/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/210611.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, June 11, 2021, Vol. 25, No. 161 Headlines 49 BLEECKER: Taps Farber Schneider Ferrari as Special Counsel ABERCROMBIE & FITCH: Moody's Alters Outlook on Ba3 CFR to Positive ADARA ENTERPRISES: Court Confirms Chapter 11 Plan ADMIRAL PROPERTY: Enters $2.35M Sale Contract with John Pizzirusso AGILE THERAPEUTICS: All Three Proposals Approved at Annual Meeting AIRCASTLE LIMITED: Fitch Gives Final 'BB+' Rating on $400MM Shares AJAY K. GOYAL: Seeks to Hire Furr and Cohen as Legal Counsel ALEX AND ANI: Hits Chapter 11 Bankruptcy Protection AVADIM HEALTH: U.S. Trustee Appoints Creditors' Committee BAY CLUB OF NAPLES: Exit Loan, Note Buyer Funds to Back Ch. 11 Plan BOOTS SMITH: Court Resolves Objections, Confirms Plan BROOKS BROTHERS: Revamps Brands After Bankruptcy Exit BURN FITNESS: Gets Court Approval to Hire R.J. Montgomery & Assoc. CAMBER ENERGY: Has 58.4M Outstanding Common Shares as of June 8 CARBONLITE HOLDINGS: Creditor Opposes Reed Smith Chapter 11 Duties CASTEX ENERGY: Court Confirms Plan CATCH THIS HOLDINGS: Taps Nicholas B. Bangos as Bankruptcy Counsel CATCH THIS HOLDINGS: U.S. Trustee Unable to Appoint Committee CBAV1 LLC: Unsecureds to Recover Up to 100% in Liquidating Plan CHIDO INC: Seeks Approval to Hire E. P. Bud Kirk as Legal Counsel COLLAB9, LLC: Avaya Loses Bid to Dismiss or Convert Case CONCORD INC: Seeks to Hire Hobgood & Bass as Corporate Counsel CRESTWOOD HOSPITALITY: Seeks to Hire Ordinary Course Professionals DECK SUPPLY: Wins Cash Collateral Access Thru June 18 DIAGNOSTIC RADIOLOGY: Seeks to Hire Furr and Cohen as Legal Counsel ELLSWORTH HANSEN: Creditors Will be Paid Within 62 Months FF FUND: Court Confirms FF Fund I, F5 Business Second Amended Plans FLOW SERVICES: Unsecureds Will Receive 100% of Their Claims FTPO LLC: Seeks Approval to Hire Furr and Cohen as Legal Counsel FUTURUM COMMUNICATIONS: Gets OK to Hire Onsager as Legal Counsel GATEWAY FOUR: Seeks Cash Collateral Access GIRARDI & KEESE: Tom Girardi's Conservatorship Made Permanent GRUPO AEROMEXICO: Committee Taps Willkie Farr as Legal Counsel GRUPO AEROMEXICO: Taps De la Vega & Martinez Rojas as Labor Counsel GUDORF SUPPLY: Unsec. Creditors to Get 100% via Quarterly Payments GUITAMMER COMPANY: Seeks to Hire Strip Hoppers as Co-Counsel HASTINGS MASTER: Seeks to Hire Wenokur Riordan as Counsel HERTZ CORP: Noteholders Reach Deal to Drop Ch. 11 Plan Objections HIGHLAND CAPITAL: Chapter 11 Contempt Motion to be Granted HRAG LLC: Seeks Approval to Hire Furr and Cohen as Legal Counsel INVESTVIEW INC: Appoints Ralph Valvano as New CFO IRONWOOD FINANCIAL: Seeks to Hire Craig M. Geno as Legal Counsel ISLAND VIEW: Trustee Says Gualteiri Plan Not Feasible JDFIU HOGAN: Court Confirms Reorganization Plan JUMP WESTMINSTER: Taps Winthrop Golubow as Bankruptcy Counsel L&M RETAIL: Court Confirms First Amended Non-Consensual Plan MAD RIVER: Court Approves Disclosures and Confirms Plan MALLINCKRODT PLC: Plan Payments to be Funded by Ongoing Operations MAUNESHA RIVER: Seeks to Hire Murphy Desmond as Bankruptcy Counsel MECHANICAL EQUIPMENT: May Use Cash Collateral Thru Aug. 31 MORTGAGE INVESTORS: Seeks to Hire Holland & Knight as Counsel MY FL MANAGEMENT: July 6 Hearing on Disclosure Statement NG PURVIS: Committee Seeks to Hire Waldrep as Legal Counsel NITRADE SOLUTIONS: Case Summary & 20 Largest Unsecured Creditors OCEAN POWER: To Transfer Stock Listing to NYSE American OMNIQ CORP: To Deploy AI Based Technology at PA Int'l Airport OREGON CLEAN: Moody's Lowers Sr. Secured Credit Facilities to B1 PALM BEACH: Seeks Approval to Hire Eisinger Law as Special Counsel Q HOLDING: Moody's Affirms B3 CFR & Alters Outlook to Stable RAPID AMERICAN: Seeks to Hire Logan & Company as Balloting Agent REYNA'S AUTO SERVICE: U.S. Trustee Unable to Appoint Committee RICHARD W TRACHUK: Unsecured Creditors to Recover 100% in 7 Years RIOT BLOCKCHAIN: Sells 2.2M Coinsquare Shares for C$22 Million RKJ HOTEL: Unsecureds to Recoup 60% of Allowed Claims SAGE INVENT: Involuntary Chapter 11 Case Summary SEQUENTIAL BRANDS: To Sell Jessica Simpson Assets in Bankruptcy SUFFERN PARTNERS: Seeks to Hire Oved & Oved as Special Counsel SUFFERN PARTNERS: Taps Stavitsky & Associates as Special Counsel T&A LONGORIA: Seeks to Hire Langley & Banack as Legal Counsel TALI CORP: Gets Cash Collateral Access on Interim Basis TARGA RESOURCES: Fitch Assigns FirstTime 'BB+' IDR, Outlook Stable TEN & FREE: Wins Cash Collateral Access Thru June 22 TOWNE & TERRACE: Seeks to Employ Frederic Sipe as Special Counsel TOWNE & TERRACE: Taps Clifford Courtney as Special Counsel TUMBLEWEED TINY HOUSE: Unsecureds to Get 50% if FR Objects to Plan VILLAS OF WINDMILL: General Unsecureds to Recover 100% Under Plan WARDMAN PARK: Court OKs Chapter 11 Auction Over Union Objections WC 5TH: Seeks to Hire Fishman Jackson as Bankruptcy Counsel WC CULEBRA: Seeks to Hire Fishman Jackson as Bankruptcy Counsel WHATABRANDS LLC: Moody's Alters Outlook on B1 CFR to Stable WOODBRIDGE HOSPITALITY: Taps Ledgestone Hospitality to Manage Hotel WORKHORSE GRADING: Bankr. Administrator Unable to Appoint Panel YC ATLANTA: U.S. Trustee Unable to Appoint Committee YC FERNLEY: U.S. Trustee Unable to Appoint Committee [^] BOOK REVIEW: Bankruptcy and Secured Lending in Cyberspace ********* 49 BLEECKER: Taps Farber Schneider Ferrari as Special Counsel ------------------------------------------------------------- 49 Bleecker Inc. received approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Farber Schneider Ferrari LLP as its special counsel. The Debtor needs the firm's legal assistance in connection with the termination of its lease with Rogers Investments NV, LP. Farber Schneider received an initial retainer in the amount of $15,000. Its hourly rates are as follows: Partners $425 Associates $225 - $275 Paraprofessionals $125 As disclosed in court filings, Farber Schneider is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Daniel Schneider, Esq. Farber Schneider Ferrari LLP 261 Madison Avenue, 26th Floor New York, NY 10016 Tel: 212-972-7040 Fax: 212-922-1939 Email: dschneider@fsfllp.com About 49 Bleecker 49 Bleecker Inc. filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 21-10312) on Feb. 18, 2021, disclosing total assets of up to $1 million and total liabilities of up to $500,000. Judge Michael E. Wiles oversees the case. Alter & Brescia, LLP and Farber Schneider Ferrari, LLP serve as the Debtor's bankruptcy counsel and special counsel, respectively. ABERCROMBIE & FITCH: Moody's Alters Outlook on Ba3 CFR to Positive ------------------------------------------------------------------ Moody's Investors Service changed the rating outlook for Abercrombie & Fitch Management Co. to positive from negative. Concurrently, Moody's affirmed the company's ratings, including the Ba3 corporate family rating, Ba3-PD probability of default rating and Ba2 secured notes rating. The speculative-grade liquidity rating remains SGL-1. The change in outlook to positive from negative reflects the company's strong earnings recovery and reduction in lease obligations, which have lowered leverage below pre-pandemic levels. The affirmation of the ratings reflects Moody's expectation that credit metrics will remain solid even in a scenario of a moderation in operating performance from the currently very strong levels. "Abercrombie's strong execution on product, social media marketing and inventory management is meeting the resurgent consumer demand for apparel and driving outsized growth," said Moody's analyst Raya Sokolyanska. "With balanced financial policies and a relatively low debt burden, the company is well positioned to continue investing for long-term growth." Moody's took the following rating actions for Abercrombie & Fitch Management Co.: Corporate family rating, affirmed Ba3 Probability of default rating, affirmed Ba3-PD Senior secured notes, affirmed Ba2 (LGD3) Outlook changed to positive from negative RATINGS RATIONALE Abercrombie's Ba3 CFR reflects the company's solid credit metrics, relatively low levels of funded debt relative to cash balances and very good liquidity. Despite coronavirus restrictions still impacting its European business, Abercrombie reported its best Q1 operating income since 2008 following a roughly flat second half of 2020. Combined with the closure of roughly 15% of its stores since 2019, this drove an improvement in lease-adjusted credit metrics compared to pre-pandemic levels, to 2.1x debt/EBITDA and 3.4x EBIT/interest expense (as of May 1, 2021). Moody's projects that credit metrics could weaken modestly from current levels over the next 12-18 months, to 2.4x and 2.8x, respectively, if the benefits of favorable fashion trends, demand, or inventory management moderate. The rating also incorporates governance considerations, specifically an expectation that Abercrombie will continue its balanced financial strategies with a focus on maintaining moderate leverage and solid liquidity, supporting the company's ability to consistently invest in its business. Further, the rating benefits from the company's well-recognized global brands and sizable market presence. The ratings are constrained by the company's very high business risk as a niche retailer in the highly competitive teen apparel market, which is subject to elevated fashion risk, margin pressure from the shift to e-commerce and volatile discretionary spending. In addition, as an apparel retailer, the company needs to make ongoing investments in its brands and infrastructure, as well as in social and environmental drivers including responsible sourcing, product and supply sustainability, privacy and data protection. The positive outlook reflects Moody's expectation for continued solid credit metrics and very good liquidity. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company demonstrates a consistent track record of revenue and operating income growth, while maintaining very good liquidity and balanced financial policies. Quantitative metrics include expectations that debt/EBITDA will be sustained below 3.0 times and EBIT/interest expense above 3.5 times. The ratings could be downgraded if operating performance deteriorates, such that debt/EBITDA is maintained above 4.0 times and EBIT/interest expense below 1.75 times. The ratings could also be downgraded if the company adopts more aggressive financial policies such as debt-financed share repurchases, or if liquidity weakens, including reduction in cash balances below levels that comfortably cover daily operations and the outstanding debt balance, weaker free cash flow generation or meaningful revolver utilization. Abercrombie & Fitch Management Co. (Abercrombie) is an indirect subsidiary of Abercrombie & Fitch Co. The company offers apparel and accessories through its online operations and approximately 730 specialty apparel stores in North America, Europe, and the Asia Pacific regions under the "Abercrombie & Fitch", "Abercrombie kids", and "Hollister" brands. For the twelve months ended May 1, 2021, the company generated approximately $3.4 billion in revenues. ADARA ENTERPRISES: Court Confirms Chapter 11 Plan ------------------------------------------------- Law360 reports that bankrupt asset management and trading software business Adara Enterprises Corp. secured confirmation of its Chapter 11 plan in Delaware on Wednesday,June 9, 2021, under which it will restructure $13 million in debt and give top creditor ESW Holdings control of the company. U.S. Bankruptcy Judge J. Kate Stickles approved the company's disclosure statement and plan after no objections surfaced during a final hearing. The terms of the plan -- which went into effect upon approval —- call for all creditors to be paid in full, with a "meaningful" distribution to its sole previous equity holder GlassBridge Enterprises Inc. About Adara Enterprises Adara Enterprises Corp. operates as an asset management business. Currently, the Debtor's primary asset is quantitative trading software, which was originally developed at significant expense over the course of 10-15 years by Clinton Group, Inc., and has been used to assist in trades of more than $50 billion by Clinton and its former licensees. Adara Enterprises filed a Chapter 11 petition (Bankr. D. Del. Case No. 21-10736) on April 22, 2021. LOEB & LOEB LLP and GELLERT SCALI BUSENKELL & BROWN, LLC, serve as counsel to the Debtor. The Debtor tapped DONLIN RECANO & CO, Inc., as claims and noticing agent. ADMIRAL PROPERTY: Enters $2.35M Sale Contract with John Pizzirusso ------------------------------------------------------------------ Admiral Property Group LLC submitted a First Amended Disclosure Statement for the First Amended Chapter 11 Plan dated June 8, 2021. Class 1 consists of the Secured Claim of Fort Amsterdam Capital, LLC ("FAC") under its first mortgage on the Real Property. The Debtor and FAC entered into settlement discussions in order to reach a consensual resolution of the treatment of its claim. The Debtor determined that it did not object to the FAC Claim. In exchange, FAC supported the Debtor's decision to market and sell the Real Property and further agreed to limit its right to credit bid under section 363(k) of the Bankruptcy Code to $2,000,000. FAC further agreed to carve out from its Secured Claim, the sum of $50,000 to pay the Allowed Administrative Claims. Additionally, FAC agreed to forebear from exercising its rights under section 362(d)(3) of the Bankruptcy Code until May 7, 2021. The resulting agreement was memorialized by the Stipulated Order Regarding Secured Claim of Fort Amsterdam Capital LLC (the "FAC Stipulation"). The Debtor filed an application seeking the entry of an Order approving the compromise reached with FAC. By Order dated April 2, 2021, the Court approved the FAC Stipulation. In full and complete satisfaction, release, and discharge of the Allowed FAC Secured Claim, FAC shall receive, Cash at Closing from the Sale Proceeds in the amount of the Allowed FAC Secured Class, reduced by (a) the Cash necessary to fund the Carve Out and the Plan Fund; (b) payment of customary and necessary costs of closing and adjustments related to the sale of the Real Property. In the event that the Sale, after payment of the Carve Out and Plan Fund exceeds the sums which satisfy the Allowed FAC Secured Claim in its entirety, then FAC shall have the right to be reimbursed up to $20,000 for the Unsecured Creditors which it funded, prior to any other party's right to receive any further distribution. Class 2 consists of the Allowed Other Secured Claims of the Debtor. The Allowed Other Secured Claims of the Debtor shall be entitled to receive a distribution from the remaining Sale Proceeds, if any, after the payment (i) in full of all senior Claims including the payment of the Allowed Administrative Claims (including Professional Fees), Allowed Administrative Tax Claims, Allowed Priority Non-Tax Claims, and Allowed Claims in Class 1. Class 3 consists of the Allowed General Unsecured Claims of the Debtor. The allowed general unsecured creditors total $313,592.08. The Plan proposes to distribute the amount of $20,000.00 to the allowed general unsecured creditors upon the Effective Date. This distribution will come from the Carve Out of FAC's collateral upon the sale of the Real Property. These creditors shall receive their pro rata share. The Debtor has entered into a Stalking Horse contract dated June 7, 2021 (the "Stalking Horse Contract") to sell the Real Property to John Pizzirusso (the "Stalking Horse Bidder") for a cash price of $2,350,000. According to the Bid Procedures, the initial Qualified Bid for the Real Property must be no less than $2,422,000 plus the 6 percent buyer's premium, without any contingencies as to financing or additional due diligence on substantially similar terms to those contained in the Stalking Horse Contract. A full-text copy of the First Amended Disclosure Statement dated June 8, 2021, is available at https://bit.ly/3x7CWU3 from PacerMonitor.com at no charge. Attorneys for Admiral Property: Fred S. Kantrow, Esq. The Kantrow Law Group, PLLC 6901 Jericho Turnpike, Suite 230 Syosset, NY 11791 Phone: 516 703 3672 E-mail: fkantrow@thekantrowlawgroup.com About Admiral Property Group Admiral Property Group, LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). On July 31, 2020, an involuntary petition was filed against Admiral Property Group by Metro Mechanical LLC, N&K Plumbing and Heating Corp, and Borowide Electrical Contractors (Bankr. E.D.N.Y. Case No. 20-42826). The petitioning creditors are represented by Joel Shafferman, Esq., at Shafferman & Feldman, LLP. Judge Nancy Hershey Lord oversees the Debtor's Chapter 11 case. The Kantrow Law Group, PLLC serves as the Debtor's legal counsel in its bankruptcy case. AGILE THERAPEUTICS: All Three Proposals Approved at Annual Meeting ------------------------------------------------------------------ At the 2021 annual meeting of stockholders of Agile Therapeutics, Inc. held on June 8, 2021, the stockholders: (1) elected Al Altomari, John Hubbard, Ph.D., FCP, James P, and Tursi, M.D. to serve as Class I directors until the Company's 2024 annual meeting of stockholders and until their successors are duly elected and qualified; (2) approved, on a non-binding advisory basis, the 2020 compensation of the Company's named executive officers; and (3) ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2021. About Agile Agile Therapeutics, Inc. is a forward-looking women's healthcare company dedicated to fulfilling the unmet health needs of today's women. The Company's product and product candidates are designed to provide women with contraceptive options that offer freedom from taking a daily pill, without committing to a longer-acting method. Its initial product, Twirla, (levonorgestrel and ethinyl estradiol), a transdermal system, is a non-daily prescription contraceptive. Agile reported a net loss of $51.85 million for the year ended Dec. 31, 2020, compared to a net loss of $18.61 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $59.48 million in total assets, $24.42 million in total liabilities, and $35.05 million in total stockholders' equity. Iselin, New Jersey-based Ernst & Young LLP issued a "going concern" qualification in its report dated March 1, 2021, on the consolidated financial statements for the year ended Dec. 31, 2020, citing that the Company has generated losses since inception, used substantial cash in operations, anticipates it will continue to incur net losses for the foreseeable future and requires additional capital to fund its operating needs beyond 2021. AIRCASTLE LIMITED: Fitch Gives Final 'BB+' Rating on $400MM Shares ------------------------------------------------------------------- Fitch Ratings has assigned a final rating of 'BB+' to Aircastle Limited's issuance of $400 million of 5.25%, fixed rate reset redeemable perpetual cumulative preference shares. The preference shares represent unsecured obligations, ranking junior to and subordinated in right of payment to Aircastle's current and future senior indebtedness. Distributions on the preference shares are cumulative. Unless distributions have been declared and paid on the preference shares, Aircastle may not declare or pay distributions on its common shares except under certain circumstances. The preference shares are perpetual and the proceeds from the issuance will be used for general corporate purposes. Fitch has afforded the issuance 50% equity credit, given the cumulative nature of the distributions, the fact that the preference shares are perpetual, and the lack of change of control provisions and events of default. The assignment of the final rating follows the receipt of documents conforming to information already received. The final rating is the same as the expected rating assigned to the preference shares on June 1, 2021. KEY RATING DRIVERS IDR, SENIOR DEBT AND PREFERENCE SHARES The rating is in accordance Fitch's "Corporate Hybrids Treatment and Notching Criteria" dated Nov. 12, 2020, and reflects elevated loss severity, given the preference shares' deep subordination and heightened risk of non-performance relative to other obligations, namely unsecured debt. Per the criteria, hybrids that qualify for equity credit are deeply subordinated and typically rated at least two notches below the Issuer Default Rating (IDR). Aircastle may redeem the preference shares in whole or in part on or after Sept. 2026, during the 90-day window before each five-year reset date; however, shareholders will not have the right to require the redemption or repurchase of the preference shares. The issuer has the option to redeem the preference shares in full prior to the five-year optional redemption window, in case of adverse rating agency treatment of the shares or following certain tax events. Aircastle's current ratings reflect a combination of Marubeni's credit risk profile, Fitch's assessment of Aircastle's strategic importance to Marubeni and Aircastle's standalone credit risk profile. Fitch considers Aircastle a "Strategically Important" subsidiary of Marubeni, as defined under the agency's "Non-Bank Financial Institutions Rating Criteria." Under this designation, Fitch may notch down from the institutional support provider's rating by one to two notches, or, if it will result in a higher rating, notch up by one from the subsidiary's standalone alone credit risk profile. Fitch does not publicly rate Marubeni, but believes its credit profile does not serve as a constraint to Aircastle's current ratings. Fitch's view of Aircastle's strategic importance reflects Marubeni's majority ownership of the company, at 75%; long-term commitment to the aviation leasing business and Aircastle more specifically (having been an investor in and board member of Aircastle since 2013), and the alignment of Aircastle's business with the broader leasing activities undertaken by Marubeni and Mizuho Leasing. Fitch believes that Aircastle bolsters Marubeni's lease and finance businesses by increasing portfolio diversification, despite being small relative to the broader organization and operating in a different jurisdiction. As a Japanese trading and investment business company, Marubeni is not a regulated entity, which suggests capital support could potentially flow to Aircastle without regulatory intervention. In addition, Fitch expects Marubeni will have adequate ability to support Aircastle's possible capital needs given its small size (approximately 12%) relative to the assets of the combined entities and Marubeni's solid free cash flow and liquidity. Fitch assessment of Aircastle's standalone risk profile incorporates the company's established market position as a lessor of midlife and older commercial aircraft; management's commitment to maintain net debt to tangible equity in the range of 2.5x to 3.0x; a largely unsecured funding profile with a high proportion of unencumbered assets; lower order book purchase commitments relative to peers; and strong liquidity and historical cash flow metrics. Fitch estimates Aircastle's debt to tangible common equity ratio has improved to 2.8x pro forma for the preference share issuance down from 3.0x at the end of fiscal 2021 ended on Feb. 28, 2021. The issuance of hybrid securities has reduced the firm's leverage to the mid-point of its targeted leverage range. The Stable Outlook reflects Fitch's expectation that Aircastle's role as a strategically important subsidiary of Marubeni will not change substantially. The Rating Outlook is also consistent with Fitch's expectation for a stable credit profile of Marubeni, including maintaining consistent operational and financial strategies at the Aircastle level. In accordance with Fitch Ratings' policies, the issuer appealed and provided additional information to Fitch Ratings that resulted in a rating action that was different than the original rating committee outcome. RATING SENSITIVITIES IDR, SENIOR DEBT AND PREFERENCE SHARES The rating on the preference shares is primarily sensitive to changes in Fitch's view of Aircastle's IDR and is expected to move in tandem. However, the preference shares rating could be downgraded by an additional notch to reflect further structural subordination should the firm consider hybrid issuances that will rank senior to the preference shares. Factors that could, individually or collectively, lead to positive rating action/upgrade on Aircastle's IDR: -- Some combination of a material improvement the credit profile of Marubeni; -- A positive change in Fitch's assessment of Aircastle's strategic importance to Marubeni such that Aircastle is deemed to be a 'core' subsidiary of Marubeni; -- And/or an improvement in Aircastle's standalone credit profile. Factors that could, individually or collectively, lead to negative rating action/downgrade of Aircastle's IDR: -- Deterioration in Marubeni's credit profile. or if Fitch's assessment of Marubeni's willingness or ability to provide timely support to Aircastle changes. This could include a material reduction in Marubeni's liquidity or cash flow generation, or a material weakening in Aircastle's stand-alone credit risk profile, any of which could reduce Marubeni's ability to extend support to Aircastle. -- A reduction in Marubeni's ownership to below 75% combined with more significant influence of Mizuho Leasing on Aircastle could reflect a reduced willingness to extend support to Aircastle, and, therefore, negatively affect ratings. -- Depending on the nature of these circumstances, Fitch could widen the institutional support notching or remove institutional support altogether; the latter would result in Aircastle's rating being based on its stand-alone credit risk profile. -- The ratings for the secured and unsecured debt are primarily sensitive to changes in Aircastle's IDR, and secondarily, to the funding mix and available collateral, which would impact the recovery prospects of the instruments in a stress scenario. 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. PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS Aircastle's ratings are based on Fitch's assessment of institutional support provided by parent, Marubeni, and Aircastle's standalone credit profile. 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. AJAY K. GOYAL: Seeks to Hire Furr and Cohen as Legal Counsel ------------------------------------------------------------ Ajay K. Goyal, M.D., Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Furr and Cohen, P.A. as its legal counsel. The firm's services include: (a) advising the Debtor with respect to its powers and duties and the continued management of its business operations; (b) advising the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) preparing legal documents; (d) protecting the interest of the Debtor in all matters pending before the court; and (e) representing the Debtor in negotiations with creditors in the preparation of a Chapter 11 plan. The firm's hourly rates are as follows: Robert C. Furr $675 Charles I. Cohen $575 Alvin S. Goldstein $575 Alan R. Crane $525 Marc P. Barmat $525 Jason S. Rigoli $375 Paralegals $175 As disclosed in court filings, Furr and Cohen and its attorneys do not represent any interest adverse to the Debtor. Furr and Cohen can be reached through: Robert C. Furr, Esq. Furr and Cohen, P.A. 2255 Glades Road, Suite 301E Boca Raton, FL 33431 Phone: (561) 395-0500 Fax: (561)338-7532-fax Email: rfurr@furrcohen.com About Ajay K. Goyal, M.D. Inc. Port Saint Lucie, Fla.-based Ajay K. Goyal, M.D., Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-15444) on June 1, 2021. At the time of the filing, the Debtor disclosed $652,391 in assets and $3,167,678 in liabilities. Judge Mindy A. Mora presides over the case. Furr and Cohen, P.A. serves as the Debtor's legal counsel. ALEX AND ANI: Hits Chapter 11 Bankruptcy Protection --------------------------------------------------- Claire Boston of Bloomberg News reports that jewelry maker Alex and Ani LLC, which operates dozens of stores, filed for Chapter 11 bankruptcy protection Wednesday, June 9, 2021. The Rhode Island-based jewelery company sells wares like charm bracelets and necklaces and was founded in 2004 by Carolyn Rafaelian. It opened its first store in the state in 2009 and has since expanded locations spanning the United States, Aruba and Panama. Mall owners Simon Property Group Inc. and Brookfield Property Partners LP are among its largest unsecured creditors; each are owed more than $3 million in rent payments. The filing comes nearly two years after the firm sued Bank of America Corp. for more than $1 billion, in a lawsuit which accused the bank of fraudulently declaring Alex and Ani in default of a $50 million line of credit and of driving it toward bankruptcy. The bank said it strongly disagreed with the allegations at the time. That case was later dropped in August 2019. About Alex and Ani LLC Founded in 2004 by Carolyn Rafaelian, Alex and Ani has become a premier jewelry brand, quickly gaining popularity because of the novel and customizable nature of its signature expandable wire bracelet. Alex and Ani has been headquartered in East Greenwich, Rhode Island since 2014. Since opening its first retail store in Newport, Rhode Island in 2009, Alex and Ani has expanded to over 100 retail store locations across the United States, Canada, and Puerto Rico. On the Web: HTTP://www.alexandani.com/ Alex and Ani LLC and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-10918) on June 9, 2021. In its petition, Alex and Ani listed assets and liabilities of $100 million to $500 million each. The Debtors tapped Kirkland & Ellis LLP as general bankruptcy counsel; Klehr Harrison Harvey Branzburg LLP as local bankruptcy counsel; and Portage Point Partners, LLC, as financial advisors and investment bankers. Kurtzman Carson Consultants LLC is the notice and claims agent. AVADIM HEALTH: U.S. Trustee Appoints Creditors' Committee --------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 on June 9 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Avadim Health Inc. and its affiliates. The committee members are: 1. Berlin Packaging, LLC Attn: Jeff Perlstein 525 W. Monroe Street Chicago, IL 60661 Phone: 312-869-7547 E-mail: jeff.perlstein@berlinpackaging.com 2. QSD, Inc. Attn: Danny Ayoub 1993 Francis-Hughes Laval, QC Canada H7S 2G2 Phone: 514-907-8760 E-mail: dannyayoub@me.com 3. Donnelley Financial Solutions Attn: Greg Ritter 35 West Wacker Drive Chicago, IL 60601 Phone: 214-443-4643 E-mail: greg.l.ritter@dfinsolutions.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Avadim Health Avadim Health, Inc. is a healthcare and wellness company that develops, manufactures and markets topical products for the institutional care and consumer markets. The company was formerly known as Avadim Technologies Inc and changed its name to Avadim Health, Inc. in September 2018. Avadim was founded in 2007 and is based in Asheville, North Carolina. Avadim and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-10883) on June 1, 2021. In the petition signed by CRO Keith Daniels, Avadim disclosed total assets of between $10 million and $50 million and total liabilities of between $100 million and $500 million. Judge Craig T. Goldblatt oversees the cases. The Debtors tapped Pachulski Stang Ziehl & Jones LLP and Chapman and Cutler LLP as legal counsel, Carl Marks Advisors as restructuring advisor, and SSG Capital Advisors LLC as investment banker. Omni Agent Solutions is the claims and noticing agent. Counsel for the DIP Agent and the Administrative Agent: David N. Griffiths, Esq. Bryan R. Podzius, Esq. Weil Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153 E-mail: david.griffiths@weil.com bryan.podzius@weil.com - and - Zachary I. Shapiro, Esq. Richards Layton & Finger P.A. One Rodney Square 920 North King Street Wilmington, DE 19801 E-mail: shapiro@rlf.com BAY CLUB OF NAPLES: Exit Loan, Note Buyer Funds to Back Ch. 11 Plan ------------------------------------------------------------------- The Bay Club of Naples, LLC and The Bay Club of Naples II, LLC filed with the Bankruptcy Court a Modified Second Amended Joint Plan of Reorganization on June 4, 2021. The Modified Second Amended Plan has taken into account certain events that have occurred since the filing of the Second Amended Plan of Reorganization, including (a) an amended settlement with Acres Capital, LLC (agent for the Lenders) (b) a plan support agreement with the Note Buyer, and (c) new proposed transfer of the Debtor's assets in an amount sufficient to pay all non-consenting classes in full. All Allowed Claims will be paid in full under the Modified Second Amended Plan. A. Means of Implementing the Plan The Plan shall be implemented through: a. the transfer of the Debtors' assets to The Nautilus Naples LLC (The Nautilus) free and clear of all liens, claims and encumbrances (other than as provided for in this Plan), and b. payment of claims in the Debtors' cases through the combination of: * the acquisition of the Exit Loan from the Exit Lender for $20,143,000; * the voluntary subordination of a significant portion of the Note Buyer's lien to the Exit Lender and all other Classes of Claims; and * the Debtor Affiliates' contributions of additional collateral to facilitate the Exit Loan closing and Note Buyer Term Sheet. B. Sources of Cash for Plan Distributions All cash required for payments to be made under the Plan on and after the Effective Date shall be obtained from: a. Cash on hand; b. proceeds of Exit Loan; c. Net Sale Proceeds collected by the Nautilus from the sale of property belonging to the Debtors and The Nautilus; and d. Equity Interests, to the extent necessary to cover any Plan funding shortfalls. C. The Exit Financing The Debtors will obtain an exit financing from the Sachem Capital (Exit Lender) for $20,143,000 (plus fees and costs) and use the Exit Loan, and the reinvestment of funds via The Nautilus of the Note Buyer, to fund the Debtors' Effective Date plan payments, exit bankruptcy and move forward with the construction of the Project and sales of the residential and commercial units. While the Exit Loan does not contemplate immediate construction financing, the Exit Lender may provide additional construction funding to assist with completion of the Plan after the Debtors obtain their fresh start. That construction funding is not a condition to closing or the Effective Date. E. Classes of Claims under the Plan a. Class 1 Allowed Claim of BC FL LOAN 1, LLC (Note Buyer), as successor to Acres Capital, LLC In full and final satisfaction of Class 1 Claim, the Note Buyer will agree to be paid in full at closing of the Exit Loan, yet reinvest the original principal amount of $17,000,000 in The Nautilus and one of its affiliates that is providing additional collateral to the Note Buyer, all pursuant to the Note Buyer Term Sheet. The Note Buyer shall have subordinated mortgages and liens upon the Debtors' assets (and following the Effective Date, upon The Nautilus' assets) up to a maximum amount of $14,750,000. Both the amended note amount and the mortgages and liens shall be subordinated to the Exit Lender's Loan. The Note Buyer will further agree to subordinate its entire claim, mortgages, and liens to construction financing for the Project for The Nautilus. The $14,750,000 mortgages and liens shall be subject to increase for accruing interest post-closing of only the following amounts $11,100,000 at 15% and $3,650,000 at 24%. Class 1 is impaired and entitled to vote. b. Class 2 – Secured Claim of Old Cove Condominium Associations. The Allowed Class 2 Claims shall be paid in full on the Effective Date. Class 2 is unimpaired and note entitled to vote. c. Class 3 – Secured Claim of the City of Naples. The Allowed Class 3 Claims shall be paid in full on the Effective Date. Class 3 is unimpaired and not entitled to vote. d. Class 4 – Allowed General Unsecured Claims. Each Holder of an Allowed Class 4 Claim shall be paid in full on the Effective Date. Class 4 is unimpaired and not entitled to vote. e. Class 5 – Equity Interests in the Debtor. All Equity Interests in the Debtors held by Pinnacle Asset Trust, LLC shall remain and Pinnacle Asset Trust, LLC or its affiliate shall receive the new equity interests in The Nautilus subject to the terms of the Note Buyer Term Sheet. Class 5 is impaired and entitled to vote. Confirmation of the Plan confirms that the existing Resolution 16-13823 -- to build 6 units and 1200 sq. feet on the South Property, along with the accompanying parking resolutions -- is still valid, provided that the new building is less than 42 feet tall and complies with all parking requirements. A copy of the Modified Second Amended Joint Plan is available for free at https://bit.ly/2Sb02dH from PacerMonitor.com. About The Bay Club of Naples The Bay Club of Naples, LLC is a Florida limited liability company based in Naples engaged in the business of real estate development. The Bay Club of Naples, LLC and its debtor affiliate, The Bay Club of Naples II, LLC, concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 20-05008) on June 29, 2020. The petitions were signed by Harry M. Zea, manager. At the time of the filing, each debtor estimated assets of $10 million to $50 million and estimated liabilities of the same range. The Debtors tapped Underwood Murray, P.A., as counsel and Becker & Poliakoff, P.A., led by Jon Polenberg, as their special counsel. BOOTS SMITH: Court Resolves Objections, Confirms Plan ----------------------------------------------------- Judge Katharine Samson confirmed on June 4, 2021, the Plan of Reorganization, as amended, of Boots Smith Completion Services, LLC. Judge Samson modified certain sections of the Plan: -- to resolve the objection to Plan confirmation of Origin Bank with respect to its Secured Claim in Class 7, which was allowed for $925,000 less all adequate protection payments; and -- to resolve the objection to Plan confirmation of William L. Jenkins, with respect to his Secured Claim in Class 9 relating to a Mack Truck he sold to the Debtor prepetition, its conveyance and terms of payment pursuant to a Settlement Agreement and Release. Judge Samson also modified the sections of the Plan: -- which provided for a full liquidation of the Debtor in the event the Debtor is unable to reach certain levels liquidity and its relevant consequences to the Debtor's officers and directors; and -- which treats of discharges and the legal binding effects under the Plan to parties in interest. The property and assets of the Debtor's bankruptcy estate shall revest in the Debtor on the Effective Date free and clear of all General Unsecured Claims, but subject to the obligations of the Debtor as set forth in the Plan. A copy of the order is available for free at https://bit.ly/3cuZHt0 from PacerMonitor.com. About Boots Smith Boots Smith Completion Services, LLC, is an oilfield service company, helping oil and gas companies enhance production through a variety of applications, including completion, workover, and optimization. Boots Smith sought Chapter 11 protection (Bankr. S.D. Miss. Case No. 20-51081) on July 1, 2020. At the time of filing, the Debtor was estimated to have up to $50,000 in assets and $10 million to $50 million in liabilities. Judge Katherine M. Samson is the case judge. William J. Little, Jr., Esq., at Lentz & Little, P.A., is the Debtor's counsel and Horne, LLP as its accountant. BROOKS BROTHERS: Revamps Brands After Bankruptcy Exit ----------------------------------------------------- Lauren Coleman-Lochner of Bloomberg New reports that Brooks Brothers, a retailer that has been dressing businesspeople for 200 years, has conducted a series of initiatives as it plots a relaunch after exiting bankruptcy last 2020. There's a new athleisure line, a product mix with other casual items and a mascot: Henry the Sheep. The move is overdue, said Ken Ohashi, who took over as chief executive officer in January 2021 with a plan to capture more of Brooks Brothers's regular customers' spending. About Brooks Brothers Group Brooks Brothers -- https://www.brooksbrothers.com/ -- was a clothing retailer with over 1,400 locations in over 45 countries. Brooks Brothers Group, Inc., and 12 of its affiliates filed for Chapter 11 protection (Bankr. D. Del., Lead Case No. 20-11785) on July 8, 2020. The Debtors were estimated to have assets and liabilities of $500 million to $1 billion. The Hon. Christopher Sontchi presides over the cases. Richards, Layton & Finger, P.A., and Weil, Gotshal & Manges LLP serve as counsel to the Debtors. PJ Solomon, L.P acts as investment banker; Ankura Consulting Group LLC as financial advisor; and Prime Clerk LLC as claims and noticing agent. On July 21, 2020, the Office of the United States Trustee formed an official committee of unsecured creditors. The Committee selected Akin Gump Strauss Hauer & Feld LLP and Troutman Pepper Hamilton Sanders LLP as its counsel, and FTI Consulting, Inc. as its financial advisor. * * * In August 2020, the Court entered an order authorizing the Debtors to sell substantially all assets for $325 million to SPARC Group LLC, the successful bidder. The sale closed Aug. 31, 2020. The Debtors were renamed to BBGI US Inc., et al., following the sale. BURN FITNESS: Gets Court Approval to Hire R.J. Montgomery & Assoc. ------------------------------------------------------------------ Burn Fitness, LLC received approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire R.J. Montgomery & Assoc., Inc. to conduct a valuation and auction of its assets in Michigan. R.J. Montgomery will receive a fee in the amount of $2,000 for the appraisal of the Debtor's assets in Rochester and Clawson, Mich. Meanwhile, winning bidders of the Debtor's assets in Livonia, Mich., will be charged a buyer's premium of 16 percent, which will be retained by R.J. Montgomery as its commission, in addition to a 2 percent surcharge on any payments made by credit card. The out-of-pocket costs to conduct the online auction sale will be $7,000 while the removal of equipment after the sale will be at the rate of $27.50 per hour per staff member, which will entail 50 to 70 hours of total person-hours. Richard Montgomery, chief executive officer of R.J. Montgomery, disclosed that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Richard Montgomery R.J. Montgomery & Assoc., Inc. 695 Amelia St. Plymouth, MI 48170 Tel.: (734) 459-2323 Fax: (734) 459-2524 Email: info@montgomerycompanies.net About Burn Fitness Burn Fitness, LLC operates health and fitness centers in three separate locations in Michigan -- Rochester, Clawson and Livonia. It focuses on personal service and a high-quality experience. Burn Fitness and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Lead Case No. 21-43828) on April 30, 2021. In the petition signed by Alyssa Tushman, manager and authorized agent, each of the Debtors disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Mark A. Randon oversees the cases. The Debtors tapped Maddin, Hauser, Roth & Heller, P.C. as legal counsel and B2B CFO Partners, LLC as accountant and financial advisor. CAMBER ENERGY: Has 58.4M Outstanding Common Shares as of June 8 --------------------------------------------------------------- As of June 8, 2021, Camber Energy, Inc. had outstanding approximately 58,455,304 shares of common stock. Since April 27, 2021, approximately 16,044,525 shares were issued to an institutional investor in connection with conversions of Series C Convertible Preferred Stock held by such investor pursuant to the exemption from registration provided by Section 3(a)(9) of the Securities Act of 1933, as amended, and Rule 144 promulgated thereunder. About Camber Energy Based in Houston, Texas, Camber Energy -- http://www.camber.energy -- is primarily engaged in the acquisition, development and sale of crude oil, natural gas and natural gas liquids from various known productive geological formations, including from the Hunton formation in Lincoln, Logan, Payne and Okfuskee Counties, in central Oklahoma; the Cline shale and upper Wolfberry shale in Glasscock County, Texas; and Hutchinson County, Texas, in connection with its Panhandle acquisition which closed in March 2018. Camber Energy reported a net loss of $3.86 million for the year ended March 31, 2020, compared to net income of $16.64 million for the year ended March 31, 2019. As of Sept. 30, 2020, the Company had $11.79 million in total assets, $1.61 million in total liabilities, $6 million in preferred stock (series C), and $4.18 million in total stockholders' equity. Marcum LLP, in Houston, Texas, the Company's auditor since 2015, issued a "going concern" qualification in its report dated June 29, 2020, citing that the Company has incurred significant losses from operations and had an accumulated deficit as of March 31, 2020 and 2019. These factors raise substantial doubt about its ability to continue as a going concern. CARBONLITE HOLDINGS: Creditor Opposes Reed Smith Chapter 11 Duties ------------------------------------------------------------------ Law360 reports that a creditor of plastics recycler CarbonLite Holdings LLC told the Delaware bankruptcy court Tuesday, June 8, 2021, that it should reject a request to expand the Chapter 11 duties of special corporate counsel Reed Smith, asserting "an insurmountable conflict of interest" involving the firm. In an objection filed with U.S. Bankruptcy Judge John T. Dorsey, Learnicon LLC and managing member Bahram Nour-Omid said that Reed Smith LLP should not be permitted to represent the debtors while also defending certain CarbonLite directors tangled up in fraud and negligent misrepresentation claims in an adversary suit. About CarbonLite Holdings CarbonLite processes post-consumer recycled polyethylene terephthalate (rPET) plastic products and produces rPET and polyethylene terephthalate (PET) beverage and food packaging products through its two business segments, the Recycling Business and PinnPack. CarbonLite Holdings, LLC and 10 of its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-10527) on March 8, 2021. CarbonLite P, LLC, an affiliate, estimated assets of $100 million to $500 million and debt of $50 million to $100 million. The Hon. John T. Dorsey is the case judge. The Debtors tapped Pachulski Stang Ziehl & Jones LLP as bankruptcy counsel, Reed Smith LLP as corporate counsel, and Jefferies LLC as investment banker. Stretto is the claims agent. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors on March 23, 2021. The committee is represented by Blank Rome, LLP and Hogan Lovells US, LLP. CASTEX ENERGY: Court Confirms Plan ---------------------------------- Judge Marvin Isgur has entered an order approving the Disclosure Statement and confirming the Fourth Amended Joint Chapter 11 Plan of Castex Energy 2005 Holdco, LLC, et al. The Plan is confirmed in its entirety under Section 1129 of the Bankruptcy Code, and all of the terms and conditions contained in the Plan are approved. Pursuant to Section 1123(b)(3)(A) of the Bankruptcy Code and Bankruptcy Rule 9019, and in consideration for the distributions and other benefits provided under the Plan, the provisions of the Plan shall constitute a good faith compromise and settlement of all Claims and controversies relating to the rights that a Holder of a Claim or Interest may have with respect to such Claim or Interest or any distribution on account thereof, including, for the avoidance of doubt, the compromises and settlements with Castex Energy, Inc., Talos, Texas Petroleum Investment Company ("TPIC"), and W&T Offshore, Inc.. After solicitation, the Debtors made certain non-material modifications to clarify certain terms and provisions of the Plan, incorporate a global settlement pursuant to that certain global settlement term sheet (the "Settlement Term Sheet"), and effectuate the intent of the Plan to reserve the rights of parties in interest. The Settlement Term Sheet agreed to by and among the following parties (collectively, the "Settlement Parties"): (i) the Debtors; (ii) the Prepetition Lenders; (iii) the Committee; (iv) Talos Production Inc., Talos Energy, Inc. and Talos Third Coast LLC (collectively, "Talos"); (v) Walter Oil & Gas Corporation ("Walter"); and (vi) TPIC, is attached as an Exhibit and incorporated into the Plan. To the extent not already incorporated into the Plan, the Settlement Term Sheet is part of the Plan, and the transactions contemplated by the Settlement Parties to the Settlement Term Sheet are APPROVED in all respects. The Plan and Settlement Term Sheet describe and provide for, pursuant to section 363 of the Bankruptcy Code and Bankruptcy Rule 9019, a sale and transfer of the Debtors' interests in MP270A (the "MP270A Sale"), as is, with no warranties, except that the Debtors represent and warrant (a) that they have not disposed of or transferred any of their interests therein and (b) that they have full corporate power and authority to enter into the MP270A Sale and to execute definitive documentation memorializing such and to execute the PSA and all other documents contemplated thereby. The Plan and Settlement Term Sheet described and provide for, pursuant to section 363 of the Bankruptcy Code and Bankruptcy Rule 9019, a sale and transfer of the Debtors' interests in so-called Belle Isle field and the assets regarding or related to the Plant Related Agreements (collectively, the "TPIC Assets"), as is, with warranties, except that the Debtors represent and warrant (a) that they have not disposed of or transferred any of their interests therein and (b) that they have full corporate power and authority to enter into the sale of the TPIC Assets and to execute definitive documentation memorializing such and to execute the asset transfer related agreements and all other documents contemplated thereby (the "TPIC Sale"). Fourth Amended Plan Castex Energy 2005 Holdco, LLC, et al.'s Fourth Amended Joint Chapter 11 Plan proposes to treat claims and interests as follows: * Class 3: Secured Debt Claims. Each Holder of an Allowed Secured Debt Claim will receive, in full and final satisfaction of such Allowed Secured Debt Claim, its Pro Rata Share of the equity interests in Lender NewCo. On the Effective Date, or as soon thereafter as reasonably practicable, the Debtors shall transfer to Lender NewCo the following Assets or the proceeds related thereto, which such Assets will vest free and clear of any Liens, Claims or encumbrances: i. the Apache Claims; ii. the Secured Cash Amount; and iii. the Talos Shares. Class 3 is impaired. * Class 4 General Unsecured Claims. Each Holder of an Allowed General Unsecured Claims will receive, in full and final satisfaction of such Allowed General Unsecured Claim, a Pro Rata Share of interests in the Liquidating Trust; provided that the Pro Rata Share of the Liquidating Trust interests allocable to the Deficiency Claims shall not be distributed to the Prepetition Lenders but shall instead be re-allocated to all Holders of Allowed General Unsecured Claims other than the Prepetition Lenders. Class 4 is impaired. * Class 8: Existing Interests. On the Effective Date, Existing Interests will be cancelled, released, and extinguished and will be of no further force or effect, whether surrendered for cancellation or otherwise, and each Holder of an Existing Interest will receive no recovery. Class 8 is impaired. Plan Distributions of Cash shall be funded solely from the Debtors' Cash on hand as of the Effective Date and not from other sources, including, for the avoidance of doubt, any Talos Shares, proceeds of, or recoveries on account of, the Apache Claims, or Cash constituting the Secured Cash Amount transferred to Lender NewCo. At such time as Funded Statutory P&A Obligations are completed or the Debtors' interest in all Operated Properties is relinquished, abandoned, and/or otherwise transferred to a non-Debtor, the Debtors shall be deemed dissolved. The Liquidating Trustee shall have all power to wind up the affairs of the Debtors under applicable state laws in addition to all the rights, powers, and responsibilities conferred by the Bankruptcy Code, this Plan, the Liquidating Trust Agreement, and may, but shall not be required to dissolve the Debtors under applicable state law. Attorneys for the Debtors: Matthew S. Okin David L. Curry, Jr. Ryan A. O'Connor Johnie A. Maraist OKIN ADAMS LLP 1113 Vine St., Suite 240 Houston, Texas 77002 Tel: 713.228.4100 Fax: 888.865.2118 Email: mokin@okinadams.com Email: dcurry@okinadams.com Email: roconnor@okinadams.com Email: jmaraist@okinadams.com A copy of the Order is available at https://bit.ly/3cvkDAm from Donlinrecano, the claims agent. About Castex Energy 2005 Holdco Castex Energy 2005 Holdco, LLC and its affiliates, Castex Energy 2005, LLC, Castex Energy Partners, LLC, and Castex Offshore, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 21-30710) on Feb. 26, 2021. At the time of the filing, the Debtors disclosed assets of between $100 million and $500 million and liabilities of the same range. Judge David R. Jones oversees the cases. The Debtors tapped Okin Adams LLP as bankruptcy counsel, The Claro Group, LLC as financial advisor, and Thompson & Knight LLP as special counsel and conflicts counsel. Douglas Brickley, managing director at Claro Group, serves as the Debtors' chief restructuring officer. Donlin, Recano & Company, Inc. is the notice, claims and balloting agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases. Stewart Robbins Brown & Altazan, LLC and Howley Law, PLLC serve as the committee's bankruptcy counsel and local counsel, respectively. Seaport Global Securities, LLC is the committee's financial advisor. CATCH THIS HOLDINGS: Taps Nicholas B. Bangos as Bankruptcy Counsel ------------------------------------------------------------------ Catch This Holdings, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Nicholas B. Bangos, P.A. to serve as legal counsel in its Chapter 11 case. The firm's hourly rates are as follows: Partners $600 per hour Associates $100 - $400 per hour Paraprofessionals $125 per hour Charles Johnson, manager of the Debtor, agreed to pay the firm $10,000, plus a filing fee of $1,738. Nicholas Bangos, Esq., disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Nicholas B. Bangos, Esq. Nicholas B. Bangos, P.A. 2560 RCA Blvd., Suite 114 Palm Beach Gardens, FL 33410 Tel.: (561) 781-0202 Email: nick@nbbpa.com About Catch This Holdings Catch This Holdings, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-14535) on May 10, 2021. At the time of the filing, the Debtor disclosed total assets of up to $50,000 and total liabilities of up to $500,000. Judge Laurel M. Isicoff oversees the case. Nicholas B. Bangos, P.A. serves as the Debtor's legal counsel. CATCH THIS HOLDINGS: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------- The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Catch This Holdings, LLC, according to court dockets. About Catch This Holdings Catch This Holdings, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-14535) on May 10, 2021. At the time of the filing, the Debtor disclosed total assets of up to $50,000 and total liabilities of up to $500,000. Judge Laurel M. Isicoff oversees the case. Nicholas B. Bangos, PA is the Debtor's legal counsel. CBAV1 LLC: Unsecureds to Recover Up to 100% in Liquidating Plan --------------------------------------------------------------- CBAV1 LLC filed with the Bankruptcy Court a Plan of Liquidation and a Disclosure Statement. The Debtor is a special purpose acquisition vehicle formed for the purpose of purchasing a note (EWB Note) from East West Bank. The maker of the Note was Cloud B, Inc. Cloud B executed the Note in favor of East West Bank to secure repayment of the loan it received from East West Bank. After the Debtor's purchase of the EWB Note, Cloud B defaulted in its payment under the EWB Loan. The Debtor took possession of all Cloud B Assets, after having sent a Public Notice of Disposition of Collateral for the sale of the Note to all creditors, and having made the lone bid on the Note. In the course of the Debtor's Chapter 11 proceedings, the Debtor sold its assets, including the Cloud B assets, to BTL Diffusion SARL for $2,529,978. The Debtor and the Cloud B Trustee have agreed to a settlement amount of $500,000 to resolve the claim of the Cloud B Trustee. The Debtor shall have $2,029,978 available for distribution to Allowed Administrative Creditors and Claimants, after the payment of the settlement amount to the Cloud B Trustee. The Debtor proposes to distribute all proceeds pursuant to the Plan. The Plan provides for two classes of claims: * Class 1 Unsecured Claims. Class 1 consists of all Allowed Unsecured Claims against the Debtor. All payments to Class 1 Claims will be made within 30 days of an order resolving the Debtor's claim objections, as the Debtor is objecting to certain claims. If the Debtor is successful in its objection, the Class 1 Claims shall receive a 100% lump sum payment of their claims. The Debtor intends to object to a Claim for $10,940 of Roberts Blumberg and a Claim for $1,788,307 of Sound N Light Animatronics Co., Ltd. * Class 2 Equity Security Holders. Class 2 consists of Vinco Ventures, Inc., f/k/a Edison Nation, Inc. If the Debtor succeeds in objecting to the Class 1 Claims, Class 2 shall receive the balance in the Distribution Fund after payment in full of the Class 1 Creditors and any Administrative Claims. Brett Vroman shall be in charge of the Liquidating Debtor. A copy of the Disclosure Statement is available for free at https://bit.ly/3zaq3uf from PacerMonitor.com. About CBAV1 LLC Bethlehem, Penn.-based CBAV1, LLC filed a Chapter 11 petition (Bankr. E.D. Pa. Case No. 20-14310) on Oct. 30, 2020. In its petition, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. Rachel Chell, manager, signed the petition. Judge Patricia M. Mayer presides over the case. Ciardi Ciardi & Astin serves as the Debtor's bankruptcy counsel. CHIDO INC: Seeks Approval to Hire E. P. Bud Kirk as Legal Counsel ----------------------------------------------------------------- Chido, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire the Law Office of E.P. Bud Kirk as its legal counsel. The firm will render these services: a. give the Debtor legal advice with respect to its powers and duties as Debtor-in-Possession and the continued operation of its business and management of its properties; b. review the various contracts entered by the Debtor and to determine which contracts should be rejected and assumed; c. represent the Debtor in collection of its accounts receivable, if needed; d. prepare on behalf of the Debtor necessary Schedules, Statements, Applications, and Answers, Orders, Reports, and other legal documents required for reorganization; e. assist the Debtor in formulation and negotiation of a Plan with its creditors in these proceedings; f. review all presently pending litigation in which the Debtor is a participant, to recommend settlement of such litigation which the attorney deems to be in the best interest of the estate, and to make an appearance as lead trial counsel in all litigation which the attorney believes should be continued, if needed. g. review the transactions of the Debtor prior to the filing of the Chapter 11 proceedings to determine what further litigation, if any, pursuant to the Bankruptcy Code, or otherwise, should be filed on behalf of the estate; h. examine all tax claims filed against the Debtor, to contest any excessive amounts claimed therein, and to structure a payment of the allowed taxes which conforms to the Bankruptcy Code and Rules; and i. perform all other legal services of the Debtor, as Debtor-in-Possession, which may be necessary. E.P. Bud Kirk will be paid at these hourly rates: E.P. Bud Kirk (Attorney) $300 Kathryn A. McMillan (Paralegal) $125 Maura Casas (Paralegal) $90 A retainer of $5,000 was paid to E.P. Bud Kirk upon the filing of the bankruptcy proceedings. Prior to filing, $1,200 was paid to E.P. Bud Kirk by the Debtor, for pre-bankruptcy services actually rendered. E.P. Bud Kirk, a partner of Law Office of E.P. Bud Kirk, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. E.P. Bud Kirk can be reached at: E.P. Bud Kirk, Esq. LAW OFFICE OF E.P. BUD KIRK 600 Sunland Park Drive, Suite 400 El Paso, TX 79912 Tel: (915) 584-3773 Fax: (915) 581-3452 E-mail: budkirk@aol.com About Chido, Inc. Chido, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 21-30449) on June 4, 2021, listing $100,001 to $500,000 in assets and $50,000 in liabilities. E. P. Bud Kirk serves as the Debtor's attorney. COLLAB9, LLC: Avaya Loses Bid to Dismiss or Convert Case -------------------------------------------------------- Bankruptcy Judge Ernest M. Robles denied Avaya Inc.'s motion seeking dismissal of Collab9, LLC's Chapter 11 case or, alternatively, conversion of the case to a liquidation in Chapter 7 or appointment of a Chapter 11 trustee. Avaya argues that the Debtor's Chapter 11 filing was done in bad faith as an improper attempt to achieve a subordination of Avaya's $10 million claim to the interests of the Debtor's equity holders. Avaya avers the Debtor and its equity holders devised a scheme whereby the Debtor would file for bankruptcy and its equity holders would buy the Debtor's assets at a distressed price. Avaya says the case is nothing more than a two-party dispute between the Debtor and Avaya. Avaya asserts that the Debtor's equity holders were prepared to pay $15 million for the Debtor's assets pre-bankruptcy, but then sought to credit bid for the assets for less than $2 million. Then, the equity holders would turn around and resell the assets to another buyer for a much higher price. Avaya also claims there is no possibility for rehabilitation because there is a continuing negative cash flow of approximately $518,000 per month. Avaya also believes there is cause to appoint a Chapter 11 trustee because the Debtor's management and equity holders "have abandoned any fiduciary duty to Debtor and its estate and are operating the Chapter 11 case solely to benefit the equity holders." Collab9 and Avaya, its largest creditor, executed an agreement in 2017 whereby the Debtor would sell its services to Avaya, and Avaya would resell those services to its own customers. In May 2019, Avaya loaned the Debtor $10 million under a convertible secured note to create a system that would streamline the relationship between the Debtor and Avaya/Avaya's customers. The Debtor avers that during that same time, it was seeking a sale of its assets, but the terms of the convertible note prohibited the Debtor from entering into any relationship with another company. The Debtor also asserts that Avaya began to develop a competing software in an effort to drive the Debtor out of business. The Debtor argues that Avaya unilaterally terminated the Master Agreement in May 2020 when it ceased business relations with the Debtor. When the Debtor saw an impending liquidity crisis during 2020, it unsuccessfully reached out to Avaya and others to obtain additional funding. On May 20, 2021, the Court approved the sale of substantially all of the Debtor's assets to SecureComm, a company formed by the Debtor's equity holders. The Debtor argues that Avaya's Motion is nothing more than an attack on the Court's prior orders, including the ruling on the Sale Motion. The Debtor says its case was not filed in bad faith and reiterates that it was unable to find any buyers who were interested in its assets other than SecureComm. The Debtor also states its management has not breached its fiduciary duties because "[t]he Court has already found and concluded that the Debtor acted in a reasonable, appropriate, good faith, arms-length manner." Judge Robles says the Court could not have approved the sale if it found that the Debtor's management breached its fiduciary duties. The Court made findings that SecureComm was a good faith purchaser, and rejected Avaya's contention that SecureComm was going to turn around and sell the assets at a higher price because, if the assets were so valuable, Avaya could have come in and bid and then resold the assets for a higher price. The Court also found that the Debtor marketed its assets extensively and there was no indication of any collusion in an attempt to prevent other bidders from bidding, or to drive the sale price down. Judge Robles also rules that Avaya's attack on the Debtor's independent director ignores the Court's Ruling on the Sale Motion. The Court explicitly approved the hiring of an independent director and he was involved extensively with the sale process. Avaya's contention that the director's approval of the transaction does not cleanse the Debtor of wrongdoing also ignores the Court's Ruling on the Sale Motion wherein it found, based upon its own independent review and findings, that the sale was in good faith. A copy of the Court's June 8, 2021 Memorandum of Decision is available at: https://www.leagle.com/decision/inbco20210609567 About Collab9 LLC Collab9, LLC -- https://www.collab9.com/ -- is a cloud communications platform that caters to the public sector marketplace with FedRAMP Authorized Unified Communications as a Service. The platform integrates voice, video, messaging, mobility, presence, conferencing, and customer care in one predictable, user-based subscription model. Collab9 sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-12222) on March 19, 2021. In the petition signed by Kevin Schatzle, chief executive officer, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Ernest M. Robles oversees the case. Victor A. Sahn, Esq., at SulmeyerKupetz, A Professional Corporation, is the Debtor's legal counsel. CONCORD INC: Seeks to Hire Hobgood & Bass as Corporate Counsel -------------------------------------------------------------- Concord, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Hobgood & Bass LLC as as its corporate counsel. The firm will provide the Debtor with corporate legal representation that is required to complement the Debtor's general bankruptcy counsel, Wiggam & Geer, LLC. The firm will be paid at these discounted rates: D. Scott Bass $238.50 per hour Associate $175.50 per hour Legal Assistant $112.50 per hour Hobgood & Bass represents no interests adverse to Debtor in the matters upon which the firm is to engaged, according to court filings. The firm can be reached through: D. Scott Bass, Esq. Hobgood & Bass LLC 100 Galleria Pkwy #1020 Atlanta, GA 30339 Phone: +1 770-333-9933 Email: sbass@hobgoodbass.com About Concord Inc. Founded in Philadelphia in 1983, Concorde has distinguished itself as a leader in the provision and management of driver qualification file management, substance abuse programs, physical examinations, regulatory compliance consulting, occupational health and safety services, policy development and consulting, and employee background screening. Concord, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 21-52482) on March 26, 2021. At the time of the filing, the Debtor disclosed $1,000,001 to $10 million in both assets and liabilities. Will B. Geer, Esq. at Wiggam & Geer, LLC, serves as the Debtor's counsel. CRESTWOOD HOSPITALITY: Seeks to Hire Ordinary Course Professionals ------------------------------------------------------------------ Crestwood Hospitality, LLC seeks approval from the U.S. Bankruptcy Court for the District of Arizona to employ certain professionals utilized in the ordinary course of its business. The "ordinary course professionals" include DeConcini McDonald Yetwin and Lacy, P.C. and R&A, CPAs, the Debtor's tax counsel and tax accountant, respectively. DeConcini will charge these rates: Attorneys $220 to $450 per hour Non-Attorneys $85 to $185 per hour R&A, CPAs will be paid at these rates: Partners $310 to $340 per hour Managers $175 to $280 per hour Seniors $135 to $175 per hour Staff $100 to $130 per hour Paraprofessionals $65 to $125 per hour The OCPs will receive 100 percent of their fees for post-petition services rendered, and expenses incurred, without further approval of the court. The OCPs can be reached through: James M. Susa, Esq. DeConcini McDonald Yetwin & Lacy, P.C. 2525 E. Broadway Blvd., Suite 200 Tucson, AZ 85716 Phone: 520-322-5000 Email: JSusa@dmyl.com -- and -- Tariq Khan R&A CPAs 4542 E Camp Lowell Drive, Suite 100 Tucson, AZ 85712 Phone: 520-214-3484/520-214-6736 About Crestwood Hospitality Crestwood Hospitality, LLC, a Tucson, Ariz.-based company that operates in the hotels and motels industry, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 21-03091) on April 30, 2021. Sukhbinder Khangura, member and vice president, signed the petition. At the time of the filing, the Debtor disclosed total assets of up to $10 million and total liabilities of up to $50 million. Judge Brenda Moody Whinery oversees the case. Sacks Tierney, PA serves as the Debtor's legal counsel. DECK SUPPLY: Wins Cash Collateral Access Thru June 18 ----------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of California has authorized Deck Supply Warehouse, LLC to use cash collateral on an interim basis pending a final hearing to be held June 18, 2021, at 11 a.m. The Debtor is authorized to use cash collateral to maintain business operations in an amount not to exceed $16,544.87 for the expenses specifically itemized in the budget. As adequate protection for the Debtor's use of cash collateral, each secured party is granted a replacement lien which will secure any post-petition diminution in the value of each secured claim, provided such lien will be subordinated to the compensation and expense reimbursement (excluding professional fees) allowed to any trustee appointed in the case. The replacement lien will encumber only post-petition property of the same type as such creditor's prepetition collateral, the cash proceeds of which the Debtor is authorized to use. To the extent multiple creditors assert an interest in the same collateral, the replacement lien is granted to each creditor in the same priority as such creditors' liens attach to the cash collateral used. A copy of the order is available for free at https://bit.ly/2TNVHgN from PacerMonitor.com. About Deck Supply Warehouse, LLC Deck Supply Warehouse, LLC is wholesaler of premium decking materials. Deck Supply filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 21-10266) on May 27, 2021 in the U.S. Bankruptcy Court for the Northern District of California. In the Petition signed by Jeanette Leavens, managing member, the Debtor disclosed $569,116 in total assets and $1,518,068 in total liabilities as of May 26, 2021. Judge Charles Novack presides over the case. The Law Offices of Brian A. Barboza represents the Debtor as counsel. DIAGNOSTIC RADIOLOGY: Seeks to Hire Furr and Cohen as Legal Counsel ------------------------------------------------------------------- Diagnostic Radiology Center of The Treasure Coast, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Furr and Cohen, P.A. to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor with respect to its powers and duties and the continued management of its business operations; (b) advising the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) preparing legal documents; (d) protecting the interest of the Debtor in all matters pending before the court; and (e) representing the Debtor in negotiations with creditors in the preparation of a Chapter 11 plan. The firm's hourly rates are as follows: Robert C. Furr $675 per hour Charles I. Cohen $575 per hour Alvin S. Goldstein $575 per hour Alan R. Crane $525 per hour Marc P. Barmat $525 per hour Jason S. Rigoli $375 per hour Paralegals $175 per hour As disclosed in court filings, Furr and Cohen and its attorneys do not represent any interest adverse to the Debtor. Furr and Cohen can be reached through: Robert C. Furr, Esq. Furr and Cohen, P.A. 2255 Glades Road, Suite 301E Boca Raton, FL 33431 Phone: (561) 395-0500 Fax: (561)338-7532-fax Email: rfurr@furrcohen.com About Diagnostic Radiology Center of The Treasure Coast Inc. Fort Pierce, Fla.-based Diagnostic Radiology Center of The Treasure Coast, Inc. provides a wide variety of imaging services, with old-fashioned personalized patient care combined with advanced technology. Diagnostic Radiology Center filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-15443) on June 1, 2021. At the time of filing, the Debtor disclosed $1,627,813 in assets and $2,755,580 in liabilities. Judge Erik P. Kimball presides over the case. Furr and Cohen P.A. serves as the Debtor's legal counsel. ELLSWORTH HANSEN: Creditors Will be Paid Within 62 Months --------------------------------------------------------- Ellsworth Hansen Associates LLC submitted a Second Amended Plan and a corresponding Disclosure Statement on June 7, 2021. The Debtor owns the real property at 817 William Avenue, Westminster, Maryland 21157 ("Williams Avenue") where the Hansens reside. The estimated value of Williams Avenue is $300,000.00 and the property is unencumbered. The Debtor also holds title to a 2007 Hyundai Santa Fe which is valued at $3,500.00, is unencumbered, and is used by the Hansens. The Debtor's only source of income is $500.00 per month paid to it as rent by the Hansens for the use of Williams Avenue. The Plan will provide for monthly payments to secured and unsecured creditors in the amount of $500.00 for approximately 62-months ($31,000.00 total payout). The Plan will pay any allowed administrative claims, as approved by the Court, on a monthly basis following the Effective Date of the Plan (excepting U.S. Trustee fees which are to be paid on the Effective Date and then as they come due). All Plan payments will be paid within approximately 62-months of the Effective Date of the Plan. The Plan represents a proposed legally binding agreement by the Debtor and an informed judgment concerning the Plan cannot be made without understanding it. Attorneys for the Debtor: Edward M. Miller MILLER & MILLER, LLP 39 N. Court St. Westminster, MD 21157 410-751-5444 E-mail: mmllplawyers@verizon.net A copy of the Disclosure Statement is available at https://bit.ly/3g1Z2S2 from PacerMonitor.com. About Ellsworth Hansen Associates Ellsworth Hansen Associates LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 19-21159) on Aug. 20, 2019, estimating under $1 million in both assets and liabilities. The Debtor is represented by Edward M. Miller, Esq., at Miller & Miller, LLP. FF FUND: Court Confirms FF Fund I, F5 Business Second Amended Plans ------------------------------------------------------------------- Judge Laurel M. Isicoff confirmed the Second Amended Plans of Reorganization of FF Fund I, L.P. and F5 Business Investment Partners, LLC. The Second Amended Plan provides for Soneet R. Kapila to become the Liquidating Trustee to administer the Liquidating Trust pursuant to the Second Amended Plan and the Liquidating Trust Agreement. The Second Amended Plan for the FF Fund Debtor was modified to clarify which entities are excluded from the definition of Allowed Limited Partner Equity Interests in Debtor FF Fund I, L.P., namely the (i) Limited Partner Equity Interests of (a) Dennis Hesrch TTEE, The Linden West Trust, and (b) HKW 2018 Trust, and (ii) any Limited Partner Equity Interests that are disallowed by Order of the Court. Included, however, as Allowed Limited Partner Equity Interests are those Claims that are reclassified as Limited Partner Equity Interests by Order of the Court, provided, however, that the allowed amounts of Limited Partner Equity Interests may be determined by further Order of the Court upon motion by the Liquidating Trustee, after notice and a hearing. A copy of the confirmation order is available for free at https://bit.ly/2RBzsdp from PacerMonitor.com. The Court will conduct a post-confirmation status conference on July 7, 2021, at 9:30 a.m., via by telephone though Court Solutions. About FF Fund FF Fund I, L.P., is a limited partnership that was formed in August 2010. FF Fund's general partner is FF Management. FF Fund's offering documents identified a broad range of investment strategies to achieve its stated objectives of "capital appreciation and current income." FF Fund has 13 subsidiaries and affiliates that FF Management set up and routinely evolved over the roughly 10 years since FF Fund's formation for various accounting, tax, audit, insurance, regulatory, liquidity, operational, and administrative reasons. F3 Real Estate Partners, LLC, was established to invest in real estate primarily from 2011 through 2019. Prior to the CRO's appointment, F3 purchased and then sold a residential complex containing 87 condominium units in West Palm Beach, FL, which sale transaction closed in May 2019. F5 Business Investment Partners, LLC, held and currently owns the majority of the current investments made by FF Fund with monies received from the Limited Partners. The investments made by the F5 consisted mainly of (i) illiquid, non-tradeable privately held shares in early-stage or start-up companies, (ii) minority interests in real estate partnerships, or (iii) unsecured promissory notes. F6 Standard Securities Partners, LLC, held liquid hedge fund investments. The remainder of the subsidiaries had nominal investments. On Sept. 24, 2019, FF Management retained Soneet R. Kapila to manage FF Fund. FF Management was and is controlled by Andrew Franzone. FF Fund I L.P., an investment company based in Miami, Fla., filed a voluntary petition for relief under Chapter 11 of Bankruptcy Code (Bankr. S.D. Fla. Case No. 19-22744) on Sept. 24, 2019. In the petition signed by CRO Soneet R. Kapila, the Debtor estimated $50 million to $100 million in assets and $1 million to $10 million in liabilities. On Jan. 24, 2020, F5 Business Investment Partners, LLC, an affiliate of FF Fund, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 20-10996). The case is jointly administered with that of FF Fund. At the time of the filing, F5 Business estimated assets of between $10 million and $50 million and liabilities of between $1 million and $10 million. Chief Judge Laurel M. Isicoff oversees the cases. Paul J. Battista, Esq., at Genovese Joblove & Battista, P.A., is serving as the Debtors' legal counsel. No creditors' committee has been appointed in the case. In addition, no trustee or examiner has been appointed. FLOW SERVICES: Unsecureds Will Receive 100% of Their Claims ----------------------------------------------------------- Flow Services & Consulting, Inc., submitted an Immaterially Modified Plan of Liquidation. The Debtor owns real property with an estimated value of $533,763, and estimates its personal property (or its interest in such) to be valued at $1,778,086. The majority of the Debtor's personal property is inventory and equipment. On Jan. 12, 2021, and on February 8, 2021, the court entered interim and final orders, respectively, authorizing the retention of Stout Risius Ross, LLC, as financial advisor to the Debtor. However, the Stout professionals working on the Debtor's case have since moved to Grant Thornton, LLP, and a renewed application to employ these same professionals through Grant Thornton, LLP, was granted on April 7, 2021. On Jan. 21, 2021, the court entered an order granting the Debtor's Motion to Approve Compromise with ACE Funding Source, LLC (“ACE”), who pre-petition sent letters to Debtor's customers requesting customer payments be directed to ACE. Under the Order, Debtor was able to begin receiving these distrained funds. On Feb. 8, 2021, the court set the deadline for non-governmental creditors to file proof of claims as March 8, 2021, and for governmental creditors as July 6, 2021. The Plan proposes to treat claims and interests as follows: * Class 2 – General Unsecured Claims totalling $1,508,252. Each holder of an Allowed General Unsecured Claim shall receive 100% of the value of its Allowed General Unsecured Claim. Class 2 is impaired. * Class 3 – Unsecured Non-Debtor Affiliate Claims totaling $184,028. The holder of the Unsecured Non-Debtor Affiliate Claim shall receive 100% of the value of his Unsecured Non-Debtor Affiliate Claim, without interest, during the Distribution Period. Class 3 is impaired. The Plan will be funded from the proceeds of the Plan Sale, and may also be funded by other income generated by the Debtor's business operations. Attorneys for the Debtor: Bradley L. Drell Heather M. Mathews GOLD, WEEMS, BRUSER, SUES & RUNDELL P. O. Box 6118 Alexandria, LA 71307-6118 Telephone (318) 445-6471 Fax: (318) 445-6476 E-mail: bdrell@goldweems.com A copy of the Disclosure Statement is available at https://bit.ly/3v3MP3B from PacerMonitor.com. About Flow Services & Consulting Flow Services and Consulting Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 21-50005) on Jan. 5, 2021. Keith J. Martin, president, signed the petition. In the petition, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge John W. Kolwe oversees the case. The Debtor tapped Gold, Weems, Bruser, Sues & Rundell APLC as legal counsel, Stout Risius Ross LLC and Grant Thornton LLP as financial advisor, and Girouard, Melancon & Associates, LLC as accountant. FTPO LLC: Seeks Approval to Hire Furr and Cohen as Legal Counsel ---------------------------------------------------------------- FTPO, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Furr and Cohen, P.A. to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor with respect to its powers and duties and the continued management of its business operations; (b) advising the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) preparing legal documents; (d) protecting the interest of the Debtor in all matters pending before the court; and (e) representing the Debtor in negotiations with creditors in the preparation of a Chapter 11 plan. The firm's hourly rates are as follows: Robert C. Furr $675 per hour Charles I. Cohen $575 per hour Alvin S. Goldstein $575 per hour Alan R. Crane $525 per hour Marc P. Barmat $525 per hour Jason S. Rigoli $375 per hour Paralegals $175 per hour As disclosed in court filings, Furr and Cohen and its attorneys do not represent any interest adverse to the Debtor. Furr and Cohen can be reached through: Robert C. Furr, Esq. Furr and Cohen, P.A. 2255 Glades Road, Suite 301E Boca Raton, FL 33431 Phone: (561) 395-0500 Fax: (561)338-7532-fax Email: rfurr@furrcohen.com About FTPO LLC Port Saint Lucie, Fla.-based FTPO, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-15445) on June 1, 2021. At the time of the filing, the Debtor disclosed total assets of up to $1 million and total liabilities of up to $10 million. Judge Erik P. Kimball presides over the case. Furr and Cohen, P.A. represents the Debtor as legal counsel. FUTURUM COMMUNICATIONS: Gets OK to Hire Onsager as Legal Counsel ---------------------------------------------------------------- Futurum Communications Corporation received approval from the U.S. Bankruptcy Court for the District of Colorado to hire Onsager Fletcher Johnson, LLC to serve as legal counsel in its Chapter case. The firm's services include: (a) legal advice with respect to the Debtor's rights and duties and the continued operation of its business; (b) representation of the Debtor in any manner relevant to preserving and protecting its estate; (c) preparation of legal papers; (d) court appearance; (e) assistance in the winding up and dismissal of the bankruptcy proceedings of the Debtor following confirmation of its Chapter 11 plan; (f) assistance in administrative matters; and (g) other legal services, which may be necessary and proper in the Debtor's bankruptcy proceedings. The firm's hourly rates are as follows: Christian Onsager $450 per hour J. Brian Fletcher $335 per hour Andrew D. Johnson $310 per hour Alice A. White $350 per hour Joli A. Lofstedt $350 per hour Gabrielle G. Palmer $225 per hour Charles R. Scheurich $175 per hour Paralegals $100 per hour Andrew Johnson, Esq., disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Christian C. Onsager, Esq. Andrew D. Johnson, #36879 Onsager Fletcher Johnson, LLC 600 17th Street, Suite 425N Denver, CO 80202 Tel.: (720) 457-7061 Emails: consager@OFJlaw.com ajohnson@OFJlaw.com About Futurum Communications Corporation Futurum Communications Corporation -- https://forethought.net -- is an independent locally owned internet, cloud and communications service provider with offices in Denver, Grand Junction and Durango, offering a portfolio of enterprise-level cloud hosting, colocation, Internet, voice and data solutions. Futurum Communications sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 21-11331) on March 21, 2021. Jawaid Bazyar, president, signed the petition. In the petition, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Judge Kimberley H. Tyson oversees the case. The Debtor tapped Onsager Fletcher Johnson, LLC as its legal counsel and Cook Forensics, LLC as its accountant. GATEWAY FOUR: Seeks Cash Collateral Access ------------------------------------------ David K. Gottlieb, as Chapter 11 Trustee of the Gateway Four, LP Bankruptcy Estate, asks the U.S. Bankruptcy Court for the Central District of California, San Fernando Valley Division, to continue using cash collateral upon the same terms and conditions as previously approved by the court. The Gateway Four estate's primary asset is the Gateway Four Property. Romspen Mortgage Limited Partnership asserts a $60 million first priority secured claim, and KPRS Construction Services, Inc. asserts an $8 million secured claim. KPRS's claim is inclusive of a number of subcontractors' mechanic's lien claims. In accordance with the April 2021 DIP Financing/Cash Collateral Stipulation, Romspen advance to the Trustee the additional $382,300 of post-petition financing. The Trustee's authority to use cash collateral and the $382,300 of post-petition financing provided by Rompsen in accordance with the April 2021 DIP Financing/Cash Collateral Stipulation expired on May 31, 2021. As of June 1, 2021, the Trustee has in his possession total available cash of $356,800 remaining from the April 2021 DIP Financing/Cash Collateral Stipulation. The Trustee's proposed operating budget for the month of June 2021, which includes total disbursements of $340,700, approximately $141,000 of which relates to disbursements that were included in previously approved budgets but not yet disbursed solely due to timing issues. The June 2021 Budget covers expenses proposed to be paid only through June 30, 2021. In order for the Trustee to continue to administer the Gateway Four bankruptcy estate beyond June 30, 2021, the Trustee requires further post-petition financing. Subject to the Court's approval of the Stipulation, Romspen has agreed to consent to the Trustee's use of the Gateway Four June Remaining Funds to pay the expenses set forth in the June 2021 Budget in accordance with and subject in all respects to the terms of the Court's prior financing and cash collateral orders. All of the rights and protections afforded to Romspen, KPRS, Largo and all other parties who assert an interest in the assets of the Gateway Four estate as set forth in the Court's prior financing and cash collateral orders shall continue in effect on the terms set forth therein. As set forth in the Stipulation, assuming the Court approves the deal, the terms of the postpetition financing agreements between the Trustee and Romspen will be modified solely to amend the Approved Budget attached thereto to conform with the revised June 2021 Budget. Moreover, the Carve-Out provisions and procedures set forth in the Court's financing and cash collateral orders will apply to the payment of professional fees and expenses as set forth in the June 2021 Budget. The Trustee also requests the Court to schedule a final hearing on the Motion and the Stipulation. A copy of the motion and the Debtor's budget is available for free at https://bit.ly/3vfhUBH from PacerMonitor.com. About Gateway Four LLP Gateway Four LP and its affiliates Gateway Two LP and Gateway Five LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Lead Case No. 20-11581) on Aug. 31, 2020. In the petition signed by its president, James Acevedo, Gateway Four disclosed up to $100 million in assets and up to $50 million in liabilities. Judge Martin R. Barash oversees the case. Daniel M. Shapiro, Esq., Attorney at Law serves as the Debtors' counsel, and the Law Office of Sevan Gorginian as co-counsel. David K. Gottlieb of D. Gottlieb & Associates, LLC, has been appointed as Chapter 11 Trustee. He is represented by Ron Bender, Esq. and Krikor J. Meshefejian, Esq. at Levene, Neale, Bender, Yoo & Brill L.L.P. GIRARDI & KEESE: Tom Girardi's Conservatorship Made Permanent ------------------------------------------------------------- Law360 reports that a Los Angeles judge on Wednesday, June 9, 2021, placed disgraced trial attorney Thomas V. Girardi permanently under the care of his brother in conservatorship, despite claims the 81-year-old attorney is faking having Alzheimer's in order to insulate himself from allegations that he stole tens of millions of dollars from his own clients. The decision by Los Angeles Superior Court Judge Daniel Juarez, which followed a perfunctory hearing that lasted less than 10 minutes, could block efforts by the California Bar to sanction Girardi for his decades of alleged misconduct. 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 GRUPO AEROMEXICO: Committee Taps Willkie Farr as Legal Counsel -------------------------------------------------------------- The official committee of unsecured creditors of Grupo Aeromexico, S.A.B. de C.V. and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to retain Willkie Farr & Gallagher LLP as its legal counsel. The firm's services include: a. advising the committee in connection with its powers and duties under the Bankruptcy Code, the Bankruptcy Rules and the Local Rules; b. assisting the committee in its consultation with the Debtors relative to the administration of their Chapter 11 cases; c. attending meetings and negotiating with representatives of the Debtors and other parties-in-interest; d. assisting the committee in its examination and analysis of the conduct of the Debtors' affairs; e. advising the committee in connection with any sale of the Debtors' assets; f. assisting the committee in the review, analysis and negotiation of any Chapter 11 plan of reorganization or liquidation that may be filed; g. taking all necessary actions to protect and preserve the interests of the committee, including (i) possible prosecution of actions on its behalf; (ii) if appropriate, negotiations concerning all litigation in which the Debtors are involved; and (iii) if appropriate, review and analysis of claims filed against the Debtors' estates; h. preparing legal papers; i. appearing before the bankruptcy court, the appellate courts and the U.S. trustee; and j. other necessary legal services. The firm's hourly rates are as follows: Partners and Counsel $1,250 to $1,800 per hour Associates and Law Clerks $410 to $1,225 per hour Paraprofessionals $280 to $460 per hour Brett Miller, Esq., a partner at Willkie Farr & Gallagher, disclosed in court filings that the firm's attorneys do not represent any interest adverse to the Debtors and their estates. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Kerr disclosed that: -- Willkie Farr & Gallagher has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement; -- none of the professionals included in the engagement vary their rate based on the geographic location of the bankruptcy case; -- Willkie Farr & Gallagher has not represented the committee in the 12 months prior to the Debtors' Chapter 11 filing; and -- the committee and the firm expect to develop a prospective budget and staffing plan to comply with the U.S. trustee's requests for additional disclosures and orders of the court. The firm can be reached through: Brett H. Miller, Esq. Todd M. Goren, Esq. Craig A. Damast, Esq. Debra M. Sinclair, Esq. Willkie Farr & Gallagher LLP 787 Seventh Avenue New York, NY 10019 Telephone: (212) 728-8000 Facsimile: (212) 728-8111 Email: bmiller@willkie.com tgoren@willkie.com cdamast@willkie.com dsinclair@willkie.com About Grupo Aeromexico Grupo Aeromexico, S.A.B. de C.V. -- https://www.aeromexico.com/ -- is a holding company whose subsidiaries are engaged in commercial aviation in Mexico and the promotion of passenger loyalty programs. Aeromexico, Mexico's global airline, has its main hub at Terminal 2 at the Mexico City International Airport. Its destinations network features the United States, Canada, Central America, South America, Asia and Europe. Grupo Aeromexico and three of its subsidiaries sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-11563) on June 30, 2020. In the petitions signed by CFO Ricardo Javier Sanchez Baker, the Debtors reported consolidated assets and liabilities of $1 billion to $10 billion. The Debtors tapped Davis Polk and Wardell LLP as their bankruptcy counsel, and Rothschild & Co US Inc. and Rothschild & Co Mexico S.A. de C.V. as financial advisor and investment banker. White & Case LLP, Cervantes Sainz S.C. and De la Vega & Martinez Rojas, S.C. serve as the Debtors' special counsel. Epiq Corporate Restructuring, LLC is the claims and administrative agent. The U.S. Trustee for Region 2 appointed a committee to represent unsecured creditors on July 13, 2020. The committee is represented by Willkie Farr & Gallagher, LLP and Morrison & Foerster, LLP. GRUPO AEROMEXICO: Taps De la Vega & Martinez Rojas as Labor Counsel ------------------------------------------------------------------- Grupo Aeromexico, S.A.B. de C.V. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of New York to hire De la Vega & Martinez Rojas, S.C. as special labor counsel. The firm will render these services: a) provide weekly review of the labor bulletin issued by the Federal and Local Board of Conciliation and Arbitration, in order to know the progress of the issues already existing as well as the most recent issues; b) attend to the Conciliation Summons before the Labor Defense Attorney's Office; c) manage all individual labor lawsuits of Grupo Aeromexico in Mexico preparation of proof submission documents, incidents, objections, pleadings related to all individual labor trials of Grupo Aeromexico and applicable communications with the Debtors regarding the same; d) prepare amparo proceedings, legal resources against resolutions, suspension requests and any other legal document necessary for the defense of the company's interests; e) prepare and submit memorandums and papers on relevant topics, new criteria, legal reforms, and any other, related to labor or social security matters; f) prepare labor contract termination processes due to causes attributable to the employee; g) coordinate and execute of termination processes with executive's, unionized employee, as well as, mass terminations; h) send reports via email on the procedural status of the trials, preparation of hearings and legal proceedings as requesting information for defense preparation; i) properly give notice about notifications, documents or any other important notice that the authority requires; j) create and send reports on high-risk trials, in order to establish joint strategies and the possible creation of economic reserves; k) prepare documents answering the claim, evidence, allegations or any other necessary for the trial, including filing of constitutional appeals and/or appeals that the law contains; l) attend collective bargaining agreement negotiations of Grupo Aeromexico with unions (e.g., ASPA, ASSA, STIA and Independencia); m) attend conciliation process before the Federal Labor Authorities, such as the Ministry of Labor and the Conciliation and Arbitration Board; n) attend to conciliatory talks in order to reach negotiations that benefit the interests of the client; o) provide relief from daily consultations related to labor and/or labor union matters; p) prepare and dispatch of letters from external auditors regarding litigation served by DLVMR; q) provide legal counsel regarding the implementation of the new labor justice system in Mexico; r) provide legal advice regarding the implementation of the new home office legislation; s) provide legal counsel regarding the implementation of outsourcing; t) provide legal advice on all matters related to the implementation of the new legal system on collective bargaining, freedom of association, effective collective bargaining and trade union democracy; and u) provide training courses to the Debtors's legal relations team, in relation with the changes in the labor legislation and strategy development. The firm will bill the Debtors at an average rate of $350 per hour. Ricardo Luis Martínez Rojas, Esq., a partner at De la Vega & Martínez Rojas, disclosed in a court filing that the firm neither represents nor holds interests adverse to the Debtors and their estates. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, De la Vega & Martínez Rojas disclosed that: -- the firm has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement; -- none of the professionals included in the engagement vary their rate based on the geographic location of the bankruptcy case; -- the firm's billing rates during the 12 months prior to the Debtors' Chapter 11 filing were: Managing Partner, $479; Partner, $434; Counsel, $389; Senior Attorney, $389; Attorney, $319; Junior Attorney, $213; and Law Clerk, $106 per hour. There were no adjustments to the billing rates, except for non-material adjustments in the firm's ordinary course of business to reflect annual inflation, or material financial terms during the 12 months prepetition; and -- the firm has been working with the Debtors on a prospective budget and will continue to work with the Debtors on these plans. The firm can be reached through: Ricardo Luis Martínez Rojas, Esq. De la Vega & Martinez Rojas, S.C. Guillermo Gonzalez Camarena 1100, 7th Floor Santa Fe, Alvaro Obregon P.C. 01210 Mexico City, Mexico Tel: +52 (55) 4163 2100 Email: rmartinez@dlvmr.com.mx About Grupo Aeromexico Grupo Aeromexico, S.A.B. de C.V. -- https://www.aeromexico.com/ -- is a holding company whose subsidiaries are engaged in commercial aviation in Mexico and the promotion of passenger loyalty programs. Aeromexico, Mexico's global airline, has its main hub at Terminal 2 at the Mexico City International Airport. Its destinations network features the United States, Canada, Central America, South America, Asia and Europe. Grupo Aeromexico and three of its subsidiaries sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-11563) on June 30, 2020. In the petitions signed by CFO Ricardo Javier Sanchez Baker, the Debtors reported consolidated assets and liabilities of $1 billion to $10 billion. The Debtors tapped Davis Polk and Wardell LLP as their bankruptcy counsel, and Rothschild & Co US Inc. and Rothschild & Co Mexico S.A. de C.V. as financial advisor and investment banker. White & Case LLP, Cervantes Sainz S.C. and De la Vega & Martinez Rojas, S.C. serve as the Debtors' special counsel. Epiq Corporate Restructuring, LLC is the claims and administrative agent. The U.S. Trustee for Region 2 appointed a committee to represent unsecured creditors on July 13, 2020. The committee is represented by Willkie Farr & Gallagher, LLP and Morrison & Foerster, LLP. GUDORF SUPPLY: Unsec. Creditors to Get 100% via Quarterly Payments ------------------------------------------------------------------ Gudorf Supply Company, Inc., d/b/a Gudorf Plumbing Heating Cooling and Electrical, Inc. filed with the U.S. Bankruptcy Court for the Southern District of Indiana a Combined Small Business Chapter 11 Plan of Reorganization and Disclosure Statement dated June 8, 2021. Gudorf Supply Company, Inc., was formed in the 1960's by Michael Gudorf's father. Core operations are profitable but have long been challenged by servicing the legacy debt. To address that situation and to enliven its key marketing point of letting customers know the range of services provided by the firm, Gudorf Plumbing, Heating, Cooling and Electrical, Inc., was created in early 2020. The member case Debtor has not had and will not have any business operations going forward but the Debtor will use the name as a d/b/a. The profits available to creditors under the Plan will first be used to satisfy any and all outstanding administrative fees and expenses of the Debtor's professionals and the Subchapter V Trustee and any other administrative expenses of the Debtor. The profits will then be used to make pro rata distributions to the holders of Allowed Claims. Priority tax claims will be paid in accordance with the priority set forth in the Code. Such claims are deemed to be impaired under the Plan. There are substantial secured and priority tax claims in favor of Internal Revenue Service in the amount of approximately $364,000.00 and Indiana Department of Revenue of approximately $49,000. Other than the DIP lender and the taxing authorities there are no secured claims recognized or treated by the Plan, expressly including the claims of any lender who purports to have a security interest in future accounts receivable or other described intangibles, all of whom are treated as general unsecured creditors. Class 3 consists of Allowed General Unsecured Claims which claims shall receive a pro rata payment after satisfaction of the superior class claims treated under the Plan up to the full amount of the allowed claim of such creditor. Such claims shall be allowed, settled, compromised, satisfied and paid by a quarterly distribution of 100% of the net profits of the Debtor for the preceding quarter calculated in accordance with generally accepted accounting principles for 20 quarters following confirmation of the Plan. Class 3 is impaired and is entitled to vote on the Plan. Under Subchapter V the Court may confirm a Plan that allows the owners of the interests in the Debtor to retain those interest despite any failure of the Plan to pay creditors in full. Michael Gudorf shall retain his ownership interests under the Plan. Cash generated by ongoing operations shall first be used to fund administrative expenses, including professional and case Trustee fees and expenses. The Plan pays priority claims in accordance with the treatment allowed under the Code. Given their size such payment will consume much of the cash available to creditors. After satisfaction of these claims, general unsecured creditors shall be paid pro rata out of all remaining Plan payments. A full-text copy of the Combined Disclosure Statement and Plan dated June 8, 2021, is available at https://bit.ly/3wdHCYi from PacerMonitor.com at no charge. Attorney for the Debtor: KC Cohen 04310-49 KC Cohen, Lawyer, PC 151 N. Delaware St., Ste. 1106 Indianapolis, IN 46204 Tel: 317.715.1845 Fax: 636.8686 E-mail: kc@esoft-legal.com About Gudorf Supply Company Gudorf Supply Company, Inc., a residential heating and air service company in Jasper, Ind., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Case No. 21-70158) on March 10, 2021. Michael Gudorf, president, signed the petition. At the time of the filing, the Debtor disclosed total assets of up to $50,000 and total liabilities of up to $10 million. Judge Andrea K. McCord oversees the case. The Debtor tapped KC Cohen, Lawyer PC as legal counsel; Michael L. Einterz, Esq., at Einterz and Einterz as special counsel; and Richey, Mills & Associates, LLP as financial advisor. GUITAMMER COMPANY: Seeks to Hire Strip Hoppers as Co-Counsel ------------------------------------------------------------ The Guitammer Company seeks approval from the U.S. Bankruptcy Court for the Southern District of Ohio to hire Myron N. Terlecky, Esq. and Strip, Hoppers, Leithart, McGrath & Terlecky Co., LPA as its bankruptcy co-counsel. The firm will render these services: (a) advise the Debtor with respect to its rights, powers and duties in this case; (b) assist and advise the Debtor in connection with the administration of this case; (c) prepare and/or review motions, applications, orders, and other filings filed with the Court to advise Debtor's primary counsel on matters concerning local rules and orders and to ensure compliance with local rules and orders; and (d) perform any and all such other legal services. The firm will be paid at these hourly rates: Myron Terlecky $350 John Kennedy $300 Paraprofessionals $100 Strip Hoppers is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Myron N. Terlecky, Esq. John W. Kennedy, Esq. Strip, Hoppers, Leithart, McGrath & Terlecky Co., LPA 575 South Third Street Columbus, OH 43215-5759 Tel: (614) 228-6345 Fax: (614) 228-6369 Email: mnt@columbuslawyer.net jwk@columbuslawyer.net About The Guitammer Company The Guitammer Company, a Columbus, Ohio-based manufacturer of audio and video equipment, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case No. 21-50832) on March 16, 2021. At the time of filing, the Debtor disclosed $1,240,945 in assets and $4,559,936 in liabilities. Frederic P. Schwieg, Esq., at Schwieg Law, serves as the Debtor's legal counsel. HASTINGS MASTER: Seeks to Hire Wenokur Riordan as Counsel --------------------------------------------------------- Hastings Master Tenant, LLC, seeks approval for the U.S. Bankruptcy Court for the Western District of Washington to hire Alan J. Wenokur, Esq. and Wenokur Riordan PLLC to serve as its Chapter 11 counsel. The firm will render these services: -- take all actions necessary to protect and preserve Debtor’s bankruptcy estate, including the prosecution of any actions on Debtor’s behalf, defense of any action commenced against Debtor, negotiations concerning litigation in which Debtor is involved, objections to claims filed against Debtor in this bankruptcy case, and the compromise or settlement of claims; -- prepare the necessary applications, motions, memoranda, responses, complaints, answers, orders, notices, reports and other papers required from Debtor as Debtor-in-possession in connection with administration of this case; -- negotiate with creditors concerning a Chapter 11 plan, to prepare a Chapter 11 plan and disclosure statement and related documents, and to take the steps necessary to confirm and implement the proposed plan of liquidation; -- provide such other legal advice or services as may be required in connection with the Chapter 11 case. The Debtor has agreed to compensate the firm on the basis of its ordinary hourly rates. An initial fee deposit of $50,000 was made on November 4, 2020, anticipating immediate filings. After an agreement was reached with Pender for a foreclosure extension, most of that money was returned to the companies. $50,000 was redeposited on March 30, 2021. Wenokur Riordan's representation of the Debtor does not conflict with its representation of other clients, according to court filings. The firm can be reached through: Alan J. Wenokur, Esq. Wenokur Riordan PLLC 600 Stewart St #1300 Seattle, WA 98101 Phone: +1 206-724-0846 Email: alan@wrlawgroup.com About Hastings Master Tenant Hastings Master Tenant, LLC, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 21-10996) on May 20, 2021. The petition was signed by Heather Dudley-Nollette, co-manager. At the time of filing, the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. Alan J. Wenokur, Esq. at WENOKUR RIORDAN PLLC serves as the Debtor's counsel. HERTZ CORP: Noteholders Reach Deal to Drop Ch. 11 Plan Objections ----------------------------------------------------------------- Law360 reports that Hertz Co.'s second-lien noteholders told a Delaware bankruptcy judge they've reached a preliminary deal to drop their claim that the auto rental giant's Chapter 11 plan fails to give them the payments and rights their $350 million in notes entitle them to. In a statement filed with the court Tuesday, June 8, 2021, BOK Financial Corp., the trustee for the noteholders, said it was dropping its objection to the Chapter 11 plan after reaching an "agreement in principle" with Hertz on subjects including interest payments and the costs the trustee ran up over the course of the bankruptcy. About Hertz Corp. Hertz Corp. and its subsidiaries -- http://www.hertz.com/-- operate a worldwide vehicle rental business under the Hertz, Dollar, and Thrifty brands, with car rental locations in North America, Europe, Latin America, Africa, Asia, Australia, the Caribbean, the Middle East, and New Zealand. They also operate a vehicle leasing and fleet management solutions business. On May 22, 2020, The Hertz Corporation and certain of its U.S. and Canadian subsidiaries and affiliates filed voluntary petitions for reorganization under Chapter 11 in the U.S. Bankruptcy Court for the District of Delaware (Bankr. D. Del. Case No. 20-11218). Judge Mary F. Walrath oversees the cases. The Debtors have tapped White & Case LLP as their bankruptcy counsel, Richards, Layton & Finger, P.A., as local counsel, Moelis & Co. as investment banker, and FTI Consulting as financial advisor. The Debtors also retained the services of Boston Consulting Group to assist the Debtors in the development of their business plan. Prime Clerk LLC is the claims agent. The U.S. Trustee for Regions 3 and 9 appointed a Committee to represent unsecured creditors in Debtors' Chapter 11 cases. The Committee has tapped Kramer Levin Naftalis & Frankel LLP as its bankruptcy counsel, Benesch Friedlander Coplan & Aronoff LLP as Delaware counsel, UBS Securities LLC as investment banker, and Berkeley Research Group, LLC, as financial advisor. Ernst & Young LLP provides audit and tax services to the Committee. HIGHLAND CAPITAL: Chapter 11 Contempt Motion to be Granted ---------------------------------------------------------- Law360 reports that a Texas bankruptcy judge said Tuesday, June 8, 2021, she would be granting a motion from bankrupt investment firm Highland Capital Management seeking sanctions against parties who pursued litigation claims against the debtor's CEO despite a court order barring them, but said she needed time to determine the amount of the sanctions. During a hearing in Dallas, U. S. Bankruptcy Judge Stacey G. C. Jernigan said she believes her July 2020 order approving the retention of James P. Seery Jr. as Highland Capital's CEO was clear that any party seeking to commence or pursue claims against Seery must first receive permission from the bankruptcy court. About Highland Capital Management Highland Capital Management, LP was founded by James Dondero and Mark Okada in Dallas in 1993. Highland Capital is the world's largest non-bank buyer of leveraged loans in 2007. It also manages collateralized loan obligations. In March 2007, it raised $1 billion to buy distressed loans. Collateralized loan obligations are created by bundling together loans and repackaging them into new securities. Highland Capital Management sought Chapter 11 protection (Bank. D. Del. Case No. 19-12239) on Oct. 16, 2019. On Dec. 4, 2019, the case was transferred to the U.S. Bankruptcy Court for the Northern District of Texas and was assigned a new case number (Bank. N.D. Texas Case No. 19-34054). Judge Stacey G. Jernigan is the case judge. At the time of the filing, Highland had between $100 million and $500 million in both assets and liabilities. The Debtor tapped Pachulski Stang Ziehl & Jones LLP as bankruptcy counsel, Foley & Lardner LLP as special Texas counsel, and Teneo Capital, LLC as litigation advisor. Kurtzman Carson Consultants, LLC is the claims and noticing agent. The U.S. Trustee for Region 6 appointed a committee of unsecured creditors on Oct. 29, 2019. The committee tapped Sidley Austin LLP and Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, and FTI Consulting, Inc. as financial advisor. HRAG LLC: Seeks Approval to Hire Furr and Cohen as Legal Counsel ---------------------------------------------------------------- HRAG, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Furr and Cohen, P.A. to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor with respect to its powers and duties and the continued management of its business operations; (b) advising the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) preparing legal documents; (d) protecting the interest of the Debtor in all matters pending before the court; and (e) representing the Debtor in negotiations with creditors in the preparation of a Chapter 11 plan. The firm's hourly rates are as follows: Robert C. Furr $675 per hour Charles I. Cohen $575 per hour Alvin S. Goldstein $575 per hour Alan R. Crane $525 per hour Marc P. Barmat $525 per hour Jason S. Rigoli $375 per hour Paralegals $175 per hour As disclosed in court filings, Furr and Cohen and its attorneys do not represent any interest adverse to the Debtor. Furr and Cohen can be reached through: Robert C. Furr, Esq. Furr and Cohen, P.A. 2255 Glades Road, Suite 301E Boca Raton, FL 33431 Phone: (561) 395-0500 Fax: (561)338-7532-fax Email: rfurr@furrcohen.com About HRAG LLC Port Saint Lucie, Fla.-based HRAG, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-15446) on June 1, 2021. At the time of filing, the Debtor reported zero asset and total liabilities of $2,603,100. Judge Erik P. Kimball oversees the case. Furr and Cohen, PA serves as the Debtor's legal counsel. INVESTVIEW INC: Appoints Ralph Valvano as New CFO ------------------------------------------------- Investview, Inc. has named Ralph R. Valvano as chief financial officer, effective June 7, 2021. Mr. Valvano's prior experience included the positions of CFO/COO of J.C. Flowers Asset Management, part of a $15 billion-dollar private equity firm, Financial and Operations Principal (FinOp) of J.C. Flowers Securities, a FINRA registered broker-dealer, and CFO of Flowers National Bank NA. Prior to that, Mr. Valvano held various roles at JPMorgan Chase & Co. and ended his tenure as the Global Investment Bank Management Controller. Mr. Valvano began his career as a financial services auditor for PricewaterhouseCoopers. Mr. Valvano brings 26 years of global finance and transformation experience to Investview. He has a proven track record of delivering operational excellence, sustainable performance, and transformative change to innovative companies. Mr. Valvano succeeds Ms. Jayme McWidener, who served with Investview since 2017 and as chief financial officer since 2019. Ms. McWidener has been promoted to chief accounting officer. Mr. Valvano and Ms. McWidener, along with the Company's seasoned financial team, will oversee the Company's financials and investor relations, while ensuring a smooth transition of the Company's expanding business operations. Joe Cammarata, CEO, commented, "As Investview focuses on our next chapter of profitable growth, I'm excited to welcome Ralph as our new chief financial officer and to our executive leadership team particularly during a pivotal time when our business is undergoing an exciting strategic transformation. We are committed to advancing our long-term strategic priorities of accelerating organic growth, supplemented through business expansion and acquisitions. Ralph's proven financial leadership, strong financial acumen and deep capital markets experience are expected to drive Investview's continued financial performance through strengthening our balance sheet, and managing risk to deliver long-term sustainable growth for our shareholders. His extensive experience, enterprise-thinking and deep expertise in large, financial services organizations, paired with his leadership qualities make him an excellent addition to our experienced leadership team." "I am delighted to join Investview's leadership team, and am both energized and humbled by the opportunity," said Ralph Valvano. "As Investview continues on its transformation journey, I look forward to leading the company's financial operations and reporting while working with the Investview team to deliver on the Company's strategic priorities and oversee its commitment to driving shareholder value," continued Mr. Valvano, chief financial officer. "I'm excited to see the growth in the Investview management team and believe the addition in leadership reinforces our commitment to success. I am eager to embrace my new role as new chief accounting officer and to work closely with Ralph as a part of our journey to profitability. Investview and its subsidiaries continue to put the right people and plans in place, and I have no doubt we will be able to capitalize on the opportunities that lie ahead of us," said Jayme McWidener, chief accounting officer. Mr. Valvano has entered into an employment agreement with Investview under which he will receive a salary of $225,000 per year and an aggregate of 6.5 million shares of Investview's common stock, which vest over a five-year period. The employment agreement between Investview and Ms. McWidener was amended to reflect her new title and duties. About Investview Headquartered in Salt Lake City, Utah, Investview, Inc., is a diversified financial technology organization that operates through its subsidiaries, to provide financial products and services to individuals, accredited investors and select financial institutions. Investview reported a net loss of $21.28 million for the year ended March 31, 2020, compared to a net loss of $4.98 million for the year ended March 31, 2019. As of Dec. 31, 2020, the Company had $10.77 million in total assets, $23.79 million in total liabilities, and a total stockholders' deficit of $13.02 million. Haynie & Company, in Salt Lake City, Utah, the Company's auditor since 2017, issued a "going concern" qualification in its report dated June 29, 2020, citing that the Company has suffered losses from operations and its current cash flow is not enough to meet current needs. This raises substantial doubt about the Company's ability to continue as a going concern. IRONWOOD FINANCIAL: Seeks to Hire Craig M. Geno as Legal Counsel ---------------------------------------------------------------- Ironwood Financial, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Mississippi to employ the Law Offices of Craig M. Geno, PLLC to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor regarding issues arising from certain contract negotiations which will occur during the operation of its business; (b) evaluating and objecting to claims of creditors; (c) appearing in, prosecuting or defending suits and proceedings; (d) representing the Debtor in court hearings and assisting in the preparation of legal papers; (e) advising the Debtor in connection with any reorganization plan, which may be proposed in its bankruptcy proceeding; and (f) other necessary legal services. The firm's hourly rates are as follows: Craig M. Geno $450 per hour Associates $275 per hour Paralegals $200 per hour The Debtor will pay the firm a retainer of $30,000, which includes the $1,738 filing fee, less pre-bankruptcy fees and expenses. As disclosed in court filings, the Law Offices of Craig M. Geno is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Craig M. Geno, Esq. Law Offices of Craig M. Geno, PLLC 587 Highland Colony Parkway Ridgeland, MS 39158-3380 Tel: 601-427-0048 Fax: 601-427-0050 Email: cmgeno@cmgenolaw.com About Ironwood Financial Oxford, Miss.-based Ironwood Financial, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Miss. Case No. 21-10866) on May 3, 2021. In the petition signed by John H. Lewis, manager, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Jason D. Woodard oversees the case. The Law Offices of Craig M. Geno, PLLC serves as the Debtor's legal counsel. ISLAND VIEW: Trustee Says Gualteiri Plan Not Feasible ----------------------------------------------------- Kevin O'Halloran, Chapter 11 Trustee (the "Trustee") for the estate of Island View Crossing II, L.P., submitted an objection to approval of the Disclosure Statement dated May 18, 2021 submitted by Renato J. Gualtieri ("Gualtieri"). The Trustee points out that the material omissions and misstatements in the disclosure statement constitute a failure of Gualtieri to provide adequate information and the disclosure statement cannot be approved by the court: * The Disclosure Statement contains numerous material omissions, misstatements and does not achieve its essential purpose -- to adequately describe the risks and benefits associated with the Plan. The Trustee further points out that there is a lack of disclosure of basic information and means for funding plan. * The Disclosure Statement fails to set forth in a clear and concise manner: (i) the secured Post-Petition Loan or the other secured, administrative, priority, and unsecured claims of the Debtor's estate, (ii) the holder of each of these claims, (iii) the amount due to each holder of these claims, (iv) the amount that would be paid to each holder of these claims, and (v) when the proposed payments would be paid to each holder of these claims. * There is no adequate information regarding feasibility. The disclosure statement does not contain adequate information regarding the feasibility of the plan because it does not include any information regarding (a) the post-confirmation loans or post confirmation credit facility that would allegedly fund the plan payments on the effective date, (b) the amount of claims in each class of claims or (c) the amount of the administrative claims including professional fee claims, the trustee commission or the post-petition loan of the bankruptcy estate that must be paid on the effective date of the plan, and (d) the conditions precedent that need to be satisfied in order for proposed financing to be advanced, or how these conditions will be satisfied. * There is no liquidation analysis. The disclosure statement fails to include a bona-fide analysis of the assets of the debtor's estate and the secured, administrative, priority and general unsecured liabilities of the estate of the effective date. * There is a failure to disclose the amounts and payment of the professional fee claims, the trustee commission and post-petition loan claim. There is no disclosure as to the amount of accrued administrative claims including professional fee claims, the trustee commission or post-petition loan, or that these claims would be paid on the effective date of the plan. * The disclosure statement does not disclose how the reorganized debtor after the effective date of plan intends to address the prosecution of the pending trustees actions against Prudential. * There is no disclosure of continued insider retention or terms. The Disclosure Statement does not disclosure the services that Gualtieri would provide to the debtor after the effective date of the plan or the compensation or benefits Gualtieri would be paid. * The disclosure statement cannot be approved by the court as it was filed on bad faith. Given all of the material misstatements and omissions by Gualtieri in the disclosure statement, and given the failure of the proposed plan of Gualtieri to conform to applicable Bankruptcy Code requirements, the court should reject the disclosure statement, not only for the failing to provide adequate information, but also because the Plan is patently unconfirmable. * The disclosure statement cannot be approved by the court as the Plan is not feasible. The plan and disclosure as filed contain no information to support a finding that Gualtieri has obtained a loan commitment from a legitimate source to provide the monies required to make payments set forth in the plan and as required by the provisions of 11 U.S.C 1129 of the bankruptcy code on the effective date of the plan. Attorney for the Trustee: ARIS J. KARALIS ROBERT W. SEITZER KARALIS PC 1900 Spruce Street Philadelphia, PA 19103 Tel: (215) 546-4500 E-mail: akaralis@karalislaw.com rseitzer@karalislaw.com About Island View Crossing II Island View Crossing II, L.P., Calnshire Estates, LLC and Steeple Run, LP filed their respective Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 17-14454, 17-14457 and 17-14458, respectively) on June 30, 2017. Island View, Calnshire Estates, and Steeple Run are affiliates of One State Street Associates which filed a voluntary petition on June 21, 2017 (Bankr. E.D. Pa. Case No. 17-14291). The Debtors are managed by Renato J. Gualtieri, a real estate developer based in Langhorne, PA. The Debtors' individual cases have not been ordered to be jointly administered or consolidated and thus, each Debtor has its own separate bankruptcy estate. The Hon. Eric L. Frank presides over these cases. The petitions were signed by Renato J. Gualtieri, president of the Debtors' corporate general partner. At the time of the filing, Calnshire Estates estimated assets of between $10 million and $50 million and liabilities of between $1 million and $10 million. Island View Crossing and Steeple Run estimated their assets and debts at $1 million to $10 million. The Debtors tapped Smith Kane Holman, LLC as their bankruptcy counsel, and Stradley Ronon Stevens & Young, LLP as special litigation counsel. On Jan. 30, 2018, the U.S. Trustee for Region 3 appointed Kevin O'Hallaron as the Chapter 11 trustee in the case of Island View Crossing II, L.P. The trustee hired Karalis PC, as bankruptcy counsel, and Newbridge Management LLC as financial advisor. JDFIU HOGAN: Court Confirms Reorganization Plan ----------------------------------------------- The Court has entered an order confirming the Third Amended Plan of Reorganization filed by JDFIU Hogan Building, LLC. The Debtor has agreed to make the following modifications hereto (the "Modifications") to the Plan: Section 1.1(w) of the Plan is modified to read as follows: (w) "Effective Date" shall mean a Business Day selected by the Debtor or Reorganized Debtor, as the case may be, not to exceed thirty [30] days after the Confirmation Date, but occurring no later than June 30, 2021. The first paragraph of Section 4.1[a] of the Plan is modified to read as follows: [a] Class 1 – Any Allowed Secured Claim of UMB. Subject to the terms of this Section 4.1[b], in full and final satisfaction of its Allowed Class 1 Secured Claim, UMB will receive (i) a Cash payment of $617,000 on or before the Effective Date; (ii) a Cash payment of $730,000 on or before June 30, 2021. All other terms and conditions of Section 4.1[a] remain unchanged. Acceptance of Plan as Modified. The holder of the Class 1 Claim has accepted the Plan as modified by the Plan Modifications. Specification of Impaired and Unimpaired Classes (11 U.S.C. § 1123(a)(2)). Class 1 is identified as impaired under the Plan. Class 2 and Class 3 are identified as not entitled to vote and are thus unimpaired under the Plan. Accordingly, Section 1123(a)(2) of the Bankruptcy Code is satisfied. Best Interests of Creditors (11 U.S.C. Sec. 1129(a)(7)). Class 1 is impaired and has accepted the Plan. Holders of Allowed Claims in Class 2 and Class 3 would receive under the Plan not less than the amount that they would receive if the Debtor were to be liquidated in accordance with Chapter 7 of the Bankruptcy Code. Accordingly, Section 1129(a)(7) is satisfied. All objections to confirmation of the Plan which are not resolved by this Order should be overruled. Counsel for the Debtor: Howard Marc Spector SPECTOR & COX, PLLC 12770 Coit Road, Suite 850 Dallas, Texas 75251 Tel: (214) 365-5377 Fax: (214) 237-3380 E-mail: Hspector@spectorcox.com About JDFIU Hogan Building JDFIU Hogan Building, LLC, is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The company filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 20-30385) on Feb. 3, 2020. In the petition signed by Bryan Korba, manager, the Debtor was estimated to have between $1 million and $10 million in both assets and liabilities. Spector & Cox, PLLC, is the Debtor's counsel. JUMP WESTMINSTER: Taps Winthrop Golubow as Bankruptcy Counsel ------------------------------------------------------------- Jump Westminster, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Winthrop Golubow Hollander, LLP to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) assisting the Debtor with respect to compliance with the requirements of the Office of the United States Trustee; (b) advising the Debtor regarding matters of bankruptcy law, including the rights and remedies of the Debtor in regard to its assets and to the claims of its creditors; (c) representing the Debtor in court proceedings or hearings; (d) conducting examinations of witnesses, claimants or adverse parties; (e) advising the Debtor concerning the requirements of the bankruptcy court, the Federal Rules of Bankruptcy Procedure and the Local Bankruptcy Rules; (f) filing legal papers to effectuate the Debtor's reorganization; (g) reviewing claims filed in the Debtor's case and, if appropriate, preparing and filing objections to disputed claims; (h) assisting the Debtor in the negotiation, formulation, confirmation and implementation of its Chapter 11 plan; and (i) addressing any other bankruptcy-related issues that may arise in the Debtor's case. The firm's hourly rates are as follows: Marc J. Winthrop $795 per hour Robert E. Opera $795 per hour Sean A. O’Keefe, Of Counsel $795 per hour Richard H. Golubow $685 per hour Garrick A. Hollander $685 per hour Peter W. Lianides $685 per hour Elizabeth Fiechter $685 per hour Ryan Baggs $475 per hour Meir Weinberg $325 per hour Jeannie Martinez $235 per hour Legal Assistant Associates $150 per hour Winthrop has requested to be paid a post-petition retainer of $25,000. Garrick Hollander, Esq., a partner at Winthrop, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm holds office at: Garrick A. Hollander, Esq. Winthrop Golubow Hollander, LLP 1301 Dove Street, Suite 500 Newport Beach, CA 92660 Tel.: (949) 720-4100 Fax: (949) 720-4111 Email: ghollander@wghlawyers.com About Jump Westminster Westminster, Calif.-based Jump Westminster, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 20-13447) on Dec. 18, 2020. James C. Bellino, managing member, signed the petition. In its petition, the Debtor disclosed total assets of up to $10 million and total liabilities of up to $1 million. Judge Scott C. Clarkson oversees the case. Winthrop Golubow Hollander, LLP is the Debtor's legal counsel. L&M RETAIL: Court Confirms First Amended Non-Consensual Plan ------------------------------------------------------------ Judge Stacey G. Jernigan confirmed the First Amended Non-Consensual Plan of Reorganization of L&M Retail Ventures, LLC. The Plan provided, among others, that: (a) The Reorganized Debtor shall remit to the Disbursing Agent monthly all Disposable Income generated by the Reorganized Debtor on or before the 10th business day of each month via check, by wire transfer, or by any other means agreed to by the Disbursing Agent and the Reorganized Debtor. (b) The Disbursing Agent, who is the Subchapter V Trustee, will make his Distributions, pursuant to the terms of this Amended Plan, to the Allowed Claims on or before the 15th business day of each month. Pursuant to the Plan Projections, the Subchapter V Trustee, as the Disbursing Agent, will not distribute more than $50,000 in Disposable Income at one specific time. Therefore, the Subchapter V Trustee will not be required to obtain a separate or additional bond. A copy of the Plan Projections is available for free at https://bit.ly/3iqUIgQ from PacerMonitor.com. (c) Priority tax claims owed to the Comptroller of Public Accounts for the State of Texas shall be paid in full: * on the Effective Date; * in equal monthly installments of principal and interest no later than 60 months of the Debtor's bankruptcy petition date; or * as otherwise agreed to by the Comptroller. The Comptroller's priority tax claims shall accrue interest at the statutory rate of interest, currently 4.25% per annum, from the Plan's Effective Date until paid in full. (d) As of the Effective Date, the Shopping Center Lease -- between HSV Property Owner LP, as lessor successor-in-interest, and the Debtor, as lessee successor-in-interest, for the premises located at Hillside Village Shopping Center in Dallas, Texas -- shall be deemed assumed expressly subject to the Debtor first transferring to HSV on or before the Effective Date the cure costs of $3,904, which is the Debtor's pre-petition debt owed to HSV. (e) The assumption of the HSV Lease includes the continuation of all HSV Lease obligations such as those related to payment, indemnification, and costs and fees, regardless of when they arose and whether they have accrued but may not yet have been billed and the ultimate Cure Cost shall be adjusted accordingly in advance of assumption either consensually between HSV and the Debtor or by Order of the Bankruptcy Court. The Bankruptcy Court-approved Stipulation Between L&M Retail Ventures, LLC and HSV Property Owner, LP shall remain in full force and effect and nothing in the Confirmation Order and the Plan, as amended or supplemented from time to time, shall affect such Stipulation. A copy of the Confirmation Order is available for free at https://bit.ly/3ghjGN7 from PacerMonitor.com. A copy of the First Amended Non-Consensual Plan is available for free at https://bit.ly/3zcGlTm from PacerMonitor.com. About L&M Retail Ventures, LLC L&M Retail Ventures, LLC, doing business as Cork n'Bottle, Haskell Liquor, Mike's Discount Liquor and CBS Liquor, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 20-33189) on Dec. 29, 2020. Ervin Lee, member of L&M, signed the petition. At the time of filing, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Stacey G. Jernigan oversees the case. The Debtor tapped Lane Law Firm, PLLC as its legal counsel and DiLucci CPA Firm as its accountant. MAD RIVER: Court Approves Disclosures and Confirms Plan ------------------------------------------------------- Judge William J. Lafferty, III has entered an order approving the Disclosure Statement and confirming the Plan filed by Mad River Estates, LLC. The deadline to file objections, if any, to the claims of Allstate Lending Group, Inc. and general unsecured creditors is 30 days after the Effective Date. Except as otherwise provided in the Plan, all claims for relief, including but not limited to fraudulent transfers and voidable preferences, as well as related defenses, are reserved for the benefit of the Official Committee of Unsecured Creditors, if sale of the Ranch Property does not pay all claims of the bankruptcy estate in full. Bankruptcy Counsel for Mad River Estates, LLC: Stephen D. Finestone Jennifer C. Hayes Ryan A. Witthans FINESTONE HAYES LLP 456 Montgomery Street, Floor 20 San Francisco, CA 94104 Tel.: (415) 421-2624 Fax: (415) 398-2820 Email: sfinestone@fhlawllp.com Email: jhayes@fhlawllp.com Email: rwitthans@fhlawllp.com About Mad River Estates Mad River Estates, LLC, is a Korbel, Calif.-based company engaged in activities related to real estate. Mad River Estates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 20-10470) on Aug. 14, 2020. Dean Bornstein, the company's manager, signed the petition. At the time of the filing, the Debtor estimated assets of between $1 million to $10 million and liabilities of the same range. The Debtor is represented by Finestone Hayes LLP. The Office of the U.S. Trustee appointed a committee of unsecured creditors in Debtor's Chapter 11 case. The committee is represented by Buchalter, a Professional Corporation. MALLINCKRODT PLC: Plan Payments to be Funded by Ongoing Operations ------------------------------------------------------------------ Mallinckrodt PLC and its Debtor Affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a Joint Plan of Reorganization dated June 8, 2021. The Plan constitutes a separate Plan for each Debtor for the treatment and resolution of outstanding Claims and Interests pursuant to the Bankruptcy Code, although proposed jointly for administrative purposes. The Debtors seek to consummate the Restructuring Transactions on the Effective Date of the Plan. On or prior to the Effective Date or as soon as reasonably practicable, the Reorganized Debtors shall, consistent with the terms of the Restructuring Support Agreement and subject to the applicable consent and approval rights, take all actions as may be necessary or appropriate to effect any transaction, approved by, contemplated by or necessary to effectuate the Restructuring Transactions, and as set forth in the Restructuring Transactions Memorandum. The Restructuring Transactions shall not (a) adversely affect the recoveries under the Plan of (i) holders of Guaranteed Unsecured Notes Claims without the consent of the Required Supporting Unsecured Noteholders or (ii) the holders of Opioid Claims without the consent of the Governmental Plaintiff Ad Hoc Committee and the MSGE Group, or (b) materially adversely affect the rights or recoveries under the Plan of the holders of First Lien Term Loan Claims without the consent of the Required Supporting Term Lenders. The Plan, the Plan Supplement, and the Confirmation Order constitute a good faith full and final comprehensive compromise and settlement of Opioid Claims and controversies based upon the unique circumstances of these Chapter 11 Cases. Class 5 consists of all Guaranteed Unsecured Notes Claims. Each Holder of an Allowed Guaranteed Unsecured Notes Claim shall receive its Pro Rata Share of (i) the Takeback Second Lien Notes and (ii) 100% of New Mallinckrodt Ordinary Shares, subject to dilution on account of the New Opioid Warrants, the Management Incentive Plan, and any General Unsecured Claims Distribution in the form of New Mallinckrodt Ordinary Shares. Class 6 — General Unsecured Claims: * Class 6(a) consists of all Acthar Claims. Each Holder of an Allowed Acthar Claim shall receive its General Unsecured Claims Distribution. Class 6(a) is Impaired, and Holders of Acthar Claims are entitled to vote to accept or reject the Plan. * Class 6(b) consists of all Generics Price Fixing Claims. Each Holder of an Allowed Generics Price Fixing Claim shall receive its General Unsecured Claims Distribution. Class 6(b) is Impaired, and Holders of Generics Price Fixing Claims are entitled to vote to accept or reject the Plan. * Class 6(c) consists of all Asbestos Claims. Each Holder of an Allowed Asbestos Claim shall receive its General Unsecured Claims Distribution. Class 6(c) is Impaired, and Holders of Asbestos Claims are entitled to vote to accept or reject the Plan. * Class 6(d) consists of all Legacy Unsecured Notes Claims. Each Class 6(d) consists of all Legacy Unsecured Notes Claims. Class 6(d) is Impaired, and Holders of Legacy Unsecured Notes Claims are entitled to vote to accept or reject the Plan. * Class 6(e) consists of all Environmental Claims. Each Holder of an Allowed Environmental Claim shall receive its General Unsecured Claims Distribution. Class 6(e) is Impaired, and Holders of Environmental Claims are entitled to vote to accept or reject the Plan. * Class 6(f) consists of all Other General Unsecured Claims. Each Holder of an Allowed Other General Unsecured Claim shall receive its General Unsecured Claims Distribution. Class 6(f) is Impaired, and Holders of Other General Unsecured Claims are entitled to vote to accept or reject the Plan. Holders of Equity Interests shall receive no distribution on account of their Equity Interests. On the Effective Date, all Equity Interests will be canceled and extinguished and will be of no further force or effect. The Debtors shall fund Cash distributions under the Plan with Cash on hand, including Cash from operations. Cash payments to be made pursuant to the Plan will be made by the Reorganized Debtors. Subject to any applicable limitations set forth in any post-Effective Date agreement, the Reorganized Debtors will be entitled to transfer funds between and among themselves as they determine to be necessary or appropriate to enable the Reorganized Debtors to satisfy their obligations under the Plan. Counsel to the Debtors: Mark D. Collins, Esq. Michael J. Merchant, Esq. Amanda R. Steele, Esq. Brendan J. Schlauch, Esq. Garrett S. Eggen, Esq. Richards, Layton & Finger, P.A. One Rodney Square 920 N. King Street Wilmington, DE 19801 Telephone: (302) 651-7700 Facsimile: (302) 651-7701 E-mail: collins@rlf.com merchant@rlf.com steele@rlf.com schlauch@rlf.com eggen@rlf.com - and - George A. Davis, Esq. George Klidonas, Esq. Andrew Sorkin, Esq. Anupama Yerramalli, Esq. Latham & Watkins LLP 885 Third Avenue New York, NY 10022 Telephone: (212) 906-1200 Facsimile: (212) 751-4864 E-mail: george.davis@lw.com george.klidonas@lw.com andrew.sorkin@lw.com anu.yerramalli@lw.com - and - Jeffrey E. Bjork LATHAM & WATKINS LLP 355 South Grand Avenue, Suite 100 Los Angeles, California 90071 Telephone: (213) 485-1234 Facsimile: (213) 891-8763 E-mail: jeff.bjork@lw.com - and - Jason B. Gott LATHAM & WATKINS LLP 330 North Wabash Avenue, Suite 2800 Chicago, Illinois 60611 Telephone: (312) 876-7700 Facsimile: (312) 993-9767 E-mail: jason.gott@lw.com About Mallinckdrodt PLC Mallinckrodt -- http://www.mallinckrodt.com/-- is a global business consisting of multiple wholly owned subsidiaries that develop, manufacture, market and distribute specialty pharmaceutical products and therapies. The company's Specialty Brands reportable segment's areas of focus include autoimmune and rare diseases in specialty areas like neurology, rheumatology, nephrology, pulmonology and ophthalmology; immunotherapy and neonatal respiratory critical care therapies; analgesics and gastrointestinal products. Its Specialty Generics reportable segment includes specialty generic drugs and active pharmaceutical ingredients. As of March 27, 2020, the Company had $10.17 billion in total assets, $8.27 billion in total liabilities, and $1.89 billion in total shareholders' equity. On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates sought Chapter 11 protection in Delaware in the U.S. (Bankr. D. Del. Lead Case No. 20-12522) to seek approval of a restructuring that would reduce total debt by $1.3 billion and resolve opioid related claims against the Company. Mallinckrodt plc disclosed $9,584,626,122 in assets and $8,647,811,427 in liabilities as of Sept. 25, 2020. Latham & Watkins LLP, Ropes & Gray LLP and Wachtell, Lipton, Rosen & Katz are serving as counsel to the Company, Guggenheim Securities, LLC is serving as investment banker and AlixPartners LLP is serving as restructuring advisor to Mallinckrodt. Hogan Lovells is serving as counsel with respect to the Acthar Gel matter. Prime Clerk LLC is the claims agent. MAUNESHA RIVER: Seeks to Hire Murphy Desmond as Bankruptcy Counsel ------------------------------------------------------------------ Maunesha River Dairy, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Wisconsin to employ Murphy Desmond S.C. to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor regarding its duties and powers under the Bankruptcy Code and in its bankruptcy case; (a) assisting the Debtor in the administration of the case, including any reporting requirements; (c) attending meetings and negotiation with representatives of creditors and other parties in interest; (d) preparing legal papers; (e) advising the Debtor with respect to any proposed sale, lease or use of its assets; (f) prosecuting actions on behalf of the Debtor, defending actions or contested matters commenced against the Debtor, and otherwise representing the Debtor's interest in the case; (g) representing the Debtor in any proceedings before the bankruptcy court; and (h) other necessary legal services. The firm's hourly rates are as follows: Jane F. Zimmerman, Esq. $420 per hour Nicole I. Pellerin, Esq. $320 per hour Kelly J. Bostedt $2l5 per hour Murphy Desmond agreed to accept $10,000 per month to be deposited in its trust account and held as an advance attorney's fee. Jane Zimmerman, Esq., at Murphy Desmond, disclosed in a court filing that her firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Murphy Desmond can be reached at: Jane F. Zimmerman, Esq. Murphy Desmond S.C. 33 East Main Street, Suite 500 P.O. Box 2038 Madison, WI 53701-2038 Tel: (608) 257-7181 Email: jzimmerman@murphydesmond.com About Maunesha River Dairy Sun Prairie, Wis.-based Maunesha River Dairy, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wis. Case. No. 21-11157) on May 27, 2021. In the petition signed by Dennis E. Ballweg, member, the Debtor disclosed $1 million to $10 million in both assets and liabilities. Judge Catherine J. Furay oversees the case. Jane F. Zimmerman, Esq., at Murphy Desmond S.C., is the Debtor's legal counsel. MECHANICAL EQUIPMENT: May Use Cash Collateral Thru Aug. 31 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas, Lubbock Division, has authorized Mechanical Equipment, Inc. to use cash collateral on an interim basis in accordance with the revised budget through August 31, 2021. The Debtor obtained pre-petition financing from Celtic Bank. The purpose of the pre-petition financing from Celtic Bank was to accomplish the leveraged buy-out of the Debtor by Glenn Long, Kevin Fikes, and Patricia Wheelhouse from its prior owner and sole shareholder Thomas Smith. Celtic Bank filed its proof of claim on May 28, 2021, reflecting an outstanding balance owing on the Petition Date of $1,691,590.29, secured by assets having a value equal to the amount of the Note. Celtic Bank asserts the Note is secured the by Debtor's inventory, cash, equipment, accounts receivable, chattel paper, and general intangibles. The Debtor currently reflects on its books and records inventory valued at $171,490, equipment valued at $343,390, cash in the approximate sum of 147,894.12, and accounts receivable from customers totaling an estimated $800,321.50. Thus, Celtic Bank asserts a security interest against personal property collateral valued as reflected on the Debtor's books of $1,463,095.60 against indebtedness totaling $1,691,590.29. Celtic Bank asserts deeds of trust liens against the Debtor's Real Property. The Debtor believes the Midland Property is worth $264,000 and the Weatherford Property is worth $484,660, for a total value of the Real Property at $748,660. Therefore, Celtic Bank asserts liens against the Debtor's Real Property and personal property valued in the aggregate at $2,211,755.60. To the extent Celtic Bank has valid liens against the property, the Debtor contends Celtic Bank appears to be oversecured. The Debtor has arranged with Celtic Bank to provide adequate protection by granting it replacement liens of like kind and character post-petition as it held pre-petition and to pay monthly adequate protection payments in the sum of $4,526.69 as reflected in the Budget. The Court finds that such arrangement adequately protects the secured claim asserted by Celtic Bank in the case. As further adequate protection of Celtic Bank's interests in the cash collateral being used, the Court order provides that Celtic Bank is granted continuing, post-petition, replacement liens in, to and over all of the Debtor's property and assets in the same nature, extent, validity, and priority of Celtic Bank's pre-petition liens as of the Petition Date, including inventory and accounts receivable asserted to presently secure the indebtedness owing to Celtic Bank, in the same priority and in the same nature, extent, and validity as such liens existed prepetition. A final hearing on the matter is scheduled for August 18 at 1:30 p.m. A copy of the order and the Debtor's budget from June to August is available for free at from PacerMonitor.com. The Debtor projects total expenses of $382,502 and total income of $538,894 for June. About Mechanical Equipment Mechanical Equipment, Inc. is a merchant wholesaler of machinery, equipment, and supplies. It sought protection under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 21-50067) on May 13, 2021. On the Petition Date, the Debtor estimated between $1 million and $10 million in both assets and liabilities. The petition was signed by Thomas O' Midkiff, IV, director and authorized officer. The Debtor tapped MULLIN HOARD & BROWN, LLP as its counsel. MORTGAGE INVESTORS: Seeks to Hire Holland & Knight as Counsel ------------------------------------------------------------- Mortgage Investors Corp. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Holland & Knight LLP as its counsel. The firm's services include: a. rendering legal advice with respect to the Debtor's powers and duties as debtor in possession, the continued operation of the Debtor's business, and the management of its property; b. preparing on behalf of the Debtor necessary motions, applications, orders, reports, pleadings, and other legal papers; c. appearing before this Court and the United States Trustee to represent and protect the interests of the Debtor; d. assisting with and participating in negotiations with creditors and other parties in interest in formulating a plan of reorganization, drafting such a plan, and taking necessary legal steps to confirm such a plan; e. representing the Debtor in all adversary proceedings, contested matters, and matters involving administration of this case; f. representing the Debtor in negotiations with potential financing sources, and preparing contracts, security instruments, and other documents necessary to obtain financing; and g. performing all other legal services that may be necessary for the proper preservation and administration of this Chapter 11 case. The Debtor has agreed to compensate the firm on an hourly basis in this case in accordance with its ordinary and customary rates. W. Keith Fendrick, partner at Holland & Knight, assured the court that the firm and its attorneys are disinterested as required by Section 327(a) of the Bankruptcy Code and Rule 2014 of the Federal Rules of Bankruptcy Procedure. The firm can be reached through: W. Keith Fendrick, Esq. HOLLAND & KNIGHT LLP 100 N. Tampa St., Suite 4100 Tampa, FL 33602 Tel: 813-227-8500 Fax: 813-229-0134 Email: keith.fendrick@hklaw.com About Mortgage Investors Corp. Mortgage Investors Corp. is a St. Petersburg, Florida-based company founded in 1938 and owned by entrepreneur and former Tampa Bay Rowdies owner Bill Edwards. It offered mortgage refinancing solutions and serves military veterans in the state of Florida. Mortgage Investors Corp. sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 21-02521) on May 14, 2021. At the time of filing, the Debtor estimated $100,001 to $500,000 in assets and $1,000,001 to $10 million in liabilities. W Keith Fendrick, Esq. at Holland & Knight, LLP, serves as the Debtor's counsel. MY FL MANAGEMENT: July 6 Hearing on Disclosure Statement -------------------------------------------------------- Judge Scott M. Grossman has entered an order that the Disclosure hearing of MY FL Management, LLC will be on July 6, 2021 at 3:00 p.m. in United States Bankruptcy Court, 299 E. Broward Blvd. #308, Ft. Lauderdale, FL 33301 The deadline for objections to Disclosure Statement will on June 29, 2021. Attorney for the Debtor: Brett D. Lieberman, Esq. Edelboim Lieberman Revah Oshinsky PLLC 20200 W. Dixie Highway, Suite 905 Aventura, FL 33180 Telephone: (305) 768-9909 Facsimile: (305) 928-1114 About My FL Management MY FL Management LLC, owns Royal Beach Palace, a hotel located in the residential Lauderdale-by-the-Sea, about a 10-minute walk to the beach. Fort Lauderdale, Florida-based MY FL Management LLC sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 21-11028) on Feb. 2, 2021. Yuri Gnesin, manager, signed the petition. The Debtor estimated assets and debt of $1 million to $10 million as of the bankruptcy filing. The Debtor tapped Edelboim Lieberman Revah Oshinsky, PLLC as its legal counsel and Karlinsky & Golub CPAs, PLLC as its accountant. NG PURVIS: Committee Seeks to Hire Waldrep as Legal Counsel ----------------------------------------------------------- The official committee of unsecured creditors of N.G. Purvis Farms, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to hire Waldrep Wall Babcock & Bailey, PLLC as its bankruptcy counsel. The firm's services include: (b) advising the committee concerning its duties, powers and rights in relation to the Debtor and the administration of the Debtor's Chapter 11 case; (c) assisting the committee in the investigation of the acts, conduct, assets, and liabilities of the Debtor, and any other matters relevant to the case or to the formulation of a plan of reorganization; (d) assisting the committee and the Debtor in the formulation of a plan of reorganization, or if appropriate, formulating the committee's own plan of reorganization; (e) taking such action as is necessary to preserve and protect the rights of all of the Debtor's unsecured creditors; (f) investigating potential causes of action against third parties for the benefit of the bankruptcy estate; (g) preparing legal documents; (h) conducting appropriate discovery and investigations into the Debtor's operations, valuation of assets, lending relationships, management, and causes of action; and (i) other necessary legal services. The firm's hourly rates are as follows: Thomas W. Waldrep, Jr. (Partner) $660 per hour James C. Lanik (Partner) $485 per hour Jennifer B. Lyday (Partner) $430 per hour Natalia Talbot (Associate) $310 per hour John R. Van Swearingen (Associate) $290 per hour Evan A. Lee (Associate) $270 per hour Marybeth Ford (Paralegal) $220 per hour As disclosed in court filings, Waldrep is disinterested as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Thomas W. Waldrep, Jr., Esq. James C. Lanik, Esq. Jennifer B. Lyday, Esq. Waldrep Wall Babcock & Bailey, PLLC 1076 W. Fourth Street Winston-Salem, NC 27101 Tel: (336) 717-1280 Fax: (336) 717-1340 Email: notice@waldrepwall.com About N.G. Purvis Farms N.G. Purvis Farms, Inc. is a North Carolina corporation which has been engaged in business for over 55 years. It operates throughout the Southeast as a farrow-to-finish pork producer, which breeds, farrows, weans, and raises weaner pigs, feeder pigs and market hogs, and then sold to pork processors. N.G. Purvis Farms owns and operates 12 farms in North Carolina and two farms in Georgia, together with associated facilities, on which it maintains herds of sows, breeds piglets, and raises market hogs. It contracts with numerous independent growers to feed and finish at their facilities weaned pigs and feeder pigs furnished and owned by the Company into market hogs. N.G. Purvis Farms sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 21-01068) on May 6, 2021. In the petition signed by Jerry M. Purvis, Sr., president, the Debtor disclosed $34,268,361 in assets and $53,126,237 in liabilities. Judge Stephani W. Humrickhouse oversees the case. The Debtor tapped Butler & Butler, LLP and Hendren, Redwine, Malone PLLC as legal counsel, Robbins May & Rich LLP as special counsel, Frost PLLC as accountant, and NutriQuest Business Solutions LLC as restructuring advisor. Steve Weiss of NutriQuest Business Solutions serves as the Debtor's chief restructuring officer. Waldrep Wall Babcock & Bailey, PLLC represents the official committee of unsecured creditors appointed in the Debtor's Chapter 11 case. First National Bank of Omaha, as lender, is represented by James J. Niemeier, Esq., and Robert P. Diederich, Esq., at McGrath North Mullin & Kratz, PC LLO. NITRADE SOLUTIONS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Nitride Solutions, Inc. 3333 W Pawnee St. Whichita, KS 67213-1829 Business Description: Nitride Solutions is a developer and manufacturer of advanced nitride substrates for LEDs, lasers, and power electronics. Chapter 11 Petition Date: June 9, 2021 Court: United States Bankruptcy Court District of Kansas Case No.: 21-10533 Judge: Hon. Dale L. Somers Debtor's Counsel: Mark Lazzo, Esq. MARK J. LAZZO, ATTORNEY AT LAW 3500 N Rock Rd Ste 300B Wichita, KS 67226-1396 Tel: (316) 263-6895 Fax: (316) 264-4704 E-mail: mark@lazzolaw.com Total Assets: $2,445,594 Total Liabilities: $12,755,335 The petition was signed by Jeremy Jones, president, CEO. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/XTVQDPQ/Nitride_Solutions__ksbke-21-10533__0001.0.pdf?mcid=tGE4TAMA OCEAN POWER: To Transfer Stock Listing to NYSE American ------------------------------------------------------- Ocean Power Technologies, Inc. will change its listing from the Nasdaq Capital Market to the NYSE American stock exchange. "We are pleased to announce our transfer to the NYSE American, where we'll be listed alongside what we consider to be many of the world's most forward-thinking companies," said George H. Kirby, president and chief executive officer of OPT. "As OPT's portfolio of innovative solutions continues to grow, we want to enhance the visibility of the Company and continue to expand our investor base moving forward in 2021 and beyond. We believe that operating as an NYSE American-listed company will help us achieve these goals." The last day of trading on the Nasdaq Capital Market is expected to be Thursday, June 17, 2021. OPT expects to commence trading as an NYSE American-listed company when markets open on Friday, June 18, 2021. The Company's common stock will continue to trade under its existing "OPTT" symbol. About Ocean Power Technologies Headquartered in Monroe Township, New Jersey, Ocean Power Technologies, Inc. -- http://www.oceanpowertechnologies.com-- is a marine power solutions provider that designs, manufactures, sells, and services its products while working closely with partners that provide payloads, integration services, and marine installation services. Its PowerBuoy solutions platform provides clean and reliable electric power and real-time data communications for remote offshore and subsea applications in markets such as offshore oil and gas, defense and security, science and research, and communications. Ocean Power reported a net loss of $10.35 million for the 12 months ended April 30, 2020, compared to a net loss of $12.25 million for the 12 months ended April 30, 2019. As of Oct. 31, 2020, the Company had $18.56 million in total assets, $4.91 million in total liabilities, and $13.65 million in total stockholders' equity. As of Jan. 31, 2021, the Company had $82.89 million in total assets, $4.69 million in total liabilities, and $78.20 million in total stockholders' equity. KPMG LLP, in Philadelphia, Pennsylvania, the Company's auditor since 2004, issued a "going concern" qualification in its report dated June 29, 2020, citing that the Company has suffered recurring losses from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. OMNIQ CORP: To Deploy AI Based Technology at PA Int'l Airport ------------------------------------------------------------- omniQ Corp has received a contract at Philadelphia International Airport, to deploy its AI Based, EZ Edge VRS Deployment Kit which automates and monitors entry and exits of vehicles at the TNC Lane. EZ Edge operates on edge-based processing using the Company's deep learning convolutional neural network engine along with its latest virtual loop technology. EZ Edge will be deployed at Philadelphia International Airport's TNC Lane for transportation network companies including Uber, Lyft, Taxis, to help manage entrance to the TNC lot. Through a unique third party integration with omniQ, EZ Edge enables tracking of TNC vehicles on airport property as geofencing technology identifies the TNC vehicle and sends data, including the license plate number, on the approaching vehicle to omniQ. Third party partners incorporate reporting and payment portals to correctly charge the TNC vehicles. Upon EZ Edge detection & identification of the vehicle as it approaches the TNC holding lot, EZ Edge vends the gate and allows the driver to enter. omniQ Virtual Loop Technology is configured so that there are no physical ground loops needed to be cut into the pavement simplifying the installation and costs. The solution is AI Machine Vision based, and virtually detects objects and identifies the vehicles. The solution further assists in curb management, congestion, wait times, access control and correct billing for using the airport for pick-up and drop-off. omniQ's CEO, Shai Lustgarten stated, "Our AI based solution is proven to be effective in improving safety, traffic flow, parking management and law enforcement for Airports, Educational Campuses, Hospitals, Cities and Homeland Security Authorities. Our proprietary patented technology based on deep learning Neural Network models is our main marketing advantage. Following the recently announced new contracts with Georgia State University and the Medical Center we are pleased to be working with our partners at the Philadelphia International Airport (PHL) which serves more than 30 million passengers annually. PHL customers are eager to enter and exit the airport, often via TNC vehicles. EZ Edge AI-based technology enables more effective monitoring, security and management of the TNC lane, eases congestion and helps the airport, TNC drivers and passengers save time and money." "This is a new application for our AI based Vehicle Recognition technology and adds to our AI based machine vision leadership in airports joining many others like ATL, LAX, DFW, JFK, EWR, FLL and DTW that have experienced the incredible benefits in accuracy, speed and reliability of our solutions," concluded Mr. Lustgarten. About omniQ Corp. Headquartered in Salt Lake City, Utah, omniQ Corp. (OTCQB: OMQS) -- http://www.omniq.com-- provides computerized and machine vision image processing solutions that use patented and proprietary AI technology to deliver data collection, real time surveillance and monitoring for supply chain management, homeland security, public safety, traffic & parking management and access control applications. The technology and services provided by the Company help clients move people, assets and data safely and securely through airports, warehouses, schools, national borders, and many other applications and environments. Omniq Corp. reported a net loss attributable to common stockholders of $11.31 million for the year ended Dec. 31, 2020, compared to a net loss attributable to common stockholders of $5.31 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $38.21 million in total assets, $45.55 million in total liabilities, and a total stockholders' deficit of $7.34 million. Salt Lake City, Utah-based Haynie & Company, the Company's auditor since 2019, issued a "going concern" qualification in its report dated March 31, 2021, citing that the Company has a deficit in stockholders' equity, and has sustained recurring losses from operations. This raises substantial doubt about the Company's ability to continue as a going concern. OREGON CLEAN: Moody's Lowers Sr. Secured Credit Facilities to B1 ---------------------------------------------------------------- Moody's Investors Service has downgraded Oregon Clean Energy, LLC's (OCE) senior secured credit facilities to B1 from Ba3, consisting of a $499 million Term Loan B due March 2026 and a $50 million working capital facility due March 2024. The outlook remains negative. RATINGS RATIONALE The rating action reflects the weaker than previously anticipated FY 2020 financial performance for the second year in an row, coupled with last week's 2022/2023 PJM capacity auction results that saw capacity prices in the ATSI (American Transmission Systems, Incorporated) region clear at $50/MW-day, leading to weaker credit metrics anticipated in the future and increased refinancing risk at maturity. The ATSI region capacity auction prices converged to RTO prices earlier than previously anticipated with the most recent 2022-2023 PJM auction resulting in a 71% drop in price relative to the 2021-2022 results, or $20 million in lower capacity revenues in FY 2022 than Moody's prior forecast. Credit metrics in FY 2020 were weaker than anticipated, at 1.30x DSCR, 10.16x debt to EBITDA, and 2.7% CFO to debt as compared to Moody's forecasted results at 1.61x DSCR, 7.75x Debt/EBITDA and 6% CFO, owing primarily to weaker spark spreads averaging $8.05 relative to the around $10-11.00 range incorporated in Moody's prior expectations. These metrics are expected to improve in FY 2021 to DSCRs in the 1.70x-1.80x range and CFO to debt at approximately 7%-8% for CFO to debt, supported mainly by the premium capacity auction prices beginning in June 2021 and the benefits of OCE's hedging strategy. However, in the absence of a substantive turnaround in market dynamics, Moody's anticipate credit metrics to decline to the low end of the B category in FY 2022 and beyond. ATSI suffered the sharpest decline in price relative to other regions in PJM. Given the magnitude of the premium previously forecasted for ATSI's capacity prices through 2023, the recent and significant auction price decline and the convergence of capacity prices with RTO prices will have a disproportionate negative impact on OCE's future financial performance, relative to power projects in other PJM regions. For example, assuming spark spreads are in the $10-$11 range and capacity factors in the low to mid-70%, Moody's estimate that the project would just about break-even in FY 2023 from a cash flow perspective with a $75 MW/day capacity price in the next auction, which while substantially lower than the 2021-2022 results, would still represents a 50% improvement from the last week results for the 2022-2023 auction. While Moody's expect the next capacity auction scheduled in December 2021 for the 2023/2024 period should strengthen, there is still significant uncertainty surrounding whether and how much capacity prices will improve in the upcoming auctions as demand remains low and nuclear assets that were previously excluded in past auctions were now included in the most recent auction, impacting previous expectations. The capacity auction results are further exacerbated by the weaker than anticipated financial performance during both FY 2019 and FY 2020 due to lower spark spreads than originally forecasted, in addition to forced outages and scheduled outages that took longer than anticipated. The plant has performed well through the first quarter of 2021, with strong availability and capacity factors above 90%. Prior to FY 2021, the plant's operating issues, which appear to have been addressed, led to availability and capacity factors of 84.04% and 76.62%, respectively in FY 2020. The project benefits from its hedging program, started in late 2019, and a revenue put which should both help provide an energy margin above $50 million in FY 2021. The rating further recognizes the project's position as a new, highly efficient and competitive combined cycle gas turbine power plant, serving as a base load unit in PJM. Also considered is the cost competitive position of the asset in a coal-heavy region of PJM, with the potential for sustained high capacity factors. In that regard, OCE's credit profile should strengthen prospectively should more regional coal retirements occur. That said, the credit profile remains tempered by the project's very moderate debt reduction which, in the absence of a market turnaround, increases refinancing risk. Moody's anticipates debt outstanding at maturity to approximate around 80% of the original issuance amount, relative to around 49% debt outstanding at maturity previously forecasted. OUTLOOK The negative outlook considers expectation of continued weak financial performance into 2022, with lower known capacity revenues for the FY 2022-2023 period. The negative outlook also considers the uncertainty going forward regarding future capacity auction results that would need to see considerable improvement above $100MW/day through the debt maturity for the project to remain within B category credit metrics. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS FACTORS THAT COULD LEAD TO AN UPGRADE Strong operating performance and actual financial performance is more in line with the management original case of DSCRs greater than 2.0x and a CFO/Debt that is greater than 10%. Significantly stronger capacity auction results in upcoming auctions relative to Moody's assumptions, leading to expected cash flow above Moody's forecasted expectations The project is able to successfully mitigate weaker than anticipated financial performance and spark spreads through its hedging strategy, helping to generate cash flow above expectations. FACTORS THAT COULD LEAD TO A DOWNGRADE If weaker than originally anticipated spark spreads are expected to continue into FY 2022 and future capacity auction results remain subdued, straining financial performance on auarIained basis such as cash flow to debt of less than 5% and DSCRs of 1.5x or lower. If the project experiences significant operating issues which are either not covered by warranty or insurance or lead to significantly lower than expected cash flow generation and debt service coverage. PROFILE OCE is located in Lucas County, City of Oregon, Ohio. The project is a natural gas fired combined cycle plant consisting of two Siemens SGT6-8000H CTGs, two NEM HRSGs, and one Siemens STG that has been in operation since July 1, 2017. The project is capable of production of approximately 870 MW at average annual conditions (approximately 50°F) and over 930 MW at extreme winter ambient conditions (below 0°F), with full duct firing. The project is indirectly owned 50/50 by affiliates of Ares EIF Management, LLC (Ares EIF) and I Squared Capital (ISQ). Ares EIF is a wholly-owned subsidiary of publicly traded Ares Management Corporation, with significant experience in developing power generation projects in the U.S. ISQ is an independent global infrastructure investment manager focusing on energy utilities and transportation in various regions of the globe. METHODOLOGY The principal methodology used in these ratings was Power Generation Projects Methodology published in June 2021. PALM BEACH: Seeks Approval to Hire Eisinger Law as Special Counsel ------------------------------------------------------------------ Palm Beach Resort and Beach Club Condominium Association seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Alessandra Stivelman, Esq. and the law firm of Eisinger Law as its special counsel. The firm will render these services: a. give advice with respect to all matters relating to the operations of the condominium association; b. advise with respect to the sale of all or any portion of the Debtor's ownership interests; c. consult and assist the Debtor's bankruptcy counsel in connection with the preparation of motions, pleadings, orders, applications, adversary proceedings, and other legal documents necessary in the administration of the case, to the extent such papers deal with the Debtor's operations as a condominium association and/or the proposed sale of the Debtor's ownership interests; and d. perform any other legal services for the Debtor. The firm will be paid at the following hourly rates: Alessandra Stivelman $350 Attorneys $225 - $400 Legal Assistants $150 Ms. Stivelman, a partner at Eisinger Law, assured the court that the firm does not represents any interest adverse to the Debtor, its estate, or its creditors, and is a disinterested as required by 11 U.S.C. Sec. 327(a). The firm can be reached through: Alessandra Stivelman, Esq. Eisinger Law Presidential Circle 4000 Hollywood Boulevard, Suite 265-S Hollywood, FL 33021 Phone: (954) 894-8000 Fax: (954) 894-8015 About Palm Beach Resort and Beach Club Condominium Association Palm Beach Resort and Beach Club Condominium Association is primarily engaged in renting and leasing real estate properties. Palm Beach Resort and Beach Club Condominium Association filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-15555) on June 4, 2021. The petition was signed by Donald M. Laing, Jr., president. At the time of filing, the Debtor estimated $1,032,642 in assets and $20,661 in liabilities. Ido J. Alexander, Esq. at LEIDERMAN SHELOMITH ALEXANDER + SOMODEVILLA, PLLC represents the Debtor as counsel. Q HOLDING: Moody's Affirms B3 CFR & Alters Outlook to Stable ------------------------------------------------------------ Moody's Investors Service changed Q Holding Company's outlook to stable from negative. At the same time, Moody's affirmed the company's B3 Corporate Family Rating, B3-PD Probability of Default Rating and the B3 ratings of the senior secured first lien term loan and revolving credit facility. The change of outlook to stable reflects Moody's expectations that the recovery in demand for the company's products will be sustained over the near to intermediate term, after a decline in 2020 due to the coronavirus pandemic. The stabilization of the outlook further reflects the resilience of the company's profit margin even during the pandemic due to the management's cost control initiatives. Moody's affirmation of the B3 rating reflects Moody's expectation that the company's revenues will recover to pre-pandemic levels in the next few quarters while maintaining a good liquidity profile. Ratings Affirmed: Issuer: Q Holding Company Corporate Family Rating at B3 Probability of Default Rating at B3-PD $25 million senior secured 1st lien revolving credit facility expiring 2022 at B3 (to LGD4 from LGD3) $275 million senior secured 1st lien term loan due 2023 at B3 (to LGD4 from LGD3) Outlook Actions: Issuer: Q Holding Company Outlook changed to stable from negative RATINGS RATIONALE The B3 CFR reflects Q's high leverage, high customer concentration and exposure of its automotive and industrial businesses to cyclical end markets. The company's debt/EBITDA approximated 7.1 times at the end of March 2021. Moody's expects that the leverage will decline in 2021 toward the mid-to-high 6.0x range, which is comparable to pre-pandemic levels. The rating benefits from the company's presence in the medical products and catheter technologies businesses, which account for 54% of total revenues. The remaining 46% of the company's business, focused on synthetic rubber products, can be more cyclical due to heavy dependence on the automobile and industrial sectors as its customers. The rating also benefits from the mission-critical and low-cost nature of Q's products and its long-standing and sticky customer relationships with high barriers to entry and significant switching costs. Q Holdings' liquidity is good. Moody's estimates that Q Holdings will generate $10-$15 million in free cash flow over the next 12 months. At the end of March 2021, the company had approximately $22 million in cash and $17 million availability under its $25 million revolver. The company's mandatory debt amortization is approximately $2.75 million per year which can be comfortably covered with the available liquidity. ESG considerations are a factor in the company's ratings. For Q Holding Company, the social risks are primarily associated with responsible production including compliance with regulatory requirements for the safety of medical devices as well as adverse reputational risks arising from recalls associated with manufacturing defects. Additionally, the company's financial policies are expected to remain aggressive reflecting its ownership by funds affiliated with 3i Group plc -- global private equity and venture capital company. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be downgraded if the company's liquidity and/or operating performance deteriorates. The ratings could also be downgraded if the company loses one or more key customer contracts, pursues an aggressive debt-funded acquisition strategy or if free cash flow becomes negative on a sustained basis. The company's rating may be pressured if the company does not make progress in addressing debt maturities (the company's revolver will become current in early 2022). Ratings could be upgraded if Q materially increases its size and scale, demonstrates stable organic growth at the same time it effectively executes on its expansion strategy. Adjusted debt/EBITDA will need to be sustained below 6.0 times to support an upgrade. Q Holding Company, headquartered in Pepper Pike, Ohio, is engaged in the manufacturing and assembly of medical devices as well as molded silicone medical products specializing in catheters, operating room products, stents, and customer procedure trays. The company also manufactures electrical connector seals used in wiring systems, insulators used on both aftermarket, and OEM ignition-wire sets. Q is owned by funds affiliated with 3i Group plc -- global private equity and venture capital company headquartered in London, United Kingdom. The company's revenues for the 12 months ended in September 2020 were approximately $275 million. The principal methodology used in these ratings was Medical Product and Device Industry published in June 2017. RAPID AMERICAN: Seeks to Hire Logan & Company as Balloting Agent ---------------------------------------------------------------- Rapid-American Corporation seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Logan & Company, Inc. as the balloting and tabulation agent. The firm's services include: (i) assisting the Debtor in the preparation of schedules of assets and liabilities, statements of financial affairs, and other documents required for filing with the court; (ii) providing noticing services; (iii) administering claims; (iv) assisting in the solicitation of acceptances or rejections to, and balloting on, any plan of reorganization filed by the Debtor; and (v) performing other miscellaneous administrative services. The firm's hourly rates are as follows: Principal (Kate Logan) $297 per hour Court Testimony $325 per hour Senior Consultant $325 per hour Statement Preparation $220 per hour Account Executive Support $205 per hour Project Coordinator $140 per hour Analyst $125 per hour Client Support $50 per hour Kathleen Logan, president of Logan & Company, disclosed in a court filing that her firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kathleen M. Logan Logan & Company, Inc. 546 Valley Road Upper Montclair, NJ 07043 Phone: 973-509-3190 Fax: 973-509-3191 About Rapid-American Corp. New York-based Rapid-American Corp. was formerly a holding company with subsidiaries primarily engaged in retail sales and consumer products and was never engaged in an asbestos business of any kind. Through a series of merger transactions going back more than 45 years, Rapid has nevertheless incurred successor liability for personal injury claims arising from plaintiffs' exposure to asbestos-containing products sold by The Philip Carey Manufacturing Company -- Old Carey -- as that entity existed prior to June 1, 1967. Rapid-American filed for Chapter 11 bankruptcy protection in Manhattan (Bankr. S.D. N.Y. Case No. 13-10687) on March 8, 2013, to deal with debt related to asbestos personal-injury claims. Attorneys at Reed Smith LLP serve as counsel to the Debtor. Logan and Company, Inc. serves as the Debtor's balloting agent. The Debtor disclosed assets in excess of $4,446,261 and unknown liabilities. On March 28, 2013, the United States Trustee appointed the Official Committee of Unsecured Creditors. The Committee retained Caplin & Drysdale, Chartered, as counsel. Young Conaway Stargatt & Taylor, LLP, is counsel to Lawrence Fitzpatrick, the Future Claimants' Representative. REYNA'S AUTO SERVICE: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------------- The U.S. Trustee for Region 21 on June 9 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Reyna's Auto Service, LLC. About Reyna's Auto Service Reyna's Auto Service, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 21-53440) on May 2, 2021. At the time of the filing, the Debtor had between $100,001 and $500,000 in both assets and liabilities. Judge Barbara Ellis-Monro oversees the case. The Rothbloom Law Firm serves as the Debtor's legal counsel. RICHARD W TRACHUK: Unsecured Creditors to Recover 100% in 7 Years ----------------------------------------------------------------- Richard W. Trachuk, Inc. d/b/a Andy the Roofer & Co. filed with the U.S. Bankruptcy Court for the Southern District of Florida a Combined Disclosure Statement and Plan of Reorganization ("CDP"). The Debtor continues to operate the business as a debtor-in possession. Prior to filing in bankruptcy, the Debtor transformed its business from one that installs and repairs roofs to just roof repairs. The cash on hand generated from post-petition operations of the Debtor is $3,386.84 and is reflected in the Debtor's current report for March 2021. Further, a monthly operating report analysis displays the history of the Debtor in the bankruptcy (Monthly Operating Reports and Projections). Although the April MOR shows a loss of $332.13 on revenues of only $3.386.84, the Debtor believes that the March MOR most accurately reflects the Debtor's future cash flow and continued operations. It shows a gross of $7,101.77, expenses of $5,259.09 and a net profit of $1,842.68. With the rainy season in the Florida Keys approaching (between May and September). Mr. Richard W. Trachuk anticipates sufficient business and cash flow and net profits to afford the proposed 100 % Plan, to be paid over seven years. Further, to the extent necessary, the Debtor's Principal shall fund any shortfalls. Class 1 consists of all allowed unsecured general claims. There are 7 allowed general unsecured claims totaling $95,207.99. Class 1 creditors shall receive a total distribution in the amount of $95,207.99 or 100% of their claims ("Plan Payments"). The Plan Payments will be made over 7 years in 28 quarterly payments in 3 different amounts. The first payment will be made on or before the Effective Date and continuing every quarter thereafter. This class is impaired. Upon the effective date of the Debtor's CDP, equity interest holder Richard W. Trachuk shall remain equity shareholder in the newly reorganized Debtor. In order to assist in funding the Debtor's business operations under the CDP, the Debtor may retain any cash on hand, funds in its bank accounts, and amounts received from accounts receivable to pay accounts payable. The MOR History and Projections show that the Debtor has the cash flow to make its proposed 100% seven year Plan feasible. Accordingly, Debtor asserts that it is able to perform all of its obligations under the CDP. This is a 100% Plan to be paid over 7 years, that establishes injunctions prohibiting collection activities against Richard W. Trachuk. A full-text copy of the Combined Disclosure Statement and Plan dated June 8, 2021, is available at https://bit.ly/3cPBgab from PacerMonitor.com at no charge. Attorney for Debtor: Chad Van Horn, Esq. Van Horn Law Group, P.A. 330 N. Andrews Ave., Suite 450 Fort Lauderdale, FL 33301 Telephone: (954) 765-3166 Email: Chad@cvhlawgroup.com About Richard W. Trachuk Inc. Richard W. Trachuk, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-24060) on Dec. 29, 2020. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of between $50,001 and $100,000. Judge Robert A. Mark oversees the case. Van Horn Law Group, P.A., led by Chad Van Horn, Esq., serves as the Debtor's legal counsel. RIOT BLOCKCHAIN: Sells 2.2M Coinsquare Shares for C$22 Million -------------------------------------------------------------- Riot Blockchain, Inc. entered into a definitive purchase agreement with Mogo Inc. regarding the sale of 2.2 million common shares in Coinsquare Ltd. held by Riot to Mogo, substantially on the terms of the binding term sheet entered into between Riot and Mogo, which was previously announced in Riot's quarterly report on Form 10-Q for the three-month period ended March 31, 2021. Pursuant to the Share Purchase Agreement, Riot sold the Coinsquare Shares to Mogo for the total purchase price of approximately CAD$22 million, which Mogo is paying through the issuance of approximately 2.3 million shares of Mogo's common stock, which will be issued in three equal tranches, as follows: (i) one-third were issued immediately at closing on June 4, 2021; (ii) one-third to be issued one month after closing; and (iii) the final third to be issued two months after closing. As previously disclosed, Riot began the disposition of its equity interest in Coinsquare on April 16, 2021, with the sale of 631,377 Coinsquare Shares to Mogo in exchange for 373,084 Mogo Shares and approximately CAD$1.8 million in cash pursuant to an investment agreement, dated as of Feb. 10, 2021, by and among Mogo, Coinsquare and certain shareholders of Coinsquare. This initial disposition was followed by a second disposition to Mogo pursuant to the Mogo Investment Agreement of 573,830 Coinsquare Shares, in exchange for 496,975 Mogo Shares valued at approximately CAD$4.8 million. Finally, on June 4, 2021, Riot completed the disposition of all of its Coinsquare Shares by selling its remaining 2.2 million Coinsquare Shares to Mogo in exchange for approximately 2.3 million Mogo Shares. No material relationship exists between the Corporation or any of its affiliates, directors or officers or any associate of any such director or officer, on one hand, and the purchaser, Mogo, or its affiliates, on the other hand, other than in respect of the Share Purchase Agreement. About Riot Blockchain Headquartered in Castle Rock, Colorado, Riot Blockchain -- http://www.RiotBlockchain.com-- specializes in cryptocurrency mining with a focus on bitcoin. The Company is expanding and upgrading its mining operations by securing the most energy efficient miners currently available. Riot is headquartered in Castle Rock, Colorado, and the Company's mining facility operates out of upstate New York, under a co-location hosting agreement with Coinmint. Riot Blockchain reported a net loss of $12.67 million for the year ended Dec. 31, 2020, compared to a net loss of $20.30 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $375.91 million in total assets, $8.09 million in total liabilities, and $367.82 million in total stockholders' equity. RKJ HOTEL: Unsecureds to Recoup 60% of Allowed Claims ----------------------------------------------------- RKJ Hotel Management, LLC, filed a Plan of Reorganization and a Disclosure Statement explaining. The Plan provides for the Debtor's continuation of its ownership and operation of the Delta Marriott Hotel at the Detroit Metropolitan Airport. To achieve this, the Plan proposes to (i) cure defaults under the RSS Loan Documents, (ii) continue as a Marriott franchisee, and (iii) pay over time the arrears to (x) the Holders of its Allowed Insider Unsecured Claims and (y) Allowed General Unsecured Claims. * Classes of Claims under the Plan: -- Classes 1, 5 and 6 are Impaired, and therefore, will vote on the Plan. A. Class 1 RSS Loan – Secured Claim for $20,472,281, plus allowed accrued interest, charges, and fees. Pursuant to the Plan, the RSS Loan Agreement shall be modified to provide that prior to the Restated RSS Loan Maturity Date, Reorganized Debtor shall have the absolute right to sell the collateralized Real Property in one sale transaction free and clear of the RSS Liens; provided, that the proceeds of such sale are sufficient at the time of closing of such sale to pay, and are utilized to pay, the then principal balance and accrued interest then due and owing under the Restated RSS Note. The amount owing under the RSS note proceeds from the Debtor's prepetition loan for $20,500,000 from Rialto Mortgage Finance, LLC. B. Class 5 Insider Unsecured Claims -- $2,315,000 Class 4 is comprised of all General Unsecured Claims of Insiders such as (i) Katofsky Family Trust; (ii) Alexis Ariella, LLC; (iii) Weisman Holdings, LLC; (iv) Samra, LLC; (v) SGR, LLC; and (vi) WOFM Inc., including each of their respective members, directors, officers, managers, persons in control. Each Holder or an Allowed Insider Unsecured Claim shall be paid 60% of its Allowed Insider Unsecured Claim, in cash, in 12 monthly installments, with the first installment beginning 30 Business Days after the last payment to Holders of Allowed General Unsecured Claims. C. Class 6 General Unsecured Claims -- $1,749,127 Each Holder of an Allowed General Unsecured Claim shall be paid 60% of the Allowed General Unsecured Claim, in Cash, as follows: a. one-third on the General Unsecured Creditor Initial Distribution Date; b. the balance in 12 equal monthly installments commencing on the first Business Day that is 30 days after the General Unsecured Creditor Initial Distribution Date. If a General Unsecured Claim is Allowed after the Effective Date, such Allowed General Unsecured Claim shall be paid in full by the latest of: a. one year after the General Unsecured Claims Initial Distribution Date; and b. 14 Business Days after such General Unsecured Claim is deemed an Allowed General Unsecured Claim. -- Classes 2, 3, and 4 are Unimpaired and deemed to accept the Plan, and therefore, will not vote on the Plan. -- Class 7 RKJ Equity Interests are Unimpaired and deemed to accept the Plan, and therefore, will not vote on the Plan. * Ownership The Debtor is owned by (1) the Katofsky Family Trust (39%); (2) Alexis Ariella, LLC (20%); (3) Weisman Holdings, LLC (20%); (4) Samra, LLC (15%); (5) SGR, LLC (5%); and (6) WOFM Inc. (1%). Anthony Palazzo serves as WOFM's independent director. Jeff Katofsky is the president and secretary of WOFM. WOFM, the Debtor's manager, will continue on to manage the Reorganized Debtor post-confirmation. * Bar Dates June 16, 2021 is the deadline for non-governmental units to file proofs of claim. August 9, 2021 is the deadline for governmental units to file proofs of claim. A copy of the Disclosure Statement is available for free at https://bit.ly/3pxiR73 from PacerMonitor.com. About RKJ Hotel Management RKJ Hotel Management, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 21-10593) on Feb. 9, 2021. Jeff Katofsky, member and authorized representative, signed the petition. In the petition, the Debtor disclosed assets of between $10 million and $50 million and liabilities of the same range. Judge Natalie M. Cox oversees the case. The Debtor tapped Garman Turner Gordon, LLP as its legal counsel. SAGE INVENT: Involuntary Chapter 11 Case Summary ------------------------------------------------ Alleged Debtor: Sage Invent, LLC 36510 Boykin Blvd. Lillian, AL 36549 Involuntary Chapter 11 Petition Date: June 9, 2021 Court: United States Bankruptcy Court Northern District of Florida Case No.: 21-30378 Petitioners' Counsel: Pro Se A full-text copy of the Involuntary Petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/WIIEPPY/Sage_Invent_LLC__flnbke-21-30378__0001.0.pdf?mcid=tGE4TAMA Alleged creditors who signed the petition: Petitioner Nature of Claim Claim Amount ---------- --------------- ------------ BEC + GLAW Industries IP Contract/ $3,120,000 110 East 41st Consulting New York City, NY 10017 Wess Ellingson Labor $60,000 36510 Boykin Blvd. Lillian, AL 36549 Mike Lowitz Lease/Purchase $385,000 6500 Drayton Hill Pace, FL 32571 SEQUENTIAL BRANDS: To Sell Jessica Simpson Assets in Bankruptcy --------------------------------------------------------------- Eliza Ronalds-Hannon and Katherine Doherty of Bloomberg News report the troubled owner of Jessica Simpson's brand is nearing a deal to sell its majority stake in the fashion line back to the singer and offload other assets as part of a potential Chapter 11 bankruptcy filing, according to people with knowledge of the plans. Sequential Brands Group Inc. had been seeking to sell off its assets to avoid a cash crunch while it negotiated with creditors, but is now preparing to unload its brands under a process that will likely take place in court, said the people, who asked not to be named discussing private company plans. About Sequential Brands Sequential Brands Group, together with its subsidiaries, owns various consumer brands. The company licenses its brands for a range of product categories, including apparel, footwear, fashion accessories, and home goods. SUFFERN PARTNERS: Seeks to Hire Oved & Oved as Special Counsel -------------------------------------------------------------- Suffern Partners, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Oved & Oved, LLP as its special counsel. The Debtor needs the firm's legal assistance in connection with the lawsuit involving its former tenant Continental Kosher Catering, Inc. (Suffern Partners, LLC v. Continental Kosher Catering Inc., Justice Court: Town of Ramapo, Index No. 033841/2019) and in the finalization and closing of the sale of its real property. The firm's hourly rates are as follows: Terrence A. Oved $995 per hour Glen Lenihan $695 per hour Jennifer R. Pierce $295 per hour Other Attorneys $250 to 995 per hour Paralegal assistants $150 to $250 per hour Glen Lenihan, Esq., a partner at Oved & Oved, disclosed in a court filing that the firm does not represent an interest adverse to the Debtor and its estate. The firm can be reached through: Glen Lenihan, Esq. Oved & Oved LLP 401 Greenwich Street New York, NY 10013 Phone: 212-226-2376 ext. 231 Fax: 212-226-7555 Email: glenihan@ovedlaw.com About Suffern Partners Suffern Partners, LLC is a single asset real estate debtor based in Suffern, N.Y. It is the fee simple owner of a property located at 25 Old Mill Road, Suffern, N.Y., valued at $52.5 million. Suffern Partners filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 21-22280) on May 16, 2021. Isaac Lefkowitz, chief executive officer, signed the petition. In its petition, the Debtor disclosed $58 million in assets and $48.72 million in liabilities. Judge Sean H. Lane presides over the case. The Debtor tapped Davidoff Hutcher & Citron, LLP as its bankruptcy counsel. Hahn & Hessen, LLP, Stavitsky & Associates, LLC and Oved & Oved, LLP serve as the Debtor's special counsel. SUFFERN PARTNERS: Taps Stavitsky & Associates as Special Counsel ---------------------------------------------------------------- Suffern Partners, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Stavitsky & Associates, LLC as its special counsel. The firm's services include: (a) reviewing real estate tax assessment records in order to determine the validity of the 2019, 2020 and 2021 tax assessments; (b) assisting the Debtor in obtaining the most equitable assessments possible; (c) objecting or appealing the assessments with the Debtor's approval; (d) arranging for evidence in support of the Debtor's 2019 tax appeal; and (e) advising the Debtor of its efforts to review and appeal the 2019, 2020 and 2021 tax assessments. The firm will be paid based on a contingency fee arrangement of 20 percent of the tax savings, which is calculated based upon the amount of the taxable assessment reduction for 2019 (2020 and 2021, if applicable). Bruce Stavitsky, Esq., a partner at Stavitsky & Associates, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm holds office at: Bruce J. Stavitsky, Esq. Stavitsky & Associates, LLC 350 Passaic Avenue Fairfield, NJ 07004 Phone: (973) 869-5550 About Suffern Partners Suffern Partners, LLC is a single asset real estate debtor based in Suffern, N.Y. It is the fee simple owner of a property located at 25 Old Mill Road, Suffern, N.Y., valued at $52.5 million. Suffern Partners filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 21-22280) on May 16, 2021. Isaac Lefkowitz, chief executive officer, signed the petition. In its petition, the Debtor disclosed $58 million in assets and $48.72 million in liabilities. Judge Sean H. Lane presides over the case. The Debtor tapped Davidoff Hutcher & Citron, LLP as its bankruptcy counsel. Hahn & Hessen, LLP and Stavitsky & Associates, LLC serve as the Debtor's special counsel. T&A LONGORIA: Seeks to Hire Langley & Banack as Legal Counsel ------------------------------------------------------------- T&A Longoria Ventures, LLC, seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Langley & Banack, Inc. as its legal counsel. Langley & Banack will render these services: (a) advise the Debtor regarding its duties and powers in its Chapter 11 case; and (b) handle all matters which come before the court in the Debtor's case. The hourly rates of Langley & Banack's attorneys are as follows: William R. Davis, Jr., Esq. $400 The firm received $1,842 retainer, plus filing fee of $1,738 from the Debtor. William Davis, Jr., Esq., a partner at Langley & Banack, disclosed in court filings that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: William R. Davis, Jr., Esq. Langley & Banack, Inc. 745 E. Mulberry, Suite 700 San Antonio, TX 78212 Telephone: (210) 736-6600 Facsimile: (210) 735-6889 Email: wrdavis@langleybanack.com About T&A Longoria Ventures, LLC T&A Longoria Ventures, LLC, sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. Case No. 21-50713) on June 4. 2021, listing $50,000 in both assets and liabilities. William R. Davis, Jr, Esq. at Langley & Banack, Inc. represents the Debtor as counsel. TALI CORP: Gets Cash Collateral Access on Interim Basis ------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of California, San Francisco Division, has authorized Tali Corp. d/b/a bkr to use cash collateral in accordance with the budget on a further interim basis, with up to a 10% variance of the total amount authorized. The Debtor will make adequate protection payments to City National Bank in the amount of $4,000 per month. $2,000 per month will be credited to interest, and $2,000 per month will be credited to principal. The Debtor will make the April adequate protection payment immediately, the May adequate protection payment no later than June 4, 2021, and the June adequate protection payment no later than June 20, 2021. The Debtor and City National Bank reserve the right to request that the Court modify the amount of the adequate protection payments based on the Debtor's operations. The Secured Creditors are granted replacement liens, in accordance with their pre-petition priority, in the Debtor's postpetition assets and the proceeds thereof, to the same extent, validity, and priority as the liens held by the Secured Creditors as of the Petition Date, limited to the amount of any cash collateral of the respective Secured Creditor as of the Petition Date, to the extent that any Cash Collateral of the respective Secured Creditor is actually used by the Debtor. The replacement lien does not include, without limitation, a lien on proceeds of any Avoidance Actions arising under Sections 544, 545, 546, 547, 548, 549, 550 or any similar provisions of the Bankruptcy Code. Any interest of the Secured Creditors in any cash collateral is adequately protected. A continued interim hearing on the Motion is scheduled for June 18, 2021, at 10:30 via Zoom. A copy of the order is available for free at https://bit.ly/2ShD04W from PacerMonitor.com. About Tali Corp. Tali Corp. d/b/a bkr manufactures glass and glass products. Tali sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 21-30254) on April 1, 2021. In the petition signed by Adam Winter, chief operating officer, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Dennis Montali oversees the case. Jeffrey I. Golden, Esq. is the Debtor's counsel. TARGA RESOURCES: Fitch Assigns FirstTime 'BB+' IDR, Outlook Stable ------------------------------------------------------------------ Fitch Ratings assigned a First Time Long-Term Issuer Default Rating (IDR) of 'BB+' to Targa Resources Partners LP (TRP) and Targa Resources Corp. (TRC) In addition, Fitch assigned a rating of 'BBB-'/'RR1' (recovery of 91%-100%) to TRP's $2.2B secured revolver (due 2023) and a 'BB+'/'RR4' (recovery of 31%-50%) to the unsecured notes. A 'BB-'/'RR6' (recovery of 0%-10%) rating was also assigned to TRC's $670 million secured revolver. The Rating Outlook is Stable. The rating reflects Targa's integrated natural gas liquids (NGL) footprint, exposure to the Permian Basin and the higher credit quality and diverse customer base. Offsetting these factors are the volumetric risks and higher commodity risk than other midstream peers, though somewhat mitigated by the incorporation of fixed-fee and fee floors in the gathering and processing (G&P) contracts and a ratable hedging policy. KEY RATING DRIVERS Scope and Scale of Operations: Targa's ratings reflect the size, scale, and diversity of its asset base. The size and breadth of Targa's operations include end-to-end gathering, processing, transportation, storage, fractionation and liquified petroleum gas (LPG) export solutions. These assets will prove valuable as the global demand for NGLs grows, rebounding from the weak industry conditions during the pandemic. Additionally, the company's asset base provides a platform for growth opportunities across its footprint in areas such as the Permian Midland and the Permian Delaware, offsetting declining volumes from the less robust Anadarko and Eagle Ford Basins. The G&P segment was 47% of 2020 operating margin and the Logistics and Transportation contributed 53%. Commodity Exposure Decreasing: Following the full completion of Grand Prix NGL Pipeline in 3Q19, Targa's portion of gross margin supported by fixed fee contracts increased to about 80% in 2020, from 70% in 2018. The Permian Basin, its core growth region for its G&P segment, was 60% fee-based in 2020, up from 35% in 2018, as more contracts included fee floor and fixed fee components in the percentage of proceeds (PoP) contracts. The remaining operating margin has commodity price and volume risk under PoP contracts. The G&P contracts are largely backed by acreage dedication across a diverse set of counterparties. The Grand Prix NGL Pipeline and fractionation businesses have significant minimum volume commitments and take-or-pay contracts, with long-term (10+ year) contracts, providing more cash flow stability. Diversity of Counterparties: Counterparty risk is a general concern for most midstream issuers with G&P operations, but should be relatively limited for Targa. Targa's volumes and margin are supported by contracts and agreements with a diverse set of largely investment grade producers within the producing regions where Targa operates. Targa does not have any material unsecured concentration with any single high-yield counterparty. Pandemic Headwinds Slows Deleveraging: Fitch believes leverage is declining through a combination of EBITDA growth and, to a lesser extent, debt reduction. From 2018-2020, Targa invested $6 billion directly and through joint ventures in capital to build out its integrated NGL footprint. The pandemic headwinds slowed ramp-up on its Grand Prix NGL Pipeline and accelerated volume declines in Targa's less favorable basins, such as the Anadarko and the Bakken in 2020. Credit supportive measures taken in 2020, including a 90% dividend cut, operating expense reductions and a 40% drop in capex, turned free cash flow positive. Improving Commodity Prices: Higher NGL commodity prices are providing a tailwind for faster leverage reduction. Leverage, as measured by total debt with equity credit/operating EBITDA, was 5.0x in 2020, based on Fitch's calculation. Fitch expects it to decline to 4.6x-4.7x in 2021. Fitch does not give any equity credit to TRC's preferred stock. While leverage is declining, Fitch believes the repurchase of Targa's share of assets owned through the joint ventures with Stonepeak Infrastructure Partners (DevCo) in 1Q22 may keep leverage around 4.6x. This is above management's leverage target of 3.0x-4.0x under management's leverage calculation which excludes the TRC preferred stock, and differs from Fitch's calculation. Until the DevCo repurchase and capital structure simplification are complete, Fitch expects leverage of 4.6x-4.8x through 2023. Leverage reduction would slow if management used excess cash flow for its $500 million share repurchase program. Manageable Capex Needs: The repurchase of DevCo provides visibility into EBITDA growth and alleviates pressure to fund additional capex for growth opportunities. The major capital projects were completed by 2019, including the Grand Prix NGL Pipeline, the Gulf Coast Express Pipeline and the fractionation Train 6, keeping future capex requirements manageable. As a result, Fitch expects TRP to be FCF positive over Fitch's forecast period (inclusive of the return of capital to shareholders), affording them financial flexibility to achieve their leverage targets. Parent Subsidiary Linkage: Fitch considers the consolidated credit profile of TRC and TRP under its Parent Subsidiary Ratings Linkage Criteria for the ratings of these two entities. TRC is the parent of TRP and TRP is the only source of cash flow for TRC. The only obligations at TRC are the revolving credit facility and preferred stock. TRC's preferred stock is subordinated to the debt at TRP. TRP exhibits a stronger credit profile as the operating subsidiary where the assets are located and cash flow is generated. Fitch also views the legal and operational ties to be strong between the two entities. TRPs' credit agreement and notes are guaranteed by the operating subsidiaries. DERIVATION SUMMARY Targa's ratings are reflective of its scope and scale, owning natural gas G&P assets across several basins with a focus on the Permian Basin, and NGL transportation pipelines to its Mont Belvieu fractionation and Galena Park LPG export assets. Midstream peer DCP Midstream Operating, LP (BB+/Stable) is similarly sized but more geographically diverse than Targa. It has slightly higher exposure to commodity prices with 70% of gross margin supported by fixed fee contracts compared to Targa at 80% supported by fixed fee or fee floor contracts. Targa's commodity exposure has been declining as its Grand Prix NGL Pipeline, which does not have commodity exposure, came online in 3Q 2019 and ramps up. Targa is significantly smaller than midstream peer ONEOK (BBB/Stable). ONEOK's NGL transportation network is significantly larger with more diverse basin exposure that brings NGLs from the Rockies, the Mid-Continent and the Permian. ONEOK is generating roughly double the EBITDA as Targa, and has limited commodity exposure, accounting for the two-notch rating difference. Fitch expects Targa's leverage to be better than DCP and similar to ONEOK. Targa's leverage will remain in the 4.6x-4.8x range until the buyout of the DevCo and capital simplification is complete by 2023, lower than DCP in the 5.0x range in the near term. Fitch forecasts ONEOK's leverage to fall to between 4.4x to 4.8x by the end of 2021. KEY ASSUMPTIONS -- The Fitch price deck for oil and natural gas informs the assumptions for natural gas, crude, the unhedged volumes, and NGL prices; -- G&P volumes have slight growth in 2021-2022 led by volumes in the Permian offsetting declines in other basins; -- Net capital spending falls to $480-580 million in 2021 in line with management guidance, declining after annual capex spending of about $1 billion-$3 billion from 2018-2020. Assumes the Heim natural gas plant is online in late 2021. -- DevCo is repurchased in 2022 with a combination of cash flow and debt; -- An acceleration in debt reduction from 2023-2024, after the completion of the DevCo repurchase; -- No change in the dividend. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- A demonstrated ability to maintain the percentage of fixed-fee or fee floor contracts or hedged gross margin at or above 85% while maintaining leverage, as measured by total debt with equity credit/operating EBITDA, below 4.0x on a sustained basis; -- Completion of the DevCo repurchase and simplification of the capital structure. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Leverage (total debt with equity credit/operating EBITDA) expected above 5.0x on a sustained basis; -- A significant decline in fixed-fee or fee floor contracts leading to a gross margin of less than 65% fixed fee contracts without an appropriate significant adjustment in capital structure, specifically a reduction in leverage; -- An upgrade to investment grade by Moody's and S&P may, at management's option, trigger the security for the revolving credit facility at TRP to fall away, leading to negative rating action for the revolver. 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 Sound Liquidity: At March 31, 2021, Targa had total liquidity available of $3.0 billion consisting of available cash of $248.5 million, $595 million available under TRC's revolving credit facility and a combined $2.2 billion available under TRP's account receivables securitization facility ($80 million available) and revolving credit facility ($2.1 billion available). The securitization facility matures in April 21, 2022. The $1 billion senior unsecured notes in February 2021 funded a cash tender for the senior notes due 2025 and repaid short term borrowings under the TRC and TRP revolving credit facilities. The next debt maturity is 2023 in addition to the TRP and TRC revolving credit facilities. Targa has focused on simplifying its corporate structure. Over the past year, it repurchased unsecured debt at a discount, redeemed TRP's $125 million preferred units and repurchased 45,800 shares of TRC's preferred stock. Additionally, in 2020, Targa authorized a $500 million share repurchase program and repurchased $91.5 million. ISSUER PROFILE Targa Resources Corp, through its wholly owned subsidiary Targa Resources Partners LP, is a midstream infrastructure provider, owning assets across the entire NGL value chain. It is one of the larger service providers of NGLs with the third largest LPG export capacity in the U.S. The G&P assets span several basins, focused in the Permian Basin, enhanced by its transportation pipelines connecting to Mont Belvieu, the U.S. NGL hub, feeding its fractionation facilities and LPG export capabilities. The Fitch adjusted EBITDA was $2.1 billion in 2020. SUMMARY OF FINANCIAL ADJUSTMENTS Fitch typically adjusts midstream energy companies' EBITDA to exclude equity in earnings of unconsolidated affiliates and includes cash distributions from unconsolidated affiliates. Fitch removes distributions to non-controlling interests from Targa's EBITDA. 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. TEN & FREE: Wins Cash Collateral Access Thru June 22 ---------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Texas, Sherman Division, has authorized Ten & Free, Inc. to use cash collateral through June 22, 2021, in accordance with the terms and conditions of the interim order, and pay the items on the Interim Budget. The Debtor has an immediate need to use the cash collateral in which Forward Financing, LLC, Fox Capital Group, Inc., Diesel Funding, LLC, Swift Financial and the Internal Revenue Service may assert an interest, to permit the orderly continuation of the operation of its business; maintain business relationships with vendors, suppliers and customers; and satisfy other operational needs. As adequate protection for the Debtor's use of Cash Collateral and to the extent of any diminution in value of the Secured Lenders' interest in the Debtor's assets securing the Indebtedness, Secured Lenders are granted from, on and after the Petition Date, valid and automatically perfected first priority replacement liens and security interests in and upon all of the properties and assets of the Debtor, real and personal, including, but not limited to, those assets described in the Loan Documents, to the same extent and validity as existed as of the Petition Date. A final cash collateral hearing is scheduled for June 22 at 9:30 am. A copy of the order and the Debtor's monthly budget is available for free at https://bit.ly/355bBpo from PacerMonitor.com. The Debtor projects total income of $105,000 and total expenses of $99,463.97. About Ten & Free Inc. Ten & Free Inc., d/b/a A+ Certified Appliance, is an appliance repair business located in Celina, Texas. The Debtor filed a petition under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 21-40734) on May 17, 2021 in the U.S. Bankruptcy Court for the Eastern District of Texas. On the Petition Date, the Debtor estimated up to $50,000 in assets and between $100,001 and $500,000 in liabilities. The petition was signed by Tyler Adkins, president. Judge Brenda T. Rhoades oversees the case. Spector & Cox, PLLC represents the Debtor as counsel. TOWNE & TERRACE: Seeks to Employ Frederic Sipe as Special Counsel ----------------------------------------------------------------- Towne & Terrace Corp. seeks approval from the U.S. Bankruptcy Court for the Southern District of Indiana to hire Frederic Sipe as its special counsel. The Debtor needs the services of the attorney to negotiate and resolve claims asserted in the ordinance violation lawsuit filed against it by the City of Indianapolis. The Debtor will pay the attorney an hourly fee of $300 and will reimburse any out-of-pocket expenses incurred. Mr. Sipe disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Mr. Sipe holds office at: Frederic Sipe, Esq. 225 North Delaware Street Indianapolis, IN 46204-2137 Phone: (317) 269-1999 About Towne & Terrace Corp. Indianapolis-based Towne & Terrace Corp. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Case No. 21 02161) on May 12, 2021. Towne & Terrace President Josh McDermott signed the petition. In its petition, the Debtor disclosed assets of $1,599,365 and liabilities of $59,594. Judge James M. Carr oversees the case. The Debtor tapped Jacobson Hile Kight, LLC as its bankruptcy counsel. Frederic Sipe, Esq., and Clifford Courtney, Esq., practicing attorneys in Indianapolis, serve as the Debtor's special counsel. TOWNE & TERRACE: Taps Clifford Courtney as Special Counsel ---------------------------------------------------------- Towne & Terrace Corp. seeks approval from the U.S. Bankruptcy Court for the Southern District of Indiana to hire Clifford Courtney, Esq., an attorney practicing in Indianapolis, as its special counsel. The Debtor requires legal assistance in the negotiation and resolution of claims asserted in the ordinance violation lawsuit filed against it by the City of Indianapolis. The City of Indianapolis, the Debtor's largest member, owns 71 residential units and holds a 39.7% membership interest in the Debtor. Mr. Courtney will be paid at an hourly rate of $300 for his services and will receive reimbursement for out-of-pocket expenses incurred. In court filings, Mr. Courtney disclosed that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Mr. Courtney holds office at: Clifford Courtney, Esq. 225 N. Delaware St. Indianapolis, IN 46204-2137 Phone: (317) 269-1999 About Towne & Terrace Corp. Indianapolis-based Towne & Terrace Corp. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Case No. 21-02161) on May 12, 2021. Towne & Terrace President Josh McDermott signed the petition. In its petition, the Debtor disclosed assets of $1,599,365 and liabilities of $59,594. Judge James M. Carr oversees the case. The Debtor tapped Jacobson Hile Kight, LLC as its bankruptcy counsel. Frederic Sipe, Esq., and Clifford Courtney, Esq., practicing attorneys in Indianapolis, serve as the Debtor's special counsel. TUMBLEWEED TINY HOUSE: Unsecureds to Get 50% if FR Objects to Plan ------------------------------------------------------------------ Tumbleweed Tiny House Company, Inc., submitted a Disclosure Statement for its Third Amended Plan of Reorganization dated June 8, 2021. Under the Plan, the Debtor provides several alternative scenarios for reorganization. The Debtor will proceed with its litigation against FreedomRoads Holding Company, LLC ("FR" or FreedomRoads) and others outside of the Bankruptcy Court. If the Contested Unsecured Claim of FreedomRoads is Allowed in full or in part and FR objects to confirmation of the Plan, the New Company, owned by a third party, will pay $1 million to the Debtor in exchange for all the Equity Interest in the Debtor. Mr. Weissmann will have the option of earning or buying back equity in the New Company according to a separate agreement with the New Company. Unsecured Creditors would then receive their pro-rata portion of $1.79 million paid out over 5 years. The Debtor estimates that under this scenario, Allowed Unsecured Creditors will receive a 50% return ($1,790,000.00 / $3,552,936.32 is 50%). Class 3 consists of Allowed Impaired Secured Claim of PIRS Capital, LLC. Under the Plan, the Debtor will transmit 4% of all payments to Debtor in the ordinary course of the Debtor's business for the payment of Debtor's sale of goods until $323,325.70 is paid to PIRS. Such payments shall be made on a monthly basis by the last day of each month with payments beginning the first full month following the Effective Date. The Reorganized Debtor, at its discretion, may satisfy or pay off the Class 3 Claim at any time after the Effective Date. Class 10 is comprised of creditors with or asserting Unsecured Claims against the Debtor, including any allowed penalty Claims held by any taxing authority which are not related to actual pecuniary loss. Allowed Class 10 Claims shall receive their pro rata share of the Unsecured Creditors Fund for Consensual Plan or Unsecured Creditors Fund for Contested Plan. Distributions to Class 10 claimants shall not exceed the amount of the Allowed Unsecured Claim plus interest calculated at two and a half (2.5%) per annum. Distributions to the Allowed Class 10 claimants shall be made annually on the anniversary of the Effective Date and shall begin in 2022. The Debtor has already objected to the Contested Claim of FreedomRoads and has filed a motion for authority to employ special counsel to litigate the Debtor's claims against FR outside of Bankruptcy Court. In the event the Debtor's claims against FR are successful and it is determined or agreed that the Debtor is not indebted to FR, the Contested Claim of FR will be disallowed in its entirety and FR will receive no distribution under this Plan. Total Amount of Unsecured Claims if Contested Claim of FreedomRoads Holding Company, LLC is Disallowed is $755,783.43 resulting in an approximate 100% return to each Allowed Unsecured Creditor. Total Amount of Unsecured Claims if Contested Claim of FreedomRoads Holding Company, LLC is Allowed and Freedom Roads opposes confirmation is $3,552,936.32 resulting in an approximate 50% return to each Allowed Unsecured Creditor. A full-text copy of the Disclosure Statement dated June 8, 2021, is available at https://bit.ly/3gnbRWa from PacerMonitor.com at no charge. Attorneys for the Debtor: WADSWORTH GARBER WARNER CONRARDY, P.C. David V. Wadsworth, #32066 David J. Warner, #38708 2580 W. Main St., Suite 200 Littleton, CO 80120 Tel: (303) 296-1999 Fax: (303) 296-7600 About Tumbleweed Tiny House Company Tumbleweed Tiny House Company, Inc., a manufacturer of tiny house RVs, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 20-11564) on March 4, 2020. At the time of the filing, the Debtor estimated between $500,000 and $1 million in assets and between $1 million and $10 million in liabilities. Judge Kimberley H. Tyson oversees the case. Wadsworth Garber Warner Conrardy, P.C., and Gerard Fox Law, P.C., serve as the Debtor's bankruptcy counsel and special counsel, respectively. Stockman Kast Ryan + Company is the Debtor's accountant. VILLAS OF WINDMILL: General Unsecureds to Recover 100% Under Plan ----------------------------------------------------------------- Les S. Osborne, Chapter 11 Trustee of Villas of Windmill Point II Property Owners Association, Inc. filed with the Bankruptcy Court a Second Amended Plan of Reorganization on June 4, 2021. The funds necessary to make all payments due on the Effective Date shall be derived from the funds currently on hand by the Trustee of approximately $2,000,000. Future payments, if any, owed to Class 2 shall be derived from the collection of monthly HOA dues and/or assessments. Once the Board of Directors is appointed, the Board will manage collection of dues and pay the regular operating bills from the dues. The Trustee will continue to hold the funds now in his possession until all litigation is concluded. No other outside sources are contemplated at this time. Classes of Claims under the Plan 1. Class 1 consists of the allowed Unsecured Claims held by George Santulli and Carlo Patti incurred as a result of the Receiver Litigation, each in the amount of $185,703. Trustee proposes to pay Class 1 claims $160,000 each or 86% of the allowed amount of the claim, without interest, on the Effective Date. The Trustee has been informed that Class 1 Claimants agree to this treatment. To the extent the Court reduces the claims, the treatment to Class 1 Claimants shall be reduced accordingly. A creditor filed objections to the claims of Class 1 Claimants. 2. Class 2 consists of the allowed Unsecured Claims of the Former Board of Directors. comprised of (i) Thomas Lesko, The Kingdom Trust Company (collectively, Lesko); McDonald Storey, Lisa Storey, Darren Storey (collectively, Storey); and Steven Goldfarb. Lesko's Claim is for $1,945,666; Storey's Claim is for of $104,000; and Goldfarb's Claim is for $104,000. These Claims have recently been disallowed pursuant to the Court's Orders entered in the relevant Adversary Proceedings. Class 2 is unimpaired as they are not entitled to a distribution now that their Claims are disallowed. Class 2 Claims under Appeal The Adversary Defendants -- Lesko, Storey and Goldfarb -- have filed Appeals of the Orders that disallowed their Claims under Class 2. In the event any appeal results in the allowance of the Claims, the treatment of any allowed Class 2 Claims shall be as follows: a. If the allowed Class 2 Claim is: * $120,000 or less -- Class 2 Claimants shall be paid in full on the Effective Date or within 30 days of a final Order in the Former Board of Directors litigation. * $120,000.01 to $500,000 -- the Class 2 Claimants shall be paid in 120 consecutive, equal, monthly installments. * $500,000.01 to $1,000,000 -- Class 2 Claimants shall be paid in 240 consecutive, equal, monthly installments. * $1,000,000.01 or higher -- the Class 2 Claimants shall be paid in 360 consecutive, equal, monthly, installments. The first installment payment under the second, third and fourth scenario shall be made on the Effective Date or within 30 days of a final order in the Former Board of Directors litigation. b. If the Court allows any portion of Class 2 claims as secured, that portion will be paid with interest at the rate of 4% for the duration of the payments set forth above. c. It is possible that each Class 2 claimant will be paid differently, depending on the Court's ruling for each claimant. 3. Class 3 shall consist of allowed General Unsecured Claims against the Debtor for $27,257. The Trustee proposes to pay Class 3 Claimants 100% of the allowed amount of their claims, with interest at the Federal Rate of 2.59%, on the Effective Date. On the Effective Date, all property of the Debtor's estate, including any real and personal property interests, shall vest in the Reorganized Debtor. A copy of the Second Amended Plan is available for free at https://bit.ly/34ZN0ST from PacerMonitor.com. About Villas of Windmill Point II Property Based in Port Saint Lucie, Fla., Villas of Windmill Point II Property Owners Association, Inc., is a non-profit corporation with volunteers that self manages 89 separately deeded, single-family residential villa units that are attached in four and five-unit clusters within a Planned Unit Development (PUD). Villas of Windmill filed a Chapter 11 petition (Bankr. S.D. Fla. 19-20400) on Aug. 2, 2019. At the time of filing, the Debtor was estimated to have $1 million to $10 million in assets and $1 million to $10 million in liabilities. Judge Mindy A. Mora oversees the case. The Debtor is represented by Brian K. McMahon, Esq., in West Palm Beach, Florida. Leslie S. Osborne was appointed as the Debtor's Chapter 11 Trustee. The Trustee is represented by Rappaport Osborne Rappaport. WARDMAN PARK: Court OKs Chapter 11 Auction Over Union Objections ---------------------------------------------------------------- Law360 reports that a Delaware bankruptcy judge Wednesday, June 9, 2021, approved plans to put Washington's Wardman Park Hotel up for auction in July, overriding concerns by the hotel's unions that bidders won't have enough information on the contract obligations they may be taking on. At a virtual hearing U.S. Bankruptcy Judge John Dorsey said it was unnecessary to add language to the bidding procedures order to address buyers' possible obligations to the Wardman's unions, particularly because those obligations are in dispute before an arbiter. "I'm not inclined to do anything that might possibly upset what's going on in the arbitration," he said. About Wardman Hotel Owner Wardman Hotel Owner, L.L.C., owns Marriott Wardman Park Hotel, a convention hotel located at 2600 Woodley Road NW, in the Woodley Park neighborhood of Washington, D.C. Wardman Hotel Owner, L.L.C., filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 21-10023) on Jan. 11, 2021. In the petition signed by James D. Decker, manager, the Debtor estimated $100 million to $500 million in assets and liabilities. The Hon. John T. Dorsey is the case judge. PACHULSKI STANG ZIEHL & JONES LLP, led by Laura Davis Jones, is the Debtor's counsel. WC 5TH: Seeks to Hire Fishman Jackson as Bankruptcy Counsel ----------------------------------------------------------- WC 5th and Waller LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Fishman Jackson Ronquillo PLLC as its bankruptcy counsel. The firm will render these legal services: (a) serve as attorneys of record for the Debtor in all aspects; (b) represent and advise the Debtor throughout its Chapter 11 case; (c) assist the Debtor in carrying out its duties under the Bankruptcy Code; (d) consult with the U.S. trustee, any statutory committee that may be formed, and all other creditors and parties in interest concerning administration of the case; (e) assist in the possible sale of the Debtor's assets; (f) prepare legal papers; (g) assist the Debtor in connection with formulating and confirming a Chapter 11 plan, if necessary; (h) assist the Debtor in analyzing and appropriately treating the claims of creditors; (i) appear before the bankruptcy court, any appellate courts or other courts having jurisdiction over any matter associated with the case; and (j) perform all other legal services. The hourly rates of the firm's attorneys and staff range as follows: Attorneys $300 - $450 Paraprofessionals $135 - $175 The principal attorney and paralegal designated to represent the Debtor and their agreed hourly rates are as follows: Mark H. Ralston, Esq. $400 Shirley James, Paralegal $140 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer of $25,000 from the Debtor's affiliate. Mark Ralston, Esq., an attorney at Fishman Jackson Ronquillo, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Mark H. Ralston, Esq. Fishman Jackson Ronquillo PLLC Three Galleria Tower 13155 Noel Road, Suite 700 Dallas, TX 75240 Telephone: (972) 419-5544 Facsimile: (972) 419-5500 Email: mralston@fjrpllc.com About WC 5th and Waller LLC WC 5th and Waller LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). WC 5th and Waller LLC filed its voluntary petition for relief unde Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 21-10358) on May 4, 2021. The petition was signed by Natin Paul, authorized agent. At the time of filing, the Debtor estimated $50 million in assets and $1 million to $10 million in liabilities. Mark H. Ralston, Esq. at FISHMAN JACKSON RONQUILLO, PLLC, serves as the Debtor's counsel. WC CULEBRA: Seeks to Hire Fishman Jackson as Bankruptcy Counsel --------------------------------------------------------------- WC Culebra Crossing SA, LP, seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Fishman Jackson Ronquillo PLLC as its bankruptcy counsel. The firm will render these legal services: (a) serve as attorneys of record for the Debtor in all aspects; (b) represent and advise the Debtor throughout its Chapter 11 case; (c) assist the Debtor in carrying out its duties under the Bankruptcy Code; (d) consult with the U.S. trustee, any statutory committee that may be formed, and all other creditors and parties in interest concerning administration of the case; (e) assist in the possible sale of the Debtor's assets; (f) prepare legal papers; (g) assist the Debtor in connection with formulating and confirming a Chapter 11 plan, if necessary; (h) assist the Debtor in analyzing and appropriately treating the claims of creditors; (i) appear before the bankruptcy court, any appellate courts or other courts having jurisdiction over any matter associated with the case; and (j) perform all other legal services. The hourly rates of the firm's attorneys and staff range as follows: Attorneys $300 - $450 Paraprofessionals $135 - $175 The principal attorney and paralegal designated to represent the Debtor and their agreed hourly rates are as follows: Mark H. Ralston, Esq. $400 Shirley James, Paralegal $140 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer of $25,000 from the Debtor's affiliate. Mark Ralston, Esq., an attorney at Fishman Jackson Ronquillo, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Mark H. Ralston, Esq. Fishman Jackson Ronquillo PLLC Three Galleria Tower 13155 Noel Road, Suite 700 Dallas, TX 75240 Telephone: (972) 419-5544 Facsimile: (972) 419-5500 Email: mralston@fjrpllc.com About WC Culebra Crossing SA, LP WC Culebra Crossing SA, LP is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). WC Culebra Crossing SA, LP filed its voluntary petition for relief unde Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 21-10360) on May 4, 2021. At the time of filing, the Debtor estimated $10,000,001 to $50 million in assets and $1 million to $10 million in liabilities. Mark H. Ralston, Esq. at FISHMAN JACKSON RONQUILLO, PLLC, serves as the Debtor's counsel. WHATABRANDS LLC: Moody's Alters Outlook on B1 CFR to Stable ----------------------------------------------------------- Moody's Investors Service affirmed Whatabrands LLC's B1 Corporate Family Rating, B1-PD Probability of Default Rating and B1 senior secured bank facility rating. The outlook was changed to stable from negative. "The affirmation and change in outlook to stable from negative reflects the steady improvement in Whatabrands operating performance that has resulted in earnings and cash flow growth despite continued government restrictions imposed as a result of the pandemic." stated Bill Fahy, Moody's Senior Credit Officer. Given Whatabrands off-premise focused business model its operating performance was not as materially impacted as most in the restaurant industry as a result of the pandemic. "The ratings and outlook also anticipate that operating performance will continue to improve due in part to same store sales lapping historic lows and consumers increase their spend on food-away from home as government restrictions begin to lessen." Fahy added. Affirmations: Issuer: Whatabrands LLC Corporate Family Rating, Affirmed B1 Probability of Default Rating, Affirmed B1-PD Gtd Senior Secured Term Loan, Affirmed B1 (LGD3) Gtd Senior Secured Revolving Credit Facility, Affirmed B1 (LGD3) Outlook Actions: Issuer: Whatabrands LLC Outlook, Changed To Stable From Negative RATINGS RATIONALE Whatabrands B1 CFR benefits from above average unit volumes that indicate strong brand awareness in its core market of Texas, a diversified day-part and customer mix, material amount of contributed equity and good liquidity. Whatabrands is constrained by its modest scale and geographic concentration in Texas. Governance risk is also a credit constraint given Whatabrands financial sponsor ownership as financial sponsors typically support more aggressive financial strategies including higher leverage, extractions of cash flow via dividends, and more aggressive growth strategies. The stable outlook reflects Moody's view that same store sales will remain positive and help drive a steady improvement in earnings, credit metrics and liquidity despite ongoing government restrictions in certain states. The restaurant sector has been one of the sectors most significantly affected by the coronavirus outbreak given its exposure to widespread location restrictions and closures as well as its sensitivity to consumer demand and sentiment. Moody's regard the coronavirus outbreak as a social risk under Moody's ESG framework, given the substantial implications for public health and safety. Whatabrands private ownership is a rating factor given the potential implications from both a capital structure and operating perspective. Financial policies are always a key concern of privately-owned companies with regards to the potential for higher leverage, extractions of cash flow via dividends, or more aggressive growth strategies. Restaurants by their nature and relationship with sourcing food and packaging, as well as an extensive labor force and constant consumer interaction are deeply entwined with sustainability, social and environmental concerns. While these factors may not directly impact the credit, they should positively impact brand image and result in a more positive view of the brands overall. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that would lead to an upgrade: Factors that could result in a higher rating would require debt to EBITDA of around 4.5 times and EBITDA less capex coverage of gross interest of approximately 2.5. An upgrade would also require very good liquidity. Factors that would lead to a downgrade: A downgrade could occur if on a sustained basis debt to EBITDA was over 5.75 times and EBITDA less capex to interest coverage was below 1.5 times. A deterioration in liquidity could also result in a downgrade. Whatabrands, LLC, a wholly-owned subsidiary of Sunrise Group Holdings, LLC (Sunrise) upon close, owns the Whataburger fast food brand which operates and franchises a total of 844 units (730 owned and 114 franchised) in 10 states with the substantial majority in Texas. Sunrise will be majority owned by funds affiliated with BDT Capital Partners and current owners. Annual revenues are about $2.2 billion while system sales are approximately $2.4 billion. The principal methodology used in these ratings was Restaurant Industry published in January 2018. WOODBRIDGE HOSPITALITY: Taps Ledgestone Hospitality to Manage Hotel ------------------------------------------------------------------- Woodbridge Hospitality, L.L.C. seeks approval from the U.S. Bankruptcy Code for the District of Arizona to hire Ledgestone Hospitality, LLC to oversee the management and operation of its hotel located at 9880 North Scottsdale Road, Scottsdale, Ariz. Ledgestone will be paid a monthly management fee equal to the sum of two and one-half percent of the room revenue for the preceding month, plus reimbursement of direct expenses incurred for any third-party payroll processing services and yearly accounting licensing software fees. The firm can be reached through: Michael Harris Ledgestone Hospitality, LLC 1709 Lake Drive West Chanhassen, MN 55317 Phone: 952-470-1444 Fax: 952-470-1333 About Woodbridge Hospitality Woodbridge Hospitality, L.L.C. is a company that operates in the hotel and motel industry. It conducts business under the name Suites on Scottsdale. Woodbridge Hospitality filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 21-04096) on May 26, 2021. Sukhbinder Khangura, manager, signed the petition. At the time of the filing, the Debtor had between $10 million and $50 million in both assets and liabilities. Judge Paul Sala presides over the case. Randy Nussbaum, Esq., at Sakcs Tierney P.A., represents the Debtor as legal counsel. WORKHORSE GRADING: Bankr. Administrator Unable to Appoint Panel --------------------------------------------------------------- The U.S. Bankruptcy Administrator for the Eastern District of North Carolina on June 9 disclosed that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Workhorse Grading and Construction, Inc. About Workhorse Grading and Construction Workhorse Grading and Construction, Inc. operates a logging Operation, clearing trees and selling the timber on a cash and carry basis. Workhorse Grading sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 21-01078) on May 7, 2021. In the petition signed by Wayland J. Plyler, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge David M. Warren oversees the case. J.M. Cook, P.A. is the Debtor's legal counsel. YC ATLANTA: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------- The U.S. Trustee for Region 21 on June 9 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of YC Atlanta Hotel, LLC. About YC Atlanta Hotel YC Atlanta Hotel, LLC, a hotel owner and operator in College Park, Ga., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 21-50964) on Feb. 3, 2021. Baldev Johal, managing member, signed the petition. In the petition, the Debtor disclosed total assets of up to $10 million and total liabilities of up to $50 million. Judge Barbara Ellis-Monro oversees the case. Stone & Baxer, LLP is the Debtor's legal counsel. YC FERNLEY: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------- The U.S. Trustee for Region 21 on June 9 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of YC Fernley Hotel, LLC. About YC Fernley Hotel YC Fernley Hotel LLC, a Reno, Nev.-based hotel owner and operator, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 21-52543) on March 29, 2021. Baldev Johal, managing member, signed the petition. In the petition, the Debtor disclosed total assets of up to $10 million and total liabilities of up to $50 million. Judge Barbara Ellis-Monro oversees the case. Stone & Baxter, LLP serves as the Debtor's legal counsel. [^] BOOK REVIEW: Bankruptcy and Secured Lending in Cyberspace ------------------------------------------------------------- Author: Warren E. Agin Publisher: Bowne Publishing Co. List price: $225.00 Review by Gail Owens Hoelscher Red Hat Inc. finds itself with a high of 151 5/8 and low of 20 over the last 12 months! Microstrategy Inc. has roller-coasted from a high of 333 to a low of 7 over the same period! Just when the IPO boom is imploding and high-technology companies are running out of cash, Warren Agin comes out with a guide to the legal issues of the cyberage. The word "cyberspace" did not appear in the Merriam-Webster Dictionary until 1986, defined as "the on-line world of computer networks." The word "Internet" showed up that year as well, as "an electronic communications network that connects computer networks and organizational computer facilities around the world." Cyberspace has been leading a kaleidoscopic parade ever since, with the legal profession striding smartly in rhythm. There is no definition for the word "cyberassets" in the current Merriam-Webster. Fortunately, Bankruptcy and Secured Lending in Cyberspace tells us what cyberassets are and lays out in meticulous detail how to address them, not only for troubled technology companies, but for all companies with websites and domain names. Cyberassets are primarily websites and domain names, but also include technology contracts and licenses. There are four types of assets embodied in a website: content, hardware, the Internet connection, and software. The website's content is its fundamental asset and may include databases, text, pictures, and video and sound clips. The value of a website depends largely on the traffic it generates. A domain name provides the mechanism to reach the information provided by a company on its website, or find the products or services the company is selling over the Internet. Examples are Amazon.com, bankrupt.com, and "swiggartagin.com." Determining the value of a domain name is comparable to valuing trademark rights. Domain names can come at a high price! Compaq Computer Corp. paid Alta Vista Technology Inc. more than $3 million for "Altavista.com" when it developed its AltaVista search engine. The subject matter covered in this book falls into three groups: the Internet's effect on the practice of bankruptcy law; the ways substantive bankruptcy law handles the impact of cyberspace on basic concepts and procedures; and issues related to cyberassets as secured lending collateral. The book includes point-by-point treatment of the effect of cyberassets on venue and jurisdiction in bankruptcy proceedings; electronic filing and access to official records and pleadings in bankruptcy cases; using the Internet for communications and noticing in bankruptcy cases; administration of bankruptcy estates with cyberassets; selling bankruptcy estate assets over the Internet; trading in bankruptcy claims over the Internet; and technology contracts and licenses under the bankruptcy codes. The chapters on secured lending detail technology escrow agreements for cyberassets; obtaining and perfecting security interests for cyberassets; enforcing rights against collateral for cyberassets; and bankruptcy concerns for the secured lender with regard to cyberassets. The book concludes with chapters on Y2K and bankruptcy; revisions in the Uniform Commercial Code in the electronic age; and a compendium of bankruptcy and secured lending resources on the Internet. The appendix consists of a comprehensive set of forms for cyberspace-related bankruptcy issues and cyberasset lending transactions. The forms include bankruptcy orders authorizing a domain name sale; forms for electronic filing of documents; bankruptcy motions related to domain names; and security agreements for Web sites. Bankruptcy and Secured Lending in Cyberspace is a well-written, succinct, and comprehensive reference for lending against cyberassets and treating cyberassets in bankruptcy cases. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2021. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***