/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/210112.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, January 12, 2021, Vol. 25, No. 11 Headlines 2018 BLUE ISLAND: Hires Clark Hill as Counsel 60 91ST STREET: Unsecureds to Recover 52% to 100% in Trustee Plan ADAM S. DASH: Proposes a Sale of Miami Beach Property for $970K ADEPTUS HEALTH: Files for Chapter 7 Bankruptcy Protection ALDRICH PUMP: Asbestos Commitee Taps Gilbert LLP as Special Counsel ALPHA ENTERTAINMENT: Looks to Secure $572K From Ex-Commissioner AMERICAN PURCHASING: Seeks to Hire Tiger Capital as Auctioneer AMERICAN PURCHASING: U.S. Trustee Unable to Appoint Committee APACHE CORP: Planned Restructuring No Impact on Moody's Ba1 Rating APPROACH RESOURCES: Liquidating Plan Declared Effective AVANOS MEDICAL: S&P Withdraws 'BB-' Long-Term Issuer Credit Rating BAY INN: Seeks Approval to Hire Jubilee Accounting BED BATH & BEYOND: To Close 43 Stores in 2021 BENEVIS CORP: Gastelum Suit Remanded to State Court BLUEROCK ENERGY: Seeks to Hire Barclay Damon as Legal Counsel BM318 LLC: Feb. 10 Plan Confirmation Hearing Set BOSTON SCIENTIFIC: Egan-Jones Cuts Senior Unsec. Ratings to BB+ BOY SCOUTS: Potter Anderson, Bradley Advise Methodist Churches BRADLEY INVESTMENTS: Court Confirms Reorganization Plan BRIGHT MOUNTAIN: Gregory Peters Steps Down as President, COO BURGER BOSSCO: S&P Downgrades ICR to 'SD' on Recapitalization CACHET FINANCIAL: Class Action Unsecureds to Split $2M in Plan CAESARS ENTERTAINMENT: Egan-Jones Cuts Sr. Unsec. Ratings to CCC CAESARS HOLDINGS: Egan-Jones Cuts LC Senior Unsec. Rating to CCC CARMAX INCORPORATED: Egan-Jones Hikes Sr. Unsecured Ratings to BB CATHEDRAL HOTEL: Seeks to Hire Hilco Real Estate as Appraiser CELLA III: Failed to Prove Breach of Lease By EJGH CFO MGMT: Trustee's $3.2M Sale of Double Droptine Ranch Approved CHANGE HEALTHCARE: S&P Places 'B+' ICR on CreditWatch Positive CHARLES RIVER: Egan-Jones Hikes Senior Unsecured Ratings to BB+ CLAUDE JOHN THOMPSON: Raymond Buying 26.5-Acre Mason Land for $210K COLORADO GOLDFIELDS: Unsecureds to Get $34K in RPL Plan CONGOLEUM CORP: Court Denies Settlement Motion COVIA HOLDINGS: Completes Financial Restructuring, Exits Chapter 11 DEMO REALTY: Seeks to Hire Dimov Tax as Accountant DIGIPATH INC: Gets $110K Additional Loan from Existing Noteholders DILLARD'S INCORPORATED: Egan-Jones Cuts Sr. Unsec. Ratings to BB DIOCESE OF BUFFALO: Abuse Records Handed Over to Victims in Court DURA-TRAC FLOORING: U.S. Trustee Unable to Appoint Committee DWS CLOTHING: Defers Disclosures Hearing to April 15 DWS CLOTHING: Has Until April 1 to File Amended Plan & Disclosures DYNAMIC SPORTS: Jan. 26 Hearing on 100% Plan ENERGY FISHING: Unsecureds to Recover 5% from Creditor Trust ENRAMADA PROPERTIES: Hires Empire as Real Estate Agent ERIN ENERGY: Court Denies Bids for Substition and Relief ESSEX REAL: Seeks to Hire Fennemore Craig as Special Counsel EXCHANGE AVENUE: Feb. 24 Plan Confirmation Hearing Set FERRELLGAS PARTNERS: Case Summary & Unsecured Creditors FERRELLGAS PARTNERS: Files for Chapter 11 With Prepack Plan FLAME SEAL: Seeks to Hire Fuqua & Associates as Legal Counsel FORESTAR GROUP: S&P Alters Outlook to Positive, Affirms 'B' ICR FORTOVIA THERAPEUTICS: March 4 Plan Confirmation Hearing Set GARRETT MOTION: Unsec. Creditors be Paid in Full or be Reinstated GATEWAY FOUR: Trustee Taps NAI Capital as Real Estate Broker GEMINI HDPE: S&P Assigns 'BB' Rating to $600MM Term Loan B GENERAL MOLY: Equity Committee Taps Onsager Fletcher as Counsel GENERAL MOTORS: CA Remands RACER Complaint to District Court GLADSTONE INVESTMENT: Egan-Jones Cuts Sr. Unsecured Ratings to BB+ GLATFELTER CORP: GP Acquisition No Impact on Moody's Ba2 CFR GLOBAL HEALTHCARE: Appoints Clifford Neuman as Secretary GLOBAL HEALTHCARE: Buys Okla. Skilled Nursing Facility for $796,650 GREEN GROWTH: CCAA Stay Extended to March 26 GRUPO AEROMEXICO: Attendants & Pilots Reject Cost Reduction Plan GULFPORT ENERGY: Seeks to Hire PwC as Tax Consultant HARTSHORNE HOLDINGS: Private Sale of Assets to Pollard Approved HEARTWISE INCORPORATION: Seeks to Hire DTO Law as Special Counsel HERITAGE RAIL: Trustee's $33K Sale of 5 Vehicles to SLRG Approved HILCORP ENERGY I: Moody's Rates New $1BB Sr. Unsec. Notes 'Ba3' HOWARD S. COHEN: Daughter Buying Personal Property for $26K IN-SHAPE HOLDINGS: Law Firm of Russell Represents Utility Companies KETAB CORP: Unsecureds' Recovery Hiked to 41.3% After Settlement KUTTER GROUP: Seeks to Hire Bartolone Law as Legal Counsel L BRANDS: Egan-Jones Hikes Senior Unsecured Ratings to CCC- LAMAR ADVERTISING: Moody's Gives B1 Rating on New Sr. Unsec. Notes LAMAR MEDIA: S&P Rates New $550MM Senior Unsecured Notes 'BB-' LIVINGSTON MED: Gets Court Approval to Hire Special Counsel LSC COMMUNICATIONS: Flint Group Out as Committee Member MA REAL ESTATE: Gets OK to Hire Warner Norcross as Legal Counsel MAD RIVER: Seeks to Hire Finestone Hayes as Bankruptcy Counsel MANZANA CAPITAL: US Trustee Opposes Plan & Disclosure Statement MAXIMO R. SAENZ: $475K Sale of Max Plaza Property to Sherlock OK'd MCGRAW HILL: Moody's Upgrades CFR to B3 Following Refinancing MEDICAL DIAGNOSTIC: Trustee Taps Heckman & Laudeman as Accountant MIA CAPITAL: $165K Sale of 3 Chicago Properties to N&J Approved MT QUEENS PROPERTY: Unsecured Creditors Out of Money in Plan MTPC LLC: Seeks to Hire CRS Capstone as Financial Advisor MTPC LLC: Seeks to Hire Foley & Lardner as Counsel MTPC LLC: Seeks to Hire Mark Andrews of Trinity River as CRO MTPC LLC: Seeks to Hire Waller Lansden as Co-Counsel MTPC LLC: U.S. Trustee Appoints Creditors' Committee NAVISTAR INTERNATIONAL: Egan-Jones Cuts Sr. Unsec. Ratings to CCC+ NIR WEST: Bid to Confirm Absence of Automatic Stay On Lynn Denied NORTHWEST HARDWOODS: Moody's Cuts PDR to D-PD on Bankr. Filing NPC INTERNATIONAL: Cleary Gottlieb Advised Wendy's in Sale NUANCE COMMUNICATIONS: Egan-Jones Hikes Sr. Unsecured Ratings to B OPHELIA LLC: Intends to Pay Creditors 100% of their Claims PALOMAR HEALTH: Moody's Affirms Ba1 Rating on $583MM Bonds PAPPY'S SAND: Jan. 15 Hearing on Auction of Vehicles & Equipment PAPPY'S TRUCKS: Jan. 15 Hearing on Ritchie Auction of 20 Vehicles PERMIAN TANK: Acquired by New Permina Holdco, Exits Chapter 11 PERSONAL FOOT: Seeks Approval to Hire Accountant PES HOLDINGS: ICBS Has First Priority in BI Proceeds PIER 1 IMPORTS: Egan-Jones Hikes Senior Unsecured Ratings to B+ PILGRIM'S PRIDE: Egan-Jones Hikes LC Senior Unsecured Rating to B+ PREMIER PETROLEUM: $900K Sale of Horn Lake Property to Patel Okayed PRIMO FARMS: Seeks to Hire Bankruptcy Attorney REGIONAL HEALTH: Leases Powder Springs Facility to PS Operator REMARK HOLDINGS: Gets $1 Million Loan RENOVATE AMERICA: Auction Sale of All Benji Assets Set for Feb. 26 RENOVATE AMERICA: Court Okays $5 Million Stalking Horse Bid REVLON INCORPORATED: Egan-Jones Hikes Sr. Unsecured Ratings to C RWDY INC: Jan. 21 Plan Confirmation Hearing Set RWDY INC: Tailored Says Amended Plan Still Unconfirmable SERENDIPITY LABS: U.S. Trustee Unable to Appoint Committee SETEC ASTRONOMY: Feb. 16 Plan Confirmation Hearing Set SETEC ASTRONOMY: Plan to be Funded by Continued Operations SLIM DOLLAR: Deficiency Claims to Get 5% Dividend Under Plan SOUTHERN UTAH: $2.6M Award to Little Caesars Affirmed SPI ENERGY: Subsidiary Acquires Consumer Contracts of Petersen-Dean STEPHEN FARMS: Seeks to Hire Appraisal Associates as Appraiser SUNGARD AS: S&P Raises ICR to 'CCC+' on Improved Maturity Runway SUNOPTA INC: Closes Sale of Global Ingredients Business for EUR330M TAMARAC 10200: Unsecureds to Recover 9.4% to 100% in Amended Plan TAUBMAN CENTERS: Egan-Jones Withdraws BB- Senior Unsecured Ratings TAYLOR BUILDING: $110K Sale of 2017 Kenworth W900B to M and B OK'd TCMA TRUCKING: Seeks to Hire Russell Van Beusting as Attorney TECHNICAL COMMUNICATIONS: Gets Noncompliance Notice from Nasdaq TELEMACHUS LLC: Gets OK to Hire Schneider & Stone as Counsel THG PROPERTIES: Feb. 16 Plan Confirmation Hearing Set TMS INTERNATIONAL: Moody's Rates New Secured Bank Loans 'B1' TPT GLOBAL: Subsidiary Completes Deal to Acquire Rennova Divisions TRC FARMS: Arrances Buying Property in Dover for $180K TRC FARMS: January Buying 44-Acre Dover Property for $105K URBAN ONE: Moody's Gives B3 Rating on New $825MM Secured Notes URBAN ONE: S&P Upgrades ICR to 'B-' on Announced Refinancing VILLAS OF WINDMILL: Feb. 23 Disclosure Statement Hearing Set VISTAGEN THERAPEUTICS: Regains Compliance with Nasdaq Listing Rules WHITE STALLION: Seek to Hire Paul Hastings as Legal Counsel WHITING PETROLEUM: Egan-Jones Hikes Senior Unsecured Ratings to B WING SPIRIT: U.S. Trustee Unable to Appoint Committee [*] 2020 Reports Lowest Number in Bankruptcy Filings, AACER Says [*] 5 Bankrupt Restaurants Making a Comeback in 2021 [*] CAA Alters Landlord Rights Under Bankruptcy Code [*] Famous Brands That Could Disappear in 2021 [*] Impacts of Stimulus Legislation on Bankruptcy Code [^] Large Companies with Insolvent Balance Sheet ********* 2018 BLUE ISLAND: Hires Clark Hill as Counsel --------------------------------------------- 2018 Blue Island, LLC, seeks authority from the U.S. Bankruptcy Court for the Northern District of Illinois to hire Clark Hill PLC as its bankruptcy and real estate tax appeal counsel. Services Clark Hill will render are: (a) provide legal advice with respect to the Debtor's powers and duties as debtors in possession in the management of their assets; (b) provide legal advice with respect to the Debtor's obligations to taxing bodies and other government agencies; (c) pursue the sale of the Debtor's property, including, without limitation, approval of bid procedures, review and evaluation of alternative bids, negotiations with parties, administration of an auction, appearance at sale hearings; (d) provide all real estate services related to the transaction, sale, and transfer of the Debtor's assets; (e) pursue confirmation of a plan and approval of a disclosure statement; (f) prepare, on behalf of the Debtor, all necessary applications, motions, answers, orders, reports and other legal papers as required by applicable bankruptcy or non-bankruptcy law, as dictated by the demands of the case, or as required by the Court, and representing the Debtor in any hearings or proceedings related thereto; (g) appear in Court and protecting the interests of the Debtor before the Court; and (h) perform all other legal services for the Debtor which may be necessary and proper in this case. The Debtor may require the services of Clark Hill to represent the Debtor in further appealing their real estate taxes. The Debtor expects that Clark Hill will prepare and file 2020 complaints with the Board of Review, as may be in the best interest of the taxpayer, and to attend such hearings as may be held, and to submit appropriate evidence on behalf of the taxpayer. Clark Hill's hourly rates are: 2020 Hourly Rate 2021 Hourly Rate Kevin H. Morse $680 $695 Chad M. Poznansky $580 $620 Michael B. Bregman $415 $450 Generally, Clark Hill's hourly rates are $350-$990 per hour for attorneys and $150-$275 per hour for paralegals. Kevin H. Morse, a member of Clark Hill, attests that the firm does not hold or represent any interest adverse to the Debtor's Chapter 11 estate, and is a "disinterested person" as such term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kevin H. Morse, Esq. Michael B. Bregman, Rsq. CLARK HILL PLC 130 East Randolph Street, Suite 3900 Chicago, IL 60601 Tel: (312) 985-5595 Fax: (312) 985-5984 Email: kmorse@clarkhill.com mbregman@clarkhill.com About 2018 Blue Island 2018 Blue Island, LLC, sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 20-21563) on Dec. 15, 2020. The petition was signed by Andrew Belew, president, Better Housing Foundation, Inc., as manager. The Debtor estimated assets and liabilities in the range of $10 million to $50 million. The case is assigned to Judge Jacqueline P. Cox. The Debtor tapped Kevin H. Morse, Esq., at Clark Hill PLC, as counsel. 60 91ST STREET: Unsecureds to Recover 52% to 100% in Trustee Plan ----------------------------------------------------------------- Heidi J. Sorvino, the duly appointed chapter 11 trustee for 60 91st Street Corp., submitted a Chapter 11 Plan of Liquidation and Disclosure Statement for the resolution of claims against the Debtor's estate. The Debtor was the owner of the property located at 60 West 91st Street, New York, NY 10024 (the "Property"), which consists of a five-story building that has nine apartments, which are identifiable as units A-I. On Dec. 9, 2020, the auction for the sale of substantially all of the Debtor's assets occurred and the Chapter 11 Trustee selected Pinetree Group, Inc. as the successful bidder at the auction with a bid of $3,100,000.00. The primary objective of the Plan is to provide a mechanism to implement the liquidation of the Assets, and reconciling and fixing the claims asserted against the Debtor, and distributing the net liquidation proceeds, including the proceeds from the Sale, in conformity with the distribution scheme provided by the Bankruptcy Code and prior orders of this Court. On Nov. 23, 2020, the Chapter 11 Trustee initiated an adversary proceedings against lender 2386 Hempstead, Inc., seeking, inter alia: (1) a declaratory judgment finding the Lender’s Claims to be void as the underlying loan transaction was entered into while the Debtor was dissolved, (2) avoidance of the transfers securing the Lender’s Claims pursuant to sections 547 and 548 of the Bankruptcy Code and section 273-279 of the New York Debtor & Creditor Law, and disallowance of the Lender’s Claim under Section 502 of the Bankruptcy Code. Class 2 Lender's Secured Claims are impaired. In the event the Lender is found to have an Allowed Secured Claim, then the Lender shall receive, on the Effective Date, or as soon as reasonably practicable thereafter, payment from the Secured Claim Reserve up to the full amount of the Lender's Allowed Secured Claim, after payment of the 506(c) Carve-Out and Other Secured Claims. Class 5 General Unsecured Claims in the amount of $79,877 to $3,096,193 will recover [52-100]% of their claims. Each Holder of an Allowed General Unsecured Claim will receive a pro rata share, if any, of the General Claims Reserve. The General Claims Reserve is being funded with the Cash held in the Debtor's bank accounts as of the Effective Date and any distributions from the Secured Claims Reserve. Holders of Interests in the Debtor will be eligible to receive residual surplus proceeds from the Reserves, if any, after payment in full of the Administrative Claims, Priority Tax Claims, Professional Fee Claims, Statutory Fees, and those Claims classified in Classes 1-5. The Plan will be funded from the proceeds received from the Sale and any other Assets available to fund the Plan. A full-text copy of the Disclosure Statement dated Dec. 14, 2020, is available at https://bit.ly/2KG3aKb from PacerMonitor.com at no charge. Counsel for Heidi J. Sorvino, as the Chapter 1 Trustee: James C. Vandermark WHITE AND WILLIAMS LLP 7 Times Square, Suite 2900 New York, NY 10036 Tel: (212) 244-9500 E-mail: vandermarkj@whiteandwilliams.com Amy E. Vulpio WHITE AND WILLIAMS LLP 1650 Market Street, Suite 1800 Philadelphia, PA 19103 Tel: (215) 864-7000 E-mail: vulpioa@whiteandwilliams.com About 60 91st Street Corp. 60 91st Street Corp. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 20-10338) on Feb. 4, 2020, listing under $1 million in both assets and liabilities. Debtor has tapped Tenille Lewis, Esq., as its bankruptcy attorney. Heidi Sorvino is Debtor's Chapter 11 trustee. The Trustee is represented by White and Williams LLP. ADAM S. DASH: Proposes a Sale of Miami Beach Property for $970K --------------------------------------------------------------- Adam S. Dash asks the U.S. Bankruptcy Court for the Southern District of Florida to consider his proposed sale of the real property located at 630 79th Street, in Miami Beach, Florida, to Alberto B. Mendoza and Jon Condell for $970,000 on expedited basis. The Debtor owns four properties, one of which is secured by a mortgage in favor Bank of New York Mellon. The mortgage is being serviced by Shellpoint Mortgage Servicing. As it relates to the 630 Property, the Second Amended Plan of Reorganization Confirmation Order provides in pertinent part: Class II--The Bank of New York Mellon ("BNYM") 630 Property Secured Claim. This Class consists of the secured Claim of BNYM. BNYM's claim (POC # 4) was filed in the amount of $1,044,392. BNYM's claim is secured by a valid first priority mortgage on the 630 Property. BNYM obtained a judgment of foreclosure on Jan. 16, 2013 in the amount of $817,535. The judgment accrues interest at the rate of 4.75% per annum. On July 16, 2014, the Bankruptcy Court entered its Order Granting the Debtor's Motion to Value and Determine Secured Status of Lien on Real Property Held by Bank of America. The BNYM claim was reclassified as a secured claim in the amount of $400,190 and an unsecured claim for the balance. Commencing on the Effective Date of the Plan, the Debtor will treat the claim as a secured claim in the amount of $600,000 plus any post-petition advances BNYM made for items such as forced placed insurance and taxes will remain as negative balances in the escrow account. The Debtor will pay BNYM monthly payments in the amount of $3,313 for 264 months which includes interest at the rate of 5.25% per annum amortized over 30 years with a balloon payment for the balance due on June 1, 2037. Taxes and insurance will not be escrowed and will be the responsibility of the Debtor. BNYM will retain its lien on the 630 Property during the time the payments are made. Payments will be made at the regular payment address or such other address as required by BNYM, upon notice to the Debtor. In addition, BNYM will be granted stay relief upon confirmation so that in the event of default by the Debtor, BNYM may exercise its non-bankruptcy law rights with respect to the 630 Property. The Class is impaired. On Dec. 17, 2020, the Debtor received an offer to purchase the 630 Property for $970,000. The sale of the 630 Property is scheduled to close on Jan. 29, 2021. Shellpoint commenced a lawsuit in the circuit court of Miami Dade County alleging the Debtor defaulted on the plan obligations. The Debtor contends that Shellpoint's declaration of default was based upon its failure to abide by the terms of the Confirmation Order. Due to the pandemic, Shellpoint placed the Debtor's loan on a form of hold and only recently activated the loan so as to enable the Debtor to communicate with Shellpoint concerning the disputed amounts. Prior to the filing of the Motion, the Debtor received another offer to purchase the 630 Property. The sale ultimately did not close. On numerous occasions subsequent to the commencement of the lawsuit and between the time the Debtor received the present offer to purchase the 630 Property, the Debtor attempted to resolve the disputed amounts without success. In order to preserve the sale, the Debtor is asking the entry of a Court order (a) authorizing the sale of the property free and clear of Shellpoint and/or BNYM's interest, (b) authorizing the closing agent to pay Shellpoint and/or BNYM's claim in full as claimed by Shellpoint/BNYM, (c) directing Shellpoint to deposit the difference between the sums it claims is due from the Debtor and the sums the Debtor claims is due to Shellpoint and/or BNYM and for the Court to reserve jurisdiction to resolve any dispute concerning Shellpoint's entitlement to the disputed amounts within seven days of the closing of the sale. The $970,000 purchase price for the 630 Property far exceeds the amounts due to Shellpoint/BNYM. There are no other liens on the 630 Property and therefore no other party is affected by the relief requested or the reduction in the time. Shellpoint/BNYM was provided a copy the contract for the purchase of the 630 Property on Dec. 22, 2020 and is aware of the sale and aware of the disputed amounts. The attorneys for the Debtor conferred with the closing agent for the Jan. 29, 2021 sale of the 630 Property. The Closing agent advised the counsel that the closing agent will require a satisfaction of the BNYM claim. The Debtor estimates that a hearing on the matter will require approximately 15 minutes of the Court's time to resolve. A copy of the Contract is available at https://tinyurl.com/yya4tu7j from PacerMonitor.com free of charge Counsel for Debtor: Nicholas B. Bangos, Esq. NICHOLAS B. BANGOS, PA 2560 RCA Blvd., Suite 114 Palm Beach Gardens, FL 33410 Telephone: (561) 781-0202 E-mail: nick@nbbpa.com Adam S. Dash sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 14-13785-LMI) on Feb. 18, 2014. The Court confirmed the Debtor's Second Amended Plan of Reorganization on Aug. 5, 2015. ADEPTUS HEALTH: Files for Chapter 7 Bankruptcy Protection --------------------------------------------------------- Adeptus Health, an Irving, Texas-based operator of freestanding emergency rooms, has filed for Chapter 7 bankruptcy. Beckers Hospital Review recounts that the company filed an initial public offering in 2015, and its stock price hit $100 within a year, according to the report. However, amid a significant decline in the company's earnings, Adeptus filed for Chapter 11 bankruptcy in 2017. At that time, the company attributed the filing to strained finances as a result of rapidly expanding its facility footprint. Adeptus collaborated with New York City-based hedge fund Deerfield Management on a restructuring plan. According to the Chapter 7 petition, Deerfield is Adeptus' largest creditor with an outstanding claim of more than $209.9 million. About Adeptus Health Adeptus Health LLC -- http://www.adpt.com/-- through its subsidiaries, owns and operates hospitals and free standing emergency rooms in partnership with various healthcare providers. Lewisville, Texas-based ADPT DFW Holdings LLC and its affiliates, including Adeptus Health, Inc., and Adeptus Health LLC, each filed Chapter 11 bankruptcy petitions (Bankr. N.D. Tex. Lead Case No. 17-31432) on April 19, 2017, listing $798.7 million in total assets and $453.48 million in total debt as of Sept. 30, 2016. Norton Rose Fulbright US LLP served as the Debtors' bankruptcy counsel; FTI Consulting, Inc., was the CRO provider; and Houlihan Lokey, Inc., was the investment banker. The Creditors Committee tapped Akin Gump Strauss Hauer & Feld LLP as counsel and CohnReznick as financial advisors. The Equity Committee hired Winstead P.C. as legal counsel. Adeptus Health LLC and 61 affiliates sought Chapter 11 protection (Bankr. N.D. Tex. Case No. 20-33071) on Dec. 18, 2020. In its Dec. 18, 2020 bankruptcy petition, the company listed debts of about $278.2 million and assets of nearly $6.8 million. The Debtors' counsel: Louis R. Strubeck, Jr. Norton Rose Fulbright Us LLP E-mail: louis.strubeck@nortonrosefulbright.com ALDRICH PUMP: Asbestos Commitee Taps Gilbert LLP as Special Counsel ------------------------------------------------------------------- The official committee of asbestos personal injury claimants of Aldrich Pump LLC and Murray Boiler LLC seeks authority from the U.S. Bankruptcy Court for the Western District of North Carolina to retain Gilbert LLP as its special insurance counsel. The committee requires Gilbert to: a. analyze the Debtors' insurance policies and providing strategic advice as to the coverage potentially available to respond to asbestos claims; b. advise the committee on steps to be taken to preserve insurance coverage and maximize insurance recoveries; c. attend meetings and negotiations with the committee, representatives of the Debtors, their insurance carriers, and other parties-in-interest in these Chapter 11 Cases related to the preservation of insurance coverage; d. advise and represent the committee with respect to any insurance settlements executed prior to the commencement of these Chapter 11 Cases; e. advise and represent the committee with respect to the use of insurance coverage and insurance proceeds in connection with a plan of reorganization; f. advise and represent the committee with respect to other matters and pleadings that may be raised by insurers or that may impact insurance coverage; g. advise and represent the committee in any dispute that may arise including, but not limited to, an adversary proceeding, arbitration, or mediation related to insurance coverage; and h. assist the committee with any other insurance-related matters arising in conjunction with the formulation of a plan of reorganization and funding of a trust for the payment of asbestos claims established under plan. The primary attorneys who will represent the committee are Kami E. Quinn (whose current hourly rate is $950), Heather Frazier (whose current hourly rate is $600), and Brandon Levey (whose current hourly rate is $380). The firm's current standard hourly rates are: Partners $675 - $1,500 Of Counsel $640 Associates $290 - $600 Paralegals/Project Assistants $190 - $300 Gilbert is a "disinterested person," and does not hold or represent an interest adverse to the Debtors’ estate with respect to the matters for which Gilbert is to be employed, as required by Bankruptcy Code Section 328(c), according to court filings. The firm can be reached through: Kami E. Quinn, Esq. Gilbert LLP 700 Pennsylvania Ave. SE #400 Washington, DC 20003 Phone: +1 202-772-2200 About Aldrich Pump Aldrich Pump LLC and Murray Boiler LLC are subsidiaries of Trane Technologies, a publicly traded company. Trane Technologies is a global climate innovator that brings efficient and sustainable climate solutions to buildings, homes, and transportation. The North American headquarters of Trane Technologies, as well as the Debtors, are located in Davidson, North Carolina. Aldrich Pump and Murray Boiler sought Chapter 11 protection (Bankr. W.D.N.C. Lead Case No. 20-30608) on June 18, 2020. The Hon. Craig J. Whitley oversees the case. In the petition signed by Allan Tananbaum, chief legal officer, the Debtor was estimated to have $100 million to $500 million in both assets and liabilities. The Debtors tapped Rayburn Cooper & Durham, P.A. and Jones Day as legal counsel; Bates White, LLC, Evert Weathersby Houff, and K&L Gates, LLP as special counsel; AlixPartners, LLP as financial advisor; and Kurtzman Carson Consultants, LLC as claims and noticing agent. The Office of the U.S. Trustee appointed a committee of asbestos personal injury claimants. The asbestos committee tapped Robinson & Cole, LLP and Caplin & Drysdale, Chartered as its bankruptcy counsel. The committee also selected FTI as its financial advisor. On Oct. 14, 2020, the Court entered the order appointing Joseph W. Grier, III, as legal representative for future asbestos claimants. He tapped Orrick, Herrington & Sutcliffe LLP and Grier Wright Martinez, PA as counsel; Anderson Kill P.C., as special insurance counsel; and Ankura Consulting Group, LLC as asbestos claims consultant and financial advisor. ALPHA ENTERTAINMENT: Looks to Secure $572K From Ex-Commissioner --------------------------------------------------------------- Law360 reports that the XFL's bankrupt former corporate parent Alpha Entertainment LLC sought Thursday, Jan. 7, 2021, to secure a nearly $600,000 prejudgement remedy against ousted Commissioner Oliver Luck, arguing that its contract breach counterclaims over "problematic" player Antonio Callaway are an inevitable touchdown. In a motion filed in Connecticut federal court, Alpha Entertainment argued that it's "probable" that the court will rule in favor of its counterclaim that the former XFL commissioner violated a hiring contingency in his $5 million yearly contract that forbid players with "bad reputations." According to XFL founder Vince McMahon's Thursday, January 7, 2021, counterclaim, Luck caused the league over $572,000 in damages. About Alpha Entertainment Alpha Entertainment LLC, which does business as the "Xtreme Football League" -- https://www.alphaentllc.com/ -- is a professional American football league. The XFL kicked off with games beginning in February 2020. The XFL offered fast-paced, three-hour games with fewer play stoppages and simpler rules. The XFL featured eight teams, 46-man active rosters, and a 10-week regular season schedule, with a postseason consisting of two semifinal playoff games and a championship game. The eight XFL teams were the DC Defenders, the Dallas Renegades, the Houston Roughnecks, the Los Angeles Wildcats, the New York Guardians, the St. Louis BattleHawks, the Seattle Dragons, and the Tampa Bay Vipers. Alpha Entertainment, based in Stamford, CT, filed a Chapter 11 petition (Bankr. D. Del. Case No. 20-10940) on April 13, 2020. The Hon. Laurie Selber Silverstein oversees the case. In its petition, the Debtor was estimated to have $10 million to $50 million in both assets and liabilities. The petition was signed by John Brecker, independent manager. The Debtor hired Young Conaway Stargatt & Taylor, LLP as counsel. Donlin Recano & Company, Inc., is the claims agent and administrative advisor. AMERICAN PURCHASING: Seeks to Hire Tiger Capital as Auctioneer -------------------------------------------------------------- American Purchasing Services, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Tiger Capital Group, LLC as their auctioneer. Tiger Capital will conduct on-line auctions of the Excess Assets, located at the Debtors' Miramar, FL, Whitsett, NC and Schenectady, NY warehouses, in mid-January 2021 and, in conjunction therewith, will provide the following services: a. oversee the liquidation and disposal of the Excess Assets from the Facilities; b. determine and implement commercially reasonable advertising (including brochures, web site listings and email notices) to sell the Excess Assets; c. prepare for the sale of the Excess Assets, including gathering specifications and photographs for brochures and arranging the Excess Assets in a manner, which in the Tiger Group’s judgment is designed to enhance the net recovery on the Excess Assets; d. provide and supervise fully qualified and experienced personnel who will prepare for and sell the Excess Assets in accordance with the terms of the Engagement Letter; e. sell the Excess Assets for cash or other immediately available funds to the highest bidder(s) on an "AS IS," "WHERE IS" and "all sales are final" basis and in accordance with the terms of the Engagement Letter; f. charge and collect on behalf of the Debtors from all purchasers any purchase price together with all applicable taxes in connection therewith; g. provide such other related service deemed necessary or prudent by the Debtors and the Tiger Group under the circumstances presented; and h. provide the Debtors with reporting and reconciliation of accounting information in a form reasonably acceptable to the Debtors. Tiger Capital charges a 9 percent commission on all sales. Tiger Capital is a disinterested person as defined in 11 U.S.C. Sec. 101(14), according to court filings. The firm can be reached through: Mark P. Naughton TIGER CAPITAL GROUP, LLC 340 North Westlake Blvd., Suite 260 Westlake Village, CA 91362 E-mail: mnaughton@tigergroup.com About American Purchasing Services American Purchasing Services, LLC, which conducts business under the name American Medical Depot, is a distributor of medical, surgical, dental and laboratory supplies and equipment. It is owned 100% by American Medical Depot Holdings, LLC. American Purchasing Services and its affiliates, including DVSS Acquisition Company, LLC, AMD Pennsylvania, LLC and American Medical Depot Holdings sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 20-23495) on Dec. 11, 2020. At the time of the filing, the Debtors had estimated assets of between $10 million and $50 million and liabilities of between $50 million and $100 million. Judge Scott M. Grossman oversees the cases. The Debtors tapped Berger Singerman LLP as their legal counsel, CR3 Partners LLC as restructuring advisor, and Prime Clerk LLC as notice and claims agent. AMERICAN PURCHASING: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------- The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 cases of American Purchasing Services, LLC's affiliates -- DVSS Acquisition Company LLC, American Medical Depot Holdings and AMD Pennsylvania LLC. About American Purchasing Services American Purchasing Services, LLC, which conducts business under the name American Medical Depot, is a distributor of medical, surgical, dental and laboratory supplies and equipment. It is owned 100% by American Medical Depot Holdings, LLC. American Purchasing Services and its affiliates, including DVSS Acquisition Company, LLC, AMD Pennsylvania, LLC and American Medical Depot Holdings, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 20-23495) on Dec. 11, 2020. At the time of the filing, the Debtors had estimated assets of between $10 million and $50 million and liabilities of between $50 million and $100 million. Judge Scott M. Grossman presides over the cases. The Debtors tapped Berger Singerman LLP as their legal counsel, CR3 Partners LLC as restructuring advisor, and Prime Clerk LLC as notice and claims agent. The U.S. Trustee for Region 21 appointed an official committee of unsecured creditors in the Chapter 11 case of American Purchasing Services on Jan. 5, 2021. APACHE CORP: Planned Restructuring No Impact on Moody's Ba1 Rating ------------------------------------------------------------------ Moody's Investors Service said that Apache Corporation's (Apache, Ba1 negative) planned holding company restructuring has not affected the company's ratings or negative outlook. Apache announced that its Board of Directors authorized the company to create a holding company structure. Upon its formation, APA Corporation, the new holding company, will replace Apache Corporation as the public company and ultimate parent company. The company stated that this action is being done to modernize its operating and legal structure and to take advantage of certain benefits a holding company provides in risk management and financial and administrative flexibility. Moody's notes that having the parent company be a pure holding company with all operating assets and operations being conducted at the operating subsidiary level is more consistent with the legal structure of Apache's large exploration and production company peers, particularly those with multinational operations. But the transition to the holding company introduces structural complexity to the analysis of Apache and entails inherent risk for potential structural subordination issues. As part of the holding company restructuring, APA Corporation will acquire the Suriname and Dominican Republic subsidiaries from Apache. Apache will become a direct subsidiary of APA Corporation and will continue to hold existing assets in the U.S., subsidiaries in Egypt and the U.K., and its current economic interests in Altus Midstream Company and Altus Midstream LP. The Suriname subsidiary, with its ownership of the company's offshore discoveries there, will be an affiliate of Apache post the restructuring, with both entities being wholly owned subsidiaries of APA Corporation. Moody's expects that Apache will retain a claim on the Suriname subsidiary through the acquisition transaction between APA and Apache, and therefore Apache will retain benefits from the development of the promising asset there. This will add structural complexity, but Moody's does not expect any additional third party debt to be added or structural subordination introduced as part of this restructuring. Moody's expects that management will continue to follow the same financial policies for APA Corporation as it has been for Apache, with a focus on generating free cash flow and reducing debt. Apache Corporation is a large independent exploration and production company headquartered in Houston, Texas. The company operates in the Permian Basin in west Texas and southeastern New Mexico, with acreage spanning the Midland, Delaware and Central Basin Platform sub-basins. Core international operating areas are in Egypt and the North Sea, and an exploration program is underway in Suriname. APPROACH RESOURCES: Liquidating Plan Declared Effective ------------------------------------------------------- The Honorable Marvin Isgur on Dec. 16, 2020, entered an order confirming the Amended Joint Plan of Liquidation of Approach Resources Inc., et al. The Effective Date of the Plan occurred on December 31, 2020. All requests for payment of Administrative Expense Claims (other than Professional Fee Claims and DIP Facility Claims) must be filed and served on the Plan Administrator no later than 30 days after the Effective Date (the "Administrative Expense Claims Bar Date"). As reported in the TCR, holders of Class 4 GUC Claims totaling $92.47 million, will recover 1.84% to 1.95% under the Plan. Each unsecured creditor will receive its pro rata share of (i) the "gift reserve", following payment of all other claims and other amounts entitled to receive payment from the Gift Reserve under the Plan, and (ii) following the indefeasible payment in full of all prepetition secured claims, all remaining available cash. A copy of the Plan Confirmation Order is available at https://bit.ly/38xB11y A full-text copy of the Second Amended Joint Plan of Liquidation dated December 16, 2020, is available at https://bit.ly/2WDm1Z4 from PacerMonitor.com at no charge. Counsel for the Debtors: David M. Bennett THOMPSON & KNIGHT LLP 1722 Routh St., Suite 1500 Dallas, TX 75201 Telephone: (214) 969-1700 Facsimile: (214) 969-1751 E-mail: david.bennett@tklaw.com Demetra Liggins Anthony F. Pirraglia THOMPSON & KNIGHT LLP 811 Main Street, Suite 2500 Houston, TX 77002 Telephone: (713) 654-8111 Facsimile: (713) 654-1871 E-mail: demetra.liggins@tklaw.com E-mail: anthony.pirraglia@tklaw.com About Approach Resources Forth Worth, Texas-based Approach Resources Inc. -- https://www.approachresources.com/ -- is a publicly owned Delaware corporation. The company and its subsidiaries comprise an independent energy company focused on the exploration, development, production, and acquisition of unconventional oil and gas reserves. Their principal operations are conducted in the Midland Basin of the greater Permian Basin in West Texas. Approach Resources Inc. and its affiliates filed for Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Lead Case No. 19-36444) on Nov. 18, 2019, listing $100 million to $500 million in assets and liabilities. The petitions were signed by Sergei Krylov, chief executive officer. The Hon. Marvin Isgur is the presiding judge. The Debtors tapped Thompson & Knight LLP as legal counsel; Perella Weinberg Partners LP as investment banker; Alvarez & Marsal North America, LLC as financial advisor; KPMG US LLP as tax advisor; and Epiq Corporate Restructuring LLC as claims, noticing, and solicitation agent. AVANOS MEDICAL: S&P Withdraws 'BB-' Long-Term Issuer Credit Rating ------------------------------------------------------------------ S&P Global Ratings withdrew its 'BB-' long-term issuer credit rating on Avanos Medical Inc. at its request. At the same time, S&P withdrew its 'BB' issue-level ratings on Avanos Medical Inc. senior secured revolving facility. The issue level rating on the company's senior unsecured notes was discontinued in November 2020, upon the notes full repayment. BAY INN: Seeks Approval to Hire Jubilee Accounting -------------------------------------------------- Bay Inn & Suites of Loxley, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Jamie Doerr, CPA, of the accounting firm of Jubilee Accounting Solutions, LLC as its accountant. The professional services the Accountant shall render are: a. prepare and file tax returns and conduct tax research including contacting the Internal Revenue Service; b. perform normal accounting and other accounting services as required by the Debtor; and c. prepare and/or assist the Debtor in preparing Court ordered reports, including the United States Trustee Reports (i.e., Monthly Operating Reports and a 12 month actual/historical income & expense report with a five year projection (the "Pro Forma"), if necessary) and any documents necessary for the Debtor's disclosure statement. Compensation for the Accountant is a follows: a. A $3,000 initial retainer to be billed against at: i. An hourly rate of $1750 for services rendered by the Accountant; ii. a range of $100--$500 per hour for services rendered by accounting staff; and iii. reimbursement of out of pocket costs such as computer charges, copies and postage for the accounting services. The Accountant neither represents nor holds any interest adverse to the Debtor as Debtor-In-Possession, to its Estate, or to the Debtor’s creditors in the matters upon which it is to be engaged, according to court filings. The accountant can be reached through: Jamie Doerr, CPA Jubilee Accounting Solutions, LLC 2400A S US Highway 31 Bay Minette, AL 36507-8227 Phone: (251) 580-2740 About Bay Inn & Suites of Loxley Bay Inn & Suites of Loxley, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-07944) on October 26, 2020. At the time of the filing, Debtor disclosed assets of between $1 million to $10 million and liabilities of the same range. Buddy D. Ford, P.A. serves as the Debtor's legal counsel. BED BATH & BEYOND: To Close 43 Stores in 2021 --------------------------------------------- USA Today reports that Bed Bath & Beyond had previously shared its plans for widespread closures in July 2020 and launched its downsizing efforts by eliminating 63 stores in September 2020. In the second week of January 2021, Bed Bath & Beyond leadership lined up the next 43 stores that are closing, as part of the company's plan to liquidate 200 brick and mortar locations by 2022. The Bed Bath & Beyond closures come as part of a broader plan to trim an expansive and expensive real estate portfolio, and invest more heavily in digital sales. According to CNBC, the company's executives believe that downsizing will "generate annual cost savings of between $250 million and $350 million, excluding related one-time expenses." The 200 stores slated to close reportedly brought in roughly $1 billion in annual net sales in the 2019 fiscal year, meaning the company will need to reroute a portion of those dollars to online sales or remaining stores, which may come as a challenge. While Bed Bath & Beyond's digital sales rose 77 percent during the pandemic, the company has also more recently taken a hit in trading. On Thursday, Jan. 7, 2021, reports swirled about the company's falling stocks, which were down more than 13 percent in premarket trading. This came after leadership announced a five percent decline in sales for their third quarter, due largely to planned store closures and the sale of other assets like Cost Plus World Market. Representatives also acknowledged that "fourth-quarter sales are expected to be lower than a year earlier by a double-digit percentage," according to CNBC. The Bed Bath & Beyond branches that are closing next—by Feb. 2021, to be exact—are located in 19 states and Puerto Rico. Read on to see if your store is shutting down, and for another chain that's shrinking, check out This Legendary Chain Is Closing Over 1,000 Stores by March 2021. About Bed Bath & Beyond Bed Bath & Beyond Incorporated is an American chain of domestic merchandise retail stores. Bed Bath & Beyond operates many stores in the United States, Canada, and Mexico. Bed Bath & Beyond was founded in 1971. It is currently part of the S&P 500 and Global 1200 Indices. The company is based in Union, New Jersey. BENEVIS CORP: Gastelum Suit Remanded to State Court --------------------------------------------------- Judge G. Murray Snow of the United States District Court for the District of Arizona granted Joseph Martin Gastelum's Motion to Remand. Zion Gastelum, a two-year-old boy, died shortly after receiving dental treatment at a Kool Smiles Dental Clinic. Mr. Gastelum brought suit in state court on September 7, 2018 and assert several claims under Arizona state law: dental malpractice, negligent hiring and supervision, negligence per se, consumer fraud, aiding and abetting, and civil conspiracy. Defendants Benevis Corporation, Benevis Holding Corporation, and Benevis LLC filed voluntary petitions for relief under Chapter 11, Title 11 of the United States Code, on August 2 and 3, 2020. The Defendants removed the suit filed by Mr. Gastelum to the district court because of the pending bankruptcy proceeding. Mr. Gastelum asked the District Court to remand the suit to the state court. "State law issues not only predominate, they are the only issues in the action. As a matter of both comity and deference to the Arizona courts' unique expertise in interpreting Arizona law, remand is appropriate," said Judge Snow. "There is also not a significant degree of closeness between the bankruptcy proceeding and the instant case. This matter bears no factual relation to the bankruptcy case other than the Debtors filing for relief," he added. The case is Joseph Martin Gastelum, Plaintiff, v. Kool Smiles PC, et al., Defendants, Case No. CV-20-02152-PHX-GMS (D. Ariz.). A full-text copy of the Order, dated January 5, 2021, is available at https://tinyurl.com/y6l8ar9j from Leagle.com. About Benevis Corp. Benevis Corp. -- https://www.benevis.com/ -- provides non-clinical, business support services to dental practices in 17 states. Benevis and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 20-33918) on Aug. 2, 2020. At the time of the filing, the Debtors estimated assets of between $100 million and $500 million and liabilities of between $1 billion and $10 billion. Judge David R. Jones oversees the cases. The Debtors have tapped Jackson Walker LLP as their legal counsel, Conway MacKenzie Management Services, LLC as restructuring advisor, and Lincoln Partners Advisors, LLC as financial advisor. BLUEROCK ENERGY: Seeks to Hire Barclay Damon as Legal Counsel ------------------------------------------------------------- BlueRock Energy, Inc. seeks authority from the United States Bankruptcy Court for the Northern District of New York to hire Barclay Damon LLP as its attorneys. BlueRock requires Barclay Damon to: a. give Applicant legal advice with respect to its powers and duties as Debtor-in-Possession in the continued operation of its business and management of its property; b. prepare on behalf of your Applicant, as Debtor-in-Possession, necessary applications, answers, reports, orders, and other legal papers; and c. perform all other legal services for Applicant, as Debtor-in-Possession, which may be necessary, including but not limited to litigation services. The hourly rates charged by the firm range from $190 to $460 per hour for its attorneys and $135 to $185 per hour for paralegals. Barclay Damon received a retainer in the sum of $77,954.50 and reimbursement for filing fees in the amount of $1,717. Jeffrey Dove, Esq., a partner at Barclay Damon, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jeffrey A. Dove, Esq. Barclay Damon LLP Barclay Damon Tower 125 East Jefferson Street Syracuse, NY 13202 Telephone: (315) 413-7112 Facsimile: (315) 703-7346 Email: jdove@barclaydamon.com About BlueRock Energy, Inc. BlueRock Energy, Inc. is in the business of distributing natural gas. BlueRock Energy, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. 20-31211) on Nov. 30, 2020. The petition was signed by Philip VanHorne, president and chief executive officer. At the time of filing, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. Jeffrey A. Dove, Esq. at BARCLAY DAMON LLP represents the Debtor as counsel. BM318 LLC: Feb. 10 Plan Confirmation Hearing Set ------------------------------------------------ BM318, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Texas a Second Amended Disclosure Statement for the Plan of Reorganization dated Nov. 19, 2020. On Jan. 5, 2021, Judge Mark X. Mullin approved the Second Amended Disclosure Statement and ordered that: * Feb. 10, 2021 at 1:30 p.m. at the United States Bankruptcy Court, 501 W. 10th Street, Fort Worth, Texas 76102 is the hearing on Debtor's Plan of Reorganization. * Feb. 3, 2021 is fixed as the last day to file objections to the Confirmation of the Plan. * Feb. 5, 2021 is fixed as the last day to file ballots accepting or rejecting the Debtor's Plan of Reorganization. According to the Disclosure Statement, the plan provides that Class 2 Allowed Secured Claims of Southern Star Capital, LLC/Citizens National Bank will be paid in full. The claim will bear interest at the rate of 5 percent per annum, amortized over 5 years, accruing as of the Petition Date. Equal monthly installments of principal and interest will commence on March 1, 2021 and continue on the first day of each succeeding month until a final lump sum payment of the full remaining balance is made on July 1, 2022. Class 4 Allowed Unsecured Claims (excluding insiders) will be paid in full in 9 equal monthly installments of principal and interest, commencing on the first 1st day of the first calendar month following the Effective Date and continuing on the first day of each month thereafter until paid in full. Interest will begin to accrue on the Effective Date at the rate of 2% per annum. A full-text copy of the order entered January 5, 2021, is available at: https://bit.ly/3s7emRB Attorneys for the Debtor: Joyce W. Lindauer Kerry Alleyne Guy H. Holman Joyce W. Lindauer Attorney, PLLC 1412 Main Street, Suite 500 Dallas, Texas 75202 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 About BM318, LLC BM318, LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)) based in Aledo, Texas. BM318, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 20-42789) on Sept. 1, 2020. The petition was signed by Tim Barton, president. At the time of the filing, Debtor had estimated assets of between $1 million and $10 million and liabilities of the same range. Judge Mark X. Mullin oversees the case. Joyce W. Lindayuer Attorney, PLLC is the Debtor's legal counsel. BOSTON SCIENTIFIC: Egan-Jones Cuts Senior Unsec. Ratings to BB+ --------------------------------------------------------------- Egan-Jones Ratings Company, on December 28, 2020, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by Boston Scientific Corporation to BB+ from BBB-. Headquartered in Marlborough, Massachusetts, Boston Scientific Corporation develops, manufactures, and markets minimally invasive medical devices. BOY SCOUTS: Potter Anderson, Bradley Advise Methodist Churches -------------------------------------------------------------- Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure, the law firms of Bradley Arant Boult Cummings LLP and Potter Anderson & Corroon LLP submitted a verified statement to disclose that they are representing the United Methodist Ad Hoc Committee in the Chapter 11 cases of Boy Scouts of America and Delaware BSA, LLC. On February 18, 2020, Boy Scouts of America and Delaware BSA, LLC filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code. The Debtors continue to operate and manage their businesses as debtors in possession pursuant to sections 1107 and 1108 of the Bankruptcy Code. In October 2020, certain United Methodist Annual Conferences and local churches retained the law firm Bradley Arant Boult Cummings LLP to represent their interests in these Chapter 11 Cases. More information regarding Bradley's representation of these Conferences and Churches is set forth in the Verified Statement of Bradley Arant Boult Cummings LLP Pursuant to Bankruptcy Rule 2019. In December 2020, 49 United Methodist Annual Conferences, including most of those that had previously retained Bradley for representation in these Chapter 11 Cases, supported the formation of the Committee to advance the interests generally of United Methodist local churches and other United Methodist organizations that serve or have served as Chartered Organizations to BSA. The Committee has retained Bradley and Potter Anderson & Corroon LLP to represent the Committee in these Chapter 11 Cases. Unlike some other denominations, the United Methodist Church is "connectional" and is thus not centrally controlled or organized. For example, each United Methodist local church owns its assets and generally controls its own affairs, subject to the rules established in the denomination's Book of Discipline. Consequently, neither the Committee nor any Annual Conference can control or bind any United Methodist local church. Each of the United Methodist churches and other United Methodist organizations that are or were a Chartered Organization holds a Claim against debtor BSA arising from BSA's obligation to indemnify and hold Chartered Organizations harmless for any injuries or damages arising out of official scouting activities or arising out of BSA membership standards, including, but not limited to, Indirect Abuse Claims and Claims held by scouts or other Persons for Abuse. Each of these United Methodist local churches also holds a Claim against BSA arising out of BSA's obligation to provide Chartered Organizations primary general liability insurance to cover Chartered Organizations and related entities with respect to Claims arising out of an official scouting activity, including, but not limited to, insurance coverage to cover Claims held by scouts or other Persons for Abuse. As of the date of this filing, the amount of each Claim held by these United Methodist local churches is unknown. The United Methodist Ad Hoc Committee has twelve members: 1. Buzzy Anding Chancellor for Louisiana Annual Conference Baton Rouge, LA 70810 2. Sandy Brown Chancellor for Greater New Jersey Annual Conference Oakhurst, NJ 07755 3. Gil Hanke General Secretary for General Commission on United Methodist Men Nashville, TN 3212 4. Mark Hanley Chancellor for Florida Annual Conference Tampa, LF 33602 5. Bill Hewig Chancellor for New England Annual Conference Boston, MA 02110 6. Rich Marsh Chancellor for Mountain Sky Annual Conference Longmont, CO 80501 7. Leticia Mayberry Wright Deputy General Counsel for General Council on Finance and Administration of The United Methodist Church Nashville, TN 37203 8. Bryan Mills General Counsel for General Council on Finance and Administration of The United Methodist Church Nashville, TN 37203 9. John Moorlach Chancellor for Iowa Annual Conference Des Moines, IA 50309 10. Jay Rosenlieb Chancellor for California-Nevada Annual Conference Bakersfield, CA 93387-1172 11. Steven Scheid Director of Center for Scouting Ministries for General Commission on United Methodist Men Nashville, TN 37212 12. Andy Vorbrich Chancellor for Michigan Annual Conference Kalamazoo, MI 49007 Other than as disclosed herein, the Committee does not represent or purport to represent any other entities with respect to these Chapter 11 Cases. A copy of Exhibit B is available at https://bit.ly/38w4BEy The Firm can be reached at: POTTER ANDERSON & CORROON LLP Jeremy W. Ryan, Esq. D. Ryan Slaugh, Esq. 1313 N. Market Street, 6th Floor Wilmington, DE 19801-6108 Telephone: (302) 984-6000 Facsimile: (302) 658-1192 Email: jryan@potteranderson.com rslaugh@potteranderson.com - and - BRADLEY ARANT BOULT CUMMINGS LLP Edwin G. Rice, Esq. 100 N. Tampa Street Suite 2200 Tampa, FL 33602 Telephone: (813) 559-5500 Facsimile: (813) 229-5946 Email: erice@bradley.com ddecker@bradley.com ebrusa@bradley.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/2LHOP0h About Boy Scouts of America and Delaware BSA, LLC The Boy Scouts of America -- https://www.scouting.org/ -- is a federally chartered non-profit corporation under title 36 of the United States Code. Founded in 1910 and chartered by an act of Congress in 1916, the BSA's mission is to train youth in responsible citizenship character development, and self-reliance through participation in a wide range of outdoor activities, educational programs, and, at older age levels, career-oriented programs in partnership with community organizations. Its national headquarters is located in Irving, Texas. The Boy Scouts of America and affiliate Delaware BSA, LLC sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on Feb. 18, 2020, to deal with sexual abuse claims. Boy Scouts of America was estimated to have $1 billion to $10 billion in assets at least $500 million in liabilities as of the bankruptcy filing. The Debtors have tapped Sidley Austin LLP as their bankruptcy counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel, Alvarez & Marsal North America, LLC as financial advisor, and JLL Valuation & Advisory Services, LLC as appraiser and valuation services provider. Omni Agent Solutions is the claims agent. The U.S. Trustee for Region 3 appointed a tort claimants' committee and an unsecured creditors' committee on March 5, 2020. The tort claimants' committee is represented by Pachulski Stang Ziehl & Jones, LLP while the unsecured creditors' committee is represented by Kramer Levin Naftalis & Frankel, LLP. BRADLEY INVESTMENTS: Court Confirms Reorganization Plan ------------------------------------------------------- Judge Henry A. Callaway entered an order confirming Bradley Investments, Incorporated's Modified Second Amended Plan of Reorganization. Pursuant to the Modification Stipulation between First Home Bank and Debtor, First Home Bank's oral election for treatment under Sec. 1111(b) of the Bankruptcy Code is WITHDRAWN. The Court retains jurisdiction for any and all matters that may come before the Court in the administration of the Modified Second Amended Plan of Reorganization and pursuant to the Order of Confirmation, specifically including but not limited to, the jurisdiction with respect to all matters relating to the McCormick Stipulation, the jurisdiction to determine all objections that have heretofore been or may be filed to claims of creditors herein, to fix and award all compensation to parties who may be so entitled; to hear and determine all questions concerning the assets or property of the Debtor, including any questions relating to any sums of money, services, or property due to the Debtor; and to determine all matters of any nature or type necessary or appropriate to carry out the Plan. Under the Plan, holders of Class 13 General Unsecured Claims will receive 50% of the first $750 of the allowed amount of its claim, 25% of the amount of its allowed unsecured claim between $750 and $5,000 and 6% of the amount of its allowed unsecured claim in excess of $5,000 for a total period of 67.5 months said payments will be in full satisfaction of the Debtor's liability for the allowed unsecured claims of McCormick 109, LLC and First Home Bank. Each Class 13 creditor will receive payment of a pro-rata share of a monthly payment of $1,600 beginning on the Effective Date of the Plan and continuing each month thereafter for a period of 67.5 months until the above-described distribution is paid in full. The Class 14 Equity Security Holder will surrender his shares of stock in the Debtor and shall be afforded an option to purchase all of the shares of the Reorganized Debtor for the amount of $5,000 payable no later than 10 days immediately following the Confirmation Date. Funds required to make the payments required by the Plan will be provided from the funds of Debtor's Estate, from funds generated by the operation of Debtor's business, from any funds borrowed post-petition or post-confirmation, and from the proceeds of the sale of any of the assets of the estate. A full-text copy of the Disclosure Statement dated Dec. 14, 2020, is available at https://bit.ly/3nBUeV2 from PacerMonitor.com at no charge. A copy of the Plan Confirmation Order is available at https://bit.ly/3scLrvi Attorney for the Debtor: IRVIN GRODSKY Post Office Box 3123 Mobile, Alabama 36652 Tel: (251) 433-3657 About Bradley Investments Bradley Investments, Inc., which conducts business under the name Timbercreek Golf Club, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ala. Case No. 19-12908) on Aug. 22, 2019. At the time of the filing, the Debtor was estimated to have assets of between $1 million and $10 million and liabilities of the same range. The case has been assigned to Judge Henry A. Callaway. The Debtor is represented by Irvin Grodsky, Esq., at Grodsky and Owens. On Sept. 19, 2019, the U.S. Bankruptcy Court for the Southern District of Alabama appointed an Official Committee of Unsecured Creditors. The Committee retained Blakeley LLP as counsel. BRIGHT MOUNTAIN: Gregory Peters Steps Down as President, COO ------------------------------------------------------------ Bright Mountain Media, Inc. accepted the resignation of Gregory Peters as its president and chief operating officer and a director of the Company effective Dec. 31, 2020. Mr. Peters did not have any disagreement with the Company when he tendered his resignation. Effective Jan. 1, 2021, the Board of Directors approved a Consulting Agreement with Greg Peters. The Consulting Agreement replaced Mr. Peters existing Employment Agreement. The Consulting Agreement will expire March 31, 2023 and will pay Mr. Peters $27,083 per month and he will provide up to 20 hours per week on matters mutually agreed to between Mr. Peters and the Company's chief executive officer. Mr. Peters will not participate in the Company's benefit programs and he is not entitled to any additional reimbursements except agreed out-of-pocket business expenses. Mr. Peters may work for others provided such entities do not compete with the business of the Company. About Bright Mountain Based in Boca Raton, Fla., Bright Mountain Media, Inc., a media holding company, owns and manages Websites in the United States. It operates through two segments, Product Sales and Services. The company develops Websites, which provide information and news to military, law enforcement, first responders, and other public sector employees; and information, including originally written news content, blogs, forums, career information, and videos. Bright Mountain reported a net loss of $3.40 million for the year ended Dec. 31, 2019, compared to a net loss of $5.22 million for the year ended Dec. 31, 2018. EisnerAmper LLP, in Iselin, New Jersey, the Company's auditor since 2018, issued a "going concern" qualification in its report dated May 14, 2020, citing that the Company has experienced recurring net losses, cash outflows from operating activities, and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. BURGER BOSSCO: S&P Downgrades ICR to 'SD' on Recapitalization ------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Florida-based quick-service restaurant (QSR) operator and franchisor Burger BossCo Intermediate Inc. to 'SD' (selective default) from 'CCC', and the issue-level rating on the revolving credit facility to 'D' from 'CCC'. The downgrade follows the company's announcement that it has completed a transaction S&P views as distressed and tantamount to a default on the second-lien facility and revolving credit facility, which includes the "restatement date term loan". This restatement date term loan currently consists of $20 million that was previously drawn on the revolver. Through the transaction the company has converted the accreted value of $52 million on the second lien (roughly half of the second lien claim) to series C paid-in-kind (PIK) preferred equity. It also relaxed financial covenants on the first-lien facilities (which were previously waived through the first quarter of 2021), and extended the maturity of the first-lien revolving facility (including the restatement date term loan) by one year. Furthermore, the company has received a $20 million investment, which will result in an additional $25 million second-lien claim (invested at a 20% discount to the $25 million principal). S&P views the conversion of the second lien accrued principal to preferred equity as distressed and tantamount to default, as the accrued second lien is being converted to an instrument that is junior in priority to the second lien. In addition, the extended maturity of the revolving credit facility disadvantages lenders as they are not adequately compensated for the additional risk taken in the form of postponed principal payment, and thus S&P views it as distressed and tantamount to a default. The existing first-lien term loan (roughly $186 million outstanding) is not affected by the transaction. S&P said, "We expect to review our issuer credit rating and issue-level ratings on Burger Boss over the next several days as we assess its operating prospects. We anticipate raising our issuer credit rating to the 'CCC' rating category." CACHET FINANCIAL: Class Action Unsecureds to Split $2M in Plan -------------------------------------------------------------- Cachet Financial Services, a California corporation a/k/a Cachet f/k/a Cachet Banq, Inc., filed a First Amended Disclosure Statement and a Plan dated January 8, 2021. The First Amended Disclosure Statement describes how the Debtor believes, and expressly retains the following as Post-Confirmation Estate Claims: * Henry Kauftheil et al.: On October 18, 2019 Henry Kauftheil and others caused $21,458,361.97 to be debited from Cachet's settlement account without a corresponding credit to that account. $7 million was subsequently repaid. Cachet will soon file an action against Henry Kauftheil, Joshua Rothenberg, iGreen Payroll Service Inc., Moshe Horowitz, DD Care Management LLC and possibly other persons and entities involved in this theft seeking to recover the remaining $14,458,361.97, as well as all consequential damages. * Dime Bank: Cachet believes that it has viable claims against Dime Bank for its role knowingly permitting Henry Kauftheil to engage in improper ACH transactions, resulting in the iGreen theft. * Bancorp: Bancorp improperly and illegally took control of the Debtor's accounts and the funds therein, and after Bancorp seized the Debtor's accounts and the funds therein, Bancorp improperly distributed the Debtor's funds to third parties without the Debtor's consent and did so incorrectly and inaccurately such that funds were distributed to third parties that had no right or claim to receive such funds. As a result of Bancorp's acts and omissions, the Debtor believes and asserts that its business was destroyed. The Debtor believes that it has viable claims against Bancorp for terminating the Debtor's banking privileges (which destroyed the Debtor's business), sweeping its accounts, distributing funds to certain remarketers without authority, as well as other claims, including breach of contract, intentional interference, and other claims. Bancorp disputes these assertions and claims. * MyPayrollHR: In one of the two acts of theft perpetrated by Michael T. Mann and MyPayrollHR, Mann caused six ACH transactions resulting in the theft of $19,199,175.74. These transactions resulted in crediting various Mann related accounts. * Heutmaker Business Advisors LLC's account at Bank of America: Mann caused $7,713,026.23 of the Cachet's funds to be credited to Heutmaker's account on September 3, 2019. The DOJ seized these funds. On August 26, 2020 the District Court for the Northern District of New York issued a preliminary order of forfeiture regarding these funds. Cachet's counsel has discussed the Order with the Assistant United States Attorney who is handling this case, who advised that the notice will be sent to Cachet's counsel, after which Cachet will have 30 days in which to file a Petition claiming these funds. However, in the meantime Cachet's counsel will initiate informal negotiations with the DOJ. * ValueWise Corporation's account at Bank of America: Mann caused $7,661,261.57 of Cachet's funds to be credited to ValueWise's account ending in 6843 on September 3, 2019. Upon the Effective Date of the Plan, the Official Committee of Unsecured Creditors (the "Pre-Confirmation Committee") shall be disbanded. Immediately thereafter, each member of the Pre-Confirmation Committee, if so desired shall be appointed to serve on the "Post Confirmation Committee," which shall be formed and active as of the Effective Date of the Plan. The Post-Confirmation Committee shall have all of the rights and powers accorded to the Pre-Confirmation Committee, provided however, that the Post-Confirmation Committee shall be responsible for overseeing the Post-Confirmation Agent's administration of the Post-Confirmation Estate as set forth in the Plan. The First Amended Plan adds the Class #2c General unsecured claims for Class Action claims. These are unsecured claims of the Class Action plaintiffs. Claimants are entitled to vote to reject or accept the Plan. Each member of Class #2c will be paid Pro rata of the sum of $2 million. * Pro rata means the entire fund amount divided by the total of all allowed claims in this class. * Payment amount is a one-time lump sum no later than sixty (60) days after the Effective Date. A full-text copy of the First Amended Disclosure Statement dated January 8, 2021, is available at https://bit.ly/3nuHz5m from PacerMonitor.com at no charge. The Debtor is represented by: James C. Bastian, Jr., Esq. Melissa Davis Lowe, Esq. Rika M. Kido, Esq. Shulman Bastian Friedman & Bui LLP 100 Spectrum Center Drive, Suite 600 Irvine, CA 92618 Telephone: (949) 340-3400 Facsimile: (949) 340-3000 Email: JBastian@shulmanbastian.com MLowe@shulmanbastian.com RKido@shulmanbastian.com About Cachet Financial Services Pasadena, Calif.-based Cachet Financial Services -- https://www.cachetservices.com/ -- provides Automated Clearing House (ACH) processing services for payroll-related electronic transactions, including direct deposits, tax payments, garnishment payments, benefits payments, 401(k) payments, expense reimbursement payments, agency checks, and fee collection. Cachet Financial Services filed a Chapter11 petition (Bankr. C.D. Cal. Case No. 20-10654) on Jan. 21, 2020. In the petition signed by Aberash Asfaw, president, the Debtor was estimated to have $10 million to $50 million in both assets and liabilities. The Honorable Vincent P. Zurzolo presides over the case. The Debtor tapped Shulman Bastian LLP as its bankruptcy counsel, Loeb & Loeb LLP as local counsel, and The Rosner Law Group LLC as special counsel. The Office of the U.S. Trustee appointed a committee of unsecured creditors on March 17, 2020. The committee is represented by Sheppard, Mullin, Richter & Hampton LLP. CAESARS ENTERTAINMENT: Egan-Jones Cuts Sr. Unsec. Ratings to CCC ---------------------------------------------------------------- Egan-Jones Ratings Company, on December 28, 2020, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by Caesars Entertainment Corporation to CCC from CCC+. Headquartered in Las Vegas, Nevada, Caesars Entertainment Corporation provides entertainment, gaming, and lodging services. CAESARS HOLDINGS: Egan-Jones Cuts LC Senior Unsec. Rating to CCC ---------------------------------------------------------------- Egan-Jones Ratings Company, on December 28, 2020, downgraded the local currency senior unsecured rating on debt issued by Caesars Holdings, Inc. to CCC from CCC+. Headquartered in Las Vegas, Nevada, Caesars Holdings, Inc. operates as a gaming company. CARMAX INCORPORATED: Egan-Jones Hikes Sr. Unsecured Ratings to BB ----------------------------------------------------------------- Egan-Jones Ratings Company, on December 28, 2020, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by CarMax Inc. to BB from BB-. Headquartered in Richmond, Virginia, CarMax, Inc. sells at retail used cars and light trucks. CATHEDRAL HOTEL: Seeks to Hire Hilco Real Estate as Appraiser ------------------------------------------------------------- Cathedral Hotel Group, LP seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Hilco Real Estate Appraisal, LLC. The Debtor needs the firm's appraisal services for the Staybridge Suites located at 67711 30th Ave., Cathedral City, Calif. The firm will charge a fee of $15,000 and will seek reimbursement for out-of-pocket expenses. Hilco is a "disinterested person" as such term is defined in Section 101(14) of the Bankruptcy Code, according to court filings. Hilco can be reached through: Adam Zimmerman Hilco Real Estate, LLC 5 Revere Drive, Suite 206 Northbrook, IL 60062 Tel: (847) 504-2462 About Cathedral Hotel Group Cathedral Hotel Group, LP sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 20-60788) on Dec. 8, 2020. At the time of the filing, the Debtor disclosed assets of between $10 million and $50 million and liabilities of the same range. Judge Ronald B. King oversees the case. Barron & Newburger, P.C. serves as the Debtor's legal counsel. CELLA III: Failed to Prove Breach of Lease By EJGH -------------------------------------------------- Judge Meredith S. Grabill of the United States Bankruptcy Court for the Eastern District of Louisiana dismissed the petition filed by Cella III, LLC which sought declaratory judgment against Jefferson Parish Hospital District #2, Parish of Jefferson, State of Louisiana d/b/a East Jefferson General Hospital (EJGH). The judge held that Cella failed to meet its burden to show that EJGH breached its May 2016 lease. Cella initially filed a petition against EJGH in the 24th Judicial District Court for the Parish of Jefferson, State of Louisiana on September 12, 2018. Cella asserted a claim for breach of a May 2016 lease between Cella and EJGH and sought declaratory judgments that: (i) EJGH is required to building a "Free-Standing Emergency Department" or pay Cella damages in "an amount to have someone else build-out the building as a Free-Standing Emergency Room in accordance with the plan submitted by EJGH"; and (ii) EJGH has breached the Lease, failed to cure the breach timely, and, therefore, the Lease has terminated and Cella may collect "accelerated rent, cost[s], and attorney fees." Shortly after filing for bankruptcy relief before the bankruptcy court on June 5, 2019, Cella removed the state court case to the U.S. District Court for the Eastern District of Louisiana. The district court referred the case to the bankrtupcy court. Cella is a Louisiana limited liability company that owns property located at 4545 Veterans Boulevard in Metairie, Louisiana, on which sit three buildings. One building houses a Hertz car rental business, one building houses a Smoothie King franchise, and the last building historically housed a bank in part of the building, while Cella continues to operate a mini storage and vault business in another part of that building. As of May 12, 2016, the date on which Cella and EJGH executed the Lease, the portion of 4545 Veterans Memorial Blvd that formerly housed a bank and includes certain parking spaces and common areas had been vacant for approximately one year. Under a section of the Lease entitled "Permitted Use," Cella "agree[d]" to EJGH's "use of the leased premises for operation of a 'Community Medical Center', defined as the provision of healthcare related services." In Count One, Cella asked the Court to interpret the terms of the Lease and consider other extrinsic evidence to (i) declare that EJGH is required "to build-out a Free-Standing Emergency Department and no other type of 'Community Medical Center'" and (ii) require EJGH to complete the construction of that Free-Standing Emergency Department or pay Cella damages in "an amount to have someone else build-out the building as a Free-Standing Emergency Room." In Count Two, Cella likewise asked for a declaration based on the Lease and extrinsic evidence that (i) EJGH breached the Lease and, therefore, (ii) the Lease is terminated and Cella may obtain damages under section 21(A)(ii) of the Lease. Finally, in Count Three, Cella asserted a breach-of-contract claim for failure to respond timely to demand letters sent by Cella and to cure the alleged breaches of the Lease. To the extent that each of those claims is dependent upon EJGH having the obligation under the Lease to improve the property and build specifically a community medical center, Judge Grabill found that no breach has occurred. Judge Grabill found that, although the parties' intention vis-a-vis the Lease is for EJGH to build and operate a "community medical center" on the leased premises, the parties included no time limits under which EJGH would be obligated to obtain the regulatory approvals required to do so. The judge further found that the plain, unambiguous terms of the Lease indicate that the parties contemplated that the required regulatory approvals may never arrive, leaving EJGH with only the obligation to pay rent, which it has done. Cella also claimed that EJGH breached the Lease by failing to obtain and maintain proof of insurance on the leased premises as required under the Lease. However, Judge Grabill found that the credible and unrefuted testimony of Ellen Marallo, EJGH's Risk Manager and Compliance Analyst, and documentary evidence regarding insurance coverage under the Lease showed that EJGH maintained all required insurance coverage during the term of the Lease, maintained builders risk insurance up to the date that development of the Leased Premises was interrupted on January 2, 2018 (satisfying the Lease's requirement for such coverage "while work is underway"), and listed Cella as an additional insured where required. For the foregoing reasons, Judge Grabill held that Cella failed to meet its burden to show that EJGH has breached the Lease and, therefore, Cella is not entitled to damages on any of the claims alleged in its petition. The case is IN RE CELLA III, LLC, Chapter 11, DEBTOR. CELLA III, LLC, PLAINTIFF, v. JEFFERSON PARISH HOSPITAL DISTRICT #2, PARISH OF JEFFERSON, STATE OF LOUISIANA D/B/A/ EAST JEFFERSON GENERAL HOSPITAL, DEFENDANT, Bankr. No. 19-11528, SECTION "A", Adversary No. 19-01145 (Bankr. E.D. La.). A full-text copy of Judge Grabill's memorandum opinion dated December 29, 2020 is available at https://tinyurl.com/y5lbfl4n from Leagle.com. About Cella III LLC Cella III, LLC, owns the building and real estate bearing the municipal address 4545, 4539 and 4531 Veteran's Memorial Highway, Metairie, LA. This property is located at a prominent, heavily traveled commercial intersection of Veterans Memorial Boulevard and Clearview Parkway. Cella III, LLC, filed a Chapter 11 petition (Bankr. E.D. La. Case No. 19-11528) on June 5, 2019. In the petition signed by George A. Cella, III, member and manager, the Debtor was estimated to have $10 million to $50 million in assets and $1 million to $10 million in liabilities. The Hon. Jerry A. Brown oversees the case. The Debtor tapped Congeni Law Firm, LLC as bankruptcy counsel; Sternberg, Naccari & White, LLC as special counsel; and Patrick J. Gros, CPA, APAC as accountant. CFO MGMT: Trustee's $3.2M Sale of Double Droptine Ranch Approved ---------------------------------------------------------------- Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the Eastern District of Texas authorized David Wallace, the Chapter 11 trustee for CFO Management Holdings, LLC, to sell the wild game ranch called the Double Droptine Ranch located in Love County, Oklahoma, to Surplus Tines LLC for $3.2 million, in accordance with the terms of the Contract. In the event that closing does not take place with the Buyer, the Trustee is authorized to proceed with a sale of the Ranch to one or more Back-Up Buyers under substantially similar or more favorable terms as those provided in the Motion and the Contract. In any sale of the Ranch resulting from the authorization provided in the Order, the Ranch will be sold free and clear of all liens, claims, and encumbrances (other than specifically designated Permitted Encumbrances, such as utility-related easements). Any secured ad valorem property taxes owed by the Debtor with respect to the Ranch, including ad valorem taxes attributable to the 2019 and 2020 tax years, will be paid at closing on the sale. Any liens securing year 2021 ad valorem property taxes will remain attached to the real estate until paid. Upon closing on the sale, the Trustee will place $1.7 million of the sale proceeds in an escrow account, pending determination of the validity, priority, and extent of any liens held by Legend Bank with respect to the Ranch. Any such liens will attach to the escrowed funds (up to the amount of any valid lien and in accordance with applicable priority) at closing. Such funds will remain in escrow pending transfer to the Legend Bank Reserve under the terms of the confirmed Plan or release under the terms of the Plan or subsequent order of the Court. Any party asserting a lien on or other Interest against the Ranch, respectively, will cooperate with the Trustee in providing and/or executing any releases or other documents, if any, to assist in documenting the sale of Ranch free-and-clear of its lien(s). The terms and conditions of the Order will be immediately effective and enforceable upon its entry regardless of the applicability of Bankruptcy Rule 6004(h). A copy of the Contract is available at https://tinyurl.com/y26vkf2o from PacerMonitor.com free of charge. About CFO Management Holdings CFO Management Holdings, LLC, through its subsidiaries, engages in developing and selling residential and commercial real estate in Collin County, Texas, and owns and manages a wild game ranch in Southern Oklahoma. The subsidiaries are Carter Family Office, LLC, Christian Custom Homes, LLC, Double Droptine Ranch, LLC, Frisco Wade Crossing Partners, LLC, Kingswood Development Partners, LLC, McKinney Executive Suites at Crescent Parc Development Partners, LLC, North-Forty Development LLC, and West Main Station Development, LLC. CFO Management Holdings and its subsidiaries sought Chapter 11 protection (Bankr. E.D. Tex. Case No. Lead Case No. 19-40426) on Feb. 17, 2019. In the petition signed by CRO Lawrence Perkins, CFO Management estimated $50 million to $100 million in both assets and liabilities. Annmarie Chiarello, Esq. and Joseph J. Wielebinski Jr., Esq., at Winstead PC, serve as the Debtor's bankruptcy counsel. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on March 4, 2019. The committee is represented by Singer & Levick PC as its legal counsel. David Wallace was appointed as Chapter 11 trustee for the Debtors' estates on April 10, 2019. CHANGE HEALTHCARE: S&P Places 'B+' ICR on CreditWatch Positive -------------------------------------------------------------- S&P Global Ratings placed all its ratings on Change Healthcare Holdings LLC, including the 'B+' issuer credit rating and its ratings on its debt, on CreditWatch with positive implications. The rating action is in response to the announcement that the company has accepted an acquisition offer by UnitedHealth Group. The deal values the business at approximately $13 billion, including debt. S&P expects UnitedHealth Group to fully redeem Change Healthcare's debt upon completion of the deal. S&P said, "We will monitor developments related to the transaction, including receiving the necessary shareholder approvals, regulatory clearances, and customary closing conditions. We believe the transaction will be positive for Change Healthcare given the stronger investment-grade rating on UnitedHealth Group and its much larger scale." CHARLES RIVER: Egan-Jones Hikes Senior Unsecured Ratings to BB+ --------------------------------------------------------------- Egan-Jones Ratings Company, on December 29, 2020, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Charles River Laboratories International, Inc. to BB+ from BB. Headquartered in Wilmington, Massachusetts, Charles River Laboratories International, Inc. provides research tools and support services for drug discovery and development. CLAUDE JOHN THOMPSON: Raymond Buying 26.5-Acre Mason Land for $210K ------------------------------------------------------------------- Claude John Thompson asks the U.S. Bankruptcy Court for the Western District of Texas to authorize the sale of approximately 26.5 acres of land located at Kruse Road in Mason, Texas, to Michael L. Raymond for $210,000. A hearing on confirmation of the Debtor's reorganization plan was set for Jan. 7, 2021, and Debtor has filed a motion to continue the hearing until after sale of the Property. The Debtor has worked diligently to work with Bancorp South throughout the bankruptcy proceedings. He has sold off a substantial portion of the property he owns in Mason, Texas, in a prior sale to pay down debt owed to Bancorp South and has amended his Plan to accommodate Bancorp South's corresponding objections. On Dec. 3, 2020, the Debtor filed his amended Plan of reorganization. Bancorp South subsequently filed an objection to the amended plan. The parties have a tentative agreement that will allow confirmation to continue uncontested subject to the Sale Motion. The Sale Motion provides for the sale of the Property, which will further pay down the Bancorp South debt. The land is encumbered by the loan from Bancorp South in the claimed amount of approximately $409,000 as of the current date. The Debtor has received a contract to sell the Property to Raymond for $210,000 on the terms of their Contract. The proceeds of the sale will be distributed in the following order: (i) costs of sale and any property taxes related to the Property; (ii) $10,000 carve out for administrative expenses; and (iii) remaining funds to Bancorp South to pay down the debt with BancorpSouth receiving no less than $180,000 from the sale of the Property. The Debtor asks the Court authorizes sale of the Property to the Buyer free and clear of all interest, which will allow him to pay down its secured debt with Bancorp South and allow him to move forward with the confirmation of his Plan. Under these conditions, the Debtor contends the sale is in the best interest of the estate and its creditors and should be approved. The Debtor is asking expedited consideration. Only appearance at the hearing will be required to preserve an objection to sale. A copy of the Contract is available at https://tinyurl.com/y6dava4q from PacerMonitor.com free of charge. Claude John Thompson sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 20-51048) on June 1, 2020. The Debtor tapped Ronald Smeberg, Esq., as counsel. COLORADO GOLDFIELDS: Unsecureds to Get $34K in RPL Plan ------------------------------------------------------- Recreation Properties Ltd., a creditor in the Chapter 11 bankruptcy case of Colorado Goldfields Inc., filed an Amended Chapter 11 Plan and Disclosure Statement for the resolution of claims against the Debtor's estate. The Creditor's Plan of Reorganization provides that on, or prior to, the Effective Date, the following will occur: a. RPL will loan $125,000 to the Debtor in exchange for a promissory note in such amount payable by the Debtor to the Plan Proponent with interest at the prime rate (as reported in the Wall Street Journal on the date of such loan) plus 1 percent, secured by the assets of the Debtor ("Loan Obligation"); b. The Debtor will pay the Administrative Expenses; c. The Class 2 Allowed Secured Claims of Pride of the West, LLC, Todd C. Hennis, San Juan Corp and Salem Minerals, Inc. (collectively "San Juan"), will be treated as follows: the Class 2 claim will retain its liens on the Permit and Financial Warranty but will be required to forebear from any and all enforcement of such liens for a period of three years from the Effective Date unless there is a default of the Plan and/or the Joint Venture Agreement as set forth below. The Debtor and the Reorganized Debtor stipulate and agree that San Juan holds a validly perfected pre-petition lien on the Permit and Financial Warranty which is not subject to avoidance and/or set off. San Juan will waive and release any and all rights, including any security interest in the interest proceeds from the Financial Warranty held by the Estate. San Juan will also waive Proofs of Claim no. 9 and 1O filed as general unsecured claims which shall be deemed allowed; d. The Class 3(a) Claims (other than RPL's Claims) will receive a pro-rata distribution of the assets of the Debtor not otherwise distributed herein above; e. The Class 3(b) Claims (other than RPL's Claims) will receive a pro-rata distribution of the assets of the Debtor not otherwise distributed herein above; f. The Debtor will cancel any and all issued and outstanding stock in the Debtor. The Equity Interest will receive no distribution under the Plan; g. In satisfaction of the Claims held by RPL, the Debtor will issue 1,000 shares of common stock in the Debtor to RPL, which shall constitute all issued and outstanding stock of the Debtor; h. The Loan Obligation, following the Effective Date, will remain outstanding. Class 3(a) general unsecured claims held by non-insiders totaling $2.3 million will be paid pro rata from the proceeds obtained from the loan obligation. Class 3b General Unsecured Claims Held by insiders totaling $571,800 will be paid pro rata by the Chapter 11 Trustee once administrative expenses and Class 1 is paid in full. The anticipated distribution to both classes of unsecured creditors is currently $34,000 (consisting of $9,000 in loan proceeds and $25,000 of the cash held by the estate to which the Hennis claim is eliminated under the Plan freeing those funds for distribution to unsecured creditors), but may increase to $15,000 if no administrative claims are asserted. Some claims have not yet been determined and there could be a significant delay before the amount of claims is finally determined. In the interim, the Chapter 11 Trustee will make partial distributions when he is able to do so, reserving sufficient funds to make final distributions when all claims have been finally determined. The assets of the Debtor include cash, which is the proceeds from interest upon a Financial Warranty, Permit, its corporate shell, which is a private entity rather than a public entity, certain tax loss es ("NOLs"), claims against former management of the debtor and counterclaims asserted against Pride of the West, LLC, San Juan Corp. and Salem Minerals, Inc., and other miscellaneous assets. A full-text copy of the Disclosure Statement dated Dec. 14, 2020, is available at https://bit.ly/34yH7wb from PacerMonitor.com at no charge. Attorneys for Recreation Properties: Shaun A. Christensen Miller & Law P.C. 1900 West Littleton Blvd. Littleton, Colorado 80120 About Colorado Goldfields Inc. Lakewood, Colo.-based Colorado Goldfields Inc. is a mining exploration stage company engaged in the acquisition and exploration of mineral properties, primarily for gold, silver, zinc, copper and lead, and the milling and processing of ore from both owned and non-owned mining properties. Creditors EnviroSource Corp., Recreation Properties, Ltd. and Todd Hennis filed a Chapter 7 involuntary petition against Colorado Goldfields Inc. (Bankr. D. Colo. Case No. 16-20910) on Nov. 8, 2016. On Feb. 1, 2019, the case was converted to one under Chapter 11 (Bankr. D. Colo. Case No. 16-20910). The case has been assigned to Judge Michael E. Romero. John C. Smiley was appointed as Chapter 11 trustee for Colorado Goldfields on Feb. 13, 2019. CONGOLEUM CORP: Court Denies Settlement Motion ---------------------------------------------- Judge Michael B. Kaplan of the United States Bankruptcy Court for the District of New Jersey denied the motion filed by Congoleum Corporation which sought entry of an order approving a settlement agreement between Congoleum and Bath Iron Works Corporation (BIW). The judge declined to approve the settlement and also declined to issue partial findings because to do so would amount to an inappropriate advisory opinion. On December 31, 2003, Congoleum along with two affiliates, Congoleum Sales, Inc. and Congoleum Fiscal, Inc., filed voluntary petitions for relief in the United States Bankruptcy Court for the District of New Jersey under Chapter 11 of the Bankruptcy Code. The cases were jointly administered. In August 2009, the district court withdrew the reference and assumed authority over the proceedings. On June 7, 2010, the district court entered an order confirming the debtor's Fourth Amended Joint Plan of Reorganization. On June 12, 2017, DVL, Inc. and DVL Kearny Holdings, LLC (collectively, DVL) commenced litigation in the District of New Jersey against Congoleum and BIW, seeking damages of over $19 million as a result of the need to remediate environmental contamination on property located in Kearny, New Jersey that was previously owned by Congoleum and BIW. Initially, DVL sued only Congoleum; however, Congoleum impleaded BIW as a third-party defendant on theories of successor liability, and DVL amended its complaint to include BIW as a direct defendant. Also pending in the district court is a case brought by Occidental Chemical Corporation against over 100 defendants, including BIW. In that action, Occidental sought to recover costs that it alleges has and will continue to incur as a result of the United States Environmental Protection Agency identification of Occidental as the primary responsible party for alleged migration of discharged contaminants from various defendants' properties to a site referred to as the Lower Passaic River, requiring remediation of sediments in the river. Occidental sought to apportion that liability among numerous parties for alleged environmental contamination. On September 24, 2019, BIW filed a third-party complaint in the Occidental lawsuit against Congoleum. Congoleum's and BIW's successorship dispute arose just as it had in the DVL Lawsuit, with BIW and Congoleum eventually entering into a stipulation that "[r]esolution of the corporate successorship issues and claims between BIW and Congoleum in the underlying DVL Lawsuit will also resolve the corporate successorship issues and claims between BIW and Congoleum in [the Occidental Lawsuit]." The parties agreed to stay the proceedings between BIW and Congoleum in the Occidental Lawsuit pending the outcome of the DVL Lawsuit. On July 13, 2020, Congoleum filed its second bankruptcy proceeding. Shortly thereafter, on August 6, 2020, BIW filed an adversary complaint for declaratory judgment and other relief, seeking a declaratory judgment from the bankruptcy court with respect to the meaning of findings in Paragraph 104 of the district court's 2010 confirmation order in the first Congoleum bankruptcy. Specifically, BIW asked the bankruptcy court to clarify that the district court's finding in Paragraph 104 stating that BIW has "no responsibility for any of the liabilities of the Congoleum Flooring Business" means that BIW is not a successor to the Congoleum flooring business and not responsible for any liabilities of the Congoleum flooring business, including environmental liabilities. Congoleum and BIW reached a settlement with respect to the dispute as to the meaning and enforceability of Paragraph 104 of the 2010 Confirmation Order. In general terms, the settlement provides for a withdrawal of BIW's $14.5 million proof of claim, and a $1 million payment by BIW to the bankruptcy estate. The parties also agreed to having the bankruptcy court resolve the scope, intent, and enforceability of Paragraph 104 in a summary fashion on an agreed evidentiary record. The settlement further provides that at the hearing on the settlement motion, BIW would have the burden of proof with regard to the findings and conclusions set forth in the proposed Approval Order. If, after considering BIW's evidence and the evidence of any party objecting to the settlement motion, the bankruptcy court were to find the facts as presented as by BIW, and the court were to determine that it can enter an order approving the settlement motion, then the settlement would become effective. Objections to the Congoleum's settlement motion were made by several non-parties to the litigation, including: DVL, Occidental, Ashland LLC, and Giavudan Fragrances. In contrast, the Unsecured Creditors Committee supported the Settlement in all respects. Judge Kaplan found the settlement motion and the proposed settlement somewhat unusual, in that the court was not being asked to approve a settlement where the parties have reached an agreement on contested issues or look to avoid a judicial resolution of the underlying issues. Rather, the court was being asked by the parties to the adversary proceeding, as part of a settlement, to resolve the disputed issues upon an agreed factual record. "The unusual nature of the settlement gives rise to a procedural and substantive roadblock for the Court. In the event, the Court is not prepared to make all of the requested findings required under the Settlement, based upon any of the raised objections, there can be no settlement as presented and the pending adversary proceeding would continue -- either in this Court or the District Court. Consequently, if this Court were to make any findings or rulings apart from simply denying the Settlement, the ruling would have no effect on the parties' litigation positions in this adversary proceeding apart from possibly revealing this Court's thought process on the parties' respective positions. A court's thoughts on a dispute can have no binding effect unless they are in the form of a final judgment, after the parties have actually litigated the issues. That will not happen here with a denial of the Settlement; rather, the litigation continues. Any decision by this Court would be at best an advisory opinion," Judge Kaplan said. Judge Kaplan held that the Court is not prepared to overrule all the objections to the settlement and, as a corollary, cannot make all the requested findings sought by BIW. Thus, the judge did not approve the settlement, as presented. Judge Kaplan also elected not to provide his reasoning or to make partial findings since to do so would have neither a binding effect nor resolve the pending adversary litigation, and, thus, would be little more than an inappropriate advisory opinion. The case is CONGOLEUM CORPORATION, Debtor. BATH IRON WORKS CORPORATION, Chapter 11, Plaintiff, v. CONGOLEUM CORPORATION, Defendant, Case No. 20-18488 (MBK), Adv. Pro. No. 20-01439 (MBK)(Bankr. D.N.J.). A full-text copy of Judge Kaplan's memorandum opinion dated January 4, 2021 is available at https://tinyurl.com/y5fjxaa9 from Leagle.com. Bath Iron Works is represented by: Daniel Stolz, Esq. GENOVA BURNS, LLC 110 Allen Road, Suite 304 Basking Ridge, NJ 07920 Tel: (973)467-2700 Email: dstolz@genovaburns.com -- and -- Catherine Steege, Esq. Michael A. Doornweerd, Esq. Wade A. Thomson, Esq. JENNER & BLOCK, LLP 353 N. Clark Street Chicago, IL 60654-3456 Tel: (312)222-9350 Email: csteege@jenner.com mdoornweerd@jenner.com wthomson@jenner.com Occidental Chemical Corp. is represented by: Russel C. Silberglied, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, DE 19801 Tel: (302)651-7700 Email: silberglied@rlf.com -- and -- Larry D. Silver, Esq. Amanda L. Rauer, Esq. LANGSAM STEVENS SILVER & HOLLAENDER, LLP 1818 Market Street, Suite 2430 Philadelphia, PA 19103-3656 Tel: (215)732-3255 Email: lsilver@lssh-law.com arauer@lssh-law.com Ashland LLC, International Specialty Products Inc. and Givaudan Fragrances Corporation are represented by: Jeremy M. Campana, Esq. THOMPSON HINE LLP 3900 Key Center 127 Public Square Cleveland, OH 4414-1291 Tel: (216)566-5500 Email: jeremy.campana@thompsonhine.com Congoleum Corp. is represented by: Warren A. Usatine, Esq. Felice R. Yudkin, Esq. Rebecca W. Hollander, Esq. COLE SCHOTZ, P.C. Court Plaza North 25 Main Street Hackensack, NJ 07601 Tel: (201)489-3000 Email: wusatine@coleschotz.com fyudkin@coleschotz.com rhollander@coleschotz.com DVL, Inc. and DVL Kearny Holdings, LLC are represented by: Eitan D. Blanc, Esq. Anthony R. Twardowski, Esq. Earl M. Forte, Esq. ZARWIN BAUM DEVITO KAPLAN SCHAER TODDY One Commerce Square 2005 Market Street, 16th Floor Philadelphia, PA 19103-3638 Tel: (215)569-2800 Email: edblanc@zarwin.com artwardowski@zarwin.com emforte@zarwin.com Creditor Committee is represented by: Jeffrey D. Prol, Esq. LOWENSTEIN SANDLER One Lowenstein Drive Roseland, NJ 07068 Tel: (973)597-2500 Email: jprol@lowenstein.com About Congoleum Corp. Founded in 1886, Congoleum Corporation -- https://www.congoleum.com/ -- manufactures and sells vinyl sheet and tile products for both residential and commercial markets. Its products are used in remodeling, manufactured housing, new construction, commercial applications, and recreational vehicles. Congoleum was started in 1828, in Kirkaldy, Scotland, as a manufacturer of heavy canvas sailcloth, sold to manufacturers of floorcloth, which was a precursor to linoleum. The Company first filed for Chapter 11 protection on Dec. 31, 2003 (Bankr. D.N.J. Case No. 03-51524) as a means to resolve claims asserted against it related to the use of asbestos in its products decades ago. Congoleum's reorganization plan became effective as of July 1, 2010. By operation of the reorganization plan, American Biltrite's ownership interest in Congoleum was eliminated and new shares in Congoleum were issued to certain of Congoleum's prepetition creditors. Richard L. Epling, Esq., Robin L. Spear, Esq., and Kerry A. Brennan, Esq., at Pillsbury Winthrop Shaw Pittman LLP, and Paul S. Hollander, Esq., and James L. DeLuca, Esq., at Okin, Hollander & DeLuca, LLP, represented the Debtors. Congoleum Corporation again sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 20-18488) on July 13, 2020. The petition was signed by Christopher O'Connor, the chief executive officer/president. The Debtor was estimated to have $50 million to $100 million in assets and $100 million to $500 million in liabilities. The Honorable Michael B. Kaplan presides over the present case. In the present case, Warren A. Usatine, Esq., Felice R. Yudkin, Esq., and Rebecca W. Hollander, Esq. of Cole Schotz P.C. serve as counsel to the Debtor. B. Riley FBR, Inc. serves as financial advisor and investment banker to the Debtor; Phoenix Management Services, LLC as financial advisor; and Prime Clerk LLC as claims and noticing agent. COVIA HOLDINGS: Completes Financial Restructuring, Exits Chapter 11 ------------------------------------------------------------------- Covia on Dec. 31, 2020, disclosed that it has successfully completed its financial restructuring and emerged from Chapter 11. Through the restructuring, Covia has reduced its long-term debt by approximately $750 million and its fixed costs, including railcar obligations, by an additional $300 million. "[It] marks a new beginning for Covia. Through this reorganization process, we emerge as a stronger company that will better serve our customers and other stakeholders with a sustainable capital structure and improved operational flexibility," said Richard Navarre, Chief Executive Officer and President. "Many thanks go to our employees, customers, vendors and lenders, all of whom played important roles in creating a stronger Covia." Mr. Navarre added, "Covia's diversified mineral solutions and services will continue to be critical inputs in products that are important parts of everyday life. By emerging as a more streamlined organization backed by owners with strong financial resources and expertise in the industrial minerals space, we have improved our ability to accelerate growth in our higher-margin industrial segment and be the low-cost provider to our customers. We are confident that we are emerging from this process positioned for long-term success." Following emergence from the restructuring, the Company's strengthened capital structure consists of: Approximately $175 million in total liquidity consisting of $105 million in cash and $70 million of availability under a $135 million asset-based lending facility expected to mature in December 2025 and provided by PNC Bank, N.A.; and An $806 million term loan B maturing in July 2026. Kirkland & Ellis LLP, PJT Partners, LP and AlixPartners, LLP advised the Company throughout this reorganization. Covia Holdings Corporation Covia Holdings Corporation and its affiliates -- http://www.coviacorp.com/-- provide diversified mineral-based and material solutions for the energy and industrial markets. They produce a specialized range of industrial materials for use in the glass, ceramics, coatings, foundry, polymers, construction, water filtration, sports and recreation, and oil and gas markets. Covia Holdings Corporation, based in Independence, Ohio, and its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-33295) on June 29, 2020. In its petition, Covia disclosed $2,504,740,814 in assets and $1,903,952,839 in liabilities. The petition was signed by Andrew D. Eich, executive vice president, chief financial officer, and treasurer. The Hon. Marvin Isgur presides over the case. The Debtors tapped KIRKLAND & ELLIS LLP, and KIRKLAND & ELLIS INTERNATIONAL LLP, as counsel; JACKSON WALKER L.L.P., as co-counsel; KOBRE & KIM LLP, as special litigation counsel; PJT PARTNERS LP, as investment banker; ALIXPARTNERS, LLP, as financial advisor; and PRIME CLERK LLC, as claims and noticing agent. DEMO REALTY: Seeks to Hire Dimov Tax as Accountant -------------------------------------------------- Demo Realty Co., Inc. seeks authority from the US Bankruptcy Court for the District of Massachusetts to hire George Dimov CPA and Dimov Tax as its accountant. The accountant will examine and review Debtors' in-house analysis of loan transactions with Rockland Lease Funding Corp. for the basis of Rockland Lease Funding Corp. proof of claim #:13. Such services will be necessary in the Debtor's reorganization efforts in particular to prepare an Objection to Claim of Rockland Lease Funding Corp. Said claim is based on the alleged 17 loan transaction between the Debtors and Rockland Lease Funding Corp. Dimov Tax would be employed at flat fee of $4,800 based on estimated hours needed. A retainer of $2,400 was pre-paid. Mr. Dimov assures the court that he is a "disinterested person" as the term is defined in 11 U.S.C. Section 101 (4). Dimov Tax can be reached at: George Dimov, CPA 897 Boylston St. Boston, MA Phone: (800) 914-5388 Fax: (212) 994-8081 Email: george@dimovtax.com About Demo Realty Co. Demo Realty Co., Inc., is an affiliate of Patriots Environmental Corp., a company engaged in site development and remediation, asbestos abatement, and general demolition. The company filed a Chapter 11 petition (Bankr. D. Mass. Case No. 20-40159) on Jan. 31, 2020. In the petition signed by Ronald H. Bussiere, president, the Debtor was estimated to have up to $50,000 in assets, and between $1 million and $10 million in liabilities. Law Office of Vladimir Von Timroth represents the Debtor. DIGIPATH INC: Gets $110K Additional Loan from Existing Noteholders ------------------------------------------------------------------ Digipath, Inc. and the three holders of its 9% Secured Convertible Notes in the aggregate original principal amount of $550,000 entered into amendments to Notes, pursuant to which (i) the holders of the Notes advanced the Company an aggregate amount of $110,000, (ii) the principal amount of the respective Notes were increased to reflect the amount of the Additional Loans, and (iii) the conversion price under the Notes was reduced from $0.15 per share to $0.03 per share. About DigiPath Headquartered in Las Vegas, Nevada, Digipath, Inc. -- http://www.digipath.com-- offers full-service testing lab for cannabis, hemp and ancillary cannabis and hemp infused products serving growers, dispensaries, caregivers, producers, patients and eventually all end users of cannabis and botanical products. DigiPath reported a net loss of $1.80 million for the year ended Sept. 30, 2019, compared to a net loss of $1.65 million for the year ended Sept. 30, 2018. As of June 30, 2020, the Company had $2.26 million in total assets, $2.50 million in total liabilities, and a total stockholders' deficit of $242,403. M&K CPAS, PLLC, in Houston, Texas, the Company's auditor since 2017, issued a "going concern" qualification in its report dated Dec. 30, 2019, on the consolidated financial statements for the year ended Sept. 30, 2018, stating that the Company has recurring losses from operations and insufficient working capital, which raises substantial doubt about its ability to continue as a going concern. DILLARD'S INCORPORATED: Egan-Jones Cuts Sr. Unsec. Ratings to BB ---------------------------------------------------------------- Egan-Jones Ratings Company, on December 29, 2020, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by Dillard's, Inc. to BB from BB+. Headquartered in Little Rock, Arkansas, Dillard's, Inc. operates retail department stores located primarily in the southwestern, southeastern, and midwestern United States. DIOCESE OF BUFFALO: Abuse Records Handed Over to Victims in Court ----------------------------------------------------------------- Jay Tokasz of The Buffalo News reports that the lawyers and survivors of childhood sexual abuse are reviewing more than 25,000 pages of internal Buffalo Diocese documents relating to clergy abuse, diocesan finances and personnel files. Diocese lawyers began handing over the files in December 2020 under the terms of an agreement that they hashed out with abuse survivors who make up the committee of unsecured creditors in the diocese's Chapter 11 bankruptcy reorganization, according to multiple sources. Whether the general public will be able to examine the confidential records someday remains unclear and likely will be subject to intense negotiations during the bankruptcy proceedings. In exchange for the records, the creditors committee agreed not to press forward with sex abuse lawsuits against individual parishes and other Catholic entities. The committee also agreed to keep confidential the contents of the diocese documents -- at least for now. Ultimately, though, many survivors want public disclosure of diocese abuse files that have been secret for decades. "It means a lot to them to find out what those facts are. They're almost always primarily motivated by a desire to know the truth and to expose the truth and then to be able to see that it doesn't happen again," said Marci A. Hamilton, CEO and legal director of Child USA, a nonprofit organization that works to prevent child abuse and neglect. Hamilton and many abuse survivors have said that bishops can simply disclose files, instead of allowing lawyers to use them as a negotiable item in bankruptcy. Bishop Michael W. Fisher, the new leader of the Buffalo Diocese who will be installed on Jan. 15, 2021, hasn't specifically addressed the question of whether he would release the diocese's confidential files on clergy abuse. But diocese spokesman Greg Tucker suggested that doing so would be neither simple, nor easy. "Bishop Fisher has already expressed his commitment to transparency and the essential work of bringing about healing among those harmed by clergy sex abuse," Tucker said in a statement. "The process of disclosing details contained in files is a protracted one and will necessarily be guided by privacy requirements in the interest of victim-survivors as well as others. Whether publicly disclosing the contents of files would promote those goals is something Bishop Fisher will be considering after he is installed in mid-January 2021." Unfortunately for abuse victims, federal bankruptcy court hasn't been a great venue for such disclosures, because bankruptcy judges don't treat abuse claims as individual cases that each merit full discovery, as in a civil lawsuit, said Hamilton. It's one of the reasons Hamilton and other advocates for abuse victims will be pushing members of Congress to reform the nation's bankruptcy laws. "No one ever thought it would be a vehicle for clearing large numbers of child sex abuse cases," said Hamilton. "Right now, it's a cruel system." They will seek legislation that removes child sex abuse cases from federal bankruptcy jurisdiction or at least reforms the bankruptcy process so that it isn't used to short-circuit the public benefits of civil litigation, including the release of information on abusers. As it is now, document disclosures must be negotiated as nonmonetary terms of a diocese’s settlement, and Hamilton said that dioceses grant their lawyers "a very long leash" to use hardball tactics against abuse survivors in the proceedings. About The Diocese of Buffalo N.Y. The Diocese of Buffalo, N.Y., is home to nearly 600,000 Catholics over eight counties in Western New York. The territory of the diocese is co-extensive with the counties of Erie, Niagara, Genesee, Orleans, Chautauqua, Wyoming, Cattaraugus and Allegany in New York State, comprising 161 parishes. There are 144 diocesan priests and 84 religious priests who reside in the Diocese. The diocese through its central administrative offices (a) provides operational support to the Catholic parishes, schools and certain other Catholic entities that operate within the territory of the Diocese "OCE"; (b) conducts school operations through which it provides parish schools with financial and educational support; (c) provides comprehensive risk management services to the OCEs; (d) administers a lay pension trust and a priest pension trust for the benefit of certain employees and priests of the OCEs; and (e) provides administrative support for St. Joseph Investment Fund, Inc. Dealing with sexual abuse claims, the Diocese of Buffalo sought Chapter 11 protection (Bankr. W.D.N.Y. Case No. 20-10322) on Feb. 28, 2020. The diocese was estimated to have $10 million to $50 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Hon. Carl L. Bucki is the case judge. Bond, Schoeneck & King, PLLC, led by Stephen A. Donato, Esq., is the diocese's counsel; Connors LLP and Lippes Mathias Wexler Friedman LLP are its special litigation counsel; and Phoenix Management Services, LLC is its financial advisor. Stretto is the claims agent, maintaining the page https://case.stretto.com/dioceseofbuffalo/docket. The Office of the U.S. Trustee appointed a committee of unsecured creditors on March 12, 2020. The committee is represented by Pachulski Stang Ziehl & Jones, LLP and Gleichenhaus, Marchese & Weishaar, PC. DURA-TRAC FLOORING: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------ The U.S. Trustee for Region 4 on Jan. 8 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Dura-Trac Flooring Ltd. Co. About Dura-Trac Flooring Dura-Trac Flooring Ltd. Co., a privately held company in the carpet and flooring business, filed a Chapter 11 petition (Bankr. N.D. W.Va. Case No. 20-00838) on Nov. 16, 2020. In the petition signed by Mark Cerasi, managing member, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. The Debtor tapped Pierson Legal Services as its bankruptcy counsel and Forrest & Company, Inc. as its accountant. DWS CLOTHING: Defers Disclosures Hearing to April 15 ---------------------------------------------------- The Court has granted DWS Clothing Too, LLC's sixth agreed motion to continue the hearing on the disclosure statement explaining its Chapter 11 Plan. The Disclosure Statement hearing has been continued to April 15, 2021, at 1:30 p.m. The hearing will be by telephone only. The Debtor will file an Amended Plan and Disclosure Statement on or before April 1, 2021. The deadline for objections to the Amended Disclosure Statement will be filed on or before April 8, 2021. About DWS Clothing Too Operating as Alene Too, DWS Clothing Too, LLC, sells women's clothes. DWS Clothing Too sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-25551) on Dec. 14, 2018. In the petition signed by Maxine Schwartz, member, the Debtor was estimated to have assets of less than $50,000 and liabilities of $1 million to $10 million. The case is assigned to Judge Mindy A. Mora. Rappaport Osborne & Rappaport, PLLC, is the Debtor's counsel. DWS CLOTHING: Has Until April 1 to File Amended Plan & Disclosures ------------------------------------------------------------------ On Jan, 4, 2021, the U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, held a hearing to consider the Sixth Agreed Motion to Continue Confirmation and Related Deadlines filed by debtor DWS Clothing Too, LLC. On Jan. 7, 2021, Judge Erik P. Kimball granted the motion and ordered that: * The telephonic hearing to consider approval of Debtor's Amended Disclosure Statement is continued to April 15, 2021 at 1:30 p.m. * The Debtor will file an Amended Plan and Disclosure Statement on or before April 1, 2021. * April 8, 2021 is the deadline for objections to the Amended Disclosure Statement. In seeking an extension, the Debtor explained that the business continues to be greatly affected by COVID-19. In what can best be described as a repeat of the first few months of the pandemic, the Boca Raton Hotel and Club once again appears to be suffering the double whammy of both travel restrictions and little to no foot traffic. The Hotel is continuing with its construction and the Debtor's move to the beach club portion of the Hotel is almost complete. However, a written lease has still not been completed. Although the beach club location will eventually generate higher sales because more people have been visiting the beach club location rather than indoors during COVID, the store is still struggling. The Debtor needs additional time to complete the move and assess the sales of the store in the new location. In the Plan and Disclosure Statement filed Feb. 13, 2020, the Debtor said that the allowed amount of Class 1 secured claim of American Express will be paid at over 60 months with interest at the rate of 6 percent. Holders of Class 2 General Unsecured Claims will be paid a total of 3 percent of the allowed amount of their claim, in two installments of 1.5 percent each. A full-text copy of the order entered January 7, 2021, is available at: https://bit.ly/3otadFn The Debtor is represented by: RAPPAPORT OSBORNE & RAPPAPORT, PLLC JORDAN L. RAPPAPORT, ESQ. Squires Building, Suite 203 1300 North Federal Highway Boca Raton, Florida 33432 Telephone: (561)368-2200 About DWS Clothing Too Operating as Alene Too, DWS Clothing Too, LLC, sells women's clothes. DWS Clothing Too sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-25551) on Dec. 14, 2018. In the petition signed by Maxine Schwartz, member, the Debtor was estimated to have assets of less than $50,000 and liabilities of $1 million to $10 million. The case is assigned to Judge Mindy A. Mora. Rappaport Osborne & Rappaport, PLLC, is the Debtor's counsel. DYNAMIC SPORTS: Jan. 26 Hearing on 100% Plan -------------------------------------------- Dynamic Sports Performance, LLC, submitted a Chapter 11 Small Business Plan of Reorganization. A hearing to consider confirmation of the Plan is scheduled for Jan. 26, 2021 at 11:00 a.m. at Judge Kindred's Courtroom, 200 S. Washington Street, 3rd Floor, Courtroom III, Alexandria, VA. Class 3 Non-priority unsecured creditors are unimpaired. Unsecured creditors will be paid 100%, at $500 per month from the Debtor's monthly Chapter 11 payment. Payments made under the plan shall be made from the cash flow and future earnings of the Debtor. A full-text copy of the Plan of Reorganization dated Dec. 14, 2020, is available at https://bit.ly/3mx9XDm from PacerMonitor.com at no charge. Counsel to the Debtor: Nathan Fisher Fisher-Sandler, LLC 3977 Chain Bridge Rd., #2 Fairfax, VA 22030 Tel: (703) 691-1642 About Dynamic Sports Performance Dynamic Sports Performance, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 20-12322) on Oct. 21, 2020, listing under $1 million in both assets and liabilities. Nathan Fisher, Esq. at Fisher-Sandler, LLC represents the Debtor. ENERGY FISHING: Unsecureds to Recover 5% from Creditor Trust ------------------------------------------------------------ Energy Fishing & Rental Services, Inc., submitted an Amended Disclosure Statement in support of Amended Plan of Reorganization. The Plan is a plan of reorganization, under which the business assets of the Debtor and the Estate will be preserved and will vest in the Reorganized Debtor, while other assets, mostly Avoidance Actions and some cash, will be set aside to fund a Trust for the benefit of unsecured creditors. Recoveries under the Plan will depend on whether the Reorganized Debtor will assume and be responsible for payments on the Claim from future operations and cash flow (such as some or all Secured Claims, Priority Claims, and Tax Claims), or whether the Trust will assume and be responsible for payments on the Claim from the liquidation of its assets. Current equity ownership of the Debtor will be cancelled, and new equity will be issued by the Reorganized Debtor. The Plan replaces prepetition agreements and rights with respect to the Debtor, but does not affect or prejudice guarantee rights. The Bankruptcy Court may confirm the Plan even if fewer than all Creditors approve the Plan, in which case the Plan will be binding on all Creditors regardless of whether they accepted the Plan or not. The Plan is funded through three sources: * First, various Claims are paid in full at confirmation or shortly thereafter by the Reorganized Debtor from cash on hand, including from the DIP Loan. These consist mainly of Administrative Claims and Priority Claims. * Second, Secured Claims, as restructured under the Plan, are paid over time by the Reorganized Debtor from a combination of cash on hand and future operations and revenue. Secured Creditors retain their liens against the Reorganized Debtor and its property to secure such repayments. * Third, general Unsecured Claims will be repaid from the Creditor Trust through the liquidation by the Creditor Trust and the Creditor Trust Trustee of the Creditor Trust Assets, consisting of the Avoidance Actions and $50,000.00 in seed funds paid from the cash collateral of EFRSST. The Debtor anticipates that the Creditor Trust should be able to pay approximately 5%, with perhaps upwards of 10%, to Class 5 Unsecured Claims, over time, depending on the size of Allowed Class 5 Claims and potential recoveries. However, the value of the Avoidance Actions is uncertain, at best, and the value of those actions does not suggest a large recovery. The Plan creates the Creditor Trust as the means by which Allowed Class 5 Unsecured Claims will be paid. The Creditor Trust is subject to continuing jurisdiction by the Bankruptcy Court, and will be administered by the Creditor Trust Trustee. The Creditor Trust will be funded with the Creditor Trust Assets, consisting of the Avoidance Actions and $50,000 of the cash collateral of EFRSST. After confirmation of the Plan, the Creditor Trust Trustee will investigate the Avoidance Actions and determine whether to initiate litigation or otherwise monetize the Avoidance Actions. After such administration, the Creditor Trust Trustee will reduce the property of the Creditor Trust to cash and will distribute that cash, pro rata, amongst holders of Allowed Class 5 Claims. The Debtor estimates that, unless the Creditor Trust Trustee uncovers additional or unknown Avoidance Actions, the distributions from the Creditor Trust will not be large and may result in an approximately 5% return. Feb. 9, 2021 is fixed as the last day to file acceptances or rejection to the Plan. The Bankruptcy Court has scheduled a hearing to consider confirmation of the Plan on Feb. 12, 2021 at 11:00 a.m., in the United States Bankruptcy Court for the Southern District of Texas, Corpus Christi Division. The Bankruptcy Court has directed that objections, if any, to confirmation of the Plan be filed and served on or before February 9, 2021, at 5:00 p.m. A full-text copy of the Amended Disclosure Statement dated Jan. 7, 2021, is available at https://bit.ly/3ow8L4V from PacerMonitor.com at no charge. Attorneys for the Debtor: Davor Rukavina, Esq. Texas Bar No. 24030781 Thomas D. Berghman, Esq. Texas Bar No. 24082683 Julian P. Vasek, Esq. Texas Bar No. 24070790 MUNSCH HARDT KOPF & HARR, P.C. 3800 Ross Tower 500 N. Akard Street Dallas, Texas 75202-2790 Telephone: (214) 855-7500 Facsimile: (214) 978-4375 About Energy Fishing & Rental Houston, Texas-based Energy Fishing & Rental Services, Inc., provides fishing and downhole intervention services. The Company offers accumulators, adapters, backoff tools, bailers, bails, bars, baskets, bits, blocks, blowout preventers, bushings, casing patches, couplings, cutters, die collars, rabbits, elevators, extensions, overshots, and accessories. Visit http://www.energyfrs.com/for more information. Energy Fishing & Rental Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 20-20299) on Sept. 18, 2020. The petition was signed by Arthur L. Potter, chairman and president. At the time of the filing, the Debtor had estimated assets of between $1 million and $10 million and liabilities of between $10 million and $50 million. Judge David R. Jones oversees the case. Munsch Hardt Kopf & Harr, P.C., is the Debtor's legal counsel. ENRAMADA PROPERTIES: Hires Empire as Real Estate Agent ------------------------------------------------------ Enramada Properties seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Lourdes Silva of Empire Real Estate as its real estate agent. Enramada is preparing to market the following properties: a. 2714 Lanfranco St., Los Angeles, CA 90033; FMV - $750,000, Liens -$420,000; and b. 7211 Washington Ave., Whittier, CA 90602; FMV - $785,000, Liens - $500,000. Ms. Silva is retained to market the Washington Ave. property. Ms. Silva will receive a commission in the amount of 3 percent of the purchase price, which shall be shared with the pruchaser's broker, if any. Ms. Silva assures the court that she is a "disinterested person" within the meaning of 11 USC Sec. 101(14). The agent can be reached at: Lourdes Silva Empire Real Estate 32000 Corte Canel Temecula, CA 92592 Phone: (714) 801-6163 About Enramada Properties Enramada Properties, LLC, based in Whittier, California, holds a joint tenancy interest in a property located in Los Angeles, California valued at $325,000. It also owns in fee simple two real properties in Whittier having an aggregate current value of $1.1 million. Enramada Properties filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 19-19869) on August 22, 2019. The Hon. Julia W. Brand oversees the case. Andrew S. Bisom, Esq., at The Bison Law Group, serves as the Debtor's bankruptcy counsel. In its petition, the Debtor listed total assets of $1,429,000 against total liabilities of $1,724,414. The petition was signed by Sylvia Novoa, managing member. ERIN ENERGY: Court Denies Bids for Substition and Relief -------------------------------------------------------- The Court of Chancery of Delaware denied the Amended Motion for Substitution and Realignment and the Motion for Relief that were filed by the Ronald J. Sommers, Trustee for Erin Energy Corporation. On November 7, 2017, the Court issued a Memorandum Opinion dismissing Robert Lenois' derivative claims on behalf of Erin Energy Corporation against certain of Erin's directors and its controlling stockholders for failure to plead demand futility. Lenois appealed the dismissal. While the appeal was pending, Erin filed for bankruptcy, initially under Chapter 11, and later converted into a liquidation under Chapter 7. The bankruptcy resulted in an automatic stay of the appeal. During the pendency of the appeal, Lenois and his counsel convinced Erin's bankruptcy trustee, Ronald J. Sommers, that the claims have merit and should be pursued. The Trustee recognized, however, that due to the passage of time, asserting the claims in a separate action could give rise to a defense of laches. Thus, the Trustee retained Lenois' counsel and filed a motion to be substituted for Lenois as plaintiff. At the same time, the Trustee and Lenois also filed a motion for relief from judgment under Court of Chancery Rule 60(b). Following dismissal of the appeal, the Trustee filed an Amended Motion for Substitution and Realignment seeking to substitute the Trustee for Erin, instead of Lenois, and to realign the Trustee as plaintiff so that Erin may directly pursue the claims that Lenois had previously asserted. The Motion for Relief sought to vacate the order of dismissal based upon three grounds: (a) "newly discovered evidence," (Rule 60(b)(2)); (b) "fraud," (Rule 60(b)(3)); or (c) "any other reason justifying relief from the operation of the judgment" (Rule 60(b)(6)) The "newly discovered evidence" that the movants offered as the reason to vacate the court's dismissal order is Schedule 4.5 to a Transfer Agreement which discloses the existence of an arbitration proceeding that movants argued was so material and relevant. However, the Court held that the arbitration was not "newly discovered" evidence to the Trustee, and Lenois has failed to demonstrate that he could not have discovered the existence of the Arbitration had he exercised "reasonable diligence." The Court also explained that Schedule 4.5 was within Erin's possession, and Erin's knowledge is imputed to the Trustee. The Court also found that the movants have not established that the defendants intentionally concealed Schedule 4.5 from Lenois. On the contrary, as discussed above, the record reflects that Lenois did not pursue production of Schedule 4.5 to the Transfer Agreement. Thus, the Court held that the defendants' failure to disclose potentially inculpatory information to Lenois does not constitute fraud under these circumstances. The movants also argued that, in addition to the allegedly fraudulent conduct that formed the basis for the movants' request for relief pursuant to Court of Chancery Rule 60(b)(3), Erin's bankruptcy constitutes the "extraordinary" circumstance necessary to justify relief pursuant to Court of Chancery Rule 60(b)(6). The Court held that Erin's bankruptcy is not an extraordinary event requiring relief under Rule 60(b)(6). The Court found that the movants have cited no authority for the proposition that the mere transfer of the right to assert previously dismissed derivative claims through a bankruptcy trustee warrants relief under Rule 60(b)(6). Lastly, the Trustee has moved pursuant to Court of Chancery Rules 17 and 25(c) to be substituted for Erin as the real party in interest and to be realigned as the plaintiff in this action. However, the Court held that Rule 25(c) on substitution would not "facilitate the conduct of the case" because the Memorandum Opinion is a final judgment that is no longer subject to appeal. The Court also held that denial of the Motion for Relief brings this action to a close. The case is ROBERT LENOIS, on behalf of himself and all other similarly situated stockholders of ERIN ENERGY CORPORATION, and derivatively on behalf of ERIN ENERGY CORPORATION, Plaintiff, v. KASE LUKMAN LAWAL, LEE P. BROWN, WILLIAM J. CAMPBELL, J. KENT FRIEDMAN, JOHN HOFMEISTER, IRA WAYNE MCCONNELL, HAZEL R. O'LEARY, and CAMAC ENERGY HOLDINGS LIMITED, Defendants, and ERIN ENERGY CORPORATION, Nominal Defendant, Case No. C.A. No. 11963-VCF (Del. Ch.). A full-text copy of the Court's memorandum opinion dated December 31, 2020 is available at https://tinyurl.com/y4otnbav from Leagle.com. Plaintiff Robert Lenois and Ronald J. Sommers, Chapter 7 Trustee are represented by: Michael J. Barry, Esq. Rebecca Musarra, Esq. GRANT & EISENHOWER, P.A. 123 Justison Street 7th Floor Wilmington, DE 19801 Tel: (302)622-7000 Email: mbarry@gelaw.com rmusarra@gelaw.com -- and -- Gordon Z. Novod, Esq. GRANT & EISENHOWER, P.A. 485 Lexington Ave. 29th Floor New York, NY 10017 Tel: (646)722-8500 Email: gnovod@gelaw.com -- and -- Peter B. Andrews, Esq. Craig J. Springer, Esq. Jessica Zeldin, Esq. David M. Sborz, Esq. ANDREWS & SPRINGER LLC 3801 Kennett Pike Building C Suite 305 Wilmington, DE 19807 Tel: (302)504-4957 Email: pandrews@andrewsspringer.com cspringer@andrewsspringer.com jzeldin@andrewsspringer.com dsborz@andrewsspringer.com -- and -- Jeremy Friedman, Esq. Spencer Oster, Esq. David Tejtel, Esq. FRIEDMAN OSTER & TEJTEL PLLC 493 Bedford Center Road Suite 2D, Bedford Hills New York, NY 10507 Email: jfriedman@fotpllc.com soster@fotpllc.com dtejtel@fotpllc.com Defendants Kase Lukman Lawal and CAMAC Energy Holdings Limited are represented by: Myron T. Steele, Esq. Matthew F. Davis, Esq. Jaclyn C. Levy, Esq. POTTER, ANDERSON & CORROON LLP Hercules Plaza 1313 North Market Street 6th Floor Wilmington, DE 19801 Tel: (302)984-6000 Email: msteele@potteranderson.com mdavis@potteranderson.com jlevy@potteranderson.com -- and -- David T. Moran, Esq. Christopher R. Bankler, Esq. JACKSON WALKER L.L.P. 2323 Ross Ave., Suite 600 Dallas, TX 75201 Tel: (214)953-6000 Email: dmoran@jw.com cbankler@jw.com Defendants Lee P. Brown, William J. Campbell, J. Kent Friedman, and Nominal Defendant Erin Energy Corporation are represented by: David J. Teklits, Esq. Kevin M. Coen, Esq. MORRIS, NICHOLS, ARSHT & TUNNELL LLP 1201 North Market Street 16th Floor Wilmington, DE 19899-1347 Tel: (302)658-9200 Email: dteklits@mnat.com kcoen@mnat.com -- and -- Mark Oakes, Esq. Ryan Meltzer, Esq. NORTON ROSE FULBRIGHT US LLP 98 San Jacinto Boulevard Suite 1100 Austin, TX 78701-4255 Tel: (512)474-5201 Email: mark.oakes@nortonrosefulbright.com ryan.meltzer@nortonrosefulbright.com -- and -- John Byron, Esq. NORTON ROSE FULBRIGHT US LLP Fulbright Tower1301 McKinney Suite 5100 Houston, TX 77010-3095 Tel: (713)651-5151 Defendants John Hofmeister, Ira Wayne McConnell, and Hazel O'Leary are represented by: Srinivas M. Raju, Esq. Robert L. Burns, Esq. Matthew D. Perri, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, DE Tel: (302)651-7700 Email: raju@rlf.com burns@rlf.com perri@rlf.com -- and -- Greg Waller, Esq. HUNTON ANDREWS KURTH L.L.P. 600 Travis Street Suite 4200 Houston, TX Tel: (713)220-4200 Email: gregwaller@huntonak.com About Erin Energy Corporation Houston, Texas-based Erin Energy Corporation (NYSE American:ERN) (JSE:ERN) -- http://www.erinenergy.com/-- is an independent oil and gas exploration and production company focused on energy resources in sub-Saharan Africa. Its asset portfolio consists of five licenses across three countries covering an area of 6,100 square kilometers (~1.5 million acres), including current production and other exploration projects offshore Nigeria, as well as exploration licenses offshore Ghana and The Gambia. As of Dec. 31, 2017, Erin Energy had $251.1 million in total assets, $613.9 million in total liabilities and a total stockholders' deficiency of $362.8 million. Erin Energy Corporation and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 18-32106) on April 25, 2018. CEO Femi Ayoade signed the petitions. As of March 31, 2018, the Debtors disclosed $247.6 million in assets and $628.7 million in liabilities. Judge Marvin Isgur presides over the cases. The Debtors tapped Okin & Adams LLP as their legal counsel, and The Loev Law Firm, PC as their securities law counsel. The Office of the U.S. Trustee for Region 7 on May 16, 2018, appointed the official committee of unsecured creditors in the Chapter 11 cases. The Committee retained Pachulski Stang Ziehl & sJones LLP, as counsel. ESSEX REAL: Seeks to Hire Fennemore Craig as Special Counsel ------------------------------------------------------------ Essex Real Estate Partners, LLC seeks approval from the U.S. Bankruptcy Court for the District of Nevada to employ Fennemore Craig, P.C., as its special counsel. The Debtor requires Fennemore Craig to defend and prosecute litigation on its behalf as to the validity of $167 million claims for indemnification asserted by the Integrated Financial Associates (IFA) in its amended proof of claim against the Debtor. Fennemore Craig will be paid at these hourly rates: Richard I. Dreitzer $500 Attorneys $270 - $770 The firm will also be reimbursed for its expenses. Fennemore Craig received a retainer in the amount of $15,000, which was paid by Royal Essex. Fennemore Craig is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code, according to a court filing. The firm can be reached at: Thomas Fell, Esq. Richard Dreitzer, Esq. Anthony W. Austin, Esq. Fennemore Craig, P.C. 300 South Fourth Street, Suite 1400 Las Vegas, NV 89101 Telephone: (702) 692-8000 Email: tfell@fennemorelaw.com rdreitzer@fennemorelaw.com aaustin@fennemorelaw.com About Essex Real Estate Partners Reno, Nev.-based Essex Real Estate Partners, LLC filed a Chapter 11 petition (Bankr. D. Nev. Case No. 19-51486) on Dec. 27, 2019. In the petition signed by Jeri Coppa-Knudson, manager, the Debtor was estimated to have $10 million to $50 million in assets and $1 million to $10 million in liabilities. Judge Natalie M. Cox oversees the case. Stephen R. Harris, Esq., a Harris Law Practice, LLC, serves as the Debtor's bankruptcy counsel. EXCHANGE AVENUE: Feb. 24 Plan Confirmation Hearing Set ------------------------------------------------------ On Jan. 4, 2021, the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, conducted a hearing to consider the Motion and the Disclosure Statement with Respect to the First Amended Liquidating Chapter 11 Plan of Reorganization for Exchange Avenue Production Co. On January 5, 2021, Judge Mark X. Mullin granted the motion and ordered that: * The Disclosure Statement is approved. * The Solicitation Materials are approved. * Feb. 10, 2021 is fixed as the last day to deliver all ballots to be counted as votes to accept or reject the First Amended Liquidating Plan of Reorganization for the Debtor. * Feb. 22, 2021 is fixed as the last day for the Debtor to file a tabulation of ballots with the Clerk of the Court. * Feb. 24, 2021, at 1:30 PM at the United States Courthouse, 501 West Tenth Street, First Floor, Fort Worth, Texas 76102 is the hearing to consider confirmation of the Plan. * Feb. 10, 2021 is fixed as the last day to file objections, if any, to confirmation of the Plan. A full-text copy of the order entered Jan. 5, 2021, is available at: https://bit.ly/3opB3Op The Debtor is represented by: J. Robert Forshey Laurie Dahl Rea Forshey & Prostok, L.L.P. 777 Main Street, Suite 1550 Fort Worth, Texas 76102 Fax: 817-877-4151 E-mail: bforshey@forsheyprostok.com E-mail: lrea@forsheyprostok.com About Exchange Avenue Production Exchange Avenue Production Co. is a privately held company in Weatherford, Texas, engaged in oil and gas extraction business. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-44107) on Oct. 4, 2017. In the petition signed by Linda Hunt, partner, the Debtor estimated assets of $1 million to $10 million and liabilities of less than $1 million. Judge Mark X. Mullin presides over the case. The Debtor hired Forshey & Prostok, LLP, as its legal counsel; Kelly Hart & Hallman LLP, as special counsel; and Freemon, Shapard & Story as its accountant. FERRELLGAS PARTNERS: Case Summary & Unsecured Creditors ------------------------------------------------------- Lead Debtor: Ferrellgas Partners, L.P. 7500 College Boulevard Overland Park, KS 66210 Business Description: Ferrellgas Partners, L.P. ("HoldCo") is a publicly traded Delaware limited partnership formed in 1994 that has two direct subsidiaries, Debtor Partners Finance and non-debtor Ferrellgas, L.P. Partners Finance is a Delaware corporation formed in 1996 and has nominal assets, no employees and does not conduct any operations, but solely serves as co-issuer and co-obligor for the 2020 Notes. Ferrellgas, primarily through non-debtor OpCo, is a distributor of propane and related equipment and supplies to customers in the United States. Ferrellgas' market areas for residential and agricultural customers are generally rural while the market areas for industrial/commercial and portable tank exchange customers are generally urban. Chapter 11 Petition Date: January 11, 2021 Court: United States Bankruptcy Court District of Delaware Two affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Ferrellgas Partners, L.P. 21-10021 Ferrellgas Partners Finance Corp. 21-10020 Judge: Hon. Mary F. Walrath Debtors' Delaware Bankruptcy Counsel: William E. Chipman, Jr., Esq. Mark L. Desgrosseilliers, Esq. Robert A. Weber, Esq. CHIPMAN, BROWN, CICERO & COLE, LLP Hercules Plaza 1212 N. Market Street Suite 5400 Wilmington, DE 19801 Email: Chipman@chipmanbrown.com Desgross@chipmanbrown.com Weber@chipmanbrown.com Debtors' Primary Bankruptcy & Restructuring Counsel: Stephen D. Lerner, Esq. SQUIRE PATTON BOGGS (US) LLP 201 E. Fourth Street Suite 1900 Cincinnati, OH 45202 Tel: 513-361-1200 Fax: 513-361-1201 Email: Stephen.lerner@squirepb.com - and - Jeffrey N. Rothleder, Esq. Christopher J. Giaimo, Esq. 2550 M Street, NW Washington, DC 20037 Tel: 202-457-6000 Fax: 202-451-6315 Email: Jeffrey.rothleder@squirepb.com Christopher.giaimo@squirepb.com - and - Maura P. McIntyre, Esq. 4900 Key Tower 127 Public Square Cleveland, OH 44114 Tel: 216-479-8500 Fax: 216-479-9790 Email: Maura.mcintyre@squirepb.com Debtors' Investment Banker: MOELIS & COMPANY LLC Debtors' Financial Advisor: RYNIKER CONSULTANTS Debtors' Claims, Noticing & Solicitation Agent: PRIME CLERK LLC https://cases.primeclerk.com/ferrellgas/Home-Index Ferrellgas Partners, L.P.'s Estimated Assets: $100 million to $500 million Ferrellgas Partners, L.P.'s Estimated Liabilities: $100 million to $500 million Ferrellgas Partners Finance's Estimated Assets: $0 to $50,000 Ferrellgas Partners Finance's Estimated Liabilities: $100 million to $500 million The petitions were signed by James E. Ferrell, chief executive officer and president. Copies of the petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/WH3V63I/Ferrellgas_Partners_Finance_Corp__debke-21-10020__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/WPOMB6Y/Ferrellgas_Partners_LP__debke-21-10021__0001.0.pdf?mcid=tGE4TAMA A. List of Ferrellgas Partners, L.P.'s Three Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. U.S. Bank National Note Payable $392,057,896 Association, trustee Global Corporate Trust 5715 Burlington Lane Olive Branch, MS 38654 2. Ferrellgas, L.P. Loan $19,900,000 7500 College Boulevard Overland Park, KS 66210 3. Eddystone Rail Company, LLC Litigation $0 5 Industrial Highway Eddystone, PA 19022 B. List of Ferrellgas Partners Finance's Unsecured Creditor: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. U.S. Bank National $392,057,896 Association, trustee Global Corporate Trust 5715 Burlington Lane Olive Branch, MS38654 FERRELLGAS PARTNERS: Files for Chapter 11 With Prepack Plan ----------------------------------------------------------- Ferrellgas Partners, L.P. (OTC: FGPR) ("Parent MLP") and its subsidiary Ferrellgas Partners Finance Corp. ("Parent Finance") on Jan. 11 disclosed that, in connection with a previously announced Transaction Support Agreement ("TSA"), they commenced voluntary pre-packaged Chapter 11 cases in the U.S. Bankruptcy Court for the District of Delaware. Ferrellgas' operating partnership, Ferrellgas, L.P. ("Ferrellgas"), is not included in the Chapter 11 filing, has ample liquidity and is operating normally. Ferrellgas will continue to satisfy all its obligations to employees, customers, vendors, suppliers, distributors and other partners without interruption. James E. Ferrell, Chairman of the Ferrellgas Board of Directors, President and Chief Executive Officer, said, "[Mon]day's announcement is an important step forward in significantly strengthening our balance sheets and positioning our company for long-term success. We are pleased this process will enable Ferrellgas to remain an independent, employee-owned company as we continue growing our strong and profitable core business. We remain focused on serving our nearly 800,000 customers throughout the United States and Puerto Rico, and on continuing to expand our premier Blue Rhino tank exchange business." Mr. Ferrell added, "We appreciate the continued support of our institutional noteholders, which will enable us to complete our financial restructuring on an expedited basis. I also want to thank our dedicated team of nearly 5,000 nationwide employees for their hard work and unwavering dedication to our success. We look forward to emerging a financially stronger company, and we are excited to build on our near 100-year-old history of innovation as one of the nation's largest propane dealers for many years to come." Pursuant to the transactions contemplated in the TSA, which was entered into with a substantial majority of the noteholders of Parent MLP and Parent Finance, Parent MLP and Parent Finance's debt will be eliminated; approximately $1.5 billion of Ferrellgas' debt will be refinanced; and Ferrellgas, L.P. will raise over $1 billion of new capital. Squire Patton Boggs (US) LLP is serving as legal counsel to Ferrellgas and Moelis & Company LLC is serving as financial advisor. Davis Polk & Wardwell LLP and Ducera Partners LLC are advising the Ad Hoc Group of Parent MLP Noteholders. About Ferrellgas Ferrellgas Partners, L.P., through its operating partnership, Ferrellgas, L.P., and subsidiaries, serves propane customers in all 50 states, the District of Columbia, and Puerto Rico. Ferrellgas employees indirectly own 22.8 million common units of the partnership, through an employee stock ownership plan. On the Web: http://www.ferrellgas.com/ FLAME SEAL: Seeks to Hire Fuqua & Associates as Legal Counsel ------------------------------------------------------------- Flame Seal Products, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Fuqua & Associates, P.C. as its legal counsel. The firm's services will include: a. advising the Debtor regarding its powers and duties in the continued operation of its business and management of its property; b. preparing pleadings; c. negotiating and filing a potential plan of arrangement; and d. other necessary legal services in connection with the Debtor's Chapter 11 case. Fuqua & Associates will be paid at these rates: Attorneys $600 per hour Associates $300 per hour Legal Assistants $105 per hour The firm will also be reimbursed for out-of-pocket expenses incurred. Richard Fuqua, Esq., a partner at Fuqua & Associates, disclosed in court filings that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Fuqua & Associates can be reached at: Richard L. Fuqua, Esq. Fuqua & Associates, P.C. 5005 Riverway, Suite 250 Houston, TX 77056 Tel: (713) 960-0277 Fax: (713) 960-1064 About Flame Seal Products, Inc. Flame Seal Products, Inc., a manufacturer of fire retardant coatings and penetrants, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas 20-60094) on Dec. 22, 2020. In the petition signed by Craig Keyser, chief executive officer, the Debtor disclosed $553,926 in assets and $1,073,541 in liabilities. Judge Christopher M. Lopez oversees the case. Fuqua & Associates, P.C. is the Debtor's legal counsel. FORESTAR GROUP: S&P Alters Outlook to Positive, Affirms 'B' ICR --------------------------------------------------------------- S&P Global Ratings revised its outlook on Arlington, Texas-based land developer Forestar Group Inc. (FOR) to positive from stable and affirmed its 'B' issuer credit rating. S&P is also affirming its 'B+' rating on the company's senior unsecured notes. The rating agency's '2' recovery rating is unchanged, indicating its expectation for substantial recovery (70%-90%; rounded estimate: 85%) for debtholders in the event of a default. S&P said, "Forestar's lower leverage is the result of outsized profit growth. We think debt to EBITDA declines to 4x in fiscal 2021 (September) from 6.5x in the prior year, due to our expectations of about a 60% jump in EBITDA. Top-line growth has relatively high visibility, in our view, given majority owner DHI's stated growth plans and the builder's commitments to FOR. We expect wide margin improvement of about 400 basis points (bps), benefits from costly development work previously completed, higher prices, and few planned new market entries." "Near-term operational success will remain closely linked to DHI's. A master service agreement formalizes DHI's lot purchases from FOR and helps ensure continued win-win transactions into the coming years. For the next year or two, though, we expect DHI to purchase more than 90% of FOR's lots, to support the builder's own robust, double-digit-percent growth trajectory." "DHI's ownership of FOR should only gradually decline. Equity ownership by the country's largest builder (based on unit closings) has been cut to 65%, from 75% since 2017. FOR's results are consolidated into DHI's. Our forecasts suggest that, over the next three to five years, DHI will reduce its stake by up to five percentage points annually. Thus, FOR should remain a strategic part of much larger DHI's land-based growth strategy for the foreseeable future." "The positive outlook on Forestar reflects our view that lot sales volumes to DHI, by far its largest source of revenues, continue to grow in excess of 20% in the current fiscal year. Moreover, amid the firm new home (sales) market we forecast, sharply higher resulting EBITDA margins should reduce debt to EBITDA, funds from operations (FFO) to debt, and debt-to-capital ratios to the 4x, 9%, and 40% areas, respectively. The overall financial and operating strength of majority owner DHI and our view that Forestar is moderately strategic to DHI further support our rating and outlook." S&P could raise Forestar's issuer credit rating to 'B+' in the next 12 months if the company boosts FFO to debt of at least 12% while reaching the debt to EBITDA of 4x that it now anticipates. To reach these levels, the company would probably need to: -- Increase revenues by at least 20% (from fiscal 2020); -- Raise adjusted EBITDA margins by some 400 bps; and -- Reduce interest costs on its debt. S&P would consider a revision back to a stable outlook if demand-driven profit momentum were to reverse, pushing debt to EBITDA back above 5x as FFO to debt remains below 12%. This scenario could occur if: -- Lot sale increases to D.R. Horton reverse; -- EBITDA margins fail to rise by at least 200 bps; or -- Debt increases by at least $50 million. Alternatively, S&P would revise its outlook back to stable if FFO to debt does not improve because FOR issues more new debt than it forecasts to cover larger cash flow deficits or to prefund anticipated growth. FORTOVIA THERAPEUTICS: March 4 Plan Confirmation Hearing Set ------------------------------------------------------------ On Dec. 30, 2020, Fortovia Therapeutics, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of North Carolina, Raleigh Division, a disclosure statement and plan. On Jan. 5, 2021, Judge Stephani W. Humrickhouse conditionally approved the disclosure statement and ordered that: * Feb. 25, 2021 is fixed as the last day for filing and serving written objections to the disclosure statement. * March 4, 2021, at 10:30 a.m. in Room 208, 300 Fayetteville Street, Raleigh, NC 27601 is the hearing on confirmation of the plan. * Feb. 25, 2021 is fixed as the last day for filing written acceptances or rejections of the plan. The enclosed ballot should be completed and filed with the plan proponent on or before that date. * Feb. 25, 2021 is fixed as the last day for filing and serving written objections to confirmation of the plan. According to the Disclosure Statement, the Debtor has ceased normal operations but has significant funds on hand from the consummated sales. The Debtor expects to receive additional funds from the collection of accounts receivable, from the collection of funds as certain benchmarks are achieved related to the sale of the Gelclair assets, and from the sale of the Zuplenz assets. Additionally, the Debtor anticipates liquidating all remining assets The Plan provides that Class 6 General Unsecured Claims will be paid in full with interest from the Effective Date at the Unsecured Rate as soon as such funds are available following payment to Class 1 Administrative Expense Claims, Class 2 Secured and Priority Tax Claims, Class 3 Allowed Priority Claims, and Class 5 Allowed Small General Unsecured Claims. A full-text copy of the order entered Jan. 5, 2021, is available at: https://bit.ly/3s4dA7N A copy of the Disclosure Statement dated Dec. 30, 2020, is available at: https://bit.ly/2MRYSAB Counsel for the Debtor: William P. Janvier JANVIER LAW FIRM, PLLC 311 E. Edenton Street Raleigh, NC 27601 Telephone (919) 582-2323 Facsimile (866) 809-2379 About Fortovia Therapeutics Fortovia Therapeutics, Inc., is an oncology supportive care pharmaceutical and medical device company headquartered in Raleigh, North Carolina. Fortovia Therapeutics filed a Chapter 11 petition (Bankr. E.D.N.C. Case No. 20-02970) on Aug. 31, 2020. At the time of filing, the Debtor had $1 million to $10 million in assets and liabilities. The Hon. Stephani W. Humrickhouse oversees the case. William P. Janvier, Esq., of JANVIER LAW FIRM, PLLC, is the Debtor's counsel. GARRETT MOTION: Unsec. Creditors be Paid in Full or be Reinstated ----------------------------------------------------------------- Garrett Motion Inc., et al., filed with the U.S. Bankruptcy Court for the Southern District of New York a Joint Plan of Reorganization and a Disclosure Statement on January 8, 2021. The Plan provides for the recapitalization and reorganization of the Debtors through the Restructuring Transactions. The Plan and Disclosure Statement are the outcome of extensive negotiations among the Debtors, the Consenting Lenders and other stakeholders. The Debtors believe the Plan is reflective of these good faith negotiations and will treat Holders of Claims and Interests in an economic and fair manner. The RSA obligates the Consenting Lenders to, among other things, support the consummation of the Stalking Horse Purchase (in the absence of a better bid at Auction), to vote to approve the related plan of reorganization on the terms described in an annex to the RSA, and to take various other actions to assist the Debtors in the prosecution of these Chapter 11 Cases from time to time. Pursuant to the plan described in the RSA, holders of claims under the Senior Credit Facilities will receive payment in full in cash on the effective date of the Plan, other than default interest in an amount expected to equal approximately $15 million. In return for the commitments from the Consenting Lenders, the Debtors agree in the RSA to, among other things, use commercially reasonable efforts to conduct these Chapter 11 Cases in a manner consistent with the certain milestones, and to pursue the Stalking Horse Purchase or another transaction providing treatment no less favorable to the Consenting Lenders, subject to the Debtors' fiduciary obligations and other limitations and conditions. Each Holder of an Allowed General Unsecured Claim shall have its Claim Reinstated, paid in full, and/or assumed by one or more Reorganized Debtors in the ordinary course of business. Each Holder of Existing Common Stock who (A) votes in favor of the Plan, (B) holds 25 or more shares of Existing Common Stock as of the Voting Record Date, and (C) timely exercises the Cash Election shall receive in Cash its Pro Rata share of the Total Stockholder Distribution Value, subject to a proportionate reduction to account for the Cash portion of the 510(b) Claim Share Recovery as provided in the Plan, in full and final satisfaction, settlement, release, discharge and cancellation of and in exchange for its Existing Common Stock. Each Holder of an Allowed GMI Common Stock 510(b) Claim, if any, shall receive its 510(b) Claim Share Recovery in the form of (i) a number of shares of New Common Stock equal to such 510(b) Claim Share Recovery multiplied by the Stock Elector Percentage and (ii) Cash equal to such 510(b) Claim Share Recovery multiplied by the Cash Elector Percentage; provided that if the Plan Sponsor exercises the Cash-Out, all Holders of Allowed GMI Common Stock 510(b) Claims, if any, shall receive Cash in lieu of New Common Stock. With respect to substantive consolidation, the Plan shall serve as motion by the Debtors seeking entry of a Bankruptcy Court order deeming (i) the Estates of the ASASCO Debtors to be substantively consolidated for the limited purposes of voting, Confirmation and distribution and (ii) the Estates of the U.S. Debtors to be substantively consolidated for the limited purposes of voting, Confirmation and distribution. Cash distributions pursuant to the Plan shall be solely funded by: funded net cash proceeds under the Exit Term Debt, proceeds under the Exit Revolver drawn in order to fund Permitted Distributions pursuant to the Plan (which proceeds shall be drawn solely at the discretion of the Plan Sponsor and shall reduce the Purchaser Cash Consideration), the Purchaser Cash Consideration, proceeds of the Rights Offering, and Verified Excess Cash. Following the Closing, the sources available to make Permitted Distributions in accordance with the Plan shall also include (i) any Cash delivered to GMI's Estate in connection with the release of Cash Collateral in accordance with Section 6.15 of the Subscription Agreement, (ii) any amounts released from the Adjustment Escrow Account to GMI's Estate in accordance with the Subscription Agreement, (iii) any additional amounts payable by the Plan Sponsor to GMI's Estate in accordance with the Subscription Agreement, and (iv) Additional Excess Cash. Ballots cast by Holders in Classes entitled to vote must be received by the Solicitation Agent by 8:00 p.m. on March 24, 2021. The Bankruptcy Court has scheduled the hearing to consider confirmation of the Plan for April 6, 2021 at 10:00 a.m. A full-text copy of the Disclosure Statement dated January 8, 2021, is available at https://bit.ly/35ykJDD from PacerMonitor.com at no charge. The Debtors are represented by: Andrew G. Dietderich Brian D. Glueckstein Alexa J. Kranzley Benjamin S. Beller SULLIVAN & CROMWELL LLP 125 Broad Street New York, New York 10004 Telephone: (212) 558-4000 Facsimile: (212) 558-3588 E-mail: dietdericha@sullcrom.com gluecksteinb@sullcrom.com kranzleya@sullcrom.com bellerb@sullcrom.com About Garrett Motion Inc. Based in Switzerland, Garrett Motion Inc. (NYSE: GTX) designs, manufactures and sells highly engineered turbocharger and electric-boosting technologies for light and commercial vehicle original equipment manufacturers ("OEMs") and the global vehicle and independent aftermarket. Garrett Motion and its affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-12212) on Sept. 20, 2020. Garrett disclosed $2,066,000,000 in assets and $4,169,000,000 in liabilities as of June 30, 2020. The Debtors tapped SULLIVAN & CROMWELL LLP as counsel; QUINN EMANUEL URQUHART & SULLIVAN LLP as co-counsel; PERELLA WEINBERG PARTNERS as investment banker; MORGAN STANLEY & CO. LLC as investment banker; and ALIXPARTNERS LLP as restructuring advisor. KURTZMAN CARSON CONSULTANTS LLC is the claims agent. GATEWAY FOUR: Trustee Taps NAI Capital as Real Estate Broker ------------------------------------------------------------ David K. Gottlieb, the Chapter 11 Trustee of Gateway Four, LP, and its debtor-affiliates, seek authority from the U.S. Bankruptcy Court for the Central District of California to retain NAI Capital Commercial, Inc. as his real estate broker. Gateway Two owns a parcel of raw land located at 10561 Santa Fe Drive, El Monte, California that has a usable site area of approximately 82,328 square feet with entitlements in place for a 212-unit multi-family development. Gateway Five owns a "surface parking lot" located at 3335 N. Santa Anita Avenue, El Monte, California. The Trustee requires NAI Capital to: a. identify potential buyers of the Properties; b. assist the Trustee in expeditiously formulating and implementing a strategy for soliciting interest from potential buyers, including by developing and implementing procedures and a timetable for marketing the Properties; c. introduce the Trustee to potential buyers, and coordinating due diligence investigations of the Properties by potential buyers; d. along with the Trustee, evaluate proposals from interested parties, formulating negotiation strategies, and assisting in negotiations and closing of a sale or sales of the Properties; and e. participate in hearings before the Bankruptcy Court with respect to the matters upon which the Broker has provided services or advice, including, as relevant, providing testimony in connection therewith in coordination with the Trustee's counsel. The Trustee and the Broker anticipate that Chris Jackson (the co-CEO of the Broker), Steven Berman (a Senior Associate of the Broker), and Marcos Villagomez (an Associate of the Broker), will be the primary professionals providing services on this engagement. The Broker will earn and be paid a commission from any proceeds of a completed sale of the Gateway Two Property once TPMC has been paid the full amount of its allowed secured claim, up to 2 percent of the total gross sale price. In the event of a successful credit bid by TPMC Services, LLC, the Broker will earn a flat service fee of $25,000. Mr. Jackson assures the court that NAI Capital is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The Broker can be reached through: Chris Jackson NAI Capital Commercial, Inc. 1200 E Los Angeles Ave # 205 Simi Valley, CA 93065 Phone: +1 805-522-7132 About Gateway Four LP Gateway Four LP and its affiliates Gateway Two LP and Gateway Five LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Lead Case No. 20-11581) on Aug. 31, 2020. In the petition signed by its president, James Acevedo, Gateway Four disclosed assets ranging between $50 million to $100 million and liabilities ranging between $10 million to $50 million. Judge Martin R. Barash oversees the case. Daniel M. Shapiro, Attorney at Law serves as the Debtors' counsel, and the Law Office of Sevan Gorginian as co-counsel. GEMINI HDPE: S&P Assigns 'BB' Rating to $600MM Term Loan B ---------------------------------------------------------- S&P Global Ratings assigned its 'BB' issue-level rating and '3' recovery rating to Gemini HDPE LLC's (Gemini or the project) $600 million term loan B due Dec. 31, 2027. The '3' recovery rating indicated its expectation for meaningful (50%-70%; rounded estimate: 60%) recovery of principal in a default scenario. At the same time, S&P placed the 'BB' issue-level rating on CreditWatch with negative implications. Gemini HDPE LLC is a high-density polyethylene (HDPE) facility located in La Porte, Texas. Construction of the facility was completed in 2017. Gemini produces a wide range of HDPE products but primarily focuses on bimodal-grade HDPE, which has superior properties allowing it to be used in applications that command a price premium relative commodity HDPE grades. The project mainly sell its HDPE products in the North American market. Gemini has a "hell-or-high-water" long-term tolling agreement with Ineos Gemini HDPE Holdco LLC and Ineos Gemini HDPE LLC (the subsidiaries), both of which are indirect subsidiaries of INEOS GH. INEOS GH guarantees the obligations of the subsidiaries under the tolling agreement. INEOS GH is the indirect sole owner of Gemini (and the guarantor of its toll obligations). As part of this transaction, the tolling agreement has been extended through 2035. The tolling guarantee between Gemini and INEOS GH insulates the project from operating risk. Gemini has a long-term tolling agreement with the subsidiaries and INEOS GH guarantees the tolling obligations of the subsidiaries through an unconditional and irrevocable guarantee. The project is structured to recover all operating costs and mandatory debt service and achieve 1x debt service coverage as long as the tolling agreement remains in effect and INEOS GH meets its obligations under the guarantee. Furthermore, the tolling agreement protects the project against HDPE price fluctuations. The 15-year tenor (expires in 2035) of the tolling agreement extends eight years beyond the debt's maturity in 2027 and the toll payment schedule covers the outstanding debt at maturity, thus S&P believes there is no refinancing risk. At maturity, the term loan will be refinanced over the term of the tolling agreement. In addition, following INEOS acquisition of Sasol's interest in Gemini, the project is 100% indirectly owned by INEOS GH through its subsidiary INEOS USA LLC. As such, S&P also caps its ratings on the project's debt at its issuer credit rating on INEOS GH through its parental linkage analysis based on its view of the relationship between INEOS USA LLC and INEOS GH. At the same time, S&P assigned a '3' recovery rating to the loan, indicating meaningful (50%-70%, rounded estimate: 60%) recovery of principal in a default scenario. The negative CreditWatch on Gemini's debt reflects S&P's negative CreditWatch on the guarantor of the tolling agreement, INEOS Group Holdings S.A. The guarantor will cover all of the project's debt service components (principal, interest, and financing costs) as well as all variable and fixed manufacturing costs and any other necessary operating costs. GENERAL MOLY: Equity Committee Taps Onsager Fletcher as Counsel ---------------------------------------------------------------- The official equity security holders committee of General Moly, Inc. received approval from the U.S. Bankruptcy Court for the District of Colorado to retain Onsager Fletcher Johnson, LLC as its legal counsel. The equity committee requires legal assistance in connection with the Debtor's Chapter 11 case. The fees to be charged by Onsager Fletcher are: Christian C. Onsager $450 per hour Alice A. White $350 per hour Andrew D. Johnson $310 per hour Associates $175 to $225 per hour Paralegal(s) $100 per hour Christian Onsager, Esq., a member of Onsager Fletcher, disclosed in court filings that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Christian C. Onsager, Esq. Alice A. White, Esq. Onsager Fletcher Johnson, LLC 600 17th Street, Suite 425N Denver, CO 80202 Phone: (720) 457-7070 Fax: (303) 512-1129 Email: consager@OFJlaw.com awhite@OFJlaw.com About General Moly Headquartered in Lakewood, Colo., General Moly, Inc., is engaged in the exploration, development, and mining of properties primarily containing molybdenum. Its primary asset -- an 80% interest in the Mt. Hope Project located in central Nevada -- is considered one of the world's largest and highest grade molybdenum deposits. General Moly sought Chapter 11 protection (Bankr. D. Colo. Case No. 20-17493) on Nov. 18, 2020. At the time of the filing, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. The Debtor tapped Markus Williams Young & Hunsicker LLC as its legal advisor, Bryan Cave Leighton Paisner LLP as special counsel, r2 Advisors LLC as restructuring advisor, and XMS Capital Partners, Headwall Partners and Odinbrook Global Advisors as financial advisors. Stretto is the claims agent. The Office of the U.S. Trustee appointed an official equity security holders committee in the Debtor's case. The equity committee is represented by Onsager Fletcher Johnson, LLC. GENERAL MOTORS: CA Remands RACER Complaint to District Court ------------------------------------------------------------ Judge Richard Allen Griffin of the United States Court of Appeals for the Sixth Circuit reversed the district court's dismissal of Eplet, LLC and RACER Properties, LLC's amended complaint regarding DTE Energy Services, Inc., reversed the district court's dismissal of Eplet and RACER's breach-of-Associated-Agreements claim regarding DTE Energy, and remanded to the district court for proceedings consistent with the Court's opinion. The breach-of-contract case arose from General Motors' bankruptcy. General Motors owned a power plant, which provided steam, compressed air, and electricity to one of its factories in Pontiac, Michigan. In 2007, General Motors, DTEPN, and DTE Energy entered into five contracts concerning the Powerhouse's future: (1) an asset purchase agreement wherein DTEPN purchased the Powerhouse and its generation equipment; (2) a ten-year lease of the land under the Powerhouse to DTEPN; (3) a utility services agreement wherein DTEPN agreed to supply utilities to General Motors and to adhere to certain maintenance and environmental covenants; (4) a guaranty from DTE Energy that DTEPN would fulfill all of its obligations arising from the utility services agreement; and (5) an environmental indemnity agreement wherein DTEPN agreed to indemnify General Motors for any environmental damage caused by its operation of the Powerhouse. The Associated Agreements (the asset purchase agreement, the lease, and the utility services agreement) each contained a provision confirming that the Project Contracts were executed as part of a single "integrated" transaction, and that each agreement was vital to the others. Under the asset purchase agreement, General Motors sold the Powerhouse and its equipment to DTEPN for $2 million. The Powerhouse included, among other things, the building's structure, a coal-fired boiler, a circulating bed boiler, natural gas boilers, air compressors, fuel-handling systems, a steam turbine, cooling towers, and other power-generating equipment. Under the lease, General Motors rented the land under the Powerhouse to DTEPN for ten years. Rent was $1 per year as long as DTEPN provided utilities to General Motors under the utility services agreement. If the utility services agreement terminated, the parties agreed to negotiate a "triple net lease" that would include rent "at fair market values." If these negotiations failed, or stalled for more than 180 days, the lease would terminate. The lease required DTEPN to keep the Powerhouse in "good order, condition and repair, casualty and reasonable wear and tear excepted" and prohibited DTEPN from committing waste on the Powerhouse's grounds or related easements. When the lease ended, DTEPN was required to surrender the Powerhouse's grounds to General Motors "in the same condition" as when the lease began. The lease also provided that, within 90 days after termination, DTEPN was required to "remove from the [grounds] any portion of the [Powerhouse] and any other equipment and personal property owned by [DTEPN] or parties other than" General Motors. Under the utility services agreement, DTEPN agreed to sell steam, compressed air, and electricity to General Motors "at the amounts required" by the nearby factory under a set pricing model. General Motors was also required to pay certain monthly fees "whether or not [it] received [] the Utility Services" that month. Once the factory's needs were met, DTEPN could sell utilities to third parties. DTEPN was required to maintain and repair the Powerhouse consistent with an express schedule. DTEPN was solely responsible for "Facility Maintenance" and for the "operation, repair and maintenance" of the Powerhouse. The agreement required DTEPN to operate the Powerhouse "in accordance with Prudent Industry Standards." The agreement also required DTEPN to "comply with all applicable Environmental Laws covering DTEPN's operations" on the Powerhouse's grounds, and to remediate any environmental damage caused by DTEPN's management of hazardous materials on the property. Only General Motors and DTEPN signed the utility services agreement. However, DTE Energy executed a parental guaranty in which it "unconditionally and irrevocably guarantee[d] to" General Motors "and its successors and assigns, the due and punctual performance of, and compliance with, all obligations, covenants, terms and conditions to be performed or complied with by DTEPN, pursuant to [the] Utility Services Agreement." Under the environmental indemnity agreement, DTEPN agreed to indemnify General Motors against certain Powerhouse-related costs that arose from any third-party claims against General Motors, or that were reasonably incurred by General Motors to comply with environmental laws or protect human life or the environment. In 2009, General Motors filed for Chapter 11 bankruptcy. Within two years, General Motors closed its factory near the Powerhouse. No longer in need of the Powerhouse's services, General Motors moved in bankruptcy court to reject its utility services agreement with DTEPN under 11 U.S.C. Section 365(a). The parties negotiated and ultimately agreed to General Motor's rejection of the asset purchase agreement, the lease, and the utility services agreement. The bankruptcy court entered an order consistent with this stipulation, deeming these three contracts rejected, which allowed DTEPN to file an unsecured claim for damages arising from General Motor's breach of the contracts. DTEPN also reserved its right as a tenant to retain possession of the leased premises under 11 U.S.C. Section 365(h). In March 2011, the bankruptcy court confirmed General Motor's reorganization plan, which created the Revitalizing Auto Communities Environmental Response Trust ("RACER"), to "cleanup and position for redevelopment certain industrial plants and other properties formerly owned by" General Motors. RACER assumed ownership of some General Motors properties, including the land leased to DTEPN. Once the property was transferred to RACER, General Motors had "no further liability, role, or residual interest" in that land. After the rejection of the Associated Agreements, DTEPN elected to remain in possession of the Powerhouse's grounds under 11 U.S.C. Section 365(h)(1)(A)(ii). For the next six years, Defendants "remained in sole and exclusive possession" of the premises. As the end of the lease's term neared, RACER toured the Powerhouse to evaluate its condition. During this inspection, RACER observed lead paint peeling from the walls and asbestos-containing material scattered across the floor. A second inspection furthered RACER's belief that DTEPN had neglected the Powerhouse and allowed hazardous material to contaminate the surrounding area. In 2017, DTEPN vacated the Powerhouse's grounds, abandoning the Powerhouse itself. RACER inspected the Powerhouse and discovered the true extent of its disrepair. RACER filed an eight-count complaint against DTEPN and DTE Energy. RACER brought claims for (1) breach of the Associated Agreements; (2) breach of DTE Energy's guaranty; (3) quantum meruit; (4) nuisance; (5) negligence; (6) statutory waste under Michigan law; (7) violation of the Comprehensive Environmental Response, Compensation, and Liability Act; and (8) violation of Michigan's Natural Resources and Environmental Protection Act. RACER sought to hold DTE Energy responsible for its subsidiary's wrongs by piercing the corporate veil and enforcing the parental guaranty of the utility services agreement. Pursuant to Federal Rule of Civil Procedure 12(b)(6), the district court dismissed all claims against DTE Energy. The court ruled that RACER had not pleaded a valid veil-piercing theory of liability against DTE Energy because it had failed to allege that DTE Energy had used DTEPN's corporate form to commit a fraud or wrong. The court then dismissed the breach-of-Associated-Agreements count in its entirety, concluding that the Associated Agreements had terminated after GM rejected them in bankruptcy. Finally, the court dismissed RACER's remaining claims because, absent veil-piercing, DTE Energy's liability rose and fell with its guaranty, which terminated along with the Associated Agreements outside of the statute-of-limitations period. "While most of RACER's allegations relate to whether DTEPN was a mere instrumentality of DTE Energy, RACER has sufficiently alleged that DTE Energy exercised its control over DTEPN in a way that caused DTEPN to breach its contractual obligations and harm RACER. Specifically, RACER contends that 'it was DTE Energy's decision to . . . cease maintenance and allow the operational and overall condition of the Leased Premises to deteriorate.' DTEPN's lack of maintenance harmed the Powerhouse's grounds, which likely breached several of DTEPN's contractual obligations," Judge Griffin said. He explained that "by allegedly directing its wholly owned subsidiary to stop maintaining the Powerhouse and thereby breach its contractual obligations, DTE Energy exercised its control over DTEPN in a way that wronged RACER. Under these circumstances, Michigan law allows RACER to pierce DTEPN's corporate veil and seek damages from DTE Energy." Judge Griffin concluded that RACER had adequately pleaded that it suffered an unjust loss. He found that because of the Defendants' alleged neglect and abandonment of the Powerhouse, RACER would be responsible for clean-up costs. Judge Griffin added that "maintenance and remediation costs were specifically allocated to DTEPN in the Project Contracts. DTE Energy allegedly directed DTEPN to forego these costs and allow the Powerhouse to fall into disrepair. And DTEPN is now judgment-proof because it was not adequately capitalized by DTE Energy. Viewing these allegations in the light most favorable to the plaintiffs, RACER would suffer an unjust loss if the corporate veil is not pierced." Judge Griffin also concluded "that RACER has sufficiently established that the utility services agreement and the lease are not severable from each other. Most importantly, each contract explicitly stated that it was vital to the other and that GM and DTEPN would not have entered into either without the other. This explicit recognition supports a strong inference that the parties intended the lease and the utility services agreement to be interdependent." The case is EPLET, LLC; RACER PROPERTIES LLC, Plaintiffs-Appellants, v. DTE PONTIAC NORTH, LLC; DTE ENERGY SERVICES, INC., Defendants-Appellees, Case No. 20-1434 (6th Cir.). A full-text copy of the Opinion, dated January 5, 2020, is available at https://tinyurl.com/yyorcevn from Leagle.com. Eplet, LLC and RACER Properties, LLC are represented by: Richard B. Phillips, Jr., Esq. Michael V. Blumenthal, Esq. Bruce J. Zabarauskas, Esq. THOMPSON & KNIGHT LLP One Arts Plaza 1722 Routh Street Suite 1500 Dallas, Texas 75201 Telephone: 214-969-1700 Emails: Rich.Phillips@tklaw.com Michael.Blumenthal@tklaw.com Bruce.Zabarauskas@tklaw.com -- and -- Frances Belzer Wilson, Esq. DAWDA, MANN, MULCAHY & SADLER, PLC Dawda Mann Building 39533 Woodward Avenue Suite 200 Bloomfield Hills, MI 48304-5103 Telephone: 248-642-3700 Email: fwilson@dmms.com DTE Pontiac North, LLC and DTE Energy Services, Inc. are represented by: Peter S. Partee, Sr., Esq. Robert A. Rich, Esq. HUNTON ANDREWS KURTH LLP 200 Park Avenue New York, NY 10166 Telephone:212-309-1000 Email: ppartee@HuntonAK.com rrich2@HuntonAK.com and Joel C. Bryant, Esq. MILLER, CANFIELD, PADDOCK & STONE, P.L.C. 101 North Main Street 7th Floor Ann Arbor, Michigan 48104 Telephone: 734-663-2445 Email: bryant@millercanfield.com About General Motors With its global headquarters in Detroit, Michigan, General Motors -- http://www.gm.com/-- is one of the world's largest automakers, traces its roots back to 1908. General Motors Co. was formed to acquire the operations of General Motors Corp. through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The U.S. government provided financing. The deal was closed July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM -- General Motors Corporation -- filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. The Debtors tapped Weil, Gotshal & Manges LLP Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel; and Morgan Stanley, Evercore Partners and the Blackstone Group LLP as financial advisor. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. GLADSTONE INVESTMENT: Egan-Jones Cuts Sr. Unsecured Ratings to BB+ ------------------------------------------------------------------ Egan-Jones Ratings Company, on December 30, 2020, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by Gladstone Investment Corporation to BB+ from BBB-. Headquartered in McLean, Virginia, Gladstone Investment Corporation operates as a close-end, non-diversified management investment firm. GLATFELTER CORP: GP Acquisition No Impact on Moody's Ba2 CFR ------------------------------------------------------------ Moody's Investors Service commented that Glatfelter Corporation's agreement to acquire Georgia-Pacific LLC's (GP) US non-woven business is credit positive, but has no impact on the company's Ba2 corporate family rating and stable outlook. The addition of GP's airlaid facility in Mount Holly, North Carolina, as well as an R&D pilot line in Memphis, Tennessee, is credit positive for Glatfelter because it will add a high margin operation that will broaden its existing airlaid business and generate cost synergies. Glatfelter plans to fund the $175 million acquisition with a combination of cash and borrowing under its existing revolving credit facility. Assuming that $125 million of the acquisition is funded with debt, the company's September 2020 adjusted debt/EBITDA (including our standard adjustments for pensions and operating leases and incorporating $5 million of targeted synergies) will increase to 3.6x from 3.3x. Charlotte, North Carolina based Glatfelter is a global manufacturer of composite fibers (57% of YTD sales - which includes tea bags and single-serve coffee filtration) and airlaid materials (43% of sales - which includes non-woven fabric-like materials for feminine hygiene products and wipes). Last 12 months September 2020 revenue was $912 million. GLOBAL HEALTHCARE: Appoints Clifford Neuman as Secretary -------------------------------------------------------- Global Healthcare REIT, Inc. has appointed Clifford L. Neuman to serve as the Company's secretary, effective immediately. Mr. Neuman will replace Jacob Taylor as the Company's Secretary. Mr. Neuman previously served as the Company's secretary prior to 2017 and his biographical information has been previously reported. About Global Healthcare Global Healthcare REIT, Inc., acquires, develops, leases, manages and disposes of healthcare real estate, and provides financing to healthcare providers. The Company's portfolio will be comprised of investments in the following three healthcare segments: (i) senior housing, (ii) post-acute/skilled nursing and (iii) bonds securing senior housing communities. Global Healthcare reported a net loss attributable to common stockholders of $891,614 for the year ended Dec. 31, 2019, compared to a net loss attributable to common stockholders of $2.02 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $46.06 million in total assets, $44.13 million in total liabilities, and $1.93 million in total equity. MaloneBailey, LLP, in Houston, Texas, the Company's auditor since 2016, issued a "going concern" qualification in its report dated July 10, 2020, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. GLOBAL HEALTHCARE: Buys Okla. Skilled Nursing Facility for $796,650 ------------------------------------------------------------------- Global Healthcare REIT, Inc. (Currently in a rebranding effort to Selectis Health, Inc.) reported that, through its newly formed wholly-owned subsidiary Global Fairland Property, LLC, effective Dec. 31, 2020, it completed the purchase of a skilled nursing facility located at 12 East Conner, Fairland, Oklahoma, consisting of 29 licensed beds and commonly known as "Family Care Center of Fairland". The purchase price of the Facility was $796,650. With all broker, loan origination fees, and closing costs included, the total purchase price was $849,546. Selectis Health's CEO, Lance Baller, stated, "We believe the Fairland property will complement the existing operations of our Quapaw facility which is located only 20 miles away. We plan to complete renovations in the next 60 days and we expect a full year of accretive earnings once we achieve the targeted rebuild in the census." About Global Healthcare Global Healthcare REIT, Inc., acquires, develops, leases, manages and disposes of healthcare real estate, and provides financing to healthcare providers. The Company's portfolio will be comprised of investments in the following three healthcare segments: (i) senior housing, (ii) post-acute/skilled nursing and (iii) bonds securing senior housing communities. Global Healthcare reported a net loss attributable to common stockholders of $891,614 for the year ended Dec. 31, 2019, compared to a net loss attributable to common stockholders of $2.02 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $46.06 million in total assets, $44.13 million in total liabilities, and $1.93 million in total equity. MaloneBailey, LLP, in Houston, Texas, the Company's auditor since 2016, issued a "going concern" qualification in its report dated July 10, 2020, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. GREEN GROWTH: CCAA Stay Extended to March 26 -------------------------------------------- Green Growth Brands Inc. (CSE: GGB) (OTCQB: GGBXF) and certain of its direct and indirect wholly owned subsidiaries (collectively, the "Applicants") on Dec. 18 provided an update on their insolvency proceedings under the Companies' Creditors Arrangement Act (Canada) ("CCAA"). The Applicants sought and were initially granted protection under the CCAA by the Ontario Superior Court of Justice (the "Court") on May 20, 2020. On December 18, 2020, the Court granted two orders that, among other things, (a) approved an amendment dated December 17, 2020 (the "DIP Amendment") to the debtor-in-possession term sheet between the Company and All Js Greenspace LLC ("All Js") dated May 19, 2020, as amended; and (b) extended the stay of proceedings under the CCAA until and including March 26, 2021. A copy of the orders issued and entered by the Court, the DIP Amendment, and other Court materials and information related to the Applicants' CCAA proceedings, all as may be updated or amended from time to time, are available on the website maintained by Ernst & Young Inc., in its capacity as the Court-appointed monitor ("Monitor") of the Applicants, at www.ey.com/ca/ggbi. All inquiries about the CCAA proceedings should be directed to the Monitor. The Applicants intend to provide further updates on the CCAA proceedings when there are significant developments. Approval of Transfer of Florida License The Company previously announced the expiry of the forbearance period pursuant to the terms of the forbearance agreement with Green Ops Group LLC ("Green Ops") and the subsequent commencement by Green Ops of the approval process from the State of Florida to transfer the cannabis license held by Spring Oaks Greenhouses, Inc. The transfer of the cannabis license to Green Ops was approved by the State of Florida on December 15, 2020. Approval of Transfer of Nevada Licenses The Company also announces that it has received approval from the Cannabis Compliance Board ("CCB") in Nevada to transfer the licenses held by the Nevada Organic Remedies LLC, Henderson Organic Remedies LLC, and Wellness Orchards of Nevada LLC as part of its previously announced and approved stalking-horse agreement among the Company, All Js and Capital Transfer Agency, ULC in its capacity as the debentureholder trustee of the Company's (A) US$45,500,000 aggregate principal amount of 15.00% secured convertible debentures that matured May 17, 2020 and (B) US$23,717,000 aggregate principal amount of 5.00% secured convertible debentures maturing in 2024. The CCB's approval is subject to payment by GGB of an agreed-upon penalty related to GGB's creation and insertion of certain intermediary entities prior to formal approval by Nevada regulators. About Green Growth Brands Inc. Green Growth Brands maintains licenses for cannabis operations in Nevada, Massachusetts, and Florida. Its brands include CAMP, The+Source and 8Fold. GRUPO AEROMEXICO: Attendants & Pilots Reject Cost Reduction Plan ---------------------------------------------------------------- CAPosts reports that Aeromexico and its pilot and flight attendant unions reached the deadline to negotiate their collective contracts, without reaching an agreement. The airline needs to negotiate new conditions to reduce its labor costs, a condition that has been imposed as part of its financial restructuring; however, the alternatives that have been put on the table have not reached the approval of the workers. For the Aviators' Trade Union Association (ASPA), the problem has been an adjustment in the collective contracts that, they fear, will be permanent, which is why the cost reduction proposal was rejected for the second time. "ASPA pilots are in favor of supporting our companies, but our request has been that the contribution schemes be temporary, remunerative and for the time requested by the investor; Furthermore, the inconsistencies in the information presented throughout the negotiations have made it difficult for us to reach an agreement," according to a statement. About Grupo Aeromexico Grupo Aeromexico, S.A.B. de C.V. -- https://www.aeromexico.com/ -- is a holding company whose subsidiaries are engaged in commercial aviation in Mexico and the promotion of passenger loyalty programs. Aeromexico, Mexico's global airline, has its main hub at Terminal 2 at the Mexico City International Airport. Its destinations network features the United States, Canada, Central America, South America, Asia and Europe. Grupo Aeromexico and three of its subsidiaries sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-11563) on June 30, 2020. In the petitions signed by CFO Ricardo Javier Sanchez Baker, the Debtors reported consolidated assets and liabilities of $1 billion to $10 billion. Timothy Graulich, Esq., of Davis Polk and Wardell LLP, serves as counsel to the Debtors. GULFPORT ENERGY: Seeks to Hire PwC as Tax Consultant ---------------------------------------------------- Gulfport Energy Corporation and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ PricewaterhouseCoopers LLP. The Debtors need the firm's services in connection with their Chapter 11 cases, which include: (1) tax compliance and consulting services; (2) the preparation of Gulfport Energy's consolidated financial statement tax accrual for the quarters and year ended Dec.31, 2020; (3) services related to the Debtors' proposed debt restructuring; and (4) accounting advisory and other advisory services pertaining to Gulfport Energy's accounting and financial reporting considerations relating to its Chapter 11 petition. PwC will be paid at these rates for its tax compliance and consulting services and the preparation of Gulfport Energy's consolidated financial statement tax accrual: Partner/ Principal $650 per hour Managing Director -- Director $575 per hour Senior Manager $475 per hour Manager $375 per hour Senior Associate $275 per hour Associate $215 per hour The hourly rates for debt restructuring-related services are as follows: Partner/ Principal $880-$1,180 per hour Managing Director -- Director $815 per hour Senior Manager $815 per hour Manager $725 per hour Senior Associate $540 per hour Associate $445 per hour The hourly rates for accounting advisory and other advisory services are as follows: Partner/ Principal $895 per hour Managing Director $895 per hour Director $809 per hour Senior Manager $719 per hour Manager $629 per hour Senior Associate $539 per hour Associate $449 per hour In the 90 days prior to the petition date, PwC was paid $329,000, of which $274,941 was on account of pre-banruptcy retainers and $54,059 was on account of pre-banruptcy services performed for the Debtors. As of Dec. 24, 2020, PwC held $5,729 in retainers to be applied to approved post-petition fees and expenses. John Swilling, a partner at PwC, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. PwC can be reached at: John F. Swilling PricewaterhouseCoopers, LLP 1000 Louisiana Street, Suite 5800 Houston, TX 77002 About Gulfport Energy Corp. Gulfport Energy Corporation (NASDAQ: GPOR) — http://www.gulfportenergy.com/— is an independent natural gas and oil company focused on the exploration and development of natural gas and oil properties in North America and a producer of natural gas in the contiguous United States. Headquartered in Oklahoma City, Gulfport holds significant acreage positions in the Utica Shale of Eastern Ohio and the SCOOP Woodford and SCOOP Springer plays in Oklahoma. In addition, Gulfport holds non-core assets that include an approximately 22% equity interest in Mammoth Energy Services, Inc. (NASDAQ: TUSK) and has a position in the Alberta Oil Sands in Canada through its 25% interest in Grizzly Oil Sands ULC. Gulfport Energy reported net loss of $2.0 billion for the year ended Dec. 31, 2019 as compared to net income of $430.6 million for the year ended Dec. 31, 2018. As of June 30, 2020, Gulfport had $2.58 billion in total assets, $2.35 billion in total liabilities, and $231.34 million in total stockholders’ equity. As of Sept. 30, 2020, Gulfport had $2,375,559,000 in assets and $2,520,336,000 in liabilities. Gulfport and its subsidiaries sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-35562) on Nov. 13, 2020. The Hon. David R. Jones is the case judge. The Debtors tapped Kirkland & Ellis LLP as their bankruptcy counsel; Jackson Walker L.L.P. as local bankruptcy counsel; Alvarez & Marsal North America, LLC as restructuring advisor; and Perella Weinberg Partners L.P. and Tudor, Pickering, Holt & Co. as financial advisor; and PricewaterhouseCoopers LLP as tax services provider. Epiq Corporate Restructuring LLC is the claims agent. Wachtell, Lipton, Rosen & Katz is counsel for the special committee of Gulfport’s Board of Directors while Chilmark Partners is the financial advisor. Katten Muchin Rosenman LLP is counsel for the special committee of the governing body of each Debtor other than Gulfport while M III Parnters, LP is the financial advisor. The Office of the U.S. Trustee appointed an official committee of unsecured creditors in the Debtors’ Chapter 11 cases on Nov. 27, 2020. The committee is represented by Norton Rose Fulbright US LLP and Kramer Levin Naftalis & Frankel, LLP. HARTSHORNE HOLDINGS: Private Sale of Assets to Pollard Approved --------------------------------------------------------------- Judge Alan C. Stout of the U.S. Bankruptcy Court for the Western District of Kentucky authorized the private sale proposed by Hartshorne Holdings, LLC, and its affiliates to Pollard Management Group of Kentucky, LLC, of the following: (a) three tracts of real properties identified in the McLean County, Kentucky records at (i) D 204, pages 516-519, (ii) D 204, pages 520-523, and (iii) D 204, pages 632-640 but excluding "Tract 2" as described at pages 635-636; (b) permit number 875-8002 ("Poplar Grove Permit"); (c) the Debtors' (i) mine bathhouse; (ii) mine warehouse; (iii) mine shop; (iv) plant shop; (v) mine floating pumps station; (vi) plant site floating pump station; and (vii) truck scales; and (d) the furniture and fixtures related to the Buildings. In return, the Purchaser is assuming all obligations and responsibilities associated with the Poplar Grove Permit. A hearing on the Motion was held on Jan. 5, 2021, at 10:00 a.m. The Sale Agreement, together with all of the exhibits, terms, and conditions thereof, is approved. The sale is free and clear of all liens, claims, encumbrances, and interests of any kind or nature whatsoever, except for royalty interests. Argonaut Insurance Co. has issued commercial surety bonds on behalf of the Debtors. The Existing Surety Bonds include Bond Nos. SUR0039608, SUR0039609, SUR0039610, and SUR0039619 issued by Argonaut in connection with Permit No. 875-8002. The Poplar Grove Permit is being transferred to the Purchaser pursuant to the Sale Agreement. Argonaut's use of all funds in the Collateral Account and its funds to pay for the completion of the reclamation obligations under the Poplar Grove Permit that are covered by the Existing Poplar Grove Bonds is approved. If the Private Sale closes prior to (a) the Purchaser taking transfer of the Poplar Grove Permit, (b) the execution of a new indemnity agreement by and between Argonaut, on the one hand, and the Purchaser, on the other hand, and (c) the replacement of the Existing Poplar Grove Bonds with new Bonding Maintenance, subject to regulatory authority approval, the Purchaser will be allowed to operate the Purchased Assets and the Poplar Grove Permit under the Existing Poplar Grove Bonds and the Existing Indemnity Agreement until the Purchaser takes transfer of the Poplar Grove Permit and obtains a Replacement Indemnity Agreement and new Bonding Maintenance. In such an event, with respect to the Purchased Assets, the Purchaser thereby (a) assumes all obligations under the Poplar Grove Permit, the Existing Indemnity Agreement, and the Existing Poplar Grove Bonds and (b) agrees to indemnify the Debtors and the estates' liquidation trustee and Argonaut from and against any claims, liability, loss, or default that occurs during the Interim Period and arising from the Purchaser's operation under the Poplar Grove Permit, the Existing Indemnity Agreement, and the Existing Poplar Grove Bonds, to the fullest extent, including to the extent to which the Debtors and the Guarantor have agreed to indemnify Argonaut under the Existing Indemnity Agreement. Before the Sale Agreement is executed, the Purchaser will cause a financial institution acceptable to the Debtors to issue a letter of credit in the amount of $50,000 for the benefit of the Debtors and/or Liquidation Trustee to secure the Purchaser's Indemnification to the Debtors and the Liquidation Trustee. The Debtors are authorized to and irrevocably release the Collateral Account and all funds in the Collateral Account to Argonaut to use to fund the Reclamation Payments under the Reclamation Agreement. For a period of 180 days following the closing of the Private Sale, the Debtors, their affiliates, and their representatives will have reasonable access to the Real Property for the purposes of disassembling and removing all assets conveyed pursuant to that certain Purchase and Sale Agreement, dated as of Oct. 30, 2020, by and between Hartshorne Mining, Hartshorne Holdings and Frozen Star Holdings II, LLC. During the Removal Period, the Debtors will maintain statutory general liability and workers' compensation insurance sufficient to cover any losses sustained by the Purchaser in connection with the removal of assets pursuant to Section 5.12 of the Sale Agreement. The Purchaser will be responsible for removing all concrete structures following the Removal Period. The Order constitutes a final and appealable order within the meaning of 28 U.S.C. Section 158(a). Notwithstanding Bankruptcy Rules 6004(h) and 6006(d), the Court expressly finds that there is no just reason for delay in the implementation of the Order, and expressly directs entry of judgment as set forth. The Order will be effective immediately upon entry, and the Debtors and the Purchaser are authorized to close the sale transaction contemplated by the Sale Agreement immediately upon entry of the Order. Time is of the essence in closing the transaction, and the Debtors and the Purchaser intend to close the transaction as soon as practicable. About Hartshorne Holdings Hartshorne Holdings, LLC and affiliates are engaged in the production and sale of thermal coal through the operation of the Poplar Grove Mine, which is part of the Buck Creek Complex located in the Illinois Coal Basin in Western Kentucky. The Buck Creek Complex includes two mines: (i) the operating Poplar Grove Mine, and (ii) the permitted, but not constructed, Cypress Mine. On Feb. 20, 2020, Hartshorne Holdings, LLC and three affiliates sought Chapter 11 bankruptcy protection (Bankr. W.D. Ky. Lead Case No. 20-40133). Hartshorne Holdings was estimated to have $50 million to $100 million in assets and liabilities as of the bankruptcy filing. The Hon. Thomas H. Fulton is the case judge. The Debtors tapped Squire Patton Boggs (US) LLP as bankruptcy counsel; Frost Brown Todd LLC as local counsel; FTI Consulting, Inc. as financial advisor; and Perella Weinberg Partners LP as investment banker. Stretto is the claims agent, maintaining the page https://cases.stretto.com/hartshorne The Office of the U.S. Trustee appointed a committee of unsecured creditors on March 10, 2020. The committee is represented by Dentons Bingham Greenebaum LLP and Whiteford Taylor Preston, LLP. HEARTWISE INCORPORATION: Seeks to Hire DTO Law as Special Counsel ----------------------------------------------------------------- Heartwise, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ DTO Law as special counsel. The law firm will provide services in connection with the Debtor's Chapter 11 case, which include: (a) advising the Debtor regarding various, ordinary course, business litigation issues; and (b) representing the Debtor in any court or administrative proceeding related to business litigation issues. The law firm will be paid at these hourly rates: William Delgado $600 Megan O’Neill $600 Lauren Hudecki $500 Erik Mortensen $450 Paralegals $200 DTO Law is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code, according to a court filing. About Heartwise Incorporation Heartwise Incorporation filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 20-13335) on Dec. 4, 2020. Tuong V. Nguyen, chief executive officer, signed the petition. At the time of the filing, the Debtor disclosed $7,653,717 in assets and $12,030,563 in liabilities. Judge Mark S. Wallace presides over the case. The Debtor is represented by Blakeley LLP. HERITAGE RAIL: Trustee's $33K Sale of 5 Vehicles to SLRG Approved ----------------------------------------------------------------- Judge Thomas B. McNamara of the U.S. Bankruptcy Court for the District of Colorado authorized Tom Connolly, the Chapter 11 Trustee of Heritage Rail Leasing, LLC, to sell the following five vehicles to San Luis & Rio Grande Railroad, Inc. ("SLRG") for a total purchase price of $33,000: (i) 2003 Chevy Suburban Hi-rail for $4,845, (ii) 2011 Chevy Silverado 3500 for $9,462, (iii) 2003 Ford Truck for $10,390, (iv) 2011 Chevy Silverado 1500 for $7,782, and (v) Big Tex Trailer for $521. The Debtor may use the proceeds to pay all necessary costs of sale, including any applicable sales tax. About Heritage Rail Leasing Heritage Rail Leasing, LLC leases rail rolling stocks, locomotives and track equipment. On Aug. 21, 2020, Portland Vancouver Junction & Railroad Inc., Vizion Marketing LLC and D.L. Paradeau Marketing LLC filed a Chapter 11 involuntary petition against Heritage Rail Leasing. The creditors are represented by Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, LLP. Judge Thomas B. McNamara oversees the case. L&G Law Group LLP and Moglia Advisors serve as the Debtor's legal counsel and restructuring advisor, respectively. Alex Moglia of Moglia Advisors is the Debtor's chief restructuring officer. On Oct. 19, 2020, the Office of the U.S. Trustee appointed a committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee is represented by Goldstein & McClintock LLLP and the Law Offices of Douglas T. Tabachnik, P.C. On Oct. 28, 2020, the Court approved the appointment of Tom H. Connolly as the Debtor's Chapter 11 trustee. The trustee tapped Brownstein Hyatt Farber Schreck, LLP as his counsel. HILCORP ENERGY I: Moody's Rates New $1BB Sr. Unsec. Notes 'Ba3' --------------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to Hilcorp Energy I, L.P. (HEI) and co-issuer Hilcorp Finance Company's proposed offering of $1.0 billion senior unsecured notes. The Ba2 Corporate Family Rating, the Ba2-PD Probability of Default Rating and stable outlook are not affected by this action. Proceeds of the proposed offering will be used to fund the partial redemption of HEI's 2024 and 2025 unsecured notes, and to repay borrowings outstanding under the company's revolving credit facility. "HEI's notes issue is an exercise in liability management that will extend the average life of its debt maturities and increase the availability liquidity under its revolving credit facility," commented Andrew Brooks, Moody's Vice President, "while having no negative or positive implications on its ratings." Assignments: Issuer: Hilcorp Energy I, L.P. Senior Unsecured Notes, Assigned Ba3 (LGD5) RATINGS RATIONALE The Ba3 rating on HEI's senior unsecured notes reflects their subordinate position to the company's $1.6 billion secured borrowing base revolving credit's priority claim to the company's assets. The size of the senior secured claims relative to HEI's outstanding senior unsecured notes results in the notes being rated one notch below the Ba2 CFR. Effective June 30, 2020, HEI closed on its $5.5 billion acquisition of BP p.l.c.'s (BP) entire Alaskan upstream and midstream asset base, including BP Exploration (Alaska) Inc., that owns all of BP's upstream oil and gas interests in Alaska. The acquisition gave HEI a 26.4% interest in the prolific Prudhoe Bay field, which it now operates. The 50% of the Milne Point producing asset not presently owned by HEI was contributed to HEI at closing, while the remainder of the upstream asset package is held in a separately capitalized, 100% owned unrestricted HEI subsidiary, Hilcorp North Slope, LLC. The acquisition of BP Alaska's associated midstream assets closed in a separate transaction at Harvest Midstream I, L.P. (Ba3 stable) on December 18, 2020. HEI capitalized the independently evaluated fair market valuation of HNS on its balance sheet in accordance with GAAP, whose debt Moody's includes in HEI's consolidated debt aggregate. As such, the $4.5 billion total amount of HEI's consolidated debt at September 30 has increased by approximately two-thirds from its $2.65 billion pre-acquisition total. At September 30, HEI's 12-month debt on production approximated $22,700 per barrel of oil equivalent (Boe), although based on 2020's third quarter run rate, debt remained at slightly over $18,000 per Boe of production. Retained cash flow (RCF) to debt is likely to remain in the mid-20% area. The acquisition of BP's assets increased HEI's Alaskan equity production to around 112,000 Boe per day in 2020's third quarter, with total third quarter production across HEI's portfolio increasing to 205,000 Boe per day (excluding 48,000 Boe per day of third party sales). Consolidated proved reserves at June 30 aggregated 1,175 million Boe (55% oil, 73% proved developed), 29% attributed to HNS, and whose $10.3 billion PV-10 covered consolidated debt by over 2x. HEI has consistently employed a strategy of acquiring mature, long-lived properties with a base level of production, including Alaska's Cook Inlet and North Slope regions, creating value by minimizing declining well performance and reducing costs. Moody's expects HEI to extend this strategy to the newly acquired Alaskan assets as well. Mr. Jeffery Hildebrand owns the vast majority of HEI's limited partner interests and holds the 1% general partnership interest through Hilcorp Energy Company, which manages HEI's oil and gas operations. The singular control Mr. Hildebrand wields over the Hilcorp enterprise is also considered in HEI's credit profile. However, HEI has prospered under Mr. Hildebrand's control and leadership, while limiting its use of excessive debt financing. Moody's expects HEI's liquidity position to remain good into 2021. At September 30, HEI's balance sheet cash totaled $339.5 million, bolstered by $445 million of nine-month positive free cash flow. HEI's $1.6 billion secured borrowing base revolving credit facility was utilized in the amount of $955 million at September 30, and is scheduled to mature in November 2022. HNS has no credit facilities, and its debt is not guaranteed by HEI. Moody's expects HEI and HNS to be substantially free cash flow positive, using cash flow for the repayment of their respective debt obligations. The stable outlook reflects HEI's low risk exploitation strategy, and Moody's expectation that the company will be able to generate free cash flow for debt reduction. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A rating upgrade could be considered if HEI reduces consolidated debt to average daily production below $18,000 per Boe and increases RCF to debt above 30%. Moody's would further expect that HEI's future growth strategy not materially deviate from its historic focus on the acquisition of mature, longer-lived assets whose potential avail themselves to future exploitation upside. A downgrade is possible should HEI's debt increase above $25,000 per Boe of average daily production, should RCF to debt drop below 20% or should debt levels further increase to fund acquisitions or distributions. Hilcorp Energy I, L.P. is a private limited partnership headquartered in Houston, Texas. The company's primary producing assets are located in Alaska, Texas, Louisiana and the Utica Shale. The principal methodology used in these ratings was Independent Exploration and Production Industry published in May 2017. HOWARD S. COHEN: Daughter Buying Personal Property for $26K ----------------------------------------------------------- Howard Steven Cohen and Lise Hollander Cohen ask the U.S. Bankruptcy Court for the District of Colorado to authorize the sale of the personal property listed on Exhibit A to Alexandra Olivia Cohen, their daughter, for $25,880. The Debtors are married individuals, who reside in Aspen, Colorado. Mr. Cohen is a private equity investor and financial consultant. Ms. Cohen is currently employed in human resources with a third party entity. The Debtors' chapter 11 case was filed in connection with that of Aspen Pacific Asset Management, LLC, Case No. 19-19899-MER, H&L Cohen, LLC, Case No. 19-19898-MER, and Aspen Pacific Group, Inc., Case No. 19-19900-MER, related entities of the Debtors. The four cases are jointly administered under Case No. 19-19897. The first lien holder on the Debtors' residence in Aspen, Colorado, obtained relief from the automatic stay pursuant to 11 U.S.C. Section 362 and foreclosed on their residence. In connection with moving out of their home, the Debtors moved some of their personal property into a storage unit. The Debtors moved into a smaller home and need to downsize and sell the majority of their household goods, sporting equipment, jewelry, and other various belongings. The Debtors obtained an estimated value of their assets from Dickensheet prior to the Petition Date. They wish to sell their assets to one of their children, less the value of their exemptions ("Personal Property"). The total non-exempt value of the Personal Property is $25,880. Other than a pre-Petition Date Lien Statement filed by the Internal Revenue Service, the Debtors do not believe any other entity or person has a lien on the Goods. The IRS filed a related proof of claim with the Bankruptcy Court alleging that they are owed $99,303 in income taxes for tax years ending Dec. 31, 2014 and Dec. 31, 2015, which was assessed unilaterally by the IRS on Nov. 26, 2018 (Claim No. 6-1, filed on Jan. 17, 2020). The Debtors have objected to the IRS Claim, and the IRS filed a response. The Debtors may withdraw their objection. For purposes of the Motion, however, they agree that the IRS lien will attach to the proceeds from the sale of the Goods except as otherwise provided through Court order. The Debtors are asking Court authorization to sell the Personal Property to Alexandra Olivia Cohen free and clear of all liens, claims and encumbrances. They believe that it is in their best interests, their estate and their creditors for the Court to authorize the sale of the Personal Property. Adequate and reasonable notice is being provided. The Motion is being filed and sent out on notice to creditors and parties in interest with an opportunity to object. A copy of the Exhibit A is available at https://tinyurl.com/y2yvt6zd from PacerMonitor.com free of charge. Howard Steven Cohen and Lise Hollander Cohen sought Chapter 11 protection (Bankr. D. Colo. Case No. 19-19897) on Nov. 15, 2019). The Debtors tapped Jenny M.F. Fujii, Esq., as counsel. IN-SHAPE HOLDINGS: 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 that it is representing the utility companies in the Chapter 11 cases of In-Shape Holdings, LLC et al. The names and addresses of the Utilities represented by the Firm are: a. Constellation NewEnergy, Inc. Attn: Mark J. Packel Assistant General Counsel 2301 Market Street, 23rd Floor Philadelphia, PA 19103 b. 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 The nature and the amount of claims of she Utilities, and the times of acquisition thereof are as follows: (a) Constellation NewEnergy, Inc. and Southern California Gas Company have unsecured claims against the above-referenced Debtors arising from prepetition utility usage. (b) For more information regarding the claims and interests of the Utilities in these jointly-administered cases, refer to the Objection of Constellation NewEnergy, Inc. and Southern California Gas Company To the Motion of the Debtors For Interim and Final Orders Establishing Adequate Assurance Procedures with Respect To the Debtors' Utility Providers filed 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 December 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 Telephone: (804) 749-8861 Facsimile: (804) 749-8862 E-mail: russell@russelljohnsonlawfirm.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/38uS6cy About In-Shape Holdings In-Shape is a regional health club operator. Before the outbreak of COVID-19, In-Shape operated 65 clubs with over 470,000 members. Its clubs offer premium amenities and member-focused community club experiences at tiered pricing levels in secondary markets around California. Visit https://www.inshape.com/ for more information. In-Shape Holdings, LLC and two affiliates, including In-Shape Health Clubs, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-13130) on Dec. 16, 2020. In-Shape Holdings was estimated to have $50 million to $100 million in assets and $100 million to $500 million in liabilities as of the bankruptcy filing. Judge Laurie Selber Silverstein oversees the cases. The Debtors tapped Keller Benvenutti Kim LLP and Troutman Pepper Hamilton Sanders LLP as their bankruptcy counsel, Chilmark Partners LLC as investment banker, and B. Riley Financial, Inc., as real estate advisor. Stretto is the claims agent and administrative advisor. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on Dec. 29, 2020. KETAB CORP: Unsecureds' Recovery Hiked to 41.3% After Settlement ---------------------------------------------------------------- Ketab Corporation filed on Jan. 7, 2021, a First Amended Disclosure Statement describing its First Amended Chapter 11 Plan of Reorganization. The Debtor filed its initial Disclosure Statement Describing Chapter 11 Plan of Reorganization and initial Chapter 11 Plan of Reorganization on September 18, 2020 and thereafter voluntarily dismissed them because the settlement with the Adli parties and the SBA loan substantially alter various claim treatments and the income and expense projections. The bulk of the debts of the estate were incurred as a result of the Melli Yellow Pages/Limonadi and then the Adli litigation. The Debtor borrowed funds from various parties to assist with the litigation. Now that both the Melli Yellow Pages/Limonadi litigation matters and the Adli litigation have been resolved, the Debtor can focus its time and energy on its business operations. The First Amended Plan cites that the Debtor estimates that Class 3(a) general unsecured claims total approximately $658,279. Class 3(a) will be paid $272,000, to be shared pro rata amongst the claimants; this is estimated to pay 41.31% of each claim, compared to 35.17% from the prior iteration of the Plan. The Debtor estimates that Class 3(b) contingent general unsecured claims total approximately $20,695; these contingent claims were subject to 1) the claims being disallowed pursuant to an order disallowing and an order vacating the order disallowing the claim; 2) the Debtor obtaining a monetary judgment against the claimants in state court; 3) the claimants obtaining a monetary judgment against the Debtor in state court litigation; and/or 4) any award to the claimants exceeding the award to the Debtor. Class 3(b) will be paid $20,695. Terms of the Stipulation with Adli Parties are as follows: * The Order on Objection is modified such that ALG has a valid general unsecured claim of $20,695; * The claim shall be treated in the Debtor's Plan as follows: * ALG will be a member of Class 3(b); * ALG will receive $20,695 as follows: $10,695 by the first day of the following the Plan effective date; $10,000 within 30-days thereafter; * The Debtor will dismiss with prejudice its malpractice action against ALG in the Los Angeles Superior Court, Ketab Corporation v. Adli Law Group P.C. et al (Case No. 19STCV09642) within 30-days of the effective date of the Debtor's confirmed Plan; * ALG shall dismiss with prejudice its cross-complaint, Adli Law Group P.C. et al v. Ketab Corporation et al (Case No. 19STCV09642) within 30 days of the effective date of the Debtor's confirmed Plan; * This Stipulation contains the entire understanding among the Parties, supersedes any prior written or oral agreements between them respecting the subject matter contained herein, and all prior negotiations concerning such subject matter are merged into this Stipulation. The Debtor estimates that Class 3(a) general unsecured cliams total $658,279. Class 3(a) will be paid $272,000, to be shared pro rata amongst the claimants; this is estimated to pay 41.31% of each claim. The Debtor estimates that Class 4 general unsecured claims of insiders total approximately $17,000. Class 4 will be paid 1% of the claimants' claims in month 60. A full-text copy of the First Amended Disclosure Statement dated January 7, 2021, is available at https://bit.ly/3ozRo3o from PacerMonitor.com at no charge. Attorneys for Debtor: Roksana D. Moradi-Brovia (Bar No. 266572) W. Sloan Youkstetter (Bar No. 296681) RESNIK HAYES MORADI LLP 17609 Ventura Blvd., Suite 314 Encino, CA 91316 Telephone: (818) 285-0100 Facsimile: (818) 855-7013 E-mail: roksana@RHMFirm.com sloan@RHMFirm.com About Ketab Corporation Ketab Corp. -- http://www.ketab.com/-- is a book store in Los Angeles, Calif., offering a selection of Persian, Farsi and Iranian books, music and movies. Ketab Corporation sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 19-12500) on Oct. 2, 2019. In the petition signed by Bijan Khalili, president, the Debtor was estimated to have assets and liabilities of $1 million to $10 million. Judge Deborah J. Saltzman oversees the case. The Debtor tapped Resnik Hayes Moradi, LLP as bankruptcy counsel; the Law Offices of Tony Forberg as special counsel; and Financial Consultant Assoc. Inc. as accountant. KUTTER GROUP: Seeks to Hire Bartolone Law as Legal Counsel ---------------------------------------------------------- Kutter Group Holdings, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Bartolone Law, PLLC as its legal counsel. The firm's services will include: (a) advising the Debtor regarding its rights and duties in its Chapter 11 case; (b) preparing pleadings related to the case; and (c) other necessary actions incident to the proper preservation and administration of the Debtor's bankruptcy estate. The firm's attorneys and junior paraprofessionals charge $375 per hour and $125 per hour, respectively. Prior to its bankruptcy filing, the Debtor paid a retainer fee of $15,000, of which $4,325.50 was used to pay for pre-bankruptcy services and costs incurred. Bartolone Law does not represent interests adverse to the Debtor or to the estate and it has no connection with the creditors or any other party-in-interest, according to court filings. The firm can be reached through: Aldo G. Bartolone, Jr., Esq. Bartolone Law, PLLC 1030 N. Orange Ave., Suite 300 Orlando, FL 32801 Telephone: (407) 294-4440 Facsimile: (407) 287-5544 Email: aldo@bartolonelaw.com About Kutter Group Holdings, LLC Kutter Group Holdings, LLC owns and operates a pet store. Kutter Group Holdings filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-06971) on Dec. 23, 2020. Bartolone Law, PLLC represents the Debtor as counsel. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of between $1 million and $10 million. L BRANDS: Egan-Jones Hikes Senior Unsecured Ratings to CCC- ----------------------------------------------------------- Egan-Jones Ratings Company, on December 29, 2020, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by L Brands, Inc. to CCC- from CC. Headquartered in Columbus, Ohio, L Brands, Inc. sells women's apparel and beauty products. LAMAR ADVERTISING: Moody's Gives B1 Rating on New Sr. Unsec. Notes ------------------------------------------------------------------ Moody's Investors Service assigned a B1 rating to Lamar Advertising Company's (Lamar) subsidiary, Lamar Media Corporation's (Lamar Media) proposed senior unsecured note. Lamar's existing ratings remain unchanged including the Ba3 corporate family rating, as well as Lamar Media's Baa3 senior secured credit facility and B1 rating on the existing senior unsecured notes. The outlook remains stable. The net proceeds from the $550 million note, cash on the balance sheet, and a draw on the existing revolving credit and Account Securitization program will be used to repay the $650 million senior notes due 2026. The transaction is expected to lead to lower annual interest expense of approximately $15 million depending on final pricing. Pro forma leverage for the financing transaction is approximately 4.5x (excluding Moody's standard adjustments for lease expenses), down slightly from 4.6x as of Q3 2020. The transaction decreases cash on the balance sheet, as well as modestly reduces revolver and A/R securitization availability, but Moody's expects Lamar will maintain a good liquidity position going forward. The ratings on the existing senior notes due 2026 will be withdrawn after repayment. Assignments: Issuer: Lamar Media Corporation Proposed Senior Unsecured Regular Bond/Debenture, Assigned B1 (LGD4) RATINGS RATIONALE Lamar's Ba3 CFR reflects the ongoing impact from the coronavirus pandemic on outdoor advertising spending which has led to higher leverage and decreased operating cash flow. The outdoor industry remains vulnerable to consumer ad spending and contract terms are generally shorter than in prior periods. The outdoor industry has been impacted more rapidly than in prior economic recessions, but Moody's expects that performance should improve quicker than in previous recoveries due to the lower commitment level and ease of initiating new outdoor campaigns. Lamar benefits from its market presence as one of the largest outdoor advertising companies in the US, the high-margin business model, and strong cash flow generation prior to dividend payments. The ability to convert traditional static billboards to digital provides growth opportunities after the impact of the pandemic subsides. As a pure play outdoor advertising company, Lamar provides mainly local advertising and derives revenues from a diversified customer base, with no single advertiser accounting for more than 2% of the company's billboard advertising revenue. Moody's projects Lamar will continue to be less affected by the pandemic compared to the rest of the industry given the company's geographically diversified market position with lower levels of transit exposure. Lamar has greater presence in small and mid-sized markets, with less focus on major metropolitan areas that are more exposed to volatile national advertising and likely to be impacted by the pandemic to a greater degree. Compared to other traditional media outlets, the outdoor advertising industry is not likely to suffer from disintermediation and benefits from restrictions on the supply of billboards which help support advertising rates and high asset valuations. The coronavirus outbreak, the government measures put in place to contain it, and the weak global economic outlook continue to disrupt economies and credit markets across sectors and regions. Moody's analysis has considered the effect on the performance of advertising revenue from the current weak US economic activity and a gradual recovery for the coming months. Although an economic recovery is underway, it is tenuous and its continuation will be closely tied to containment of the virus. As a result, the degree of uncertainty around our forecasts is unusually high. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. A governance impact that Moody's considers in Lamar's credit profile is the relatively aggressive financial policy. Historically, Lamar has paid material dividends that reduce the amount of free cash flow available for debt repayment or acquisitions. Lamar reduced the quarterly dividend in Q2 2020, but will continue operating as a REIT and Moody's expects dividend payments will increase as performance improves. Several acquisitions have been completed historically and additional purchases are possible going forward. Lamar is a publicly traded company listed on the NASDAQ stock Market, but the Reilly family has voting control of the company. Moody's speculative grade liquidity rating of SGL-2 reflects expectations that Lamar will maintain a good liquidity position over the next year. The pro forma cash balance will be about $38 million and Lamar will have over $692 million of availability on the $750 million revolver due 2025 as of Q3 2020. Lamar also has a $175 million A/R securitization that will have $155 million drawn as adjusted for the transaction as of Q3 2020. Moody's expects operating cash flow to decline in the near term, but the reduction in the dividend to $50 million from $101 million per quarter and lower capex will offset the impact of the pandemic on free cash flow. Moody's projects Lamar will spend about $65 million in capex in 2020 and $120 million in 2021 and that Lamar will increase dividend payments in 2021 as the company recovers from the impact of the pandemic. Free cash flow as a percentage of debt was 7% LTM as of Q3 2020 and Moody's expects free cash flow will continue to remain positive in 2021. There is no required amortization payment on the term loan B and operating cash flow will likely be used for dividends, capex, debt repayment or acquisitions. Lamar has an At-the-Market offering program which could be used to boost liquidity or help finance acquisitions. Assets sales of outdoor billboards that typically trade at very high valuations could also be a source of liquidity if needed. The required secured net debt covenant ratio is 4.5x compared to a 0.9x ratio as of Q3 2020 and is applicable to the revolving credit facility only. The term loan B is covenant lite. Moody's projects that Lamar will maintain a significant cushion of compliance. The stable outlook reflects Moody's expectation that leverage will increase modestly in the near term due to lower revenue and EBITDA and cash flow from operations will decrease. However, Lamar has good liquidity to manage through the pandemic and will be less impacted than other operators in the industry given its geographically diversified market position with limited transit exposure. Moody's expects leverage will start to decline in Q2 2021 from yoy profit growth and that leverage will decrease towards the low 4x range by the end of 2021 aided by Lamar's strong market position. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING The required distribution of 90% of taxable income from a REIT qualified subsidiary limits upward rating pressure. However, an upgrade could occur if leverage was maintained below 4x on a sustained basis (excluding Moody's standard lease adjustments) with confidence that the board of directors intended to maintain leverage below this level. Also required would be a balanced financial policy between debt and equity holders, free cash flow after distributions of about 5% of debt, and a good liquidity position. A ratings downgrade would occur if leverage was sustained above 5x (excluding Moody's standard lease adjustment) due to a debt financed acquisition or a material decline in advertising spend. Failure to maintain an adequate liquidity position could also lead to negative rating pressure. Lamar Advertising Company (Lamar), with its headquarters in Baton Rouge, Louisiana, is one of the leading owner and operators of advertising structures in the U.S. and Canada. Lamar is publicly traded, but the Reilly family has voting control of the company. Lamar generated revenues of approximately $1.6 billion in the LTM period ending Q3 2020. The principal methodology used in this rating was Media Industry published in June 2017. LAMAR MEDIA: S&P Rates New $550MM Senior Unsecured Notes 'BB-' -------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue-level and '3' recovery ratings to the proposed $550 million of senior unsecured notes issued by Lamar Media Corp., a subsidiary of Baton Rouge, La.-based outdoor advertising company Lamar Advertising Co. The '3' recovery rating indicated its expectation for meaningful (50%-70%; rounded estimate: 55%) recovery for lenders in the event of a payment default. Lamar plans to use the proceeds with cash on hand, its revolving credit facility, and accounts receivable (AR) securitization facility to redeem its $650 million senior unsecured notes due in 2026. S&P said, "The transaction does not affect our 'BB-' issuer credit rating or stable outlook on Lamar because it is leverage-neutral. We expect adjusted debt to EBITDA to rise to the high-4x area in 2020 from 4.2x at year-end 2019 as a result of the coronavirus pandemic and resulting economic downturn, then improve toward the mid-4x area in 2021 as advertising continues to recover in Lamar's markets." ISSUE RATINGS - RECOVERY ANALYSIS Key analytical factors -- S&P's simulated default scenario contemplates a default in 2025 because of a significant decline in cash flow during a prolonged economic downturn that reduces advertising spending and increases competition from alternative media. -- Lamar's debt capitalization consists of a $175 million priority class AR securitization program due in 2021, a senior secured class (consists of a $750 million revolving credit facility due in 2025 and a $600 million term loan B due in 2027), and a senior unsecured class ($650 million of 5.75% senior notes due in 2026, $600 million of 3.75% senior notes due in 2028, $400 million senior notes due in 2029, and $550 million of 4% senior notes due in 2030). The AR securitization program and revolving credit facility are unrated. Lamar Media is the borrower of the debt. -- The senior secured credit facility is secured by a perfected first-priority security interest on all tangible and intangible assets (subject to 65% of the voting stock of first-tier foreign subsidiaries and other excluded assets). It benefits from a priority claim on the collateral. -- Other default assumptions include an 85% draw on the revolving credit facility, $122.5 million drawn on its AR securitization facility, LIBOR of 2.5%, the spread on the revolving credit facility and term loans increasing to 5% as covenant amendments are obtained, and all debt including six months of prepetition interest. -- S&P expects Lamar to reorganize in the event of a default given the importance of outdoor advertising to advertisers' marketing mix and the company's desirable locations in small to midsize markets. Simulated default assumptions -- Simulated year of default: 2025 -- EBITDA multiple: 7.5x -- Emergence EBITDA: about $370 million -- Net recovery value after administrative expenses (5%): about $2.6 billion Simplified waterfall -- Value available for secured debt (after priority claims): about $2.5 billion -- Estimated senior secured debt: about $1.3 billion -- Recovery expectations: 90%-100% (rounded estimate: 95%) -- Value available for senior unsecured debt: about $1.2 billion -- Estimated senior unsecured debt: about $2.1 billion -- Recovery expectations: 50%-70% (rounded estimate: 55%) LIVINGSTON MED: Gets Court Approval to Hire Special Counsel ----------------------------------------------------------- Livingston Med Lab, LLC received approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Jill Vogel, Esq., of Kreager Mitchell, as special counsel. The Debtor needs the attorney's legal assistance on matters related to compliance with state and federal laws associated with its operation of a medical testing lab. The attorney will be paid at the rate of $400 per hour and will be reimbursed for out-of-pocket expenses. Ms. Vogel disclosed in a court filing that she is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Ms. Vogel can be reached at: Jill Vogel, Esq. Kreager Mitchell 7373 broadway, Suite 500 San Antonio, TX 78209 Phone: (210) 283-6243 / (210) 829-7722 Fax: (210) 821-6672 Email: jvogel@kreagermitchell.com About Livingston Med Lab Livingston Med Lab LLC -- https://www.livingstonmedlab.com/ -- offers a wide variety of lab services to clinics, medical groups and other medical specialty businesses in and around central Texas areas. San Antonio, Texas-based Livingston Med Lab filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 20-51582) on Sept. 5, 2020. In its petition, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. Robert Castaneda, manager, signed the petition. The Hon. Craig A. Gargotta presides over the case. Muller Smeberg, PLLC serves as the Debtor's bankruptcy counsel. LSC COMMUNICATIONS: Flint Group Out as Committee Member ------------------------------------------------------- The U.S. Trustee for Region 2 disclosed in a court filing that as of Jan. 8, these creditors are the remaining members of the official committee of unsecured creditors in the Chapter 11 cases of LSC Communications, Inc. and its affiliates: 1. A.J. Jersey, Inc. 125 Saint Nicholas Avenue South Plainfield, NJ 07080 Attention: David Rizzo Telephone: 908-754-7333 2. Pension Benefit Guaranty Corporation 1200 K Street, N.W. Washington, D.C. 20005 Attention: Michael Strollo Supervisory Financial Analyst Telephone: 202-326-4000 3. Graphic Communications Conference of the International Brotherhood of Teamsters National Pension Fund 455 Kehoe Blvd, Suite 101 Carol Stream, IL 60188 Attention: George N. Smetana, Administrator Telephone: 630-871-7733 4. Charles L. Winchester 3320 Sanctuary PT. Fort Myers, FL 33905 Telephone: 908-403-6895 5. Scot H. Smith 1125 South Race Street - #206 Denver, CO 80210 Telephone: 720-273-5985 Flint Group North America Corp. was previously identified as member of the creditors committee. Its name no longer appears in the new notice. About LSC Communications LSC Communications, Inc. -- http://www.lsccom.com-- is a Delaware corporation established in 2016 with its headquarters located in Chicago. It offers a broad range of traditional and digital print products, print-related services, and office products. LSC Communications has offices, plants and other facilities in 28 states, as well as operations in Mexico, Canada and the United Kingdom. LSC Communications and its affiliates filed a Chapter 11 petition (Bankr. S.D.N.Y. Lead Case No. 20-10950) on April 13, 2020. In its petition, LSC Communications estimated $1.649 billion in assets and $1.721 billion in liabilities. Andrew B. Coxhead, chief financial officer, signed the petition. The Debtors tapped Sullivan & Cromwell LLP and Young Conaway Stargatt & Taylor LLP as their bankruptcy counsel, Evercore Group LLC as investment banker, AlixPartners LLP as restructuring advisor, and Prime Clerk as notice, claims and balloting agent. The U.S. Trustee for Region 2 appointed a committee to represent unsecured creditors in the Debtors' Chapter 11 cases on April 22, 2020. The committee tapped Stroock & Stroock & Lavan, LLP and Levenfeld Pearlstein, LLC as its legal counsel, Alvarez & Marsal North America, LLC as its financial advisor, Jefferies LLC as investment banker, and Prime Clerk LLC as information agent. MA REAL ESTATE: Gets OK to Hire Warner Norcross as Legal Counsel ---------------------------------------------------------------- MA Real Estate and Investments, LLC received approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire Warner Norcross + Judd LLP as its legal counsel. The firm's services will include: a. preparing applications and proposed orders to be filed with the court; b. identifying and prosecuting claims and causes of action on behalf of the Debtor's estate; c. advising the Debtor and preparing documents in connection with the reorganization of the estate, including analysis and collection of outstanding receivables; d. assisting the Debtor in performing its other official functions; e. assisting the Debtor in obtaining credit, arranging adequate protection and negotiating a plan of reorganization and sale of its assets; f. reviewing and investigating records and research of law on various issues; and g. other services necessary for an effective administration of the estate. Warner received a retainer in the sum of $10,000. Susan Cook, Esq., a partner at Warner, disclosed in court filings that her firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Susan M. Cook, Esq. Warner Norcross & Judd, LLP 715 E. Main Street, Suite 110 Midland, MI 48640 Tel: 989-698-3700 989-698-3759 Email: smcook@wnj.com About MA Real Estate and Investments MA Real Estate and Investments, LLC is primarily engaged in renting and leasing real estate properties. MA Real Estate and Investments filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case no. 20-21715) on Dec. 10, 2020. The petition was signed by Michael Reid, attorney-in-fact for Thomas P. LaPorte, managing member. At the time of the filing, the Debtor estimated $1 million to $10 million in both assets and liabilities. Judge Daniel S. Oppermanbaycity oversees the case. Warner Norcross & Judd, LLP represents the Debtor as counsel. MAD RIVER: Seeks to Hire Finestone Hayes as Bankruptcy Counsel -------------------------------------------------------------- Mad River Estates, LLC, seeks approval from the U.S. Bankruptcy Court for the Northern District of California to hire Finestone Hayes LLP as its general bankruptcy counsel. Mad River requires Finestone to: (a) advise and represent the Debtor to all matters and proceedings within this Chapter 11 case; (b) assist, advise and represent the Debtor in any manner relevant to a review of its debts, obligations, maximization of its assets, including disposition thereof; (c) assist, advise and represent the Debtor in the operation of its business; (d) assist, advise and represent the Debtor in the performance of all of its duties and powers under the Bankruptcy Code and Bankruptcy Rules, and in the performance of such other services as are in the interests of the estate; and (e) assist, advise and represent the Debtor in dealing with its creditors and other constituencies, analyzing the claims in this case and formulating and seeking approval of a Plan of Reorganization. The Firm’s current hourly rate for partners is $545 and the rates for associates and contract attorneys range from $300-$450. Finestone is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Stephen D. Finestone, Esq. Jennifer C. Hayes, Esq. Ryan A. Witthans, Esq. Finestone Hayes LLP 456 Montgomery Street, Floor 20 San Francisco, CA 94104 Tel.: (415) 616-0466 Fax: (415) 398-2820 Email: jhayes@fhlawllp.com About Mad River Estates Mad River Estates, LLC is a Korbel, Calif.-based company engaged in activities related to real estate. Mad River Estates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 20-10470) on Aug. 14, 2020. Dean Bornstein, the company's manager, signed the petition. At the time of the filing, Debtor had estimated assets of between $1 million to $10 million and liabilities of the same range. Paul A. Beck, APC is Debtor's legal counsel. The Office of the U.S. Trustee appointed a committee of unsecured creditors in Debtor's Chapter 11 case. The committee is represented by Buchalter, a Professional Corporation. MANZANA CAPITAL: US Trustee Opposes Plan & Disclosure Statement --------------------------------------------------------------- Tiffany L. Carroll, the Acting United States Trustee objects to the Disclosure Statement Describing Plan of Reorganization proposed by Manzana Capital, Inc. The United States Trustee claims that the amount of UST fees that will come due at the end of April 2021 will be, at a minimum, $4,875 assuming that the sale is approved and the property is sold. Depending on the actual plan confirmation date, the Debtor should anticipate that the amount of UST fees due may be at least $4,875, and perhaps higher depending on the final purchase price of the C Street Property. The United States Trustee points out that the Debtor should provide in its proposed plan a detailed tax analysis from the sale of the C Street Property so that the United States Trustee and other parties can complete a review of the computation and feasibility analysis. The United States Trustee states that neither the Disclosure Statement nor proposed plan appears to address the unsecured claim of InDev LLC, et al., as filed in the amount of $1,480,000. The United States Trustee says that it does not appear that either the Disclosure Statement or the proposed plan provides for payments to the secured creditors on the Aspen Glen Road Property following plan confirmation. The U.S. Trustee asserts that the Debtor should address this issue. The U.S. Trustee asserts that the Debtor should provide additional evidence that supports its projections of consulting revenue in the amounts in order to support plan feasibility, particularly that it will obtain $240,000 in annual revenue given the Debtor's historical numbers. The U.S. Trustee further asserts that the Debtor should clarify whether it intends to borrow funds, as it does not appear that it has moved for such authorization from the Court. A full-text copy of the United States Trustee's objection dated January 7, 2021, is available at https://bit.ly/3sczeGU from PacerMonitor.com at no charge. About Manzana Capital Manzana Capital, Inc., was incorporated in the State of Nevada on Dec. 30, 2010. It was incorporated to act as a holding company for real estate investments and to provide marketing consulting services to clients. Manzana Capital filed a Chapter 11 bankruptcy petition (Bankr. S.D. Cal. Case No. 20-04045) on Aug. 10, 2020, estimating under $1 million in both assets and liabilities. Daniel Masters, Esq., is the Debtor's legal counsel. MAXIMO R. SAENZ: $475K Sale of Max Plaza Property to Sherlock OK'd ------------------------------------------------------------------ Judge Eduardo V. Rodriguez of the U.S. Bankruptcy Court for the Southern District of Texas authorized Maximo R. Saenz's sale of Max Plaza Property to Sherlock Real Estate, LLC, for $475,000. The Max Plaza Property is made up of two tracts and is in Weslaco, Hidalgo County, Texas. The legal description for the Max Plaza Building property is: Tract 1: All of Lot 2, La Fond Subdivision, an Addition to the City of Weslaco, Hidalgo County, Texas, according to the map recorded in Volume 27, Page 147A, Map Records in the Office of the County Clerk of Hidalgo County, Texas, with the address of 217 South Oklahoma, Weslaco, Texas. The legal description for the asphalt/parking lot next to the Max Plaza Property has a legal description of: Tract 2: Lot 8, Block 21, Original Townsite of Weslaco, Hidalgo County, Texas, as per map or plat thereof recorded in Volume 2, Page 30, Map Records, Hidalgo County, Texas, with the address of 412 W. 3rd St., Weslaco, TX, with the address of 412 W 3rd St., Weslaco, Texas. The sale is free and clear of liens, claims and encumbrances, with liens, claims and encumbrances attaching to the proceeds of sale. The Debtor is authorized at closing to pay usual and customary closing fees and costs, including attorneys' fees, realtor fees, title policy costs, ad valorem taxes, and to pay off Lone Star National Bank's first lien. The tax lien securing the 2021 ad valorem property taxes will remain in effect until the Purchaser pays said taxes when they become due. The remaining proceeds of sale will be deposited into the registry of the Court, for its further determination. The stay provided under FRBP 6004(h) is waived. Maximo R. Saenz sought Chapter 11 protection (Bankr. S.D. Tex. Case No. 20-70232) on Aug. 3, 2020. The Debtor tapped John Stephen, Esq., as counsel. MCGRAW HILL: Moody's Upgrades CFR to B3 Following Refinancing ------------------------------------------------------------- Moody's Investors Service upgraded McGraw Hill LLC's ratings, including its CFR to B3 from Caa2, the company's new credit facilities to B2 from B3 and new junior priority secured notes to Caa2 from Caa3. The rating outlook was changed to stable from rating on review. This concludes the review for upgrade initiated on December 15, 2020. The upgrades reflect the company's successful completion of the refinancing consistent with the proposed terms. The refinancing is a strong credit positive because it eliminated near term refinancing risks and extended access to external liquidity without materially increasing cash interest expense or leverage. In addition to the credit positive impact of the refinancing, the rating actions take into account McGraw's solid operating performance in its seasonally important quarter ending September 30 (when it typically generates over 50% of annual billings), which Moody's expects will continue over the next 12-18 months. Upgrades: Issuer: McGraw Hill LLC Corporate Family Rating, Upgraded to B3 from Caa2 Probability of Default Rating, Upgraded to B3-PD from Caa2-PD Senior Secured Bank Credit Facility (Revolver due November 2023 and Term Loan due November 2024), Upgraded to B2 (LGD3) from B3 (LGD3) Senior Secured Bank Credit Facility (Revolver due May 2021 and Term Loan due May 2022), Upgraded to B2 (LGD3) from Caa1 (LGD3) Senior Secured Regular Bond/Debenture, Upgraded to Caa2 (LGD5) from Caa3 (LGD5) Senior Unsecured Regular Bond/Debenture, Upgraded to Caa2 (LGD6) from Caa3 (LGD5) Outlook Actions: Issuer: McGraw Hill LLC Outlook, Changed To Stable From Rating Under Review RATINGS RATIONALE McGraw's B3 CFR reflects the company's high financial leverage in a highly cyclical industry, and intense competition among leading players especially as the market transitions to digital products and services from traditional learning materials. The company's quarterly operating cash flows are affected by the inherent seasonality of the academic calendar. Within its higher education segment, the company's revenue growth continues to be pressured by secular industry challenges, including affordability-driven price compression, open educational resources, rental and used textbooks. There is also a risk of delays in the K-12 state adoption spending because of budgetary constraints and the potential deferrals of purchasing decisions in the coming year. Nevertheless, McGraw's credit profile continues to garner support from its strong brand, good market position, long-standing relationships with education institutions, proprietary content developed through long-term exclusive relationships with leading authors and broad range of product offerings. The accelerated digital transformation supports revenue growth for McGraw and lays a pathway for a more efficient cost structure in the longer term, with lower inventory levels and lower earnings volatility associated with estimation of future period print returns. Furthermore, a portion of the cost actions taken is expected to be permanent, which will further support the positive trajectory of McGraw's earnings over the next 12-18 months. While total billings declined 2% for the quarter and 9% for the first half of fiscal 2021 relative to prior year driven by the cyclical K-12 business, cost reductions and digital billing growth contributed to adjusted EBITDA growth of 4% and 1% for the same periods, respectively. Moody's expects that earnings and cash flow will continue their growth trajectory (estimated at high single percent growth rate over the next 12-18 months) even on revenues that are flat to declining in the low single digit percent range. As a result of McGraw's solid operating performance, Debt/Cash EBITDA declined to 6.4x for LTM 9/2020, about a turn lower than for LTM 12/2019 when Debt/Cash EBITDA was 7.3x (both metrics Moody's adjusted). Moody's expects Debt/Cash EBITDA (including Moody's adjustments) to approach 6x for FYE 3/2021 and 5.2x by the end of FYE 3/2022, supported by EBITDA improvement. McGraw's has good liquidity supported by its sizable cash balance (approximately $391 million proforma for the refinancing), and the $150 million extended Accounts Receivables commitment in addition to a newly extended revolving credit facility. The revolver provides $260 million of external liquidity through November 2023 and an incremental $25 million (for a total of $285 million) through May 2021. Moody's projects that the company's cash on hand and internally generated cash flow will be sufficient to fund the company's highly seasonal cash flow and the 1% required annual term loan amortization and other basic cash needs. The stable outlook reflects Moody's expectations for steady improvement in leverage with Debt/cash EBITDA moving closer to the 5.2x -- 6x range (Moody's adjusted), cash flow growth in the high single percent rate and good liquidity. STRUCTURAL CONSIDERATIONS The B2 ratings on the new first lien senior secured credit facilities (revolver and term loan) and the B2 rating on the $25 million unextended senior secured revolver and $27 million term loan (due May 2021 and May 2022, respectively) benefit from its senior position in the capital structure, resulting in a one-notch uplift from the CFR. Both credit facilities benefit from subordination of the $687 million junior priority secured notes due November 2024 and of the $54 million unsecured note stub due May 2024. The junior priority secured notes are rated Caa2 and subordinated to the first lien senior secured credit facilities and $150 million receivables facility and have a senior position relative to the $54 million remaining unsecured notes. Though the remaining unsecured notes are rated Caa2, the same as the junior priority secured notes, Moody's expects a lower recovery for the unsecured notes in a default scenario as reflected in the LGD assessment of LGD6 as compared to LGD5 for the junior priority notes. ESG CONSIDERATIONS The key social risks in the education publishing sector lie in evolving demographic and societal trends and particularly in the way students choose to study and consume learning materials. As affordability of textbooks and learning materials are important to students and higher education institutions, less expensive alternatives to print textbooks emerged. This social trend resulted in a multi-year precipitous decline in average spend per student on learning materials. Publishers, including McGraw, are responding by growing digital offerings that provide extra value to students at a lower average cost per unit. The rapid move to a virtual classroom during the coronavirus pandemic has accelerated advances in online courseware delivery that might have taken much longer before the pandemic. Higher Education institutions and K-12 schools are adapting to digital learning products and integrating them into courseware. This transformation supports digital revenue growth for McGraw and lays a pathway for a more efficient cost structure in the longer term. Governance risks Moody's consider in McGraw's credit profile include an aggressive financial strategy employed by its financial sponsor. Apollo's controlling shareholder position provides it with the ability to make unilateral decisions regarding financial policy, and there is the risk that McGraw will issue incremental debt to fund large acquisitions or another sizable distribution to enhance equity returns. The company has historically raised debt to fund shareholder returns, while increasing leverage in a highly cyclical industry. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if McGraw is able to consistently grow revenue and demonstrate earnings growth resulting in debt-to-cash EBITDA (Moody's adjusted) being sustained comfortably below 5x and is committed to operating at that leverage level. Good liquidity with cash balances being more than sufficient to cover outflows including seasonal working capital swings and with free-cash flow-to-debt being sustained in the mid- single-digit percentage range or better, would also be needed for an upgrade. Moody's defines cash EBITDA as EBITDA with cash prepublication costs expensed, adjusting for deferred revenue and including Moody's standard accounting adjustments. The ratings could be downgraded if market conditions or competitive pressures lead to earnings decline, resulting in debt-to-cash EBITDA sustained above 6.5x (Moody's adjusted) or free cash flow turning negative. A weakening of liquidity including through such factors as significant revolver usage, diminishing cash balance or elevated refinancing risk, would also pressure the ratings. Aggressive financial policy, including debt-funded acquisitions or distributions to owners, could also lead to a downgrade. The principal methodology used in these ratings was Media Industry published in June 2017. McGraw Hill LLC is a global provider of educational materials and learning services targeting the higher education, K-12, professional learning and information markets with content, tools and services delivered via digital, print and hybrid offerings. McGraw Hill LLC LTM 9/2020 GAAP revenue and billing were approximately $1.5 billion and $1.6 billion, respectively. MEDICAL DIAGNOSTIC: Trustee Taps Heckman & Laudeman as Accountant ----------------------------------------------------------------- Roger W. Brown, Chapter 7 Trustee of The Medical Diagnostic Imaging Group, Ltd. seeks approval from the U.S. Bankruptcy Court for the District of Arizona to retain Heckman & Laudeman, LLC, as his accountant. The Trustee requires the services of an accountant to prepare the Estate tax returns. Heckman's normal hourly fees are: David Laudeman $180 Steven Rice $110 Ryan Laudeman $100 Rita Putlock $ 72 Heckman will ask for reimbursement of out-of-pocket costs. David C. Laudeman, CPA, a member of Heckman & Laudeman, assures the court that the firm is a disinterested entity within the meaning of 11 U.S.C. Sec. 101(14). The accountant can be reached through: David C. Laudeman, CPA Heckman & Laudeman, LLC 400 Pine Brook Pl # 12 Orwigsburg, PA 17961 Phone: +1 570-366-8509 About Medical Diagnostic The Medical Diagnostic Imaging Group, Ltd., a provider of diagnostic radiology services, and its affiliate MDIG of Arizona, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case Nos. 19-15722 and 19-15726) on Dec. 16, 2019. On Dec. 23, 2019, MDIG of Pennsylvania, LLC and MDIG of Washington, PLLC filed voluntary Chapter 11 petitions (Bankr. D. Ariz. Case Nos. 19-16025 and 19-16026). At the time of the filing, the Debtors each disclosed assets of between $1 million and $10 million and liabilities of the same range. Medical Diagnostic, MDIG of Pennsylvania and MDIG of Washington are represented by Michael W. Carmel, Ltd. while MDIG of Arizona is represented by Stinson LLP. On Jan. 13, 2020, the Office of the U.S. Trustee appointed creditors to serve on the official committee of unsecured creditors in Medical Diagnostic's Chapter 11 case. The committee tapped Perkins Coie LLP as its legal counsel, and Resolute Commercial Services as its financial advisor. Susan Goodman of JD Pivot Health Law was appointed as patient care and consumer privacy ombudsman. MIA CAPITAL: $165K Sale of 3 Chicago Properties to N&J Approved --------------------------------------------------------------- Judge Laurel M. Isicoff of the U.S. Bankruptcy Court for the Southern District of Florida authorized MIA Capital Investment Group, Inc., to sell the following three real properties, together with all fixtures, systems and personal property located on the Properties, to N&J Dreams, LLC: (i) 7921 S. Luella Avenue, Chicago, Illinois, PIN 2036205010 ("Property 1") for $55,000; (ii) 8105 S. Chappel Avenue, Chicago, Illinois, PIN 2036217002 ("Property 2"), for $45,000; (iii) 9319 S. Throop Street, Chicago, Illinois, PIN 2505322010 ("Property 3") for $70,000. A hearing on the Motion was held on Dec. 30, 2020. The Sale Contracts are approved. The sale is free and clear of all liens, claims and encumbrances. In connection with the closing of the sale of the Real Property as described in the Sale Contracts and Motion, the Debtor and any escrow or closing agent are authorized and directed to pay any Toorak Capital Partners, LLC the full amount of its liens against the Real Property, as determined by the orders entered Nov. 25, 2020, in the following amounts: for Property 1, $51,879; for Property 2, $41,226; and for the Property 3, $67,979.17. All these amounts will be included in any settlement statement, closing statement, or closing disclosure. Any lien of Toorak Capital Partners, LLC not paid off at closing will attach to the proceeds of the sale. The Debtor is authorized to immediately serve a copy of the Order pursuant to Bankruptcy Rules 6004(a), (c), and 2002(a)(2) upon: (i) the Office of the United States Trustee; (ii) all creditors of the Debtor; (iii) all parties known to be asserting a lien on the Debtor’s assets; (iv) all counterparties to executory contracts and unexpired leases; with the Debtor which may be assumed and assigned; (vi) various federal and state tax and environmental authorities; and (vii) all parties who have requested notices pursuant to Rule 2002. The Order expressly waives the stay requirement enumerated in Rule 6004(h) of the Federal Rule of Bankruptcy Procedure, such that entry of the Order will not be subject to an automatic 14-day stay. Richard R. Robles, Esq., will serve a copy of the Order on all interested parties and file a certificate of service with the Clerk of Court. About MIA Capital Investment Group Triumph Capital Partners LLC, a creditor of MIA Capital Investment Group Inc., filed a Chapter 7 involuntary petition against the company on April 16, 2020. The petitioning creditor is represented by Maurice B. VerStandig, Esq. On Oct. 14, 2020, the Chapter 7 case was converted to one under Chapter 11 (Bankr. S.D. Fla. Case No. 20-14447-BKC-LMI). Judge Laurel M. Isicoff oversees the case. MT QUEENS PROPERTY: Unsecured Creditors Out of Money in Plan ------------------------------------------------------------ MT Queens Property Corp. filed with the U.S. Bankruptcy Court for the Eastern District of New York an Amended Chapter 11 Plan and a corresponding Disclosure Statement on Jan. 7, 2021. The Debtor owns real property located at 106-35 96th Street, Queens NY 11417, Lot 122, Block 9167 (the "Property"). Prior to the Petition Date, the Debtor purchased the Property from Gloria Almodovar and Alice Bove (the "Prior Owners"). The Debtor specifically purchased the Property subject to the mortgages held by Bank of America, N.A. ("BA") and the Department of Social Services (the "DSS") as well as outstanding taxes owed to NYCTL 2019-A Trust (the "Tax Trust" and together with BA and DSS, the "Secured Creditors"). The Debtor did not purchase the notes supporting the debts held by the BA. The Debtor commenced its case in order to stay an imminent foreclosure sale and to restructure the debt on the Property. The Debtor attempted to restructure its secured debt consensually with the Secured Creditors, and has been able to resolve outstanding disputes with DSS and tax lien held by the Tax Trust. The Debtor is continuing good faith discussions with secured creditor Bank of America. In order to provide the Court with evidence of the value of the Property, the Debtor obtained the Appraisal, which values the Property at $245,000 as of October 3, 2020. The Property's value is insufficient to repay the full amounts owed to the Secured Creditors. The Class I claim of the Tax Trust shall be fully satisfied by the Debtor by way of payment of $6,255 to the Tax Trust. Adam and Jadon, a non-debtor funder, will provide cash to fully satisfy and resolve the secured Tax Trust Claim against the Debtor. The Class II of BA claim will be partially satisfied through the payment of insurance proceeds held by National General Insurance. The Prior Owners of the Property have authorized the Debtor to provide BA with $222,535.52 to satisfy a portion of BA's Claim. Adam and Jaydon, a non-debtor funder will also provide BA with an additional payment of $57,464.48 to fully satisfy the BA Unsecured Claim. In total BA will receive $280,000 under the Plan to fully resolve its secured and unsecured claims against the Debtor. Class III Claim of DSS will be satisfied by payment in full, in Cash by Adam and Jaydon for the DSS Secured Claim on the Effective Date. Holders of allowed general unsecured claims in Class IV will not receive any distributions under the Debtor's Plan. Class VI interest holder Arsen Yakubov will retain his equity security interests in the Debtor and will not receive any distributions. The funds necessary for implementation of the Plan will be provided by Adam and Jaden and National General Insurance. Adam and Jadon is owned 100% by Arsen Yakubov. At least one week before the Confirmation Hearing, (a) the funds necessary for implementation of this Plan shall be provided to counsel for the Debtor or (b) proof of the availability of such funds shall be filed with the Court. A full-text copy of the Disclosure Statement dated January 7, 2021, is available at https://bit.ly/2MKhOkJ from PacerMonitor.com at no charge. The Debtor is represented by: Leo Jacobs, Esq. JACOBS PC 8002 Kew Gardens Road, Suite 300 Kew Gardens, NY 11415 Tel: (718) 772-8704 E-mail: Leo@jacobspc.com About MT Queens Property Corp. MT Queens Property Corp. owns real property located at 106-35 96th Street, Queens NY 11417, Lot 122, Block 9167. The Debtor's business generally involves purchasing real property, satisfying mortgages and notes with respect to those properties, and developing the properties to obtain the projected future value. MT Queens sought Chapter 11 protection (Bankr. E.D.N.Y. Case No. 20-43551) on Oct. 1, 2020, disclosing under $1 million in both assets and liabilities. The Debtor tapped Jacobs PC, as counsel, and Imspiegel, LLC, as accountant. MTPC LLC: Seeks to Hire CRS Capstone as Financial Advisor --------------------------------------------------------- MTPC, LLC, and its affiliates seek approval from the United States Bankruptcy Court for the Middle District of Tennessee to hire CRS Capstone Partners, LLC as their financial advisor. Capstone will provide these financial advisory services: a. assist in evaluating and developing a short-term cash flow forecasting tool and related methodologies and to assist to further identify and implement both short-term and long-term liquidity generating initiatives; b. assist with the development of a business plan and such other related forecasts as may be required by the Debtors' various constituents including, without limitation, customers, vendors, lenders and investors in connection with negotiations with such Constituents or by the Debtor for other corporate purposes; c. assist in working and negotiating with Constituents, including but not limited to meeting with Constituents, developing presentations and providing management with financial analytical assistance necessary to facilitate such negotiations; d. assist with the development and distribution of information required by the Debtors' Constituents; e. assist in obtaining and presenting information required by parties in interest in the Debtor's bankruptcy process, including official committees appointed by the Court and the Court itself; f. assist in other business, financial and reporting aspects of a chapter 11 proceeding including, without limitation, development of a disclosure statement and plan of reorganization; and g. assist with such other matters as may be requested that fall within Capstone's expertise that are mutually agreeable. Capstone's hourly rates are: Senior Partners/Managing Directors $550-$500 Principals and Directors $475-$425 Sr. Vice Presidents/Vice Presidents $400-$350 Senior Associates and Associates $325-$275 Analysts $250 Capstone received an advance payment retainer from the Debtors in the initial amount of $25,000 per debtor for an aggregate total of $75,000 in connection with preparing for and conducting the filing of these Chapter 11 Cases. assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. CRS Capstone can be reached at: Brian L. Davies CRS Capstone Partners, LLC 176 Federal St., 3rd Flr. Boston, MA 02110 Tel: (617) 619-3300 About Proton Therapy Center The Proton Therapy Center, LLC (PCPTK) is a Tennessee limited liability company that was organized in 2010. PCPTK is located in an 88,000 square-foot building on the campus of the Provision Case CARES Cancer Center at Dowell Springs, in Knoxville, Tennessee, a comprehensive healthcare campus focusing on cancer treatment, patient care, research, and education. PCPTK is a freestanding center with three active treatment rooms including one fixed beam and two gantries. MTPC LLC is a proton-therapy cancer-treatment center that serves a multi-state area of the Southeastern United States and began operations in 2018. MTPC is located in a 43,500 square-foot building adjacent to the campus of the Williamson Medical Center, in Franklin, Tennesssee. MTPC is a freestanding center with three active treatment rooms including one fixed beam and two gantries. PCPT Hamlin is a Florida limited liability company that was organized in 2018. PCPT Hamlin will include an approximately 36,700 square foot building in the 900-acre Hamlin planned development in the "Town Center" of the 23,000 acre "Horizon West" planning area of West Orange County. MTPC, LLC and affiliates The Proton Therapy Center, LLC, and PCPT Hamlin, LLC, sought Chapter 11 protection (Bankr. M.D. Tenn. Case Nos. 20-05438 to 20-05440) on Dec. 15, 2020. As of Aug. 31, 2020, MTPC's unaudited financial statements reflected total assets of approximately $105,600,000 and total liabilities of approximately $131,200,000, PCPTK's unaudited financial statements reflected total assets of approximately $93,400,000 and total liabilities of approximately $130,200,000, and PCPT Hamlin's unaudited financial statements reflected total assets of approximately $139,200,000 and total liabilities of approximately $138,500,000. The Hon. Randal S. Mashburn is the case judge. The Debtors tapped WALLER LANSDEN DORTCH & DAVIS, LLP, and FOLEY & LARDNER LLP as bankruptcy counsel; and TRINITY RIVER ADVISORS, LLC as restructuring advisor. STRETTO is the claims agent. MTPC LLC: Seeks to Hire Foley & Lardner as Counsel -------------------------------------------------- MTPC, LLC, and its affiliates seek approval from the United States Bankruptcy Court for the Middle District of Tennessee to hire Foley & Lardner LLP as their attorneys. The Debtors require Foley & Lardner to: a. give advice to the Debtors with respect to the Debtors' powers and duties as debtor in possession in the continued operation of the Debtors' business, including the negotiation and finalization of any financing agreements; b. assist in identification of assets and liabilities of the estate; c. assist the Debtors in formulating a plan of reorganization or liquidation and to take necessary legal steps in order to confirm such plan, including the preparation and filing of a disclosure statement relating thereto; d. prepare and file on behalf of the Debtors, all necessary applications, motions, orders, reports, adversary proceedings and other pleadings and documents; e. appear in Court and to protect the interests of the Debtors before the Court; f. analyze claims and competing property interests, and negotiating with creditors and parties-in-interest on behalf of the Debtors; g. advise the Debtors in connection with any potential sale of assets; and h. perform all other legal services for the Debtors that may be necessary in these proceedings. Foley & Lardner will be paid at these hourly rates: Partners $510-$980 Of Counsel $590-$920 Senior Counsel $455-$700 Special Counsel $360-$650 Associates $210-$595 Paraprofessionals $60-$320 The primary Foley professionals staffed on these Chapter 11 Cases are: Marcus A. Helt $720 Jack G. Haake $515 Emily F. O'Leary $480 Edna Dianne Thomas-Nichols $255 Prior to the Petition Date, the Debtors paid Foley & Lardner a retainer in the amount of $50,000 for post-petition services and expenses in connection with this case. Foley & Lardner will also be reimbursed for reasonable out-of-pocket expenses incurred. Marcus A. Helt, partner of Foley & Lardner LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, Mr. Helt disclosed that: -- it has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement; -- none of the professionals included in the engagement vary their rate based on the geographic location of the bankruptcy case; -- no adjustments were made to either the billing rates or the material financial terms of Foley's employment by the Debtors as a result of the filing of these chapter 11 cases; -- the Debot has approved the budget and staffing plan for the period included in the "cash-collateral" motion. Foley & Lardner can be reached at: Marcus A. Helt, Esq. FOLEY & LARDNER LLP 2021 McKinney Avenue, Suite 1600 Dallas, TX 75201 Tel: (214) 999-4526 Fax: (214) 999-4667 Email: mhelt@foley.com About Proton Therapy Center The Proton Therapy Center, LLC (PCPTK) is a Tennessee limited liability company that was organized in 2010. PCPTK is located in an 88,000 square-foot building on the campus of the Provision Case CARES Cancer Center at Dowell Springs, in Knoxville, Tennessee, a comprehensive healthcare campus focusing on cancer treatment, patient care, research, and education. PCPTK is a freestanding center with three active treatment rooms including one fixed beam and two gantries. MTPC LLC is a proton-therapy cancer-treatment center that serves a multi-state area of the Southeastern United States and began operations in 2018. MTPC is located in a 43,500 square-foot building adjacent to the campus of the Williamson Medical Center, in Franklin, Tennesssee. MTPC is a freestanding center with three active treatment rooms including one fixed beam and two gantries. PCPT Hamlin is a Florida limited liability company that was organized in 2018. PCPT Hamlin will include an approximately 36,700 square foot building in the 900-acre Hamlin planned development in the "Town Center" of the 23,000 acre "Horizon West" planning area of West Orange County. MTPC, LLC and affiliates The Proton Therapy Center, LLC, and PCPT Hamlin, LLC, sought Chapter 11 protection (Bankr. M.D. Tenn. Case Nos. 20-05438 to 20-05440) on Dec. 15, 2020. As of Aug. 31, 2020, MTPC's unaudited financial statements reflected total assets of approximately $105,600,000 and total liabilities of approximately $131,200,000, PCPTK's unaudited financial statements reflected total assets of approximately $93,400,000 and total liabilities of approximately $130,200,000, and PCPT Hamlin's unaudited financial statements reflected total assets of approximately $139,200,000 and total liabilities of approximately $138,500,000. The Hon. Randal S. Mashburn is the case judge. The Debtors tapped WALLER LANSDEN DORTCH & DAVIS, LLP, and FOLEY & LARDNER LLP as bankruptcy counsel; and TRINITY RIVER ADVISORS, LLC as restructuring advisor. STRETTO is the claims agent. MTPC LLC: Seeks to Hire Mark Andrews of Trinity River as CRO ------------------------------------------------------------ MTPC, LLC, and its affiliates seek approval from the United States Bankruptcy Court for the Middle District of Tennessee to hire Trinity River Advisors to provide the Debtors with a Chief Restructuring Officer (CRO) and certain additional personnel and designate Mark Andrews as their CRO. The Engagement Personnel team's primary duties are: -- evaluate strategic and tactical restructuring options, including optimizing sale processes of the Debtors' assets; -- manage the process to assist in the negotiation and completion of any recapitalization, sales or other transactions involving the Debtors' assets; -- work with the investment banker or other sales agents and legal counsel to develop and deliver a sale or recapitalization process; -- work with the Debtors, to develop and deliver to the Bondholders such information as may be necessary to complete a transaction; -- with information provided by the Debtors, and to the extent necessary by Capstone Headwaters, manage capital investment in the Debtors' assets; -- coordinate the restructuring efforts of the Debtors, including communications and negotiations with the stakeholders, including their advisors; -- make recommendations to the Debtors and consult therewith regarding the CRO's activities and Services; -- attend and participate in management and Lender meetings as appropriate; and -- provide other services as may be agreed to by both the Debtors and Trinity River. Trinity River will bill the Debtors monthly at a set rate of $50,000 per month with the contemplation being that Trinity River will provide time equivalent to said fee. On 30 days written notice, either Party can request that the engagement convert to an hourly charge. Such charges, which are at a 33 percent discount to standard, will be as follows: Members or Managing Directors $500 Directors $350 Other Professionals $275 Administrative $100 Mr. Andrews, managing director of Trinity River Advisors, assures the court that Trinity River is a "disinterested person," as that term is defined by section 101(14) of the Bankruptcy Code. The firm can be reached through: Mark Andrews Trinity River Advisors, LLC 542 Center Street Mount Pleasant, SC 29464 Tel: (469)774-2017 Email: mark@trinityriveradvisors.com About Proton Therapy Center The Proton Therapy Center, LLC (PCPTK) is a Tennessee limited liability company that was organized in 2010. PCPTK is located in an 88,000 square-foot building on the campus of the Provision Case CARES Cancer Center at Dowell Springs, in Knoxville, Tennessee, a comprehensive healthcare campus focusing on cancer treatment, patient care, research, and education. PCPTK is a freestanding center with three active treatment rooms including one fixed beam and two gantries. MTPC LLC is a proton-therapy cancer-treatment center that serves a multi-state area of the Southeastern United States and began operations in 2018. MTPC is located in a 43,500 square-foot building adjacent to the campus of the Williamson Medical Center, in Franklin, Tennesssee. MTPC is a freestanding center with three active treatment rooms including one fixed beam and two gantries. PCPT Hamlin is a Florida limited liability company that was organized in 2018. PCPT Hamlin will include an approximately 36,700 square foot building in the 900-acre Hamlin planned development in the "Town Center" of the 23,000 acre "Horizon West" planning area of West Orange County. MTPC, LLC and affiliates The Proton Therapy Center, LLC, and PCPT Hamlin, LLC, sought Chapter 11 protection (Bankr. M.D. Tenn. Case Nos. 20-05438 to 20-05440) on Dec. 15, 2020. As of Aug. 31, 2020, MTPC's unaudited financial statements reflected total assets of approximately $105,600,000 and total liabilities of approximately $131,200,000, PCPTK's unaudited financial statements reflected total assets of approximately $93,400,000 and total liabilities of approximately $130,200,000, and PCPT Hamlin's unaudited financial statements reflected total assets of approximately $139,200,000 and total liabilities of approximately $138,500,000. The Hon. Randal S. Mashburn is the case judge. The Debtors tapped WALLER LANSDEN DORTCH & DAVIS, LLP, and FOLEY & LARDNER LLP as bankruptcy counsel; and TRINITY RIVER ADVISORS, LLC as restructuring advisor. STRETTO is the claims agent. MTPC LLC: Seeks to Hire Waller Lansden as Co-Counsel ---------------------------------------------------- MTPC, LLC, and its affiliates seek approval from the United States Bankruptcy Court for the Middle District of Tennessee to hire Waller Lansden Dortch & Davis, LLP as their co-counsel. The services to be performed by Waller are: a. advising the Debtors with respect to their powers and duties as debtors in possession in the continued management and operation of the Debtors' businesses and properties; b. advising and consulting on the conduct of these chapter 11 cases, including all of the legal and administrative requirements of operating in a case under chapter 11 of the Bankruptcy Code; c. attending meetings and negotiating with representatives of creditors and other parties in interest; d. taking all necessary actions to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defending any action commenced against the Debtors, and representing the Debtors in negotiations concerning litigation in which the Debtors are involved, including objections to claims filed against the Debtors' estates; e. assisting in preparing pleadings in connection with these chapter 11 cases, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtors' estates; f. appearing before this Court and any appellate courts to represent the interests of the Debtors' estates; g. taking any necessary action on behalf of the Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a chapter 11 plan and all documents related to the foregoing; and h. performing all other necessary or desirable legal services for the Debtors in connection with the prosecution of these chapter 11 cases. Waller's hourly rates for the 2021 are: Partner $425 - $930 Sr. Counsel $575 - $805 Counsel $450 - $745 Associate $330 - $490 Staff Attorney $275 - $430 Paralegal $220 - $330 The Debtors paid $50,000 to Waller as an advance payment retainer. David E. Lemke, a partner at Waller, assures the court that the firm is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code as modified by section 1107(b) of the Bankruptcy Code. The firm can be reached through: David E. Lemke, Esq. Tyler N. Layne, Esq. WALLER LANSDEN DORTCH & DAVIS, LLP 511 Union Street, Suite 2700 Nashville, TN 37219 Tel: (615) 244-6380 Fax: (615) 244-6804 Email: David.Lemke@wallerlaw.com Tyler.Layne@wallerlaw.com About Proton Therapy Center The Proton Therapy Center, LLC (PCPTK) is a Tennessee limited liability company that was organized in 2010. PCPTK is located in an 88,000 square-foot building on the campus of the Provision Case CARES Cancer Center at Dowell Springs, in Knoxville, Tennessee, a comprehensive healthcare campus focusing on cancer treatment, patient care, research, and education. PCPTK is a freestanding center with three active treatment rooms including one fixed beam and two gantries. MTPC LLC is a proton-therapy cancer-treatment center that serves a multi-state area of the Southeastern United States and began operations in 2018. MTPC is located in a 43,500 square-foot building adjacent to the campus of the Williamson Medical Center, in Franklin, Tennesssee. MTPC is a freestanding center with three active treatment rooms including one fixed beam and two gantries. PCPT Hamlin is a Florida limited liability company that was organized in 2018. PCPT Hamlin will include an approximately 36,700 square foot building in the 900-acre Hamlin planned development in the "Town Center" of the 23,000 acre "Horizon West" planning area of West Orange County. MTPC, LLC and affiliates The Proton Therapy Center, LLC, and PCPT Hamlin, LLC, sought Chapter 11 protection (Bankr. M.D. Tenn. Case Nos. 20-05438 to 20-05440) on Dec. 15, 2020. As of Aug. 31, 2020, MTPC's unaudited financial statements reflected total assets of approximately $105,600,000 and total liabilities of approximately $131,200,000, PCPTK's unaudited financial statements reflected total assets of approximately $93,400,000 and total liabilities of approximately $130,200,000, and PCPT Hamlin's unaudited financial statements reflected total assets of approximately $139,200,000 and total liabilities of approximately $138,500,000. The Hon. Randal S. Mashburn is the case judge. The Debtors tapped WALLER LANSDEN DORTCH & DAVIS, LLP, and FOLEY & LARDNER LLP as bankruptcy counsel; and TRINITY RIVER ADVISORS, LLC as restructuring advisor. STRETTO is the claims agent. MTPC LLC: U.S. Trustee Appoints Creditors' Committee ---------------------------------------------------- Paul Randolph, Acting U.S. Trustee for Region 8, on Jan. 8 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of MTPC, LLC and its affiliates. The committee members are: (1) RaySearch Americas, Inc. Marc Mlyn 350 5th Avenue, Suite 5000 New York, NY 10118 Tel: 516-640-9263 Fax: 888-501-7195 Email: marc.mlyn@raysearchlabs.com (2) IBA Proton Therapy, Inc. Todd Bejian 2000 Edmund Halley Dr., Suite 210. Reston, VA 20191 Tel: 703-234-6561 Email: todd.bejian@iba-group.com (3) Boston Scientific Corporation Janine Karwacki 300 Boston Scientific Way Marlborough, MA 01252 Tel: 508-382-0252 Fax: 508-319-3115 Email: janine.karwacki@bsci.com 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 MTPC LLC MTPC LLC is a proton-therapy cancer-treatment center that serves a multi-state area of the Southeastern United States and began operations in 2018. It is a freestanding center with three active treatment rooms including one fixed beam and two gantries. MTPC is located in a 43,500-square-foot building adjacent to the campus of the Williamson Medical Center, in Franklin, Tenn. MTPC's affiliate, The Proton Therapy Center, LLC, is a Tennessee limited liability company that was organized in 2010. It is a freestanding center with three active treatment rooms including one fixed beam and two gantries. Proton Therapy Center is located in an 88,000-square-foot building on the campus of the Provision Case CARES Cancer Center at Dowell Springs, in Knoxville, Tenn., a comprehensive healthcare campus focusing on cancer treatment, patient care, research, and education. PCPT Hamlin, another affiliate of MTPC, is a Florida limited liability company that was organized in 2018. It includes an approximately 36,700-square-foot building in the 900-acre Hamlin planned development in the "Town Center" of the 23,000 acre "Horizon West" planning area of West Orange County. MTPC and its affiliates sought Chapter 11 protection (Bankr. M.D. Tenn. Lead Case No. 20-05438) on Dec. 15, 2020. As of Aug. 31, 2020, MTPC's unaudited financial statements reflected total assets of approximately $105.6 million and total liabilities of approximately $131.2 million. Proton Therapy Center's unaudited financial statements reflected total assets of approximately $93.4 million and total liabilities of approximately $130.2 million. Meanwhile, PCPT Hamlin's unaudited financial statements reflected total assets of approximately $139.2 million and total liabilities of approximately $138.5 million. The Hon. Randal S. Mashburn is the case judge. The Debtors tapped Waller Lansden Dortch & Davis, LLP and Foley & Lardner, LLP as bankruptcy counsel, and Trinity River Advisors, LLC as restructuring advisor. Stretto is the claims agent. NAVISTAR INTERNATIONAL: Egan-Jones Cuts Sr. Unsec. Ratings to CCC+ ------------------------------------------------------------------ Egan-Jones Ratings Company, on December 28, 2020, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by Navistar International Corporation to CCC+ from B-. EJR also downgraded the rating on commercial paper issued by the Company to C from B. Headquartered in Lisle, Illinois, Navistar International Corporation manufactures and markets medium and heavy trucks, school buses, mid-range diesel engines, and service parts. NIR WEST: Bid to Confirm Absence of Automatic Stay On Lynn Denied ----------------------------------------------------------------- Judge Christopher D. Jaime of the United States Bankruptcy Court for the Eastern District of California denied without prejudice the Motion to Confirm Absence of the Automatic Stay as to Nonbankrupt Codebtor Gregory T. Lynn filed by creditor Javier Vega Tovar on his behalf and on behalf of certain class members. Lynn is a principal of debtor NIR West Coast, Inc. dba Northern California Roofing. He is also the debtor's sole shareholder and apparently is the debtor's codebtor. On August 25, 2017, Tovar filed a state court action against NIR West and Lynn. The state court action sought damages and restitution for alleged wage theft and banking of hours, among other claims. Prior to NIR West's bankruptcy filing, Tovar, NIR West, and Lynn voluntarily entered into a settlement agreement all claims alleged in the state court action. The settlement agreement, which was approved by the bankruptcy court, required the NIR West and Lynn to make certain payments to Tovar and other class members. Tovar asserted that NIR West and Lynn defaulted under the terms of the settlement agreement. According to Tovar, the default permits the state court to enter an agreed-upon stipulated judgment against Lynn which Tovar requested and the state court tentatively indicated it would enter. However, following the state court's tentative ruling, but before a final hearing on Tovar's state court motion was held, NIR West filed its chapter 11 petition. The state court judge thereafter directed Tovar to obtain an order from this court that the automatic stay of 11 U.S.C. Section 362(a) of the Bankruptcy Code is inapplicable to Lynn. Tovar requested a so-called "comfort order" that would confirm that the automatic stay is inapplicable to Lynn, who was identified by Tovar as NIR West's nondebtor codebtor. NIR West opposed the motion. Judge Jaime pointed out that there are very few instances in the Bankruptcy Code where the bankruptcy court may issue an order confirming that the automatic stay is not in effect. These include: (1) Section 362(b)(22)(no automatic stay as to eviction proceedings); (2) Section 362(c)(3)(A)(termination of the automatic stay due to one prior bankruptcy filing); (3) Section 362(c)(4)(A)(ii)(no automatic stay due to serial bankruptcy filings); (4) Section 362(h)(1)(termination of the automatic stay for failure to comply with duties under Section 521(a)(2)); (5) Section 362(j)(confirming under subsection (c) that the automatic stay has been terminated). Judge Jaime found that none of these apply to the case. "The matter before the court does not concern an eviction. It is not the third or fourth time that Lynn has filed a bankruptcy petition. And Lynn is not a debtor which means he has no Bankruptcy Code duties with which he has not complied," said the judge. Judge Jaime also held that even if authority to issue a "comfort order" as it pertains to a nondebtor exists, he is still not convinced that the facts of the case warrant an issuance of such an order. Judge Jaime pointed out that if anything, "[a] "comfort order" is a bankruptcy term of art for an order confirming an undisputed legal result, and often is entered to confirm that the automatic stay has terminated." The judge found that not only is the request not one for an order that the automatic stay has terminated as to Lynn, but, it also cannot be concluded that the legal result of Tovar's motion is undisputed. Judge Jaime also acknowledged that as a general rule, the automatic stay does not protect nondebtors and it protects only debtors, debtors' property, and property of the estate. However, the judge also stated that the automatic stay may be extended to a nondebtor if unusual circumstances make the interests of the debtor and the nondebtor inextricably interwoven. Tovar recited two critical facts which have the potential to trigger application of the "unusual circumstances" exception in this case: (1) Lynn is the NIR West's codebtor; and (2) Lynn is a principal of NIR West. However, based on those facts alone and the record before the court, Judge Jaime held that he is unable to conclude that Tovar has an undisputed right, if any at all, to the requested "comfort order." The case is In re: NIR WEST COAST, INC. Dba NORTHERN CALIFORNIA ROOFING, Debtor(s), Case No. 20-25090-B-11 (Bankr. E.D. Cal.). A full-text copy of Judge Jaime's memorandum decision dated January 4, 2021 is available at https://tinyurl.com/y6n3vbrv from Leagle.com. About NIR West Coast Inc. NIR West Coast, Inc., which conducts business under the name Northern California Roofing, is a general building contractor that specializes in all phases of the roofing process: from roof repairs to roof replacements, as well as maintenance programs and complete roof overhauls. Visit https://northerncaliforniaroofing.com for more information. NIR West Coast filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Calif. Case No. 20-25090) on Nov. 4, 2020. The petition was signed by Gregory Lynn, president and chief executive officer. At the time of the filing, the Debtor estimated $1 million to $10 million in both assets and liabilities. Judge Christopher D. Jaime oversees the case. Weintraub Tobin Chediak Coleman Grodin Law Corp. represents the Debtor as legal counsel. NORTHWEST HARDWOODS: Moody's Cuts PDR to D-PD on Bankr. Filing -------------------------------------------------------------- Moody's Investors Service downgraded Northwest Hardwoods, Inc.'s Probability of Default Rating to D-PD from C-PD/LD. Concurrently, Moody's affirmed Northwest's C Corporate Family Rating and the C rating on the company's senior secured notes due 2021. The outlook is stable. These actions follow Northwest's November 23, 2020 voluntary filing of petitions for relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The following ratings are affected by the action: Downgrades: Issuer: Northwest Hardwoods, Inc. Probability of Default Rating, Downgraded to D-PD from C-PD /LD Affirmations: Issuer: Northwest Hardwoods, Inc. Corporate Family Rating, Affirmed C Senior Secured Notes, Affirmed C (LGD5) Outlook Actions: Issuer: Northwest Hardwoods, Inc. Outlook, Remains Stable RATINGS RATIONALE The Chapter 11 bankruptcy filing has resulted in a downgrade of Northwest's PDR to D-PD, reflecting the company's default on its debt agreements. In addition, the affirmation of the CFR and senior unsecured notes rating and the maintenance of the stable outlook reflect Moody's view on expected recovery. Shortly following this rating action, Moody's will withdraw all of Northwest's ratings including the outlook. Northwest Hardwoods, Inc., headquartered in Tacoma, Washington, is a national manufacturer and distributor of hardwood lumber used for diverse products such as mill work, cabinetry, flooring, and furniture. Northwest is privately owned and does not disclose financial information publicly. The principal methodology used in these ratings was Manufacturing Methodology published in March 2020. NPC INTERNATIONAL: Cleary Gottlieb Advised Wendy's in Sale ---------------------------------------------------------- Cleary Gottlieb is representing Wendy's International LLC ("Wendy's") in connection with the sale of substantially all of the business of NPC International, Inc. ("NPC"), a chapter 11 debtor, for a combined price of approximately $801 million. Following a successful bankruptcy mediation process led by Judge Marvin Isgur, NPC reached separate purchase agreements with Wendy's and Flynn. Under the terms of these agreements, a consortium organized by Wendy's and comprising five current Wendy's franchisees will acquire about half of NPC's Wendy's restaurants and Flynn will acquire the other half of NPC's Wendy's restaurants and over 925 of its Pizza Hut locations. Wendy's is primarily engaged in the business of operating, developing and franchising a system of quick-service restaurants and currently operates more than 6,800 restaurants worldwide. The transaction signed on January 7, 2021 and is expected to close in the first half of 2021 subject to customary closing conditions. The Cleary M&A team includes partner Benet O'Reilly, counsel Neil Markel, and associates Kristen Arn-O'Rourke, Axel Baete, and Blaise Ross. Partners Sean O'Neal and Luke Barefoot, and associates Shannon Daugherty, Rachel Lerner, Natan Bane, and Brad Lenox are advising on bankruptcy matters and the related mediation. Partner Michael Albano is advising on employee benefits matters. Partner Daniel Ilan and associate Eunice Park are advising on intellectual property matters. Partner Joseph Lanzkron and associate William Fuller are advising on real estate matters. Partner William McRae, and associates Anthony Thomas Yanez and Michael Sims are advising on tax matters. Partner Jeff Karpf is advising on disclosure matters. Counsel Steven Kaiser is advising on antitrust matters. All lawyers are based in New York except for Steven Kaiser, who is based in Washington, D.C. and Axel Baete, who is based in Brussels. About NPC International NPC International, Inc. -- https://www.npcinternational.com/ -- is a franchisee company with over 1,600 franchised restaurants across two iconic brands -- Wendy's and Pizza Hut -- spanning 30 states and the District of Columbia. NPC is the largest Wendy's and Pizza Hut franchisee, operating nearly 400 restaurants of the burger chain to go along with 900 units of the pizza concept. It is also the second largest franchisee in the U.S. -- one spot behind FRG, which operates Arby's, Applebee's, Panera Bread and Taco Bell. NPC International and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 20-33353) on July 1, 2020. At the time of the filing, the Debtors estimated assets of between $1 billion and $10 billion and liabilities of the same range. Judge David R. Jones oversees the cases. Weil, Gotshal & Manges LLP is acting as NPC's legal counsel, Greenhill & Co., LLC is acting as financial advisor, AlixPartners LLP is serving as restructuring advisor, A&G Realty is acting as real estate advisor to the Company, and The Cypress Group is acting as quick-service restaurant M&A advisor in connection with the transaction. Epiq Corporate Restructuring, LLC, is the claims, noticing and solicitation agent and administrative advisor. Davis Wright Tremaine LLP and Kirkland & Ellis LLP are serving as legal counsel to Flynn Restaurant Group LP. Cleary, Gottlieb, Steen & Hamilton LLP is acting as legal counsel, and Jefferies LLC is acting as financial advisor to Wendy's. McDermott, Will & Emery LLP is acting as legal counsel, and FTI is acting as financial advisor to Pizza Hut, LLC. NUANCE COMMUNICATIONS: Egan-Jones Hikes Sr. Unsecured Ratings to B ------------------------------------------------------------------ Egan-Jones Ratings Company, on December 29, 2020, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Nuance Communications, Inc. to B from C. Headquartered in Burlington, Massachusetts, Nuance Communications, Inc. provides conversational artificial intelligence solutions. OPHELIA LLC: Intends to Pay Creditors 100% of their Claims ---------------------------------------------------------- Ophelia, LLC, submitted an Amended Plan of Reorganization and a corresponding Disclosure Statement. As of Jan. 1, 2021, the Debtor has nine office rental spaces: six presently rented with a monthly income exceeding $10,000. There remain three other spaces unrented with an anticipated total rental income of $4,500 per month. Fully rented, Debtor should have more than $14,000 monthly rental income. Since the filing of the bankruptcy petition, Debtor has attended the meeting of creditors, filed monthly operating reports, paid fees, leased available spaces and opened and used a debtor in possession account. With the new leases, the Debtor is now making post-petition payments of $3,500 to secured creditor, WCP Fund I, LLC at the 12% interest rate. With the new leases Debtor is making required payments and its income stream is sufficient to formulate a feasible Chapter 11 plan of reorganization. The Debtor is attempting to rent the three vacant spaces and anticipate a 100% occupancy within 60 days. The Debtor is also attempting to refinance this loan. Class 2 secured Claim of WCP Fund I, LLC, Class 3 secured claim of Prince George's County, MD ($21,657), Class 4 secured claim of Jeffrey Frontz ($14,557), and Class 5 secured claim of Ally Financial ($7,000) are impaired. Class 2 consists of the Secured Claim of WCP Fund I, LLC in the disputed principal amount of $350,000 plus interest at 12% per annum. This claim is disputed and impaired. An objection to claim has been filed but not resolved. The Plan did not identify any unsecured claims. Class 6 consists of the Debtor's interest in her properties. The Debtor will retain her interest in her properties, except for the properties she is surrendering as part of her Plan. Class 6 is not impaired. The Debtor believes that the Plan is in the best interest of the Claimants because the Debtor intends to pay all allowed creditors 100% percent of their claims. The Debtor intends to use its rental and business income to fund the Chapter 11 Plan. The Debtor currently receives approximately $9,000 per months and anticipates an additional $4,500 monthly income. The recently filed monthly reports indicate that Debtor may make plan payments of more than $4,000 per month. A full-text copy of the Amended Disclosure Statement dated Jan. 7, 2021, is available at https://bit.ly/3bjiN5L from PacerMonitor.com at no charge. The Debtor is represented by: Bennie Brooks, Esq. Law Offices of Bennie Brooks & Associates, LLC 8201 Corporate Drive, Suite 260 Landover, MD 20785 Tel: (301) 731-4160 Email: bbrookslaw@aol.com About Ophelia LLC Ophelia, LLC filed a Chapter 11 petition (Bankr. D. Md. Case No. 20-11074) on Jan. 28, 2020. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of between $100,001 and $500,000. Judge Lori S. Simpson oversees the case. The Law Offices of Bennie Brooks & Associates, LLC represents the Debtor as counsel. PALOMAR HEALTH: Moody's Affirms Ba1 Rating on $583MM Bonds ---------------------------------------------------------- Moody's Investors Service has affirmed Palomar Health's, CA Ba1 revenue bond rating, affecting $583 million of rated debt. (Total proforma debt, including the unrated $28 million Series 2021 Certificates of Participation, is $618 million). The outlook remains positive. Moody's also rates $662 million of PH's general obligation bonds, which currently are rated A2 positive. The general obligation bonds are secured by the district's voter-approved unlimited property tax pledge and general obligation bondholders do not have any recourse to the hospital for payments under the bonds. Tax revenues, payments, and principal related to the general obligation bonds have been excluded from this analysis. RATINGS RATIONALE The Ba1 rating and positive outlook reflect the expectation that fundamental operating performance will improve in 2021 and continue to improve going forward. It also reflects the expectation that debt balances will come down overtime, and that following the payback of CMS Advance Funds, liquidity balances will also improve. Additional drivers of the Ba1 include various ongoing strengths which will continue to undergird Palomar Health's fundamental credit position, including the organization's large size, leading market position, comprehensive array of clinical offerings, and generally favorable service area. Ongoing challenges include: very high leverage; modest liquidity (excluding temporary improvements); high level of losses at the medical foundation; significant competition within its broader service area; current dispute with Kaiser Permanente (which historically has been a significant source of volumes); and somewhat thin headroom to one of the covenants. A significant social risk under Moody's ESG framework is COVID-19, which continues to pressure operations. Like most health systems, Palomar Health temporarily halted elective procedures in Spring of 2020, incurring reduced revenues and increased expenses for a period of time. Despite a return to profitability, and the receipt of CARES Act funds, there is the expectation that pressures will continue through fiscal 2021, driven by potential unfavorable payer mix shifts, continued reduced volumes in certain areas, and ongoing increased expenses. There remains a high degree of uncertainty around the potential long-term impact of COVID-19, its effect on the economy, and the duration of its impact on Palomar Health's profitability. RATING OUTLOOK The positive outlook reflects the expectation that results in 2021 will show improvement despite ongoing pressures related to COVID-19, and that overall measures will improve over time. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS Improvement of operating performance Maintenance of liquidity and debt measures FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS Return to weaker operating results Decline of liquidity beyond expectations Issuance of additional debt Failure to pass debt covenants LEGAL SECURITY Revenue bonds are secured by a pledge of gross revenues of the system and are backed by a fully funded debt service reserve fund. Covenants include: minimum days cash on hand of 80 days; minimum peak debt service coverage of 1.15 times; minimum cushion ratio of 1.5 times. PROFILE Palomar Health is the largest public health care district in the State of California, with over $800 million of revenues in fiscal 2020, and generating over 27,000 admissions. The district operates acute care facilities in the towns of Escondido and Poway, and captures 50% of the market share within the district. Palomar Health was formerly known as Palomar Pomerado Health and changed its name per board resolution in May 2012. METHODOLOGY The principal methodology used in these ratings was Not-For-Profit Healthcare published in December 2018. PAPPY'S SAND: Jan. 15 Hearing on Auction of Vehicles & Equipment ---------------------------------------------------------------- Judge Stacey G.C. Jernigan of the U.S. Bankruptcy Court for the Northern District of Texas will convene an expedited hearing on Jan. 15, 2021, at 1:30 p.m., to consider Pappy's Sand & Gravel, Inc.'s sale of its vehicles and equipment (Schedule A to Agreement) located at 2040 Dowdy Ferry Rd., in Dallas, Texas, by auction to be conducted by Ritchie Brothers Auctioneers on Feb. 11, 2021, for the highest amount bid on each item. Creditor Newtek Small Business Finance, Inc., consents and approves of the sale by auction. The Debtor and Ritchie Brothers Auctioneers have executed their Multi-Channel Sales Agreement. The Vehicles are (i) 2016 Ford F-250 XL, VIN 1FT7W2BT0GED38222 (Ford Credit, Account No. 54172270), and (ii) 2016 Ford F-250 S-Duty, VIN 1FDRF3GT1GEA27207 (Ford Credit, Account No. 54331651). A copy of the Agreement is available at https://bit.ly/3bdOpJU from PacerMonitor.com free of charge. Pappy's Sand & Gravel, Inc. sought Chapter 11 protection (Bankr. N.D. Tex. Case No. 20-32723-sgj) on Oct. 28, 2020. PAPPY'S TRUCKS: Jan. 15 Hearing on Ritchie Auction of 20 Vehicles ----------------------------------------------------------------- Judge Stacey G.C. Jernigan of the U.S. Bankruptcy Court for the Northern District of Texas will convene an expedited hearing on Jan. 15, 2021, at 1:30 p.m., to consider Pappy's Trucks, Ltd.'s sale of its 20 vehicles located at 2040 Dowdy Ferry Rd., in Dallas, Texas, listed on Schedule A to Multi-Channel Sales Agreement, by auction to be conducted by Ritchie Brothers Auctioneers on Feb. 11, 2021 for the highest amount bid on each item. Creditor Newtek Small Business Finance, Inc., consented and approved of the sale by auction. The Debtor proposed the sale will be free and clear of all liens, claims and encumbrances. A copy of the Agreement is available at https://bit.ly/3nnjAoM from PacerMonitor.com free of charge. About Pappy's Trucks Ltd. Pappy's Trucks Ltd., a freight shipping and trucking company, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 19-33605) on Oct. 31, 2019. At the time of the filing, the Debtor was estimated to have assets of between $1 million and $10 million and liabilities of the same range. The case is assigned to Judge Stacey G. Jernigan. The Debtor tapped Joyce W. Lindauer Attorney, PLLC, as its legal counsel. PERMIAN TANK: Acquired by New Permina Holdco, Exits Chapter 11 -------------------------------------------------------------- Permian Tank & Manufacturing, on Dec. 14, 2020, disclosed that it has been acquired by New Permian Holdco, LLC, resulting in a successful exit of Chapter 11 bankruptcy proceedings for the Company's operations. The sale was supported by Permian Tank's current lender, who provided incremental financing to strengthen the Company during the transition and has committed to provide additional growth capital. The buyer, New Permian Holdco, LLC ("New Permian") will continue to provide its industry leading tanks and vessels throughout the Permian, Eagle Ford, Bakken and other major U.S. plays. Additionally, New Permian has made a strategic investment in the Company's modular unit and skidded systems production capabilities. The Company believes its ability to offer a one-stop, turn-key solution provides an immediate growth catalyst as the oil field services sector continues a broad push toward margin improvement coming out of 2020. Michael Haynes, Company President, said, "Permian Tank continues to focus on engineering and manufacturing best-in-class products for its customers. Our newly engineered, high-specification integrated solution offerings provide our customers with a simplified supply chain through a single point of contact that delivers a lower cost and higher efficiency end-product. We remain committed to our employees and customers and have emerged from this process stronger than ever as we continue to position Permian Tank for long-term success." About Permian Tank Permian Holdco 1, Inc. and its affiliates, including Permian Tank & Manufacturing, Inc., are manufacturers of above-ground storage tanks and processing equipment for the oil and natural gas exploration and production industry. Permian Tank is the largest United States' manufacturer of above-ground storage tanks and processing equipment for the oil and natural gas exploration and production industry. Permian Tank has more than 40 years of operating experience, with manufacturing plants located throughout Texas and South Dakota, serving shale plays throughout the United States. Permian Holdco 1, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del., Case No. 20-11822) on July 19, 2020. The petitions were signed by Chris Maier, chief restructuring officer. Hon. Mary F. Walrath presides over the cases. The Debtors have estimated assets of $0 to $50,000,000 and estimated liabilities of $0 to $50,000,000. M. Blake Cleary, Esq., Robert F. Poppiti, Jr., Esq., Joseph M. Mulvihill, Esq., and Jordan E. Sazant, Esq. of Young Conaway Stargatt & Taylor, LLP serve as counsel to the Debtors. Seaport Gordian Energy LLC serves as investment banker to the Debtors and Epiq Corporate Restructuring LLC acts as notice and claims agent. PERSONAL FOOT: Seeks Approval to Hire Accountant ------------------------------------------------ Personal Foot Care, PC seeks approval from the U.S. Bankruptcy Court for the Middle District of Alabama to hire Kim Miers, a certified public accountant practicing in Prattville, Ala. The hourly rate for Ms. Miers' services is $75. Ms. Miers disclosed in court filings that she neither holds nor represents any interest adverse to the Debtor and its bankruptcy estate. Ms. Miers can be reached at: Kimberly L Miers, CPA Kim Miers CPA 2214 Wynhaven Drive Prattville, AL 36067 Phone: (334) 361-4976 About Personal Foot Care PC Personal Foot Care, PC, a medical group practice located in Prattville, Ala., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ala. Case No. 20-32351) on Nov. 16, 2020. Dr. Brian Zagar, owner, signed the petition. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of between $100,001 and $500,000. Judge Bess M. Parrish Creswell oversees the case. The Debtor tapped The Bush Law Firm, LLC and Kim Miers CPA as its legal counsel and accountant, respectively. PES HOLDINGS: ICBS Has First Priority in BI Proceeds ---------------------------------------------------- Judge Richard G. Andrews of the United States District Court for the District of Delaware affirmed the bankruptcy court's order which held that ICB Standard Bank Plc (ICBS) has the first priority interest in the business interruption insurance proceeds following a catastrophic explosion at an oil refinery in Philadelphia. An appeal was filed before the district court arising from the Chapter 11 bankruptcy cases of PES Holdings and certain affiliates. This concerned which of two secured creditors – ICBCS or Cortland Capital Market Services, LLC – has the first priority interest in business interruption insurance proceeds (BI Proceeds) following the explosion at the debtors' Girard Point refining facility in Philadelphia on June 21, 2019. Cortland Capital initiated an adversary proceeding seeking declaratory relief, and the parties filed summary judgment motions. On February 28, 2020, the bankruptcy court held that the answer to the dispute is controlled by an Intercreditor Agreement governing the relative priorty of ICBCS's and Cortland Capital's interests in the debtors' assets, and that the Intercreditor Agreement unambiguously provides that ICBS has the first priority interest. Cortland Capital filed a timely notice of appeal. The Intercreditor Agreement provides that: (i) ICBCS will have first priority security interest, and Cortland Capital will have a second priority security interest, in "SOA Priority Collateral," and (ii) Cortland Capital will have first priority security interest, and ICBCS will have a second priority security interest, in "Term Loan Priority Collateral," which consists of everything that is not SOA Priority Collateral. The Intercreditor Agreement defines "SOA Priority Collateral" to include, among other things, Accounts (defined to include a "right to payment ... for property that has been or is to be sold") and Inventory (defined to include "goods ... held by a person for sale"), as well as essentially all assets related to Accounts and Inventory, such as General Intangibles (defined to include insurance policies) and Money. SOA Priority Collateral also includes Proceeds (defined to include "insurance payable by reason of the loss ... of," and "whatever is ... distributed on account of, collateral") of, and insurance payable with respect to, Accounts and Inventory and assets related to Accounts and Inventory. Essentially, SOA Priority Collateral includes all of the debtors' assets that represent, embody, or are exchanged for the debtors' business income. Judge Andrews found that the Intercreditor Agreement's definition of SOA Priority Collateral plainly includes the BI Proceeds. The judge explained that "Under the Policy, the purpose of the BI Proceeds is to compensate for the absence of Accounts and Money (i.e., business income) that the debtors would have generated through the sale of Inventory but for the Big Explosion. Thus, the BI Proceeds are the Proceeds of a General Intangible (i.e., the BI Policy) related to Accounts and Inventory. The BI Proceeds are also "Money" related to Accounts and Inventory. The BI Proceeds are also "Proceeds" of insurance payable with respect to Accounts and Inventory and other business income assets constituting SOA Priority Collateral. The BI Proceeds are also Proceeds of Accounts and other business income assets constituting SOA Priority Collateral. Any one of these reasons, standing alone, places the BI Proceeds squarely within the Intercreditor Agreement's definition of SOA Priority Collateral." Thus, Judge Andrews agreed with the bankruptcy court that the Intercreditor Agreement grants ICBS a first priority security interest in all BI Proceeds. The case is In re PES HOLDINGS, LLC, et al., Chapter 11, Debtors. CORTLAND CAPITAL MARKET SERVICES, LLC, Appellant, v. ICBC STANDARD BANK PLC., Appellee, Case No. 19-11626 (LSS), Jointly Administered, Civ. No. 20-363 (RGA)(D. Del.). A full-text copy of Judge Andrews' memorandum opinion dated January 4, 2021 is available at https://tinyurl.com/yx9ons88 from Leagle.com. Cortland Capital Market Services, LLC is represented by: Damian S. Schaible, Esq. James I. McClammy, Esq. David B. Toscano, Esq. Aryeh Ethan Falk, Esq. DAVIS POLK & WARDWELL LLP 450 Lexington Avenue New York, NY 10017 Tel: (212)450-4000 Email: damian.schaible@davispolk.com james.mcclammy@davispolk.com david.toscano@davispolk.com aryeh.falk@davispolk.com -- and -- Robert J. Dehney, Esq. Andrew R. Remming, Esq. Paige N. Topper, Esq. MORRIS NICHOLS ARSHT & TUNNELL LLP 1201 North Market Street, 16th Floor Wilmington, DE 19899-1347 Tel: (302)658-9200 Email: rdehney@mnat.com aremming@mnat.com ptopper@mnat.com ICBC Standard Bank Plc is represented by: Richard I. Werder, Jr., Esq. Deborah Newman, Esq. David M. Cooper, Esq. Zachary Russell, Esq. QUINN EMANUEL URQUHART & SULLIVAN, LLP 51 Madison Avenue, 22nd Floor New York, NY 10010 Tel: (212)849-7000 Email: rickwerder@quinnemanuel.com deborahnewman@quinnemanuel.com davidcooper@quinnemanuel.com zacharyrussell@quinnemanuel.com -- and -- William P. Bowden, Esq. Stacy L. Newman, Esq. ASHBY & GEDDES, P.A. 500 Delaware Avenue, 8th Floor Wilmington, DE 19801 Tel: (302)654-1888 Email: wbowden@ashbygeddes.com snewman@ashbygeddes.com About PES Holdings LLC Headquartered in Philadelphia, Pennsylvania, PES Holdings LLC and its subsidiaries are owners and operators of oil refining complex and have been continuously operating in some form for over 150 years. PES Energy Inc. is the indirect parent company of Philadelphia Energy Solutions Refining and Marketing LLC (PESRM). PESRM owns and operates the Point Breeze and Girard Point oil refineries located on an integrated, 1,300-acre refining complex in Philadelphia. PES Holdings, LLC, and seven subsidiaries, including PES Energy, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-11626) on July 21, 2019. PSE Holdings estimated $1 billion to $10 billion in assets and the same range of liabilities as of the bankruptcy filing. The Debtors tapped Kirkland & Ellis LLP as general bankruptcy counsel; Pachulski Stang Ziehl & Jones LLP as local bankruptcy counsel; PJT Partners LP as financial advisor; and Alvarez & Marsal North America, LLC, as restructuring advisor. Omni Management Group, Inc., is the notice and claims agent. The Company's proposed DIP financing lenders are represented by Davis Polk & Wardwell LLP and Houlihan Lokey Capital, Inc. PIER 1 IMPORTS: Egan-Jones Hikes Senior Unsecured Ratings to B+ --------------------------------------------------------------- Egan-Jones Ratings Company, on December 28, 2020, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Pier 1 Imports, Inc. to B+ from B. Headquartered in Fort Worth, Texas, Pier 1 Imports, Inc. retails decorative home furnishings, gifts, and related items. PILGRIM'S PRIDE: Egan-Jones Hikes LC Senior Unsecured Rating to B+ ------------------------------------------------------------------ Egan-Jones Ratings Company, on December 28, 2020, upgraded the local currency senior unsecured rating on debt issued by Pilgrim's Pride Corporation to B+ from B. Headquartered in Greeley, Colorado, Pilgrim's Pride Corporation produces prepared and fresh chicken products in the United States and Mexico. PREMIER PETROLEUM: $900K Sale of Horn Lake Property to Patel Okayed ------------------------------------------------------------------- Judge Jason D. Woodard of the U.S. Bankruptcy Court for the Northern District of Mississippi has entered an Agreed Order authorizing Premier Petroleum Investment, LLC's sale of a property located at 153 5 Nail Road, in Horn Lake, Mississippi, to Pankaj Patel for $900,000. The Property consists of a convenience store, land, inventory, if any, at closing, and gasoline inventory, if any, at closing. An auction for the Property was conducted on Dec. 28, 2020, at 3:00 p.m. (CT). The bid of Mr. Patel is the highest and best bid. The sale of the Property to Mr. Patel for the sum of $900,000 (prorated real estate taxes which will be paid at closing from the sale proceeds), is free and clear of Liens, claims and interests. The Limited Objection of Premier Capital Investment Group, LLC and Vikram M. Patel is resolved by the Agreed Order. The Response of the United States Trustee is resolved by the agreement of the Debtor to place the sale proceeds, less prorated real estate taxes, less traditional seller cost of closing, less payments to Nrupesh Patel for the two loans he has made to the Debtor in connection with payment of real estate taxes and payment of the costs of an environmental study, will be placed in a DIP interest-bearing account, under the control of the counsel for the Debtor. Further, within 10 days of the closing of the sale of the Property, the Debtor will file a report of sale with the Clerk of the Court. The remaining sale proceeds that are to be placed in the interest-bearing escrow account will not be disbursed except upon further order of the Court, after notice and a hearing. Nrupesh Patel is specifically authorized to execute such deeds, transfers of title or other related documents which are reasonably necessary to consummate and close the sale of the Property. Nothing in the Agreed Order will be deemed to be an adjudication of the respective ownership interests asserted by Nrupesh Patel and Vikram Patel in the Debtor, which issue is pending in other matters presently before the Court. There are no claims secured by perfected liens or security interest in, to or upon the Property (other than ad valorem tax claims and the secured claim granted to Nrupesh Patel by order of the Court). The net proceeds of sale to be escrowed will be subject to the allowed claims of administrative creditors, priority creditors and unsecured creditors as may be provided in any confirmed plan or further orders of the Court. The Agreed Order is a final judgment as contemplated by the applicable Bankruptcy Rules. About Premier Petroleum Investment Premier Petroleum Investment, LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Miss. Case No. 20-11596) on April 20, 2020, disclosing under $1 million in both assets and liabilities. The Debtor hired Armistead Law, PLLC, and the Law Offices of Craig M. Geno, PLLC, as counsel. PRIMO FARMS: Seeks to Hire Bankruptcy Attorney ---------------------------------------------- Primo Farms, LLC, seeks authority from the US Bankruptcy Court for the Eastern District of California to hire David C. Johnston as its attorney, effective Dec. 3, 2020. The services which Mr. Johnston will render are: (a) give the Debtor legal advice about various bankruptcy options, including relief under Chapters 7 and 11, and legal advice about non-bankruptcy alternatives for dealing with the claims against it; (b) give the Debtor in Possession legal advice about its rights, powers, and obligations in the Chapter 11 case and in the management of the estate; (c) take necessary action to enforce the automatic stay and to oppose motions for relief from the automatic stay; (d) take necessary action to recover and avoid any preferential or fraudulent transfers and to exercise the Debtor in Possession’s strong-arm powers; (e) appear with the Debtor's managing member at the meeting of creditors, initial interview with the U.S. Trustee, status conference, and other hearings held before the Court; (f) review and if necessary, objecting to proofs of claim; (g) take steps to obtain Court authority for the sale or refinancing of assets if necessary, and; (h) prepare a plan of reorganization and take all steps necessary to bring the plan to confirmation, if possible. Mr. Johnston will charge $360 per hour for his services. The Debtor paid Mr. Johnston $4,962 toward pre-petition and post-petition attorney's fees; and $1,738 for the Court's filing fee. Mr. Johnston assures the court that he does not hold any interest adverse to the estate and is a disinterested person as defined in 11 United States Code Sec. 101(14). The firm can be reached through: David C. Johnston, Esq. DAVID C. JOHNSTON 1600 G Street, Suite 102 Modesto, CA 95354 Tel: (209) 579-1150 Email: david@johnstonbusinesslaw.com About Primo Farms Primo Farms, LLC, filed a Chapter 11 case (Bankr. E.D. Cal. Case No. 20-90779) on Dec. 3, 2020. In the petition signed by Neftali Alberto, managing member, Primo Farms was estimated to have $1 million to $10 million in estimated assets and $500,000 to $1 million in estimated liabilities. Judge Ronald H. Sargis oversees the case. David C. Johnston, Esq., in Modesto, California, serves as counsel to the Debtor. REGIONAL HEALTH: Leases Powder Springs Facility to PS Operator -------------------------------------------------------------- Regional Health Properties, Inc. leased the Powder Springs facility to a new tenant and operator, PS Operator LLC, pursuant to a lease between Regional and PS Operator executed Dec. 31, 2020. Regional (together with its subsidiaries) entered into an Agreement Regarding Leases, dated Dec. 1, 2020, to terminate the subleases for its Tara and Powder Springs facilities. Under the Agreement, possession, control and operation of the Tara and Powder Springs facilities transitioned from the then-current tenants to Regional at 12:01 a.m. on Jan. 1, 2021. Regional will continue to operate the Tara facility and has entered into a Management Consulting Services Agreement with Vero Health Management, LLC under which Vero will provide management consulting services for the Tara facility. An affiliate of Vero operates Regional's Mountain Trace facility pursuant to a Lease between Regional and the affiliate dated Feb. 28, 2019. The PS Sublease will expire on Aug. 31, 2027, subject to two five-year optional extensions. For the first six months, the base rent under the PS Sublease will equal the Adjusted EBITDAR (as defined in the PS Sublease) of PS Operator to the extent derived from the Powder Springs facility. For months seven through twenty-four, the base rent will equal 80% of the Adjusted EBITDAR; however, beginning with month thirteen the base rent may not exceed $150,000 per month. Beginning with month twenty-five, the base rent will be $140,000 per month. For the first three months, the PS Sublease will not be a "triple net" lease and PS Operator will only be obligated to pay the base rent, with Regional paying all taxes, utility charges, operating expenses, insurance premiums and all other expenses with respect to the Powder Springs facility. Beginning with the fourth month and thereafter, the PS Sublease will be a "triple net" lease with PS Operator responsible for payment of all Expenses in addition to rent. If the monthly average adjusted cash flows of PS Operator (as described in the PS Sublease) is less than $100,000 for any consecutive three-month period after the sixth month of the PS Sublease, then Regional may terminate the PS Sublease subject to the conditions set forth in the PS Sublease. The PS Sublease also includes customary covenants, events of default and indemnification obligations. Under the Management Agreement, Regional will pay Vero a monthly management fee equal to 5% of the Adjusted Gross Revenues (as defined in the Management Agreement) of the Tara facility. The Management Agreement also includes customary covenants, termination provisions and indemnification obligations. About Regional Health Regional Health Properties, Inc. (NYSE American: RHE) (NYSE American: RHEpA) -- http://www.regionalhealthproperties.com-- is a self-managed healthcare real estate investment company that invests primarily in real estate purposed for senior living and long-term healthcare through facility lease and sub-lease transactions. Regional Health reported a net loss attributable to the company's common stockholders of $3.50 million for the year ended Dec. 31, 2019 compared to a net loss attributable to the company's common stockholders of $19.88 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $110.33 million in total assets, $98.23 million in total liabilities, and $12.10 million in total stockholders' equity. REMARK HOLDINGS: Gets $1 Million Loan ------------------------------------- Remark Holdings, Inc. executed a promissory note with a private lender under which the Company borrowed $1.0 million. The Note Payable bears interest at 10% per annum. The entire principal balance, as well as any interest accrued thereon, is due and payable in full on Dec. 30, 2023, or such earlier date as the principal may become due and payable pursuant to the terms of the Note Payable. About Remark Holdings Remark Holdings, Inc. (NASDAQ: MARK) -- http://www.remarkholdings.com-- delivers an integrated suite of AI solutions that enable businesses and organizations to solve problems, reduce risk and deliver positive outcomes. The company's easy-to-install AI products are being rolled out in a wide range of applications within the retail, financial, public safety and workplace arenas. The company also owns and operates digital media properties that deliver relevant, dynamic content and ecommerce solutions. The company is headquartered in Las Vegas, Nevada, with additional operations in Los Angeles, California and in Beijing, Shanghai, Chengdu and Hangzhou, China. As of Sept. 30, 2020, the Company had $16.08 million in total assets, $18.93 million in total liabilities, and a total stockholders' deficit of $2.85 million. Cherry Bekaert LLP, in Atlanta, Georgia, the Company's auditor since 2011, issued a "going concern" qualification in its report dated May 29, 2020, citing that the Company has suffered recurring losses from operations and negative cash flows from operating activities and has a negative working capital and a stockholders' deficit that raise substantial doubt about its ability to continue as a going concern. RENOVATE AMERICA: Auction Sale of All Benji Assets Set for Feb. 26 ------------------------------------------------------------------ Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware authorized the bidding procedures proposed by Renovate America, Inc. and Personal Energy Finance, Inc. in connection with the sale of all Benji assets to Finance of America Mortgage, LLC, for $5 million, subject to overbid. The salient terms of the Bidding Procedures are: a. Bid Deadline: Feb. 23, 2021, at 8:00 p.m. (EST) b. Initial Bid: Provide for a total consideration equal to or greater than the Purchase Price stated in the Stalking Horse Purchase Agreement (which is comprised of (A) Buyer's assumption of the Assumed Liabilities, and (B) $5 million plus the Loan Purchase Price plus the Contract Prepayment Amount), plus (x) the amount of the Break-Up Fee ($400,000), plus (y) the Expense Reimbursement (not to exceed $250,000), plus (z) a minimum overbid amount of $100,000, which in the aggregate is a minimum overbid amount of $750,000. c. Deposit: $250,000 d. Auction: Feb. 26, 2021, at 1:00 p.m. (ET) is the date and time of the Auction. Such Auction will be held virtually via online videoconference. e. Bid Increments: $100,000 f. Sale Hearing: March 2, 2021, at 2:00 p.m. (EST) g. Sale Objection Deadline: Feb. 23, 2021, at 5:00 p.m. (EST) h. Closing: March 5, 2021 Finance of America's role as the Stalking Horse Purchaser and the Asset Purchase Agreement, dated Dec. 21, 2020, are approved. The Stalking Horse Purchaser is deemed a Qualified Bidder, and the Stalking Horse Bid as set forth in the Stalking Horse Purchase Agreement is deemed a Qualified Bid. Notwithstanding the foregoing, the consummation of the Sale will remain subject to entry of a further order of the Court. If the Debtors do not receive any Qualified Bids (other than the Stalking Horse Bid) (a) they will not hold the Auction; (b) the Stalking Horse Purchaser will be deemed the Successful Bidder for the Assets; and (c) the Debtors will be authorized to ask approval of the Stalking Horse Purchase Agreement at the Sale Hearing. All information relating to the Assets provided to assist a person or entity in evaluating whether to participate in the Auction is confidential. The Breakup Fee and Expense Reimbursement are approved on the terms set forth in the Bidding Procedures, and the Debtors are authorized and directed to pay the Break-Up Fee and Expense Reimbursement in accordance with the terms of the Stalking Horse Purchase Agreement without further order of the Court. The procedures regarding the assumption and assignment of the Contracts in connection with the Sale are approved. As soon as practicable, the Debtors will serve on all non-Debtor counterparties to any Contract that may be assumed by the Debtors and assigned to the Successful Bidder a "Contract Notice." Such counterparty will have 14 days from service of the supplemental Contract Notice and/or Assumption Notice, as applicable, to file an objection to the proposed cure amount or assumption and assignment of its Contract in accordance with the procedures. The Contract Objection Deadline is Feb. 23, 2021 at 5:00 p.m. (ET). The Sale Notice is approved. Within three business days following entry of the Order, the Debtors will cause the Sale Notice to be served on the Notice Parties. The Debtors are authorized and directed to publish an abbreviated version of the Sale Notice in The USA Today (National Edition) and The Los Angeles Times at least 10 days prior to the Auction. All time periods set forth in the Order will be calculated in accordance with Bankruptcy Rule 9006(a). The terms and conditions of the Order will be immediately effective and enforceable upon its entry. About Renovate America Renovate America is one of the nation's preeminent providers of home improvement financing through its industry-leading home financing product, Benji. The Company offers a proprietary technology platform that helps Americans improve their homes while giving contractors the tools they need to grow their business. In addition to offering intuitive financing options, Renovate America offers industry- leading education, training and mentoring to contractor teams in the field. On the Web: http://www.renovateamerica.com/ Renovate America, Inc. and two affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-13173) on Dec. 21, 2020. Renovate America was estimated to have $50 million to $100 million in assets and $100 million to $500 million in liabilities as of the bankruptcy filing. Bryan Cave Leighton Paisner LLP is acting as the Company's legal counsel. Stretto is the claims agent. Culhane Meadows, PLLC, is the bankruptcy co-counsel. Armanino LLP is the financial advisor. GlassRatner Advisory & Capital Group, LLC, is the restructuring advisor. Stretto is the claims agent. RENOVATE AMERICA: Court Okays $5 Million Stalking Horse Bid ----------------------------------------------------------- Law360 reports that a Delaware bankruptcy judge on Friday gave home improvement financing company Renovate America permission to go ahead with its Chapter 11 asset auction with a $5 million stalking horse bid. At a video hearing, U.S. Bankruptcy Judge Laurie Selber Silverstein approved Renovate's sale procedure motion over the objections of the U.S. Trustee's Office to the fact Finance of America Mortgage LLC's bid protections will get priority over the claims of all the company's other creditors. Renovate filed for Chapter 11 on Dec. 22, 2020 with $115.3 million in liabilities, of which $7.3 million is funded debt. The company said tightened legislation on government. About Renovate America Renovate America Inc. is one of the nation's preeminent providers of home improvement financing through its industry-leading home financing product, Benji. The Company offers a proprietary technology platform that helps Americans improve their homes while giving contractors the tools they need to grow their business. In addition to offering intuitive financing options, Renovate America offers industry- leading education, training and mentoring to contractor teams in the field. On the Web: http://www.renovateamerica.com/ Renovate America, Inc. and two affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-13173) on Dec. 21, 2020. Renovate America was estimated to have $50 million to $100 million in assets and $100 million to $500 million in liabilities as of the bankruptcy filing. Bryan Cave Leighton Paisner LLP is acting as the Company's legal counsel. Stretto is the claims agent. Culhane Meadows, PLLC, is the bankruptcy co-counsel. Armanino LLP is the financial advisor. GlassRatner Advisory & Capital Group, LLC, is the restructuring advisor. Stretto is the claims agent. REVLON INCORPORATED: Egan-Jones Hikes Sr. Unsecured Ratings to C ---------------------------------------------------------------- Egan-Jones Ratings Company, on December 31, 2020, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Revlon Inc. to C from D. Headquartered in New York, Revlon Inc. manufactures, markets, and sells beauty and personal care products. RWDY INC: Jan. 21 Plan Confirmation Hearing Set ----------------------------------------------- On Dec. 23, 2020, debtor RWDY, Inc. filed with the U.S. Bankruptcy Court for the Western District of Louisiana an amended disclosure statement with respect to an amended plan. On Jan. 5, 2021, Judge John S. Hodge approved the amended disclosure statement and ordered that: * Jan. 19, 2021 is fixed as the last day for filing written acceptances or rejections of the plan. * Jan. 19, 2021 is fixed as the last day for filing and serving written objections to the confirmation of the plan. * Jan. 20, 2021 is fixed as the deadline for the proponent of the plan to file a tabulation of ballots accepting or rejecting the plan; and a declaration or affidavit of compliance with 11 U.S.C. Sec. 1129. * Jan. 21, 2021 at 9:00 a.m. is fixed for the hearing on confirmation of the plan. The hearing will be held at 300 Fannin Street, Courtroom Four, Fourth Floor, Shreveport, Louisiana, 71101. A full-text copy of the order entered Jan. 5, 2021, is available at https://bit.ly/3brHnkK Attorneys for the Debtor: Robert W. Raley, La. Bar #11082 290 Benton Spur Road Bossier City, LA 71111 Telephone: 318-747-2230 E-mail: bankruptcy@robertraleylaw.com - and - Curtis R. Shelton AYRES, SHELTON, WILLIAMS, BENSON & PAINE, LLC Suite 1400, Regions Tower 3333 Texas Street (71101) P.O. Box 1764 Shreveport, LA 71166-1764 Telephone: (318) 227-3500 Facsimile: (318) 227-3806 E-mail: curtisshelton@awsw-law.com About RWDY Inc. RWDY, Inc. -- http://www.rwdyinc.com/-- is an internationally recognized provider of oil field consultants. The Company's personnel have successfully supported offshore drilling operations in Australia, Brazil, Cameroon, New Zealand, Nigeria, Qatar, New Zealand, United Arab Emirates and Venezuela. The Company's consultants include: project managers; drilling/completion engineers; drilling/completion foreman; mud engineers; HSE advisors/SEMS advisors/HSE consultants; rig clerks/logistics coordinators; shore base dispatchers/materials coordinators; rig commissioning managers; and cement specialists. RWDY Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 20-10616) on June 22, 2020. In the petition signed by Brian T. Owen, president, the Debtor was estimated to have up to $50,000 in assets and $10 million to $50 million in liabilities. Judge John S. Hodge oversees the case. Robert W. Raley, Esq., represents the Debtor. On July 15, 2020, the Acting United States Trustee for Region 5 formed an official committee of unsecured creditors. The committee tapped Stewart Robbins Brown & Altazan, LLC, as counsel; and Stout Risius Ross, LLC as financial advisor. RWDY INC: Tailored Says Amended Plan Still Unconfirmable -------------------------------------------------------- Tailored Fund Cap LLC objected to approval of the Disclosure Statement filed by debtor RWDY, INC., on Dec. 23, 2020, saying among other things, it describes an Amended Plan that's still unconfirmable. The Debtor's Amended Plan lists a total of 9 Classes of claims, including three (3) secured Classes (Classes 1, 2, and 3) and an unsecured Class (Class 4) comprised of all the Merchant Cash Advance (MCA) companies. Tailored is included in Class 4 as having an unsecured claim in the amount of $697,409.79. This amount is based on an incorrect calculation of the amounts advanced by Tailored and repaid by the Debtor or affiliates. No explanation is given as to why Tailored's Claim is being treated as unsecured. Tailored Fund asserts that the Amended Plan state that in the event a MCA company chooses to reject the treatment, its claim will be deemed a disputed claim and will not be paid, but rather its payments will be escrowed by the Distribution Trustee until such claim becomes an allowed claim. Tailored Fund points out that even as revised, the Disclosure Statement does not contain adequate information to enable a hypothetical investor to make an informed decision whether to accept or reject the Amended Plan. The Debtor and Mr. Owen should be required to fully disclose the manner in which funds obtained from the Debtor were utilized, to enable creditors to make an informed decision whether they want to gamble on Mr. Owen going forward. Tailored Fund claims that Article IV.D.2.3.(iii) of the Amended Plan purports to eliminate Tailored's secured status. Language in the Amended Plan purporting to eliminate Tailored's lien will have to be removed before the Amended Plan can be confirmed. Tailored acknowledges that the objections could be cured with relatively minor revisions to the Amended Plan, and may be more appropriately addressed at the confirmation hearing rather than a hearing on the Disclosure Statement. A full-text copy of the Tailored Fund's objection to the Amended Disclosure Statement dated Jan. 5, 2021, is available at https://bit.ly/39gzb4t from PacerMonitor at no charge. Counsel for Tailored Fund: J. Eric Lockridge Katilyn M. Hollowell KEAN MILLER LLP 400 Convention Street, Suite 700 P.O. Box 3513 (70821-3513) Baton Rouge, LA 70802 Telephone: (225) 387-0999 E-mail: Eric.Lockridge@keanmiller.com Katie.Hollowell@keanmiller.com About RWDY Inc. RWDY, Inc. -- http://www.rwdyinc.com/-- is an internationally recognized provider of oil field consultants. The Company's personnel have successfully supported offshore drilling operations in Australia, Brazil, Cameroon, New Zealand, Nigeria, Qatar, New Zealand, United Arab Emirates and Venezuela. The Company's consultants include: project managers; drilling/completion engineers; drilling/completion foreman; mud engineers; HSE advisors/SEMS advisors/HSE consultants; rig clerks/logistics coordinators; shore base dispatchers/materials coordinators; rig commissioning managers; and cement specialists. RWDY Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 20-10616) on June 22, 2020. In the petition signed by Brian T. Owen, president, the Debtor was estimated to have up to $50,000 in assets and $10 million to $50 million in liabilities. Judge John S. Hodge oversees the case. Robert W. Raley, Esq., represents the Debtor. On July 15, 2020, the Acting United States Trustee for Region 5 formed an official committee of unsecured creditors. The committee tapped Stewart Robbins Brown & Altazan, LLC, as counsel; and Stout Risius Ross, LLC as financial advisor. SERENDIPITY LABS: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------------- The U.S. Trustee for Region 21 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Serendipity Labs, Inc. About Serendipity Labs Serendipity Labs, Inc. is a workplace-as-a-service company that offers co-working, shared offices and team suites. It has over 35 locations in urban, suburban and secondary markets across the United States. Serendipity Labs filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-68124) on July 15, 2020. John Arenas, chairman and chief executive officer, signed the petition. At the time of the filing, the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. Judge Sage M. Sigler oversees the case. Nelson Mullins Riley & Scarborough, LLP is the Debtor's legal counsel. SETEC ASTRONOMY: Feb. 16 Plan Confirmation Hearing Set ------------------------------------------------------ On Jan. 7, 2021, the U.S. Bankruptcy Court for the Eastern District of Texas, Tyler Division, conducted a telephonic hearing to determine the adequacy of information contained within the Disclosure Statement of Setec Astronomy, Inc. which was filed on November 25, 2020 and which refers to a proposed Chapter 11 Plan of Reorganization filed on that same date by the Debtor. The Debtor filed a First Amended Disclosure Statement, along with a proposed First Amended Plan of Reorganization, following the hearing on January 7, 2021. Upon its review of the documents as amended, the Court finds that the Debtor's Amended Disclosure Statement contains adequate information and ordered that: * The Debtor's First Amended Disclosure Statement is approved. * Feb. 9, 2021 is fixed as the last day for filing written acceptances or rejections of the proposed Chapter 11 Plan. * Feb. 9, 2021 is fixed as the last day for filing and serving written objections to confirmation of the proposed Chapter 11 Plan. * Feb. 16, 2021 at 1:30 p.m. is the virtual hearing to consider the confirmation of the proposed Chapter 11 Plan. The Amended Plan cites that the Allowed Claims of Unsecured Creditors shall receive their pro rata portion of payments made by the Debtor into the Class 7 Creditors Pool. The Debtor will make 60 monthly payments of $5,000 each commencing on the Effective Date. The Debtor will make distributions to the Class 7 Allowed Claims every 90 days commencing 90 days after the Effective Date. Based upon the Debtor's schedules, the Class 7 creditors will receive approximately 60% on their claims. The Debtor remains optimistic that the oil & gas industry is rebounding. The Debtor have seen more movement towards re-opening and believe that SETEC will be profitable in the first quarter of 2021. Also discussed is how the Debtor anticipates the cash on hand and continued operations of the business to fund the Plan. A full-text copy of the order entered Jan. 7, 2021, is available at: https://bit.ly/35rPJ8e Attorneys for the Debtor: Eric A. Liepins ERIC A. LIEPINS, P.C. 12770 Coit Road, Suite 1100 Dallas, Texas 75251 Tel: (972) 991-5591 Fax: (972) 991-5788 About Setec Astronomy Setec Astronomy, Inc. -- http://www.setecmidstream.com/-- provides employees to customers in the oil and gas industry. Setec Astronomy filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 20-60079) on Feb. 10, 2020. In the petition signed by Stephen P. Carter, president, the Debtor was estimated to have $500,000 to $1 million in assets and $1 million to $10 million in liabilities. James Andrew Carter, Esq. at LAW OFFICE OF JAMES ANDREW CARTER, PC, is the Debtor's counsel. SETEC ASTRONOMY: Plan to be Funded by Continued Operations ---------------------------------------------------------- Setec Astronomy, Inc., submitted an Amended Disclosure Statement and Amended Plan of Reorganization. The First Amended Disclosure Statement cites the impact of the COVID-19 pandemic in the Debtor's business operations. Additionally, the oil & gas industry has been depressed during the course of this case which has resulted in a number of the Debtor's pending contracts being delayed. The Debtor is confident with the recent rise in the price of oil and the positive reports concerning vaccines to decrease the spread of pandemic that the jobs of the Debtor that were put on hold will start to come on line. The Debtor currently has approximately $500,000 in accounts receivable which the Debtor believes will be collectable in the near future. The Allowed Claims of Unsecured Creditors will receive their pro rata portion of payments made by the Debtor into the Class 7 Creditors Pool. The Debtor shall make 60 monthly payments of $5,000 each commencing on the Effective Date. The Debtor shall make distributions to the Class 7 Allowed Claims every 90 days commencing 90 days after the Effective Date. Based upon the Debtor's schedules, the Class 7 creditors will receive approximately 60% on their claims. The Debtor is a Texas Corporation owned 100% by Stephen Carter. After confirmation the ownership will remain the same. The Debtor anticipates the cash on hand and continued operations of the business to fund the Plan. A full-text copy of the First Amended Disclosure Statement dated Jan. 7, 2021, is available at https://bit.ly/3bAAldV from PacerMonitor.com at no charge. Attorneys for the Debtor: Eric A. Liepins ERIC A. LIEPINS, P.C. 12770 Coit Road Suite 1100 Dallas, Texas 75251 Tel: (972) 991-5591 Fax: (972) 991-5788 About Setec Astronomy Setec Astronomy, Inc. -- http://www.setecmidstream.com/-- provides employees to customers in the oil and gas industry. Setec Astronomy filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 20 60079) on Feb. 10, 2020. In the petition signed by Stephen P. Carter, president, the Debtor was estimated to have $500,000 to $1 million in assets and $1 million to $10 million in liabilities. James Andrew Carter, Esq. at LAW OFFICE OF JAMES ANDREW CARTER, PC, is the Debtor's counsel. SLIM DOLLAR: Deficiency Claims to Get 5% Dividend Under Plan ------------------------------------------------------------ Slim Dollar Realty Associates, LLC, filed with the U.S. Bankruptcy Court for the District of New Hampshire a Disclosure Statement pertaining to Plan of Reorganization. On or about Nov. 1, 2018, debtor Slim Dollar and the principal Charles R. Sargent, Jr., obtained a mortgage from Peter W. Horne as Trustee under the Peter W. Horne Revocable Trust in the amount of $616,000. The monthly mortgage payments were unsustainable based on Charles Sargent, Jr.'s lack of income. Unable to negotiate loan modifications or to refinance the mortgage to lower the monthly mortgage payment, the Debtor had to file Chapter 11 bankruptcy reorganization to stop the foreclosure sale and allow the Debtor the necessary time to modify the loans or to obtain refinancing. After filing its Petition and schedules, the Debtor, via its Manager, Charles Sargent, Jr., cooperated with the U.S. Trustee in its initial debtor interview and participated in the Section 341 first meeting of creditors held on Oct. 1, 2020. As the Debtor explained in those meetings, its plan to reorganize centered on negotiating an agreement with Peter W. Horne, Trustee, to revise the terms of the Promissory Note and first mortgage on the Bow, NH property. Since that time, the Debtor has had a couple of discussions with Peter W. Horne, Trustee, however, there had not been any agreement on revised terms of payment on the Promissory Note. The Disclosure Statement under Chapter 11 of the Code proposes to address claims of creditors from ongoing rent, re-writing the Promissory Note of the first mortgage holder, cram down of certain mortgages, and litigation to remove untimely attachments. The Plan provides for one class of unsecured claims, one class of secured claims, one class of unsecured mortgage holders resulting from cram downs. Class 5 unsecured mortgage holders will receive a dividend distribution of the total claim equal to a 5 percent dividend payable over 60 monthly installments. The Debtor proposes paying a monthly mortgage payment of $3,400 to the Peter Horne Revocable Trust. The Debtor also plans on rewriting the terms of the mortgage and note with the Peter Horne Revocable Trust whereby the Trust will have a mortgage in the amount of $657,000 at zero percent interest for 60 months amortized over 30 years. This is the current total amount owed on the mortgage. Class 4 Unsecured Claims are those claims of the general unsecured creditors, totaling approximately $1,200. The unsecured claims consist of general unsecured creditors in the amount of $1,200. The deadline for filing Proofs of Claim for all entities, other than governmental units, was Dec. 22, 2020. The deadline for governmental units to file Proofs of Claim was Feb. 2, 2021. The Unsecured Claims are not impaired. The Debtor anticipates paying these unsecured creditors in full as they are utility payments to creditors. The Debtor anticipate paying these unsecured creditors in four monthly installments to be paid on the first of each month commencing 30 days after confirmation. Class 5 Unsecured Claims comprise of unsecured claims resulting from the cram down of the mortgage and/or lien of Saphire Financial, LLC, and Influx Capital, LLC. These resulting unsecured deficiency claims are the remaining unsecured portion of the mortgage holder's claim. Saphire Financial, LLC's unsecured claim is approximately $200,000. Influx Capital, LLC's unsecured claim is approximately $825,000. The Unsecured Claims Deficiencies Resulting from Mortgage Cram Downs are impaired. The Debtor anticipates a dividend payment of 5 percent for these unsecured mortgage creditor's claims to be paid in sixty monthly installments to be paid on the first of each month commencing 30 days after confirmation. Upon confirmation, the monthly rent payable to the Debtor will increase to $5,000 a month. The Debtor will implement this Plan through the monthly rent received and from income received by the Debtor's principal Charles Sargent, Jr., when he obtains employment. The increased monthly rent will allow the Debtor to continue the mortgage payment and real estate tax payments and continue to own and manage the real estate. A full-text copy of the Disclosure Statement dated Jan. 7, 2021, is available at https://bit.ly/3bqvE66 from PacerMonitor.com at no charge. The Debtor is represented by: Eleanor Wm. Dahar, Esq. Victor W. Dahar, P.A. 20 Merrimack Street Manchester, NH 03101 Phone: (603) 622-6595 About Slim Dollar Realty Associates Slim Dollar Realty Associates, LLC is a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). Its principal assets are located at 19 Woodhill Hooksett Road Bow, N.H. Slim Dollar Realty Associates filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. D.N.H. Case No. 20 10761) on Aug. 24, 2020. Charles R. Sargent, Jr., manager, signed the petition. At the time of filing, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Judge Bruce A. Harwood oversees the case. Victor W. Dahar, P.A. serves as Debtor's legal counsel. SOUTHERN UTAH: $2.6M Award to Little Caesars Affirmed ----------------------------------------------------- Judge Jeffrey Stuart Sutton of the United States Court of Appeals for the Sixth Circuit affirmed the summary judgment granted by the district court in favor of Little Caesars Enterprises, Inc. The Court also substituted the trustees in the estates of Rollie Knox and Southern Utah Pizza Service, Inc. in the proceedings. Rollie Knox and Southern Utah Pizza Service filed for Chapter 11 bankruptcy after the district court entered judgment. While the appeal was pending, Little Caesars successfully converted the Chapter 11 bankruptcy into a Chapter 7 bankruptcy, making the trustees of their estates the real-parties-in-interest to the proceedings before the Court of Appeals. The district court had ordered the Rollie and Beverly Knox to pay Little Caesars $2.6 million in liquidated damages plus other damages and fees. Rollie and Beverly Knox ran several Little Caesars franchises for decades. The couple used at least three corporate entities to govern 20 franchises located in six States. Early in 2017, the Knoxes stopped making timely royalty payments and started violating other provisions of the agreement. In March, May, and June, they received default notices for failing to make timely royalty payments, refusing to produce financial records, and failing to pay for supplies. By June, they owed over $200,000. While Little Caesars gave them a chance to cure the defaults, the Knoxes were unable to do so. Little Caesars was eventually prompted to terminate the franchise agreement and to demand that the Knoxes comply with their post-termination obligations, which included closing the franchises and paying up liquidated damages, among other duties. Little Caesars sued the Knoxes in federal district court, alleging breach of contract and other claims. As the proceeding progressed, the Knoxes continued to operate the restaurants. But when the Knoxes stopped making any payments, Little Caesars sought a preliminary injunction to close the restaurants. The court granted the injunction, but the Knoxes largely ignored it. A contempt hearing brought the restaurants to a close. The court granted summary judgment to the company and ordered the Knoxes to render unto Little Caesars $2.6 million in liquidated damages plus other damages and fees. Judge Sutton found that "under the agreement, Little Caesars could terminate in the event of three defaults by the Knoxes in one year or if the Knoxes failed to make an overdue payment within 10 days of receiving written notice. Both conditions, each sufficient, occurred: The Knoxes received three valid notices of default in 2017, and they failed to cure the missed payment triggering the third notice of default within 10 days. The agreement also entitled Little Caesars to liquidated damages. In the event of a default-induced termination, the franchise agreement gave Little Caesars the right to receive up to three years' worth of royalty payments and advertising fees. Nothing in the record indicates the district court erred in setting this figure at $2.6 million." The case is LITTLE CAESAR ENTERPRISES, INC., et al., Plaintiffs-Appellees, v. LITTLE CAESARS ASF CORPORATION, et al., Defendants-Appellants, Case No. 19-2335 (6th Cir.). A full-text copy of the decision, dated January 5, 2021, is available at https://tinyurl.com/y4mb55vm from Leagle.com. About Southern Utah Pizza Service Southern Utah Pizza Service, Inc., based in St. George, UT, filed a Chapter 11 petition (Bankr. D. Utah Case No. 19-28836) on Dec. 2, 2019. In the petition signed by R. Alan Knox, president, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. The Hon. William T. Thurman oversees the case. Chris L. Schmutz, Esq., at Schmutz & Mohlman, serves as bankruptcy counsel. SPI ENERGY: Subsidiary Acquires Consumer Contracts of Petersen-Dean ------------------------------------------------------------------- SolarJuice American, Inc., a wholly owned subsidiary of SPI Energy Co., Ltd., acquired the consumer contracts of Petersen-Dean, Inc., one of the largest full-service, privately-held roofing and solar companies in the US. Petersen-Dean was generating $300 million to $400 million in sales annually with favorable profit margins prior to COVID-19. "Our acquisition of these consumer contracts could save thousands of US jobs that were in jeopardy following Petersen-Dean's Chapter 11 filing in June 2020. This is also a major win for us as we work to accelerate our penetration in the vast US markets and create better renewable products and services for American residential customers," stated Xiaofeng Peng, Chairman and CEO of SPI Energy. Founded in 1984, Petersen-Dean was one of the nation's largest independently owned solar and roofing companies that specialized in new residential construction. At its peak, the company employed nearly 3,000 solar and roofing employees in nine states: Arizona, California, Colorado, Florida, Hawaii, Louisiana, Nevada, Oklahoma and Texas. The U.S. installed 3.8 gigawatts (GW) of solar PV capacity in Q3 2020 to reach 88.9 GW of total installed capacity, enough to power 16.4 million American homes. Wood Mackenzie forecasts 43% annual growth in 2020, with more than 19 GW of installations expected. In total, the U.S. solar market will install more than 107 GW of solar over the next five years. About SPI Energy Co., Ltd. SPI Energy -- http://www.spigroups.com-- is a global provider of photovoltaic solutions for business, residential, government and utility customers, and investors. The Company develops solar PV projects that are either sold to third party operators or owned and operated by the Company for selling of electricity to the grid in multiple countries in Asia, North America and Europe. The Company's subsidiary in Australia primarily sells solar PV components to retail customers and solar project developers. The Company has its operating headquarter in Hong Kong and its U.S. office in Santa Clara, California. The Company maintains global operations in Asia, Europe, North America, and Australia. SPI Energy reported a net loss attributable to shareholders of the Company of $15.26 million for the year ended Dec. 31, 2019, compared to a net loss attributable to shareholders of the Company of $12.28 million for the year ended Dec. 31, 2018. Marcum Bernstein & Pinchuk LLP, in Beijing China, the Company's auditor since 2018, issued a "going concern" qualification in its report dated June 29, 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. STEPHEN FARMS: Seeks to Hire Appraisal Associates as Appraiser -------------------------------------------------------------- Stephens Farms seeks approval from the US Bankruptcy Court for the Western District of Tennessee to employ David M. Whalley, MAI, of Appraisal Associates, LLC to appraise its properties. The Debtor owns several properties: -- 130.95 acres 893 Pritchard Road, Henderson County, TN -- 126.69 acres on Lindsey Road, Henderson County, TN -- 82.21 Acres on Westport Rd., Benton County, TN -- 122.36 Acres on Parsons Rd., Henderson County, TN -- 51.61 acres on Taylor Town Rd., Henderson County, TN; 118.09 acres on Taylor Town Rd Henderson County, TN; 19.38 acres on Taylor Town Rd., Henderson County TN; 1.25 acres on Taylor Town Rd. Henderson County, TN. -- 230.77 acres on Ararat Cemetery Rd., Henderson County, TN Mr. Whalley assures the court that he does not hold any interest adverse to the Debtors, the estate in bankruptcy, or the Trustee in this chapter 11 bankruptcy case, and is an disinterested person as defined in 11 U.S.C. 101. Mr. Whalley can be reached at: David M. Whalley, MAI Appraisal Associates, LLC PO 11076 Jackson, TN 38308 Phone: 731-300-7487 Fax: 731-300-7489 Email: david@fkmappraisals.com About Stephens Farms Stephens Farms filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 20-10599) on March 18, 2020. At the time of filing, the Debtor estimated $1,000,001 to $10 million in both assets and liabilities. C. Jerome Teel, Jr., ESq. at Teel & Maroney, PLC represents the Debtor as counsel. SUNGARD AS: S&P Raises ICR to 'CCC+' on Improved Maturity Runway ---------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Sungard AS New Holdings LLC to 'CCC+' from 'SD'. S&P raised its issue-level ratings on Sungard AS' extended senior term loan due 2024 and nonextended junior term loan due 2022 to 'B' from 'D' and 'CCC' from 'D' respectively. The rating agency is revising its recovery rating on the nonextended junior term loan to '5' from '3'. The '1' recovery rating on the extended senior term loan is unchanged. At the same time, S&P is assigning its 'CCC+' issue level rating to the extended junior term loan due 2024. The recovery rating on the extended junior term loan is '3'." Sungard AS' business turnaround is uncertain and it faces high execution risks following its Chapter 11 emergence in 2019. The company's pivot to information technology (IT) infrastructure managed services and disaster-recovery-as-a-service (DRaaS) products has not fully offset declines in its legacy offerings over the past several years. Given the company's evolving business strategy and extended time to business stabilization, sustainable improvements are uncertain. S&P Global Ratings previously expected more moderate revenue declines in the high-single-digits and free operating cash flow (FOCF) at break-even levels or better in 2020. S&P said, "We acknowledge that revenue declines have moderated somewhat in 2020 due to successful efforts to improve client retention; though the company has significant exposure to legacy disaster recovery services such as shared infrastructure and commoditized colocation, which are in structural decline. The company has a good market position in these areas, though we expect ongoing competitive pressures from insourced or do-it-yourself disaster recovery and public cloud infrastructure that reduce the need for legacy services." While the company's strategic partnerships to develop hybrid and multicloud and network managed services could help improve client retention and revenue growth over time, contributions from these newer offerings are minimal because they were recently introduced." In response to revenue erosion and margin degradation, Sungard AS significantly reduced costs and capital investments. Historically the company incurred high fixed costs and capital expenditure (capex) investment in infrastructure to support its clients. As the company's revenue base eroded, good cost reductions, data center footprint consolidation, and lower capital intensity helped offset some margin pressures. Additionally, the company is emphasizing less capital-intensive managed services and partnerships to help alleviate cash flow pressures. These restructuring efforts have led to some EBITDA stability over the past four quarters despite ongoing revenue pressures. S&P said, "In the near term we expect adjusted EBITDA margins to remain in the mid-20% area as restructuring expenses moderate and cost reduction efforts are realized over the next 12 months, though prospects for significant adjusted EBITDA expansion are limited. Ongoing restructuring to offset revenue pressure could be a downside to our forecast. While Sungard AS has demonstrated good progress on its restructuring efforts, we believe any significant cost reductions could hurt growth prospects, and the sustainability of its more streamlined cost structure remains uncertain given that it will likely need to reinvest for sustained revenue growth over the longer term." "Credit metric improvements are unlikely in the near term. We expect Sungard AS' credit metrics to remain weak over the next 12 months and deleveraging will be limited because of minimal EBITDA expansion expected. We forecast revenue declines in the mid-teens percent area in 2020 before moderating to a 7%-9% decline in 2021, resulting in adjusted debt to EBITDA of 4.8x-5.2x and adjusted FOCF to debt of 5%-6%. Our adjusted FOCF-to-debt metrics include significant add-backs for operating leases. We expect adjusted FOCF of $50 million-$60 million in 2020 and 2021, equivalent to approximately negative $20 million-$30 million of reported FOCF over the same period." "While we view near-term default risk to be lower, the company relies on favorable economic and market conditions to service its debt longer term. Considering its challenged growth prospects and weak FOCF generation, we view the capital structure as unsustainable longer term." The company's debt maturity runway should provide some flexibility to execute its business turnaround and alleviate some liquidity pressures. Sungard AS recently completed an amend-and-extend transaction that pushed out substantially all its debt maturities to 2024 from 2022. Though the company will have a small amount of about $13 million due in 2022, S&P expects it will have enough liquidity sources to address the maturity. This transaction removes a significant hurdle as the company executes its business stabilization plan. Prior to the exchange transaction, the company had good cash balances of about $170 million, including its recent drawdown under its delayed-draw senior term loan, and has some availability under its $50 million asset-based lending (ABL) revolver expiring 2024. Additionally, the company's debt has pay-in-kind interest features that will help preserve liquidity. S&P expects the company will repay $5 million of its senior term loan due 2024 at par, and make further repayments of which a portion will be available as a delayed-draw term loan until February 2022. The company also will repay $15 million of its junior term loan due 2024 at par. The stable outlook reflects Sungard AS' improved debt maturity runway following the amend-and-extend transaction, which provides some flexibility for the company to execute its business turnaround plan, reverse revenue declines, and improve weak FOCF generation. S&P said, "We expect lower restructuring and one-time costs, though FOCF generation will likely remain weak over the next 12 months. We expect the company's good liquidity position will help fund operating cash flow deficits over the near-term." S&P could raise the rating if: -- The company achieves flat to growing revenues; and -- EBITDA expansion improves FOCF generation such that adjusted FOCF to debt is consistently about 9%-10% (equivalent to $8 million-$10 million of reported annual free cash flow). A downgrade could occur if: -- Revenue declines accelerate because of greater-than-expected client churn; or -- The company encounters material FOCF deterioration. This would lead S&P to believe it faces higher default risk. SUNOPTA INC: Closes Sale of Global Ingredients Business for EUR330M ------------------------------------------------------------------- SunOpta Inc. has completed the sale of the Company's global ingredients segment and related assets to Amsterdam based global commodity trading company, Amsterdam Commodities N.V. (Euronext: ACOMO) for cash and debt free consideration of EUR330 million. The transaction closed on Dec. 30, 2020. "I'm pleased to announce the completion of this strategically transformational divestiture. This transaction further solidifies SunOpta's future direction as a high-growth, plant-based company focused on providing value-added products in competitively advantaged categories with consistent, sustainable, above average growth characteristics. This transaction significantly de-levers and strengthens SunOpta's balance sheet, enabling the acceleration of expansion plans in our fast-growing plant-based food and beverage segment. The plans include both high-return capital investment projects, as well as synergistic acquisitions that add to an existing set of strong capabilities in our core plant-based beverage platform. This is a very exciting time for us at SunOpta as we look forward to building on our successes," said Joe Ennen, chief executive officer of SunOpta. On Dec. 31, 2020, SunOpta entered into a five-year credit agreement for a senior secured asset-based revolving credit facility in the maximum aggregate principal amount of $250 million, subject to borrowing base capacity. In addition, as part of the same facility, the lenders provided a five-year, $75 million delayed draw term loan, to be used for capital expenditures. The delayed draw term loan can be borrowed within 18 months from closing. This new credit facility with decreased interest rates replaces SunOpta's previous facility that was set to expire on March 31, 2022. The new credit facility will be used to support the working capital, capital expenditures, and general corporate needs of SunOpta's operations, in addition to funding future strategic initiatives. Borrowings under the revolving credit facility and delayed draw term loan bear interest based on various reference rates including LIBOR plus an applicable margin. The applicable margin on the new revolving facility ranges from 1.50% to 2.00% for loans bearing interest based on LIBOR with a 0.25% step down in the margin when the Company's total leverage ratio is below an agreed threshold. The applicable margin on the term loan ranges from 2.25% to 2.75%. The applicable margins are set quarterly based on average borrowing availability. The obligations of the borrowers under the facility are guaranteed by substantially all of SunOpta's subsidiaries and, subject to certain exceptions, such obligations are secured by first priority liens on substantially all assets of SunOpta and the other borrowers and guarantors. The credit facility contains customary covenants and borrowing availability requirements. The facility is provided by a syndicate of banks, including Bank of America, N.A., JP Morgan Chase Bank, N.A., Rabobank Nederland, Canadian Branch, Bank of Montreal, and Wells Fargo Bank, National Association. On Dec. 31, 2020, SunOpta also retired in full its 9.5%, $223.5 million second lien notes due in October 2022. The retirement of the second lien notes reduces interest expense by approximately $21 million on an annual basis. In total, debt was reduced by approximately $355 million between the payoff of the second lien notes and paydowns of the existing credit facility on December 31, 2020. Interest expense, on an annualized basis, would decrease from approximately $29 million to approximately $4 million based on the weighted-average interest rates as at Sept. 26, 2020. "We are pleased with the extension of the credit facility and appreciate the support of our banking partners as we continue to execute our strategic plans to deliver strong performance," said Scott Huckins, chief financial officer of SunOpta. "The new credit facility provides enhanced flexibility and increased liquidity to support our operational initiatives and growth objectives. The delayed draw term loan is a very cost-effective tool to continue to invest in and grow our plant-based beverage platform." About SunOpta Inc. Headquartered in Ontario, Canada, SunOpta Inc. is a global company focused on plant-based foods and beverages, fruit-based foods and beverages, and organic ingredient sourcing and production. SunOpta specializes in the sourcing, processing and packaging of organic, natural and non-GMO food products, integrated from seed through packaged products; with a focus on strategic vertically integrated business models. SunOpta reported a loss attributable to common shareholders of $8.78 million for the year ended Dec. 28, 2019, compared to a net loss attributable to common shareholders of $117.11 million for the year ended Dec. 29, 2018. As of Sept. 26, 2020, the Company had $921.36 million in total assets, $672.14 million in total liabilities, $86.95 million in series A preferred stock, $27.47 million in series B preferred stock, and $134.80 million in total equity. TAMARAC 10200: Unsecureds to Recover 9.4% to 100% in Amended Plan ----------------------------------------------------------------- Tamarac 10200, LLC and Unipharma, LLC, submitted an Amended Joint Plan of Liquidation and a corresponding Disclosure Statement The Amended Disclosure Statement provides that holders of unsecured claims totaling $2.06 million will recover between 9.4% and 100% under the Plan. Each holder of an Allowed General Unsecured Claim shall receive as a carve-out from the DIP Collateral and Prepetition Collateral, in full and final satisfaction of such Claim, its share of the General Unsecured Claim Cash Recovery and its share of Liquidating Trust Interests and a right to receive Liquidation Trust Proceeds in accordance with the Liquidating Trust Proceeds Waterfall. In no event shall the holder of a General Unsecured Claim receive distributions on account of such Claim in excess of the Allowed amount of such Claim plus accrued post-petition interest, if any. By Order dated Dec. 31, 2020, the Bankruptcy Court granted the Bid Procedures Motion setting the procedures and related deadlines for prospective purchasers of all or substantially all of the Debtors' assets to, among other things, submit competing bids. Objections that had been lodged against entry of an order approving the Bid Procedures were withdrawn or overruled at the December 30, 2020 hearing. On Dec. 30, 2020, the Court conducted a hearing to consider the Debtors' request for approval of DIP Financing, up to $15,600,000 on a final basis, subject to the terms of the DIP Documents, which it approved by Order dated Dec. 31, 2020. Objections that had been lodged against entry of a final order approving the DIP Financing were withdrawn or overruled at the Dec. 30, 2020 hearing. Beginning prior to the Petition Date, and continuing since the commencement of these Chapter 11 Cases, the Debtors have been engaged in a process to sell all or substantially all of their assets. The sale will be conducted according to, and consistent with, the bidding procedures approved by the Court by Order dated Dec. 31, 2020. The Debtors, the Creditors' Committee and the DIP Lender and NHTV Lender have agreed to the terms of a Global Settlement, resolving the Creditors' Committee's objections to the Bidding Procedures Order, Asset Purchase Agreement, the Plan, and Final DIP Order, and providing significant recovery to general unsecured creditors. As a direct result of the parties' arm's length and consensual negotiations, the Creditors' Committee withdrew its previously pending objections to each of the Bid Procedures Motion; and DIP Financing Motion. The withdrawal of the Creditors' Committee's objections, combined with a withdrawal on the record at the Dec. 30, 2020 hearing of a separate objection to the Bid Procedures Motion filed by RJS, Yohana Santamarta and Reinaldo Santamarta, and a competing stalking horse bid, and affirmative evidence adduced by the Debtors through proffered testimony of the Debtors' CRO, Neil F. Luria, resulted in, among other things, entry of the Bidding Procedures Order. The principal terms of the Global Settlement were read into the record at a hearing conducted by the Bankruptcy Court on Dec. 30, 2020, on, among other motions, the Bid Procedures Motion and DIP Financing Motion, and incorporated into the Plan. The Plan incorporates and approves a resolution, settlement and compromise of all outstanding issues as between the Debtors, the DIP Lender, the NHTV Lender, and the Creditors' Committee regarding the Plan, the Final DIP Order, the Sale Transaction, and the Bidding Procedures Order. In light of the foregoing, the Debtors submit that the Global Settlement, and the Plan that is premised upon the Global Settlement, is in the best interests of the Debtors' creditors. A full-text copy of the Amended Joint Plan of Liquidation dated Jan. 7, 2021, is available at https://bit.ly/2XpM8TP from PacerMonitor.com at no charge. Counsel to the Debtors: Paul Steven Singerman, Esq. BERGER SINGERMAN LLP 1450 Brickell Avenue, Ste. 1900 Miami, FL 33131 Telephone: (305) 755-9500 Facsimile: (305) 714-4340 Email: singerman@bergersingerman.com About Tamarac 10200 Unipharma -- https://www.unipharmausa.com/ -- is a healthcare packaging company serving the pharmaceutical and nutraceutical sectors in the development, manufacturing, and packaging of liquid, disposable, and single-dose units. Tamarac owns a state-of-the art, 165,000 square foot, FDA-registered, blow-fill-seal and conventional seal manufacturing facility built in 2018 located in Tamarac, Florida, that among other things, packages prescription, over the counter, and nutraceutical and oral ophthalmic solutions. Tamarac 10200 and Unipharma, LLC filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-23346) on Dec. 7, 2020. The petitions were signed by CRO Neil F. Luria. At the time of the filing, Tamarac 10200 disclosed estimated assets of $10 million to $50 million and estimated liabilities of $50 million to $50 million, while Unipharma estimated to have $50 million to $100 million in assets and $100 million to $500 million in liabilities. The Hon. Peter D. Russin oversees the cases. The Debtors tapped Berger Singerman LLP as counsel, SOLIC Capital Advisors, LLC and SOLIC Capital, LLC as restructuring advisor, and Kurtzman Carson Consultants LLC as notice and claims agent. TAUBMAN CENTERS: Egan-Jones Withdraws BB- Senior Unsecured Ratings ------------------------------------------------------------------ Egan-Jones Ratings Company, on December 31, 2020, withdrew its 'BB-' foreign currency and local currency senior unsecured ratings on debt issued by Taubman Centers, Inc. Headquartered in Bloomfield Hills, Michigan, Taubman Centers, Inc. is a real estate investment trust which, through its operating partnership, the Taubman Realty Group LP, holds interests in and owns, develops, acquires, and operates regional shopping centers. TAYLOR BUILDING: $110K Sale of 2017 Kenworth W900B to M and B OK'd ------------------------------------------------------------------ Judge Jeffery A. Deller of the U.S. Bankruptcy Court for the Western District of Pennsylvania authorized Taylor Building Products, LLC's sale of the 2017 Kenworth W900B, VIN 1NKWX4EX6HJ153974, with an Effer boom/crane Model 375/4S, Serial No. 100026795 and crane bed, to M and B Redi Mix, Inc. for $110,000. A Zoom video conference hearing on the Motion was held on Jan. 8, 2021. At the sale hearing, no higher offers were received and no objections to the sale were made which would result in the cancellation of said sale. The sale is free, clear and divested of said liens, claims and interests, with such liens, claims and interests to transfer to the proceeds of sale. After due notice to the claimants, lien creditors, and interest holders, and no objection having been made or, if made, resolved/overruled, the incidental and related costs of sale and of the within bankruptcy proceeding, will be paid in advance of any distribution to said lien creditors, if any. The Buyer will be responsible for any and all sales tax associated with the sale as well as any and all costs associated with the transfer of title to said Vehicle. The sale of the Vehicle will be a sale of the Vehicle in "as is, where is," condition, without representations or warranties of any kind whatsoever. The Buyer will remit payment to the counsel for the Debtor, Spence, Custer, Saylor, Wolfe & Rose, LLC, by certified check or wire transfer. The sale proceeds will be disbursed in accordance with the Motion with PACCAR Financial Corp. receiving proceeds in the amount of $110,000. To the extent sale proceeds exceed $110,000, the costs of sale, including but not limited to Court filing fee(s), advertising costs, and postage and copying, will be deducted and remitted to Debtor’s counsel with the balance then being remitted to PACCAR on its duly perfected security interest. The Debtor will serve a copy of the Order on each Respondent (i.e., each party against whom relief is sought) and its attorney of record, if any, upon any attorney or party who answered the motion or appeared at the hearing, the attorney for the Debtor, the Purchaser, and the attorney for the Purchaser, if any, and file a certificate of service. The closing will occur within 30 days of the Order and the Debtor will file a report of sale within seven days following closing. About Taylor Building Products Taylor Building Products LLC, a privately held company that provides concrete building products, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-70426) on July 15, 2019. At the time of the filing, the Debtor was estimated to have assets of between $1 million and $10 million and liabilities of the same range. Judge Jeffery A. Deller oversees the case. Spence, Custer, Saylor, Wolfe & Rose, LLC is the Debtor's bankruptcy counsel. TCMA TRUCKING: Seeks to Hire Russell Van Beusting as Attorney ------------------------------------------------------------- TCMA Trucking, Inc. seeks authority from the United States Bankruptcy Court for the Southern District of Texas to hire Russell Van Beusting, P.C. as its legal counsel. TCMA Trucking requires the counsel to: a. assist, advise and represent the Debtors relative to the administration of the chapter 11 case; b. assist, advise and represent the Debtors in analyzing the Debtors' assets and liabilities, investigating the extent and validity of lien and claims, and participating in and reviewing any proposed asset sales or dispositions; c. attend meetings and negotiate with the representatives of the secured creditors; d. assist the Debtors in the preparation, analysis and negotiation of any plan of reorganization and disclosure statement accompanying any plan of reorganization; e. take all necessary action to protect and preserve the interests of the Debtors; f. appear, as appropriate, before this Court, the Appellate Courts, and other Courts in which matters may be heard and to protect the interests of Debtors before said Courts and the United States Trustee; and g. perform all other necessary legal services in these cases. The counsel will charge its standard billing rates of $425 per hour, and $125 per hour for the bankruptcy legal assistants. The counsel received a retainer on or about Dec. 4, 2020 from the Debtor in the amount of $17,000 for financial advice and representation. The counsel does not represent any interest adverse to the Debtor, its estate, creditors, equity holders, or affiliates in the matters upon which it is to be engaged, and is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached at: Russell Van Beustring, Esq. RUSSELL VAN BEUSTRING, P.C. 9525 Katy Fwy, Ste 415 Houston, TX 77024 Tel: 713-973-6650 Fax: 713-973-7811 E-mail: russell@beustring.com About TCMA Trucking, Inc. TCMA Trucking, Inc. is a privately held company that operates a specialized freight trucking business. TCMA Trucking, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 20-35989) on Dec. 22, 2020. The petition was signed by Felix A. Auz, president. At the time of filing, the Debtor estimated $232,662 in asets and $1,407,077 in liabilities. Russell Van Beustring, Esq. at RUSSELL VAN BEUSTRING, P.C. represents the Debtor as counsel. TECHNICAL COMMUNICATIONS: Gets Noncompliance Notice from Nasdaq --------------------------------------------------------------- Technical Communications Corporation received notice from the Nasdaq Listing Qualifications department of the Nasdaq Stock Market that because the Company failed to maintain a minimum of $500,000 in net income from continuing operations in the most recently completed fiscal year, or two of the last three fiscal years, and since the Company does not meet the alternatives of market value of listed securities or stockholders' equity, the Company no longer complies with Listing Rule 5550(b) for continued listing. Pursuant to such notice, the Company will have 45 days to submit a plan to Nasdaq to regain compliance; if the plan is accepted, Nasdaq can grant an extension of up to 180 days from the date of the notice to regain compliance. About Technical Communications Concord, Massachusetts-based Technical Communications Corporation -- http://www.tccsecure.com-- specializes in secure communications systems and customized solutions to protect highly sensitive voice, data and video transmitted over a wide range of networks, serving government entities, military agencies, and corporate enterprises. Technical Communications reported a net loss of $910,650 for the year ended Sept. 26, 2020, compared to net income of $631,425 for the year ended Sept. 28, 2019. Stowe & Degon LLC, in Westborough, Massachusetts, the Company's auditor since 2019, issued a "going concern" qualification in its report dated Dec. 28, 2020, citing that the Company has an accumulated deficit, has suffered significant net losses and negative cash flows from operations and has limited working capital that raises substantial doubt about its ability to continue as a going concern. TELEMACHUS LLC: Gets OK to Hire Schneider & Stone as Counsel ------------------------------------------------------------ Telemachus, LLC received approval from the U.S. Bankruptcy Court for the Northern District of Illinois to hire Schneider & Stone PLC as its bankruptcy counsel. Schneider & Stone will assist the Debtor in the preparation of a Chapter 11 plan and will provide other legal services in connection with its Chapter 11 case. The firm will be paid at these rates: Attorney $375 per hour Paralegal $175 per hour Schneider & Stone does not have an interest materially adverse to the interest of the Debtor's bankruptcy estate, creditors and equity security holders, according to court filings. The firm can be reached through: Ben Schneider, Esq. Matthew Stone, Esq. Schneider & Stone 8424 Skokie Blvd., Suite 200 Skokie, IL 60077 Phone: 847-933-0300 Email: ben@windycitylawgroup.com About Telemachus LLC Telemachus, LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). It is the owner of fee simple title to a property located at 769 W. Jackson Blvd., Chicago, Illi., having an appraised value of $3 million. Telemachus filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 20-21374) on Dec. 11 2020. The petition was signed by Marc Washor, managing member of Baklava, LLC (owner of Debtor). At the time of filing, the Debtor disclosed $3,226,189 in assets and $2,228,372 in liabilities. Judge Jack B. Schmetterer oversees the case. Schneider & Stone represents the Debtor as counsel. THG PROPERTIES: Feb. 16 Plan Confirmation Hearing Set ----------------------------------------------------- On Dec. 18, 2020, debtors THG Properties LLC and Town Hospitality Group, Inc. filed with the U.S. Bankruptcy Court for the District of Massachusetts a Joint Disclosure Statement with Respect to Joint Chapter 11 Plan of Reorganization. On Jan. 5, 2021, Judge Frank J. Bailey approved the Disclosure Statement and ordered that: * Feb. 9, 2021 is established as the deadline for casting a ballot accepting or rejecting the Plan. * Feb. 9, 2021 established as deadline to file objections to confirmation of the Plan. * Feb. 16, 2021 at 11:00 a.m. is the hearing on confirmation of the Plan and any objections to confirmation. The Plan provides for an injunction against conduct not otherwise enjoined under the Code. The Plan provides that it shall operate as a stay of any actions by the internal Revenue Service and the Massachusetts Department of Revenue against the Debtor's principals to collect obligations owed to the IRS and the DOR for so long as such obligations are timely paid by the Debtors. The Plan further provides that upon timely payment in full under the Plan, the IRS and DOR claims against the Debtors' principals shall be discharged. * Jan. 19, 2021 is fixed as the last day to file administrative claims relating to expenses incurred during the Debtors' reorganization case. * Feb. 9, 2021 is fixed as the last day to file any objections to Administrative Expense Application. * Jan. 19, 2021 is fixed as the last day for any professional seeking allowance for fees and expenses in the Debtor's Chapter 11 proceedings for the period through at least thirty days prior to the first date scheduled for the confirmation hearing. * Feb. 9, 2021 is fixed as the last day to file any objections to any Fee Application. A full-text copy of the order entered Jan. 5, 2021, is available at https://bit.ly/3s6E9t6 About THG Properties THG Properties LLC is a Massachusetts Limited Liability Company that owns and operates the real property located at 386 Commercial Street, Provincetown, Massachusetts. The Property is tenanted by a 15-room guest house known as the Waterford Inn and a restaurant called Spindlers. The Inn and Restaurant are owned by Town Hospitality, a Massachusetts corporation. Both are owned by the same individuals. The Property has an appraised value of $5.94 million. THG Properties sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 20-10644) on March 5, 2020. The petition was signed by James Derosier, manager. At the time of filing, the Debtor had $5,988,300 in assets and $3,571,822 in debts. THG Properties LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). Town Hospitality Group filed for Chapter 11 protection (Bankr. D. Mass. Case No. 20-11496) on July 14, 2020, listing under $500,000 in estimated assets and $1 million to $10 million in estimated liabilities. The two cases are jointly administered. Judge Frank J. Bailey oversees the cases. The Debtors are represented by David B. Madoff, Esq., at Madoff & Khoury, LLP. No creditors' committee has been appointed in either case. TMS INTERNATIONAL: Moody's Rates New Secured Bank Loans 'B1' ------------------------------------------------------------ Moody's Investors Service has assigned a B1 rating to TMS International Corp.'s proposed $150 term loan B add-on. At the same time, Moody's affirmed TMS International's B2 Corporate Family Rating, B2-PD Probability of Default Rating, B1 rating on its existing senior secured term loan B and the Caa1 rating on its senior unsecured notes. The ratings outlook is stable. The proceeds from the term loan add-on will be used to pay off bridge financing that partly funded the acquisition of The Stein Companies along with a portion of the company's cash balance in December 2020. It will also be used to replenish the company's cash balance, cover fees and expenses and to fund another potential acquisition. Assignments: Issuer: TMS International Corp. Senior Secured Bank Credit Facility, Assigned B1 (LGD3) Affirmations: Issuer: TMS International Corp. Probability of Default Rating, Affirmed B2-PD Corporate Family Rating, Affirmed B2 Senior Secured Bank Credit Facility, Affirmed B1 (LGD3) Senior Unsecured Regular Bond/Debenture, Affirmed Caa1 (LGD5) Outlook Actions: Issuer: TMS International Corp. Outlook, Remains Stable RATINGS RATIONALE "The affirmation of TMS International's ratings reflects its resilient operating performance and free cash flow generation during a difficult year for the steel sector, which tempers the impact of debt funded acquisitions and will enable the company to maintain a credit profile that is commensurate with its B2 corporate family rating," said Michael Corelli, Moody's Senior Vice President and lead analyst for TMS International Corp. TMS International's B2 corporate family rating is supported by its strong market position, customer and regional diversity, downside protection afforded by its long-term contracts and its highly variable cost structure. It also reflects the high margins generated by its Mill Services Group and its good liquidity. TMS International's credit profile is constrained by its somewhat elevated financial leverage, weak interest coverage, exposure to the highly cyclical steel sector and inconsistent free cash generation due to periodic capital spending at new mill sites in advance of cash flow generation from those sites. Steel industry conditions materially deteriorated during most of 2020 due to the impact of the coronavirus on key steel consuming end markets. The materially lower levels of steel production along with temporarily idled and permanently closed customer mill sites weighed on TMS International's Mill Services Group. In addition, declining scrap prices and lower volumes negatively impacted the operating performance of its Raw Materials and Optimization Group. However, the company's variable cost structure enabled it to quickly reduce costs while the downside protection of its contracts, which include base fees and tiered pricing that provides higher revenues per ton at lower volumes, enabled it to temper the impact on its operating performance. As a result, Moody's expects TMS to report adjusted EBITDA of about $150 million versus $156 million in 2019. The operating performance of its core business should strengthen in 2021 as steel production rises after a weak 2020. TMS acquired The Stein Companies in December 2020. The Stein Companies is a US focused steel mill services competitor of TMS and appears to be a good strategic fit and enhances the company's scale and customer diversity. The company is also considering another acquisition. These debt financed acquisitions could raise the company's leverage profile depending on their post-acquisition operating performance and the synergies achieved. However, TMS International's credit metrics should remain commensurate with its rating with a pro forma leverage ratio (debt/EBITDA) around 5.0x. TMS has a good liquidity profile with $70.5 million of unrestricted cash and net availability of $102.9 million on its $125 million asset-based revolving credit facility as of September 2020, which had no borrowings outstanding and $11.2 million in letters of credit. The eligible accounts receivable and inventory that comprise the collateral under the ABL facility supported a gross borrowing base of $114.1 million. The company plans to upsize the revolver to $150 million to accommodate its increased scale after the Stein deal and another potential acquisition and to extend the maturity to December 2025 from December 2021. Moody's expects TMS to generate positive free cash flow over the next 12 to 18 months. However, its free cash generation depends on the extent to which the company is awarded new contracts and whether business conditions require investments in working capital. The stable outlook reflects the expectation that TMS International's operating performance and credit metrics will strengthen in 2021 as it uses a portion of its free cash flow to pay down debt. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS TMS International's ratings are not likely to experience upward pressure in the near term. However, the ratings would be considered for an upgrade if the company achieves substantially improved operating results and credit metrics. This would include maintaining a leverage ratio (Debt/EBITDA) below 4.5x and cash flow from operations above 13% of outstanding debt. The ratings would be considered for a downgrade if the company experiences a material reduction in borrowing availability or liquidity, or if its leverage ratio is sustained above 5.5x or cash flow from operations below 10% of outstanding debt. TMS International Corp., headquartered in Pittsburgh, PA., provides on-site steel mill services such as scrap management and preparation, semi-finished and finished material handling, metal recovery, slag handling, processing and sales, surface conditioning, raw materials procurement and logistics and raw material cost optimization. The company generated $1.1 billion in revenues for the twelve months ended September 30, 2020. TMS has been owned by The Pritzker Organization since late 2013. The principal methodology used in these ratings was Steel Industry published in September 2017. TPT GLOBAL: Subsidiary Completes Deal to Acquire Rennova Divisions ------------------------------------------------------------------ TPT Global Tech, Inc. has completed its purchase agreement with Rennova Health, Inc., an owner and operator of rural hospitals in Tennessee and InnovaQor, Inc., a Colo-based public company and a subsidiary of TPTW, to merge Rennova's software and genetic testing interpretation divisions, Health Technology Solutions, Inc. (HTS) and Advanced Molecular Services Group, Inc., (AMSG) and their subsidiaries into InnovaQor. After closing, these entities will operate as wholly-owned subsidiaries of InnovaQor which will then be controlled by Rennova. InnovaQor has previously completed a license agreement giving it certain rights to assets and technology from TPT Global Tech, Inc.'s proprietary live streaming communication technology. As part of the License agreement, InnovaQor and TPT have agreed on a development project to create a next-generation telehealth type platform. It is intended to combine the TPT and Rennova assets and technology into a smartphone and computer-accessible healthcare platform to facilitate a patient's immediate access to healthcare and their local hospital or doctors office, for an initial consultation, scheduling of appointments and follow on care, and other added-value services that may be one-off or recurring. Rennova has agreed to complete the necessary steps and SEC filings with the intent to facilitate TPT shareholders receiving approximately 2,500,000 shares in InnovaQor, and Rennova's shareholders receiving approximately $5M of preferred shares which can be converted to common shares. As described in the agreement, TPT will retain direct ownership of an additional 2,500,000 shares and Rennova will retain ownership of an additional $17.5M of preferred shares with certain conversion rights and restrictions, making it the controlling entity in InnovaQor. An additional 1,000,000 shares in InnovaQor will be allocated to TPT or its assignees as an incentive to assist in product development. "We are delighted to complete this transaction and firmly believe it creates opportunity and value for our shareholders from TPT owned technology," said Stephen Thomas, CEO of TPT Global Tech. "Our live streaming communication technology is already in use in our core business and we look forward to this technology being used under license by InnovaQor to develop a platform to create needed and exciting solutions for the medical sector. These solutions will include a telehealth like platform into which additional services and solutions for hospitals, physicians and patients can be integrated" About TPT Global Tech TPT Global Tech Inc. (OTC:TPTW) based in San Diego, California, is a Technology/Telecommunications Media Content Hub for Domestic and International syndication and also provides technology solutions to businesses domestically and worldwide. TPT Global offers Software as a Service (SaaS), Technology Platform as a Service (PAAS), Cloud-based Unified Communication as a Service (UCaaS) and carrier-grade performance and support for businesses over its private IP MPLS fiber and wireless network in the United States. TPT's cloud-based UCaaS services allow businesses of any size to enjoy all the latest voice, data, media and collaboration features in today's global technology markets. TPT's also operates as a Master Distributor for Nationwide Mobile Virtual Network Operators (MVNO) and Independent Sales Organization (ISO) as a Master Distributor for Pre-Paid Cellphone services, Mobile phones Cellphone Accessories and Global Roaming Cellphones. TPT Global reported a net loss of $14.03 million for the year ended Dec. 31, 2019, compared to a net loss of $5.38 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $15.96 million in total assets, $36.86 million in total liabilities, $4.79 million in total mezzanine equity, and a total stockholders' deficit of $25.69 million. Sadler, Gibb & Associates, LLC, in Salt Lake City, UT, the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 14, 2020 citing that the Company has suffered recurring losses from operations and has a net capital deficiency which raise substantial doubt about its ability to continue as a going concern. TRC FARMS: Arrances Buying Property in Dover for $180K ------------------------------------------------------ TRC Farms, Inc. asks the U.S. Bankruptcy Court for the Eastern District of North Carolina to authorize the private sale of its interest in the real estate and improvements identified as approximately 90.1 acres and all improvements constructed thereon, located off Biddle Road, Dover, Craven County, North Carolina, and more particularly described in that certain deed description located at Book 2814, Page 505, Tax Parcel 3-03 0-103, Craven County Registry, North Carolina, to Jonathan and Keven Arrance for $180,000. Among the assets owned by the Debtor as of the petition date were certain tracts of real estate and improvements identified as the Property. By way of a proposed Contract to Purchase, the Debtor asks authority to sell its interest in the Property by private sale to the Buyers for the gross purchase price of $180,000. Per the Contract, the Purchasers will escrow the sum of $500 with Mossy Oak Properties Land and Farms. The Debtor asks an order of the Court declaring that the sale of its Property be made free and clear of any and all liens, encumbrances, claims, rights, and other interest, including but not limited to the following: A. Any and all liens and/or security interests in favor of Truist Bank (formerly known Branch Banking and Trust Co.). B. Any and all liens and/or security interests in favor of Harvey Fertilizer and Gas Co. C. Any and all real property-taxes due and owing to any City, County or municipal corporation, and more particularly, to the Craven County Tax Collector. D. Any and all remaining interests, liens, encumbrances, rights and claims asserted against the Property, which relate to or arise as a result of a sale of the Property, or which may be asserted against the buyer of the Property, including, but not limited to, those liens and claims, whether fixed and liquidated or contingent and unliquidated, that have or may be asserted against the Property by the North Carolina Department of Revenue, the Internal Revenue Service, and any and all other taxing and government authorities. If any creditor claiming a lien or interest in the Property does not object within the time allowed, then that creditor will be deemed to have consented to the sale of the property free and clear of its interest. The proceeds of the sale will be subject to (i) estimated quarterly fees arising from the disposition of the sales proceeds, which will be held in reserve pending disbursement of the sale proceeds among secured creditors; and (ii) the terms and conditions of the Offer to Purchase and Contract. The net proceeds will be paid at closing to the holders of valid liens and security interests, in accordance with their respective priority. Objections, if any, must be filed 14 days from the date of the Notice. A copy of the Contract is available at https://tinyurl.com/y47p9des from PacerMonitor.com free of charge. About TRC Farms Inc. TRC Farms, Inc., a privately held company in the livestock farming industry, filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 20-00309) on Jan. 23, 2020. In the petition signed by Timmy R. Cox, president, the Debtor disclosed $3,846,275 in assets and $5,412,282 in liabilities. Judge Joseph N. Callaway oversees the case. The Debtor tapped Ayers & Haidt, PA as its legal counsel, and Carr Riggs & Ingram, LLC as its accountant. TRC FARMS: January Buying 44-Acre Dover Property for $105K ---------------------------------------------------------- TRC Farms, Inc., asks the U.S. Bankruptcy Court for the Eastern District of North Carolina to authorize the private sale of its interest in the approximately 42.57 acres and 1.37 acres and all improvements constructed thereon, located off Dover Fort Barnwell Road, in Dover, Craven County, North Carolina, and more particularly described in that certain deed descriptions located at Book 1236, Page 483 and Book 3262, Page 248, Tax Parcels 3-040-002 and 3-040-1006, Craven County Registry, North Carolina, to Jared Lee January for $105,000. Among the assets owned by the Debtor as of the petition date were certain tracts of real estate and improvements identified as the Property. By way of a proposed Contract to Purchase, the Debtor asks authority to sell its interest in the Property by private sale to the Buyers for the gross purchase price of $105,000. Per the Contract, the Purchasers will escrow the sum of $2,000 with Starling Law Firm. The Debtor asks an order of the Court declaring that the sale of its Property be made free and clear of any and all liens, encumbrances, claims, rights, and other interest, including but not limited to the following: A. Any and all liens and/or security interests in favor of Truist Bank (formerly known Branch Banking and Trust Co.). B. Any and all liens and/or security interests in favor of Harvey Fertilizer and Gas Co. C. Any and all real property-taxes due and owing to any City, County or municipal corporation, and more particularly, to the Craven County Tax Collector. D. Any and all remaining interests, liens, encumbrances, rights and claims asserted against the Property, which relate to or arise as a result of a sale of the Property, or which may be asserted against the buyer of the Property, including, but not limited to, those liens and claims, whether fixed and liquidated or contingent and unliquidated, that have or may be asserted against the Property by the North Carolina Department of Revenue, the Internal Revenue Service, and any and all other taxing and government authorities. If any creditor claiming a lien or interest in the Property does not object within the time allowed, then that creditor will be deemed to have consented to the sale of the property free and clear of its interest. The proceeds of the sale will be subject to (i) estimated quarterly fees arising from the disposition of the sales proceeds, which will be held in reserve pending disbursement of the sale proceeds among secured creditors; and (ii) the terms and conditions of the Offer to Purchase and Contract. The net proceeds will be paid at closing to the holders of valid liens and security interests, in accordance with their respective priority. Objections, if any, must be filed 14 days from the date of the Notice. A copy of the Contract is available at https://tinyurl.com/yxwmkrn8 from PacerMonitor.com free of charge. About TRC Farms Inc. TRC Farms, Inc., a privately held company in the livestock farming industry, filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. N.C. Case No. 20-00309) on Jan. 23, 2020. In the petition signed by Timmy R. Cox, president, the Debtor disclosed $3,846,275 in assets and $5,412,282 in liabilities. Judge Joseph N. Callaway oversees the case. The Debtor tapped Ayers & Haidt, PA as its legal counsel, and Carr Riggs & Ingram, LLC as its accountant. URBAN ONE: Moody's Gives B3 Rating on New $825MM Secured Notes -------------------------------------------------------------- Moody's Investors Service affirmed Urban One, Inc.'s B3 Corporate Family Rating and B3-PD Probability of Default Rating and assigned a B3 rating to the proposed $825 million senior secured notes. The outlook was changed to stable from negative. The net proceeds of the transaction and cash on the balance sheet will be used to refinance all outstanding debt. The change in the outlook to stable reflects the extension of Urban One's debt maturities to 2028 as well as the reduction in debt from cash on the balance sheet. Pro forma leverage is expected to decrease to 7.3x from 7.8x as of Q3 2020 as a result of the approximately $63 million in debt repayment. Urban One's Speculative Grade Liquidity rating was upgraded to SGL-2 from SGL-3 due to the improved liquidity position. The ratings on the existing debt will be withdrawn after repayment. Affirmations: Issuer: Urban One, Inc. Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD Assignments: Issuer: Urban One, Inc. GTD Senior Secured Regular Bond/Debenture, Assigned B3 (LGD4) Upgrades: Issuer: Urban One, Inc. Speculative Grade Liquidity Rating, Upgraded to SGL-2 from SGL-3 Outlook Actions: Issuer: Urban One, Inc. Outlook, Changed To Stable From Negative RATINGS RATIONALE Urban One's B3 CFR reflects the high, albeit improving, pro forma leverage level of 7.3x as of Q3 2020 (excluding Moody's standard lease adjustments) and the impact of the coronavirus pandemic and recession on advertising revenue. The radio industry is being particularly hard hit by the pandemic and is also being negatively affected by the shift of advertising dollars to digital mobile and social media as well as heightened competition for listeners from a number of digital music providers. Secular pressures and the cyclical nature of radio advertising demand have the potential to exert substantial pressure on EBITDA performance over time in the radio division. Urban One benefits from diversified operations in radio, cable TV, syndicated programming, and digital media that primarily targets African-American and urban consumers as well as a minority ownership position in the MGM National Harbor gaming resort which has helped reduce the impact of the pandemic. Urban One has diversified its operations over the past several years through investments in Reach Media and TV One, completing the company's transition from a pure play radio operator to a more diversified media company. While leverage remains high, the diversified operations reduce the volatility in performance and the shifting business mix of Urban One to cable TV is expected to partly mitigate the impact of the secular pressures of the radio industry over time. Performance is also expected to benefit from advertiser interest in reaching Urban One's core customer base. The cable TV division is supported by carriage fees from cable and satellite companies and lower programming costs in 2020, although content costs are expected to increase in 2021. The cable division faces challenges from strong competition for its primary audience and the transition of media consumption to OTT services. The coronavirus outbreak, the government measures put in place to contain it, and the weak global economic outlook continue to disrupt economies and credit markets across sectors and regions. Moody's analysis has considered the effect on the performance of advertising revenue from the current weak US economic activity and a gradual recovery for the coming months. Although an economic recovery is underway, it is tenuous and its continuation will be closely tied to containment of the virus. As a result, the degree of uncertainty around our forecasts is unusually high. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. A governance consideration Moody's considers in Urban One's credit profile is the expectation of a more moderate financial policy going forward. Since 2011, the company has issued debt to fund increasing ownership interests of partially held operations that include Reach Media and TV One, which has diversified operations. In the past few years, Urban One has pursued a more moderate financial policy and has applied most of its free cash flows to debt repayment. Moody's expects a portion of Urban One's cash flow will continued to be directed to debt repayment going forward. The Chairperson and President are both family members and maintain voting control as well as a significant ownership position in the company. The SGL-2 rating reflects Moody's expectation of good liquidity with a pro forma cash balance of approximately $33 million and a free cash flow to debt percentage of 8% as of LTM Q3 2020. Urban One intends to replace its existing $37.5 million ABL facility (not rated) with a new $50 million ABL facility in the near term which is projected to be undrawn at closing. Urban One's existing debt required elevated levels of amortization payments, but the company will not have required amortization payments pro forma for the transaction. Urban One receives an annual distribution from its ownership position in the MGM National Harbor Casino, although the amount will be reduced as a result of the impact of the pandemic. Urban One's note will not be subject to financial covenants, but the new ABL facility is expected to be subject to a fixed coverage test. The stable outlook reflects the refinancing of Urban One's outstanding debt with no near term debt maturities as well as Moody's expectation that leverage will decline below 7x in the near term. Political ad spending, which supported growth in Q4 2020, will decline materially in Q4 of 2021 given the election cycle. In addition, higher content costs are expected to weigh on results in 2021 as Urban One resumes normal programming in the cable division. As a result, Moody's expects good performance in Q4 2020 driven by strong political advertising spend to be followed by flat to negative EBITDA in 2021, but leverage is projected to remain slightly below 7x at the end of 2021. Growth is projected to improve in 2022 and lead to additional deleveraging to the low to mid 6x range by year end 2022. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Urban One's ratings could be upgraded if debt-to-EBITDA is expected to be sustained below 6.0x, supported by positive organic growth in the radio and cable network operations. A good liquidity position, including mid-single digit percentage free cash flow-to-debt would also be required. Ratings could be downgraded if economic weakness or increased competition in one or more key markets results in debt-to-EBITDA sustained above 7.0x. A weakened liquidity position would also lead to a downgrade. Urban One, Inc., formerly known as Radio One, Inc., headquartered in Silver Spring, MD, is an urban oriented multi-media company that operates or owns interests in radio broadcasting stations (35% of revenue as of Q3 2020 generated by 61 stations in 14 markets), TV One, a cable television network (49% of revenue), an 80% ownership in Reach Media (8% of revenue), and ownership of Interactive One, its digital platform, as well as other internet based properties (8% of revenue), largely targeting an African-American and urban audience. The Chairperson, Catherine L. Hughes, and President, Alfred C. Liggins III (Chairperson's son), maintain voting control and hold a significant ownership position. The company reported consolidated revenue of $369 million as of the LTM ended Q3 2020. The principal methodology used in these ratings was Media Industry published in June 2017. URBAN ONE: S&P Upgrades ICR to 'B-' on Announced Refinancing ------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on U.S.-based multimedia company Urban One Inc. to 'B-' from 'CCC'. At the same time, S&P assigned its 'B-' issue-level rating and '3' recovery rating (rounded estimate: 55%) to the company's new senior secured notes maturing in 2028. The upgrade follows the company's announcement that it is issuing $825 million of new senior secured notes due 2028 and that it is planning to use the proceeds from these notes, along with cash on hand, to refinance its entire capital structure. The proposed debt issuance will eliminate the company's near-term refinancing risks and simplify its capital structure. Urban One has faced refinancing risks associated with the springing maturity of its existing $350 million senior secured term loan since 2018. In addressing that maturity paywall, the company executed numerous transactions that led to its current complex capital structure with a high interest cost of roughly 8%. The proposed transaction would refinance Urban One's entire capital structure into one class of notes due in 2028 and ensure it obtains a clean auditor opinion on the 2021 audit related to its debt maturity schedule. S&P also expects the transaction could reduce the company's interest burden because it is contributing $39 million of cash from its balance sheet to reduce the total amount of debt outstanding and the company is aiming to reduce its cost of debt as a result of the transaction. S&P said, "Urban One's leverage remains above 6x, though we expect it to use its cash flow to repay debt and reduce its leverage. Pro forma for the transaction, we expect the company's leverage to be in the low 6x area as of Dec. 31, 2020. Furthermore, we expect that its EBITDA could decline in 2021 as it resumes spending on content and faces other costs that it deferred during 2020 due to the coronavirus pandemic. We do not expect that Urban One will be able to materially reduce its leverage through EBITDA growth. However, the company generates free operating cash flow (FOCF) to debt in the high single digit percent range and has a track record of voluntarily using its cash flow to repay debt over the past few years. The notes will feature call protection for the first three years, though the company has historically repurchased portions of its existing notes in the open market and we expect it would likely attempt to do the same with these notes. We also believe Urban One needs to prioritize its excess cash flow for debt repayment to maintain the sustainability of its capital structure." "TV One, Urban One's basic cable network, outperformed our expectations in 2020 due to high demand from advertisers targeting the African American demographic. Public support for the Black Lives Matter movement and social justice reform motivated companies to demonstrate their commitment to diversity and inclusion initiatives in 2020. We believe this benefitted TV One's advertising revenue because advertisers increasingly sought to reach its primarily African American audience. Specifically, TV One's advertising revenue remained roughly flat as the network improved its revenue per subscriber while the rest of the cable TV industry faced a double-digit percent decline (on average) in advertising revenue. We expect that social and racial inequity will remain key themes in corporate marketing strategies over the next few years and anticipate the demand for TV One's audience could help offset some of the structural pressures facing the cable TV industry." "Urban One's radio and TV segments both face structural pressures from digital disruption. As media consumption habits continue to fragment, we believe Urban One will have little to no ability to offset the declines in radio listening time and cable subscribers with ad rate increases. Notwithstanding our expectations for growth in 2021 due to the recovery from the coronavirus-related recession, we expect the company's radio and cable segments, which account for more than 80% of its revenue, will continue to experience low-single-digit percent revenue declines over the next few years. Like other radio broadcasters, we view Urban One's radio segment as subject to long-term secular declines because advertisers are migrating to alternative media platforms (primarily online and, to a lesser extent, television), which will render it unable to materially raise its advertising rates to offset the listenership declines. In addition, we expect TV One will remain challenged because we believe it will face difficulty in obtaining compelling content at affordable levels. Furthermore, the company derives more than 50% of its cable revenue from affiliate fees. If TV One is unable to negotiate its inclusion among cable alternatives, such as streaming video services, it will be unable to offset the declines in traditional cable subscriptions and viewership. TV One launched a female-focused cable network CLEO TV in January 2019, which is carried on Charter and Comcast but does not receive affiliate fees. CLEO is not yet a material contributor to TV One's results; however, if the company is able to grow this segment into a fully ad-supported network, it could provide it with a buffer against the expected decline in its affiliate fees." "The stable outlook on Urban One reflects our expectation that it will generate about $50 million-$60 million of FOCF over the next year and prioritize deleveraging given its elevated leverage of over 6x." S&P could lower its rating on Urban One if: -- Its revenue is weaker than S&P expects due to a slower-than-expected recovery in core advertising, increased competition in its key markets, or secular pressures and the company is unable to sufficiently cut costs to offset its revenue declines. This would render it unable to decrease its leverage by repaying debt with its cash flows, which would likely lead it to view the capital structure as unsustainable; or -- The company does not successfully execute its proposed refinancing and continues to face refinancing risks. While unlikely over the next 12 months, S&P could raise its rating on Urban One if: -- Its FOCF to debt increases above 10% and S&P expects it to reduce its leverage below 5x on a sustained basis; or -- The company materially outperforms S&P's base-case forecast and generates consistent total annual revenue growth. VILLAS OF WINDMILL: Feb. 23 Disclosure Statement Hearing Set ------------------------------------------------------------ On Dec. 15, 2020, plan proponent Leslie S. Osborne, Chapter 11 Trustee, filed with the U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, a Disclosure Statement and Plan for debtor Villas of Windmill Point II Property Owners Association, Inc. On Jan. 7, 2021, Judge Mindy A. Mora ordered that: * Feb. 23, 2021, at 1:30 p.m. in the United States Bankruptcy Court, Flagler Waterview Building, 1515 N. Flagler Drive, Courtroom A, 8th Floor, 8th Floor, West Palm Beach, FL 33401 is the hearing to consider approval of the Disclosure Statement. * Feb. 16, 2021 is fixed as the last day for filing and serving objections to the disclosure statement. As reported in the TCR, the Trustee's Plan proposes to pay Class 3 general unsecured claimants 100% of the allowed amount of their claims, without interest, on the Effective Date. A full-text copy of Trustee’s Disclosure Statement dated Dec. 15, 2020, is available at https://bit.ly/2Kt411d from PacerMonitor.com at no charge. A full-text copy of the order entered January 7, 2021, is available at: https://bit.ly/3i4zgfy Attorneys for Chapter 11 Trustee: RAPPAPORT, OSBORNE & RAPPAPORT, PLLC LES OSBORNE, ESQ. Suite 203, Squires Building 1300 North Federal Highway Boca Raton, Florida 33432 Telephone: (561) 368-2200 About Villas of Windmill Point II Property Based in Port Saint Lucie, Fla., Villas of Windmill Point II Property Owners Association, Inc., is a non-profit corporation with volunteers that self manages 89 separately deeded, single family residential villa units that are attached in four and five-unit clusters within a Planned Unit Development (PUD). Villas of Windmill filed a Chapter 11 petition (Bankr. S.D. Fla. 19-20400) on August 2, 2019. At the time of filing, the Debtor was estimated to have $1 million to $10 million in assets and $1 million to $10 million in liabilities. The Debtor is represented by Brian K. McMahon, Esq., in West Palm Beach, Fla. Leslie S. Osborne was appointed as the Debtor's Chapter 11 trustee. The Trustee is represented by Rappaport Osborne Rappaport. VISTAGEN THERAPEUTICS: Regains Compliance with Nasdaq Listing Rules ------------------------------------------------------------------- VistaGen Therapeutics, Inc. received notice from The Nasdaq Stock Market on Jan. 5, 2021 that VistaGen has regained compliance with the minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2) (the Bid Price Rule) for continued listing on The Nasdaq Capital Market. VistaGen is now in full compliance with all applicable listing standards, and Nasdaq considers the matter closed. Nasdaq previously notified VistaGen on Jan. 31, 2020, that it was not in compliance with the Bid Price Rule because its common stock failed to meet the closing bid price of $1.00 or more for 30 consecutive business days. In order to regain compliance with the Bid Price Rule, VistaGen was required to maintain a minimum closing bid price of $1.00 or more for at least 10 consecutive trading days. This requirement was met on Jan. 4, 2021. About VistaGen Headquartered in San Francisco, California, VistaGen Therapeutics -- http://www.vistagen.com-- is a clinical-stage biopharmaceutical company developing new generation medicines for CNS diseases and disorders where current treatments are inadequate, resulting in high unmet need. VistaGen's pipeline is focused on clinical-stage CNS drug candidates with a differentiated mechanism of action, an exceptional safety profile in all clinical studies to date, and therapeutic potential in multiple large and growing CNS markets. VistaGen reported a net loss attributable to common stockholders of $22.04 million for the fiscal year ended March 31, 2020, compared to a net loss attributable to common stockholders of $25.73 million for the fiscal year ended March 31, 2019. As of Sept. 30, 2020, Vistagen had $20.27 million in total assets, $16.05 million in total liabilities, and $4.22 million in total stockholders' equity. OUM & CO. LLP, in San Francisco, California, the Company's auditor since 2006, issued a "going concern" qualification in its report dated June 29, 2020, citing that the Company has not yet generated sustainable revenues, has suffered recurring losses and negative cash flows from operations and has a stockholders' deficit, all of which raise substantial doubt about its ability to continue as a going concern. WHITE STALLION: Seek to Hire Paul Hastings as Legal Counsel ----------------------------------------------------------- White Stallion Energy, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Paul Hastings LLP as their legal counsel. The Debtors require Paul Hastings to: (a) give legal advice regarding their rights, powers and duties while operating and managing their business and properties under Chapter 11 of the Bankruptcy Code; (b) prepare legal documents and review financial reports to be filed in the Debtors' Chapter 11 cases; (c) prepare responses to legal papers that may be filed by other parties; (d) assist the Debtors in the negotiation and documentation of financing agreements and related transactions; (e) review the nature and validity of liens asserted against the Debtors' property and advise the Debtors concerning the enforceability of such liens; (f) advise the Debtors regarding their ability to initiate actions to collect and recover property for the benefit of their estates; (g) advise the Debtors in connection with any potential asset sales and property dispositions; (h) advise the Debtors concerning executory contract and unexpired lease assumptions, assignments and rejections as well as lease restructurings and recharacterizations; (i) advise the Debtors in connection with the formulation, negotiation and promulgation of a plan of reorganization and related transactional documents; (j) assist the Debtors in reviewing, estimating and resolving claims asserted against the Debtors' estates; (k) negotiate with parties in interest; (l) commence and conduct litigation necessary and appropriate to assert rights held by the Debtors, protect assets of the Debtors' chapter 11 estates, or otherwise further the goal of completing the Debtors' successful reorganization; and (m) provide non-bankruptcy services to the extent requested by the Debtors. Paul Hastings' customary hourly rates effective Jan. 1 are as follows: Partners $1,225 - $1,700 Of Counsel $1,150 - $1,650 Associates $680 - $1,125 Paralegals $290 - $545 The firm received a retainer in the amount of $300,000 from the Debtors. Paul Hastings is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code, according to court filings. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Chris L. Dickerson disclosed that: -- Paul Hastings provided the Debtors with a 15 percent discount with respect to services provided prior to the petition date but all services to be provided after the petition date shall be pursuant to Paul Hastings' standard billing arrangement. The rate structure provided by Paul Hastings is appropriate and is not significantly different from (a) the rates that the firm charges for other non-bankruptcy representations or (b) the rates of other comparably skilled professionals; -- none of the professionals included in the engagement vary their rate based on the geographic location of the bankruptcy case; -- The billing rates charged by Paul Hastings in the pre-bankruptcy period are the same as the rates that the firm will charge in the post-petition period; and -- The Debtors and Paul Hastings are working together on a budget and staffing plan for the period from the petition date through Feb. 28, 2021. The firm can be reached through: Chris L. Dickerson, Esq. Paul Hastings LLP 200 Park Avenue New York, NY 10166 Telephone: (212) 318-6000 Facsimile: (212) 319-4090 About White Stallion Energy White Stallion Energy, LLC was founded in February 2010 for the purpose of developing and operating surface mining complexes in Indiana and Illinois and subsequently grew through a series of strategic acquisitions. It operates six high-quality, low-cost thermal surface mines in Indiana and Illinois with approximately 200 million tons of demonstrated reserves. On Dec. 2, 2020, White Stallion Energy and 18 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-13037) on Dec. 2, 2020. White Stallion and its affiliates reported between $100 million and $500 million in assets and liabilities. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped Paul Hastings LLP as bankruptcy counsel, Young Conaway Stargatt & Taylor, LLP as local counsel, and FTI Consulting, Inc. as financial advisor. Prime Clerk LLC is the claims agent. WHITING PETROLEUM: Egan-Jones Hikes Senior Unsecured Ratings to B ----------------------------------------------------------------- Egan-Jones Ratings Company, on December 30, 2020, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Whiting Petroleum Corporation to B from D. EJR also upgraded the rating on commercial paper issued by the Company to B from D. Headquartered in Denver, Colorado, Whiting Petroleum Corporation operates as an oil and gas exploration company. WING SPIRIT: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------- The U.S. Trustee for Region 15 on Jan. 8 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Wing Spirit Inc. About Wing Spirit Inc. Wing Spirit Inc. -- https://www.wingspirit.com -- is a Hawaii-based aviation company. It is an air charter broker and is not a direct air charter carrier in operational control of aircraft. Wing Spirit sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Hawaii Case No. 20-01383) on Nov. 29, 2020. The petition was signed by Teijiro Handa, president, chief executive officer and sole director. At the time of the filing, the Debtor was estimated to have $10 million to $50 million in both assets and liabilities. Judge Robert J. Faris oversees the case. The Debtor tapped K&L Gates, LLP as its bankruptcy counsel and Choi & Ito as its local counsel. [*] 2020 Reports Lowest Number in Bankruptcy Filings, AACER Says ---------------------------------------------------------------- Epiq, a global leader in legal services, released its December 2020 and full-year bankruptcy filing statistics from its AACER bankruptcy information services business. 2020 had the lowest number in bankruptcy filings since 1986 with a total of 529,068 filings across all chapters. For December, the total new U.S. bankruptcy filings across all chapters was 34,304 for the month, the lowest monthly total since January 2006. The category that continues to grow year-over-year is commercial Chapter 11 filings, which were up 29% with 7,128 new filings in 2020 compared to 5,518 in 2019. "The peak in Chapter 11 filings for Q2 and Q3 is due to preexisting distressed companies coupled with the onset of a zero-revenue environment. The federal backstop proved a vital lifeline for the stabilization of corporations to protect the US economy," said Deirdre O'Connor, managing director of corporate restructuring at Epiq. "This federal intervention created record breaking capital deployment fueled by investors chasing yield as companies attempt to ride out this storm." "New bankruptcy filings continue to slide into record territory as the global pandemic spurs regulatory intervention to keep U.S. consumers and businesses afloat," said Chris Kruse, senior vice president of Epiq AACER. "The second stimulus package totaling over $900 billion is getting capital into the market and delaying bankruptcy filings across the country." Chapter 13 non-commercial filings in December decreased 46% in 2020 with 147,144 filings, down from 272,420 filings for all of 2019. Chapter 7 non-commercial filings were down 22% in 2020 with 348,428 new filings, down from 444,931 for all of 2019. These two categories are a bellwether for the U.S. consumer market as they are a trailing economic indicator of the overall strength of a market where unemployment continues to ravage the country. "We expect this category to grow substantially in the second-half of 2021," says Kruse. About Epiq AACER Epiq AACER's bankruptcy information services platform is built with superior data, technology, and expertise to create insight and mitigate risk for businesses impacted by bankruptcies. It offers free bankruptcy statistics and monthly email updates for both commercial and non-commercial (consumer) bankruptcy filings for Chapter 7, Chapter 11, and Chapter 13 cases. About Epiq Epiq, a global leader in the legal services industry, takes on large-scale, increasingly complex tasks for corporate counsel, law firms, and business professionals with efficiency, clarity, and confidence. Clients rely on Epiq to streamline the administration of business operations, class action and mass tort, court reporting, eDiscovery, regulatory, compliance, restructuring, and bankruptcy matters. Epiq subject-matter experts and technologies create efficiency through expertise and deliver confidence to high-performing clients around the world. Learn more at https://www.epiqglobal.com/ [*] 5 Bankrupt Restaurants Making a Comeback in 2021 ---------------------------------------------------- Rachel Linder of earthis.com reports that the pandemic has taken a major toll on the restaurant industry, leading many popular restaurant chains to file for Chapter 11 bankruptcy protection over the course of 2020. And while for a few this spells the end of the road, some are exiting bankruptcy with restructured finances and gunning for a fresh start. Although restaurant chains have collectively closed hundreds of locations nationwide during the pandemic, here are the ones you can look forward to seeing back on the scene in 2021. 1. Chuck E Cheese's The Chapter 11 process has saved Chuck E Cheese. After filing for bankruptcy in June 2020, the company has now cleared more than 705 million dollars of debt and is "beginning a new chapter," according to an email from CEO David McKillips. In 2021, the company is ready to make strides toward long-term goals, some of which include reopening all previously closed locations and introducing at-home Chuck E. Cheese experiences—even debuting a new pizza recipe. Don't forget to sign up for our newsletter to get the latest restaurant news delivered straight to your inbox. 2. Rubio's Coastal Grill After filing for Chapter 11 bankruptcy in October 2020, it was Rubio's reorganization plan that ultimately allowed the chain to cut their $82.3 million debt by $35 million. Executives predict that the quick turnaround will lead the company to rise out of bankruptcy in 2021. What remains to be seen is whether or not Rubio's Coastal Grill will reopen any of their 26 closed restaurants in Florida and Colorado, or simply keep going with the remaining California, Arizona, and Nevada locations. 3. Dave & Buster's At serious risk of going bankrupt for most of 2020 due to the pandemic, Dave & Buster's is looking better going into 2021. James Chambers, a partner at Hill Path Capital, one of the company's largest stockholders, will now work with the brand to manage audit, finances, and compensation. Dave & Buster's will look a bit different in 2021, after its stores reopen. According to Restaurant Business, you'll see a smaller menu, the addition of technology like tablets and kiosks, and even a partnership with a third party delivery service. 4. Garbanzo Mediterranean Fresh After Garbanzo Mediterranean Fresh declared bankruptcy, Centre Lane Partners came to the rescue. The investment company, which also owns Saladworks and Frutta Bowls, bought out the chain for 1.2 million dollars. Joining two complementary sister brands that appeal to a similar demographic puts Garbanzo on an upward trajectory in 2021. Most of the 25 locations of the chain remained open during the bankruptcy proceedings, and no new closures have been announced thus far. The emphasis of the brand will still be on serving fresh and flavorful food along with "a heart of hospitality". 5. California Pizza Kitchen The struggle for California Pizza Kitchen began at the start of the pandemic in March 2020, and the company ended up declaring Chapter 11 bankruptcy in July 2020. But finally, the chain is looking at a promising start to 2021. CPK ended the year by restructuring their financials and setting long-term goals for growth. Do expect some changes, especially towards more healthy pizza options like the BBQ Chicken Pizza -- as the chain has started to see success with these items during the pandemic. The brand will also be putting more effort into its digital marketing and franchising in the United States and around the world. And for more, check out these 108 most popular sodas ranked by how toxic they are. [*] CAA Alters Landlord Rights Under Bankruptcy Code ---------------------------------------------------- Emily Devan and Joel Perrell, Jr., of Miles & Stockbridge P.C., wrote an article on JDSupra titled "Federal Consolidated Appropriations Act Alters Commercial Landlord Rights Under Bankruptcy Code." The Consolidated Appropriations Act of 2021 (CAA) was signed into law on December 27, 2020, after receiving overwhelming bipartisan support. The Act, in addition to providing appropriations for various government departments, as well as coronavirus stimulus, made a number of changes to the Bankruptcy Code (Title 11 of the United States Code). Landlords of commercial properties should be aware of certain changes directly impacting their rights under the Bankruptcy Code. The amendments addressed below, however, are temporary and, absent further legislation, will expire on December 27, 2022. First, the CAA amends Section 365(d)(4)(A) of the Bankruptcy Code. That section, prior to amendment, provided that a trustee or debtor in possession had 120 days after the order for relief (i.e., the bankruptcy filing date in a voluntary case) to assume or reject an unexpired lease of non-residential real property, subject to further extension. The CAA extended the 120-day period to 210 days, subject to further extension by order of the court as currently provided by the Bankruptcy Code. This amendment applies in all Chapters of the Bankruptcy Code. It will allow debtors to continue to operate in leased premises for nearly seven months without making a final decision to assume or reject the lease. Second, the CAA amends the time within which a trustee or debtor in possession must perform the debtor's obligations (i.e., pay rent), under a lease of non-residential real property in a Subchapter V Chapter 11 case. As addressed in prior blog posts, Subchapter V applies only to business debtors, both corporate entities and individuals, with smaller debt burdens and that meet other requirements. Prior to amendment, Section 365(d)(3) provided generally that the trustee or debtor in possession "shall timely perform" all obligations of the debtor after the order for relief, subject to extension by the court for cause shown. An extension may not extend beyond 60 days after the order for relief. The CAA added a new subsection (B) to Section 365(d)(3), limited to Subchapter V cases. That addition permits a bankruptcy court to further extend the 60-day period if the Subchapter V debtor "is experiencing or has experienced a material financial hardship due, directly or indirectly, to the coronavirus disease 2019 (COVID-19) pandemic." Under other provisions of Subchapter V, the debtor potentially could spread out the delayed rental payments over a period of several years following plan confirmation. Third, the CAA amends the preferential transfer provisions of the Bankruptcy Code. It prohibits lawsuits by a trustee against landlords to recover certain prepetition payments under a lease of non-residential real property, where, among other things, the payments received by the landlord are arrearage payments under an agreement between the landlord and debtor. Opinions and conclusions in this post are solely those of the author unless otherwise indicated. The information contained in this blog is general in nature and is not offered and cannot be considered as legal advice for any particular situation. The author has provided the links referenced above for information purposes only and by doing so, does not adopt or incorporate the contents. Any federal tax advice provided in this communication is not intended or written by the author to be used, and cannot be used by the recipient, for the purpose of avoiding penalties which may be imposed on the recipient by the IRS. Please contact the author if you would like to receive written advice in a format which complies with IRS rules and may be relied upon to avoid penalties. [*] Famous Brands That Could Disappear in 2021 ---------------------------------------------- Nicole Spector of Yahoo! Finance reports that in the throes of a roaring pandemic, a number of other once-seemingly-invincible brands are dangling on the brink of extinction. From entertainment powerhouses to fine jewelry icons, here's a look at 13 brands that branding and finance experts think could meet their demise this year. * AMC "The brand that I think has a great chance to disappear in 2021 is AMC Theaters," said RJ Huebert, managing principal, HBT Digital Consulting LLC. "They were founded in 1920 and have the largest share of the U.S. theater market, [but] 2020 absolutely destroyed the movie-going business due to necessary state-wide closures. With a slow COVID recovery in 2021, I could see them fading away. AMC has over 620 theaters in the USA; that's a ton of building space that's not being utilized, and effectively very little revenue coming in." In October 2020, AMC Entertainment Holdings warned that it could run out of cash by the end of 2020 and that it would have to file for Chapter 11 bankruptcy if it did not obtain liquidity. The beleaguered cinema chain went on to raise $104 million after selling some 38 million of 200 million in shares. Still strapped for cash, AMC said at the end of December that it planned to raise $125 million by selling 50 million shares. In total, AMC managed to raise $204 million in December, but as of early January, CEO Adam Aron said that the company needs $750 million to survive the pandemic. * Gap "One popular brand that could disappear in 2021 is Gap," said Stacy Caprio, financial blogger, Fiscal Nerd. "They weren't turning a profit in 2020 in their public balance sheets and their revenue is based heavily on retail store visits and sales, both of which have taken a sharp downturn due to COVID lockdown policies this past year. To stay in business for a long time, they will have to innovate and focus more on online than retail so they can weather unexpected storms such as the one that happened this year." Last April 2020, Gap gained $2.25 billion in debt and warned that it could run out of money in the next 12 months. The casual clothing retailer also announced the suspension of rent payments for all its remaining stores, which adds another $115 million to its debt burden. In an SEC filing, Gap stated: "We will need to take additional actions to both preserve existing liquidity and seek additional sources of liquidity, beyond our currently available cash and credit facilities within the next 12 months as existing cash and cash expected to be generated from operations may not be sufficient to fund our operations." Gap locations continue to shutter, most recently losing a store in Chicago's Magnificent Mile. * Harley-Davidson A legendary American brand that has been around for more than 100 years, Harley-Davidson puts a lot of work into looking tougher than the rest, but at the end of the day, it too can crumble as consumer trends outgrow its products. "The classic Harley-Davidson motorcycles simply do not have any of the characteristics that younger consumers are looking for these days — automation and convenience," said Arnas Vasiliauskas, chief innovation and product officer of CarVertical. "With the rise of transportation apps, motorcycle ridership will become outdated transportation means that only older generations would likely patronize." Amid a rocky year that saw significant earnings loss, Harley-Davidson announced a five-year strategic plan that would entirely overhaul its business with the goal of driving profit and shareholder value. * Crocs "When Crocs came into the market, gardeners, moms, and campers loved the comfy foam footwear," said Caroline Lee, a growth marketer and co-founder of CocoSign in Singapore. "Crocs were more durable and really needed less replacement; But now, the question arises with whether wearing Crocs will be a nightmare for your feet. The simple design makes it easy to copy, and the market is flooded with cheaper knockoffs. The company is closing several of its retail stores." Trouble at Crocs can be traced back to at least 2014 when the company announced plans to close 75 to 100 of its 624 stores globally and lay off 183 employees. Things continued to spiral downward for the brand, and in 2018, it closed its last manufacturing plant. But surprisingly, that wasn't the end for Crocs -- which at the time, alluded to a successful future but didn't explain exactly how it would stay around. Forward to 2020 and the brand saw significant success through collaborations with other big-time brands like KFC. Can the brand manage to stay relevant? There's reason to think not, but then again, as Crocs CEO Andrew Rees told Forbes last December 2020, "If you have a brand that has a lot of haters, that makes it even more interesting to collaborate with." * Kodak "Having declared bankruptcy in 2012, this brand's struggle is obvious in their attempts to dabble in cryptocurrency by introducing Kodakcoin which only appeals to a specific market of photographers -- those who use Kodak's services," Vasiliauskas said. "However, with many other electronic brands rivaling Kodak, it's inevitable that it will not be able to bounce back from its prolonged fall from grace." Indeed, Kodak has been weathering some very bad storms for nearly a decade, and the brand's transition from photography powerhouse to the new kid on the cryptocurrency block has been, to put it frankly, really weird. But this legacy brand that dates back to the 19th century is determined to survive, no matter how many business overhauls it takes. In 2020, the Trump administration tapped Kodak to produce pharmaceutical ingredients, securing a $765 million government loan to create Kodak Pharmaceuticals, which is intended to produce up to 25% of the active ingredients for generic medications in the country. So, the photography-centric Kodak we all knew growing up may be over, but it looks like there's a booming future for a new and possibly improved pharmacy-centric Kodak. * Snapchat Remember Friendster and MySpace, two early social media sites doomed to obscurity as Facebook and Twitter rose to prominence? Snapchat might be joining their ill-fated club of washed-up platforms. "Snap's best features have been snapped up by Instagram targeting the same audience," said David Ciccarelli, founder and CEO of Voices.com. "TikTok is more popular with a younger audience while Facebook and LinkedIn are meeting the needs of working professionals. Snap is one platform I've never been able to embrace, nor has our marketing department insisted we're present on it. That tells me something." In 2018, rumors circulated that Snap (owner of Snapchat) would get scooped up by Amazon or some other behemoth company by 2020. "Snap needs something," NYU's Nick Galloway said on Recode's podcast Pivot in September 2018. "I believe this company is going out of business…Snap will not be an independent company by the end of 2019." That didn't happen. Snap still owns Snapchat and the company doesn't appear to be in as dire shape as it was two years ago - in 2020, it finally turned a profit, but it's still on shaky ground. So much depends on what the people with all the power (in this case) want, do, and need. And those people are teenagers. * Party City 2020, killjoy that it was, might have taken out Party City, the retailer whose name says it all. Launched in 1990, Party City was the ultimate last-minute go-to for special occasion staples be they paper plates or jumbo balloons, and now it's, to quote Tampa Bays Times, "the saddest store during the pandemic." "In the 'ew normal' we cannot celebrate as we usually do," said Antonio Wells, chief strategy officer, NAMYNOT, a brand growth and strategy marketing agency based in Chicago. "Birthdays, festive holidays, graduations, weddings and even Party City's biggest day of the year, Halloween, have all been canceled. Since the pandemic has killed most normal public gatherings, it has dampened those few celebrations that do happen. This reduced sales volume is not enough to sustain a retail franchise whose revenue derives from seasonal sales." But Party City was running out of steam (streamer?) even before the pandemic. In 2019, the retailer closed 45 stores due to a global helium shortage, the brand said. In its darkest hour, Party City pulled off a massive turnaround when on Jan. 4, 2021, major shareholder Clifford Sosin acquired 406,500 shares of the stock in Party City Holdco, Inc. The company's stock soared over 24% in a week. So it looks like the party isn’t over just yet after all. * J.C. Penney Another legacy brand that might end up on the chopping block is J.C. Penney. The company was in bad shape even before the pandemic, but COVID-19 and its devastating effect on retail might just be the last straw. "J.C. Penney had already had its share of tumultuousness," said C. Street, principal at CStreet Creative. "With about 600 physical stores left standing and a primary [older] demographic who does not tend to use e-commerce as much, there could be trouble for their ability to survive 2021." Last May 2020, the retailer filed Chapter 11 bankruptcy and said that it might close up to 242 stores. Then, in October, J.C. Penney was acquired by Simon Property Group and Brookfield Asset Management. Now, J.C. Penney is seeking a new CEO to replace Jill Soltau, who left the position, effective on Dec. 31, 2020. * Charlotte Russe "One retailer that could disappear, or at least significantly fade away in 2021 is Charlotte Russe," said Paul Z. Shelton Jr., MSF, founder and chief investment officer of Warwick Shore Advisors. "Founded in 1975, the retailer has stamped its presence on clothing, shoes and accessories targeting women in their teens and twenties. The company currently operates stores in 45 states with the majority inside of large shopping malls. Consumer traffic in these locations is significantly lower painting a negative picture for the retailer. Unfortunately, I don't believe that consumer preference will shift in favor of Charlotte Russe." In February 2019, Charlotte Russe filed for Chapter 11 bankruptcy and in March 2020, announced it would close all its 500 locations and sell its intellectual property. Then just a month later, Charlotte Russe changed its tune and said it would reopen 100 of its stores. The company followed through on its reopening but who knows how long its second act will last in this climate. * Office Depot OfficeMax "Another brand that may not survive 2021 is OfficeDepot OfficeMax," Street said. "While the impact of Covid may have given OfficeDepot a slight boost due to the vast amount of people working from home and or needing additional work or school supplies, according to OfficeDepot Inc.'s annual report (ending December 2019), their stock was on a consistent decline (from $100 in Dec. 2014 to $33.53 in December 2019)." As of January 7, 2021, shares of the ODP Corporation (parent of OfficeDepot Office Max) are priced at $37.02. "I think the uptick indicated is possibly due to the need for consumers to get supplies for working at home and or having children at home for schooling," Street said. "I predict OfficeDepot will have to close stores and develop a robust e-commerce platform, with competitive price models, to stay afloat." * Kenmore Sears hasn't a good year, or a good decade, really. Kenmore, its household appliance brand, has taken the brunt of the beating, going from once-revered brand to "the scrap heap" as CNN reported in 2018. "Even during the pre-pandemic days, Sears was searching for a buyer but to no avail," said Michael Hamelburger, CEO of The Bottom Line Group. "Then you've got the rivals such as Lowe's and Home Depot that offer more affordable brands. Furthermore, we've had Asian brands such as LG and Samsung penetrating the US market successfully in the past five years offering more competitive technologies in their products." It looks like the Kenmore brand will be around as long as Sears will be around. So now, the real question is, how much longer will Sears be around? * Tiffany & Co. "Tiffany & Co. has experienced a volatile period over the last couple of years both in company fundamentals and with regards to their acquisition by LVMH," Shelton, Jr. said. "At the end of 2019, the luxury jewelry retailer was on the verge of losing all of its' shine as rumors soared that the retailer was going out of business." Shelton went on to say that "a sparkle of hope rose when the brand announced that it was being acquired by another luxury brand for $16.2 billion dollars," but when the COVID-19 pandemic struck, LVMH attempted to back out of the original purchase agreement. "After a tennis match of legalities, the two companies finally agreed on terms of a new contract giving hope that the retailer will be saved," Shelton, Jr. said. "However, there are still potential headwinds for Tiffany. The company did post record net sales in the holiday-driven 4th quarter. Much of the success is attributed to sales in China and online transactions. According to preliminary results released by the company, net sales fell in the Americas and Europe. The outperformance in the Asia Pacific theater speaks to the strategy that the brand has pursued over the last several years of increasing a presence in the region as well as through e-commerce. So, with this new strategic focus, what will the footprint of Tiffany & Co. look like in 2021?" [*] Impacts of Stimulus Legislation on Bankruptcy Code ------------------------------------------------------ James Britton, Justin Kesselman, Adam Ruttenberg and Tal Unrad of Arent Fox wrote an article on JDSupra titled "Impacts of Stimulus Legislation on the Bankruptcy Code: Debtor Eligibility and Preference Exceptions." The recently-passed Consolidated Appropriations Act, 2021 (the "CAA") augments the CARES Act by expanding the existing Paycheck Protection Program ("PPP") and adding additional stimulus programs in an attempt to lay some traction to the most troubled sectors of the US economy. As the pandemic enters its tenth month, the CAA provides some attention to the needs of already-faltering businesses by creating additional rights for debtors in bankruptcy, as well as a preference safe harbor for certain creditors providing goods and services to faltering businesses, through a series of pointed revisions to the Bankruptcy Code, 11 USC §§ 101 et seq. (the "Code"). As with the CARES Act, however, the CAA generates substantial uncertainty about the extent that this relief will be available to debtors in bankruptcy and when. I. Some Debtors Intended to be Eligible for PPP Loans, Maybe. The CAA appropriates $284.45 billion to reopen the PPP program that closed to new borrowers on August 8, 2020 and for a second round of PPP loans for existing borrowers that exhausted their initial PPP loans. The Small Business Administration ("SBA"), the agency charged with implementing the PPP, previously promulgated regulations disqualifying all bankruptcy debtors from the program. Its most recent draft regulations, released after the enactment of the CAA, reiterate that bankruptcy debtors remain ineligible to participate in the program. The SBA's initial regulations were challenged in bankruptcy and appellate courts across the country with mixed results that created widespread uncertainty about the qualification of debtors for PPP loans. The CAA resolved that uncertainty by substituting for it a new form of uncertainty. The CAA amends Section 364 and other sections of the Code to allow debtors-in-possession (and trustees) in bankruptcy proceedings under chapters 12, 13, and subchapter V of chapter 11 to obtain PPP funds if they are otherwise eligible—but the amendments will go into effect only once the SBA determines that debtors-in-possession or trustees would be eligible for PPP loans. Under the SBA's most recent guidelines debtors continue to be ineligible for PPP loans. A change in this policy would only happen if the SBA revises its guidelines to implement the CAA’s proposal, but the SBA appears able to delay that implementation indefinitely. If the CAA's amendments to the Code do take effect, the debtor must apply to the bankruptcy court for approval of the PPP loan, and the bankruptcy court must hold a hearing on such approval within seven days of the debtor's application—an expedited timeline that emphasizes Congress's intent to provide speedy relief to struggling debtors. Once approved, PPP loans would be treated as super-priority administrative expenses under Sections 364(c)(1) and 503(b) of the Code, unless and until they are forgiven. The contingent amendments to Section 364 also provide that a debtor may obtain a PPP loan notwithstanding existing cash collateral or debtor-in-possession lending arrangements that would otherwise prohibit subsequent borrowing. Furthermore, the Code's relevant plan confirmation provisions would also be amended to permit confirmation of a plan that pays a PPP loan according to its terms notwithstanding the super-priority status of PPP loans in bankruptcy. It will be interesting to see if the SBA directly responds to the CAA and if courts will be asked to intervene and interpret the CAA to require that the SBA promptly initiate relief for these struggling debtors. II. Certain Creditors Receive New Safe Harbor From Preference Actions Creditors of troubled companies generally know to be wary of "catch-up" payments and other transfers made outside of the ordinary course of business, as Section 547 of the Code allows such payments to be clawed back'as "preferences" if made within 90 days before a debtor's bankruptcy filing. Yet, the pandemic has in many ways turned the notion of "ordinary course of business" on its head, making catch-up payments the rule rather than the exception in debtor-creditor relationships. The CAA attempts to alleviate preference risks from the widespread business disruption by creating a temporary safe harbor for "covered payment[s] of rental arrearages [and] . . . supplier arrearages." These terms refer to certain arrearage payments, either to a lessor of non-residential real property or a supplier of goods or services, made by the debtor pursuant to an "agreement or arrangement" entered into on or after March 13, 2020 to defer or postpone the payment of amounts due. The CAA states that a “covered payment” of supplier arrearages may not: (a) "exceed the amount due under the executory contract [for goods or services] before March 13, 2020" or (b) "include fees, penalties, or interest [to be paid under the executory contract] in an amount greater than the amount of fees, penalties, or interest—(I) scheduled to be paid under the executory contract . . . or (II) that the debtor would owe if the debtor had made every payment due under the executory contract . . . on time and in full before March 13, 2020." There are three key takeaways from this muddled statutory language: The supplier contract underlying the payment deferral agreement must be an "executory contract," which means there must be material, unperformed obligations of both the debtor and the supplier to qualify. To fit within the preference safe harbor, the payment must not exceed the amount that was due before March 13, 2020. Further, that protected amount cannot include late fees, penalties, or default interest for failing to make payments that came due before March 13, 2020. The treatment of payments to commercial lessors is addressed in a separate paragraph using somewhat different language. Whereas covered payments to suppliers are tied explicitly to the amount due before March 13, 2020, covered payments to commercial lessors may "not exceed the amount of rental and other periodic charges agreed to under the lease of non-residential real property . . . before March 13, 2020." The intent of the statute appears to limit the lessor's safe harbor to amounts collected during a preference period only to the extent those payments are not in excess of the amounts provided for under the lease (such that the lessor could not protect any payment that has been enhanced under the terms of the forbearance agreement); however, there remains a question as to whether the specific language of the statute accomplishes this intent. For all covered payments, it is clear that the creditor must enter the qualifying forbearance agreement or arrangement prior to making the arrearage payments (and, of course, prior to the debtor's bankruptcy filing). What is not clear is how the courts will construe the many other chronologically complex or ambiguous terms contained in the legislation. Nevertheless, commercial landlords and suppliers are provided with some incentive to cooperate with struggling customers and tenants, such that they should strongly consider the benefits they might derive from entering forbearance agreements with them now. As with the PPP-related amendments to the Code, these changes to Section 547 will be phased out on the date that is two years after their enactment. III. Congress Increases Commercial Lease Flexibility for Subchapter V Debtors The CAA also modifies Section 365 of the Code to provide debtors-in-possession under subchapter V (or subchapter V trustees) the ability to extend the time to perform under any unexpired lease of non-residential real property if the failure to perform is due to COVID-related hardships. Such extension may be granted through the earlier of (i) sixty (60) days from the filing of the bankruptcy case, and (ii) the date that the lease is assumed or rejected by the debtor. The 60-day extension may be further extended an additional 60 days if the bankruptcy court determines that the debtor is continuing to suffer material hardships related to COVID-19. Section 365(d)(4) of the Code is also amended to extend the time for all debtors (not just subchapter V) to assume or reject a non-residential lease to 210 days from the order for relief (rather than the usual 120 days). The deferred rental payments receive treatment as administrative expenses under Section 507(a)(2) of the Code, which at least affords lessors payment priority, but the benefit unmistakably inures to debtors. The express singling out of "subchapter V" debtors for this treatment suggests that Congress wanted to confine the benefit to small businesses. This distinction will itself take on new meaning on March 27, 2021, when the debt eligibility threshold for new subchapter V cases is scheduled to revert from $7,500,000 to $2,725,625. Although the revisions to Section 365 will also remain effective through December 2022, absent congressional action the population of debtors entitled to enjoy those revisions will soon become substantially smaller. IV. Other Bankruptcy Code Changes The CAA contained several other Code changes, each of which automatically expires one year after enactment: Section 525 of the Code is modified to clarify that a person may not be denied relief under sections 4022-24 of the CARES Act (pertaining to mortgage payment forbearances and the moratorium on evictions and foreclosures) because of a bankruptcy filing. Section 541(b) of the Code is modified so that any rebates representing the direct stimulus checks to families and individuals are not treated as property of the debtor's estate. Section 1328 of the Code is modified to allow chapter 13 debtors to receive a discharge of their debts even if they have defaulted on up to three monthly residential mortgage payments after March 13, 2020 on account of COVID-related hardships, or if they have a forbearance agreement or loan modification in place with their residential mortgage holder and their chapter 13 plan provided for the curing of any mortgage default and maintenance of payments. Section 501 of the Code is amended to provide that any mortgage servicer who did not receive forbearance payments previously due in connection with sections 4022-23 of the CARES Act within the applicable forbearance period may now file a supplemental proof of claim in the debtor’s bankruptcy case up to 120 days after the expiration of the applicable forbearance period. Section 366 of the Code is amended to provide that no utility provider can cancel, alter or refuse service to any individual debtor who does not provide adequate assurance of payment, so long as the debtor makes a payment to the utility provider during the first 20 days of the bankruptcy and then continues to make post-petition utility payments when due. Section 507(d) of the Code is amended to provide that any entity that is subrogated to the right of any holder of a claim for customs duties arising out of importation of certain goods is also subrogated to such claim holder's payment priority status under the Code. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE ABST CN 136.7 (40.5) (9.7) ABSOLUTE SOFTWRE OU1 GR 136.7 (40.5) (9.7) ABSOLUTE SOFTWRE ABST US 136.7 (40.5) (9.7) ABSOLUTE SOFTWRE ABT2EUR EU 136.7 (40.5) (9.7) ACCELERATE DIAGN 1A8 GR 104.2 (49.7) 85.0 ACCELERATE DIAGN AXDX US 104.2 (49.7) 85.0 ACCELERATE DIAGN 1A8 SW 104.2 (49.7) 85.0 ACCELERATE DIAGN AXDX* MM 104.2 (49.7) 85.0 ADAPTHEALTH CORP AHCO US 1,548.8 439.7 169.6 ADVANZ PHARMA CO CXRXF US 1,537.9 (68.1) 178.1 AGENUS INC AGEN US 204.5 (179.4) (21.4) AGILITI INC AGLY US 745.0 (67.7) 17.3 AMC ENTERTAINMEN AMC* MM 10,876.2 (2,335.4) (979.6) AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMERICAN AIR-BDR AALL34 BZ 62,773.0 (5,528.0) (4,244.0) AMERICAN AIRLINE AAL11EUR EU 62,773.0 (5,528.0) (4,244.0) AMERICAN AIRLINE AAL AV 62,773.0 (5,528.0) (4,244.0) AMERICAN AIRLINE AAL TE 62,773.0 (5,528.0) (4,244.0) AMERICAN AIRLINE A1G SW 62,773.0 (5,528.0) (4,244.0) AMERICAN AIRLINE A1G GZ 62,773.0 (5,528.0) (4,244.0) AMERICAN AIRLINE A1G QT 62,773.0 (5,528.0) (4,244.0) AMERICAN AIRLINE AAL US 62,773.0 (5,528.0) (4,244.0) AMERICAN AIRLINE A1G GR 62,773.0 (5,528.0) (4,244.0) AMERICAN AIRLINE AAL* MM 62,773.0 (5,528.0) (4,244.0) AMERICAN AIRLINE A1G TH 62,773.0 (5,528.0) (4,244.0) AMERISOURCEB-BDR A1MB34 BZ 44,274.8 (839.6) (797.4) AMERISOURCEBERGE ABG TH 44,274.8 (839.6) (797.4) AMERISOURCEBERGE ABC2EUR EU 44,274.8 (839.6) (797.4) AMERISOURCEBERGE ABC US 44,274.8 (839.6) (797.4) AMERISOURCEBERGE ABG GR 44,274.8 (839.6) (797.4) AMERISOURCEBERGE ABG QT 44,274.8 (839.6) (797.4) AMERISOURCEBERGE ABG GZ 44,274.8 (839.6) (797.4) AMYRIS INC 3A01 GR 205.9 (78.7) 27.7 AMYRIS INC 3A01 TH 205.9 (78.7) 27.7 AMYRIS INC AMRS US 205.9 (78.7) 27.7 AMYRIS INC 3A01 SW 205.9 (78.7) 27.7 AMYRIS INC 3A01 QT 205.9 (78.7) 27.7 AMYRIS INC AMRSEUR EU 205.9 (78.7) 27.7 APACHE CORP APA GR 12,875.0 (37.0) 337.0 APACHE CORP APA* MM 12,875.0 (37.0) 337.0 APACHE CORP APA TH 12,875.0 (37.0) 337.0 APACHE CORP APA US 12,875.0 (37.0) 337.0 APACHE CORP APA GZ 12,875.0 (37.0) 337.0 APACHE CORP APA1 SW 12,875.0 (37.0) 337.0 APACHE CORP APAEUR EU 12,875.0 (37.0) 337.0 APACHE CORP APA QT 12,875.0 (37.0) 337.0 APACHE CORP- BDR A1PA34 BZ 12,875.0 (37.0) 337.0 AQUESTIVE THERAP AQST US 50.4 (36.5) 13.3 AURANIA RESOURCE ARU CN 4.4 (0.5) (0.6) AUTOZONE INC AZO US 14,568.6 (1,027.0) 380.1 AUTOZONE INC AZ5 GR 14,568.6 (1,027.0) 380.1 AUTOZONE INC AZ5 TH 14,568.6 (1,027.0) 380.1 AUTOZONE INC AZO AV 14,568.6 (1,027.0) 380.1 AUTOZONE INC AZ5 TE 14,568.6 (1,027.0) 380.1 AUTOZONE INC AZO* MM 14,568.6 (1,027.0) 380.1 AUTOZONE INC AZ5 GZ 14,568.6 (1,027.0) 380.1 AUTOZONE INC AZOEUR EU 14,568.6 (1,027.0) 380.1 AUTOZONE INC AZ5 QT 14,568.6 (1,027.0) 380.1 AUTOZONE INC-BDR AZOI34 BZ 14,568.6 (1,027.0) 380.1 AVID TECHNOLOGY AVD GR 261.4 (144.2) 11.7 AVID TECHNOLOGY AVID US 261.4 (144.2) 11.7 AVIS BUD-CEDEAR CAR AR 19,596.0 (76.0) 469.0 AVIS BUDGET GROU CAR US 19,596.0 (76.0) 469.0 AVIS BUDGET GROU CUCA GR 19,596.0 (76.0) 469.0 AVIS BUDGET GROU CAR* MM 19,596.0 (76.0) 469.0 AVIS BUDGET GROU CAR2EUR EU 19,596.0 (76.0) 469.0 AVIS BUDGET GROU CUCA QT 19,596.0 (76.0) 469.0 AVIS BUDGET GROU CUCA TH 19,596.0 (76.0) 469.0 BABCOCK & WILCOX BW US 605.8 (320.8) 116.9 BBTV HOLDINGS IN BBTV CN 1.0 (1.2) (0.7) BBTV HOLDINGS IN BBVTF US 1.0 (1.2) (0.7) BELLRING BRAND-A BRBR US 653.5 (161.0) 137.1 BELLRING BRAND-A BR6 TH 653.5 (161.0) 137.1 BELLRING BRAND-A BR6 GR 653.5 (161.0) 137.1 BELLRING BRAND-A BR6 GZ 653.5 (161.0) 137.1 BELLRING BRAND-A BRBR1EUR EU 653.5 (161.0) 137.1 BIGCOMMERCE-1 BIGC US 235.5 158.5 160.4 BIGCOMMERCE-1 BI1 GR 235.5 158.5 160.4 BIGCOMMERCE-1 BI1 GZ 235.5 158.5 160.4 BIGCOMMERCE-1 BI1 TH 235.5 158.5 160.4 BIGCOMMERCE-1 BIGCEUR EU 235.5 158.5 160.4 BIGCOMMERCE-1 BI1 QT 235.5 158.5 160.4 BIODESIX INC BDSX US 46.5 (61.2) (38.4) BIOHAVEN PHARMAC BHVN US 782.0 (153.8) 491.2 BIOHAVEN PHARMAC 2VN GR 782.0 (153.8) 491.2 BIOHAVEN PHARMAC BHVNEUR EU 782.0 (153.8) 491.2 BIOHAVEN PHARMAC 2VN TH 782.0 (153.8) 491.2 BIONOVATE TECHNO BIIO US - (0.4) (0.4) BLUE BIRD CORP 4RB GR 317.4 (53.2) 5.2 BLUE BIRD CORP 4RB GZ 317.4 (53.2) 5.2 BLUE BIRD CORP BLBDEUR EU 317.4 (53.2) 5.2 BLUE BIRD CORP BLBD US 317.4 (53.2) 5.2 BOEING CO-BDR BOEI34 BZ 161,261.0 (11,553.0) 38,705.0 BOEING CO-CED BAD AR 161,261.0 (11,553.0) 38,705.0 BOEING CO-CED BA AR 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BOE LN 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BCO TH 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BA PE 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BOEI BB 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BA US 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BA SW 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BA* MM 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BA TE 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BAEUR EU 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BA EU 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BCO GR 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BA CI 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BA AV 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BAUSD SW 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BCO GZ 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE BCO QT 161,261.0 (11,553.0) 38,705.0 BOEING CO/THE TR TCXBOE AU 161,261.0 (11,553.0) 38,705.0 BOMBARDIER INC-B BBDBN MM 24,109.0 (6,448.0) 791.0 BONE BIOLOGICS C BBLG US 0.0 (11.9) (0.5) BRINKER INTL BKJ GR 2,335.3 (465.1) (269.9) BRINKER INTL EAT US 2,335.3 (465.1) (269.9) BRINKER INTL EAT2EUR EU 2,335.3 (465.1) (269.9) BRINKER INTL BKJ QT 2,335.3 (465.1) (269.9) BRINKER INTL BKJ TH 2,335.3 (465.1) (269.9) BRP INC/CA-SUB V DOO CN 4,240.0 (666.0) 759.8 BRP INC/CA-SUB V B15A GR 4,240.0 (666.0) 759.8 BRP INC/CA-SUB V DOOO US 4,240.0 (666.0) 759.8 BRP INC/CA-SUB V DOOEUR EU 4,240.0 (666.0) 759.8 BRP INC/CA-SUB V B15A GZ 4,240.0 (666.0) 759.8 CADIZ INC CDZI US 73.4 (22.5) 5.1 CADIZ INC CDZIEUR EU 73.4 (22.5) 5.1 CADIZ INC 2ZC GR 73.4 (22.5) 5.1 CALFRAC WELL SER CFW CN 954.2 (81.0) 128.0 CALIFORNIA RESOU CRC US 4,856.0 (1,581.0) (774.0) CALIFORNIA RESOU 1CLD GR 4,856.0 (1,581.0) (774.0) CALIFORNIA RESOU 1CLD QT 4,856.0 (1,581.0) (774.0) CALIFORNIA RESOU CRC1EUR EU 4,856.0 (1,581.0) (774.0) CALUMET SPECIALT CLMT US 1,807.5 (44.8) 69.3 CAP SENIOR LIVIN CSU2EUR EU 740.5 (259.0) (305.6) CDK GLOBAL INC C2G QT 2,915.7 (514.5) (88.2) CDK GLOBAL INC CDK* MM 2,915.7 (514.5) (88.2) CDK GLOBAL INC C2G TH 2,915.7 (514.5) (88.2) CDK GLOBAL INC CDKEUR EU 2,915.7 (514.5) (88.2) CDK GLOBAL INC C2G GR 2,915.7 (514.5) (88.2) CDK GLOBAL INC CDK US 2,915.7 (514.5) (88.2) CEDAR FAIR LP FUN US 2,501.5 (551.3) 43.1 CENGAGE LEARNING CNGO US 2,849.9 (153.0) 161.4 CENTRUS ENERGY-A 4CU GR 468.2 (275.6) 70.5 CENTRUS ENERGY-A LEU US 468.2 (275.6) 70.5 CENTRUS ENERGY-A LEUEUR EU 468.2 (275.6) 70.5 CEREVEL THERAPEU CERE US 150.5 142.6 (1.7) CHEWY INC- CL A CHWY US 1,643.2 (56.4) (182.2) CHEWY INC- CL A CHWY* MM 1,643.2 (56.4) (182.2) CHOICE HOTELS CZH GR 1,570.1 (21.4) 163.2 CHOICE HOTELS CHH US 1,570.1 (21.4) 163.2 CHUN CAN CAPITAL CNCN US - (0.0) (0.0) CINCINNATI BELL CBB US 2,563.8 (204.5) (88.5) CINCINNATI BELL CIB1 GR 2,563.8 (204.5) (88.5) CINCINNATI BELL CBBEUR EU 2,563.8 (204.5) (88.5) CLOVER HEALTH IN CLOV US 828.7 797.9 (1.2) CLOVIS ONCOLOGY C6O GR 593.1 (163.4) 165.3 CLOVIS ONCOLOGY CLVS US 593.1 (163.4) 165.3 CLOVIS ONCOLOGY C6O QT 593.1 (163.4) 165.3 CLOVIS ONCOLOGY CLVSEUR EU 593.1 (163.4) 165.3 CLOVIS ONCOLOGY C6O TH 593.1 (163.4) 165.3 CLOVIS ONCOLOGY C6O GZ 593.1 (163.4) 165.3 CODIAK BIOSCIENC CDAK US 110.4 (44.0) 18.0 CODIAK BIOSCIENC 32W GR 110.4 (44.0) 18.0 CODIAK BIOSCIENC 32W TH 110.4 (44.0) 18.0 CODIAK BIOSCIENC CDAKEUR EU 110.4 (44.0) 18.0 CODIAK BIOSCIENC 32W QT 110.4 (44.0) 18.0 COGENT COMMUNICA OGM1 GR 1,000.9 (260.7) 380.1 COGENT COMMUNICA CCOI US 1,000.9 (260.7) 380.1 COGENT COMMUNICA CCOIEUR EU 1,000.9 (260.7) 380.1 COGENT COMMUNICA CCOI* MM 1,000.9 (260.7) 380.1 COMMUNITY HEALTH CG5 GR 16,516.0 (1,476.0) 1,063.0 COMMUNITY HEALTH CYH US 16,516.0 (1,476.0) 1,063.0 COMMUNITY HEALTH CG5 QT 16,516.0 (1,476.0) 1,063.0 COMMUNITY HEALTH CYH1EUR EU 16,516.0 (1,476.0) 1,063.0 COMMUNITY HEALTH CG5 TH 16,516.0 (1,476.0) 1,063.0 CONVERGE TECHNOL CTS CN 493.1 48.3 (105.8) CONVERGE TECHNOL 0ZB GR 493.1 48.3 (105.8) CONVERGE TECHNOL CTSDF US 493.1 48.3 (105.8) CONVERGE TECHNOL CTS2EUR EU 493.1 48.3 (105.8) CONVERGE TECHNOL 0ZB GZ 493.1 48.3 (105.8) CURIS INC CUSA GR 45.7 (28.6) 19.2 CURIS INC CRIS US 45.7 (28.6) 19.2 CURIS INC CRISEUR EU 45.7 (28.6) 19.2 CURIS INC CUSA TH 45.7 (28.6) 19.2 CYTODYN INC CYDY US 143.8 (6.5) 15.1 CYTODYN INC 296 GR 143.8 (6.5) 15.1 CYTODYN INC CYDYEUR EU 143.8 (6.5) 15.1 CYTODYN INC 296 GZ 143.8 (6.5) 15.1 DELEK LOGISTICS DKL US 957.6 (111.5) 11.7 DENNY'S CORP DENN US 450.8 (138.4) (15.3) DENNY'S CORP DENNEUR EU 450.8 (138.4) (15.3) DENNY'S CORP DE8 GR 450.8 (138.4) (15.3) DENNY'S CORP DE8 TH 450.8 (138.4) (15.3) DIEBOLD NIXDORF DBD SW 3,627.8 (811.7) 391.4 DIEBOLD NIXDORF DBD US 3,627.8 (811.7) 391.4 DIEBOLD NIXDORF DBD GR 3,627.8 (811.7) 391.4 DIEBOLD NIXDORF DBDEUR EU 3,627.8 (811.7) 391.4 DIEBOLD NIXDORF DBD TH 3,627.8 (811.7) 391.4 DIEBOLD NIXDORF DBD QT 3,627.8 (811.7) 391.4 DIEBOLD NIXDORF DBD GZ 3,627.8 (811.7) 391.4 DINE BRANDS GLOB DIN US 2,070.9 (356.4) 203.3 DINE BRANDS GLOB IHP GR 2,070.9 (356.4) 203.3 DINE BRANDS GLOB IHP TH 2,070.9 (356.4) 203.3 DOMINO'S PIZZA EZV GR 1,620.9 (3,211.5) 468.0 DOMINO'S PIZZA DPZ US 1,620.9 (3,211.5) 468.0 DOMINO'S PIZZA EZV TH 1,620.9 (3,211.5) 468.0 DOMINO'S PIZZA DPZEUR EU 1,620.9 (3,211.5) 468.0 DOMINO'S PIZZA DPZ AV 1,620.9 (3,211.5) 468.0 DOMINO'S PIZZA DPZ* MM 1,620.9 (3,211.5) 468.0 DOMINO'S PIZZA EZV QT 1,620.9 (3,211.5) 468.0 DOMINO'S PIZZA EZV GZ 1,620.9 (3,211.5) 468.0 DOMO INC- CL B DOMO US 193.1 (78.5) (14.2) DOMO INC- CL B 1ON GR 193.1 (78.5) (14.2) DOMO INC- CL B 1ON GZ 193.1 (78.5) (14.2) DOMO INC- CL B DOMOEUR EU 193.1 (78.5) (14.2) DOMO INC- CL B 1ON TH 193.1 (78.5) (14.2) DYE & DURHAM LTD DND CN 271.9 112.3 0.8 DYE & DURHAM LTD DYNDF US 271.9 112.3 0.8 EOS ENERGY ENTER EOSE US 177.3 175.5 (1.3) EVERI HOLDINGS I G2C TH 1,458.2 (15.4) 89.9 EVERI HOLDINGS I G2C GR 1,458.2 (15.4) 89.9 EVERI HOLDINGS I EVRI US 1,458.2 (15.4) 89.9 EVERI HOLDINGS I EVRIEUR EU 1,458.2 (15.4) 89.9 FATHOM HOLDINGS FTHM US 35.2 30.3 29.7 FLEXION THERAPEU F02 TH 263.4 (3.1) 186.2 FLEXION THERAPEU F02 QT 263.4 (3.1) 186.2 FLEXION THERAPEU FLXNEUR EU 263.4 (3.1) 186.2 FLEXION THERAPEU FLXN US 263.4 (3.1) 186.2 FLEXION THERAPEU F02 GR 263.4 (3.1) 186.2 FRONTDOOR IN FTDR US 1,407.0 (71.0) 211.0 FRONTDOOR IN 3I5 GR 1,407.0 (71.0) 211.0 FRONTDOOR IN FTDREUR EU 1,407.0 (71.0) 211.0 FTS INTERNAT-A FTSI US 452.2 (84.0) 187.2 FTS INTERNAT-A FT5 GR 452.2 (84.0) 187.2 FTS INTERNAT-A FTSI1EUR EU 452.2 (84.0) 187.2 FTS INTERNATIONA 9992011D US 452.2 (84.0) 187.2 GCM GROSVENOR-A GCMG US - - - GODADDY INC-A GDDY* MM 6,207.8 (163.8) (1,101.8) GODADDY INC-A 38D GR 6,207.8 (163.8) (1,101.8) GODADDY INC-A 38D QT 6,207.8 (163.8) (1,101.8) GODADDY INC-A 38D TH 6,207.8 (163.8) (1,101.8) GODADDY INC-A GDDY US 6,207.8 (163.8) (1,101.8) GOGO INC GOGO US 984.5 (647.2) 363.1 GOGO INC G0G GR 984.5 (647.2) 363.1 GOGO INC G0G SW 984.5 (647.2) 363.1 GOGO INC G0G TH 984.5 (647.2) 363.1 GOGO INC GOGOEUR EU 984.5 (647.2) 363.1 GOGO INC G0G QT 984.5 (647.2) 363.1 GOGO INC G0G GZ 984.5 (647.2) 363.1 GOOSEHEAD INSU-A 2OX GR 120.0 (49.4) 25.2 GOOSEHEAD INSU-A GSHDEUR EU 120.0 (49.4) 25.2 GOOSEHEAD INSU-A GSHD US 120.0 (49.4) 25.2 GRAFTECH INTERNA G6G TH 1,467.6 (472.1) 445.4 GRAFTECH INTERNA EAFEUR EU 1,467.6 (472.1) 445.4 GRAFTECH INTERNA G6G GR 1,467.6 (472.1) 445.4 GRAFTECH INTERNA G6G QT 1,467.6 (472.1) 445.4 GRAFTECH INTERNA EAF US 1,467.6 (472.1) 445.4 GRAFTECH INTERNA G6G GZ 1,467.6 (472.1) 445.4 GREEN PLAINS PAR GPP US 103.9 (61.6) (37.0) GREENSKY INC-A GSKY US 1,461.9 (205.9) 784.2 GURU ORGANIC ENE GURU CN 0.0 (0.0) (0.0) GURU ORGANIC ENE GUROF US 0.0 (0.0) (0.0) H&R BLOCK - BDR H1RB34 BZ 2,556.4 (280.0) 40.3 H&R BLOCK INC HRB TH 2,556.4 (280.0) 40.3 H&R BLOCK INC HRB GR 2,556.4 (280.0) 40.3 H&R BLOCK INC HRB US 2,556.4 (280.0) 40.3 H&R BLOCK INC HRBCHF SW 2,556.4 (280.0) 40.3 H&R BLOCK INC HRBEUR EU 2,556.4 (280.0) 40.3 H&R BLOCK INC HRB QT 2,556.4 (280.0) 40.3 HERBALIFE NUTRIT HLF US 2,921.2 (912.9) 639.4 HERBALIFE NUTRIT HOO GR 2,921.2 (912.9) 639.4 HERBALIFE NUTRIT HOO GZ 2,921.2 (912.9) 639.4 HERBALIFE NUTRIT HOO TH 2,921.2 (912.9) 639.4 HERBALIFE NUTRIT HLFEUR EU 2,921.2 (912.9) 639.4 HERBALIFE NUTRIT HOO QT 2,921.2 (912.9) 639.4 HEWLETT-CEDEAR HPQC AR 34,681.0 (2,228.0) (5,572.0) HEWLETT-CEDEAR HPQD AR 34,681.0 (2,228.0) (5,572.0) HEWLETT-CEDEAR HPQ AR 34,681.0 (2,228.0) (5,572.0) HILTON WORLD-BDR H1LT34 BZ 17,129.0 (1,319.0) 2,285.0 HILTON WORLDWIDE HLT US 17,129.0 (1,319.0) 2,285.0 HILTON WORLDWIDE HLT* MM 17,129.0 (1,319.0) 2,285.0 HILTON WORLDWIDE HI91 TE 17,129.0 (1,319.0) 2,285.0 HILTON WORLDWIDE HLTEUR EU 17,129.0 (1,319.0) 2,285.0 HILTON WORLDWIDE HI91 QT 17,129.0 (1,319.0) 2,285.0 HILTON WORLDWIDE HLTW AV 17,129.0 (1,319.0) 2,285.0 HILTON WORLDWIDE HI91 TH 17,129.0 (1,319.0) 2,285.0 HILTON WORLDWIDE HI91 GR 17,129.0 (1,319.0) 2,285.0 HILTON WORLDWIDE HI91 GZ 17,129.0 (1,319.0) 2,285.0 HORIZON GLOBAL HZN US 458.0 (22.1) 91.8 HORIZON GLOBAL 2H6 GR 458.0 (22.1) 91.8 HORIZON GLOBAL HZN1EUR EU 458.0 (22.1) 91.8 HOVNANIAN ENT-A HOV US 1,827.3 (436.1) 829.0 HOVNANIAN ENT-A HO3A GR 1,827.3 (436.1) 829.0 HP COMPANY-BDR HPQB34 BZ 34,681.0 (2,228.0) (5,572.0) HP INC HPQ TE 34,681.0 (2,228.0) (5,572.0) HP INC 7HP TH 34,681.0 (2,228.0) (5,572.0) HP INC 7HP GR 34,681.0 (2,228.0) (5,572.0) HP INC HPQ US 34,681.0 (2,228.0) (5,572.0) HP INC HPQ CI 34,681.0 (2,228.0) (5,572.0) HP INC HPQ* MM 34,681.0 (2,228.0) (5,572.0) HP INC HPQ AV 34,681.0 (2,228.0) (5,572.0) HP INC HPQUSD SW 34,681.0 (2,228.0) (5,572.0) HP INC 7HP GZ 34,681.0 (2,228.0) (5,572.0) HP INC HPQEUR EU 34,681.0 (2,228.0) (5,572.0) HP INC HPQ SW 34,681.0 (2,228.0) (5,572.0) HP INC 7HP QT 34,681.0 (2,228.0) (5,572.0) IAA INC IAA US 2,388.8 (3.6) 352.4 IAA INC 3NI GR 2,388.8 (3.6) 352.4 IAA INC IAA-WEUR EU 2,388.8 (3.6) 352.4 IDERA PHARMACEUT IDRA US 32.3 (32.4) 24.4 IMMUNOGEN INC IMU GR 248.0 (42.9) 119.5 IMMUNOGEN INC IMGN US 248.0 (42.9) 119.5 IMMUNOGEN INC IMU TH 248.0 (42.9) 119.5 IMMUNOGEN INC IMU SW 248.0 (42.9) 119.5 IMMUNOGEN INC IMGNEUR EU 248.0 (42.9) 119.5 IMMUNOGEN INC IMU GZ 248.0 (42.9) 119.5 IMMUNOGEN INC IMU QT 248.0 (42.9) 119.5 IMMUNOGEN INC IMGN* MM 248.0 (42.9) 119.5 INFRASTRUCTURE A IEA US 722.4 (72.1) 97.1 INFRASTRUCTURE A IEAEUR EU 722.4 (72.1) 97.1 INFRASTRUCTURE A 5YF GR 722.4 (72.1) 97.1 INHIBRX INC INBX US 143.6 91.7 97.1 INHIBRX INC 1RK GR 143.6 91.7 97.1 INHIBRX INC 1RK TH 143.6 91.7 97.1 INHIBRX INC INBXEUR EU 143.6 91.7 97.1 INHIBRX INC 1RK QT 143.6 91.7 97.1 INSEEGO CORP INO QT 223.7 (27.2) 40.7 INSEEGO CORP INO TH 223.7 (27.2) 40.7 INSEEGO CORP INO GZ 223.7 (27.2) 40.7 INSEEGO CORP INSG US 223.7 (27.2) 40.7 INSEEGO CORP INO GR 223.7 (27.2) 40.7 INSEEGO CORP INSGEUR EU 223.7 (27.2) 40.7 INTERCEPT PHARMA ICPT US 591.4 (130.3) 398.0 INTERCEPT PHARMA I4P GR 591.4 (130.3) 398.0 INTERCEPT PHARMA ICPT* MM 591.4 (130.3) 398.0 INTERCEPT PHARMA I4P TH 591.4 (130.3) 398.0 INTERCEPT PHARMA I4P GZ 591.4 (130.3) 398.0 JACK IN THE BOX JACK US 1,906.5 (793.4) (4.8) JACK IN THE BOX JBX GR 1,906.5 (793.4) (4.8) JACK IN THE BOX JBX QT 1,906.5 (793.4) (4.8) JACK IN THE BOX JBX GZ 1,906.5 (793.4) (4.8) JACK IN THE BOX JACK1EUR EU 1,906.5 (793.4) (4.8) JOSEMARIA RESOUR JOSES EB 28.8 (9.4) (18.4) JOSEMARIA RESOUR JOSES IX 28.8 (9.4) (18.4) JOSEMARIA RESOUR JOSES I2 28.8 (9.4) (18.4) JOSEMARIA RESOUR JOSE SS 28.8 (9.4) (18.4) JOSEMARIA RESOUR NGQSEK EU 28.8 (9.4) (18.4) JUST ENERGY GROU JE CN 1,137.7 (170.7) (33.8) JUST ENERGY GROU 1JE GR 1,137.7 (170.7) (33.8) JUST ENERGY GROU JE US 1,137.7 (170.7) (33.8) JUST ENERGY GROU 1JE1 TH 1,137.7 (170.7) (33.8) L BRANDS INC LTD GR 11,161.0 (1,564.0) 1,597.0 L BRANDS INC LB US 11,161.0 (1,564.0) 1,597.0 L BRANDS INC LTD TH 11,161.0 (1,564.0) 1,597.0 L BRANDS INC LTD SW 11,161.0 (1,564.0) 1,597.0 L BRANDS INC LBRA AV 11,161.0 (1,564.0) 1,597.0 L BRANDS INC LB* MM 11,161.0 (1,564.0) 1,597.0 L BRANDS INC LTD QT 11,161.0 (1,564.0) 1,597.0 L BRANDS INC LBEUR EU 11,161.0 (1,564.0) 1,597.0 L BRANDS INC-BDR LBRN34 BZ 11,161.0 (1,564.0) 1,597.0 LENNOX INTL INC LXI GR 1,981.2 (115.7) 353.0 LENNOX INTL INC LII US 1,981.2 (115.7) 353.0 LENNOX INTL INC LII* MM 1,981.2 (115.7) 353.0 LENNOX INTL INC LXI TH 1,981.2 (115.7) 353.0 LENNOX INTL INC LII1EUR EU 1,981.2 (115.7) 353.0 LESLIE'S INC LESL US 746.4 (827.0) 113.9 LESLIE'S INC LE3 GR 746.4 (827.0) 113.9 LESLIE'S INC LESLEUR EU 746.4 (827.0) 113.9 LESLIE'S INC LE3 TH 746.4 (827.0) 113.9 LESLIE'S INC LE3 QT 746.4 (827.0) 113.9 MADISON SQUARE G MS8 GR 1,219.4 (239.9) (216.3) MADISON SQUARE G MSGS US 1,219.4 (239.9) (216.3) MADISON SQUARE G MSG1EUR EU 1,219.4 (239.9) (216.3) MANNKIND CORP MNKD US 95.7 (186.4) (39.8) MANNKIND CORP NNFN SW 95.7 (186.4) (39.8) MCAFEE CORP - A MCFE US 5,553.0 (2,323.0) (1,182.0) MCAFEE CORP - A MC7 GR 5,553.0 (2,323.0) (1,182.0) MCAFEE CORP - A MCFEEUR EU 5,553.0 (2,323.0) (1,182.0) MCDONALD'S CORP TCXMCD AU 50,699.3 (8,472.1) 455.9 MCDONALDS - BDR MCDC34 BZ 50,699.3 (8,472.1) 455.9 MCDONALDS CORP MDO TH 50,699.3 (8,472.1) 455.9 MCDONALDS CORP MCD SW 50,699.3 (8,472.1) 455.9 MCDONALDS CORP MCD US 50,699.3 (8,472.1) 455.9 MCDONALDS CORP MCD* MM 50,699.3 (8,472.1) 455.9 MCDONALDS CORP MDO GR 50,699.3 (8,472.1) 455.9 MCDONALDS CORP MCD TE 50,699.3 (8,472.1) 455.9 MCDONALDS CORP MCD CI 50,699.3 (8,472.1) 455.9 MCDONALDS CORP MCD AV 50,699.3 (8,472.1) 455.9 MCDONALDS CORP MCDUSD SW 50,699.3 (8,472.1) 455.9 MCDONALDS CORP MDO GZ 50,699.3 (8,472.1) 455.9 MCDONALDS CORP MCDEUR EU 50,699.3 (8,472.1) 455.9 MCDONALDS CORP MDO QT 50,699.3 (8,472.1) 455.9 MCDONALDS CORP 0R16 LN 50,699.3 (8,472.1) 455.9 MCDONALDS CORP MCD PE 50,699.3 (8,472.1) 455.9 MCDONALDS-CEDEAR MCD AR 50,699.3 (8,472.1) 455.9 MCDONALDS-CEDEAR MCDC AR 50,699.3 (8,472.1) 455.9 MCDONALDS-CEDEAR MCDD AR 50,699.3 (8,472.1) 455.9 MEDIAALPHA INC-A MAX US 133.8 (146.6) (4.0) MEDLEY MANAGE-A MDLY US 38.7 (132.0) (15.2) MEDLEY MANAGE-A 731 GR 38.7 (132.0) (15.2) MERCER PARK BR-A BRND/A/U CN 411.4 (7.6) 2.7 MERCER PARK BR-A MRCQF US 411.4 (7.6) 2.7 MICHAELS COS INC MIM GR 4,263.3 (1,389.9) 381.9 MICHAELS COS INC MIM TH 4,263.3 (1,389.9) 381.9 MICHAELS COS INC MIKEUR EU 4,263.3 (1,389.9) 381.9 MICHAELS COS INC MIK US 4,263.3 (1,389.9) 381.9 MICHAELS COS INC MIM QT 4,263.3 (1,389.9) 381.9 MICHAELS COS INC MIM GZ 4,263.3 (1,389.9) 381.9 MICROVISION INC MVIN TH 9.0 (4.2) (5.8) MICROVISION INC MVIS US 9.0 (4.2) (5.8) MICROVISION INC MVIN GR 9.0 (4.2) (5.8) MICROVISION INC MVIN GZ 9.0 (4.2) (5.8) MICROVISION INC MVISEUR EU 9.0 (4.2) (5.8) MICROVISION INC MVIN QT 9.0 (4.2) (5.8) MILESTONE MEDICA MMD PW 1.0 (16.3) (16.3) MILESTONE MEDICA MMDPLN EU 1.0 (16.3) (16.3) MOBILESMITH INC MOST US 1.2 (54.6) (2.1) MOGO INC MOGO CN 101.5 (3.3) - MONEYGRAM INTERN MGI US 4,494.0 (249.1) (94.5) MONEYGRAM INTERN 9M1N GR 4,494.0 (249.1) (94.5) MONEYGRAM INTERN 9M1N TH 4,494.0 (249.1) (94.5) MONEYGRAM INTERN MGIEUR EU 4,494.0 (249.1) (94.5) MONEYGRAM INTERN 9M1N QT 4,494.0 (249.1) (94.5) MONTES ARCHIM-A MAAC US 0.5 (0.0) (0.5) MONTES ARCHIMEDE MAACU US 0.5 (0.0) (0.5) MOTOROLA SOL-BDR M1SI34 BZ 10,361.0 (740.0) 659.0 MOTOROLA SOL-CED MSI AR 10,361.0 (740.0) 659.0 MOTOROLA SOLUTIO MOT TE 10,361.0 (740.0) 659.0 MOTOROLA SOLUTIO MSI US 10,361.0 (740.0) 659.0 MOTOROLA SOLUTIO MTLA TH 10,361.0 (740.0) 659.0 MOTOROLA SOLUTIO MTLA GR 10,361.0 (740.0) 659.0 MOTOROLA SOLUTIO MSI1EUR EU 10,361.0 (740.0) 659.0 MOTOROLA SOLUTIO MTLA GZ 10,361.0 (740.0) 659.0 MOTOROLA SOLUTIO MTLA QT 10,361.0 (740.0) 659.0 MOTOROLA SOLUTIO MOSI AV 10,361.0 (740.0) 659.0 MSCI INC MSCI US 4,111.7 (386.6) 1,008.2 MSCI INC 3HM GR 4,111.7 (386.6) 1,008.2 MSCI INC 3HM SW 4,111.7 (386.6) 1,008.2 MSCI INC 3HM QT 4,111.7 (386.6) 1,008.2 MSCI INC MSCI* MM 4,111.7 (386.6) 1,008.2 MSCI INC 3HM GZ 4,111.7 (386.6) 1,008.2 MSCI INC 3HM TH 4,111.7 (386.6) 1,008.2 MSCI INC-BDR M1SC34 BZ 4,111.7 (386.6) 1,008.2 MSG NETWORKS- A MSGN US 893.6 (515.7) 294.3 MSG NETWORKS- A 1M4 QT 893.6 (515.7) 294.3 MSG NETWORKS- A MSGNEUR EU 893.6 (515.7) 294.3 MSG NETWORKS- A 1M4 TH 893.6 (515.7) 294.3 MSG NETWORKS- A 1M4 GR 893.6 (515.7) 294.3 NANTHEALTH INC NH US 209.0 (92.3) 10.2 NATHANS FAMOUS NATH US 106.3 (63.1) 79.0 NATHANS FAMOUS NFA GR 106.3 (63.1) 79.0 NATHANS FAMOUS NATHEUR EU 106.3 (63.1) 79.0 NATIONAL CINEMED NCMI US 1,097.8 (210.4) 183.0 NAVISTAR INTL IHR TH 6,637.0 (3,822.0) 1,206.0 NAVISTAR INTL NAV US 6,637.0 (3,822.0) 1,206.0 NAVISTAR INTL IHR GR 6,637.0 (3,822.0) 1,206.0 NAVISTAR INTL NAVEUR EU 6,637.0 (3,822.0) 1,206.0 NAVISTAR INTL IHR QT 6,637.0 (3,822.0) 1,206.0 NAVISTAR INTL IHR GZ 6,637.0 (3,822.0) 1,206.0 NESCO HOLDINGS I NSCO US 769.5 (24.4) 54.0 NEW ENG RLTY-LP NEN US 293.1 (39.3) - NORTHERN OIL AND NOG US 1,025.5 (83.7) 13.3 NORTHERN OIL AND 4LT1 GR 1,025.5 (83.7) 13.3 NORTHERN OIL AND NOG1EUR EU 1,025.5 (83.7) 13.3 NORTONLIFEL- BDR S1YM34 BZ 6,313.0 (476.0) 44.0 NORTONLIFELOCK I NLOK US 6,313.0 (476.0) 44.0 NORTONLIFELOCK I SYM TH 6,313.0 (476.0) 44.0 NORTONLIFELOCK I SYM GR 6,313.0 (476.0) 44.0 NORTONLIFELOCK I SYMC TE 6,313.0 (476.0) 44.0 NORTONLIFELOCK I SYMC AV 6,313.0 (476.0) 44.0 NORTONLIFELOCK I NLOK* MM 6,313.0 (476.0) 44.0 NORTONLIFELOCK I SYM GZ 6,313.0 (476.0) 44.0 NORTONLIFELOCK I SYMCEUR EU 6,313.0 (476.0) 44.0 NORTONLIFELOCK I SYM QT 6,313.0 (476.0) 44.0 NUNZIA PHARMACEU NUNZ US 0.1 (3.2) (2.5) NUTANIX INC - A 0NU SW 2,315.9 (557.4) 854.5 NUTANIX INC - A 0NU GZ 2,315.9 (557.4) 854.5 NUTANIX INC - A 0NU GR 2,315.9 (557.4) 854.5 NUTANIX INC - A NTNXEUR EU 2,315.9 (557.4) 854.5 NUTANIX INC - A 0NU TH 2,315.9 (557.4) 854.5 NUTANIX INC - A 0NU QT 2,315.9 (557.4) 854.5 NUTANIX INC - A NTNX US 2,315.9 (557.4) 854.5 OASIS PETROLEUM OAS US 2,506.8 (638.2) (235.9) OASIS PETROLEUM OS70 GR 2,506.8 (638.2) (235.9) OASIS PETROLEUM OAS1EUR EU 2,506.8 (638.2) (235.9) OCULAR THERAPEUT 0OT TH 98.2 (4.1) 59.0 OCULAR THERAPEUT OCULEUR EU 98.2 (4.1) 59.0 OCULAR THERAPEUT 0OT GZ 98.2 (4.1) 59.0 OCULAR THERAPEUT OCUL US 98.2 (4.1) 59.0 OCULAR THERAPEUT 0OT GR 98.2 (4.1) 59.0 OLEMA PHARMACEUT OLMA US 0.1 (1.2) (1.3) OMEROS CORP OMER US 227.1 (87.3) 148.3 OMEROS CORP 3O8 GR 227.1 (87.3) 148.3 OMEROS CORP 3O8 TH 227.1 (87.3) 148.3 OMEROS CORP OMEREUR EU 227.1 (87.3) 148.3 OMEROS CORP 3O8 QT 227.1 (87.3) 148.3 ONDAS HOLDINGS I ONDS US 2.6 (16.4) (16.3) OPENDOOR TECHNOL OPEN US 414.7 394.7 (4.9) OPTIVA INC OPT CN 84.2 (82.4) 3.3 OTIS WORLDWI OTIS US 10,473.0 (3,383.0) (20.0) OTIS WORLDWI 4PG GR 10,473.0 (3,383.0) (20.0) OTIS WORLDWI 4PG GZ 10,473.0 (3,383.0) (20.0) OTIS WORLDWI OTIS* MM 10,473.0 (3,383.0) (20.0) OTIS WORLDWI OTISEUR EU 10,473.0 (3,383.0) (20.0) OTIS WORLDWI 4PG TH 10,473.0 (3,383.0) (20.0) OTIS WORLDWI 4PG QT 10,473.0 (3,383.0) (20.0) OTIS WORLDWI-BDR O1TI34 BZ 10,473.0 (3,383.0) (20.0) PAPA JOHN'S INTL PP1 GR 816.7 (14.1) 19.4 PAPA JOHN'S INTL PZZA US 816.7 (14.1) 19.4 PAPA JOHN'S INTL PZZAEUR EU 816.7 (14.1) 19.4 PAPA JOHN'S INTL PP1 GZ 816.7 (14.1) 19.4 PAPA JOHN'S INTL PP1 TH 816.7 (14.1) 19.4 PAPA JOHN'S INTL PP1 QT 816.7 (14.1) 19.4 PARATEK PHARMACE PRTK US 198.7 (79.9) 172.1 PARATEK PHARMACE N4CN GR 198.7 (79.9) 172.1 PARATEK PHARMACE N4CN TH 198.7 (79.9) 172.1 PHILIP MORRI-BDR PHMO34 BZ 39,129.0 (10,245.0) 1,928.0 PHILIP MORRIS IN PM US 39,129.0 (10,245.0) 1,928.0 PHILIP MORRIS IN 4I1 GR 39,129.0 (10,245.0) 1,928.0 PHILIP MORRIS IN PM1CHF EU 39,129.0 (10,245.0) 1,928.0 PHILIP MORRIS IN 4I1 TH 39,129.0 (10,245.0) 1,928.0 PHILIP MORRIS IN PM1 TE 39,129.0 (10,245.0) 1,928.0 PHILIP MORRIS IN PM1EUR EU 39,129.0 (10,245.0) 1,928.0 PHILIP MORRIS IN PMI SW 39,129.0 (10,245.0) 1,928.0 PHILIP MORRIS IN PMIZ IX 39,129.0 (10,245.0) 1,928.0 PHILIP MORRIS IN PMIZ EB 39,129.0 (10,245.0) 1,928.0 PHILIP MORRIS IN PMOR AV 39,129.0 (10,245.0) 1,928.0 PHILIP MORRIS IN 0M8V LN 39,129.0 (10,245.0) 1,928.0 PHILIP MORRIS IN PM* MM 39,129.0 (10,245.0) 1,928.0 PHILIP MORRIS IN 4I1 GZ 39,129.0 (10,245.0) 1,928.0 PHILIP MORRIS IN 4I1 QT 39,129.0 (10,245.0) 1,928.0 PLANET FITNESS-A 3PL QT 1,801.6 (722.9) 440.8 PLANET FITNESS-A PLNT1EUR EU 1,801.6 (722.9) 440.8 PLANET FITNESS-A PLNT US 1,801.6 (722.9) 440.8 PLANET FITNESS-A 3PL TH 1,801.6 (722.9) 440.8 PLANET FITNESS-A 3PL GR 1,801.6 (722.9) 440.8 PLANET FITNESS-A 3PL GZ 1,801.6 (722.9) 440.8 PLANTRONICS INC PLT US 2,201.5 (145.0) 193.1 PLANTRONICS INC PTM GR 2,201.5 (145.0) 193.1 PLANTRONICS INC PLTEUR EU 2,201.5 (145.0) 193.1 PLANTRONICS INC PTM GZ 2,201.5 (145.0) 193.1 PLANTRONICS INC PTM TH 2,201.5 (145.0) 193.1 PLANTRONICS INC PTM QT 2,201.5 (145.0) 193.1 PLATINUM GROUP M P6MB GR 37.4 (4.1) (2.4) PLATINUM GROUP M PTM CN 37.4 (4.1) (2.4) PLATINUM GROUP M PLG US 37.4 (4.1) (2.4) PLATINUM GROUP M P6MB GZ 37.4 (4.1) (2.4) PLATINUM GROUP M PTMEUR EU 37.4 (4.1) (2.4) PPD INC PPD US 6,041.5 (915.2) 203.0 PRIORITY TECHNOL PRTH US 380.4 (98.3) 3.6 PRIORITY TECHNOL PRTHEUR EU 380.4 (98.3) 3.6 PRIORITY TECHNOL 60W GR 380.4 (98.3) 3.6 PROGENITY INC 4ZU TH 119.6 (60.4) 5.7 PROGENITY INC 4ZU GR 119.6 (60.4) 5.7 PROGENITY INC 4ZU QT 119.6 (60.4) 5.7 PROGENITY INC PROGEUR EU 119.6 (60.4) 5.7 PROGENITY INC 4ZU GZ 119.6 (60.4) 5.7 PROGENITY INC PROG US 119.6 (60.4) 5.7 PSOMAGEN INC-KDR 950200 KS 49.5 36.8 25.3 PUMA BIOTECHNOLO PBYI US 261.7 (0.5) 41.6 PUMA BIOTECHNOLO 0PB GR 261.7 (0.5) 41.6 PUMA BIOTECHNOLO 0PB TH 261.7 (0.5) 41.6 PUMA BIOTECHNOLO PBYIEUR EU 261.7 (0.5) 41.6 QUANTUM CORP QMCO US 173.3 (196.2) (1.5) QUANTUM CORP QNT2 GR 173.3 (196.2) (1.5) QUANTUM CORP QTM1EUR EU 173.3 (196.2) (1.5) QUANTUM CORP QNT2 TH 173.3 (196.2) (1.5) RADIUS HEALTH IN RDUS US 196.0 (108.6) 101.7 RADIUS HEALTH IN RDUSEUR EU 196.0 (108.6) 101.7 RADIUS HEALTH IN 1R8 QT 196.0 (108.6) 101.7 RADIUS HEALTH IN 1R8 TH 196.0 (108.6) 101.7 RADIUS HEALTH IN 1R8 GR 196.0 (108.6) 101.7 REC SILICON ASA REC SS 258.4 (19.2) 47.9 REC SILICON ASA RECSIO S1 258.4 (19.2) 47.9 REC SILICON ASA RECSIO TQ 258.4 (19.2) 47.9 REC SILICON ASA REC EU 258.4 (19.2) 47.9 REC SILICON ASA RECSIO EB 258.4 (19.2) 47.9 REC SILICON ASA RECSIO IX 258.4 (19.2) 47.9 REC SILICON ASA RECSIO QX 258.4 (19.2) 47.9 REC SILICON ASA REC NO 258.4 (19.2) 47.9 REC SILICON ASA RECSIO QE 258.4 (19.2) 47.9 REC SILICON ASA RECSIO T1 258.4 (19.2) 47.9 REC SILICON ASA RECSIO I2 258.4 (19.2) 47.9 REC SILICON ASA RECSIO PO 258.4 (19.2) 47.9 REC SILICON ASA RECSIO B3 258.4 (19.2) 47.9 REC SILICON ASA RECSIO S2 258.4 (19.2) 47.9 REVLON INC-A RVL1 GR 2,973.3 (1,582.9) (38.9) REVLON INC-A REV US 2,973.3 (1,582.9) (38.9) REVLON INC-A RVL1 TH 2,973.3 (1,582.9) (38.9) REVLON INC-A REVEUR EU 2,973.3 (1,582.9) (38.9) REVLON INC-A REV* MM 2,973.3 (1,582.9) (38.9) RICE ACQUISIT- A RICE US 0.4 (0.1) 0.0 RICE ACQUISITION RICE/U US 0.4 (0.1) 0.0 RIMINI STREET IN RMNI US 220.3 (61.5) (64.7) SBA COMM CORP 4SB TH 9,034.7 (4,471.2) (92.7) SBA COMM CORP 4SB GR 9,034.7 (4,471.2) (92.7) SBA COMM CORP SBAC US 9,034.7 (4,471.2) (92.7) SBA COMM CORP SBAC* MM 9,034.7 (4,471.2) (92.7) SBA COMM CORP 4SB GZ 9,034.7 (4,471.2) (92.7) SBA COMM CORP SBACEUR EU 9,034.7 (4,471.2) (92.7) SBA COMM CORP 4SB QT 9,034.7 (4,471.2) (92.7) SBA COMMUN - BDR S1BA34 BZ 9,034.7 (4,471.2) (92.7) SCIENTIFIC GAMES TJW TH 8,102.0 (2,541.0) 1,424.0 SCIENTIFIC GAMES TJW GZ 8,102.0 (2,541.0) 1,424.0 SCIENTIFIC GAMES SGMS US 8,102.0 (2,541.0) 1,424.0 SCIENTIFIC GAMES TJW GR 8,102.0 (2,541.0) 1,424.0 SCOPUS BIOPHARMA SCPS US 1.0 0.6 0.6 SEAWORLD ENTERTA SEAS US 2,650.2 (66.5) 211.5 SEAWORLD ENTERTA W2L GR 2,650.2 (66.5) 211.5 SEAWORLD ENTERTA W2L TH 2,650.2 (66.5) 211.5 SEAWORLD ENTERTA SEASEUR EU 2,650.2 (66.5) 211.5 SELECTA BIOSCIEN SELB US 181.0 (7.4) 89.5 SHELL MIDSTREAM SHLX US 2,394.0 (414.0) 311.0 SINCLAIR BROAD-A SBTA GR 12,483.0 (1,483.0) 1,567.0 SINCLAIR BROAD-A SBGI US 12,483.0 (1,483.0) 1,567.0 SINCLAIR BROAD-A SBTA TH 12,483.0 (1,483.0) 1,567.0 SINCLAIR BROAD-A SBTA QT 12,483.0 (1,483.0) 1,567.0 SINCLAIR BROAD-A SBTA GZ 12,483.0 (1,483.0) 1,567.0 SINCLAIR BROAD-A SBGIEUR EU 12,483.0 (1,483.0) 1,567.0 SIRIUS XM HO-BDR SRXM34 BZ 10,702.0 (911.0) (2,185.0) SIRIUS XM HOLDIN RDO GR 10,702.0 (911.0) (2,185.0) SIRIUS XM HOLDIN RDO TH 10,702.0 (911.0) (2,185.0) SIRIUS XM HOLDIN SIRI US 10,702.0 (911.0) (2,185.0) SIRIUS XM HOLDIN SIRI AV 10,702.0 (911.0) (2,185.0) SIRIUS XM HOLDIN RDO GZ 10,702.0 (911.0) (2,185.0) SIRIUS XM HOLDIN SIRIEUR EU 10,702.0 (911.0) (2,185.0) SIRIUS XM HOLDIN RDO QT 10,702.0 (911.0) (2,185.0) SIX FLAGS ENTERT 6FE GR 2,865.0 (532.7) (46.8) SIX FLAGS ENTERT SIXEUR EU 2,865.0 (532.7) (46.8) SIX FLAGS ENTERT SIX US 2,865.0 (532.7) (46.8) SIX FLAGS ENTERT 6FE QT 2,865.0 (532.7) (46.8) SIX FLAGS ENTERT 6FE TH 2,865.0 (532.7) (46.8) SLEEP NUMBER COR SNBR US 780.1 (102.8) (348.2) SLEEP NUMBER COR SL2 GR 780.1 (102.8) (348.2) SLEEP NUMBER COR SNBREUR EU 780.1 (102.8) (348.2) SOCIAL CAPITAL IPOC/U US 828.7 797.9 (1.2) SOTERA HEALTH CO SHC US 2,580.7 (627.5) 128.4 SOTERA HEALTH CO SH5 GR 2,580.7 (627.5) 128.4 SOTERA HEALTH CO SHCEUR EU 2,580.7 (627.5) 128.4 STARBUCKS CORP SRB GR 29,374.5 (7,799.4) 459.6 STARBUCKS CORP SRB TH 29,374.5 (7,799.4) 459.6 STARBUCKS CORP SBUX* MM 29,374.5 (7,799.4) 459.6 STARBUCKS CORP SBUX CI 29,374.5 (7,799.4) 459.6 STARBUCKS CORP SBUX AV 29,374.5 (7,799.4) 459.6 STARBUCKS CORP SBUXEUR EU 29,374.5 (7,799.4) 459.6 STARBUCKS CORP SBUX TE 29,374.5 (7,799.4) 459.6 STARBUCKS CORP SBUX IM 29,374.5 (7,799.4) 459.6 STARBUCKS CORP SBUXUSD SW 29,374.5 (7,799.4) 459.6 STARBUCKS CORP SRB GZ 29,374.5 (7,799.4) 459.6 STARBUCKS CORP SBUX US 29,374.5 (7,799.4) 459.6 STARBUCKS CORP TCXSBU AU 29,374.5 (7,799.4) 459.6 STARBUCKS CORP USSBUX KZ 29,374.5 (7,799.4) 459.6 STARBUCKS CORP SBUX SW 29,374.5 (7,799.4) 459.6 STARBUCKS CORP SRB QT 29,374.5 (7,799.4) 459.6 STARBUCKS CORP 0QZH LI 29,374.5 (7,799.4) 459.6 STARBUCKS-BDR SBUB34 BZ 29,374.5 (7,799.4) 459.6 STARBUCKS-CEDEAR SBUX AR 29,374.5 (7,799.4) 459.6 STARBUCKS-CEDEAR SBUXD AR 29,374.5 (7,799.4) 459.6 SUNPOWER CORP S9P2 GR 1,449.3 (7.1) 107.0 SUNPOWER CORP S9P2 TH 1,449.3 (7.1) 107.0 SUNPOWER CORP SPWR US 1,449.3 (7.1) 107.0 SUNPOWER CORP SPWREUR EU 1,449.3 (7.1) 107.0 SUNPOWER CORP S9P2 QT 1,449.3 (7.1) 107.0 SUNPOWER CORP S9P2 SW 1,449.3 (7.1) 107.0 SUNPOWER CORP S9P2 GZ 1,449.3 (7.1) 107.0 TAUBMAN CENTERS TU8 GR 4,579.6 (298.0) - TAUBMAN CENTERS TCO US 4,579.6 (298.0) - TAUBMAN CENTERS TCO2EUR EU 4,579.6 (298.0) - TENNECO INC-A TEN1EUR EU 11,811.0 (43.0) 1,258.0 TENNECO INC-A TNN GR 11,811.0 (43.0) 1,258.0 TENNECO INC-A TEN US 11,811.0 (43.0) 1,258.0 TENNECO INC-A TNN GZ 11,811.0 (43.0) 1,258.0 TENNECO INC-A TNN TH 11,811.0 (43.0) 1,258.0 TRANSDIGM - BDR T1DG34 BZ 18,395.0 (3,968.0) 5,344.0 TRANSDIGM GROUP TDG US 18,395.0 (3,968.0) 5,344.0 TRANSDIGM GROUP T7D GR 18,395.0 (3,968.0) 5,344.0 TRANSDIGM GROUP TDG* MM 18,395.0 (3,968.0) 5,344.0 TRANSDIGM GROUP T7D TH 18,395.0 (3,968.0) 5,344.0 TRANSDIGM GROUP T7D QT 18,395.0 (3,968.0) 5,344.0 TRANSDIGM GROUP TDGEUR EU 18,395.0 (3,968.0) 5,344.0 TRIUMPH GROUP TGI US 2,533.4 (1,064.4) 790.5 TRIUMPH GROUP TG7 GR 2,533.4 (1,064.4) 790.5 TRIUMPH GROUP TG7 TH 2,533.4 (1,064.4) 790.5 TRIUMPH GROUP TGIEUR EU 2,533.4 (1,064.4) 790.5 TUPPERWARE BRAND TUP GR 1,191.4 (244.0) (655.5) TUPPERWARE BRAND TUP US 1,191.4 (244.0) (655.5) TUPPERWARE BRAND TUP SW 1,191.4 (244.0) (655.5) TUPPERWARE BRAND TUP TH 1,191.4 (244.0) (655.5) TUPPERWARE BRAND TUP1EUR EU 1,191.4 (244.0) (655.5) TUPPERWARE BRAND TUP GZ 1,191.4 (244.0) (655.5) TUPPERWARE BRAND TUP QT 1,191.4 (244.0) (655.5) UBIQUITI INC UI US 751.9 (261.9) 334.9 UBIQUITI INC 3UB GR 751.9 (261.9) 334.9 UBIQUITI INC 3UB GZ 751.9 (261.9) 334.9 UBIQUITI INC UBNTEUR EU 751.9 (261.9) 334.9 UNISYS CORP USY1 TH 2,407.4 (200.3) 549.4 UNISYS CORP USY1 GR 2,407.4 (200.3) 549.4 UNISYS CORP UIS1 SW 2,407.4 (200.3) 549.4 UNISYS CORP UIS US 2,407.4 (200.3) 549.4 UNISYS CORP UISEUR EU 2,407.4 (200.3) 549.4 UNISYS CORP UISCHF EU 2,407.4 (200.3) 549.4 UNISYS CORP USY1 GZ 2,407.4 (200.3) 549.4 UNISYS CORP USY1 QT 2,407.4 (200.3) 549.4 UNITI GROUP INC 8XC SW 4,838.0 (1,995.1) - UNITI GROUP INC 8XC TH 4,838.0 (1,995.1) - UNITI GROUP INC 8XC GR 4,838.0 (1,995.1) - UNITI GROUP INC UNIT US 4,838.0 (1,995.1) - VALVOLINE INC 0V4 GR 3,051.0 (76.0) 994.0 VALVOLINE INC VVVEUR EU 3,051.0 (76.0) 994.0 VALVOLINE INC 0V4 QT 3,051.0 (76.0) 994.0 VALVOLINE INC VVV US 3,051.0 (76.0) 994.0 VECTOR GROUP LTD VGR US 1,443.0 (662.1) 360.6 VECTOR GROUP LTD VGR GR 1,443.0 (662.1) 360.6 VECTOR GROUP LTD VGREUR EU 1,443.0 (662.1) 360.6 VECTOR GROUP LTD VGR QT 1,443.0 (662.1) 360.6 VECTOR GROUP LTD VGR TH 1,443.0 (662.1) 360.6 VECTOR GROUP LTD VGR GZ 1,443.0 (662.1) 360.6 VERISIGN INC VRS TH 1,764.3 (1,386.2) 228.1 VERISIGN INC VRSN US 1,764.3 (1,386.2) 228.1 VERISIGN INC VRS GR 1,764.3 (1,386.2) 228.1 VERISIGN INC VRSN* MM 1,764.3 (1,386.2) 228.1 VERISIGN INC VRS GZ 1,764.3 (1,386.2) 228.1 VERISIGN INC VRSNEUR EU 1,764.3 (1,386.2) 228.1 VERISIGN INC VRS QT 1,764.3 (1,386.2) 228.1 VERISIGN INC-BDR VRSN34 BZ 1,764.3 (1,386.2) 228.1 VERISIGN-CEDEAR VRSN AR 1,764.3 (1,386.2) 228.1 VERSUS SYSTEMS I VS CN 3.9 (5.7) (2.4) VERY GOOD FOOD C VERY CN 15.8 9.1 8.1 VERY GOOD FOOD C 0SI GR 15.8 9.1 8.1 VERY GOOD FOOD C VERY1EUR EU 15.8 9.1 8.1 VERY GOOD FOOD C VRYYF US 15.8 9.1 8.1 VERY GOOD FOOD C 0SI TH 15.8 9.1 8.1 VERY GOOD FOOD C 0SI GZ 15.8 9.1 8.1 VERY GOOD FOOD C 0SI QT 15.8 9.1 8.1 VITASPRING BIOME VSBC US 0.0 (0.1) (0.1) VIVINT SMART HOM VVNT US 2,924.7 (1,437.3) (300.3) WARNER MUSIC-A WMG US 6,410.0 (45.0) (1,042.0) WARNER MUSIC-A WA4 GZ 6,410.0 (45.0) (1,042.0) WARNER MUSIC-A WMGEUR EU 6,410.0 (45.0) (1,042.0) WARNER MUSIC-A WA4 GR 6,410.0 (45.0) (1,042.0) WARNER MUSIC-A WMG AV 6,410.0 (45.0) (1,042.0) WARNER MUSIC-A WA4 TH 6,410.0 (45.0) (1,042.0) WARNER MUSIC-BDR W1MG34 BZ 6,410.0 (45.0) (1,042.0) WATERS CORP WAZ TH 2,679.3 (41.6) 569.5 WATERS CORP WAT US 2,679.3 (41.6) 569.5 WATERS CORP WAZ GR 2,679.3 (41.6) 569.5 WATERS CORP WAZ QT 2,679.3 (41.6) 569.5 WATERS CORP WATEUR EU 2,679.3 (41.6) 569.5 WATERS CORP WAT* MM 2,679.3 (41.6) 569.5 WATERS CORP-BDR WATC34 BZ 2,679.3 (41.6) 569.5 WAYFAIR INC- A W US 4,558.4 (1,459.6) 826.1 WAYFAIR INC- A W* MM 4,558.4 (1,459.6) 826.1 WAYFAIR INC- A 1WF QT 4,558.4 (1,459.6) 826.1 WAYFAIR INC- A 1WF GZ 4,558.4 (1,459.6) 826.1 WAYFAIR INC- A 1WF GR 4,558.4 (1,459.6) 826.1 WAYFAIR INC- A 1WF TH 4,558.4 (1,459.6) 826.1 WAYFAIR INC- A WEUR EU 4,558.4 (1,459.6) 826.1 WIDEOPENWEST INC WOW US 2,499.3 (222.5) (100.6) WIDEOPENWEST INC WU5 TH 2,499.3 (222.5) (100.6) WIDEOPENWEST INC WU5 GR 2,499.3 (222.5) (100.6) WIDEOPENWEST INC WOW1EUR EU 2,499.3 (222.5) (100.6) WIDEOPENWEST INC WU5 QT 2,499.3 (222.5) (100.6) WINGSTOP INC WING1EUR EU 219.7 (183.5) 24.9 WINGSTOP INC WING US 219.7 (183.5) 24.9 WINGSTOP INC EWG GR 219.7 (183.5) 24.9 WINGSTOP INC EWG GZ 219.7 (183.5) 24.9 WINMARK CORP WINA US 35.8 (8.8) 10.4 WINMARK CORP GBZ GR 35.8 (8.8) 10.4 WORKHORSE GROUP WKHSEUR EU 120.4 (12.2) (32.4) WORKHORSE GROUP 1WO TH 120.4 (12.2) (32.4) WORKHORSE GROUP 1WO GZ 120.4 (12.2) (32.4) WORKHORSE GROUP WKHS US 120.4 (12.2) (32.4) WORKHORSE GROUP 1WO GR 120.4 (12.2) (32.4) WORKHORSE GROUP 1WO QT 120.4 (12.2) (32.4) WW INTERNATIONAL WW6 GR 1,503.0 (581.2) (42.9) WW INTERNATIONAL WW US 1,503.0 (581.2) (42.9) WW INTERNATIONAL WTW AV 1,503.0 (581.2) (42.9) WW INTERNATIONAL WW6 GZ 1,503.0 (581.2) (42.9) WW INTERNATIONAL WTWEUR EU 1,503.0 (581.2) (42.9) WW INTERNATIONAL WW6 QT 1,503.0 (581.2) (42.9) WW INTERNATIONAL WW6 TH 1,503.0 (581.2) (42.9) WYNDHAM DESTINAT WYND US 7,822.0 (993.0) 1,562.0 WYNDHAM DESTINAT WD5 GR 7,822.0 (993.0) 1,562.0 WYNDHAM DESTINAT WD5 TH 7,822.0 (993.0) 1,562.0 WYNDHAM DESTINAT WYNEUR EU 7,822.0 (993.0) 1,562.0 WYNDHAM DESTINAT WD5 QT 7,822.0 (993.0) 1,562.0 WYNN RESORTS LTD WYR TH 13,967.1 (546.6) 2,180.8 WYNN RESORTS LTD WYNN US 13,967.1 (546.6) 2,180.8 WYNN RESORTS LTD WYNN* MM 13,967.1 (546.6) 2,180.8 WYNN RESORTS LTD WYR GR 13,967.1 (546.6) 2,180.8 WYNN RESORTS LTD WYR GZ 13,967.1 (546.6) 2,180.8 WYNN RESORTS LTD WYNNEUR EU 13,967.1 (546.6) 2,180.8 WYNN RESORTS LTD WYR QT 13,967.1 (546.6) 2,180.8 WYNN RESORTS-BDR W1YN34 BZ 13,967.1 (546.6) 2,180.8 YRC WORLDWIDE IN YEL1 GR 2,108.3 (323.1) 321.6 YRC WORLDWIDE IN YRCW US 2,108.3 (323.1) 321.6 YRC WORLDWIDE IN YEL1 SW 2,108.3 (323.1) 321.6 YRC WORLDWIDE IN YRCWEUR EU 2,108.3 (323.1) 321.6 YRC WORLDWIDE IN YEL1 QT 2,108.3 (323.1) 321.6 YRC WORLDWIDE IN YEL1 TH 2,108.3 (323.1) 321.6 YUM! BRANDS -BDR YUMR34 BZ 6,061.0 (7,919.0) 477.0 YUM! BRANDS INC TGR TH 6,061.0 (7,919.0) 477.0 YUM! BRANDS INC TGR GR 6,061.0 (7,919.0) 477.0 YUM! BRANDS INC YUM* MM 6,061.0 (7,919.0) 477.0 YUM! BRANDS INC YUM US 6,061.0 (7,919.0) 477.0 YUM! BRANDS INC YUM AV 6,061.0 (7,919.0) 477.0 YUM! BRANDS INC TGR TE 6,061.0 (7,919.0) 477.0 YUM! BRANDS INC YUMUSD SW 6,061.0 (7,919.0) 477.0 YUM! BRANDS INC TGR GZ 6,061.0 (7,919.0) 477.0 YUM! BRANDS INC YUMEUR EU 6,061.0 (7,919.0) 477.0 YUM! BRANDS INC TGR QT 6,061.0 (7,919.0) 477.0 YUM! BRANDS INC YUM SW 6,061.0 (7,919.0) 477.0 ********* 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 2021. 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 ***