believes that increasing COVID-19 cases in the U.S. will result in membership declines greater than the company's reported 7.2% decline from April 30 to May 31, 2020, and the rating agency currently assumes the company ends 2020 with total memberships down in the 10%-15% range compared with 2019 and access memberships (the company's active member base) down 15%-20% compared with 2019. S&P anticipates revenue improving in 2021, but still remaining 15%-20% below 2019, as a result of some market share gain in areas where competitors have closed clubs, significantly offset by membership declines stemming from a recessionary environment, and customer attrition as club members become more comfortable with in-home fitness options." Depending on the longevity of possible gym closures, and of the U.S. recession, the range of outcomes might vary widely for revenue, EBITDA, leverage, and liquidity in coming months and this year. It is also possible that revenue and EBITDA declines could be harsher than S&P's base case scenario if partial club closures continue beyond the third quarter of 2020, or containment efforts continue into 2021. The negative outlook reflects very high leverage through 2021 and the potential for significant revenue disruption caused by intermittent mandatory regional club closures as a result of the COVID-19 pandemic. While Life Time's recently issued $101.5 million term loan from its owners has provided incremental liquidity, the 364-day term means it will need to be refinanced in 2021 unless the company's equity holders choose to extend the maturity, which S&P believes they are likely to do if the company does not have enough cash to pay the loan. In addition, recent growth in COVID-19 cases and the recent partial shut down of gyms in Arizona and California. indicate that another wave of fitness club closures is plausible and that the company could face another reduced revenue scenario in the coming months. In this scenario, if S&P believed a distressed exchange or conventional default were likely in the next year, the rating agency would lower the rating. Environmental, Social, and Governance (ESG) credit factors for this credit rating change: -- Health and safety factors The negative outlook reflects very high leverage through 2021 and the potential for significant revenue disruption caused by intermittent mandatory regional club closures as a result of the COVID-19 pandemic. "We could lower ratings if we believed the company's liquidity position would worsen, or we believed it were likely the company would default or enter into a debt restructuring of some form in the next 12 months," S&P said. "Although unlikely over the next several quarters and until a significant portion of gyms can reopen and ramp up revenue, we could consider a one-notch upgrade or more if we believed the company could sustain positive cash flow and were likely to materially reduce leverage to below 7x following the COVID-19 containment period," the rating agency said. LITTLE GUYS: Liquidating Plan Confirmed by Judge ------------------------------------------------ Judge Jack B. Schmetterer has entered an order approving the Disclosure Statement and confirming Plan of Liquidation of The Little Guys, Inc. All creditors whose debts are provided for in the Plan are enjoined from instituting or continuing any action or employing any process or engaging in any action or employing any process or engaging in any act to collect such debts as liabilities of the Debtor. A copy of the order dated June 16, 2020, is available at https://tinyurl.com/yczmojq7 from PacerMonitor.com at no charge. The Debtor is represented by: Joel A. Schechter 53 West Jackson Blvd., Suite 1522 Chicago, IL 60604 Tel: 312-332-0267 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. LTMT INC: Plan of Reorganization Confirmed by Judge --------------------------------------------------- Judge Jack B. Schmetterer has entered an order approving the Amended Disclosure Statement and confirming the Amended Plan of Reorganization of LTMT, Inc. The Court determined that the Disclosure Statement is adequate and that the requirements for confirmation set forth in 11 U.S.C. Sec. 1129(a) have been satisfied. A copy of the order dated June 16, 2020, is available at https://tinyurl.com/y7dwx6cq from PacerMonitor.com at no charge. The Debtor is represented by: David P. Lloyd David P. Lloyd, Ltd. 615B S. LaGrange Rd. LaGrange IL 60525 Tel: 708-937-1264 Fax: 708-937-1265 About LTMT Inc. LTMT, Inc., is wholly owned and operated by its president, Lorenzo Terrazas. Mr. Terrazas started the company with one truck on May 17, 2013. The company obtained a regular and stable hauling contract for Sterling Lumber and increased its business to the extent that it acquired three more trucks, for a total of four trucks. In November, 2018, new management at Sterling Lumber declined to extend the contract, and compelled the debtor to bid for each load; as a result, the debtor lost most of its revenue. The Debtor began hauling for other contractors, but on a less regular basis, and its customers frequently delayed payment of invoices. In May, 2019, the Debtor attempted to shift its business to long-haul trucking, buying two sleeper trucks for this business, but this solution did not succeed and the Company had to surrender the two new trucks. The Chapter 11 case is In re LTMT, Inc. (Bankr. N.D. Ill. Case No. 19-31890). Judge Jack B. Schmetterer oversees the case. The Debtor is represented by counsel, David P. Lloyd. M2 SYSTEMS: Karen Taragano Objects to Disclosure Statement ---------------------------------------------------------- Creditor Karen Taragano objects to the approval of disclosure and solicitation of the competing plans of reorganization, Disclosure Statement filed by Debtor M2 Systems Corporation and the Disclosure Statement filed by Digital Payments Holdings, Ltd. Taragano asserts that there is no pending disclosure statement which reflects the proposed terms of confirmation or which adequately discloses information to creditors on the proposed plan. The Disclosure Statements which are before the Court are substantially and materially different than the proposed treatment of creditors and do not adequately disclose information to solicit approval of a proposed plan. Accordingly, Taragano objects to approval of the Disclosure Statements. Taragano does not object to the request for a combined plan and disclosure process, but reserves judgment and objection on the adequacy of disclosures and any objections to confirmation pending the filing and review of the proposed plan documents. Taragano proposes that it would be prudent to set a deadline for filing any amended plan. Taragano requests that the Court enter an order denying approval of the Disclosure Statements, and reserving objections to confirmation or any amendments for further hearing. A full-text copy of Taragano's objection dated June 12, 2020, is available at https://tinyurl.com/yb29rue3 from PacerMonitor at no charge. Counsel for Karen Taragano: RICE PUGATCH ROBINSON STORFER & COHEN, PLLC CRAIG A. PUGATCH GEORGE L. ZINKLER, III 101 NE Third Avenue, Suite 1800 Fort Lauderdale, FL 33301 Telephone: (954) 462-8000 Facsimile: (954) 462-4300 E-mail: capugatch@rprslaw.com gzinkler@rprslaw.com About M2 Systems Corporation M2 Systems Corporation -- https://www.m2-corp.com/ -- provides computer automated solutions for practical business problems utilizing technology serving the financial, healthcare, retail, security, transportation, logistics and telecommunications industries. It specializes in developing, marketing and implementing transaction technologies for both established and emerging markets as well as creating outlets for licensing and operating its solution sets. M2 Systems was founded in 1986 and is headquartered in Maitland, Florida. M2 Systems sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-01339) on March 12, 2018. In the petition signed by Joseph W. Adams, CEO and director, the Debtor was estimated to have assets of less than $1 million and liabilities of $1 million to $10 million. Latham, Shuker, Eden & Beaudine, LLP, is the Debtor's bankruptcy counsel. MED PARENTCO: S&P Rates New $80MM First-Lien Term Loan 'B-' ----------------------------------------------------------- S&P Global Ratings assigned its 'B-' issue-level and '3' recovery ratings to Vienna, Va.-based MED ParentCo L.P.'s (operating as MyEyeDr.) proposed $80 million incremental first-lien term loan due 2026. 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. The first-lien facilities (including the revolver and first-lien term loans) are secured by a first-priority interest on substantially all assets held by the borrower. "We expect MyEyeDr. to issue $80 million of new preferred equity units, which its existing investors will hold. We view the preferred instrument as akin to debt. The proposed transactions will improve MyEyeDr.'s liquidity position during a period of heightened uncertainty and disruption caused by the COVID-19 pandemic. We expect the company to use the proceeds for general corporate purposes and to pay down its revolving credit facility," S&P said. "We lowered our issuer credit rating on MyEyeDr. and revised our outlook to negative on May 20, 2020, to reflect risks arising from the COVID-19 pandemic that led to temporary store closures. Despite recently improving business trends and the proposed liquidity enhancing transactions, we believe the sustainability of its capital structure remains at risk based on high leverage, which we anticipate will remain above 10X through 2021," the rating agency said. Issue Ratings--Recovery Analysis Key analytical factors -- S&P has assigned its 'B-' issue-level and '3' recovery ratings (50%-70%; rounded estimate: 55%) to the company's proposed $80 million incremental first-lien term loan. The existing issue-level and recovery ratings are unchanged. -- S&P revised its recovery rounded estimate on the first-lien facilities to 55% from 60% because of additional first-lien debt in the capital structure. -- S&P's simulated default scenario contemplates a steep decline in revenue and EBITDA, driven by declining economic activity and increasing competition, along with operational missteps related to integrating acquired operations. -- S&P assumes the company would reorganize as a going concern to maximize lenders' recovery prospects, based on its good market position and the non-discretionary nature of its products and services. S&P has used an enterprise valuation approach to assess recovery prospects and have applied a 5.5x multiple -- similar to what the rating agency uses for industry peers (including Eyemart Express LLC) -- to its projected emergence-level EBITDA figure. Simulated default assumptions -- Simulated year of default: 2022 -- EBITDA at emergence: About $132 million -- Implied enterprise value (EV) multiple: 5.5x -- Estimated gross EV at emergence: About $727 million -- Net EV after 5% administrative costs: About $690 million Simplified waterfall -- First-lien senior secured claims: About $1.19 billion -- Recovery expectations: 50%-70% (rounded estimate: 55%) -- Second-lien senior secured claims: About $378 million -- Recovery expectations: 0%-10% (rounded estimate: 0%) All debt amounts include six months of prepetition interest. MELBOURNE BEACH: Pirogee & Yellow Object to Trustee's Disclosure ---------------------------------------------------------------- Pirogee Investment Corporation and Yellow Funding, LLC ("Movants") object to Chapter 11 Trustee's Disclosure Statement for debtor Melbourne Beach, LLC: * The Trustee fails to disclose or discuss the most substantial risks of its Plan, namely that this bankruptcy case is dismissed upon appeal, making the entire Plan process an enormous waste of time, energy, and money that will only delay the payment to Melbourne Beach's legitimate creditors. * The Disclosure Statement omits, when describing plan confirmation alternatives, to recognize the potential for dismissal of this case and the potential benefit to those creditors that have been held hostage for the benefit of Brian West's preference to avoid the pending State Court litigation. * The Trustee fails to disclose that there are insufficient funds to pay Movants claims prior to a sale, and that as a result Movants are in fact "impaired" by the Plan and entitled to vote. Movants are further impaired, as the Plan contemplates a distribution to equity, yet cuts off the pre-distribution interest to Movants on their claim. * The Trustee fails to disclose that he could have filed a plan that impairs no creditors or parties in interest, pays non-insider unsecured creditors in full, sells the Property and provides for abstention as to the disputes concerning Movants and Brian West that West sought to flee from in State Court. * The Trustee should disclose that Movants sought to extend the time to file claims in this case indefinitely until all dismissal arguments were finally determined, yet the Court ordered Movants to file claims prior to mediation. A full-text copy of the Movants' objection to disclosure statement dated June 12, 2020, is available at https://tinyurl.com/y8aggdxy from PacerMonitor at no charge. Attorneys for Movants: Scott A. Underwood Megan W. Murray UNDERWOOD MURRAY PA 100 N Tampa St. Suite 2325 Tampa, FL 33602 Tel: (813) 540-8410 Fax: (813) 553-5345 E-mail: sunderwood@underwoodmurray.com mmurray@underwoodmurray.com About Melbourne Beach Established in 1998, Melbourne Beach, LLC, is a privately held company that leases real properties. It is the owner of Ocean Spring Plaza located at 981 E. Eau, Gallie Boulevard, Melbourne, Fla., valued by the company at $15.30 million. Melbourne Beach's gross revenue amounted to $997,732 in 2016 and $924,000 in 2015. Melbourne Beach filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-07975) on Dec. 26, 2017. In the petition signed by Brian West, its managing member, the Debtor disclosed $15.35 million in assets and $2.82 million in liabilities. The Debtor tapped Latham, Luna, Eden & Beaudine, LLP as bankruptcy counsel; Wald & Cohen, P.A. as accountant; and Marcus & Millichap as real estate broker. Jules Cohen was appointed as the Debtor's Chapter 11 trustee. The trustee is represented by Akerman LLP. No official committee of unsecured creditors has been appointed in the Debtor's case. On Oct. 23, 2019, the Court approved FL Retail Advisors, LLC, as real estate broker. MONOTYPE IMAGING: S&P Alters Outlook to Negative, Affirms 'B-' ICR ------------------------------------------------------------------ S&P Global Ratings revised its rating outlook to negative from stable and affirmed its 'B-' issuer credit rating on Woburn, Mass.-based font software licensing provider Monotype Imaging Holdings Inc., and 'B-' issue-level ratings on its first-lien credit facilities. The recovery rating remains '3'. Expected liquidity under $30 million at the close of the second quarter leaves Monotype with limited flexibility to withstand weaker-than-expected operating performance, though the company's progress on cost restructuring supports S&P's forecast for improving cash flow over the coming quarters. Projected liquidity is expected to weaken to just under $30 million at the second quarter ended June 30, 2020. Given primary quarterly cash uses of around $10 million in interest, $3 million in debt amortization, and $2 million to $4 million in working capital needs, weaker-than-expected earnings could create a shortfall in Monotype's ability to meet its fixed debt and operating charges. Key to S&P's expectations for improved cash flow and the company's ability to rebuild its cash balance over the second half of the year, Monotype is on-track to achieve 90% of its identified $18 million permanent cost plan by year-end and has taken nearly $20 million in additional temporary cost actions related to salary, compensation and other discretionary T&E costs. The company's focus on working capital management and reduction of nearly $16 million of one-time expenses incurred in the first half of 2020 (acquisition costs and restricted stock-unit payments) should further support cash flow generation in the remainder of the year. There is still much uncertainty around COVID-related macroeconomic weakness and its impact on Monotype's sale of font-embedded products and new font licensing contracts, which can be lumpy and result in margin volatility. S&P's economists expect U.S. GDP will decline by 5.0% in 2020 and rebound by 5.2% in 2021, though the severity of the pandemic's effects on Monotype's revenue is difficult to forecast and varied across business segments. S&P's base-case considers a low-20% year-over-year revenue decline in 2020. Monotype entered the pandemic undergoing a strategic repositioning to focus on its Enterprise licensing business as its legacy Original Equipment Manufacturer (OEM) segment is in a managed decline. Thus, the company's ability to uphold its earnings scale and credit metrics depends on successful enterprise renewals and new contract wins. Core enterprise demand for font software (which typically constitutes less than 1% of a company's total marketing budget) could benefit from the pandemic's push towards digitization, e-commerce, and online branding. As such, S&P believes that Monotype's longer term sales strategy to optimize its Enterprise segment remains compelling, though near-term disruption to business confidence could delay major rebranding or new advertising campaigns. Due to impacts from the virus, S&P now expects new enterprise sales wins to be skewed towards 2021. S&P expects weaker performance in Digital Commerce sales (the rating agency assume mid-teens percent revenue decline), which comprises more discretionary individual and small business perpetual license purchases, and weak royalty revenue in OEM-related sales (the rating agency assumes a 36% sales decline)." Providing some stability, Monotype has maintained its 90% renewal rate with existing enterprise customers, and printer-related revenue (nearly 20% of total sales) has shifted almost entirely to fixed-fee contract arrangements. Despite the company's efforts to control costs, risks to profitability include lumpiness in Enterprise sales (and associated margin volatility) and execution risks associated with the pandemic's timing amidst a major business restructuring. New enterprise bookings are typically concentrated in the last few weeks of the quarter and deals that push past quarter-close can occur too late for the company to adjust its cost base. In the first quarter of 2020, Monotype believes $6 million of its sales pipeline was disrupted from the late March pandemic-related shift to working remotely. Given that nearly one-third of annual revenue is typically earned in the fourth quarter of the year, Monotype's performance in this critical quarter has outsized importance to its cash flow, liquidity position, and credit metrics. The negative outlook reflects the risk that earnings contraction could further narrow Monotype's cash flows, resulting in an unsustainable capital structure and potential liquidity shortfall. S&P could lower the rating if it expects: -- Further free cash flow declines in 2020; -- Available liquidity will not improve above $40 million by year-end 2020. "In this scenario, we expect the company's enterprise sales segment would decline year-over-year due to growing churn and weak new sales, the company would fail to stem operating losses from its Olapic business line, and pandemic-related macroeconomic conditions further strain demand for Digital Commerce and OEM sales. This could also occur if Monotype encounters operational disruption due to difficulty executing on its cost-reduction plan or takes further debt-funded acquisitions that erode available liquidity," S&P said. "We could revise the outlook to stable if Monotype continues to experience a pickup in demand and successfully closes on new enterprise-level contracts while not experiencing material declines in its other business segments, leading us to believe it will achieve positive free cash flow to debt in the low-to-mid-single digit percent area and restore leverage to below 8x," the rating agency said. NAJEEB A. KHAN: Trustee Selling JPMorgan Private Equity Interests ----------------------------------------------------------------- Mark T. Iammartino, as the Chapter 11 Trustee for the estate of Najeeb Ahmed Khan, asks the U.S. Bankruptcy Court for the Western District of Michigan, to authorize the sale of limited liability company interests in GSO Private Investors II B, LLC and limited partner interests in Core Senior Lending Fund (PB), L.P. ("JPMorgan Private Equity Interests"). Among other assets, the Debtor owns the JPMorgan Private Equity Interests. On Schedule A/B-Property, the Debtor asserts the fair market value of the JPMorgan Private Equity Interests on the Petition Date as $1 each. However, upon information and belief, the JPMorgan Private Equity Interests have a fair market value in excess of $800,000. Upon information and belief, there are no perfected liens or other encumbrances on, in or against the JPMorgan Private Equity Interests, and the Debtor's non-filing spouse, Nancy Khan, does not have a direct interest in the JPMorgan Private Equity Interests. The Debtor has not exempted the JPMorgan Private Equity Interests on his Schedule C-The Property You Claim As Exempt, and upon information and belief the Debtor consents to the Chapter 11 Trustee's administration of these assets for the benefit of his creditors. The Debtors' right to sell or otherwise transfer the JPMorgan Private Equity Interests is limited by, among other things, (a) an Amended and Restated Agreement of Limited Partnership of the Partnership, Confidential Offering Memorandum of the Partnership and Core Senior Lending Offshore Fund (PB), L.P., Amended and Restated Agreement of Limited Partnership of the Master Fund ("Core Agreements"); and (b) an Amended and Restated Limited Liability Company Agreement of the U.S. Conduit and Confidential Offering Memorandum of GSO Private Investors II, LLC, dated June 2012, as supplemented by a supplement dated December 2012 ("GSO Agreements"). Pursuant to the Agreements, the JPMorgan Private Equity Interests can only be sold to prospective transferees who are already clients of J.P. Morgan Private Investments, Inc. and certain of its affiliates. Such prospective transferees of the JPMorgan Private Equity Interests are subject and must adhere to rigorous confidential offering procedures and criteria, including the execution of a nondisclosure agreement. Therefore, the JPMorgan Private Equity Interests are not assets that can be sold at a public court auction or other sale on the open market. It is primarily because the JPMorgan Private Equity Interests are not registered under or otherwise subject to the U.S. Securities Act of 1933, the U.S. Investment Company Act of 1940 or the U.S. Investment Advisers Act of 1940, and, in order to maintain their exemption from the Acts, must adhere to certain procedural and sale-related limitations and requirements. J.P. Morgan facilitates the sale of private investments like the JPMorgan Private Equity Interests in and through quarterly offerings to current J.P. Morgan clients. The next quarterly offering is on July 1. In conjunction with the quarterly offerings, a bid deadline is set by which qualified potential transferees must submit bids for purchasing the private investments. When the bidding window closes, sellers of the private investments, like the Chapter 11 Trustee, have between five and seven days to accept the offers. The Agreements require the JPMorgan Private Equity Interests to be sold free and clear of all liens and encumbrances. The Chapter 11 Trustee wishes to submit the JPMorgan Private Equity Interests in the July 1 quarterly offering facilitated by J.P. Morgan. In conjunction with the July 1 offering, the Chapter 11 Trustee expects the bid deadline will be on or around July 24, and the deadline for the Chapter 11 Trustee to accept or reject such bids on July 31. The Chapter 11 Trustee offered the JPMorgan Private Equity Interests in the first quarterly offering of 2020, and received bids between approximately $320,000 and $610,000. However, without advanced Court approval, the Chapter 11 Trustee was unable to accept any of the bids due to the short acceptance window. If the JPMorgan Private Equity Interests are included in the July 1 quarterly offering and the Chapter 11 Trustee receives bids from prospective qualified transferees, he is not obligated to accept (or reject) any bid, and in fact is entitled to submit counteroffers and negotiate sale price. In other words, including the JPMorgan Private Equity Interests in the July 1, or any subsequent, offering does not require the Chapter 11 Trustee to sell the JPMorgan Private Equity Interests if the highest and best offers received are not acceptable. By the Motion, the Chapter 11 Trustee asks permission to submit the JPMorgan Private Equity Interests in the July 1 offering, and any future quarterly offerings, and to accept (or negotiate) any offer received that is acceptable to the Chapter 11 Trustee, in his discretion and business judgment, and in consultation with the counsel to the Committee. By the Motion, the Chapter 11 Trustee also requests that the Chapter 11 Trustee's sale of the JPMorgan Private Equity Interests be free and clear of all liens and encumbrances. Pursuant to Bankruptcy Rule 6004(h), an order authorizing the sale of the JPMorgan Private Equity Interests is stayed for 14 days after the entry of an order unless the Court orders otherwise, the Chapter 11 Trustee asks that the Court enters an order authorizing the sale to take immediate effect notwithstanding Fed. R. Bankr. P. 6004(h). About Najeeb Ahmed Khan Najeeb Ahmed Khan sought Chapter 11 protection (Bankr. W.D. Mich. Case No. 19-04258) on Oct. 8, 2019. The Debtor tapped Denise D. Twinney, Esq., and Robert F. Wardrop, II, Esq., at Wardrop & Wardrop. P.C., as counsel. On Oct. 29, 2019, the Court appointed Mark. T. Iammartino, as the Chapter 11 Trustee. On Nov. 1, 2019, the U.S. Trustee appointed an official committee of unsecured creditors. NAVISTAR INTL: Moody's Rates New $225MM 2020 Unsec. Bonds 'B3' -------------------------------------------------------------- Moody's Investors Service assigned a B3 rating to Navistar International Corp.'s proposed issuance of $225 million of senior unsecured industrial revenue bonds (series 2020 IRBs). Navistar's other ratings are unaffected, including: corporate family rating at B2; second-lien industrial revenue bonds (series 2010 IRBs) at B1; and, senior secured, third-lien notes at B2; and senior unsecured debt at B3. Also unchanged are the ratings of its major subsidiary, Navistar, Inc., with senior secured, first-lien term loan at Ba2. The speculative grade liquidity rating remains SGL-3. The outlook is negative. The B3 rating of Navistar's newly-issued series 2020 IRBs reflects: 1) the obligations' unsecured status; 2) the guarantee provided by Navistar, Inc.; and 3) a priority of claim ranking that is equivalent to that of Navistar's other senior unsecured debt which is also guaranteed by Navistar, Inc. and is also rated B3. The anticipated $225 million in proceeds from the series 2020 IRBs will be used to fully repay the $225 million of outstanding second-lien series 2010 IRBs which become callable on October 15, 2020. Upon repayment, the rating of the series 2010 IRBs will be withdrawn. The following rating action was taken: Assignments: Issuer: Illinois Finance Authority Senior Unsecured Revenue Bonds, Assigned B3 (LGD5) RATINGS RATIONALE Navistar's ratings reflect the company's position as the third-leading producer of medium and heavy trucks, and the progress it has made in strengthening its operating performance and competitive position. Key areas of operational progress include: 1) expanding market share; 2) reducing warranty expense; and 3) significantly improving its cost structure. As a result of this operational progress, and an adequate liquidity position, Navistar should be able to sustain a solidly competitive position in the North American truck market despite the near-term pressure that will be caused by the coronavirus outbreak. Moody's expects that during 2020 Navistar's revenues could fall by 25% and free cash flow could approach negative $500 million. However, Moody's further anticipates that the company has the necessary operational and financial resources to begin strengthening its performance in 2021. Navistar's liquidity position consists of $1.5 billion of cash as of April 30, 2020, with less than $100 million of debt maturing over the coming twelve months. This cash position affords the company adequate capacity to cover the approximately $500 million cash burn it will likely incur during 2020 as a result of the coronavirus outbreak, and to seasonal working capital requirements of $500 million. The Ba2 senior secured term loan rating at Navistar Inc., the major operating subsidiary of Navistar, reflects the obligation's first priority lien on the majority of Navistar's operating assets. The B1 rating of Navistar's series 2010 IRBs reflects a second-lien position behind the first-lien term loan. The B2 rating of Navistar International's $600 million of third-lien secured notes reflects an upstream guarantee from Navistar Inc., and a priority of claim position that is junior to both the Ba2 and B1 rated debt instruments. The B3 rating of Navistar International's unsecured notes also benefits from a Navistar Inc. guarantee, but the obligation's unsecured status results in the most junior claim of the company's rated debt. The B1 rating of Navistar International's $225 million of second-lien IRBs, and the B2 rating of its third-lien notes both reflect a one-notch downward override of the rating outcomes that results from an application of Moody's Loss Given Default model. Following the repayment of the second-lien IRBs, the priority of claim and asset coverage of the B2-rated third-lien notes will improve. However, Moody's views the degree of this improvement in recovery characteristics as modest. Consequently, after the repayment of the $225 million of B1-rated IRBs, Moody's will maintain the current one-notch negative override of the $600 million in third-lien notes and the obligation's B2 rating will remain unchanged. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The negative outlook reflects the significant deterioration that will likely occur in Navistar's operating performance and credit metrics during 2020 as a result of both the coronavirus outbreak and the already anticipated cyclical slowdown in North American truck demand. Navistar's rating could be downgraded if the company is not on track to restoring 2019-level financial metrics by 2021. Factors that would contribute to a downgrade include: 1) a cash burn that exceeds $500 million during 2020; 2) market share erosion in key product segments; and, 3) any material weakening in the company's liquidity profile. Prospects for an upgrade during the next twelve months are modest. Nevertheless, an operating performance that is on a clear trajectory to achieve the following metrics could support an upgrade: EBITA margins above 7%, debt to EBITDA sustained below 5x and EBITA/Interest above 3x. Navistar's principal environmental risk is its exposure to increasingly burdensome emissions regulations covering its trucks and buses. The company continues to make the investments necessary to remain in compliance with these regulations. The major social risk facing the company emanates from the economic stress resulting from the coronavirus. The company's governance practices have enabled it to pursue successful operating strategies and prudent financial policies. The principal methodology used in these ratings was Manufacturing Methodology published in March 2020. NEW MILLENNIUM ACADEMY: S&P Raises Bond Rating to 'B' ----------------------------------------------------- S&P Global Ratings raised its long-term rating on the City of Columbus, Minn.'s series 2015A and 2015B charter school lease-revenue bonds, issued for New Millennium Academy (NMA), to 'B' from 'B-'. The outlook is stable. "The upgrade reflects the school's successful four-year charter term renewal as of June 30, 2020," said S&P Global Ratings analyst Natalie Fakelmann. "The renewal alleviates the prior potential risk of charter-non renewal, which would have jeopardized the school's ability to remain in operation, if they were unable to seek authorization from a separate authorizer." The four-year renewal is seen as a credit positive, which S&P cited in its previous outlook, given this indicates prior management and governance concerns held by the authorizer are largely resolved, though the rating agency will continue to monitor any issues of concern or notices as they may arise from the authorizer. The school's recent enrollment growth and healthy liquidity are also in line with a 'B' rating credit profile. The stable outlook reflects S&P's view that NMA will likely continue to post near breakeven financial operations in fiscal 2020 and fiscal 2021, absent of covenant violations. S&P expects the school to maintain its enterprise profile with similar enrollment levels, no additional management or governance findings, and continued operation under its current charter. OASIS PETROLEUM: Possible Default Event Casts Going Concern Doubt ----------------------------------------------------------------- Oasis Petroleum Inc. filed its quarterly report on Form 10-Q, disclosing a net loss (attributable to the Company) of $4,310,861,000 on $387,798,000 of total revenues for the three months ended March 31, 2020, compared to a net loss (attributable to the Company) of $114,882,000 on $575,732,000 of total revenues for the same period in 2019. At March 31, 2020, the Company had total assets of $2,869,835,000, total liabilities of $3,369,007,000, and $499,172,000 in total stockholders' deficit. Based on the current commodity price environment, the Company currently expects it will be unable to comply with the leverage ratio covenant under its revolving credit facility (the "Oasis Credit Facility"), as amended in April 2020, beginning with the fourth quarter of 2020, which raises substantial doubt about the Company's ability to continue as a going concern within one year after the financial statements are issued. Failure to comply with this covenant, if not waived, would result in an event of default under the Oasis Credit Facility, the potential acceleration of outstanding debt thereunder and the potential liquidation of the collateral securing such debt. An acceleration under the Oasis Credit Facility could result in an event of default and an acceleration under the indentures for the Company's senior unsecured notes and senior unsecured convertible notes (collectively, the "Notes"). The Company is actively pursuing, with support from its Board of Directors, a variety of transactions and cost-cutting measures, including but not limited to, reduction in corporate discretionary expenditures, refinancing transactions, capital exchange transactions, asset divestitures, reduction in capital expenditures in 2020 by approximately 50% to 60% from the initial total 2020 capital expenditure plan announced in February 2020 and operational efficiencies. The Company's management believes these measures, as the Company continues to implement them, may enable it to comply with its leverage ratio covenant. However, the Company cannot predict the extent to which any of these measures will be successful, if at all. As a result of the foregoing liquidity concerns and the Company's reduction in planned capital expenditures in 2020 in response to the depressed commodity price environment, the Company's estimated quantity of proved reserves has decreased significantly from the previous estimate disclosed in its 2019 Annual Report. This decrease is primarily due to the removal of proved undeveloped reserves in contemplation of the ongoing market downturn and uncertainty regarding the Company's ability to finance the development of such reserves within five years. A copy of the Form 10-Q is available at: https://is.gd/c6JHg7 Oasis Petroleum Inc. is an independent exploration and production (E&P) company focused on the acquisition and development of onshore, unconventional crude oil and natural gas resources in the United States. Oasis Petroleum North America LLC (OPNA) and Oasis Petroleum Permian LLC (OP Permian) conduct the company's exploration and production activities and own its crude oil and natural gas properties located in the North Dakota and Montana regions of the Williston Basin and the Texas region of the Delaware Basin, respectively. The company is based in Houston, Texas. P.P.S. TRUCKING: Proposes a Sept. 15 Auction of Rolling Stock ------------------------------------------------------------- Cowboy Pumping Unit Sales & Repair, LLC, an affiliate of P.P.S. Trucking, LLC, asks the U.S. Bankruptcy Court for the Western District of Oklahoma to authorize the auction sale of the equipment, vehicles, and other property ("Rolling Stock"), as identified and described at Exhibit A. to authorize the public auction of substantially all of its assets, including equipment, vehicles, and other property ("Rolling Stock"), identified and described at Exhibit A. The Debtor and 21 other distinct legal entities ("InterBank Debtors") are all co-makers on certain obligations to InterBank. The total amount due to Interbank is approximately $13 million. Substantially all of the assets of the InterBank Debtors are pledged as collateral to secure repayment of the InterBank Debt. Tom and Randy Holder are also personal guarantors of the InterBank Debt. By the Sale Motion, the Debtor proposes to sell the Rolling Stock at public auction by approximately Sept. 15, 2020. It is in discussions with potential auction companies to conduct the Auction. It Debtor will ask approval for the retention of the auctioneer by separate motion. The Debtor has determined that the best method of maximizing value for the Estate is through the Auction contemplated. The Debtor submits that the proposed sale of the Rolling Stock is a reasonable business decision in light of the circumstances and is in the best interest of the Estate and its creditors. Further, it submits that the proposed sale presents the best opportunity to realize the maximum value of the estate's assets for distribution to creditors and is necessary to preserve the value of the estate's assets for the estate and its creditors. Additionally, such process will be conducted in good faith and at arm's-length, be subject to proper notice, and will yield the highest and best offer for the Rolling Stock. Accordingly, the Debtor submits that the sale of the Rolling Stock is an appropriate exercise of its business judgment. At the Sale Hearing, the Debtor will ask entry of the Sale Order authorizing and approving the sale of the Rolling Stock to the highest bidder/bidders. A hearing on the Motion is set for July 21, 2020 at 9:30 a.m. Objections, if any, must be filed no later than 21 days from the date of filing of the request for relief. The Debtor respectfully asks the Court approve the Sale of the Rolling Stock, free and clear of all liens, claims, encumbrances, and interests. The Debtor submits that assumption and assignment of unexpired leases or executory contracts is a sound exercise of its business judgment. Assumption and assignment of any unexpired lease or executory contract may be necessary for consummation of the Sale and the Debtor will no longer have use for the unexpired leases or executory contracts following the closing of the sale. The Debtor will provide adequate and proper notice to those parties subject to any unexpired lease or executory contract and provides the cure of any default under any assumed unexpired lease or executory contract and for the provision of adequate assurance of future performance. Accordingly, assumption and assignment is appropriate and in the best interest of the Estate. A copy of the Exhibit A is available at https://tinyurl.com/ybfzdkmt from PacerMonitor.com free of charge. About P.P.S. Trucking LLC P.P.S. Trucking, LLC, a provider of trucking services in Hennessey, Okla., filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Okla. Case No. 19-14563) on Nov. 7, 2019. In the petition signed by Tom Holder, vice-president, the Debtor estimated $50,000 in assets and $10 million to $50 million in liabilities. Stephen J. Moriarty, Esq., at Fellers, Snider, Blankenship, Bailey & Tippens, P.C., is the Debtor's counsel. PAPARDELLE: District of Columbia Objects to Amended Disclosure -------------------------------------------------------------- District of Columbia objects to the Second Amended Disclosure Statement of debtor Papardelle 1068, Inc. The District asserts that the Debtor makes inaccurate and misleading statements in its Second Amended Disclosure Statement that do not meet the standard of providing adequate information to allow creditors, governmental entities, or a hypothetical investor to evaluate the risks and benefits under the terms and provisions of Debtor's Plan. The District further asserts that by understating the sales taxes that must be paid to the District for operating its restaurant, the Debtor provides inaccurate and misleading information as it did in its Amended Disclosure Statement and fails to disclose the true costs of its operations in its Second Amended Disclosure Statement. The District points out that the Debtor has failed to demonstrate and cannot show that this fourth bankruptcy of Ristorante Piccolo will not lead to a fifth financial reorganization since arguably Debtor has admitted its business operations cannot survive and at the same time pay taxes owed the Taxing Authorities. The District states that the Debtor has failed to provide evidence of a firm commitment of financing from outside sources. By merely making a statement in its Second Amended Disclosure Statement that Tony Kowkabi possesses a commitment of financing from an unidentified sister who has an unidentified source of capital, Debtor once again does not meet its burden of providing proof of a firm commitment of funding its proposed Plan. The District requests that the Court deny Debtor’s request for approval of its Second Amended Disclosure Statement, and for such other and further relief as the Court deems just. A full-text copy of the District's objection to second amended disclosure statement dated June 12, 2020, is available at https://tinyurl.com/y8mg93cq from PacerMonitor at no charge. About Papardelle 1068 Papardelle 1068, Inc., operator of a restaurant in the Georgetown section of the District of Columbia which trades as Ristorante Piccolo, filed for chapter 11 bankruptcy protection (Bankr. D.D.C. Case No. 19-00554) on Aug. 16, 2019, and is represented by Steven H. Greenfeld, Esq. -- steveng@cohenbaldinger.com -- at Cohen, Baldinger & Greenfeld LLC. PARK HEIGHT'S: $181K Sale of Baltimore Property Approved -------------------------------------------------------- Judge David E. Rice of the U.S. Bankruptcy Court for District of Maryland authorized Park Height's Angel, Inc.'s sale of the real property located at 2700 Oakley Avenue, Baltimore, Maryland to Tracy McDonald and Taavon Carrington for $181,000. The sale free and clear of all Liens and Claims. The Liens and Claims will attach to the proceeds of the sale of the Property. The provisions of Section 363(n) of the Bankruptcy Code have not been violated. The stay provisions, if applicable, set forth in Federal Rule of Bankruptcy Procedure 6004(h) are waived and closing may occur immediately. The Court approves the Debtor's payment at settlement of all normal and customary closing costs associated with the Property, including real estate taxes, commissions, all transfer tax, and all fees to the title company; provided, however, that absent further Order of the Court, no amounts will be paid to entities affiliated with or related to the Debtor, except for title insurance fees payable to the affiliates of the Debtor, provided such fees are not in excess of the amounts set forth by the title Insurance Rating Bureau of Maryland. The Debtor will deliver to entities holding liens of the Property a final settlement statement. After payment of the Closing Costs, the Debtor will pay the remaining net proceeds of the of the sale at settlement to The Harbor Bank of Maryland, and the Court approves such payment of the net Proceeds from the sale of the Property to The Harbor Bank of Maryland, the Creditor that holds a deed of trust that is in first lien position against the Property. Park Height's Angel, Inc. sought Chapter 11 protection (Bankr. D. Md. Case No. 20-12756) on March 3, 2020. The Debtor tapped Craig A. Butler, Esq., at The Butler Law Group, PLLC as counsel. POTBELLY CORP: Conditions Exist That Raise Going Concern Doubt -------------------------------------------------------------- Potbelly Corporation filed its quarterly report on Form 10-Q, disclosing a net loss of $13,350,000 on $87,590,000 of total revenues for the 13 weeks ended March 29, 2020, compared to a net loss of $18,374,000 on $98,087,000 of total revenues for the 13 weeks ended March 31, 2019. At March 29, 2020, the Company had total assets of $351,069,000, total liabilities of $294,865,000, and $56,204,000 in total equity. The Company disclosed that the conditions related to the COVID-19 pandemic have had a material adverse impact on its revenues, profitability, and cash flows. Because of these conditions, the Company has concluded that it is probable that it will not be in compliance with certain financial covenants of the Credit Agreement Amendment for a period of one year from the financial statement issuance date. The probable inability of the Company to meet its current covenant requirements raises substantial doubt on the Company's ability to meet its obligations within one year from the financial statement issuance date and to continue as a going concern. Potbelly said, "If the Company is unable to maintain compliance with the covenants contained in the current Credit Agreement, it may be unable to make additional borrowings on any undrawn amounts and may be required to repay its then outstanding borrowings. The Company is in continued negotiations with its current lender and expects further amendments to the Credit Agreement as needed to maintain compliance with future financial covenants, but we cannot make any assurances regarding the likelihood, certainty or exact timing of further amendments to the Credit Agreement. The Company is also evaluating various alternatives to improve its liquidity, including but not limited to, lease concessions and deferrals, further reductions of operating and capital expenditures, and raising additional capital." A copy of the Form 10-Q is available at: https://is.gd/FEY64z Potbelly Corporation, through its subsidiaries, owns, operates, and franchises Potbelly Sandwich Works sandwich shops in the United States. The company was formerly known as Potbelly Sandwich Works, Inc. and changed its name to Potbelly Corporation in 2002. Potbelly Corporation was founded in 1977 and is headquartered in Chicago, Illinois. PRO TECH MACHINING: Has Until July 30 to File Plan & Disclosures ---------------------------------------------------------------- Judge Thomas P. Agresti of the U.S. Bankruptcy Court for the Western District of Pennsylvania has entered an order within which the deadline for Debtor Pro Tech Machining, Inc. to file an Amended Chapter 11 Plan and Amended Disclosure Statement is extended to July 30, 2020. A copy of the order dated June 16, 2020, is available at https://tinyurl.com/yaynylpf from PacerMonitor.com at no charge. About Pro Tech Machining Pro Tech Machining, Inc., is an S-Corporation that does business as a machining shop. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-10690) on July 10, 2019. The petition was signed by Edward C. Nelson, president. At the time of the filing, the Debtor was estimated to have assets of less than $50,000 and liabilities of less than $1 million. The Debtor tapped Steidl & Steinberg as its legal counsel, and McGill Power Bell & Associates, LLP, as its accountant. PUERTO RICO: Paul Hastings, Casillas File 6th Modified Statement ---------------------------------------------------------------- Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure, the law firms of Paul Hastings LLP and Casillas, Santiago & Torres LLC submitted a sixth supplemental verified statement to disclose an updated list of the Official Committee of Unsecured Creditors that they are representing in the Chapter 11 cases of The Financial Oversight And Management Board For Puerto Rico, as representative of The Commonwealth Of Puerto Rico et al. On June 15, 2017, the Office of the United States Trustee for the District of Puerto Rico filed its Notice Appointing Creditors Committee for Unsecured Creditors [Docket No. 338]. On June 8, 2020 the court entered an order [Docket No. 13383] amending section IV of the Case Management Procedures to require certain current and retroactive disclosures. In accordance with Bankruptcy Rule 2019 and, more specifically, subsection IV.B of the Case Management Procedures, attached hereto as Exhibit A is a list of the names and addresses of each Committee member, and the nature and amount of all disclosable economic interests held by each current Committee member in relation to the Debtors as of the following dates: * January 14, 2019 (for all Title III Debtors other than PBA); * January 31, 20205 (for PBA); and * July 1, 2020 (for all Title III Debtors, including PBA). As of July 3, 2020, each Committee members and their disclosable economic interests are: American Federation of Teachers 555 New Jersey Avenue, N.W. 11th Floor Washington, DC 20001 January 14, 2019: * AFT is the authorized agent for its local affiliates, the Asociación de Maestros de Puerto Rico-Local Sindical and the Asociación de Maestros de Puerto Rico and its sole disclosable economic interest is its claim as set forth in the proof of claim [Claim No. 108,230] which it filed against the Commonwealth and which the Committee incorporates herein by reference. * As set forth more fully in the Proof of Claim, AFT asserts its Claim on behalf of its local affiliates and their members in the following categories of claims against the Commonwealth: (1) claims for wage increases for years of service and career enhancement as allowed by statute and/or collective bargaining agreement with the Department of Education of Puerto Rico, and for other terms of employment which may have been denied (in an amount in excess of $10,000,000); (2) claims based upon grievance settlements and arbitration awards related to breach of the collective bargaining agreement and/or applicable labor or employment laws (in an amount between $500,000 and $1,000,000), and those based upon grievance or arbitrations procedures which have not yet been processed and therefore not yet been liquidated; and (3) claims for all reduced, unfunded or underfunded pension benefits owed with respect to the Teachers Retirement System which amounts to at least $18 billion in total actuarial liability. July 1, 2020: * No change Baxter Sales and Distribution Puerto Rico Corp. Rexco Industrial Park # 200 Calle B Guaynabo, P.R. 00968 January 14, 2019: * Baxter holds prepetition unsecured claims against the Commonwealth in the aggregate amount of $2,512,111.89 for health-related products sold or services rendered to the Commonwealth's Department of Health and certain public hospitals and health facilities. July 1, 2020: * Baxter holds prepetition unsecured claims against the Commonwealth in the aggregate amount of $1,804,857.10 for health-related products sold or services rendered to the Commonwealth's Department of Health and certain public hospitals and health facilities. Drivetrain, LLC, as the Creditors' Trustee for Doral Financial Corporation 630 Third Avenue 21st Floor New York, NY 10017 * DFC holds prepetition unsecured claims under a certain closing agreement, dated December 30, 2013, by and among the Secretary, in her capacity as Secretary of the Treasury, and DFC and certain of its affiliates under which DFC became entitled to a credit for tax overpayments in the amount of $34,097,526. The 2013 Closing Agreement provided that the DFC overpayment could be used to reduce estimated taxes or it could be claimed as a tax refund. As of the date hereof, DFC has not used any of the DFC overpayment. As such, DFC has a tax refund claim in the amount of $34,097,526. * In addition, based on certain closing agreements, DFC is entitled to accrue a $59,314,891 amortization deduction annually from 2017 through 2021, which could be used to reduce income that would otherwise be subject to Puerto Rico tax. Under these closing agreements, DFC is contractually entitled to an aggregate deduction of $296,574,455. DFC asserts a claim for any loss of the Tax Asset, as well as any impairment of its rights under the closing agreements. * DFC also asserts an unliquidated damages claim against the Commonwealth on a number of bases July 1, 2020: * No change Genesis Security Services, Inc. 5900 Isla Verde Avenue L-2 PMB 438 Carolina, PR 00979 * Genesis holds prepetition unsecured claims against the Commonwealth and/or its instrumentalities under agreements for the provision of security services, in the following amounts: As of January 14, 2019: Commonwealth: Department of Labor $1,987,765.34 Department of Transportation and Public Works $186,912.54 Capitol Superintendence $272,983.51 Department of Education $1,398,171.69 Puerto Rico Department of the Family $2,041,707.69 Department of Health Corps of Medical $1,038,770.34 Emergencies Bureau $22,699.25 Highways & Transportation Authority $1,049,522.49 Puerto Rico Electric Power Authority $178,684.02 Total $8,177,216.87 As of January 31, 2020: Puerto Rico Public Buildings Authority $483,761.01 * Genesis holds prepetition unsecured claims against the Commonwealth and/or its instrumentalities4 under agreements for the provision of security services, in the following amounts: Commonwealth: Department of Labor $1,987,765.34 Department of Transportation and Public Works $186,912.54 Capitol Superintendence $272,983.51 Department of Education $1,398,171.69 Puerto Rico Department of the Family $2,041,707.69 Department of Health Corps of Medical $1,038,770.34 Emergencies Bureau $22,699.25 Highways & Transportation Authority $1,049,522.49 Puerto Rico Electric Power Authority $39,795.97 Puerto Rico Public Buildings Authority $483,761.01 Total $8,522,089.83 Service Employees International Union 1800 Massachusetts Avenue, N.W. Washington, DC 20036 January 14, 2019: * SEIU asserts the following categories of disclosable economic interests on behalf of individual employees for whom it serves as collective bargaining representative: (1) against the Commonwealth: grievances, grievance settlements and arbitration awards related to breach or alleged breach of collective bargaining agreements and/or applicable labor and employment laws (estimated to be in the aggregate magnitude of between $1 million and $10 million), and (2) against the Commonwealth and against the Employees Retirement System: accrued pension obligations (in the aggregate magnitude of greater than $10 million). July 1, 2020: * No change Tradewinds Energy Barceloneta, LLC 1760 Loiza Street, Suite 303 San Juan PR 00911 January 14, 2019: * Tradewinds and its affiliate, Tradewinds Energy Vega Baja, LLC hold prepetition unsecured claims against PREPA in the amount of $20,400,000 and $13,600,000, respectively, based upon certain rights and breaches arising under Power Purchase and Operating Agreements executed on or about October 19 and October 20, 2011 in which Tradewinds Energy LLC (an affiliate of Tradewinds and Tradewinds Vega Baja) agreed to build wind turbine electricity generating plant facilities and PREPA, in return, contractually agreed to buy the electricity from Tradewinds Energy LLC. Subsequently, Tradewinds Energy, LLC assigned its interest in the PPO Agreements to Tradewinds and Tradewinds Vega Baja. July 1, 2020: * No change The Unitech Engineering Group, S.E. Urb Sabanera 40 Camino de la Cascada Cidra Puerto Rico 00739 As of January 24, 2019: * Unitech holds prepetition unsecured claims against the Commonwealth of Puerto Rico under certain construction contracts, in the approximate amount of $11,284,462.70, plus interest. As of January 31, 2020: * Unitech holds prepetition unsecured claims against the Puerto Rico Public Buildings Authority under certain construction contracts, in the approximate amount of $2,513,241.46, plus interest. July 1, 2020: * No change Counsel to the Official Committee of Unsecured Creditors can be reached at: PAUL HASTINGS LLP Luc A. Despins, Esq. James R. Bliss, Esq. James B. Worthington, Esq. G. Alexander Bongartz, Esq. 200 Park Avenue New York, NY 10166 Telephone: (212) 318-6000 Email: lucdespins@paulhastings.com jamesbliss@paulhastings.com jamesworthington@paulhastings.com alexbongartz@paulhastings.com Local Counsel to the Official Committee of Unsecured Creditors can be reached at: CASILLAS, SANTIAGO & TORRES LLC Juan J. Casillas Ayala, Esq. Israel Fernández Rodríguez, Esq. Juan C. Nieves González, Esq. Cristina B. Fernández Niggemann, Esq. PO Box 195075 San Juan, PR 00919-5075 Telephone: (787) 523-3434 Fax: (787) 523-3433 Email: jcasillas@cstlawpr.com ifernandez@cstlawpr.com jnieves@cstlawpr.com cfernandez@cstlawpr.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://is.gd/P6tbbt and https://is.gd/2ETBw3 About Puerto Rico Puerto Rico is a self-governing commonwealth in association with the United States that's facing a massive bond debt of $70 billion, a 68% debt-to-GDP ratio and negative economic growth in nine of the last 10 years. The Commonwealth of Puerto Rico has sought bankruptcy protection, aiming to restructure its massive $74 billion debt-load and $49 billion in pension obligations. The debt restructuring petition was filed by Puerto Rico's financial oversight board in U.S. District Court in Puerto Rico (Case No. 17-01578) on May 3, 2017, and was made under Title III of 2016's U.S. Congressional rescue law known as the Puerto Rico Oversight, Management, and Economic Stability Act ('PROMESA'). The Financial Oversight and Management Board later commenced Title III cases for the Puerto Rico Sales Tax Financing Corporation (COFINA) on May 5, 2017, and the Employees Retirement System (ERS) and the Puerto Rico Highways and Transportation Authority (HTA) on May 21, 2017. On July 2, 2017, a Title III case was commenced for the Puerto Rico Electric Power Authority ("PREPA"). U.S. Chief Justice John Roberts has appointed U.S. District Judge Laura Taylor Swain to oversee the Title III cases. The Honorable Judith Dein, a United States Magistrate Judge for the District of Massachusetts, has been designated to preside over matters that may be referred to her by Judge Swain, including discovery disputes, and management of other pretrial proceedings. Joint administration of the Title III cases, under Lead Case No. 17-3283, was granted on June 29, 2017. The Oversight Board has hired as advisors, Proskauer Rose LLP and O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic consultant, Citigroup Global Markets, as municipal investment banker, and Ernst & Young, as financial advisor. Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M. Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at O'Neill & Borges are on-board as attorneys. McKinsey & Co. is the Board's strategic consultant, Ernst & Young is the Board's financial advisor, and Citigroup Global Markets Inc. is the Board's municipal investment banker. Prime Clerk LLC is the claims and noticing agent. Prime Clerk maintains a case web site at https://cases.primeclerk.com/puertorico Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA, and PREPA. O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico Fiscal Agency and Financial Advisory Authority (AAFAF), the agency responsible for negotiations with bondholders. The Oversight Board named Professor Nancy B. Rapoport as fee examiner and to chair a committee to review professionals' fees. QUALITY REIMBURSEMENT: Gancman & Eastpoint Object to Disclosure --------------------------------------------------------------- Alvaro Gancman ("Gancman") and Eastpoint Corporation ("Eastpoint" and, with Gancman, "GE") object to the Second Amended Disclosure Statement [the "SADS"] accompanying Second Amended Chapter 11 Plan Of Reorganization [the "SAP"] filed by debtor Quality Reimbursement Services, Inc. GE objected to the alleged secured claim in favor of Tarnow and sought to have it disallowed or, at minimum, reclassified as a general unsecured claim because of defects in Tarnow's alleged lien. GE also objected to the alleged Secured Claim listed in the SADS and SAP held by Honigman, special counsel to the Debtor, on the basis that the Debtor did not schedule Honigman with a claim (secured or otherwise), Honigman did not have lien appearing on a UCC report, and Honigman did not disclose any secured claim in its employment application. GE asserts that the SADS fails to explain what happens when the Eastpoint/Gancman Appeal fails, as it inevitably will, particularly given the extremely limited review available in regard to the Eastpoint/Gancman Judgment emanating from an arbitration and that the dissenting mediator’s opinion is irrelevant and cannot be considered. GE states that the SADS needs to be amended to describe with more particularity the legitimate basis, if any, for disputing the validity of the Eastpoint/Gancman Judgment, the status of the Eastpoint/Gancman Appeal, the basis for the Eastpoint/Gancman Appeal, and the estimated chances for success on the Eastpoint/Gancman Appeal. GE points out that the SADS needs to be amended to discuss the basis for separately classifying GE’s General Unsecured Claim from the other General Unsecured Claims. Moreover, the SADS should include information as to the prospects for moving forward with the SAP in the event that the gerrymandering of unsecured claims is not permitted by the Court. A full-text copy of GE's objection dated June 12, 2020, is available at https://tinyurl.com/yc2at4zl from PacerMonitor at no charge. Attorneys for Alvaro Gancman and Eastpoint: DAVID L. NEALE TODD M. ARNOLD LEVENE, NEALE, BENDER, YOO & BRILL L.L.P. 10250 Constellation Boulevard, Suite 1700 Los Angeles, California 90067 Telephone: (310) 229-1234 Facsimile: (310) 229-1244 E-mail: DLN@LNBYB.COM TMA@LNBYB.COM About Quality Reimbursement Services Quality Reimbursement Services, Inc. -- http://www.qualityreimbursement.com/-- has been reviewing Medicare and Medicaid cost reports for more than 12 years. Its corporate office is located in Arcadia (CA). The company also has offices located in Birmingham, Ala.; Scottsdale, Ariz.; Los Angeles, Calif.; Colorado Springs, Colo.; Jacksonville, Fla.; Chicago, Ill.; Detroit and Shelby Township, Mich.; Guttenberg, N.J.; Dallas/Fort Worth, Texas; and Spokane, Wash. Quality Reimbursement Services filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 19-20918) on Sept. 13, 2019. In the petition signed by James C. Ravindran, president and CEO, the Debtor was estimated to have $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Julia W. Brand oversees the case. Garrick A. Hollander, Esq., at Winthrop Couchot Golubow Hollander, LLP, represents the Debtor. The Office of the U.S. Trustee appointed a committee of unsecured creditors in the Debtor's case on Oct. 22, 2019. The committee retained Buchalter, a Professional Corporation, as its legal counsel. QUICKEN LOANS: S&P Rates Unsecured Facility 'BB'; Outlook Stable ---------------------------------------------------------------- S&P Global Ratings assigned a 'BB' rating to Quicken Loans LLC's new potential unsecured revolving credit facility of up to $1 billion, which the company intends to use for general corporate purposes. S&P also affirmed its 'BB' issuer credit and unsecured debt ratings. The outlook remains stable. The recovery rating on the debt is '4', reflecting S&P's expectation of average recovery (30%-50%, rounded estimate: 40%) in a simulated default scenario. Quicken reported a year-over-year increase of over 240% in adjusted EBITDA for 2019, mainly as a result of substantial growth in production as homeowners refinanced their mortgages in record numbers. S&P expects for the company to continue to have record origination volume again in 2020 as consumers refinance their mortgages and take advantage of the low interest rate environment. As a result, S&P is forecasting leverage as measured by net debt to EBITDA below 2.0x for 2020 even if the company fully draws down on its new facility. The rating agency expects the proceeds of the initial public offering (IPO) will not be reinvested into Quicken, and are not assuming any change in the company's capital structure from the use of IPO proceeds. S&P expects eventual normalization in originations at some point when refinance volumes decrease, though the timing of this is difficult to predict. Its rating on Quicken continues to factor in volatility in earnings inherent in mortgage originations and particularly innate to refinance activity. For example, there were sequential year-over-year declines of over 40% in S&P's adjusted measure of EBITDA for Quicken in both 2017 and 2018, followed by an over 240% growth in EBITDA for 2019. This is consistent with historical volatility in Quicken's EBITDA, which has displayed significant correlation to interest rate cycles. In addition, because S&P nets cash in its measure of Quicken's net debt, volatility in cash balances on the balance sheet could also add to volatility in the rating agency's measure of debt. Though the company has disclosed it will use proceeds from the facility for general corporate purposes, S&P expects it will be mostly for working capital. Namely, S&P expects Quicken will use most of the proceeds for self-funding of mortgage originations, to finance short-term increases in future servicing advances, or for opportunistic acquisitions. Though S&P expects leverage to be below its long-term expectations this year, a decrease in EBITDA during 2021 or 2022 could pressure leverage in the longer term. EBITDA declines in 2021 or 2022 due to declines in refinancing volume could push leverage above 3.0x. Furthermore, shareholder distributions in excess of annual tax-related distributions could exacerbate pressure on leverage in the future. Notwithstanding the above, the additional capital bolsters Quicken's liquidity, which S&P views favorably, at a time when liquidity is a concern across the mortgage industry due to increases in mortgage forbearance and expected growth in servicing advances. Moreover, Quicken has demonstrated access to the capital markets at a time when peers are either having difficulty accessing the debt markets at all or are limited to covenant-heavy secured financing. Lastly, S&P views the revolving facility as able to provide financing flexibility that allows the company to manage its leverage in times of EBITDA volatility. S&P expects debt to equity to be below 1.5x by year-end 2020, anchored by the company's mortgage servicing rights (MSR) portfolio. Similar to other peers in the industry, the company has been affected by a substantial reductions in the fair market value of its MSRs. However, this has been offset by strong earnings that have helped maintain a relatively strong debt-to-equity ratio. Downside from S&P's estimates could be driven by larger-than-expected write-downs in MSR values such that the company reports losses that erode equity, or larger-than-expected distributions to the parent. The additional unsecured debt also weakens S&P's expectations for recovery in a hypothetical default scenario. The outlook is stable, reflecting S&P Global Ratings' expectation Quicken will maintain its leading market position over the next year. "We expect net debt to EBITDA to remain below 3.0x in the long term, and below 2.0x in the near term. We also expect net debt to adjusted tangible equity will remain below 1.5x because of the company's ability to generate earnings," S&P said. S&P could lower the rating over the next year if it expects earnings to deteriorate substantially or if the company pursues a more aggressive growth strategy. Specifically, S&P could lower the rating if it expects net debt to EBITDA to increase above 3.0x on a sustained basis. S&P could also lower the rating if it expects debt to tangible equity to stay above 1.5x (which could be caused by additional shareholder distributions). "An upgrade is unlikely, in our view, unless we expect net debt to EBITDA to remain below 2.0x and the company is able to materially decrease earnings volatility," S&P said. ROBERT A. RYALS: Selling 100-Acre Sylacauga Property for $2.5K/Acre ------------------------------------------------------------------- Robert A. Ryals filed with the U.S. Bankruptcy Court for the Northern District of Alabama a notice of his private sale of his approximately 100 acres, subject to survey, located in Sylacauga, Talladega County, Alabama, described in Exhibit A, to James R. Roberts and Connie F. Roberts for $2,500 per surveyed acre. A hearing on the Motion was held on June 18, 2020 at 9:30 a.m. The Debtor proposes to sell the Estate's interest property described above free and clear of any and all mortgages, liens, interests and/or other encumbrances by private sale as set forth in Exhibit A. The property is sold "As Is" and "Where Is" with no warranty of any type whatsoever. The real property to be sold is free and clear of the following liens, mortgages or other interests: A. Small Town Bank, now known as Southern States Bank, by a mortgage filed for record in Talladega County Probate Court on Sept. 18, 2007 in Book 1249 at Page 260 in the amount of $402,314. B. Small Town Bank, now known as Southern States Bank, by a mortgage filed for record in Talladega County Probate Court on December 4, 2008 in Book 1294 at' Page 266 in the amount of 227,818. C. Jeffrey H. Garrison and Jennifer Garrison by a certificate of judgment filed for record in Talladega County Probate Court on July 23, 2018 in the amount of $202,800 plus costs. All liens, mortgages, or other interests will attach to the proceeds of the sale. The Debtor reserves the right to contest the validity, priority, extent of any such claim, lien or other interest. The Debtor proposes to pay over to the lienholders the net proceeds from the sale as their interest appear. A copy of the Contract is available at https://tinyurl.com/y9s8hv7s from PacerMonitor.com free of charge. Robert A. Ryals sought Chapter 11 protection (Bankr. N.D. Ala. Case No. 19-41509) on Sept. 8, 2019. The Debtor tapped Harry P. Long, Esq., at The Law Office of Harry P. Long, LLC, as counsel. RQW - REAL ESTATE: In Negotiations to Reduce Bank's Payment ----------------------------------------------------------- RQW Real Estate Holdings, LLC, and RQW Automotive Services, LLC filed the First Amended Joint Disclosure Statement in conjunction with its Joint Plan of Reorganization dated May 22, 2020. First Midwest Bank's secured claim against Real Estate Debtor and Auto Debtor is impaired and will be repaid out of refinancing supplied by First State Bank of Mendota in full satisfaction of its claim in the amount of $1,100,000 on the Exit Financing Closing Date. The Debtors will continue to remit total monthly adequate protection payments of $9,274 until the Exit Financing Date. Class 3 general unsecured claims against Real Estate Debtor (virtually none) are unimpaired and will be paid in full within 30 days of the Effective Date, with interest, funds to be made available by either operations or cash infusion by Eric Quick. Class 4 general unsecured claims against Auto Debtor are the Class 4 Claims and are impaired. Class 4 claims will be paid in full within 30 days of the Effective Date with interest, to be paid out of operations and/or the cash infusion by Eric Quick. Class 5 Equity interests of Eric Quick in the Real Estate Debtor are unimpaired. The Class 5 interests of Mr. Eric Quick will be preserved in exchange for providing approximately $35,000 of the exit financing, and executing a guarantee for the remainder of the Exit Financing. Class 6 Equity Interests of Eric Quick in Auto Debtor are unimpaired. Class 6 interests of Mr. Quick will be preserved in exchange for providing approximately $35,000 of the Exit Financing and executing a guarantee for the remainder of the Exit Financing. The Bank and the Debtors are currently in the process of negotiating the Bank's agreement to receive $1,100,000 as full payment, which has been necessitated by the Automotive Debtor's severe reduction in revenue as a result of the Covid-19 pandemic and ensuing economic shutdown. A full-text copy of the First Amended Joint Disclosure Statement dated May 22, 2020, is available at https://tinyurl.com/ydy4ol7q from PacerMonitor.com at no charge. The Debtors' counsel: Scott R. Clar Crane, Simon, Clar & Dan 135 S. LaSalle Street, Suite 3705 Chicago, Illinois 60603 Tel: 312-641-6777 About RQW Real Estate Holdings and RQW Automotive Services RQW Real Estate Holdings LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). RQW Real Estate Holdings and its affiliate, RQW Automotive Services LLC, filed voluntary Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 19-35576) on Dec. 18, 2019. At the time of the filing, RQW Real Estate Holdings was estimated to have assets of between $1 million and $10 million and liabilities of the same range. RQW Automotive had estimated assets of between $1 million and $10 million and liabilities of less than $50,000. Judge Deborah L. Thorne oversees the cases. Crane, Simon, Clar and Dan is the Debtors' legal counsel. RWDY INC: U.S. Trustee Appoints Creditors' Committee ---------------------------------------------------- David Asbach, acting U.S. trustee for Region 5, on July 15 appointed a committee to represent unsecured creditors in the Chapter 11 case of RWDY Inc. The committee members are: 1. Vernon Capital Group LLC Andrew Lichtenstein 383 Kingston Ave., Suite 343 Brooklyn, NY 11213 Yossi@htcapllc.com 718-614-9657 2. Queen Funding, LLC Max Gross 101 Chase Ave. Lakewood, NJ 08701 3. EIN CAP Inc. Russell Naftali 160 Pearl Street, 5th floor New York, NY 1005 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 RWDY Inc. RWDY, Inc. is an internationally recognized provider of oil field consultants. Its personnel have supported offshore drilling operations in Australia, Brazil, Cameroon, New Zealand, Nigeria, Qatar, New Zealand, United Arab Emirates and Venezuela. RWDY 's consultants include project managers; drilling and completion engineers; foreman; mud engineers; HSE advisors, SEMS advisors and HSE consultants; rig clerks and logistics coordinators; shore base dispatchers and materials coordinators; rig commissioning managers; and cement specialists. Visit http://www.rwdyinc.comfor more information. RWDY sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 20-10616) on June 23, 2020. At the time of the filing, Debtor had estimated assets of less than $50,000 and liabilities of between $10 million and $50 million. Judge John S. Hodge oversees the case. Robert W. Raley, Esq., is Debtor's bankruptcy attorney. RYERSON HOLDING: S&P Rates New $500MM Senior Secured Notes 'B' -------------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level rating and '4' recovery rating to the proposed $500 million senior secured notes due 2028 issued by Chicago-based metals processor and distributor Ryerson Holding Corp.'s subsidiary Joseph T. Ryerson & Son Inc. The '4' recovery rating indicates S&P's expectation for average (30%-50%; rounded estimate: 30%) recovery in the event of a payment default. The company plans to use the proceeds from the proposed notes to refinance its existing senior secured notes due 2022. All of S&P's existing ratings on Ryerson remain unchanged. Its negative outlook on the company reflects the risk that the economic downturn and customer shutdowns stemming from the global coronavirus pandemic could lead to a more severe reduction in its business activity such that it sustains adjusted leverage of more than 8x or EBITDA interest coverage of less than 1.5x. Ryerson is a metals service center that processes and distributes industrial metals in the U.S., Canada, Mexico, and China. The company offers carbon steel, stainless steel, aluminum, and alloy steels as well as various value-added processing and fabrication services that serve manufacturing industries. Ryerson was founded in 1842 and is headquartered in Chicago. ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- S&P assigned its 'B' issue-level rating and '4' recovery rating to the proposed $500 million senior secured notes. The '4' recovery rating indicates its expectation for average recovery (30%-50%; rounded estimate: 30%) in the event of a default. -- S&P assesses the company's recovery prospects on the basis of a gross reorganization value of roughly $925 million, which reflects about $170 million of emergence EBITDA and a 5.5x multiple. This multiple is in line with the multiples it assigns to other companies in the metals and mining downstream sector. -- S&P's analysis also contemplates that borrowings under Ryerson's asset-based lending (ABL) facility would be fully covered by the value of the underlying collateral. Although the facility size is $1 billion, S&P assumed borrowings of about $589 million at default because of potential borrowing base constraints coupled with the company triggering its springing fixed-charge covenant and being unable to access the remainder of the availability. -- Notably, S&P's updated recovery analysis also includes the company's tax-adjusted pension deficit (three-year average), deemed material at more than 10% of total debt claims at default, which reduces Ryerson's gross enterprise value by one-half of the three-year average (approximately $91 million). -- S&P also assumes that about $24 million of debt would exist at Ryerson's foreign subsidiaries. Although S&P does not view it as a claim per se, the foreign debt effectively reduces the value available for distribution to creditors in the rating agency's hypothetical Chapter 11 proceeding. Simulated default assumptions -- S&P's simulated default scenario revolves around a material decrease in sales volume across the company's key end markets. At the same time, heightened competition and a rapid decline in steel prices further diminishes its operating margins. The company's low operating margins and weakened cash flows require it to sell higher-cost inventories below cost (as customers demand lower prices). Eventually, its liquidity would be inadequate to fund its debt service. -- Simulated year of default: 2023 -- Emergence EBITDA level: $180 million -- EBITDA multiple: 5.5x -- Gross recovery value: $925 million Simplified waterfall -- Net enterprise value after administrative costs (5%) and pensions ($91 million): $790 million -- Obligor/nonobligor valuation split: 90%/10% -- Priority claims (ABL and foreign obligations): $625 million -- Total collateral available for the secured debt: $165 million -- Estimated senior secured note claims: $520 million -- Recovery expectations: 30%-50% (rounded estimate: 30%) SABLE PERMIAN: Davis Polk, Porter Represent Apollo, Avenue ---------------------------------------------------------- In the Chapter 11 cases of Sable Permian Resources, LLC, the law firms of Davis Polk & Wardwell LLP and Porter Hedges LLP submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that they are representing Apollo Capital Management, L.P. and Avenue Capital Management II, L.P. In or around March 2020, the Ad Hoc Group engaged Davis Polk to represent it in connection with a potential restructuring of the Debtors. In or around June 2020, the Ad Hoc Group engaged Porter Hedges to represent it as Texas bankruptcy counsel. Counsel represents only the Ad Hoc Group. Counsel does not represent or purport to represent any entities other than the Ad Hoc Group in connection with the Chapter 11 Cases. As of June 7, 2020, members of the Ad Hoc Group and their disclosable economic interests are: APOLLO CAPITAL MANAGEMENT, L.P. 9 West 57th Street New York, NY 10019 * $259,714,000 in aggregate principal amount of Senior Secured Notes * 223,124 warrants exercisable for common shares of Sable Permian Resources Finance, LLC (f/k/a American Energy – Permian Basin, LLC) AVENUE CAPITAL MANAGEMENT II, L.P. 11 West 42nd Street, 9th Floor New York, NY 10036 * $128,347,000 in aggregate principal amount of Secured Notes * 263,333 warrants exercisable for common shares of Sable Permian Resources Finance, LLC (f/k/a American Energy – Permian Basin, LLC) Upon information and belief formed after due inquiry, Counsel does not hold any claim against, or interests in, the Debtors or their estates, other than claims for fees and expenses incurred in representing the Ad Hoc Group. Davis Polk's address is 450 Lexington Avenue, New York, New York 10017. Porter Hedges' address is 1000 Main Street, 36th Floor, Houston, Texas 77002. Counsel submits this Statement out of an abundance of caution, and nothing herein should be construed as an admission that the requirements of Bankruptcy Rule 2019 apply to Counsel's representation of the Ad Hoc Group. Co-Counsel to the Ad Hoc Group can be reached at: John F. Higgins, Esq. PORTER HEDGES LLP 1000 Main Street, 36th Floor Houston, TX 77002 Telephone: (713) 226-6000 Facsimile: (713) 228-1331 E-mail: jhiggins@porterhedges.com - and - Damian S. Schaible, Esq. Elliot Moskowitz, Esq. David Schiff, Esq. Gene Goldmintz, Esq. DAVIS POLK & WARDWELL LLP 450 Lexington Avenue New York, NY 10017 Telephone: (212) 450-4000 Facsimile: (212) 701-5800 E-mail: damian.schaible@davispolk.com elliot.moskowitz @davispolk.com david.schiff@davispolk.com gene.goldmintz@davispolk.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://is.gd/CqPLyg The Chapter 11 case is In re Sable Permian Resources, LLC, et al. (Banks. S.D. Tex. Case No. 20-33193). SAMSON OIL: Has $8.4M Net Income for the Quarter Ended March 31 --------------------------------------------------------------- Samson Oil & Gas Limited filed its quarterly report on Form 10-Q, disclosing net income of $8,351,621 on $2,074,568 of operating revenues for the three months ended March 31, 2020, compared to a net loss of $3,800,567 on $2,478,768 of operating revenues for the same period in 2019. At March 31, 2020, the Company had total assets of $44,056,257, total liabilities of $52,638,608, and $8,582,351 in total stockholders' deficit. Samson Oil said, "The Company had net income of $1.0 million for the nine month period ended March 31, 2020, however, this was largely due to the valuation of its derivative position which was valued at $10.2 million, resulting in an unrealized gain of $10.0 million. The Company would have recognized a net loss of $9.0 million without the unrealized gain on derivatives. During the fiscal year ended June 30, 2019, the Company had a net loss of $7.2 million. The Company has had net cash outflows from operating activities of $0.5 million and $5.4 million for the nine month period ended March 31, 2020, and fiscal year ended June 30, 2019, respectively. At March 31, 2020, the Company's total current liabilities of $49.6 million exceed its total current assets of $9.6 million. The Company's ability to continue as a going concern is dependent on the re-negotiation of debt, the sale of assets and/or raising further capital. These factors raise substantial doubt over the Company's ability to continue as a going concern and therefore whether it will realize its assets and extinguish its liabilities in the normal course of business and at the amounts stated in the financial report. "At March 31, 2020, the Company was in breach of several of its covenants related to the Credit Agreement, resulting in borrowings payable of $33.5 million being classified as current liabilities. "On May 8, 2020, the Company received a Notice of Default, Application of Default Interest and Reservation of Rights letter (the "Default Notice") from its lender. The Default Interest rate shall be 200 points above the Applicable Interest Rate. The Company has accrued an additional $0.3 million of interest related to this Default Notice. The Company is currently negotiating with the Lender in an effort to obtain a waiver for the breach. As of the date of this report, no waiver has been received. "The Company is currently negotiating with a prospective party to divest its wholly-owned subsidiary, Samson Oil and Gas, USA, Inc. ("Samson USA"), which it believes will result in proceeds that will sufficiently cover the Company's obligations to the Lender and its other creditors. Although the Company is confident it will be able to successfully recognize amounts in excess of the carrying value of its oil and gas assets as a result of its ultimate divestment there can be no assurances made that the Company will be able to successfully execute this plan. Given the current financial situation it is possible that the Company may be forced to accept terms on this transaction that are less favorable than would be otherwise available." A copy of the Form 10-Q is available at: https://is.gd/bkAjw8 Samson Oil & Gas Limited engages in the acquisition, development, exploration, and exploitation of oil and natural gas properties primarily in North Dakota, Montana, and Wyoming, the United States. It was incorporated in 1979 and is headquartered in Perth, Western Australia. Samson Oil & Gas Limited operates as a subsidiary of National Nominees Limited. SANAM CONYERS: Patel Group Objects to Disclosure Statement ---------------------------------------------------------- GRP Capital, LLC and Drs. Kiran & Pallavi Patel 2017 Foundation for Global Understanding, Inc., objects to the Amended Disclosure Statement of Janam Madison Lodging, LLC, debtor, an affiliate of Sanam Conyers Lodging, Inc. The objectors claim that: * The Amended Disclosure Statement fails to disclose how Debtor will pay for the Ascentium claim in the 49th month. The budget only covers a 12 month period. * The Amended Disclosure Statement fails to disclose how it will pay for the incomplete repairs from the fire damage (estimated by Debtor of $40,000). * The Amended Disclosure Statement fails to disclose any current outstanding obligations in any Property Improvement Plan required by Red Roof Inn. * The Amended Disclosure Statement fails to disclose any upcoming obligations in any Property Improvement Plan anticipated by Red Roof Inn during the period covered by the Plan. * The Amended Disclosure Statement fails to disclose the employment and compensation of insiders such as Sunita Patel or Galaxy Management. A full-text copy of The Patel Group's objection to disclosure statement dated June 16, 2020, is available at https://tinyurl.com/y8laadao from PacerMonitor at no charge. Counsel for GRP & Drs. Kiran: Ian M. Falcone THE FALCONE LAW FIRM, P.C. 363 Lawrence Street Marietta, GA 30060 Tel: (770) 426-9359 E-mail: imf@falconefirm.com About Janam Madison Janam Madison owns and operates a single hotel located at 1972 Eaton Rd. Madison, GA 30650 d/b/a Red Roof Inn and Suites which was purchased in February 2016 for $1,850,000. The Hotel has 56 guest rooms. At the time the Hotel was acquired, Sunita Patel contributed approximately $300,000 and financed the balance of the purchase through loans with NOA Bank and the U.S. Small Business Administration. Equity interests are held by Sunita Patel, having 80 membership units, and Galaxy Management, having 20 membership units. Galaxy Management, LLC, in turn, is owned 100% by Sunita Patel. Janam Madison Lodging, Inc., along with related debtor entities, filed a Chapter 11 petition on March 26, 2019 in the U.S. Bankruptcy Court for the Northern District of Georgia. Their cases are jointly administered In re Sanam Conyers Lodging, LLC (Bankr. Lead Case No. 19-54798). Judge Wendy L. Hagenau oversees the cases. Danowitz Legal, PC, is the Debtors' counsel. SEMINOLE HARD: Moody's Lowers CFR to B1, Outlook Negative --------------------------------------------------------- Moody's Investors Service downgraded Seminole Hard Rock Entertainment, Inc.'s Corporate Family Rating to B1 from Ba3, Probability of Default Rating to B2-PD from B1-PD and senior secured term loan A rating to B1 from Ba3. The outlook is negative. This concludes Moody's review for downgrade which was initiated on April 21, 2020. "The downgrade reflects its expectation for a material deterioration in both earnings and credit metrics as a result of ongoing restrictions and closures throughout SHRE's restaurants, hotels and casino's due to efforts to contain the spread of the coronavirus " stated Bill Fahy, Moody's Senior Credit Officer. In response to these operating challenges and to strengthen liquidity, SHRE has focused on reducing all non-essential operating expenses and discretionary capex. "Although many restaurants are able to provide off premise dining and certain casinos are open with limited capacity, total sales and earnings will still be substantially below normal operating levels until health safety concerns have abated" stated Fahy. Downgrades: Issuer: Seminole Hard Rock Entertainment, Inc. Corporate Family Rating, Downgraded to B1 from Ba3; Previously on Review for Downgrade Probability of Default Rating, Downgraded to B2-PD from B1-PD; Previously on Review for Downgrade Senior Secured Bank Credit Facility, Downgraded to B1 (LGD3) from Ba3 (LGD3); Previously on Review for Downgrade Outlook Actions: Issuer: Seminole Hard Rock Entertainment, Inc. Outlook, Changed to Negative from Rating Under Review RATINGS RATIONALE SHRE's B1 corporate family rating is constrained by its modest scale in terms number of restaurants and earnings concentration in the casual dining segment. While the company's franchised operations, casinos, and hotels have continued to grow, around half of the company's revenue and earnings come from the casual dining segment. The casual dining industry is more vulnerable to the coronavirus pandemic given the restrictions placed on in-restaurant dining. In addition, prior to the pandemic the casual dining segment had been experiencing weak traffic patterns and cost pressures. SHRE's rating is also constrained by its very high leverage and weak interest coverage. Positive consideration is given to SHRE's significant geographic diversification and expectation for growth in high margin fee income from franchised cafes, casinos and hotels. In addition, Moody's anticipates that's the company's licensed, managed, and franchised operations, which are primarily asset light, will become a larger contributor to the company's overall earnings over time. The company also benefits from its ownership by the Seminole Tribe of Florida (Baa2, negative), which provides a payment guarantee on SHRE's term loan debt. The rapid spread of the coronavirus outbreak, deteriorating global economic outlook, low oil prices, and high asset price volatility have created an unprecedented credit shock across a range of sectors and regions. 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 SHRE of the deterioration in credit quality it has triggered, given its exposure to prolonged unit restrictions, which has left it vulnerable to shifts in market demand and sentiment in these unprecedented operating conditions. Governance is a key rating factor for SHRE, which is a 100% owned subsidiary of the Tribe. The Tribe, in early November 2018, signed a resolution and now guarantees SHRE's Term Loan A facility. The guarantee from the Tribe, on a senior unsecured basis, is a guarantee of payment that is subordinated in payment priority to the Tribe Gaming enterprise. The resolution and payment guarantee, along with the continued financial strength of the Tribe, increasingly shows the Tribe's ability and willingness to support SHRE. The negative outlook reflects the uncertainty with regards to the potential length and severity of restrictions and the ultimate impact these restrictions will have on SHRE's revenues, earnings and ultimate liquidity. The outlook also takes into account the negative impact on consumers ability and willingness to spend on eating out and gaming until the crisis materially subsides. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could result in a downgrade include a deterioration in liquidity driven by a prolonged period of restrictions or closures. Ratings could also be downgraded should the impact of the restrictions be more severe than currently expected or should credit metrics remain weak despite a lifting of restrictions and a subsequent recovery in earnings and liquidity. Specifically, ratings could be downgraded in the event debt to EBITDA exceeded 6.0 times or EBIT coverage of interest of under 1.5 times on a sustained basis. Factors that could result in a stable outlook include a clear plan and time line for the lifting of restrictions that result in a sustained improvement in operating performance, liquidity and credit metrics. Whereas an upgrade would require a sustained strengthening of operating performance that resulted in debt to EBITDA of under 5.0 times, EBIT coverage of interest of above 2.0 times and good liquidity. Seminole Hard Rock Entertainment, Inc. is an owner-operator and franchisor of Hard Rock cafes, casinos and hotels throughout the world. The company is a wholly-owned subsidiary of the Seminole Tribe of Florida (Baa2 negative) and generated revenue of approximately $780 million for the LTM period ending March 31, 2020. The principal methodology used in these ratings was Restaurant Industry published in January 2018. SEVENTH BAPTIST: Case Summary & 7 Unsecured Creditors ----------------------------------------------------- Debtor: Seventh Baptist Church d/b/a Seventh Metro Church 1913 Saint Paul Street Baltimore, MD 21218 Business Description: Seventh Baptist Church dba Seventh Metro Church is a tax-exempt religious organization. Chapter 11 Petition Date: July 16, 2020 Court: United States Bankruptcy Court District of Maryland Case No.: 20-16795 Judge: Hon. David E. Rice Debtor's Counsel: Mary Albrecht-Jordan, Esq. LAW OFFICE OF MARY A JORDAN 14 Crain Highway SW Glen Burnie, MD 21061 Tel: 410-760-4512 Email: mary@mjmdlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $100,000 to $500,000 The petition was signed by James W. Falcon, chairman, Board of Trustees. A copy of the petition containing, among other items, a list of the Debtor's seven unsecured creditors is available for free at PacerMonitor.com at: https://is.gd/yIorja SINTX TECHNOLOGIES: Regains Compliance With NASDAQ Bid Price Rule ----------------------------------------------------------------- SINTX Technologies, Inc., has received a letter from the NASDAQ Listing Qualifications Staff notifying the Company that it has regained compliance with NASDAQ's minimum bid price requirements for continued listing on the Nasdaq Capital Market. The letter noted that as a result of the closing bid price of the Company's common stock having been at $1.00 per share or greater for at least ten consecutive business days, from June 22, 2020 to July 8, 2020, the Company has regained compliance with Listing Rule 5550(a)(2) and the matter is now closed. About SINTX Technologies Headquartered in Salt Lake City, Utah, SINTX Technologies -- https://ir.sintx.com/ -- is an OEM ceramics company that develops and commercializes silicon nitride for medical and non-medical applications. The core strength of SINTX Technologies is the manufacturing, research, and development of silicon nitride ceramics for external partners. The Company manufactures silicon nitride material and components in its FDA registered and ISO 13485 certified facility. SINTX reported a net loss attributable to common stockholders of $7.50 million for the year ended Dec. 31, 2019, compared to a net loss attributable to common stockholders of $22.55 million for the year ended Dec. 31, 2018. As of March 31, 2020, the Company had $15.36 million in total assets, $4.15 million in total liabilities, and $11.21 million in total stockholders' equity. SKILLSOFT CORP: July 24 Plan & Disclosure Hearing Set ----------------------------------------------------- Skillsoft Corporation and its debtor affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a motion for entry of an order scheduling a combined hearing to consider approval of the Disclosure Statement and confirmation of the Prepackaged Plan. On June 16, 2020, Judge Mary F. Walrath granted the motion and ordered that: * July 24, 2020, at 10:30 a.m. is the hearing to consider compliance with disclosure and solicitation requirements and confirmation of the Debtors’ Prepackaged Plan. * July 17, 2020, is fixed as the last day to file objections to the Disclosure Statement and/or the Prepackaged Plan. * The Debtors are authorized to take all steps necessary or appropriate to carry out the relief granted pursuant to this Order in accordance with the Motion. A copy of the order dated June 16, 2020, is available at https://tinyurl.com/y9ggyncj from PacerMonitor.com at no charge. About Skillsoft and SumTotal Skillsoft -- http://www.skillsoft.com/-- delivers online learning, training, and talent solutions to help organizations unleash their edge. Leveraging immersive, engaging content, Skillsoft enables organizations to unlock the potential in their best assets -- their people -- and build teams with the skills they need for success. Empowering 36Ã¢â‚¬Â¯million learners and counting, Skillsoft democratizes learning through an intelligent learning experience and a customized, learner-centric approach to skills development with resources for Leadership Development, Business Skills, Technology & Development, Digital Transformation, and Compliance. SumTotal provides a unified, comprehensive Learning and Talent Development suite that delivers measurable impact across the entire employee lifecycle. With SumTotal, organizations can build a culture of learning that is critical to growth, success, and business sustainability. SumTotal's award-winning technology provides talent acquisition, onboarding, learning management, and talent management solutions across some of the most innovative, complex and highly regulated industries, including technology, airlines, financial services, healthcare, manufacturing, and pharmaceuticals. Skillsoft and SumTotal are partners to thousands of leading global organizations, including many Fortune 500 companies. The company features three award-winning systems that support learning, performance and success: Skillsoft learning content, the Percipio intelligent learning experience platform, and the SumTotal suite for Talent Development, which offers measurable impact across the entire employee lifecycle. STILLWATER 8665: Duarte Buying Ball Ground Property for $318.5M --------------------------------------------------------------- Stillwater 8665, LLC, asks the Bankruptcy Court for the District of Georgia to authorize the private sale of the real property located at 8665 Old Federal Road, Ball Ground, Forsyth County, Georgia to Iver Duarte for $318,500, free and clear of liens, encumbrances and interests, pursuant to the Purchase and Sale Agreement. The Debtor is a construction rehabilitation company that was formed for the single purpose of purchasing an investment property, performing construction improvements thereon and selling it for a profit. Its managing member is Melonie Wargo. It has no employees but owns the Property, more particularly described in the Purchase and Sale Agreement. The Property is subject to security interests held by PC IRA, LLC ("Primary Lender") and KNA Family Investments, LLC ("Subordinate Lender"). The terms of the sale are as follows: (i) The real property located at 8665 Old Federal Road, Ball Ground, Forsyth County, GA 30107, will be sold to the Purchaser for the sum of $318,500, as set forth in the Purchase and Sale Agreement; and (ii) At the Closing, which is scheduled to occur on July 10, 2020, the Purchaser will pay to the Debtor the Purchase Price. The Debtor moves the Court to require that all sale proceeds be placed in escrow, in the Debtor's DIP Account, until further order of the Court or Chapter 11 Plan confirmation. Approval of the Motion is in the best interest of the Debtor, the Estate and creditors. The Debtor believes that the consummation of the pending sale will create the best opportunity to generate a meaningful dividend for secured creditors. It asks that the Court enters an order authorizing the sale. Finally, the Debtor asks that the Court waives the 10-day stay provisions of Fed. R. Bankr. P. 6004(g). A copy of the Agreement is available at https://tinyurl.com/y8k2uscs from PacerMonitor.com free of charge. About Stillwater 8665 Based in Dawsonville, Ga., Stillwater 8665, LLC, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-20224) on Feb. 3, 2020, listing under $1 million in both assets and liabilities. Judge James R. Sacca oversees the case. A. J. Mitchell, Esq., at the Law Office Of A. J. Mitchell, LLC, is the Debtor's legal counsel. THEMAVEN INC: Management Says Going Concern Doubt Exists -------------------------------------------------------- On May 18, 2020, TheMaven, Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $8,629,564 on $1,157,917 of revenue for the three months ended Sept. 30, 2018, compared to a net loss of $1,778,296 on $6,064 of revenue for the same period in 2017. At Sept. 30, 2018, the Company had total assets of $19,674,651, total liabilities of $6,720,057, and $5,259,398 in total stockholders' deficiency. The Company said, "Management has concluded that there is substantial doubt about the Company's ability to continue as a going concern within one year of the date that the accompanying condensed consolidated financial statements are being issued. In addition, the Company's previous independent registered public accounting firm, in their report on the Company's consolidated financial statements for the year ended December 31, 2017, had also expressed substantial doubt about the Company's ability to continue as a going concern." A copy of the Form 10-Q is available at: https://is.gd/TdDFUo TheMaven, Inc., is a group media network. The Company operates a closed-network platform of journalists, causes and independent media channels. TheMaven offers its services to professional, independent publishers seeking broader distribution and content engagement. THERMOGENESIS HOLDINGS: Has $4.7M Net Loss for March 31 Quarter --------------------------------------------------------------- ThermoGenesis Holdings, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $4,743,000 on $3,200,000 of net revenues for the three months ended March 31, 2020, compared to a net loss of $2,047,000 on $2,962,000 of net revenues for the same period in 2019. At March 31, 2020, the Company had total assets of $18,404,000, total liabilities of $13,799,000, and $4,605,000 in total equity. ThermoGenesis Holdings said, "At March 31, 2020, the Company had cash and cash equivalents of $5,719,000 and working capital of $6,914,000. The Company has incurred recurring operating losses and as of March 31, 2020 had an accumulated deficit of $241,534,000. These recurring losses raise substantial doubt about the Company's ability to continue as a going concern within one year from the filing of this report. The Company may need to raise additional capital to grow its business, fund operating expenses and make interest payments. The Company's ability to fund its cash needs is subject to various risks, many of which are beyond its control. The Company may seek additional funding through debt borrowings, sales of debt or equity securities or strategic partnerships. The Company cannot guarantee that such funding will be available on a timely basis, in needed quantities or on terms favorable to the Company, if at all." A copy of the Form 10-Q is available at: https://is.gd/T3FuBB ThermoGenesis Holdings, Inc. develops, commercializes, and markets a range of automated technologies for cell-based therapies in the United States, China, rest of Asia, Europe, and internationally. The company operates through two segments, Clinical Development and Device. The company was formerly known as Cesca Therapeutics Inc. and changed its name to ThermoGenesis Holdings, Inc. in November 2019. ThermoGenesis Holdings, Inc. was founded in 1986 and is headquartered in Rancho Cordova, California. TRICO GROUP: Moody's Rates First Lien Incremental Term Loan 'B3' ---------------------------------------------------------------- Moody's Investors Service assigned a B3 rating to Trico Group, LLC's first lien incremental term loan and affirmed the B3 corporate family rating, B3-PD Probability of Default Rating and the B3 senior secured rating. The rating outlook was changed to stable. Proceeds from the incremental first lien term loan will fund the acquisitions of two aftermarket companies which will increase revenue to over $2 billion, pro forma for the twelve months ending March 31, 2020. Following the acquisitions, Trico Group, LLC will be renamed to First Brands Group, LLC. Moody's will refer to Trico Group, LLC, First Brands Group, LLC and its wholly owned subsidiaries collectively as "First Brands". The ratings affirmation with a stable outlook reflects Moody's expectation for First Brands to maintain EBITA margins in at least the mid-teens range through ongoing cost savings initiatives, moderate leverage with debt/EBITDA sustained below 6x and adequate liquidity to support its operations. The fully debt-funded acquisitions do, though, reflect a continuation of an aggressive inorganic growth strategy driven by Moody's view of an elevated governance risk as First Brands' CEO maintains full ownership of the company. The following rating actions were taken: Assignments: Issuer: Trico Group, LLC Senior Secured Bank Credit Facility, Assigned B3 (LGD3) Affirmations: Issuer: Trico Group, LLC Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD Senior Secured Bank Credit Facility, Affirmed B3 (LGD3) Outlook Actions: Issuer: Trico Group, LLC Outlook, changed to Stable from Negative RATINGS RATIONALE First Brands' ratings reflect the company's increased scale as a predominately automotive aftermarket parts supplier, but which has been achieved through several leveraged acquisitions over a relatively short-time period. Inclusive of the two pending acquisitions in July 2020, First Brands' revenue will have increased about four-fold since late-2018 to over $2 billion. Acquisitions over the last 18 months have been fully debt-funded, and Moody's expects First Brands' debt/EBITDA to increase by another one-turn to the mid-5x range in 2020. First Brands' relatively good margin profile has been largely supported by substantial cost saving initiatives, primarily through facilities consolidation and procurement efficiencies. However, the short track record of the company operating at an increased scale creates ongoing execution risk to demonstrate the sustainability of these savings and cost structure over the long-term. First Brands' business mix on a pro forma basis will be about 80% aftermarket, which historically provides a generally stable revenue base of replacement parts demand. However, fewer vehicle miles traveled through at least 2020 as a result of the coronavirus will dampen demand for First Brands' products. Many of First Brands' products, including wipers and filters, are largely lower-priced and non-discretionary in nature. The company's exposure to new vehicle production, which makes up the majority of its remaining 20% of revenue, will be impacted significantly in 2020 before recovering gradually in 2021. First Brands is expected to maintain an adequate liquidity profile supported by expectations for solid free cash flow generation in 2021 to support debt repayments following the company's recent acquisitions. Moody's expects free cash flow in excess of $100 million in 2021 upon improved demand levels and realization of ongoing cost savings. This level of free cash generation will support required annual term loan amortization of about $76 million and reduce reliance on the company's asset-based facility (ABL), which is to be upsized to $250 million and be about half-drawn at closing of the acquisitions. In addition, Moody's expects First Brands to maintain adequate cushion with its financial covenants, including the term loan's net leverage covenant which is to be amended to 5x through Q1 2021 before beginning step-downs. Important to First Brands' liquidity is its factoring relationships with its primary customers, specifically large automotive retailers. First Brands factors about $160 million of customer accounts receivables which are accounted for as true sales. Moody's views these amounts as a potential financing requirement given their recurring nature and their customer importance. If the market for the factored accounts receivables were to be disrupted, a combination of renegotiated terms and/or alternative financing could be required to support liquidity needs. There is an elevated governance and key man risk -- as First Brands' CEO maintains full ownership of the company. The CEO had previously controlled Crowne Group, LLC and maintained control of Crowne's OE business following the 2018 separation with Trico. However, the CEO no longer maintains ownership in those OE businesses, thus allowing for full managerial resources to be focused on First Brands. Given the sole ownership structure of First Brands, event risk remains heightened as the company continues an active inorganic growth strategy and execution risk grows as the company diversifies and increases in scale. As a primarily aftermarket automotive supplier, Trico's environmental risk exposure is viewed as manageable although longer-term trends towards more electrified vehicles will certainly pressure volumes on several Trico products including oil filters and fuel pumps. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The stable outlook reflects Moody's expectation for First Brands to continue to pursue operating efficiencies to sustain an EBITA margin in the mid-teens range and sustain leverage below 6x debt/EBITDA. The ratings could be upgraded if First Brands demonstrates consistent organic revenue gains across its product categories and an ability to sustain its realized costs savings and synergies. Metrics that could support an upgrade include free cash flow to debt approaching 7%, debt/EBITDA sustained below 5x, and EBITA/interest expense above 2.25x. The ratings could be downgraded if First Brands' margin profile deteriorates should demand pressures persist longer than anticipated or an inability to maintain cost savings in its reported results. Metrics that could indicate pressure on the rating include free cash flow to debt below 3%, debt/EBITDA above 7x and EBITA/interest expense sustained below 1.25x. The principal methodology used in these ratings was Automotive Supplier Methodology published in January 2020. First Brands Group, LLC, headquartered in Cleveland, OH, is a leading manufacturer and distributor of primarily aftermarket component parts for the automotive and other industrial equipment markets. The company's products include wipers, air and oil filters, water and fuel pumps, brake drums and rotors, spark plugs and gas springs. Pro forma revenue inclusive of all acquisitions for the twelve months ending March 2020 was about $2.2 billion. TRUE RELIGION: Unsecured Creditors to Get Full Payment in Plan -------------------------------------------------------------- True Religion Apparel, Inc. and certain of its affiliated debtors filed with the United States Bankruptcy Court for the District of Delaware a Joint Chapter 11 Plan of Reorganization and a Disclosure Statement on June 16, 2020. In connection with the Prepetition ABL Credit Agreement, the Debtors entered into that certain Copyright Security Agreement, Patent Security Agreement, and Trademark Security Agreement, each dated as of November 15, 2019 (as amended, restated, amended and restated, waived, supplemented, or otherwise modified from time to time, collectively, the "Prepetition ABL Security Agreements"), by and between the Debtors, as grantors, and the Prepetition ABL Agent, as collateral agent for the Prepetition ABL Secured Parties. Class 6 General Unsecured Claims will receive distributions of cash from the avoidance actions trust pursuant to the terms of the Plan and the Avoidance Actions Trust Agreement. Class 7: Equity Interests in TRLG Intermediate Holdings, LLC, will be cancelled and discharged. Holders of Class 7 Equity Interests will not receive a Distribution on account of such Interests. The New ABL Facility will provide, as of the Effective Date, sufficient funding or deemed funding, together with Exit Term Facility and the Debtors' cash on hand, to satisfy any DIP ABL Facility Claims and obligations required to be paid in Cash on the Effective Date of the Plan in full. The Reorganized Debtors will be authorized to enter into the Exit Term Facility on the Effective Date. The Confirmation Order will be deemed approval of the Exit Term Facility and the Exit Term Loan Credit Documents, and all transactions contemplated thereby, and authorization of all actions to be taken, undertakings to be made, and obligations to be incurred by the Reorganized Debtors in connection therewith. Except as otherwise provided in the Plan or the Confirmation Order, all Cash necessary for the Reorganized Debtors to make payments required pursuant to the Plan will be obtained from the Exit Term Facility, New ABL Facility and the Reorganized Debtors’ Cash balances, including Cash from operations. Cash payments to be made pursuant to the Plan will be made by the Reorganized Debtors. A full-text copy of the Disclosure Statement dated June 16, 2020, is available at https://tinyurl.com/yajxltf2 from PacerMonitor at no charge. Counsel for the Debtors: COLE SCHOTZ P.C. Justin R. Alberto 500 Delaware Avenue, Suite 1410 Wilmington, Delaware 19801 Telephone: (302) 652-3131 E-mail: jalberto@coleschotz.com – and – Seth Van Aalten 1325 Avenue of the Americas, 19th Floor New York, New York 10019 Telephone: (212) 752-8000 E-mail: svanaalten@coleschotz.com 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.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. The 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. TRUVI COMMERCE: Case Summary & 7 Unsecured Creditors ---------------------------------------------------- Debtor: Truvi Commerce 2 Wesley Court Napa, CA 94558 Business Description: Truvi Commerce -- http://www.truvicommerce.com-- is a cloud- based multi-channel technology platform that enables direct-to-consumer (DTC) sales for wineries and wine retailers. Clients use the software to manage their businesses across multiple sales channels, including web, mobile, wine club, and tasting room; all with a single view of the customer. Chapter 11 Petition Date: July 16, 2020 Court: United States Bankruptcy Court Northern District of California Case No.: 20-10409 Judge: Hon. Roger L. Efremsky Debtor's Counsel: Douglas B. Provencher, Esq. PROVENCHER & FLATT LLP 823 Sonoma Avenue Santa Rosa, CA 95404 Tel: 707 284-2380 Email: dbp@provlaw.com Total Assets: $117,652 Total Liabilities: $3,239,441 The petition was signed by Karin Ballestrazze, president. A copy of the petition containing, among other items, a list of the Debtor's seven unsecured creditors is available for free at PacerMonitor.com at: https://is.gd/K0c3jP UNIQUE TOOL: Unsecureds to Get Full Payment in Committee's Plan --------------------------------------------------------------- The Official Committee of Unsecured Creditors appointed in the Unique Tool & Manufacturing Co., Inc. bankruptcy case, jointly with Waterford Bank, N.A. and Richardo I. Kilpatrick, in his role as Chapter 11 Trustee in the Unique bankruptcy case ("Chapter 11 Trustee") filed a Joint Plan of Liquidation for the resolution of claims against debtor Unique and Althaus Family Investors LTD. The Committee believes that Unique's Bankruptcy Estate may have valuable avoidance actions against Grand Mill Funding Corporation and National Funding, Inc. Additionally, it appears highly likely that Grand Mill Funding Corporation's asserted security interest is wholly unperfected and, even if unperfected, wholly underwater. The Committee has only conducted very preliminary reviews of these Avoidance Actions and has not reviewed potential defenses. The recoverable amounts may be considerably less, but the estimated receipts during the 90-day preference period may also be understated. The Debtors' bankruptcy estates additionally have potential avoidance claims against all other creditors that received payments within 90 days before the Petition Date (one year for insiders) and may have fraudulent transfer claims as well. All such avoidance actions are retained under the Plan. Under the Plan, avoidance cctions against Waterford are waived. The Debtors' business functions will be performed by the Chapter 11 Trustee and his designees. The Chapter 11 Trustee may enforce the terms of its current subleases and Unique's lease with AFI, and may enter into new leases as the Chapter 11 Trustee deems advisable. The liquidation of all assets will also occur under the direction of the Chapter 11 Trustee, except that some rights and Causes of Action are reserved to the Committee. The Chapter 11 Trustee will sell the Facility for the highest price obtainable. Because Toledo Tool is expected to take up to six months to remove the 1400-ton press and fill the pits, and because the Facility is more difficult to market without that work being completed, the Plan provides that the Chapter 11 Trustee may not sell the Facility until one month after Toledo Tool has fully removed the 1400-ton press unless (i) the sale price is at least $5.9 million or (ii) each of the Plan Proponents agrees to the sale. Once that strike price period expires, the Chapter 11 Trustee may sell the Facility for the best possible price in his business judgment without restrictions. The Plan sets a target for a sale within 120 days after Toledo Tool completes the press removal. If no sale has occurred within the 120-day time frame, the Chapter 11 Trustee may sell the Facility at auction. Unique will, within 45 days of the Agreement, propose a feasible Plan that provides for payment in full of all allowed general unsecured claims, without interest, over a period of time not to exceed 66 months from the petition date, and which include interim payments to Unsecured Creditors in an amount sufficient to pay an annual distribution of no less than 10% of their respective Unsecured Claims during the repayment period. UTM would, within two months of approval by the Court, propose a feasible Plan that provides for payment in full of all allowed general unsecured claims of UTM without interest, over a period of time not to exceed 66 months from the Petition Date, and which will include interim payments to Unsecured Creditors in an amount sufficient to pay an annual distribution of no less than 10% of their respective Unsecured Claims during the repayment period. The Debtor only has one unsecured creditor: Chemical Bank. Chemical Bank filed a claim in this case for $495,532. This claim is based upon the Debtor guaranteeing a loan made to UTM. At present, based upon payments made to Chemical Bank in the UTM bankruptcy case, Chemical Bank claimed is it owed approximately $403,545. It is anticipated that proceeds received from the sale of the 1400 ton Verson press will be first paid to Chemical Bank to satisfy its remaining claim against UTM and that those proceeds remaining will be then be paid to Waterford to reduce its claim against UTM. In its proposed Plan, it is the Debtor’s intent to reorganize as a going concern. The Debtor intends to utilize income generated from lease agreements to pay creditors according to the terms of its proposed Plan. A full-text copy of the Disclosure Statement dated June 12, 2020, is available at https://tinyurl.com/y9yc2twb from PacerMonitor at no charge. Attorney for Committee: WERNETTE HEILMAN PLLC Ryan D. Heilman 40900 Woodward Ave., Ste. 111 Bloomfield Hills, MI 48304 Telephone: (248) 835-4745 E-mail: ryan@wernetteheilman.com About Unique Tool & Manufacturing Unique Tool & Manufacturing Co., Inc. -- http://www.uniquetool.com/ -- is a custom metal stamping company formed in 1963, which supplies stampings to the satellite, communications, electrical, appliance, refrigeration and automotive industries throughout the United States, Canada and Mexico. It specializes in tool and die manufacturing, brazing, welding, plating and more.Unique Tool & Manufacturing sought Chapter 11 protection (Bankr. N.D. Ohio Case No. 19-32356) on July 26, 2019. At the time of the filing, the Debtor estimated up to $50,000 in assets and $1 million to $10 million in liabilities. The Hon. Mary Ann Whipple is the case judge. Diller and Rice, LLC, is the Debtor's legal counsel. The U.S. Trustee for Region 9 appointed a committee of unsecured creditors on Sept. 5, 2019. The Creditors' Committee retained Wernette Heilman PLLC as its legal counsel. VISITING NURSE: Selling Hospice & Home Health Assets ---------------------------------------------------- Visiting Nurse Association of the Inland Counties asks the U.S. Bankruptcy Court for the Central District of California to authorize (i) the sale of its hospice businesses assets to Bristol Hospice L.L.C. or its nominee pursuant to their Asset Purchase Agreement dated April 24, 2020 for $7.1 million, subject to overbid; (ii) the sale of substantially all their home health businesses assets to HealthSure Management Services, LLC ("HMS") pursuant to their Asset Purchase Agreement for (i) a forfeiture of $300,000 of HMS' administrative claim, and (ii) a forfeiture of $400,000 of HMS' pre-petition general unsecured claim, subject to overbid. The Debtor is a not-for-profit home health services organization serving Riverside and San Bernardino Counties. It provides home health and hospice care services to the government, industry, institutions, individuals, associations and organizations, and provides products and related services. The Debtor currently provides in-home services to approximately 165 patients. HMS is currently serving as the Debtor's manager pursuant to a management agreement approved by the Court on Feb. 25, 2020. Following a review of strategic alternatives for its business, the Debtor, in consultation with its advisors, determined that maximizing the value of its estate is best accomplished through an orderly sale, free and clear of liabilities, of the Debtor's Hospice Assets and Home Health Assets. Since January 2019, the Debtor, its finders and its advisors have been engaged in a marketing efforts designed to encourage bids for a transaction pursuant to which all or a portion of the Debtor's assets would be sold generating funds for creditors of the estate. To date, several parties have expressed an interest in purchasing the Debtor's Hospice Assets and Home Health Assets. In the exercise of its business judgment, the Debtor has entered into (i) the Hospice Asset Agreement for the sale of the Hospice Assets and (ii) the Home Health Asset Purchase Agreement for the sale of the Home Health Assets. Each of these Asset Purchase Agreements are "stalking horse" purchase offers subject to higher and better bids pursuant to the procedures set forth in the Bidding Procedures Motion. The Debtor believes that the sale of the Hospice Assets and the Home Health Assets presents the best opportunity for the Debtor to maximize value for its estate, its stakeholders, and parties in interest. The Debtor asks entry of an order (1) approving the Hospice Sale free and clear of any and all Encumbrances to Bristol pursuant to the Hospice Asset Purchase Agreement or, alternatively, to the other successful bidder(s) pursuant to the applicable agreement(s) with such other successful bidder(s) entered into in accordance with the Bid Procedures, free and clear of all liens, claims, encumbrances or other interests; (2) authorizing payment of undisputed liens and any other ordinary costs in connection with the Hospice Sale; (3) approving the Home Health Sale free and clear of any and all Encumbrances to HMS pursuant to the Home Health Asset Purchase Agreement or, alternatively, to the other successful bidder(s) pursuant to the applicable agreement(s) with such other successful bidder(s) entered into in accordance with the Bid Procedures, free and clear of all liens, claims, encumbrances or other interests; (4) authorizing payment of ordinary costs in connection with the Home Health Sale; (5) assuming and assigning certain executory contracts and unexpired leases; (6) rejecting certain executory contracts and unexpired leases effective upon the close of the Sales; and (7) approving the modifications to the HMS Management Agreement as set forth in the proposed Addendum. The material terms of the Hospice Sale under the Hospice Asset Purchase Agreement are: a. Purchase Price: The consideration to be paid at the Closing for the Hospice Assets consist of (i) an amount equal to $7.1 million (minus the $355,000 deposit); and (ii) the Assumed Liabilities. b. Purchased Assets: The Debtor's rights, title and interest in certain assets relating to Hospice Business. The salient terms of the Home Health Asset Purchase Agreement are: a. Consideration: a forfeiture of $300,000 of HMS' administrative claim and a forfeiture of $400,000 of HMS' pre-petition general unsecured claim b. Deposit amount: none c. Assets to be purchased: The Home Health Assets included certain contracts that are assume and assigned, all licenses, provider numbers and provider agreements, all accreditations related to the health care business, all home health care permits, all home health care books and records. d. Continuing Management During Wind Down: If it is the Successful Bidder, HMS will continue to manage the Debtor pursuant to the Management Agreement approved by the Court on Feb. 25, 2019, but with certain modifications to the Management Agreement. Specifically, HMS will assist the Debtor with the collection of the accounts receivable due to the Debtor after the closing of the sale based upon a modified fee schedule. On Feb. 7, 2019, the Court entered an order authorizing the employment of American HealthCare Capital ("AHC") as the Debtor's finder. In January 2019, AHC began marketing the Debtor's assets for sale and continues to market its assets for sale. AHC has been contacted by 140 potential buyers, provided access to 25-30 potential buyers teams (which was 7 potential buyers) to the Debtor's data access room, and received 4 letters of intent. Based on the nature of the hospice and home health business, the letters of intent received thus far, and the significant length of time of AHC's marketing efforts, the Debtor believes that the proposed Sales to Bristol and HMS, with the opportunity for overbidding, is in the best interest of the Debtor's creditors and will result in the highest and best recovery for the Estate. The Debtor asks to sell the Hospice Assets and the Home Health Assets free and clear of any and all liens, claims, and interests. The Debtor conducted a search of public records with the California and Delaware Secretary of State, which revealed these UCC filings: (i) CMS/Medicare (right of recoupment) - $1,257,921; (ii) IRS, 18-7649041959 - $2,612,694; (iii) Cisco, 10-7254288259 - $472; (iv) Element Financial, 15-7479535692 - $70,000; (v) Element Financial, 15-7501441038 - unknown; (vi) Navitas Lease, 16-7510799318 - $41,272; (vii) Midland State Bank, 16-7531374441 - $25,000; (viii) Berger Foundation, 16-7531909152 - $3,817,471; (ix) EDD, multiple liens recorded - $820,842; (x) Simione 16-7533431487 - $1,979,786; (xi) Konica Minolta, 17-7577711912- $26,144; and (xii) HealthcareFirst, Inc., 18-7680191162 - $410,525. The Debtor proposes to pay certain liens, or portions thereof, from the Sale proceeds with unpaid liens either attaching to the Sale proceeds -- excluding the lien of HealthcareFirst which is void -- or remaining secured against certain personal property that the Debtor is not selling. The Debtor proposes the following treatment and payment upon the Closing of these liens: (i) Cost of sal, $355,000 - to be paid in full from sale proceeds; (ii) CMS/Medicare, $1,257,921 - to be paid in full from sale proceeds; (iii) Cisco, $472 - to be paid in full from sale proceeds; (iv) Element Financial, $0 -collateral will not be sold; creditor to retain lien; (v) Element Financial, $0 - collateral will not be sold; creditor to retain lien; (vi) IRS, $2,610,559 - to be paid in full from sale proceeds; (vii) Berger Foundation, $4,677,686 - to be paid in full from sale proceeds; (viii) EDD, $820,842 - to be paid in full, but over 6 months; (ix) Simione, $0 - Lien is disputed, lien will attach to sale proceeds and other assets of the Debtor secured per UCC-1; (x) Navitas, $41,272 - to be paid in full from sale proceeds; (xi) Midland State Bank, $54,882 - to be paid, but only to the extent assets sold; and (xii) Konica Minolta, $0 - to be paid, but only to the extent assets sold. The California Attorney General is reviewing documents produced by the Debtor and attempting to determine if a sale is appropriate. The Debtor hopes to have approval from the State of California before the sale hearing. The Debtor does not expect there to be any capital gains taxes from the proposed Sales because the Debtor is a non-profit company and no gain from the sale will be realized. All rights, however, are reserved by the IRS on this issue. On May 20, 2020, the Court approved bidding procedures. The Sales will be conducted according to the order on the Bidding Procedure Motion, unless subsequently modified by the Court. The Debtor has identified certain executory contracts related to the Hospice Assets and the Home Health Assets ("Mixed-Use Contracts") that it will assume and assign to Bristol and HMS. Upon entry of an order approving the Sales, the Mixed-Use Contracts will be duplicated, and only the Mixed-Use Contracts pertaining to the Hospice Assets will be assigned to Bristol, and only the Mixed-Use Contracts relating to the Home Health Assets will be assigned to HMS. For avoidance of doubt, following assignment of the Mixed-Use Contracts, the applicable Mixed-Use Contracts counterparty will have one contract with Bristol related to the Hospice Assets and one contract with HMS related to Home Health Assets. Exhibits C and E are the Debtor's executory contracts and unexpired leases to be assumed and assigned to Bristol and HMS, respectively, including Mixed-Use Contracts. The Debtor proposes the pay the following from the sale proceeds and, in the case of the EDD, the receivables due to the Debtor after the sale closes: (i) Cisco, $472 - to be paid in full; (ii) IRS, $2,612,694 - to be paid in full from sale proceeds; (iii) CMS, $1,257,921 - to be paid in full from sale proceeds; (iv) EDD, $820,842 - to be paid in full, but over 6 months; (v) Navitas, $41,272 - to be paid in full; and (vi) Midland State Bank, $54,882 - to be paid in full. The Debtor does not dispute the validity or extent of these liens and believes it is appropriate to pay these lienholders in full from the Sales proceeds and the receivables collected after the Sale close. As such, the Debtor asks the Court authorize payments of these liens after the Sales close and without the need for further order of the Court. Finally, the Debtor asks that the Court waives the stay imposed by Rule 6004(h). A hearing on the Motion is set for June 30, 2020 at 12:00 p.m. A copy of the Agreements is available at https://tinyurl.com/ycblgurb from PacerMonitor.com free of charge. About Visiting Nurse Association of the Inland Counties Visiting Nurse Association of the Inland Counties -- http://www.vnacalifornia.org/-- is a not-for-profit organization that provides health, palliative and hospice services when in-home care is needed or preferred. It offers a full continuum of care for patients, including home health, hospice and bereavement services. The company is headquartered in Riverside, California, with patient care centers in Palm Desert and Murrieta. Visiting Nurse Association of the Inland Counties sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-16908) on Aug. 15, 2018. In the petition signed by Bruce Gordon, corporate controller, the Debtor was estimated to have assets of $1 million to $10 million and liabilities of $10 million to $50 million. Judge Mark D. Houle oversees the case. Weiland Golden Goodrich LLP is the Debtor's legal counsel. On Sept. 13, 2018, the U.S. trustee appointed Jerry Seelig as patient care ombudsman in the Debtor's case. The PCO tapped Perkins Coie LLP as his legal counsel. On Sept. 19, 2018, the Office of the U.S. Trustee appointed a committee of unsecured creditors. The committee retained Marshack Hays LLP as counsel. W133 OWNER: Case Summary & 11 Unsecured Creditors ------------------------------------------------- Debtor: W133 Owner LLC 884 Eastern Parkway Brooklyn, NY 11213 Business Description: W133 Owner LLC is primarily engaged in renting and leasing real estate properties. Chapter 11 Petition Date: July 16, 2020 Court: United States Bankruptcy Court Eastern District of New York Case No.: 20-42637 Debtor's Counsel: Bruce Weiner, Esq. ROSENBERG MUSSO & WEINER, LLP 26 Court Street Suite 2211 Brooklyn, NY 11242 Tel: 718-855-6840 E-mail: courts@nybankruptcy.net Estimated Assets: $0 to $50,000 Estimated Liabilities: $10 million to $50 million The petition was signed by Levi Balkany, sole member. A copy of the petition containing, among other items, a list of the Debtor's 11 unsecured creditors is available for free at PacerMonitor.com at: https://is.gd/maJW4n WANSDOWN PROPERTIES: July 16 Plan & Disclosure Hearing Set ---------------------------------------------------------- Debtor Wansdown Properties Corporation N.V. filed with the U.S. Bankruptcy Court for the Southern District of New York an application seeking, inter alia, entry of an order preliminarily approving the Disclosure Statement for Second Amended Chapter 11 Plan of the Debtor dated June 9, 2020. On June 16, 2020, Judge Stuart M. Bernstein granted the application and ordered that: * The Disclosure Statement is preliminarily approved pursuant to Section 1125 of the Bankruptcy Code as containing adequate information. * July 16, 2020 at 10:00 a.m., at the United States Courthouse for the Southern District of New York, One Bowling Green, New York, New York 10004 is the combined hearing to consider final approval of the Disclosure Statement and confirmation of the Plan. * July 9, 2020, is the deadline to file all objections to final approval of the Disclosure Statement and confirmation of the Plan. * July 9, 2020, is the deadline to file ballots for accepting or rejecting the Plan. * The Debtor be, and is, authorized and empowered to take such steps and perform such acts as may be necessary to implement and effectuate the terms of this Order. A copy of the order dated June 16, 2020, is available at https://tinyurl.com/y8ewdl44 from PacerMonitor.com at no charge. About Wansdown Properties Wansdown Properties Corporation, N.V.'s primary asset is a seven-story townhouse located at 29 Beekman Place, New York, New York. It was incorporated in 1979 under the laws of Curacao,in accordance with Article 38 of the Commercial Code of the Netherlands Antilles and continues to exist under the laws of the Netherland Antilles. Wansdown Properties was formed as a holding company to own and manage the Property for an affluent individual who deceased in January 2016. Wansdown Properties Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 19-13223) on Oct. 8, 2019. At the time of the filing, the Debtor was estimated to have assets of between $10 million and $50 million and liabilities of the same range. The case is assigned to Judge Stuart M. Bernstein. Counsel for the Debtor: Paul A. Rubin Hanh V. Huynh RUBIN LLC 345 Seventh Avenue, 21st Floor New York, New York 10001 Tel: 212.390.8054 Fax: 212.390.8064 E-mail: prubin@rubinlawllc.com hhuynh@rubinlawllc.com WINDSTREAM HOLDINGS: PwC LLP Raises Going Concern Doubt ------------------------------------------------------- Windstream Holdings, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $3,158 million on $5,115 million of total revenues and sales for the year ended Dec. 31, 2019, compared to a net loss of $723 million on $5,713 million of total revenues and sales for the year ended in 2018. The audit report of PricewaterhouseCoopers LLP states that the Company has defaulted on its debt and master lease agreements and filed for voluntary reorganization under Chapter 11 of the U.S. Bankruptcy Code on February 25, 2019, which raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2019, showed total assets of $9,889 million, total liabilities of $11,963 million, and a total shareholders' deficit of $2,074 million. A copy of the Form 10-K is available at: https://is.gd/nLduRU Windstream Holdings, Inc., provides network communications and technology solutions in the United States. The company was incorporated in 2013 and is based in Little Rock, Arkansas. On February 25, 2019, Windstream Holdings, along with its 202 affiliates, filed a voluntary petition for reorganization under Chapter 11 in the U.S. Bankruptcy Court for the Southern District of New York. WINDSTREAM SERVICES: PwC LLP Raises Going Concern Doubt ------------------------------------------------------- Windstream Services, LLC filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $3,156 million on $5,115 million of total revenues and sales for the year ended Dec. 31, 2019, compared to a net loss of $722 million on $5,713 million of total revenues and sales for the year ended in 2018. The audit report of PricewaterhouseCoopers LLP states that the Company has defaulted on its debt and master lease agreements and filed for voluntary reorganization under Chapter 11 of the U.S. Bankruptcy Code on February 25, 2019, which raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2019, showed total assets of $9,889 million, total liabilities of $11,963 million, and a total member deficit of $2,074 million. A copy of the Form 10-K is available at: https://is.gd/nLduRU Windstream Services, LLC provides networking solution. The Company offers hybrid networking, cloud connect, internet, fixed wireless, and LAN services, as well as designs, builds, and manages network and communications solutions. The Company is based in Little Rock, Arkansas. [*] Safeer Named Managing Director at Newpoint ---------------------------------------------- Newpoint Advisors Corporation, a financial consulting firm dedicated to improving troubled and underperforming businesses, said David Safeer, a cash flow consultant with more than 20 years of experience, has been named Managing Director of the Salt Lake City office. "We are delighted to have David on our team," said Newpoint Advisors President Ken Yager. "David knows that a strong cash flow model is fundamental to helping businesses that are in trouble find a way to survive and recover." "Newpoint owns an interesting niche in the turnaround business -- focusing on smaller businesses," said Safeer. "I really like the firm’s structured approach, which is focused on saving businesses and saving jobs." Safeer earned his International Master of Business Administration from Thunderbird School of Global Management after he graduated from State University of New York, Buffalo. He has a certificate in Achieving Outstanding Performance in International Business Management from INSEAD in Fontainebleau, France. Safeer speaks fluent Spanish and Portuguese, working seamlessly with companies that need the additional language support. He is a Six Sigma Greenbelt Certified and a QuickBooks Advisor. He is a Certified Life Coach, helping him work with the very real human and emotional aspects of every turnaround. Newpoint Advisors Corporation -- https://newpointadvisors.us/ -- is a financial consulting firm dedicated to improving troubled and financially underperforming businesses with revenues of $1 million and $50 million and/or credits of less than $10 million. Founded in 2013, the company has offices in offices in more than a dozen major cities across the United States and Canada. [^] BOOK REVIEW: BOARD GAMES - Changing Shape of Corporate Power ---------------------------------------------------------------- Authors: Arthur Fleischer, Jr., Geoffrey C. Hazard, Jr., and Miriam Z. Klipper Publisher: Beard Books Softcover: 248 pages List Price: $34.95 Order your personal copy today at http://www.amazon.com/exec/obidos/ASIN/1587981629/internetbankrupt A ruling by the Delaware Supreme Court on January 29, 1985 was a wake-up call to directors of U. S. corporations. On this date, overruling a lower court decision, the Delaware Supreme Court ruled that the nine board members of Chicago company Trans Union Corporation were "guilty of breaching their duty to the company's shareholders." What the board members had done was agree to sell Trans Union without a satisfactory review of its value. The guilty board members were ordered by the Court to pay "the difference between the per share selling price and the 'real' market value of the company's shares." Needless to say, the nine Trans Union directors were shocked at the guilt verdict and the punishment. The chairman of the board, Jerome Van Gorkom, was a lawyer and a CPA who was also a board member of other large, respected corporations. For the most part, it was he who had put together the terms of the potential sale, including setting value of the company's stock at $55.00 even though it was trading at about $38.00 per share. News of the possible sale immediately drove the stock up to $51.50 per share, and was commented on favorably in a "New York Times" business article. Still, Van Gorkom and the other directors were found guilty of breaching their duty, and ordered by Delaware's highest court to pay a sum to injured parties that would be financially ruinous. This was clearly more than board members of the Trans Union Corporation or any other corporation had ever bargained for. It was more than board members had ever conceived was possible without evidence of fraud or graft. The three authors are all attorneys who have worked at the highest levels of the legal field, business, and government. Fleischer is the senior partner of the law firm Fried, Frank, Harris, Schriver & Jacobson at the head of its mergers and acquisitions department. He's also the author of the textbook "Takeover Defenses" which is in its 6th edition. Hazard is a Professor of Law and former reporter for the American Bar Association's special committee on the lawyers' ethics code; while Klipper has been a New York assistant district attorney prosecuting corporate and financial fraud, and also a corporate attorney on Wall Street. Using the Trans Union Corporation case as a watershed event for members of boards of directors, the highly-experienced legal professionals lay out the new ground rules for board members. In laying out the circumstances and facts of a number of cases; keen, concise analyses of these; and finding where and how board members went wrong, the authors provide guidance for corporate directors, top executives, and corporate and private business attorneys on issues, processes, and decisions of critical importance to them. Household International, Union Carbide, Gelco Corp., Revlon, SCM, and Freuhauf are other major corporations whose merger-and-acquisitions activities resulted in court cases that the authors study to the benefit of readers. The Boards of Directors of these as well as Trans Union and their positions with other companies are listed in the appendix. Many other corporations and their board members are also referred to in the text. With respect to each of the cases it deals with, BOARD GAMES outlines the business environment, identifies important individuals, analyzes decisions, and discusses considerations regarding laws, government regulations, and corporate practice. In all of this, however, given the exceptional legal background of the three authors, the book recurringly brings into the picture the legalities applying to the activities and decisions of board members and in many instances, court rulings on these. Passages from court transcripts are occasionally recorded and commented on. Elsewhere, legal terms and concepts -- e. g., "gross nonattendance" -- are defined as much as they can be. In one place, the authors discuss six levels of responsibility for board members from "assure proper result" through negligence up to fraud. Without being overly technical, the authors' legal experience and guidance is continually in the forefront. Needless to say, with this, BOARD GAMES is a work of importance to board members and others with the responsibility of overseeing and running corporations in the present-day, post-Enron business environment where shareholders and government officials are scrutinizing their behavior and decisions. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2020. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***