/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/210225.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, February 25, 2021, Vol. 25, No. 55 Headlines 1400 NORTHSIDE: Hoods Buying Fairmount Property for $845K Cash 1400 NORTHSIDE: March 16 Hearing on Sale of Fairmount Property 5 STAR PROPERTY: $182K Sale of Winter Haven Asset to Vincent OK'd 96 WYTHE: Williamsburg Hotel in Brooklyn Files for Chapter 11 ALEXANDER D. LEE: $725K Sale of Breckenridge Condo Unit 303 Okayed ALEXANDER D. LEE: $950K Sale of Breckenridge Condo Unit 410 Okayed ALPHA MEDIA: Fine-Tunes Plan; Obtains 2 New Financing Proposals ALPHA MEDIA: Gets $95 Mil. From Brigade to Repay Fortress ALPHA MEDIA: McGuire, et al. Represent Crossover Noteholder Group AMERIDIAN INDUSTRIES: Unsec. Creditors to Recover 100% in 5 Years ARCHROCK PARTNERS: Moody's Completes Review, Retains B1 CFR BELK INC: Files for Bankruptcy, Then Wins Plan OK in One Day BELK INC: Hein Park, Davidson Kempner Backstop Bankruptcy Exit BELK INC: Parties Have Until March 31 to Opt Out of Releases BELK INC: Plan Says $443MM Unsecured Claims Unimpaired BELK INC: UST Opposed to One-Day Bankruptcy, Balks at Releases BELZO LLC: Appleby Buying Rockaway Compounding Business for $75K BEP ULTERRA: Moody's Completes Review, Retains B3 CFR BEST VIEW: Loves Buying Six Canyon County Parcels for $4.35 Million BEST VIEW: Seeks March 18 Hearing on Sale of Canyon County Parcels BLACKJEWEL LLC: Seeks Approval of Settlement with US, ESM & Contura BRISTOW GROUP: Moody's Completes Review, Retains B1 CFR CALGARY OIL: Gets CCAA Stay Until March 4; BDO Named Monitor CAPITAL TRUCK: Nextran Corp. Buying Mack Truck 4987 for $130K CHAMPIONX CORP: Moody's Completes Review, Retains Ba3 CFR CHRISTOPER & BANKS: E-Commerce Biz Sale to Hilco/ReStore Unit OK'd CRED INC: Archer, Foley Represent Noteholder Group CRED INC: Buchanan Ingersoll Withdraws as Counsel to Ex-CFO CRED INC: To Seek Plan Confirmation on March 9 CROWN ASSETS: Court Extends Plan Exclusivity Until June 22 CSI COMPRESSCO: Moody's Completes Review, Retains Caa1 CFR DAJR TRUCKING: March 29 Plan Confirmation Hearing Set DAJR TRUCKING: Unsecured Creditors to Split $16,165 in Plan ED'S BEANS: Ablak Buying All Crazy Mocha Business Assets for $1.5M EDWARD A. DAWSON: McDaniels Buying Cusick Property for $45K Cash ENRIQUE R. NARVAEZ: Selling 2 Arroyo Properties to Vidal for $1.3M ENRIQUE R. NARVAEZ: Vidal Buying Arroyo Properties for $1.3 Million EVERGREEN GARDENS: All Year's Brooklyn Development Seeks Chapter 11 EVERGREEN GARDENS: Voluntary Chapter 11 Case Summary FORUM ENERGY: Moody's Completes Review, Retains Caa2 CFR FOXWOOD HILLS: C. Ausburn Buying Lot 60 in Westminster for $8K FREEMAN MOBILE: Bank of America Says Plan Not Filed in Good Faith FRONTERA HOLDINGS: Akin Gump Represents Term Lender Group FRONTERA HOLDINGS: Winter Storm Makes DIP Loan More Critical GALLERIA OF ST. MATTHEWS: Selling Louisville Property for $1.75M GENOCEA BIOSCIENCES: Incurs $43.7 Million Net Loss in 2020 GENOCEA BIOSCIENCES: To Issue 2.1 Million Shares Under 2014 Plan GEORGIA DEER: Double H Buying 1994 International Spreader for $7.5K GEORGIA DEER: McCravy Buying 1989 International 4900 for $7.5K GEORGIA DEER: President Harrod Buying 1996 Ford F350 for $2K GEORGIA DEER: President Harrod Buying 2018 Dodge 3500 for $36K GIRARDI & KEESE: Court Permits Tom Girardi to Stay in Mansion GLOBAL EAGLE: Marlink Buying Enterprise/NGO Business for $1.75M GRASAN EQUIPMENT: Sets Bidding Procedures for All Assets GROW CAPITAL: Incurs $777,160 Net Loss for Quarter Ended Dec. 31 HAWKEYE ENTERTAINMENT: Says Plan to Pay Unsecured Creditors in Full HERITAGE RAIL: Trustee Selling 8 Rail Cars to Aberdeen for $400K HGIM CORP: Moody's Completes Review, Retains Caa1 CFR HUDBAY MINERALS: Fitch Assigns B+ Rating on $600MM Notes Due 2026 HURDL INC: Struggling Startup Completes '37-Day' Case IFRESH INC: Posts $2.3 Million Net Income for Quarter Ended Dec. 31 INFRASTRUCTURE SOLUTION: $240K Sale of Excavator & Equipment OK'd INNOVATION PHARMACEUTICALS: Incurs $6.2M Net Loss in 2nd Quarter JANA LLC: Plan & Disclosures Due June 1 JIMMY HUTTON: KMS Interests Buying Dallas Property for $1.2 Million JTS TRUCKING: Asks for April 30 Extension for Plan & Disclosures KETAB CORP: Parties Defer Disclosures Hearing to May 4 LAPEER INDUSTRIES: Sale of Substantially All Assets Approved LAROSE HOSPITALITY: Case Summary & 20 Largest Unsecured Creditors LEWISBERRY PARTNERS: $792K Sale of 3 Lewisberry Properties Approved LINKMEYER PROPERTIES: April 7 Hearing on Disclosure Statement MACERICH CO: Taps PJT Partners to Help Company Handle Debt Load MAIN STREET INVESTMENTS: Voluntary Chapter 11 Case Summary MB AEROSPACE II: Moody's Completes Review, Retains Caa2 CFR MERCY HOSPITAL: Court OKs Appointment of Patient Care Ombudsman MOUNT ETNA INVESTMENTS: Case Summary & 3 Unsecured Creditors MOUTHPEACE DENTAL: Seeks August 2 Plan Exclusivity Extension MYCELL TECHNOLOGIES: New Age Buying IP Assets for Cash and Credit NINE ENERGY: Moody's Completes Review, Retains Caa1 CFR O.P. INVESTMENT: Bid to Use Rents Underway OCEANEERING INT'L: Moody's Completes Review, Retains B1 CFR PBS BRAND: Unsecureds Owed Less Than $2,500 Will Get 5% of Claims PHI GROUP: Delays Filing of Form 10-Q for Period Ended Dec. 31 RADIO DESIGN: JPMorgan Chase Says Plan Patently Unconfirmable RAFIK YOUSSEF KAMELL: Sets Bid Procedures for North Tustin Property RANDAL L. LOEHRKE: Selling Two Saxeville Properties for $148K ROCKPORT DEVELOPMENT: Hearing on S. Pasadena Asset Sale on March 11 ROGER LEE HARMON: Seeks to Shorten Bar Date on Pivot Quarters Sale ROMAN CATHOLIC: Seeks July 13 Extension of Plan Filing Period RONALD DWAYNE COLLINS: Selling Church Hill Property for $120K RONNA'S RUFF: $11.75K Sale of Pitts Log Trailer to Omega Confirmed RT DEVELOPMENT: Case Summary & 14 Unsecured Creditors RUM RUNNERS: Voluntary Chapter 11 Case Summary SEANERGY MARITIME: To Sell 44.2 Million Shares to Investors SEVEN THREE: Involuntary Chapter 11 Case Summary SEZIKEYE FINANCIAL: $540K Sale of 4 Baltimore Properties Approved SHD LLC: Plan & Disclosures Due March 1, 2021 SNC-LAVALIN: DBRS Reviews BB (high) Issuer & Unsec. Debt Rating STEM HOLDINGS: Incurs $3.3-Mil. Net Loss for Quarter Ended Dec. 31 STREAM TV: Case Summary & 20 Largest Unsecured Creditors STUDIO MOVIE: Proposes Mechanical Modifications to Plan TAYLOR BUILDING: Selling 2015 GMC Sierra Flatbed Truck for $23K TERRY MCDONOUGH: $445K Sale of Daytona Beach Property Approved TGF ACQUISITION: Gets CCAA Initial Stay Order; E&Y as Monitor TNT CRANE: Moody's Completes Review, Retains B3 CFR TRANSOCEAN INC: Moody's Completes Review, Retains Caa3 CFR TROP INC: To Seek Plan Confirmation on April 8 UCAST LLC: Sullivan Hill, et al. Represent Maurer Claimants US REAL ESTATE: $128K Sale of Dayton Property to Kerns Approved VANTAGE DRILLING: Moody's Completes Review, Retains Caa1 CFR VIP PHARMACY: Voluntary Chapter 11 Case Summary VOYAGER AVIATION: Fitch Lowers LongTerm IDR to 'C' YS HOMES: Reply Deadline to Property Sale Shortened to 5 Days YS HOMES: Selling Residential Property in Annapolis for $640K [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 1400 NORTHSIDE: Hoods Buying Fairmount Property for $845K Cash -------------------------------------------------------------- Cummins Beveridge Jones, II, an affiliate of 1400 Northside Drive, Inc., asks the U.S. Bankruptcy Court for the Northern District of Georgia to authorize the sale of his residence located in Pickens County, Georgia having an address of 8570 Henderson Mountain Road, in Fairmount, Georgia, to Thomas Hood and Janeth Hood and/or assigns for $845,000, cash. Movant Cummins Beveridge Jones, II, owns several pieces of real estate containing significant equity. The Movant desires to liquidate some or all of his properties in order to generate funds with which to pay his creditors. With regard to the Motion, the Movant owns the Property. The Debtor has listed the value of the Property in his bankruptcy schedules at $1.1 million. However, he has marketed the Property post-Petition and the Sale Agreement with a sales price of $845,000 represents the highest and best offer received. Select Loan Servicing as successor in interest to Wells Fargo Bank, NA. holds the first mortgage claim on Property in the approximate amount of $266,552.58 and Capital City Home Loans, LLC, formerly known as Brand Mortgage Group, holds a second mortgage claim on the Property in the approximate amount of $57,400.32. Reference is made to that the Purchase and Sale Agreement by and between Debtor and the Buyer with an Offer Date of Feb. 15, 2021 and with a Binding Agreement Date of Feb. 16, 2021 with regard to the Property. The Sale Agreement is subject to Court approval. The Movant does not have a pre-existing relationship with the Buyer. The Movant submits that the following is an accurate summary of the terms of the Sale Agreement although parties in interest are urged to read the Sale Agreement so that they may fully understand its terms. The gross purchase price is $845,000 cash at closing. There is no financing contingency. The Movant will pay a commission at closing equal to 6% of the gross sales price to be shared equally by and between his Listing Broker, 515 Life Real Estate Co., LLC, and the Buyer's real estate broker, Keller Williams Realty Community Partners. The earnest money in the amount of $8,000 has been deposited with closing attorneys O'Kelley & Sorohan of Canton, Georgia. The Closing Date will be March 26, 2021 with possession of the Property transferred to the Buyer four days after closing. The Movant asks entry of an Order authorizing him to consummate the closing of the sale of the Property to Buyer pursuant to the terms of the Sale Agreement. The sale is to be conducted free and clear of all liens, claims, encumbrances and interests, with all liens, claims, encumbrances and interests to attach to the proceeds of the sale. He further asks authority to pay the Sales Proceeds at Closing as follows: a. All usual and customary closing costs and prorations at Closing as reflected in the Sale Agreement; b. The 1st mortgage payoff to Select Loan Servicing as successor in interest to Wells Fargo Bank, N.A., in the approximate amount of $266,552.58 with the exact amount of the payment to be verified by appropriate payoff letter provided by the lender; c. The 2nd mortgage payoff to Capital City Home Loans, LLC, formerly known as Brand Mortgage Group, in the approximate amount of $57,400.32 with the exact amount of the payment to be verified by appropriate payoff letter provided by the lender; d. Any ad valorem property taxes that may be due to the Pickens County Tax Commissioner; and d. Pursuant to the Listing Agreement by and between the Movant and the Movant's Listing Broker, a real estate commission equal to 6% of the gross sales price, or $50,700, $25,350 of which will be paid at closing to the Listing Broker, and $25,350 of which will be paid at closing to the Buyer's real estate broker. The remaining net sales proceeds will be deposited into the Movant's DIP checking account. Finally, the Movant requests that Federal Rule of Bankruptcy Procedure 6004(g) be waived so that he may immediately implement and enforce any Order approving the Motion upon its entry with the Clerk of Court. A copy of the Contract is available at https://tinyurl.com/yzg4t657 from PacerMonitor.com free of charge. About 1400 Northside Drive 1400 Northside Drive, Inc., owner of a male strip club known as Swinging Richards, filed a voluntary Chapter 11 petition (Bankr. N.D. Ga. Case No. 19-56846) on May 2, 2019. The case is jointly administered with the Chapter 11 case filed by Cummins Beveridge Jones II (Bankr. N.D. Ga. Case No. 19-20853), the Debtor's chief executive officer and chief financial officer. At the time of the filing, 1400 Northside Drive estimated $50,000 to $100,000 in assets and $1 million to $10 million in liabilities. Judge James R. Sacca oversees the case. Paul Reece Marr, P.C., is the Debtor's legal counsel. 1400 NORTHSIDE: March 16 Hearing on Sale of Fairmount Property -------------------------------------------------------------- Cummins Beveridge Jones, II, an affiliate of 1400 Northside Drive, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Georgia a notice of his proposed sale of his residence located in Pickens County, Georgia, having an address of 8570 Henderson Mountain Road, in Fairmount, Georgia, to Thomas Hood and Janeth Hood and/or assigns for $845,000, cash, pursuant to the terms of their Purchase and Sale Agreement, with an offer date of Feb. 15, 2021, and a binding agreement date of Feb. 16, 2021. The Movant has listed the value of the Property in his bankruptcy schedules at $1.1 million. However, he has marketed the Property post-Petition and the Sale Agreement represents the highest and best offer received. Select Loan Servicing as successor in interest to Wells Fargo Bank, N.A. holds the first mortgage claim on Property in the approximate amount of $266,552.58 and Capital City Home Loans, LLC, formerly known as Brand Mortgage Group, holds a second mortgage claim on the Property in the approximate amount of $57,400.32. The sale is to be conducted free and clear of all liens, claims and encumbrances, with all valid liens, claims and encumbrances to attach to the sales proceeds. The Movant submits that the following is an accurate summary of the terms of the Sale Agreement although parties in interest are urged to read the Sale Agreement so that they may fully understand its terms. The gross purchase price is $845,000 cash at closing. There is no financing contingency. He will pay a commission at closing equal to 6% of the gross sales price to be shared equally by and between his Listing Broker, 515 Life Real Estate Co., LLC, and the Buyer's real estate broker, Keller Williams Realty Community Partners. The earnest money in the amount of $8,000 has been deposited with closing attorneys O'Kelley & Sorohan of Canton, Georgia. The Closing Date will be March 26, 2021 with possession of the Property transferred to the Buyer four days after closing. The Movant further asks authority to pay the Sales Proceeds at Closing as follows: a. All usual and customary closing costs and prorations at Closing as reflected in the Sale Agreement; b. The 1st mortgage payoff to Select Loan Servicing as successor in interest to Wells Fargo Bank, N.A., in the approximate amount of $266,552.58 with the exact amount of the payment to be verified by appropriate payoff letter provided by the lender; c. The 2nd mortgage payoff to Capital City Home Loans, LLC, formerly known as Brand Mortgage Group, in the approximate amount of $57,400.32 with the exact amount of the payment to be verified by appropriate payoff letter provided by the lender; d. Any ad valorem property taxes that may be due to the Pickens County Tax Commissioner; and d. Pursuant to the Listing Agreement by and between the Movant and the Movant's Listing Broker, a real estate commission equal to 6% of the gross sales price, or $50,700, $25,350 of which will be paid at closing to the Listing Broker, and $25,350 of which will be paid at closing to the Buyer's real estate broker. The remaining net sales proceeds will be deposited into the Movant's DIP checking account. About 1400 Northside Drive 1400 Northside Drive, Inc., owner of a male strip club known as Swinging Richards, filed a voluntary Chapter 11 petition (Bankr. N.D. Ga. Case No. 19-56846) on May 2, 2019. The case is jointly administered with the Chapter 11 case filed by Cummins Beveridge Jones II (Bankr. N.D. Ga. Case No. 19-20853), the Debtor's chief executive officer and chief financial officer. At the time of the filing, 1400 Northside Drive estimated $50,000 to $100,000 in assets and $1 million to $10 million in liabilities. Judge James R. Sacca oversees the case. Paul Reece Marr, P.C., is the Debtor's legal counsel. 5 STAR PROPERTY: $182K Sale of Winter Haven Asset to Vincent OK'd ----------------------------------------------------------------- Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the Middle District of Florida authorized 5 Star Property Group, Inc.'s sale of the real property located at 2625 Avenue S NW, in Winter Haven, Florida, more particularly described as Inwood Unit 3 PB 9 PG 7A 7B 7C S13/ 24 T28 R25 Lots 544 & 545, to Zachary Vincent for $182,000. A hearing on the Motion was held on Feb. 11, 2021. The sale is "as is" and free and clear of any liens, claims, interests, encumbrances, and security interests of any kind. The liens of any secured creditors, including DSRS, LLC, Raymond Rairigh, Sr., and the Polk County Tax Collector, will attach to the proceeds from the sale. The Debtor is authorized to pay all broker's fees, liens, and all ordinary and necessary closing expenses normally attributed to a seller of real estate at closing. The net sale proceeds, after payment of the secured claims and closing costs, will be held in trust by the Debtor's counsel until further order of the Court regarding the distribution of the net sale proceeds. The Debtor will provide a copy of the closing statement from the sale of the property to the office of the United States Trustee within five days of the closing date. The 14-day stay required under Bankruptcy Rule Section 6004(h) is waived. About 5 Star Property Group, Inc. 5 Star Property Group, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-07801) on Oct. 20, 2020, listing under $1 million in both assets and liabilities. Buddy D. Ford, Esq. at BUDDY D. FORD, P.A. represents the Debtor as counsel. 96 WYTHE: Williamsburg Hotel in Brooklyn Files for Chapter 11 ------------------------------------------------------------- Allison McNeely of Bloomberg News reports that the Williamsburg Hotel in Brooklyn filed for bankruptcy as the effects from the pandemic continue to roll through the hospitality industry. 96 Wythe Acquisition LLC, the entity that owns the hotel backed by Heritage Equity Partners, listed assets and liabilities of $50 million to $100 million in its Chapter 11 petition filed in White Plains, New York. The boutique hotel is located in an area of Brooklyn which surged in popularity and rapidly gentrified over the last decade, offering views of Manhattan and some of the best restaurants and shopping in the borough. About Williamsburg Hotel Williamsburg Hotel is an upmarket boutique hotel situated in Brooklyn, New York. 96 Wythe Acquisition LLC, which owns the Williamsburg Hotel, filed Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 21-22108) on Feb. 23, 2021. It listed assets and liabilities of $50 million to $100 million. BACKENROTH FRANKEL & KRINSKY, LLP, led by Mark Frankel, is the Debtor's counsel. ALEXANDER D. LEE: $725K Sale of Breckenridge Condo Unit 303 Okayed ------------------------------------------------------------------ Judge Scott M. Grossman of the U.S. Bankruptcy Court for the Southern District of Florida authorized Alexander Dong Lee's sale of the real property he co-owns with Deanne Lee located at 465 Four O'Clock Road, Building A303, in Breckenridge, Colorado, legally described as County of Summit, Colorado: Unit 303, Bldg A, Sundowner II Condos, together with the furnishings located thereon, to James Skurchak and Noelle Skurchak for $725,000, pursuant to the Contract to Buy and Sell Real Estate. A hearing on the Motion was held on Feb. 17, 2021, at 2:00 p.m. The sale is free and clear of all liens, claims and encumbrances, with any liens, claims, and encumbrances to attach to the sale proceeds. The Debtor is authorized to pay the balance of $425,264.90 to first mortgage lien holder Great Midwestern Bank from the net sale proceeds. The loan proceeds will be applied by Great Midwestern Bank in accordance with the underlying loan documents. At the closing, the Debtor is authorized to pay the real estate brokers their commissions from the sales proceeds. The stay requirement enumerated in Federal Rule of Bankruptcy Procedure Rule 6004(h) is expressly waived, and the order will not be subject to an automatic 14-day stay. Notwithstanding anything contained in Federal Rule of Bankruptcy Procedure Rules 6004, 6006 or 6007 to the contrary, the order will be final, effective and enforceable immediately upon entry. From the closing, the Debtor's wife Deanne Lee will be paid one half of the proceeds as a co-owner of the unit, and the Debtor will maintain his proceeds in his DIP account. The Court is making no determination to the rights of the parties to the proceeds which is a matter for the Texas divorce Court. Alexander Dong Lee sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 20-21594) on Oct. 23, 2020. The Debtor tapped Robert Furr, Esq., as counsel. ALEXANDER D. LEE: $950K Sale of Breckenridge Condo Unit 410 Okayed ------------------------------------------------------------------ Judge Scott M. Grossman of the U.S. Bankruptcy Court for the Southern District of Florida authorized Alexander Dong Lee's sale of the real property he co-owns with Deanne Lee located at 42 Snowflake Drive, Unit 410, Bluesky Breckenridge Condo, in Breckenridge, Summit County, Colorado, and its furnishings, to Justin Baker and Brian Baker for $950,000. The sale is free and clear of liens, claims, encumbrances, and interests, with any liens, claims, and encumbrances to attach to the sale proceeds. The Debtor is authorized to pay the balance of $305,217.89 to first mortgage lien holder Great Midwestern Bank from the net sale proceeds. The loan proceeds will be applied by Great Midwestern Bank in accordance with the underlying loan documents. At the closing, the Debtor is authorized to pay the real estate brokers their commissions from the sales proceeds. The stay requirement enumerated in Federal Rule of Bankruptcy Procedure Rule 6004(h) is expressly waived, and the order will not be subject to an automatic 14-day stay. Notwithstanding anything contained in Federal Rule of Bankruptcy Procedure Rules 6004, 6006 or 6007 to the contrary, the Order will be final, effective and enforceable immediately upon entry. From the closing, the Debtor's wife Deanne Lee will be paid one half of the proceeds as a co-owner of the unit, and the Debtor will maintain his proceeds in his DIP account. The Court is making no determination to the rights of the parties to the proceeds which is a matter for the Texas divorce Court. Alexander Dong Lee sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 20-21594) on Oct. 23, 2020. The Debtor tapped Robert Furr, Esq., as counsel. ALPHA MEDIA: Fine-Tunes Plan; Obtains 2 New Financing Proposals --------------------------------------------------------------- Alpha Media Holdings LLC, et al., submitted a First Amended Joint Plan of Reorganization and a Disclosure Statement. Moelis and the Debtors' other advisors had worked tirelessly to ensure that no other potential source of postpetition liquidity provides better terms under the circumstances than the Junior ICG DIP after having received interim approval to access the Junior DIP by ICG following the first day hearing on January 25, 2021. By February 8, 2021, the Debtors received two new postpetition financing proposals—one from Fortress (the "Fortress Proposal") and another from Brigade (the "Brigade Proposal"). The Fortress Proposal contemplated a senior postpetition loan that would have provided the Debtors with more liquidity upon their exit from bankruptcy than the Debtors would have received in connection with the deal structure surrounding the Junior ICG DIP. The Brigade Proposal, which ultimately formed the basis of the DIP Financing and is supported by ICG and the Debtors' unsecured noteholders, also provides more liquidity to the Debtors upon their emergence from chapter 11 than would the Junior ICG DIP as there was no committed exit financing associated with the terms of the arrangement underlying the Junior ICG DIP. Unlike the Junior ICG DIP or the Fortress Proposal, however, the Brigade Proposal contemplated that Brigade will provide a $95 million senior postpetition loan to fully satisfy and retire the Debtors' existing first lien indebtedness and provide incremental liquidity to the Debtors. In addition, the Brigade Proposal contemplated a new $20 million junior debtor-in-possession financing facility provided by ICG, to replace the Junior ICG DIP, that converts into a second lien note purchase agreement upon the Debtors' emergence from bankruptcy. Proceeds of the junior debtor-in-possession financing facility provided by ICG as part of the Brigade Proposal would be used, in part, to fully satisfy and retire the $5 million supplied to the Debtors on January 26, 2021 under the Junior ICG DIP pursuant to the Interim Order. However, the Brigade Proposal was predicated upon the Debtors entering into a new restructuring support agreement with ICG and Brigade to support an amended plan of reorganization. In furtherance of consummating the Brigade Proposal, the Debtor executed the Restructuring Support Agreement, on February 17, 2021, between itself and the other RSA Parties, including holders of the Second Lien Notes Claims, the Prepetition Holdco Notes Claims, the Prepetition Second Lien Agent, the Interim DIP Agent, the Interim DIP Noteholders, the Senior DIP Agent, and the Senior DIP Secured Parties. Pursuant to the Restructuring Support Agreement, each of the RSA Parties have agreed to exercise all votes to which it is entitled to accept the Plan and use commercially reasonable efforts to support, complete and do all of the things necessary and appropriate, including those necessary to obtain FCC approval of the FCC Applications. In furtherance of the Restructuring Support Agreement, the Debtors propose the following case milestones to ensure that the Debtors' chapter 11 cases proceed in a structured and expeditious manner toward confirmation: * on or before March 1, 2021, the Bankruptcy Court shall enter the Final DIP Order; * on or before March 11, 2021, the Bankruptcy Court shall hold a hearing a consider approval of the Debtors' Disclosure Statement. * on or before March 13, 2021, the Debtors shall commence the solicitation of votes to accept or reject the Plan and, in connection with such solicitation, establish a date no later than March 25, 2021 at 4:00 p.m. as the deadline to submit votes to accept or reject the Plan; and * on or before April 1, 2021, the Bankruptcy Court shall enter a Confirmation Order. On February 3, 2021, 2021, the U.S. Trustee filed the Notice of Appointment of Official Committee of Unsecured Creditors, notifying parties in interest that the U.S. Trustee had appointed a statutory committee of unsecured creditors in these chapter 11 cases. The Committee is currently composed of the following members: Crown Castle Towers 05 LLC, SBA Towers LLC, and SoundExchange, Inc. The First Amended Joint Plan of Reorganization does not alter the proposed treatment for unsecured creditors and the equity holder: * Holders of General Unsecured Claims totaling $8,500,000 in Class 5 will recover 100% of their claims. Each general unsecured creditor will have its claim reinstated and will be satisfied in full in the ordinary course of business. Class 5 is unimpaired. * Holders of TopCo interests in Class 6 will recover 0%. On the Effective Date, the Topco Interests will be canceled and extinguished. Class 6 is impaired and deemed to reject the Plan. A full-text copy of the First Amended Joint Plan dated Feb. 18, 2021, is available at https://bit.ly/3bF61x7 from Stretto, the claims agent. About Alpha Media Alpha Media is a privately-held radio broadcast and multimedia company. Formed in 2009 by a veteran radio executive, Alpha Media grew through acquisitions and now owns or operates more than 200 radio stations that provide local news, sports, music, and entertainment to a weekly audience of more than 11 million listeners in 44 communities across the United States. In addition to its radio stations, Alpha Media provides digital content through more than 200 Web sites and countless mobile applications and digital streaming services. Alpha Media Holdings LLC and 15 affiliates sought Chapter 11 protection (Bankr. E.D. Va. Case No. 21-30209) on Jan. 25, 2021. Alpha Media estimated assets of $10 million to $50 million and liabilities of $50 million to $100 million as of the bankruptcy filing. The Hon. Kevin R. Huennekens is the case judge. The Debtors tapped SHEPPARD MULLIN, RICHTER & HAMPTON LLP as general bankruptcy counsel; KUTAK ROCK LLP as local bankruptcy counsel; MOELIS & COMPANY as financial advisor; and ERNST & YOUNG LLP as restructuring advisor. BANKRUPTCY MANAGEMENT SOLUTIONS, INC., d/b/a STRETTO is the claims agent. ALPHA MEDIA: Gets $95 Mil. From Brigade to Repay Fortress --------------------------------------------------------- Jeremy Hill of Bloomberg News reports that radio operator Alpha Media Holdings won court approval of a $115 million bankruptcy financing arrangement that will fully repay a Fortress Investment Group affiliate's $90 million first-lien debt holdings. Brigade Capital Management will provide $95 million of the financing, with $20 million coming from the radio station operator's junior lenders, court papers show. U.S. Bankruptcy Judge Kevin Huennekens in a Tuesday, February 23, 2021, bankruptcy hearing said he would approve the financing. The deal comes after a heated first-day bankruptcy hearing last month which saw Fortress oppose a $5 million interim financing package for Alpha. Fortress worked to assemble its own financing package in January 2021. About Alpha Media Holdings Alpha Media is a privately-held radio broadcast and multimedia company. Formed in 2009 by a veteran radio executive, Alpha Media grew through acquisitions and now owns or operates more than 200 radio stations that provide local news, sports, music, and entertainment to a weekly audience of more than 11 million listeners in 44 communities across the United States. In addition to its radio stations, Alpha Media provides digital content through more than 200 websites and countless mobile applications and digital streaming services. Alpha Media and its affiliates sought Chapter 11 protection (Bankr. E.D. Va. Lead Case No. 21-30209) on Jan. 25, 2021. John Grossi, chief financial officer, signed the petitions. At the time of the filing, Alpha Media disclosed estimated assets of $10 million to $50 million and estimated liabilities of $50 million to $100 million. Judge Kevin R. Huennekens oversees the cases. The Debtors tapped Sheppard, Mullin, Richter & Hampton LLP as legal counsel; Kutak Rock LLP as local counsel; Moelis & Company as financial advisor; and Ernst & Young LLP as restructuring advisor. Stretto is the claims and noticing agent. Counsel to DBD AMAC LLC, in its capacity as Administrative Agent for the Prepetition First Lien Lenders: Lynn L. Tavenner, Esq. Paula S. Beran, Esq. TAVENNER & BERAN PLC 20 North Eighth Street, Second Fl. Richmond, VA 23219 Tel: (804) 783-8300 Fax: (804) 783-0178 E-mail: ltavenner@tb-lawfirm.com pberan@tb-lawfirm.com - and - Charles A. Dale, Esq. David M. Hillman, Esq. Michael T. Mervis, Esq. PROSKAUER ROSE LLP Eleven Times Square New York, NY 10036-8299 Tel: (212) 969-3000 Fax: (212) 969-2900 E-mail: cdale@proskauer.com dhillman@proskauer.com mmervis@proskauer.com Co-Counsel to the DIP Agent and Ad Hoc Crossover Noteholder Group: Douglas M. Foley, Esq. Sarah B. Boehm, Esq. MCGUIREWOODS LLP Gateway Plaza 800 East Canal Street Richmond, VA 23219 Tel: (804) 775-1000 E-mail: dhayes@mcguirewoods.com dfoley@mcguirewoods.com sboehm@mcguirewoods.com - and - Benjamin I. Finestone, Esq. QUINN EMANUEL URQUHART & SULLIVAN, LLP 51 Madison Avenue, 22nd Floor New York, NY 10010 Tel: (212) 849-7000 Fax: (212) 849-7100 E-mail: benjaminfinestone@quinnemanuel.com - and - Douglas H. Mannal, Esq. Joseph Abraham Shifer, Esq. KRAMER LEVIN NAFTALIS & FRANKEL LLP 1177 6th Avenue New York, NY 10036 Tel: (212) 715-9100 Fax: (212) 715-8308 E-mail: dmannal@kramerlevin.com jshifer@kramerlevin.com ALPHA MEDIA: McGuire, et al. Represent Crossover Noteholder Group ----------------------------------------------------------------- In the Chapter 11 cases of Alpha Media Holdings LLC, et al., the law firms of McGuireWoods LLP, Kramer Levin Naftalis & Frankel LLP and Quinn Emanuel Urquhart & Sullivan, LLP submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that they are representing the Ad Hoc Crossover Noteholder Group. The Ad Hoc Crossover Noteholder Group comprised of holders of (i) second lien notes due August 2022 issued by Alpha Media LLC and Alpha 3E Corporation pursuant to that certain Second Lien Note Purchase Agreement, dated as of February 25, 2016 and (ii) unsecured notes due February 2023 and warrants issued by Alpha Media Holdings LLC pursuant to that certain Note and Warrant Purchase Agreement, dated as of February 25, 2016. Counsel does not represent or purport to represent any entities other than members of the Ad Hoc Crossover Noteholder Group in connection with the Chapter 11 Cases. The members of the Ad Hoc Crossover Noteholder Group hold, or are the investment advisors or managers of funds that hold, as of January 24, 2021, approximately $65,000,000 in aggregate principal amount outstanding of the Second Lien Notes, approximately $55,000,000 in aggregate principal amount outstanding of the HoldCo Notes, and the Warrants for the right to purchase approximately 5,872,600 Class C Units. As of Feb. 23, 2021, members of the Ad Hoc Crossover Noteholder Group and their disclosable economic interests are: INTERMEDIATE CAPITAL GROUP PLC 600 Lexington Avenue, 19th Floor New York, NY 10022 * Second Lien Notes: $30,333,333 * HoldCo Notes: $25,666,667 * Outstanding Warrants: Right to purchase 2,740,547 Class C Units METLIFE, INC. One Metlife Way Whippany, NJ 07981 * Second Lien Notes: $16,250,000 * HoldCo Notes: $13,750,000 * Outstanding Warrants: Right to purchase 1,468,150 Class C Units NASSAU LIFE INSURANCE COMPANY One American Row Hartford, CT 06102 * Second Lien Notes: $3,250,000 * HoldCo Notes: $2,750,000 * Outstanding Warrants: Right to purchase 293,630 Class C Units HAMILTON LANE INCORPORATED One Presidential Boulevard, 4th Floor Bala Cynwyd, PA 19004 * Second Lien Notes: $10,833,333 * HoldCo Notes: $9,166,667 * Outstanding Warrants: Right to purchase 978,766 Class C Units BIG SUR ADVISORS CORP. 1441 Brickell Avenue, Suite 1410 Miami, FL 33131 * Second Lien Notes: $4,333,333 * HoldCo Notes: $3,666,667 * Outstanding Warrants: Right to purchase 391,507 Class C Units Co-Counsel to Ad Hoc Crossover Noteholder Group can be reached at: Dion W. Hayes, Esq. Douglas M. Foley, Esq. Sarah B. Boehm, Esq. McGuireWoods LLP Gateway Plaza 800 East Canal Street Richmond, VA 23219 Telephone: (804) 775-1000 E-mail: dhayes@mcguirewoods.com dfoley@mcguirewoods.com sboehm@mcguirewoods.com Douglas Mannal, Esq. Joseph A. Shifer, Esq. Kramer Levin Naftalis & Frankel LLP 1177 6th Avenue New York, NY 10036 Telephone: (212) 715-9100 E-mail: DMannal@kramerlevin.com JShifer@kramerlevin.com - and - Benjamin Finestone, Esq. Quinn Emanuel Urquhart & Sullivan, LLP 51 Madison Avenue New York, NY 10010 Telephone: (212) 849-7000 E-mail: benjaminfinestone@quinnemanuel.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/2NT2HWX About Alpha Media Holdings Alpha Media is a privately-held radio broadcast and multimedia company. Formed in 2009 by a veteran radio executive, Alpha Media grew through acquisitions and now owns or operates more than 200 radio stations that provide local news, sports, music, and entertainment to a weekly audience of more than 11 million listeners in 44 communities across the United States. In addition to its radio stations, Alpha Media provides digital content through more than 200 websites and countless mobile applications and digital streaming services. Alpha Media and its affiliates sought Chapter 11 protection (Bankr. E.D. Va. Lead Case No. 21-30209) on Jan. 25, 2021. John Grossi, chief financial officer, signed the petitions. At the time of the filing, Alpha Media disclosed estimated assets of $10 million to $50 million and estimated liabilities of $50 million to $100 million. Judge Kevin R. Huennekens oversees the cases. The Debtors tapped Sheppard, Mullin, Richter & Hampton LLP as legal counsel; Kutak Rock LLP as local counsel; Moelis & Company as financial advisor; and Ernst & Young LLP as restructuring advisor. Stretto is the claims and noticing agent. AMERIDIAN INDUSTRIES: Unsec. Creditors to Recover 100% in 5 Years ----------------------------------------------------------------- Ameridian Industries LLC filed a Plan of Reorganization and a Disclosure Statement. In order to implement the Plan, Ameridian will continue its business in the ordinary course through its Pacific Torque and Orion Equipment divisions. The core of its business plan is to sell equipment to reduce the floor plan obligations to BOTW and BOKF, thus putting Ameridian in a position to arrange for refinancing, along with anticipated equity investment, sufficient to pay BOTW and BOKF, in full. BOTW and BOKF have agreed to the terms of the Plan. The projections effectively assume, among other things, that the almost $3 million of equity in the BOTW equipment and almost $1 million of equity in the BOKF equipment benefit Ameridian and its creditors and support implementation of the Plan. Ameridian generated positive EBITDA $459,948 on revenue of $10,806,976 during 2020. Ameridian's Schedules listed total assets in the amount of $21,572,929 consisting of accounts receivable, inventory (parts, supplies, etc), cash (proceeds of A/R and inv) and heavy equipment. Class 7 Convenience Class consists of Holders of unsecured claims of less than $2,000 and Allowed Class 8 Claims that have made the Class 7 Election. Each Holder of an Allowed Class 7 Claim, including those that elect in from Class 8, shall be paid the lesser of $2,000 and the actual amount of the Holder's Allowed Claim 30 days after Effective Date. Class 7 is impaired. Class 8 General Unsecured Claims will be paid, in full, in 20 quarterly installments, commencing on the fifteenth day following the end of the first full calendar quarter following the Effective Date and quarterly thereafter until paid in full. Class 8 is impaired. A full-text copy of the Disclosure Statement dated February 19, 2021, is available at https://bit.ly/3br6YZC from PacerMonitor.com at no charge. Counsel for the Debtor: Armand J. Kornfeld. Aimee S. Willig Richard B. Keeton BUSH KORNFELD LLP 5000 Two Union Square 601 Union Street Seattle, Washington 98101-2373 Telephone: 206.292.2110 About Ameridian Industries Ameridian Industries LLC, which conducts business under the name Pacific Torque, offers sales, services and support to the transmission, engine and powertrain component manufacturers. Ameridian Industries filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 20-12550) on Oct. 8, 2020. Allan Van Ruiter, president and chief executive officer, signed the petition. At the time of the filing, the Debtor estimated $10 million to $50 million in both assets and liabilities. Judge Christopher M. Alston oversees the case. Bush Kornfeld, LLP serves as the Debtor's legal counsel. ARCHROCK PARTNERS: Moody's Completes Review, Retains B1 CFR ----------------------------------------------------------- Moody's Investors Service has completed a periodic review of the ratings of Archrock Partners, L.P. and other ratings that are associated with the same analytical unit. The review was conducted through a portfolio review discussion held on February 17, 2021 in which Moody's reassessed the appropriateness of the ratings in the context of the relevant principal methodology(ies), recent developments, and a comparison of the financial and operating profile to similarly rated peers. The review did not involve a rating committee. Since January 1, 2019, Moody's practice has been to issue a press release following each periodic review to announce its completion. This publication does not announce a credit rating action and is not an indication of whether or not a credit rating action is likely in the near future. Credit ratings and outlook/review status cannot be changed in a portfolio review and hence are not impacted by this announcement. Key rating considerations Archrock Partners, L.P.'s (Archrock Partners) is a wholly owned subsidiary of Archrock, Inc. (Archrock, unrated) and its B1 corporate family rating benefits from its leading position in natural gas compression services, basin diversity, reasonably stable gross margins, and growing US natural gas demand driving demand for the company's compression services. The company's long-term relationships with its high quality customer base, with whom it typically has multiyear, fee-based contracts, provides stability. Archrock's profitability is correlated to natural gas production, which is reflected in its utilization rates. In the near term, utilization will remain weak following sharp drop in upstream activity in 2020. Leverage is likely to peak near 5x in 2021 and then begin improving as utilization rebounds in the second half of the year. Archrock has a favorable maturity profile, its revolver expires in late 2024 and its first notes maturity isn't until 2027, providing good flexibility. The principal methodology used for this review was Global Oilfield Services Industry Rating Methodology published in May 2017. BELK INC: Files for Bankruptcy, Then Wins Plan OK in One Day ------------------------------------------------------------ Belk, Inc., filed for Chapter 11 protection on Feb. 23, 2021, and immediately won approval of its prepackaged plan. Judge Marvin Isgur agreed to confirm Belk, Inc.'s Prepackaged Plan just a day -- or hours -- after the department store sought bankruptcy protection. William Langley, CFO of the Debtors, explained that given the overwhelming support for the Plan and the Debtors' extreme cash shortage, the Debtors and their key stakeholders elected to pursue a prepackaged restructuring on a quick but properly-noticed timeline that significantly benefits all parties by minimizing potential uncertainty, impact on the Debtors' business, and implementation costs. "As of the Petition Date, the Debtors have limited to no cash reserves on hand or committed debtor-in-possession financing. Additionally, the milestones under the [Restructuring Support Agreement] require that the Debtors obtain confirmation of the Plan by February 24, 2021. Accordingly, it is imperative that the Debtors obtain confirmation of the Plan at the first-day hearing and that Restructuring Transactions be implemented promptly thereafter. Because the Plan (a) has been accepted by holders of 99% of First Lien Term Loan Claims (Class 4), 100% of Second Lien Term Loan Claims (Class 5) and 100% of the Interests in Debtor Fashion Holdings Intermediate LLC (Class 9); and (b) pays all other non-funded debt claims in full, a prolonged stay in chapter 11 will not only jeopardize the value-maximizing restructuring, but will also put the entire enterprise at significant risk, which could result in the loss of approximately 17,000 jobs and the closing of 291 stores," Mr. Langley explained. Belk says it has taken all appropriate procedural steps to provide sufficient notice to all stakeholders of the proposed restructuring and the anticipated timeline of these prepackaged chapter 11 cases: * On Jan. 26, 2021, the Debtors launched solicitation of the Plan and distributed the Plan, the Disclosure Statement, and ballots to all members of the voting classes. * On Jan. 26, 2021, the Debtors posted the Plan, Disclosure Statement, RSA, and a notice of the proposed restructuring, the anticipated case timeline, and related procedural matters (the "Confirmation Hearing Notice") to Prime Clerk's public website. * On Jan. 26, 2021, the Debtors served the Confirmation Hearing Notice on all reasonably known parties in interest and potential parties in interest, consisting of more than 90,000 parties, directing interested parties to review the Plan and Disclosure Statement on Prime Clerk's public website. * On Jan. 29, 2021, a short-form version of the Confirmation Hearing Notice was published in the New York Times (National Edition) and in the Charlotte Observer. * On Feb. 9, 2021, the Debtors posted proposed forms of certain of the first-day pleadings on Prime Clerk's public website. * On Feb. 18, 2021, the Debtors posted the Plan Supplement to Prime Clerk's public website; the Debtors also served notice of the posting of the Plan Supplement and the first-day pleadings on the parties in interest. * On Feb. 22, 2021, the Debtors posted a supplement to the Plan Supplement and proposed forms of the Debtors' confirmation materials to Prime Clerk's public website; the Debtors also served notice of the posting of the supplement to the Plan Supplement and the proposed forms of the confirmation materials on the parties in interest. The Plan and the RSA provide the Debtors with a clear and viable path to execute an orderly, value-maximizing restructuring on an expedited timeline that will minimize disruptions to the Debtors' business operations. The restructuring transactions embodied in the Plan will eliminate approximately $450 million of the Debtors' prepetition funded debt obligations, materially reduce the Debtors' go-forward debt service, and provide the Reorganized Debtors with $225 million in new money term loans. Importantly, this will allow the Debtors to satisfy all trade, customer, and other non-funded debt claims in full in the ordinary course of business, continue to employ their approximately 17,000 employees, and keep all 291 store locations open. Given the overwhelming support for the Debtors' restructuring, the Debtors elected to pursue an expedited prepackaged restructuring to maximize value by minimizing both the costs of restructuring and the impact on the Debtors' businesses. The Debtors anticipate commencing the Chapter 11 Cases on or before February 24, 2021, and requesting confirmation of the Plan on the same day, or as soon as reasonably practicable thereafter. The Debtors intend to submit motions to avoid the need for filing schedules of assets and liabilities and statements of financial affairs, which will provide them with significant cost savings. Accordingly, the RSA contains certain milestones, including both securing confirmation of the Plan and the occurrence of the Effective Date by Feb. 26. The timeline from the submission of the Disclosure Statement to the anticipated confirmation hearing provides all parties in interest a full and fair opportunity to participate in the process. A copy of the Plan Confirmation Order entered Feb. 24, 2021, is available at https://bit.ly/2ZMXS3X About Belk Inc. Belk, Inc., is an American department store chain founded in 1888 by William Henry Belk in Monroe, North Carolina. Now based in Charlotte, Belk serves customers at nearly 300 Belk stores in 16 Southeastern states, at belk.com and through the mobile app. The company was acquired by Sycamore Partners in a transaction valued at $3 billion in December 2015. Store closures and suppressed consumer demand from COVID-19 have affected Belk and other retailers. Belk raised alarms among suppliers in late 2020 after delaying vendor payments for months amid pandemic shutdowns. Belk announced Jan. 26, 2021, that it has reached agreement on terms of a prepackaged plan negotiated by its majority owner, Sycamore Partners, with the holders of more than 75% of its first-lien term loan debt and holders of 100% of its second-lien term loan debt. Belk Inc. and 17 of its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-30630) on Feb. 23, 2021, hoping to confirm its prepackaged plan just a day after its bankruptcy filing. Under the Plan, Sycamore Partners will retain majority control of Belk. The retailer has received financing commitments for $225 million in new capital from Sycamore Partners, investment firms KKR and Blackstone Credit, and certain existing first-lien term lenders. Members of an ad hoc crossover lender group led by KKR Credit and Blackstone Credit and other participating lenders will acquire minority ownership. The Plan will reduce debt by $450 million. Belk estimated at least $1 billion in assets and liabilities as of the bankruptcy filing. The Debtors tapped Kirkland & Ellis LLP as restructuring counsel and Lazard Frères & Co. LLC as investment banker. Alvarez and Marsal Holdings, Inc., have been onboard as restructuring advisor since April 2020. Prime Clerk LLC is the claims and solicitation agent. Sycamore Partners Management, L.P as Plan Sponsor engaged Latham & Watkins, LLP, as legal advisor; the Ad Hoc Crossover Lender Group engaged Willkie Farr & Gallagher LLP, as legal advisor, and PJT Partners LP, as investment banker; and the Ad Hoc First Lien Term Lender Group engaged O'Melveny & Myers LLP, as legal advisors, and Evercore LLC, as investment banker. BELK INC: Hein Park, Davidson Kempner Backstop Bankruptcy Exit -------------------------------------------------------------- Eliza Ronalds-Hannon of Bloomberg News reports that department store chain Belk Inc. aims to complete its bankruptcy, scheduled for Feb. 24, 2021, with $225 million in new debt financing backstopped by lenders including Davidson Kempner Capital Management and Hein Park Capital Management LP, according to documents filed with claims agent Prime Clerk. The lenders will receive $12 million in fees in exchange for their pledge to provide $125 million of the loan as a backstop, documents show. Other lenders in the group include Nuveen Asset Management, Jefferies Leveraged Credit Products, Greywolf Loan Management, Voya Investment Management and Guggenheim Partners Investment Management Sycamore Partners. About Belk Inc. Belk, Inc., is an American department store chain founded in 1888 by William Henry Belk in Monroe, North Carolina. Now based in Charlotte, North Carolina, serves customers at nearly 300 Belk stores in 16 Southeastern states, at belk.com and through the mobile app. The company was acquired by Sycamore Partners in a transaction valued at $3 billion in December 2015. Store closures and suppressed consumer demand from COVID-19 have affected Belk and other retailers. Belk raised alarms among suppliers in late 2020 after delaying vendor payments for months amid pandemic shutdowns. Belk announced Jan. 26, 2021, that it has reached agreement on terms of a prepackaged plan negotiated by its majority owner, Sycamore Partners, with the holders of more than 75 percent of its first-lien term loan debt and holders of 100 percent of its second-lien term loan debt. Belk Inc. and 17 of its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-30630) on Feb. 23, 2021, hoping to confirm its prepackaged plan just a day after its bankruptcy filing. Under the Plan, Sycamore Partners will retain majority control of Belk. The retailer has received financing commitments for $225 million in new capital from Sycamore Partners, investment firms KKR and Blackstone Credit, and certain existing first-lien term lenders. Members of an ad hoc crossover lender group led by KKR Credit and Blackstone Credit and other participating lenders will acquire minority ownership. The Plan will reduce debt by $450 million. Belk estimated at least $1 billion in assets and liabilities as of the bankruptcy filing. The Debtors tapped Kirkland & Ellis LLP as restructuring counsel and Lazard Frères & Co. LLC as investment banker. Alvarez and Marsal Holdings, Inc., have been onboard as restructuring advisor since April 2020. Prime Clerk LLC is the claims and solicitation agent. Sycamore Partners Management, L.P ("Sponsor") engaged Latham & Watkins, LLP, as legal advisor; the Ad Hoc Crossover Lender Group engaged Willkie Farr & Gallagher LLP, as legal advisor, and PJT Partners LP, as investment banker; and the Ad Hoc First Lien Term Lender Group engaged O'Melveny & Myers LLP, as legal advisors, and Evercore LLC, as investment banker. BELK INC: Parties Have Until March 31 to Opt Out of Releases ------------------------------------------------------------ After agreeing to confirm Belk, Inc.'s Prepackaged Plan just a day -- or hours -- after the department store sought bankruptcy protection, Bankruptcy Judge Marvin Isgur on Feb. 24, 2021, entered a "Due Process Preservation Order" in the case. The Order provides that each person and governmental unit will have until March 31, 2021, to elect to opt out of the releases contained in the Plan or the Confirmation Order. The Debtors are ordered to prepare, in consultation with the United States Trustee, an appropriate opt out notice to be served on each "Releasing Party" along with a copy of the Plan Preservation Order. The Court will conduct a hearing on March 1, 2021 at 4:00 p.m. to approve the form of notice. Any holder of a claim in Classes 1, 2, 3, 6, or 8, whether or not the claim is an allowed claim, may resolve any dispute with the Debtors about the payment or allowance of its claim in either (i) any court of competent jurisdiction; (ii) any arbitration tribunal to the extent that such claim is arbitrable under applicable non-bankruptcy law; or (iii) this Court. The Debtors are barred from commencing any dispute in this Court to resolve any such dispute, and may not remove any such dispute to Federal Court on the basis of jurisdiction arising under Sec. 1334. Provided, the Court retains exclusive jurisdiction and will determine the application of(i)the statutory limitations contained in Sections 502(a)(2), 502(a)(3), 502(a)(6), 502(a)(7), and 502(a)(8) of the Bankruptcy Code; and (ii) the limitations contained in sections 502(d), 502(e) and 502(h) of the Bankruptcy Code. The Court retains exclusive jurisdiction over the allowance and treatment of claims and interests in Classes 4, 5 and 9. The exculpation provisions in the Plan and the Confirmation Order are limited to those exculpations that are permitted by In re Pac. Lumber Co.,584 F.3d 229 (5th Cir. 2009). This Court retains exclusive jurisdiction to determine the application and scope of the exculpation provisions. Any person or governmental unit alleging that it had inadequate due process notice and opportunity to object to the Plan or Confirmation order may file an objection to the Plan or Confirmation Order not later than March 31, 2021. The Court will conduct an initial status conference on any such objection on April 5, 2021 at 9 a.m. If any person or government unit demonstrates a deprivation of its due process rights, the Court will issue an appropriate order that fully vindicates those due process rights. No prejudice will be imposed on any such person or governmental unit based on estoppel or mootness as a consequence of the Plan or the Confirmation Order. Any person or governmental unit may seek an emergency hearing at any time to assure that their due process rights are fully protected. About Belk Inc. Belk, Inc., is an American department store chain founded in 1888 by William Henry Belk in Monroe, North Carolina. Now based in Charlotte, Belk serves customers at nearly 300 Belk stores in 16 Southeastern states, at belk.com and through the mobile app. The company was acquired by Sycamore Partners in a transaction valued at $3 billion in December 2015. Store closures and suppressed consumer demand from COVID-19 have affected Belk and other retailers. Belk raised alarms among suppliers in late 2020 after delaying vendor payments for months amid pandemic shutdowns. Belk announced Jan. 26, 2021, that it has reached agreement on terms of a prepackaged plan negotiated by its majority owner, Sycamore Partners, with the holders of more than 75% of its first-lien term loan debt and holders of 100% of its second-lien term loan debt. Belk Inc. and 17 of its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-30630) on Feb. 23, 2021, hoping to confirm its prepackaged plan just a day after its bankruptcy filing. Under the Plan, Sycamore Partners will retain majority control of Belk. The retailer has received financing commitments for $225 million in new capital from Sycamore Partners, investment firms KKR and Blackstone Credit, and certain existing first-lien term lenders. Members of an ad hoc crossover lender group led by KKR Credit and Blackstone Credit and other participating lenders will acquire minority ownership. The Plan will reduce debt by $450 million. Belk estimated at least $1 billion in assets and liabilities as of the bankruptcy filing. The Debtors tapped Kirkland & Ellis LLP as restructuring counsel and Lazard Frères & Co. LLC as investment banker. Alvarez and Marsal Holdings, Inc., have been onboard as restructuring advisor since April 2020. Prime Clerk LLC is the claims and solicitation agent. Sycamore Partners Management, L.P as Plan Sponsor engaged Latham & Watkins, LLP, as legal advisor; the Ad Hoc Crossover Lender Group engaged Willkie Farr & Gallagher LLP, as legal advisor, and PJT Partners LP, as investment banker; and the Ad Hoc First Lien Term Lender Group engaged O'Melveny & Myers LLP, as legal advisors, and Evercore LLC, as investment banker. BELK INC: Plan Says $443MM Unsecured Claims Unimpaired ------------------------------------------------------ Belk, Inc., and 17 affiliated debtors sought Chapter 11 protection on Feb. 23, 2021, with a prepackaged plan that will eliminate approximately $450 million of the Debtors' prepetition funded debt obligations, materially reduce go-forward debt service, and provide Belk with $225 million in new money term loans. As of Jan. 25, 2021, the Debtors have $1.91 billion of funded debt (exclusive of outstanding letters of credit), consisting of: * $357.50 million outstanding in principal amount under the ABL Facility; * $999.45 million outstanding in principal amount under the First Lien Term Loan Facility; and * $550.00 million outstanding in principal amount under the Second Lien Term Loan Facility. In advance of the Petition Date, the Debtors engaged in extensive arm's-length, good faith negotiations with certain Term Lenders and the Sponsor regarding the terms of a consensual restructuring transaction. On Jan. 26, 2021, the Debtors entered into the Restructuring Support Agreement with (a) Term Lenders holding more than 75% of the outstanding First Lien Term Loan Claims and 100% of the outstanding Second Lien Term Loan Claims, and (b) the Sponsor. Over the past month since the execution of the RSA, additional holders of First Lien Term Loan Claims have signed joinders to the RSA, such that holders of approximately 99% of the outstanding First Lien Term Loan Claims are now party to the RSA. Pursuant to the RSA, the Consenting Stakeholders have agreed to support the Restructuring Transactions set forth in the Plan and other Definitive Documentation that will maximize stakeholder recoveries and position the Debtors for future success. A key component of the negotiated Restructuring Transactions is an infusion of $225 million of new money in the form of new "first lien first-out" term loans. The New FLFO New Money Loans are backstopped by certain Term Lenders and the Sponsor Backstop Party pursuant to a backstop commitment agreement executed concurrently with and incorporated into the RSA. The Restructuring Transactions contemplated by the RSA and the Plan will deleverage the Debtors' balance sheet by approximately $450 million, materially reduce the Debtors' debt service payments, and provide the Reorganized Debtors with $225 million of fully-committed new money term loans. The restructuring transactions under the Plan provide that: * Allowed ABL Facility Claims totaling $383 million in Class 3 will either be (a) paid in full in cash, with outstanding letters of credit being replaced or cash collateralized; or (b) refinanced by the New ABL Facility, with accrued, unpaid non-default interest being paid in cash. The class is projected to recover 100% under the Plan. * First Lien Term Loan Claims totaling $999.4 million in Class 4 will each receive, in full and final satisfaction of such Claim New FLSO Loans in a principal amount equal to 55.0% of such Holder's Allowed First Lien Term Loan Claim provided, that all accrued and unpaid amortization and interest (at the default rate) on the principal amount of such Claim through the Petition Date shall be paid in full in Cash on the Effective Date. The class is projected to recover 55.1% to 81.1% under the Plan. * Second Lien Term Loan Claims totaling $550 million in Class 5 receive, in full and final satisfaction of such Claim (i) New FLSO Loans in a principal amount equal to 15.0% of such Holder's Allowed Second Lien Term Loan Claim; (ii) New Second Lien Term Loans in a principal amount equal to 20.0% of such Holder's Allowed Second Lien Term Loan Claim; and (iii) its pro rata share of 34.9% of the New Common Stock; provided, that all accrued and unpaid interest (at the default rate) on the principal amount of such Claim through the Petition Date shall be paid in full in cash on the Effective Date. Class 5 will recover 35% under the Plan. * Holders of general unsecured claims totaling $443 million in Class 6 will recover 100% under the Plan. * All Class 9 Interests (Interests in Fashion Holdings Intermediate LLC) will be reinstated, subject to dilution on account of the issuance of the New Common Stock. The legal, equitable, and contractual rights to which holders of Interests are entitled will otherwise remain unaltered. The Debtors will satisfy all trade, customer, and other non-funded debt claims in full in the ordinary course of business, continue to employ their approximately 17,000 employees, and keep all 291 store locations open. A copy of the Disclosure Statement filed Feb. 23, 2021, is available at https://bit.ly/2OYk2xZ A copy of the Plan Supplement is available at https://bit.ly/3bwL2fI A copy of the First Supplement to the Plan Supplement is available at https://bit.ly/3uvP8NW New Money Financing and Backstop Commitments The New Term Loans to be issued under the New First Lien Credit Facility will consist of (a) $225 million of New FLFO New Money Loans, (b) $75 million of New FLFO Roll-Up Loans, and (c) $812.9 million of exchange "first lien second-out" term loans. Of the $225 million of New FLFO New Money Loans, $83.3 million was offered on a pro rata basis to holders of First Lien Term Loan Claims, approximately $41.7 million was offered on a pro rata basis to holders of Second Lien Term Loan Claims, and approximately $100 million is backstopped by the Sponsor Backstop Party. Importantly, each Term Lender was offered the opportunity to provide its pro rata portion of the New FLFO New Money Loans, as well as oversubscribe and fund (on a limited, ratable basis) a portion of the New FLFO New Money Loans backstopped by the Sponsor Backstop Party. The New FLFO Roll-Up Loans will roll up $30 million of First Lien Term Loans held by the Lender Backstop Parties and $45 million of First Lien Term Loans held by those First Lien Term Lenders that fund at least their ratable share of the $83.3 million of New FLFO New Money Loans offered to First Lien Term Lenders. On the Effective Date, as consideration for the Lender Backstop Parties' respective Backstop Commitments: (a) each Lender Backstop Party will receive its ratable share of cash equal to 10.00% of the aggregate principal amount of the New FLFO New Money Loans committed by such Lender Backstop Party pursuant to the BCA (the "Lender Backstop Commitment Premium"); and (b) each First Lien Term Lender that is also a Lender Backstop Party will receive its ratable share of $30 million of the New FLFO Roll-Up Loans. A supplemental $12 million cash fee will also be paid to and divided among certain of the Lender Backstop Parties pursuant to the terms and conditions set forth in the BCA. Each Term Lender that funds at least its pro rata share of the $125 million of New FLFO New Money Loans will receive, on the Effective Date, as consideration for such funding, its ratable share of 15 percent of the New Common Stock. Additionally, each First Lien Term Lender that funds at least its pro rata share of two-thirds of the $125 million ($83.3 million) of the New FLFO New Money Loans will receive (a) its ratable share of $45 million of the New FLFO Roll-Up Loans, and (b) New FLSO Loans equal to 25.00% of the principal amount of such First Lien Term Lender's First Lien Term Loans (as reduced by the amount of New FLFO Roll-Up Loans received by such First Lien Term Lender)). About Belk Inc. Belk, Inc., is an American department store chain founded in 1888 by William Henry Belk in Monroe, North Carolina. Now based in Charlotte, Belk serves customers at nearly 300 Belk stores in 16 Southeastern states, at belk.com and through the mobile app. The company was acquired by Sycamore Partners in a transaction valued at $3 billion in December 2015. Store closures and suppressed consumer demand from COVID-19 have affected Belk and other retailers. Belk raised alarms among suppliers in late 2020 after delaying vendor payments for months amid pandemic shutdowns. Belk announced Jan. 26, 2021, that it has reached agreement on terms of a prepackaged plan negotiated by its majority owner, Sycamore Partners, with the holders of more than 75% of its first-lien term loan debt and holders of 100% of its second-lien term loan debt. Belk Inc. and 17 of its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-30630) on Feb. 23, 2021, hoping to confirm its prepackaged plan just a day after its bankruptcy filing. Under the Plan, Sycamore Partners will retain majority control of Belk. The retailer has received financing commitments for $225 million in new capital from Sycamore Partners, investment firms KKR and Blackstone Credit, and certain existing first-lien term lenders. Members of an ad hoc crossover lender group led by KKR Credit and Blackstone Credit and other participating lenders will acquire minority ownership. The Plan will reduce debt by $450 million. Belk estimated at least $1 billion in assets and liabilities as of the bankruptcy filing. The Debtors tapped Kirkland & Ellis LLP as restructuring counsel and Lazard Frères & Co. LLC as investment banker. Alvarez and Marsal Holdings, Inc., have been onboard as restructuring advisor since April 2020. Prime Clerk LLC is the claims and solicitation agent. Sycamore Partners Management, L.P as Plan Sponsor engaged Latham & Watkins, LLP, as legal advisor; the Ad Hoc Crossover Lender Group engaged Willkie Farr & Gallagher LLP, as legal advisor, and PJT Partners LP, as investment banker; and the Ad Hoc First Lien Term Lender Group engaged O'Melveny & Myers LLP, as legal advisors, and Evercore LLC, as investment banker. BELK INC: UST Opposed to One-Day Bankruptcy, Balks at Releases -------------------------------------------------------------- Kevin M. Epstein, the United States Trustee for Region 7, opposed the bid by Belk Inc., et al., to seek confirmation of their prepackaged Chapter 11 Plan within hours of filing for bankruptcy protection. "The Debtors seek to confirm a plan within hours of filing for bankruptcy, which would enable them to race through chapter 11 too quickly and deprive parties-in-interest, governmental agencies, and the Court sufficient time to evaluate -- let alone respond or object to -- the Plan. The process here sharply deviates from the Bankruptcy Code's qualified and carefully crafted authorization of pre-packaged bankruptcy plans. Indeed, those parties-in-interest fortunate enough to be aware of the filing of these chapter 11 cases were saddled with a deadline to object to the Plan and Disclosure Statement -- as well as lengthy supporting documentation -- before the Petition Date," the U.S. Trustee said. "The commencement of a bankruptcy case provides all parties with corresponding rights and obligations. The Debtors here want to have their cake and eat it too by foisting obligations onto others before shouldering the responsibilities held by Court-supervised debtors-in-possession. Similarly, the pace of these proceedings has spawned a litany of practical problems that range from the inability to create an evidentiary record to support the sweeping findings that the Debtors ask this court to make in the confirmation order to the inability of landlords to understand if leases will be assigned without their consent. Accordingly, the lack of adequate notice renders the Plan unconfirmable. "In addition, even if there were adequate notice, the Court should not confirm the Plan with the third-party releases and exculpation provisions because the releases are not truly consensual, and therefore not permitted under bankruptcy law, and because the Fifth Circuit has specifically held that this type of exculpation provision is impermissible under the Bankruptcy Code. Though the Debtors attempt to frame the third-party releases as consensual, they are not. First, the nearly full-page, one-paragraph, single-spaced release starts with a 630-word sentence with 92 commas and five parentheticals. It is, simply put, unintelligible. To assert that tens of thousands of creditors have consented to a release that someone with a law degree would struggle to understand and that a creditor without legal training could not be expected to comprehend, eviscerates any meaning of the word consent, all the more so when the party was required to object or opt-out before the case was even filed and without any explanation in the Plan that opting out has no effect on their claim. "Moreover, if a party was not a creditor on the day the debtors sent out the plan, but became one in the intervening period between solicitation and case filing, that creditor would not have received any notice of the third party release, but yet might be bound by it. These non-consensual third-party releases and the exculpation provisions both contravene section 524(e) under black letter Fifth Circuit law, and the Court should therefore deny confirmation unless the debtors remove these provisions from the Plan." About Belk Inc. Belk, Inc., is an American department store chain founded in 1888 by William Henry Belk in Monroe, North Carolina. Now based in Charlotte, Belk serves customers at nearly 300 Belk stores in 16 Southeastern states, at belk.com and through the mobile app. The company was acquired by Sycamore Partners in a transaction valued at $3 billion in December 2015. Store closures and suppressed consumer demand from COVID-19 have affected Belk and other retailers. Belk raised alarms among suppliers in late 2020 after delaying vendor payments for months amid pandemic shutdowns. Belk announced Jan. 26, 2021, that it has reached agreement on terms of a prepackaged plan negotiated by its majority owner, Sycamore Partners, with the holders of more than 75% of its first-lien term loan debt and holders of 100% of its second-lien term loan debt. Belk Inc. and 17 of its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-30630) on Feb. 23, 2021, hoping to confirm its prepackaged plan just a day after its bankruptcy filing. Under the Plan, Sycamore Partners will retain majority control of Belk. The retailer has received financing commitments for $225 million in new capital from Sycamore Partners, investment firms KKR and Blackstone Credit, and certain existing first-lien term lenders. Members of an ad hoc crossover lender group led by KKR Credit and Blackstone Credit and other participating lenders will acquire minority ownership. The Plan will reduce debt by $450 million. Belk estimated at least $1 billion in assets and liabilities as of the bankruptcy filing. The Debtors tapped Kirkland & Ellis LLP as restructuring counsel and Lazard Frères & Co. LLC as investment banker. Alvarez and Marsal Holdings, Inc., have been onboard as restructuring advisor since April 2020. Prime Clerk LLC is the claims and solicitation agent. Sycamore Partners Management, L.P as Plan Sponsor engaged Latham & Watkins, LLP, as legal advisor; the Ad Hoc Crossover Lender Group engaged Willkie Farr & Gallagher LLP, as legal advisor, and PJT Partners LP, as investment banker; and the Ad Hoc First Lien Term Lender Group engaged O'Melveny & Myers LLP, as legal advisors, and Evercore LLC, as investment banker. BELZO LLC: Appleby Buying Rockaway Compounding Business for $75K ---------------------------------------------------------------- Belzo, LLC, doing business as Rockaway Pharmacy & Compounding, filed with the U.S. Bankruptcy Court for the District of New Jersey a notice of its proposed sale of all equipment, tools, inventory and good will associated with its compounding business to Curtis Appleby for $75,000, free and clear of liens, claims and encumbrances. A hearing on the Motion is set for March 23, 2021, at 10:00 a.m. The Debtor operates a retail pharmacy located at 25 West Main Street, Rockaway, New Jersey ("Premises"). Pursuant to a contract of sale, dated July 18, 2014; and a bill of sale, dated Aug. 4, 2014, the Debtor acquired all of the assets of Alblez Inc., consisting of the retail pharmacy business of Rockaway Pharmacy & Compounding, including inventory, accounts receivable, fixtures, equipment, prescription records and files, good will, and related assets. It also received an assignment of a lease, dated Aug. 9, 2005, for the Premises. Upon the completion of the acquisition, the Debtor operated a retail pharmacy and compounding business at the Premises, where it continues to still operate today. An individual named Greg DePaolo is the sole member and managing member of the Debtor. The Debtor currently employs two full time employees, including Mr. DePaolo, and six part-time employees. Pursuant to an Order, dated Jan. 27, 2021, the Court approved sale and bid procedures with respect to the sale of the Debtor's main retail pharmacy business. The Debtor expects that such sale to the "Stalking Horse" will be approved by the Court at a hearing to be conducted; and consummated within a few weeks thereafter. The Stalking Horse and potential other bidders regarding such sale had no interest in acquiring the compounding business. Pursuant to a contract dated Dec. 2018, Henry J. Gialanella Associates, Inc. ("Associates") agreed to sell the Compounding Business to the Debtor for a price of $75,000. Such purchase price was paid in full at the closing, which occurred in December 2018. Subsequently, the Debtor has operated the Compounding Business in conjunction with its main business of operating a retail pharmacy. It does not maintain separate books and records for the Compounding Business. Mr. DePaolo estimates that he is currently filling approximately 140 compounding prescriptions each week; with an average gross sale price of $45 per prescription. Thus, Mr. DePaolo estimates that the gross sales generated by the compounding business are approximately $25,000 each month. The Buyer is purchasing the Compounding Business on the same terms utilized two years ago when the Debtor acquired the Compounding Business from Associates. The Buyer has a long-standing personal relationship with Greg DePaolo, the Debtor's principal. The Buyer expects to employ Mr. DePaolo for purposes of managing the daily operations of the Compounding Business. A copy of the proposed Asset Purchase Agreement ("APA") regarding the sale of the Compounding Business to the Buyer will be filed with the Court shortly. The APA will provide for the Buyer to acquire the Compounding Assets for a price of $75,000, payable at the closing. The Buyer has agreed to deposit a down payment of $7,500 in his counsel's trust account. The Buyer has agreed to hire Mr. DePaolo to manage the daily operations of the Compounding Business. Mr. DePaolo will receive an annual salary of $90,000, plus health insurance benefits. As set forth in the Certification of Greg DePaolo, submitted simultaneously with the Motion, the Compounding Business is a niche business. The value of such business is heavily dependent upon Mr. DePaolo's relationships with the medical and veterinarian personnel that order compounding prescriptions from the Debtor. The Debtor submits that the most viable method for monetizing the Compounding Business is through the proposed sale to the Buyer. The Debtor submits that its Compounding Business is a "relationship business," similar to a dental practice, or other professional practice, where having the relationships with doctors, veterinarians and other referral sources are critical to the value of the Compounding Business. The Debtor has multiple creditors that assert secured claims herein. Cardinal Health LLC has a first lien upon the Debtor's assets; and has filed a Proof of Claim asserting a balance due in excess of $420,000. Cardinal Health's proof of claim reflects a balance due of $427,386.18. The Debtor has granted various liens upon its assets to several high interest rate lenders. All of these lenders are subordinate to Cardinal’s first lien upon the Debtor's assets. The Debtor obtained a loan from Bankers Healthcare Group in December 2018. Bankers Healthcare filed a Proof of Claim asserting a balance due of $111,548.38. Upon information and belief, Bankers Healthcare filed a UCC Financing Statement encumbering the Debtor's assets. Kapitus Servicing asserts that it holds a third lien upon the Debtor's assets, and has filed a Proof of Claim reflecting a balance due of $172,782.58. The Debtor also received a loan from The Fundworks ("FW") on Dec. 9, 2019 in the amount of $90,000. FW filed a UCC Financing Statement with the New Jersey Division of Commercial Recording on Aug. 7, 2019, UCC Financing Statement number 535301110. FW's Proof of Claim asserts a balance due of $80,977.72. The sale will be free and clear of any interests or liens. Notice of the Motion and proposed form of Order has been served on the United States Trustee for the District of New Jersey, all secured creditors of the estate and all parties who have filed a Notice of Appearance. In addition, the Clerk, the Court has circulated a Notice of Proposed Private Sale to all creditors. The Debtor is asking to close upon the sale of the Compounding Assets quickly and remove all such assets from the Debtor's premises within a few days of the hearing upon the application to avoid any rent obligations after March 31 at the Debtor's premises. Therefore, the Debtor respectfully asks waiver of the stay provided by Rule 6004(h) to allow the closing to proceed quickly. A copy of the APA is available at https://tinyurl.com/8skp2m2c from PacerMonitor.com free of charge. The Purchaser: Gregory DePaolo c/o Rockaway Pharmacy 25 West Main Street Rockaway, NJ 07866 Telephone: (973) 625-8558 E-mail: gregorydepaolo@optonline.com The Purchaser is represented by: J. David Woods, Esq. 6 Pompton Avenue Cedar Grove, NJ 07009 Telephone: (973) 525-6603 E-mail: dwoods@davidwoodslaw.com About Belzo LLC Belzo LLC operates as a full service Morris County pharmacy and compounding center. Belzo LLC d/b/a Rockaway Pharmacy & Compounding, based in Rockaway, NJ, filed a Chapter 11 petition (Bankr. D.N.J. 20-21322) on Oct. 5, 2020. The petition was signed by Greg DePaolo, managing member. In its petition, the Debtor disclosed $572,500 in assets and $1,761,853 in liabilities. Cullen and Dykman LLP, serves as bankruptcy counsel to the Debtor. BEP ULTERRA: Moody's Completes Review, Retains B3 CFR ----------------------------------------------------- Moody's Investors Service has completed a periodic review of the ratings of BEP Ulterra Holdings, Inc. and other ratings that are associated with the same analytical unit. The review was conducted through a portfolio review discussion held on February 17, 2021 in which Moody's reassessed the appropriateness of the ratings in the context of the relevant principal methodology(ies), recent developments, and a comparison of the financial and operating profile to similarly rated peers. The review did not involve a rating committee. Since January 1, 2019, Moody's practice has been to issue a press release following each periodic review to announce its completion. This publication does not announce a credit rating action and is not an indication of whether or not a credit rating action is likely in the near future. Credit ratings and outlook/review status cannot be changed in a portfolio review and hence are not impacted by this announcement. Key rating considerations BEP Ulterra Holdings, Inc.'s (Ulterra) B3 Corporate Family Rating reflects its small-scale production and single product focus on Polycrystalline Diamond Compact (PDC) drill-bits and is backed by private equity. Ulterra's rating further reflects that with the slowdown in drilling activity, Ulterra is managing a lower level of demand for its products. To match the declining operating cash flows, the company has been reducing costs and capital spending. Ulterra benefits from a relatively high variable cost structure and has a track record of managing operations within cash flow through cyclical troughs. While Ulterra's leverage is expected to increase significantly and slowly recover in line with drilling activity, Moody's expects the company to generate free cash flow and maintain an adequate liquidity position. The principal methodology used for this review was Global Oilfield Services Industry Rating Methodology published in May 2017. BEST VIEW: Loves Buying Six Canyon County Parcels for $4.35 Million ------------------------------------------------------------------- Best View Construction & Development, LLC, asks the U.S. Bankruptcy Court for the District of Idaho to authorize the sale of six parcels of property known as Best View Quads, located in Canyon County and legally described as Lots 1 through 6, Block 1, of Best View Quads Subdivision as shown on the official plat thereof, filed in Book 48 of Plats at page 47, records of Canyon County, Idaho, to Annette and David Love for $4.35 million, subject to overbid. The sale will be a public auction commencing on March 17, 2021, at 4:00 p.m. (MT), at the offices of Angstman Johnson located at 199 N. Capitol Blvd., Suite 200, Boise, Idaho 83702. The Objection Deadline is March 10, 2021. The Property, which consists of six separate parcels, will be sold as a combined group sale and will be sold to the highest bidder for not less than a gross purchase price of $4.35 million. Best View has received and accepted from the Buyers, subject to higher bids and Court approval, an offer of $4.35 million for the purchase of the Property. The Purchase Agreement is the product of an arms'-length and good faith negotiation between Best View and the Buyers. Based on the negotiated purchase price, Best View believes the fair market value of the Property is approximately equal to the sale price (subject to potentially higher bids at the auction sale). Further, Best View believes selling the properties in a bulk sale (rather than individual parcels) is the best way to ensure a sale of all parcels, rather than a sale of just some parcels. The closing will be held at the convenience of the parties as soon after Court approval as possible. The Purchase Agreement contemplates rolling closing dates within approximately six months of the approval of the sale. The opening bid price will be the Buyers' bid of $4.35 million. Any competing overbids will start at $4.36 million. Minimum bid increments thereafter will be $10,000. Bidders may bid in increments of more than $10,000 if desired. To participate in the auction, an overbidder must submit to the Debtor in Possession, at least prior to the start of the auction, certified funds in the amount of $300,000, payable to "Best View Construction & Development, LLC." Should the overbidder be the winning bidder, these funds will be retained by the Debtor in Possession as a nonrefundable deposit for application against the purchase price at the closing and subject to the terms of the PSA between the parties, or returned to the overbidder if the Court does not approve the sale. The certified funds of unsuccessful bidders will be refunded to those parties after the auction. Any successful overbidders will be expected to immediately execute a purchase agreement with substantially-identical terms to the agreement. The Property is to be sold free and clear of all liens and encumbrances with all liens (if any) to attach to the sale proceeds or paid at closing. The Debtor will not incur Realtor-related closing costs, except for the Buyers' Realtor, who will be paid Realtor fees of 3% of the purchase price. Existing liens on the Property will either be paid at closing in agreed-upon amounts or will be released by the lienholders prior to closing. In the event of existing liens on the Property that are not paid by the sale proceeds, the liens are not being paid pursuant to 11 U.S.C. Section 363(f)(4), as any such interests in the Property are subject to a bona fide dispute and will only be paid if later proved valid. Best View asks the Court to allow payment at closing of the liens and administrative expenses associated with the sale, to include closing costs and escrow fees. It proposes that the purchase prices be distributed in the following approximate amounts at the time of closing (the sales are anticipated to close in reverse order, Lots 5 & 6 first, followed by Lots 2, 3 and 4, and ending with Lot 1): a. Lot 1 - Purchase Price: $725,000 Deductions: Estimated payment to Obraza Family Trust ($125,000) Estimated payment to Broadmark (postpetition loan) ($200,000) Estimated Realtor Fees (Buyer's Realtor) ($ 21,750) Estimated Closing Costs ($ 14,500) Net Proceeds: $363,750 b. Lot 2 - Purchase Price: $725,000 Deductions: Estimated payment to Broadmark (postpetition loan) ($240,000) Estimated payment to Susan Perry ($ 25,000) Estimated payment to Broadmark (postpetition loan) ($250,000) Estimated Realtor Fees (Buyer's Realtor) ($ 21,750) Estimated Closing Costs ($ 14,500) Net Proceeds: $173,750 c. Lot 3 - Purchase Price: $725,000 Deductions: Estimated payment to Broadmark (postpetition loan) ($240,000) Estimated payment to Susan Perry ($125,000) Estimated payment to Broadmark (postpetition loan) ($250,000) Estimated Realtor Fees (Buyer's Realtor) ($ 21,750) Estimated Closing Costs ($ 14,500) Net Proceeds: $ 73,750 d. Lot 4 - Purchase Price: $725,000 Deductions: Estimated payment to Broadmark (postpetition loan) ($240,000) Estimated payment to Sherman Leibow ($125,000) Estimated payment to Broadmark (postpetition loan) ($320,000) Estimated Realtor Fees (Buyer's Realtor) ($ 21,750) Estimated Closing Costs ($ 14,500) Net Proceeds: $ 3,750 e. Lot 5 - Purchase Price: $725,000 Deductions: Estimated payment to Broadmark (postpetition loan) ($240,000) Estimated payment to Broadmark (postpetition loan) ($448,750) Estimated Realtor Fees (Buyer's Realtor) ($ 21,750) Estimated Closing Costs ($ 14,500) Net Proceeds: $ 0 f. Lot 6 - Purchase Price: $725,000 Deductions: Estimated payment to Broadmark (postpetition loan) ($240,000) Estimated payment to Joe Silva Living Trust ($375,000) Estimated payment to PCS (if allowed) ($ 4,600) Estimated payment to Broadmark (postpetition loan) ($ 69,150) Estimated Realtor Fees (Buyer's Realtor) ($ 21,750) Estimated Closing Costs ($ 14,500) Net Proceeds: $ 0 The actual deductions for unpaid liens, property taxes, closing costs, etc., may vary depending on the actual closing date. The Property appears to be currently encumbered by certain Deeds of Trust, tax liens, vendee's liens and other encumbrances. Best View asks approval of the sale pursuant to 11 U.S.C. Section 363(f)(2), (3) or (4). The specific interests which appear to allegedly encumber the Property are identified, and the Debtor intends to pay those liens at closing as outlined. Based on its marketing efforts and offers received, Best View believes the purchase price is approximate to the fair market value of the property, based upon current market conditions in Canyon County, Idaho. Further, the Debtor intends to continue to market the Property up to the date of the auction noted. The proceeds for the sale of Property are sufficient to satisfy existing liens and leave funds left over for the remaining unsecured creditors. Best View approximates that the estimated net proceeds to be received by the estate as a result of the sale will be enough to satisfy its obligations to all creditors holding allowed unsecured claims. In the event certain claim objections proceedings result in the unsecured claims being allowed in the amount asserted, it estimates the net payments to creditors may be as low as 45% of the claim amount. Best View, in its best business judgment and based on the value of the sale, believes that the proposed sale is in the best interests of the Debtor, the bankruptcy estate, and the unsecured creditors. Based on the projected closing time periods, the Debtor projects the final Chapter 11 Plan payments may not be made until September or October 2021. It is slightly different than was projected in the Debtor's First Amended Chapter 11 Plan, which projected final Plan payments in May 2021. The Property is not subject to exemptions. The Property will be sold "as is, where is," and only with those warranties expressly outlined in the purchase contracts. The Debtor asks that approval of the sale be effective immediately and the 14-day stay imposed by Fed. R. Bankr. P 6004(h) and other rules be waived. A copy of the Agreements is available at https://tinyurl.com/59qlrre7 from PacerMonitor.com free of charge. About Best View Construction Best View Construction & Development, LLC -- http://bestviewidaho.com/-- is a licensed and fully insured real estate construction company specializing in modern and post modern themed developments. Best View Construction & Development, LLC, based in Nampa, ID, filed a Chapter 11 petition (Bankr. D. Idaho Case No. 20-00674) on July 22, 2020. The Hon. Joseph M. Meier presides over the case. In the petition signed by Gaven J. King, owner/manager, the Debtor disclosed $1,513,330 in assets and $2,819,123 in liabilities. ANGSTMAN JOHNSON, serves as bankruptcy counsel. BEST VIEW: Seeks March 18 Hearing on Sale of Canyon County Parcels ------------------------------------------------------------------ Best View Construction & Development, LLC, filed with the U.S. Bankruptcy Court for the District of Idaho a notice of its proposed sale of six parcels of property known as Best View Quads, located in Canyon County and legally described as Lots 1 through 6, Block 1, of Best View Quads Subdivision as shown on the official plat thereof, filed in Book 48 of Plats at page 47, records of Canyon County, Idaho, to Annette and David Love for $4.35 million, subject to overbid. On March 17, 2021, at 4:00 p.m. (MT), the Debtor will hold an auction at the Office of the Debtor's Counsel at 199 N. Capitol Blvd, Ste 200 Boise, Idaho 83702, to determine if higher bids are available for the Property. The Debtor has requested the Court to convene a hearing via Zoom on the Motion on March 18, 2021, at 9:00 a.m. (MT). The Objection Deadline is March 10, 2021. The Property will be sold to the highest bidder for not less than a gross purchase price of $4.35 million. Best View has received and accepted from the Buyers, subject to higher bids and Court approval, an offer of $4.35 million. The closing will be held as outlined in the purchase agreement. The opening bid price will be the Buyers' bid of $4.35 million. Any competing overbids will start at $4.36 million. Minimum bid increments thereafter will be $10,000. Bidders may bid in increments of more than $10,000 if desired. To participate in the auction, an overbidder must submit to the Debtor in Possession, at least prior to the start of the auction, certified funds in the amount of $300,000, payable to "Best View Construction & Development, LLC." Should the overbidder be the winning bidder, these funds will be retained by the Debtor in Possession as a nonrefundable deposit for application against the purchase price at the closing and subject to the terms of the PSA between the parties, or returned to the overbidder if the Court does not approve the sale. The certified funds of unsuccessful bidders will be refunded to those parties after the auction. Any successful overbidders will be expected to immediately execute a purchase agreement with substantially-identical terms to the agreement. The Property is to be sold free and clear of all liens and encumbrances, with all liens (if any) to attach to the sale proceeds or paid at closing. The Property will be sold "as is, where is," and only with those warranties expressly outlined in the purchase contracts. The Debtor asks that approval of the sale be effective immediately and the 14-day stay imposed by Fed. R. Bankr. P 6004(h) and other rules be waived. Based on the projected closing time periods for the sale of each lot, the Debtor projects the final Chapter 11 Plan payments may not be made until September or October 2021. It is slightly different than was projected in the Debtor's First Amended Chapter 11 Plan, which projected final Plan payments in May 2021. About Best View Construction Best View Construction & Development, LLC -- http://bestviewidaho.com/-- is a licensed and fully insured real estate construction company specializing in modern and post modern themed developments. Best View Construction & Development, LLC, based in Nampa, ID, filed a Chapter 11 petition (Bankr. D. Idaho Case No. 20-00674) on July 22, 2020. The Hon. Joseph M. Meier presides over the case. In the petition signed by Gaven J. King, owner/manager, the Debtor disclosed $1,513,330 in assets and $2,819,123 in liabilities. ANGSTMAN JOHNSON, serves as bankruptcy counsel. BLACKJEWEL LLC: Seeks Approval of Settlement with US, ESM & Contura ------------------------------------------------------------------- Blackjewel, LLC, and affiliates ask the U.S. Bankruptcy Court for the Southern District of West Virginia to enter an order (a) approving their Compromise and Settlement Agreement with (i) the United States of America, on behalf of the Department of the Interior, including its sub-agencies and bureaus (A) the Bureau of Land Management ("BLM), (B) the Office of Natural Resources Revenue ("ONRR"), and (C) the Office of Surface Mining Reclamation and Enforcement ("OSMRE"); (ii) Eagle Specialty Materials, LLC and its designated affiliated entities ("ESM"); and (iii) Contura Wyoming Land, LLC and Contura Coal West LLC. A hearing on the Motion is set for March 3, 2021, at 9:30 a.m. (ET). The Objection Deadline is also March 3, 2021, at 9:30 a.m. (ET). The Settlement Agreement has three main purposes: (a) for the Debtors to assume and assign certain federal coal leases and federal contracts to ESM in furtherance of the Court's prior order approving the sale of certain assets to ESM, (b) to institute a mechanism for paying and/or characterizing claims asserted by the United States, Interior, BLM, ONRR, and/or OSMRE related to those leases and contracts, and (c) to resolve a substantial portion of the United States' administrative expense claim against the Debtors. After months of intensive, arms'-length negotiations and compromises, the Parties consensually resolved a number of challenging issues pursuant to the Settlement Agreement. Entry of the Proposed Order is the catalyst that will springboard the Parties to finalize the resolutions agreed upon in the Settlement Agreement. The Debtors are lessees under a number of federal coal leases and logical mining units ("LMU") with the United States. The Settlement Agreement relates to the following two LMUs and eight federal coal leases ("Western Leases") covering the Belle Ayr and Eagle Butte mines ("Western Mines") located in Gillette, Campbell County, Wyoming: (a) LMU - WYW133407 located at the Belle Ayr mine and includes Coal Lease WYW0317682; Coal Lease WYW80954; and Coal Lease WYW78629; (b) Coal Lease WYW161248 located at the Belle Ayr mine and not related to any LMU; and (c) LMU-WYW133406 located at the Eagle Butte mine and includes Coal Lease WYW78631; Coal Lease WYW124783; Coal Lease WYW155132; and Coal Lease WYW0313773. The Settlement Agreement also addresses the treatment of mineral materials sales contracts related to the Western Leases. Specifically, Blackjewel is a counterparty to the following two Contracts for the Sale of Mineral Materials ("Wyoming Mineral Sales Contracts") ("Western Leases and Contracts"): (a) Contract WYW-184923 (formerly Contract WYW-168367); and (b) Contract WYW-168488. Pursuant to Paragraph 5 of the Settlement Agreement, upon entry of the Proposed Order and such order becoming non-appealable, ESM will timely coordinate with BLM to assign the Western Leases and Contracts from the Debtors to ESM in accordance with BLM regulations. The Western Leases and Contracts are marred by significant liabilities due and owing to the United States. The Settlement Agreement concisely organizes the United States' liabilities associated with the Western Leases and Contracts into three periods and by mine site, Belle Ayr mine or Eagle Butte mine. The three liability periods outlined in the Settlement Agreement are as follows: (a) The period of time before BLM approved the transfer of the Western Leases and Contracts from Contura Land to Blackjewel on June 1, 2018 ("Contura Transfer Date"); (b) The period of time between the Contura Transfer Date and July 1, 2019 ("Blackjewel Pre-Petition Deficiencies"); and (c) The period of time between July 1, 2019 and Sept. 30, 2020 ("Blackjewel Post-Petition Deficiencies"). Thereafter, the Settlement Agreement details how such liabilities will be paid and/or characterized going forward for each liability period and mine site. First, for the Belle Ayr mine, the United States is owed the following amounts for each liability period ("Belle Ayr Claims"): a. Prior to the Contura Transfer Date: $4,658,873.92 plus interest of $143,203.89; b. Blackjewel Pre-Petition Deficiencies: $27,138,115.19 plus interest of $666,803.80 through September 30, 2020 and $136,412.03 of interest between Sept. 30, 2020 and Dec. 31, 2020; and c. Blackjewel Post-Petition Deficiencies: $324,955.20 plus interest of $5,357.55. Paragraph 8 of the Settlement Agreement provides the United States with the following treatment for the liabilities associated with the Belle Ayr mine ("Belle Ayr Treatment"): a. Prior to the Contura Transfer Date: ESM will pay $4,658,873.92 in 120 equal monthly payments beginning on April 25, 2021 and Interior will waive the interest of $143,203.89 as long as ESM makes all such payments; b. Blackjewel Pre-Petition Deficiencies: Interior will call the Blackjewel lease bond(s) currently in place and apply the proceeds of $5,708,000 to the principal of that deficiency, provided, however, that Interior will not require ESM to pay the remaining deficiency of (A) a remaining principal balance of $21,430,115.19, (B) $666,803.80 of interest as of Sept. 30, 2020, and (C) $136,412.03 of interest accrued between Sept. 30, 2020 and Dec. 31, 2020, Interior will have an allowed general unsecured claim against Blackjewel equal to this unpaid amount of $22,233,331.02 ("Interior Belle Ayr GUC Claim"); and c. Blackjewel Post-Petition Deficiencies: ESM will pay $324,955.20 in 120 equal monthly payments beginning on April 25, 2021 and Interior will waive the interest of $5,357.55 as long as ESM makes all such payments. Second, for the Eagle Butte mine, the United States is owed the following amounts for each liability period ("Eagle Butte Claims"): a. Prior to the Contura Transfer Date: $4,060,071.75 plus interest of $109,298.28; b. Blackjewel Pre-Petition Deficiencies: $22,818,655.12 plus interest of $473,601.34; and c. Blackjewel Post-Petition Deficiencies: $934,658.97 plus interest of $12,999.84. Paragraph 9 of the Settlement Agreement provides the United States with the following treatment for the liabilities associated with the Eagle Butte mine ("Eagle Butte Treatment"): a. Prior to the Contura Transfer Date: ESM will pay $4,060,071.75 and Interior will waive the interest of $109,298.28 as long as ESM makes payments in accordance with Paragraph 9(d) of the Settlement Agreement; b. Blackjewel Pre-Petition Deficiencies: ESM will pay $18,346,198.72 (i.e., 80.4% of the $22,818,655.12 balance) and Interior will waive the interest of $473,601.34 as long as ESM makes payments in accordance with Paragraph 9(d) of the Settlement Agreement; and c. Blackjewel Post-Petition Deficiencies: ESM will pay $934,658.97 and Interior will waive the interest of $12,999.84 as long as ESM makes payments in accordance with Paragraph 9(d) of the Settlement Agreement. Paragraph 9(d) of the Settlement Agreement states that the total liability from the three liability periods associated with the Eagle Butte mine to be paid by ESM is $17,594,929.44 ("Total Eagle Butte ESM Liability"). ESM will pay the Total Eagle Butte ESM Liability without interest through the following two monthly royalty payments: a. Coal Lease WYW313773: 1.0% additional royalty for coal produced; and b. Coal Lease WYW155132: 2.0% additional royalty for coal produced. Furthermore, Interior will call the lease bond(s) currently in place with Blackjewel for Eagle Butte and credit the proceeds of $5,746,0006 against the total amount of Eagle Butte liabilities. Paragraph 9(e) of the Settlement Agreement provides that the total liability from the three liability periods associated with the Eagle Butte mine owed by the Debtors is $4,472,456.40 ("Total Eagle Butte Debtors Liability"). Interior will have an allowed general unsecured claim against Blackjewel in these chapter 11 cases in the amount of the Total Eagle Butte Debtors Liability ("Interior Eagle Butte GUC Claim"). On Nov. 12, 2019, the United States filed ONRR Administrative Expense Claim. The ONRR Administrative Expense Claim requested a total administrative expense claim of $895,031.19, of which $885,914.19 was requested on account of the Western Leases at the Western Mines for the period from July 1, 2019 through and including Oct. 14, 2019. On Dec. 18, 2019, the Court entered the Agreed Order Adjourning Administrative Claim Requests, which adjourned the hearing on the ONRR Administrative Expense Claim, among other administrative expense claims, to allow the Parties to seek a consensual resolution of such claim. Pursuant to Paragraph 14 of the Settlement Agreement, upon the Settlement Effective Date, Interior will withdraw the ONRR Administrative Expense Claim pertaining to the Western Leases. By the motion, the Debtors respectfully ask entry of the Proposed Order (a) approving the Settlement Agreement, and (b) granting related relief. A copy of the Agreement is available at https://tinyurl.com/ghpqblux from PacerMonitor.com free of charge. About Blackjewel L.L.C. Blackjewel L.L.C.'s core business is mining and processing metallurgical, thermal and other specialty and industrial coals. Blackjewel operates 32 properties, including surface and underground coal mines, preparation or wash plants, and loadouts or tipples. Combined, Blackjewel and its affiliates hold more than 500 mining permits. Operations are located in the Central Appalachian Basin in Virginia, Kentucky and West Virginia and the Powder River Basin in Wyoming. Blackjewel L.L.C. and four affiliates filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Lead Case No. 19-30289) on July 1, 2019. Blackjewel estimated $100 million to $500 million in asset and $500 million to $1 billion in liabilities as of the bankruptcy filing. The Hon. Frank W. Volk is the case judge. The Debtors tapped Squire Patton Boggs (US) LLP as bankruptcy counsel; Supple Law Office, PLLC as local bankruptcy counsel; FTI Consulting Inc. as financial advisor; Jefferies LLC as investment banker; and Prime Clerk LLC as the claims agent. The Office of the U.S. Trustee on July 3, 2019, appointed five creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Blackjewel LLC. The Committee's proposed counsel: Brandy M. Rapp, Esq. WHITEFORD TAYLOR & PRESTON LLP 10 S. Jefferson Street, Suite 1110 Roanoke, Virginia 24011 Tel: (540) 759-3577 Fax: (540) 759-3567 Email: brapp@wtplaw.com -- and -- Michael J. Roeschenthaler, Esq. Daniel J. Schimizzi, Esq. 200 First Avenue, Third Floor Pittsburgh, PA 15222 Tel: (412) 618-5601 Email: mroeschenthaler@wtplaw.com dschimizzi@wtplaw.com BRISTOW GROUP: Moody's Completes Review, Retains B1 CFR ------------------------------------------------------- Moody's Investors Service has completed a periodic review of the ratings of Bristow Group Inc. and other ratings that are associated with the same analytical unit. The review was conducted through a portfolio review discussion held on February 17, 2021 in which Moody's reassessed the appropriateness of the ratings in the context of the relevant principal methodology(ies), recent developments, and a comparison of the financial and operating profile to similarly rated peers. The review did not involve a rating committee. Since January 1, 2019, Moody's practice has been to issue a press release following each periodic review to announce its completion. This publication does not announce a credit rating action and is not an indication of whether or not a credit rating action is likely in the near future. Credit ratings and outlook/review status cannot be changed in a portfolio review and hence are not impacted by this announcement. Key rating considerations Bristow Group Inc.'s B1 Corporate Family Rating reflects its global scale and leading market position in the offshore helicopter services industry. Bristow faces cash flow uncertainty due to the downturn in the oilfield services sector, particularly in offshore oil and gas activities. Bristow's CFR benefits from its long-term search and rescue contract with the UK government, large and modern fleet of mostly owned aircraft and contractual relationships with a diverse group of oil and gas customers. Bristow has the ability to generate sizeable free cash flow while capital spending remains low as the offshore environment remains stressed. The company's merger integration with Era Group Inc. should result in further synergies and modestly boost cash flow. The principal methodology used for this review was Global Oilfield Services Industry Rating Methodology published in May 2017. CALGARY OIL: Gets CCAA Stay Until March 4; BDO Named Monitor ------------------------------------------------------------ An order was granted by the Honourable Mr. Justice D.B. Nixon of the Court of Queen's Bench of Alberta pursuant to the Companies' Creditors Arrangement Act granting Calgary Oil & Gas Syndicate Group Ltd. and its affiliates various relief including, but not limited to, the imposition of an initial stay of proceedings against the Companies and their assets. The Court appointed BDO Canada Limited as the monitor of the Companies. On Feb. 19, 2021, the Court granted a further order further extending the Stay through to March 4, 2021. Pursuant to the CCAA Initial Order, the Companies are to continue to carry on business in a manner consistent with the commercially reasonable preservation of their businesses while they consider and pursue restructuring alternatives. The CCAA Initial Order provides that claims against the Companies in relation to obligations arising prior to Feb. 11, 2021, including for goods and services supplied to the Companies prior to that date, are suspended, and creditors are prohibited from continuing or taking any actions or exercising any rights against the Companies except with leave of the Court. Creditors are not required to file a proof of claim at this time as a claims process has not yet been ordered by the Court. A copy of the CCAA initial order and a list of names and addresses of the Companies' creditors and amounts due to creditors can be found at https://www.bdo.ca/en-ca/extranets/calgaryoilandgas/ For more information, contact: Ryan Martin Tel: 403-454-5593 E-mail: ryan.martin@petroworldenergy.com - or - Jerri Beauchamp Tel: 825-509-0394 E-mail: jlbeauchamp@bdo.ca Monitor can be reached at: BDO Canada LLP Attn: Marc Kelly 620, 903 - 8 Ave SW Calgary, AB T2P OP7 Tel: 403-777-9999 Fax: 403-640-0591 E-mail: makelly@bdo.ca Counsel for the Companies: Borden Ladner Gervais LLP Attn: Matti Lemmens Tiffany Bennett 1900, 520 - 3 Ave. SW Calgary, AB T2P OR3 Tel: 403-232-9511 403-232-9199 Fax: 403-266-1395 E-mail: MLemmens@b1g.com TiBennettRblg.com Calgary Oil & Gas Syndicate Group Ltd. engages in energy production in Alberta, Canada, with expertise in the exploration, development, and production of natural gas and liquefied natural gas. CAPITAL TRUCK: Nextran Corp. Buying Mack Truck 4987 for $130K ------------------------------------------------------------- Capital Truck, Inc., asks the U.S. Bankruptcy Court for the Northern District of Florida to authorize the sale of all of its Mack Truck with VIN 1M2GR2GC5KM004987 to Nextran Corp. for $130,000, pursuant to the Bill of Sale. The Debtor has already sold substantially all of its assets to the Buyer in this proceeding. It is still in possession of the Truck 4987. Subject to Court approval, the Debtor has reached an agreement with the Buyer to sell Truck 4987 for $130,000. The sale as described, after taxes, will net approximately $120,250 and will be held in the trust account of Bruner Wright, P.A., pending further Court Order. The parties who the Debtor believes claim an interest in Truck 4987 are Hitachi Capital America Corp., VFS US, LLC, and Jefferson County Board of County Commissioners. No claims will be paid at closing unless otherwise ordered by the Court or agreed upon by all interested parties. The Debtor asks the entry of an order pursuant to Section 363 of the Bankruptcy Code approving the sale of the Truck 4987 to the Buyer, free and clear of all liens, claims, encumbrances and interests. The offer by the Buyer is the highest viable offer presented to the estate at this time, and one which the Debtor believes is fair. The proposed closing date is as soon as possible after Court approval. All fees, closing costs, settlement costs, and taxes, if any, will be paid at closing. Finally, the Debtor asks that any order granting the Motion provides that the stay period under Rule 6004(h) and 6006(d), and any other applicable stay periods, be waived, such that the stay requirement of Rule 6004(h) is lifted immediately upon the execution of the Order. A copy of the Bill of Sale is available at https://tinyurl.com/v6qcf6us from PacerMonitor.com free of charge. About Capital Truck Capital Truck, Inc., based in Tallahassee, FL, filed a Chapter 11 petition (Bankr. N.D. Fla. Case No. 20-40287) on July 14, 2020. In the petition signed by Mark Thomas, president, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. BRUNER WRIGHT, P.A., serves as bankruptcy counsel to the Debtor. CHAMPIONX CORP: Moody's Completes Review, Retains Ba3 CFR --------------------------------------------------------- Moody's Investors Service has completed a periodic review of the ratings of ChampionX Corporation and other ratings that are associated with the same analytical unit. The review was conducted through a portfolio review discussion held on February 17, 2021 in which Moody's reassessed the appropriateness of the ratings in the context of the relevant principal methodology(ies), recent developments, and a comparison of the financial and operating profile to similarly rated peers. The review did not involve a rating committee. Since January 1, 2019, Moody's practice has been to issue a press release following each periodic review to announce its completion. This publication does not announce a credit rating action and is not an indication of whether or not a credit rating action is likely in the near future. Credit ratings and outlook/review status cannot be changed in a portfolio review and hence are not impacted by this announcement. Key rating considerations ChampionX Corporation's Ba3 Corporate Family Rating benefits from the company's low leverage and substantially improved scale following its merger with Apergy Corporation, which closed in June of 2020. The company's revenue is derived from highly engineered and differentiated product suite that provides a fair degree of recurring revenue. ChampionX is challenged by its exposure to the highly cyclical OFS sector with its inherently high degree of volatility, as well as the highly competitive nature of its industry. The principal methodology used for this review was Global Oilfield Services Industry Rating Methodology published in May 2017. CHRISTOPER & BANKS: E-Commerce Biz Sale to Hilco/ReStore Unit OK'd ------------------------------------------------------------------ Alex Wolf of Bloomberg Law reports that women's clothing chain Christopher & Banks Corp. received bankruptcy court approval to sell its e-commerce business to its lender. The credit bid by ALCC LLC, an affiliate of Hilco Merchant Resources LLC and ReStore Capital LLC, includes more than $11.5 million in outstanding liabilities. After the deal, Christopher & Banks will have $12.7 million in cash. The bid was the only qualified offer Christopher & Banks received, leading the retailer to cancel a bankruptcy auction that would have been held last week. No buyer appeared to offer a bid on the company's 449 physical stores. About Christopher & Banks Christopher & Banks Corporation (OTC: CBKC) is a Minneapolis-based specialty retailer featuring exclusively designed privately branded women's apparel and accessories. As of Jan. 13, 2021, the Company operates 449 stores in 44 states consisting of 315 MPW stores, 76 Outlet stores, 31 Christopher & Banks stores, and 28 stores in its women's plus size clothing division CJ Banks. The Company also operates the www.ChristopherandBanks.com eCommerce website. Christopher & Banks Corporation and two affiliates sought Chapter 11 protection (Bankr. D.N.J. Lead Case No. 21-10269) on Jan. 13, 2021. As of Dec. 14, 2020, the Company had $166,396,185 in assets and $105,639,182 in liabilities. The Hon. Andrew B. Altenburg Jr. is the case judge. The Company's restructuring counsel is Cole Schotz P.C., its financial advisor is BRG, LLC, and its investment banker is B. Riley Securities Inc. Omni Management Solutions is the claims agent. CRED INC: Archer, Foley Represent Noteholder Group -------------------------------------------------- Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure, the law firms of Archer & Greiner, P.C. and Foley & Lardner LLP submitted a verified statement to disclose that they are representing DGF Investments LLC, Clint Cowen, Thomas Calvert, Jamie Shiller, Dan Becker, Teppei Miyauchi, Robin Houck, Takashi Yanagi, Xian Su, Gunther Baugh, Julius Hudec, Charles Lee, Wu Chi King, Jonatan Ashurov, Eric M. Schurman and SAS Vernay in the Chapter 11 cases of Cred Inc., et al. The Firms only represent the Ad Hoc Committee in the Chapter 11 Cases. The creditors in the Ad Hoc Committee are the only creditors or other parties in interest in the Chapter 11 Cases for which the Firms are required to file a Verified Statement pursuant to Bankruptcy Rule 2019. As of Feb. 23, 2021, members of the Ad Hoc Committee and their disclosable economic interests are: DGF Investments LLC * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1060 and 1062 Clint Cowen * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1068 Thomas Calvert * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1057 Jamie Shiller * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1097 Daniel Becker * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-695 Teppei Miyauchi * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1074 and ECN-1075 Robin Houck * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1063 Takashi Yanagi * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1064 Xian Su * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1071 and ECN-1072 Gunther Baugh * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1094 and ECN-1095 Julius Hudec * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1054 Charles Lee * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1070 SAS VERNAY * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1100 and ECN-1101 Wu Chi King * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1055 Jonatan Ashurov * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1045 and ECN-1046 Eric M. Schurman * Nature of Claim or Interest: Cryptocurrency loan to Debtors * Amount of Claim or Interest: See proof of claim nos. ECN-1030 Counsel for The Ad Hoc Committee can be reached at: Alan M. Root, Esq. ARCHER & GREINER, P.C. 300 Delaware Avenue, Suite 1100 Wilmington, DE 19801 Tel: (312) 356-6623 E-mail: aroot@archerlaw.com - and - Joanne Molinaro, Esq. Geoffrey S. Goodman, Esq. FOLEY & LARDNER LLP 321 N. Clark Street, Suite 3000 Chicago, IL 60654 Tel: (312) 832-4500 Fax: (312) 832-4700 E-mail: jmolinaro@foley.com ggoodman@foley.com About Cred Inc. Cred Inc. is a cryptocurrency platform that accepts loans of cryptocurrency from non-U.S. persons and pays interest on those loans. Cred -- https://mycred.io -- is a global financial services platform serving customers in over 100 countries. Cred is a licensed lender and allows some borrowers to earn a yield on cryptocurrency pledged as collateral. Cred Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-12836) on Nov. 7, 2020. Cred was estimated to have assets of $50 million to $100 million and liabilities of $100 million to $500 million as of the bankruptcy filing. The Debtors tapped Paul Hastings LLP as their bankruptcy counsel, Cousins Law LLC as local counsel, and MACCO Restructuring Group, LLC as financial advisor. Donlin, Recano & Company, Inc., is the claims agent. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on Dec. 3, 2020. The committee tapped McDermott Will & Emery LLLP as counsel and Dundon Advisers LLC as financial advisor. CRED INC: Buchanan Ingersoll Withdraws as Counsel to Ex-CFO ----------------------------------------------------------- Law360 reports that the counsel representing a former executive of cryptocurrency investment company Cred Inc. told a Delaware bankruptcy judge on Tuesday, February 23, 2021, that they want to withdraw from their work on the case, in which their client has been repeatedly ordered to turn over valuable crypto assets that he is improperly holding and transferring. During a virtual status conference, Mark Pfieffer of Buchanan Ingersoll & Rooney PC said his firm no longer wishes to represent former Cred Chief Financial Officer James Alexander in the company's Chapter 11 case, but it will stay on until a hearing on the withdrawal motion can be held. The Firm was engaged to provide legal services for Mr. Alexander in connection with the action entitled James Alexander v. Daniel Brian Schatt and Joseph Podulka v. Cred Capital, Inc., C.A. No. 2020-0941-KSJM filed in the Delaware Court of Chancery on or about November 4, 2020. When Cred filed for Chapter 11 bankruptcy, the Firm represented Mr. Alexander in both the main case, Case No. 20-12836, and the adversary proceeding against Mr. Alexander, Adv. Proc. No.: 20-51006 In the court filing, the Firm said "irreconcilable differences and professional considerations" now necessitate that this Firm withdraw as counsel pursuant to Delaware Lawyers' Rule of Professional Conduct 1.16(a)(3), 1.16(b)(4) and 1.16(b)(5). About Cred Inc. Cred Inc. is a cryptocurrency platform that accepts loans of cryptocurrency from non-U.S. persons and pays interest on those loans. Cred -- https://mycred.io -- is a global financial services platform serving customers in over 100 countries. Cred is a licensed lender and allows some borrowers to earn a yield on cryptocurrency pledged as collateral. Cred Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-12836) on Nov. 7, 2020. Cred was estimated to have assets of $50 million to $100 million and liabilities of $100 million to $500 million as of the bankruptcy filing. The Debtors tapped Paul Hastings LLP as their bankruptcy counsel, Cousins Law LLC as local counsel, and MACCO Restructuring Group, LLC as financial advisor. Donlin, Recano & Company, Inc., is the claims agent. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on Dec. 3, 2020. The committee tapped McDermott Will & Emery LLLP as counsel and Dundon Advisers LLC as financial advisor. CRED INC: To Seek Plan Confirmation on March 9 ---------------------------------------------- On Jan. 21, 2021, Cred Inc. and Its Subsidiaries filed the First Amended Combined Joint Plan of Liquidation and Disclosure Statement. On Feb. 19, 2021, the Debtors filed a Plan Supplement, which includes the following documents, as may be modified from time to time: Exhibit A - Liquidation Trustees Exhibit B - Trust Advisory Board Exhibit C - Executory Contracts and Unexpired Leases of Debtors to Be Assumed and Assigned and Proposed Cure Amounts Exhibit D - Notice of Effective Date The Liquidation Trust Agreement will be filed on or before March 5, 2021. The Debtors will file a modified Combined Plan at that time, which will make several non-material modifications to the Combined Plan, among them a modification that the Liquidation Trust Agreement will not be filed with the Plan Supplement. The hearing to consider final approval and confirmation of the Combined Plan is scheduled to commence on March 9, 2021, at 2:00 p.m. (prevailing Eastern Time). The deadline for filing objections to the approval and confirmation of the Combined Plan is March 1, 2021, at 4:00 p.m. (prevailing Eastern Time) Co-Counsel to the Debtors: Scott D. Cousins Scott D. Jones COUSINS LAW LLC Brandywine Plaza West 1521 Concord Pike, Suite 301 Wilmington, Delaware 19803 Telephone: (302) 824-7081 Facsimile: (302) 295-0331 E-mail: scott.cousins@cousins-law.com - and - James T. Grogan Mack Wilson PAUL HASTINGS LLP 600 Travis Street, Fifty-Eighth Floor Houston, Texas 77002 Telephone: (713) 860-7300 Facsimile: (713) 353-3100 E-mail: jamesgrogan@paulhastings.com mackwilson@paulhastings.com - and - Pedro A. Jimenez Avram Emmanuel Luft PAUL HASTINGS LLP 200 Park Avenue New York, New York 10166 Telephone: (212) 318-6000 Facsimile: (212) 319-4090 E-mail: pedrojimenez@paulhastings.com aviluft@paulhastings.com About Cred Inc. Cred Inc. is a cryptocurrency platform that accepts loans of cryptocurrency from non-U.S. persons and pays interest on those loans. Cred -- https://mycred.io -- is a global financial services platform serving customers in over 100 countries. Cred is a licensed lender and allows some borrowers to earn a yield on cryptocurrency pledged as collateral. Cred Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-12836) on Nov. 7, 2020. Cred was estimated to have assets of $50 million to $100 million and liabilities of $100 million to $500 million as of the bankruptcy filing. The Debtors tapped Paul Hastings LLP as their bankruptcy counsel, Cousins Law LLC as local counsel, and MACCO Restructuring Group, LLC as financial advisor. Donlin, Recano & Company, Inc., is the claims agent. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on Dec. 3, 2020. The committee tapped McDermott Will & Emery LLLP as counsel and Dundon Advisers LLC as financial advisor. CROWN ASSETS: Court Extends Plan Exclusivity Until June 22 ---------------------------------------------------------- At the behest of Debtor Crown Assets, LLC, Judge James R. Sacca of the U.S. Bankruptcy Court for the Northern District of Georgia, extended the period in which the Debtor may file a chapter 11 plan through and including June 22, 2021, and to solicit votes through and including August 23, 2021. This is the Debtor's first request for an extension of the Exclusivity Periods. The facts and circumstances of this Chapter 11 case warrant the requested extension of the Exclusivity Periods. The Debtor has acted diligently during the initial months of this Chapter 11 case and will continue to do so for the remainder of the case. The Debtor anticipates filing a plan in the coming months and seeks an extension to the Exclusivity Periods to preclude the costly disruption and instability that would occur if competing plans were proposed either before the Debtor's plan is confirmed, or, if the Debtor's plan is not confirmed, before the Debtor has a meaningful opportunity to work with its key constituencies to put forth an amended proposal. The request will not unfairly prejudice or pressure the Debtor’s creditor constituencies or grant the Debtor any unfair bargaining leverage. The Debtor needs creditor support to confirm any plan, so the Debtor is in no position to impose or pressure its creditors to accept unwelcome plan terms. The Debtor is paying its undisputed post-petition obligations as they come due. Now granted, the extension will allow the Debtor's case to advance and continue good faith negotiations with its stakeholders. Also, this will preserve the Debtor's efforts to preserve value and avoid unnecessary and wasteful litigation. A copy of the Debtor's Motion to extend is available from PacerMonitor.com at https://bit.ly/37oKdEk at no extra charge. A copy of the Court's Extension Order is available from PacerMonitor.com at https://bit.ly/3umLtSt at no extra charge. About Crown Assets, LLC Crown Assets, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-21451) on October 25, 2020. Karan S. Ahuja, the owner, signed the petition. At the time of filing, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge James R. Sacca oversees the case. Rountree Leitman & Klein, LLC serves as the Debtor's legal counsel and Matt Thiry Law, LLC as its special counsel. CSI COMPRESSCO: Moody's Completes Review, Retains Caa1 CFR ---------------------------------------------------------- Moody's Investors Service has completed a periodic review of the ratings of CSI Compressco LP and other ratings that are associated with the same analytical unit. The review was conducted through a portfolio review discussion held on February 17, 2021 in which Moody's reassessed the appropriateness of the ratings in the context of the relevant principal methodology(ies), recent developments, and a comparison of the financial and operating profile to similarly rated peers. The review did not involve a rating committee. Since January 1, 2019, Moody's practice has been to issue a press release following each periodic review to announce its completion. This publication does not announce a credit rating action and is not an indication of whether or not a credit rating action is likely in the near future. Credit ratings and outlook/review status cannot be changed in a portfolio review and hence are not impacted by this announcement. Key rating considerations CSI Compressco LP's (Compressco) Caa1 corporate family rating reflects its modest scale relative to its peers and high but improving debt leverage. Despite its size, Compressco has competitive positions in most of the major US natural gas producing basins. The company took a number of cost-cutting measures and scaled back capital spending during the 2020 oil price collapse, positioning Compressco well for recovery as utilization rates stabilize in 2021. The company faces demand volatility related to natural gas prices, particularly in the smaller horsepower portion of its compressor fleet. Although Compressco is challenged by the structural risks inherent in the MLP business model distributions have been cut to very low levels which helps enable the company to generate free cash flow for debt repayment. The principal methodology used for this review was Global Oilfield Services Industry Rating Methodology published in May 2017. DAJR TRUCKING: March 29 Plan Confirmation Hearing Set ----------------------------------------------------- On Feb. 18, 2021, debtor DAJR Trucking, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Arkansas, Northern Division, a Subchapter V Chapter 11 Plan of Reorganization. Judge Phyllis M. Jones ordered that: * March 29, 2021, at 1:00 PM, is fixed for the date and time of the video hearing on confirmation of the Debtor's Subchapter V Plan. * March 23, 2021, is fixed as the last day for filing and serving written objections to the confirmation of the Debtor's Subchapter V Plan. * March 26, 2021, is fixed as the last day for filing written acceptances or rejections of the Debtor's Subchapter Plan. * A separate Disclosure Statement is not required. A full-text copy of the order dated Feb. 18, 2021, is available at https://bit.ly/3snyKwT from PacerMonitor at no charge. The debtor is represented by: Don Brady, Esq. Brady & Conner, PLLC 3398 E. Huntsville Rd. Fayetteville, AR 72701 Phone: (479) 443-8080 About DAJR Trucking DAJR Trucking, LLC is a licensed and bonded freight shipping and trucking company based in Trumann, Ark. DAJR Trucking sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Ark. Case No. 20-13842) on Oct. 7, 2020. At the time of the filing, Debtor had estimated assets of between $100,001 and $500,000 and liabilities of between $500,001 and $1 million. Law Office of Asa F. King PLLC is Debtor's legal counsel. DAJR TRUCKING: Unsecured Creditors to Split $16,165 in Plan ----------------------------------------------------------- DAJR Trucking, LLC filed with the U.S. Bankruptcy Court for the Eastern District of Arkansas, Northern Division, a Plan of Reorganization for the resolution of the Claims against Debtor. The Debtor filed for bankruptcy protection to allow it to reorganize and structure the debt service in a manner which allowed it to cash flow. The Debtor is owned by Rudy Ray who owns a 100% interest in the Debtor. BMO Harris Bank asserts a secured claim in the amount of $211,482.09 pursuant to Proof of Claim No. 7. The Debtor shall make principal and interest payments to BMO based upon a 60-month amortization schedule. The Debtor shall pay BMO the monthly payment amount of $1,901.00. BMO shall retain its lien on the Tractors and said lien shall be valid and fully enforceable to the same extent, validity, and priority as existed on the Filing Date. Upon receipt of payment in full of the BMO Claim as treated by this Plan, BMO shall release its lien on the commercial property and shall clear title to the Debtor transferring the commercial property to the Debtor, free and clear of all liens and claims. Class 2 consists of the Secured Claim of Southern Bancorp. There are two notes with Southern Bancorp. The first note has only one secured vehicle a 2007 freightliner. This 2007 freightliner will be paid over the 60 months of the Plan Period in equal installments at 7% interest resulting in monthly payments of $198.00 per month. The second note contains approximately 10 secured trucks. The Debtor will pay $26,5000 over 60 months of the Plan Period at 7% interest resulting in monthly payments of $525.00 per month. Class 3 consists of all remaining general unsecured creditors. All general unsecured creditors shall receive a pro-rata share of the remaining proceeds paid into the plan. The Debtor calculates this amount to be $16,165. At the time of the filing of this Plan, the Debtor lacked information sufficient to determine a percentage of payment to unsecured creditors. Nonetheless, the Debtor is able to show through the following means that unsecured creditors fare better under this chapter 11 Plan than they otherwise would under a chapter 7 liquidation. As the Debtor has disclosed in its schedules, the Debtor's assets consisted of a checking account containing $16,165. The remaining assets consisted of trucks and trailers - all of which were heavily secured by their respective lienholders. In a liquidation context, the most that any unsecured creditor could have hoped to receive would have been a pro-rata share of the Debtor's checking account containing $16,165 minus the cost of the chapter 7 trustee and other bankruptcy related cost and fees. This amount would be further reduced by any priority or other tax claim. Therefore, logic would dictate that if the unsecured pool received $16,165 or greater through the chapter 11 Plan, the unsecured class would receive substantially greater than the class would otherwise receive in a chapter 7 liquidation. Rudy Ray is the sole principal of the Debtor and shall retain his interest in the shares of Debtor. Mr. Ray will continue to operate and manage the business affairs of the Debtor post-confirmation. It is the intent of the Debtor for Mr. Ray to continue in this capacity regardless of whether there is a consensual or nonconsensual plan. The duties of Mr. Randy Rice, the appointed Subchapter V Trustee, shall cease upon substantial consummation of the Debtor's Plan unless for good cause, a party in interest has objected to the same and the Court either sua sponte or after a hearing on the objection decides it is not in the best interest of interested parties. The source of funds for the payments pursuant to the Plan is the continued operation of the Business. A full-text copy of the Plan of Reorganization dated Feb. 18, 2021, is available at https://bit.ly/3dHpgbP from PacerMonitor at no charge. The debtor is represented by: Don Brady, Esq. Brady & Conner, PLLC 3398 E. Huntsville Rd. Fayetteville, AR 72701 Phone: (479) 443-8080 About DAJR Trucking DAJR Trucking, LLC is a licensed and bonded freight shipping and trucking company based in Trumann, Ark. DAJR Trucking sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Ark. Case No. 20-13842) on Oct. 7, 2020. At the time of the filing, Debtor had estimated assets of between $100,001 and $500,000 and liabilities of between $500,001 and $1 million. Law Office of Asa F. King PLLC is Debtor's legal counsel. ED'S BEANS: Ablak Buying All Crazy Mocha Business Assets for $1.5M ------------------------------------------------------------------ Ed's Beans, Inc., doing business as Crazy Mocha, Crazy Mocha Coffee, Crazy Mocha Coffee Co., Kiva Han, Kiva Han Coffee, KH, and KHC, asks the U.S. Bankruptcy Court for the Western District of Pennsylvania to authorize the sale of substantially all assets of Crazy Mocha to Ablak Holdings, LLC for $1.5 million, subject to overbid. A hearing on the Motion is set for March 23, 2021 at 2:00 p.m. The Objection Deadline is March 16, 2021. Currently, the Debtor is the owner and operator of Crazy Mocha, which has locations throughout Allegheny, Beaver, and Westmoreland Counties in Pennsylvania, with a concentration in the downtown Pittsburgh and the surrounding areas. Crazy Mocha offers customers a variety of coffee drinks and other specialty drinks, along with pastries, snacks, and related food items. The Debtor also continues to operate Kiva Han Coffee, a roaster and wholesaler of coffee beans and various other products, including tea, specialty drinks, café supplies and equipment. The Debtor is party to a number of leases with the listed Respondents ("Unexpired Leases") for real estate out of which it operates its Crazy Mocha and Kiva Han Coffee businesses ("Leased Premises"). It is the owner of certain fixtures, improvements, equipment, and other assets located on the Leased Premises. Due to the COVID-19 Pandemic, the Debtor was effectively forced to close all of its locations in March 2020, in compliance with various State and local mitigation and health and safety orders. These closures led to the filing of the Bankruptcy Case. The Debtor has determined that the best course of action in the Bankruptcy Case is to sell all assets used in connection with the Crazy Mocha Business and reorganize the Kiva Han Business. On Jan. 8, 2021, the Debtor and the Buyer executed a Letter of Intent contemplating the sale and purchase of substantially all of the assets used in connection with the Debtor's operation of the Crazy Mocha coffee shops for the purchase price of $1.5 million. Subsequently, the Buyer and the Debtor entered into the Asset Purchase Agreement dated Feb. 4, 2021 for a purchase price of $1.5 million. The Buyer provided the Debtor with a $75,000 deposit to be applied to the purchase of substantially all of the Crazy Mocha assets. The Deposit is being held in the Debtor's counsel's IOLTA Trust Account. Pursuant to Section 365(k) of the Bankruptcy Code upon assignment of the Unexpired Leases, the Debtor and the bankruptcy estate will be relieved of any liability for any breach of such Unexpired Lease occurring after such assignment. Further, the Buyer agrees to assume and pay, perform, and discharge all liabilities of the Debtor under any Unexpired Leases that are assumed by the Debtor and assigned to the Buyer. Contemporaneously with the Sale Motion, the Debtor will file the First Omnibus Motion Authorizing Debtor to Assume and Assign Unexpired Leases Pursuant to 11 U.S.C. Section 365 and F.R.B.P. Rule 6006(A) and (E), whereby it will ask authority to assume certain Unexpired Leases and assign those Unexpired Leases to the purchaser of the Assets. The Debtor has requested that the Court hear the Motion to Assume and Assign in conjunction with the Sale Motion. The Debtor intends to sell substantially all of the Debtor's assets used in connection with owning and operating the Crazy Mocha Business, subject to higher and better offers. It intends to sell the Assets in accordance with the terms and conditions set forth in the Stalking Horse APA free and clear of all liens, claims, encumbrances, and interests, including but not limited to, any claims of successor liability except for the Assumed Liabilities. As of the Petition Date, these Respondents to the Sale Motion have asserted liens against the Assets: a. First Commonwealth Bank (all assets) - $251,275.34 b. U.S. Small Business Administration (all assets) - $152,311.64 c. First Commonwealth Bank (all assets) - $2,376,433.09 d. Amex Merchant Loan (all assets) - $52,846.70 e. CHTD Co. (unknown) - N/A The naming of these entities as a Respondent does not constitute the Debtor's or the bankruptcy estate's agreement that such entity does, in fact, hold a valid allowable secured claim or other interest. The Debtor reserves the right to object to any claim or interest asserted against the Assets except where the claimant has agreed to a reduced or compromised claim. It believes it is in the best interest of the Debtor's estate and its creditors to sell the Assets pursuant to terms set forth in the Sale Motion; therefore, the Debtor asks authority form the Court to sell the Assets. Subject to Court approval, the sale of the Assets will be sold to the Buyer pursuant to the Stalking Horse APA subject to higher and better offers as determined by the Court at the hearing on the Sale Motion. On Feb. 12, 2021, the Debtor filed Bid Procedures Motion. The Buyer will serve as the stalking horse bidder. Pursuant to the Bid Procedures Motion, the Buyer asks a break-up fee of $75,000 to the extent the Assets are sold to an alternative purchaser for a purchase price that is higher than the Purchase Price plus the Break-Up Fee. To the extent payment of the Break-up Fee is required, the Break-up Fee will be paid upon closing of the sale of the Assets to the alternative purchaser. The Debtor proposes to pay the following claims at closing in exchange for a complete release of all claims against the Debtor: TBD in a proposed sale order to be filed prior to the Sale Hearing. It asks that at the Sale Hearing, the Court enters the Sale Order approving the sale of the Assets, including: (a) approving the sale of the Assets, free and clear of liens, claims, interests, and encumbrances except the Assumed Liabilities and granting such other relief as is necessary to effectuate the transactions contemplated by the Stalking Horse APA. In the Bankruptcy Case, the sale of the Assets serves a sound business purpose. The sale is designed to preserve the value of the Assets and will allow the Debtor to reorganize the Kiva Han Business. A copy of the LOI is available at https://tinyurl.com/5xuarqsh from PacerMonitor.com free of charge. The Purchaser: ABLAK HOLDINGS, LLC 1005 South Bee Street Pittsburgh, PA 15220 Attn: Varol Ablak The Purchaser is represented by: William G. Ball, Esquire FISCUS & BALL, P.C. 1605 Carmody Court, Suite 102 Sewickley, PA 15143 E-mail: wball@fiscusball.com About Ed's Beans Inc. Ed's Beans, Inc., owner of Kiva Han Coffee and Crazy Mocha restaurants, sought Chapter 11 protection (Bankr. W.D. Pa. Case No. 20-22974) on Oct. 19, 2020. The Debtor was estimated to have $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Crystal H. Thornton-Illar of Leech Tishman Fuscaldo & Lampl, LLC, is the Debtor's legal counsel. EDWARD A. DAWSON: McDaniels Buying Cusick Property for $45K Cash ---------------------------------------------------------------- Edward A. Dawson and Marcia A. Meade ask the U.S. Bankruptcy Court for the Eastern District of Washington to authorize the sale of the real property commonly known as 19459 Westside Calispel Road, in Cusick, Washington, and legally described as The South Half of the South Half of the Southwest Quarter of the Southwest Quarter of Section 2, Township 33 North, Range 43, E.W.M., Pend Oreille County, State of Washington, to Stanton McDaniel and Peggy McDaniel, husband and wife, for $45,000, cash. The purchases will be "As Is." The Debtors further ask the Court for an order approving the sale free and clear of liens and interests, including, but not limited to, the following: Liens, Judgments and Warrants identified on Exhibit 1. They further ask the Court that at closing, the following disbursements be made: 1. A 6% real estate commission will be paid to realtors Paul Edgren/Wilma Mason and North Country Realty, LLC; and 2. General and delinquent real estate taxes due Pend Oreille County, State of Washington. The Debtors further ask the Court for an order shortening the time period to object to their proposed sale and disbursement to a period equal to 12 days from the date of mailing the notice. A copy of the Exhibit 1 is available at https://tinyurl.com/2xbhswcc from PacerMonitor.com free of charge. Edward A. Dawson and Marcia A. Meade sought Chapter 11 protection (Bankr. E.D. Wash. Case No. 18-01857) on June 29, 2018. The Debtors tapped Dan ORourke, Esq., at Southwell & ORourke as counsel. ENRIQUE R. NARVAEZ: Selling 2 Arroyo Properties to Vidal for $1.3M ------------------------------------------------------------------ Enrique Rodriguez Narvaez and Myrna Iris Rivera Ortiz ask the U.S. Bankruptcy Court for the District of Puerto Rico to authorize the sale to Manuel Vidal for the corporation designated by him for the sum of $1.3 million, free and clear from any liens, the following real properties located in Arroyo, Puerto Rico: a. RUSTICA: Finca compuesta de 63 cuerdas de terreno, equivalentes a 24 hectareas, 76 areas y 15 centiareas, radicada en el barrio Cuatro Calles Sector Sabana Eneas del termino municipal de Arroyo, Puerto Rico, colindando por el NORTE, SUR, ESTE Y OESTE, con terrenos de Luce and Company, Sociedad en Comandita. Registered in the Public Registry of Guayama, Book 197, Page 41, 37th inscription, Property no. 68. Property Identification 420-000-005-04-000. b. RUSTICA: Finca compuesta de 11 cuerdas de terreno, equivalentes a 4 hectareas, 32 areas y 134 centiareas, radicada en el barrio Cuatro Calles Sector Sabana Eneas del termino municipal de Arroyo, Puerto Rico, colindando por el NORTE, SUR, ESTE Y OESTE, con terrenos de Luce and Company, Sociedad en Comandita. Esta enclavada dentro de finca denominada Vigia, de la cual forma parte. Registered in the Public Registry of Guayama, Book 197, Page 42, Property no. 345, 30th inscription Property Identification 420-000-005-31-000. The describe property have no lien except for the garnishment recorded by creditor, Lopez Enterprises, Inc. and Miguel Vazquez now Sucesion Vazquez. As to Lopez Enterprises, Inc., the creditor hold lien over all the properties of Debtors which exceed the value vs the debt owed to the creditor and the same thing happen with creditor, Sucesion Vazquez. In the case, the Debtors sought an appraisal for both properties in which the same were appraise for the total amount of $1.26 million, $1.134,000 million for the lot of land comprised of 63.0 cuerdas and $198,000 for the lot of land comprised of 11.0 cuerdas. The Debtors have received a purchase offer from the Buyer to buy these properties in the sum of $1.3 million free and clear from any liens. As per CRIM's certification, the properties owed the amount of $845 for the property number 345 comprised of 11 cuerdas and $1,600.98 for the property number 68 comprised of 63 cuerdas. At the moment of closing, the Debtors will deliver a certification validating the amount and if there is any additional balance the same will be included and paid. In order to make the sale, the Debtors hired attorney, Hector A. Sostre Narvaez, in order to prepare all the documents and deeds necessary to make the sale. The Debtors will pay the closing cost for the attorney in the amount of $13,394. The total CRIM debt is in the amount of $2,445.98. The amount received after deductions from the sale will be used to make payments as per the Chapter 11 Plan. The amount to be paid to creditors is as follow: (i) CRIM debt - $2,445.98; (ii) closing cost - $13,394; (iii) to Sucesion Vazquez, which has agreed and provided a discount in order to receive the full amount from $156,000 to $95,000; (iv) $1,114,795.08 in full payment of debt plus $109,528.74 for the accrued interest up to march 31, 2019; as per filed at POC # 8-1 owed to Lopez Enterprises, Inc. With the payment in full of the debt, Lopez Enterprises be surrendering all collateral guarantees that belongs to the Debtor; and (v) any amount remaining needed to complete the payment will be used to the Debtors' state account. The sale will be made in a period of 20 days after the Order approving the Motion is entered. In view of the payment made by the Debtors, they ask all lien attach to the Property be eliminated. And the sale is understood to be free and clear of any lien. The Debtors ask that the present motion announcing the sale of the property be approved. The sale is made for the benefit of creditor and the Buyer has the fund to make the sale. In accordance to section 363(c)(2)(B) of the Bankruptcy code, the Debtors ask the approval of the sale and an order to cancel debt and all liens to delated to the Property with any provision that in accordance to law the Court deems just and proper. Objections, if any must be filed within 21 days after service of Motion. A copy of the Offer is available at https://tinyurl.com/5djdpal2 from PacerMonitor.com free of charge. About Enrique Rodriguez Narvaez and Myrna Iris Rivera Ortiz Enrique Rodriguez Narvaez and Myrna Iris Rivera Ortiz was engaged in the development and construction business in Puerto Rico. Mrs. Ortiz is a housewife. During many years, Mr. Rodriguez acquired and developed many lots of land. The Debtors filed for Chapter 11 bankruptcy protection (Bankr. D.P.R. Case No. 18-02044-EAG) on April 16, 2018. ENRIQUE R. NARVAEZ: Vidal Buying Arroyo Properties for $1.3 Million ------------------------------------------------------------------- Enrique Rodriguez Narvaez and Myrna Iris Rivera Ortiz ask the U.S. Bankruptcy Court for the District of Puerto Rico to authorize the sale to Manuel Vidal for the corporation designated by him for the sum of $1.3 million, free and clear from any liens, the following real properties located in Arroyo, Puerto Rico: a. RUSTICA: Finca compuesta de 63 cuerdas de terreno, equivalentes a 24 hectareas, 76 areas y 15 centiareas, radicada en el barrio Cuatro Calles Sector Sabana Eneas del termino municipal de Arroyo, Puerto Rico, colindando por el NORTE, SUR, ESTE Y OESTE, con terrenos de Luce and Company, Sociedad en Comandita. Registered in the Public Registry of Guayama, Book 197, Page 41, 37th inscription, Property no. 68. Property Identification 420-000-005-04-000. b. RUSTICA: Finca compuesta de 11 cuerdas de terreno, equivalentes a 4 hectareas, 32 areas y 134 centiareas, radicada en el barrio Cuatro Calles Sector Sabana Eneas del termino municipal de Arroyo, Puerto Rico, colindando por el NORTE, SUR, ESTE Y OESTE, con terrenos de Luce and Company, Sociedad en Comandita. Esta enclavada dentro de finca denominada Vigia, de la cual forma parte. Registered in the Public Registry of Guayama, Book 197, Page 42, Property no. 345, 30th inscription Property Identification 420-000-005-31-000. The describe property have no lien except for the garnishment recorded by creditor, Lopez Enterprises, Inc. and Miguel Vazquez now Sucesion Vazquez. As to Lopez Enterprises, Inc., the creditor hold lien over all the properties of Debtors which exceed the value vs the debt owed to the creditor and the same thing happen with creditor, Sucesion Vazquez. In the case, the Debtors sought an appraisal for both properties in which the same were appraise for the total amount of $1.26 million, $1.134,000 million for the lot of land comprised of 63.0 cuerdas and $198,000 for the lot of land comprised of 11.0 cuerdas. The Debtors have received a purchase offer from the Buyer to buy these properties in the sum of $1.3 million free and clear from any liens. As per CRIM's certification, the properties owed the amount of $845 for the property number 345 comprised of 11 cuerdas and $1,600.98 for the property number 68 comprised of 63 cuerdas. At the moment of closing, the Debtors will deliver a certification validating the amount and if there is any additional balance the same will be included and paid. In order to make the sale, the Debtors hired attorney, Hector A. Sostre Narvaez, in order to prepare all the documents and deeds necessary to make the sale. The Debtors will pay the closing cost for the attorney in the amount of $13,394. The total CRIM debt is in the amount of $2,445.98. The amount received after deductions from the sale will be used to make payments as per the Chapter 11 Plan. The amount to be paid to creditors is as follow: (i) CRIM debt - $2,445.98, (ii) closing cost - $13,394, (iii) to Sucesion Vazquez, which has agreed and provided a discount in order to receive the full amount from $156,000 to $95,000, (iv) $1,114,795.08 in full payment of debt as per filed at POC # 8-1 owed to Lopez Enterprises, Inc., with the payment in full of the debt, Lopez Enterprises be surrendering all collateral guarantees that belongs to the Debtor and (v) any remaining balance will be place in the Debtors state account. The sale will be made in a period of 20 days after the Order approving the Motion is entered. In view of the payment made by the Debtors, they ask all lien attach to this property be eliminated. And the sale is understood to be free and clear of any lien. The Debtors ask that the present motion announcing the sale of the property be approved. The sale is made for the benefit of creditor and the Buyer has the fund to make the sale. In accordance to section 363(c)(2)(B) of the Bankruptcy code, the Debtors ask the approval of the sale and an order to cancel debt and all liens to delated to the Property with any provision that in accordance to law the Court deems just and proper. Objections, if any must be filed within 21 days after service of Motion. A copy of the Offer is available at https://tinyurl.com/2gq59r7h from PacerMonitor.com free of charge. About Enrique Rodriguez Narvaez and Myrna Iris Rivera Ortiz Enrique Rodriguez Narvaez and Myrna Iris Rivera Ortiz was engaged in the development and construction business in Puerto Rico. Mrs. Ortiz is a housewife. During many years, Mr. Rodriguez acquired and developed many lots of land. The Debtors filed for Chapter 11 bankruptcy protection (Bankr. D.P.R. Case No. 18-02044-EAG) on April 16, 2018. EVERGREEN GARDENS: All Year's Brooklyn Development Seeks Chapter 11 ------------------------------------------------------------------- Allison McNeely of Bloomberg News reports that cracks are starting to form in the All Year Management real estate empire after part of its apartment development in a hipster Brooklyn neighborhood filed for bankruptcy. Evergreen Gardens Mezz LLC, controlled by All Year, sought Chapter 11 protection Monday, February 22, 2021, in the Southern District of New York, according to a petition, listing assets and liabilities of $50 million to $100 million. The Debtor is part of the 900-unit Denizen apartment complex, a millennial haven in Bushwick, Brooklyn, developed on the former site of the Rheingold Brewery. Evergreen Gardens was part of the New York City affordable housing lottery, offering 183 units, with a 1-bedroom priced at just over $1,000 per month. Amenities at the award-winning complex include a beer and wine brewery, co-working space, rock climbing and a swimming pool, according to the website. The bankruptcy follows a tough 2020 for All Year Management, which saw the pandemic unravel efforts to manage its web of debt that started running into trouble in 2018, according to the Commercial Observer. Bankruptcy lawyers from Weil Gotshal & Manges are handling the filing, court documents show. All Year, founded by Yoel Goldman and currently run by chief restructuring officer Joel Biran, was started in 2007 and has grown to own more than 150 buildings in gentrifying parts of Brooklyn, according to the Observer and Who Owns What, a website that aggregates New York real estate data. All Year tapped the Israeli bond market to fund its expansion, issuing four different corporate bonds, according to the Tel Aviv Stock Exchange. Trading on those securities has been suspended since late last 2020 after All Year missed payments and it failed to deliver financial reports on time. About Evergreen Gardens Evergreen Gardens Mezz LLC focuses on the development, construction, acquisition, leasing and management of residential and commercial income-producing properties in Brooklyn, New York. Evergreen Gardens owns part of the 900-unit Denizen apartment complex, a millennial haven in Bushwick, Brooklyn, developed on the former site of the Rheingold Brewery. Evergreen Gardens is part of All Year Management, a New York-based real estate development firm, has owned, managed and developed dozens in real estate since its founding. Evergreen Gardens sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 21-10335) on Feb. 22, 2021. The Debtor estimated assets and debt of $50 million to $100 million as of the bankruptcy filing. The Hon. Martin Glenn is the case judge. WEIL, GOTSHAL & MANGES LLP, led by Gary T. Holtzer, and Matthew P. Goren, is the Debtor's counsel. EVERGREEN GARDENS: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: Evergreen Gardens Mezz LLC 199 Lee Avenue, Suite 693 Brooklyn, New York 11211 Business Description: Evergreen Gardens Mezz LLC focuses on the development, construction, acquisition, leasing and management of residential and commercial income-producing properties in Brooklyn, New York. Chapter 11 Petition Date: February 22, 2021 Court: United States Bankruptcy Court Southern District of New York Case No.: 21-10335 Judge: Hon. Martin Glenn Debtor's Counsel: Gary T. Holtzer, Esq. Matthew P. Goren, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, New York 10153 Tel: (212) 310-8000 Fax: (212) 310-8007 E-mail: gary.holtzer@weil.com matthew.goren@weil.com Estimated Assets: $50 million to $100 million Estimated Liabilities: $50 million to $100 million The petition was signed by Joel Biran, authorized signatory. The Debtor stated that, to the best of its knowledge, it has no creditors with unsecured claims as of the Petition Date. A copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/GVXZW3A/Evergreen_Gardens_Mezz_LLC__nysbke-21-10335__0001.0.pdf?mcid=tGE4TAMA FORUM ENERGY: Moody's Completes Review, Retains Caa2 CFR -------------------------------------------------------- Moody's Investors Service has completed a periodic review of the ratings of Forum Energy Technologies, Inc. and other ratings that are associated with the same analytical unit. The review was conducted through a portfolio review discussion held on February 17, 2021 in which Moody's reassessed the appropriateness of the ratings in the context of the relevant principal methodology(ies), recent developments, and a comparison of the financial and operating profile to similarly rated peers. The review did not involve a rating committee. Since January 1, 2019, Moody's practice has been to issue a press release following each periodic review to announce its completion. This publication does not announce a credit rating action and is not an indication of whether or not a credit rating action is likely in the near future. Credit ratings and outlook/review status cannot be changed in a portfolio review and hence are not impacted by this announcement. Key rating considerations Forum Energy Technologies, Inc.'s Caa2 Corporate Family Rating reflects elevated leverage and weak interest coverage amid challenging industry conditions. In August 2020, Forum exchanged a large portion of its senior notes due 2021 for senior notes due 2025. This addressed near-term refinancing needs, helping liquidity. In early January 2021, Forum announced the sale of assets related to two valve brands, which also aides liquidity. Growth is limited by the continued lower level of capital spending by the upstream companies, even though improving from mid-2020 levels. This will continue to constrain credit metrics. To contend with lower customer demand, Forum reduced expenses by reducing labor costs and consolidating facilities. While new equipment sales weakened, the company benefits from selling consumable products, which comprise a large portion of revenue. Forum also benefits from geographic diversification through its exposure to international markets. The principal methodology used for this review was Global Oilfield Services Industry Rating Methodology published in May 2017. FOXWOOD HILLS: C. Ausburn Buying Lot 60 in Westminster for $8K -------------------------------------------------------------- Foxwood Hills Property Owners Association, Inc., asks the U.S. Bankruptcy Court for the District of South Carolina to authorize the sale of Lot 60 in the Kinston Section of Foxwood Hills, commonly known as 209 Kinston Loop Drive, in Westminster, Oconee County, South Carolina, to Carrie E. Ausburn for $8,000. A hearing on the Motion is set for March 23, 2021, at 10:30 a.m. Objections, if any, must be filed within 21 days of service of the notice. The Association is the property owner association responsible for the maintenance, operation and management of roadways, certain real estate and amenities for the Community, a development located on Lake Hartwell in Oconee County, South Carolina, comprised of approximately 4,100 lots currently owned by approximately 3,300 lot owners. The real property owned by the Association includes a clubhouse, a pool, tennis courts, a parking area, other improvements, substantial common areas and certain residential lots. On the Petition Date, the Association owned approximately 605 lots in the Community. Also on the Petition Date, the Association had approximately 484 of these lots available for sale. The vast majority of the residential lots owned by the Association are vacant and slow or difficult to sell for various reasons, including the location of the lots and some of the issues that led to the filing of the Chapter 11 case. The Association would like to sell most of these lots. The sale proceeds would be income to the Association, usable by it to meet its annual approved budget. However, perhaps most importantly, the change from the Association's ownership to new owners both saves the Association continued costs of ownership (ad valorem taxes, maintenance, utility minimum charges, and other costs) and improves collection of assessments and dues by the Association, as the new owners become responsible for payment of assessments like other lot owners in the Community. Accordingly, the Association rarely turns down a reasonable offer made by a prospective purchaser. To the best of the Association's knowledge, none of the lots it owns are subject to mortgages, liens or any other encumbrances. The Association employed Ms. Susan Mangubat of Red Hot Homes @ Keller Williams Upstate, as its realtor for the sale of lots it owns in the Community. On Dec. 16, 2020, the Court entered its Order Granting Application to Employ, which (1) authorized the Association to employ Ms. Mangubat as its real estate agent for the sale of lots it owns, with compensation to be real estate commissions of the greater of 10% of the lot sale price or $500,000, and (2) provided that notice and approval of Ms. Mangubat's proposed commission on a sale may be made and obtained by inclusion in the notice of sale and as part of approval of the sale, without a separate fee application. The Association has proposed sale of Lot 60 in the Kinston Section of the Community to the Buyer for $8,000. Lot 60 is identified more particularly as TMS 316-05-01-060. The Association will pay the Relator a commission of $800 at the closing of the sale. The property is not subject to any mortgage or lien. The Association is informed and believes that the proposed sale of Lot 60 is in the best interest of the Association, its creditors and parties in interest in the case. Finally, the Debtor asks the Court to waive the 14-day stay under Rule 6004(h) of the Federal Rules of Bankruptcy Procedure. A copy of the Contract is available at https://tinyurl.com/6tfamy62 from PacerMonitor.com free of charge. About Foxwood Hills Property Owners Association Foxwood Hills Property Owners Association, Inc. is an organization of owners of Foxwood Hills -- a lake front community of primary and vacation homes nestled in the northwest corner of Oconee County, S.C. Foxwood Hills Property Owners Association filed its voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. D.S.C. Case No. 20-02092) on May 8, 2020. At the time of the filing, Debtor disclosed $4,253,427 in assets and $219,780 in liabilities. Judge Helen E. Burris oversees the case. Nexsen Pruet, LLC is Debtor's legal counsel. FREEMAN MOBILE: Bank of America Says Plan Not Filed in Good Faith ----------------------------------------------------------------- Secured creditor Bank of America N.A. (BANA) objects to the Amended Disclosure Statement-Redline and Amended Plan-Redline of Freeman Mobile Orthodontics, PLLC, and its Debtor Affiliates. BANA objects to the Amended Disclosure Statement as it fails to reveal critical information regarding the treatment of BANA's secured claims and potentially unsecured claim, and the valuation of the Collateral. Specifically, as to BANA, the Amended Disclosure Statement indicates that the proposed Plan proposes to pay BANA an amount not factually supported by the appraised value for BANA's collateral. Yet, the Amended Disclosure states that the Debtor believes BANA is under-secured and the value provided for the Real Property is based on the Debtor's principal's calculation. Moreover, the Amended Disclosure Statement provides a repayment structure which has not been approved by BANA. The Amended Disclosure Statement does not meet the requirements set forth 11 U.S.C. Sec. 1125 and otherwise under the Bankruptcy Code, and leaves a hypothetical investor guessing as to these inquiries, and it should not be approved. Finally, BANA also objects to confirmation of the Debtors' Amended Plan as it was not proposed in good faith and BANA would receive more should the Debtors' assets be liquidated. The Debtors' Amended Plan does not meet the requirements of 11 U.S.C. Sec. 1129 and therefore should not be confirmed. A full-text copy of BANA's objection dated Feb. 18, 2021, is available at https://bit.ly/3sqYvwB from PacerMonitor.com at no charge. Attorneys for Bank of America: Laudy Luna E-mail: ll@lgplaw.com Bankruptcy and Litigation counsel Baris J. Okcular Email: bjo@lgplaw.com LIEBLER, GONZALEZ & PORTUONDO Courthouse Tower - 25th Floor 44 West Flagler Street Miami, FL 33130 Tel: (305) 379-0400 Fax: (305) 379-9626 About Freeman Mobile Orthodontics Freeman Orthodontics is a Fort Lauderdale, Florida-based orthodontics specialist that provides cutting-edge, high quality and friendly orthodontic care to patients in different communities in Florida. It takes price in providing patients with specialized and personalized service because it recognizes the different needs of patients. It features the newest technological advances in dental industry like brackets, braces, clear aligners, accelerated orthodontics, and many more. Freeman Mobile Orthodontics PLLC and affiliate Freeman Orthodontics, P.A., sought Chapter 11 protection (Bankr. S.D. Fla. Lead Case No. 20-15408) on May 17, 2020. Affiliates Interstellar Disruption LLC, Freeman Holdings LLC, Freeman Holdings II LLC and FWP Realty Holdings also sought bankruptcy protection. On May 17, 2020, Christoper Scott Freeman, the lead orthodontics at the practice, also filed a personal Chapter 11 case. He disclosed $13 million in liabilities, including four bank loans worth $12.6 million. The Hon. Scott M. Grossman is the case judge. The Debtors hired Wernick Law, PLLC, as counsel. FRONTERA HOLDINGS: Akin Gump Represents Term Lender Group --------------------------------------------------------- Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure, the law firm of Akin Gump Strauss Hauer & Feld LLP submitted a verified statement to disclose that it is representing the Ad Hoc Group of Term Loan Lenders in the Chapter 11 cases of Frontera Holdings LLC, et al. Akin Gump represents the Ad Hoc Group of Term Loan Lenders in connection with the Debtors' chapter 11 cases. Akin Gump does not represent or purport to represent any other entities in connection with the Debtors' chapter 11 cases. Akin Gump does not represent the Ad Hoc Group of Term Loan Lenders as a "committee" and does not undertake to represent the interests of, and is not a fiduciary for, any creditor, party in interest, or entity other than the Ad Hoc Group of Term Loan Lenders. In addition, the Ad Hoc Group of Term Loan Lenders does not represent or purport to represent any other entities in connection with the Debtors' chapter 11 cases. As of Feb. 23, 2021, members of the Ad Hoc Group of Term Loan Lenders and their disclosable economic interests are: Bain Capital, LP 200 Clarendon Street Boston, MA 02116 * Prepetition Term Loans: $194,466,908 * DIP Loans: $8,075,791 Bank of America, N.A. 900 West Trade St. Charlotte, NC 28202 * Prepetition Term Loans: $7,581,644 * Prepetition RCF Loans: $3,500,000 * DIP Loans: $441,495 Columbia Management Investment Advisors, LLC 100 N. Pacific Hwy, Suite 650 El Segundo, CA 90245 * Prepetition Term Loans: $4,442,075 * DIP Loans: $516,652 Columbia Cent CLO Advisers, LLC 100 N. Pacific Coast Hwy, Suite 650 El Segundo, CA 90245 * Prepetition Term Loans: $7,999,025 First Eagle Alternative Credit, LLC 227 West Monroe Street Suite 3200 Chicago, IL 60606 * Prepetition Term Loans: $21,512,350 * DIP Loans: $893,361 Goldman Sachs Asset Management, L.P. Attn: Jeff Olinsky 200 West Street, 3rd Floor New York, NY 10282 * Prepetition Term Loans: $4,162,045 * DIP Loans: $172,840 Hayfin Capital Management LLC 485 Madison Avenue, 24th Floor New York, NY 10022 * Prepetition Term Loans: $14,058,313 * DIP Loans: $583,811 NH Bank Ltd Co 120 Tongil-ro Jung-gu, Seoul Republic of Korea * Prepetition Term Loans: $23,948,750 * DIP Loans: $994,539 Insight Investment Management Limited 200 Park Avenue, 7th Floor New York, NY 10166 * Prepetition Term Loans: $6,353,744 Invesco Senior Secured Management, Inc. 225 Liberty Street New York, NY 10281 * Prepetition Term Loans: $45,855,225 * DIP Loans: $1,904,268 Continental Casualty Company 151 North Franklin Street, 10th Floor Chicago, Illinois 60606 * Prepetition Term Loans: $19,030,417 * DIP Loans: $790,292 Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 * Prepetition Term Loans: $63,325,456 * DIP Loans: $2,629,769 Mackenzie Financial Corporation 180 Queen Street West Toronto ON M5V 3K1 Canada * Prepetition Term Loans: $34,987,603 * DIP Loans: $1,452,959 Mirae Asset Daewoo Co., Ltd. 04539 East Tower, 26 Eulji-ro 5-gil Jung-gu, Seoul Republic of Korea * Prepetition Term Loans: $34,212,500 * DIP Loans: $1,420,771 Mirae Asset Life Insurance Co., Ltd. Mirae Asset Daewoo Building Gukjegeumyung-ro 56 Yeongdeungpo-gu, Seoul Republic of Korea * Prepetition Term Loans: $34,212,500 * DIP Loans: $1,420,771 MJX Asset Management LLC 12 East 49th Street, 38th Floor New York, NY 10017 * Prepetition Term Loans: $52,241,351 * DIP Loans: $2,169,470 Nassau Corporate Credit 17 Old Kings Highway S, Suite 200 Darien, CT 06820 * Prepetition Term Loans: $18,223,322 * DIP Loans: $756,775 Oaktree Capital Management, L.P. 333 South Grand Avenue, 28th Floor Los Angeles, CA 90071 * Prepetition Term Loans: $32,271,391 * DIP Loans: $1,340,161 OFS CLO Management, LLC 10 South Wacker Drive Suite 2500 Chicago, IL 60606 * Prepetition Term Loans: $5,610,929 * DIP Loans: $233,009 Shenkman Capital Management, Inc. 461 Fifth Avenue, 22nd Floor New York, NY 10017 * Prepetition Term Loans: $8,278,153.63 Shinhan Asset Management Co., Ltd. Shinhan Investment Tower 18F 70 Yeoui-daero Youngdeungpo-gu, Seoul 07255 Republic of Korea Kookmin Bank, Co., Ltd. 141, Uisadang-daero Yeongdeungpo- gu, Seoul 07332 Republic of Korea * Prepetition Term Loans: $68,425,000 * DIP Loans: $2,841,543 Strategic Value Partners, LLC 100 West Putnam Avenue Greenwich, CT 06830 * Prepetition Term Loans: $32,790,411 * DIP Loans: $1,361,715 Counsel to the Ad Hoc Group of Term Loan Lenders can be reached at: AKIN GUMP STRAUSS HAUER & FELD LLP Marty L. Brimmage, Jr., Esq. Lacy M. Lawrence, Esq. 2300 N. Field St., Suite 1800 Dallas, TX 75201 Tel: (214) 969-2800 Fax: (214) 969-4343 Email: mbrimmage@akingump.com llawrence@akingump.com Scott L. Alberino, Esq. Kate Doorley, Esq. Robert S. Strauss Tower 2001 K Street, N.W. Washington, DC 20006-1037 Tel: (202) 887-4000 Fax: (202) 887-4288 Email: salberino@akingump.com kdoorley@akingump.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/2ZK529b About Frontera Holdings Frontera Holdings operates a 526-MW combined-cycle natural gas plant near Mission, Texas, and exports power to Mexico. On Feb. 3, 2021, Frontera Holdings LLC and five affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. No. 21-30354) to seek confirmation of a debt-for-equity plan that would reduce debt by $800 million. PJT Partners LP is serving as investment banker for the Company; Kirkland & Ellis and Jackson Walker L.L.P. are serving as legal counsel; and Alvarez & Marsal is serving as financial advisor. Prime Clerk LLC is the claims agent. The term loan lenders' advisors include Houlihan Lokey Inc. and Akin Gump Strauss Hauer & Feld LLP. The noteholders' advisors include Silver Foundry, LP and Morgan, Lewis & Bockius LLP. FRONTERA HOLDINGS: Winter Storm Makes DIP Loan More Critical ------------------------------------------------------------ Law360 reports that attorneys for Texas power generating station owner Frontera Holdings LLC said last week's crippling winter weather forced it to shut down its plants for nine days and the ensuing loss of revenue increased the need for another $40 million in Chapter 11 financing. During a virtual hearing Tuesday, Feb. 23, 2021, debtor attorney Matthew C. Fagen said the power station is fueled by natural gas and that its gas supply was cut off due to the storm, leading to potential breaches of minimum capacity contracts with the regulators of the power grid in Mexico, where all of Frontera's output is sold. "[S]ince the Interim Order was entered, extreme weather-related issues have impacted the power grid and energy markets in Texas. Due to these weather-related issues, the Debtors have been unable to obtain natural gas to fuel their generation facility, which has, as a result, remained offline since February 13, 2021. In the face of these material risks, the DIP Facility is, and continues to be, the Debtors' only source of liquidity to implement their restructuring and fund their go-forward business," Brent Herlihy, managing director in the Restructuring and Special Situations Group at PJT, the investment banker of the Debtors, said in a court filing. The Debtors sought approval to access the remaining $40 million of the $70 million DIP Facility and to incur the obligations under the DIP Facility on a final basis. If the Debtors' proposed chapter 11 plan of reorganization is consummated, the DIP Facility will be converted into an exit financing facility with a five-year term, and the proposed exit fee (20% of the aggregate principal amount of the DIP facility) will be payable in non-cash consideration equal to 87.5% of the equity in the post-chapter 11 company. In the unlikely event that the Debtors' proposed Plan is not consummated, the proposed 20% Exit Fee would be payable in cash (i.e., $14 million) upon the earlier of (1) payment in full of the DIP Borrower Obligations, (2) the termination of the Restructuring Support Agreement, or (3) acceleration of the DIP Term Loans or any other exercise of remedies by the DIP Administrative Agent pursuant to the connection with the proposed DIP Financing: 0.5% of $70 million, or $350,000 (with such amount being credited against PJT's Restructuring Fee). About Frontera Holdings Frontera Holdings operates a 526-MW combined-cycle natural gas plant near Mission, Texas, and exports power to Mexico. On Feb. 3, 2021, Frontera Holdings LLC and five affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. No. 21-30354) to seek confirmation of a debt-for-equity plan that would reduce debt by $800 million. PJT Partners LP is serving as investment banker for the Company; Kirkland & Ellis and Jackson Walker L.L.P. are serving as legal counsel; and Alvarez & Marsal is serving as financial advisor. Prime Clerk LLC is the claims agent. The term loan lenders' advisors include Houlihan Lokey Inc. and Akin Gump Strauss Hauer & Feld LLP. The noteholders' advisors include Silver Foundry, LP and Morgan, Lewis & Bockius LLP. GALLERIA OF ST. MATTHEWS: Selling Louisville Property for $1.75M ---------------------------------------------------------------- Galleria of St. Matthews, LLC, asks the U.S. Bankruptcy Court for the Western District of Kentucky to authorize the sale of the real property and improvements commonly identified as 4101-4127 Oeschli Avenue, in Louisville, Kentucky, to Kaden Management Co. Inc. for $1.75 million. The Real Property is a vacant strip mall situated on approximately two acres of Oechsli Avenue in the heart of St. Matthews, Kentucky. In July 2019, a portion of the Real Property's roof collapsed when the trusses buckled due to significant deterioration believed to have been caused by application of fire-retardant chemicals and/or unauthorized modifications to the building structures implemented by HVAC installers. The building and improvements remain uninhabitable as the Debtor has yet to receive payments for the damages sustained from either property insurance coverage or the tortfeasors. The Debtor has marketed the Real Property for sale since October 2019. On Oct. 6, 2020, the Debtor and the Buyer entered into the Real Estate Purchase and Sale Agreement. On Jan. 19, 2021, they executed an amendment to the Sale Agreement which provided for an extended Inspection Period through May 19, 2021, to enable the Buyer to continue its due diligence inspections and Debtor to obtain releases of liens and encumbrances on the Real Property. Pursuant to the Sale Agreement the purchase price for the Real Property is $1.75 million. The sale will be free and clear of liens, claims, encumbrances, or other interests. Commonwealth Bank & Trust Co. ("CB&T") asserts a security interest in the Real Property pursuant to a Mortgage, Security Agreement and Fixture Financing Statement filed of record in the office of the Clerk of Jefferson County on Sept. 30, 2016, in Mortgage Book 14753, Page 514. CB&T also asserts a security interest in the rents and profits derived from the Real Property pursuant to an Assignment of Rents and Leases filed of record in the office of the Clerk of Jefferson County on Sept. 30, 2016, in Deed Book 10724, Page 476. The amount of indebtedness owed to CB&T by the Debtor and secured by the Real Property is less than the Purchase Price. In its complaint for foreclosure filed in the Circuit Court of Jefferson County, Case No. 21-CI-400134, CB&T demanded $1,191,423.64 in principal, interest, and certain other premiums, costs, fees, and expenses through Jan. 19, 2021; $18,182.29 in attorneys' fees through Jan. 7, 2021; and per diem interest of $383.23 accruing from Jan. 19, 2021 forward. McCormick Construction & Development, Inc. asserts a lien upon the Real Property pursuant to a Mechanics Lien filed of record in the office of the Clerk of Jefferson County on Dec. 6, 2019, in Lien Book 2163, Page 399. The amount of indebtedness owed to McCormick by the Debtor as asserted in the Mechanics Lien is $8,515.16. The City of St. Matthews asserts a lien upon the Real Property pursuant to a Delinquent Real Property Tax Lien filed of record in the office of the Clerk of Jefferson County on July 15, 2020, in Lien Book 2218, Page 703. St. Matthews may also assert a lien upon the Real Property by virtue of any additional ad valorem real property taxes assessed against the Real Property and coming due. The amount of indebtedness owed to St. Matthews by the Debtor as asserted in the Delinquent Real Property Tax Lien is $6,674.43. Louisville-Jefferson County Metro Government ("Lou-Metro") may assert a lien upon the Real Property by virtue of any due and delinquent ad valorem real property taxes assessed against the Real Property. Upon Debtor's information and belief, the amount of indebtedness owed to Lou-Metro by the Debtor for unpaid real property taxes is approximately $60,665.75. S.T., LLC, doing business as Charim Korean Restaurant, may assert an interest in the Real Property pursuant to a Lis Pendens filed of record in the office of the Clerk of Jefferson County on Dec. 2, 2019, in Lien Book 2161, Page 508. Charim's interest in the Real Property is in bona fide dispute as presented in Case No. 19-CI-7522 before the Jefferson County Circuit Court, Case No. 19-cv-626-CRS-CHL before the U.S. District Court for the Western District of Kentucky, and Case No. 19-cv-837-CHB-RSE before the Western District of Kentucky. Havana Rumba, LLC may assert an interest in the Real Property pursuant to a Lis Pendens filed of record in the office of the Clerk of Jefferson County on Jan. 8, 2020, in Lien Book 2171, Page 274. Havana Rumba's interest in the Real Property is in bona fide dispute as presented in Case No. 19-CI-4675 before the Jefferson County Circuit Court, Case No. 19-cv-626-CRS-CHL before the Western District of Kentucky, and Case No. 19-cv-837-CHB-RSE before the Western District of Kentucky. Sandman International Inc., Paul Sandman, and/or Tham Sandman may assert an interest in the Real Property pursuant to a Lis Pendens filed of record in the office of the Clerk of Jefferson County on Feb. 7, 2020, in Lien Book 2179, Page 683. Sandman's interest in the Real Property is in bona fide dispute as presented in Case No. 20-CI-897 before the Jefferson County Circuit Court. Maui White KY, LLC may assert an interest in the Real Property pursuant to a Lis Pendens filed of record in the office of the Clerk of Jefferson County on April 6, 2020, in Lien Book 2195, Page 554. Its interest in the Real Property is in bona fide dispute as presented in Case No. 20-CI-2048 before the Jefferson County Circuit Court. Nuthin Fancy, Inc., doing business as Del Frisco's, may assert an interest in the Real Property pursuant to a Lis Pendens filed of record in the office of the Clerk of Jefferson County on Oct. 30, 2020, in Lien Book 2250, Page 807. Del Frisco's interest in the Real Property is in bona fide dispute as presented in Case No. 19-CI-8101 before the Jefferson County Circuit Court. By the Motion, the Debtor asks authority from the Court to sell the Real Property to the Buyer free and clear of any interest in the Real Property. It expects that CB&T, McCormick, St. Matthews, and Lou-Metro will consent to the proposed sale. At the closing of the proposed sale, the liens of the respective lienholders will attach to the sale proceeds. Any sale proceeds in excess of the costs of the sale and discharge of appropriate liens will be retained by the Debtor and subject to the supervision and direction of the Court. Due to the condition of the Real Property, the Debtor is unable to generate rental income to service its existing indebtedness secured by liens on the property. It therefore believes that the proposed sale of the Real Property pursuant to Bankruptcy Code Section 363(b) will maximize the value of the bankruptcy estate for the benefit of all parties in interest. A copy of the Agreement is available at https://tinyurl.com/1cbk7gqo from PacerMonitor.com free of charge. The Purchaser: KADEN MANAGEMENT CO., INC. 6100 Dutchmans Lane, 6th Floor Louisville, KY 40205 E-mail: jblieden@kadencompanies.com About Galleria of St. Matthews, LLC Galleria of St. Matthews, LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor is the owner of a fee simple title to a property located at 4101-4127 Oechsli Avenue Louisville, Kentucky valued at $1.75 million. Galleria of St. Matthews, LLC sought Chapter 11 protection (Bankr. W.D. Ky. Case No. 21-30360) on Feb. 19, 2021. The case is assigned to Judge Charles R. Merrill. The Debtor's total assets are at $1,817,376 and $4,024,374 in total debt. The Debtor tapped Charity S. Bird, Esq., at Kaplan Johnson Abate & Bird LLP as counsel. The petition was signed by Enrique L. Pantoja, manager. GENOCEA BIOSCIENCES: Incurs $43.7 Million Net Loss in 2020 ---------------------------------------------------------- Genocea Biosciences, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $43.71 million on $1.36 million of license revenue for the year ended Dec. 31, 2020, compared to a net loss of $38.95 million on zero license revenue for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $98.49 million in total assets, $89.51 million in total liabilities, and $8.98 million in total stockholders' equity. The Company had available cash and cash equivalents of $79.8 million at Dec. 31, 2020. In addition, the Company used $41.7 million of cash for operating activities during 2020. The Company's available cash and cash equivalents at Dec. 31, 2020 are expected to fund operations for a period of at least a year from the date the financial statements are issued. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1457612/000145761221000022/gnca-20201231.htm About Genocea Biosciences Headquartered in Cambridge, Massachusetts, Genocea -- http://www.genocea.com-- is a biopharmaceutical company developing personalized cancer immunotherapies. The Company uses its proprietary discovery platform, ATLAS, to profile CD4+ and CD8+T cell (or cellular) immune responses to tumor antigens. GENOCEA BIOSCIENCES: To Issue 2.1 Million Shares Under 2014 Plan ---------------------------------------------------------------- Genocea Biosciences, Inc. filed a Form S-8 registration statement with the Securities and Exchange Commission to register an additional 2,120,753 shares under the Company's 2014 Equity Incentive Plan. A copy of the prospectus is available for free at: https://www.sec.gov/Archives/edgar/data/1457612/000145761221000024/gnca_2021xs-8.htm About Genocea Biosciences Headquartered in Cambridge, Massachusetts, Genocea -- http://www.genocea.com-- is a biopharmaceutical company developing personalized cancer immunotherapies. The Company uses its proprietary discovery platform, ATLAS, to profile CD4+ and CD8+T cell (or cellular) immune responses to tumor antigens. Genocea reported a net loss of $43.71 million for the year ended Dec. 31, 2020, compared to a net loss of $38.95 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $98.49 million in total assets, $89.51 million in total liabilities, and $8.98 million in total stockholders' equity. GEORGIA DEER: Double H Buying 1994 International Spreader for $7.5K ------------------------------------------------------------------- Georgia Deer Farm, Inc. asks the U.S. Bankruptcy Court for the Northern District of Georgia to authorize the sale of its interests in the 1994 International Spreader with VIN 1HT5DAAN85H656564 to Double H Farms, for $7,500. The Vehicle serves as security in regards to a loan held by Ally Bank. The Debtor estimates the balance of the loan with Ally Bank to be approximately $25,000. There are currently no liens on the Vehicle. The Vehicle is in poor condition. It has a fair market value of approximately $7,500. The Debtor has determined that it is in the best interest of its estate to sell the Vehicle. It asks approval to sell the Vehicle. The sale will provide needed cash to the estate and reduce the debt obligation owed, thereby permitting the Debtor to restructure its remaining debt obligations. The Buyer is interested in buying the Vehicle for $7,500, in accordance with the terms and conditions of the Purchase Agreement. The Buyer is owned by Daniel Harrod, the brother of the Debtor's principal, Roger Harrod. The Vehicle will be sold free and clear of all liens, claims and encumbrances. By selling the Vehicle directly to the Buyer, the Debtor will save the costs of sale, including but not limited to commissions, and will be receiving more than fair market value, which will directly benefit its creditors. The Debtor proposes to remit the funds to its counsel to be held in escrow pending further order of the Court. Time is of the essence in the sale. The Debtor further asks authority to enter into and execute any agreements and/or documents necessary to liquidate the Vehicle as contemplated, as well as to transfer title to the Buyer of the Vehicle. A hearing on the Motion is set for March 25, 2021 at 10:15 a.m. Given the current public health crisis, hearings may be telephonic only. Objections, if any, must be filed within 21 days of the entry of the Notice of Hearing. A copy of the Agreement is available at https://tinyurl.com/2xm3kqsb from PacerMonitor.com free of charge. About Georgia Deer Farm Georgia Deer Farm, Inc., a tractor and farm equipment dealer in Roopville, Ga., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-10563) on March 13, 2020. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of between $1 million and $10 million. The case was previously assigned to the Hon. W. Homer Drake and was later reassigned to the Hon. Lisa Ritchey Craig. The Debtor is represented by The Falcone Law Firm, P.C. GEORGIA DEER: McCravy Buying 1989 International 4900 for $7.5K -------------------------------------------------------------- Georgia Deer Farm, Inc., asks the U.S. Bankruptcy Court for the Northern District of Georgia to authorize the sale of its interests in the 1989 International 4900 with VIN 1HT5DZ3N7LH699578 to Mike McCravy for $7,500. The Vehicle serves as security in regards to a loan held by Ally Bank. The Debtor estimates the balance of the loan with Ally Bank to be approximately $25,000. There are currently no liens on the Vehicle. It has a fair market value of approximately $7,500. The Debtor has determined that it is in the best interest of its estate to sell the Vehicle. It asks approval to sell the Vehicle. The sale will provide needed cash to the estate and reduce the debt obligation owed, thereby permitting the Debtor to restructure its remaining debt obligations. The Buyer is interested in buying the Vehicle for $7,500, in accordance with the terms and conditions of the Purchase Agreement. He is an insider. He is the president of the Debtor. The Vehicle will be sold free and clear of all liens, claims and encumbrances. By selling the Vehicle directly to the Buyer, the Debtor will save the costs of sale, including but not limited to commissions, and will be receiving more than fair market value, which will directly benefit its creditors. Time is of the essence in the sale. The Debtor further asks authority to enter into and execute any agreements and/or documents necessary to liquidate the Vehicle as contemplated, as well as to transfer title to the Buyer of the Vehicle. A hearing on the Motion is set for March 25, 2021, at 10:15 a.m. Given the current public health crisis, hearings may be telephonic only. Objections, if any, must be filed within 21 days of the entry of the Notice of Hearing. A copy of the Agreement is available at https://tinyurl.com/1rw4ibzp from PacerMonitor.com free of charge. About Georgia Deer Farm Georgia Deer Farm, Inc., a tractor and farm equipment dealer in Roopville, Ga., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-10563) on March 13, 2020. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of between $1 million and $10 million. The case was previously assigned to the Hon. W. Homer Drake and was later reassigned to the Hon. Lisa Ritchey Craig. The Debtor is represented by The Falcone Law Firm, P.C. GEORGIA DEER: President Harrod Buying 1996 Ford F350 for $2K ------------------------------------------------------------ Georgia Deer Farm, Inc., asks the U.S. Bankruptcy Court for the Northern District of Georgia to authorize the sale of its interests in the 1996 Ford F350 with VIN 1FDKF3 8FXTEA32023 to Roger Harrod for $2,000. There are currently no liens on the Vehicle. The Vehicle is in poor condition. It currently does not run. The fair market value of the Vehicle is approximately $2,000. The Debtor has determined that it is in the best interest of its estate to sell the Vehicle. The Buyer is interested in buying the Vehicle for $2,000. He is an insider. He is the president of the Debtor. The Vehicle will be sold free and clear of all liens, claims and encumbrances. By selling the Vehicle directly to the Buyer, the Debtor will save the costs of sale, including but not limited to commissions, and will be receiving more than fair market value, which will directly benefit its creditors. The Debtor proposes to remit the remaining funds to its counsel to be held in escrow pending further order of the Court. Time is of the essence in the sale. The Debtor further asks authority to enter into and execute any agreements and/or documents necessary to liquidate the Vehicle as contemplated, as well as to transfer title to the Buyer of the Vehicle. A hearing on the Motion is set for March 25, 2021, at 10:15 a.m. Given the current public health crisis, hearings may be telephonic only. Objections, if any, must be filed within 21 days of the entry of the Notice of Hearing. A copy of the Agreement is available at https://tinyurl.com/zvmfjbg6 from PacerMonitor.com free of charge. About Georgia Deer Farm Georgia Deer Farm, Inc., a tractor and farm equipment dealer in Roopville, Ga., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-10563) on March 13, 2020. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of between $1 million and $10 million. The case was previously assigned to the Hon. W. Homer Drake and was later reassigned to the Hon. Lisa Ritchey Craig. The Debtor is represented by The Falcone Law Firm, P.C. GEORGIA DEER: President Harrod Buying 2018 Dodge 3500 for $36K -------------------------------------------------------------- Georgia Deer Farm, Inc., asks the U.S. Bankruptcy Court for the Northern District of Georgia to authorize the sale of its interests in the 2018 Dodge 3500 with VIN 3C7WRTCL3JG312661 to Roger Harrod for $36,000. The Vehicle serves as security in regards to a loan held by Ally Bank. The Debtor estimates the balance of the loan with Ally Bank to be approximately $25,000. The Vehicle is in good condition. Its fair market value is approximately $36,000. The Debtor has determined that it is in the best interest of its estate to sell the Vehicle. The sale will provide needed cash to the estate and reduce the debt obligation owed, thereby permitting the Debtor to restructure its remaining debt obligations. The Buyer is interested in buying the Vehicle for $36,000, in accordance with the terms and conditions of the Purchase Agreement. He is an insider. He is the president of the Debtor. The Vehicle will be sold free and clear of all liens, claims and encumbrances. By selling the Vehicle directly to the Buyer, the Debtor will save the costs of sale, including but not limited to commissions, and will be receiving more than fair market value, which will directly benefit its creditors. The Debtor proposes to pay-off the lien held by Ally Bank and to remit the remaining funds to its counsel to be held in escrow pending further order of the Court. Time is of the essence in the sale. The Debtor further asks authority to enter into and execute any agreements and/or documents necessary to liquidate the Vehicle as contemplated, as well as to transfer title to the Buyer of the Vehicle. A hearing on the Motion is set for March 25, 2021, at 10:15 a.m. Given the current public health crisis, hearings may be telephonic only. Objections, if any, must be filed within 21 days of the entry of the Notice of Hearing. A copy of the Agreement is available at https://tinyurl.com/hhgak2hd from PacerMonitor.com free of charge. About Georgia Deer Farm Georgia Deer Farm, Inc., a tractor and farm equipment dealer in Roopville, Ga., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-10563) on March 13, 2020. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of between $1 million and $10 million. The case was previously assigned to the Hon. W. Homer Drake and was later reassigned to the Hon. Lisa Ritchey Craig. The Debtor is represented by The Falcone Law Firm, P.C. GIRARDI & KEESE: Court Permits Tom Girardi to Stay in Mansion ------------------------------------------------------------- David Thomas of Reuters reports that the federal judge on Tuesday, February 23, 2021, gave embattled plaintiffs attorney Tom Girardi the green light to stay in his mansion in Pasadena, California, as the Chapter 7 trustee overseeing his estate moves to sell it. U.S. Bankruptcy Judge Barry Russell said during a hearing that the deal struck between Girardi's brother Robert Girardi, who is serving as temporary conservator, and trustee Jason Rund was "fairly straightforward." About Girardi & Keese Girardi and Keese or Girardi & Keese was a Los Angeles-based law firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It served clients in California in a variety of legal areas. It was known for representing plaintiffs against major corporations. An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No. 20-21022) was filed in December 2020 against GIRARDI KEESE by alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian, Erika Saldana, Virginia Antonio, and Kimberly Archie. The petitioners' attorneys: Andrew Goodman Goodman Law Offices, Apc Tel: 818-802-5044 E-mail: agoodman@andyglaw.com Elissa D. Miller, a member of the firm SulmeyerKupetz, has been appointed as Chapter 7 trustee. The Chapter 7 trustee can be reached at: Elissa D. Miller 333 South Grand Ave., Suite 3400 Los Angeles, California 90071-1406 Telephone: 213.626.2311 Facsimile: 213.629.4520 E-mail: emiller@sulmeyerlaw.com GLOBAL EAGLE: Marlink Buying Enterprise/NGO Business for $1.75M --------------------------------------------------------------- Global Eagle Entertainment Inc. and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware to authorize the private sale of certain assets related to the Debtors' Enterprise/NGO Business to Marlink AS. The aggregate consideration for the Purchased Assets will consist of (i) $1.75 million plus (ii) severance and other termination costs associated with employees and contingent workers of the Enterprise/NGO Business who do not transfer their employment to Buyer, as well as certain other customary adjustments at closing. A hearing on the Motion is set for March 11, 2021, at 1:00 p.m. (ET). The Objection Deadline is March 4, 2021, at 4:00 p.m. (ET). On Aug. 19, 2020, the Court entered the Bidding Procedures Order approving bidding procedures for a sale of substantially all of the Debtors' assets and authorizing them to enter into an asset purchase agreement with the Stalking Horse Bidder, which agreement was subject to higher or otherwise better offers at the Auction. On Oct. 15, 2020, the Court entered the Sale Order approving the Sale, pursuant to the asset purchase agreement (as may be amended, supplemented, or modified from time to time), to the Stalking Horse Bidder, GEE Acquisition Holdings Corp. The Sale has not yet closed but is anticipated to close this quarter. On Nov. 13, 2020, the Debtors filed the Joint Plan of Liquidation for Global Eagle Entertainment Inc. and Its Affiliate Debtors Under Chapter 11 of the Bankruptcy Code (as has been and may be further amended, restated, supplemented, or otherwise modified from time to time) and the Disclosure Statement for Joint Plan of Liquidation for Global Eagle Entertainment Inc. and Its Affiliate Debtors Under Chapter 11 of the Bankruptcy Code (as has been and may be further amended, restated, supplemented, or otherwise modified from time to time). By order, dated Dec. 14, 2020, the Court approved the adequacy of the information contained in the Disclosure Statement and the Debtors commenced solicitation of votes on the Plan shortly thereafter. On Jan. 29, 2021, the Court entered an order confirming the Plan. The Debtors' business operations are primarily focused on providing both connectivity and media and content services to their customers across the globe. In connection with their maritime, enterprise and governmental connectivity business segment, the Debtors have historically provided connectivity services to certain enterprise and non-governmental organizations overseas ("Enterprise/NGO Business"). The Enterprise/NGO Business provides, among other services, connectivity, equipment sales, installation and repairs primarily in remote locations in Africa. The Debtors' Enterprise/NGO Business customers include the United Nations Children's Fund ("UNICEF") and other United Nations ("UN") and non-governmental organization ("NGO") programs. The Debtors are also party to a number of contractual arrangements that relate to the Enterprise/NGO Business and are listed in Schedule 1 to the Marlink APA ("Enterprise/NGO Contracts"). As noted, the Debtors are in the process of closing the Sale of substantially all of their assets to GEE Purchaser. The Enterprise/NGO Assets are included in the assets contemplated to be purchased under the GEE Purchase Agreement, but the Enterprise/NGO Business is not part of the Debtors' core business or connectivity operations. Following significant and arm’s-length negotiations, the Debtors reached an agreement to sell the Enterprise/NGO Assets and assign the Enterprise/NGO Contracts to Marlink in a private sale. The terms of the sale are described in detail in the Marlink APA but include consideration for the Purchased Assets totaling: $1.75 million plus an amount attributable to costs associated with employees and contingent workers associated with the Enterprise/NGO Business but who do not transfer with the Purchased Assets, as well as certain other customary adjustments at closing. The Debtors have not received any alternative offers to purchase the Enterprise/NGO Business and believe that the contemplated sale to Marlink reflects the highest and/or otherwise best value available to the Debtors for the Enterprise/NGO Business under the circumstances. In addition, the contemplated sale will not reduce the sale consideration provided for under the GEE Purchase Agreement. To facilitate the sale to Marlink, GEE Purchaser agreed to exclude and carve-out the Enterprise/NGO Assets from the Sale. The Enterprise/NGO Sale is therefore in the best interests of the Debtors' estates and will maximize value for all stakeholders. The pertinent terms of the Enterprise/NGO Sale are: a. Seller: Emerging Markets Communications LLC b. Buyer: Marlink AS c. Purchase Price: The aggregate consideration for the Purchased Assets will consist of (i) $1.75 million plus (ii) severance and other termination costs associated with employees and contingent workers of the Enterprise/NGO Business who do not transfer their employment to Buyer, as well as certain other customary adjustments at closing. d. Purchased Assets: The Purchased Assets include all of the Seller's right, title and interest in and to the following, other than the Excluded Assets: (i) the Purchased Contracts, which are identified on Schedule 1 to the Marlink APA; (ii) all equipment and communication hardware equipment located at any Customer sites; (iii) the Scheduled Inventory; and (iv) all claims, causes of actions and rights against any person with respect to the other Purchased Assets. e. Marlink (or its professional employer organization) will make an offer of employment, effective as of the Closing, to certain employees and contingent workers of Seller and its Affiliates, containing (i) a base salary or wages no less favorable than the base salary or wages provided to each such individual immediately prior to Closing and (ii) benefit plans for the benefit or welfare of each such employee that are comparable in the aggregate to the benefits (except with respect to equity-based compensation and retention benefits) provided to similarly situated employees of Marlink (or its professional employer organization). f. The Enterprise/NGO Sale is a private sale. No auction is contemplated. g. The Closing is conditioned on only (a) the Sale to GEE Purchaser closing, (b) the parties’ compliance with covenants under the Marlink APA, (c) approval of the Court of this Motion and (d) the absence of any law or order prohibiting or making the Closing illegal. h. The Marlink APA sets forth customary provisions regarding the Debtors' conduct of their Enterprise/NGO Business pending the Closing. i. The proceeds from the Enterprise/NGO Sale will become property of the Debtors' estates and utilized in accordance with the terms of the Plan. j. The Debtors are not seeking to have the private sale declared exempt from taxes under section 1146(a) of the Bankruptcy Code. k. The Debtors will retain, or have reasonable access to, all records necessary for the administration of these Chapter 11 Cases. l. The Purchased Assets include all causes of actions and rights against any person with respect to the other Purchased Assets. m. The Debtors are seeking to sell the Enterprise/NGO Assets free and clear of successor liability claims, and any Lien. Pursuant to the terms of the Marlink APA, to the extent any defaults exist under any Enterprise/NGO Contract, any such default will be promptly cured by Marlink or adequate assurance that such default will be cured by Marlink will be provided prior to the assumption and assignment. If necessary, the Debtors will submit facts prior to or at the hearing on the Motion to show the financial credibility of Marlink and willingness and ability to perform under the Enterprise/NGO Contracts. Simultaneous with the filing of the Motion, the Debtors will give the Assumption Notice to all counterparties to the Enterprise/NGO Contracts. The Contract Objection Deadline is 14 calendar days after service of the Assumption Notice. Under the Marlink APA, Marlink will be responsible for payment of the Cure Costs as an assumed liability. The Debtors are asking relief from the 14-day stay imposed by Bankruptcy Rule 6004(h) and 6006(d) for the Enterprise/NGO Sale. A copy of the APA and the Bidding Procedures is available at https://tinyurl.com/y5r76jhv from PacerMonitor.com free of charge. The Purchaser: MARLINK AS c/o Malink SAS 137 Rue du Faubourg Saint Denis 75010 Paris, France Attn: Alexandre de Luca E-mail: president.enterprise@marlink.com The Purchaser is represented by: COOLEY LLP 1299 Pennsylvania Avenue NW, Suite 700 Washington, DC 20004 Attn: Michael R. Lincoln, Esq. J. Kevin Mills, Esq. E-mail: mlincoln@cooley.com kmills@cooley.com About Global Eagle Entertainment Headquartered in Los Angeles, California, Global Eagle -- http://www.GlobalEagle.com/-- is a provider of media, content, connectivity and data analytics to markets across air, sea and land. Global Eagle offers a fully integrated suite of media content and connectivity solutions to airlines, cruise lines, commercial ships, high-end yachts, ferries and land locations worldwide. Global Eagle Entertainment Inc., based in Los Angeles, CA, and its debtor-affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-11835) on July 22, 2020. The Hon. John T. Dorsey presides over the case. In the petition signed by CFO Christian M. Mezger, Global Eagle disclosed $630.5 million in assets and $1.086 billion in liabilities. Global Eagle tapped LATHAM & WATKINS LLP (CA), and YOUNG CONAWAY STARGATT & TAYLOR, LLP, as counsel; GREENHILL & CO., LLC, as investment banker; and ALVAREZ & MARSAL NORTH AMERICA, LLC, as financial advisor. PRIME CLERK LLC, is the claims and noticing agent. PRICEWATERHOUSECOOPERS LLP is the tax advisor. GRASAN EQUIPMENT: Sets Bidding Procedures for All Assets -------------------------------------------------------- Grasan Equipment Co., Inc., asks the U.S. Bankruptcy Court for the Northern District of Ohio to authorize the bidding procedures in connection with the sale substantially all assets to Terex USA, LLC, for $200,000, subject to overbid. The Debtor is a second-generation family-owned business which (when it is operational) manufactures and repairs equipment for various segments of the oil and gas industry and other manufacturing industries. It owns all of the personal property used in connection with the operation of its business. The Debtor operated its business at the property located at 440 S. Illinois Avenue, in Mansfield, Ohio 4490, which it leased from a non-debtor related entity, 440 S. Illinois Avenue Limited Partnership ("440 LP"). In recent years, the downturn in its industry coupled with the size of its business operations, financially strained the Debtor's liquidity and ability to continue operating profitably. In addition, the global effects of the COVID-19 Pandemic beginning in 2020 detrimentally impacted the Debtor's business to such a level that, when combined with the historical financial issues, it lacked the cash resources necessary to continue to operate. Although it attempted for a very long time to manage through its financial issues, on Nov. 20, 2020, the Debtor concluded it was no longer able to continue to incur debt and take in new work. Accordingly, on such date, it ceased all operations, laid-off its employees and went dark. Subsequent to the Shut Down, the Debtor, with the guidance and assistance of its professionals, marketed its business for sale, in conjunction with the marketing of 440 S. Illinois Avenue Property. To be clear, the Debtor has ceased operations and will not be sold as a going concern. Prior to the Petition Date, the Debtor accepted an offer to sell the Debtor's Assets to the Stalking Horse Bidder. To memorialize the deal, on Feb. 19, 2021, the Stalking Horse Bidder executed an asset purchase agreement. The Stalking Horse APA requires, among other things, the Debtor to sell the Debtor's Assets to the Stalking Horse Bidder, free and clear of all Liens subject to Court Approval. The Stalking Horse Bidder, in a related transaction, made an offer to 440 LP to purchase the 440 S. Illinois Avenue Property. To memorialize this agreement, on Feb. 19, 2021, the Stalking Horse Bidder executed a Real Estate Purchase Agreement. As a condition precedent to 440 LP's obligation to close on the sale of the 440 S. Illinois Avenue Property, the Stalking Horse Bidder must have closed on the sale of the Debtor's Assets under the Stalking Horse APA. In kind, the Debtor's obligations to close under the Stalking Horse APA and to sell Debtor's Assets to the Stalking Horse Bidder are conditioned upon the Stalking Horse Bidder providing to Debtor certain deliverables set forth in Section 3.4 of the Stalking Horse APA. Section 3.4 of the Stalking Horse APA requires, among other things, that the Stalking Horse Bidder provide to Debtor "such documents, instruments, and consideration due from Purchaser or the applicable Purchaser Affiliate required to close the Real Estate Sale" (being the sale of the 440 S. Illinois Avenue Property under the Real Estate Purchase Agreement). The Debtor has the right to waive this condition. The sale of 440 S. Illinois Avenue Property by 440 LP will allow the Debtor's estate to realize significant benefit. 440 LP has agreed to pay portions of the purchase price realized from the sale of the 440 S. Illinois Avenue Property to pay creditors of the Debtor under certain conditions. Specifically, to the extent that the purchase price being paid under the Stalking Horse APA does not increase (currently $200,000), 440 LP will pay (i) no less than $571,000 to the Internal Revenue Service; and (ii) the legal fees incurred by Debtor's counsel in the Bankruptcy Case, which will likely be no less than $100,000. If the amount realized from the sale of the Debtor's Assets exceeds $200,000, 440 LP in its sole discretion may elect to lower the amount it will pay to the referenced creditors. As set forth with particularity in the Stalking Horse APA, the Stalking Horse Bidder will purchase the Debtor's Assets subject to the Bidding Procedures. The Stalking Horse APA also provides, among other things, as follows: a. The Debtor's Assets will be sold free and clear of liens, claims, encumbrances and other interests, for an aggregate purchase price of $200,000. b. The court will approve payment to the Stalking Horse Bidder (as a general administrative expense) a break-up fee of 3.5% of the Purchase Price. The Break-Up Fee will be paid to the Stalking Horse Bidder from the proceeds of a sale on the closing of sale with a third party who is qualified to bid and, thereafter, is the successful bidder at the Auction. c. Except for the representations and warranties regarding free and clear title and any other representations and warranties as may be expressly stated in the Stalking Horse APA, Debtor is making no representations or warranties whatsoever, express or implied, with respect to any matter relating the Debtor's Assets. The Debtor's Assets are being sold "As Is, Where Is." d. Unless the following condition is waived by the Debtor, the Purchaser must deliver to Debtor at Closing, "such documents, instruments, and consideration due from the Purchaser or the applicable Purchaser Affiliate required to close the Real Estate Sale." Pursuant to the Motion, the Debtor asks the entry of the Bid Procedures Order, (i) approving the Bidding Procedures (ii) Break-Up Fee, (iii) scheduling the Auction for April 12, 2021, at 10:00 a.m. (EST); (iv) scheduling the Sale Hearing per the Court's availability, (v) approving the proposed manner of notice of the Auction to be provided to parties in interest and creditors. Contemporaneously with the Motion, the Debtor filed its Motion for an Order Authorizing the Sale of Substantially All of Debtor's Assets To Terex USA, LLC or the Highest and Best Bidder, Free and Clear of All Liens, Claims, Encumbrances, and Interests ("Sale Motion") whereby it asks that at the conclusion of the Sale Hearing, that the Court enters an order approving the sale of the Debtor's Assets, free and clear of all liens, claims and interests to the "Successful Bidder" who submitted the "Successful Bid" at the Auction (which may be the Stalking Horse Bidder) in accordance with the terms set forth in the Bidding Procedures. The salient terms of the Bidding Procedures are: a. Bid Deadline: April 6, 2021, at 4:00 p.m. (ET) b. Initial Bid: Consists of: 1) an executed Asset Purchase Agreement, consistent with the terms and conditions (except for the increased price) in the Stalking Horse APA (including the provisions of section 3.4 pertaining to the purchase of the 440 S. Illinois Avenue Property), that provides for the purchase of the Debtor's Assets, and clearly specifies the amount such bidder is willing to pay, which amount must be at least $50,000 greater than the Stalking Horse Bidder's Purchase Price contained in the Stalking Horse APA ("With Real Estate' Upset Bid"); or 2) an executed Asset Purchase Agreement, consistent with the terms and conditions (except for the increased price) in the Stalking Horse APA (excluding the provisions of section 3.4 pertaining to the purchase of the 440 S. Illinois Avenue Property), that provides for the purchase of the Debtor's Assets, and clearly specifies the amount such bidder is willing to pay, which amount must be at least $50,000 greater than the Stalking Horse Bidder's Purchase Price contained in the Stalking Horse APA plus $671,000 to account for the loss in value to the Debtor's estate resulting from the exclusion of the requirement to purchase the 440 S. Illinois Avenue Property ("Without Real Estate' Upset Bid") c. Deposit: $100,000 d. Auction: The Auction will take place on April 12, 2021, at 10:00 a.m. In light of the ongoing COVID-19 pandemic and social distancing guidelines, Qualified Bidders will participate in the Auction Sale by telephone and/or Zoom (with break-out rooms). e. Bid Increments: $20,000 f. Closing: The Debtor will use its best efforts to obtain entry of the Sale Order within 60 days of the Petition Date and consummate the closing of the sale of the Debtor's Assets and the 440 S. Illinois Avenue Property as soon as practicable after the Bankruptcy Court enters the Sale Order and no later than three days following the date on which the Sale Order becomes a final, non-appealable order. A copy of the Bidding Procedures and the APA is available at https://tinyurl.com/4c2gyvxr from PacerMonitor.com free of charge. The Purchaser: TEREX USA, LLC 45 Glover Avenue, 4th Floor Norwalk, CT 06850 Attn: Alex Sherman E-mail: alex.sherman@terex.com The Purchaser is represented by: THOMPSON HINE LLP 10050 Innovation Dr. #400 Miamisburg, OH 45342 Attn: Jonathan Hawkins E-mail: jonathan.hawkins@Thompsonhine.com About Grasan Equipment Co., Inc. Grasan Equipment Co., Inc. provides remediation and other waste management services. Grasan Equipment sought Chapter 11 protection (Bankr. N.D. Ohio Case No. 21-60199) on Feb. 19, 2021. The case is assigned to Judge Russ Kendig. The Debtor's total assets are at $200,000 and $4,882,416 in total debt. The Debtor tapped Patrick W. Carothers, Esq., at Leech Tishman Fuscaldo & Lampl, LLC as counsel. The petition was signed by Marian Eilenfeld, authorized representative. GROW CAPITAL: Incurs $777,160 Net Loss for Quarter Ended Dec. 31 ---------------------------------------------------------------- Grow Capital, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $777,160 on $8.92 million of total revenues for the three months ended Dec. 31, 2020, compared to a net loss of $380,766 on $723,062 of total revenues for the three months ended Dec. 31, 2019. For the six months ended Dec. 31, 2020, the Company reported a net loss of $1.78 million on $13.51 million of total revenues compared to a net loss of $629,659 on $1.23 million of total revenues for the six months ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $4.32 million in total assets, $13.51 million in total liabilities, and a total stockholders' and members' deficit of $9.18 million. The Company had a working capital deficit of $1,302,987 with approximately $741,422 of cash on hand as of Dec. 31, 2020. Cash used in operations totaled $859,010 during the six months ended Dec. 31, 2020. The Company continues to work actively to increase its customer or client base and increase gross profit in Bombshell Technologies and PERA LLC, in order to achieve net profitability by the close of fiscal 2021. For any operational shortfalls, the Company intends to rely on sales of its unregistered common stock, loans and advances until such time as we achieve profitable operations. In addition, the current presentation is based on the fact that the Company is currently in negotiations to acquire Appreciation Financial LLC and its related entities. "Should that not occur, it's possible that the Company will no longer combine its results with those of Appreciation Financial LLC and its related entities. If the Company fails to generate positive cash flow or obtain additional financing, when required and on acceptable terms, the Company may have to modify, delay, or abandon some or all of its business and expansion plans, and potentially cease operations altogether. Consequently, the aforementioned items raise substantial doubt about the Company's ability to continue as a going concern within one year after the date that the financial statements are issued," Grow Capital said. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/1448558/000159406221000026/form10q.htm About Grow Capital Grow Capital (f/k/a Grown Condos, Inc.) -- http://www.growcapitalinc.com-- was a call center that contracted out as a customer contact center for a variety of business clients throughout the United States. Over time its main business became a third-party verification service. While continuing to operate as a call center, in 2008 the Company expanded its business plan to include the development of a social networking site called JabberMonkey (Jabbermonkey.com) and the development of a location based social networking application for smart phones called Fanatic Fans. Grow Capital reported a net loss of $2.35 million for the year ended June 30, 2020, compared to a net loss of $2.33 million for the year ended June 30, 2019. As of Sept. 30, 2020, the Company had $5.06 million in total assets, $14.25 million in total liabilities, and a total stockholders' and members' deficit of $9.19 million. L J Soldinger Associates, LLC, in Deer Park, Illinois, the Company's auditor since 2017, issued a "going concern" qualification in its report dated Oct. 13, 2020, citing that the Company's significant operating losses raise substantial doubt about its ability to continue as a going concern. HAWKEYE ENTERTAINMENT: Says Plan to Pay Unsecured Creditors in Full ------------------------------------------------------------------- Hawkeye Entertainment, LLC, filed a Chapter 11 Plan of Reorganization and a Disclosure Statement. The Debtor's most valuable asset is the lease with Smart Capital and any and all options and extensions thereunder and related for the property at 618 South Spring Street, Los Angeles, California ("Spring Street Premises"). By the terms of the Lease for the Spring Street Premises, the Debtor is entitled to use the first four floors and the basement of the Spring Street Building, which is in turn leased to a related company, WERM, that operates a popular and highly successful entertainment venue from the Premises, pursuant to the WERM Sublease. The Spring Street Premises are located in the twelve-floor Spring Street Building (excluding the basement) on Spring Street. As of January 31, 2021, the Debtor has total available cash on hand of approximately $45,000. The Debtor's primary asset consists of the assumed commercial lease for the Spring Street Premises and the WERM Sublease. The Plan will be funded by rental income generated from the WERM Sublease, Annual Contribution Payments, and such other additional contributions from WERM as necessary and requested by the Reorganized Debtor and as agreed to by WERM in its discretion. Class 2 consists of the Allowed Claims of the Holders of General Unsecured Claims. The Holders of Claims in this Class are impaired. The Reorganized Debtor shall distribute to the Holders of Allowed General Unsecured Claims in Class 2, on a Pro Rata basis, Annual Contribution Payments until such time as the Allowed General Unsecured Claims in Class 2 are paid in full. The Allowed General Unsecured Claims in Class 2 are estimated to be $2,614,356.23. Both Saybian Gourmet and Social Entertainment Group have agreed to subordinate their claims to the remainder of the General Unsecured Claims. Accordingly, General Unsecured Claims in the approximate amount of $760,000 will be paid before the claims held by Saybian Gourmet and Social Entertainment Group. The only impaired Class is Class 2 General Unsecured Claims. The Debtor believes that the treatment of Class 2 is consistent with the requirements of Bankruptcy Code Sec. 1129(b)(2)(B)(ii) as the Plan proposes to pay them in full. A full-text copy of the Disclosure Statement dated Feb. 19, 2021, is available at https://bit.ly/3knxAPv from PacerMonitor.com at no charge. Attorneys for Hawkeye Entertainment: Sandford L. Frey Dennette A. Mulvaney LEECH TISHMAN FUSCALDO & LAMPL, INC. 200 S. Los Robles Avenue, Suite 300 Pasadena, California 91101 Telephone: (626) 796-4000 Facsimile: (626) 795-6321 E-mail: sfrey@leechtishman.com; dmulvaney@leechtishman.com About Hawkeye Entertainment Hawkeye Entertainment, LLC's most valuable asset is a written lease agreement, along with its First Amendment, for the first four floors and basement of the real property commonly known as the Pacific Stock Exchange Building located at 618 S. Spring Street, in Los Angeles, California. Hawkeye is a holding company for the Lease, which is sublet to a related entity. The business of the related sublease operates an event venue in downtown Los Angeles for private parties, corporate events, live entertainment, fashion shows, and more. Hawkeye previously filed a Chapter 11 petition on Sept. 30, 2013 (Bankr. C.D. Calif. Case No. 13-16307) due to disputes with its landlord. Hawkeye sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 19-12102) on Aug. 21, 2019. At the time of the filing, the Debtor disclosed assets ranging between $1 million to $10 million and liabilities of the same range. The petition was signed by Adi McAbian, president of Saybian Gourmet, Inc., a member of Hawkeye Ent. Previously, Judge Victoria S. Kaufman was assigned to the case, but now Judge Maureen A. Tighe oversees the case. Sandford L. Frey, Esq., at Leech Tishman Fuscaldo & Lampl, Inc., is the Debtor's legal counsel. HERITAGE RAIL: Trustee Selling 8 Rail Cars to Aberdeen for $400K ---------------------------------------------------------------- Tom Connolly, the Chapter 11 Trustee of Heritage Rail Leasing, LLC, asks the U.S. Bankruptcy Court for the District of Colorado to authorize the sale to Aberdeen Carolina & Western Railway of the following eight rail cars and related equipment for $400,000, subject to higher and better bids: 1. SLRG 3311 - "Coffee Creek" with any and all apparatus, furniture, fixtures on the car or in storage, including lower berths, bullet marker lights, window frames (less glass if not available), rear flaring or trim piece, and any other related pieces found in or out of the car for $160,000. 2. SLRG (MH) 1056 - "Lookout Mountain" with any and all apparatus, furniture, and fixtures for $35,000; 3. SLRG 9168 - "John Greenleaf Whittier" with any and all apparatus, furniture, and fixtures for $15,000; 4. SLRG 9172 - "Glen Summit" with any and all apparatus, furniture, and fixtures for $10,000; 5. Locomotive 100-E-8A for $50,000; 6. Locomotive 101-E-8A for $50,000; 7. SLRG 3064 "Grand Dome" with any and all apparatus, furniture, and fixtures for $70,000; and 8. Locomotive P30-E-9B Shell for $10,000. Items 1 through 6 are referred to as the "Big Shoulders' Assets." Items 7-8 are referred to as the "Other Assets." Heritage owns rail cars, locomotives, rolling stock and equipment that it used in connection with its rail car leasing business. The Trustee has continued to respond to inquiries from prospective purchasers of Heritage's assets. After considering available options within the context of the current economic environment and the status of Heritage's operations, he determined in his business judgment to sell the Assets to Aberdeen. After arms'-length negotiations, the Trustee negotiated a sale of the Assets to Aberdeen at an aggregate purchase price of $400,000 on the terms set forth in the Purchase Agreement, subject to higher and better bids. Aberdeen will accept the Assets at closing on an "as is, where is" basis. The closing will occur on the first business upon which court approval provided is effective and not subject to a stay, or upon such other day upon which the parties reasonably agree. Big Shoulders Capital, LLC has asserted it has first priority security interest in the Big Shoulders' Assets pursuant to a Loan and Security Agreement between Heritage and Big Shoulders dated Feb. 27, 2017 (as amended). Big Shoulders has consented to the sale of the Big Shoulders’ Assets at the allocated amount of the Aberdeen Purchase Price for the Big Shoulders' collateral. The Trustee understands Big Shoulders has agreed to carve out 20% of the aggregate purchase price of the Big Shoulders' Assets less the storage fees for the Big Shoulders' Assets ("Carve Out") to remain with the Heritage estate free and clear of the Big Shoulders lien, with rights otherwise reserved. Other than Big Shoulders, no party has asserted a claim or interest to any of the Assets besides the trustee of San Luis and Rio Grande Railroad that stores the Assets, which has asserted a storage lien that will be paid from proceeds of the sale, to the extent it is not subject to a bona fide dispute. The Trustee is not aware of any other claim or interest in the Assets, but given the poor record keeping of Heritage, others could lay interest to the Assets. The Trustee will notice and serve a copy of the Motion on all affiliated entities of Heritage. To the extent a party asserts an interest in the Assets, the sale of the Assets will be free and clear of any such interest, which is in bona fide dispute pursuant to section 363(f)(4). As of the date of the Motion, the storage lien on the Big Shoulders' Assets is in an estimated aggregate amount of $15,744. The per diem rate for Storage of the Big Shoulders' Assets is an estimated amount of $32. The storage lien on the Other Assets is in an estimated aggregate amount of $2,952. The per diem rate for storage of the Other Assets is an estimated amount of $6. All the Assets are stored by San Luis and Rio Grande Railroad with the exception of Locomotive 101-E-8A. At this time, the Trustee is not aware of any storage lien claim asserted or to be asserted with respect to the Asset. The Trustee has investigated the fair market value of the Assets by speaking with industry sources, persons who are familiar with the assets and Big Shoulders. Based on this investigation, he has determined that the Aberdeen Purchase Price represents fair market value. The Trustee now asks authority to further market-test the transaction contemplated by the Purchase Agreement to obtain the highest or best offer for the Assets. The Trustee does not believe that Court-approved formal bidding procedures or a break-up fee are needed in light of the simplicity of the proposed transaction. Instead, he asks that any competing bids for all or any of the Assets be received by deadline to object to the Motion. Any parties submitting a competing bid that wish to inspect the Assets will be required to comply with all relevant inspection procedures and pay any necessary inspection fees. If any objections or competing bids are received, the Trustee would request a hearing and bidding can occur at the hearing. Any competing bid for all or any of the Assets should be on the same terms as the Purchase Agreement (other than the purchase prices) and be accompanied by a 10% deposit and show ability to close. By the Motion, he asks entry of an order (a) approving the sale of the Assets free and clear of all liens, claims, encumbrances, and interests, including (without limitation) specifically those of Big Shoulders and those of any affiliated entity of Heritage, if any, to either (i) Aberdeen, or (ii) the party who submits the highest or best bid in accordance with the Sale Procedures, and (b) finding the successful purchaser is a "good faith" purchaser under Bankruptcy Code section 363(m). Finally, the Trustee asks that any order approving the sale of the Assets be effective immediately, thereby waiving the 14-day stay imposed by Bankruptcy Rules 6004. A copy of the Agreement is available at https://tinyurl.com/rnxtui5x from PacerMonitor.com free of charge. 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. HGIM CORP: Moody's Completes Review, Retains Caa1 CFR ----------------------------------------------------- Moody's Investors Service has completed a periodic review of the ratings of HGIM CORP. and other ratings that are associated with the same analytical unit. The review was conducted through a portfolio review discussion held on February 17, 2021 in which Moody's reassessed the appropriateness of the ratings in the context of the relevant principal methodology(ies), recent developments, and a comparison of the financial and operating profile to similarly rated peers. The review did not involve a rating committee. Since January 1, 2019, Moody's practice has been to issue a press release following each periodic review to announce its completion. This publication does not announce a credit rating action and is not an indication of whether or not a credit rating action is likely in the near future. Credit ratings and outlook/review status cannot be changed in a portfolio review and hence are not impacted by this announcement. Key rating considerations HGIM Corp.'s Caa1 Corporate Family Rating reflects the offshore sector's extremely low activity and the oversupply of Offshore Supply Vessels resulting in a persistence of very low dayrates and utilization of the OSVs. HGIM's modest firm-contract backlog has shrunk significantly and the company is heavily reliant on spot market utilization to generate its cash flow. The company faces a declining contract revenue trend as market fundamentals make it unlikely for the company to supplement the declining backlog with new contracts. The principal methodology used for this review was Global Oilfield Services Industry Rating Methodology published in May 2017. HUDBAY MINERALS: Fitch Assigns B+ Rating on $600MM Notes Due 2026 ----------------------------------------------------------------- Fitch Ratings has assigned a 'B+'/'RR4' rating to Hudbay Minerals Inc.'s new $600 million senior unsecured notes due 2026. The proceeds will be used to refinance the company's $600 million senior unsecured notes due 2025 and for general corporate purposes. The ratings reflect Hudbay Minerals Inc.'s modest size, concentration in four mines and extensive track record of operating copper mines from exploration to production. The ratings consider Hudbay's low-cost position at Lalor; average cost position and long mine life at Constancia; and modest mine lives in Manitoba, Canada. Hudbay's mines are in low-risk jurisdictions and leverage is in line with the ratings. The ratings reflect Hudbay's commodity diversification and Fitch's expectation for significant FCF generation beginning in 2022, following a period of elevated growth capital spending to improve the production profile. Fitch believes the organic growth pipeline and ability to offer operational expertise in a potential partnership provides optionality, should Rosemont be delayed longer than expected. KEY RATING DRIVERS Low-Cost Position: Hudbay's key mines have a first- or second-quartile cost position and are located in low-risk mining-friendly jurisdictions in Canada and Peru. The mine plan for Constancia supports a 17-year mine life, Lalor supports an initial 10-year mine life, Pampacancha supports a six-year mine life and the 777 mine is expected to be depleted in 2022. Hudbay has since conducted exploration drilling and advanced engineering studies on regional deposits in the Snow Lake region, which resulted in the mine life of Snow Lake operations now totaling 18 years. Hudbay has an extensive track record of operating copper mines from exploration to production and has a number of projects in the exploration and development phases. Fitch expects annual copper production to generally average between 100,000 tonnes and 120,000 tonnes in the next few years. Exposure to Copper: Fitch believes Hudbay has meaningful commodity diversification through its gold and zinc production. However, the company has a longer-term focus on copper, which accounted for 53% of consolidated revenues in 2020. Hudbay estimated, as of YE 2020, a $0.30/lb change in the price of copper from the company's 2021 base case of $3.00/lb would change operating cash flow before working capital changes by $63 million in 2021. Hudbay's average realized copper price was $2.86/lb in 2020, compared with $2.73/lb in 2019. Current spot prices are around $3.99/lb, which compares with Fitch's assumptions of $2.72/lb in 2021, $2.81/lb in 2022 and $2.90/lb in 2023. FCF Expectations: The combination of lower copper production and elevated growth capital spending results in Fitch's expectation for negative FCF in 2021. The New Britannia mill refurbishment costs are expected to total approximately $128 million in 2020 and 2021. In 2Q20, Hudbay announced it entered into a gold forward sale and pre-pay, in which it received $115 million for delivery of approximately 80,000 ounces of gold in 2022 and 2023. This transaction bolstered liquidity and pre-funded the entire capital budget for the New Britannia mill refurbishment. Fitch expects significantly higher FCF generation, averaging around $170 million in 2022 and 2023, following a period of elevated capital spend, driven by higher copper and gold production and reduced growth capital spending. High-Grade Pampacancha Deposit: Production of copper in Peru declined by approximately 36% in 2020 compared with 2019, primarily due to planned lower copper grades at Constancia and coronavirus-related suspension of mining activities. Hudbay received approval in February 2020 of a surface rights agreement for the Pampacancha deposit and expects to begin mining ore in early 2021. The addition of Pampacancha, a higher grade deposit, helps offset lower grade Constancia production and results in total expected copper production in Peru increasing by roughly 18% from 2020 to 2022 in addition to a substantial increase in gold production. Significant Gold Production: The New Britannia mill restart is expected to be completed in mid-2021, in concert with higher grade gold production at Lalor beginning in 2022. The combination results in significantly higher gold production, which Fitch expects to account for roughly 20% of sales in 2022 and 2023, given Fitch's price assumptions. Once the New Britannia mill is commissioned, annual gold production from Snow Lake is expected to be over 150,000 ounces during the first eight years at a sustaining cash cost, net of by-product credits, of approximately $655/ounce of gold. Hudbay expects 2021 gold production to increase roughly 62% compared with 2020, and for a further increase in 2022. Fitch believes the higher gold production will diversify Hudbay's commodity exposure and benefit FCF generation. Rosemont Development Delayed: Rosemont is a $1.9 billion project in Arizona expected to average 112,000 tonnes of copper over the 19-year life-of-mine plan at cash costs of $1.29/lb. The U.S. Army Corps of Engineers issued the Section 404 Water Permit in March 2019 for Rosemont. The Final Record of Decision (FROD), the final administrative step in the permitting process before the project can move forward to development, was received from the U.S. Forest Service (USFS) in June 2017. The USFS approved the Mine Plan of Operations for Rosemont in March 2019. The U.S. District Court issued a ruling on July 31, 2019, where it vacated the USFS's issuance of the FROD, suspending construction work at Rosemont. Hudbay appealed the decision to the U.S. 9th District Court of Appeals, and the company is expecting a decision by YE 2021. Fitch has conservatively not included Rosemont production or spending over the rating horizon in its rating case, given the uncertainty in timing of completion of the court process. Fitch views Hudbay's exploration success, organic growth pipeline and its ability to offer operational expertise in a potential partnership, as providing optionality if the Rosemont project is delayed beyond expectations. Declining Leverage Profile: Given Fitch's commodity price assumptions, the agency expects total debt/EBITDA to peak in 2020 at roughly 3.8x before trending to below 3.0x in 2022, driven by higher copper and gold production. Rosemont spending, not included in Fitch's forecast, will require substantial capital. Fitch believes Hudbay will likely pursue a partnership for Rosemont and any other considerably large capital spending projects in order to de-risk projects and protect its balance sheet. Hudbay entered into a stream agreement with Wheaton Precious Metals contemplating an upfront initial deposit of $230 million in exchange for the delivery of approximately 100% of payable gold and silver produced from Rosemont at a cash price of $450/ounce for gold and $3.90/ounce for silver. This arrangement provides upfront capital to fund Rosemont development. DERIVATION SUMMARY Hudbay compares favorably in size, in terms of EBITDA, and in commodity diversification with diamond producer Mountain Province Diamonds Inc. (CCC/Negative). Hudbay is smaller than copper producer First Quantum Minerals Ltd. (B-/Stable). However, First Quantum has significant exposure to higher risk jurisdictions and less favorable leverage metrics. Hudbay is larger and more diversified by commodity, has less-concentrated operations and a favorable reserve life compared with Gran Columbia Gold Corp. (B+/Stable). However, Gran Columbia has favorable leverage metrics. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- Production generally in line with the life-of-mine plan; -- Copper prices of $6,000/tonne in 2021, $6,200/tonne in 2022 and $6,400/tonne in 2023; -- Zinc prices of $2,100/tonne in 2020 and 2021, $2,000/tonne in 2022 and $2,100/tonne in 2023; -- Gold prices of $1,700/ounce in 2020, $1,400/ounce in 2021 and $1,200/ounce in 2022 and 2023; -- New Britannia mill refurbishment is completed in 2021; -- Significant Rosemont capital spending is delayed beyond the rating horizon. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Improved copper price environment and/or higher metal recoveries leading to total debt/EBITDA sustained below 3.0x; -- FFO net leverage sustained below 3.0x; -- Reduced completion risks and funding strategy, which mitigates risk associated with the Rosemont project; -- Improved size and scale or improved commodity diversification. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Total debt/EBITDA sustained above 4.0x; -- FFO net leverage sustained above 4.0x; -- Sustained negative FCF beyond 2021, excluding Rosemont development capital; -- Material delays in completion of the New Britannia mill refurbishment beyond 2021, which drives a material shift in expected production and commodity mix; -- Shift in financial policy resulting in shareholder returns being prioritized in combination with the average mine life depleting materially. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Solid Liquidity: Cash and cash equivalents were $439 million as of Dec. 31, 2020, and $285 million was available under the $400 million, in aggregate, revolving credit facilities after utilization for LOC. The Hudbay Minerals Inc. revolver and the Hudbay Peru S.A.C. revolver both mature on July 14, 2022. Debt maturities are modest before the new notes due April 2026. ESG Considerations: Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3' - ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. HURDL INC: Struggling Startup Completes '37-Day' Case ----------------------------------------------------- Law360 reports that when a concert-focused tech startup saw its revenue evaporate in the COVID-19 pandemic, a former BigLaw attorney harnessed what he'd learned working on massive corporate restructurings and put it in reach for the little guy, guiding the company through a 37-day Chapter 11 prepack bankruptcy. Hurdl Inc., which provides data marketing services for concerts and other events, emerged from bankruptcy in January 2021 after just 37 days in Chapter 11, the only prepack bankruptcy filed in the Southern District of New York with under $1 million in assets, according to Ben Schlafman of New Generation Research Inc. As reported in the Troubled Company Reporter, the Debtor executed the Restructuring Support Agreement ("RSA") on Nov. 12, 2020, that provided for terms of a Prepackaged Plan of Reorganization. It commenced solicitation on Nov. 24, 2020. On Nov. 30, it sought Chapter 11 protection and immediately filed the Plan. The Plan that was confirmed by the judge on Jan. 7, 2021, contemplates a 10 cents on the dollar recovery in the form of a partial payment for the First Lien Claims; a seven cent recovery to Bridge Loan Claims and a 1.5% interest, in the aggregate, of the Reorganized Debtor; and a five cent recovery to General Unsecured Claims if that class votes in favor of the Plan, which is expected to occur. The Plan contemplates a complete deleveraging of the Debtor's approximately $4.7 million of liabilities, working capital to fund the Debtor's ongoing operations during the chapter 11 case and upon emergence, and enables the Debtor to maintain its critical business relationships with customers and vendors. The effective date of the Plan occurred on Jan. 27, 2021. A full-text copy of the Plan Confirmation Order and Prepackaged Plan entered Jan. 7, 2021, is available at https://bit.ly/35nyCo8 About Hurdl Inc. Hurdl Inc. is in the business of live event data capture and personalized SMS marketing. Hurdl Inc. sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 20-12768) on Nov. 30, 2020. Hurdl disclosed total assets of $484,613 and total liabilities of $4,877,677 as of the bankruptcy filing. The Hon. Shelley C. Chapman is the case judge. PACK LAW, P.A., is the Debtor's counsel. GLASSRATNER ADVISORY & CAPITAL GROUP, LLC, is the financial advisor. IFRESH INC: Posts $2.3 Million Net Income for Quarter Ended Dec. 31 ------------------------------------------------------------------- iFresh Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing net income of $2.29 million on $25.63 million of total net sales for the three months ended Dec. 31, 2020, compared to a net loss of $2.07 million on $20.89 million of total net sales for the three months ended Dec. 31, 2019. For the nine months ended Dec. 31, 2020, the Company reported net income of $2.70 million on $71.38 million of total net sales compared to a net loss of $6.33 million on $66.58 million of total net sales for the same period in 2019. As of Dec. 31, 2020, the Company had $131.62 million in total assets, $110.33 million in total liabilities, and $21.29 million in ttoal shareholders' equity. "The Company's principal liquidity needs are to meet its working capital requirements, operating expenses and capital expenditure obligations. The Company's ability to fund these needs will depend on its future performance, which will be subject in part to the continued effect of COVID-19, general economic, competitive and other factors beyond its control. These conditions raise substantial doubt as to the Company's ability to remain a going concern," iFresh said. "The management has been putting effort in reaching out to external investors and are now in the process of contacting several potential investors. With the fast development of the online shopping and fresh delivery sectors, the management has input in related industries and seeking opportunities to further strengthen its own supply chain and customers' service quality in the Company's online shopping platform- online iFresh. The management also filed an S-1 to help raise additional capital for the Company. The management will also apply for the second round of PPP loans," iFresh said. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/1681941/000121390021010880/f10q1220_ifresh.htm About iFresh Inc. Headquartered in Long Island City, New York, iFresh Inc. -- http://www.ifreshmarket.com-- is an Asian American grocery supermarket chain and online grocer on the east coast of U.S. With nine retail supermarkets along the US eastern seaboard (with additional stores in Glen Cove, Miami and Connecticut opening soon), and two in-house wholesale businesses strategically located in cities with a highly concentrated Asian population, iFresh aims to satisfy the increasing demands of Asian Americans (whose purchasing power has been growing rapidly) for fresh and culturally unique produce, seafood and other groceries that are not found in mainstream supermarkets. With an in-house proprietary delivery network, online sales channel and strong relations with farms that produce Chinese specialty vegetables and fruits, iFresh is able to offer fresh, high-quality specialty produce at competitive prices to a growing base of customers. iFresh Inc. reported a net loss of $8.29 million for the year ended March 31, 2020, compared to a net loss of $12 million for the year ended March 31, 2019. As of Sept. 30, 2020, the Company had $131.44 million in total assets, $112.88 million in total liabilities, and $18.55 million in total shareholders' equity. Friedman LLP, in New York, the Company's auditor since 2016, issued a "going concern" qualification in its report dated Aug. 13, 2020, citing that the Company has incurred significant operating losses, has negative working capital of $28.6 million and is not in compliance with its credit agreement. These conditions raise substantial doubt about the Company's ability to continue as a going concern. INFRASTRUCTURE SOLUTION: $240K Sale of Excavator & Equipment OK'd ----------------------------------------------------------------- Judge Henry W. Van Eck of the U.S. Bankruptcy Court for the Middle District of Pennsylvania authorized Infrastructure Solution Services, Inc.'s sale of the following items of equipment: A. to Philly Class A Demolition, Inc. for $210,000: (i) 2013 Komatsu PC200 LCB Excavator, Serial No. A89235; (ii) 2015 Komatsu, PC 210 LCI, Model PC210LCI-10, Serial No. 452500, with 36" Bucket and 52" Bucket; (iii) 2014 Sakai 84" Drum Roller, Model No. SV505D-1, Serial No. VSV16D-60102; and (iv) Mack 2018 Triaxle Dump Truck, Model No. GU713, Serial No. 1M2AX09C5JM03899; and B. 2014 Komatsu Excavator PC 138, Model No. PC138USLC-8, Serial No. 23146 with 24" Bucket, 36" Bucket and BTI Hyd Plate Compactor to Realvio REI, LLC for $30,000. The sum from sale to Realvio will be delivered by wire transfer to the counsel for the Debtor, Robert E. Chernicoff, Esquire, within 10 days after the date of entry of the Order. The payment of the balance owed by Philly will also be paid or wired to the counsel for the Debtor within 10 days after the date of entry of the Order. The sale is free and clear of all liens, claims, encumbrances and other interests. The Debtor, as "Seller," will pay costs and expenses associated with the sale of the Equipment at closing as follows: a. Any notarization or incidental filing charges required to be paid by the Debtor as Seller; b. All other costs and charges apportioned to the Debtor as seller; c. All costs associated with the preparation of the conveyance instruments and normal services with respect to closing, including payment of a total of $10,000 from the sale of the Equipment, split so that $5,000 is to be paid from the proceeds of the Komatsu Equipment, and $5,000 is to be paid from the proceeds of the Mack Truck, payable to the Debtor's counsel, Cunningham, Chernicoff & Warshawsky, P.C., in connection with implementation of the sale, the presentation and pursuit of the Motion, consummation of closing and other approved professional fees and expenses in connection with the case. Subsequent to the payment of the costs of sale set forth, the Debtor will pay the proceeds of any sale of the Mack Truck to S&T Bank on account of its lien in an amount not to exceed the total amount owed to S&T Bank as to is secured claim on the Mack Truck. Any net proceeds remaining from the sale of the Mack Truck will be utilized to pay for administrative expenses and other creditors of the Debtor as set forth in the Debtor's Plan. Subsequent to the payment of the costs of sale as set forth, the Debtor will pay the net proceeds of any sale of the Komatsu Equipment to Komatsu on account of its lien in an amount not to exceed the total amount owed to Komatsu as to its allowed secured claim. Any proceeds from the sale of the Komatsu Equipment over and above the amount necessary to pay Komatsu in full as to its allowed secured claim will be paid to S&T Bank on account of its blanket security interest in all of the equipment of the Debtor, excluding any lien in the Mack Truck. Subject to the distributions set forth in the Order, all Liens and Claims will be transferred and attach to the net proceeds obtained for the Equipment. The Order will be effective immediately upon its entry, and the stay imposed by Bankruptcy Rule 6004 is declared inapplicable and waived. About Infrastructure Solution Services Infrastructure Solution Services Inc. is a provider of green stormwater infrastructure solutions in the Philadelphia market. Based in Jonestown, Pa., Infrastructure Solution Services filed a Chapter 11 petition (Bankr. M.D. Pa. Case No. 19-03915) on Sept. 13, 2019. In the petition signed by Corey Wolff, director, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. Subsidiary Happy Endings Holdings, LLC, also filed for Chapter 11 (Bankr. M.D. Pa. 19-03916) on Sept. 13, listing under $1 million in assets and $1 million to $10 million in liabilities. Another subsidiary, ISS Management, LLC, a privately held company whose principal assets are located at 156 S Bethlehem Pike Ambler, PA 19002, filed for Chapter 11 bankruptcy protection (Bankr. M.D. Pa. Case No. 19-04825) on Nov. 12. In its petition, ISS was estimated to have $1 million to $10 million in both assets and liabilities. All three cases are jointly administered under Infrastructure Solution Services' case. The Hon. Henry W. Van Eck oversees the cases. The petitions were signed by Corey Wolff, director of Infrastructure Solution Services. Robert E. Chernicoff, Esq., at Cunningham Chernicoff & Warshawsky, P.C., serves as the Debtors' bankruptcy counsel. On Oct. 20, 2020, the Court confirmed the Debtor’s Chapter 11 Plan of Reorganization. Rhe Debtor is now operating under its Confirmed Plan of Reorganization. INNOVATION PHARMACEUTICALS: Incurs $6.2M Net Loss in 2nd Quarter ---------------------------------------------------------------- Innovation Pharmaceuticals Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $6.17 million on zero revenue for the three months ended Dec. 31, 2020, compared to a net loss of $2.62 million on zero revenue for the three months ended Dec. 31, 2019. For the six months ended Dec. 31, 2020, the Company reported a net loss of $7.35 million on zero revenue compared to a net loss of $4.17 million on $400,000 of revenues for the six months ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $12.41 million in total assets, $8.97 million in total liabilities, and $3.44 million in total stockholders' equity. Liquidity As of Dec. 31, 2020, the Company's cash amounted to $8.2 million and current liabilities amounted to $6.8 million. The Company has expended substantial funds on its clinical trials and expects to continue its spending on research and development expenditures. The Company had a working capital of approximately $1.5 million at Dec. 31, 2020 and a working capital deficit of approximately $(1.3) million at June 30, 2020. On July 31, 2020, the Company entered into a new common stock purchase agreement with Aspire Capital Fund, LLC which provides that, upon the terms and subject to the conditions and limitations set forth therein, Aspire Capital is committed to purchase up to an aggregate of $30.0 million of the Company's common stock over the 24-month term of the Agreement. In consideration for entering into the 2020 Agreement, the Company issued to Aspire Capital 6,250,000 shares of its Class A Common Stock as a commitment fee. The commitment fee of approximately $1.4 million was recorded as deferred financing costs and additional paid-in capital and this asset will be amortized over the life of the 2020 Agreement. As of Dec. 31, 2020, the available balance was $25.3 million. "We anticipate that future budget expenditures will be approximately $10.3 million for the fiscal year ending June 30, 2021, including approximately $8.3 million for clinical activities, supportive research, and drug product. Alternatively, if we decide to pursue a more aggressive plan with our clinical trials, we will require additional sources of capital during the fiscal year 2021 to meet our working capital requirements for our planned clinical trials. Potential sources for capital include grant funding for COVID-19 research and equity financings. There can be no assurances that we will be successful in receiving any grant funding for our programs," Innovation Pharmaceuticals said. Management believes that the amounts available from Aspire Capital and under the Company's effective shelf registration statement will be sufficient to fund the Company's operations for the next 12 months. "If we are unable to generate enough working capital from our current or future financing agreements with Aspire Capital when needed or secure additional sources of funding, it may be necessary to significantly reduce our current rate of spending through reductions in staff and delaying, scaling back or stopping certain research and development programs, including more costly Phase 2 and Phase 3 clinical trials on our wholly-owned development programs as these programs progress into later stage development. Insufficient liquidity may also require us to relinquish greater rights to product candidates at an earlier stage of development or on less favorable terms to us and our stockholders than we would otherwise choose in order to obtain up-front license fees needed to fund operations. These events could prevent us from successfully executing our operating plan," Innovation Pharmaceuticals said. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/1355250/000147793221000999/ipix_10q.htm About Innovation Pharmaceuticals Innovation Pharmaceuticals Inc. (IPIX) -- http://www.IPharmInc.com/ -- is a clinical stage biopharmaceutical company developing a portfolio of innovative therapies addressing multiple areas of unmet medical need, including inflammatory diseases, cancer, infectious disease, and dermatologic diseases. Innovation Pharmaceuticals reported a net loss of $6.65 million for the year ended June 30, 2020, compared to a net loss of $8.68 million for the year ended June 30, 2019. As of Sept. 30, 2020, the Company had $11.69 million in total assets, $7.02 million in total liabilities, and $4.67 million in total stockholders' equity. JANA LLC: Plan & Disclosures Due June 1 --------------------------------------- Judge Victoria S. Kaufman has entered an order setting a June 1, 2021 deadline for Jana, LLC, to file a proposed chapter 11 plan and related disclosure statement. The Court will hold a continued chapter 11 status conference on June 17, 2021 at 1:00 p.m. The Debtor must file a status report, to be served on the Debtor's 20 largest unsecured creditors, all secured creditors, and the United States trustee, regarding Debtor’s progress toward formulating and confirming a chapter 11 plan, no later than June 3, 2021. JANA, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 21-10005) on Jan. 5, 2021, disclosing under $50,000 in both assets and liabilities. Judge Victoria S. Kaufman oversees the case. Matthew Abbasi, Esq., at Abbasi Law Corporation is the Debtor's counsel. JIMMY HUTTON: KMS Interests Buying Dallas Property for $1.2 Million ------------------------------------------------------------------- Jimmy W. Hutton asks the U.S. Bankruptcy Court for the Northern District of Texas to authorize the sale of the real property located at 2832 Blystone Lane, in Dallas, Texas, to KMS Interests, Inc. for $1.2 million. The Objection Deadline is March 10, 2021. The Debtor the Property comprised of land and improvements all as defined and identified in the Commercial Contract of Sale. The Debtor proposes to sell the Real Property to Purchaser as set forth in the Contract. The Purchaser is an unrelated third party. The sale will be free and clear of all liens, claims and encumbrances, and such liens, claims and encumbrances will attach to the sale proceeds. The Property is owned by the Debtor 50% and Johnny Rodriquez 50%. Mr. Rodriquez has consented to the sale of the Property. The Debtor proposes to sell the Property to the Purchaser for the price described above and upon the terms in the Contract free and clear of all liens, claims, and encumbrances The Debtor to pay the following at closing: a. the balance outstanding on the Promissory Note covering the Property due and owing to Barbara Allen Skinner which is estimated to be $563,000; b. the usual and customary closing costs, including, but not limited to, the premium for the owner policy of title insurance for the insured amount equal to the Purchase Price (subject to any allocations in the Contract), the property survey, the Debtor's half of the escrow fee, etc.; c. to the extent the same is valid and subsisting and encumbers all or a portion of the Property, to the holder thereof any amount necessary to satisfy any possible remaining lien(s), in exchange for a recordable Release of said lien; d. the ad valorem taxes on the Real Property. Both the Debtor and the Purchaser have employed a broker for the sale/purchase transaction covering the Property. The Debtor’s broker will receive a fee of 6% of the total sale price. Pursuant to the terms of the Contract, the Debtor's listing broker has agreed to pay the Purchaser's broker's fee when the Debtor's listing broker receives his fee at closing. Thes fee amounts to 3% of the total Sales Price. The Debtor asks that the 14-day period following the entry of an Order allowing the sale be waived pursuant to Rule 6004(h). A copy of the Contract is available at https://tinyurl.com/69j84kcs from PacerMonitor.com free of charge. The Purchaser: KMS INTERESTS, INC. 5622 Dyer Street, Suite 200 Dallas, TX 75206 Email: ford@stainback.com kent@stainback.com Jimmy W. Hutton sought Chapter 11 protection (Bankr. N.D. Tex. Case No. 20-43642) on Nov. 30, 2020. The Debtor tappted Joyce Lindauer, Esq., as counsel. JTS TRUCKING: Asks for April 30 Extension for Plan & Disclosures ---------------------------------------------------------------- JTS Trucking asks the Court to extend the deadline for filing a Plan and Disclosure Statement. The mediation set in the State Court matter between the Debtor and Atlantic Southern Construction was continued from February 19, 2021 until March 22, 2021. This mediation may lead to resolution of all matters that caused this bankruptcy and the case may be able to be dismissed. The Debtor requests that the Honorable Court extend the deadline for filing Debtor's Plan and Disclosure Statement until April 30, 2021, and the time to achieve confirmation until August 31, 2021. Attorney for the Debtor: Harry P. Long Post Office Box 1468 Anniston, Alabama 36202 Tel: (256) 237-3266 E-mail: hlonglega18@gmail.com About JTS Trucking JTS Trucking LLC, a trucking company based in Albertville, Alabama, sought protection under Chapter 11 of the Bankruptcy Court (Bankr. N.D. Ala. Case No. 20-40423) on March 6, 2020, listing under $1 million in both assets and liabilities. The petition was signed by Susan M. Lowden, its member. The Debtor tapped Harry P. Long, Esq., at the Law Offices of Harry P. Long, LLC as its counsel; Bill Massey and MDA Professional Group, PC as its accountants; and Kevin Lowery and RE/MAX The Real Estate Group as broker and property manager for the Debtor's estate. KETAB CORP: Parties Defer Disclosures Hearing to May 4 ------------------------------------------------------ The Court reviewed and considered the "Stipulation re: Continuance of Hearing on Adequacy of First Amended Disclosure Statement Describing First Amended Chapter 11 Plan of Reorganization". The stipulation was signed by Ketab Corporation and Melli Yellow Pages, Inc. and Davidson Law Group, ALC. Judge Deborha J. Saltzman has approved the Stipulation. At the parties' behest, the hearing on the adequacy of debtor Ketab Corporation's disclosure statement is continued from March 9, 2021, at 11:30 a.m. to May 4, 2021, at 11:30 a.m. Ketab Corporation must give notice of the continued disclosure statement hearing. Attorneys for the Debtor: Roksana D. Moradi-Brovia W. Sloan Youkstetter 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. LAPEER INDUSTRIES: Sale of Substantially All Assets Approved ------------------------------------------------------------ Judge Maria L. Oxholm of the U.S. Bankruptcy Court for the Eastern District of Michigan authorized Lapeer Industries, Inc.'s bidding procedures in connection with the auction sale of substantially all assets. Objections, if any, to the remaining relief requested in the Sale Motion and the entry of the proposed Sale Order were due on Feb. 23, 2021. A telephonic hearing to consider the remaining relief requested in the Sale Motion and the entry of the proposed Sale Order will be held on Feb. 25, 2021, at 11:00 a.m. (ET). The Bidding Procedures attached to the Stipulation as Exhibit 2 are approved. The Notice of Auction and Sale, the proposed Assumption and Assignment Notice, the form of Asset Purchase Agreement, and the Expense Reimbursement Fee set forth in the APA are approved. By no later than one day after entry of the Bidding Procedures Order, the Debtor will file the Cure Schedule. The Cure/Adequate Assurance Objection Deadline was Feb. 24, 2021, at 5:00 p.m. (ET). Any timely filed and unresolved Cure/Assignment Objection and/or Adequate Assurance Objection will be heard at the Sale Hearing. The Debtor will provide notification pursuant to Section 2 of the Bidding Procedures by no later than one day after entry of the Order. Nothing in the Order or otherwise will affect any right which may exist in favor of any entity holding a valid and enforceable Lien from exercising any right afforded to such holder pursuant to Section 363(k) of the Bankruptcy Code; provided however that if the Debtor receives an unconditional offer for the Assets that is equal to or greater than $1.25 million in cash, then Trion Solutions, Inc., Trion Staffing Solutions, Inc., and Manufacturers Capital, a division of Commercial Credit Group, Inc., waive their respective rights to credit bid (if any) pursuant to 363(k) of the Bankruptcy Code. The Committee, Trion Solution, Trion Staffing, and Manufacturers Capital, reserve all rights and objections with respect to the approval of the Sale Motion. A copy of the Sale Motion is available at https://tinyurl.com/x1snayei from PacerMonitor.com free of charge. About Lapeer Industries Lapeer Industries, Inc., is a design, machining and fabrication company serving the automotive and defense industries. It provides fabrication, automated welding, machining, painting, assembly and kitting services. Lapeer Industries sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 20-31375) on Aug. 5, 2020. The case was initially assigned to Judge Joel D. Applebaum. On Aug. 13, 2020, the case was reassigned to Judge Phillip Shefferly and was assigned a new case number (Case No. 20-48744). At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of between $10 million and $50 million. Winegarden, Haley, Lindholm, Tucker & Himelhoch P.L.C. is the Debtor's legal counsel. LAROSE HOSPITALITY: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: LaRose Hospitality, LLC dba Holiday Inn Express & Suites 120 South Point Lane Livingston, TX 77351 Chapter 11 Petition Date: February 24, 2021 Court: United States Bankruptcy Court Eastern District of Texas Case No.: 21-90034 Debtor's Counsel: Joyce W. Lindauer, Esq. JOYCE W. LINDAUER ATTORNEY, PLLC 1412 Main Street, Suite 500 Dallas, TX 75202 Tel: (972) 503-4033 E-mail: joyce@joycelindauer.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Akbar Ahmed, president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/4MVF77A/LaRose_Hospitality_LLC__txebke-21-90034__0002.0.pdf?mcid=tGE4TAMA A copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/4DTJ2YQ/LaRose_Hospitality_LLC__txebke-21-90034__0001.0.pdf?mcid=tGE4TAMA LEWISBERRY PARTNERS: $792K Sale of 3 Lewisberry Properties Approved ------------------------------------------------------------------- Judge Eric L. Frank of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania authorized Lewisberry Partnership, LLC's private sales of the Real Properties located at: (a) 2 Kingswood Drive, Lewisberry, PA 17339 (Lot 47) to Andrew J. Kaehler and Peggy A. Kaehler for $257,000; (b) 8 Kingswood Drive, Lewisberry, PA 17339 (Lot 50) to Kristine Fischer and Jamie T. Fischer for $265,000; and (c) 16 Kingswood Drive, Lewisberry, PA 17339 (Lot 54) to Bobby Hile and Sara Hile for $270,000. A hearing on the Motion was held on Feb. 19, 2021. The Debtor is authorized at Closing to assume the Prepetition Agreements of Sale pursuant to Section 365(a) of the Bankruptcy Code. The sale is free and clear of any and all interests, liens, claims, or encumbrances. The Debtor will retain the net proceeds of the Sales, and all liens, claims, and encumbrances related to any Allowed Claim, will attach to the proceeds up to the Release Price for each of the Sales, which Release Prices in the amounts set forth in the Motion will be held in escrow pending the outcome of the Debtor's disputes with Loan Funder and Fay with respect to the purported liens and claims. The ordinary and necessary closing costs can be paid at the closing of each Real Property. At each Closing on the Sales, Loan Funder LLC, Series 7693 or its assignee or designee's lien and or interest on the Real Property, including any fixtures, which is the subject of the Closing will be released by operation of this Order and the title company insuring title with respect to the Sales will accept this Order as a release of any lien or interest of Loan Funder in the subject Real Property including the release of UCC-1s and will have the effect of the filing of a UCC-3 with respect to the Real Properties without the necessity of a further release of lien signed by Loan Funder or Fay Servicing LLC. Then Order will not affect Loan Funder's lien on any of the Debtor's other properties as to which the Debtor, Loan Funder and Fay reserve all rights. The 14-day stay imposed by Fed. R. Bankr. P. 6004(h) is waived and the Order is effective immediately upon its entry. About Lewisberry Partners, LLC Lewisberry Partners, LLC is primarily engaged in renting and leasing real estate properties. It sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 21-10327) on February 9, 2021. In the petition signed by Richard J. Puleo, managing member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Eric L. Frank oversees the case. Edmond M. George, Esq. at OBERMAYER REBMANN MAXWELL & HIPPEL LLP is the Debtor's counsel. LINKMEYER PROPERTIES: April 7 Hearing on Disclosure Statement ------------------------------------------------------------- Judge Andrea K. McCord has entered an order that a hearing to consider the disclosure statement of Linkmeyer Properties, LLC, will be on April 7, 2021, at 11:00 a.m. EDT thru telephonic means dial 877-873-8018; access code 1337825. Any objection to the disclosure statement must be filed and served at least 5 days prior to the hearing date. About Linkmeyer Properties Linkmeyer Properties, LLC, Linkmeyer Kroger, LLC, and Linkmeyer Development II, LLC filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Lead Case No. 20-90898) on Aug. 13, 2020. At the time of the filing, each Debtor disclosed estimated assets of less than $50,000 and estimated liabilities of between $1 million and $10 million. Judge Andrea K. Mccord oversees the cases. Hester Baker Krebs, LLC serves as Debtors' legal counsel. MACERICH CO: Taps PJT Partners to Help Company Handle Debt Load --------------------------------------------------------------- Eliza Ronalds-Hannon and Katherine Doherty of Bloomberg News report that mall owner Macerich Co. tapped PJT Partners Inc. for help managing its debt load as pandemic-related closures and retailer bankruptcies crimp its cash flows, according to people with knowledge of the matter. PJT, an investment bank with specialties including debt restructuring, will advise the real estate investment trust on options for a $1.5 billion revolving credit facility that comes due in July 2021, said the people, who asked not to be named discussing private negotiations. The REIT's shares fell more than 5% to as low as $12.66 after Bloomberg reported the hire. About Macerich Co. Headquartered in Santa Monica, California, The Macerich Company -- HTTP://www.Macerich.com/ -- is a fully integrated self-managed and self-administered real estate investment trust. Macerich currently owns 51 million square feet of real estate consisting primarily of interests in 47 regional shopping centers. Macerich specializes in successful retail properties in many of the country's most attractive, densely populated markets with significant presence in the West Coast, Arizona, Chicago and the Metro New York to Washington, DC corridor. MAIN STREET INVESTMENTS: Voluntary Chapter 11 Case Summary ---------------------------------------------------------- Debtor: Main Street Investments III, LLC 1319 South Main Street Las Vegas, NV 89104 Business Description: Main Street Investments III, LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: February 22, 2021 Court: United States Bankruptcy Court District of Nevada Case No.: 21-10841 Debtor's Counsel: Corey B. Beck, Esq. COREY B. BECK, ESQ. 425 South Sixth Street Las Vegas, NV 89101 Tel: 702-678-1999 Fax: 702-678-6788 E-mail: becksbk@yahoo.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by David LeGrand, manager for the Manager of Main Street Investments III, LLC. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/4IOMTLI/MAIN_STREET_INVESTMENTS_III_LLC__nvbke-21-10841__0001.0.pdf?mcid=tGE4TAMA MB AEROSPACE II: Moody's Completes Review, Retains Caa2 CFR ----------------------------------------------------------- Moody's Investors Service has completed a periodic review of the ratings of MB Aerospace Holdings II Corp. and other ratings that are associated with the same analytical unit. The review was conducted through a portfolio review discussion held on February 12, 2021 in which Moody's reassessed the appropriateness of the ratings in the context of the relevant principal methodology(ies), recent developments, and a comparison of the financial and operating profile to similarly rated peers. The review did not involve a rating committee. Since January 1, 2019, Moody's practice has been to issue a press release following each periodic review to announce its completion. This publication does not announce a credit rating action and is not an indication of whether or not a credit rating action is likely in the near future. Credit ratings and outlook/review status cannot be changed in a portfolio review and hence are not impacted by this announcement. Key rating considerations MB Aerospace Holdings II Corp.'s Caa2 corporate family rating reflects the company's leading position as a tier one/two supplier of critical components for aero-engines. The company has a high degree of engine platform diversification with sole supplier positions on over 80% of its parts and long-standing relationships with the three largest engine manufacturers. The rating is also supported by the company's substantial and growing proportion of defence programmes, and proportion of aftermarket activity which is likely to recover sooner from the coronavirus pandemic than new engine parts. Moody's rating is constrained by MB Aerospace's high leverage, negative free cash flow generation and low liquidity which have been affected by reduced demand for commercial aerospace components as a result of the pandemic, as well as operational issues with the production ramp-up of new programmes. Production rates for new commercial aircraft are not expected to recover to 2019 levels for several years leading to concerns over the sustainability of the company's capital structure. The principal methodology used for this review was Aerospace and Defense Methodology published in July 2020. MERCY HOSPITAL: Court OKs Appointment of Patient Care Ombudsman --------------------------------------------------------------- Lauren Coleman-Lochner of Bloomberg News reports that U.S. bankruptcy judge Timothy Barnes granted the U.S. Trustee's request to appoint a patient care ombudsman for Mercy Hospital and Medical Center at a hearing Tuesday, February 23, 2021. The bankruptcy judge also approved case management procedures and has moved the next omnibus hearing a week later, to March 23, 2021. About Mercy Hospital Mercy Chicago is a general medical and surgical Catholic teaching hospital in Chicago, Illinois that was established in 1852 and was the first chartered hospital in state. Mercy Hospital operates the general acute care hospital known as Mercy Hospital & Medical Center, located at 2525 South Michigan Avenue, Chicago, Illinois. The Hospital has 412 authorized beds and offers inpatient and outpatient services. Mercy Health System of Chicago, an Illinois not-for-profit corporation, is the sole member of Mercy Hospital. The health care facilities that are part of Trinity Health's network of health care providers. On the Web: http://www.mercy-chicago.org/ Mercy Hospital and Medical Center and Mercy Health System of Chicago sought Chapter 11 protection (Bankr. N.D. Ill. Case Nos. 21-01805 and 21-01806) in Chicago on Feb. 10, 2021. The Debtor estimated $100 million to $500 million in assets and liabilities as of the bankruptcy filing. Foley Lardner LLP, led by Matthew J. Stockl, is the Debtor's counsel. MOUNT ETNA INVESTMENTS: Case Summary & 3 Unsecured Creditors ------------------------------------------------------------ Debtor: Mount Etna Investments, Inc. 1120 NW Murphy Blvd Joplin, MO 64801 Chapter 11 Petition Date: February 23, 2021 Court: United States Bankruptcy Court Western District of Missouri Case No.: 21-30024 Debtor's Counsel: Norman E. Rouse, Esq. COLLINS, WEBSTER, & ROUSE, PC 5957 East 20th Street Joplin, MO 64801-8765 Tel: 417-782-2222 Fax: 417-782-1003 E-mail: twelch@cwrcave.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Garrett Reincke, CEO. A copy of the petition containing, among other items, a list of the Debtor's three unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/LKU5MSQ/Mount_Etna_Investments_Inc__mowbke-21-30024__0001.0.pdf?mcid=tGE4TAMA MOUTHPEACE DENTAL: Seeks August 2 Plan Exclusivity Extension ------------------------------------------------------------ Debtor Mouthpeace Dental, LLC asks the U.S. Bankruptcy Court for the Northern District of Georgia, to extend the Debtor's exclusive period to file a Chapter 11 plan and to solicit acceptances through and including August 2, 2021, and September 29, 2021, respectively. The Debtor has acted diligently during the initial months of this Chapter 11 case and will continue to do so for the remainder of the case. The Debtor anticipates confirming the Plan in the coming months and seeks an extension to the Exclusivity Periods to preclude the costly disruption and instability that would occur if competing plans were proposed either before the Plan is confirmed, or if the Plan is not confirmed before the Debtor has a meaningful opportunity to work with its key constituencies to put forth an amended proposal. This is the Debtor's first request for an extension of the Exclusivity Periods, and the request will not unfairly prejudice or pressure the Debtor's creditor constituencies or grant the Debtor any unfair bargaining leverage. The Debtor needs creditor support to confirm any plan, so the Debtor is in no position to impose or pressure its creditors to accept unwelcome plan terms. Premature termination of the Exclusivity Periods may cause duplicative expense and litigation associated with multiple competing plans. Any litigation with respect to competing plans and resulting administrative expenses will only decrease recoveries to the Debtor's creditors and significantly delay, if not undermine entirely, the possibility of prompt confirmation of a plan of reorganization. The requested extension of the Exclusivity Periods will not prejudice the legitimate interests of any party in interest in this case. Rather, the extension will further the Debtor's efforts to preserve value and avoid unnecessary and wasteful litigation. Also, the Debtor seeks an extension to advance the case and continue good faith negotiations with its stakeholders. A copy of the Debtor's Motion to extend is available from PacerMonitor.com at https://bit.ly/2NB8uAi at no extra charge. About Mouthpeace Dental Mouthpeace Dental, LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-72289) on December 3, 2020. The petition was signed by Syretta Wells, the sole shareholder. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of between $500,001 and $1 million. Judge Barbara Ellis-Monro is the case judge. Rountree Leitman & Klein, LLC serves as the Debtor's counsel. MYCELL TECHNOLOGIES: New Age Buying IP Assets for Cash and Credit ----------------------------------------------------------------- MyCell Technologies LLC asks the U.S. Bankruptcy Court for the Southern District of New York to authorize the bidding procedures in connection with the sale of intellectual property assets to New Age Ventures LLC for a purchase price of (i) credit Bid of $193,754.45; (ii) waiver of $71,010 unsecured claim; and (iii) $30,000 in cash, subject to higher or better offers and Court approval. A hearing on the Motion is set for March 30, 2021, at 10:00 a.m. (ET). The Objection Deadline is March 23, 2021, at 4:00 p.m. (ET). The Debtor owns the Property. The Debtor and the Purchaser have entered into an Asset Purchase Agreement, that provides for the sale of the Property. The Debtor determined that the Purchaser's offer should be accepted as a "stalking horse offer," and so the parties negotiated the Purchase Agreement. The Purchase Price is to be paid / satisfied at closing. The Proposed Sale and the Purchase Price will be tested by an additional solicitation process and auction at which higher or better offers will be considered. The Purchaser is a secured noteholder of the Debtor and owns 12.76% of its equity. To ensure that its estate receives the maximum purchase price for the Property, the Debtor asks approval of Bidding Procedures, which will enable it to solicit higher or better offers for the Property and conduct an auction if a higher or better offer(s) is received. The Bidding Procedures, in conjunction with the Purchase Agreement, will provide the Debtor with the greatest opportunity to maximize the purchase price for the benefit of its estate. In light of the interest expressed by multiple parties for the Property, it is hoped that by selecting a stalking horse offer, a greater return can be achieved at an auction. The following is a summary of the materials terms of the Purchase Agreement: (a) Purchase Price: (i) credit Bid of $193,754.45; (ii) waiver of $71,010 unsecured claim; and (iii) $30,000 in cash. (b) Assets: The Assets to be transferred under the Purchase Agreement are intellectual property assets (c) Closing Conditions Required by the Purchaser: The Purchaser's obligation to close is conditioned on the fulfillment of each of the following conditions: (a) the Court entering the Bidding Procedures Order; and (b) the Court entering the Sale Order, and such Sale Order being a Final Order (which condition may be waived by the Purchaser in its sole discretion). The Debtor reached out to several contacts regarding creating a marketing process for the Purchased Assets, but unfortunately, it could not find anyone interested in doing the marketing process solely on a contingency process. Because of its current cash position, it simply does not have the means to fund a fully marketed sale process. Plus, the Debtor is doubtful that it will receive enough funds to satisfy its secured debt. Thus, the Debtor is proposing as a marketing process, to send all secured creditors, unsecured creditors, equity holders, and parties who expressed interest in the past six months regarding the assets, with the copy of the Bidding Procedures Order and accompanying documents which explain the process for placing a bid. It submits that based on its financial condition, such should be deemed sufficient. The salient terms of the Bidding Procedures are: a. Bid Deadline: 45 days following entry of the Bidding Procedures Order at 4:00 p.m. (ET) b. Deposit: 10% of the purchase price made payable to A.Y. Strauss LLC, Attorney Trust Account c. Auction: If a Qualified Bid or Bids, other than the Purchase Agreement, is received by the Bid Deadline, the Auction will be held commencing at the date and time set forth in the Bidding Procedures Order and continued, if necessary from time to time, to such date(s) and time(s) as the Debtor will determine. Only Qualified Bidders will be eligible to participate at the Auction. The Debtor will determine the highest or best Qualifying Bid(s) received prior to the Bid Deadline, and such Qualifying Bid(s) will be the starting bid(s) at the Auction. The Debtor propose to hold the Auction not later than 55 days following entry of the Bidding Procedures Order. d. Sale Hearing: The Sale Hearing will be held shortly following the Auction at a date and time established by the Court and set forth in the Bidding Procedures Order. At the Sale Hearing, the Debtor will ask approval of the Sale to the Successful Purchaser. The Purchased Assets will be transferred free and clear of all Liens. In connection with the Proposed Sale, the Debtor may ask to assume and assign to the Purchaser, and may if provided by the Successful Bid, assume and assign to the Successful Purchaser(s) if different from the Purchaser, certain executory contracts and/or leases designated by the Purchaser or another Successful Purchaser in accordance with the Assignment Procedures. The Debtor will file the Assumption Schedule no later than 20 days following entry of the Bidding Procedures Order, and concurrently serve the Cure Notice. No later than five business days after the Closing Date, the Debtor will file a complete list of the Contracts and Leases that were assumed and assigned as Assigned Contracts as of the Closing Date in connection with the sale of the Property. The Debtor's lack of liquidity requires it to close on the transaction as soon as possible. Therefore, it asks that any Sale Order provides for a waiver of the automatic 14-day stay imposed by Bankruptcy Rule 6004(h). A copy of the Bidding Procedures and the Agreement is available at https://tinyurl.com/46yxfubo from PacerMonitor.com free of charge. The Purchaser: Volker Berl, Ph.D., M.B.A. NEW AGE VENTURES LLC 521 Fifth Avenue, Floor 17 New York, NY 10175 E-mail: vberl@newageventures.net About MyCell Technologies LLC MyCell Technologies LLC is an intellectual property and investment holding company which specializes in the development of proprietary liquid formulations of stable, concentrated omegaâ€3s for use in food, beverage, pet, medical and nutritional products. MyCell Technologies LLC sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 20-12748) on Nov. 25, 2020. The case is assigned to Judge James L. Garrity, Jr. The Debtor's total assets is at $10,637 and $1,412,021 in total debt. The Debtor tapped Eric H. Horn, Esq., at A.Y. Strauss LLC as counsel. The petition was signed by Glenn R. Langberg, director. NINE ENERGY: Moody's Completes Review, Retains Caa1 CFR ------------------------------------------------------- Moody's Investors Service has completed a periodic review of the ratings of Nine Energy Service, Inc. and other ratings that are associated with the same analytical unit. The review was conducted through a portfolio review discussion held on February 17, 2021 in which Moody's reassessed the appropriateness of the ratings in the context of the relevant principal methodology(ies), recent developments, and a comparison of the financial and operating profile to similarly rated peers. The review did not involve a rating committee. Since January 1, 2019, Moody's practice has been to issue a press release following each periodic review to announce its completion. This publication does not announce a credit rating action and is not an indication of whether or not a credit rating action is likely in the near future. Credit ratings and outlook/review status cannot be changed in a portfolio review and hence are not impacted by this announcement. Key rating considerations Nine Energy Service, Inc.'s Caa1 Corporate Family Rating reflects very high leverage and significant challenges from reduced upstream capital spending. The company has small scale and intense competition in a difficult operating environment. Nine's ability to increase market penetration of dissolvable frack plugs and to grow profitability from lower cost replacements could help EBITDA recover. Even with such success, the lower level of upstream capital spending (though improved from mid-2020 levels) impedes Nine's ability to significantly improve credit metrics. To contend with lower customer demand, Nine reduced expenses by decreasing labor costs and lowering capital spending. Nine's liquidity benefits from a sizable cash balance, an undrawn revolver, lack of debt maturities until 2023 and modest capital spending needs. The principal methodology used for this review was Global Oilfield Services Industry Rating Methodology published in May 2017. O.P. INVESTMENT: Bid to Use Rents Underway ------------------------------------------ Judge Thomas J. Tucker of the U.S. Bankruptcy Court for the Eastern District of Michigan extended Greenleaf Income Trust II's time to file a response to O.P. Investment Group, LLC's motion to use cash collateral to February 26, 2021. The Court also has entered an order granting a second extension of the time for U.S. Trustee to file a response to the Motion to Use Cash Collateral. The Debtor seeks authority to use rents and common area maintenance and utility reimbursements to make payments necessary for the continuation of its business. The Debtor says when those are collected, liquidated or otherwise reduced to cash, the proceeds constitute cash collateral as defined in 11 U.S.C. section 363(a). As of the bankruptcy filing date, the Cash Collateral consisted of $31,513 in cash and $64,170 in unpaid rents. The Debtor estimates that about 50% of the unpaid rents are uncollectible. O.P. Investment Group, LLC owns a commercial strip mall located at 35252-35240 23 Mile Road, New Baltimore, Michigan 48047. The property is leased to 12 tenants with five additional store fronts available for rent. The property is the Debtor's sole income producing asset. As a result of the coronavirus pandemic, many of the Debtor's tenants slow paid their rent, and some stopped paying rent altogether. This reduction in rental income put downward pressure on the Debtor's cash flow. Additionally, the Debtor's lender, Greenleaf Income Fund II was unwilling or unable to make mortgage concessions to the Debtor. As a result, the Debtor fell behind in its mortgage payments to the Lender. Greenleaf sought to foreclose by advertisement, and a foreclosure sale of the Real Estate was scheduled for January 29, 2021. The Debtor filed for Chapter 11 to stave off the scheduled foreclosure sale. The Debtor says Greenleaf may assert that (i) it holds a first priority mortgage against the Real Estate, which may include an assignment of rents, and (ii) the mortgage and assignment of rents secures indebtedness of about $4,764,810 by the Debtor. Greenleaf is the assignee of Cherrywood Mortgage, LLC, the original note and mortgage holder. The Debtor contends its proposed use of Cash Collateral will provide adequate protection to secured creditors by maintaining or increasing the value of the Real Estate for the benefit of the estate, including Greenleaf. As additional adequate protection for the interest that the Lender may claim in the Cash Collateral, and to the extent that the Debtor uses Cash Collateral and does not replace same, the Debtor offers replacement liens in "all types and descriptions" of collateral "which may have secured the Lender's or other secured creditors' pre-petition liabilities" and which are created, acquired or arise after the Petition Date. As part of its request to use Cash Collateral, the Debtor requests permission to escrow $11,000 per month into its proposed counsel's client trust account to pay the professional fees and expenses of legal counsel and financial advisors to be employed by the Debtor to the extent professional fees and expenses are allowed by the Court. The first escrow payment shall take place no later than February 28, 2021, and on the 28thday of each month thereafter. About O.P. Investment Group O.P. Investment Group, LLC filed its Chapter 11 Petition Date on January 28, 2021 (Bankr. E.D. Mich. Case No. 21-40722). The Petition was signed by Bassam Kallabat, member. In its Petition, the Debtor estimated its assets and liabilities at $1 million to $10 million. The Debtor is represented by Daniel J. Weiner, Esq., at Schafer and Weiner, PLLC. OCEANEERING INT'L: Moody's Completes Review, Retains B1 CFR ----------------------------------------------------------- Moody's Investors Service has completed a periodic review of the ratings of Oceaneering International, Inc. and other ratings that are associated with the same analytical unit. The review was conducted through a portfolio review discussion held on February 17, 2021 in which Moody's reassessed the appropriateness of the ratings in the context of the relevant principal methodology(ies), recent developments, and a comparison of the financial and operating profile to similarly rated peers. The review did not involve a rating committee. Since January 1, 2019, Moody's practice has been to issue a press release following each periodic review to announce its completion. This publication does not announce a credit rating action and is not an indication of whether or not a credit rating action is likely in the near future. Credit ratings and outlook/review status cannot be changed in a portfolio review and hence are not impacted by this announcement. Key rating considerations Oceaneering International, Inc.'s B1 Corporate Family Rating reflects its elevated leverage, weak margins, and the challenged conditions in the offshore drilling and oilfield services industry that is unlikely to see much demand growth or price recovery in 2021. Oceaneering's CFR is supported by its strong liquidity, including a large cash balance and an undrawn revolver, as well as its dominant market position in the niche offshore remotely operated vehicle segment and relationship with a strong and diversified group of oil & gas companies. The principal methodology used for this review was Global Oilfield Services Industry Rating Methodology published in May 2017. PBS BRAND: Unsecureds Owed Less Than $2,500 Will Get 5% of Claims ----------------------------------------------------------------- PBS Brand Co., LLC, and Affiliated Debtors filed with the U.S. Bankruptcy Court for the District of Delaware a Combined Disclosure Statement and Chapter 11 Plan of Liquidation dated Feb. 18, 2021. On December 21, 2020, faced with a pending foreclosure by CrowdOut, thirteen of the Debtors (the "Original Debtors") filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code in this Court, and on December 31, 2020, two other related entities filed voluntary Chapter 11 petitions, thereby commending the Chapter 11 Cases. The Combined Plan and Disclosure Statement contemplates the fulfillment and consummation of a number of transactions and commitments evidenced in a Restructuring Support Agreement by and among the Debtors, the Committee, and the Prepetition Secured Lender and DIP Lender, pursuant to which the Prepetition Secured lender will address administrative and priority claims, and a pool of assets will be funded and created for a GUC Trust, by and through a GUC Trustee, to liquidate the remaining assets of the Estates, including pursuing certain causes of action, reviewing claims, and making Distributions to Holders of Allowed Claims and consistent with the priority of claim provisions of the Bankruptcy Code. The Final DIP Agreement contemplates that CrowdOut agreed to lend the Debtors up to $11,212,000 under a multi-draw term loan facility, subject to a budget, and culminating in the confirmation and effective date of a plan by April 30, 2021, as more fully detailed in the RSA. The economic terms of the proposed financing included an interest rate of just 0.14% and no commitment or exit fees. The execution and compliance with the RSA negotiated among the Debtors, the Committee, and CrowdOut was expressly an integral term and condition of the DIP Loan Agreement. The RSA includes milestones for a five-week process culminating in the sale of the Debtors' assets through either a standalone sale under section 363 of the Bankruptcy Code or a plan. Further, the RSA provided that CrowdOut would, by virtue of its prepetition secured claims and postpetition secured claims, be required to credit bid and/or assume the entirety of its secured claims, and therefore be deemed a qualified bid for purposes of a sale of the Debtors' assets. Significantly, the RSA did not require that the Debtors name CrowdOut as a stalking horse for the Debtors' assets, thereby enabling the Debtors to maximize the flexibility of a marketing process. The RSA also created the structure for a plan process for the Debtors' emergence from Chapter 11, including the establishment and funding of the GUC Trust. The RSA was intended by the Debtors, CrowdOut, and the Committee to set a floor by and through which unsecured creditors are guaranteed a recovery on account of their claims. Class 3 consists of the Prepetition Lender Secured Claims. Each holder of an allowed Prepetition Lender Secured Claim shall receive: (i) in the event the Prepetition Lender is the Purchaser, substantially all of the Debtors' assets; (ii) in the event of a Sale or Plan Sponsor Transaction based on an Qualified Bid, other than by the Prepetition lender, up to 100% of the proceeds of the closing of any Sale or the Effective Date, as applicable, such that the Supporting Lender receives the indefeasible payment in full, in cash, of the DIP Obligations and the Prepetition Obligations, or (iii) in the event that the Supporting Lender makes the Supporting Lender Plan Election, the Prepetition Lender Equity Distribution. Class 4 consists of General Unsecured Claims. Each Holder of an Allowed General Unsecured Claim shall receive its Pro Rata share of any beneficial interest in the funds remaining in the GUC Trust or such other treatment as may be agreed upon by such Holder and the GUC Trustee. The GUC Trustee shall make one or more Distributions on account of such Allowed General Unsecured Claims to each Holder of such Allowed General Unsecured Claims. Class 4 General Unsecured Claims are impaired and entitled to vote. Class 5 consists of Unsecured Convenience Claims. Convenience Class Claims are unsecured claims in an amount equal to or less than $2,500. All Class 3 Claims will be automatically deemed Allowed on the Effective Date in the lesser amount of (i) the greater of the Claim amount, as filed or scheduled, or (ii) $2,500, and Holders of such Claims shall receive a 5% distribution in full and complete satisfaction of such Claims from the Liquidation Trust on the Effective Date or as soon thereafter as practicable. Class 5 Unsecured Convenience Claims are impaired and entitled to vote. On the Effective Date, all Intercompany Interests shall be deemed canceled, extinguished and of no further force or effect, and the Holders of such Intercompany Interests shall not be entitled to receive or retain any property on account of such Intercompany Interests. A full-text copy of the Combined Disclosure Statement and Liquidating Plan dated Feb. 18, 2021, is available at https://bit.ly/3uC4PTV from Omni Agent Solutions, the claims agent. Counsel to the Debtors: Jeffrey R. Waxman Eric J. Monzo Brya M. Keilson Sarah M. Ennis Morris James LLP 500 Delaware Avenue, Suite 1500 Wilmington, DE 19801 Telephone: (302) 651-7700 E-mail: jwaxman@morrisjames.com E-mail: emonzo@morrisjames.com E-mail: bkeilson@morrisjames.com E-mail: sennis@morrisjames.com About Punch Bowl Social Punch Bowl Social is a restaurant chain that offers the best in fun with a great lineup of arcade games, karaoke, food, craft cocktails and drinks, and hosting your events. PBS Brand Co., LLC, and its affiliates own Punch Bowl Social, a chain of "eatertainment" venues that blends best in category scratch-kitchen culinary specialties, and craft cocktail and craft non-alcoholic programs. On Dec. 21, 2020, PBS Brand Co., LLC, and its affiliates, including Punch Bowl Social, Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-13157). The cases are pending before the Honorable John T. Dorsey and are being jointly administered for procedural purposes under Case No. 20-13157. PBS Brands was estimated to have $10 million to $50 million in assets and liabilities as of the bankruptcy filing. The Debtors tapped MORRIS JAMES LLP as bankruptcy counsel; and GAVIN/SOLMONESE as restructuring advisor. OMNI AGENT SOLUTIONS is the claims agent. The Official Committee of Unsecured Creditors tapped Porzio, Bromberg & Newman, P.C., as counsel; and Province LLC as financial advisor. PHI GROUP: Delays Filing of Form 10-Q for Period Ended Dec. 31 -------------------------------------------------------------- PHI Group, Inc. filed a Form 12b-25/A with the Securities and Exchange Commission notifying the delay in the filing of its Quarterly Report on Form 10-Q for the period ended Dec. 31, 2020. The Company was unable to file its Form 10-Q due to the requirement for additional time by the auditors to review its financial information to be included in the Form 10-Q. About PHI Group PHI Group -- http://www.phiglobal.com-- primarily focuses on mergers and acquisitions and invests in select industries and special situations that may substantially enhance shareholder value. In addition, the Company's wholly owned subsidiary, PHI Capital Holdings, Inc. -- http://www.phicapitalholdings.com-- provides M&A consulting services and assists companies to go public and access international capital markets. The Company has also been working diligently to organize PHILUX Global Funds with several compartments for investment in renewable energy, agriculture, real estate and multiple commodities. In addition, PHI Luxembourg Development SA, a Luxembourg-based wholly owned subsidiary of the Company, has been cooperating with reputable international advisers and partners to organize a diamond exchange center in Vietnam. PHI Group reported a net loss of $2.03 million for the year ended June 30, 2018, compared to a net loss of $1.56 million for the year ended June 30, 2017. DylanFloyd Accounting & Consulting, the Company's auditor since 2018, issued a "going concern" qualification in its report dated Oct. 12, 2018, citing that the Company has an accumulated deficit of $40,551,299 and stockholders' deficit of $4,844,747 as of June 30, 2018. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company has not yet filed its Form 10-K for the fiscal year ended June 30, 2019, due to the requirement for additional time by the auditors to review its financial information to be included in the referenced Form 10-K. The Company is also delinquent in filing its Quarterly Reports for the periods ended Sept. 30, 2019 and Dec. 31, 2019. RADIO DESIGN: JPMorgan Chase Says Plan Patently Unconfirmable ------------------------------------------------------------- JPMorgan Chase Bank, N.A., a secured creditor of debtor Radio Design, Inc., objects to confirmation of the Amended Chapter 11 Plan of the Debtor. On April 14, 2011, Radio Design executed a commercial line of credit in the original principal sum of $500,000 to JPMorgan Chase Bank, NA. The Commercial Line of Credit matured and was renewed by a promissory note dated June 26, 2012, in the amount of $500,000. The Commercial Line of Credit is secured by all personal property assets of the Debtor. Chase believes the Plan is patently unconfirmable as there is substantial disconnect between the Debtor's projected income and expenses under the Plan, and Debtor's actual income and expenses. In short, Chase believes the projections are not substantiated, and more speculative in nature. Chase claims that there is currently insufficient evidence to ascertain whether Debtor will have sufficient cash flow to fund and implement the Plan because there is insufficient evidence the Subject Property will generate positive cash flow. Chase is nonetheless compelled to remind the Court that Debtor's operations were already struggling before it filed for protection in December of 2019, while Chase understands Debtor has been doing what it can to solidify its income in the face of the Covid 19 Pandemic. Chase contends Debtor's Chapter 11 Plan is not feasible and the court must deny confirmation of the Debtor's Plan or, in the alternative, require the Debtor to amend the Plan to remedy the defects. Accordingly, the Plan lacks feasibility and Confirmation of the Plan must be denied. A full-text copy of Chase's objection dated Feb. 18, 2021, is available at https://bit.ly/3su5BAt from PacerMonitor at no charge. Attorneys for Creditor: JESSE A.P. BAKER ALDRIDGE PITE, LLP The Ogden Building 9311 SE 36th St, Ste 207 Mercer Island, WA 98040 Telephone: (425) 644-6471 Mailing Address: 4375 Jutland Drive, Suite 200 P.O. Box 17933 San Diego, CA 92177-0933 Telephone: (858) 750-7600 Facsimile: (619) 326-2430 About Radio Design Group Radio Design Group, Inc., is a design and engineering firm based in Grants Pass, Oregon. Since its incorporation in 1992, Radio Design has grown from a small RF consulting company specializing in small commercial markets to a vital contributor to unique and innovative products that have advanced the state of technology in both the commercial and defense-related markets. Radio Design previously sought bankruptcy protection on July 24, 2014 (Bankr. D. Ore. Case No. 14-62732). Radio Design sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ore. Case No. 19-63617) on Dec. 2, 2019. In the petition signed by James Hendershot, president, the Debtor was estimated to have $1 million to $10 million in assets and liabilities of the same range. Judge Thomas M. Renn is assigned to the case. The Debtor is represented by Loren S. Scott, Esq., at The Scott Law Group. RAFIK YOUSSEF KAMELL: Sets Bid Procedures for North Tustin Property ------------------------------------------------------------------- Rafik Youssef Kamell asks the U.S. Bankruptcy Court for the Central District of California to authorize the bidding procedures in connection with sale of the real property commonly known as 10282 Ambervale Lane, in North Tustin, California, to Tyler Amrine for $2,085,000, subject to qualified overbids. A hearing on the Motion is set for March 10, 2021, at 10:00 a.m. In his Schedule A/B, the Debtor scheduled the Property, which is his primary residence, and valued it at $2.1 million. Pursuant to his filed Schedule C, the Debtor claims a homestead exemption in the Property of $75,000. A first position deed of trust was recorded Mortgage Electronic Registration Systems, Inc. ("MERS") on Sept. 6, 2018 bearing Instrument No. 2018-328267 in the original principal amount of $1.2 million. The beneficial interest in the First Trust Deed and underlying promissory note were assigned by MERS to Wilmington Savings Fund Society, FSB not in Its Individual Capacity But Solely as Trustee for the Verus Securitization Trust 2019-1 by assignment recorded on April 21, 2020 as Instrument No. 2020-178827. According to Proof of Claim # 7 filed by on behalf of Wilmington's servicing agent, NewRez LLC, doing business as Shellpoint Mortgage Servicing, which services the First Trust Deed on behalf of the beneficiary, the outstanding balance owing on the Petition Date was $1,177,588.91. Pursuant to the loan reinstatement balance received by the Debtor from Shellpoint, the amount due under the First Trust Deed as of Dec. 9, 2020 was $1,271,228.55. Two additional payments of January 2021 of $8,933.88 have come due since Debtor received the reinstatement balance which will bring the total loan amount to $1,289,096.31. The Debtor is working to obtain the exact loan payoff for Wilmington's First Trust Deed and will provide that number at the hearing on the Motion but it is nevertheless very close to this figure. According to the Preliminary Title Report for the Property, the additional encumbrances against the Property include: a. A tax lien in favor of the United States of America assessed by the Internal Revenue Service recorded June 21, 2018 in the amount of $64,749.35 and bearing Instrument Number 2018-227437. b. A Certificate of Lien in favor of The Labor Commissioner, Chief, Division of Labor Standards Enforcement recorded on July 22, 2020 (post-bankruptcy petition) in the amount of $2,957.39 bearing Instrument Recording No. 2020-352553. c. Property taxes of $9,698.15 due before April 2021. The Debtor disputes the majority of the tax debt secured by the IRS Lien. He also disputes the Labor Lien as recorded in violation of the automatic stay and is therefore, void. Since the Seven Gables Employment Order was entered, Seven Gables Real Estate Broker has exclusively marketed the Debtor's Property for sale. The offer reflected in the Purchase Agreement is the highest and best offer the Debtor has received for the Property to date. The proposed sale to the Buyer includes the following salient terms: 1. The Property will be sold to Buyer for the total purchase price of $2,085,000, subject to overbids; 2. The Property Tax Installment in the estimated amount of $9,698.15 will be paid from the sales proceeds; 3. The allowed amount due under First Trust Deed (Proof of Claim filed in the amount of $1,177,588.91 and estimated at $1,289,096.31) will also be paid from the sales proceeds. 4. The Property will be sold free and clear of the disputed IRS Lien except that the initial $10,000 penalty for failure file Form 8938, plus related interest, and the interest and penalties owed for the 2015 tax year will be paid from the sales proceeds. The payment of these amounts to the IRS will be without prejudice to the ability of the Debtor to contest the amounts paid by appropriate administrative or judicial means. The portion of the proceeds required to pay the "continuation penalty" (and related interest) will be held in a segregated account pending the resolution (whether by agreement or by litigation) of the dispute regarding the validity of the continuation penalty. 5. The Property will also be sold free and clear of the disputed Labor Lien. 6. The approved fees and costs of the sale chargeable to the Debtor's bankruptcy estate, including commissions due to his brokers will be paid from the sale proceeds; 7. Except as otherwise set forth in the Motion, the Property will be sold free and clear of the Claims and Interests pursuant to 11 U.S.C. 363(f), including, without limitation, the IRS Lien securing the continuation penalty, Labor Lien and unknown encumbrances, liens, claims or interests, with each of the foregoing encumbrances, liens, claims, or interests attaching to the net sale proceeds to be held by the Debtor. Rhe Debtor anticipates the sale will provide a net benefit to his bankruptcy estate of approximately $642,080.54 (not including income taxes due as a result of the sale). The Debtor proposed Bidding Procedures. Between the date of the Motion and the hearing on the Sale Hearing, the Debtor will continue to solicit interest in the Property and provide information to prospective bidders as well as the Buyer. The salient terms of the Bidding Procedures are: a. Bid Deadline: 5:00 p.m. (PST) one business day prior to the Auction b. Initial Bid: The purchase price would be paid in cash at closing in an amount not less than $2.1 million. c. Deposit: 10% of the Qualified Bid d. Auction: If any Qualified Bid (other than that of Buyer under the Purchase Agreement) is received by the Bid Deadline, then the Debtor will conduct the Auction at the Sale Hearing for the right to become the Successful Bidder. The Auction will commence at the Sale Hearing and will take place in Courtroom 5B of the United States Bankruptcy Court, Central District of California, Santa Ana Division, located at 411 West Fourth Street, Santa Ana, California 92701, or such other time or place as the Debtor and/or the Court may direct in writing to all Qualified Bidders. e. Bid Increments: $5,000 The Debtor and the Successful Bidder will close the transactions contemplated by the Purchase Agreement (or Marked Agreement) in accordance with the Purchase Agreement (or Marked Agreement). In the event the Successful Bidder fails to close the transaction contemplated in the Purchase Agreement (or the applicable Marked Agreement), the Debtor will be authorized, but not required, to close with the Next Highest Bidder without notice to any other party or further court order. If the Debtor decides to close with the Next Highest Bidder, the Debtor and the Next Highest Bidder will have an additional 10 calendar days to close, subject to extensions by the Court for cause shown. A copy of the Bidding Procedures and Contract is available at https://tinyurl.com/ecog3s77 from PacerMonitor.com free of charge. Rafik Youssef Kamell sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 20-10269) on Jan. 27, 2020. The Debtor tapped Robert Goe, Esq. RANDAL L. LOEHRKE: Selling Two Saxeville Properties for $148K ------------------------------------------------------------- Randal L. Loehrke and Marjorie K. Loehrke filed with the U.S. Bankruptcy Court for the Eastern District of Wisconsin their amended motion to sell the following properties free and clear of liens, claims, encumbrances and interests: a. 16.9 acres of vacant land located in the Town of Saxeville, Waushara County, Wisconsin, Tax Parcel No. 030-00114-0120 ("Clarks Mill Road Property"), to JayDe W. Dimmick and Sarah L. Dimmick for $88,000; and b. 20 acres of vacant land located in the Town of Saxeville, Waushara County, Wisconsin, Tax Parcel Nos. 030-00911-0100 and 030-00911-0200 ("Kasuboski Property"), to Tyler, Brett, and Marcus Kasuboski for $60,000. Objections, if any, must be filed within 21 days from the date of the Notice. The correct accepted offer for the Clarks Mill Road property is $88,000. The proceeds of the Clarks Mill Road property will be divided approximately as follows: (i) $7,000 will be held for capital gains taxes, and (ii) $80,000 (or remaining balance) will go to Bank First, N.A. to make a partial annual payment. No closing date was originally set for the Kasuboski property. That closing will take place mid to late March of 2021. Paragraph 12 is amended to read: "Bank First National aka Bank First, NA (the "Bank") holds two properly perfected mortgages on the Kasuboski Property. The Mortgages have all been recorded in the Waushara County Register of Deeds Office as Document Numbers 495420, 510008, and 514806." The amount due to the Bank is is $1,294,774.06. Paragraph 15 (B) is amended to read: "Kasuboski Property proceeds: The net proceeds from the Kasuboski property sale will be applied to the total debtowed to Bank First, N.A. Any and all proceeds paid to Bank First from the sale of any part of the mortgaged premises will not otherwise offset the annual payment requirement due from the Debtors to Bank First." Paragraph 27 will be amended to read: "First, the Debtors are relying on their judgment as well as the advice of counsel and real estate professionals in their decision to sell the Property. The sale will also afford the Debtors to pay down their annual payment to Bank First N.A. Reducing the debt owed to the Bank will reduce the Debtors' interest expense and improve the Debtors' ability to service debt owed to other creditors. Given the foregoing, it is the Debtors' judgment that it is in the best interests of their bankruptcy estate to sell the Property." A copy of the Orignal Motion is available at https://tinyurl.com/ygtw2ez2 from PacerMonitor.com free of charge. Randal L. Loehrke and Marjorie K. Loehrke sought Chapter 11 protection (Bankr. E.D. Wisc. Case No. 20-24784) on July 9, 2020. The Debtors tapped Michelle A. Angell, Esq., at Krekeler Strother, S.C. as counsel. ROCKPORT DEVELOPMENT: Hearing on S. Pasadena Asset Sale on March 11 ------------------------------------------------------------------- Judge Scott C. Clarkson of the U.S. Bankruptcy Court for the Central District of California continued from March 4, 2021, at 11:00 a.m., to March 11, 2021, at 11:00 a.m., the hearing on Rockport Development, Inc.'s sale of the following real properties to KEM Realty or Assignee for $2.6 million, free and clear of all claims, subject to overbid: a. Parcel 1: Located at and commonly known as 181 Monterey Rd., South Pasadena, California, APN 5311-015-035; b. Parcel 2: Located at and commonly known as 185 Monterey Rd., South Pasadena, California, APN 5311-010-001; and c. Parcel 3: Located at and commonly known as 187 Monterey Rd., South Pasadena, California, 5311-010-002. The Movant is to provide notice to all interested parties within 72 hours of entry of the Order and file a proof of service reflecting such notice by no later than 48 hours prior to the hearing. About Rockport Development Rockport Development, Inc., a company based in Irvine, Calif., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-11339) on May 7, 2020. On June 11, 2020, Rockport's affiliate Tiara Townhomes LLC filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 20-11683). Judge Scott C. Clarkson oversees the cases, which are jointly administered under Case No. 20-11339. At the time of the filing, Rockport was estimated to have $10 million to $50 million in both assets and liabilities. Tiara Townhomes LLC disclosed assets of between $1 million and $10 million and liabilities of the same range. Debtor has tapped Marshack Hays, LLP as its legal counsel, and Michael VanderLey of Force Ten Partners, LLC as its chief restructuring officer. On Sept. 30, 2020, the Court appointed Glen Scher and Filip Niculete of Marcus & Millichap as the Estate's real estate agent. ROGER LEE HARMON: Seeks to Shorten Bar Date on Pivot Quarters Sale ------------------------------------------------------------------ Roger Lee Harmon asks the U.S. Bankruptcy Court for the District of Nebraska to shorten the Local Rule 9013 bar date from 21 days to 10 days on his proposed sale of two of his irrigated pivot quarters to Stromberger Farms, Inc. A shortened bar date is necessary in order to accomplish the closing of an Agricultural Real Estate Sale Agreement to Stromberger of the Properties. The shortened notice to 10 days will not prejudice any other creditor or party in interest. Roger Lee Harmon sought Chapter 11 protection (Bankr. D. Neb. Case No. 19-40903) on May 24, 2019. The Debtor tapped Wayne E. Griffin, Esq., at Wayne E. Griffin Law Office. ROMAN CATHOLIC: Seeks July 13 Extension of Plan Filing Period -------------------------------------------------------------- The Roman Catholic Diocese of Harrisburg asks the U.S. Bankruptcy Court for the Middle District of Pennsylvania, Harrisburg Division, to extend its exclusive period to file a chapter 11 plan to July 13, 2021. The Debtor also asks the Court to extend to September 13, 2021, its exclusive period to solicit acceptances to the plan. The Debtor's exclusive filing period and exclusive solicitation period will expire on March 15, 2021 and May 14, 2021, respectively. The Debtor tells the Court that since the Petition Date, it has been actively engaged in the administration of its complex chapter 11 case, including: (a) finalizing and filing its schedules of assets and liabilities and statement of financial affairs; (b) arguing all of the Debtor's "first day" motions, and negotiating with the United States Trustee, PNC Bank, and the Committee concerning the terms of certain interim and final orders; (c) extensive and ongoing communications with counsel to the Committee and other stakeholders; (d) preparing and obtaining approval of its motion that established the date on which all non-governmental and governmental unit claims must be submitted as November 13, 2020 and December 11, 2020, respectively; (e) reviewing and assembling numerous documents in response to requests from the United States Trustee and the Committee; (f) reviewing, assembling and creating a secure data room in order to share confidential information with the Committee and the insurance companies party to the recently filed adversary proceeding; (g) negotiating and finalizing nondisclosure agreements with the Committee and Insurers; and (h) mediating a consensual resolution of claims filed by survivors of childhood abuse. The Debtor further tells the Court it has commenced an adversary proceeding against the Insurers to facilitate, and if necessary, litigate, a global resolution of all of the Debtor’s insurance coverage issues, the outcome of which will, in large part, guide the Debtor in the drafting of its ultimate plan of reorganization. To that end, the Debtor says it has negotiated a consensual mediation order with the Committee and Insurers. The Debtor further says the first mediation session of the Adversary Proceeding took place February 8–9, 2021. The Debtor anticipates that additional dates for further mediation will be scheduled in the coming weeks. The Debtor contends that the resolution of the Adversary Proceeding is a gating item to the proposal and confirmation of a consensual plan of reorganization. "In order to move forward with a confirmable plan of reorganization, certain complex issues must first be resolved, including, but not limited to, the issues at the center of the Adversary Proceeding. The Debtor, Committee, and Insurers continue to move forward with mediation of the Adversary Proceeding. The final resolution of the Adversary Proceeding will determine the scope of funds available to fund the Debtor’s plan of reorganization. In addition to resolution of the Adversary Proceeding, the Debtor must receive and review each claim filed by creditors, primarily those claims arising from abuse, before it can formulate an adequate plan of reorganization. The Debtor received 59 abuse-related proofs of claim prior to the passage of the November 13, 2020 bar date. The Debtor is currently working to review those claims in an efficient, careful, and expeditious manner. Until a proper determination of the scope of the insurance proceeds and abuse claims is made, it would be difficult, if not impossible, for the Debtor to formulate a confirmable plan of reorganization. Under the unique and complex circumstances of this chapter 11 case, the proposed extension of the Debtor’s Exclusive Periods is appropriate,” the Debtor avers. A full-text copy of the Debtor’s Motion, dated February 23, 2021, is available for free at https://tinyurl.com/rady7abk from epic11.com. About Roman Catholic Diocese of Harrisburg Roman Catholic Diocese of Harrisburg sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 20-00599) on Feb. 19, 2020. At the time of the filing, the Debtor had estimated assets of between $1 million and $10 million and liabilities of between $50 million and $100 million. Judge Henry W. Van Eck oversees the case. The Debtor tapped Waller Lansden Dortch & Davis, LLP as legal counsel; Kleinbard, LLC as special counsel; Keegan Linscott & Associates, PC as financial advisor; and Epiq Corporate Restructuring, LLC as claims and noticing agent. The U.S. Trustee for Regions 3 and 9 appointed a committee to represent tort claimants in the Chapter 11 case of the Roman Catholic Diocese of Harrisburg. The tort claimants' committee is represented by Stinson LLP. RONALD DWAYNE COLLINS: Selling Church Hill Property for $120K ------------------------------------------------------------- Ronald Dwayne Collins asks the U.S. Bankruptcy Court for the Eastern District of Tennessee to authorize the sale of three contiguous nine plus-acre tracts of real property located in Church Hill, Tennessee, with an address of 1062 Morning Star Road, to Jeremy Lemons and Misty Trent, to for $120,000, pursuant to their Land Purchase and Sale Agreement. A telephonic hearing on the Motion is set for March 25, 2021, at 10:00 a.m. The sale will be free and clear of all liens and encumbrances, with the proceeds to attach to the appropriate liens: Secured first by the Moore creditors for approximately $105,000; and second by the Internal Revenue Service for approximately $152,000. The property is unimproved farm/pasture land in Hawkins County, Tennessee. It adjoins another nine plus-acre tract that adjoins the 54-acre tract on which there is a residence and other out buildings. These adjoining properties are not part of the sale but remain available for sale and will be sold to fund the Debtor's plan. Another person, Hal Castle, has previously offered $110,000 for the tracts. Mr. Castle has been made aware of the sale contract. The counsel for the Debtor will serve him with a copy of the Motion and proposed order if he wishes to place a higher offer. The sale has been facilitated through the efforts of the approved realtor John Cornelius. Mr. Cornelius will ask approval for his commission following the Court's approval of the sale. The sale is in the best interest of the Debtor's creditors as it will lower or eliminate the Moores' debt and part of the IRS obligations. A copy of the Agreement is available at https://tinyurl.com/k8vwarwa from PacerMonitor.com free of charge. Ronald Dwayne Collins sought Chapter 11 protection (Bankr. E.D. Tenn. Case No. 20-31765) on July 23, 2020. The Debtor tapped Thomas Tarpy, Esq., as counsel. RONNA'S RUFF: $11.75K Sale of Pitts Log Trailer to Omega Confirmed ------------------------------------------------------------------ Judge Thomas P. Agresti of the U.S. Bankruptcy Court for the Western District of Pennsylvania confirmed Ronna's Ruff Bark Trucking, Inc.'s sale of its 2016 Pitts Log Trailer, VIN 5JYLT4226GP162339, to Omega Lumber for $11,750, on the terms of their Bill of Sale/Agreement. A hearing on the Motion was held on Feb. 18, 2021, at 11:30 a.m. The sale is free and divested of liens and claims, with such liens and claims to be transferred to the proceeds of sale. The Movant/Plaintiff is authorized to make, execute and deliver to the Purchaser the necessary Certificate of Title and/or other documents required to transfer title to the property purchased upon compliance with the terms of sale. The following expenses/costs will immediately be paid at the time of closing. Failure of the Closing Agent to timely make and forward the disbursements required by the Order will subject the closing agent to monetary sanctions, including among other things, a fine or the imposition of damages, after notice and hearing, for failure to comply with the above terms of the Order. Except as to the distribution specifically authorized, all remaining funds will be held by the Counsel for Movant pending further Order of the Court after notice and hearing: 1) The costs of local newspaper advertising in the amount of $281.01, to be reimbursed to The Quinn Law Firm; 2) The costs of legal journal advertising in the amount of $178.50, to be reimbursed to The Quinn Law Firm; 3) Reimbursement to The Quinn Law Firm of the filing fee for the Motion to Sell Property of the Estate Free and Clear of Liens in the amount of $188; 4) The Debtor's share of the appropriate transfer or sales tax, if any, as well as payment of any and all fees charged to the Debtor associated with the transfer of the Certificate of Title to the trailer. 5) The remaining proceeds will be paid to S&T Bank on account of its first lien on the property with a current balance due of $11,635.25. Within seven days of the date of the Order, the Movant/Plaintiff will serve a copy of the Order on each Respondent/Defendant (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 Closing Agent, 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. Within seven days following closing, the Movant/Plaintiff will file a Report of Sale which will include a copy of the HUD-1 or other Settlement Statement. The Sale Confirmation Order survives any dismissal or conversion of the case. About Ronna's Ruff Bark Trucking Ronna's Ruff Bark Trucking, Inc., is a privately held company in the skidding logs business. Ronna's Ruff Bark Trucking, based in Shippenville, Pa., filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 19-11167) on Nov. 25, 2019. In the petition signed by Erick Merryman, owner, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. The Honorable Thomas P. Agresti is the presiding judge. Michael S. JanJanin, Esq., at Quinn Buseck Leemhuis Toohey & Kroto, Inc., serves as bankruptcy counsel. No committee, examiner or trustee has been appointed in the case. RT DEVELOPMENT: Case Summary & 14 Unsecured Creditors ----------------------------------------------------- Debtor: RT Development LLC 30313 Canwood Street, Suite 32 Agoura Hills, CA 91301 Chapter 11 Petition Date: February 22, 2021 Court: United States Bankruptcy Court Central District of California Case No.: 21-10292 Judge: Hon. Victoria S. Kaufman Debtor's Counsel: Matthew D. Resnik, Esq. RESNIK HAYES MORADI, LLP 17609 Ventura Blvd., Suite 314 Encino, CA 91316 Tel: (818) 285-0100 Fax: (818) 855-7013 E-mail: matt@rhmfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Brett P. Miles, managing member. A copy of the petition containing, among other items, a list of the Debtor's 14 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/P74UDSQ/RT_Development_LLC__cacbke-21-10292__0001.0.pdf?mcid=tGE4TAMA RUM RUNNERS: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Rum Runners PA, LLC 106 Drury Court Gibsonia, PA 15044 Chapter 11 Petition Date: February 23, 2021 Court: United States Bankruptcy Court Western District of Pennsylvania Case No.: 21-20369 Debtor's Counsel: Robert O. Lampl, Esq. ROBERT O LAMPL LAW OFFICE Benedum Trees Building 223 Fourth Avenue, 4th Floor Pittsburgh, PA 15222 Tel: 412-392-0330 Fax: 412-392-0335 E-mail: rlampl@lampllaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Mark E. Baranowski, member. The Debtor failed to include in the petition a list of 20 largest unsecured creditors. A copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/TLOZB6A/Rum_Runners_PA_LLC__pawbke-21-20369__0001.0.pdf?mcid=tGE4TAMA SEANERGY MARITIME: To Sell 44.2 Million Shares to Investors ----------------------------------------------------------- Seanergy Maritime Holdings Corp. entered into a securities purchase agreement with certain unaffiliated institutional investors to purchase 44,150,000 of its common shares in a registered direct offering for a purchase price of $1.70 per Common Share. About Seanergy Maritime Greece-based Seanergy Maritime Holdings Corp. -- http://www.seanergymaritime.com-- is a Marshall Islands corporation with its executive offices in Athens, Greece. The Company is engaged in the transportation of dry bulk cargoes through the ownership and operation of dry bulk carriers. The Company purchased and took delivery of six dry bulk carriers in the third and fourth quarters of 2008 from companies associated with members of the Restis family. Its current fleet is comprised of two Panamax, two Supramax and two Handysize dry bulk carriers with a combined cargo-carrying capacity of 317,743 dwt and an average fleet age of approximately 11 years. Seanergy Maritime reported a net loss of US$11.70 million for the Dec. 31, 2019, a net loss of US$21.06 million for the year ended Dec. 31, 2018, and a net loss of US$3.23 million for the year ended Dec. 31, 2017. As of Dec. 31, 2019, the Company had US$282.55 million in total assets, US$252.69 million in total liabilities, and US$29.86 million in total stockholders' equity. Ernst & Young (Hellas) Certified Auditors Accountants S.A., in Athens, Greece, the Company's auditor since 2012, issued a "going concern" qualification in its report dated March 5, 2020 citing that the Company has a working capital deficiency and has stated that substantial doubt exists about the Company's ability to continue as a going concern. In addition, the Company has not complied with a certain covenant of a loan agreement with a bank. SEVEN THREE: Involuntary Chapter 11 Case Summary ------------------------------------------------ Alleged Debtor: Seven Three Distilling Company, LLC 650 Poydras Street, Suite 2615 New Orleans, LA 70130-0000 Involuntary Chapter 11 Petition Date: February 22, 2021 Court: United States Bankruptcy Court Eastern District of Louisiana Case Number: 21-10219 Petitioners' Counsel: Leo Congeni, Esq. CONGENI LAW FIRM, LLC 650 Poydrass St., Ste. 2750 New Orleans, LA 90130-0000 Tel: (504) 522-4848 E-mail: leo@congenilawfirm.com Alleged creditors who signed the involuntary petition: Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ 301 North Claiborne, LLC Rent $36,061 600 Oak Harbor Blvd, Suite 101 Slidell LA 70458-0000 Debra Levis Promissory Note- $100,000 as Exox. for Robert Levis Principal Balance 41 Turtleback Glade Slidell, LA 70461-0000 Cher Levis Hunt Promissory Note- $25,000 4136 Cypress Point Dr. Principal Balance Covington LA 70433-0000 Patrick Dubendorfer Promissory Note- $100,000 6312 Patton Street Principal Balance New Orleans, LA 70118-0000 M. Theresa Turla Promissory Note- $100,000 6312 Patton Street Principal Balance New Orleans, LA 70118-0000 301 North Claiborne, LLC Property Taxes $36,434 600 Oak Harbor Blvd., Suite 101 Slidell, LA 70458-0000 A full-text copy of the Involuntary Petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ZTRXQQQ/Seven_Three_Distilling_Company__laebke-21-10219__0001.0.pdf?mcid=tGE4TAMA SEZIKEYE FINANCIAL: $540K Sale of 4 Baltimore Properties Approved ----------------------------------------------------------------- Judge Michelle M. Harner of the U.S. Bankruptcy Court for the District of Maryland authorized Sezikeye Financial Investment, LLC's sale of the following real properties located at: 1) 2212 Park Avenue, in Baltimore, Maryland 21217; 2) 1809 Park Avenue, in Baltimore, Maryland 21217; 3) 1802 Madison Avenue, in Baltimore, Maryland 21217; and 4) 517 W 28th Street, in Baltimore, Maryland 21211, for $540,000. The Property will be sold free and clear of any and all liens, claims, encumbrances and other interests (whether contractual, statutory or otherwise) of any kind or nature including, without limitation, the lien held by BSI Financial Services, dated Nov. 8, 2017, recorded on Dec. 1, 2017, among the Land Records of Baltimore City, MD at Liber 19722, folio 338 et seq., for a deed of trust loan in the original amount of $422,724. Upon closing of the sale approved BSI's liens will attach to the proceeds of such sale, and after the payment of all agreed closing costs associated therewith, the entire balance of the net sale proceeds to be disbursed at closing to BSI in full and final satisfaction of its liens against, and only with respect to the Property. The Respondent's lien will be paid in full, subject to a proper payoff quote, form the proceeds of any sale. In the event of a short sale of the subject property, the Respondent must approve the short sale price. If the Respondent does not receive the required proceeds within 90 days of the entry of the Order, the authority to sell granted by the Order will automatically terminate. Realtor Kris Ghimire will receive commission in for the sale of the Property, and the Debtor is authorized to pay the Realtor as part of the closing costs of the sale at the closing the earned 2.5% commission in the amount of $13,500 plus a five $500 flat fee. The 14-day stay of the Order per Fe. R. Bakr. P 6004(h) is waived. About Sezikeye Financial Investment Sezikeye Financial Investment sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 20-20529) on Dec. 2, 2020, disclosing $500,001 to $1 million in both assets and liabilities. The Law Offices Robert M. Stahl, LLC is the Debtor's legal counsel. SHD LLC: Plan & Disclosures Due March 1, 2021 --------------------------------------------- Judge Rebecca B. Connelly has entered an order that all creditors holding or wishing to assert timely filed claims against the SHD, LLC, are required to file with the Bankruptcy Court on or before March 19, 2021. Any creditor holding a claim which is listed in the Debtor's schedules must file a proof of claim in the event that the creditor believes that the schedules incorrectly identify or classify any aspect of the claim. In the event the Debtor amends its schedules after having given notice of the Bar Date, the Debtor shall give notice of any such amendment to the holders of the claims and such holders shall be afforded the later of (i) the Bar Date or (ii) 28 days from the date such notice is given and a copy of this Order is served on the creditor to file proofs of claim. The deadline for the Debtor to file a disclosure statement and plan will be on or before March 1, 2021. If the Debtor fails to timely file a disclosure statement and plan, the Debtor shall appear and show cause why the case should not be converted or dismissed on March 18, 2021, at 11:00 a.m. About SHD LLC SHD, LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Va. Case No. 20-50831) on Nov. 30, 2020. Robert E. Ladd, manager, signed the petition. At the time of the filing, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Woods Rogers PLC and Elmore Hupp & Company, P.L.C., serve as the Debtor's legal counsel and financial advisor, respectively. SNC-LAVALIN: DBRS Reviews BB (high) Issuer & Unsec. Debt Rating --------------------------------------------------------------- DBRS Limited placed SNC-Lavalin Group Inc.'s Issuer Rating and Unsecured Debentures rating, both currently rated BB (high), Under Review with Negative Implications. The rating actions are largely based on continued concern about risk management and project control issues following the Company's announcement of approximately $295 million in additional provisions taken for legacy lump-sum turnkey (LSTK) litigation matters and commercial claims. It is also taking approximately $90 million in charges on its remaining LSTK projects that continue to be affected by the Coronavirus Disease (COVID-19) pandemic. As a result of this announcement, key credit metrics continue to face short-term deterioration, below that of the current rating. On February 9, 2021, SNC also announced the sale of its existing oil and gas (O&G) business, which has reported losses for the past three years, allowing for a clean exit from nearly all O&G LSTK obligations. DBRS Morningstar notes that SNC is making progress towards realizing its strategic direction and de-risking the business to focus on its core engineering services business. The remaining Resources business, including Mining, will take a $95 million charge related to the close-out of SNC's remaining LSTK mining project and historical claims and litigations. The transaction is expected to close in Q2 2021, subject to customary closing conditions. DBRS Morningstar anticipates gradual improvement in SNC's business profile in the medium term; however, earnings recovery and stability remain key issues in the near term. DBRS Morningstar expects to resolve the Under Review with Negative Implications status once SNC releases its fiscal 2020 results and upon further discussions with management about risk control processes and restructuring strategies as the Company continues to navigate the challenges surrounding its legacy business. Notes: All figures are in Canadian dollars unless otherwise noted. STEM HOLDINGS: Incurs $3.3-Mil. Net Loss for Quarter Ended Dec. 31 ------------------------------------------------------------------ Stem Holdings, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $3.28 million on $5.46 million of revenues for the three months ended Dec. 31, 2020, compared to a net loss of $3.31 million on $1.32 million of revenues for the three months ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $112.28 million in total assets, $41.11 million in total liabilities, and $71.17 million in total shareholders' equity. Stem Holdings said, "Disruptions to our supply chain and business operations disruptions to our retail operations and our ability to collect rent from the properties which we own, personnel absences, or restrictions on the shipment of our or our suppliers' or customers' products, any of which could have adverse ripple effects throughout our business. If we need to close any of our facilities or a critical number of our employees become too ill to work, our production ability could be materially adversely affected in a rapid manner. Similarly, if our customers experience adverse consequences due to COVID-19, or any other, pandemic, demand for our products could also be materially adversely affected in a rapid manner. Global health concerns, such as COVID-19, could also result in social, economic, and labor instability in the markets in which we operate. Any of these uncertainties could have a material adverse effect on our business, financial condition or results of operations." "These conditions raise substantial doubt as to the Company's ability to continue as a going concern. Should the United States Federal Government choose to begin enforcement of the provisions under the Act, the Company through its wholly owned subsidiaries could be prosecuted under the Act and the Company may have to immediately cease operations and/or be liquidated upon its closing of the acquisition or investment in entities that engage directly in the production and or sale of cannabis." "Management believes that the Company has access to capital resources through potential public or private issuances of debt or equity securities. However, if the Company is unable to raise additional capital, it may be required to curtail operations and take additional measures to reduce costs, including reducing its workforce, eliminating outside consultants, and reducing legal fees to conserve its cash in amounts sufficient to sustain operations and meet its obligations. These matters raise substantial doubt about the Company's ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might become necessary should the Company be unable to continue as a going concern." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/1697834/000149315221004489/form10-q.htm About Stem Holdings Headquartered in Boca Raton, Florida, Stem Holdings, Inc. -- http://www.stemholdings.com-- is a multi-state, vertically integrated, cannabis company that, through its subsidiaries and its investments, is engaged in the manufacture, possession, use, sale, distribution or branding of cannabis, and holds licenses in the adult use and medical cannabis marketplace in the states of Oregon, Nevada, California, Oklahoma and Massachusetts. Stem Holdings reported a net loss of $11.49 million for the year ended Sept. 30, 2020, compared to a net loss of $28.98 million for the year ended Sept. 30, 2019. As of Sept. 30, 2020, the Company had $45.02 million in total assets, $18.18 million in total liabilities, and $26.83 million in total shareholders' equity. LJ Soldinger Associates, LLC, in Deer Park, IL, the Company's auditor since 2017, issued a "going concern" qualification in its report dated Dec. 24, 2020, citing that the Company and its affiliates, had net losses of $11.5 million and $28.985 million, negative working capital of $9.235 million and $2.635 million and accumulated deficits of $51.386 million and $40.384 million as of and for the year ended Sept. 30, 2020 and 2019, respectively. In addition, the Company has commenced operations in the production and sale of cannabis and related products, an activity that is illegal under United States Federal law for any purpose, by way of Title II of the Comprehensive Drug Abuse Prevention and Control Act of 1970, otherwise known as the Controlled Substances Act of 1970. These facts raises substantial doubt as to the Company's ability to continue as a going concern. STREAM TV: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Stream TV Networks, Inc. 2009 Chestnut Street 3rd Floor Philadelphia, PA 19103 Business Description: Stream TV Networks, Inc. is a manufacturer of audio and video equipment. Chapter 11 Petition Date: February 24, 2021 Court: United States Bankruptcy Court District of Delaware Case No.: 21-10433 Judge: Hon. Karen B. Owens Debtor's Counsel: Martin J. Weis, Esq. DILWORTH PAXSON LLP 704 King Street, Suite 500 PO Box 1031 Wilmington, DE 19899-1031 Tel: 302-571-9800 E-mail: mweis@dilworthlaw.com Estimated Assets: $100 million to $500 million Estimated Liabilities: $100 million to $500 million The petition was signed by Mathu Rajan, CEO. A copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/C7NXJMQ/Stream_TV_Networks_Inc__debke-21-10433__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Adept Chip Service Employee and/or $324,644 Private Limited Consultant Search Site No.86, and Placement 1st Floor, LRDI Layout Firm Karthik Nagar, fvlarathahalli Outer Ring Bengaluru, India 560037 A. Tirumala Kumar Tel: (916) 363-0926 2. Arasan Chip Systems, Inc. Vendor for $132,500 2150 North First Street, Computer Chips Suite 240 and Systems San Jose, CA 95131 Vinod Nichani, Principal Tel: (408) 800-6174 Email: vinod@nichanilawfirm.com 3. Cadence Design Electronics $524,340 Systems, Inc. Design 2655 Seely Avenue Automation San Jose, CA 95134 Wendy Lujan-Cavin Email: wendy@cadence.com 4. DLA Piper LLP(US) Professional $798,925 6225 Smith Avenue Fees Baltimore, MD 21209-3600 Fax: (410) 580-3001 (410) 580-3000 5. Elliott Greenleaf Professional $216,179 1105 North Market Street Fees 17th Floor Wilmington, DE 19801-1216 Fax: 215-977-1099 215-977-1000 6. Hold Jumper Exporter/ $1,359,151 (Suzhou) Packing Co. Ltd. Manufacturer No. 1, Xiang Street, High-Tech District Suzhou, China David Lee Email: david@hj-packing.com 7. Iinuma Gauge Flat Panel Display $7,643,690 Manufacturing Co., Ltd (JPY) Production Related 11400-327 Harayama, Tamagawa Equipment Chino-City Nagano, Japan 391-0011 Fax: 0266-70-0559 0266-79-5600 8. IMG Media Ltd Marketing/ $426,437 Building 6, Chiswick Park Rebranding 566 Chiswick High Road Fees London, England UK W4 5HR Tel: 44/0203 107 0765 Email: media.AR@img.com 9. Innoventures Group LLC Engineering $118,465 1105 William Penn Drive Consulting Bensalem, PA 19020 Tel: 267-566-0354 10. Jamuna Travels, Inc. Travel Agent $122,768 6439 Market St Upper Darby, PA 19082 Reji Abraham Fax: (610) 352-9819 (610) 352-7280 11. Marcum LLP One SE Third Ave. Professional $146,820 Suite 1100 Fees Miami, FL 33131 Ilyssa K. Blum,CPA Fax: (305) 995-9601 (305) 995-9600 12. Matrex Exhibits, Inc. CES Show Booth $155,000 301 S. Church St. Addison, IL 60101 Jonathan Aniszewski Tel: +44 7803115526 Email: jona@cld1ltd.com 13. Mentor Graphics Electronics $402,564 Corporation Design 8005 SW Boeckman Rd. Automation Wilsonville, OR 97070-7777 Sandie Beebe Tel: (503) 685-1858 Email: sandra_beebe@mentor.com 14. Pegatron Corporation Manufacturer $500,000 5F., No. 76, Ligong St., products for Beitou District Consumer Taipei City 112 Taiwan Electronics Sal Lu Companies Email: sal_lu@pegatroncorp.com 15. ST4M Electronics, Inc. $116,844 Beijing Office Room 1102, Building 313 Hui Zhong Bei Li Beijing, Chaoyang District, China Wangling Fax: +86-10-64800719-18 16. Todd Tuls Unsecured Loans $326,055 4230 Conner Drive Columbus, NE68601 Tel: 402-564-2683 Email: todd@tulsdairies.com 17. Trans World International, LLC Marketing/ $420,000 200 Fifth Ave 7th Rebranding Fees Floor New York, NY 10010 Tel: 44/0203107 0765 Email: mediaAR@img.com 18. Triple Crown Consulting, LLC Employee and/ $162,115 10814 Jollyville Rd, or Consultant Suite 100 Search and Austin, Texas 78759-0000 Placement Firm Tel: (512) 331-8880 Email: ar@tripleco.com 19. US Compliance Services LLC Professional $165,281 199 North Woodbury Road Fees Suite # 103 Pitman, NJ 08071 Tel: (267) 908-6620 Email: mmassimi@dhglobaltax.com 20. Vayikra Capital LLC Unsecured Loans $173,798 1 Farmstead Road Short Hills, NJ07078 Tel: 973-379-4044 Email: phil@darivoff.net STUDIO MOVIE: Proposes Mechanical Modifications to Plan ------------------------------------------------------- Studio Movie Grill Holdings, LLC and its debtor affiliates filed an emergency motion seeking the entry of an order authorizing the Debtors to distribute to Holders of Claims against and Interests in the Debtors a supplement to the Disclosure Statement. On Feb. 11, 2021, the Debtors filed their Amended Joint Disclosure Statement for mended Joint Plan of Reorganization for Studio Movie Grill Holdings, LLC and Jointly Administered Debtors. On Feb. 11, 2021, the Debtors filed their Amended Joint Plan of Reorganization for Studio Movie Grill Holdings, LLC and Jointly Administered Debtors. A hearing on confirmation of the Plan has been set for March 16, 2021. On Feb. 12, 2021, the Court entered its Order Granting Motion for Entry of Order (A) Approving Disclosure Statement in Support of Debtors' Joint Plan of Reorganization, (B) Scheduling a Hearing to Consider Confirmation of the Joint Plan of Reorganization, (C) Establishing Voting and Objection Deadlines, and (D) Approving Balloting, Solicitation, Notice, and Voting Procedures. By this Motion, the Debtors propose to distribute to Holders of Claims against and Interests in the Debtors a supplement the Disclosure Statement to describe certain modifications to the Plan. The modifications to the Plan amend procedures regarding the treatment of executory contracts and unexpired leases. The Plan will be modified to provide that executory contracts and unexpired leases that are not listed on the Assumed Executory Contract and Unexpired Lease List nor subject to a motion to assume pending as of the Effective Date shall be deemed rejected as of the Effective Date. The Debtors submit that the modifications are mechanical in nature and sufficiently minor that their modifications do not render in Disclosure Statement mailed as part of the solicitation to be inadequate. A copy of the Motion and its exhibits posted at Donlin Recano is available at https://bit.ly/3aOnq7g About Studio Movie Grill Studio Movie Grill and its affiliates operate a chain of movie theatres that include full-service dining during the show. Studio Movie Grill is based in Dallas and runs 33 theater-restaurants. Studio Movie Grill Holdings, LLC, and its affiliates sought Chapter 11 protection (Bankr. N.D. Tex. Case No. 20-32633) on Oct. 23, 2020. Studio Movie Grill was estimated to have $50 million to $100 million in assets and $100 million to $500 million in liabilities. The Hon. Stacey G. Jernigan is the case judge. The Law Offices of Frank J. Wright, PLLC, is the Debtors' counsel. Donlin Recano is the claims agent. TAYLOR BUILDING: Selling 2015 GMC Sierra Flatbed Truck for $23K --------------------------------------------------------------- Taylor Building Products, LLC, asks the U.S. Bankruptcy Court for the Western District of Pennsylvania to authorize the sale of its 2015 GMC Sierra 3500 Flatbed truck, VIN 1GD321C84FF628837, to #1 Cochran Buick GMC, Inc. for $23,000. A hearing on the Motion is set for March 16, 2021, at 10:00 a.m. The Debtor's assets include, inter alia, the Vehicle. Said Vehicle has approximately 73,000 miles. The Debtor's investigation into the matter reveals that no party has a lien against the Vehicle. The Vehicle is property of the estate and is owned by the Debtor free and clear of any liens and/or encumbrances. The Debtor is in possession of the Commonwealth of Pennsylvania Certificate of Title. The Debtor has received an offer to purchase the Vehicle from the Buyer, Monroeville, PA 15235 for a total price of $23,000. The Debtor's management avers that the value of the Vehicle is approximately $23,000 as management sought the opinion of several automobile dealerships prior to agreeing to the instant sale. The proposed Purchaser has no relationship with the Debtor and/or its counsel. It previously purchased another vehicle sold by the Debtor and approved by the Court. To assure that the sale is a sale for the market value of the Vehicle, higher and better offers for said Vehicle will be accepted at the time of the hearing on the sale of said Vehicle. The Debtor believes and therefore avers that the aforesaid method of sale is fair and reasonable, and in the best interest of its estate, and that a higher and better price would not be obtained through continued marketing of the Vehicle. The Vehicle will be sold free and clear of all liens, security interests, claims, charges, interests, and all encumbrances of any kind or nature whatsoever, all of which will be divested from the Vehicle and attached to the proceeds of the sale, in the order of their priority. 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 successful buyer will be required to deposit a nonrefundable deposit in the amount of 10% of the purchase price at the time of the approval of the sale by the Court, with the balance to be paid at closing, which will occur 30 days from the date the Order of Sale becomes final, time being of the essence, with all such payments to be paid to the Debtor made payable to Taylor Building Products, LLC. The possession will be delivered at closing, which will occur within said time frame at a mutually agreeable time at the offices of Spence, Custer, Saylor, Wolfe and Rose, LLC, 1067 Menoher Boulevard, Johnstown, PA 15905, or such other location as may be agreed upon by the parties. Title will be conveyed by DIP's Quitclaim Bill of Sale. The Debtor and its representatives are specifically authorized to convey the Vehicle and execute any and all documents necessary to effectuate the transfer of said Vehicle. In the event of the failure of the purchaser to close within the required time frame, (or such extensions, not to exceed 30 days as the Debtor, in its sole and exclusive discretion, may accord to the purchaser), for other than the inability/refusal of the Debtor to close, the Debtor may, at its option, declare a default, retain the deposit for the benefit of the estate, and re-sell the Vehicle, in which case the purchaser will be liable for any deficiency, unless said failure or refusal to close is the result of the failure of the Debtor/Estate to have complied with the terms of the Motion and related Order. The sales taxes, if any are due as a result of the sale, will be paid by the Buyer. The proceeds of the sale of the Vehicle will be used as follows, to wit: a. First, to the costs of sale, specifically including but not limited to payment for any Court filing fees, advertising, printing, mailing and notice fees; Debtor/the Estate’s counsel fees incurred in filing and drafting the sale motion, representing the estate at the hearing and obtaining an order authorizing the sale, Bill of Sale preparation fees and closing on the same and other such closing costs as may be properly incurred to effect said closing; and b. The remaining funds will be held in escrow by the counsel for the Debtor pending further Order of Court. 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. TERRY MCDONOUGH: $445K Sale of Daytona Beach Property Approved -------------------------------------------------------------- Judge Jerry A. Funk of the U.S. Bankruptcy Court for the Middle District of Florida authorized Terry McDonough and Claudette McDonough to sell the real property at 100 W. Ocean Dunes Road, in Daytona Beach, Florida, to Dean P. and Patricia Scheer for $445,000 on the terms of their "As Is" Residential Contract for Sale and Purchase, dated Jan. 14, 2021. The Debtors are authorized to pay the following undisputed liens or claims at closing of the sale: a. First mortgage of Shellpoint. Estimated payoff of $155,781.08. b. Ordinary and customary closing costs including payment of the United States Trustee quarterly fee of $4,875. The remaining net proceeds (estimated at $254,492.60) will be deposited into the DIP account. The Debtor is authorized and directed to immediately thereafter distribute the net proceeds pursuant to the Confirmation Order to pay: $254,492.60 to Internal Revenue Service on account of the priority claim. The Buyer has not assumed any liabilities of the Debtors. The Debtors, and any escrow agent upon the Debtors' written instruction, will be authorized to make such disbursements on or after the closing of the sale as are required by the purchase agreement or order of the Court, including, but not limited to, (a) all delinquent real property taxes and outstanding post-petition real property taxes pro-rated as of the closing with respect to the real property included among the purchased assets; (b) closing costs, broker's fees or commissions; (c) remaining proceeds to be distributed to the Debtors' DIP Account. Except as otherwise provided in the Motion, the Sale Assets will be sold, transferred, and delivered to the Buyer on an "as is, where is" or "with all faults" basis. The Order will be effective immediately upon entry. No automatic stay of execution, pursuant to Rule 62(a) of the Federal Rules of Civil Procedure, or Bankruptcy Rules 6004(h) or 6006(d), applies with respect to the Order. The transaction is exempt from documentary stamp taxes pursuant to 11 U.S.C. Section 1146. Therefore, the Florida Department of Revenue or other relevant authority is directed to comply with this provision and accept recording of the deed without necessity of paying documentary stamp taxes. Within 10 days of closing, the Debtor in Possession will file a report of sale which report will attach the closing statement. Attorney Taylor J. King is directed to serve a copy of this order on interested parties and file a proof of service within three days of entry of the Order. Merry McDonough and Claudette McDonough sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 18-04655) on Aug. 1, 2018. The Debtor tapped Taylor J. King, Esq., at Law Offices of Mickler & Mickler as counsel. On April 16, 2020, the Court confirmed the Debtor's Plan of Reorganization. TGF ACQUISITION: Gets CCAA Initial Stay Order; E&Y as Monitor ------------------------------------------------------------- TGF Acquisition Parent Ltd., Tiffany Gate Foods Inc., and Sun Rich Fresh Foods Inc. sought protection from their creditors under the Companies' Creditors Arrangement Act. The Ontario Superior Court of Justice (Commercial List) has granted an Initial Order, that, among other things, approved an initial 10-day stay of proceedings and appointed Ernst & Young Inc. as Monitor. The Companies have scheduled to return to the Court on Feb. 26, 2021, seeking further relief, including an extension of the stay period and the approval of a sale process. On Feb. 15, 2021, certain of the Companies' U.S. affiliates filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code. Information regarding the Chapter 11 Proceedings can be found at https://dm.epiq11.com/countryfresh. The Monitor can be reached at: Ernst & Young Inc. 100 Adelaide St W. Toronto, ON M5H 0B3 Alex Morrison Tel: (416) 941-4473 E-mail: Alex.F.Morrison@parthenon.ey.com Allen Yao Tel: (416) 943-3470 E-mail: Allen.Yao@parthenon.ey.com Counsel to the Monitor: Thornton Grout Finnigan LLP TD West Tower, Toronto-Dominion Centre 100 Wellington St. W., Suite 3200 Toronto, ON M5K 1K7 Harvey Chaiton Tel: (416) 218-1129  E-mail: harvey@chaitons.com Counsel to the Companies: Stikeman Elliott LLP 5300 Commerce Court West 199 Bay Street Toronto, ON M5L 1B9 Joseph Reynaud Tel: (514) 397-3019 E-mail: JReynaud@stikeman.com Danny Duy Vu Tel: (514) 397-6495 E-mail: DDVu@stikeman.com Lee Nicholson Tel: (416) 869-5604 E-mail: leenicholson@stikeman.com U.S. Counsel for the Companies: Foley & Lardner LLP 1000 Louisiana St., Suite 2000 Houston, TX 77002 John Melko Tel: (713) 276-5727 E-mail: jmelko@foley.com Sharon M. Beausoleil Tel: (713) 276-5086 E-mail: sbeausoleil@foley.com Mark Moore Tel: (214) 999-4150 E-mail: mmoore@foley.com TGF Acquisition Parent Ltd. provides full-service, fresh food solutions for retail, foodservice, club, and convenience stores. TNT CRANE: Moody's Completes Review, Retains B3 CFR --------------------------------------------------- Moody's Investors Service has completed a periodic review of the ratings of TNT Crane & Rigging LLC and other ratings that are associated with the same analytical unit. The review was conducted through a portfolio review discussion held on February 17, 2021 in which Moody's reassessed the appropriateness of the ratings in the context of the relevant principal methodology(ies), recent developments, and a comparison of the financial and operating profile to similarly rated peers. The review did not involve a rating committee. Since January 1, 2019, Moody's practice has been to issue a press release following each periodic review to announce its completion. This publication does not announce a credit rating action and is not an indication of whether or not a credit rating action is likely in the near future. Credit ratings and outlook/review status cannot be changed in a portfolio review and hence are not impacted by this announcement. Key rating considerations TNT Crane & Rigging LLC's B3 Corporate Family Rating incorporates the company's modest revenue base and high leverage amid a challenging operating environment. The company operates in a fragmented industry servicing multiple end-markets and a diverse customer base with long-standing relationships. TNT emerged from bankruptcy in October, reducing a portion of its balance sheet debt. The company has significant exposure to volatile energy and commercial construction sectors. While the weak global economy and low oil prices exacerbated by the coronavirus outbreak forced the energy and commercial construction sectors to either temporarily postpone or cancel large capital projects and to postpone some maintenance related work, the company should benefit after much of this work resumes in 2021. A significant portion of TNT's business involves servicing required maintenance, repair, turnarounds, and routine operating needs that are recurring in nature. The principal methodology used for this review was Global Oilfield Services Industry Rating Methodology published in May 2017. TRANSOCEAN INC: Moody's Completes Review, Retains Caa3 CFR ---------------------------------------------------------- Moody's Investors Service has completed a periodic review of the ratings of Transocean Inc. and other ratings that are associated with the same analytical unit. The review was conducted through a portfolio review discussion held on February 17, 2021 in which Moody's reassessed the appropriateness of the ratings in the context of the relevant principal methodology(ies), recent developments, and a comparison of the financial and operating profile to similarly rated peers. The review did not involve a rating committee. Since January 1, 2019, Moody's practice has been to issue a press release following each periodic review to announce its completion. This publication does not announce a credit rating action and is not an indication of whether or not a credit rating action is likely in the near future. Credit ratings and outlook/review status cannot be changed in a portfolio review and hence are not impacted by this announcement. Key rating considerations Transocean Inc.'s Caa3 Corporate Family Rating reflects the company's rising risk of default in light of its very high financial leverage, and our view on overall recovery on the company's debt. Transocean contends with weak rig utilization and the persistence of depressed day-rates, as well as sizable capital commitments for under-construction rigs. Transocean benefits from its revenue backlog and the company's measures to maintain high levels of revenue efficiency, reduce operating costs, and enhance operational utilization of its active rigs. The principal methodology used for this review was Global Oilfield Services Industry Rating Methodology published in May 2017. TROP INC: To Seek Plan Confirmation on April 8 ---------------------------------------------- Judge Jeffery W. Cavender has entered an order approving the Second Amended Disclosure Statement of Trop, Inc., et al. A hearing to consider confirmation of the Plan will be held on April 8, 2021 at 11:00 AM in Courtroom 1203, U.S. Courthouse, 75 Ted Turner Drive, SW, Atlanta, Georgia 30303. The deadline for filing and serving written objections to the Plan shall be April 1, 2021. The deadline for casting ballots to accept or reject the Plan shall be April 1, 2021. About Trop Inc. Trop, Inc., is a privately held company that owns the Pink Pony, an adult entertainment club in Atlanta, Georgia. The club began operations in 1990. Trop, Inc., filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 18-65726) on Sept. 19, 2018. In the petition signed by Teri Galardi, chief executive officer, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Louis G. McBryan, Esq., at McBryan, LLC, is the Debtor's bankruptcy counsel. Schulten Ward Turner & Weiss, LLP, and the Law Offices of Aubrey T. Villines, Jr., serve as special counsel. UCAST LLC: Sullivan Hill, et al. Represent Maurer Claimants ----------------------------------------------------------- In the Chapter 11 cases of UCast, LLC, f/k/a Q Platform Americas, LLC, the law firms of Sullivan Hill Rez & Engel, Lugenbuhl, Wheaton, Peck, Rankin & Hubbard and Peiffer Wolf Carr Kane & Conway, LLP submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that they are representing the following claimants: A. Douglas Maurer Antonio Ramirez Barbara Jean Decker Trust Bartholomew C. Palenchar Brian Korek Trust UTA 7/24/14 Canter Living Trust UA 8-12-04 Chisoo Kim Dorothy Ann Lampe Trust UA Edward Neidich Grand Parkway Capital Fund I LP Henry W. Sang & Chiu Hsiang Chuang Jacob Ouh John J. Payetta, III TOD MacDonald Family Trust UA 12/5/2000 Pierre and Susan Saad Quest IRA FBO:Brent K. Whitlock IRA Quest IRA, Inc. Valerie Thomas Drey William-Ott Peyton QT IP Each Claimant has suffered damages as a result of the Debtors' failure to make payment under various promissory notes and related conduct. Each Claimant has retained Peiffer Wolf and Lugenbuhl to represent him/her/it in connection with such damages and potential recovery from the bankruptcy estates. The first retention was in or about October 2020 and the most recent was in or about February 2021. In January 2020, the Claimants, by and through Peiffer Wolf, engaged Sullivan Hill to represent them in connection with the instant Chapter 11 cases of the above-captioned debtors The Firms represent only the Claimants. The Firms do not represent or purport to represent any other entities in connection with the Debtors' Chapter 11 cases. The Firms do not represent the Claimants as a "committee". In addition, the Claimants themselves do not represent or purport to represent any other entities in connection with the Debtors' Chapter 11 cases. As of Feb. 23, 2021, the Claimants and their disclosable economic interests are: Claim Amount ------------ Antonio Ramirez $55,000.00 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70130 Barbara Jean Decker Trust $302,656.26 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70131 Bartholomew C. Palenchar $275,947.50 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70132 Brian Korek Trust UTA 7/24/14 $330,000.00 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70133 Canter Living Trust UA 8‐12‐04 $55,000.00 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70134 Canter Living Trust UA 8‐12‐04 $55,000.00 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70135 Chisoo Kim $265,455.85 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70136 Dorothy Ann Lampe Trust UA $302,656.26 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70137 Edward Neidich $296,150.51 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70138 Henry W. Sang & Chiu Hsiang Chuang $587,295.53 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70139 Jacob Ouh $220,000.00 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70140 John J. Payetta, III TOD $538,703.58 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70141 MacDonald Family Trust UA 12/5/2000 $2,422,069.22 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70142 MacDonald Family Trust UA 12/5/2000 $2,422,069.22 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70143 Pierre and Susan Saad $346,335.74 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70144 Quest IRA FBO:Brent K. Whitlock IRA $344,577.03 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70145 Quest IRA, Inc. $115,386.54 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70146 Quest IRA, Inc. $115,386.54 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70147 Valerie Thomas Drey $55,000.00 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70148 William‐Ott Peyton QT IP $1,143,146.85 c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70149 Aaron Douglas Maurer n/a c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70150 Grand Parkway Capital Fund I LP n/a c/o Daniel Centner 1519 Robert C. Blakes Sr. Dr. New Orleans, LA 70151 Counsel for A. Douglas Maurer, et al. can be reached at: SULLIVAN HILL REZ & ENGEL A Professional Law Corporation James P. Hill, Esq. Christopher Hawkins, Esq. 600 B Street, Suite 1700 San Diego, CA 92101 Telephone: (619) 233-4100 PEIFFER WOLF CARR KANE & CONWAY, LLP Daniel B. Centner, Esq. 1519 Robert C. Blakes Sr Dr, 1st Floor New Orleans, LA 70130 Telephone: (504) 523-2434 - and - LUGENBUHL, WHEATON, PECK, RANKIN & HUBBARD A Professional Law Corporation Benjamin W. Kadden, Esq. 601 Poydras St., Suite 2775 New Orleans, LA 70130 Telephone: (504)568-1990 A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/3kiJnyg About uCast, LLC uCast, LLC, QMS Holdings, LLC and Q Media Services, LLC filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Cal. Lead Case No. 20-04501) on Sep. 2, 2020. The petitions were signed by Neil Davis, chief business officer. At the time of filing, the Debtors each estimated 50,000 in assets and $10 million to $50 million in liabilities. Eric D. Goldberg, Esq., at DLA Piper LLP (US) serves as the Debtors' counsel. US REAL ESTATE: $128K Sale of Dayton Property to Kerns Approved --------------------------------------------------------------- Judge Robert D. Berger of the U.S. Bankruptcy Court for the District of Kansas authorized Eric L. Johnson, in his capacity as Chapter 11 Trustee for the US Real Estate Equity Builder Dayton, LLC, to sell the real property commonly known as 1653 Hearthstone Drive, in Dayton, Ohio, to James Kerns for $128,000, pursuant to their Purchase Agreement. The Real Property is legally described as: Situate in the City of Dayton, County of Montgomery and the State of Ohio: And being all of Lot Numbered 55,116 and being part of Lot Numbered 55,115 of the consecutive numbers of lots on the revised Plat of the said City of Dayton, Ohio, bounded and described as follows: beginning at the Southeast corner of said Lot No. 55,115; Thence Westwardly with the South line of said Lot 130 feet to the Southwest corner of said lot; Thence Northwesterdly with the West line of said lot 21.32 feet to a point; Thence Eastwardly on a line parallel with the South line of said lot 113.6 feet to a point in the East line of said lot; Thence Southwardly with the East line of said lot; Thence Southwardly with the East line of said lot 21 feet to the place of beginning. The sale is free and clear of all liens, claims, encumbrances, and other interests. At the time of closing, and from the proceeds of the sale, the Trustee is authorized and directed to pay his share of the closing costs, including broker commissions, and outstanding taxes with respect to the Real Property; provided however, that no proceeds will be paid to Mr. Sean Tarpenning or his related entities without further Order of the Court. The Trustee is further directed to place the net sale proceeds into a segregated bank account and the Proceeds will be held in such account pending further order of the Court. Aloha Capital, LLC's lien will attach to the Proceeds to the same extent, priority, and validity as its lien in the Real Property. About US Real Estate Equity Builder Dayton US Real Estate Equity Builder Dayton LLC is primarily engaged in renting and leasing real estate properties. US Real Estate Equity Builder Dayton filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 20-21359) on Oct. 2, 2020. US Real Estate President Sean Tarpenning signed the petition. At the time of filing, the Debtor disclosed $6,754,000 in assets and $5,455,938 in liabilities. Phillips & Thomas, LLC serves as the Debtor's legal counsel. VANTAGE DRILLING: Moody's Completes Review, Retains Caa1 CFR ------------------------------------------------------------ Moody's Investors Service has completed a periodic review of the ratings of Vantage Drilling International and other ratings that are associated with the same analytical unit. The review was conducted through a portfolio review discussion held on February 17, 2021 in which Moody's reassessed the appropriateness of the ratings in the context of the relevant principal methodology(ies), recent developments, and a comparison of the financial and operating profile to similarly rated peers. The review did not involve a rating committee. Since January 1, 2019, Moody's practice has been to issue a press release following each periodic review to announce its completion. This publication does not announce a credit rating action and is not an indication of whether or not a credit rating action is likely in the near future. Credit ratings and outlook/review status cannot be changed in a portfolio review and hence are not impacted by this announcement. Key rating considerations Vantage Drilling International's Caa1 Corporate Family Rating reflects the company's high financial leverage mainly due its weak cash flow generation outlook as the recovery in the offshore sector will be very slow and persistent oversupply of floating rigs will keep dayrates weak. The company is also constrained by its relatively small scale with three drillships and five jackups, poor market demand, industry overcapacity, and high financial leverage. The offshore rig market continues to be under intense pressure because of oversupply of rigs and the volatile commodity price environment. Vantage's high-quality fleet provides a substantial asset coverage cushion for its debt obligations, and the company does not have any debt maturities until 2023. The principal methodology used for this review was Global Oilfield Services Industry Rating Methodology published in May 2017. VIP PHARMACY: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: VIP Pharmacy, Inc. 7737 New Falls Road Levittown, PA 19055 Business Description: VIP Pharmacy Inc. is a privately held company in the health care business. Chapter 11 Petition Date: February 23, 2021 Court: United States Bankruptcy Court Eastern District of Pennsylvania Case No.: 21-10428 Judge: Hon. Eric L. Frank Debtor's Counsel: Paul Winterhalter, Esq. OFFIT KURMAN, P.A. Ten Penn Center 1801 Market Street, Suite 2300 Philadelphia, PA 19103 Tel: 267-338-1370 E-mail: pwinterhalter@offitkurman.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Kaushal Patel, president. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/LNIPUAI/VIP_Pharmacy_Inc__paebke-21-10428__0001.0.pdf?mcid=tGE4TAMA VOYAGER AVIATION: Fitch Lowers LongTerm IDR to 'C' -------------------------------------------------- Fitch Ratings has downgraded the Long-Term Issuer Default Ratings (IDRs) of Voyager Aviation Holdings, LLC (Voyager) and Voyager Finance Co. to 'C' from 'CCC'. Fitch has also downgraded the senior secured debt ratings of notes issued by subsidiaries of Voyager to 'CCC'/'RR1' from 'B'/'RR1' and the senior unsecured debt rating to 'C'/'RR6' from 'CC'/'RR6'. KEY RATING DRIVERS The downgrades of the Long-Term IDRs and issue ratings reflect Fitch's view that a default or default-like process has begun, following Voyager's announcement on Feb. 17, 2021, that the company had reached an agreement in principle with its shareholders and a group of senior unsecured noteholders (representing more than a majority of the total outstanding notes) to commence a restructuring of the $415 million 8.5% senior unsecured notes due August 2021. Fitch deems this proposal as a distressed debt exchange (DDE) under the agency's criteria given that the restructuring of the notes will result in some economic loss to the creditors, compared with the original contractual terms, and will be conducted to avoid bankruptcy, similar insolvency proceedings or a traditional payment default. Were such a restructuring to take place, Fitch would expect to classify the event as a distressed debt exchange and downgrade the ratings to 'RD'. The restructuring of the notes will comprise extinguishing of current senior unsecured debt in exchange for newly issued $150 million 8.5% senior secured notes due 2026 (2026 Notes); $200 million liquidation preference of preferred equity; and 100% of the pro forma common equity of the company, which will be subject to dilution by a post-restructuring management incentive plan. Current shareholders will receive $15 million of additional 2026 Notes as consideration for Voyager's equity. The terms of the proposed debt exchange would address Voyager's near-term debt maturities and, if successful, would provide modest liquidity relief. Absent a restructuring or another form of refinancing, Fitch does not believe that Voyager will have sufficient liquidity to repay the unsecured bonds in full at the August 2021 due date. Voyager's funding access has been adversely affected by pressures on the company's credit and liquidity profile, combined with the wider challenges faced by the commercial aviation sector. Fitch anticipates that Voyager will have sufficient near-term liquidity to continue its operations uninterrupted, given $14 million in unrestricted cash on the balance sheet at Sept. 30, 2020 and cash inflow from the conversion of the company's operating lease on two 747-8F aircraft with AirBridgeCargo Airlines to a finance lease from an operating lease at the end of 4Q20 and in January 2020. Fitch notes the company does not have significant operational liquidity needs given the lack of forward purchase commitments. In addition, contractual lease revenues are sufficient to service secured debt and fund operating expenses, absent material lessee defaults or deferrals. Fitch continues to expect a slow recovery for the aircraft leasing sector following the unprecedented downturn in commercial aviation, driven by a dramatic decline in global air traffic as a result of the coronavirus pandemic. The spread of the coronavirus has resulted in a prolonged worldwide grounding of the majority of commercial passenger aircraft, leading to widespread rent deferral requests and numerous airline bankruptcies, which will pressure earnings for the company relative to historical levels. At Sept. 30, 2020, Voyager's fleet consisted of 18 aircraft with an average age of 5.6 years and an average remaining lease term of 6.6 years; largely unchanged since the beginning of 2020. All of the company's customers were current on their lease agreements at 3Q20, with the exception of Philippine Airlines (PAL, Not Rated), which announced its restructuring in November 2020. The exposure to PAL, which is Voyager's largest customer, is somewhat mitigated by the nature of the company's secured funding agreements. For example, Voyager does not grant payment deferrals without participation and consent of the secured lender, who would then typically agree to loan modifications to accommodate updated cash flows from the customers. Given the secured funding agreement, Voyager delayed secured debt amortization payments totaling $11.8 million related to aircraft on lease to PAL during the first nine months of 2020. Since the onset of the pandemic, Voyager refinanced its April 2020 senior secured debt maturity by entering into another senior secured agreement. The next senior secured debt tranche matures in 2022. The company expects that all of its near term senior secured obligations, including interest payments and debt amortization, will be serviced by committed lease revenues. The 'CCC'/'RR1' ratings assigned to senior secured facilities reflect Fitch's expectation of strong recovery prospects for the secured debtholders under a stress scenario given the collateral backing the debt. The 'C'/'RR6' ratings assigned to the senior unsecured debt reflects Fitch's expectation of poor recovery prospects for the unsecured debtholders in a stress scenario as outlined under Fitch's criteria for non-bank financial institutions. The IDR and ratings on the senior unsecured notes issued by Voyager Finance Co. are supported by the guarantee from Voyager and are therefore equalized with the IDR and senior unsecured debt ratings of Voyager, respectively. RATING SENSITIVITIES Factor that could, individually or collectively, lead to negative rating action/downgrade: -- Fitch would downgrade Voyager's Long-Term IDR to 'RD' upon the completion of a debt restructuring which, in Fitch's opinion, reflects a distressed debt exchange. The ratings could otherwise be downgraded to 'D' if Voyager is unsuccessful in completing the debt restructuring and a payment default occurs when the August 2021 notes come due. Factors that could, individually or collectively, lead to positive rating action/upgrade: -- An upgrade is unlikely until the company successfully completes the proposed debt restructuring. Thereafter, Fitch would reevaluate the company's credit profile, and the magnitude of any rating action would depend on the terms of the refinancing, the resolution of the restructuring of the three B777-300ERs leased to PAL and the performance of other airline customers. -- The 'C'/'RR6' ratings assigned to the unsecured debt are likely to move in tandem with the IDR. Should Voyager's ratings be upgraded above 'CCC' following the completion of the restructuring transaction, the unsecured debt rating could be notched down from the Long-Term IDR to 'CC'/'RR6'. The ratings of the senior secured debt are primarily sensitive to changes in Voyager's IDR and secondarily to the relative recovery prospects of the instruments. The insolvency of Voyager's customers, followed by subsequent rejection of the leases may result in lower recovery prospects, and thus lower ratings, for the senior secured debt. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Financial Institutions and Covered Bond issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. YS HOMES: Reply Deadline to Property Sale Shortened to 5 Days ------------------------------------------------------------- Judge Michelle M. Harner of the U.S. Bankruptcy Court for the District of Maryland shortened to five days the time permitted for filing response or objection to YS Homes, LLC's proposed sale of the improved residential real property located at 1413 Howard Road, in Annapolis, Maryland, to Kimberly S. Nelson and Terrence M. Overholser or their designee for $640,000. The Contract included a quantity of personal property and fixtures as is customary (e.g., appliances, window treatments, etc.), also known as "incidental property" and all such incidental property. The sale will be free and clear of all liens, claims encumbrances and interests. The case is In re: YS Homes, LLC, (Bankr. D. Md. Case No.: 21-10874 (MMH)). YS HOMES: Selling Residential Property in Annapolis for $640K ------------------------------------------------------------- YS Homes, LLC, asks the U.S. Bankruptcy Court for the District of Maryland to authorize the sale of the improved residential real property located at 1413 Howard Road, in Annapolis, Maryland, to Kimberly S. Nelson and Terrence M. Overholser or their designee for $640,000, subject to higher and better offers. Yousef A. Sihweil commenced his Personal Bankruptcy Case by filing a voluntary petition under chapter 7 of the Bankruptcy Code on Sept. 17, 2020, Case No.: 20-18500-MMH. Zvi Guttman was appointed as and is the duly acting trustee for Sihweil. Upon questioning at his Section 341 meeting of creditors, Sihweil denied ownership of the membership interests of the Debtor in the case, YS Homes, and other entities. Notwithstanding Sihweil's testimony and SOFAs, the Trustee obtained orders of the Court to serve subpoenas pursuant to Bankruptcy Rule 2004 in an attempt to locate assets, including ownership interests that Sihweil holds in entities which, in turn, own other assets such as real property, the proceeds of which could be up streamed to the Personal Bankruptcy Case for distribution to creditors. The Trustee served subpoenas upon certain title companies that conducted sale transactions and issued title insurance policies for buyers of homes sold by YS Homes. Those title companies produced documents provided to them by Sihweil to the Trustee that undeniably show that Sihweil is the 100% owner of YS Homes. Indeed, YS was formed as a Nevada LLC, and Sihweil is shown as the sole member of YS. See collection of documents attached as Exhibit A indicating Sihweil's 100% ownership of YS Homes. YS Homes owns several homes including the Property. To protect the interests of creditors, on Feb. 11, 2021, the Trustee, standing in Sihweil's shoes, appointed himself as the managing member of the Debtor and, as managing member, caused the filing of the voluntary petition for relief under Chapter 11 that commenced the case. On Feb. 10, 2021, immediately prior to the filing of the case, the Trustee learned that the Property was under contract for sale to a third-party purchaser, with the sale scheduled to close on Feb. 25, 2021. The Trustee and the counsel have been in extensive contact with the title company handling the Contract transaction in an effort to consummate the sale as originally intended by YS Homes and the purchasers under the Contract (which predate the filing of the bankruptcy case). Not surprisingly, Sihweil had not advised the Trustee of the sale (or, in fact, of any action with respect to assets he failed to schedule in his Personal Bankruptcy Case). On Feb. 17, 2021, the title company handling the closing of the Contract provided the Trustee with new documentation which purports to indicate that Yaser Sehwail, the chapter 7 Sihweil's brother, is the 100% owner of YS Homes, in direct contradiction to the documentation the Trustee uncovered from the title companies upon whom he obtained 2004 discovery. There is no dispute that YS Homes owns the Property. However, a bona fide dispute exists as to the ownership interest of YS Homes -- at present that dispute (solely based upon conflicting documentation) indicates that Yousef Sihweil is in dispute with his brother, Yaser Sehwail, over such ownership interests. Accordingly, it is only step 2 of the contemplated transaction that should require further intervention of the Court, namely, who is the true owner of the interests of YS Homes. In other words, the Debtor is not attempting by the Motion to resolve the ultimate ownership dispute. Instead, consummation of the sale of the Property is the only acute goal. YS Homes now asks an order of the Court approving its sale and closing under the Contract. The title company handling the transaction has advised the Trustee that the purchasers under the Contract are at risk of losing their financing if the sale is not consummated by Feb. 25, 2021. Accordingly, the Trustee asks immediate relief and has simultaneously with the Motion filed an emergency motion to shorten time. Upon information and belief, the Contract represents a fairly negotiated arms'-length agreement between the Debtor and an unrelated third-party to purchase the Property for $640,000. The Trustee, in his capacity as Managing Member of the Debtor, has sought an opinion from an independent real estate agent and that agent has advised the Trustee that the purchase price is fair and at market value. Subject to Court approval, the Debtor proposes to adopt the Debtor's Contract to sell the Property to the Purchasers for $640,000. The Contract also included a quantity of personal property and fixtures as is customary (e.g., appliances, window treatments, etc.) aka "incidental property" and all such incidental property is included in the sale. Under the Contract with the Debtor, the Buyer is scheduled to close on Feb. 25, 2021. The Debtor believes that the Buyer will still close if it can promptly obtain the Court's approval to do so. The closing costs will be divided as agreed. The sale will be on an "as is" basis free and clear of all liens, encumbrances, or interests with said liens, claims and interests, if any, to attach to the proceeds of sale. While the Motion is pending, higher offers will be considered. Prior to filing the case, the Debtor engaged TTR Sotheby's International Realty (Jonathan Taylor, Broker, Jennifer Chino, sales associate) to list and market the Property. The Buyers engaged RE/MAX One (Mark Davis, Broker, Kristi Krankowski, sales associate) as their realtor. Although neither realtor is necessarily entitled to a commission for their pre-petition services, the Debtor asks authority to compensate the realtors at the rate previously agreed which is an even split of 5% of the sale price ($16,000 each). The Seller's Realtor is also entitled to a $350 fee above the commission. Upon information and belief, and based upon a review of the land records of Anne Arundel County, the Property is not subject to any encumbrances, liens or interests. However, Sihweil's testimony at the 341 in his case was that he never owned the Debtor. By this Motion, the Debtor asks to provide notice to the alleged owners of the Debtor and provide them with an opportunity to appear and be heard in the matter. The Debtor asks authority to disburse from the proceeds of sale at or after settlement, directly or through an intermediary including a title company: i. any transfer or recordation fees and stamps and costs of sale which are chargeable to the estate under and pursuant to the terms of the Contract; ii. the principal and interest and other allowable charges and amounts due to any person to the extent the Trustee concludes that such person holds an interest or claim secured by a non-avoidable, non-subordinated, valid and perfected interest or lien on the Property; iii. compensation to the Brokers as set forth; iv. the estate's proportionate share of secured, administrative or priority real property taxes, water/ sewage charges, ground rent; and v. condominium/HOA fees and assessments due (if any) as of the date of closing. The Debtor asks that the Sale Order be made effective immediately by providing that the stays under Bankruptcy Rules 6004(h) and 6006(d) are waived and inapplicable with respect to the sale of the Property. The sale process here has been fair and closing is to take place immediately following approval of the Sale. The case is In re: YS Homes, LLC, (Bankr. D. Md. Case No.: 21-10874 (MMH)). [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Bezh Services, LLC Bankr. D. Colo. Case No. 21-10745 Chapter 11 Petition filed February 17, 2021 See https://www.pacermonitor.com/view/VQI35RA/Bezh_Services_LLC__cobke-21-10745__0001.0.pdf?mcid=tGE4TAMA represented by: Jeffrey S. Brinen, Esq. KUTNER BRINEN, P.C. E-mail: jsb@kutnerlaw.com In re CSC Enterprises, Inc. DBA Scully's Tavern Bankr. S.D. Fla. Case No. 21-11549 Chapter 11 Petition filed February 17, 2021 See https://www.pacermonitor.com/view/B7INT7A/CSC_Enterprises_Inc_DBA_Scullys__flsbke-21-11549__0001.0.pdf?mcid=tGE4TAMA represented by: Ricardo Corona, Esq. CORONA LAW FIRM, PA E-mail: rcorona@coronapa.com In re Maple Management, LLC Bankr. N.D. Ill. Case No. 21-02059 Chapter 11 Petition filed February 17, 2021 See https://www.pacermonitor.com/view/FERXS7A/Maple_Management_LLC_dba_RAE_Elevators__ilnbke-21-02059__0001.0.pdf?mcid=tGE4TAMA represented by: Ariel Weissberg, Esq. WEISSBERG AND ASSOCIATES, LTD E-mail: ariel@weissberglaw.com In re George Peter Chambers, Jr. Bankr. D. Nev. Case No. 21-10739 Chapter 11 Petition filed February 17, 2021 represented by: David J. Winterton, Esq. In re Colonnade Family Medicine LLC Bankr. W.D. Pa. Case No. 21-20322 Chapter 11 Petition filed February 17, 2021 See https://www.pacermonitor.com/view/C6BYZRQ/Colonnade_Family_Medicine_LLC__pawbke-21-20322__0001.0.pdf?mcid=tGE4TAMA represented by: Robert O. Lampl, Esq. ROBERT O LAMPL LAW OFFICE E-mail: rlampl@lampllaw.com In re Desiree Butter Bankr. W.D. Pa. Case No. 21-20319 Chapter 11 Petition filed February 17, 2021 represented by: Robert O. Lampl, Esq. ROBERT O LAMPL LAW OFFICE E-mail: rlampl@lampllaw.com In re El Bucanero Catering Inc. Bankr. D.P.R. Case No. 21-00484 Chapter 11 Petition filed February 18, 2021 See https://www.pacermonitor.com/view/CWKJGOA/EL_BUCANERO_CATERING_INC__prbke-21-00484__0001.0.pdf?mcid=tGE4TAMA represented by: Noemi Landrau Rivera, Esq. LANDRAU RIVERA & ASSOCIATES E-mail: nlandrau@landraulaw.com In re Johnnie Joe Moore, III Bankr. W.D. Tex. Case No. 21-10105 Chapter 11 Petition filed February 17, 2021 represented by: Stephen Sather, Esq. In re Andreas M. Kogelnik Bankr. N.D. Cal. Case No. 21-50203 Chapter 11 Petition filed February 18, 2021 represented by: William Rathbone, Esq. In re Dixon Cruz and Egdy Alexandra Cruz Bankr. M.D. Fla. Case No. 21-00695 Chapter 11 Petition filed February 18, 2021 represented by: Jeffrey Ainsworth, Esq. BRANSONLAW, PLLC In re Silverlight Business and Risk Management, Inc. Bankr. M.D. Fla. Case No. 21-00770 Chapter 11 Petition filed February 18, 2021 See https://www.pacermonitor.com/view/MQY4VCA/Silverlight_Business_and_Risk__flmbke-21-00770__0001.0.pdf?mcid=tGE4TAMA represented by: Benjamin G. Martin, Esq. LAW OFFICES OF BENJAMIN MARTIN In re Gregory P. Russell Bankr. N.D. Fla. Case No. 21-40054 Chapter 11 Petition filed February 18, 2021 represented by: Robert Bruner, Esq. BRUNER WRIGHT, P.A. In re Salus Telehealth, Inc. Bankr. N.D. Fla. Case No. 21-10026 Chapter 11 Petition filed February 18, 2021 See https://www.pacermonitor.com/view/J35GLRA/Salus_Telehealth_Inc__flnbke-21-10026__0001.0.pdf?mcid=tGE4TAMA represented by: Bradley J. Anderson, Esq. ZIMMERMAN, KISER & SUTCLIFFE, P.A. E-mail: banderson@zkslawfirm.com In re Tequila CJ Inc. Bankr. N.D. Ill. Case No. 21-02155 Chapter 11 Petition filed February 18, 2021 See https://www.pacermonitor.com/view/HK6KDYI/Tequila_CJ_Inc__ilnbke-21-02155__0001.0.pdf?mcid=tGE4TAMA represented by: Stephanie Matthews, Esq. MATTHEW LAW OFFICES E-mail: slm@matthewslawoffices.com In re 49 Bleecker Inc Bankr. S.D.N.Y. Case No. 21-10312 Chapter 11 Petition filed February 18, 2021 See https://www.pacermonitor.com/view/3MFJJSY/49_Bleecker_Inc__nysbke-21-10312__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Don & Son Excavating, Inc. Bankr. N.D. Ohio Case No. 21-10548 Chapter 11 Petition filed February 18, 2021 See https://www.pacermonitor.com/view/M55FHOA/Don__Son_Excavating_Inc__ohnbke-21-10548__0001.0.pdf?mcid=tGE4TAMA represented by: Susan M. Gray, Esq. SUSAN M. GRAY E-mail: smgray@smgraylaw.com In re Farzaneh Shafaeian-Fard Bankr. C.D. Cal. Case No. 21-11344 Chapter 11 Petition filed February 19, 2021 represented by: Michael Berger, Esq. In re Justin L. Delain Bankr. E.D. Wisc. Case No. 21-20818 Chapter 11 Petition filed February 19, 2021 represented by: John Menn, Esq. STEINHILBER SWANSON LLP Email: jmenn@steinhilberswanson.com In re The Winemaker's Pantry, Inc. Bankr. C.D. Cal. Case No. 21-11364 Chapter 11 Petition filed February 20, 2021 See https://www.pacermonitor.com/view/S24OPUY/The_Winemakers_Pantry_Inc__cacbke-21-11364__0001.0.pdf?mcid=tGE4TAMA represented by: Anerio Ventura Altman, Esq. LAKE FOREST BANKRUPTCY E-mail: avaesq@lakeforestbkoffice.com In re Duntov Motor Company LLC Bankr. N.D. Tex. Case No. 21-40348 Chapter 11 Petition filed February 20, 2021 See https://www.pacermonitor.com/view/QYAMILA/Duntov_Motor_Company_LLC__txnbke-21-40348__0001.0.pdf?mcid=tGE4TAMA represented by: Hudson M. Jobe, Esq. QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER, P.C. E-mail: hjobe@qslwm.com In re NMG Realtors, LLC Bankr. S.D. Fla. Case No. 21-11655 Chapter 11 Petition filed February 21, 2021 See https://www.pacermonitor.com/view/MO5NYUQ/NMG_REALTORS_LLC__flsbke-21-11655__0001.0.pdf?mcid=tGE4TAMA represented by: Paul N. Contessa, Esq. PAUL N. CONTESSA & ASSOCIATES, LLC E-mail: contessalaw@gmail.com In re Michael David Warm and Nancy Jean Warm Bankr. D. Ariz. Case No. 21-01266 Chapter 11 Petition filed February 22, 2021 represented by: Christel Brenner, Esq. In re All Star Auto Parts, Inc. Bankr. C.D. Cal. Case No. 21-11373 Chapter 11 Petition filed February 22, 2021 See https://www.pacermonitor.com/view/27V4VMQ/All_Star_Auto_Parts_Inc__cacbke-21-11373__0001.0.pdf?mcid=tGE4TAMA represented by: Kevin Tang, Esq. TANG & ASSOCIATES E-mail: kevin@tang-associates.com In re Victoria M. Gewalt Bankr. E.D. Cal. Case No. 21-20600 Chapter 11 Petition filed February 22, 2021 represented by: Stephen M. Reynolds, Esq. In re Reset Investments Group, Inc. Bankr. M.D. Fla. Case No. 21-00759 Chapter 11 Petition filed February 22, 2021 See https://www.pacermonitor.com/view/7SWF7PQ/Reset_Investments_Group_Inc__flmbke-21-00759__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Michael D. Giese Bankr. N.D. Ill. Case No. 21-02261 Chapter 11 Petition filed February 22, 2021 represented by: Gregory Jordan, Esq. In re Sanitech, LLC Bankr. E.D. Ky. Case No. 21-20120 Chapter 11 Petition filed February 22, 2021 See https://www.pacermonitor.com/view/KAFHSFY/Sanitech_LLC__kyebke-21-20120__0001.0.pdf?mcid=tGE4TAMA represented by: J. Christian A. Dennery, Esq. DENNERY, PLLC E-mail: jcdennery@dennerypllc.com In re Nickolas D. Owen Bankr. S.D. Ohio Case No. 21-50541 Chapter 11 Petition filed February 22, 2021 represented by: Thomas R. Allen, Esq. ALLEN STOVALL NEUMAN & ASHTON LLP E-mail: allen@asnalaw.com In re Pinney Inc Bankr. W.D. Wash. Case No. 21-40300 Chapter 11 Petition filed February 22, 2021 See https://www.pacermonitor.com/view/ME6S4MA/Pinney_Inc__wawbke-21-40300__0001.0.pdf?mcid=tGE4TAMA represented by: David C. Smith, Esq. LAW OFFICES OF DAVID SMITH, PLLC E-mail: david@davidsmithlaw.com In re Jose Guzman Bankr. C.D. Cal. Case No. 21-11422 Chapter 11 Petition filed February 23, 2021 represented by: Michael Cisneros, Esq. In re Eileen Lazar Bankr. C.D. Cal. Case No. 21-10174 Chapter 11 Petition filed February 23, 2021 represented by: Janet Lawson, Esq. In re Hardeep Kaur Bankr. E.D. Cal. Case No. 21-10445 Chapter 11 Petition filed February 23, 2021 represented by: Leonard Welsh, Esq. In re Bryan B. Shisler Bankr. N.D. Cal. Case No. 21-50228 Chapter 11 Petition filed February 23, 2021 represented by: Marc Voisenat, Esq. In re Esly Figueroa Bankr. N.D. Cal. Case No. 21-30146 Chapter 11 Petition filed February 23, 2021 represented by: Brian Barboza, Esq. In re Jaroslaw Jan Osinski Bankr. M.D. Fla. Case No. 21-00225 Chapter 11 Petition filed February 23, 2021 represented by: David Lampley, Esq. In re William Henry Joule Bankr. M.D. Fla. Case No. 21-00835 Chapter 11 Petition filed February 23, 2021 represented by: Buddy D. Ford, Esq. BUDDY D. FORD PA In re Wilson DuMornay, MD, PA Bankr. S.D. Fla. Case No. 21-11727 Chapter 11 Petition filed February 23, 2021 represented by: Michael Hoffman, Esq. In re Leonid Zagarov and Irina Zagarov Bankr. E.D.N.Y. Case No. 21-40432 Chapter 11 Petition filed February 23, 2021 represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. E-mail: alla@kachanlaw.com In re Brian S. Stevenson Bankr. S.D. Ohio Case No. 21-50559 Chapter 11 Petition filed February 23, 2021 represented by: James A. Coutinho, Esq. ALLEN STOVALL NEUMAN & ASHTON LLP E-mail: coutinho@asnalaw.com In re Majestic Properties of Tennessee, LLC Bankr. W.D. Tenn. Case No. 21-20594 Chapter 11 Petition filed February 23, 2021 See https://www.pacermonitor.com/view/HER3ELA/Majestic_Propeties_of_Tennessee__tnwbke-21-20594__0001.0.pdf?mcid=tGE4TAMA represented by: Ted I. Jones, Esq. TED I. JONES, ATTORNEY E-mail: Dtedijones@aol.com ********* 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. 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