/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/210901.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, September 1, 2021, Vol. 25, No. 243 Headlines 76 ELEVENT AVE: Public Sale Auction Set for October 10 96 WYTHE: Taps Getzler, Hilco Real Estate as Financial Advisors ACER THERAPEUTICS: Incurs $3.2 Million Net Loss in Second Quarter AHERN RENTALS: Discloses Refinancing Plans for 2L Notes AIRSEATRANS LLC: Has Interim Access to Cash Collateral AIWA CORP: Taps Hilco IP Services to Market Operating Assets ALPHATEC HOLDINGS: Issues $316.3 Million Convertible Senior Notes AMADO AMADO: Case Summary & 20 Largest Unsecured Creditors AMERICAN NATIONAL: Has Cash Collateral Access Until October 27 AMSTERDAM HOUSE: Revised First Amended Plan Confirmed by Judge ARK INNOVATIONS: Voluntary Chapter 11 Case Summary BASIC ENERGY: Will Lay Off Nearly 500 Jobs BOUCHARD TRANSPORTATION: Amended Joint Plan Confirmed by Judge BOY SCOUTS OF AMERICA: Fight vs. Chubb Complicates Victims Pay Deal BRIDGEPORT HEALTH: Case Summary & Unsecured Creditor BUCKINGHAM SENIOR LIVING: Court Grants Final OK on $5MM DIP Loan BUCKINGHAM SENIOR LIVING: No Care Decline, Ombudsman Says CIRCUIT CITY: Headed to Bankruptcy Conclusion After About 13 Years CMG CAPITAL: Office Building to be Sold in Bankruptcy Auction CORP GROUP: Committee Taps NLD Abogados as Special Chilean Counsel DAKOTA TERRITORY: Gets OK to Employ Stinson as Special Counsel DARREN MARTIN: Taps Adrienne Martin to Market 2 Georgia Properties DEA BROTHERS: US Trustee Wants Treatment of Unsecureds Clarified DLT RESOLUTION: Incurs $185K Net Loss in Second Quarter EAST WEST AVL: Has Interim OK to Use Cash Collateral Thru Sept. 23 EMERALD GRANDE: May Use Cash Collateral Through Dec. 31 ENRAMADA PROPERTIES: Novoa Unsecureds Will Get 30% of Claims EQUIVALENT FINANCIAL: Unsecureds to Get Share of Income for 3 Years ESSA PHARMA: Incurs $8.8 Million Loss in Third Quarter FIVETOWER LLC: Case Summary & 14 Unsecured Creditors FORD STEEL LLC: May Use Cash Collateral Until November 23 FORD STEEL: Executes $10.8M Sale Agreement with Big Acquisitions FREMONT HILLS: US Trustee Says Disclosure Statement Misleading GIGA-TRONICS INC: Incurs $814K Net Loss in First Quarter GREENKARMA LLC: Unsecureds to Get Share of Income for 5 Years GREENSILL CAPITAL: Files Plan to Liquidate, Repay Its Creditors HARBOUR COMMUNITY: Case Summary & Unsecured Creditor HI DEF MACHINING: Unsecureds Will Get 2.73% Via Quarterly Payments HOMETOWN RESTORATION: Taps Klinger & Klinger as Accountant JOHNSON & JOHNSON: Spinoff Plan Survives Legal Proceeding KANSAS CITY UNITED: Has Interim Access to Bond Trustee's Cash LEVANT GROUP: Stipulation with SBA on Cash Access OK'd LIMETREE BAY: Judge Calls Budget for Loan Unbelievable LIQUIDMETAL TECHNOLOGIES: Incurs $625K Net Loss in Second Quarter LIT'L PATCH OF HEAVEN: Court OKs Wells Fargo Cash Collateral Deal LRGHEALTHCARE: May Use Cash Collateral Through Sept. 30 MALLINCKRODT PLC: Seeks OK to Expand Scope of Ropes & Gray Services MIDNIGHT MADNESS: Taps Whisman Giordano & Associates as Accountant MIDTOWN CAMPUS: May Use Professional Fee Reserve MR. CAMPER LLC: Has OK to Use Cash Collateral Through Sept. 29 NATIONAL AMUSEMENTS: S&P Ups ICR to 'B' on Reduced Cash Burn NEW ENGLAND SPORTS: Files for Chapter 11 Bankruptcy NORTHWEST BANCORP: Committee Seeks Approval to Hire Legal Counsel P8H INC: Court OKs Interim Cash Collateral Access PALM BEACH: Liquidating Agent Taps Kelley Fulton as Legal Counsel PARADIGM PROPERTY: Unsec. Creditors to Recover 14% in 60 Months POST OAK: Case Summary & 20 Largest Unsecured Creditors POTOMAC CONSTRUCTION: Claims Will be Paid from Property Sale PROSPECT-WOODWARD: Hits Chapter 11 Bankruptcy Protection PURDUE PHARMA: Judge Orders Lawyers to Clean Up Legal Immunities RADIUS INTELLIGENCE: Files for Chapter 7 Amid Co-Founder's Suit REDWOOD EMPIRE: Seeks Court Approval to Hire Financial Expert REGIONAL HOUSING: Files for Chapter 11 Bankruptcy REGIONAL HOUSING: Seeks to Hire Kurtzman Carson as Claims Agent RELMADA THERAPEUTICS: Incurs $26.6-Mil. Net Loss in Second Quarter RG STEEL: 3rd Cir. Upholds $96M Steelworkers Pension Bill vs. Renco ROCKWORX INC: Case Summary & 20 Largest Unsecured Creditors ROYAL BLUE REALTY: May Use $69,000 of Cash Collateral Thru Oct 1 S & N PROPERTY: Case Summary & 4 Unsecured Creditors SALEM CONSUMER: Belfor USA Opposes Disclosures Motion SEQUENTIAL BRANDS: Case Summary & 20 Largest Unsecured Creditors SHORE IMAGING: Case Summary & 12 Unsecured Creditors SHURWEST LLC: Voluntary Chapter 11 Case Summary SOTERA HEALTH: S&P Upgrades ICR to 'BB-' on Deleveraging SPICE MUST FLOW: May Use PS Funding, Pantheon's Cash Collateral TALI CORP: Has Continued Cash Collateral Access TRADEMARK DEVELOPERS: Taps Florida Bankruptcy Group as Counsel TREASURES AND GEMS: Case Summary & 4 Unsecured Creditors U.S. GLOVE: Seeks Cash Collateral Access Thru November 19 U.S. TOBACCO: Taps Robinson, Bradshaw & Hinson as Special Counsel VERTEX ENERGY: Incurs $16 Million Net Loss in Second Quarter WAXELENE INC: Trusper Inc. Says Disclosure Statement Inadequate WAXELENE INC: United States Trustee Says Plan Not Feasible WEST COAST AGRICULTURAL: Seeks Final OK on Cash Collateral Use WILDWOOD VILLAGES: Unsecureds Will Get 100% of Claims in Plan WITCHEY ENTERPRISES: Unsecureds Will Get 10% of Claims in 60 Months WOODSTOCK LANDSCAPING: Wins Interim Access to Cash Collateral WORLD SYSTEMS: Seeks to Employ G&B Law as Bankruptcy Counsel ********* 76 ELEVENT AVE: Public Sale Auction Set for October 10 ------------------------------------------------------ Pursuant to (a) Section 9-610 of the Uniform Commercial Code as adopted in the State of New York, (b) that certain (i) mezzanine loan and security agreement ("mezzanine loan agreement"), by and among 76 Eleventh Avenue Mezz A LLC ("mezzanine borrower") and 11th Avenue Lender LLP ("administrative agent") as administrative agent for and behalf of the lenders thereunder ("lender"); (ii) senior loan and security agreement, by and among 76 Eleventh Avenue Property Owner LLC ("mortgage borrower"), and administrative agent and lenders; (iii) building and security agreement ("building loan agreement"), by and among mortgage borrower, administrative agent and lenders; and (v) mezzanine pledge and security agreement between mezzanine borrower and administrative agent ("mezzanine pledged agreement"), secured party will offer for sale to the public in a public auction on Oct. 28, 2021, at 10:00 a.m. (NY Time), via audio/video teleconference in the offices of Cushman & Wakefield, 1290 Avenue of the Americas, New York, NY 10104-6178. The public sale will be conducted by either Richard B. Maltz or David A. Constantino, of Maltz Auction. All inquiries regarding the sale should be made to: Cushman & Wakefield Attn: Amy Brooks 1290 Avenue of the Americas New York, NY 10104-6178 Tel: (212) 841-7728 Cel: (516) 578-2983 Email: amy.brooks@cushwake.com The auctioneer can be reached at: Richard B. Maltz David A. Constantino Maltz Auction 39 Windsor Place Central Islip, NY 11722 Tel: (516) 349-7022 Fax: (516) 349-0105 Email: info@MaltzAuctions.com 96 WYTHE: Taps Getzler, Hilco Real Estate as Financial Advisors --------------------------------------------------------------- 96 Wythe Acquisition, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Hilco Global companies, Getzler Henrich & Associates, LLC and Hilco Real Estate, LLC. Getzler, in conjunction with Hilco Real Estate, will assume the role of financial advisor to assist the Debtor in determining its restructuring alternatives and developing a Chapter 11 plan of reorganization, subject to the oversight, guidance, control and direction of the Debtor's members. The firms' services include: a) assisting the Debtors in the preparation and analysis of restructuring alternatives; b) assisting in the development and negotiation of a plan of reorganization; c) assisting with the analysis and reconciliation of claims against the Debtor; d) sourcing alternative or additional debt capital, as appropriate and required; e) participating in court hearings and, if necessary, providing testimony; and f) performing other financial advisory services. The hourly rates are as follows: Principal/Managing Director $575 - $725 per hour Director/Specialists $475 - $695 per hour Associate Professionals $175 - $475 per hour The Debtor paid a retainer fee in the amount of $40,000. As disclosed in court filings, Getzler and Hilco are "disinterested persons" within the meaning of Section 101(14) of the Bankruptcy Code. The firms can be reached at: Mark D. Podgainy Getzler Henrich & Associates LLC 295 Madison Avenue, 20th Floor New York, NY 10017 Tel: (212) 697-2400 Fax: (212) 697-4812 Email: mpodgainy@getzlerhenrich.com -- and -- Sarah Baker Hilco Real Estate, LLC 5 Revere Dr, Suite 206 Northbrook, IL 60062 Phone: 847-509-1100 About 96 Wythe Acquisition 96 Wythe Acquisition, LLC, a privately held company in Brooklyn, N.Y., filed a petition for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 21-22108) on Feb. 23, 2021, disclosing zero assets and $79,990,206 in liabilities. David Goldwasser, chief restructuring officer, signed the petition. Judge Robert D. Drain oversees the case. The Debtor tapped Backenroth Frankel & Krinsky, LLP and Mayer Brown, LLP as legal counsel. Getzler Henrich & Associates, LLC and Hilco Real Estate, LLC serve as the Debtor's financial advisors. ACER THERAPEUTICS: Incurs $3.2 Million Net Loss in Second Quarter ----------------------------------------------------------------- Acer Therapeutics, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $3.23 million on zero revenue for the three months ended June 30, 2021, compared to a net loss of $5.77 million on zero revenue for the three months ended June 30, 2020. For the six months ended June 30, 2021, the Company reported a net loss of $4.74 million on $4 million of revenue compared to a net loss of $10.72 million on zero revenue for the same period during the prior year. As of June 30, 2021, the Company had $39.98 million in total assets, $32.21 million in total liabilities, and $7.78 million in total stockholders' equity. Cash and cash equivalents were $22.1 million as of June 30, 2021, compared to $5.8 million as of Dec. 31, 2020. Acer believes its cash and cash equivalents available as of June 30, 2021, plus a $10.0 million Second Development Payment conditioned upon FDA accepting an NDA for ACER-001 in a UCD for filing and review per the Collaboration Agreement with Relief Therapeutics, will be sufficient to fund its currently anticipated operating and capital requirements into mid-2022, excluding support for planned ACER-801 and EDSIVO clinical trials. "This quarter marks significant, meaningful progress across our entire pipeline, including the very recent submission of our NDA for ACER-001 for the treatment of UCDs," said Chris Schelling, CEO and Founder of Acer. "As we anticipate working closely with the FDA on the review process for ACER-001, we continue to make significant progress across the rest of our pipeline, including preparation of two IND submissions targeted for Q4 of this year. These INDs are expected to support initiating a dose-ranging Phase 2a study for ACER-801 (osanetant) for the treatment of vasomotor symptoms, and a pivotal Phase 3 study for EDSIVO for the treatment of COL3A1+ vEDS. On the corporate front, we have enhanced our management team with four important senior-level hires across their respective disciplines, including program and alliance management, marketing, and clinical development. I warmly welcome our new team members, who bring deep industry knowledge and tremendous experience, and look forward to their contributions as we position ourselves for growth." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1069308/000156459021043099/acer-10q_20210630.htm Acer Therapeutics Acer Therapeutics -- http://www.acertx.com-- is a pharmaceutical company focused on the acquisition, development and commercialization of therapies for serious rare and life-threatening diseases with significant unmet medical needs. Acer's pipeline includes four clinical-stage candidates: emetine hydrochloride for the treatment of patients with COVID-19; EDSIVO (celiprolol) for the treatment of vascular Ehlers-Danlos syndrome (vEDS) in patients with a confirmed type III collagen (COL3A1) mutation; ACER-001 (a taste-masked, immediate release formulation of sodium phenylbutyrate) for the treatment of various inborn errors of metabolism, including urea cycle disorders (UCDs) and Maple Syrup Urine Disease (MSUD); and osanetant for the treatment of induced Vasomotor Symptoms (iVMS) where Hormone Replacement Therapy (HRT) is likely contraindicated. Each of Acer's product candidates is believed to present a comparatively de-risked profile, having one or more of a favorable safety profile, clinical proof-of-concept data, mechanistic differentiation and/or accelerated paths for development through specific programs and procedures established by the FDA. Acer Therapeutics reported a net loss of $22.88 million for the year ended Dec. 31, 2020, compared to a net loss of $29.42 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $44.51 million in total assets, $34.10 million in total liabilities, and $10.41 million in total stockholders' equity. BDO USA, LLP, based in Boston, Massachusetts, issued a "going concern" qualification in its report dated March 1, 2021, citing that the Company has recurring losses and negative cash flows from operations that raise substantial doubt about the Company's ability to continue as a going concern. AHERN RENTALS: Discloses Refinancing Plans for 2L Notes ------------------------------------------------------- Rachel Butt of Bloomberg Law reports that Ahern Rentals Inc.'s second-lien notes reached the highest level since October 2018 after the family-owned equipment rental company disclosed its refinancing plans earlier this fourth week of August 2021. During its Aug. 25, 2021 earnings call, Ahern said it intends to refinance its outstanding $550 million of 7.375% 2L notes due 2023 through a new offering. The deal is expected in September 2021. Oppenheimer has been retained as a bookrunner. The notes traded at 97.9 cents on the dollar Friday, up from 95.5 cents on Aug. 25 and 93.1 cents on Aug. 24, 2021 according to Trace data. About Ahern Rentals Headquartered in Las Vegas, Nevada, Ahern Rentals is a family-owned business which started from humble beginnings in 1953. Through organic growth, Ahern Rentals is today the largest independent rental company in North America, with 116 locations. Ahern Rentals has over 67,000 pieces of equipment in the fleet, and serves customers in many sectors, including construction, industrial, residential, utilities, municipalities, conventions, and entertainment & events. The company specializes in high reach equipment, which permits the safe lifting of people or materials to work at height, and offers one of the largest selections in the industry. AIRSEATRANS LLC: Has Interim Access to Cash Collateral ------------------------------------------------------ Judge Robert A. Mark of the U.S. Bankruptcy Court for the Southern District of Florida authorized Airseatrans LLC to use cash collateral, on an interim basis, pursuant to the budget, in order to operate in the ordinary course of its business. The budget provided for, among other things, $116,105 in total expenses for each of the months of August through December 2021. The Debtor's Alleged Secured Creditors shall have a replacement lien on the cash used by the Debtor to the same extent, validity and priority that existed before the Petition Date. The Alleged Secured Creditors, as previously reported by the Troubled Company Reporter, are (i) the U.S. Small Business Association; (ii) First Citizens Bank & Trust Company; (iii) Wells Fargo Bank ,N.A.; (iv) Fox Capital Group, Inc.; (v) Forward Financing LL; (vi) Newco Capital Group VI; and (vii) QFS Capital. A copy of the order, with the budget, is available for free at https://bit.ly/3zwF8WS from PacerMonitor.com. The Court will convene a final cash collateral hearing on October 5, 2021 at 11 a.m. by telephone. About Airseatrans LLC Airseatrans LLC -- https://www.airseatrans.com -- is an international freight forwarder with in-house customs brokerage. It offers door to door logistics, air freight and ocean freight, ground transportation, courier services, free estimates, shipment tracking, customs brokerage, on-site art handling and supervision, packing and crating services. Airseatrans sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-17747) on Aug. 9, 2021. In the petition signed by Luis Eduardo Pineres, Jr., authorized representative, the Debtor disclosed $262,921 in assets and $2,462,625 in liabilities. The Honorable Robert A. Mark is the case judge. The law firm of Gamberg & Abrams serves as the Debtor's legal counsel. AIWA CORP: Taps Hilco IP Services to Market Operating Assets ------------------------------------------------------------ Aiwa Corporation seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to hire Hilco IP Services, LLC as consultant and auctioneer for the marketing and sale of its operating assets. The firm will receive either of the following rates of commission based on the gross proceeds of the assets: (a) 1 percent if the amount of the aggregate gross proceeds is at least $8 million; (b) 7.5 percent if the amount of aggregate gross proceeds exceeds $8 million up to $10 million; (c) 10 percent if the amount of aggregate gross proceeds exceeds $10 million. Gabriel Fried, chief executive officer of Hilco IP Services, disclosed in a court filing 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: Gabriel Fried Hilco IP Services, LLC d/b/a Hilco Streambank 1500 Broadway Suite 810 New York, NY 10036 Tel.: +1 617.458.9355 Email: gfried@hilcoglobal.com About Aiwa Corporation Chicago-based Aiwa Corporation -- https://aiwa.co/ -- is a consumer electronics brand that manufactures audio equipment. Aiwa Corporation filed a petition for Chapter 11 protection (Bankr. N.D. Ill. Case No. 21-07762) on June 22, 2021, listing total assets of $1,764,887 and total liabilities of $5,818,251. Aiwa CEO Joseph J. Born signed the petition. The case is handled by Judge Deborah L. Thorne. Jeremy C. Kleinman, Esq., at FrankGecker LLP, is the Debtor's legal counsel. ALPHATEC HOLDINGS: Issues $316.3 Million Convertible Senior Notes ----------------------------------------------------------------- Alphatec Holdings, Inc. issued $316,250,000 principal amount of its 0.75% Convertible Senior Notes due 2026. The Notes were issued pursuant to, and are governed by, an indenture, dated as of Aug. 10, 2021, between the Company and U.S. Bank National Association, as trustee. Pursuant to the purchase agreement between the Company and the initial purchasers of the Notes, the Company granted the initial purchasers an option to purchase, for settlement within a period of 13 days from, and including, the date the Notes are first issued, up to an additional $41,250,000 principal amount of Notes. The Notes issued on Aug. 10, 2021 include $41,250,000 principal amount of Notes issued pursuant to the full exercise by the initial purchasers of such option. The Notes will be the Company's senior, unsecured obligations and will be (i) equal in right of payment with the Company's existing and future senior, unsecured indebtedness; (ii) senior in right of payment to the Company's existing and future indebtedness that is expressly subordinated to the Notes; (iii) effectively subordinated to the Company's existing and future secured indebtedness, to the extent of the value of the collateral securing that indebtedness; and (iv) structurally subordinated to all existing and future indebtedness and other liabilities, including trade payables, and (to the extent the Company is not a holder thereof) preferred equity, if any, of the Company's subsidiaries. The Notes will accrue interest at a rate of 0.75% per annum, payable semi-annually in arrears on February 1 and August 1 of each year, beginning on Feb. 1, 2022. The Notes will mature on Aug. 1, 2026, unless earlier repurchased, redeemed or converted. Before Feb. 2, 2026, noteholders will have the right to convert their Notes only upon the occurrence of certain events. From and after Feb. 2, 2026, noteholders may convert their Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. The Company will settle conversions by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock, at the Company's election. The initial conversion rate is 54.5316 shares of common stock per $1,000 principal amount of Notes, which represents an initial conversion price of approximately $18.34 per share of common stock. The conversion rate and conversion price will be subject to customary adjustments upon the occurrence of certain events. In addition, if certain corporate events that constitute a "Make-Whole Fundamental Change" (as defined in the Indenture) occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time. The Notes will be redeemable, in whole or in part, at the Company's option at any time, and from time to time, on or after Aug. 6, 2024 and on or before the 40th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, but only if the last reported sale price per share of the Company's common stock exceeds 130% of the conversion price on (i) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice; and (2) the trading day immediately before the date the Company sends such notice. In addition, calling any Note for redemption will constitute a Make-Whole Fundamental Change with respect to that Note, in which case the conversion rate applicable to the conversion of that Note will be increased in certain circumstances if it is converted after it is called for redemption. If certain corporate events that constitute a "Fundamental Change" (as defined in the Indenture) occur, then, subject to a limited exception for certain cash mergers, noteholders may require the Company to repurchase their Notes at a cash repurchase price equal to the principal amount of the Notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date. The definition of Fundamental Change includes certain business combination transactions involving the Company and certain de-listing events with respect to the Company's common stock. The Notes will have customary provision relating to the occurrence of "Events of Default" (as defined in the Indenture), which include the following: (i) certain payment defaults on the Notes (which, in the case of a default in the payment of interest on the Notes, will be subject to a 30-day cure period); (ii) the Company's failure to send certain notices under the Indenture within specified periods of time; (iii) the Company's failure to comply with certain covenants in the Indenture relating to the Company's ability to consolidate with or merge with or into, or sell, lease or otherwise transfer, in one transaction or a series of transactions, all or substantially all of the assets of the Company and its subsidiaries, taken as a whole, to another person; (iv) a default by the Company in its obligation to convert a note in accordance with the Indenture upon the exercise of the conversion right with respect thereto, if not cured within two business days after its occurrence; (v) a default by the Company in its other obligations or agreements under the Indenture or the Notes if such default is not cured or waived within 60 days after notice is given in accordance with the Indenture; (vi) certain defaults by the Company or any of its significant subsidiaries with respect to indebtedness for borrowed money of at least $35,000,000; (vii) the rendering of certain judgments against the Company or any of its significant subsidiaries for the payment of at least $35,000,000 where such judgments are not discharged or stayed within 60 days after the date on which the right to appeal has expired or on which all rights to appeal have been extinguished; and (viii) certain events of bankruptcy, insolvency and reorganization involving the Company or any of the Company's significant subsidiaries. If an Event of Default involving bankruptcy, insolvency or reorganization events with respect to the Company (and not solely with respect to a significant subsidiary of the Company) occurs, then the principal amount of, and all accrued and unpaid interest on, all of the Notes then outstanding will immediately become due and payable without any further action or notice by any person. If any other Event of Default occurs and is continuing, then, the Trustee, by notice to the Company, or noteholders of at least 25% of the aggregate principal amount of Notes then outstanding, by notice to the Company and the Trustee, may declare the principal amount of, and all accrued and unpaid interest on, all of the Notes then outstanding to become due and payable immediately. However, notwithstanding the foregoing, the Company may elect, at its option, that the sole remedy for an Event of Default relating to certain failures by the Company to comply with certain reporting covenants in the Indenture consists exclusively of the right of the noteholders to receive special interest on the Notes for up to 180 days at a specified rate per annum not exceeding 0.50% on the principal amount of the Notes. Capped Call Transactions In connection with the pricing of the Notes on Aug. 5, 2021, the Company entered into privately negotiated capped call transactions with Royal Bank of Canada, Deutsche Bank AG, London Branch, JPMorgan Chase Bank, National Association, Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC, and in connection with the initial purchasers' exercise of their option to purchase additional Notes on Aug. 6, 2021, the Company entered into additional capped call transactions with the Option Counterparties. The Capped Call Transactions cover, subject to anti-dilution adjustments substantially similar to those applicable to the Notes, the aggregate number of shares of the Company's common stock that initially underlie the Notes, and are expected generally to reduce potential dilution to the Company's common stock upon any conversion of Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted Notes, as the case may be, with such reduction and/or offset subject to a cap, based on the cap price of the Capped Call Transactions. The cap price of the Capped Call Transactions is initially $27.68, which represents a premium of 100% over the last reported sale price of the Company's common stock on Aug. 5, 2021. The cost of the Capped Call Transactions was approximately $39.8 million. The Capped Call Transactions are separate transactions, in each case entered into between the Company and the respective Option Counterparty, and are not part of the terms of the Notes and will not affect any holder's rights under the Notes. Holders of the Notes will not have any rights with respect to the Capped Call Transactions. About Alphatec Holdings Alphatec Holdings, Inc. (ATEC) (www.atecspine.com), through its wholly-owned subsidiaries, Alphatec Spine, Inc. and SafeOp Surgical, Inc., is a medical device company dedicated to revolutionizing the approach to spine surgery through clinical distinction. ATEC architects and commercializes approach-based technology that integrates seamlessly with the SafeOp Neural InformatiX System to provide real-time, objective nerve information that can enhance the safety and reproducibility of spine surgery. Alphatec Holdings reported a net loss of $78.99 million for the year ended Dec. 31, 2020, compared to a net loss of $57 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $441.03 million in total assets, $107.57 million in total current liabilities, $55.79 million in long-term debt, $25.41 million in operating lease liability (less current portion), $15.14 million in other long-term liabilities, $23.60 million in redeemable preferred stock, and $213.51 million in total stockholders' equity. AMADO AMADO: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Amado Amado Salon & Body Corp. 2ndo Nivel Local 525 Plaza Las Americas San Juan, PR 00918 Business Description: Amado Amado Salon & Body Corp. owns and operates a beauty salon in San Juan, Puerto Rico. Chapter 11 Petition Date: August 31, 2021 Court: United States Bankruptcy Court District of Puerto Rico Case No.: 21-02630 Debtor's Counsel: Gloria Justiniano Irizarry, Esq. Calle A. Ramirez Silva #8 Ensanche Martinez Mayaguez, PR 00680 Tel: 787-831-2577 Fax: 787-805-7350 Email: justinianolaw@gmail.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Amado Navarro Elizalde as president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at PacerMonitor.com at: 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/SJKPBKA/Amado_Amado_Salon__Body_Corp__prbke-21-02630__0001.0.pdf?mcid=tGE4TAMA AMERICAN NATIONAL: Has Cash Collateral Access Until October 27 -------------------------------------------------------------- Judge David R. Jones of the U.S. Bankruptcy Court for the Southern District of Texas authorized American National Carbide Co. to use cash collateral, on an interim basis, until October 27, 2021 to pay for postpetition obligations in the ordinary course of its business, based on the approved budget. Holders of allowed secured claim with a security interest in the cash collateral are entitled to a replacement lien in all property of the estate, and a continuing security interest to the same extent, validity and priority as of the Petition Date, Judge Jones ruled. The Court will convene on October 27, 2021 at 2:30 p.m. for a further hearing on the use of cash collateral. A copy of the order is available for free at https://bit.ly/38qlpMl from PacerMonitor.com. About American National Carbide Tomball, Texas-based American National Carbide Co. -- http://anconline.com-- is a vertically integrated manufacturer of cemented tungsten carbide products for a wide range of industries, including metalworking, oil and gas, and wood processing, as well as zinc reclaim powders and ready-to-press grade powders. American National Carbide filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 21-31050) on March 26, 2021. Greg Stroud, president, signed the petition. At the time of the filing, the Debtor disclosed $1,492,225 in assets and $3,969,983 in liabilities. Judge David R. Jones oversees the case. Attorney Donald Wyatt, PC and Patrick C. Shields, PC serve as the Debtor's legal counsel and accountant, respectively. AMSTERDAM HOUSE: Revised First Amended Plan Confirmed by Judge -------------------------------------------------------------- Judge Alan S. Trust has entered findings of fact, conclusions of law and order confirming the Revised First Amended Plan of Reorganization of Amsterdam House Continuing Care Retirement Community, Inc. d/b/a The Amsterdam at Harborside. The Revised First Amended Plan is consistent with Bankruptcy Code section 1123(b)(3). In consideration of the distributions, settlements, and other benefits provided under the Revised First Amended Plan, the provisions of the Revised First Amended Plan constitute a good-faith compromise and settlement of all Claims, Interests or controversies relating to the rights that a Holder of a Claim or Interest may have with respect to any Allowed Claim or Allowed Interest, or any distribution to be made on account of such Allowed Claim or Allowed Interest. The Revised First Amended Plan is the culmination of lengthy and significant good-faith, arm's-length negotiations between representatives of the Debtor, the 2014 Bond Trustee, the Consenting Holders, the Member, the Creditors' Committee, the United States Trustee and their respective professionals, and it is proposed with the legitimate and honest purposes of substantially restructuring the Debtor's capital structure and expeditiously making the distributions provided for in the Revised First Amended Plan. Further, the Revised First Amended Plan's classification, indemnification, exculpation, release, and injunction provisions have been negotiated in good faith and at arm's-length, are consistent with sections 105, 1122, 1123(b)(3)(A), 1123(b)(6), 1129, and 1142 of the Bankruptcy Code and all relevant provisions of New York State law, and are each necessary for the Debtor's successful reorganization. The Debtor has established a reasonable assurance of the Revised First Amended Plan's prospect for success. Furthermore, the transactions contemplated under the Revised First Amended Plan will enable the Reorganized Debtor to continue the Debtor's current operations. The Revised First Amended Plan is feasible and, therefore, satisfies section 1129(a)(11) of the Bankruptcy Code. Proposed Counsel to the Debtor: Thomas R. Califano William E. Curtin Shafaq Hasan SIDLEY AUSTIN LLP 787 Seventh Avenue New York, New York 10019 Tel: (212) 839-5300 Fax: (212) 839-5599 Email: tom.califano@sidley.com wcurtin@sidley.com shafaq.hasan@sidley.com Jackson T. Garvey SIDLEY AUSTIN LLP One South Dearborn Chicago, IL 60603 Tel: (312) 853-7000 Fax: (212) 853-7036 Email: jgarvey@sidley.com About Amsterdam House Continuing Care Amsterdam House Continuing Care Retirement Community, Inc. (doing business as The Amsterdam at Harborside) operates Nassau County's first and only continuing care retirement community licensed under Article 46 of the New York Public Health Law, which provides residents with independent living units, enriched housing and memory support services, comprehensive licensed skilled nursing care, and related health, social, and quality of life programs and services. Amsterdam House Continuing Care Retirement Community filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 21-71095) on June 14, 2021. James Davis, president and chief executive officer, signed the petition. At the time of the filing, the Debtor had between $100 million and $500 million in both assets and liabilities. Judge Louis A. Scarcella oversees the case. The Debtor tapped Sidley Austin, LLP as legal counsel and RBC Capital Markets, LLC as investment banker. Kurtzman Carson Consultants, LLC is the Debtor's claims and noticing agent and administrative advisor. ARK INNOVATIONS: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: ARK Innovations Limited Liability Company 197 Sharp Road Williamstown, NJ 08094 Chapter 11 Petition Date: August 31, 2021 Court: United States Bankruptcy Court District of New Jersey Case No.: 21-16908 Debtor's Counsel: Aris J. Karalis, Esq. KARALIS PC 1415 Route 70 East Suite 306 Cherry Hill, NJ 08034 Tel: (856) 651-1999 E-mail: akaralis@karalislaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $50,000 to $100,000 The petition was signed by Andrew Ryan Kennedy as managing member. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/7QRYEKQ/ARK_Innovations_Limited_Liability__njbke-21-16908__0001.0.pdf?mcid=tGE4TAMA BASIC ENERGY: Will Lay Off Nearly 500 Jobs ------------------------------------------ Reuters reports that oilfield services provider Basic Energy Services is warning employees that nearly 500 jobs could be eliminated in Texas, according to a filing with the state's workforce commission, as the company works through Chapter 11 restructuring that includes asset sales. The job cuts are focused throughout Texas, with 135 positions eliminated in Howard County in West Texas and 120 in Tarrant County, where its headquarters are located, according to the filing. The Fort Worth, Texas-based company this month filed for bankruptcy and said it had entered into asset purchase agreements with rivals Axis Energy Services Holding Inc, Berry Corporation (BRY.O) and Select Energy Services Inc (WTTR.N). If those asset sales are not completed, or if the acquiring company does not offer current Basic employees jobs following the close of the sales, the positions will be eliminated, Basic said in the filing. In a statement earlier this month, CEO Keith Schilling noted that the company faced "extraordinary challenges as a result of the COVID-19 pandemic." He added, in the earlier statement: "We believe the asset purchase agreements will enable us to maximize the value of our businesses and create the best path forward for our customers, partners, employees and the communities we serve." About Basic Energy Services Basic Energy Services -- http://www.basices.com/-- provides wellsite services essential to maintaining production from the oil and gas wells within its operating areas. The Company's operations are managed regionally and are concentrated in major United States onshore oil-producing regions located in Texas, California, New Mexico, Oklahoma, Arkansas, Louisiana, Wyoming, North Dakota, Colorado and Montana. Specifically, the Company has a significant presence in the Permian Basin, Bakken, Los Angeles and San Joaquin Basins, Eagle Ford, Haynesville and Powder River Basin. Basic Energy Services, Inc., and 12 affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-90002) on Aug. 17, 2021. The Company disclosed total assets of $331 million and debt of $549 million as of March 31, 2021. The Hon. David R. Jones is the case judge. The Debtors tapped WEIL, GOTSHAL & MANGES LLP as counsel; ALIXPARTNERS LLP as restructuring advisor; and LAZARD FRERES & COMPANY as financial advisor. PRIME CLERK is the claims agent. BOUCHARD TRANSPORTATION: Amended Joint Plan Confirmed by Judge -------------------------------------------------------------- Judge David R. Jones has entered findings of fact, conclusions of law and order confirming the First Amended Joint Plan of Bouchard Transportation Co., Inc., and its debtor-affiliates. Article IV.A of the Plan describes certain settlements entered into by and among the Debtors, including without limitation the distributions to Classes 3, 4A, and 4B. Pursuant to Bankruptcy Rule 9019 and section 363 of the Bankruptcy Code and in consideration for the distributions and other benefits provided under the Plan, any and all compromise and settlement provisions of the Plan constitute good-faith compromises, are in the best interests of the Debtors, the Estates, and all Holders of Claims and Interests, and are fair, equitable, and reasonable. The Debtors have proposed the Plan in good faith and not by any means forbidden by law. In so determining based on the evidence presented to this Bankruptcy Court, including the Declarations, the Plan, the Disclosure Statement and the other motions and pleadings filed and the testimony elicited at the Confirmation Hearing, the Bankruptcy Court has examined the totality of the circumstances surrounding the filing of these Chapter 11 Cases, the Plan itself, the process leading to Confirmation, and the transactions to be implemented pursuant thereto. The exculpation, described in Article X.F of the Plan, is appropriate under applicable law because it was proposed in good faith, was formulated following extensive good faith, arm's-length negotiations with key constituents, and is appropriately limited in scope. The Plan Administrator shall retain and have all the rights, powers, and duties necessary to carry out its responsibilities under the Plan and this Confirmation Order. A copy of the Plan Confirmation Order is available for free at https://bit.ly/3sWr6v8 from Stretto, claims agent. Counsel for the Debtors: Matthew D. Cavenaugh, Esq. Genevieve M. Graham, Esq. Jackson Walker LLP 1401 McKinney Street, Suite 1900 Houston, TX 77010 Telephone: (713) 752-4200 Facsimile: (713) 752-4221 Email: mcavenaugh@jw.com ggraham@jw.com - and - Ryan Blaine Bennett, P.C. Whitney Fogelberg, Esq. Kirkland & Ellis LLP Kirkland & Ellis International LLP 300 North LaSalle Street Chicago, IL 60654 Telephone: (312) 862-2000 Facsimile: (312) 862-2200 Email: ryan.bennett@kirkland.com whitney.fogelberg@kirkland.com - and - Christine A. Okike, P.C. Kirkland & Ellis LLP Kirkland & Ellis International LLP 601 Lexington Avenue New York, NY 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 Email: christine.okike@kirkland.com About Bouchard Transportation Founded in 1918, Bouchard Transportation Co., Inc.'s first cargo was a shipment of coal. By 1931, Bouchard acquired its first oil barge. Over the past 100 years and five generations later, Bouchard has expanded its fleet, which now consists of 25 barges and 26 tugs of various sizes, capacities and capabilities, with services operating in the United States, Canada and the Caribbean. Bouchard and certain of its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-34682) on Sept. 28, 2020. At the time of the filing, the Debtors estimated assets of between $500 million and $1 billion and liabilities of between $100 million and $500 million. Judge David R. Jones oversees the cases. The Debtors tapped Kirkland & Ellis LLP, Kirkland & Ellis International LLP and Jackson Walker LLP as their legal counsel; Portage Point Partners, LLC as restructuring advisor; Jefferies LLC as investment banker; Berkeley Research Group, LLC as financial advisor; and Grant Thornton, LLP as tax consultant. Stretto is the claims agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtors' cases. The committee tapped Ropes & Gray LLP as bankruptcy counsel, Clyde & Co US LLP as maritime counsel, and Berkeley Research Group LLC as financial advisor. BOY SCOUTS OF AMERICA: Fight vs. Chubb Complicates Victims Pay Deal ------------------------------------------------------------------- Steven Church of Bloomberg News reports a dispute over whether a unit of insurance giant Chubb Ltd. must contribute to a trust fund for sexually abused Boy Scouts is complicating talks to end the youth group's bankruptcy case. Lawyers for more than 80,000 people who say they were abused as Boy Scouts are negotiating how much, if anything, Century Indemnity can contribute to the trust fund. Century is no longer actively selling policies and is using all of its assets to pay claims. Victims' lawyers, concerned that Century may claim it can't pay abuse victims, argue that a related Chubb subsidiary, Insurance Company of North America. About Boy Scouts of America The Boy Scouts of America -- https://www.scouting.org/ -- is a federally chartered non-profit corporation under title 36 of the United States Code. Founded in 1910 and chartered by an act of Congress in 1916, the BSA's mission is to train youth in responsible citizenship, character development, and self-reliance through participation in a wide range of outdoor activities, educational programs, and, at older age levels, career-oriented programs in partnership with community organizations. Its national headquarters is located in Irving, Texas. The Boy Scouts of America and affiliate Delaware BSA, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on Feb. 18, 2020, to deal with sexual abuse claims. Boy Scouts of America was estimated to have $1 billion to $10 billion in assets and at least $500 million in liabilities as of the bankruptcy filing. The Debtors have tapped Sidley Austin LLP as their bankruptcy counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel, and Alvarez & Marsal North America, LLC as financial advisor. Omni Agent Solutions is the claims agent. The U.S. Trustee for Region 3 appointed a tort claimants' committee and an unsecured creditors' committee on March 5, 2020. The tort claimants' committee is represented by Pachulski Stang Ziehl & Jones, LLP, while the unsecured creditors' committee is represented by Kramer Levin Naftalis & Frankel, LLP. BRIDGEPORT HEALTH: Case Summary & Unsecured Creditor ---------------------------------------------------- Debtor: Bridgeport Health Care Realty Co. 600 Bond Street Bridgeport, CT 06604 Business Description: Bridgeport Health Care Realty Co. is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: August 20, 2021 Court: United States Bankruptcy Court District of Connecticut Case No.: 21-50521 Judge: Hon. Julie A. Manning Debtor's Counsel: Stephen M. Kindseth, Esq. ZEISLER & ZEISLER, PC 10 Middle St 15th Fl Bridgeport, CT 06604 Tel: 203-368-5464 E-mail: skindseth@zeislaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by Miriam Stern, member of 735 Palisade Avenue LLC, partner. The Debtor listed United Illuminating Co. as its sole unsecured creditor holding a claim of $0. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/GAFB3OA/Bridgeport_Health_Care_Realty__ctbke-21-50521__0001.0.pdf?mcid=tGE4TAMA BUCKINGHAM SENIOR LIVING: Court Grants Final OK on $5MM DIP Loan ---------------------------------------------------------------- Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern District of Texas authorized, on a final basis, The Buckingham Senior Living Community to obtain $5,000,000 in postpetition financing from UMB Bank, N.A. UMB Bank is the successor bond trustee and master trustee under certain prepetition bond indentures benefiting the Debtor. As of the Petition Date, the Debtor owed the Bond Trustee, with respect to the Series 2007, Series 2014 and Series 2015 Tarrant County Cultural Education Facilities Finance Corporation Retirement Facility Revenue Bonds, the sum of (i) $140,340,000 in unpaid principal; (ii) $16,276,746 in accrued and unpaid interest on the bonds; and (iii) unliquidated, accrued and unpaid fees and expenses incurred by the Trustee and its professionals through the Petition Date, which amounts when liquidated, shall be added to the aggregate amount of the Bond Claim. The Debtor may use the DIP proceeds to fund the operational, capital and administrative needs of the Community, to the extent set forth in the budget and under the DIP Facility. Upon entry of the final DIP Order, the terms of the DIP Credit Agreement dated June 25, 2021 shall be amended to provide, among other things, that: * the definition of "Restructuring" in the DIP Credit Agreement is replaced to mean the restructuring of Debtor's financial obligations with respect to the Bonds and its other outstanding obligations on the terms and conditions acceptable to the DIP Lender, or a sale process subject to a form of bid procedures and sale milestones agreed to by the DIP Lender; * the cumulative DIP Loan Commitment is increased from $3,400,000 to $5,000,000; and * the maturity in the DIP Agreement shall be the earliest to occur of (i) November 30, 2021; (ii) the closing date of any restructuring; (iii) the effective date of a plan of reorganization for the Debtor; (iv) the date on which the DIP Lender accelerates the DIP obligations, or the DIP obligations otherwise become immediately due and payable. An interest of 5.625% shall accrue on each DIP Loan from the date such DIP Loan is drawn. The DIP Lender is granted first priority mortgages, pledges, liens and security interests in all property and assets of the Debtor, except for any property received by the Debtor in the form of gifts and charitable donations. The Postpetition Liens are in addition to the superpriority administrative expense claim granted to the DIP Lender, subject to any permitted liens and the Carve-Out. The Debtor is also authorized to use the cash collateral, pursuant to the budget and as provided by the final order, for necessary ordinary course operating and maintenance costs. As adequate protection to the Trustee for the prepetition liens securing the bond claim, the Trustee shall be granted (i) rollover liens, (ii) supplemental liens, and (iii) prepetition superpriority claim, in consideration for the Debtor's use of the prepetition collateral, including the cash collateral. The Carve-Out provided for, among other things, (1) up to $50,000 in reasonable fees and expenses incurred by a trustee under Section 727(b) of the Bankruptcy Code; and (2) after an event of default, up to $200,000 in aggregate of the sum of: (i) the fees of professionals retained by the Debtor, (ii) statutory fees of the U.S. Trustee and of the Clerk of Court, (iii) fees of a Trustee under Section $727(b) of the Bankruptcy Code, (iv) allowed fees and expenses of the patient care ombudsman, and (v) the fees and expenses of professionals retained by the Official Committee of Unsecured Creditors. The Debtor, the Trustee and the DIP Lender have agreed that by September 3, 2021, the parties shall reach an agreement with respect to the proposed Chapter 11 plan of reorganization, or the Debtor shall pivot a sale process, subject to a form of bid procedures and sale milestone agreed to by the Trustee and the DIP Lender, in consultation with the Committee. A copy of the final DIP order is available for free at https://bit.ly/3kv6fv0 from Stretto, claims agent. About the Buckingham Senior Living The Buckingham Senior Living Community is a Houston-based continuing care retirement community (CCRC). The Buckingham sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-32155) on June 25, 2021. In its petition, The Buckingham estimated assets of between $100 million and $500 million and liabilities of the same range. The case is handled by Honorable Judge Marvin Isgur. Christopher Andrew Bailey, and Demetra Liggins of Thompson & Knight LLP serve as the Debtor's counsel. Bankruptcy Management Solutions, Inc., d/b/a Stretto, is the Debtor's claims and noticing agent. Daniel S. Bleck, Esq., at Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., represents UMB Bank, N.A., in its capacity as Bond Trustee and DIP Lender. Robin Russell, Esq., at Hunton Andrews Kurth LLP, represents the Official Committee of Unsecured Creditors. BUCKINGHAM SENIOR LIVING: No Care Decline, Ombudsman Says --------------------------------------------------------- Susan N. Goodman, appointed Patient Care Ombudsman for The Buckingham Senior Living Community, filed a First Interim Report with the U.S. Bankruptcy Court for the Southern District of Texas, relating to The Buckingham Senior Living Community, Inc. The PCO disclosed that The Buckingham Senior Living Community is an expansive facility. The independent living (IL) apartments are housed in Buildings 1 to 3 (referred to as the "Classic") and Building 8 (an 11-story high-rise, called "Tower"). Building 5, which in the original construction was used for resident care, became known as "The Promenade" that serves as a connecting point between the Tower and the Classic. A portion of the facility called "The Plaza" houses the skilled and long-term nursing care facility (SNF) in Building 9, and the assisted living (AL) apartments in Building 4. Since her appointment, the PCO received feedback from independent living (IL) residents and their resident council expressing concern surrounding unsatisfactory pre-petition experiences with skilled care. IL residents have expressed a tangential relationship suggesting that lingering negative perceptions could impact future IL unit sales, the PCO said. To that end, the continuous improvement efforts of the Interim Director of Nursing (DON), consultants, and the larger clinical team seem to carry larger import to constituencies outside of the Plaza, she said. Accordingly, PCO will prioritize the availability of the Assistant Director of Nursing (ADON), Co-ADON and/or the permanent replacement DON when scheduling future site visits. The DON is scheduled to depart the role at the end of August 2021. A physician and an Advanced Practice Registered Nurse (PRN), who provides care to most of The Plaza patients and residents, reported a 99% vaccination rate. Moreover, since the site visit, PCO was provided additional life safety (LSC) documentation, including the latest annual Fire Marshal visit, standpipe quarterly testing, annual emergency generator load testing, and quarterly sprinkler inspections. A hiatus in monthly safety rounds was reported, due to non-bankruptcy-related maintenance staff attrition. While the Debtor team reported no interruption in any vendor services, PCO observed that the LSC vendor visits reviewed thus far were for services provided pre-petition. Accordingly, PCO will remain engaged to review upcoming quarterly and annual vendor engagement and promptly update the court if any services are ultimately delayed due to the bankruptcy filing. The PCO did not observe care decline or compromise contemplated under Section 333(b) of the Bankruptcy Code. She said the Leadership Team at the Debtor's assisted living facility was open to her incidental observations and remains engaged providing timely responses and updates to PCO's continued monitoring efforts and document requests. A copy of the First Interim Report is available for free at https://bit.ly/3yrwwzn from Stretto, claims agent. About the Buckingham Senior Living The Buckingham Senior Living Community is a Houston-based continuing care retirement community (CCRC). The Buckingham sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-32155) on June 25, 2021. In its petition, The Buckingham estimated assets of between $100 million and $500 million and liabilities of the same range. The case is handled by Honorable Judge Marvin Isgur. Christopher Andrew Bailey, and Demetra Liggins of Thompson & Knight LLP serve as the Debtor's counsel. Bankruptcy Management Solutions, Inc., d/b/a Stretto, is the Debtor's claims and noticing agent. Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. represents UMB Bank, N.A., in its capacity as Bond Trustee, as DIP Lender. CIRCUIT CITY: Headed to Bankruptcy Conclusion After About 13 Years ------------------------------------------------------------------ Michael Schwartz of Richmond BizSense reports that the liquidation of the long-since collapsed Henrico-based electronics retailer Circuit City Stores appears to be coming to a close, nearly 13 years to the day from when it toppled into bankruptcy on Nov. 10, 2008. Motions were filed earlier this summer for an entry of a "final decree" and the trust's final report, which typically indicates a bankruptcy estate’s work is done and there’s nothing more to recover for creditors. Circuit City had 17,000 creditors with debt claims of $1.2 billion when its liquidation began. In the end, the trust paid out $778.65 million in claims, amounting to 55 cents on the dollar owed to unsecured creditors. "I am pleased with this distribution given the predicted 16 percent recovery at the time of confirmation," trustee Alfred Siegel said in court filings. Mr. Siegel said he anticipates no further distributions. "Accordingly, in my business judgment, I have determined that it is appropriate to terminate the trust and seek a final decree and closure of these cases," he said. Circuit City's former headquarters were located in this building. While Siegel is pleased with the result for creditors, the dozens of professionals who helped administer the case over the years also collected their share from the estate. A total of $212.42 million was paid out over the 13 years to lawyers, accountants, financial advisors, real estate advisors and the like. The biggest chunk of professional fees went to Texas law firm Susman Godfrey, which earned $46 million representing the Circuit City trustee in ultimately lucrative class action disputes against electronics manufacturers related to price fixing. Other top payouts to professionals included: $10.66 million to Siegel's firm, California-based A. Siegel & Associates; $44 million to Pachulski, Stang, Ziehl & Jones, the law firm that has represented Siegel along the way; $10.69 million to law firm Brutzkus Gubner; and $12.91 million to Klee, Tuchin, Bogdanoff & Stern. The top Richmond-based beneficiary was downtown law firm Tavenner & Beran, which earned $5.62 million over the course of the case. Circuit City’s afterlife has lasted so long due to a number of factors, including the size and complexity of the company. At the time of its collapse it had hundreds of stores, tens of thousands of employees, various foreign affiliates, and a web of creditors. The price fixing class action case, which helped win cash for the estate, also held up the process, as did the separate bankruptcy of Circuit City’s Canadian affiliate. It also took a couple of years just to get the estate and creditors to agree to a formal plan of liquidation. Across 13 years the case resulted in 14,000 docket entries, all with the same judge, U.S. Bankruptcy Judge Kevin Huennekens at the federal courthouse in Richmond. Circuit City employees at an alumni reunion. The case has gone on long enough that former Circuit City employees had time to gather to recognize the 10th anniversary of the company's collapse. The drawn out case also attracted claims traders, a somewhat obscure group in the financial world who gamble on how much money will be found in a bankruptcy case by buying debt claims on spec from original creditors. At one point a few years ago the three largest claims holders in the case were claims traders, owed a combined $450 million. Circuit City's bankruptcy initially had outlasted that of former Henrico-based title insurance giant LandAmerica Financial Group, which went bankrupt a few weeks after Circuit City in 2008. LandAmerica's case was closed out in seemingly successful fashion in late 2016, only to be reopened in 2019 after it was found trustee Bruce Matson looted the trust’s $3 million wind-down fund. Matson is now facing a potential federal prison sentence. The last remaining piece before Siegel fully turns out the lights on the Circuit City estate is a high-level legal dispute over fees paid to the U.S. Trustee's Office, a disagreement that could be taken up by the Supreme Court. While the potential resolution of that dispute is not expected to result in additional money for creditors materially, the trust said it is holding the Circuit City estate open until it is decided whether the Supreme Court will hear the case. That decision is expected in November 2021. About Circuit City Headquartered in Richmond, Virginia, Circuit City Stores Inc. (NYSE: CC) -- http://www.circuitcity.com/-- was a specialty retailer of consumer electronics, home office products, entertainment software and related services in the U.S. and Canada. Circuit City Stores together with 17 affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. 08-35653) on Nov. 10, 2008. InterTAN Canada, Ltd., which runs Circuit City's Canadian operations, also sought protection under the Companies' Creditors Arrangement Act in Canada. The Debtors disclosed total assets of $3,400,080,000 and debts of $2,323,328,000 as of Aug. 31, 2008. Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, served as the Debtors' general restructuring counsel. Dion W. Hayes, Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, acted as the Debtors' local counsel. The Debtors also tapped Kirkland & Ellis LLP as special financing counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special securities counsel; and FTI Consulting, Inc., and Rotschild Inc. as financial advisors. The Debtors' Canadian general restructuring counsel was Osler, Hoskin & Harcourt LLP. Kurtzman Carson Consultants LLC served as the Debtors' claims and voting agent. Circuit City opted to liquidate its 721 stores and obtained the Bankruptcy Court's approval to pursue going-out-of-business sales, and sell its store leases in January 2009. In May 2009, Systemax Inc., a multi-channel retailer of computers, electronics, and industrial products, acquired certain assets, including the name Circuit City, from the Debtors through a Court-approved auction. On Sept. 14, 2010, the Court entered an order confirming the Debtors' Plan of Liquidation, which created the Circuit City Stores, Inc. Liquidating Trust and appointed Alfred H. Siegel as Trustee. The Plan became effective Nov. 1, 2010. CMG CAPITAL: Office Building to be Sold in Bankruptcy Auction ------------------------------------------------------------- Brian Bandell of the South Florida Business Journal reports that CMG Capital LLC's three-story office building near Miami's Brickell Financial District has been scheduled for a bankruptcy auction. The 8,556-square-foot building, at 232 S.W. Eighth St., is owned by Miami-based CMG Capital LLC, which filed for Chapter 11 reorganization in U.S. Bankruptcy Court in February 2021. That stayed a $2.65 million foreclosure judgment won by Elizon DB Transfer Agent LLC regarding a $1.85 million mortgage, plus interest and fees. On Aug. 23, 2021, U.S. Bankruptcy Judge A. Jay Cristol approved CMG Capital's motion to auction the office building. The auction will take place Sept. 28, with a hearing before the judge to approve the results the following day. Bids are due Sept. 24 and require a $360,000 deposit. The approved stalking-horse bidder, with a $3.5 million bid, is Icon Medical Centers LLC, managed by Vincent M. Amodio and currently a tenant in the office building. Any competing bidders must offer at least $3.6 million. According to the judge's order, $50,000 of the sale proceeds would go to Culver City, California-based Bristlecone Real Estate Co., which had a stalking-horse deal for the property that was terminated. Boca Raton-based attorney Nathan G. Mancuso, who represents CMG Capital in the case, couldn't be reached for comment. If the building is sold for at least $3.5 million, it would be enough to pay off the mortgage with Elizon DB Transfer Agent, along with a second mortgage of $1.3 million from Valbros Investments Corp., the previous owner of the building. CMG Capital acquired the office building for $4 million in 2017. It was constructed on the 7,000-square-foot lot in 1972. The area is zoned for up to 24 stories. CMG Capital also owns a home at 1431 N.W. 37th Ave. in Miami, but it is not part of the auction. About CMG Capital LLC CMG Capital, LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-12013) on Feb. 27, 2021, listing as much as $10 million in both assets and liabilities. Steven Suh, member, signed the petition. Judge Jay A. Cristol oversees the case. The Debtor tapped Nathan G. Mancuso, Esq., at Mancuso Law, PA, as bankruptcy counsel; Edelboim Lieberman Revah as special litigation counsel; and Kang & Company Financial Solutions, LLC as accountant. CORP GROUP: Committee Taps NLD Abogados as Special Chilean Counsel ------------------------------------------------------------------ The official committee of unsecured creditors of Corp Group Banking S.A. and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to retain NLD Abogados as its special Chilean counsel. The firm's services include: a. advising the committee with respect to its rights and powers under Chilean law in connection with representing general unsecured creditors in the Debtors' Chapter 11 cases; b. assisting the committee in its consultations with the Debtors related to issues involving Chilean law; c. assisting the committee under Chilean law in connection with its investigation of the acts, conduct, assets, liabilities and financial condition of the Debtors, and its investigation of the potential claims and causes of action against the Debtors, insiders, lenders, secured creditors and other parties involved with the Debtors; d. assisting the committee with respect to Chilean legal issues, if any, in preparing pleadings and applications; e. assisting the committee with respect to any Chilean legislative, regulatory or government activities; and f. performing other necessary legal services. The hourly rates charged by the firm's attorneys and paraprofessionals are as follows: Partners $420 - $380 per hour Of Counsel $380 - $320 per hour Associates $300 - 220 per hour Paraprofessionals $140 per hour As disclosed in court filings, NLD Abogados is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. NLD Abogados can be reached through: Paulo Larrain NLD Abogados Isidora Goyenechea 2800 oficina 1501 Las Condes - Santiago, Chile 7550647 Phone: +562 2581 3479 Email: contacto@nld.cl About Corp Group Banking SA Corp Group Banking SA, a Chilean financial holding company controlled by billionaire Alvaro Saieh, and Inversiones CG Financial Chile Dos SpA filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 21-10969) on June 25, 2021. At the time of the filing, Corp Group Banking disclosed $500 million to $1 billion in assets and $1 billion to $10 billion in liabilities. Judge J. Kate Stickles oversees the cases. The Debtors tapped Simpson Thacher & Bartlett, LLP and Young Conaway Stargatt & Taylor, LLP as legal counsel. Prime Clerk, LLC is the Debtors' claims and noticing agent and administrative advisor. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors on July 20, 2021. The committee tapped Morgan, Lewis & Bockius, LLP as lead bankruptcy counsel, Robinson & Cole LLP as Delaware counsel, and NLD Abogados as special Chilean counsel. FTI Consulting, Inc. serves as the committee's financial advisor. DAKOTA TERRITORY: Gets OK to Employ Stinson as Special Counsel -------------------------------------------------------------- Dakota Territory Tours A.C.C. received approval from the U.S. Bankruptcy Court for the District of Arizona to hire Stinson, LLP to provide legal services in connection with its proceedings before the Federal Aviation Administration and related issues. The firm's hourly rates are as follows: Roy Goldberg, Esq. $616 per hour Denyse Zosa, Esq. $360 per hour Sharon Ng, Esq. $390 per hour Paralegals $125 - $310 per hour Roy Goldberg, Esq., the firm's primary attorney who will be providing the services, disclosed in a court filing 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: Roy Goldberg, Esq. Stinson, LLP 1775 Pennsylvania Avenue NW, Suite 800 Washington, DC 20006 Tel.: 202.728.3005 Email: roy.goldberg@stinson.com About Dakota Territory Tours Dakota Territory Tours A.C.C., a company that offers helicopter tours in northern Ariz., filed a voluntary petition for Chapter 11 protection (Bankr. D. Ariz. Case No. 21-05729) on July 26, 2021, listing $1,702,410 in assets and $955,763 in liabilities. Eric Brunner, president of Dakota Territory Tours, signed the petition. Judge Eddward P. Ballinger Jr. oversees the Debtor's Chapter 11 case while Michael W. Carmel is the Subchapter V trustee appointed in the case. Kelly G. Black, PLC and Stinson, LLP serve as the Debtor's bankruptcy counsel and special counsel, respectively. DARREN MARTIN: Taps Adrienne Martin to Market 2 Georgia Properties ------------------------------------------------------------------ Darren Martin, Inc. filed a supplemental application seeking approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Adrienne Martin, a real estate agent at Berkshire Hathaway, to list and market for sale two of its real properties in Georgia. The Debtor supplemented its application to clarify that the real estate agent will be providing professional services only with respect to its real property located at 814 Greenhedge Way in Stone Mountain and another property located at 2115 Honeysuckle Lane in Atlanta. Ms. Martin will not be providing services with respect to the two other properties located at 1579 Montreat Ave. and 2041 Albany Drive in Atlanta, according to the supplemental application. Berkshire Hathaway charges a 1 percent commission for listing the properties. Meanwhile, Ms. Martin has agreed to waive her commission and to pay a 3 percent commission to the buyer's agent. Ms. Martin disclosed in a court filing that she and other members of Berkshire Hathaway neither hold nor represent an interest adverse to the Debtor's estate. The firm can be reached through: Adrienne Martin Berkshire Hathaway HomeServices Georgia Properties 1876 Princeton Avenue College Park, GA 30337 Mobile: (404) 409-0080 Email: adrienne.martin@bhhsgeorgia.com About Darren Martin Inc. Darren Martin, Inc. filed a voluntary petition for Chapter 11 protection (Bankr. N.D. Ga. Case No. 21-55682) on July 30, 2021, listing as much as $1 million in both assets and liabilities. Darren Martin, chief executive officer, signed the petition. Judge Paul Baisier oversees the case. Jones & Walden, LLC serves as the Debtor's legal counsel. DEA BROTHERS: US Trustee Wants Treatment of Unsecureds Clarified ---------------------------------------------------------------- The United States Trustee objects to the Disclosure Statement describing Chapter 11 Plan of Reorganization of debtor DEA Brothers Sisters LLC. The United States Trustee claims that the Debtor's plan and disclosure statement was filed as a placeholder. Accordingly, the Debtor's disclosure statement does not contain "adequate information" as required by 11 U.S.C. Sec. 1125(a) and cannot be approved in its current iteration, and states as follows: * The DS at 11:23-26, states that the Debtor's Managing Member will pledge substantial funds on a monthly basis to assure that plan payments are met. However, there is no quantification of the term "substantial funds" nor is there any disclosure regarding the financial wherewithal of the Managing Member to make such contributions. * The plan and DS cannot lump together the treatment of secured claims. Each secured claim must be separately classified. To the extent the Court makes a ruling later on in the case valuing the Debtor's property at $1.7 million, then these secured claims will be wholly unsecured and lumped into the general unsecured class of claims, unless there is a justification for separate classification of one or more of the claims. * The DS at 15:15-16:5, discusses the treatment of general unsecured claims. It is unclear why the DS places these claims in "Classes 1-3". Further, the DS at 16:1-5, states that the Debtor has not determined the payout to unsecured creditors. Without this basic information the case cannot proceed to confirmation. Finally, since the plan payments to general unsecured claims is tethered to the Effective Date without an Effective Date, this case cannot proceed to confirmation. A full-text copy of the United States Trustee's objection dated August 26, 2021, is available at https://bit.ly/3yvkRiO from PacerMonitor.com at no charge. Attorney for the U.S. Trustee: PETER C. ANDERSON United States Trustee Michael Hauser Ronald Reagan Federal Building & United States Courthouse 411 West Fourth Street, Suite 7160 Santa Ana, CA 92701-8000 Telephone: (714) 338-3400 Facsimile: (714) 338-3421 Email: Michael.Hauser@usdoj.gov About DEA Brothers Sisters DEA Brothers Sisters, LLC is a Laguna Hills, Calif.-based company that owns a strip shopping center located at 16502 S. Main St., Carson, California. DEA Brothers Sisters sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 21-10608) on March 10, 2021. In the petition signed by Enayat Ali Jiwani, the sole managing member, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge Erithe A. Smith oversees the case. Financial Relief Legal Advocates, Inc. and Osborn Plasse serve as the Debtor's legal counsel. DLT RESOLUTION: Incurs $185K Net Loss in Second Quarter ------------------------------------------------------- DLT Resolution, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $185,406 on $415,331 of revenue for the three months ended June 30, 2021, compared to a net loss of $76,836 on $549,453 of revenue for the three months ended June 30, 2020. For the six months ended June 30, 2021, the Company reported a net loss of $365,709 on $855,414 of revenue compared to a net loss of $405,738 on $977,800 of revenue for the same period during the prior year. As of June 30, 2021, the Company had $3.25 million in total assets, $1.82 million in total liabilities, and $1.43 million in total stockholders' equity. As of June 30, 2021, the Company had total current assets of $313,094 and current liabilities of $971,039 creating a working capital deficit of $657,945. As of Dec. 31, 2020, the Company had $7,666 of cash, total current assets of $465,755 and current liabilities of $940,486 creating a working capital deficit of $474,731. Net cash used in operating activities was $2,823 during the six months ended June 30, 2021 compared to $27,199 for the same period in 2020. Net cash used in investing activities was $0 during the six months ended June 30, 2021 compared to $749 for the same period in 2020. During the six months ended June 30, 2021, the Company generated $9,420 cash from financing activities. During the six months ended June 30, 2020, the Company generated $51,321 of cash from financing activities that was primarily from the proceeds of advances from related parties, net of repayments. "The Company has suffered recurring losses from operations and has a significant accumulated deficit. In addition, the Company continues to experience negative cash flow from operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. Management's plans in regards to this matter include raising additional equity financing and borrowing funds under a private credit facility and/or other credit sources," DLT stated in the regulatory filing. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1420368/000147793221005579/dlti_10q.htm About DLT Resolution Las Vegas, NV-based DLT Resolution Inc. currently operates in three high-tech industry segments: blockchain applications; telecommunications; and data services which includes image capture, data collection, data phone center services, and payment processing. DLT Resolution reported a net loss of $503,929 for the year ended Dec. 31, 2020, compared to a net loss of $1.04 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $3.52 million in total assets, $2.83 million in total liabilities, and $688,873 in total stockholders' equity. Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since 2019, issued a "going concern" qualification in its report dated May 10, 2021, citing that the Company has suffered recurring losses from operations and has a significant accumulated deficit. In addition, the Company continues to experience negative cash flows from operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. EAST WEST AVL: Has Interim OK to Use Cash Collateral Thru Sept. 23 ------------------------------------------------------------------ Judge George R. Hodges of the U.S. Bankruptcy Court for the Western District of North Carolina authorized East West AVL Dev, LLC to use cash collateral in the ordinary course of its business for expenses provide for in the budget, through 11:59 p.m. of September 23, 2021. The budget provided for total expenses of $3,170 for August 2021 and $3,670 for September 2021. Pantheon Capital Advisors, Inc. is granted a valid, enforceable, perfected and continuing security interests in and lien on all postpetition assets of the Debtor, of the same character and type, to the same extent and validity, as the liens and encumbrances attaching to the Debtor's assets prepetition. As further adequate protection to Pantheon, the Debtor shall make adequate protection payments to Pantheon for $1,250, applicable to the debt associated with Pantheon's first secured claim, and $800 to be applied to the debt associated with Pantheon's second secured claim. The payment shall be due by 5 p.m. on August 18, 2021. The Debtor shall also escrow into its DIP account or prepay funds for ad valorem taxes. A copy of the second interim order is available for free at https://bit.ly/3yBUh85 from PacerMonitor.com. The final hearing on the use of cash collateral will be held on September 22, 2021 at 9:30 a.m. Objections must be filed and served so as to be received no later than three business days before the final hearing. About East West AVL Dev East West AVL Dev, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C. Case 21-10134) on July 6, 2021, listing $100,001 to $500,000 in both assets and liabilities. Judge George R. Hodges oversees the case. Ivey, McClellan, Siegmund, Brumbaugh & Mcdonough, LLP, serves as the Debtor's legal counsel. Michael Martinez was appointed as the Debtor's Subchapter V Trustee. EMERALD GRANDE: May Use Cash Collateral Through Dec. 31 ------------------------------------------------------- Judge Paul M. Black of the U.S. Bankruptcy Court for the Northern District of West Virginia authorized Emerald Grande LLC to use cash collateral through December 31, 2021, to pay for its operating expenses and taxes, as set forth in the budget. The budget provided for monthly disbursements as follows: $35,494 for August 2021; $28,136 for September 2021; $30,165 for October 2021; $27,994 for November 2021; and $28,827 for December 2021 Premier Bank is granted valid, perfected, continuing liens and security interests in the collateral, on a postpetition basis, to the same extent and priority afforded to the liens and security interest granted prior to the Petition Date. The full amount of any diminution in value of the cash collateral shall be given priority status under Sections 364(c)(1) and 507(b) of the Bankruptcy Code. Moreover, the Debtor shall make payments for principal and interest due on Loan No. 351018 on the 30th of each month through and including the 30th of the month in which the current order expires; and on the third of each month through and including the third day of the month after which the current order expires, for Loan No. 330005. The Debtor authorizes Premier Bank to debit its account for the said payments when due. Of the amounts on deposit in the Debtor's demand deposit account, the Debtor shall set aside and transfer to a separate tax escrow account maintained in the Debtor's name with Premier Bank, the amounts shown on the budget as line item "Escrow for real estate taxes". The said amounts may be used only for the payment of real estate taxes on the Kanawha City Property. In addition, the Debtor shall promptly invoice and collect all common area maintenance, taxes and insurance charges when due under the leases relating to Kanawha City Property. The Debtor acknowledged that Premier Bank paid all prepetition real estate taxes due on the Kanawha City Property aggregating $126,964 and that this amount was added to the balance of the outstanding loan, on a pro rata basis. The Debtor is indebted to Premier Bank, as successor by merger to First Bank of Charleston, under certain prepetition loan documents, including a Construction Loan Agreement executed in October 2014, a Construction Deed of Trust, and related Assignment of Rents, among others. A copy of the 24th interim order is available for free at https://bit.ly/3t0kgof from PacerMonitor.com. A further hearing on the matter is set for December 21, 2021 at 10 a.m. via Zoom. About Emerald Grande LLC Emerald Grande, LLC, owns and operates two hotel properties, the La Quinta Inn and Suites adjacent to the Elkview Crossings Shopping Mall, in Elkview, West Virginia; and the La Quinta Inn and Suitest adjacent to the Merchants Walk Shopping Mall, in Summersville, West Virginia. It also owns a real estate development in Charleston (Kanawha City), West Virginia. Emerald Grande filed a Chapter 11 petition (Bankr. N.D. W.Va. Case No. 17-00021) on Jan. 11, 2017. The petition was signed by William A. Abruzzino, managing member. The case was initially assigned to Judge Patrick M. Flatley. Judge Paul M. Black later took over. The Debtor estimated assets and liabilities at $10 million to $50 million at the time of the filing. The Debtor is represented by Steven L. Thomas, Esq., at Kay, Casto & Chaney PLLC. The Debtor employs Woomer, Nistendirk & Associates PLLC as accountant; and Realcorp, LLC, as broker, with Jon Cavendish serving as the listing agent, to market and sell its property in Kanawha County, West Virginia. No official committee of unsecured creditors has been appointed. Premier Bank, Inc., as successor by merger to First Bank of Charleston, Inc., is represented by Bailey & Glasser, LLP. ENRAMADA PROPERTIES: Novoa Unsecureds Will Get 30% of Claims ------------------------------------------------------------ Debtors Enramada Properties, LLC, Oscar Rene Novoa and Sylvia Novoa submitted an Amended Disclosure Statement in support of Plan of Reorganization dated August 30, 2021. The Debtors filed a joint preference action against Noel Zepeda-Moreno to set aside the judgment lien that restricted Enramada's business. Moreno failed to respond to the Complaint. The Court entered a default judgment and Moreno's judgment lien was set aside and removed as a lien on the Debtors' real estate holdings. Enramada is now able to conduct its business operations and market its properties to fund its plan of reorganization. The Debtors filed joint objections to the claims of Rosalba Santos/Primitivo Sanchez Zamora, Anatoly Kidder and Moreno. All objections were resolved resulting in significant reductions in the claims. Novoa filed separate objections to the claims of Abraham Garnica and Asatour Pogosian. These objections have also been resolved and resulted in significant reductions in the claims. This is a reorganization plan. In other words, the proponents seek to accomplish payments under the Plan by restructuring their financial affairs and paying their creditors with post-petition earnings. Freedom Mortgage holds a Class 3(a) claim against Enramada's property located at 13621 High St., Whittier, CA 90605. The claim is unimpaired under the Plan. The Parties have a forbearance agreement with payments not due until October 31, 2021. Should the Parties successfully negotiate a loan modification, payments will be made to Freedom Mortgage as they come due under the governing loan documents. Claimant shall retain its lien on the property until the claim is paid in full. Anchor Loans holds Class 3(b) claim against property jointly owned by Enramada and Roman Chapa located at 2714 Lanfranco St., Los Angeles, CA 90033. Enramada estimates it will be ready to market the property in approximately 60-90 days. Debtor estimates that the net proceeds from the sale of the property will total approximately $621,000 and will be sufficient to pay Anchor Loans' claim in full and provide an additional sum of approximately $198,242. Mr. Chapa has contributed approximately $58,136 to cover Enramada's portion of mortgage payments and other expenses. The balance of $40,985 will be used to pay the claims of unsecured creditors in Class 4(a), 4(b), 4(c) and 4(d). Claimant shall retain its lien on the property until the claim is paid in full. Class 4(a) consists of general unsecured creditors whose allowed claim is $2,500 or less or who elects to reduce its allowed claim to $2,500 will receive a single payment equal to 100% of its allowed claim on the effective date of the Plan. Class 4(a) claims total $5,516. Class 4(b) consists of general unsecured claims filed in both the Enramada and Novoa bankruptcy cases. Class 4(b) claims total $1,763,655. The Debtors will contribute the full amount of the net proceeds from the sale of the Landfranco Property, the Pogosian settlement proceeds and future income to pay the claims of Classes 4(a), 4(b), 4(c), and 4(d). Class 4(b) members will be paid 50% of their allowed claims. Class 4(c) consists of claims by general unsecured creditors of the Enramada bankruptcy case only. Class 4(c) claims total $273,190. Debtors will contribute the full amount of the net proceeds from the sale of the Landfranco Property, the Pogosian settlement proceeds and future income to pay the claims of Classes 4(a), 4(b), 4(c), and 4(d). Class 4(b) members will be paid 50% of their allowed claims. Class 4(d) consists of claims by general unsecured creditors in Novoa bankruptcy case only. Class 4(d) claims total $760,861. Novoa and Enramada will contribute the full amount of the net proceeds from the sale of the Landfranco Property, the Pogosian settlement proceeds and future income to pay the claims of Class 4(a), 4(b), 4(c), and 4(d). Class 4(d) members will be paid 30% of their allowed claims. The Plan will be funded by a combination of the net proceeds from the sale of the Lanfranco Property, the Pogosian settlement proceeds and from the Debtors' future income. A full-text copy of the Amended Disclosure Statement dated August 30, 2021, is available at https://bit.ly/3t29EFl from PacerMonitor.com at no charge. The Debtor is represented by: Andrew Bisom, Esq The Bisom Law Group 300 Spectrum Center Drive, Ste. 1575 Irvine, CA, 92618 Tel: (714) 643-8900 Fax: (714) 643-8901 E-mail: abisom@bisomlaw.com Fritz J. Firman WEBER FIRMAN 1503 South Coast Dr., Ste. 209 Costa Mesa, CA 92626 Telephone: (714) 433-7185 firmanweber@yahoo.com About Enramada Properties Enramada Properties, LLC, based in Whittier, California, holds a joint tenancy interest in a property located in Los Angeles, California valued at $325,000. It also owns two real properties in Whittier having an aggregate current value of $1.1 million. Enramada Properties filed for Chapter 11 bankruptcy (Bankr. C.D. Cal. Case No. 19-19869) on August 22, 2019. In the petition signed by Sylvia Novoa, managing member, the Debtor listed total assets of $1,429,000 against total liabilities of $1,724,414. The Hon. Julia W. Brand oversees the case. Andrew S. Bisom, Esq., at The Bison Law Group, serves as the Debtor's bankruptcy counsel. EQUIVALENT FINANCIAL: Unsecureds to Get Share of Income for 3 Years ------------------------------------------------------------------- Equivalent Financial, LLC filed with the U.S. Bankruptcy Court for the Southern District of Florida a Plan of Reorganization for Small Business under Subchapter V dated August 26, 2021. The Debtor generates revenue by both designing and selling custom accounting software and by working with a company called National Processing Alliance, Inc. ("NPA") in providing telecom, IT and credit card processing services. The Debtors' financial projections show that the Debtor will be able to make the plan payments to administrative, secured, and priority claimants and distribute projected disposable income to unsecured creditors. The Debtors anticipate that the Plan will be confirmed in January of 2022, the Plan will be effective on or about February 15, 2022, the first monthly distribution to unsecured creditors will be made on April 1, 2022, and the final monthly distribution to unsecured creditors will be made on April 1, 2025. The distributions under the Plan will be derived from (i) existing cash on hand on the Effective Date, and (ii) revenues generated by continued business operations. The financial projections are based on the Debtor's current operations and the amount of claims as filed. The Debtor anticipates some increase in revenue and also intends to object to claims in order to reduce amounts due to creditors which should decrease the monthly payments under this Plan. These numbers will be amended as necessary and appropriate. The Plan will treat claims as follows: * The Class 2 Claim is impaired by the Plan. U.S. Bank filed one Claim, No. 2, in the amount of $210,128.46. U.S. Bank asserted that $45,957.00 of the claim is secured. U.S. Bank will receive 36 payments of $1,276.59 on account of the secured portion of Claim 2. The deficiency portion of the claim shall be an allowed unsecured claim that receives treatment as part of Class 6. * The Class 3 Claims are impaired by the Plan. CIT Bank, N.A. filed a total of 6 claims in this case. Two of the claims, Nos. 6 and 8, asserted that a portion of the claims were secured in the amounts of $77,911.59 and $36,524.41, respectively, for a total of 114,436.00. CIT Bank, N.A. will receive 36 payments of $3,178.78 on account of the secured portions of Claim 6 and 8. The deficiency portion of the claims shall be allowed unsecured claims that receive treatment as part of Class 6. * Class 4 consists of the Secured Claim of the United States of America, Small Business Administration ("SBA"). The Class 4 Claim is impaired by the Plan. The SBA filed Claim 4 in the amount of $155,655.82. The SBA will receive 120 payments of 1,297.13 each in full satisfaction of its claim. * Class 5 consists of the Secured Claim of CSC Leasing, Inc. The Class 5 Claim is impaired by the Plan. CSC Leasing, Inc. filed one Claim, No. 14, in the amount of $1,388,037.74. CSC Leasing, Inc. asserted that $156,872.31 of the claim is secured. CSC Leasing will receive 36 payments of $4,357.57 on account of the secured portion of Claim 14. The deficiency portion of the claim shall be an allowed unsecured claim that receives treatment as part of Class 6. * Class 6 consists of General Unsecured Nonpriority Claims. Class 6 claims are impaired by the Plan. Every holder of a non-priority unsecured claim shall receive its pro-rata share of the Debtor's projected disposable income. Payments shall be made on a monthly basis over a period of 3 years, commencing three April 1, 2022 or one month after the Effective Date. * Class 7 consists of Equity interests in the Debtor. Class 7 is impaired under the plan. Holders of equity interests shall retain their interests. Payments required under the Plan will be funded from (i) existing cash on hand on the Effective Date, and (ii) revenues generated by continued operations. A full-text copy of the Subchapter V Plan dated August 26, 2021, is available at https://bit.ly/3DvVEJ5 from PacerMonitor.com at no charge. Counsel for the Debtor: Robert Reynolds, Esq. Law Offices Of Robert F. Reynolds, P.A. 515 East Las Olas Blvd. 850 Fort Lauderdale, FL 33301 Tel: (954) 755-9928 Email: rreynolds@robertreynoldspa.com About Equivalent Financial Miami, Fla.-based Equivalent Financial, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-15250) on May 28, 2021. Thomas Fuhrman, managing member, signed the petition. In the petition, the Debtor disclosed total assets of up to $50,000 and total liabilities of up to $10 million. Judge Jay A. Cristol oversees the case. The Law Offices Of Robert F. Reynolds, P.A. serves as the Debtor's legal counsel. ESSA PHARMA: Incurs $8.8 Million Loss in Third Quarter ------------------------------------------------------ Essa Pharma Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a loss and comprehensive loss of $8.75 million for the three months ended June 30, 2021, compared to a loss and comprehensive loss of $4.92 million for the three months ended June 30, 2020. For the nine months ended June 30, 2021, the Company reported a loss and comprehensive loss of $28.25 million compared to a loss and comprehensive loss of $18.89 million for the same period during the prior year. As of June 30, 2021, the Company had $203.52 million in total assets, $3.83 million in total liabilities, and $199.70 million in total shareholders' equity. ESSA is a clinical stage company and does not currently generate revenue. As of June 30, 2021, the Company has working capital of $199,949,211 (Sept. 30, 2020 - $79,093,604). Operational activities during the nine months ended June 30, 2021 were financed mainly by proceeds from the acquisition of Realm, financings completed in August 2019, July 2020 and February 2021. At June 30, 2021, the Company had available cash reserves and short-term investments of $202,263,003 (Sept. 30, 2020 - $78,332,100) to settle current liabilities of $3,008,727 (Sept. 30, 2020 - $1,203,324). At June 30, 2021, the Company believed that it had sufficient capital to satisfy its obligations as they became due and execute its planned expenditures for more than twelve months. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1633932/000155837021011748/tmb-20210630x10q.htm About Essa Vancouver, BC-based Essa Pharma, Inc. ESSA -- www.essapharma.com -- is a clinical stage pharmaceutical company, focused on developing novel and proprietary therapies for the treatment of prostate cancer in patients whose disease is progressing despite treatment with current standard of care therapies, including second-generation anti-androgen drugs such as abiraterone, enzalutamide, apalutamide, and darolutamide. Essa reported a loss and comprehensive loss of $23.44 million for the year ended Sept. 30, 2020, a loss and comprehensive loss of $12.75 million for the year ended Sept. 30, 2019, a loss and comprehensive loss of $11.63 million for the year ended Sept. 30, 2018, and a loss and comprehensive loss of $4.50 million for the year ended Sept. 30, 2017. FIVETOWER LLC: Case Summary & 14 Unsecured Creditors ---------------------------------------------------- Debtor: FiveTower, LLC 20200 W Dixie Highway Suite 805-A Aventura, FL 33180 Chapter 11 Petition Date: August 2, 2021 Court: United States Bankruptcy Court Southern District of Florida Case No.: 21-17617 Judge: Hon. Laurel M. Isicoff Debtor's Counsel: Aleida Martinez Molina, Esq. WEISS SEROTA HELFMAN COLE & BIERMAN, PL 2525 Ponce de Leon Boulevard Suite 700 Coral Gables, FL 33134 Tel: 305-854-0800 Email: amartinez@wsh-law.com Debtor's Special Collections Counsel: MARKOWITZ, RINGEL, TRUSTY & HARTOG, P.A. Debtor's Accountants: Gregory Haller PINCHASIK YELEN MUSKA STEIN, LLC Debtor's Financial Advisor: Alan Fyne DINNALL FYNE & CO. Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Renaud Mariotti as CEO. A full-text copy of the petition containing, among other items, a list of the Debtor's 14 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/6P3R32Y/FiveTower_LLC__flsbke-21-17617__0001.0.pdf?mcid=tGE4TAMA FORD STEEL LLC: May Use Cash Collateral Until November 23 --------------------------------------------------------- Judge Eduardo V. Rodriguez of the U.S. Bankruptcy Court for the Southern District of Texas authorized Ford Steel LLC to use cash collateral until the earlier of (a) November 23, 2021 at 5 p.m., prevailing Central Time, or (b) entry of a subsequent order terminating such authority. Judge Rodriguez directed the Debtor to immediately segregate, remit and deposit all cash collateral in its accounts, including those which the Debtor may receive in the future, into a designated Cash Collateral Account. The Debtor shall not withdraw any funds from said account except as authorized. Judge Rodriguez further directed the Debtor to deposit into separate Special DIP Deposit Accounts the advance deposit(s) received for the purchase of steel or other products. The Debtor bids on projects in the ordinary course of business which may require an immediate purchase of the Products outside the amounts set forth in the budget. With respect to small projects that do not provide an initial deposit but require the purchase of Products in excess of the amounts set forth in the budget, the Debtor shall request permission for said expenditure from the counsel for First Financial Bank, Inc., f/k/a Bank & Trust of Bryan/College Station (FFIN). The Debtor said that absent access to the cash collateral, it has no funds to maintain, sell or otherwise liquidate its assets; provide financial information; pay necessary employees and payroll taxes, charges of vendors, overhead, and other expenses necessary to maintain the value of its assets. As adequate protection, FFIN; the Internal Revenue Service; and the U.S. Small Business Administration are granted valid and automatically perfected replacement liens and security interests -- in the same extent, validity, and priority as existed on the Petition Date -- on all of the properties and assets of the Debtor and its estate, together with insurance proceeds, security deposits, utility deposits, bonds. To the extent of the diminution in value of the United States' interest -- on behalf of the IRS and the SBA -- in the Pre-Petition Collateral after the Petition Date, the United States shall receive a claim with the priority set forth in Section 507(b) of the Bankruptcy Code, which claim is not subject to the Carve-Out. Moreover, the Debtor shall make monthly payments to Equitable Life & Casualty Insurance Company for $24,307 per month; to FFIN for $8,270 per month; and to the IRS for $10,000 monthly. As of the Petition Date, the Debtor owed FFIN approximately $475,764 in unpaid principal, plus other fees and costs under the Loan Documents. FFIN's Prepetition Claim is secured by perfected first priority liens and security interests in substantially all of the assets of the Debtors except the real property improvements and fixtures, which is subject to the first priority lien of Equitable Life & Casualty Insurance Company. The IRS has filed Federal Tax Liens against the Debtor to secure its claims. The Debtor owed the SBA, for which claim the SBA filed a UCC-1 Financing Statement giving it a lien on the Debtor's assets. A copy of the order is available for free at https://bit.ly/3h2opn9 from PacerMonitor.com. A hearing on the continued use of the cash collateral is set for November 23, 2021 at 1:30 p.m. via telephone and video conference. About Ford Steel LLC Porter, Texas-based Ford Steel, LLC -- http://www.fordsteelllc.com/--is in the business of steel product manufacturing. It fabricates for a wide variety of industries including the petrochemical industry, waste water treatment, transmission communication and broadcast towers, mining, and oil and gas industries. Ford Steel filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 20-34405) on Sept. 1, 2020. Herbert C. Jeffries, managing member, signed the petition. The Debtor had between $1 million and $10 million in both assets and liabilities. Judge Eduardo V. Rodriguez oversees the case. The Debtor tapped Cooper & Scully, PC as bankruptcy counsel. Muskat Mahony & Devine, LLP, Currin Wuest Mielke Paul & Knapp, PLLC, and Cantrell & Cantrell, PLLC serve as the Debtor's special counsel. First Financial Bank, Inc., as lender, is represented by West, Webb, Allbritton & Gentry, PC. FORD STEEL: Executes $10.8M Sale Agreement with Big Acquisitions ---------------------------------------------------------------- Ford Steel, LLC, submitted a First Amended Disclosure Statement describing First Amended Plan of Reorganization dated August 30, 2021. On August 20, 2021, the Debtor and Big Acquisitions, LLC, an affiliate of Brennan Investment, executed an Amended and Restated Purchase and Sale Agreement. On August 24, 2021, the Debtor filed an Amended Expedited Motion to Sell Real Property Free and Clear of all Liens, Claims, Encumbrances and Other Interests. Also on August 24, 2021, the Court held a hearing on the bidding process and auction process. After hearing testimony and arguments, the Court entered an Order Establishing Bidding and Sale Procedures and Authorizing Debtor to Enter into the Purchase and Sale Agreement, Subject to Higher and Better Offers (the "Bid Procedures Order"). Pursuant to the Bid Procedures Order, all objections to the Sale Motion must be filed no later than 4:00 p.m. on September 1, 2021. A hearing on the Sale Motion is currently set for 2:30 p.m. on September 8, 2021, both virtually and telephonically. The Plan of Reorganization proposes the sale of the Debtor's Property with a 20 year lease back of the Property under a triple net lease. The current proposed sale is to Big Acquisitions for $10,825,000 with the managing member of the Debtor, Herbert Jeffries and/or one of his companies other than the Debtor or HC Jeffries Tower Company, Inc. providing $1,250,000 of the purchase price as subordinated equity in Big Acquisitions. The proceeds from the sale will be utilized to pay commissions, closing costs, the first year's rent at $920,000, a deposit of $1,200,000, the secured claims of Montgomery County, SILAC, First Financial, the Texas Workforce Commission and the IRS7. If funds are available, the Debtor also shall pay administrative claims of the U.S. Trustee and Steel Pipe & Supply. After confirmation the plan contemplates the continuation of the Debtor's business utilizing the profits to fund the plan and pay the remaining administrative claims, priority claims and unsecured claims over a 5 to 10 year period. Class 5 is impaired and consists of the unsecured claims in the amount of $2,412,113.87, excluding insider and disputed claims. These claims shall be paid 100% of their claims in equal quarterly installments over a 10 year period. If any creditor is listed as disputed on the Debtor's schedules and is later provided an allowed claim, then that allowed claim shall be paid pro-rata beginning in the first quarter after its claim is allowed. The final payment in the tenth year of the plan shall be adjusted accordingly to accommodate the increase in payments under the plan. The first payment is estimated to be on March 15, 2022. Class 6 is impaired and consists of the insider unsecured claims of Steve Bales in the total amount of $3,420,822.11. Steve Bales is a private investor and minority shareholder of the Debtor. He initially factored receivables for the Debtor and those that went unpaid were converted to a note. These claims will be paid in equal monthly installments of $57,013.70 over a five year period. Class 7 is impaired and consists of the equity security holders of the Debtor, Herbert Jeffries and Steve Bales. During the term of the plan payments under the confirmed plan, Herbert Jeffries shall operate the Debtor and insure that all payments under the plan are paid. Steve Bales has agreed to subordinate payment of his Class 6 claim until all other creditors under the Plan have been paid in full. As the Debtor is paying 100% to the unsecured creditors, they will retain their respective interests in the Reorganized Debtor. Therefore, on the Effective Date, Herbert Jeffries shall receive 86% and Steve Bales shall receive 14% of the Reorganized Debtor. Implementation of the Plan requires entry of an order by the Bankruptcy Court confirming the Plan. The Plan is to be implemented, if accepted and approved by the Bankruptcy Court, in its entire form as filed on June 25, 2021. The effective date of the plan shall be 30 days after the date the Plan is confirmed by this Court. A full-text copy of the First Amended Disclosure Statement dated August 30, 2021, is available at https://bit.ly/3t12lhe from PacerMonitor.com at no charge. Attorneys for the Debtor: Julie Mitchell Koenig, Esq. Cooper & Scully, PC. 815 Walker, Suite 1040 Houston, TX 77002 Tel: 713-236-6800 Fax: 713-236-6880 Email: julie.koenig@cooperscully.com About Ford Steel LLC Porter, Texas-based Ford Steel, LLC -- http://www.fordsteelllc.com/--is in the business of steel product manufacturing. It fabricates for a wide variety of industries including the petrochemical industry, waste water treatment, transmission communication and broadcast towers, mining, and oil and gas industries. Ford Steel filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 20-34405) on Sept. 1, 2020. Herbert C. Jeffries, managing member, signed the petition. The Debtor had between $1 million and $10 million in both assets and liabilities. Judge Eduardo V. Rodriguez oversees the case. The Debtor tapped Cooper & Scully, PC as bankruptcy counsel. Muskat Mahony & Devine, LLP, Currin Wuest Mielke Paul & Knapp, PLLC, and Cantrell & Cantrell, PLLC serve as the Debtor's special counsel. First Financial Bank, Inc., as lender, is represented by West, Webb, Allbritton & Gentry, PC. FREMONT HILLS: US Trustee Says Disclosure Statement Misleading -------------------------------------------------------------- Tracy Hope Davis, United States Trustee for Region 17 (the "UST"), objects to approval of the disclosure statement of debtor Fremont Hills Development Corporation. The United States Trustee claims that the Disclosure Statement provides no information regarding when and why the construction of the Project was halted in the first place. There is no detail regarding the events which led the Debtor to file bankruptcy and, notably, the Debtor fails to include any reference to the Prior Case (which was dismissed on February 16, 2021, on motion of the UST). The United States Trustee points out that the Disclosure Statement contains no description of Debtor's current management structure, of who is making decisions for the Debtor, or of the qualifications of management to ensure that the Project can be completed within the 18-to-24-month timeline proposed in the Plan. The United States Trustee asserts that as the Disclosure Statement assumptions rely heavily on the ability of Nirvana to fund postpetition obligations of the Debtor, more information is needed regarding Nirvana's profitability and its wherewithal to meet Debtor's obligations. The United States Trustee further asserts that the Debtor describes certain loans which purportedly are necessary to fund the Debtor's goal of resuming construction of the Project. The Debtor describes the terms of two loans: (1) from HSF, and (2) from Greenworks Lending. The failure of the Debtor to explain the funding contingencies and its ability to secure the necessary funding constitutes a lack of adequate information. The United States Trustee states that pursuant to the Plan, unsecured claimants will receive payments six months after the Project Completion Date. The "Project Completion Date" definition, however, provides no information regarding when the project may actually be completed. Without even an estimate, creditors will have no idea what they are voting for. The United States Trustee says that the Disclosure Statement definition of a Class 7 Claimant on page 29 of the Disclosure Statement should be mirrored in the description of Class 7 on page 21 of the Disclosure Statement. The failure to do so, makes the Disclosure Statement misleading as to the conditions required to be fulfilled for election of Class 7 status. Debtor has erroneously titled the description of Class 7 as "Class 6". A full-text copy of the United States Trustee's objection dated August 26, 2021, is available at https://bit.ly/2Y41eSt from PacerMonitor.com at no charge. About Fremont Hills Development Corp. Fremont Hills Development Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 21-50240) on Feb. 24, 2021, listing under $1 million in both assets and liabilities. Jae Ryu, chief financial officer, signed the petition. Judge Stephen L. Johnson oversees the case. Farsad Law Office, PC, serves as the Debtor's legal counsel. GIGA-TRONICS INC: Incurs $814K Net Loss in First Quarter -------------------------------------------------------- Giga-Tronics Incorporated filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $814,000 on $2.05 million of total revenue for the three months ended June 26, 2021, compared to net income of $75,000 on $3.55 million of total revenue for the three months ended June 27, 2020. As of June 26, 2021, the Company had $8.21 million in total assets, $4.68 million in total liabilities, and $3.53 million in total shareholders' equity. John Regazzi, chief executive officer of the Company, said, "We experienced delays in the procurement of our RADAR/EW Test systems and in the receipt of new contracts for additional RADAR filters, which resulted in substantially lower revenue for the quarter. The resulting lower gross profit was the primary reason for the reported losses." Mr. Regazzi added, "However, we are now seeing signs that business activity is improving. Since the beginning of fiscal year 2022, which began on March 28, 2021, we have received $3.7M in new orders associated with our Microsource filters and oscillators. In addition, the US Government has streamlined its procurement process associated with several major Electronic Warfare programs we are supporting in order to help meet critical timelines and lower the cost of procurements. With a new procurement method being put in place, we anticipate a more predictable and increasing order flow." Lutz Henckels, executive vice president, chief financial officer and chief operating officer stated, "Clearly, the results of the first quarter of fiscal 2022 are disappointing and were mostly driven by the delay of new orders. We have booked over $4.3 million in new orders since April 1, 2021, of which $2.8 million was booked since the beginning of August. Orders for both our Microsource sole source filter business and our RADAR/ EW test business tend to be large so their timing can have a significant impact on our results from quarter to quarter. That said, we are still optimistic about the long-term prospects for our business and believe that fiscal year 2022 will deliver both revenue growth and profits." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/719274/000143774921019302/giga20210626_10q.htm About Giga-tronics Inc. Headquartered in Dublin, California, Giga-tronics is a publicly held company, traded on the OTCQB Capital Market under the symbol "GIGA". Giga-tronics -- http://www.gigatronics.com-- produces RADAR filters and Microwave Integrated Components for use in military defense applications as well as sophisticated RADAR and Electronic Warfare (RADAR/EW) test products primarily used in electronic warfare test & emulation applications. Giga-Tronics reported a net loss attributable to common shareholders of $407,000 for the year ended March 27, 2021, compared to a net loss attributable to common shareholders of $2.03 million for the year ended March 28, 2020. As of March 27, 2021, the Company had $7.85 million in total assets, $3.60 million in total liabilities, and $4.25 million in total shareholders' equity. GREENKARMA LLC: Unsecureds to Get Share of Income for 5 Years ------------------------------------------------------------- Greenkarma, LLC, submitted a Second Modified Small Business Plan of Reorganization dated August 26, 2021. The Debtor's Chapter 11 - Subchapter V filing was precipitated by the initiation of arbitration by Swift Financial, LLC against the Debtor for its default on a business loan. The Swift arbitration action was initiated with the American Arbitration Association on December 21, 2020, Case No, 01-20-0016-0136, against Greenkarma, LLC and Nupoor Patel as the guarantor of loan. The Swift business loan was incurred upon the Debtor entering into a business relationship with Safeway for the purpose of selling the Debtor's products to retail customers through Safeway stores nationally. Consequentially, the Debtor defaulted on the Swift business loan. Class One consists of a Secured Claim held by Swift Financial, LLC. The Allowed Secured Claim is in the amount of $36,995.10 less Debtor's adequate protection payments of $500 per month commencing April 2021 through the Effective Date. In the event that the Class One claim holder accepts proposed payment plan offered by the Debtor's Guarantor, such payments, though nominal, will be applied against Class One's General Unsecured Claim, allowing for a greater distribution to the other Class Three claim holders. Commencing on the 25th of day of the month following the Effective Date, the Allowed Secured Claim shall be paid in equal monthly installments ($616.60) over 60 consecutive months in accordance with the five-year cash flow. Class Two consists of a Secured Claim held by Kabbage. In accordance with sections 506(a) and (d) of the Bankruptcy Code the Allowed Claim will be fixed to an amount of $0 and will be paid nothing as a secured creditor. The Class Two secured claim is avoided and instead will be treated as a general unsecured claim in the amount of $19,606.77 treated along with other General Unsecured Claims (Class Three). Class Three are holders of General Unsecured Claims, including allowed deficiency claims of creditors in prior classes and claims of creditors not otherwise classified under the Plan. In accordance to the Debtor's Cash Flow Analysis the Debtor has a 5-Year Projected Disposable Income in the amount of $6,256.35 all of which shall be paid as follows: * Commencing on the first day of the fifth month following the Effective Date of the Plan (the "Initial Payment") and yearly thereafter for a total of 5 years, the Debtor shall make payments on a pro rata basis to undisputed, liquidated, noncontingent claims as scheduled or filed, subject to timely objection to the validity or extent of each claim holders (the "Allowed Unsecured Claims"), in accordance with the annual projected disposable income of the Debtor (as projected in the Cash Flow Analysis). Class Four consists of the ownership interest in the Debtor and its respective assets, which are not otherwise abandoned pursuant to the Plan. Unaffected as a consequence of the Plan. The Plan will be funded from a combination of (i) funds on hand in the estate at the time of Confirmation; and (ii) future income generated through sale of the Debtor's products. A full-text copy of the Second Modified Small Business Plan dated August 26, 2021, is available at https://bit.ly/3ky4ld7 from PacerMonitor.com at no charge. Counsel for GreenKarma: David L. Stevens, Esq. Scura, Wigfield, Heyer, Stevens & Cammarota, LLP 1599 Hamburg Turnpike Wayne, New Jersey 07470 Telephone: 973-696-8391 Email: dstevens@scura.com About GreenKarma LLC GreenKarma, LLC, d/b/a Baby Mantra, filed a petition under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 21-11823) on March 5, 2021 in the U.S. Bankruptcy Court for the District of New Jersey. As of the Petition Date, the Debtor estimated up to $50,000 in assets and between $500,000 to $1 million in liabilities. The petition was signed by Nupoor Patel, managing member of Continental Brands LLC. Judge Stacey L. Meisel is assigned to the case. Scura, Wigfield, Heyer, Stevens & Cammarota, LLP represents the Debtor as counsel. Counsel for Swift Financial, LLC, as servicing agent for WebBank: Sergio I. Scuteri, Esq. CAPEHART & SCATCHARD, P.A. 8000 Midlantic Dr., Suite 300S P.O. Box 5016 Mt. Laurel, NJ 08054-5016 Telephone: 856-914-2046 Email: sscuteri@capehart.com GREENSILL CAPITAL: Files Plan to Liquidate, Repay Its Creditors --------------------------------------------------------------- Alex Wolf of Bloomberg Law reports that Greensill Capital's U.S. subsidiary filed a plan to wrap up its bankruptcy by creating a liquidation trust that will pursue claims over more than $65 million in transferred funds. Greensill Capital Inc.'s Chapter 11 plan, filed after the $7 million sale of its Finacity Corp. business to White Oak Global Advisors, would seek to pay back creditors by pursuing potential causes of action related to over $50 million in payments made in connection to the company's 2019 acquisition of Finacity. About Greensill Capital Greensill is an independent financial services firm and principal investor group based in the United Kingdom and Australia. It offers structures trade finance, working capital optimization, specialty financing and contract monetization. Greensill Capital Pty is the parent company for the Greensill Group. Greensill began to unravel in March 2021 when its main insurer stopped providing credit insurance on US$4.1 billion of debt in portfolios it had created for clients including Swiss bank Credit Suisse. Greensill Capital (UK) Limited and Greensill Capital Management Company (UK) Limited filed for insolvency in Britain on March 8, 2021. Matthew James Byrnes, Philip Campbell-Wilson and Michael McCann of Grant Thornton were appointed as administrators. Greensill Capital Pty Ltd. filed insolvency proceedings in Australia. Matt Byrnes, Phil Campbell-Wilson, and Michael McCann of Grant Thornton Australia Ltd, were appointed as voluntary administrators in Australia. Greensill Capital Inc. filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 21-10561) on March 25, 2021. Jill M. Frizzley, director, signed the petition. In the petition, the Debtor listed assets of between $10 million and $50 million and liabilities of between $50 million and $100 million. The case is handled by Judge Michael E. Wiles. In the Chapter 11 case, the Debtor tapped Segal & Segal LLP as bankruptcy counsel, Mayer Brown LLP as special counsel, and GLC Advisors & Co., LLC and GLCA Securities, LLC as investment bankers and financial advisors. Matthew Tocks is the chief restructuring officer of the Debtor. The official committee of unsecured creditors is represented by Arent Fox LLP. Greensill Capital (UK) Limited filed a Chapter 15 petition (Bankr. S.D.N.Y. Case No. 21-11473) to seek U.S. recognition of its UK proceedings on Aug. 18, 2021. ALLEN & OVERY LLP, led by Laura R. Hall, is the Debtor's counsel in the Chapter 15 case. HARBOUR COMMUNITY: Case Summary & Unsecured Creditor ---------------------------------------------------- Debtor: Harbour Community, L.P. a California limited partnership 12157 San Fernando Road Sylmar, CA 91342 Business Description: Harbour Community, L.P. helps provide affordable rental housing to low-income families through the operation and management of rental housing properties. Chapter 11 Petition Date: August 3, 2021 Court: United States Bankruptcy Court Central District of California Case No.: 21-11313 Judge: Hon. Maureen Tighe Debtor's Counsel: Andrew Goodman, Esq. GOODMAN LAW OFFICES, A PROFESSIONAL CORPORATION 30700 Russell Ranch Road Suite 250 Thousand Oaks, CA 91362 Tel: 818-802-5044 Email: agoodman@andyglaw.com Debtor's Special Litigation Counsel: ALPERT, BARR & GRANT, A PROFESSIONAL LAW CORPORATOIN Total Assets: $10,069,135 Total Liabilities: $8,905,020 The petition was signed by Ninoos Benjamin, CEO of General Partner, Neighborhood Partners, Inc. The Debtor listed Neighborhood Partners, Inc. Gen. Ptnr as its sole unsecured creditor holding a claim of $21,343. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/FWFEODA/Harbour_Community_LP_a_California__cacbke-21-11313__0001.0.pdf?mcid=tGE4TAMA HI DEF MACHINING: Unsecureds Will Get 2.73% Via Quarterly Payments ------------------------------------------------------------------ Hi Def Machining, LLC submitted a Third Amended Plan of Reorganization for Small Business. This Third Amended Plan aims to settle on certain points of disagreement with First Financial Bank, including interest rate and default terms. To further provide clarity as to the PPP Loan sought and received by the owner of the Debtor in his individual capacity. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $5,000.00. The final Plan payment is expected to be paid on December 2025. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 2.73 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. The Amended Plan will treat claims as follows: * Class 1 consists of the Secured Claim of First Financial Bank. The Class 1 Claim shall be allowed in the amount of $80,900.00 with interest accruing at approximately 5.25%. The Debtor shall begin payments of $710.00 per month on December 20, 2020. Upon full satisfaction of all Administrative Claims, the Debtor shall increase its payment to the Class 1 Claim to $1,575.00 until paid in full. The Class 1 Claim shall be paid in full within 60 months of the Effective Date. * Class 2 consists of Non-priority unsecured claims. Holders of allowed Class 2 Claims will share pro rata in quarterly distributions of $750.00, to begin 90 days after the Debtor's payment in full of all allowed administrative claims and concluding with the first such distribution that is three years after the Effective Date. The Debtor projects that there will be 8 such quarterly distributions, for a total dividend to unsecured creditors of $5,000.00, or approximately 2.73 cents on the dollar. * Sean Alderman shall retain 100% of the Debtor's equity stake. This Plan of Reorganization proposes to pay creditors of Hi Def Machining, LLC from future income. Subsequent to the filing of this Third Amended Plan of Reorganization, the owner of the Debtor, Sean Alderman, sought and received a PPP Loan from the Small Business Administration in his individual name. Alderman directed the proceeds of the loan to the Debtor's bank account. The Debtor is treating this as a capital infusion from its owner, not a loan, and is therefore not attempting to modify or otherwise affect that loan made to Alderman in his individual capacity. A full-text copy of the Third Amended Plan of Reorganization dated August 26, 2021, is available at https://bit.ly/3zw13gC from PacerMonitor.com at no charge. Attorney for the Debtor: James F. Guilfoyle, Esq. Guilfoyle Law Office, LLP 229 West Spring Street New Albany, IN 47150 Telephone: (502) 208-9704 Email: james@guilfoylebankruptcy.com About Hi Def Machining Hi Def Machining, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Case No. 20-90573) on May 15, 2020, listing under $1 million in both assets and liabilities. The petition was signed by Sean Alderman, Debtor's chief executive officer (CEO). Judge Andrea K. Mccord oversees the case. Guilfoyle Law Office, LLP is Debtor's legal counsel. HOMETOWN RESTORATION: Taps Klinger & Klinger as Accountant ---------------------------------------------------------- Hometown Restoration, LLC received approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Klinger & Klinger, LLP as accountant. The firm's services include the preparation of monthly operating reports, the filing of tax returns and other accounting services necessary to the prosecution of the Debtor's Chapter 11 case and wind-down of its business affairs. The firm's hourly rates are as follows: Accountants $225 - $350 per hour Paraprofessionals $125 per hour The Debtor paid $35,000 to the firm as a retainer fee. Lee Klinger, member of Klinger & Klinger, 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: Lee Klinger, CPA Klinger & Klinger LLP 633 Third Avenue, Suite 27B New York, NY 10017 Tel.: (212) 661-6200 Email: LKlinger@kkcpa.net About Hometown Restoration Hometown Restoration, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. N.Y. Case No. 21-22213) on April 15, 2021, listing as much as $10 million in both assets and liabilities. Judge Robert D. Drain oversees the case. Kirby Aisner & Curley, LLP serves as the Debtor’s legal counsel, while Klinger & Klinger LLP serves as the Debtor's accountant. JOHNSON & JOHNSON: Spinoff Plan Survives Legal Proceeding --------------------------------------------------------- Alex Keown of BioSpace reports that an alleged plan by Johnson & Johnson to spin off a company solely responsible for its talc-based products in order to mitigate lawsuit damages is still on the table following a ruling by a federal judge. On Thursday, August 26, 2021, U.S. Bankruptcy Judge Laurie Selber Silverstein halted legal attempts to prevent Johnson & Johnson from that plan. According to Reuters, Silverstein denied preemptive attempts by plaintiffs to prevent the spin-off. Attorneys for cancer patients who have attempted to link their disease to use of the J&J talc-based products sought to issue a restraining order against any attempt to spin off a separate business entity. Up until this point, Johnson & Johnson has not indicated if the spin-off of a separate company is even in the works. Johnson & Johnson Consumer Inc. is a subsidiary of the life sciences giant that oversees the company's talc-based business. In July 2021, it was reported that J&J leadership had been allegedly exploring the possibility of forming a spin-off and then having it declare bankruptcy in order to protect the bulk of its assets. The company planned to do so, at least according to the reports, through a Texas law that allowed for something called a "divisive merger," which is a legal maneuver that provides a pathway for a company to split into two entities. J&J could use the option known as a Texas two-step bankruptcy to form the talc-based company and then file for bankruptcy to halt litigation. It is a strategy other companies facing asbestos litigation have used in the past. Judge Silverstein is overseeing a bankruptcy case involving J&J and Imerys Talc America, which once supplied talc to the company, Reuters said. Imerys is seeking protection from litigation through Chapter 11 rules. The smaller company has been engaged in a legal dispute with J&J. Imerys is arguing that Johnson & Johnson should cover its legal costs under indemnification agreements. It was their attempt to prevent J&J from splitting up, which Imerys said could hurt its own reorganization plans. In her ruling, Judge Silverstein said it would be improper for her to bar J&J from initiating a legal business maneuver. Judge Silverstein said Imerys could take legal action should J&J initiate such a spin-off plan, but for now, it's hypothetical. Diane Sullivan, a lawyer with Weil, Gotshal & Manges LLP who represents J&J, hailed the decision of Silverstein. Ms. Sullivan told Reuters that the court "rightly denied the plaintiffs’ motion aimed at preventing J&J from engaging in legitimate business transactions, in the event that it chooses to do so." In its natural form, some talc contains asbestos, which is a substance known to cause cancers in and around the lungs when inhaled, according to the American Cancer Society. J&J faces more than 30,000 different lawsuits related to its talc products. In 2018, BioSpace cited a Reuters report that showed the life sciences giant knew its talc products could contain carcinogenic asbestos. According to the report, despite that knowledge, the company opted to prevent that information from becoming known to regulators and the general public. The company has already been hit with multiple verdicts in talc-related cases, including $750 million in punitive damages awarded to four people who alleged the talc led to their own cancer diagnoses in 2020. Other verdicts include an award of more than $21 million after it was noted that asbestos found in the talc was linked to the development of mesothelioma in a patient. Another jury awarded almost $4.7 billion in damages to 22 women and their families. In that case, it was determined that J&J's talc products contributed to the development of ovarian cancer. Six of those plaintiffs died from the disease. About Johnson & Johnson Based in Skillman, New Jersey, Johnson & Johnson Consumer Companies Inc. engages in the research and development of products. The Company provides products for newborns, babies, toddlers, and mothers, including cleansers, skin care, moisturizers, hair care, diaper care, sun protection, and nursing products. * * * Johnson & Johnson has chosen law firm Jones Day to advise it as it explores placing a subsidiary in bankruptcy to settle thousands of personal injury claims linking talcum-based baby powder to cancer, Dow Jones reported. J&J could move talc-related liabilities into a new unit formed specifically for bankruptcy, protecting income-producing assets. KANSAS CITY UNITED: Has Interim Access to Bond Trustee's Cash ------------------------------------------------------------- Judge Cynthia A. Norton of the U.S. Bankruptcy Court for the Western District of Missouri authorized Kansas City United Methodist Retirement Home, Inc., d/b/a Kingswood Senior Living Community, to use cash collateral on an interim basis, pursuant to an agreement between the Debtor and UMB Bank, N.A., as master trustee and indenture trustee for the Senior Living Facility Revenue Bonds (Kingswood Project) Series 2016. The Debtor may use the cash collateral, pursuant to the current interim order, in the ordinary course of its business until the earlier of (i) the occurrence of a termination event leading to the cessation of the Debtor's ability to use the cash collateral, or (ii) the last day included in the budget. The budget covering the period through September 19, 2021 provided for these weekly operating disbursements: $318,018 for the week ending August 29, 2021; $416,007 for the week ending September 5, 2021; $338,925 for the week ending September 12, 2021; and $400,578 for the week ending September 19, 2021. A copy of the budget is available for free at https://bit.ly/3kyijeT from PacerMonitor.com. The Debtor, however, may not use cash collateral not derived in the ordinary course of its operations. Before the Petition Date, the Industrial Development Authority of the City of Kansas City, Missouri issued its $51,770,000 Senior Living Facility Revenue Bonds (Kingswood Project) Series 2016 pursuant to a Bond Trust Indenture dated January 1, 2016 between the Issuer and UMB Bank, as Bond Trustee. Proceeds from the bond sale were loaned by the Issuer to the Debtor pursuant to a Loan Agreement dated January 1, 2016. As of the Petition Date, the Debtor owed $51,055,000 in unpaid principal; $5,319,112 in accrued and unpaid bond interest, plus unliquidated, accrued and unpaid fees and expenses incurred by the Bond Trustee and its professionals through the Petition Date, which amounts when liquidated shall be added to the aggregate amount of the Bond Claim. As adequate protection, the Bond Trustee shall have a replacement lien and security interest in (i) all assets of the Debtor existing on or after the Petition Date, of the same type as the Prepetition Bond Collateral, together with the proceeds thereof, and (ii) in all other assets of the Debtor, of any nature, within the meaning of Section 541 of the Bankruptcy Code, except for actions for preferences, fraudulent conveyances or other avoidance power claims. The Bond Trustee shall also have a superpriority administrative expense claim pursuant to Section 507(b) of the Bankruptcy Code, as additional adequate protection. A copy of the interim order is available for free at https://bit.ly/3jqiSYO from PacerMonitor.com. A final hearing on the Motion will be held on September 14, 2021 at 3 p.m. prevailing Central Time. Objections must be field and served on or before September 10 at 4 p.m. prevailing Central Time. Counsel for UMB Bank, N.A., Master Trustee and Indenture Trustee for the Senior Living Facility Revenue Bonds (Kingswood Project) Series 2016. Daniel S. Bleck, Esq. Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. One Financial Center Boston, MA 02111 Telephone: (617) 348-4498 (Direct) Email: Dsbleck@mintz.com About Kansas City United Methodist Retirement Home, Inc. Kansas City United Methodist Retirement Home, Inc., d/b/a Kingswood Senior Living Community, operates a continuing care retirement community and assisted living facility the elderly in Kansas City, Missouri. The entity sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Mo. Case No. 21-41049) on August 18, 2021. In the petition signed by Ross P. Marine, chairman of the Board, the Debtor estimated $10 million to $50 million in assets and $50 million to $100 million in liabilities. Judge Cynthia A. Norton is assigned to the case. Mcdowell, Rice, Smith & Buchanan, PC serves as the Debtor's counsel. UMB Bank, N.A., bond trustee, is represented by Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. LEVANT GROUP: Stipulation with SBA on Cash Access OK'd ------------------------------------------------------ Judge Deborah J. Saltzman of the U.S. Bankruptcy Court for the Central District of California approved the stipulation between Levant Group and the United States of America, on behalf of the U.S. Small Business Administration, authorizing the Debtor's use of the cash collateral until the earlier to occur of the entry of an order confirming the Debtor's plan of reorganization or October 31, 2021. As previously reported by the Troubled Company Reporter, prior to the Chapter 11 petition, the Debtor owed the SBA $150,000 for a loan obtained on May 12, 2020. The terms of the Loan required the Debtor to pay the SBA $731 monthly beginning on the 12th month after the date of execution of a Note in SBA's favor. The Loan is amortized over a 30-year period and is secured by all of the Debtor's tangible and intangible personal property. The parties agree that all the personal property collateral consisted SBA's cash collateral. As adequate protection, the parties agree that the SBA shall receive a replacement lien to the extent the automatic stay, the use, sale or lease of the personal property collateral would result in a decrease in the value of SBA's interest in the collateral postpetition. The parties also agree the SBA shall have a secured claim of $150,000, plus all accrued interest, and the Debtor shall diligently seek confirmation of a Chapter 11 reorganization plan in its case. The parties further agree that the use of cash collateral may be renewed by subsequent stipulation or by a Court order. A copy of the order is available for free at https://bit.ly/3jnAmFj from PacerMonitor.com. About Levant Group Levant Group sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-14537) on May 31, 2021, listing $100,001 to $500,000 in both assets and liabilities. Judge Deborah J. Saltzman presides over the case. RoseAnn Frazee, Esq., at Frazee Law Group, represents the Debtor as legal counsel. LIMETREE BAY: Judge Calls Budget for Loan Unbelievable ------------------------------------------------------ Steven Church of Bloomberg News reports that Limetree Bay Refining, the bankrupt U.S. Virgin Islands energy complex that shut down after raining oil on tourist-dependent St. Croix, won court approval for a $25 million loan based on budget numbers that a bankruptcy judge said he "doesn't believe for a second." "But I'm also dealing with a budget where I don't have an alternative," U.S. Bankruptcy Judge David R. Jones said during a virtual court hearing Friday, August 27, 2021, afternoon. "I fully expect them to be wrong." About Limetree Bay Limetree Bay Energy is a large-scale energy complex strategically located in St. Croix, U.S. Virgin Islands. The complex consists of Limetree Bay Refining, a refinery with peak processing capacity of 650 thousand barrels of petroleum feedstock per day, and Limetree Bay Terminal, a 34-million-barrel crude and petroleum products storage and marine terminal facility serving the refinery and third-party customers. Limetree Bay Refining, LLC, restarted operations in February 2021, and is capable of processing around 200,000 barrels per day. Key restart work at the site began in 2018, including the 62,000 barrels per day modern, delayed Coker unit, extensive desulfurization capacity, and a reformer unit to produce clean, low-sulfur transportation fuels. The restart project provided much needed economic development in the U.S.V.I. and created more than 4,000 construction jobs at its peak. Limetree Bay Refining, LLC and its affiliates sought Chapter 11 protection on July 12, 2021. The lead case is In re Limetree Bay Services, LLC (Bankr. S.D. Tex. Case No. 21-32351). Limetree Bay refining listed at least $1 billion in assets and at least $500 million in liabilities as of the bankruptcy filing. Baker Hostetler is acting as legal counsel for the Company and B. Riley Financial Inc. has been retained as restructuring advisor. LIQUIDMETAL TECHNOLOGIES: Incurs $625K Net Loss in Second Quarter ----------------------------------------------------------------- Liquidmetal Technologies, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $625,000 on $243,000 of total revenue for the three months ended June 30, 2021, compared to a net loss of $643,000 on $33,000 of total revenue for the three months ended June 30, 2020. For the six months ended June 30, 2021, the Company reported a net loss of $1.32 million on $315,000 of total revenue compared to a net loss of $1.39 million on $104,000 of total revenue for the same period during the prior year. As of June 30, 2021, the Company had $37.63 million in total assets, $1.44 million in total liabilities, and $36.19 million in total shareholders' equity. Cash used in operating activities totaled $724,000 and $1,204,000 for the six months ended June 30, 2021 and 2020, respectively. The cash was primarily used to fund operating expenses related to the Company's business and product development efforts. Cash provided by investing activities totaled $10,135,000 and $2,187,000 for the six months ended June 30, 2021 and 2020, respectively. Investing inflows primarily consist of proceeds from the sale of debt securities. Investing outflows primarily consist of purchases of debt securities and capital expenditures for additional building improvements. Cash provided by financing activities totaled $0 and $0 for the six months ended June 30, 2021 and 2020, respectively. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1141240/000143774921019322/lqmt20210630_10q.htm About Liquidmetal Technologies Lake Forest, California-based Liquidmetal Technologies, Inc. -- http://www.liquidmetal.com-- is a materials technology company that develops and commercializes products made from amorphous alloys. The Company's family of alloys consists of a variety of bulk alloys and composites that utilize the advantages offered by amorphous alloys technology. The Company designs, develops and sells products and custom parts from bulk amorphous alloys to customers in a wide range of industries. The Company also partners with third-party manufacturers and licensees to develop and commercialize Liquidmetal alloy products. Liquidmetal reported a net loss of $2.64 million for the year ended Dec. 31, 2020, compared to a net loss of $7.43 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $38.02 million in total assets, $1.33 million in total liabilities, and $36.69 million in total shareholders' equity. LIT'L PATCH OF HEAVEN: Court OKs Wells Fargo Cash Collateral Deal ----------------------------------------------------------------- Judge Michael E. Romero of the U.S. Bankruptcy Court for the District of Colorado approved the Cash Collateral Agreement between Lit'l Patch of Heaven Inc. and Wells Fargo Bank, National Association. The Cash Collateral Agreement provided for the Debtor's use of the cash collateral through January 31, 2022, and an adequate protection payment to Wells Fargo for $4,500. The Debtor may seek to continue its access to the cash collateral by filing a new budget and providing notice of said budget on its secured creditors and the U.S. Trustee. A copy of the order is available for free at https://bit.ly/38sI5vm from PacerMonitor.com. About Lit'l Patch of Heaven Lit'l Patch of Heaven Inc., a Thornton, Colo.-based owner and operator of an assisted living residence facility, filed a Chapter 11 petition (Bankr. D. Colo. Case No. 19-16119) on July 17, 2019. In the petition signed by Jeff Kraft, chief executive officer, the Debtor disclosed total assets of up to $10 million and total liabilities of up to $1 million. Judge Michael E. Romero oversees the case. Aaron A. Garber, Esq., at Wadsworth Garber Warner Conrardy, P.C., serves as the Debtor's bankruptcy counsel. LRGHEALTHCARE: May Use Cash Collateral Through Sept. 30 ------------------------------------------------------- Judge Michael A. Fagone of the U.S. Bankruptcy Court for the District of New Hampshire authorized HGRL, formerly known as LRGHealthcare, to use the cash collateral on an interim basis, pursuant to the budget, through the earliest of: a. the date on which a termination event shall occur; b. entry of any order modifying the Debtor's authority to use cash collateral; and c. the close of business on September 30, 2021. The Court ruled that the use of the cash collateral shall be restricted to payment of ordinary course expenses, pursuant to the budget. The Debtor said the budget represents only wind-down expenses and certain currently known trailing expenses. The budget provided for these weekly cash disbursements: $324,250 for the week ending September 11, 2021; $34,250 for the week ending September 18, 2021; $59,495 for the week ending September 25, 2021; $88,450 for the week ending October 2, 2021; and $34,250 for the week ending October 9, 2021. As of the Petition Date, the Debtor is liable for $110,761,260 under a prepetition Security Agreement entered into with Lender KeyBank National Association and the U.S. Department of Housing and Urban Development (HUD). As adequate protection for the use of the cash collateral, to the extent of any diminution in its value, the HUD is granted a continuing replacement security interest in and lien on (i) all prepetition collateral of HUD, including proceeds thereof; and (ii) property acquired by the Debtor after the Petition Date, of the same kind as the prepetition collateral and all proceeds thereof. The replacement liens, subject to the Carve-Out, shall be senior to any security interests or allowed superpriority claims. To the extent that the adequate protection as provided proves to be inadequate, HUD's claim shall have priority, pursuant to the Section 507(b) of the Bankruptcy Code, subject to the Carve-Out. A copy of the 11th interim order is available for free at https://bit.ly/3sXSPf2 from Epiq, claims agent. The final hearing on the motion will be held on September 21, 2021, at 10 a.m. Objections must be filed and served no later than 5 p.m. on September 14. About LRGHealthcare LRGHealthcare -- http://www.lrgh.org-- was a not-for-profit healthcare charitable trust operating Lakes Region General Hospital (LRGH), Franklin Regional Hospital, and numerous other affiliated medical practices and service programs. LRGH was a community-based acute care facility with a licensed bed capacity of 137 beds, and FRH is a 25-bed critical access hospital with an additional 10-bed inpatient psychiatric unit. In 2002, Lakes Region Hospital Association and Franklin Regional Hospital Association merged, with the merged entity renamed LRGHealthcare. LRGHealthcare offered a wide range of medical, surgical, specialty, diagnostic, and therapeutic services, wellness education, support groups, and other community outreach services. LRGHealthcare filed a Chapter 11 petition (Bankr. D.N.H. Case No. 20-10892) on Oct. 19, 2020. The petition was signed by Kevin W. Donovan, president and chief executive officer. At the time of the filing, the Debtor estimated to have $100 million to $500 million in both assets and liabilities. Judge Bruce A. Harwood was assigned to the case before Judge Michael A. Fagone took over. The Debtor tapped Nixon Peabody LLP as legal counsel; Baker Newman Noyes as accountant; and Deloitte Transactions and Business Analytics, LLP and Kaufman, Hall & Associates, LLC as financial advisors. Epiq Corporate Restructuring, LLC is the claims, noticing, solicitation, and administrative agent. The U.S. Trustee for Region 1 appointed a committee of unsecured creditors on Oct. 23, 2020. The committee is represented by the law firms of Sills Cummis & Gross P.C. and Drummond Woodsum. CBIZ Accounting, Tax and Advisory of New York, LLC serves as the committee's financial advisor. In December 2020, the U.S. Bankruptcy Court, District of New Hampshire issued a final order approving Concord Hospital's acquisition of Lakes Region General Hospital, Franklin Hospital and their ambulatory sites from LRGHealthcare. The healthcare system and its two hospitals were sold to Concord Hospital for $30 million. On May 5, 2021, the Debtor filed its change of name from LRGHealthcare to HGRL with the Secretary of State for the State of New Hampshire and the Laconia Town Clerk. MALLINCKRODT PLC: Seeks OK to Expand Scope of Ropes & Gray Services ------------------------------------------------------------------- Mallinckrodt plc and its affiliates asked the U.S. Bankruptcy Court for the District of Delaware to authorize Ropes & Gray, LLP to provide additional services, including legal advice on medical device regulatory matters in the European Union. Ropes & Gray, the Debtors' special litigation counsel, will be compensated at its standard hourly rates for the additional services, subject to a voluntary 10 percent discount. The firm will also receive reimbursement for work-related expenses incurred. All other existing services, however, will continue to be billed at the fixed blended hourly rate of $706 per hour for attorney's services related to any document or written discovery, and a fixed blended hourly rate of $846 per hour for all other services provided by the firm's attorneys. Brien O'Connor, Esq., a partner at Ropes & Gray, disclosed in court filings that the firm does not hold or represent any interest that is materially adverse to the Debtors' estates. Ropes & Gray can be reached through: Brien T. O'Connor, Esq. Ropes & Gray LLP Prudential Tower, 800 Boylston Street Boston, MA 02199 Telephone: (617) 951-7000 Facsimile: (617) 951-7050 Email: Brien.O'Connor@ropesgray.com About Mallinckrodt PLC Mallinckrodt 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. Visit http://www.mallinckrodt.comfor more information. 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 them. Mallinckrodt plc disclosed $9,584,626,122 in assets and $8,647,811,427 in liabilities as of Sept. 25, 2020. Judge John T. Dorsey oversees the cases. The Debtors tapped Latham & Watkins LLP and Richards, Layton & Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim Securities LLC as investment banker; and AlixPartners LLP as restructuring advisor. Prime Clerk, LLC is the claims agent. The official committee of unsecured creditors retained Cooley LLP as its legal counsel, Robinson & Cole LLP as co-counsel, and Dundon Advisers LLC as its financial advisor. On Oct. 27, 2020, the U.S. Trustee for Region 3 appointed an official committee of opioid related claimants. The OCC tapped Akin Gump Strauss Hauer & Feld LLP as its lead counsel, Cole Schotz as Delaware co-counsel, Province Inc. as financial advisor, and Jefferies LLC as investment banker. The Debtors filed their plan of reorganization and disclosure statement on April 20, 2021. MIDNIGHT MADNESS: Taps Whisman Giordano & Associates as Accountant ------------------------------------------------------------------ Midnight Madness Distilling LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to hire Whisman Giordano & Associates, LLC to provide non-bankruptcy accounting work. The firm will be paid at an hourly rate in accordance with its ordinary and customary rates, which are in effect on the date the services are rendered, subject to periodic adjustment. Joseph Giordano, the firm's accountant who will be providing the services, disclosed in a court filing 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: Joseph V. Giordano, CPA Whisman Giordano & Associates, LLC 111 Continental Dr., Suite 210 Newark, DE 19713 Tel.: 302-266-0202 Fax: 302-266-7070 About Midnight Madness Distilling Midnight Madness Distilling LLC, a Trumbauersville, Pa.-based company that operates in the beverage manufacturing industry, filed its voluntary petition for Chapter 11 protection (Bankr. E.D. Penn. Case No. 21-11750) on June 21, 2021, listing as much as $10 million in both assets and liabilities. Casey Parzych, manager, signed the petition. Judge Magdeline D. Coleman oversees the case. The Debtor tapped Flaster/Greenberg, P.C. and Whisman Giordano & Associates, LLC as legal counsel and accountant, respectively. MIDTOWN CAMPUS: May Use Professional Fee Reserve ------------------------------------------------ Judge Robert A. Mark of the U.S. Bankruptcy Court for the Southern District of Florida authorized Midtown Campus Properties, LLC to use cash collateral for the period from September 15 to 30, 2021 to pay for the operating expenses of its business. The Debtor is authorized to use and reallocate a portion of monies currently on deposit in the Fee Reserve for Professional Expenses designated for payment of fees to Genovese Joblove & Battista, P.A. for $100,000, and to KapilaMukamal for $100,000, as well as for the Debtor's construction litigation expert in the amount of $25,000 in order to fund a portion of the ongoing construction costs to complete the Debtor's student housing project, as previously reported by the Troubled Company Reporter. The Debtor's Senior DIP Lender, Best Meridian International Insurance Company and Prepetition Lender/Indenture Trustee U.S. Bank consented to the said use. A copy of the order is available for free at https://bit.ly/3gEhKz6 from PacerMonitor.com. About Midtown Campus Properties Midtown Campus Properties, LLC, is a single asset real estate that owns the Midtown Apartments. The Midtown Apartments is a 310-unit student housing apartment complex currently under construction at 104 NW 17th St in Gainesville, Florida, just across from the University of Florida. It consists of a six-story main building, a parking garage for resident and public use, and a commercial retail space. Each unit includes a full-size kitchen, carpet, tile, and hardwood floors and be fully furnished. It is located near several Midtown bars and restaurants frequented by students, and just a couple of minutes' walk from Ben Hill Griffin Stadium. Midtown Campus Properties sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 20-15173) on May 8, 2020. The Debtor was estimated to have $50 million to $100 million in assets and liabilities as of the bankruptcy filing. The Honorable Robert A. Mark is the presiding judge. The Debtor tapped Genovese Joblove & Battista, P.A., as bankruptcy counsel; and The Bosch Group, Inc., as construction consultants. No creditors' committee has been appointed in this case. In addition, no trustee or examiner has been appointed. MR. CAMPER LLC: Has OK to Use Cash Collateral Through Sept. 29 -------------------------------------------------------------- Judge Meredith S. Grabill of the U.S. Bankruptcy Court for the Eastern District of Louisiana authorized Mr. Camper, LLC, d/b/a Yogi Bear's Jellystone Camp Resort, to use cash collateral, on an interim basis, through September 29, 2021. The Debtor may use cash in its bank accounts and cash from operations exclusively for disbursements set forth in the approved budget. Apex Bank and the U.S. Small Business Administration, which assert liens on the cash collateral, are currently deemed adequately protected by the amount of equity in the Debtor's immovable property. Nothing, however, shall preclude Apex Bank and the U.S. Small Business Administration to seek additional adequate protection or to challenge the value of the Debtor, its business or its properties, the Court ruled. A copy of the interim order is available for free at https://bit.ly/2WxbWQO from PacerMonitor.com. A final hearing on the use of cash collateral is set for September 29, 2021 at 1 p.m., Central Time, by telephone conference. Objections must be filed and served not later than September 22. About Mr. Camper LLC Mr. Camper, LLC, doing business as Yogi Bear's Jellystone Camp Resort, owns and operates the Yogi Bear's Jellystone Campground in Robert, La. It is a part of the Yogi Bear's Jellystone Park Camp network of campsites and resorts throughout the United States and Canada. Mr. Camper filed a Chapter 11 petition (Bankr. E.D. La. Case No. 19-11775) on July 1, 2019, and obtained confirmation of its bankruptcy plan on June 1, 2020. On Aug. 11, 2021, when its Chapter 11 case was terminated, the Debtor filed a petition under Subchapter V of Chapter 11 (Bankr. E.D. La. Case No. 21-11051). Leo Congeni has been appointed to serve as the Debtor's Subchapter V trustee. In the petition signed by Maurice J. LeBlanc, Jr., managing member, the Debtor listed $1 million to $10 million in both assets and liabilities. Sternberg, Naccari & White and Gerdes Law Firm, LLC represent the Debtor as legal counsel. NATIONAL AMUSEMENTS: S&P Ups ICR to 'B' on Reduced Cash Burn ------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on Theater operator National Amusements Inc. (NAI) to 'B' from 'B-' and its issue-level rating on its senior secured term loan to 'BB-' from 'B+'. The stable outlook reflects S&P's expectation that the company's ownership stake in ViacomCBS will provide it with significant collateral value and sufficient borrowing capacity to address any potential liquidity needs over the next 12 months. NAI's cash burn continues to improve despite the slow recovery in theater attendance. The company has been somewhat insulated from the pressures facing the exhibition industry because the $60 million of annual dividends it receives from its ownership stake in ViacomCBS offsets a sizable portion of the cash losses from its theaters. NAI also has a higher proportion of owned theaters and less deferred rent expense from the pandemic than its peers. The company's overall cash burn was negligible over the first half of 2021, which included significant cash inflows from its asset sales. As theater attendance recovers, we believe NAI's theater operations will return to a break-even level of cash flow much earlier than those of its peers. The company ended the second quarter with about $40 million of cash on its balance sheet and full availability under its $125 million revolving credit facility. Therefore, S&P expects NAI will have more than enough cash to fund its operations until theater attendance returns to a more normalized level, which it does not expect to occur until 2022. NAI's ViacomCBS holdings provide it with significant collateral value and borrowing capacity. The company issued its $300 million term loan ($257.5 million outstanding) at its operating subsidiary NAI Entertainment Holdings LLC (NAIEH) and the facility is secured by 4.7 million of its ViacomCBS class A shares and about 10.7 million of its class B shares, which are worth about $650 million (or 2.5x the value of the debt). NAI's $125 revolving credit facility (unrated) contains a minimum collateral covenant based on a stock pledge of the shares held at NAI, which includes roughly 3.4 million ViacomCBS class A shares and about 6.2 million class B shares. The covenant requires that the value of the stock pledge remain at least 2.0x the amount drawn on the revolver. The value of the pledge supporting the revolver is roughly $409 million, which provides the company with full access to its revolver if it needs additional liquidity (although there are no borrowings outstanding on the revolver currently). The revolver expires on Nov. 21, 2021, though S&P believes the value of the collateral will likely enable NAI to extend or refinance the facility. Additionally, the company has a significant number of ViacomCBS shares that are not included in either of the stock pledges supporting its debt given that it owns a total of roughly $2.8 billion of ViacomCBS stock. At current stock prices, S&P expects that NAI could cure any potential financial stress related to the performance of its theaters by adding more stock to its collateral pledges or selling shares. The stable outlook reflects S&P's expectation that NAI's ownership stake in ViacomCBS will provide it with significant collateral value and sufficient borrowing capacity to address any potential liquidity needs over the next 12 months. S&P could lower its ratings on NAI if: -- The economic recovery stalls and ViacomCBS' share price declines to such a degree that the current share pledge is insufficient to provide the company with full access to its revolver; -- ViacomCBS cuts its dividend such that NAI does not have sufficient cash flow to service its debt obligations; or -- NAI does not extend its revolver prior to its expiration in November 2021. S&P could raise its rating on NAI if: -- Vaccination rates increase or overall immunity improves to the point where S&P believes there is considerably less risk of social-distancing requirements, lockdowns, or other COVID restrictions returning; and -- Theater attendance recovers to where the operating entity is consistently cash flow positive. This would reduce the company's dependence on ViacomCBS' dividends and likely reduce the potential volatility in ViacomCBS' share price. NEW ENGLAND SPORTS: Files for Chapter 11 Bankruptcy --------------------------------------------------- George W. Rhodes of The Sun Chronicle reports New England Sports Village filed for bankruptcy protection Thursday, August 26, 2021, to stave off a foreclosure auction that was scheduled for Friday, August 27, 2021, a company representative said. Stuart Silberberg, managing partner of Ajax 5CAP NESV LLC, the holding company for NESV, said the filing was being done electronically, involved seven entities and was expected to be completed Thursday, August 26, 2021 night. NESV founders envisioned an ice rink on its property as well as facilities for soccer, tennis and swimming. So far, only the ice rink is up and running; it opened on Nov. 25, 2016. Silberberg said the bankruptcy filing comes as his company and the mortgage holder for the property have reached an impasse in negotiations. They have been underway since the spring, when the first auction was scheduled for the 139-acre property, which is assessed at $35.9 million for real estate tax purposes. It's been rescheduled at least three times. "There's a dispute between us and the lender which we have not been able to resolve amicably," he said. "We don't believe foreclosure is the appropriate action." Silberberg said the filing will be under Chapter 11, which allows the company time to build its business, which was badly hurt early on by "poor operations" and by the coronavirus. The pandemic shut down NESV for three months last 2020. "This will be Chapter 11, debtor in possession until cash flow improves and we can work our way out of this," Silberberg said. "The message we want to get across is that this freezes everything. It's designed to protect the assets and that's what we intend to do." Silberberg said, he and everyone at NESV are dedicated to turning the tough times around and eventually moving forward with the other businesses planned for the property on Commerce Way. "If there was a time to cut and run, this would have to be it," he said. "But we ain't cutting and we ain't running." Silberberg said business at the rink has improved greatly under the leadership of executive director Rob Reilly, who has brought in more teams and events. "The rink is functioning pretty well," Silberberg said. "It's not where we want it to be, but it's significantly better than where it was." Silberberg said he wants all the tenants to know nothing is changing, but that he expects the bankruptcy to create some "angst and uncertainty." The move, he said, is intended to save the operation. "We're here and we're not going anywhere," he said. "This is business as usual. We're open and operating. We're looking forward to maintaining the business and serving the community." Silberberg has declined to say how far behind in mortgage payments NESV is to the lender. But NESV is currently in arrears to the city to the tune of $565,965 in real estate taxes. It also owes another $4,733 to the water and sewer departments. But Reilly said NESV is up to date on its recent tax bills of about $88,000 per quarter and sees no issues paying in the future. He said he's in negotiations with the city about a plan to add payments every quarter until the tax debt is paid. "The town has been great," he said of the negotiations during an interview at the rink. "We're doing OK," he said, noting that other big bills, like electric to National Grid, have been paid as well. Another setback for the company included bills of at least $200,000 for the replacement of rusting pipes caused by salty water that he said was provided by the city. Reilly also praised Silberberg. "Cutting and running wasn’t even an option for him," he said. "He's truly been standing by this place." Reilly said the bottom line has been improving with the addition of new hockey teams such as the Johnson & Wales University men’s and women’s teams. The New Jersey Generals have brought in two more teams with younger players and the organization started the Generals Hockey Academy. A number of other youth teams have been added as well. Meanwhile, the rink has a deal J&W University culinary students to begin operations at The Barn, a restaurant at the facility, and in a new café in a space once occupied by Dunkin' Donuts. In addition, hockey players are volunteering to help with local charities. "We're empowering the students and youth to give back to the community for events like the Special Olympics, Walk for Hunger and Big Brothers and Big Sisters," Reilly said. Reilly said the rink operation is heading in the right direction. "Our ice is booked solid all the way through," he said. "We're not going anywhere." About New England Sports Village New England Sports Village is a one-stop-shop sports venue located in Attleboro, Massachusetts. New England Sports Village LLC (NESV) sought Chapter 11 protection (Bankr. D. Mass. Case No. 21-11226) on Aug. 26, 2021. In its petition, it estimated assets between $1,000,001 to $10 million and estimated liabilities between $10,000,001 to $50 million. William S. McMahon, of Downes Mcmahon LLP, is the Debtor's counsel. NORTHWEST BANCORP: Committee Seeks Approval to Hire Legal Counsel ----------------------------------------------------------------- The official committee of unsecured creditors of Northwest Bancorporation of Illinois, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to hire Jeffrey D. Sternklar, LLC and SmithAmundsen, LLC as bankruptcy counsel. The firms' services include: (a) representing the committee in its consultations with the Debtor regarding the administration of the Debtors' Chapter 11 case; (b) advising the committee regarding the Debtor's retention of professionals and advisors with respect to the Debtor's business and bankruptcy case; (c) assisting the committee in analyzing the Debtor's assets and liabilities, investigating the extent and validity of liens and participating in and reviewing any proposed asset sales, any asset dispositions, financing arrangements and cash collateral stipulations or proceedings; (d) assisting the committee in any manner relevant to reviewing and determining the Debtor's rights and obligations under leases and other executory contracts; (e) assisting the committee in investigating the acts, conduct, assets, liabilities, and financial condition of the Debtor, the Debtor's operations and the desirability of the continuance of any portion of those operations, and other matters relevant to the case or to the formulation of a Chapter 11 plan; (f) assisting the committee in connection with any sale of the Debtor's assets; (g) participating in the negotiation, formulation or objection to any plan of liquidation or reorganization; (h) advising the committee regarding its powers and its duties under the Bankruptcy Code and the Bankruptcy Rules; (i) assisting the committee in the evaluation of claims and in any litigation matters, including avoidance actions; and (j) providing other necessary legal services. Based on court filing, Sternklar will act as lead counsel holding most of the substantive responsibilities of counsel with SmithAmundsen acting as local counsel advising and consulting on local particularities, more administerial matters and case management or electronic court filing of papers. Sternklar's hourly rates are as follows: Partners $425 per hour Paralegals $250 per hour Meanwhile, the hourly rates for SmithAmundsen are as follows: Partners $450 per hour Counsel $400 per hour Associates $350 per hour Paralegals $250 per hour As disclosed in court filings, both firms are "disinterested persons" within the meaning of Section 101(14) of the Bankruptcy Code. The firms can be reached at: William S. Hackney, Esq. SmithAmundsen LLC 150 North Michigan Ave., Suite 3300 Chicago, IL 60601 Tel.: 312.894.3200 Email: whackney@salawus.com -- and -- Jeffrey D. Sternklar Jeffrey D. Sternklar LLC 101 Federal Street, Suite 1900 Boston, MA 02110-1861 Phone: 617-733-5171 About Northwest Bancorporation of Illinois Northwest Bancorporation of Illinois, Inc. filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Ill. Case No. 21-08123) on July 2, 2021, listing as much as $50 million in both assets and liabilities. Judge Janet S. Baer oversees the case. The Debtor tapped Taft Stettinius & Hollister, LLP as legal counsel and Janney Montgomery Scott, LLC as financial advisor and investment banker. The U.S. Trustee for Region 11 appointed an official committee of unsecured creditors on Aug. 4, 2021. The committee is represented by Jeffrey D. Sternklar, LLC and SmithAmundsen, LLC. P8H INC: Court OKs Interim Cash Collateral Access ------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized Megan E. Noh, Chapter 11 Trustee for P8H, Inc., d/b/a Paddle8, to use cash collateral on an interim basis up to an aggregate amount of $17,034. The authorized amount will be used for the budgeted expenses to be incurred during the period from and including August 23, 2021 to and including September 19, 2021, pending a further interim hearing on the motion to be held on September 15, 2021. FBNK Finance S.a.r.l., as assignee of Stockaccess Holdings SAS, asserts a prepetition lien on the cash collateral. Judge David S. Jones ruled that, for the purpose of adequately protecting the Lender from Collateral Diminution, the Lender is granted: a. Replacement liens in all of the Debtor's post-petition assets to the extent that Lender's alleged lien in the Cash Collateral was valid, perfected and enforceable as of the Petition Date in the continuing order of priority of its pre-petition liens to the extent Collateral Diminution occurs during the Chapter 11 case, subject to the carve out; and b. A first priority post-petition lien in the proceeds of any litigation that may be commenced including (i) avoidance claims that may be asserted by or on behalf of the Debtor's estate, and (ii) any other litigated matters, but only to the extent that Lender's alleged lien in the Cash Collateral was valid, perfected and enforceable as of the Petition Date in the continuing order of priority of its pre-petition liens to the extent Collateral Diminution occurs during the Chapter 11 case; and c. A super priority administrative expense claim pursuant to Section 507(b) of the Bankruptcy Code, subject to the Carve-Out, to the extent that the adequate protection granted is inadequate. The Carve-out consists of (i) the claims of Chapter 11 professionals duly retained in the Chapter 11 case and to the extent awarded; (ii) United States Trustee fees and any Clerk's filing fees; (iii) fees and expenses incurred in connection with any investigation of the nature, extent and validity of Lender's liens and security interests in an amount up to $10,000; and (iv) the fees and commissions of a hypothetical Chapter 7 trustee for up to $10,000. Moreover, the Trustee is directed to segregate and continue to hold from the Debtor's estate's cash on hand the amount of $213,261 related to claims alleged by Rema Hort Mann Foundation, Penumbra Foundation, The New American Cinema Group, Inc., The Shawn Carter Foundation, the UN Women National Committee UK, and Counseling In Schools, Inc. that certain funds held by the Debtor belong to these entities pursuant to New York's Art and Cultural Affairs Law. A copy of the Court's 15th interim order is available for free at https://bit.ly/3yjEJW3 from PacerMonitor.com. A further interim hearing on the matter is scheduled for September 15 at 10 a.m. About P8H, Inc. d/b/a Paddle8 Paddle8 was founded in 2011 by Alexander Gilkes, Aditya Julka, and Osman Khan. It is one of the first online auction house that specialized in the art world's "middle market." It announced a high-profile merger with the Berlin-based online auction house Auctionata in 2016, but the partnership was dissolved in 2017 when Auctionata filed for insolvency. P8H, Inc., doing business as Paddle 8, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 20-10809) on March 16, 2020. At the time of filing, the Debtor was estimated to have assets of less than $50,000 and liabilities of between $50,001 and $100,000. Judge Stuart M. Bernstein oversees the case. The Debtor is represented by Kirby Aisner & Curley, LLP. Megan E. Noh is the Debtor's Chapter 11 trustee. The Trustee is represented by Pryor Cashman, LLP. FBNK Finance S.a.r.l., as lender, is represented by Jonathan I. Rabinowitz, Esq., at Rabinowitz, Lubetkin & Tully, LLC. PALM BEACH: Liquidating Agent Taps Kelley Fulton as Legal Counsel ----------------------------------------------------------------- Philip Von Kahle, the official appointed to liquidate the assets of Palm Beach Brain & Spine and its affiliates, seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Kelley Fulton & Kaplan, P.L. as his legal counsel. The liquidating agent requires legal assistance to liquidate the assets based on the Debtors' Chapter 11 plan of liquidation confirmed by the bankruptcy court. Craig Kelley, Esq., the firm's attorney who will be providing the services, will be paid at an hourly rate of $450. In a court filing, Mr. Kelley 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: Craig I. Kelley, Esq. Kelley Fulton & Kaplan, P.L. 1665 Palm Beach Lakes Blvd. West Palm Beachm FL 33401 Tel.: (561) 491-1200 Fax: (561) 684-3773 About Palm Beach Brain and Spine Palm Beach Brain & Spine -- http://www.pbbsneuro.com/-- is a medical practice providing neurosurgery, minimally invasive spine surgery, and treatment for cancer of the brain and spine. Palm Beach Brain & Spine and two affiliates, Midtown Outpatient Surgery Center, LLC and Midtown Anesthesia Group, LLC, filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 19-20831) on Aug. 15, 2019. In the petition signed by Dr. Amos O. Dare, manager, Palm Beach Brain disclosed $13,412,202 in assets and $2,685,278 in liabilities. Midtown Outpatient disclosed $6,857,558 in assets and $2,920,846 in liabilities while Midtown Anesthesia listed $5,081,861 in assets and as much as $50,000 in liabilities. Judge Mindy A. Mora is the case judge. Kelley Fulton & Kaplan, P.L. and Eavenson Fraser Lunsford & Ivan, PLLC served as the Debtors' bankruptcy counsel and special counsel, respectively. Judge Mindy A. Mora confirmed the Debtors' Chapter 11 plan of liquidation on July 1, 2021. Philip Von Kahle is the official appointed to liquidate the Debtors' assets. The liquidating agent is represented by Kelley Fulton & Kaplan, P.L. PARADIGM PROPERTY: Unsec. Creditors to Recover 14% in 60 Months --------------------------------------------------------------- Paradigm Property Enhancements, Inc. submitted an Amended Plan of Reorganization for Small Business dated August 26, 2021. As a result of the fire damage, and the reduction in business caused by the Coronavirus pandemic in 2020, the debtor was unable to complete contracts necessary to earn the revenue needed to meet its current obligations. Also, Paradigm Renovations exhausted its resources and no longer has the ability to provide financing to the debtor. Finally, on September 16, 2020, Prestige obtained cognovit judgments in the amount of $70,000.00 against the debtor and Mr. Elchlinger which led the debtor to seek reorganization. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $36,570.00. The final payment is expected to be paid on September 1, 2026. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately fourteen cents [$0.14] on the dollar unless they are insiders of the Debtor. Insiders holding non-priority unsecured claims will receive no payments during the course of the plan. This Plan also provides for the payment of administrative and priority claims. The Amended Plan will treat claims as follows: * Class 2 consists of the Secured Claims of The Huntington National Bank, Sheffield Financial and Ally Bank. The Debtor will maintain current monthly installment payments pursuant to the terms of its agreements with these creditors during the course of the Plan. * Class 3 consists of the Secured claim of I.R.S. The secured component of I.R.S.'s allowed secured claim will be paid in equal monthly installments with interest at the statutory rate over 60 months beginning with the effective date of the Plan. * Class 4 consists of the Allowed general unsecured claims not held by insiders. Holders of allowed, general unsecured claims not held by insiders will each be paid 14% over 60 months in quarterly disbursements beginning on the effective date of the plan. * Class 5 consists of the Allowed general unsecured claim held by Paradigm Renovations, LLC. The claim of Paradigm Renovations, LLC. will not be paid during the course of the Plan. * Class 6 consists of Equity security interest of David Elchlinger. No distributions will be made on any equity security interest during the course of the Plan. Payments and distributions under the Plan will be funded from cash flow from the Debtor's operations. The Debtor will pay normal operating expenses and make disbursements as set forth in the plan from income generated by the Debtor's business activity. The Debtor projects that it will receive enough income revenue during the course of the plan to meet all of its financial obligations as set forth in the plan. A full-text copy of the Amended Small Business Plan dated August 26, 2021, is available at https://bit.ly/3gKmraG from PacerMonitor.com at no charge. About Paradigm Property Paradigm Property Enhancements, Inc. is an Ohio Subchapter S corporation wholly owned by David Elchlinger. Paradigm filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ohio Case No. 21-11070) on March 27, 2021. The Debtor is represented by Richard H. Nemeth, Esq. of NEMETH & ASSOCIATES, LLC. POST OAK: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------- Debtor: Post Oak TX, LLC 1555 Palm Beach Lakes Blvd. Suite 1100 West Palm Beach, FL 33401 Business Description: Post Oak TX, LLC is part of the traveler accommodation industry. Chapter 11 Petition Date: August 31, 2021 Court: United States Bankruptcy Court Southern District of Florida Case No.: 21-18563 Judge: Hon. Erik P. Kimball Debtor's Counsel: Andrew Zaron, Esq. LEON COSGROVE, LLP 255 Alhambra Circle 8th Floor Miami, FL 33134 Tel: 305-740-1975 Email: azaron@leoncosgrove.com - and - MORRIS NICHOLS ARSHT & TUNNELL LLP Debtor's Financial Advisor: KAPILAMUKAMAL, LLP Estimated Assets: $50 million to $100 million Estimated Liabilities: $50 million to $100 million The petition was signed by E. Llywd Ecclestone, Jr., president of General Partner of Member. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/PMYVKFA/Post_Oak_TX_LLC__flsbke-21-18563__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Wilson Fire Equipment Services $81,810 7303 Empire Central Dr. Houston, TX, 77040-3214 Tel: 713-896-4747 2. Hilton Management LLC Services $54,949 9336 Civic Center Drive Beverly Hills, CA, 90210 3. Venice Flooring & Remodeling Suppliers or $49,764 4740 Ingersoll Street, #101 Vendors Houston, TX, 77027 Tel: 832-888-7700 4. Ace Parking Management Inc. Services $39,062 645 Ash Street San Diego, CA, 92101 5. Sysco Food Suppliers or $26,679 Services of Houston Vendors 10710 Greens Crossing Blvd Houston, TX, 77038-2716 6. Guest Supply Inc Suppliers or $18,164 P.O. Box 6771 Vendors Somerset, NJ, 08875 7. City of Houston Utility $17,760 P.O. Box 1560 Services Houston, TX, 77251-1560 Tel: 713-371-1400 8. Amadeus Hospitality Services $16,820 Americas Inc. 29618 Network Place Chicago, IL, 60673-1296 9. Ryan LLC Services $14,082 P.O. Box 848351 Dallas, TX, 75284-8351 Tel: 934-0022 10. Safe Step Inc Services $13,668 4385 Fountain Hills Drive NE Suite 201 Prior Lake, MN, 55372 11. LG Fullfillment Suppliers or $13,033 1102 A1A N. Vendors Suite 205 PonteVerda Beach, FL, 32082-4098 12. D2R Linen Inc. Services $10,901 5710 Bridge Forest Drive Houston, TX, 77088 13. Encore Services $5,581 23918 Network Place Chicago, IL, 60673-1239 14. Cvent Inc Services $5,023 P.O. Box 822699 Philadelphia, PA, 19182-2699 15. Allbridge LLC Telephone/ $4,818 P.O. Box 638671 Internet Cincinnati, OH, 45263-8671 Services 16. Fintech Services $4,000 3109 W Dr Martin Luther King Jr Blvd. Suite 200 Tampa, FL, 33607 Tel: 800-572-0854 17. Travelscape LLC Services $3,500 P.O. Box 847677 Dallas, TX, 75284-7677 18. Luminant Energy Services $3,337 Company, LLC P.O. Box 121036 Dept 1036 DALLAS, TX, 75312-1036 Tel: 512-930-2668 19. 1900 WLS-RE LP Services $3,301 4643 S Ulster Suite 1500 Denver, CO, 80237 20. Johnson Controls Services $2,504 Fire Protection LP Dept CH 10320 Palatine, IL, 60055-0320 Tel: 800-299-4377 POTOMAC CONSTRUCTION: Claims Will be Paid from Property Sale ------------------------------------------------------------ Potomac Construction 1522 Rhode Island, LLC, submitted an Amended Disclosure Statement for the Plan of Liquidation dated August 30, 2021. The purpose of the Debtor company was to serve as a single asset real estate holding company. On November 16, 2018, the Debtor purchased a parcel of undeveloped real property located at 1522 Rhode Island Avenue, NE, Washington, DC 20018 (the "Property") for the purpose of development, improvement, and resale with the goal of earning a profit from the improvements made thereon. Unfortunately, due to unforeseen circumstances, the property was never improved and VVS RI Development declared its note to be in default and scheduled the property for foreclosure. The Debtor commenced its bankruptcy case the day before the Property was to be sold for the benefit of VVS RI Development LLC at a duly noticed and authorized foreclosure sale on June 1, 2021. The Debtor commenced its bankruptcy case on May 30, 2021. The Plan provides for the Property of the Debtor to be sold via private sale after marketing by a broker. If such sale does not close as provided under the terms of the Order authorizing the Motion to Sell and/or Confirmation Order, then the Debtor will retain an auctioneer at such time and will publicly auction the Property within 90 days after the on which the sale contemplated in this Plan should have closed under the terms of the Order authorizing the Motion to Sell. The Debtor asserts that the Property has a market value of not less than $2,700,000. The sale will pay the first deed of trust in full and the holder of the second deed of trust will "carve out" $160,000 specifically to pay the holder of the third deed of trust $10,000 for a release of its lien and $150,000 for payment of non- property taxes, administrative claims, unsecured claims other than the holder of the 3rd deed of trust and for any remaining funds to be paid the Chapter 7 estate of Debtor's former owner. The Plan will treat claims as follows: * Class 3 consists of the Secured Claims of VVS RI Development LLC against Debtor. The Class 1 Claim of $2,037,624.71.00 will be paid in full from the proceeds of the sale of the Property. The Debtor asserts that the Property has a market value of not less than $2,700,000. Whether by a negotiated sale or by auction, the Debtor avers that all Claims of VVS will be paid in full at Closing. * Class 4 consists of the Secured Claim of BFW, LLC against the Debtor, in an amount owed which was scheduled by the Debtor as of the Petition Date of $920,541.45. Whether by a negotiated sale or by auction, the Debtor avers that all Claims of BFW, LLC will be paid with any and all funds remaining as a result of the sale of the real property after Classes 2 and 3 are paid in full and less a carve out by BFW, LLC of $160,000.00. BFW, LLC will not have an unsecured claim against the Debtor that allows it to participate as a Class 6 creditor in this case. * Class 5 consists of the Secured Claims of Artery Capital Group, LLC against the debtor in an amount owed as of the Petition Date of approximately $560,000.00. Artery will be paid at the time of closing of the sale of the Property. Artery will not have an unsecured claim that allows it to participate in the balance of the "carve out" held by the Plan Trustee as a Class 6 creditor. * Class 6 consists of the general unsecured claims against the Debtor, other than any potential deficiency claims or any other general unsecured claims of Class 4 and 5 creditors. As of the date this Disclosure Statement was filed, the Debtor is unaware of any general unsecured claims against the Debtor. However, no proof of claim has been filed. In the event that a proof of claim is filed for an allowed general unsecured claim, those claims will be paid in full, without interest, or a pro rata amount, without interest if there are insufficient funds, after the payment in full of taxes and administrative claims from the "carve out" from BFW. * On the Effective Date, Interests in the Debtor which is wholly held by the Shkor Trustee, and which shall be retained, and the Holder of such Interests shall receive any remaining distribution under the Plan on account of such Interests after payment of Class 6 Allowed Claims and Allowed Administrative Claims. The Confirmation Order will provide for the sale of the Property via private sale of the property (the "Sale"). The closing of the sale will occur within 120 days of the later of the dates that the Bankruptcy Court has entered an order authorizing the sale of the Property free and clear of liens, which is not stayed, order authorizing the sale of the Property free and clear of liens, which is not stayed, or the date that the Court otherwise authorizes sale of the property free and clear of liens and encumbrances, which is not stayed. A full-text copy of the Amended Disclosure Statement dated August 30, 2021, is available at https://bit.ly/3juNngg from PacerMonitor.com at no charge. Counsel to the Debtor: Seth W. Diamond, Esq. The Diamond Law Group, LLC One Research Court, Suite 450 Rockville, MD 20850 Telephone: (301) 565-5258 Facsimile: (301) 710-6555 Email: seth@thediamondlawgroup.com About Potomac Construction 1522 Rhode Island Washington, DC-based Potomac Construction 1522 Rhode Island, LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.D.C. Case No. 21-00153) on May 30, 2021. Eric Hirshfield, the managing member, signed the petition. In the petition, the Debtor disclosed $1 million to $10 million in both assets and liabilities. Judge Elizabeth L. Gunn oversees the case. The Diamond Law Group, LLC, led by Seth W. Diamond, Esq., serves as the Debtor's counsel. PROSPECT-WOODWARD: Hits Chapter 11 Bankruptcy Protection -------------------------------------------------------- Lauren Coleman-Lochner of Bloomberg News reports that the Prospect-Woodward Home, a senior living complex, filed for Chapter 11 bankruptcy Monday. The New Hampshire facility operates as Hillside Village Keene. Hillside is a non-for-profit and includes assisted living, memory care and long-term nursing, according to its Web site. About Prospect-Woodward Homes The Prospect-Woodward Home, doing business as Hillside Village Keene, owns and operates a licensed continuing care retirement facility with 222 units, comprised of 141 independent living units, 43 assisted living units, 18 memory care units, and 20 licensed but not yet opened long term nursing care units located on or about 95 Wyman Road, Keene, New Hampshire, comprising approximately 66 acres. On Aug. 30, 2021, Prospect-Woodward Home sought Chapter 11 protection (Bankr. D.N.H. Case No. 21-10523). The Debtor estimated $10 million to $50 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Hon. Bruce A. Harwood is the case judge. The Debtor tapped POLSINELLI PC, led by Jeremy R. Johnson, and Stephen J. Astringer, as counsel; and GRANDBRIDGE REAL ESTATE CAPITAL LLC as investment banker. It also tapped HINCKLEY, ALLEN & SNYDER LLP as regulatory counsel; and ONEPOINT PARTNERS and SILVERBLOOM CONSULTING, LLC as corporate counsel. ACCOMMUNICATION PARTNERS is the public relations consultant. DONLIN, RECANO & COMPANY, INC., is the claims agent. PURDUE PHARMA: Judge Orders Lawyers to Clean Up Legal Immunities ---------------------------------------------------------------- Jeremy Hill of Bloomberg News reports that U.S. Bankruptcy Judge Robert Drain on Friday, August 27, 2021, instructed lawyers for Purdue Pharma LP and its owners to "clean up" legal immunities that would be doled out under the drugmaker's opioid settlement. Purdue submitted yet another iteration of bankruptcy plan documents overnight intended to address Judge Drain's concerns over the scope of releases from opioid liability members of the Sackler family and related entities would receive under the deal. Over the course of a trial that began earlier this month, lawyers have repeatedly fiddled with the structure of the releases to give Purdue's owners broad legal immunity from opioid liability without accidentally releasing them and their associates from unrelated conduct. The releases, which have been at the heart of objections to the plan from a handful of U.S. states, have "radically narrowed" during the trial, attorney Marshall Huebner of Davis Polk & Wardwell said during the bankruptcy hearing Friday, August 27, 2021. During the hearing, Drain questioned lawyers on the specific meaning and intent of the legal jargon in the latest plan, prodding on some sections to ensure no "back-door" broadening of the releases existed. "This was, in some sense, a drafting session, because I wanted to make sure there wasn't ambiguity" in the releases, Drain said. Maryland Assistant Attorney General Brian Edmunds, whose state has been fighting the deal, called the latest plan "a step in the right direction" but said it would require further review to ensure it "reaches the level of clarity that we need." Judge Drain urged the states still opposing the plan -- about 10 in total, including Washington and Connecticut -- to work toward a settlement with the Sackler family. Continuing to fight the deal through appeals after his ruling will be expensive, time-consuming and delays communities hit hard by opioids from getting much-needed funding, he said. "The parties are basically left with a choice of resolving their differences now or taking the time and the money to fight thereafter," Judge Drain said. "Time is no one's friend." Judge Drain expects to rule on whether to approve Purdue's settlement proposal on Wednesday, September 1, 2021. About Purdue Pharma LP Purdue Pharma L.P. and its subsidiaries -- http://www.purduepharma.com/-- develop and provide prescription medicines and consumer products that meet the evolving needs of healthcare professionals, patients, consumers and caregivers. Purdue's subsidiaries include Adlon Therapeutics L.P., focused on treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and related disorders; Avrio Health L.P., a consumer health products company that champions an improved quality of life for people in the United States through the reimagining of innovative product solutions; Imbrium Therapeutics L.P., established to further advance the emerging portfolio and develop the pipeline in the areas of CNS, non-opioid pain medicines, and select oncology through internal research, strategic collaborations and partnerships; and Greenfield Bioventures L.P., an investment vehicle focused on value-inflection in early stages of clinical development. Opioid makers in the U.S. are facing pressure from a crackdown on the addictive drug in the wake of the opioid crisis and as state attorneys general file lawsuits against manufacturers. More than 2,000 states, counties, municipalities and Native American governments have sued Purdue Pharma and other pharmaceutical companies for their role in the opioid crisis in the U.S., which has contributed to the more than 700,000 drug overdose deaths in the U.S. since 1999. OxyContin, Purdue Pharma's most prominent pain medication, has been the target of over 2,600 civil actions pending in various state and federal courts and other fora across the United States and its territories. On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 19-23649), after reaching terms of a preliminary agreement for settling the massive opioid litigation facing the Company. The Company's consolidated balance sheet at Aug. 31, 2019, showed $1.972 billion in assets and $562 million in liabilities. U.S. Bankruptcy Judge Robert Drain, in White Plains, New York, has been assigned to oversee Purdue's Chapter 11 case. Davis Polk & Wardwell LLP and Dechert LLP are serving as legal counsel to Purdue. PJT Partners is serving as investment banker, and AlixPartners is serving as financial advisor. Prime Clerk LLC is the claims agent. RADIUS INTELLIGENCE: Files for Chapter 7 Amid Co-Founder's Suit --------------------------------------------------------------- Ted Andersen of San Francisco Business Times reports that a San Francisco data company's Chapter 7 bankruptcy filing came just weeks after it was ordered by a judge to turn over financial documents relating to a lawsuit by its former co-founder. Radius Intelligence requested and received a stay in those court proceedings a day before it made its bankruptcy filing. That means, for now at least, many questions from the co-founder's unresolved lawsuit will go unanswered, chief among them how a company that raised over $100 million ended up with less than $50,000 in assets. The dispute dates to 2018, when Cole Ratias filed a lawsuit against Radius saying he had not received stock he was promised when he left the company in 2009 shortly after he co-founded it with Darian Shirazi — who was also one of Facebook's first 10 hires. He argued he had a signed agreement from the company agreeing to issue him 671,704 shares of common stock and claimed he was due 2.6 million shares after a stock split. The company claimed he only was due 247,080 shares. Ratius and Shirazi started the company, then called Fwix, in 2008 as an aggregator for software developers and media publishers. In April 2012, the company rebranded as Radius and changed its business model to an enterprise business-to-business customer data platform. Ratias argued that as one of Radius’ first employees, he had invested significant time, expertise and advice during the critical start-up phase before the company received outside funding. Radius was ordered in September 2019 to provide the documents requested in Ratias' lawsuit but never did so. On July 23, San Francisco Superior Court Judge Richard Ulmer ruled that Radius must produce them on or before Aug. 11 and fined Radius $7,500 for not complying. A deposition was scheduled to occur on or before Aug. 18, 2021. The bankruptcy filing came on Aug. 5, 2021. So where does that leave Judge Ulmer's ruling to compel discovery responses and production of documents? That remains to be determined. Also unclear until financial documents are turned over is how Radius went from a fast-growing business that had raised $100 million in funding to one with assets worth less than $50,000. Its backers included Formation8 Partners, Salesforce Ventures, Blue Run Ventures, BBVA Ventures, Stanford University, Western Technology Investments, Founders Fund, Glynn Capital Management, Slow Ventures, Yuan Capital, former Morgan Stanley Chairman John Mack, former Microsoft Corporate Vice President Charles Songhurst, and entertainer and businessman Jared Leto. Radius was effectively bought twice in the past two years — first in 2019 by online lender Kabbage, and then again in 2020 when American Express Ventures bought Kabbage. But it didn’t buy Kabbage’s loan portfolio. What AmEx did buy was technology to offer a broad range of services to small businesses, which presumably includes products built by Radius. None of the parties involved in the matter will shed further light on it. Joel Carusone, who served as Radius' CTO and replaced Shirazi as CEO in 2018, declined to comment when I contacted him. I also reached out to Radius lawyer Mark Punzalan regarding the lawsuit and bankruptcy but did not receive a response. The next hearing for the bankruptcy is scheduled for Sept. 1, with Ratias listed as one of the creditors. No date has been yet set for his lawsuit to continue. About Radius Intelligence Radius Intelligence -- headquartered at 353 Sacramento St. San Francisco, California -- provides sales and marketing intelligence for targeting the small business market. The Company offers a platform, enabling sales professionals to target and reach small businesses through data, information, and insights. Radius Intelligence serves customers in the State of California. Radius Intelligence Inc. sought Chapter 7 protection (Bankr. N.D. Ca. Case No. 21-30553) on August 5, 2021. In its signed petition, Radius estimated assets between $0 and $50,000 and estimated liabilities between $1 million and $10 million. The case is handled by Honorable Judge Hannah L. Blumenstiel. Keith A. McDaniels, of Keller & Benvenutti LLP, is the Debtor's counsel. REDWOOD EMPIRE: Seeks Court Approval to Hire Financial Expert ------------------------------------------------------------- Redwood Empire Lodging, LP seeks approval from the U.S. Bankruptcy Court for the District of Arizona to employ Phoenix, Ariz.-based financial expert, MCA Financial Group. MCA, through its senior managing director, Keith Bierman, will assist the Debtor as a consulting expert regarding its financial condition and will assist in generating forward-looking plan projections based on future income and expenses. Mr. Bierman will charge $500 per hour for his services, including deposition and trial testimony. He will be assisted by Evan Dosch, a director at MCA, who will charge $325 per hour. In court papers, Mr. Bierman disclosed that he is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Keith Bierman MCA Financial Group 4909 North 44th Street Phoenix, AZ 85018 Phone: 602-710-2500 About Redwood Empire Lodging Redwood Empire Lodging, LP owns and operates the Best Western Plus hotel located at 208 N. Lake Powell Boulevard, Page, Ariz., and the Best Western Sonoma Winegrower's Inn located at 6500 Redwood Drive, Rohnert Park, Calif. Redwood Empire Lodging filed a petition for Chapter 11 protection (Bankr. D. Ariz. Case No. 21-04678) on June 16, 2021, listing as much as $50 million in both assets and liabilities. Debra Heckert, a member of Redwood Empire Lodging, signed the petition. Judge Eddward P. Ballinger Jr. oversees the case. Isaac M. Gabriel, Esq., at Quarles & Brady, LLP, is the Debtor's legal counsel. REGIONAL HOUSING: Files for Chapter 11 Bankruptcy ------------------------------------------------- Martin Z. Braun of Bloomberg News reports that a North Carolina non-profit that owns assisted living facilities in Georgia and Alabama filed for bankruptcy, threatening to impose losses on bondholders. Subsidiaries of the Regional Housing and Community Services Corporation, have sold about $50 million of municipal bonds issued through the Public Finance Authority in Wisconsin, according to data compiled by Bloomberg. RHCSC, which is affiliated with Hickory, North Carolina-based for-profit operator ALG Senior, retained GGG Partners LLC as restructuring adviser, according to the Thursday, August 26, 2021, filing in the U.S. Bankruptcy Court for the Northern District of Georgia. About Regional Housing and Community Services Regional Housing and Community Services Corp. is a North Carolina non-profit that owns assisted living facilities in Georgia and Alabama RHCSC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 21-41034) on Aug. 26, 2021. In the petition signed by Bryan W. Starnes, authorized officer, the Debtor disclosed up to $100,000 in both assets and liabilities. Affiliates RHCSC Columbus AL Holdings LLC, RHCSC Columbus Health Holdings LLC, RHCSC Douglas AL Holdings LLC, RHCSC Douglas Health Holdings LLC, RHCSC Gainesville AL Holdings LLC, RHCSC Gainesville Health Holdings LLC, RHCSC Montgomery I AL Holdings LLC, RHCSC Montgomery I Health Holdings LLC, RHCSC Montgomery II AL Holdings LLC, RHCSC Montgomery II Health Holdings LLC, RHCSC Rome AL Holdings LLC, RHCSC Rome Health Holdings LLC, RHCSC Savannah AL Holdings LLC, RHCSC Savannah Health Holdings LLC, RHCSC Social Circle AL Holdings LLC, and RHCSC Social Circle Health Holdings LLC also sought Chapter 11 bankruptcy protection. J. Robert Williamson, Esq., at Scroggins & Williamson, P.C., is the Debtors' counsel. Kurtzman Carson Consultants LLC is the claims agent. REGIONAL HOUSING: Seeks to Hire Kurtzman Carson as Claims Agent --------------------------------------------------------------- Regional Housing & Community Services Corporation seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Kurtzman Carson Consultants, LLC as its claims, noticing and balloting agent. The firm will oversee the distribution of notices and will assist in the maintenance, processing and docketing of proofs of claim filed in the Debtor's Chapter 11 case. The firm's hourly rates are as follows: Analyst $25.50 to $42.50 per hour Technology/Programming Consultant $29.75 to $80.75 per hour Consultant/Senior Consultant/Director $55.25 to $165.75 per hour Securities/Solicitation Consultant $174.25 per hour Securities Director/Solicitation Lead $182.75 per hour Evan Gershbein, executive vice president of Kurtzman's Corporate Restructuring Services, 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: Evan Gershbein Kurtzman Carson Consultants, LLC 222 N. Pacific Coast Highway, 3rd Floor El Segundo, CA 90245 Telephone: (310) 823-9000 Facsimile: (310) 823-9133 Email: egershbein@kccllc.com About Regional Housing & Community Services Corporation Regional Housing & Community Services Corporation filed a petition for Chapter 11 protection (Bankr. N.D. Ga. Case No. 21-41034) on Aug. 26, 2021, listing as much as $100,000 in both assets and liabilities. Judge Paul W. Bonapfel oversees the case. J. Robert Williamson, Esq., at Scroggins & Williamson, P.C. represents the Debtor as legal counsel. RELMADA THERAPEUTICS: Incurs $26.6-Mil. Net Loss in Second Quarter ------------------------------------------------------------------ Relmada Therapeutics, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $26.55 million for the three months ended June 30, 2021, compared to a net loss of $11.12 million for the three months ended June 30, 2020. For the six months ended June 30, 2021, the Company reported a net loss of $48.77 million compared to a net loss of $21.79 million for the same period a year ago. As of June 30, 2021, the Company had $110.77 million in total assets, $13.92 million in total current liabilities, and $96.85 million in total stockholders' equity. The Company incurred negative operating cash flows of $33,296,890 for the six months ended June 30, 2021 and has an accumulated deficit of $228,082,428 from inception through June 30, 2021. At June 30, 2021, the Company had cash and short term investments of $109,068,485. Relmada has funded its past operations through equity raises and most recently in 2021 raised net proceeds from the sale of common stock of $23,458,050 through its ATM offering and $1,941,955 through the exercise of warrants. The Company also raised an additional $517,271 during the six months ended June 30, 2021 from the exercises of options. Relmada stated, "Management believes that the Company's existing cash and cash equivalents will enable it to fund operating expenses and capital expenditure requirements for at least 12 months from the issuance of these unaudited condensed consolidated quarterly financial statements. Beyond that point management will evaluate the size and scope of any subsequent trials that will affect the timing of additional financings through public or private sales of equity or debt securities or from bank or other loans or through strategic collaboration and/or licensing agreements. Any such expenditures related to any subsequent trials will not be incurred until such additional financing is raised. Further, additional financing related to subsequent trials does not affect the Company's conclusion that based on the cash on hand and the budgeted cash flow requirements, the Company has sufficient funds to maintain operations for at least 12 months from the issuance of these consolidated financial statements." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1553643/000121390021041369/f10q0621_relmada.htm About Relmada Therapeutics Inc. Relmada Therapeutics is a late-stage pharmaceutical company addressing diseases of the central nervous system (CNS), with a focus on major depressive disorder (MDD). Relmada Therapeutics reported a net loss of $59.45 million for the year ended Dec. 31, 2020, compared to a net loss of $15 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $103.87 million in total assets, $12.72 million in total current liabilities, and $91.15 million in total stockholders' equity. RG STEEL: 3rd Cir. Upholds $96M Steelworkers Pension Bill vs. Renco ------------------------------------------------------------------- Jacklyn Wille of Bloomberg Law reports that Renco Group Inc. owes the Steelworkers Pension Trust about $96 million following the bankruptcy of a former wholly owned subsidiary, the Third Circuit affirmed, rejecting the company's characterization of how the subsidiary's partial sale was structured. Renco said it was wrongly ordered to pay pension withdrawal liability on behalf of now-bankrupt RG Steel, because an arbitrator and district judge incorrectly determined that the partial sale of RG Steel to Cerberus Capital Management LLP in 2012 was done for the principal purpose of evading such liability. About RG Steel RG Steel LLC -- http://www.rg-steel.com/-- was the United States' fourth-largest flat-rolled steel producer with annual steelmaking capacity of 7.5 million tons. It was formed in March 2011 following the purchase of three steel facilities located in Sparrows Point, Maryland; Wheeling, West Virginia and Warren, Ohio, from entities related to Severstal US Holdings LLC. RG Steel also owns finishing facilities in Yorkville and Martins Ferry, Ohio. It also owned Wheeling Corrugating Company and has a 50% ownership in Mountain State Carbon and Ohio Coatings Company. RG Steel along with affiliates, including WP Steel Venture LLC, sought bankruptcy protection (Bankr. D. Del. Lead Case No. 12-11661) on May 31, 2012. Bankruptcy was precipitated by liquidity shortfall and a dispute with Mountain State Carbon, LLC, and a Severstal affiliate, that restricted the shipment of coke used in the steel production process. Judge Kevin J. Carey presided over the case. Willkie Farr & Gallagher LLP, served as counsel to the Debtors. Conway MacKenzie, Inc., was the Debtors' financial advisor and The Seaport Group served as lead investment banker. Donald MacKenzie of Conway MacKenzie, Inc., was the CRO. Kurtzman Carson Consultants LLC was the claims and notice agent. Wells Fargo Capital Finance LLC, as Administrative Agent, was represented by Jonathan N. Helfat, Esq., and Daniel F. Fiorillo, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.; and Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachuiski Stang Ziehi & Jones LLP. Renco Group was represented by lawyers at Cadwalader, Wickersham & Taft LLP. Kramer Levin Naftalis & Frankel LLP represents the Official Committee of Unsecured Creditors. Huron Consulting Services LLC serves as the Committee's financial advisor. * * * The Debtors sold off the principal plants. The sale of the Wheeling Corrugating division to Nucor Corp. brought in $7 million. That plant in Sparrows Point, Maryland, fetched the highest price, $72.5 million. CJ Betters Enterprises Inc. paid $16 million for the Ohio plant. RG Steel Sparrows Point LLC has received the green light to sell some of its assets to Siemens Industry, Inc., which include equipment and related spare parts, for $400,000. A federal judge approved on Oct. 15, 2015, a structured settlement of claims in RG Steel's Chapter 11 bankruptcy case that gives United Steelworkers-related entities about 70% of the $17.4 million total to be distributed to creditors. ROCKWORX INC: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Rockworx, Inc. 195 North Vision Lane Pueblo, CO 81001 Business Description: Rockworx, Inc. is an aggregate supplier in Pueblo, Colorado. Chapter 11 Petition Date: August 31, 2021 Court: United States Bankruptcy Court District of Colorado Case No.: 21-14527 Judge: Hon. Kimberley H. Tyson Debtor's Attorneys: THE FOX LAW CORPORATION Debtor's Local Counsel: Jonathan M. Dickey, Esq. KUTNER BRINEN DICKEY RILEY, P.C. 1660 Lincoln Street, Suite 1720 Denver, CO 80264 Tel: 303-832-2400 Email: jmd@kutnerlaw.com Total Assets: $1,310,706 Total Liabilities: $1,482,448 The petition was signed by Sean Dudley as president. 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/IA5R5UQ/Rockworx_Inc__cobke-21-14527__0001.0.pdf?mcid=tGE4TAMA ROYAL BLUE REALTY: May Use $69,000 of Cash Collateral Thru Oct 1 ---------------------------------------------------------------- Judge Lisa G. Beckerman of the U.S. Bankruptcy Court for the Southern District of New York authorized Royal Blue Realty Holdings, Inc. to continue using cash collateral on an interim basis. Specifically, the Debtor is authorized to use cash collateral aggregating $69,112 covering the period from the Petition Date through October 1, 2021, according to the budget. This amount includes $40,801 in property tax payments reimbursed by Comm-U. The Court specified that no more than 75% of certain undifferentiated expenses, including payroll expenses, insurance, office supplies, bookkeeping and accounting charges, among others, shall be paid from the cash collateral. Deutsche Bank National Trust Company (DB), as Trustee for American Home Mortgage Asset Trust 2006-6 Mortgage-Backed Pass-Through Certificates, Series 2006-6; or Deutsche Bank National Trust Company as Trustee for American Home Mortgage Asset Trust 2007-1 Mortgage-Backed Pass-Through Certificates, Series 2007-1, may assert an interest in the cash collateral. For this reason, DB is granted replacement liens on all property of the Debtor and its estate, including avoidance actions under Chapter 5 of the Bankruptcy Code. DB has consented to the Debtor's use of the cash collateral. DB and the Debtor, however, disagree whether the replacement liens should attach to the unencumbered property. The parties, therefore, reserve all rights relating thereto. As additional adequate protection, the Debtor shall, among other things, maintain all of its insurance policies in full force and effect, and shall make timely payments of all property taxes and common charges relating to the prepetition collateral. A copy of the stipulated order is available for free at https://bit.ly/3DpfgOO from PacerMonitor.com. A final hearing on the matter will be held on September 29, 2021 at 10 a.m. About Royal Blue Realty Holdings Royal Blue Realty Holdings, Inc., holding business at 162-174 Christopher Street, New York, N.Y., is primarily engaged in renting and leasing real estate properties. Royal Blue filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 21-10802) on April 26, 2021. As of the Petition Date, the Debtor estimated between $1 million to $10 million in assets, and between $10 million to $50 million in liabilities. The petition was signed by Andrew Nichols, chief restructuring officer. Davidoff Hutcher & Citron LLP represents the Debtor as counsel. Judge Hon. Lisa G. Beckerman oversees the case. Elaine Shay was appointed as temporary receiver with respect to the Debtor by order of the Supreme Court of New York on March 9, 2021. S & N PROPERTY: Case Summary & 4 Unsecured Creditors ---------------------------------------------------- Debtor: S & N Property, L.L.C. PO Box 270267 Louisville, CO 80027 Business Description: S & N Property, L.L.C. is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: August 11, 2021 Court: United States Bankruptcy Court District of Colorado Case No.: 21-14180 Debtor's Counsel: Sean Cloyes, Esq. BERKEN CLOYES, PC 1159 Delaware Street Denver, CO 80204 Tel: 303-623-4357 Email: sean@berkencloyes.com Total Assets: $1,719,500 Total Liabilities: $1,529,549 The petition was signed by Sam Wen, member/manager. A full-text copy of the petition containing, among other items, a list of the Debtor's four unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/JO3WGBQ/S__N_Property_LLC__cobke-21-14180__0001.0.pdf?mcid=tGE4TAMA SALEM CONSUMER: Belfor USA Opposes Disclosures Motion ----------------------------------------------------- BELFOR USA Group, Inc., a secured creditor and party in interest of the debtor Salem Consumer Square OH LLC, objects to the expedited motion of the Debtor for an order conditionally approving the Disclosure Statement. BELFOR claims that the Debtor does not demonstrate why it needs to have the Disclosure Statement heard on an emergency basis prior to the Scheduled DS Hearing Date. There is no justification for rushing the plan confirmation process at this time simply because the Debtor does not agree with the timeline this Court ordered in the DS Hearing Order. BELFOR has actively engaged the Debtor in finding a resolution to BELFOR's objections to the Debtor's proposed Plan treatment of BELFOR's claim. The primary issue is that the Plan attempts to classify BELFOR's claim as unimpaired – which is not correct. Even though the Debtor has revised the Plan to state that BELFOR's claim is unimpaired, the Plan continues to impair BELFOR. BELFOR states that its plan treatment must first be resolved and disclosed in the Disclosure Statement before the Debtor begins the plan solicitation process. Again, this issue goes away if BELFOR and the Debtor are able to resolve the Plan Payment. But in the meantime, BELFOR is entitled to vote on the Plan because it is impaired under the Plan. BELFOR asserts that the Debtor filed this Motion as a negotiation tactic to shorten the timelines for BELFOR, and other parties in interest, to review the Plan and Disclosure Statement and draft objections to the Disclosure Statement, and worse, to strip BELFOR of its right to vote on the Plan rather than continue to negotiate a value-maximizing resolution. A full-text copy of Belfor's objection dated August 26, 2021, is available at https://bit.ly/3sXcQlL from PacerMonitor.com at no charge. Counsel for BELFOR USA: FOLEY & LARDNER LLP Ann Marie Uetz Derek L. Wright 500 Woodward Ave., Ste. 2700 Detroit, MI 48226 Telephone: (313)-234-7100 E-mail: auetz@foley.com dlwright@foley.com DENTONS COHEN & GRIGSBY P.C. William E. Kelleher, Jr. Pa I.D. 30747 Helen Sara Ward Pa I.D. 204088 625 Liberty Avenue Pittsburgh, PA 15222-3152 Telephone: (412) 297-4900 Fax: (412) 209-0672 E-mail: bill.kelleher@dentons.com helen.ward@dentons.com About Salem Consumer Salem Consumer Square OH LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). It owns and operates the shopping center known as "Salem Consumer Square" located at 5447 Salem Avenue, Dayton, OH 45426. On Jan. 5, 2021, Salem Consumer Square sought Chapter 11 protection (Bankr. W.D. Pa. Case No. 21-20020). The Debtor disclosed total assets of $3,385,461 and total liabilities of $3,134,072. The case is assigned to The Honorable Carlota M. Bohm. BERNSTEIN-BURKLEY, P.C., led by Kirk B. Burkley, is the Debtor's counsel. SEQUENTIAL BRANDS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Lead Debtor: Sequential Brands Group, Inc. 1407 Broadway 38th Floor New York, NY 10018 Business Description: Sequential Brands Group Inc. owns a portfolio of consumer brands in the active and lifestyle categories. The Debtors' brands are licensed to both wholesale and direct-to-retail licensees in the apparel, footwear, fashion, and home goods businesses. Chapter 11 Petition Date: August 31, 2021 Court: United States Bankruptcy Court District of Delaware Seventeen affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Sequential Brands Group, Inc. (Lead Case) 21-11194 SQBG, Inc. 21-11195 Sequential Licensing, Inc. 21-11196 William Rast Licensing, LLC 21-11197 Heeling Sports Limited 21-11198 Brand Matter, LLC 21-11199 SBG FM, LLC 21-11200 Galaxy Brands, LLC 21-11201 The Basketball Marketing Company, Inc. 21-11202 American Sporting Goods Corp. 21-11203 LNT Brands, LLC 21-11204 Joe's Holdings, LLC 21-11205 Gaiam Brand Holdco, LLC 21-11206 Gaiam Americas, Inc. 21-11207 SBG-Gaiam Holdings, LLC 21-11208 SBG Universe Brands, LLC 21-11209 GBT Promotions LLC 21-11210 Judge: Hon. John T. Dorsey Debtors' Legal Counsel: Scott J. Greenberg, Esq. Joshua K. Brody, Esq. Jason Zachary Goldstein, Esq. GIBSON, DUNN & CRUTCHER LLP 200 Park Avenue New York, New York 10166 Tel: (212) 351-4000 Fax: (212) 351-4035 Email: sgreenberg@gibsondunn.com jbrody@gibsondunn.com jgoldstein@gibsondunn.com Debtors' Legal Counsel: Laura Davis Jones, Esq. Timothy P. Cairns, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, Delaware 19899 (Courier 19801) Tel: (302) 652-4100 Fax: (302) 652-4400 Email: ljones@pszjlaw.com tcairns@pszjlaw.com Debtors' Investment Banker: STIFEL, NICOLAUS & COMPANY, INC. Debtors' Claims, Noticing & Balloting Agent and Administrative Agent: KURTZMAN CARSON CONSULTANTS LLC Total Assets as of August 30, 2021: $442,774,937 Total Debts as of August 30, 2021: $435,073,539 The petitions were signed by Lorraine DiSanto as chief financial officer and treasurer. A full-text copy of Sequential Brands' petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/2ZPKT6A/Sequential_Brands_Group_Inc__debke-21-11194__0001.0.pdf?mcid=tGE4TAMA List of Debtors' 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Centric Brands Trade $503,000 350 Fifth Avenue New York, NY 10118 2. Shearman & Sterling Professional $164,176 599 Lexington Avenue Services New York, NY 10022 3. Wood, Herron & Evans LLP Professional $66,866 2700 Carew Tower Services Cincinnati, OH 45202-2917 4. EisnerAmper LLP Professional $58,084 750 Third Avenue Services New York, NY 10017-2703 5. Gstate Professional $50,000 500 Chandler Avenue Services Linden, NJ 07036 6. Tengram Capital Professional $44,119 Management LP Services 15 Riverside Avenue Wesport, CT 06880 7. Simon Management Associates Professional $41,334 401 NE Northgate Way Services Suite 210 Seattle, WA 98125 8. Phillips Nizer LLP Professional $38,362 485 Lexington Avenue Services New York, NY 10017 9. New Life CDC Professional $33,333 225 N. 8th Street Services Kenilworth, NJ 07033 10. Symphony Professional $26,912 359 Ortega Ridge Road Services Santa Barbara, CA 93108 11. Oakbay Athletics Trade $26,536 4154 Charlene Drive Los Angeles, CA 90043 12. Proskauer Rose LLP Professional $22,430 Eleven Times Square Services New York, NY 10036-8299 13. Just Because Productions, Inc. Trade $22,259 c/o Nigro, Karlin Segal Feldstein & Bolno LLC 10960 Wilshire Blvd, 5th Floor Los Angeles, CA 90024 14. Alvarez & Marsal Professional $22,232 600 Madison Ave., 8th Floor Services New York, NY 10022 15. CohnReznick LLP Professional $20,400 1212 Avenue of the Americas Services New York, NY 10036-1602 16. Chatham Hedging Advisors Professional $19,687 235 Whitehorse Lane Services Kenneth Square, PA 19348 17. Tennman Brands LLC Trade $19,111 10960 Wilshire Blvd., 5th Floor Los Angeles, CA 90024 18. Olshan Frome Wolosky LLP Professional $18,690 1325 Avenue of the Americas Services New York, NY 10019 19. INNES Productions Trade $13,946 1117 3rd Avenue, 10th Floor New York, NY 10003 20. BH26 Consultoria e Professional $13,753 Participacoes Ltda Services 2510 Angelica Avenue Sao Paulo, Brazil 01228-200 SHORE IMAGING: Case Summary & 12 Unsecured Creditors ---------------------------------------------------- Debtor: Shore Imaging PC 1166 River Avenue Suite 102 Lakewood, NJ 08701 Business Description: Shore Imaging PC offers a full range of diagnostic medical imaging services and interventional biopsy procedures. Chapter 11 Petition Date: August 7, 2021 Court: United States Bankruptcy Court District of New Jersey Case No.: 21-16355 Debtor's Counsel: Donald F. Campbell, Jr., Esq. GIORDANO, HALLERAN & CIESLA, P.C. 125 Half Mile Road Suite 300 Red Bank, NJ 07701-6777 Tel: (732) 741-3900 Fax: (732) 224-6599 Email: dcampbell@ghclaw.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Harpreet Kaur, sole member/medical director. A full-text copy of the petition containing, among other items, a list of the Debtor's 12 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/5KORYRI/Shore_Imaging_PC__njbke-21-16355__0001.0.pdf?mcid=tGE4TAMA SHURWEST LLC: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Shurwest, LLC f/k/a Shurwest, Inc. 17550 N. Perimeter Drive Suite 300 Scottsdale, AZ 85255 Business Description: Shurwest, LLC specializes in fixed indexed annuities and life insurance. Chapter 11 Petition Date: August 31, 2021 Court: United States Bankruptcy Court District of Arizona Case No.: 21-06723 Judge: Hon. Daniel P. Collins Debtor's Counsel: Isaac D. Rothschild, Esq. MESCH CLARK ROTHSCHILD 259 N. Meyer Ave. Tucson, AZ 85701-1090 Tel: (520) 624-8886 Email: ecfbk@mcrazlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by James Maschek as president. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/I5YNKVQ/SHURWEST_LLC__azbke-21-06723__0001.0.pdf?mcid=tGE4TAMA SOTERA HEALTH: S&P Upgrades ICR to 'BB-' on Deleveraging -------------------------------------------------------- S&P Global Ratings raised both its issuer and issue credit ratings on U.S.-based Sotera Health Holdings LLC to 'BB-' from 'B+'. The '3' recovery rating is unchanged. The stable outlook reflects S&P's expectation that the company will grow revenue at a high-single-digit-percent rate, maintain very strong EBITDA margins, and generate significant free cash flow while maintaining leverage between 4x-5x over the next 12 months. Sotera recently announced its repayment of $100 million of first-lien notes, bringing adjusted debt leverage to about 4.7x (pro forma for the debt reduction). S&P said, "Our upgrade primarily reflects Sotera's improved credit metrics and reduced debt, resulting in expected adjusted debt to EBITDA of about 4.5x by year-end 2021. The company has achieved a modest reduction in its S&P Global Ratings-adjusted leverage through a combination of EBITDA expansion of about 13% over the last 12 months and the repayment of its $100 million first-lien notes (unrated), despite margin pressures resulting from higher administrative costs associated with being a public company and increasing legal expenses related to litigation in New Mexico, Illinois, and Georgia. We expect the company to sustain this improvement in debt leverage, based on our projections of solid continued sales, EBITDA growth, and significant free cash flows." Earnings has exceeded expectations by a modest amount for 2021 despite higher operating costs. Sotera's core business has remained strong with double-digit growth in each of its operating segments year-over-year. S&P expects the company will continue to benefit from strong and growing demand for outsourced sterilization services, and also benefit from its investments in building capacity in Europe, E-beam technologies, and antimicrobial testing. S&P said, "We expect that gross leverage will remain elevated between 4x-5x and note the potential for liabilities resulting from ongoing litigation in New Mexico, Georgia, and Illinois.The company remains controlled by private equity (S&P Global Ratings treats sponsor ownership of at least 40% of common equity, as effectively control), which we view unfavorably given private equity owners' typically aggressive financial strategies in using debt and debt-like instruments to maximize shareholder returns. This creates some doubt that the company will sustain adjusted debt to EBITDA below 5x. That said, Sotera's financial sponsors have reduced their ownership stake modestly, to about 62% (following the completion of its most recent offering in March 2021) and signaled their commitment to net leverage targets of 2x-4x. We expect the sponsor will likely continue to reduce its ownership interest in the company over the coming quarters. "With the most recent debt repayment, repaying the company's highest cost debt, we do not expect further significant debt reduction over the coming years. Accordingly, further deleveraging will be dependent on steady continued EBITDA growth. We do not expect gross leverage to be materially below 4x prior to 2023, at the earliest. "The largest risk to the rating stems from regulatory and litigation risks, primarily those pertaining to ethylene oxide (EO) sterilization. Although we do not include any significant legal liabilities in our base case, our current rating has capacity to absorb at least $200 million of additional liabilities. Any significant operational disruption resulting from these pressures, however, could greatly reduce that cushion. "The stable outlook reflects our expectation that the company will grow revenue at a high-single-digit-percent rate, maintain very strong EBITDA margins, and generate significant free cash flow, while maintaining leverage between 4x-5x over the next 12 months. "We could lower the rating if we expect Sotera's adjusted leverage will be sustained above 5x for more than 12 months. Such a scenario is possible if the company pursues debt-financed acquisitions or has a major legal or environmental setback increasing legal liabilities or weakening operational or financial performance. "Although unlikely over the next 12 months, we could upgrade Sotera if leverage declines materially below 4x, and we expect that it will sustain leverage at those levels. We would likely need to see both a continued decrease in financial sponsor ownership and have improved visibility on the resolution of ongoing litigation before raising the rating." SPICE MUST FLOW: May Use PS Funding, Pantheon's Cash Collateral --------------------------------------------------------------- Judge George R. Hodges of the U.S. Bankruptcy Court for the Western District of North Carolina authorized The Spice Must Flow, LLC to use the cash collateral of lenders PS Funding, Inc. and Pantheon Capital Advisors, Inc. in the ordinary course of its business, pursuant to the budget, through 11:59 p.m. on September 23, 2021. The budget provided for these total monthly expenses: $12,491 for August 2021; $13,541 for September 2021; and $13,541 for October 2021. Judge Hodges, however, denied the Debtor access to the cash collateral of Shellpoint Mortgage Servicing, Inc., without prejudice to the Debtor seeking further approval of the Court. As adequate protection, the Lenders are granted security interests in and liens on all postpetition assets of the Debtor, of the same type and to the same extent and validity as the liens and encumbrances of the Lender, attaching to the Debtor's assets prepetition. Moreover, the Debtor shall make adequate protection payments to PS Funding for $750 to be applied to the debt associated with the 50 Newfound Rd. property, and $1,250 to be applied to the debt related to the 41 McKinney Dr. property. The payments shall be due by August 31, 2021. The Debtor shall also escrow or prepay funds for ad valorem taxes equal to 1/12 of the yearly amount due on each property. A copy of the second interim order is available for free at https://bit.ly/3zts5p5 from PacerMonitor.com. A final hearing on the use of cash collateral will be held on September 22, 2021 at 9:30 a.m. Objections are due three business days prior to the final hearing. About The Spice Must Flow The Spice Must Flow, LLC, an Asheville, N.C.-based company, sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C. Case 21-10135) on July 6, 2021. Shawn Thomas Johnson, member and manager, signed the petition. At the time of filing, the Debtor disclosed total assets of up to $10 million and total liabilities of up to $1 million. Judge George R. Hodges presides over the case. Ivey, Mcclellan, Siegmund, Brumbaugh & Mcdonough, LLP, serves as the Debtor's legal counsel. TALI CORP: Has Continued Cash Collateral Access ----------------------------------------------- Judge Dennis Montali of the U.S. Bankruptcy Court for the Northern District of California authorized Tali Corp. d/b/a bkr to use cash collateral, on an interim basis, through the date of the continued interim hearing on the use of cash collateral. The Debtor's secured creditors are granted, according to their prepetition priority, replacement liens 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, to the extent that any cash collateral of the respective secured creditor is actually used by the Debtor. The Debtor shall make adequate protection payments to City National Bank for $4,000 per month, of which $2,000 will be credited to interest, and the remaining $2,000 will be credited to principal. 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. A copy of fifth interim order is available for free at https://bit.ly/38jDlbE from PacerMonitor.com. A continued interim hearing on the motion will take place on September 24, 2021, at 10:30 a.m., telephonically or via Zoom. 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. TRADEMARK DEVELOPERS: Taps Florida Bankruptcy Group as Counsel -------------------------------------------------------------- Trademark Developers, Ltd. received approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Florida Bankruptcy Group, LLC to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) giving advice to the Debtor with respect to its powers and duties and the continued management of its business operations; (b) giving advice to 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; (e) representing the Debtor in negotiation with its creditors in the preparation of a Chapter 11 plan. The firm's hourly rates are as follows: Kevin C. Gleason, Esq. $450 per hour Paralegal/Others $175 per hour The Debtor paid $5,000 to the law firm as a retainer fee. Mr. Gleason disclosed in a court filing 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: Kevin C. Gleason, Esq. Florida Bankruptcy Group, LLC 4121 N 31st Avenue Hollywood, FL 33021-2011 Tel.: 954-893-7670 Fax: 954-252-2540 Email: bankruptcylawyer@aol.com About Trademark Developers, Ltd. Trademark Developers, Ltd., a Margate, Fla.-based company that owns commercial strip centers, filed a petition for Chapter 11 protection (Bankr. N.D. Fla. Case No. 21-17632) on Aug. 3, 2021, listing $3,950,000 in assets and $3,759,628 in liabilities. Jean Novak, personal representative of the Estate of Lois McHale Wagner, signed the petition. The case is handled by Judge Scott M. Grossman. Kevin Christopher Gleason, Esq., at Florida Bankruptcy Group, LLC, is the Debtor's legal counsel. TREASURES AND GEMS: Case Summary & 4 Unsecured Creditors -------------------------------------------------------- Debtor: Treasures and Gems, Ltd 250 East 90th Street aka 1739 2nd Avenue New York, NY 10128 Business Description: Treasures and Gems, Ltd is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor owns and operates a 5 story, mixed use rent stabilized building consisting of 12 rental units (8 residential and 4 retail). Chapter 11 Petition Date: August 18, 2021 Court: United States Bankruptcy Court Southern District of New York Case No.: 21-11474 Judge: Hon. Martin Glenn Debtor's Counsel: Robert J. Flanagan, III, Esq. GREENBAUM, ROWE, SMITH & DAVIS LLP 99 Wood Avenue South Iselin, NJ 08830 Tel: 732-476-3204 Fax: 732-476-3205 E-mail: rflanagan@greenbaumlaw.com Total Assets: $5,496,159 Total Liabilities: $2,400,000 The petition was signed by Michael E. Crane as president. A full-text copy of the petition containing, among other items, a list of the Debtor's four unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/3JJMTUY/Treasures_and_Gems_Ltd__nysbke-21-11474__0001.0.pdf?mcid=tGE4TAMA U.S. GLOVE: Seeks Cash Collateral Access Thru November 19 --------------------------------------------------------- U.S. Glove, Inc. asked the U.S. Bankruptcy Court for the District of New Mexico to authorize the interim use of cash collateral through November 19, 2021, for the continued operation of its business in a manner consistent with the budget. The budget provided for $12,000 in weekly payroll and $42,606 in payments to Amex, among other things, for the week ending September 3, 2021. A copy of the budget, filed in Court with the proposed order, is available for free at https://bit.ly/38pWZmk from PacerMonitor.com. The Debtor owed the U.S. Small Business Administration $150,000 for the Economic Injury Disaster Loan (EIDL) for which the SBA may have a first position security interest in substantially all of the Debtor's assets. The Debtor is also obligated to Michael J. Jacobs, 43% owner of the Debtor, on account of a senior secured note. As of the Petition Date, the balance owed on the Senior Note to Jacobs is approximately $2,279,715. The Debtor proposed to grant Jacobs and the SBA replacement liens in an amount equal to and in the same priority as they had as of the Petition Date. The Debtor also proposed to continue payment to Jacobs for $5,000 monthly for adequate protection despite the existence of the adversary proceeding to avoid his lien. A copy of the Debtor's request is available for free at https://bit.ly/3kEMlh6 from PacerMonitor.com. About U.S. Glove, Inc. U.S. Glove, Inc. is a New Mexico Corporation with its headquarters located at 6801 Washington Street NE, Albuquerque, New Mexico. It manufactures hand and wrist support products for gymnastics and cheerleading, as well as a variety of other ancillary products, including wristbands, chalk, athletic tape, and grip brushes designed to enhance athletic performance. U.S. Glove sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.M. Case No. 21-10172) on February 14, 2021. In the petition signed by Randolph Chalker, authorized person, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge David T. Thuma oversees the case. The Debtor tapped Michael Best & Friedrich LLP as its bankruptcy counsel and Walker & Associates, PC as its local counsel. U.S. TOBACCO: Taps Robinson, Bradshaw & Hinson as Special Counsel ----------------------------------------------------------------- U.S. Tobacco Cooperative Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Robinson, Bradshaw & Hinson, P.A. as its special litigation counsel. The firm will represent U.S. Tobacco Cooperative in its appeal from an April 23 order issued in the class action styled Lewis v. Flue-Cured Tobacco Cooperative Stabilization Corp., and will provide other legal services in connection with the state court litigation. The firm's hourly rates are as follows: Shareholder $525 - $750 per hour Associate $345 - $390 per hour Project Manager $350 per hour Paralegal $350 per hour Robinson received a retainer in the amount of $200,000. Matthew Sawchak, Esq., a shareholder of Robinson, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Matthew W. Sawchak, Esq. Robinson, Bradshaw & Hinson, P.A. 101 North Tryon Street, Suite 1900 Charlotte, NC 28246 Tel: (704) 377-2536 Fax: (704) 378-4000 Email: msawchak@robinsonbradshaw.com About U.S. Tobacco Cooperative U.S. Tobacco Cooperative produces U.S. flue-cured tobacco grown by more than 500 member growers in Florida, Georgia, South Carolina, North Carolina, and Virginia. Member-grown tobacco is processed and sold as raw materials to cigarette manufacturers worldwide. U.S. Tobacco Cooperative and affiliates sought Chapter 11 protection (Bankr. E.D.N.C. Lead Case No. 21-01511) on July 7, 2021. In the petition signed by Keith H. Merrick, chief financial officer, U.S. Tobacco Cooperative estimated assets of between $100 million and $500 million and estimated liabilities of between $100 million and $500 million. Judge Joseph N. Callaway oversees the cases. The Debtors tapped Hendren, Redwine & Malone, PLLC as bankruptcy counsel, and McGuireWoods, LLP and Robinson, Bradshaw & Hinson, P.A. as special counsel. BDO Consulting Group, LLC, SSG Advisors, LLC and CliftonLarsonAllen serve as the Debtors' financial advisor, investment banker and accountant, respectively. VERTEX ENERGY: Incurs $16 Million Net Loss in Second Quarter ------------------------------------------------------------ Vertex Energy, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $15.96 million on $65.19 million of revenues for the three months ended June 30, 2021, compared to a net loss of $8.89 million on $21.37 million of revenues for the three months ended June 30, 2020. For the six months ended June 30, 2021, the Company reported a net loss of $12.99 million on $123.28 million of revenues compared to a net loss of $6.50 million on $57.58 million of revenues for the same period during the prior year. As of June 30, 2021, the Company had $135.11 million in total assets, $79.58 million in total liabilities, $37.03 million in total temporary equity, and $18.50 million in total equity. MANAGEMENT COMMENTARY "We remain on-track to complete the acquisition of the Mobile refinery during the fourth quarter 2021," stated Benjamin P. Cowart, president and CEO of Vertex. "We are currently in advanced discussions with established lending partners that remain highly supportive of the transaction. We expect to secure financing for the Mobile refinery acquisition on or before the end of the third quarter 2021." "Safety-Kleen's unsolicited offer to acquire our UMO collections and recycling assets for $140 million was both fair and timely, helping to further accelerate a full recapitalization of our balance sheet," continued Cowart. "After retiring costly term debt and other financial obligations, we expect to bring approximately $90 million of cash into our business at the close of this transaction, subject to shareholder approval." "By year-end 2021, Vertex Is positioned to become a pure-play refiner and marketer of renewable and conventional feedstocks," continued Cowart. "Our streamlined asset portfolio, simplified capital structure and strategic focus on energy transition opportunities will represent a wholesale transformation of our investment thesis, one that we believe positions us to create measurable value for our shareholders as we enter this next, important phase of growth." "We are structuring Vertex to become an energy transition company of scale, one focused on driving profitable growth through high-return organic and inorganic investments," concluded Cowart. "We look forward to providing additional updates on our progress over the coming months." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/890447/000162828021016307/vtnr-20210630.htm About Vertex Energy Houston-based Vertex Energy, Inc. (NASDAQ: VTNR) is a specialty refiner of alternative feedstocks and marketer of high-purity petroleum products. Vertex is one of the largest processors of used motor oil in the U.S., with operations located in Houston and Port Arthur (TX), Marrero (LA) and Heartland (OH). Vertex also co-owns a facility, Myrtle Grove, located on a 41-acre industrial complex along the Gulf Coast in Belle Chasse, LA, with existing hydro-processing and plant infrastructure assets, that include nine million gallons of storage. The Company has built a reputation as a key supplier of Group II+ and Group III Base Oils to the lubricant manufacturing industry throughout North America. Vertex Energy reported a net loss attributable to the company of $12.04 million for the year ended Dec. 31, 2020, compared to a net loss attributable to the company of $5.05 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $122.10 million in total assets, $60.81 million in total liabilities, $55.37 million in total temporary equity, and $5.92 million in total equity. WAXELENE INC: Trusper Inc. Says Disclosure Statement Inadequate --------------------------------------------------------------- Creditor Trusper Inc. d/b/a Musely objects to the motion of Debtor Waxelene, Inc. to approve the Disclosure Statement to its proposed Plan of Reorganization. Trusper asserts that the Debtor's Disclosure Statement is incomplete and approval of the Disclosure Statement must be denied because it fails to contain "adequate information" pursuant to 11 U.S.C. Sec. 1125. The Disclosure Statement contains none of the information necessary for the Court or parties in interest to make an informed decision regarding the adequacy of the Plan. Some of the more obvious issues include: * Class 2B consists of the Trusper Note payments, which the Debtor states is not disputed and will be paid monthly at the federal interest rate. However, assuming that Trusper's claim consists solely of the amount due under the Trusper Note, the Debtor claims the amount owed is $71,232.00, which is grossly understated. * One of the risk factors not addressed in Section E of the Disclosure Statement is Trusper's pending state court litigation against both the Debtor and Todd Cooper, the Debtor's CFO, CEO and general manager. The state court litigation, which has only been stayed as to the Debtor, could have adverse reactions on both Mr. Cooper, which would presumably affect the Debtor's business and ability to perform under a Plan. * Plan feasibility is a concern because the Debtor's ability to perform under its Plan relies upon the Debtor's increased revenue from the sale of its products. However, the Debtor's monthly operating reports, which show decreasing cash receipts and an average net revenue less than $3,000. The projected revenue appears inflated based on the Debtor's MORs. Trusper further asserts that the Disclosure Statement is incomplete and is based on incorrect assessment of the Trusper Claim. Additionally, the Debtor's proposed Plan of Reorganization is not confirmable under 11 U.S.C. § 1129 because it is not feasible and does not have a reasonable likelihood of success. A full-text copy of Trusper's objection dated August 26, 2021, is available at https://bit.ly/3kwxvt4 from PacerMonitor.com at no charge. Attorneys for Creditor: Kelly Ann Tran William F. Small SMALL LAW PC 501 W. Broadway, Suite 1360 San Diego, CA 92101 Telephone: 619-430-4795 Fax: 619-664-4278 About Waxelene Inc. Waxelene, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Cal. Case No. 20-05878) on Dec. 1, 2020, listing under $1 million in both assets and liabilities. Judge Christopher B. Latham oversees the case. The Law Office of Judith A. Descalso serves as the Debtor's bankruptcy counsel. WAXELENE INC: United States Trustee Says Plan Not Feasible ---------------------------------------------------------- Tiffany L. Carroll, the Acting United States Trustee (the "UST"), objects to the Disclosure Statement proposed by debtor Waxelene, Inc. The United States Trustee asserts that the Disclosure Statement fails to contain adequate information pursuant to 11 U.S.C. Sec. 1125: * The Disclosure Statement indicates that general unsecured creditors are classified in Class 2. Disclosure Statement, pdf pg. 3. But on pdf page 3, the Disclosure Statement also includes the secured claim of Whole Foods in Class 2. These classifications should be clarified and/or amended. * The UST acknowledges that the Debtor has negotiated significant reductions of unsecured claims for repayment through its proposed Plan. However, the following claims do not appear to be accounted for in the Plan projections found in Exhibit G. The Disclosure Statement should address these claims. * Exhibit F states a current balance of $23,000, which matches the July MOR. But Exhibit B (assets of the Debtor) states that the cash balance in the Chase Bank account is $21,276 and Exhibit E (liquidation analysis) lists cash on hand of only $11,235. These figures should be amended. * The UST raises the issue of feasibility for disclosure purposes, but nonetheless recognizes that this issue may be reserved for confirmation. The Debtor also explains that the plan projections are conservative to ensure the ability to make the monthly plan payments. However, compared to the monthly operating reports filed in this case, the Debtor's projections in Exhibit G appear too optimistic and unsupported. * The UST recognizes that the July MOR shows an increase to $23k cash on hand and a positive net cash flow. Nonetheless, based on the historical data, the the Debtor's ability to meet the projections in Exhibit G is doubtful. The Debtor needs to provide additional information so creditors can assess whether the Debtor can perform its plan obligations. * While the UST assumes that Debtor's counsel has agreed to defer payment, this should be disclosed. Also, the Debtor expects to earn $15,000 between now and the Effective Date. This seems unrealistic since the MORs show that the Debtor's average monthly net cash flow is only $2,876. A full-text copy of the United States Trustee's objection dated August 26, 2021, is available at https://bit.ly/3BnwgmP from PacerMonitor.com at no charge. About Waxelene Inc. Waxelene, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Cal. Case No. 20-05878) on Dec. 1, 2020, listing under $1 million in both assets and liabilities. Judge Christopher B. Latham oversees the case. The Law Office of Judith A. Descalso serves as the Debtor's bankruptcy counsel. WEST COAST AGRICULTURAL: Seeks Final OK on Cash Collateral Use -------------------------------------------------------------- West Coast Agricultural Construction Company asked the U.S. Bankruptcy Court for the District of Oregon to authorize, on a final basis, the use of cash collateral, pursuant to the budget. The budget for the period from July through December 2021 provided for $52,500 in cost of goods sold; $40,600 in rent; and $60,000 for staff-related expenses, among others. Secured Creditors, Columbia Bank and the U.S. Small Business Administration have UCC liens filed on the Debtor's bank accounts and accounts receivable. The first lien of Columbia Bank has a current balance of approximately $1,332,389. The second lien of SBA has a balance of approximately $149,910. The bank accounts and accounts receivable total approximately $158,275 as of the Petition Date. Creditors also have a security interest in inventory, equipment, furniture, supplies, machinery and vehicles valued at $1,780,899. The Debtor proposed to grant the Secured Creditors a security interest and replacement lien in all of the postpetition accounts and accounts receivables to replace their security interest and liens in the collateral to the extent of prepetition cash collateral used by Debtor during the pendency of its bankruptcy. A copy of the Debtor's request, including the budget, is available for free at https://bit.ly/3Blxwqw from PacerMonitor.com. Final hearing on the cash collateral motion will be held on November 1, 2021 at 2:30 p.m. by video conference. About West Coast Agricultural Construction Company West Coast Agricultural Construction Company sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ore. Case No. 21-61099) on June 24, 2021. In the petition signed by Brandt N. Hayden, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge David W. Herscher oversees the case. Ted A. Troutman, Esq., at Troutman Law Firm P.C. is the Debtor's counsel. WILDWOOD VILLAGES: Unsecureds Will Get 100% of Claims in Plan ------------------------------------------------------------- Wildwood Villages, LLC, submitted a Second Amended [Liquidating] Plan of Reorganization under Subchapter V dated August 26, 2021. As of the Petition Date, Debtor owned 18 parcels of commercial, residential and/or vacant land located in and/or adjacent to the Subdivisions. Debtor also holds a passive 1.18% equity interest in VCW Development LLC, a real estate development company. The Debtor owns a total of 46 residential Lots in the Subdivisions, of which ±42 remain undeveloped (the "Debtor Owned Lots"), as well as the private roads, water and sewer lines, amenities, and other common areas located in and/or exclusively serving the Subdivisions (collectively, the "Common Elements"). All Disposable Income will be used to make required Distributions under the Plan. Disposable Income is the total income projected to be received by Debtor that is not reasonably necessary to be expended for the payment of expenditures necessary for the continuation, preservation, or operation of Debtor's business. The Plan provides for 100% satisfaction of all administrative claims and priority tax claims, together with 3 Classes of Allowed Secured Claims and 1 Class of Unsecured Claims. The Plan proposes to fund the Plan by selling/liquidating the estate's entire interest in the Subdivisions, together with such other Estate Property as may be needed to fund 100% of all Allowed Secured and Unsecured Claims, and 100% of all Administrative Expenses and Priority Claims (if any). Class 1 consists of the Allowed Secured Claim of Citizens First Bank. The Debtor shall pay Citizens 100% of the Allowed Amount of its Claim out of the proceeds from the sale of the Eminent Domain Parcels, either on the Initial Distribution Date or immediately upon the receipt of such proceeds thereafter. Class 2 consists of the Allowed Secured Claim of Level Four Investments LLC. Except to the extent Level Four has been paid prior to the Effective Date or agrees to a different treatment: (i) Level Four shall be granted stay relief to pursue its rights under the Level Four Loan Documents; (ii) Debtor shall pay Level Four 100% of the Allowed Amount of its Claim from the proceeds of the sale of the Eminent Domain Parcels, either on the Initial Distribution Date or immediately upon the receipt of such proceeds thereafter. Class 3 consists of the Allowed Secured Claim of Level Four Investments North Tract LLC. Except to the extent North Tract may have been paid prior to the Effective Date or agrees to a different treatment: (i) North Tract shall be entitled to stay relief to pursue its secured rights under the Pledge Agreement; (ii) Debtor will promptly convey to North Tract its secured Collateral, comprised of Debtor's entire Membership Interest in VCW, as full payment and satisfaction of North Tract's $500,000.00 Claim. Class 4 consists of General Unsecured Claims that are not secured by Estate Property and are not entitled to priority. Class 4 presently has $642,845 in Allowed General Unsecured Claims (another $441,997 is Disputed). Claim Holder will receive 100% of their respective Allowed General Unsecured Claim, derived from their pro rata share of: (i) any proceeds remaining from the sale of the Eminent Domain Parcels; (ii) proceeds from the sale of the Subdivisions; (iii) proceeds from the sale of any other Estate Property that may be liquidated; and/or (C) Debtor's Surplus Cash, which will be paid when available until all such Allowed Claims are paid in full. Class 5 consists of the Allowed Equity Interests in the Debtor. If the proceeds from the sale of Estate Property liquidated under the Plan are sufficient to fund all Distributions required under the Plan, then Equity Interest Holders will retain the full value of their equity under the Plan. If not, then Holders of Allowed Equity Interests in the Debtor may not receive Distributions or value under the Plan in full satisfaction of such Allowed Equity Interests. Subject to Court approval, Debtor shall liquidate all, or substantially all, such Estate Property necessary to fund all Distributions required under the Plan. Moreover, notwithstanding any provisions to the contrary, the estate's entire interest in the Subdivisions (including, inter alia, the Common Elements and all rights afforded under the Deed Restrictions) shall be sold pursuant to this Plan. The Plan Trustee will market and sell all Estate Property in the Subdivisions free and clear of liens, claims, encumbrances or interests, as part of a bulk sale. A full-text copy of the Second Amended Plan dated August 26, 2021, is available at https://bit.ly/3DswECh from PacerMonitor.com at no charge. Attorneys for Debtor: Matthew S. Kish, Esq. SHAPIRO BLASI WASSERMAN & HERMANN, P.A. 7777 Glades Road, Suite 400 Boca Raton, FL 33434 Tel: (561) 477-7800 Fax: (561) 477-7722 E-mail: mkish@sbwh.law About Wildwood Villages Wildwood Villages, LLC, is a Wildwood, Fla.-based company engaged in activities related to real estate. Wildwood Villages filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-02569) on Aug. 28, 2020. Jonathan Woods, manager, signed the petition. The Debtor disclosed $3,150,861 in assets and $3,428,386 in liabilities. Matthew S. Kish, Esq., at Shapiro Blasi Wasserman & Hermann, PA, is serving as the Debtor's legal counsel. WITCHEY ENTERPRISES: Unsecureds Will Get 10% of Claims in 60 Months ------------------------------------------------------------------- Witchey Enterprises, Inc., submitted a Third Amended Plan of Reorganization and Third Amended Disclosure Statement. The third amended Plan of Reorganization proposes to pay creditors of the debtor from continued operations. This Plan provides for a class of priority claims, 1 class of secured claims and a class of unsecured claims. Unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 10 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. On February 23, 2021, the Court entered an order granting Protective Insurance Company's Agreed Supplemental Application for Allowance and Payment of an Administrative Expense, granting Protective Insurance Company an administrative expense claim in the amount of $105,795.13. The Court directed the Debtor to incorporate the payment terms pursuant to the Protective Insurance Admin Order into its plan of reorganization. The debtor has paid the claim of Fairview Group in full through the sale of the Linehaul routes back to the Fairview Group. Eastern Funding, LLC was a secured creditor on 5 vehicles. Eastern Funding received relief from the stay to reclaim its secured property, leaving any balance due to Eastern Funding as a general unsecured claim. It has no further secured claim in these proceedings. The Debtor proposes to pay the final allowed unsecured claims up to a total of $150,000.00 following the 60 months after the effective date of the plan. The estimated unsecured debt is $1,200,000. The debtor proposes to make distributions from available funds. The Debtor proposes to pay no interest on these unsecured claims. Bankruptcy Exchange, Inc. will loan the sum of $20,000.00 to Louis Witchey, individually, who will inject the $20,000 into the Debtor entity as a new value cash infusion. A full-text copy of the Third Amended Plan dated August 29, 2021, is available at https://bit.ly/3t3s3lu from PacerMonitor.com at no charge. About Witchey Enterprises Witchey Enterprises, Inc., a Wilkes-Barre, Pa.-based provider of courier and express delivery services, filed a Chapter 11 petition (Bankr. M.D. Pa. Case No. 19-00645) on Feb. 14, 2019. Louis Witchey, president, signed the petition. At the time of filing, the Debtor had between $1 million and $10 million in both assets and liabilities. Judge Patricia M. Mayer oversees the case. The Debtor tapped Andrew Joseph Katsock, III, Esq., as legal counsel and David L. Haldeman as accountant. WOODSTOCK LANDSCAPING: Wins Interim Access to Cash Collateral ------------------------------------------------------------- Judge Cecelia G. Morris of the U.S. Bankruptcy Court for the Southern District of New York authorized Woodstock Landscaping & Excavating, LLC to use cash collateral, on an interim basis, to pay necessary business expenses according to the approved budget. Judge Morris further ruled that: * the New York State Department of Taxation and Finance (NYSDTF) is granted postpetition replacement liens on the property of the estate of the kind securing its claim prepetition; and * the Debtor shall timely pay payroll tax deposits and file payroll tax returns as required by law, and shall provide the NYSDTF its monthly operating reports. The current order is without prejudice to the rights of the Internal Revenue Service; NYSDTF; Commercial Credit Group Inc.(CCG); PIRS Capital, LLC; or ROC Funding Group, LLC to seek additional relief, including additional adequate protection, among others. A copy of the second interim order is available for free at https://bit.ly/3zvC5OF from PacerMonitor.com. A further hearing on the Debtor's request to use cash collateral is scheduled for September 28, 2021 at 12 p.m. About Woodstock Landscaping & Excavating, LLC Woodstock Landscaping & Excavating, LLC -- http://www.wdstlandscaping.com/-- operates a landscape installation, maintenance and general excavating business in Ulster County, New York. Its primary customers are real estate developers and builders in the Mid-Hudson Valley, although it also services commercial accounts. The Debtor maintains a nursery in West Hurley, New York. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. N.Y. Case No. 21-35565) on July 22, 2021. In the petition signed by Theresa Gutierrez, managing member, the Debtor disclosed up to $500,000 in both assets and liabilities. Judge Cecelia G. Morris oversees the case. Michael D. Pinsky, Esq., at Law Office of Michael D. Pinsky, P.C. is the Debtor's counsel WORLD SYSTEMS: Seeks to Employ G&B Law as Bankruptcy Counsel ------------------------------------------------------------ World Systems, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire G&B Law, LLP to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor as to its duties, rights, and powers under the Bankruptcy Code; (b) representing the Debtor, with respect to bankruptcy issues, in the context of its pending Chapter 11 case and representing the Debtor in contested matters that would affect the administration of the bankruptcy case, except to the extent that any such proceeding requires expertise in areas of law outside of the firm's expertise; (c) assisting the Debtor in negotiating and seeking court approval of a Chapter 11 exit strategy, whether by plan or otherwise; (d) rendering services for the purpose of pursuing, litigating or settling litigation; and (e) performing other necessary legal services. The firm's hourly rates are as follows: James R. Felton, Esq. $595 per hour Yi Sun Kim, Esq. $495 per hour Michael J. Conway, Esq. $495 per hour Matthew C. Sferrazza, Esq. $395 per hour Jeremy H. Rothstein, Esq. $395 per hour Arthur A. Greenberg, Esq. $650 per hour Douglas M. Neistat, Esq. $650 per hour Benjamin S. Seigel, Esq. $625 per hour Charles S. Tigerman, Esq. $540 per hour Law Clerk $175 per hour Paralegal/Legal Assistant $95 - $275 per hour James Felton, Esq., managing partner at G&B Law, 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: James R. Felton, Esq. G&B Law, LLP 16000 Ventura Boulevard, Suite 1000 Encino, CA 91436 Tel.: (818) 382-6200 Fax: (818) 986-6534 Email: jfelton@gblawllp.com About World Systems World Systems, Inc., is a privately held company in Calabasas, Calif., that is engaged in activities related to real estate. World Systems filed a Chapter 11 petition (Bankr. C.D. Calif. Case No. 19-10282) on Feb. 6, 2019, listing as much as $10 million in both assets and liabilities. World Systems President Iris Martin signed the petition. Judge Martin R. Barash oversees the case. G&B Law, LLP serves as the Debtor's legal counsel. ********* 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. 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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 ***