/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220401.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, April 1, 2022, Vol. 26, No. 90 Headlines 121 LANGDON STREET: Seeks to Tap Stark Company as Realtor 2 BOWERY HOLDING: Voluntary Chapter 11 Case Summary 26 BOWERY: Voluntary Chapter 11 Case Summary 461 7TH AVENUE: Dist. Court Affirms Order Converting Case to Ch. 7 9 RANDALL LANE: Seeks to Hire Pryor & Mandelup as Legal Counsel 99 SUTTON: Seeks to Hire Wachtel Missry as Real Estate Counsel AASTJA REAL ESTATE: Voluntary Chapter 11 Case Summary ADVANCE PAIN: April 26 Hearing on Disclosure and Plan AE OPCO III: Wins Interim Cash Collateral Access Thru April 14 AGSPRING MISSISSIPPI: Creditors to Get Proceeds From Liquidation ALAMO BORDEN: Court Approves Disclosure Statement ALL WHEEL DRIVE: Unsecureds to Get 10% to 20% in Plan ALLIANT TECHNOLOGIES: Unsecureds Will Recover 0.4% to 5.8% in Plan ALPHA METALLURGICAL: S&P Alters Outlook to Pos., Affirms 'B-' ICR ARCHDIOCESE OF SANTA FE: Case in Progress, No Abuse Settlement Yet BCT DEALS: Court Confirms Subchapter V Plan BLT RESTAURANT: Gets OK to Hire Ciardi Ciardi as Legal Counsel BOULDER BOTANICALS: Taps Carin Sorvik of Newpoint Advisors as CRO BOY SCOUTS: Erie County Jury Awards Child Sex Abuse Victim $25 Mil. BOY SCOUTS: Extends Deer Lake Property Bids Deadline to Raise Funds BOY SCOUTS: Witness Doubts Significant Portion of Abuse Claims BRIAN MATTHEW HOBBS: Proposes Private Sale of Stillwater Homestead BRODIE HOLDINGS: Trustee Taps Gunster Yoakley as Litigation Counsel BUYK CORP: Gets Approval to Hire BestBuyAuctioneers.com BUYK CORP: Seeks Approval to Hire Dmitriy Goykhman as Accountant C-CORE-IN LLC: Taps Re/Max DFW Associates as Real Estate Broker CHURCHILL DOWNS: S&P Affirms 'BB' ICR, Outlook Negative CINCINNATI TERRACE: June 3 Virtual Auction of Cincinnati Hotel CLUBCORP HOLDINGS: S&P Alters Outlook to Stable, Affirms CCC+ ICR COEPTIS EQUITY: Trustee's $325K Cash Sale of Stockton Property OK'd COLLECTIVE COWORKING: Hits Chapter 11 Bankruptcy Protection Filing COLLECTIVE COWORKING: Seeks Cash Collateral Access CONCRETE PAVERS: Timothy Buying 2 Int'l. Mixer Trucks for $560K CORP GROUP: Selling $1.3MM Additional Shares to Pay Colombia Tax CPRO LLC: Seeks to Hire Guerra Days Law Group as Bankruptcy Counsel CRECHALE PROPERTIES: JNB Buying 9 Hattiesburg Parcels for $1.64MM CRYSTAL PACKAGING: Taps Wadsworth Garber Warner Conrardy as Counsel CSI COMPRESSCO: S&P Affirms 'B-' ICR, Outlook Stable CURTISS COURTYARD: Gets $299K Offer From Ochoa for Miami Property DARRYL D'ANTONIO DIXON: $350K Sale of Atlanta Asset to Watson OK'd DOUBLE D GROUP: $2.9M Sale of Las Vegas Property to Burnette Okayed DURRIDGE CO: Bid to Use Cash Collateral Denied as Moot ENOVATIONAL CORP: Seeks to Use Wells Fargo Cash Collateral FIRST DEFENSE: Seeks to Hire Buddy D. Ford as Bankruptcy Counsel FITLETIC SPORTS: Court Confirms Subchapter V Plan FOOTPRINT POWER: Wins Cash Collateral Thru Sept. 26 FREDDY SIDI, JR: $1.3M Sale of Miami Homestead to Arnolds Approved GAUCHO GROUP: Hollywood Burger Has 10.3% Equity Stake as of Feb. 23 GOLDEN ENTERTAINMENT: S&P Raises ICR to 'B+', Outlook Stable GREENPOINT TACTICAL: Taps Landsman Saldinger as Special Counsel GVS TEXAS: $588MM Sale of Substantially All Assets to CBRE Approved HARLAN REAL ESTATE: Files Small Business Plan HERITAGE RAIL: Trustee Selling Two Rail Cars to Dark Sky for $1.9K HR NORTH DALE: Sale of Lutz Property to WWP and Flagship Approved IDEAL CARE: Seeks Approval of $2.8-Mil. Sale of Jamaica Property J.C. PENNEY: Some Retirees In Limbo As Bankruptcy Ends K.B. PROPERTIES: Seeks to Hire Genova, Malin & Trier as Counsel KODIAK BUILDING: S&P Upgrades ICR to 'B', Outlook Stable LARSON VALLEY: Seeks to Hire Northwest Financial as Advisor LEAR CAPITAL: Taps Cook Law Firm as Special Insurance Counsel LECLAIRRYAN PLLC: Former Attorneys Still Hooked for Taxes LTL MANAGEMENT: 9th Circ. Direct Appeal Certification Granted LTL MANAGEMENT: Opposes Bid to Modify Panel Reinstatement Order LUCIEN HARRY MARIONEAUX: Trustee Proposes Auction of Insanis Assets LUPTON CONSULTING: Court Awards $44,000 to Watton Law Group MANNY'S MEXICAN: Court Approves Disclosure Statement MAXUS ENERGY: Arcina's Bid for Payment of Admin Claim Denied MCK USA: Order Granting Miami Apt. Sale Modified to Pay Tax Liens MD HELICOPTERS: Seeks Chapter 11 to Sell to Consortium MEDIA DDS: Gets OK to Tap Resnik Hayes Moradi as Bankruptcy Counsel MICH'S MACCS: Auction of Substantially All Assets Set for April 26 MOLECULAR & DIAGNOSTIC: Seeks Cash Collateral Access MONTAUK CLIFFS: Unsecureds to Recover 10% to 100% in Plan MORDECHAI KOKA: Duosin Buying Lafayette Property for $1.69 Million O & A ENTERPRISES: Taps Ag & Business Legal Strategies as Counsel OC 10753 SUBWAY: Taps Wadsworth Garber Warner Conrardy as Counsel OC 11097 SUBWAY: Seeks to Hire Wadsworth Garber as Legal Counsel OC 15019 SUBWAY: Taps Wadsworth Garber Warner Conrardy as Counsel OUTSIDE CAPITAL: Seeks to Hire Wadsworth Garber as Legal Counsel PG&E CORP: 9th Circuit Refuses to Revive Chapter 11 Plan Appeal PINNACLE DRILLING: Voluntary Chapter 11 Case Summary POINT INVESTMENTS: Chapter 15 Case Summary POINT INVESTMENTS: Seeks Chapter 15 Bankruptcy PUFF FACTORY: Taps Michael D. O'Brien & Associates as Counsel PURDUE PHARMA: Victims Urge 2nd Circ. to Reverse Plan Rejection QHC FACILITIES: $12.1 Million Sale of All Assets to Cedar Approved RICARDO RUIZ-GUIZAR: Lone Star Buying San Antonio Asset for $845K SCHULDNER LLC: Trustee Selling Duluth Property for $105K Cash SHAW 3RD HOLDINGS: $2.5-Mil. Sale of Washington, D.C. Property OK'd SONEV CONSTRUCTION: Seeks Cash Collateral Access, $2MM DIP Loan SOO HOTELS: Trustee Selling Business Property to Shammami for $300K SPENGLER PLUMBING: Sale of Personal Property & Equipment Approved ST. JOHNS PROFESSIONAL: Seeks to Hire Watson Realty as Broker STOHO ENTERPRISES: Seeks Cash Collateral Access STRIKE LLC: Unsecured Claims to Recover Up to 2.7% in Plan TELEGRAPH SQUARE: Seeks to Hire Financial Services Provider TELESAT CANADA: S&P Cuts ICR to 'B' On Weaker Business Conditions TEXAS MADE: Seeks Cash Collateral Access TEXOMA AUTO: Bid for Interim Cash Collateral Access Denied TRACEY STEVENS BUCK-WALSH: Selling 1/5 Interest in Bandon Land TRANSPORTATION DEMAND: Seeks Cash Collateral Access TROIKA MEDIA: Thomas Marianacci Acquires 11.3% Equity Stake U.S. TOBACCO: June 22 and 23 Hearing on Plan and Disclosures VAL PROPERTIES: Seeks to Hire Century Realty as Real Estate Broker VIRGINIA TRUE: Seeks to Hire Auction Advisors as Auctioneer W. KENT GANSKE: Sale of 6.2K Bushels of No. 2 Yellow Corn Approved WELDING & FABRICATION: Seeks to Tap Marc S. Einbinder as Accountant ZOHAR III: Unsecureds Will Recover Nothing in Plan [*] Bankruptcy Filings in U.S. Heat Up in March 2022 [*] Paul Hastings Adds 18-Partner Stroock Restructuring Team [*] Russia Sanctions Could Lead to More Chapter 11 Filings in US [^] BOOK REVIEW: The Titans of Takeover ********* 121 LANGDON STREET: Seeks to Tap Stark Company as Realtor --------------------------------------------------------- 121 Langdon Street Group, LLP seeks approval from the U.S. Bankruptcy Court for the Western District of Wisconsin to employ Stark Company Realtors to list and market for sale its commercial and residential building located at 121 Langdon St., Madison, Dane County, Wis. The realtor will receive a commission of 6 percent for its services. Paul Haviland, a realtor at Stark Company Realtors, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Paul Haviland Stark Company Realtors 702 North Highpoint Road Madison, WI 53717 Telephone: (608) 836-9300 About 121 Langdon Street Group 121 Langdon Street Group, LLP, a company in Madison, Wis., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wis. Case No. 21-10886) on April 26, 2021, disclosing up to $10 billion in both assets and liabilities. Judge Catherine J. Furay oversees the case. Krekeler Strother, S.C. is the Debtor's legal counsel. Lokre Development Company and Midland States Bank, the Debtor's lenders, are represented by Buzza, Dreier & Johnson, LLC and R. Carlson Law Offices, respectively. 2 BOWERY HOLDING: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: 2 Bowery Holding LLC c/o RK Consultants, LLC 1178 Broadway, 3rd Fl. #1505 Attn: Brian Ryniker New York, NY 10001 Business Description: 2 Bowery is the owner of the real property and improvements located at 2 Bowery, New York, New York. It is a mixed-use commercial properties located in Manhattan's Chinatown neighborhood. Chapter 11 Petition Date: March 31, 2022 Court: United States Bankruptcy Court Southern District of New York Case No.: 22-10413 Judge: Hon. Martin Glenn Debtor's Counsel: Fred B. Ringel, Esq. ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK P.C. 875 Third Avenue New York, NY 10022 Tel: (212) 603-6300 Email: fbr@robinsonbrog.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Brian Ryniker, Member, RK Consultants, Independent Manager. 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/SON7CRA/2_BOWERY_HOLDING_LLC__nysbke-22-10413__0001.0.pdf?mcid=tGE4TAMA 26 BOWERY: Voluntary Chapter 11 Case Summary -------------------------------------------- Debtor: 26 Bowery LLC c/o RK Consultants, LLC 1178 Broadway, 3rd Fl. #1505 Attn: Brian Ryniker New York, NY 10001 Business Description: 26 Bowery is the owner of the real property and improvements located at 26 Bowery, New York, New York. The Property is a mixed-use commercial property located in Manhattan's Chinatown neighborhood. Chapter 11 Petition Date: March 31, 2022 Court: United States Bankruptcy Court Southern District of New York Case No.: 22-10412 Judge: Hon. Martin Glenn Debtor's Counsel: Fred B. Ringel, Esq. ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK P.C. 875 Third Avenue New York, NY 10022 Tel: (212) 603-6300 Email: fbr@robinsonbrog.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Brian Ryniker, Member, RK Consultants, Independent Manager. 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/UEMFBTY/26_BOWERY_LLC__nysbke-22-10412__0001.0.pdf?mcid=tGE4TAMA 461 7TH AVENUE: Dist. Court Affirms Order Converting Case to Ch. 7 ------------------------------------------------------------------ Over a year ago, on October 2, 2020, the United States District Court for the Southern District of New York issued a Memorandum Opinion and Order denying the request of 461 7th Avenue Market, Inc. for a stay pending resolution of its appeal challenging a July 15, 2020 Order Lifting Automatic Stay and Converting Chapter 11 Case to a Case Under Chapter 7 of the United States Bankruptcy Code and a July 20, 2020 Order Denying Reconsideration issued by Judge Robert D. Drain in the United States Bankruptcy Court for the Southern District of New York. The Debtor appealed the decision to the U.S. Court of Appeals for the Second Circuit on October 15, 2020. By Opinion dated December 15, 2021 -- and the Mandate filed on January 5, 2022 -- the Second Circuit affirmed the October 2020 Decision. On January 6, 2022, the day after the Mandate was filed, the Court issued an Order directing each party "to file a letter, no longer than three double-spaced pages. . . providing the Court with its position as to the impact of the Second Circuit's ruling on the merits of the underlying appeal." The Debtor; creditor Delshah 461 Seventh Avenue, LLC; and Marianne T. O'Toole, the trustee appointed to administer the Debtor's bankruptcy estate in the Chapter 7 proceeding, each filed a letter on January 10, 2022. The Court held a status conference by telephone on January 13, 2022. Counsel for the Debtor, the Creditor, and the Trustee appeared. As stated on the record during the conference, the Debtor advised that it did not intend to file a reply brief in further support of its appeal and the Court deemed the appeal "fully briefed and sub judice." The Debtor filed its opening brief, along with a "Request for Judicial Notice of Papers Filed in NY County Supreme Court Action," on September 28, 2020. Approximately two weeks later, on October 12, 2020, the Debtor filed two letters seeking to rectify errors pertaining to its appendix on appeal. The Creditor filed its opposition brief on October 28, 2020. The Debtor presents three arguments in support of its position that Bankruptcy Judge Drain abused his discretion in rendering the Bankruptcy Orders. Specifically, the Debtor argues Judge Drain: (1) erred in converting the proceeding because he misapplied 11 U.S.C. Section 1112(b); (2) deprived it of due process by hearing the conversion motion on July 9, 2020, when that date was scheduled for an appearance concerning the Creditor's failure to maintain insurance; and (3) erred by not disqualifying the determination by John Raine, the Manhattan Borough Commissioner for the New York City Department of Building, given a suspected conflict of interest. District Judge Philip M. Halpern affirms the Bankruptcy Orders. According to Judge Halpern, Judge Drain was not required to consider every factor under Section 1112(b)(4) to find cause to convert the matter into a proceeding under Chapter 7. To the extent, therefore, that the Debtor insists Judge Drain erred by not considering specifically every consideration under Section 1112(b)(4), that argument is rejected, Judge Halpern says. As for Judge Drain's analysis, there is neither an error of law nor a clearly erroneous finding of fact in the rationale underlying the July 15th Order, Judge Halpern finds. Judge Drain, looking to the record before him, concluded that: (1) cause to convert the proceeding existed under Section 1112(b)(4)(A) (i.e., "substantial or continuing loss to or diminution of the estate and the absence of a reasonable likelihood of rehabilitation"); and (2) given the Debtor's consistent failure to confirm a reorganization plan, conversion was in the creditors' best interests, the District Court holds. In short, Judge Drain's adjudication of the motion was not an abuse of discretion, Judge Halpern finds. The Creditor filed its motion to convert the proceeding on June 12, 2020 and, with that motion, it filed a notice advising that a hearing on the motion would be heard approximately one month later, at 10:00 a.m. on July 9, 2020. The Debtor filed its opposition to the Creditor's motion -- which, itself, reflects a "Return Date" of July 9, 2020 at 10:00 a.m. -- on July 2, 2020. The Creditor responded on July 6, 2020. The next day, July 7, 2020, Judge Drain issued an Order outlining procedures and setting deadlines for submissions prior to the July 9, 2020 appearance. With a full evidentiary record and no facts in dispute, Judge Drain held the hearing on the date noticed. Judge Halpern holds that there is absolutely no basis to conclude that Judge Drain denied the Debtor a meaningful opportunity to be heard. The District Court further holds that Judge Drain did not abuse his discretion on this point either, as the decision to hold the noticed hearing, on the noticed date, at the noticed time (after outlining appearance procedures and setting deadlines for additional submissions), with the parties present, was not only well within the range of permissible decisions, but within the normal parameters of due process. The Debtor insists that -- notwithstanding the agreement to abide the DOB's determination -- Commissioner Raine's conclusions should not have been accepted because, before assuming his role at the DOB, Commissioner Raine worked on a project on the Creditor's behalf. The Debtor made this same argument to Judge Drain on the record at the July 9, 2020 appearance. After considering that argument, Judge Drain concluded: [T]here is something called the Rooker-Feldman Doctrine. . . . It has just, again, been endorsed by the Second Circuit yesterday. It's based on two Supreme Court cases which [h]old that a lower federal court, i.e. not the Supreme Court, cannot effectively act as an appellate court for an action taken by another court, a state court. I cannot review, therefore, your issue with the DOB. That is an issue you have to deal with the DOB. . . . . If, in fact, it turns out that the DOB or a court. . . of competent jurisdiction under the state law system determines the DOB decision-makers were conflicted, then there is an ability to undo an order converting this case. But at this point, on this record, I'm not going to do that. The District Court holds that Judge Drain did not misapply any law when he recognized that he lacked jurisdiction to overturn the DOB's determination, and the Debtor does not explain how it was an abuse of discretion for Judge Drain to conclude that the Debtor's objection would have to first be exhausted through the process afforded by the DOB before he could adjudicate it. As the New York State Supreme Court, County of New York, has explained, "a person allegedly aggrieved by the DOB. . . must exhaust his or her administrative remedies via an appeal to the [Board of Standards & Appeals] before seeking judicial review," Judge Halpern holds, citing Stathis Enters., LLC v. City of New York, No. 161107/2017, 2019 WL 1421375, at *2 (N.Y. Sup. Ct. Mar. 29, 2019). In light of this, finding neither an error of law nor a clearly erroneous finding of fact, Judge Drain did not abuse his discretion in his adjudication of this issue, the District Court finds. Although not briefed specifically, the Debtor also appealed Judge Drain's decision on its motion for reconsideration, which was construed as a motion under Federal Rules of Civil Procedure 59 and 60 (incorporated into the Federal Rules of Bankruptcy Procedure by Rules 9023 and 9024). Notwithstanding the Debtor's failure to expand on its challenges to the July 20th Order specifically, the Court has reviewed that decision and finds no abuse of discretion. Indeed, Plaintiff's reconsideration motion reiterates the same arguments raised during the July 9, 2020 appearance. Rehashing arguments already presented to -- and rejected by -- the Court is not a basis for granting the relief the Debtor sought. In re Joe's Friendly Serv. & Son, Inc., No. 14-REG-70001, 2020 WL 3120288, at *8 (Bankr. E.D.N.Y. June 11, 2020), leave to appeal denied, 628 B.R. 181 (E.D.N.Y. 2021); In re AMR Corp., 566 B.R. at 665-66.9 Based upon these, the Court concludes Judge Drain did not abuse his discretion in granting the Creditor's motion to convert the bankruptcy proceeding from one under Chapter 11 to one under Chapter 7 or denying the Debtor's motion for reconsideration. The Bankruptcy Orders are, therefore, affirmed. A full-text copy of Judge Halpern's March 21, 2021 Opinion dated https://tinyurl.com/znup7nyy from Leagle.com. About 461 7th Avenue Market 461 7th Avenue Market, Inc., filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 18-22671) on May 3, 2018. In the petition signed by its president Young IL Park, the Debtor estimated assets of less than $50,000 to $100,000 and debts of $100,000 to $500,000. The Debtor hired Kurtzman Matera, P.C., as counsel; Kimm Law Firm, as special counsel; and Sung N. Pak, CPA, PC, as accountant to the Debtor. 9 RANDALL LANE: Seeks to Hire Pryor & Mandelup as Legal Counsel --------------------------------------------------------------- 9 Randall Lane, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ the firm of Pryor & Mandelup, LLP as its legal counsel. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties in the continued management of its business and property; (b) represent the Debtor before the bankruptcy court and at all hearings on matters pertaining to its affairs; (c) advise and assist the Debtor in the preparation and negotiation with its creditors of a plan of reorganization; (d) prepare all necessary legal papers; and (e) perform all other legal services for the Debtor which may be desirable and necessary. The firm has been paid $21,738 prior to the petition date. As disclosed in court filings, Pryor & Mandelup is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Mark E. Cohen, Esq. Pryor & Mandelup, LLP 675 Old Country Road Westbury, NY 11590 Telephone: (516) 997-0999 Email: mec@pryormandelup.com About 9 Randall Lane 9 Randall Lane, LLC filed a petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 22-70567) on March 28, 2022, listing up to $1 million in both assets and liabilities. Daryl S. Lynch, sole member, signed the petition. Judge Alan S. Trust oversees the case. Pryor & Mandelup, LLP serves as the Debtor's legal counsel. 99 SUTTON: Seeks to Hire Wachtel Missry as Real Estate Counsel -------------------------------------------------------------- 99 Sutton, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Wachtel Missry, LLP as its special real estate counsel. The Debtor needs the firm's legal services on real estate matters, including the drafting or review of transactional documents. The hourly rates charged by the firm for its services are as follows: Partners $350 - 995 per hour Associates $200 - 535 per hour Paraprofessionals $195 per hour Wachtel Missry received a retainer in the amount of $3,000. As disclosed in court filings, Wachtel Missry neither holds nor represents any interest adverse to the Debtor. The firm can be reached through: Dani Schwartz, Esq. Wachtel Missry LLP 885 2nd Ave. New York, NY 10017 Phone: (212) 909-9500/(212)909-9608 Fax: (212)909-9406 Email: dschwartz@wmllp.com About 99 Sutton Brooklyn, N.Y.-based 99 Sutton, LLC filed a petition for Chapter 11 protection (Bankr. E.D. N.Y. Case No. 21-43124) on Dec. 20, 2021, listing up to $50,000 in assets and up to $500 million in liabilities. Joseph Torres, member, signed the petition. Judge Elizabeth S. Stong oversees the case. The Debtor tapped Morrison Tenenbaum, PLLC as bankruptcy counsel and Wachtel Missry, LLP as special real estate counsel. AASTJA REAL ESTATE: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Aastha Real Estate Investments LLC 658 Rt. 940 Lake Harmony, PA 18624 Business Description: The Debtor is primarily engaged in activities related to real estate. Chapter 11 Petition Date: March 31, 2022 Court: United States Bankruptcy Court Middle District of Pennsylvania Case No.: 22-00577 Judge: Hon. Mark J. Conway Debtor's Counsel: Philip W. Stock, Esq. LAW OFFICE OF PHILIP W. STOCK 706 Monroe Street Stroudsburg, PA 18360 Tel: (570) 420-05000 E-mail: pwstock@ptd.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Shatrughan Sinha as sole 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/VNWNEWY/Aastha_Real_Estate_Investments__pambke-22-00577__0001.0.pdf?mcid=tGE4TAMA ADVANCE PAIN: April 26 Hearing on Disclosure and Plan ----------------------------------------------------- Judge Enrique S. Lamoutte has entered an order conditionally approving the Disclosure Statement of Advance Pain Management and Rehabilitation Institute, Inc. and JG & RM Realty Inc. A hearing for the consideration of the final approval of the Disclosure Statement and the confirmation of the Plan and of such objections as may be made to either will be held on April 26, 2022 at 10:00 a.m. via Microsoft Teams Video & Audio Conferencing and/or Telephonic Hearings. Any objection to the final approval of the Disclosure Statement and/or the confirmation of the Plan shall be filed on/or before 10 days prior to the date of the hearing on confirmation of the Plan. Acceptances or rejections of the Plan may be filed in writing by the holders of all claims on/or before 10 days prior to the date of the hearing on confirmation of the Plan. About Advance Pain Management and Rehabilitation Institute Advance Pain Management and Rehabilitation Institute, Inc., owns and operates ambulatory health care facilities. On July 7, 2019, Advance Pain Management and Rehabilitation Institute and JG & RM Realty, Inc., filed voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Lead Case No. 19-03941). At the time of the filing, Advance Pain Management and Rehabilitation disclosed total assets of $69,818 and total liabilities of $122,108 while JG & RM disclosed total assets of $1,291,294 and total liabilities of $1,749,258. Judge Enrique S. Lamoutte Inclan oversees the cases. The Debtors have tapped Isabel M. Fullana, Esq., at Garcia-Arregui & Fullana, PSC, as their legal counsel and Tamarez CPA, LLC, as their accountant. AE OPCO III: Wins Interim Cash Collateral Access Thru April 14 -------------------------------------------------------------- AE OPCO III, LLC asks for authority from the U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, to use cash collateral on or before April 1, 2022. The Debtor seeks to utilize its cash collateral in the regular course of business and in order to pay its expenses so that it may continue to operate as a going concern. The Debtor is indebted to California Bank of Commerce in the amount of approximately $2,213,000 in connection with a note and security agreement encumbering the Debtor's assets, including cash collateral. A UCC1 financing statement was recorded on July 9, 2020 with the Delaware Department of State. The Debtor estimates that the value of Secured Creditors' collateral consisting of cash, accounts receivable and personal property is approximately $17,500,000. The Debtor explains it is unable to operate its business without the ability to use its cash receipts from its receivables, which constitute cash collateral. The Debtor has cash on deposit of approximately $800,000. The Debtor anticipates future receivables will result in additional revenue that is also subject to the Secured Creditor's liens. The revenue will constitute "cash collateral." On average the Debtor generates approximately $2,000,000 in gross revenue per month. As adequate protection, the Debtor will provide Secured Creditor with a post-petition replacement lien equal in validity and dignity as it existed prepetition, proof of insurance upon request of same, and payments of interest only. The Debtor requests a hearing prior to April 1 since the Debtor is required to pay certain vendors and landlords on April 1. A copy of the motion and the Debtor's budget for the period from April to September 2022 is available for free at https://bit.ly/3tGWmA4 from PacerMonitor.com. The Debtor projects $12,189,000 in total collections and $12,885,250 in total expenses. * * * The Court held a hearing March 30 and granted the Debtor's request on an interim basis. The Court will hold another hearing April 14 to consider the Debtor's continued access to cash collateral. About AE OPCO III, LLC AE OPCO III, LLC owns and operates an aerospace composite manufacturing facility. The Debtor provides design services, testing, assembling and repairs for commercial and governmental customers. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 8:22-bk-01186) on March 25, 2022. In the petition signed by Jack Hall, president, the Debtor disclosed up to $50 million in both assets and liabilities. Alberto F. Gomez, Jr., Esq. at Johnson, Pope, Bokor, Ruppel and Burns, LLP is the Debtor's counsel. AGSPRING MISSISSIPPI: Creditors to Get Proceeds From Liquidation ---------------------------------------------------------------- Agspring Mississippi Region, LLC ("AMR"), Agspring MS 1, LLC ("AGMS1"), Agspring MS, LLC ("AGMS"), Lake Providence Grain and Rice LLC ("LakeProv"), and Bayou Grain & Chemical Corporation ("Bayou," and collectively defined as the "Debtors") filed a Combined Disclosure Statement and Joint Plan of Liquidation dated March 28, 2022. The Debtors, historically a leading grain and oilseed handler in Louisiana and Arkansas, are a family of companies commonly referred to for marketing and management purposes as "Big River Rice and Grain" (referred as "Big River"). On September 30, 2021, the Debtors filed a motion to approve the Greenfield Sale with the Bankruptcy Court (the "Greenfield Sale Motion"), and a declaration by their investment banker in support thereof. The Greenfield Sale Motion sought (i) approval of the bid procedures in connection with the Greenfield Sale and (ii) approval of the APA with the Greenfield Purchaser, dated September 29, 2021, as the stalking horse bidder for the "Big River" assets for a purchase price of $30,500,000 in cash, subject to certain purchase price adjustments as well as certain bid protections, plus the aggregate fair market value of the assumed liabilities. The Greenfield Sale closed on December 14, 2021. The Debtors received approximately $18.6 million in Greenfield Sale Proceeds, which constitute the Prepetition Secured Parties' Cash Collateral. The Debtors continue to evaluate the sale of their remaining assets, including the Tubbs Properties through a Tubbs Sale. Over the last few months, the Debtors have negotiated an asset purchase agreement with a stalking horse bidder for a sale of the Mer Rouge property. The Debtors intend to file the related sale motion shortly. The Plan Proponents believe that this Combined Disclosure Statement and Plan represents the optimal outcome for these chapter 11 bankruptcy cases. The Combined Disclosure Statement and Plan is a plan of liquidation which, among other things, provides for the disposition of the Estates' remaining assets, a distribution of the Plan Contribution Amount to various creditors, and the appointment of a Responsible Officer of the Liquidating Debtors. The proceeds from the sales of Estate assets constitute the source of funding for, and payments under, the Combined Disclosure Statement and Plan. Thus, the Combined Disclosure Statement and Plan is predicated and dependent on the funding of expenses and reserves from such sale proceeds to the extent required for the Combined Disclosure Statement and Plan to become effective and for the Liquidating Debtors, through the Responsible Officer, to administer and implement the Combined Disclosure Statement and Plan for the benefit of the Liquidating Debtors' economic constituents. Additionally, the Plan provides for: * 100% recoveries for all Allowed Claims at Bayou, LakeProv, and AGMS, and 100% recoveries for all Allowed Claims, other than the Claims of the Prepetition Term Secured Parties, at AGMS1; * Equity Interest Distributions by Bayou, LakeProv, AGMS, and AGMS1 to their respective Equity Interest Holders; * 98% recoveries paid from the GUC Contribution Amount for Allowed General Unsecured Claims at AMR, subject to the terms of the Combined Disclosure Statement and Plan; and * Pro rata distribution of the Tubbs' Contribution Amount to each Holder of an Allowed Tubbs Parties' Unsecured Deficiency Claim, subject to the terms of the Combined Disclosure Statement and Plan. Class 7 consists of General Unsecured Claims against AMR. Each Holder of an Allowed General Unsecured Claim shall receive, in full and final satisfaction of and in exchange for such Allowed General Unsecured Claim: (i) Pro Rata Distribution of the GUC Contribution Amount in an amount not to exceed 98% of such Holder's Allowed General Unsecured Claim, contingent upon Holders of General Unsecured Claims in requisite number and amount as is necessary for Class 7 to accept the Combined Disclosure Statement and Plan. The allowed unsecured claims total $146,214.00. The assets of the Estates shall revert to the Liquidating Debtors under the Combined Disclosure Statement and Plan and shall be distributed only in accordance with this Combined Disclosure Statement and Plan. Except as otherwise provided in this Combined Disclosure Statement and Plan and the Confirmation Order, such assets shall be free and clear of all Claims and Liens. The Liquidating Debtors shall promptly pay the Holders of (a) Allowed Administrative Claims, (b) Allowed Professional Fee Claims, (c) Allowed Priority Tax Claims, and (d) Allowed Priority Non-Tax Claims, as provided for under the Combined Disclosure Statement and Plan. A full-text copy of the Combined Disclosure Statement and Plan dated March 28, 2022, is available at https://bit.ly/3DsZin9 from PacerMonitor.com at no charge. Counsel for Debtors: Samuel R. Maizel, Esq. Tania M. Moyron, Esq. Dentons US, LLP 601 South Figueroa Street, Suite 2500 Los Angeles, California 90017-5704 Tel: (213) 623-9300 Fax: (213) 623-9924 Email: samuel.maizel@dentons.com tania.moyron@dentons.com -and- DENTONS US LLP David F. Cook (DE Bar No. 6352) 1900 K Street, NW Washington, DC 20006 Tel: (202) 496-7301 Email: david.f.cook@dentons.com PACHULSKI STANG ZIEHL & JONES LLP Laura Davis Jones, Esq. Mary F. Caloway (DE Bar No. 3059) 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899 Tel: (302) 652-4100 Fax: (302) 652-4400 Email: ljones@pszjlaw.com mcaloway@pszjlaw.com About Agspring Mississippi Region Operating as a holding company, Agspring Mississippi Region, LLC - https://agspring.com/ -- focuses on grain, oilseed, and specialty crop handling, processing, and logistics operations. Agspring and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 21-11238) on Sept. 10, 2021. In the petition signed by Kyle Sturgeon, chief restructuring officer, Agspring listed $10 million to $50 million in assets and $100 million to $500 million in liabilities. Judge Craig T. Goldblatt oversees the cases. The Debtors tapped Pachulski Stang Ziehl & Jones, LLP and Dentons US, LLP as bankruptcy counsel; Faegre Drinker Biddle & Reath LLP as special counsel; Piper Sandler & Co. as investment banker; and MERU, LLC as restructuring advisor. Kyle Sturgeon, managing director at MERU, serves as the Debtors' chief restructuring officer. ALAMO BORDEN: Court Approves Disclosure Statement ------------------------------------------------- Judge Mark X. Mullin has entered an order approving the Disclosure Statement explaining the Plan of Alamo Borden County 1, LLC. May 2, 2022, at 9:30 a.m. (Central Time) will be the date on which the Court shall consider Confirmation of the Plan. April 22, 2022, at 4:00 p.m. (Central Time) will be the date by which objections to the Plan must be filed with the Court and served. All Holders of Claims entitled to vote on the Plan must complete, execute, and return their Ballots on or before April 22, 2022 at 4:00 p.m. (Central Time). Attorneys for the Debtor: Joshua N. Eppich, Esq. J. Robertson Clarke, Esq. Bryan C. Assink, Esq. C. Josh Osborne, Esq. BONDS ELLIS EPPICH SCHAFER JONES LLP 420 Throckmorton Street, Suite 1000 Fort Worth, TX 76102 Tel: (817) 405-6900 Fax: (817) 405-6902 Email: joshua@bondsellis.com robbie.clarke@bondsellis.com bryan.assink@bondsellis.com c.joshosborne@bondsellis.com About Alamo Borden County 1 Alamo Borden County 1, LLC, is part of the oil and gas extraction industry. The company is based in Arlington, Texas. Alamo Borden County 1 filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Tex. Case No. 21-42440) on Oct. 15, 2021, listing as much as $10 million in both assets and liabilities. Judge Mark X. Mullin oversees the case. Joshua N. Eppich, Esq., at Bonds Ellis Eppich Schafer Jones, LLP, is the Debtor's legal counsel. ALL WHEEL DRIVE: Unsecureds to Get 10% to 20% in Plan ----------------------------------------------------- All Wheel Drive Tuning, Inc., submitted a Small Business Plan and a Disclosure Statement. The Debtor has proposed the Plan as a means to repay creditors from future operating revenue. The Plan proposes to pay unsecured creditors substantially more than they would receive if the Debtor's property were liquidated in a Chapter 7. The Plan provides creditors with repayment far in excess of the liquidation value of the Debtor's property on the Petition Date. The Debtor is committing future operating revenue to repay creditors which would otherwise not be available for Debtor's creditors in a Chapter 7. Accordingly, the Plan proposes a dividend substantially in excess of what they would receive in a Chapter 7 liquidation. Accordingly, the Plan satisfies the requirements of Section 1129(a)(7). The Plan will treat claims as follows: * Class 4 Claimants (Holders of Smaller Unsecured Claims – $5,000 or less) are impaired and consists of (i) Allowed Unsecured Claims against the Debtor in amounts equal to or less than $5,000 and (ii) the holders of unsecured claims who elect to reduce their claim to $5,000 (and to waive the remainder) and who thereby consent to being treated as a Class 4 Claim. Class 4 Claims shall be allowed in the lesser of (a) the amount of the asserted unsecured claim or (b) $5,000.00, and includes those holders of Allowed Claims who elect to reduce such Allowed Claims to $5,000.00, thereby waiving any amount of such claim in excess of $5,000.00 (such election to be made on the ballot voting to accept or reject the Plan)(the "Allowed Class 4 Claim", which shall not exceed $5,000). The Debtor shall pay to Class 4 Claimants a total of 20% of their Allowed Class 4 Claim in 10 monthly installments, beginning 30 days after the later of the Effective Date or the date the Class 4 Claim is allowed. Payment of Allowed Class 4 Claims shall be in full and final satisfaction of all claims held by holders of Class 4 Claims. The Debtor estimates that the creditors qualifying or electing to be treated as Class 4 Claimants will aggregate an approximate amount of $7,700. * Class 5 Claimants (Holders of Allowed Unsecured Claims—greater than $5,000) are impaired and consist of Allowed Unsecured Claims of all unsecured creditors, including the portions of asserted Secured Creditors' claims in excess of the value of the collateral securing such claims or paid as a secured claim under the Plan, and except those Unsecured Creditors whose claims are treated as Class 4 Claims –smaller unsecured claims of $5,000 or less (or who elect to reduce their claim to $5,000 and to be treated as a Class 4 Claim). At the sole election of a Class 5 Claimant, the holder of an unsecured claim may elect to be treated as a Class 4 Claim (thereby electing to reduce their claim and to the allowance of their claim in the amount of $5,000, and waiving any and all claims in excess of the $5,000) and be treated as a Class 4 Claimant – such election is to be made on the ballot voting to accept or reject the Plan). The asserted Class 5 Claims are estimated to total approximately $530,000. The Debtor shall pay to Allowed Class 5 Claimants, a total of 10% of Allowed Unsecured Class 5 Claims, in 20 equal quarterly payments, beginning 30 days following the later of the Effective Date or the date of the entry of a Final Order allowing the Class 5 Claim and on a quarterly basis thereafter, through the Plan Term. Each quarterly payment to holders of an Allowed Class 4 Claim shall each be equal to .005 of their Allowed Class 5 Claim (for a total distribution over the twenty quarters of 10% percent [ 20 x .005 = .10]). Payment of Class 5 Claims, as set forth herein, shall be in full and final satisfaction of all claims held by holders of Class 5 Claims. Counsel for the Debtor: Susan B. Hersh P.C. 12770 Coit Road, Suite 850 Dallas, Texas 75251 Tel: (972) 503-7070 Fax: (972) 503-7077 E-mail: susan@susanbhershpc.com A copy of the Disclosure Statement dated March 23, 2022, is available at https://bit.ly/36I54VN from PacerMonitor.com. About West C Builders, Inc. West C Builders, Inc., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 21-10263) on May 26, 2021. In the petition signed by Anton D. Council, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Roger L. Efremsky oversees the case. Gina R. Klump, Esq., at the Law Office of Gina R. Klump, is the Debtor's counsel. ALLIANT TECHNOLOGIES: Unsecureds Will Recover 0.4% to 5.8% in Plan ------------------------------------------------------------------ Alliant Technologies, L.L.C, et al. submitted a Combined Plan of Liquidation and Disclosure Statement. The primary objectives of the Plan are to maximize the value of recoveries to all holders of Allowed Claims and Allowed Interests and generally to distribute all property of the Estates that is or becomes available for distribution in accordance with the priorities established by the Bankruptcy Code. The Debtors believe that the Plan accomplishes these objectives and is in the best interest of the Estates. Pursuant to the sale of substantially all of the Debtors' assets to Buyer approved by entry of the Sale Order, the Debtors received cash in an amount of $3,250,000 plus an earn out is payable by Buyer within two years from closing if certain revenue milestones are achieved in accordance with the terms of the Stalking Horse APA. Of the amounts received, $2,463,630.00 of the purchase price was distributed to Valley National Bank ("Valley Bank") in full satisfaction of its secured claim. The remaining proceeds are held by the Debtors. Other Remaining Assets include preclosing accounts receivables, Cash, the Employee Retention Credit and Causes of Action. Under the Plan, Class 3 General Unsecured Claims totaling $16,671,225.80 and will recover 0.4% to 5.8% of their claims. Class 3 is impaired. The Plan is a liquidating plan as all Assets of the Debtors will be liquidated to pay Allowed Claims against the Debtor. Substantially all of the Debtors' assets were sold pursuant to the Sale Order. All proceeds from the Sale and any Remaining Assets will be transferred to the Liquidating Trust for distribution to holders of Allowed Claims in accordance with this Plan and the Liquidating Trust Agreement. A hearing on the confirmation of the Plan is scheduled for May 10, 2022, AT 10:00 A.M. (ET). Counsel to the Debtors: Michael P. Pompeo, Esq. Marita S. Erbeck, Esq. FAEGRE DRINKER BIDDLE & REATH LLP A Delaware Limited Liability Partnership 600 Campus Drive Florham Park, New Jersey 07932-1047 Tel: (973) 549-7000 Fax: (973) 360-9831 A copy of the Disclosure Statement dated March 25, 2022, is available at https://bit.ly/3wGPXqr from PacerMonitor.com. About TenFour TenFour -- http://www.tenfour.com/-- provides turnkey, subscription-based networking, communications, and security as a service for numerous industries from retail to restaurants and more. Recognized as a "Partner of the Year" by Cisco and AT&T, TenFour is trusted by many leading technology companies for its more than 20 years of experience deploying and managing network and communications hardware, software, and services. The company's 24x7x365, U.S.-based Network Operations Center and distributed team of IT professionals work together to monitor and support thousands of customer locations across the US and around the world. Alliant Technologies, L.L.C., d/b/a TenFour, filed a Chapter 11 petition (Bankr. D.N.J. Case No. 21-bk-19748) on Dec. 21, 2021. The Debtor estimated $10 million to $50 million in assets and liabilities as of the filing. ALPHA METALLURGICAL: S&P Alters Outlook to Pos., Affirms 'B-' ICR ----------------------------------------------------------------- S&P Global Ratings affirmed its 'B-' issuer credit rating on U.S.-based metallurgical (met) coal producer Alpha Metallurgical Resources Inc. and revised its outlook to positive from stable. At the same time, S&P raised the rating on the company's senior secured debt to 'B' from 'B-' with a recovery rating of '2' (70%-90%; rounded estimate: 85%), reflecting the debt repayment. The positive outlook reflects the potential for a higher rating over the next 12 months if Alpha Met sustains its operating performance and conservative financial policies, which are rooted in aggressive debt reduction and internal growth initiatives. Favorable market conditions will continue to drive record profits and windfall cash flows for Alpha Met. S&P said, "We expect Alpha Met will generate EBITDA of $1 billion-$1.5 billion in 2022, at least twice the $525 million generated in 2021. This expected improvement is due to higher price realizations on met coal sales. The price of met coal remains elevated, above $400 per metric ton in 2022, 186% higher than the historical average of about $140, due to robust demand for steel and supply tightness. We expect Alpha Met to sell about 14.5 million short tons of met coal in 2022, of which 60%-70% will be subject to international spot market prices. The company exports about three-fourths of its total output. The large volume of uncommitted and unpriced volumes also exposes the company to significant commodity price volatility should the market turn. We expect increased cash costs due to higher royalty payments, which are linked to market prices and general inflationary pressures on other input costs. We expect high EBITDA to cascade into free operating cash flow (FOCF) of about $800 million-$1.1 billion, which is more than sufficient to support its announced capital allocation plans for 2022." They include share repurchases of $150 million and the repayment of the remaining $300 million outstanding under its term loan due in 2024. Continuation of the Alpha Met's conservative financial policy and capital allocation are key in sustaining credit metrics. Alpha Met ended 2021 with adjusted leverage of 1.8x. S&P said, "We expect this to improve to below 1.5x in 2022 and 2023 despite our assumptions of steep moderation in prices in 2023. This compares favorably to our prior expectation of greater than 8x debt to EBITDA in 2021 and 2.3x in 2022. In the second half of 2021, Alpha Met paid an aggregate of $101.1 million in voluntary principal payments on the term loan. In the first two months of 2022, Alpha has remained committed to its agenda by committing another $150 million in voluntary principal payments to pay off funded debt, bringing the outstanding term loan to $300 million. The company has indicated its intention to pay off the term loan in 2022 should favorable market conditions persist. Furthermore, Alpha Met continues to invest in mine development projects and upgrades to its preparation plants to enhance asset quality. Some mine development projects include adding a fourth section to Lynn Branch, which we expect will add incremental volumes of 400,000 short tons of annually. We also expect upgrades to the preparation plants to improve coal recovery by 160,000 short tons annually. These projects, coupled with continued debt payments, will continue to strengthen Alpha's operating capacity and balance sheet." The positive outlook reflects the potential of an upgrade within the next 12 months if Alpha Met sustains its credit metrics such that FOCF remains positive and adjusted leverage remains below 3x. S&P could upgrade Alpha Met over the next 12 months if the company follows through on its announced capital allocation plans, including debt repayment, and generates cash flow sufficient to fund its operations, capital expenditure, and other nondebt obligations. Such scenarios would be consistent with: -- Adjusted leverage (including reclamation and other long-term obligations) below 3x on a sustained basis; and -- Positive FOCF. S&P could revise the outlook to stable over the next 12 months if Alpha's operating performance weakens due to a significant deterioration in market conditions or operational disruptions at its mines. Such scenarios would be consistent with: -- Negative operating cash flow; and -- Adjusted leverage trending toward 5x. ESG credit indicators: E-4, S-3, G-2 S&P said, "Environmental factors are a negative consideration in our credit rating analysis of Alpha Met. It is on track to transition its business to pure-play met coal production through divestment of its thermal coal assets. As of fiscal year-end 2021, met coal volumes accounted for 90% of total shipments with non-met byproducts accounting for the remaining 10%. We therefore assess the environmental risk as slightly lower than that for pure-play thermal coal producers. However, Alpha's met coal operations have exposure to blast furnace steelmaking (which uses met coal as an input) and continue to be displaced by less polluting electric arc furnace steelmaking. Alpha could face limited access to capital markets because major financial and investment companies have decreased or committed to divest their coal investments. Social factors are a moderately negative consideration, since the company must comply with stringent environmental and safety regulations and is obligated to satisfy reclamation and other long-term obligations related to its coal mining operations." ARCHDIOCESE OF SANTA FE: Case in Progress, No Abuse Settlement Yet ------------------------------------------------------------------ Rick Ruggles of Santa Fe New Mexican reports that the attorneys involved in the Archdiocese of Santa Fe's bankruptcy case say there was progress this week toward a settlement payout for hundreds of people claiming sexual abuse by Catholic clergy in Northern New Mexico parishes, but a deal has not yet been reached. "My understanding is that they made significant progress yesterday," said Albuquerque attorney Levi Monagle, who represents about 140 accusers in the Chapter 11 bankruptcy. But, he added, a mediation session held Monday and Tuesday did not lead to a resolution. Monagle did not participate the session, he said, but his partner, Brad Hall, attended. The archdiocese filed for bankruptcy in December 2018, and the case has slogged on since then. Monagle has said more than 400 accusers are involved in the case, in which they, the archdiocese and insurance companies are attempting to agree on an amount of settlement money. It remains unclear how many millions of dollars are being discussed in the negotiations. Bankruptcy court records show the archdiocese already has spent $5.7 million on professional fees in the case, including payments for lawyers and financial advisers, and the amount will rise if the proceedings continue to drag on. The settlement effort has moved on to its third mediator, Paul Van Osselaer of Austin, Texas. He didn't respond to a message Wednesday seeking comment on the process. Aaron Boland, of Santa Fe, who represents one claimant, was cautiously optimistic about the negotiation process. "I'm delighted that progress was made," he wrote in an email, "but I remain skeptical until I see a number that the hundreds of survivors can get behind." The Archdiocese of Santa Fe has been in conflict with four insurance firms over how much the companies will contribute to the settlement. Their participation in any agreement amount would be vital. The archdiocese also has sought contributions, has sold some valuable properties and has auctioned off hundreds of small, vacant parcels to prepare for the payout. The sales have brought in more than $10 million. The Catholic institution owns scores of other sites it has transferred to parishes, and some plaintiffs contend the move was made to shield the properties from the bankruptcy case. U.S. Bankruptcy Judge David Thuma has said those properties could be worth more than $150 million. Thuma held a status conference on the bankruptcy case last week, when attorneys said the mediation session would be important in the effort to resolve it. Some expressed hope a breakthrough and resolution could be reached this week. Thuma scheduled another status conference for April 29. 2022. More than 30 U.S. dioceses and other Catholic organizations have filed for bankruptcy in the widespread and decades-old clergy sex abuse scandal. The diocese in Gallup settled for a little more than $20 million for about 55 accusers. But other dioceses with far more accusers have settled for hundreds of millions of dollars. New Mexico arguably faced a larger Catholic abuse problem than other states because for years priests across the nation who were accused of sexually abusing children were sent to a retreat center in Jemez Springs run by the Servants of the Paraclete. After completing their treatment programs, many of those priests were placed in New Mexico parishes, where, accusers say, their abuse of children continued. About the Archdiocese of Santa Fe The Roman Catholic Church of the Archdiocese of Santa Fe -- https://www.archdiosf.org/ -- is an ecclesiastical territory or diocese of the southwestern region of the United States in the state of New Mexico. At present, the Archdiocese of Santa Fe covers an area of 61,142 square miles. There are 93 parish seats and 226 active missions throughout this area. The Archdiocese of Santa Fe sought Chapter 11 protection (Bankr. D.N.M. Case No. 18-13027) on Dec. 3, 2018, to deal with child abuse claims. It reported total assets of $49,184,579 and total liabilities of $3,700,000 as of the bankruptcy filing. Judge David T. Thuma oversees the case. The archdiocese tapped Elsaesser Anderson, Chtd. and Walker & Associates, P.C., as bankruptcy counsel, Stelzner, Winter, Warburton, Flores, Sanchez & Dawes, P.A as special counsel, and REDW LLC as accountant. BCT DEALS: Court Confirms Subchapter V Plan ------------------------------------------- On October 22, 2021, BCT Deals, Inc., filed a voluntary Chapter 11 petition and elected treatment under Subchapter V of Chapter 11. On October 26, 2021, the United States Trustee appointed M. Douglas Flahaut to serve as the Subchapter V Trustee. The Debtor sells Halloween costumes and toys, primarily online through channels such as Amazon Marketplace. Michael J. Ward, who founded the Debtor in January 2013, owns 100% of the Debtor's equity. The Debtor sought bankruptcy protection as the result of litigation commenced by trade creditors. Specifically, prior to the Petition Date, FC Marketplace, LLC, and Penske Truck Leasing Co., LP filed or were in the process of filing applications to attach the Debtor's assets. The Plan provides for the Debtor to pay FC Marketplace $8,000 per month for 18 months. FC Marketplace voted in favor of the Plan. Penske was not entitled to vote on the Plan because its claim is unimpaired. Under the Plan, unsecured creditors will be paid $3,948.06 per month for 60 months, an amount that equals 12% of their claims. Unsecured creditors holding 83.33% of claims in number and 89.14% of claims in amount voted to accept the Plan. Judge Ernest M. Robles of the United States Bankruptcy Court for the Central District of California, Los Angeles Division, finds that the Plan satisfies all applicable provisions of Section 1129. Therefore, the Court will confirm the Plan. Judge Robles confirms the Plan. A Post-Confirmation Status Conference shall take place on July 12, 2022 at 10:00 a.m. A Post-Confirmation Status Report shall be filed by no later than fourteen days prior to the hearing. A full-text copy of Judge Robles' March 22, 2022 Memorandum of Decision is available at https://tinyurl.com/2p8e3y6n from Leagle.com. About BCT Deals Inc. BCT Deals, Inc. is a Compton, Calif.-based company that conducts business under the name Best Costumes & Toy Deals. BCT Deals filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Calif. Case No. 21-18156) on Oct. 12, 2021, listing as much as $10 million in both assets and liabilities. Michael J. Ward, president of BCT Deals, signed the petition. Judge Ernest M. Robles oversees the case. Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger represents the Debtor as legal counsel. BLT RESTAURANT: Gets OK to Hire Ciardi Ciardi as Legal Counsel -------------------------------------------------------------- BLT Restaurant Group received approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Ciardi Ciardi & Astin to serve as legal counsel in its Chapter 11 case. The hourly rates charged by the firm's attorneys and paralegals are as follows: Albert A. Ciardi, III $575 Jennifer C. McEntee $425 Paralegal $120 Ciardi Ciardi will also seek reimbursement for out-of-pocket expenses incurred. Albert Ciardi, III, Esq., a partner at Ciardi Ciardi & Astin, 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. Ciardi Ciardi can be reached at: Albert A. Ciardi, III, Esq. Ciardi Ciardi & Astin 2005 Market Street, Suite 3500 Philadelphia, PA 19103 Tel: (215) 557-3550 Email: aciardi@ciardilaw.com jcranston@ciardilaw.com About BLT Restaurant Group BLT Restaurant Group, LLC owns and manages the restaurants BLT Steak LLC, BLT Steak Waikiki, LLC, BLT Prime Lexington, LLC, and BLT Steak DC, LLC. BLT is a limited liability company organized under the laws of New York. At present, it has two members, JL Holdings 2002, LLC and Juno Investments, LLC. BLT sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-10335) on March 18, 2022. In the petition signed by CEO James Haber, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Lisa G. Beckerman oversees the case. Jennifer C. McEntee, Esq., at Ciardi Ciardi and Astin is the Debtor's legal counsel. BOULDER BOTANICALS: Taps Carin Sorvik of Newpoint Advisors as CRO ----------------------------------------------------------------- Boulder Botanicals & Biosciences Laboratories, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Colorado to hire Newpoint Advisors Corporation and the firm's senior director, Carin Sorvik, as chief restructuring officer. The Debtor requires a restructuring advisor to: a. comply with the requirements of a Chapter 11 bankruptcy, including without limitation, the preparation of cash collateral budgets and monthly operating reports; b. review and assess the Debtor's assets and other financial information; c. identify cost reduction and operations improvement opportunities for the Debtor, if any, and report any such improvement opportunities to the management; d. participate, if necessary, in the Debtor's communications and negotiations with its creditors and other parties, including potential purchasers; and e. participate in the sale process and seek the bankruptcy court's approval of any sale of substantially all of the Debtor's assets. The hourly rates charged by the firm are as follows: Carin Sorvik, CPA, CIRA $275 Other Newpoint Professionals $125 - 275 The retainer fee is $10,000. In court filings, Ms. Sorvik disclosed that she is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Carin Sorvik, CPA, CIRA Newpoint Advisors Corporation 1320 Tower Rd. Schaumburg, IL 60173 Phone: 800-306-1250 Fax: (702) 543-3881 About Boulder Botanical Boulder Botanical & Bioscience Laboratories, Inc. operates a hemp CBD product manufacturing facility. It is based in Golden, Colo. Boulder Botanical filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No. 21-15340) on Oct. 21, 2021, listing up to $500,000 in assets and up to $10 million in liabilities. John Smiley serves as Subchapter V trustee. Judge Elizabeth E. Brown oversees the case. Thomas G. Zeichman, Esq., at Beighley, Myrick, Udell + Lynne, P.A. and Newpoint Advisors Corporation serve as the Debtor's legal counsel and restructuring advisor, respectively. Carin Sorvik, a senior director at Newpoint, is the Debtor's chief restructuring officer. BOY SCOUTS: Erie County Jury Awards Child Sex Abuse Victim $25 Mil. ------------------------------------------------------------------- Jay Tokasz of The Buffalo News reports an Erie County jury has awarded $25 million to a 62-year-old retiree who was sexually abused as a boy by his Boy Scout leader, in what may be the first jury verdict in the state for a Child Victims Act lawsuit. The jury of three men and three women decided Wednesday, March 30, 2022, that Robert L. Eberhardt, a twice-convicted former Scout leader who lives in Arcade, Wyoming County, should pay $15 million for pain and suffering to the plaintiff and $10 million in punitive damages. Eberhardt, 80, did not appear in court to defend himself. He was found liable for the abuse in 2021 in a default judgment by State Supreme Court Justice Mark Grisanti, who presided at the jury trial for damages. The plaintiff, an Erie County husband and father of three identified in court papers and in the courtroom as LG 40 Doe, wiped tears from his eyes and shifted uncomfortably in his seat while recounting details of the abuse that began when he was a 10-year-old Scout in a Cheektowaga troop where Eberhardt was the Scout leader. "My whole life I was afraid I was going to turn into him," LG 40 testified. He described how Eberhardt forged a close friendship with him and acted like a father figure to groom him for sexual contact, which progressed over a period of three years from fondling to oral sex and sodomy. Eberhardt also photographed the plaintiff and other children performing sex acts on each other, he said in his testimony. "I probably won't get a penny out of this but putting a dollar amount on it makes people know how horrendous it was," the plaintiff told The News following the verdict. The plaintiff’s attorney, Amy Keller, had asked the jury to consider a $15 million award, with $10 million for pain and suffering and $5 million in punitive damages. The jury deliberated for less than 40 minutes before delivering its unanimous decision. Grisanti said the lawsuit was likely the first Child Victims Act case in the state to be decided by a jury. Lucian Chalfen, director of public information for the state's Unified Court System, said he was not aware of any other cases that had gone to a jury trial. The Child Victims Act opened a two-year window that lifted the statute of limitations on child sex abuse cases and allowed victims from decades ago to have their day in court. The window ran from Aug. 14, 2019 to Aug. 14, 2021, prompting more than 11,000 lawsuits across the state, many of them involving Catholic priests and Boy Scout leaders. Support Local Journalism LG 40 Doe sued the Boy Scouts of America in 2020, and the case was put on hold in state court when the Boy Scouts filed for Chapter 11 bankruptcy. He separately sued Eberhardt, who is accused in 14 Child Victims Act cases, more than any other Scout leader in Western New York. Eberhardt spent 60 days in jail in 1996 on a conviction of endangering the welfare of a child stemming from a case of alleged child sex abuse. "He took advantage of a happy kid who was very good in school and almost damn near ruined me," the plaintiff said in an interview. He said he felt sorry for Eberhardt and didn't hate him. But he also said it was time for the abuser to assume the burden of responsibility for the abuse, instead of the child he abused. The jury trial was a way for that to happen, the plaintiff said. "If I could get him thrown in jail, I would, but I can't," he said. "The money should teach that man a lesson, whatever's left of him. He’s an old decrepit man." The plaintiff on several occasions during his testimony crossed his arms and pleaded with Keller about whether he had to delve further into the abuse. He said he hadn't even told his wife and kids about what happened to him and was fearful about anyone knowing. "How far do I got to go here?" he asked at one point. "I have not talked about some of this stuff in 50 years, so be patient with me, jury." He said he was reluctant to discuss any of it because he was ashamed and spent most of his life feeling responsible for what happened. He said his parents discovered what had been going on with Eberhardt when the police showed up at their home in 1973. Eberhardt was convicted then of sexual abuse and received probation. The abuse shattered his relationship with his parents and led him to start drinking alcohol at age 13, he testified. Ellen Silver, a licensed clinical social worker, testified that she diagnosed LG 40 with post-traumatic stress disorder, brought on by the childhood sex abuse. It is a condition he will have the rest of his life, she said. State Supreme Court Judge Daniel J. Furlong ordered Eberhardt in December to pay $134,132 in a Child Victims Act case brought by another plaintiff LG 82 Doe that ended with a default judgment when Eberhardt didn't respond. Keller said she wasn't aware of any other Child Victims Act verdicts prior to the one delivered Wednesday. She characterized the jury award as "reasonable" and said she hoped the lawsuit and trial was therapeutic for her client. "I won't say that my client's happy because if given the choice, he would have chosen not to be abused by Eberhardt," she said. "But it certainly gives him a voice and it gives him solace in knowing that they believed him." 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. BOY SCOUTS: Extends Deer Lake Property Bids Deadline to Raise Funds ------------------------------------------------------------------- Alex Putterman of Hartford Courant reports that the Boy Scouts of America has extended the deadline in considering bids for Deer Lake property, giving conservationists more time to raise funds. In a win for conservationists, the Connecticut Yankee Council of the Boy Scouts of America has agreed to extend its deadline for considering offers for the Deer Lake property in Killingworth, Attorney General William Tong announced Wednesday, March 30, 2022. Previously, the council had said it would sell the property to developers if it didn't receive a better offer by March 31, 2022. In a statement, Tong thanked the council for extending the deadline, allowing more time for conservationists to raise funds for a competing offer. "I have heard from a number of community leaders and preservationists who have a strong interest in the future of Deer Lake," Tong said. "I hope that this extended time will allow all sides to work together on a positive resolution." The Connecticut Yankee Council announced in February 2022 that it would sell Deer Lake, a 253-acre parcel used for camping, hiking and more, enraging locals who don't want to see the property developed. The Trust for Public Land, which seeks to conserve Deer Lake, says it offered the council $2.4 million for the property, its assessed value, but was outbid by a developer offering $4.6 million. Locals in Killingworth have scrambled to raise money to close the gap between the two offers, and Wednesday's deadline extension suggests their efforts have caught the Connecticut Yankee Council's attention. David Anderson, land campaigns manager for Save the Sound, a Connecticut-based environmental group, said Wednesday he remains hopeful that the council will sell Deer Lake to conservationists. "There have been some positive developments in that direction," Anderson said. "There is a real passionate level of support for preservation." Mark Kraus, Scout executive of the Connecticut Yankee Council, said Wednesday, March 30, 2022, morning that the sale to developers was still in place. Kraus did not respond for a request for comment after Tong’s announcement Wednesday afternoon. In a statement in February 2022, the Connecticut Yankee Council said selling Deer Lake was necessary amid a decline in Boy Scout membership. The Boy Scouts of America declared bankruptcy in 2020, in part due to a wave of lawsuits from men who say they were sexually abused as members of the group. 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. BOY SCOUTS: Witness Doubts Significant Portion of Abuse Claims -------------------------------------------------------------- The Wall Street Journal reports that a witness for the official survivors committee of the bankrupt Boy Scouts of America said that he believed a "significant portion" of the more than 82,200 sexual abuse claims filed "are probably not real." Jon Conte, a professor emeritus at the University of Washington who has studied mental health issues related to child sexual abuse, made the remark in a video deposition aired late Monday in the U.S. Bankruptcy Court in Wilmington, Del. 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. BRIAN MATTHEW HOBBS: Proposes Private Sale of Stillwater Homestead ------------------------------------------------------------------ Brian Matthew Hobbs asks the U.S. Bankruptcy Court for the Western District of Oklahoma to authorize the private sale of his homestead located at 6 Champions Place, in Stillwater, Oklahoma 74074, free and clear of all liens, claims and encumbrances. The homestead is more particularly described as: Lot Twelve (12) Karsten Creek Estates Lots, a part of the West Half (W/2) of Section Twenty-Two (22), Township Nineteen (19) North, Range One (1), East of the Indian Meridian, Payne County, Oklahoma. A hearing on the Motion is set for April 20, 2022, at 10:00 a.m. Objections, if any, must be file 21 days regardless of the manner of service. On March 16, 2022, the Debtor filed the Motion For Authority To Sell Property Of The Estate Free And Clear Of All Liens, Claims And Encumbrances With Brief In Support, Notice Of Opportunity For Hearing And Notice Of Hearing ("First Motion To Sell"). On March 16, 2022, the Debtor filed the Corrected Motion For Authority To Sell Property Of The Estate Free And Clear Of All Liens, Claims And Encumbrances With Brief In Support, Notice Of Opportunity For Hearing And Notice Of Hearing ("Corrected Motion to Sell"). The Debtor files the Second Corrected Motion For Authority To Sell Property Of The Estate Free And Clear Of All Liens, Claims And Encumbrances With Brief In Support, Notice Of Opportunity For Hearing And Notice Of Hearing to correct the amount of OSU Foundation Real Estate, LLC's debt. In the First Motion To Sell and Corrected Motion to Sell at paragraph 5 Debtor lists the OSU Foundation Real Estate, LLC's debt at $1,333,524.42. The correct amount of OSU Foundation Real Estate, LLC’s debt is $1,133,524.42 (a difference of $200,000 less). The Debtor prays for an order allowing him to sell his homestead for the best possible price and for such other relief as the Court deems equitable. Brian Matthew Hobbs sought Chapter 11 protection (Bankr. W.D. Okla. Case No. 22-10330) on Feb. 28, 2022. The Debtor tapped Amanda Blackwood, Esq., as counsel. BRODIE HOLDINGS: Trustee Taps Gunster Yoakley as Litigation Counsel ------------------------------------------------------------------- Zvi Guttman, the trustee appointed in the Chapter 11 case of Brodie Holdings, LLC and its affiliates, seeks approval from the U.S. Bankruptcy Court for the District of Maryland to employ Gunster Yoakley & Stewart, PA as special probate and probate litigation counsel. The firm will represent the trustee in a probate litigation styled In re: Estate of Beatrice Brodie, Case No. 2020-001990-CP-02, that is pending in the Circuit Court of the Eleventh Judicial Circuit for Miami-Dade County, Florida Probate Division, and other adversary or ancillary proceedings. The hourly rates of the firm's counsel and staff are as follows: Aron U. Raskas $750 Thomas Karr $750 Other Partners $700 Associates $300 - $500 Paralegals $340 In addition, the firm will seek reimbursement for expenses incurred. As disclosed in court filings, Gunster Yoakley & Stewart is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Aron U. Raskas, Esq. Gunster Yoakley & Stewart, PA Brickell World Plaza 600 Brickell Ave., Suite 3500 Miami, FL 33131 Telephone: (800) 615-1980 Facsimile: (305) 376-6010 Email: araskas@gunster.com About Brodie Holdings Chestertown, Md.-based Brodie Holdings, LLC filed a petition for Chapter 11 protection (Bankr. D. Md. Case No. 21-16309) on Oct. 5, 2021, listing as much as $10 million in both assets and liabilities. Harry Kaiser, managing member, signed the petition. Judge Thomas J. Catliota oversees the case. The Debtor tapped Tate M. Russack, Esq., at RLC, PA Lawyers & Consultants as legal counsel and Larry Strauss, Esq., CPA and Associates, Inc. as accountant. On Feb. 22, 2022, the court approved the appointment of Zvi Guttman as Chapter 11 trustee. The trustee tapped Shapiro Sher Guinot & Sandler as bankruptcy counsel; Gunster Yoakley & Stewart, PA as litigation counsel; and A & G Realty Partners, LLC as real estate advisor. BUYK CORP: Gets Approval to Hire BestBuyAuctioneers.com ------------------------------------------------------- Buyk Corp. received approval from the U.S. Bankruptcy Court for the Southern District of New York to hire BestBuyAuctioneers.com to assist in the sale of its assets, including furniture, equipment and inventory. The firm will receive fees equal to 15 percent of the gross sale price of the assets. As disclosed in court filings, BestBuyAuctioneers.com is disinterested within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joseph Benigno BestBuyAuctioneers.com 11 Russell Avenue South River, NJ 08882 Phone: 877-500-1414 About Buyk Corp. Buyk Corp. is a retail grocery delivery service that was launched in September 2021. It operated a network of 39 stores in New York and Chicago. Buyk filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 22-10328) on March 17, 2022, listing as much as $10 million in both assets and liabilities. James Walker, chief executive officer, signed the petition. Judge Michael E. Wiles oversees the case. Mark S. Lichtenstein, Esq., at Akerman, LLP and Dmitriy Goykhman, CPA PC serve as the Debtor's legal counsel and accountant, respectively. BUYK CORP: Seeks Approval to Hire Dmitriy Goykhman as Accountant ---------------------------------------------------------------- Buyk Corp. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Dmitriy Goykhman, CPA PC as its accountant. Dmitriy's services include tax preparation for tax year 2021 and general accounting services. The firm will receive a fixed fee of $10,000 for its services. Dmitry Goykhman, managing partner at Dmitriy, disclosed in a court filing that the firm neither holds nor represents any interest adverse to the Debtor and its estate. The firm can be reached through: Dmitry Goykhman, CPA Dmitriy Goykhman, CPA PC 221 West 37th Street, 6th Floor New York, NY 10018 Phone: 212-913-0680 Fax: 212-981-9608 Email: Info@dgatax.com About Buyk Corp. Buyk Corp. is a retail grocery delivery service that was launched in September 2021. It operated a network of 39 stores in New York and Chicago. Buyk filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 22-10328) on March 17, 2022, listing as much as $10 million in both assets and liabilities. James Walker, chief executive officer, signed the petition. Judge Michael E. Wiles oversees the case. Mark S. Lichtenstein, Esq., at Akerman, LLP and Dmitriy Goykhman, CPA PC serve as the Debtor's legal counsel and accountant, respectively. C-CORE-IN LLC: Taps Re/Max DFW Associates as Real Estate Broker --------------------------------------------------------------- C-Core-In, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Re/Max DFW Associates to assist in the sale of its real property located at 3918 S. Peachtree Road, Balch Springs, Texas. The broker will receive a commission of 4 percent of the property's gross sales price payable upon the closing of the sale. Mark Wolfe, a broker at Re/Max DFW Associates, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Mark Wolfe Re/Max DFW Associates 6959 Lebanon Road, Suite 201 Frisco, TX 75034 Telephone: (972) 208-9200 Email: markw@rmdfw.com About C-Core-In C-Core-In, LLC, a company in Balch Springs, Texas, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 22-30003) on Jan. 3, 2022, disclosing $1,332,000 in assets and $2,571,789 in liabilities. Joaquin Sole, member, signed the petition. Judge Harlin Dewayne Hale oversees the case. Eric A. Liepins, Esq., serves as the Debtor's legal counsel. CHURCHILL DOWNS: S&P Affirms 'BB' ICR, Outlook Negative ------------------------------------------------------- S&P Global Ratings affirmed all ratings on Churchill Downs Inc., including its 'BB' issuer credit rating, and removed them from CreditWatch negative, where we placed them on Feb. 23, 2022. S&P said, "We are assigning our 'B+' issue-level rating and '6' recovery rating to the company's proposed senior unsecured notes. Churchill Downs plans on raising new secured and unsecured debt to finance a portion of the purchase price for P2E. "The negative outlook reflects our forecast for elevated leverage in 2022 because of the acquisition of P2E and higher project capital spending, although we expect leverage will improve to around 4x next year. The company has little cushion to absorb operating weakness relative to our forecast. "We expect Churchill Downs' leverage to improve to around 4x by the end of 2023 following a spike to the mid-4x area this year because of the leveraging effect of the P2E acquisition. Churchill Downs is acquiring all of P2E's assets in Virginia and New York and the operations of its Sioux City casino property for total consideration of $2.485 billion. It estimates this is a purchase price multiple of less than 9.0x adjusted EBITDA, including the incremental value from the recent opening and expansion of certain Virginia facilities and the incremental value that Churchill Downs expects to realize from the acquisition of the development rights related to historical horse racing in Virginia. The combination of the purchase price multiple and the lease the company expects to incur for the Hard Rock Sioux City real estate will result in our measure of leverage, which includes the future operating lease obligation as debt, increasing to the mid-4x after the acquisition closes, which we preliminarily expect around September 2022. The transaction is contingent on Churchill Downs securing financing and obtaining regulatory approvals from the Virginia Racing Commission, the New York State Gaming Commission, and the Iowa Racing and Gaming Commission. "Churchill Downs disclosed that it projects its consolidated pro forma bank covenant leverage will be less than 4.2x upon completion of the acquisition. In our view, the company's pro forma leverage heavily depends on its ability to sustain recent strong operating trends in gaming throughout 2022, the recovery of its Kentucky Derby week to pre-pandemic levels, incremental cash flow from capital investments, continued good ramp up at P2E's gaming facilities, and planned capital spending in 2022 and 2023. Our measure of leverage differs from the company's bank calculation as we include the estimated lease obligation in debt and do not make a pro forma adjustment for a full year of cash flow from investments in the portfolio that will be realized throughout 2023. "Nevertheless, we expect double-digit EBITDA growth in 2022 from the recovery of The Kentucky Derby, continued ramp up in EBITDA at its Kentucky historical racing machine (HRM) facilities, lower drag on EBITDA from the company's exit from its online sports and casino business to high-single digits in 2022 and zero in 2023 from $40 million in 2021, and higher distributions from its joint venture casino investments (particularly Rivers Des Plaines which will benefit from the opening of additional gaming positions this year). The company's gaming properties experienced good revenue and EBITDA recovery in 2021, but we believe potentially negative impacts of inflation, including higher gas prices, on consumers discretionary spending could pressure those metrics. Further, we believe many of the factors that drove strong revenue growth in 2021, including a lack of leisure and travel alternatives, high savings, and government stimulus funds, will not be a benefit in 2022. Inflationary pressure on wages could also offset some of the benefits from cost cuts made over the past several quarters, translating into modest EBITDA margin deterioration in 2022. Nevertheless, Churchill Downs' gaming portfolio relies more on slots and has fewer amenities, which will continue to support high flow through of revenue to EBITDA. In addition, the company generates about half of its regional gaming revenue from properties in gaming markets that were subject to greater pandemic-related restrictions throughout 2021 and may benefit from pent-up demand this year. "Churchill Downs' acquisition of P2E will enhance the company's geographic diversity and scale. The transaction will significantly expand Churchill Downs' geographic footprint, adding three new states (Virginia, New York, and Iowa) to its portfolio. The acquisition will also position Churchill Downs to expand its historical racing footprint outside of Kentucky through the addition of 2,700 HRMs in Virginia to its portfolio and the possibility to increase that footprint to 5,000 machines. P2E's current portfolio in Virginia includes the Colonial Downs Racetrack in New Kent, Va. and six historical racing entertainment venues across the state, branded Rosie's Gaming Emporium. Current Rosie's locations include Collinsville, Dumfries, Hampton, New Kent, Richmond, and Vinton. P2E is also expanding its property in Dumfries, Va. to add an additional 1,650 HRMs to the facility. The property is located near the Virginia/Maryland border and closer to the heavily populated Washington, D.C. suburbs. The company also plans to open an additional location in Emporia, near the North Carolina border, in 2023. The acquisition of P2E also significantly increases Churchill Downs' scale, growing our estimated EBITDA by more than 40%. Churchill Downs does not assume it can achieve any material synergies aside from eliminating duplicative corporate overhead. However, we believe the company may be able to leverage the relationships it has with gaming equipment manufacturers who supply popular game content for its HRM facilities in Kentucky to continue to optimize the games available at P2E's properties. Furthermore, it is our understanding that P2E has been rolling out newer HRMs across its portfolio, and the newer machines should represent a more significant portion of P2E's portfolio by the end of this year, which should support improving revenue. HRM technology has improved over the past few years as larger gaming equipment manufacturers, including International Game Technology, Aristocrat, Light & Wonder (formerly Scientific Games Corp.), and Konami have begun offering more product and content in this space. New HRM machines can have well-recognized brands and game titles, relatively large jackpots, and game play is around the same speed as traditional class III machines. Churchill Downs' development spending will slow its deleveraging following the acquisition, but returns from these projects beginning in 2023 will support cash flow growth. Churchill Downs has a number of expansion and new development projects that it is pursuing across its portfolio over the next few years, including Derby City Gaming Downtown, Derby City Gaming's expansion and hotel, various projects at its Churchill Downs Racetrack, and Queen of Terre Haute casino. These projects, combined with potential development spending to expand P2E's footprint and portfolio in Virginia, will slow the company's ability to reduce leverage from the acquisition below 4x. However, S&P expects the company will use asset sale proceeds to finance a portion of this development spend. Furthermore, S&P believes these projects will generate good returns as they open over the next 12 to 18 months and support increasing EBITDA and cash flow that will allow the company to improve leverage closer to 4x in the second half of 2023. The long-term strength of Churchill Down's iconic Kentucky Derby event remains intact and should support good cash flow growth this year. The ongoing success of the Kentucky Derby is a key competitive advantage. Churchill Downs benefits from the uniqueness of the event, which typically draws strong and consistent attendance each year, allowing Churchill to command ticket price premiums. Furthermore, ticketing revenue is relatively predictable because the vast majority of revenue comes from reserved seats, about one-third of which are sold through noncancellable contracts like personal seat license or suite contracts, and the remainder are sold well in advance of the event. Additionally, the event's attendance and sizable television viewership drive long-term media rights contracts and contribute to greater revenue certainty for the company. Despite a long track record of continuously holding the Derby, the COVID-19 pandemic highlighted the risk of concentration in a single event which, while rare, can be significantly disruptive and lead to volatile cash flow. The company's acquisition of P2E and its expanding portfolio of properties continues to reduce its cash flow concentration in The Kentucky Derby week events. S&P said, "We expect Churchill Downs should experience good cash flow growth in 2022 from a normal 148th Kentucky Derby in early May without capacity constraints. This should support significant recovery in ticketing revenue (about 50% to 60% of the event's total revenue). Additionally, Churchill Downs' roughly 60,000 premium seats comprise the majority of this revenue stream. We believe investments Churchill Downs is making that will open in 2022 (Homestretch Club) and 2023 (Turn 1 Experience) will also support revenue growth this year and next year. This is because the Homestretch Club project will convert 5,200 bleacher seats into 3,250 premium reserved seats with all inclusive amenities. While this is a net reduction in seating, we believe pricing on the premium reserved seats will be more attractive. Because demand for the event's premium tickets typically exceeds supply, we do not expect the company to face difficulties selling these seats, or new capacity that will be added in 2023. The Turn 1 Experience project, which we expect to open for the 149th Kentucky Derby in May 2023, will add additional permanent seating including 5,100 covered stadium seats and 2,000 indoor seats and should further grow ticketing revenue. We also assume that wagering revenue at the 2022 event will return to more normal levels given an expectation that there will not be pandemic-related restrictions on the number of spectators. "The negative outlook reflects our forecast for elevated leverage in the mid-4x area at the end of 2022 because of the leveraging impacts of the P2E acquisition (which we assume closes in September) and increased project capex. Incorporating a full year of cash flow from P2E and expected returns from project capex spent in 2022 and 2023, we expect leverage will improve to around our 4x downgrade threshold next year. The company has little cushion to absorb operating weakness, additional capex, or shareholder returns relative to our forecast. "We could lower our ratings on Churchill Downs if we no longer believe its adjusted leverage will improve to around 4x in 2023. This could occur if operating performance at Churchill Downs or P2E modestly underperforms our forecast in 2022 or 2023, if the company incurs additional project capex in 2022 or 2023 beyond what we are forecasting, is more aggressive in returning capital to shareholders compared with our current forecast, or does not generate the returns we expect on projects opening this year and early next year. "An outlook revision to stable is unlikely over the next year given our expectation that leverage will not improve closer to our 4x downgrade threshold until the second half of 2023, or about a year after the expected close of the P2E acquisition. That said, we could revise the outlook to stable if the combined company outperforms our expectations in a manner that supports leverage improving to below our 4x downgrade threshold faster than we currently anticipate." ESG Credit Indicators: E2, S3, G2 CINCINNATI TERRACE: June 3 Virtual Auction of Cincinnati Hotel -------------------------------------------------------------- Judge Elizabeth S. Stong of the U.S. Bankruptcy Court for the Eastern District of New York authorized Cincinnati Terrace Associates, LLC's consensual bidding procedures in connection with the auction sale of its hotel property located at 15 West Sixth Street, in Cincinnati, Ohio. The sale is free and clear of all claims, liens, taxes and contracts, subject to the Lender TBG Funding LLC's credit bid rights as outlined in the Consensual Bidding Procedures and the Debtor's obligations under the Agreed Entry with the City of Cincinnati. If the Debtor receives one or more bids from Qualified Bidders that meet or exceed the Minimum Bid, then the Hotel Property will be sold at a virtual public auction on commencing on June 3, 2022 at 10:00 a.m. (ET), or such later date as the Consultation Parties, as defined in the Consensual Bidding Procedures, agree, in accordance with the Consensual Bidding Procedures. If the Debtor does not receive any bids equal to or in excess of the Minimum Bid on or before the Bid Deadline, then the Debtor will file a Notice of No Auction and Lender will be designated the Successful Bidder on account of a credit bid in an amount to be designated by Lender up to the amount of Lender's Prepetition Secured Claim. On the seventh day following the Debtor's filing of a Notice of No Auction, the Lender will file a Notice of Election Regarding Credit Bid with the Bankruptcy Court advising the Court of Lender’s election to (i) proceed to close on the sale of the Hotel Property on account of such credit bid at the Sale Hearing; (ii) seeking entry of an order automatically dismissing the Debtor's bankruptcy case, without further notice or hearing, subject to the following provision: For a period of 24 months following entry of this Order, the Debtor will be ineligible to be a debtor under Section 109 of the Bankruptcy Code. In the event that the Debtor files a case in any bankruptcy court, or has a case filed against it in any bankruptcy court, in contravention of the Filing Bar, the filing will not result in the imposition of a stay under Section 362(a) of the Bankruptcy Code. Upon the request of any party in interest, without notice or opportunity for a hearing, the Court will promptly enter an order confirming the absence of a stay should any case be filed in contravention of the Filing Bar. For the avoidance of all doubt, if the Lender selects to pursue dismissal of the Debtor's chapter 11 case, the Court may will enter an order dismissing the case with the aforementioned Filing Bar without notice or further opportunity for hearing. In the event the Debtor identifies a Successful Bidder at the Auction or through the Lender's designation of a right to close on a credit bid sale under its Notice of Election Regarding Credit Bid, then the Bankruptcy Court will hold a hearing on June 13, 2022 at 2:00 p.m. (ET), or such later date and time in its convenience and as the Consultation Parties agree, to approve the results of the Auction and enter an Order approving the sale of the Hotel Property to the Successful Bidder in accordance with the Consensual Bidding Procedures. The Sale Objection Deadline is June 6, 2022, at 4:00 p.m. (ET). About Cincinnati Terrace Associates Brooklyn, N.Y.-based Cincinnati Terrace Associates, LLC filed a petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 21-41548) on June 9, 2021, listing as much as $50 million in both assets and liabilities. David Goldwasser, manager and restructuring officer of FIA Capital Partners, signed the petition. Judge Elizabeth S. Stong oversees the case. Kevin J. Nash, Esq., at Goldberg Weprin Finkel Goldstein, LLP and David Goldwasser of FIA Capital Partners, LLC serve as the Debtor's legal counsel and chief restructuring officer, respectively. West Shell Commercial Inc., doing business as Colliers International/Greater Cincinnati, is the Debtor's property manager. CLUBCORP HOLDINGS: S&P Alters Outlook to Stable, Affirms CCC+ ICR ----------------------------------------------------------------- S&P Global Ratings revised its outlook on private club owner and operator ClubCorp Holdings Inc. to stable from negative because downside risk at the current rating is lower. S&P affirmed its 'CCC+' issuer credit rating because ClubCorp's very high leverage and weak expected cash flows suggest that its capital structure may be unsustainable over the long term. S&P said, "The stable outlook reflects continued anticipated improvement in revenue, EBITDA, and cash flow in 2022, although we expect ClubCorp's leverage will remain very high at about 10x through 2023 and could be sustained at this level if the company encounters an inadvertent operating misstep, unsupportive macroeconomic environment, or severe pullback in golf rounds played or F&B demand. "We revised our outlook to stable because ClubCorp's expected revenue, EBITDA, and cash flow improvement in 2022 and adequate liquidity reduce the likelihood of a downgrade. We expect that ClubCorp's total revenues could grow by around 10% in 2022 as the premiumization pricing strategy at its golf and country clubs, continued recovery in its city clubs, and a strong private event calendar supporting F&B revenue will more than offsets an expected moderation in demand for golf. We also expect a modest expansion in 2022 EBITDA margin from 2019 due to volume improvements and diminished transformation/investment spending. As a result, we expect that our measure of lease-adjusted gross leverage could improve to around 10x in 2022, compared with around 14x in 2021. Additionally, our current base case set of assumptions in 2022 incorporate good operating performance and lower capital expenditures compared to 2021, causing the company to use a modest amount of cash through 2023. "Despite EBITDA coverage of cash interest expense that is good for the current rating, we believe that high leverage and an ongoing cash burn could signal that ClubCorp's capital structure is unsustainable over the long term and could leave it susceptible to an inadvertent operating misstep, unsupportive macroeconomic environment, or severe pullback in golf rounds played or F&B demand. "We expect ClubCorp's liquidity to be adequate over the next 12 months. As of Dec. 31, 2021, ClubCorp had about $38 million in cash on hand and full access under the $142 million revolving credit facility expiring September 2023. ClubCorp used about $72 million in cash in 2021, excluding the impact of sale leaseback proceeds and voluntary revolver repayment. Under our base-case assumptions in 2022, we expect that improved operating cash flow and lower capex spending compared with 2022 could taper ClubCorp's burn to around $40 million." ClubCorp owns substantial real estate, which could provide flexibility. ClubCorp owns the real estate underlying 107 of its 161 golf and country clubs, which it reports to be valued at $1.7 billion. ClubCorp executed a sale leaseback transaction involving 20 clubs in July 2020 that raised approximately $190 million, and used the proceeds to fund capital expenditures and bolster liquidity. Ownership of many of its clubs, and the ability to monetize them, benefits ClubCorp's financial flexibility and could serve as an option to reduce its very high leverage or finance a funding gap. ClubCorp's membership model and recurring revenue partly mitigate financial risks. Over half of the company's revenue is derived from recurring membership dues paid by its approximately 159,000 members. The largest segment, golf and country clubs, saw memberships decrease by about 7% in 2020 and about half a percent in 2021, but dues increase by 14% during the same period as a result of the company's premiumization pricing strategy. City Club memberships declined by 24% in 2020 but have since stabilized and grew modestly in the final three quarters of 2021. S&P assumes member retention rates will be at historical levels through 2023. In 2021, ClubCorp's dues weighted attrition (The annualized monthly dues lost for resigned members [excluding managed clubs] divided by total annualized dues) was 15.1% in its golf and country club segment. ClubCorp reported dues weighted attrition of 16.6% in 2020 and 15.7% in 2019. In 2021, ClubCorp also reported membership count attrition of 23.3% and 16.2% in its City Club and Stadium Club segments, respectively. Golf is a mature industry, with meaningful barriers to entry. ClubCorp has a diverse network of owned and leased properties that would be difficult to replicate, creating meaningful barriers to entry in the markets in which it operates. S&P said, "This consideration is partly offset by the mature demand for golf, which we believe limits the potential for organic growth in the company's golf clubs. In addition, we also view ClubCorp's city clubs segment (16% of total club revenue in 2019, 9% in 2020, and 8% in 2022) as more vulnerable because of low barriers to entry, competing alternative venues, and intense price competition." ClubCorp's ownership by Apollo and the tendency of financial sponsors to use leverage capacity to fund acquisitions, investments, or cash distributions is a risk factor. This is partly offset by ClubCorp's ownership of the majority of its golf courses and its long-term leases, in contrast with competing operators in the golf industry that predominantly manage club operations and do not hold large ownership interests. Because ClubCorp owns its golf facilities, these hard assets contribute to financial flexibility because one facility could be sold without disruption of other golf operations. The stable outlook reflects continued anticipated improvement in revenue, EBITDA, and cash flow in 2022, although S&P expects ClubCorp's leverage will remain very high at about 10x through 2023 and could be sustained at this level if the company encounters an inadvertent operating misstep, unsupportive macroeconomic environment, or severe pullback in golf rounds played or F&B demand. S&P could lower the rating if it believed that ClubCorp would likely pursue bankruptcy, restructuring, or a distressed exchange over the following 12 months. S&P could raise the rating in a scenario in which ClubCorp exhibited strong member retention, reduced its leverage to more sustainable levels, generated and sustained positive cash flow, had adequate liquidity, and maintained EBITDA coverage of cash interest expense comfortably above 1.5x. ESG credit indicators: E-2, S-2, G-3 S&P said, "Governance factors are, on a net basis, a moderately negative consideration in our credit rating analysis of ClubCorp. Our assessment of the company's financial risk profile as highly leveraged reflects corporate decision-making that prioritizes the interests of controlling owners, in line with our view of most rated entities owned by private-equity sponsors. Our assessment also reflects generally finite holding periods and a focus on maximizing shareholder returns." ESG credit indicators: E-2, S-2, G-3 COEPTIS EQUITY: Trustee's $325K Cash Sale of Stockton Property OK'd ------------------------------------------------------------------- Judge Dennis Montali of the U.S. Bankruptcy Court for the Northern District of California authorized Gina Klump, Subchapter V trustee for Coeptis Equity Fund LLC, to sell the real property of the estate located at 3422 Anne Street, in Stockton, California, for $325,000, cash. A telephonic or video only hearing on the Motion was held March 18, 2022, at 10:30 a.m. The Notice of Motion to Sell is approved as proper and adequate under the circumstances. From the sale proceeds at the close of escrow, the Trustee is authorized to (i) pay all commissions, escrow fees, property taxes and any other related fees and costs associated with the sale and (ii) pay off the 1st Deed of Trust holder, CSMC 2020-BPLI Trust. The net remaining sale proceeds will be paid to Gina Klump, Subchapter V Trustee to be held pending further order of the Court. No automatic stay pursuant to Federal Rules of Bankruptcy Procedure 6004(h)or F.R.C.P. 62(a) applies with respect to the Order. About Coeptis Equity Coeptis Equity Fund, LLC filed a petition for Chapter 11 protection (Bankr. N.D. Calif. Case No. 21-30726) on Oct. 27, 2021, listing as much as $10 million in both assets and liabilities. Marc Voisenat, Esq., serves as the Debtor's bankruptcy attorney. Gina R. Klump is the Subchapter V trustee appointed in the Debtor's bankruptcy case. The case is assigned to Judge Dennis Montali. COLLECTIVE COWORKING: Hits Chapter 11 Bankruptcy Protection Filing ------------------------------------------------------------------ Isabella Farr of The Real Deal reports that co-working firm Collective Coworking Holdings Corp., doing business as CTRL Collective, has filed for bankruptcy after bringing its locations down to a standalone space in Pasadena. CTRL Collective, a co-working firm in Los Angeles, filed for Chapter 11 bankruptcy, declaring about $4.2 million in liabilities and $529,300 in current cash, according to filings with the U.S. Bankruptcy Court for the Central District of California. The company did not respond to a request for comment. The bankruptcy comes amid a roller-coaster period for the co-working industry. In 2020, JLL predicted in 2020 that one in five co-working locations in the U.S. would close, due to pandemic-related office closures and a propensity to avoid shared working environments. In November, WeWork posted a $802 million loss in its first earnings report as a public company, after a botched IPO in 2019. Still, as traditional office leasing has waned across the U.S., commercial real estate players are reimagining the co-working space and cashing in on flexible office spaces -- betting on private offices or suites that a firm can rent on a month-to-month basis rather than wholly shared areas. Maurice Marciano, one of the co-founders of contemporary fashion label Guess and brother of Paul Marciano, owns more than a 10 percent stake in CTRL Collective, according to bankruptcy court filings. Pacific Capital Management and CTRL Collective's former CEO, Robert Walston, also own a stake of at least 10 percent. Founded in 2015, CTRL Collective started with a 23,000-square-foot facility at 12575 Beatrice Street in Playa Vista, according to court and property records. Over time, the company grew to five locations — Playa Vista, Downtown Los Angeles, Huntington Beach, Pasadena and Denver, Colorado. But the firm never made a profit. In 2017, CTRL Collective reported a $8.7 million loss, according to tax returns filed with the court. The year after, the company’s loss ballooned to $16 million. The company reported a $9 million loss in 2019, the same year it planned to spend $850,000 on renovating its co-working space in downtown Denver. CTRL Collective reported a $7.1 million net loss at the end of 2020. By midway through 2021, the company was facing a lawsuit from NSB Associates, the owner of the property in Playa Vista, claiming CTRL Collective owed more than $650,000 in rent and had failed to pay for more than 12 months, court records show. The lawsuit is still pending. NSB, through an affiliated entity, is named as a creditor in CTRL Collective’s bankruptcy case, with a claim of $1.2 million. It’s not the only lease CTRL Collective is in a dispute over. Mass Equities, the owner of 3060 Brighton Boulevard in Denver, where the co-working firm leased space, says CTRL Collective owes $916,700 related to termination of the lease. CTRL Collective is disputing the claim, according to bankruptcy court filings. JLL, Jonathan Glaser of JMG Capital Management, CoStar, Savills and Mansueto Ventures — which owns media outlets Fast Company and Inc. — have all filed claims with the bankruptcy court. CTRL Collective has disputed a number of claims. The bankruptcy filing comes as CTRL Collective continues to burn through cash. From January to February, the company has reported about $390,000 in expenses and a net loss of $279,800. At its Pasadena office location, it collected $137,500 in membership income for the first two months of this year, plus around $24,400 in parking income and about $8,200 in other income from events, bookings and services. The company is still taking inquiries for its Pasadena location at 45 South Arroyo Parkway, a 23,000-square-foot building Not all co-working spaces are looking to shrink. Industrious, a firm that has pivoted to month-to-month and yearly contracts for private office space, is opening its ninth location in Los Angeles at a 28,000-square-foot facility in Hollywood this May 2022. About Collective Coworking Holdings Corp Collective Coworking Holdings Corp., doing business as CTRL Collective, is a co-working firm in Los Angeles, California. Founded in 2015, CTRL Collective is primarily engaged in renting and leasing office spaces. Collective Coworking Holdings sought Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 2-11664) on March 25, 2022. In the petition filed by Charles "Duke" Runnels, president, Collective Coworking Holdings listed estimated total assets as of Feb. 28, 2022 amounting to $44,330,088 and total liabilities as of Feb. 28, 2022 amounting to $51,559,213. The case is assigned to Deborah J. Saltzman. The Debtor's counsels are Matthew A. Lesnick, Esq. and Lauren N. Gans, Esq. of LESNICK, PRINCE & PAPPAS LLP. COLLECTIVE COWORKING: Seeks Cash Collateral Access -------------------------------------------------- Collective Coworking Holdings Corp., dba CTRL Collective, asks the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, for authority to use cash collateral on an interim basis pending a final hearing. The Debtor requires the use of cash collateral to pay any and all expenses in the ordinary course of its business and pay expenses owing to the Clerk of the Bankruptcy Court or other amounts approved by Court order. The Debtor does not have any secured creditors with perfected security interests in its Cash Collateral. However, (a) due to a split of legal authority regarding the treatment of unperfected creditors, and (b) due to some remnant UCC-1 financing statements that were filed but not terminated even though there is no outstanding debt, out of an abundance of caution, the Debtor believes that these entities should receive notice and an opportunity to assert an interest in Cash Collateral: a. Greenwich Blackhawk Partners, a P.C.; b. The Runnels Family Trust DTD 1-11-2000 c. Pacific Capital Management, LLC d. Bryan Ezralow 1994 Trust U/T/D 12-22-1994 e. ESME LLC f. Elevado Investment Company LLC g. Marc Ezralow 1997 Trust U/T/D 11-26-1997 h. The Freedman Family Trust U/T/D 05/25/1982 i. The Freedman 2006 Irrevocable Trust U/T/D 02/27/2006 j. The David Leff Family Trust U/T/D 02/03/1988 k. C and R Irrevocable Trust U/T/D 11/05/2007 l. Emerson Partners m. The Kingdom Trust Co., Cust. FBO J. Steven Emerson Traditional IRA #15010260 n. The Kingdom Trust Co., Cust. FBO J. Steven Emerson Roth IRA #15010261 o. T.R. Winston & Company LLC p. South Bay Financial Group III, LLC; and q. John and Nancy Glaser. The Debtor does not believe that a cash collateral budget is required or appropriate because there are no secured creditors with enforceable security interests in the cash collateral. Although no creditors have enforceable security interests in the cash collateral, out of an abundance of caution, the Debtor nonetheless requests that the Court grant replacement liens in post-petition collateral to the Interested Parties, but only to the same extent, applicability and validity as their equivalent prepetition liens (which the Debtor believes to be none). The Debtor contends that the Interested Parties will be adequately protected because (1) they do not have enforceable liens and, therefore, have no collateral to protect, and (2) the Debtor's use of cash collateral to operate the Debtor's business and conduct the business affairs of the chapter 11 estate will generate additional receivables and inventory, and maintain and preserve the value of the Interested Parties' interest in the collateral, if any. A copy of the motion is available at https://bit.ly/3tFEsOj from PacerMonitor.com. About Collective Coworking Holdings Corp. Collective Coworking Holdings Corp. provides co-working space to its members on flexible lease commitment basis at its location in Pasadena, California. While CTRL services clients from a variety of industries, the majority of its clientele is engaged in creative work, such as advertising and marketing agencies, technology and film companies, photographers, filmographers and website developers. Collective Coworking offers office work space, meeting space, conference rooms and hosting for small events, as well as special amenities, such as photo studios, mailboxes, and lockers, among other things. Collective Coworking sought protection under Chapter 11 of the U.S Bankruptcy Code (Bankr. C.D. Cal. Case No. 2:22-bk-11664-DS) on March 25, 2022. In the petition signed by Charles "Duke" Runnels, president, the Debtor disclosed up to $100,000 in assets and up to $10 million in liabilities. Matthew A. Lesnick, Esq., at Lesnick Prince & Pappas LLP is the Debtor's counsel. CONCRETE PAVERS: Timothy Buying 2 Int'l. Mixer Trucks for $560K --------------------------------------------------------------- Concrete Pavers, Inc., seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to sell the two 2019 International Mixer Trucks, bearing VIN 3HTDSTZT7KN149481 and VIN 3HTDSTZT1KN81863, free and clear of all liens, to Timothy Rose Contracting for $560,000. The Debtor owns the Trucks. The Trucks are subject to a perfected security interest in favor Fidelity Bank. Fidelity Bank filed Proof of Claim Number 7 in the total amount of $632,467.87, of which $604,530.54 is secured. The Debtor's currently proposed Plan provided that the Trucks would be financed over 60 months at a mid-book value of $514,800, with the remaining claim to be unsecured. Although the IRS has a tax lien on all of the Debtor’s movables, the trucks are over encumbered by Fidelity's secured interest. The Debtor has received an offer from the Buyer, of Vero Beach, Florida, to purchase both of the Trucks for $560,000. As Fidelity would rather be paid off on its secured debt now rather than paid through a five-year plan, Fidelity has agreed to take a reduced payoff of $507,084.30 in total satisfaction of its claim and the entire loan balance. After payment of the Fidelity claim, there would be excess funds available of $52,915.70. The IRS has a tax lien recorded against the Debtor for $155,263.98, recorded in Jefferson Parish for past due FICA taxes for the periods of 9/30/2016 and 12/31/16 and past due FUTA taxes for the periods of 12/31/16 and 12/31/17. Although the Debtor has a pending objection to IRS Proof of Claim No. 5, the Debtor does not dispute the assessment of the taxes that make-up the IRS tax lien of $155,263.98. As the IRS originally had no equity in the Trucks to secure its tax lien, the IRS has agreed to share the excess sale proceeds with the Debtor, such that the IRS will receive 75% of the net sale proceeds (approximately $39,686.78) with the remaining 25% of the net proceeds (approximately $13,228.93) to be remitted into the DIP bank account to cover administrative expenses, invest in working capital and other operating costs. The Debtor requests that the Subchapter V Trustee Greta Brouphy act as recipient of the sale proceeds and the disbursement agent based upon the terms set forth. Ms. Brouphy is to be compensated for her services on an hourly basis and to be paid in the Plan as an administrative expense. The Debtor further requests that the Court approves the proposed disposition of the sale proceeds as set forth. Both Fidelity Bank and the IRS, the only entities with a secured interest in the Trucks, have accepted the terms of the sale and the proposed distribution of sale proceeds. A copy of the Contract is available at https://tinyurl.com/2jmv843x from PacerMonitor.com free of charge. About Concrete Pavers Inc. Concrete Pavers, Inc. filed a Chapter 11 bankruptcy petition (Bankr. E.D. La. Case No. 21-11088) on Aug. 19, 2021, listing as much as $1 million in both assets and liabilities. Judge Meredith S. Grabill oversees the case. The De Leo Law Firm, LLC and Patrick Gros, CPA APAC serve as the Debtor's legal counsel and accountant, respectively. CORP GROUP: Selling $1.3MM Additional Shares to Pay Colombia Tax ---------------------------------------------------------------- Corp Group Banking S.A. and its affiliates ask the U.S. Bankruptcy Court for the District of Delaware to authorize them to sell additional $1.3 million of Unencumbered Shares to fund payment of the capital gains tax in Colombia. A hearing on the Motion is set for April 8, 2022, at 11:00 a.m. (ET). The Objection Deadline is April 1, 2022, at 4:00 p.m. (ET). On Dec. 28, 2021, the Debtors filed the Debtors' Motion for an Order Authorizing the Debtors to Sell Unencumbered Shares of Itaú Corpbanca and Granting Related Relief ("Initial Share Sale Motion") seeking authority to sell up to $7.5 million worth of Unencumbered Shares to fund the costs of the Chapter 11 Cases through April 2022. On Feb. 2, 2022, the Court granted the Motion and entered the Order Authorizing the Debtors to Sell Unencumbered Shares of Itaú Corpbanca and Granting Related Relief ("Initial Share Sale Order"). Since the entry of the Initial Share Sale Order, the Debtors have consummated the Colombia Transactions (as defined in the Plan) by selling their interest in Itaú Corpbanca Colombia to Itaú Corpbanca and using the proceeds to satisfy the Itaú Colombia Secured Claims in full. As a result of the Colombia Transactions, Debtor CGB incurred $3,085,959 in capital gains tax in Colombia ("Colombia Tax"). The Colombia Tax constitutes an administrative liability of CGB and under Colombian law is due on March 22, 2022. If the Colombia Tax is not paid on or prior to that date, interest will accrue at a rate of approximately 26% per annum, and, as such, if the Debtors delayed payment until the projected Effective Date (which is now expected no earlier than May 11), their Estates will likely incur over $80,000 in administrative obligations as a result of accruing interest. To eliminate this unnecessary expense, in consultation with the Committee and Itaú, the Debtors are timely paying the Colombia Tax. The $7.5 million in share sales authorized by the Initial Share Sale Order were based on a budget that did not include the pre-Effective Date payment of the Colombia Tax, and thus are insufficient to fund the payment of both the Colombia Tax and the Debtors' other projected expenses prior to the Effective Date. In order to generate enough cash to satisfy all of the Debtors’ pre-Effective Date obligations, the Debtors respectfully request authority to sell the Additional Shares, on the same terms and conditions as set forth in the Initial Share Sale Order. The Debtors are proposing to sell the Additional Shares on the terms and subject to the conditions set forth in the Initial Share Sale Order. To summarize those procedures: The Debtors will sell the Additional Shares through Larrain Vial, as Broker; pay the Broker a 0.1% fee; and provide biweekly reporting to the Committee and Itaú with respect to the sales of the Additional Shares. The Broker Agreement pursuant to which the Additional Shares will be sold is attached as Exhibit A to the Lefkovits Declaration. By the Motion, the Debtors request that the Court enters the Order authorizing the Debtors to sell the Additional Shares on the same terms, and subject to the same conditions, as set forth in the Initial Share Sale Order. The Debtors request that the Court waives the 14-day stay imposed by Bankruptcy Rule 6004(h). About Corp Group Banking S.A. 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. The Debtors filed their joint Chapter 11 plan of liquidation and disclosure statement on Dec. 27, 2021. CPRO LLC: Seeks to Hire Guerra Days Law Group as Bankruptcy Counsel ------------------------------------------------------------------- CPRO, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Guerra Days Law Group, PLLC as its legal counsel. The firm's services include: (a) advising the Debtor regarding its powers and duties in this Chapter 11 case; (b) advising the Debtor regarding the management of its property; and (c) performing all legal services for the Debtor that may be necessary herein. The hourly rates of the firm's counsel and staff are as follows: Practicing Attorney, 6 or more years $275 Practicing Attorney, 3-6 years $225 Practicing Attorney, 0-3 years $175 Legal Assistants/Paralegals $120 In addition, the firm will seek reimbursement for expenses incurred. Eric Days, Esq., an attorney at Guerra Days Law Group, disclosed in a court filing 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: Ricardo Guerra, Esq. Guerra Days Law Group, PLLC 2211 Rayford Rd., Ste. 111 #134 Spring, TX 77386 Telephone: (281) 760-4295 Facsimile: (866) 325-0341 Email: bankruptcy@rickguerra.com About CPRO LLC CPRO, LLC, a Wyoming limited liability company, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 22-30530) on Feb. 28, 2022, listing under $1 million in both assets and liabilities. Kenneth Christie, authorized representative, signed the petition. Judge Jeffrey P. Norman oversees the case. Guerra Days Law Group, PLLC serves as the Debtor's legal counsel. CRECHALE PROPERTIES: JNB Buying 9 Hattiesburg Parcels for $1.64MM ----------------------------------------------------------------- Crechale Properties, LLC, asks the U.S. Bankruptcy Court for the Southern District of Mississippi to approve the sale of nine parcels of real property located on Anne St. in Hattiesburg, Lamar County, Mississippi, more particularly described in the Sale Contract, to JNB Anne Street, LLC, for $1.64 million. The Property secures two separate loans from First Bank and is subject to first position liens on both loans. The sale proceeds after payment of commissions and taxes are sufficient to satisfy the liens of First Bank in full with a remainder of approximately $220,000. The Debtor requests the Court to order the liens of First Bank attach to the net sales proceeds from the sale. The Debtor requests the Court to declare that it be authorized to execute and deliver to the Buyer and all conveyance and transfer documents, which will be construed and constitute for any and all purposes a full and complete conveyance marketable title in and to the Property. It requests the Court to include in the order granting the Motion that nothing contained in this Motion or the order granting this Motion, will prejudice, alter, amend On March 24, 2021, First Bank filed a Motion for Abandonment and Relief from Automatic Stay in which it sought relief from the automatic stay and for the Property to be abandoned from the bankruptcy estate of the Debtor. On June 14, 2021, the Court entered an Agreed Order Regarding Motion for Abandonment and Relief from Automatic Stay which provided, inter alia, the Debtor was to make certain payments to First Bank. If the Debtor failed to make such payments, First Bank was to issue a written Notice of Default. Upon the third such written notice, the automatic stay was to automatically terminate and the Property was to be abandoned from the bankruptcy estate. On Sept. 1, 2021, First Bank filed its Third Notice of Default and Notice of Lifting of Stay and Abandonment of Property. According to multiple pleadings filed by First Bank, the Property was no longer property of the bankruptcy estate of the Debtor. As the Property that is the subject of the Motion is no longer property of the estate, Court approval is not required for the sale to take place. The sale is currently scheduled to close on March 25, 2022. However, in the interest of transparency, the Debtor has filed the Motion in the abundance of caution in order to give all its creditors notice of the sale. The Debtor requests the Court approves the Motion nunc pro tunc as of the date of the closing of the sale. A copy of the Contract is available at https://tinyurl.com/2p8ackkj from PacerMonitor.com free of charge. About Crechale Properties Crechale Properties, LLC is a Hattiesburg, Miss.-based company engaged in the operation of apartment buildings. Crechale Properties filed its voluntary petition for Chapter 11 protection (Bankr. S.D. Miss. Case No. 21-50079) on Jan. 21, 2021, listing up to $10 million in assets and up to $50 million in liabilities. Elizabeth Crechale, manager of Crechale Properties, signed the petition. Judge Katharine M. Samson presides over the case. W. Jarrett Little, Esq., at Lentz & Little, PA serves as the Debtor's legal counsel. CRYSTAL PACKAGING: Taps Wadsworth Garber Warner Conrardy as Counsel ------------------------------------------------------------------- Crystal Packaging, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Wadsworth Garber Warner Conrardy, PC as its legal counsel. The firm's services include: (a) preparing legal papers; (b) representing the Debtor in any litigation which the Debtor determines is in the best interest of the estate whether in state or federal court; and (c) performing all necessary legal services for the Debtor in connection with its Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: David V. Wadsworth $450 Aaron A. Garber $450 David J. Warner $375 Aaron J. Conrardy $375 Lindsay S. Riley $250 Paralegals $125 The firm received a retainer in the amount of $50,000 from the Debtor. As of the petition date, the firm is holding a retainer in the amount of $37,489.50. David Wadsworth, Esq., an attorney at Wadsworth Garber Warner Conrardy, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: David V. Wadsworth, Esq. Wadsworth Garber Warner Conrardy, PC 2580 West Main Street, Suite 200 Littleton, CO 80120 Telephone: (303) 296-1999 Facsimile: (303) 296-7600 Email: dwadsworth@wgwc-law.com About Crystal Packaging Crystal Packaging, Inc. is a specialty chemical and petroleum contract packager and private label manufacturer in the Rocky Mountain Region. Crystal Packaging filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No. 22-10990) on March 26, 2022, listing up to $10 million in both assets and liabilities. Mark David Dennis serves as Subchapter V trustee. Judge Elizabeth E. Brown oversees the case. Wadsworth Garber Warner Conrardy, PC, led by David V. Wadsworth, Esq., serves as the Debtor's legal counsel. CSI COMPRESSCO: S&P Affirms 'B-' ICR, Outlook Stable ---------------------------------------------------- S&P Global Ratings affirmed its 'B-' issuer credit rating on CSI Compressco L.P. (CSIC). The issue-level ratings are unchanged. S&P said, "We rate the 2025 first-lien notes 'B+'. Our '1' recovery rating on this debt indicates our expectations of very high (90%-100%; rounded estimate: 95%) recovery. We rate the 2026 second-lien notes 'CCC+'. Our '5' recovery rating indicates modest (10%-30%; rounded estimate: 10%) recovery in the event of a payment default." The stable outlook reflects S&P's view that CSIC's leverage will decline to 5.3x-5.5x range in 2022 and 2023 supported by higher horsepower fleet utilization rate and favorable commodity price environment. The acquisition of Spartan's assets will support CSIC growth. In November 2021, CSIC acquired in an all-equity transaction the main operating subsidiary of its parent company Spartan Energy Partners. The acquired asset base included 400 units of treating, cooling and processing equipment as well as Spartan's contract portfolio. S&P expects this transaction to increase CSIC's EBITDA by 15%-20% and reduce leverage to 5.3x-5.5x range in 2022. CSIC is no longer subject to near-term refinancing risk. As a part of consideration for the acquisition of Spartan's assets, CSIC also assumed Spartan's $70 million asset-backed lending (ABL) facility. The company raised $57 million in private placement of common units and used its available cash along with about $24 million ABL draw to redeem its $80 million notes due in August 2022. As such, CSIC eliminated its near-term refinancing risk and its weighted average debt maturity is now more than three years. S&P said, "We expect CSIC to benefit from high commodity prices in 2022 and 2023. More than 40% of the company's horsepower is servicing customers in the Permian basin, which continues to demonstrate an upward trend in average well performance, highest remaining inventory, and break-even price in the high-twenty, low-thirty dollar per barrel of West Texas Intermediate (WTI) price range. Given the current WTI spot price of above $90 per barrel, we expect that growing production of natural gas in the Permian and other basins in the U.S. will help CSIC to maintain more than 80% asset utilization rates going forward." CSIC remains relatively small compared with its peers. With adjusted EBITDA of about $105 million in 2021, CSIC's scale of operations is modest compared with USA Compression Partners L.P. ($399 million in 2021), and Archrock Inc. ($329 million). S&P also notes CSIC's tangible exposure to volumetric and contract repricing risk given that most of its contracts are for one year or less. S&P said, "The stable outlook reflects our view that CSIC's leverage will decline to 5.3x-5.5x range in 2022 and 2023 supported by higher horsepower fleet utilization rate and favorable commodity price environment. We expect its EBITDA to increase by 15%-20% this year following the acquisition of Spartan's assets and grow by the low- to mid-single-digit rates in the following years. We also project the company to have sufficient liquidity over the next 12 months and extend the maturity date on its ABL due in June 2023. "We could lower the rating if we viewed the partnership's capital structure as unsustainable, or if we viewed liquidity as weak." This could occur if industry conditions significantly weaken, which could result in EBITDA decline. Although unlikely at this time, S&P could raise the rating if the partnership can maintain debt to EBITDA below 5x on a sustained basis, while maintaining adequate liquidity, growing in scale, and improving its utilization to the 90% area. This could occur if industry conditions improve, resulting in greater demand for the partnership's equipment. Environmental, Social, And Governance ESG Indicators: E-3, S-2, G-3 S&P said, "Environmental factors are a moderately negative consideration in our credit rating analysis of CSIC. CSIC focuses on natural gas compression services and aftermarket services across the U.S. Climate transition risks are notably related to the indirect exposure to the midstream industry it serves. Carbon dioxide emission related to its compression assets are a secondary risk consideration in our assessment. We view greenhouse gas emissions resulting from the operation of compression equipment as moderate. Governance factors are a moderately negative consideration, as is the case for most rated entities owned by private-equity sponsors. We believe the company's highly leveraged financial risk profile points to corporate decision-making that prioritizes the interests of the controlling owners. Our assessment also reflects the company's generally finite holding periods and a focus on maximizing shareholder returns." CURTISS COURTYARD: Gets $299K Offer From Ochoa for Miami Property ----------------------------------------------------------------- Curtiss Courtyard, LLC, asks the U.S. Bankruptcy Court for the Southern District of Florida to authorize the sale of the real property located at 11450 SW 40 Street, in Miami, Florida 33165, to Guillermo Miguel Torres Ochoa for $299,000. The Debtor owns the Property. It has obtained a contract for the sale of the Property from the Buyer. The Contract would provide payment to the secured creditor Money On Demand, Inc. for its cross-collateralized mortgage in the approximate amount of $278,267.71 (before tax prorations, closing costs, recording fees, documentary stamp taxes, etc.) and for the full payment of the Miami-Dade Tax Collector liens on the real property. The sales price and underlying Mortgage are as follows. The Property has an underlying cross-collateralized mortgage with Money of Demand in the estimated amount of $792,226.96 as of the date of the Motion. The sales price under the sales contract is $299,000. The Miami-Dade Tax Collector is owed approximately $2,792.29. The Contract proposes real estate commissions in the amount of $17,940 for two real estate brokers: First Home Realty 3% and Casabella Miami Realty 3%. Thus, the net proceeds would be approximately $278,267.71 before tax prorations, closing costs, recording fees, documentary stamp taxes, etc. The net amount will be applied to the Money On Demand mortgage on the Property which will be sold free and clear of the Money On Demand mortgage. The Property must be sold immediately as interest and costs continue to accrue which reduces the net recovery for the asset. Through the Motion, the Debtor seeks an order approving and authorizing the sale of the Property free and clear of all liens, claims and encumbrances to the Purchaser, or its assigns, with the Mortgage on the Property being released in full from the proceeds of the sale of the Property. Money On Demand will retain its cross-collateralized security interest on the remaining real property owned by the Debtor. Sound business reasons exist for selling the Property. The Debtor believes that the proposed sale was the best offer and the best method to maximize the value of the Property and eliminating unnecessary carrying costs and expenses for the benefit of the Debtor's estate and its creditors. Finally, the Debtor asks the Court to waive the stay requirement enumerated in Rule 6004(h) of the Federal Rule of Bankruptcy Procedure, such that entry of an order approving the Motion will not be subject to an automatic 14-day stay. About Curtiss Courtyard Curtiss Courtyard, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-11154) on Feb. 14, 2022, listing up to $1 million in assets and up to $10 million in liabilities. Rafael D. Rodriguez, manager, signed the petition. Judge Robert A Mark oversees the case. Richard R Robles, Esq., at the Law Offices of Richard R. Robles, P.A. serves as the Debtor's legal counsel. DARRYL D'ANTONIO DIXON: $350K Sale of Atlanta Asset to Watson OK'd ------------------------------------------------------------------ Judge Jeffery W. Cavender of the U.S. Bankruptcy Court for the Northern District of Georgia authotized Darryl D'Antonio Dixon's sale of the real property located at 1556 Overland Terrace SE, in Atlanta, Georgia 30317, to Watson Prime Real Estate LLC for $350,000. The Purchase Agreement, including any amendments, supplements, and modifications thereto, and all of the terms and conditions therein, is approved. The sale is free and clear of all liens, claims and encumbrances. Upon closing of the Sale, all liens, claims, and encumbrances on the Property will attach to the proceeds of the Sale. The lien of Wells Fargo Bank, N.A. and/or its assigns or successors in interest, will attach to the sales proceeds of the property. The sale proceeds will be distributed to pay the outstanding balance on the loan owed to Wells Fargo and/or its assigns or successors in interest, as of the date of closing. If there are not sufficient funds to pay the indebtedness in full of Wells Fargo and/or its assigns or successors in interest, then the sale will not close unless Wells Fargo and/or its assigns or successors in interest will provide written approval to accept a lesser sum than the total pay-off on the loan. The closing agent is ordered to pay the full claim of Wells Fargo and/or its assigns or successors in interest, directly before any funds are paid to the debtor(s), trustee, or any other party not having priority over the lien of Wells Fargo and/or its assigns or successors in interest. The closing agent is authorized to pay all closing related expenses, including, but not limited to, outstanding property taxes, utilities, brokerage fees or commissions, and other associated itemized closing expenses. The closing agent is ordered to send the Debtor’s proceeds from the Sale directly to the Debtor's counsel, who will hold the funds in trust pending distribution pursuant to the Plan. The Debtor is authorized to take all actions necessary to close the Sale and to comply with the Purchase Agreement. The 14-day stays applicable under Rule 6004(h) of the Bankruptcy Rules is waived and the provisions of the Order will be immediately effective and enforceable upon its entry. The counsel for the Debtor will serve the Order on all parties in interest and file a Certificate of Service within three days of the entry of the Order. Darryl D'Antonio Dixon sought Chapter 11 protection (Bankr. N.D. Ga. Case No. 21-54645) on June 18, 2021. The Debtor tapped William Rountree, Esq., at Rountree Leitman & Klein as counsel. DOUBLE D GROUP: $2.9M Sale of Las Vegas Property to Burnette Okayed ------------------------------------------------------------------- Judge Natalie M. Cox of the U.S. Bankruptcy Court for the District of Nevada authorized The Double D Group, LLC's sale of the real property located at 627 South 10th Street, in Las Vegas, Nevada 89101, to John Burnette or his nominees or assignees for $2.9 million, pursuant to the terms of the purchase agreement and in compliance with each and every one of the terms and conditions specified in the Motion. A hearing on the Motion was held on March 10, 2022, at 9:30 a.m. The sale is free and clear of all liens, claims and encumbrances including but not limited to the following: i. Deed of Trust recorded on Dec. 3, 2018 in Book 20181203 as Instrument 01880; ii. Financing Statement recorded Dec. 3, 2018 in Book 20181203 as Instrument No. 02985; and iii. Lien recorded June 17, 2020 in Book 20200617 as Instrument No. 00572. Thesecured claims, liens, and interests asserted in and against the Property by New Providence, Design Builders, and those other parties whose claims are listed in the preceding paragraph will attach to the proceeds of the sale of the Property in the order of their priority, with the same validity, force, and effect that existed prior to such sale, subject to the pending priority dispute. The Debtor will retain in escrow account the sale proceeds, net of reasonable and ordinary closing costs paid in connection with the sale, pending the entry of an order by the Bankruptcy Court providing for the release and distribution of said funds by way of settlement or a final order determining the validity and priority of the secured claims asserted against the Property. The 14-day stay pursuant to Bankruptcy Rule 6004(h) is waived and the sale may be consummated as soon as practical after entry of the Sale Order. The Debtor is authorized to pay, and will pay, all reasonable and ordinary closing costs of the sale, including, but not limited to, commissions to Northcap Commercial as set forth in the Motion, property taxes, and all transfer taxes, if any, in connection with the sale. About The Double D Group The Double D Group, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 21-10343) on Jan. 26, 2021, listing as much as $10 million in both assets and liabilities. Jose Pihardo, the managing member, signed the petition. Judge Natalie M. Cox oversees the case. Fennemore Craig, P.C., is the Debtor's legal counsel. DURRIDGE CO: Bid to Use Cash Collateral Denied as Moot ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Massachusetts has denied as moot the Motion for Interim and Final Authorization to Use Cash and Non-Cash Collateral filed by Durridge Company Inc. as the Debtor's plan of reorganization has been confirmed. A copy of the order is available at https://bit.ly/3Ntauor from PacerMonitor.com. About Durridge Company Inc. Durridge Company Inc. is a Delaware corporation organized on April 11, 2016 under the name of Sensory Acquisition Company. The name was changed on that date to Durridge Company Inc. and is registered to do business in Massachusetts. The location of the principal office is 900 Technology Park, Billerica, Massachusetts 01821. Durridge is a provider of professional radon detection equipment and provides services including radon detection solutions for businesses, universities, and governments worldwide. Durridge also provides a wide range of accessories for their proprietary technology known as RAD7, as well as software for performing sophisticated radon data analysis, and expert calibration and maintenance services. Durridge sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 21-40187) on March 15, 2021. In the petition signed by Wendell Clough, president, the Debtor disclosed $354,112 in assets and $2,182,277 in liabilities. The Honorable Christopher J. Panos is the case judge. Nina M. Parker, Esq., at Parker & Associates LLC represents the Debtor as counsel. ENOVATIONAL CORP: Seeks to Use Wells Fargo Cash Collateral ---------------------------------------------------------- Enovational Corp. asks the U.S. Bankruptcy Court for the District of Columbia for authority to use the cash collateral of Wells Fargo Bank, N.A., not to exceed $600,000 per month. Wells Fargo is currently holding just over $3.1 million in funds belonging to the Debtor. These funds serve as security for an irrevocable standby letter of credit issued by Wells Fargo, for the benefit of TMG 1400 L Street, LLC as Landlord on May 5, 2021. The LOC is issued in the amount of $2,988,094, with the sum being correlative to a security deposit required under a lease between the Debtor and the Landlord. The Debtor needs access to cash to fund its operations. By doing so, the Debtor will be able to work toward collecting over $22 million in accounts receivable (portions of which are properly deemed doubtful, but significant portions of which should be properly collectible). In the interim, the Debtor is tightening its proverbial belt by seeking leave to reject a lease it cannot afford and by undertaking a targeted workforce reduction calculated to invite the rejection of unprofitable performance contracts while promoting the acceptance of lucrative performance contracts. The Debtor counts among its employee base a collection of devoted, brilliant, skilled individuals, who perform exemplary work; this bankruptcy is aimed at allowing those individuals to do what they do best, and allowing the Debtor to again reach profitability through those efforts. To make this work, however, the Debtor needs cash to fund its operations -- with payroll being the largest such expense. As adequate protection for the Debtor's use of cash collateral, Wells Fargo will be granted a replacement lien on the Debtor's accounts receivable, as such exists on the petition date (i.e., excluding new receivables generated by postpetition work), to the extent of all portions of the Cash Collateral used by the Debtor. This asset has a face value of over $22 million, and the Debtor earnestly believes it to be worth well more than $5 million. The Debtor has scheduled $2.1 million in current receivables that are not believed to be doubtful, while assigning a present value of $9.2 million to aged receivables that could prove to be worth twice as much. This is not adequate protection; this is excessive and exemplary protection. About Enovational Corp. Enovational Corp. is a data-driven technology company focused on web and app-based development. Incorporated in Washington, DC and headquartered in the same city, Enovational works with various third parties -- most of whom are state actors -- to provide technology solutions. During the COVID-19 pandemic, these efforts have been highlighted by Enovational's development, provision, and maintenance of contact tracing services for the State of Maryland. Enovational sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.C. Case No. 22-00055) on March 26, 2022. In the petition signed by Vlad Enache, chief executive officer, the Debtor disclosed $15,169,413 in assets and $6,191,395 in liabilities. Maurice VerStandig, Esq., at the Belmont Firm is the Debtor's counsel. FIRST DEFENSE: Seeks to Hire Buddy D. Ford as Bankruptcy Counsel ---------------------------------------------------------------- First Defense Nasal Screen Corp. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Buddy D. Ford, PA as its legal counsel. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties in the continued operation of the business and management of the estate's property; (b) prepare and file the Debtor's schedules of assets and liabilities, statement of affairs, and other documents required by the court; (c) represent the Debtor at the Section 341 creditors' meeting; (d) advise the Debtor with respect to its responsibilities in complying with the United States Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (e) prepare legal papers; (f) protect the interest of the Debtor in all matters pending before the court; (g) represent the Debtor in negotiation with its creditors in the preparation of a Chapter 11 plan; and (h) perform all other necessary legal services for the Debtor. The hourly rates of the firm's counsel and staff are as follows: Buddy D. Ford, Esq. $450 Senior Associate Attorneys $400 Junior Associate Attorneys $350 Senior Paralegal Services $150 Junior Paralegal Services $100 In addition, the firm will seek reimbursement for expenses incurred. Prior to the commencement of this Chapter 11 case, the Debtor paid the firm an advance fee of $27,000. Buddy Ford, Esq., disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Buddy D. Ford, Esq. Jonathan A. Semach, Esq. Heather M. Reel, Esq. Buddy D. Ford, PA 9301 West Hillsborough Avenue Tampa, FL 33615-3008 Telephone: (813) 877-4669 Email: Buddy@tampaesq.com Jonathan@tampaesq.com Heather@tampaesq.com About First Defense Nasal Screen Corp. First Defense Nasal Screen Corp. is the developer of the first ever non-inserted, hypo-allergenic, self-adhering nasal filter. The company is based in New Port Richey, Fla. First Defense Nasal Screen Corp filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01196) on March 25, 2022, disclosing $6,905,214 in total assets and $6,449,937 in total liabilities. Amy Denton Harris serves as Subchapter V trustee. Buddy D. Ford, Esq., at Buddy D. Ford, PA is the Debtor's legal counsel. FITLETIC SPORTS: Court Confirms Subchapter V Plan ------------------------------------------------- Judge Laurel M. Isicoff has entered an order confirming the Subchapter V Plan for Reorganization Fitletic Sports, LLC. Pursuant to 11 U.S.C. Sec. 1141(b), except as otherwise provided in the Plan or in this Confirmation Order, as of the Effective Date, all of the property of the estate vests in the Debtor. Except as provided in Sec. 1141(d)(2) and (3) and except as otherwise provided in this Order or in the Plan as pertains to the granting and perfecting of Starry's security interests in intellectual property ("IP") owned or used by the Debtor or licensed by the Debtor from the Debtor's principal, Shifra Pomerantz ("Pomerantz") including, but not limited to, the IP as defined in Class 2 (iii) (Article 4) of the Plan and listed on Exhibit D to the Plan, after confirmation of the Plan, the property dealt with by the Plan is free and clear of all claims and interests of creditors. Except as otherwise expressly provided in the Plan including, without limitation, in Article 4 at Class 2 (iii), Article 8 and Article 10 of the Plan, as of the Effective Date: (i) the Debtor shall be discharged from any debt to the fullest extent provided by 11 U.S.C. Sec. 1141(d), and (ii) all holders of any discharged claims against the Debtor are enjoined from enforcing any such claim to the fullest extent provided by 11 U.S.C. Sec. 524(a). The Debtor is authorized and instructed to execute any and all documents reasonably required to effectuate the provisions of the Plan including, but not limited to, documents which grant and perfect Starry's security interests in IP owned or used by the Debtor or licensed by the Debtor from Pomerantz including, but not limited to, the IP as defined in Class 2 (iii) (Article 4) of the Plan and listed on Exhibit D to the Plan. Pursuant to Article 11 of the Plan, execution and delivery of the documents referenced therein by the Debtor and Pomerantz comprise conditions precedent to the Effective Date of the Plan. Counsel for the Debtor: Gary M. Murphree, Esq. AM LAW LLC 7285 SW 87th Avenue, Suite 100 Miami, FL 33173 E-mail: pleadings@amlaw-miami.com gmm@amlaw-miami.com About Fitletic Sports Fitletic Sports, LLC, sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-18642) on Sept. 3, 2021, listing up to $500,000 in assets and up to $1 million in liabilities. Judge Laurel M. Isicoff presides over the case. Gary M. Murphree, Esq., at AM Law, LLC represents the Debtor as legal counsel, while Morty Etgar, CPA serves as the Debtor's accountant. FOOTPRINT POWER: Wins Cash Collateral Thru Sept. 26 --------------------------------------------------- Footprint Power Salem Harbor Development LP (DevCo) and affiliates sought and obtained entry of an order from the U.S. Bankruptcy Court for the District of Delaware authorizing the Debtor to, among other things, use cash collateral and provide adequate protection to the Prepetition Secured Parties and Iberdrola Energy Projects, Inc. The Debtors require immediate access to liquidity to ensure they are able to continue operating during the Chapter 11 cases, preserve the value of their estates for the benefit of all parties-in-interest, and pursue a value-maximizing restructuring transaction. Prior to the Petition Date, certain of the Prepetition Secured Parties made loans, advances, and other extensions of credit pursuant to the Credit Agreement, originally dated as of January 9, 2015 by and among Footprint Power Salem Harbor Development LP, as borrower (DevCo), the Lenders from time to time party thereto, and MUFG Union Bank, N.A., the Prepetition Agent. As of the Petition Date, the applicable Debtors were indebted and liable under the Loan Document for (a) an aggregate principal amount of not less than (1) $290 million in respect of the loans made under the Credit Agreement (inclusive of capitalized interest), (2) $41.6 million in respect of the letter of credit issued and outstanding in favor of Algonquin Gas Transmission, LLC for the account of DevCo, if such Gas Lateral Letter of Credit is ultimately drawn, and (3) $4.75 million in respect of the letter of credit issued and outstanding in favor of General Electric International, Inc. for the account of DevCo, if such CSA Letter of Credit is ultimately drawn; and (b) accrued and unpaid interest, fees, and costs, expenses incurred or accrued with respect to the foregoing pursuant to, and in accordance with, the Loan Documents. As adequate protection against any postpetition net diminution in the value of the Prepetition Secured Parties' interests in the collateral resulting from the effect of the automatic stay or the Debtors' use, sale, or disposition of the collateral during the chapter 11 cases, the Prepetition Agent, for the benefit of the Prepetition Secured Parties, will receive the following adequate protection: a. First priority replacement liens, subject only to the Carve-Out and the Permitted Encumbrances, on all property of the Debtors as of the Petition Date or acquired thereafter, including first priority liens on any of the Debtors' assets that were unencumbered as of the Petition Date; b. Allowed superpriority administrative expenses claims in the chapter 11 cases pursuant to section 507(b) of the Bankruptcy Code, having priority over all administrative expenses of the kind specified in, or ordered pursuant to, sections 105(a), 326, 328, 330, 331, 503(b), 506(c) (subject to entry of the Final Order), 507, 546(c), 552(b), 726, and 1114 of the Bankruptcy Code, subject only to the Carve-Out; c. Monthly cash payments of interest at the applicable non-default rate under the Credit Agreement, provided, that the Adequate Protection Interest Payment will only be paid to the extent DevCo will maintain a minimum cash balance of $17.5 million after effectuating any such Adequate Protection Interest Payment; d. Current cash payments of all prepetition and postpetition reasonable and documented fees and out-of-pocket expenses incurred by and payable to the Prepetition Agent under the Loan Documents; e. Reimbursement of the prepetition and postpetition reasonable and documented out-of-pocket professional fees, expenses, and disbursements incurred by the Prepetition Agent in connection with the Loan Documents, including, but not limited to, the fees, expenses, and disbursements of the advisors to the Prepetition Agent: Mayer Brown LLP; Potter Anderson & Corroon LLP; Goodwin Procter LLP; and PJT Partners LP (collectively, the "Adequate Protection Fees" and together with the Agency Fees, the "Secured Parties' Fees and Expenses"); and f. Compliance with the Approved Budget, subject to Permitted Variances. The Carve-Out includes, among other things, subject to Court approval, (a) all fees required to be paid to the Clerk of the Court and to the U.S. Trustee under section 1930(a) of title 28 of the U.S. Code plus interest at the statutory rate, (b) all reasonable fees and expenses up to $50,000 incurred by a trustee under section 726(b) of the Bankruptcy Code, (c) to the extent allowed at any time, all accrued or earned but unpaid Professional Fees at any time before or on the first business day after delivery by the Prepetition Agent of a Carve-Out Trigger Notice, and (d) allowed Professional Fees incurred after the first business day following delivery by the Prepetition Agent of the Carve-Out Trigger Notice in an aggregate amount not to exceed $1,250,000. Unless otherwise ordered by the Court, the Debtors' authorization, and the Prepetition Secured Parties' consent, to use cash collateral in accordance with the Interim Order will terminate on the earliest to occur of: (a) the date that is 185 days after the Petition Date, unless such date is extended pursuant to the written consent by the Required Lenders; (b) the entry of an order approving a postpetition financing facility that has not been consented to by the Required Lenders; (c) the occurrence of an effective date of a confirmed chapter 11 plan; and (d) the delivery of a Termination Notice by the Prepetition Agent. A copy of the motion and the Debtor's 13-week budget is available at https://bit.ly/3wBWv9R from PacerMonitor.com. The Debtor projects $41,532,000 in total receipts and $14,032,000 in total operating disbursements for the period. A copy of the order is available at https://bit.ly/3uDciCF from PacerMonitor.com. About Footprint Power Salem Harbor Development LP Footprint Power Salem Harbor Development LP owns and operates a 674 MW natural gas-fired combined-cycle electric power plant located in Salem, Massachusetts. The Facility, located along Salem Harbor, is a more efficient and environmentally responsible replacement of a previous coal-fired power plant located at the same site. DevCo is the only Debtor with business operations. Other than DevCo, each Debtor's assets consist solely of its membership or partnership interests, as applicable, in its subsidiaries. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10239) on March 23, 2022. In the petition signed by John R. Castellano, chief restructuring officer, the Debtor disclosed up to $1 billion in both assets and liabilities. Paul, Weiss, Rifkind, Wharton and Garrison LLP and Young Conaway Stargatt and Taylor, LLP represent the Debtor as counsel, Alixpartners as financial advisor, Prime Clerk LLC as claims, noticing, solicitation and administrative agent, Houlihan Lokey Capital, Inc. as investment banker. FREDDY SIDI, JR: $1.3M Sale of Miami Homestead to Arnolds Approved ------------------------------------------------------------------ Judge Laurel M. Isicoff of the U.S. Bankruptcy Court for the Southern District of Florida authorized Freddy Sidi, Jr.'s sale of his homestead located at 2020 N Bayshore Dr. #2506, in Miami, Florida 33137-5170, to Cecile Lee Arnold and Benjmin Ross Arnold for $1.3 million, free and clear of liens, claims, encumbrances, and interests. A hearing on the Motion was held on March 17, 2022, at 9:30 a.m. The closing agent may pay the costs of sale including real estate brokers, doc stamps, and the first and second mortgages BGI Financial LLC and Regions Bank, doing business as Regions Mortgage, and any prorated real estate taxes and condominium fees to Paramount Bay Condo Owners Assoc. will be paid at closing. Dye Capital & Company, LLC $55,000 is authorized to be paid at closing by transmittal to its counsel's trust account at Buchanan Ingersoll & Rooney PC, subject to disgorgement if the parties' settlement agreement is not approved by the Bankruptcy Court. Attorneys' fees to Joel Aresty, Berger Singerman, or Alfred Andreu will be escrowed at closing and held by the closing agent, pending entry of an order approving and awarding the fees. Closing will occur prior to confirmation of the Debtor's Plan of Reorganization. The sale right, title, and interest in and to the Property is "as is, where is," with no express or implied warranties, guarantees, or representations of any kind whatsoever, other than those in the contract. The sale of the estate's interests in the Property will be free and clear of all liens, claims, encumbrances, and interests, all of which liens, claims and encumbrances will be paid at closing. In light of the circumstances highlighted in the Sale Motion and the Hearing, the relief granted will be effective immediately and the 14-day stay imposed by Bankruptcy Rules 4001(a)(3) and 6004(h) will not apply. Freddy Sidi, Jr. sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 21-12059) on March 1, 2021. The Debtor tapped Joel Aresty, Esq., as counsel. GAUCHO GROUP: Hollywood Burger Has 10.3% Equity Stake as of Feb. 23 ------------------------------------------------------------------- Hollywood Burger Holdings, Inc. disclosed in a Schedule 13D filed with the Securities and Exchange Commission that as of Feb. 23, 2022, it beneficially owns 1,283,423 shares of common stock of Gaucho Group Holdings, Inc., representing 10.3 percent of the shares outstanding. On Feb. 23, 2022, Gaucho Group issued 1,283,423 shares of its common stock to Hollywood Burger Holdings, Inc. in exchange for a 97.65% interest in Gaucho Development S.R.L., f/k/a Hollywood Burger Argentina, SRL, a Sociedad de Responsabilidad Limitada organized under the laws of Argentina, pursuant to a Quota Purchase Agreement dated Feb. 3, 2022. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1487516/000149315222007716/formsc13d.htm About Gaucho Group Headquartered in New York, NY, Gaucho Group Holdings, Inc. -- http://www.algodongroup.com-- was incorporated on April 5, 1999. Effective Oct. 1, 2018, the Company changed its name from Algodon Wines & Luxury Development, Inc. to Algodon Group, Inc., and effective March 11, 2019, the Company changed its name from Algodon Group, Inc. to Gaucho Group Holdings, Inc. Through its wholly-owned subsidiaries, GGH invests in, develops and operates real estate projects in Argentina. GGH operates a hotel, golf and tennis resort, vineyard and producing winery in addition to developing residential lots located near the resort. In 2016, GGH formed a new subsidiary and in 2018, established an e-commerce platform for the manufacture and sale of high-end fashion and accessories. The activities in Argentina are conducted through its operating entities: InvestProperty Group, LLC, Algodon Global Properties, LLC, The Algodon - Recoleta S.R.L, Algodon Properties II S.R.L., and Algodon Wine Estates S.R.L. Algodon distributes its wines in Europe through its United Kingdom entity, Algodon Europe, LTD. Gaucho Group reported a net loss of $5.78 million for the year ended Dec. 31, 2020, a net loss of $6.95 million for the year ended Dec. 31, 2019, a net loss of $5.68 million for the year ended Dec. 31, 2018, and a net loss of $7.91 million for the year ended Dec. 31, 2017. As of Sept. 30, 2021, the Company had $17.61 million in total assets, $4.03 million in total liabilities, and $13.58 million in total stockholders' equity. GOLDEN ENTERTAINMENT: S&P Raises ICR to 'B+', Outlook Stable ------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on Nevada-based gaming operator Golden Entertainment Inc. to 'B+' from 'B', and S&P also raised all issue-level ratings one notch. The stable outlook reflects S&P's forecast for EBITDA generation to support adjusted leverage in the low 4x area through 2023, providing some cushion for Golden to absorb potential modest underperformance with leverage remaining below 5x. Golden's voluntary debt repayment and good EBITDA growth drove a significant reduction in adjusted leverage in 2021, and S&P forecasts adjusted leverage will remain under 5x, which is aligned with the current rating for Golden. In 2021, Golden repaid $122 million under its term loan using excess cash flow. Coupled with strong EBITDA growth, this reduced adjusted leverage to 3.5x at the end of 2021 from about 9.2x at the end of 2020. Golden's 2020 leverage was impaired by property closures and restrictions due to the COVID-19 pandemic. Golden's 2021 EBITDA grew materially compared to 2020 and about 62% compared to 2019. The significant growth stemmed from a revenue mix shift toward higher-margin gaming revenue, higher levels of consumer discretionary spending on leisure, and cost reductions over the past several quarters, particularly in labor and marketing. S&P said, "We forecast 2022 EBITDA could decline about 10%-15% year-over-year from a high-water mark in 2021. Nevertheless, under our base case, Golden will still generate sufficient EBITDA to support adjusted leverage remaining under 5x, even incorporating continued share repurchases and modest development spending over the next two years. Our forecast for EBITDA assumes revenue is flat to down 10% because of reduced consumer spending at casinos due to the impact of inflation and higher gas prices on discretionary income and consumers having depleted government stimulus funds received in 2021. Further, we believe consumers may spend more of their discretionary income on travel alternatives that were subject to greater restrictions in 2021. While we assume Golden will maintain many of the cost cuts it achieved over the last several quarters, these cost reductions will be partially offset by the impact of inflation on input costs for food, higher wages for many service-related positions, and the potential for marketing expenses to increase modestly as casinos compete for customers with other travel and leisure alternatives. Nevertheless, we forecast Golden's adjusted EBITDA margin will remain good, in the mid- to high-20% area, compared to the low-20% area in 2019. "We believe Golden will continue to benefit from its properties' drive-to nature, concentration in Nevada (which has a relatively low gaming tax rate), and lack of high fixed-rent payments.Golden's properties in regional Nevada gaming markets, in the Las Vegas locals market, and in Maryland are drive-to locations. This could continue to be a benefit because some consumers might have residual fears around the COVID-19 virus and flying. Given higher gas prices and rising airfares, they also might not want to incur the costs of a flight or a long-distance drive to visit a destination market. Golden's ability to draw customers from within driving distances is critical to its cash-flow generation because about 80% of its EBITDA comes from its local and regional gaming operations. The location of many of Golden's properties in less densely populated markets (such as its casino in Rocky Gap, Md.) and markets that are tailored to road trip customers (such as its Lakeside Casino & RV Park in Pahrump, Nev.) could also benefit from customers seeking leisure alternatives away from city centers. Further, compared to most operators on the Strip, Golden's The Strat relies less on group business, which we expect to recover more slowly than leisure travel given lingering corporate travel restrictions, potentially lower corporate travel budgets, delayed returns to offices in some regions this year, and our belief that group organizers could remain cautious if potential new coronavirus variants emerge." Further, Golden's ability to maintain its EBITDA margin of at least 20% is supported by the concentration of its operations in Nevada, which has a lower gaming tax rate than many other states, as well as the company's lack of significant fixed-rent payments, as it owns the majority of its real estate. S&P said, "The stable outlook reflects our forecast for EBITDA generation to support adjusted leverage in the low-4x area through 2023, providing some cushion for Golden to absorb potential modest underperformance or make modestly leveraging acquisitions while keeping leverage below 5x. "We could consider lowering the ratings if we expect adjusted leverage to be maintained over 5x. This could occur if EBITDA is at least about 15% below our forecast, if the company makes materially leveraging acquisitions, or if development spending or returns to shareholders are significantly higher than we are forecasting. "We could raise the ratings again if we expect Golden to sustain adjusted leverage under 4x (incorporating potential operating volatility, capital spending, and shareholder returns) and we believed that level of leverage was aligned with Golden's financial policy." ESG credit indicators: E-2; S-3; G-2 GREENPOINT TACTICAL: Taps Landsman Saldinger as Special Counsel --------------------------------------------------------------- Greenpoint Tactical Income Fund, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Wisconsin to hire Landsman Saldinger Carroll, PLLC as its special counsel. The Debtor requires legal assistance in the case styled Greenpoint Tactical Income Fund, LLC v. Cigdem Lule, Circuit Court of Cook County, Illinois, County Department, Law Division, Case No. 2019L10645. The hourly rates charged by the firm range from $175 to $460. As disclosed in court filings, Landsman Saldinger is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Laurence Landsman, Esq. Landsman, Saldinger & Carroll, PPLC 161 N Clark Street, Suite 1600 Chicago, IL 60601 Phone: 312-291-4650 About Greenpoint Tactical Income Fund Madison, Wisc.-based Greenpoint Tactical Income Fund, LLC is a private investment fund. Its wholly owned subsidiary, GP Rare Earth Trading Account LLC, is the entity that holds the gems and minerals. Greenpoint and GP Rare Earth sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Lead Case No. 19-29613) on Oct. 4, 2019. Judge G. Michael Halfenger oversees the cases. At the time of the filing, Greenpoint estimated assets of $100 million to $500 million and liabilities of $10 million to $50 million. GP Rare Earth estimated assets of $100 million to $500 million and liabilities of $10 million to $50 million. Steinhilber Swanson, LLP and CliftonLarsonAllen, LLP serve as the Debtors' bankruptcy counsel and accountant, respectively. The Debtors tapped Iavarone Law Firm PC, Landsman Law Firm LLC, Husch Blackwell LLP, California Appellate Law Group LLP, Braganca Law LLC, Kopecky Schumacher Rosenburg LLC as special counsels, and NAV Consulting, Inc. as fund administrator. On Dec. 5, 2019, the U.S. Trustee for Region 11 appointed an official committee of equity security holders in the Debtors' Chapter 11 cases. Freeborn & Peters, LLP and Phoenix Management Services, LLC serve as the equity committee's legal counsel and financial advisor, respectively. GVS TEXAS: $588MM Sale of Substantially All Assets to CBRE Approved ------------------------------------------------------------------- Judge Michelle V. Larson of the U.S. Bankruptcy Court for the Northern District of Texas authorized GVS Texas Holdings I, LLC, and its affiliates to sell substantially all of their assets to CBRE WWG Storage Partners JV III, LLC, for $588.3 million. The Sale Hearing was held on March 16, 2022. The APA and all other documents ancillary thereto, and all of the terms and conditions thereof, are approved. In the event that the Sale to the Buyer does not close as a result of the termination of the APA, the Debtors are authorized, without further order of the Court, to consummate the Sale to the Back-Up Bidder as soon as is commercially reasonable without further order of the Court upon at least 24 hours advance notice, which notice will be filed with the Court. The sale is free and clear of all Claims and Interests, with such Liens, including mechanics, materialmen and subcontractor Liens and rights to receive payment of trust funds, Claims and Interests to attach to the proceeds of the Sale. A certified copy of this Order may be filed with the appropriate clerk and/or recorded with the recorder to act to cancel any Claims and Interests except with respect to Assumed Liabilities and Permitted Liens. The Debtors will segregate from the proceeds of the sale an amount equal to the Seller Taxes to comply with the Debtors' obligations under the APA to pay the Seller Taxes and to provide adequate protection to the interests of the Tax Objectors in such proceeds, which Segregated Sale Proceeds will be distributed only pursuant to a subsequent order of the Court or a plan of reorganization confirmed in these Chapter 11 Cases. TheDebtors' assumption and assignment to the Purchaser, and the Purchaser’s assumption, on the terms set forth in the APA, of the Assigned Contracts is approved. All time periods set forth in the Order will be calculated in accordance with Bankruptcy Rule 9006(a). The Order will take effect immediately and will not be stayed pursuant to Bankruptcy Rules 6004(h), 6006(d), 7062, 9014 or otherwise. The Debtors and the Purchaser are authorized to close the Sale immediately upon entry of the Order. About GVS Texas Holdings I GVS Texas Holdings I, LLC and its affiliates are primarily engaged in renting and leasing a wide array of properties functioning principally as self-storage and parking facilities in 64 locations in Texas, Colorado, Illinois, Indiana, Mississippi, Missouri, Nevada, New York, Ohio, and Tennessee. Six of the properties are in the Dallas-Fort Worth Metroplex, with an additional 28 located elsewhere in Texas. The properties are managed by Great Value Storage, LLC. GVS Texas Holdings I and its affiliates sought Chapter 11 protection (Bankr. N. D. Texas Lead Case No. 21-31121) on June 17, 2021. The parent entity, GVS Portfolio I C, LLC, filed a voluntary Chapter 11 petition (Bankr. N. D. Texas Case No. 21-31164) on June 23, 2021. GVS Portfolio's case is jointly administered with that of GVS Texas Holdings I. Judge Michelle V. Larson oversees the cases. In its petition, GVS Texas Holdings I listed disclosed $100 million to $500 million in both assets and liabilities. The Debtors tapped Sidley Austin, LLP as bankruptcy counsel and Reed Smith, LLP as conflicts counsel. Houlihan Lokey Capital, Inc. and HMP Advisory Holdings, LLC, doing business as Harney Partners, serve as the Debtors' investment banker and financial advisor, respectively. HARLAN REAL ESTATE: Files Small Business Plan --------------------------------------------- Harlan Real Estate LLC submitted a Small Business Plan and a Disclosure Statement. The Debtor's assets which existed on the Petition Date, are generally described as follows: Description Est. Market Value ----------- ----------------- 4532 Windcrest Drive, Washoe County, NV $503,000 3883 E. Leonesio Drive, Unit C2, Washoe County, NV $140,000 1041 Brierwood Lane, Lyon County, NV $358,000 Under the Plan, holders of Class 2 Allowed claim of Clearacre Garden No. 2 Homeowner's Association, shall retain its statutory liens, without modification, and the estimated claim amount of $4,235.50, will be paid in full upon the sale of the real property located at 3883 E. Leonesio Drive, Unit C2, Washoe County, Nevada. Class 2 is impaired. The Class 3 disputed secured claim of Bank of America N.A. totals $0 because BofA's note and deed of trust recorded against the real property located at 1041 Brierwood Lane were presumed satisfied and discharged under Nevada's Ancient Mortgage Statute. The Class 5 equity interests of the members of Harlan Real Estate LLC will remain unchanged. The Debtor shall fund the proposed Plan payments proceeds from the sale, rental, or refinance of the Debtor's real properties. The Debtor's properties all have equity in excess of any purported secured claims; thus, the Debtor expects to have sufficient funds with which to make the required Plan payments. Attorneys for the Debtor: Stephen R. Harris, Esq. HARRIS LAW PRACTICE LLC 6151 Lakeside Drive, Suite 2100 Reno, NV 89511 Telephone: (775) 786-7600 Email: steve@harrislawreno.com A copy of the Disclosure Statement dated March 23, 2022, is available at https://bit.ly/3uok7w9 from PacerMonitor.com. About Harlan Real Estate Reno, Nev.-based Harlan Real Estate, LLC, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 21-50405) on May 27, 2021. At the time of the filing, the Debtor had $1,001,000 in total assets and $7,232 in total liabilities. Rollin Lazzarone, the managing member, signed the petition. Judge Bruce T. Beesley oversees the case. Stephen R. Harris, Esq., of Harris Law Practice, LLC, serves as the Debtor's legal counsel. HERITAGE RAIL: Trustee Selling Two Rail Cars to Dark Sky for $1.9K ------------------------------------------------------------------ Tom Connolly, the Chapter 11 Trustee of Heritage Rail Leasing, LLC, asks the U.S. Bankruptcy Court for the District of Colorado to authorize him to sell the following two rail cars to Dark Sky Station, LLC, for an aggregate purchase price of $1,900, subject to higher and better bids: Pacific Rest (Sleeper 10R6BR) and SLRG 755 (Baggage Car). Heritage owns rail cars, locomotives, rolling stock and equipment that it used in connection with its rail car leasing business. The Trustee has continued to respond to inquiries from prospective purchasers of Heritage's assets. After considering available options within the context of the current economic environment and the status of Heritage's operations, the Trustee determined in its business judgment to sell certain of Heritage' rolling stock to Dark Sky the Assets, subject to higher and better bids. After arms'-length negotiations, the Trustee negotiated a sale of the Assets to Dark Sky for an aggregate purchase price of $1,900 on the terms set forth herein and in the purchase agreement. Big Shoulders Capital, LLC has asserted it has a first priority security interest in the Assets pursuant to a Loan and Security Agreement between Heritage and Big Shoulders dated Feb. 27, 2017 (as amended). Pursuant to the Agreement between Big Shoulders and the Trustee dated May 25, 2021, which has been approved by the Court, Big Shoulders has consented to the Trustee's sale of the Assets subject to a carve out of 20% of the net purchase price of the Assets less closing costs, including any applicable storage fees to remain with the Heritage estate free and clear of any Big Shoulders' lien, with rights otherwise reserved. Upon information and belief of the Trustee, the Assets are not otherwise subject to any security interest, claim or lien, other than a storage lien asserted by the entity that stores the Assets, which the Trustee is requesting authority to pay from proceeds of the sale, to the extent it is not otherwise settled. The Trustee has investigated the fair market value of the Assets by speaking with industry sources, persons familiar with the Assets and Big Shoulders. Based on this investigation, he has determined that the Dark Sky Purchase Price represents fair market value. The Trustee now seeks authority to further market-test the transaction contemplated by the Purchase Agreement to obtain the highest or best offer for the Assets. The Trustee and Dark Sky have negotiated the key terms of the sale of the Assets, and have executed the Purchase Agreement, which remains subject to the Court's approval. The material terms of the Purchase Agreement are: a. Purchase Price. The Dark Sky Purchase Price for the Assets is allocated as follows: Pacific Rest (Sleeper 10R6BR) – $900 and SLRG 755 (Baggage Car) - $1,000 b. The Purchase Agreement is subject to, and will not become effective, until it is approved in its entirety by final, written, non-appealable Order of the Bankruptcy Court. c. Dark Sky will accept the Assets at closing on an "as is, where is" basis. d. The closing will occur on the first business day upon which Court approval provided is effective and not subject to a stay, or upon such other day upon which the parties reasonably agree. The Trustee does not believe that Court-approved formal bidding procedures or a break up fee are needed in light of the simplicity of the proposed transaction. Instead, he asks that any competing bids for any or all of the Assets be received by the deadline to object to the Motion. Any parties submitting a competing bid that wish to inspect the Assets will be required to comply with all relevant inspection procedures and pay any necessary inspection fees. If any objections or competing bids are received, the Trustee will hold an auction and bidding can occur at that auction. Any competing bid for any or all of the Assets should be on the same terms as the Purchase Agreement (other than the purchase prices) and may be required to be accompanied by a 5% earnest money deposit and show ability to close. Initial overbids must be at least 5% more than the Dark Sky Purchase Price (as allocated). To facilitate the sale of the Assets, the Trustee also requests authorization to sell the assets free and clear of any and all liens, claims, encumbrances, and other interests including (without limitation) those of tax authorities, storage facilities, Big Shoulders and any Heritage affiliate entity. The Trustee is not aware of any other claim or interest in the Assets, but given the poor record keeping of Heritage, others could lay interest to the Assets. Finally, the Trustee requests that any order approving the sale of the Assets be effective immediately, thereby waiving the 14-day stay imposed by Bankruptcy Rules 6004. A copy of the Contract is available at https://tinyurl.com/47myfyv6 from PacerMonitor.com free of charge. About Heritage Rail Leasing Heritage Rail Leasing, LLC leases rail rolling stocks, locomotives and track equipment. On Aug. 21, 2020, Portland Vancouver Junction & Railroad Inc., Vizion Marketing LLC and D.L. Paradeau Marketing LLC filed a Chapter 11 involuntary petition against Heritage Rail Leasing. The creditors are represented by Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, LLP. Judge Thomas B. McNamara oversees the case. L&G Law Group LLP and Moglia Advisors serve as the Debtor's legal counsel and restructuring advisor, respectively. Alex Moglia of Moglia Advisors is the Debtor's chief restructuring officer. On Oct. 19, 2020, the Office of the U.S. Trustee appointed a committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee is represented by Goldstein & McClintock LLLP and the Law Offices of Douglas T. Tabachnik, P.C. On Oct. 28, 2020, the Court approved the appointment of Tom H. Connolly as the Debtor's Chapter 11 trustee. The trustee tapped Brownstein Hyatt Farber Schreck, LLP as his counsel. HR NORTH DALE: Sale of Lutz Property to WWP and Flagship Approved ----------------------------------------------------------------- Judge Michael G. Williamson of the U.S. Bankruptcy Court for the Middle District of Florida issued an amended order (i) authorizing in part HR North Dale Mabry, LLC's sale of the vacant commercial land located on North Dale Mabry Highway in Lutz, Hillsborough County, Florida, to WWP Acquisitions, LLC, and Flagship Companies Group, LLC; and (ii) denying in part, without prejudice, the Debtor's rescission contract with DRP Company of Alabama, Inc. The Debtor is authorized to sell, transfer and assign the property to the Buyers consistent with the terms of the purchase agreement with WWP, as amended by the First Amendment to Agreement of Sale and Purchase. The Debtor may separately seek approval of the Recission Contract in a separate motion. Nevertheless, the Debtor may close on any such sale of Property only if the sale proceeds from that particular Property will be sufficient to fully satisfy the allowed secured claims, including principal, interest, costs and attorneys' fees, that arise from pre-petition security interests in the particular Property being sold. The Court’s prior Order Approving the Sale Agreement with North Village dated Aug. 23, 2021, is vacated or superseded by the Order. The Purchase Agreement and the proposed sales to the Buyers are approved, free and clear of any and all Encumbrances, with any such Encumbrances, liens, claims or interests, not already provided for in the Debtor's second plan of liquidation, attaching exclusively to the net proceeds of sale. The Order constitutes a final appealable order within the meaning of 28 U.S.C. Section 158(a). Notwithstanding Rules 6004(h) and 6006(d) of the Federal Rules of Bankruptcy Procedure, the Order will be immediately effective and enforceable upon its entry. The closing may occur immediately consistent with the terms of the Purchase Agreements. Upon the closing of the sales, the Debtor will reflect the sales in the Court records and file the closing documents in either its monthly operating report or by a notice of filing. The Order will be accepted for recording in the public records. A copy of the Contract is available at https://tinyurl.com/3r6rf3xj from PacerMonitor.com free of charge. About HR North Dale Mabry HR North Dale Mabry, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-01958) on April 21, 2021. Claire Clement, manager, signed the petition. In its petition, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Johnson Pope Bokor Ruppel & Burns, LLP is the Debtor's legal counsel. IDEAL CARE: Seeks Approval of $2.8-Mil. Sale of Jamaica Property ---------------------------------------------------------------- Ideal Care 4 U, Inc., seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to sell the residential property located at and known as 176-28 Kildare Road, in Jamaica, New York 11432, to Nadia Iskhak and Edgar Benjamin Estrada for $2.8 million. A hearing on the Motion is set for May 4, 2022, at 12:00 p.m. The hearing will be held telephonically (1-888-273-3658, the access code 2872314#) or as soon thereafter as counsel can be heard. Objections, if any, must be filed no later than seven days before the hearing date. In the Schedule B originally filed by the Debtor, it was disclosed that the Debtor owns the Property. The market value of the property is $2,625,000. In June 2021, the Debtor received an offer from the Buyers with the purchase price $2.8 million, pursuant to their Residential Contract of Sale. The Debtor, along with counsel, has determined that the proposed purchase price constitutes fair market value based on the size and condition of the property. Subject to the Court's approval, the Debtor seeks approval to sell the Residential Property to the Buyers on the following terms and conditions: a) Seller: Ideal Care 4 U Inc. b) Buyers: Nadia Iskhak and Edgar Benjamin Estrada c) Purchase Price: $2.8 million d) Initial Deposit: $$100,000 e) Balance: $2.7 million f) Purchased Property: 176-28 Kildare Road Jamaica, NY 11432 g) Closing Date: July 3 2022 The Debtor is not related to the Buyer. At this time, the Debtor seeks the Court's approval of the sale of the Debtor's Real Property free and clear of all liens, claims and encumbrances to the Buyers. All of the sale proceeds will be received by the Debtor, with all liens, claims and encumbrances to attach to the proceeds. Finally, the Debtor requests that the Court, in its discretion, waives the 14-day stay imposed by Rule 6004(h). A copy of the Contract is available at https://tinyurl.com/2p98smfe from PacerMonitor.com free of charge. About Ideal Care Jamaica, N.Y.-based Ideal Care 4 U, Inc. filed a petition for Chapter 11 protection (Bankr. E.D. N.Y. Case No. 21-41869) on July 21, 2021, listing $2,632,800 in assets and $190,252 in liabilities. Olga Palankerina, president, signed the petition. Judge Jil Mazer-Marino oversees the case. The Debtor tapped The Law Offices of Alla Kachan, P.C. as legal counsel and Wisdom Professional Services Inc. as accountant. J.C. PENNEY: Some Retirees In Limbo As Bankruptcy Ends ------------------------------------------------------ Maria Halkias of The Dallas Morning News reports that some of J.C. Penney's retirees are still in limbo as bankruptcy winds down. Unsecured creditors are expecting less a penny on the dollar, while Penney’s stores are doing well and real estate sales have brought in the big bucks so far. Several hundred of J.C. Penney's former employees and retirees who counted on supplemental retirement benefits have to wait another year to find out whether they're getting some cash from the bankruptcy. But in this case "some" means less than 1 cent on the dollar. J.C. Penney stores exited bankruptcy more than a year ago and new owners say the company is doing well. The real estate trust created to repay lenders by selling Penney's properties has done better than expected. But the unsecured creditors of the old J.C. Penney, which includes vendors and some long-term employees, are still waiting for their claims to be resolved. $340,642 in supplemental retirement benefits he's losing, including some income he deferred over the years. Knesek has been working with former colleagues to stay informed about complex bankruptcy documents. "There's been a huge vacuum of information," he said. Some former employees are confused about what it means when their claim is accepted. It doesn't mean they're in the money, he said. "The plan documents say 1% or less for unsecured claims." Penney's defined pension plan, which was fully funded and taken over by Athene Holding, continues to provide monthly checks to 30,000 retirees, and the company's employee 401(k)s were protected and not affected by the bankruptcy. But there are a few thousand individuals who lost supplemental retirement benefits when Penney filed for bankruptcy in May 2020 after the pandemic closed its stores. Not all of them filed claims, but those who did are part of the company's unsecured creditors. Shirley Bard, a 91, of Los Alamitos, Calif., retired in 1996 and wrote in a letter to the court that she's "no longer able to work. I have no choice but to try to save the supplemental retirement benefit I am entitled to." About J.C. Penney Co. Inc. J.C. Penney Company, Inc. -- http://www.jcpenney.com/-- is an apparel and home retailer, offering merchandise from an extensive portfolio of private, exclusive, and national brands at over 850 stores and online. It sells clothing for women, men, juniors, kids, and babies. On May 15, 2020, J.C. Penney entered into a restructuring support agreement with lenders holding 70% of its first lien debt. The RSA contemplates agreed-upon terms for a pre-arranged financial restructuring plan that is expected to reduce several billion dollars of indebtedness. To implement the plan, J.C. Penney and its affiliates on May 15, 2020, filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 20-20182). At the time of the filing, J.C. Penney disclosed assets of between $1 billion and $10 billion and liabilities of the same range. Judge David R. Jones oversaw the cases. The Debtors tapped Kirkland & Ellis and Jackson Walker, LLP as legal counsel; Katten Muchin Rosenman, LLP as special counsel; Lazard Freres & Co. LLC as investment banker; AlixPartners, LLP as restructuring advisor; and KPMG, LLP as tax consultant. Prime Clerk is the claims agent, maintaining the page http://cases.primeclerk.com/JCPenney The committee of unsecured creditors retained Cole Schotz, P.C., and Cooley, LLP. * * * J.C. Penney in November 2020 won approval to sell substantially all of its retail and operating assets ("OpCo") to a group formed by landlords Brookfield Asset Management, Inc. and Simon Property Group and senior lenders through a combination of cash and new term loan debt. Paul, Weiss, Rifkind, Wharton & Garrison LLP was the legal counsel, and BRG Capital Advisors, LLC, served as financial adviser to Simon and Brookfield. K.B. PROPERTIES: Seeks to Hire Genova, Malin & Trier as Counsel --------------------------------------------------------------- K.B. Properties, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Genova, Malin & Trier LLP as its bankruptcy counsel. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties in its financial situation and management of its property; (b) take necessary action to void liens against the Debtor's property; (c) prepare legal papers; (d) perform all other necessary legal services for the Debtor. Michelle Trier, Esq., a partner in the law firm of Genova, Malin & Trier, disclosed in a court filing 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: Andrea B. Malin, Esq. Michelle L. Trier, Esq. Genova, Malin & Trier LLP Hampton Business Center 1136 Route 9 Wappingers Falls, NY 12590 Phone: (845) 298-1600 Fax: (845) 298-1265 About K.B. Properties K.B. Properties, LLC, a company in Wappingers Fallas, N.Y., filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-35166) on Mar. 28, 2022, listing up to $10 million in assets and up to $1 million in liabilities. Kenneth Beheran, managing member, signed the petition. Judge Cecelia G. Morris oversees the case. Genova, Malin & Trier LLP serves as the Debtor's legal counsel. KODIAK BUILDING: S&P Upgrades ICR to 'B', Outlook Stable -------------------------------------------------------- S&P Global ratings raised its issuer credit rating on Colorado-based building materials distributor Kodiak Building Partners Inc. to 'B' from 'B-'. At the same time, raised its issue-level rating on Kodiak to 'B' from 'B-' concurrent with the upgrade of the company. S&P said, "The stable outlook reflects our expectation for steady demand in the company's end markets, which along with contributions from acquisitions should result in debt leverage maintained below 5x despite acquisitions and dividends. "We expect adjusted leverage of 4x-5x over the next 12 months despite increased debt from a recent dividend. Kodiak issued a $200 million add-on to its first-lien term loan B to fund a $200 million shareholder dividend in December 2021. We anticipate the additional debt increased leverage to about 4.2x for fiscal 2021 compared to 3.3x for the 12 months ended Sept. 30, 2021. Over the next 12 months we expect Kodiak to maintain debt leverage of 4x-5x-5x although we have incorporated about $75 million in acquisitions and $100 million in dividends. This is due to the expectation of good tailwinds in its end markets that support revenue and earnings growth although at a slower pace than 2021 due to margin compression from inflationary cost pressure, such as labor. "We expect excess cash flows to be directed toward acquisitions and shareholder rewards over debt reduction. We expect Kodiak to continue to generate positive free operating cash with about $60 million to $70 million expected to be generated in 2022 based in part on the company's asset light model with annual maintenance capital spending of about 1% of revenues. We also expect the company to prioritize acquisitions and pay dividends if acquisitions are not available as demonstrated by its recent debt leveraging dividend transaction. However, there is some credit buffer based on debt leverage expectations, and the company has made good progress on its acquisition strategy having completed approximately 20 acquisitions since Court Square's investment in 2017. "Our assessment of Kodiak's competitive risk reflects its limited scale of operations, moderate scope and diversification, and presence in growth markets. Kodiak has a diverse portfolio of building products and construction materials that it has assembled by way of acquisitions. The company's acquisitions have increased its scale and we anticipate revenues of about $2.3 billion in 2022 from about $1.2 billion in 2019; however, it is still small compared to some building materials distributors we rate. In addition, its scale of operations and geographic diversity is narrow, with about 70% of revenues generated in three key states (i.e., Colorado, Florida, and Texas) with about 29% generated in Florida alone. This concentration is mitigated somewhat by the size and growth prospects of these states, which are some of the largest and fastest-growing construction markets in the U.S. Kodiak also has limited end-market diversity. Despite servicing residential, commercial, and infrastructure end markets about 80% of 2021 sales was tied to cyclical residential construction end markets. Like most of its peers, the company also has a diverse customer base of over 5,000 customers with no customer accounting for more than 8% of revenues; however, its top 10 customers comprise about 27% of sales, which we view as a moderate level of risk. "The stable outlook reflects our expectation for steady demand in the company's end markets which along with contributions from acquisitions should result in debt leverage maintained below 5x despite acquisitions and dividends." S&P could lower its rating on Kodiak over the next 12 months if Kodiak experiences weaker than expected performance or increases its leverage due to acquisitions or distributions such that -- Adjusted leverage approaches 7x -- Free operating cash flows turn negative -- EBITDA interest coverage declines below 2x Although unlikely over the next 12 months, given the sponsor's appetite for acquisitions and dividends, S&P could raise its rating on Kodiak in the longer term if: -- S&P expects the company will maintain adjusted leverage below 5x under most market conditions despite acquisitions, and -- The financial sponsor commits to maintaining it at this level. E-2 , S-2, G-3 S&P said, "Governance is a moderately negative consideration in our credit rating analysis of Kodiak. Our assessment of the company's financial risk profile as highly leveraged reflects corporate decision-making that prioritizes the interests of the controlling owners, in line with our view of the majority of rated entities owned by private-equity sponsors. Our assessment also reflects their generally finite holding periods and a focus on maximizing shareholder returns." LARSON VALLEY: Seeks to Hire Northwest Financial as Advisor ----------------------------------------------------------- Larson Valley, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Iowa to hire Northwest Financial Consulting as its financial advisor. The firm's services include: a. assisting in preparing or reviewing a 13-week budget and cash flow analysis; b. working with the Debtor to develop alternative strategies for improving profitability and liquidity, and assisting in the implementation thereof; c. assisting in working with unsecured creditors' committee as needed; d. if requested, assisting the Debtor in managing a sale process; e. coordinating with the Debtor's legal counsel regarding matters related to the restructuring process; and f. performing other services as requested by the Debtor throughout the bankruptcy process. Northwest Financial Consulting will charge $200 per hour for its services. The firm received a pre-bankruptcy retainer of $25,000. As disclosed in court filings, Northwest Financial Consulting is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: JT Korkow Northwest Financial Consulting 131 North State Highway Volborg, MT 59351 Phone: +1 406-554-3123 Email: jtkorkow@yahoo.com About Larson Valley Inc. Larson Valley, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Iowa Case No. 22-00230) on March 12, 2022, listing as much as $50,000 in both asset and liabilities. Jeffrey D. Goetz, Esq., at Bradshaw, Fowler, Proctor & Fairgrave, P.C. and Northwest Financial Consulting serve as the Debtor's legal counsel and financial advisor, respectively. LEAR CAPITAL: Taps Cook Law Firm as Special Insurance Counsel ------------------------------------------------------------- Lear Capital, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire The Cook Law Firm, P.C. as its special insurance counsel. The firm's services include: (a) representing the Debtor in matters arising from or related to its insurance coverage for various claims, causes of action and liabilities that have been or may be asserted against it, including without limitation: -- the proceedings entitled People of the State of California v. Lear Capital, Inc., Los Angeles Superior Court, Case No. 19STCV19362 and the People of the State of New York v. Lear Capital, Inc., et al., Supreme Court of the State of New York, County of Erie, Index No. 807970/2021; and -- other pending governmental subpoenas, investigations and similar inquiries, particularly to the extent they result in any demands asserted, or complaints or actions filed by potential claimants; (b) performing such other services as the Debtor may request from time to time related to insurance coverage. The hourly rates charged by the firm's lawyers range from $480 to $710. Cook Law Firm received a retainer in the amount of $21,016. Philip Cook, Esq., managing attorney at Cook Law Firm, disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Philip E. Cook, Esq. The Cook Law Firm 601 S Figueroa St. #2050 Los Angeles, CA 90017 Phone: +1 213-988-6100 Email: pcook@cooklawfirm.la About Lear Capital Lear Capital Inc. is a silver and gold coin dealer based in Los Angeles, Calif. Lear Capital filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Del. Case No. 22-10165) on March 2, 2022, to weather possible future legal claims associated with its sales practices as well as customer disclosures. Jami B. Nimeroff serves as Subchapter V trustee. As of Feb. 28, 2022, Lear Capital had assets of $34,449,619 against liabilities of $22,355,066. Judge Brendan Linehan Shannon oversees the case. The Debtor tapped Shulman Bastian Friedman & Bui, LLP as general bankruptcy counsel; Morris James, LLP as local counsel; Mitchell Silberberg & Knupp, LLP as special litigation and corporate counsel; and Paladin Management Group as financial advisor. BMC Group, Inc. is the claims agent. LECLAIRRYAN PLLC: Former Attorneys Still Hooked for Taxes --------------------------------------------------------- Rick Archer of Law360 reports that a Virginia bankruptcy judge denied on Tuesday, March 29, 2022, requests by attorney Gary LeClair and other former members of LeClairRyan to be struck from a list of the bankrupt law firm's shareholders, finding that they retained their shares and the tax liabilities that came with them. At a virtual hearing, Judge Kevin Huennekens of the U.S. Bankruptcy Court for the Eastern District of Virginia ruled that LeClairRyan had legally dissolved five days before it filed for bankruptcy and that founding partner LeClair and nearly all the other remaining members quit too late to avoid being locked into ownership of their firm equity. About LeClairRyan PLLC Founded in 1988, LeClairRyan PLLC is a national law firm with 385 attorneys, including 160 shareholders, at its peak. The firm represented thousands of clients, including individuals and local, regional, and global businesses. Following massive defections by its attorneys LeClairRyan, members of the firm in July 2019 voted to effect a wind-down of the Debtor's operations. LeClairRyan PLLC sought Chapter 11 protection (Bankr. E.D. Va. Case No. 19-bk-34574) on Sept. 3, 2019, to effect the wind-down of its affairs. In its Chapter 11 petition, the firm listed a range of 200-999 creditors owed between $10 million and $50 million. The firm claims assets of $10 million to $50 million. The Hon. Kevin R Huennekens is the case judge. Richmond attorneys Tyler Brown and Jason Harbour of Hunton Andrews Kurth represented LeClairRyan in the case. Protiviti was the Debtor's financial adviser for the liquidation. The bankruptcy case was converted to a Chapter 7 liquidation on Oct. 24, 20219. Lynn L. Tavenner was named a Chapter 7 trustee, and then Benjamin C. Ackerly, a successor trustee. The Chapter 7 trustee Ackerly's counsel: Tyler P. Brown Hunton Andrews Kurth LLP Tel: 804-788-8200 E-mail: tpbrown@huntonak.com LTL MANAGEMENT: 9th Circ. Direct Appeal Certification Granted ------------------------------------------------------------- HarrisMartin reports that the bankruptcy judge overseeing the bankruptcy case of LTL Nabagenebt has granted motion seeking certification of direct appeal to 3rd Circuit of motion to dismiss, preliminary injunction orders. The judge overseeing the bankruptcy proceedings of LTL Management has granted motions seeking certification of direct appeal to the 3rd Circuit U.S. Court of Appeals with regard to orders issued by the court on motions to dismiss the Chapter 11 proceedings and to continue the preliminary injunction. During the March 30, 2022 hearing, Hon. Michael B. Kaplan of the U.S. Bankruptcy Court for the District of New Jersey opined that it would "not serve any purpose" to have the appeal move through the District Court prior to the 3rd Circuit. About LTL Management LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J), which was formed to manage and defend thousands of talc-related claims and oversee the operations of Royalty A&M. Royalty A&M owns a portfolio of royalty revenue streams, including royalty revenue streams based on third-party sales of LACTAID, MYLANTA/MYLICON and ROGAINE products. LTL Management filed a petition for Chapter 11 protection (Bankr. W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov. 16, 2021. The Hon. Michael B. Kaplan is the case judge. At the time of the filing, the Debtor was estimated to have $1 billion to $10 billion in both assets and liabilities. The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon LLP as special counsel; McCarter & English, LLP as litigation consultant; Bates White, LLC as financial consultant; and AlixPartners, LLP as restructuring advisor. Epiq Corporate Restructuring, LLC, is the claims agent. An official committee of talc claimants was formed in the Debtor's Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S. Trustee for Regions 3 and 9 reconstituted the talc claimants' committee and appointed two separate committees: (i) the official committee of talc claimants I, which represents ovarian cancer claimants, and (ii) the official committee of talc claimants II, which represents mesothelioma claimants. The official committee of talc claimants I tapped Genova Burns LLC, Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its legal counsel. Meanwhile, the official committee of talc claimants II is represented by the law firms of Cooley LLP, Bailey Glasser LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and Sherman Silverstein Kohl Rose & Podolsky P.A. About Johnson & Johnson Johnson & Johnson is an American multinational corporation founded in 1886 that develops medical devices, pharmaceuticals, and consumer packaged goods. It is the world's largest and most broadly based healthcare company. Johnson & Johnson is headquartered in New Brunswick, New Jersey, the consumer division being located in Skillman, New Jersey. The corporation includes some 250 subsidiary companies with operations in 60 countries and products sold in over 175 countries. The corporation had worldwide sales of $82.6 billion in 2020. LTL MANAGEMENT: Opposes Bid to Modify Panel Reinstatement Order --------------------------------------------------------------- LTL Management, LLC asked the U.S. Bankruptcy Court for the District of New Jersey to deny the motion filed by the official committee of talc claimants II to modify the court's Jan. 26 order, which approved the reinstatement of the original talc claimants' committee. The motion, if granted by the court, would authorize the official committee of talc claimants II, which represents mesothelioma claimants, to continue to exist for purposes of pursuing appeals of previous court rulings, including the order denying dismissal of LTL's Chapter 11 case. LTL's attorney, Paul DeFilippo, Esq., at Wollmuth Maher & Deutsch, LLP, said there is no basis to permit the mesothelioma claimants' committee to continue to exist since it was not validly formed. "TCC II could have long ago filed a motion seeking official committee status, the proper procedure for it to seek its continuation," Mr. DeFilippo said. "If a properly filed motion had been filed and granted, that would have permitted TCC II to prosecute the appeals at the expense of [LTL's] estate. TCC II chose not to do so, and it should not now be permitted to evade the requirements of Section 1102 of the Bankruptcy Code to pursue the appeals," the attorney further said. Mr. DeFilippo argued the original talc claimants' committee, which includes over half the members of the mesothelioma claimants' committee, can adequately represent talc claimants' interest in the appeals. "Without a showing that the appointment of TCC II is necessary to assure adequate representation of creditors pursuant to Section 1102(a)(2) of the Bankruptcy Code, TCC II should not be permitted to, outside the applicable law, pursue the appeals at the expense and as a representative of the estate," Mr. DeFilippo further argued. Meanwhile, the official committee representing ovarian cancer claimants in LTL's case said it would be "counterproductive" and "inefficient" to permit mesothelioma claimants' committee to continue along with the original talc claimants' committee due to overlapping membership. On Nov. 8, 2021, Judge J. Craig Whitley, the North Carolina bankruptcy judge who was initially assigned to oversee LTL's case before it was transferred to the New Jersey court, approved the formation of an 11-member talc claimants' committee. Andrew Vara, the U.S. Trustee for Region 3, reconstituted the original committee after several talc claimants criticized the committee's composition. The U.S. trustee appointed two separate committees on Dec. 23, 2021: (i) the official committee of talc claimants I, which represents ovarian cancer claimants, and (ii) the official committee of talc claimants II, which represents mesothelioma claimants. On Jan. 26, Judge Michael Kaplan ordered the reinstatement of the original talc claimants' committee and the disbandment of the mesothelioma and ovarian cancer claimants' committees. About LTL Management LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J), which was formed to manage and defend thousands of talc-related claims and oversee the operations of Royalty A&M. Royalty A&M owns a portfolio of royalty revenue streams, including royalty revenue streams based on third-party sales of LACTAID, MYLANTA/MYLICON and ROGAINE products. LTL Management filed a petition for Chapter 11 protection (Bankr. W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov. 16, 2021. The Hon. Michael B. Kaplan is the case judge. At the time of the filing, the Debtor was estimated to have $1 billion to $10 billion in both assets and liabilities. The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon LLP as special counsel; McCarter & English, LLP as litigation consultant; Bates White, LLC as financial consultant; and AlixPartners, LLP as restructuring advisor. Epiq Corporate Restructuring, LLC, is the claims agent. An official committee of talc claimants was formed in the Debtor's Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S. Trustee for Regions 3 and 9 reconstituted the talc claimants' committee and appointed two separate committees: (i) the official committee of talc claimants I, which represents ovarian cancer claimants, and (ii) the official committee of talc claimants II, which represents mesothelioma claimants. The official committee of talc claimants I tapped Genova Burns LLC, Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its legal counsel. Meanwhile, the official committee of talc claimants II is represented by the law firms of Cooley LLP, Bailey Glasser LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and Sherman Silverstein Kohl Rose & Podolsky P.A. About Johnson & Johnson Johnson & Johnson is an American multinational corporation founded in 1886 that develops medical devices, pharmaceuticals, and consumer packaged goods. It is the world's largest and most broadly based healthcare company. Johnson & Johnson is headquartered in New Brunswick, New Jersey, the consumer division being located in Skillman, New Jersey. The corporation includes some 250 subsidiary companies with operations in 60 countries and products sold in over 175 countries. The corporation had worldwide sales of $82.6 billion in 2020. LUCIEN HARRY MARIONEAUX: Trustee Proposes Auction of Insanis Assets ------------------------------------------------------------------- John W. Luster, the Chapter 11 trustee for the bankruptcy estate of Lucien Harry Marioneaux, Jr., asks the U.S. Bankruptcy Court for the Western Ditstrict of Louisiana to authorize the online auction to the highest and best bidder of the following properties by Insanis, LLC: a. Aircraft: Eclipse Aviation Corporation Model EA 500 Fixed Wing with Multi Tubine Air Generator Engines (P&W Canada) Model: PW610F-A N Registration Mark: 800TE Year of Manufacture: 2007, Serial number: 000021 Airworthiness Date: 05/29/2007 and b. Condo: Unit 411 located in Federal Fibre Mills Condominum, 1107 South Peters St., in New Orleans, Louisiana 70130. Pilotage Holdings, LLC, is a Texas limited liability company and the Debtor was the sole member and manager of Pilotage at the time of the filing of the Debtor's petition. Pilotage is the sole member of Insanis and the Trustee has taken action pursuant to law as manager of Pilotage, the sole member of Insanis and executed a unanimous consent providing that Insanis is managed by its member Pilotage. The following issues are highlighted regarding the proposed auction of the Jet as material terms that many courts require be highlighted in motions brought under Bankruptcy Code Section 363: a. The proposed sale will be at a public online auction. b. There are no agreements with management or the Debtor. c. There are no releases or waivers. d. The proposed sale is at public auction and there are no procedures or agreements that would limit competitive bidding. e. There are no interim arrangements with any party. f. The entire net amount of cash proceeds from the successful bid after payment to the lienholder will be paid to Insanis. g. The successful bidder will pay a buyer's premium of 6% of the bid. The premium will be paid directly to the auctioneer as the auctioneer's fee and is not property of Insanis or the estate. h. Pursuant to Section 363(f)(2), with the lienholder's claim attaching to the proceeds up to the amount owed to the lienholder. i. Sale will be "as is, where is," with typical provisions found in sale orders for auctions. j. Credit bidding is allowed under Section 363(k) for the holders of allowed claims. k. The Trustee seeks relief from the stay imposed by Bankruptcy Rule 6004(h). The Trustee seeks the entry of an Order authorizing the Trustee to sell the Jet at a public online auction to the highest and best bidder free and clear of liens, claims and interests because Citizens National Bank, N.A. ("CNB") consents to the sale. CNB's lien will attach to the proceeds of the sale of the Jet up the amount of CNB's lien. CNB's right to credit bid will be preserved in accordance with Bankruptcy Code Section 363(k). CNB is the only known lienholder. The last known appraisal for the Jet was made on behalf of CNB in 2016 which estimated a market value of $1.5 million. The Jet is subject to a first lien and security interest of CNB. CNB has advised the Trustee that the total owed by Insanis to CNB and secured by its lien and security interest is $1,055,191.59 as of April 1, 2022, plus interest continuing to accrue plus attorney fees. The Jet requires routine maintenance for safe and proper operation and requires hanger storage. Further, the Trustee understands and Debtor's counsel has asserted that routine flight time is required for the Jet to maintain proper operation. Based on information available, the Trustee believes that the cost of operations (fuel, maintenance, hanger, pilot expense, insurance, and monthly loan payments) are not materially offset or justified by proposed charter operations or continuing depreciation. Further, even if revenue for charter flights exceed fixed and variable costs, the revenue is not material considering the other assets and liabilities of the estate. The Trustee proposes to engage Danny Lawler of Lawler Auction Co., a licensed and bonded auctioneer with extensive experience in auctions and specific experience in the auction of aircraft. Lawyer will conduct the auction via an online bidding platform in a manner to reach a national audience of prospective bidders. The Trustee proposes that Lawler will be compensated with a 6% buyer's premium which will not be considered property of Insanis or the estate and will be paid without further Court approval as costs. The Trustee seeks to sell through a licensed real estate agent the Condo owned by Insanis. The complete legal description of the Condo is: THAT CERTAIN CONDOMINIUM PARCEL, together with its appurtenant interest in the common elements of that Condominium Regime known as FEDERAL FIBRE MILLS CONDOMINIUM, established by Declaration dated May 1, 1990, registered in ClN 20024, Notarial Archives No. 844321, and as amended on May 11, 1994, registered in CIN 90933, Notarial Archives No. 1994-36553, which Condominium parcel is designated as UNIT 411, as provided in the Declaration, which is situated the FIRST DISTRICT of the City of New Orleans, Parish of Orleans, in SQUARES 47 and 48, LOT "A" thereof, with Square 47 bounded by Gaiennie Street, South Peters Street, Erato Street and Tchoupitoulas Street, and Square 48 bounded by South Peters Street (late New Levee), Gaiennie Street, Calliope Street (late Louisa) and Tchoupitoulas Street, all as shown on survey of Gilbert, Kelly & Couturie, Inc., Surveying & Engineering, dated June 12, 1989, and as fully described in the Declaration. Being the same property acquired by Insanis, LLC, by act dated Dec. 31, 2019, registered at CIN 668889, Parish of Orleans, State of Louisiana. The following issues are highlighted regarding the proposed auction of the Condo as material terms that many courts require be highlighted in motions brought under Bankruptcy Code Section 363: a. The proposed sale is not to an insider. b. There are no agreements with management or the Debtor. c. There are no releases or waivers. d. The proposed sale is at public auction and there are no procedures or agreements that would limit competitive bidding. e. There are no interim arrangements with any party. f. The entire net amount of cash proceeds from the successful bid after payment to the lienholder will be paid to Insanis. g. The successful bidder will pay a buyer's premium of 6% of the bid. The premium will be paid directly to the auctioneer as the auctioneer's fee and is not property of Insanis or the estate. h. Sale will be "as is, where is," with typical provisions found in sale orders for auctions. i. There are no known mortgages on the Condo. j. There are no known liens, claims, or encumbrances. However, Debtor asserts that the Condo was leased to an insider but no lease document has been produced. The sale will be free and clear of any alleged lease claim. k. The Trustee seeks relief from the stay imposed by Bankruptcy Rule 6004(h). The Trustee seeks the entry of an Order authorizing the Trustee to sell the Condo through a licensed real estate agent to the highest and best offeror free and clear of liens, claims and interests in accordance with Bankruptcy Code Section 363(f)(4). The Debtor's assertion that a lease exists on the Condo with his law firm is in bona fide dispute and, if asserted by the "lessee" will be disputed by the Trustee. The Trustee does not have an appraisal of the Condo. The Condo was purchased by Insanis on Dec. 31, 2019 for $265,000. There is no known lienholder. The Debtor asserts that the Condo is leased by Marioneaux and Williams, LLC (or another entity affiliated with the Debtor and Mr. Craig Williams, and thus an insider) for $24,000 per year. No written lease has been provided to the Trustee or recorded. Debtor’s counsel indicated that it is unknown if rent was regularly paid to Insanis. The Condo does not provide any benefit to or for Insanis or the Debtor's estate and costs money to maintain without any business purpose. Therefore, the business judgment of the Trustee is that the Condo should be sold as proposed in the Motion. The Trustee proposes to engage a licensed real estate agency and agent in New Orleans to market and sell the Condo by methods customary for real estate marketing and sales. The Trustee proposes that the agency/agent will be compensated with a commission not to exceed 6% of the sales price. The commission will not be considered property of the estate and will be paid without further Court approval as costs. The sale will be free and clear of the asserted "lease" on the Condo. There is no known lienholder on the Condo. Sale of Jet and Condo will produce cash for Insanis. The Trustee contemplates that at the appropriate time Insansis will be dissolved (or merged with Pilotage) and the sales proceeds will ultimately be an asset of the estate. A copy of the Agreement is available at https://tinyurl.com/bdf3cr87 from PacerMonitor.com free of charge. The Chapter 11 case is In re: Lucien Harry Marioneaux, Jr., Chapter 11, Debtor, Case No. 21-10421 (Bankr. W.D. La.). LUPTON CONSULTING: Court Awards $44,000 to Watton Law Group ----------------------------------------------------------- Counsel for two debtors that operate three fitness clubs and unsuccessfully sought confirmation of their combined Chapter 11 plan has filed its final application for fees and costs for work performed in these cases. After the United States Bankruptcy Court for the Eastern District of Wisconsin denied confirmation of the debtors' plan, the debtors voluntarily requested their cases be dismissed. The Court granted the debtors' motion while counsel's application for compensation was pending. Debtor Lupton Consulting, LLC is a sole-member LLC owned and managed by Lawrence Lupton. Debtor Anytime Partners, LLC is owned 50% by Mr. Lupton, and 50% by Darren Enger; Mr. Lupton acts as its managing member. The debtors operate three Anytime Fitness gyms in the Milwaukee area: (1) the "Milwaukee Gym" (located at 6015 West Forest Home Avenue, Milwaukee, Wisconsin 53220); (2) the "West Allis Gym" (located at 2229 S. 108th Street, West Allis, Wisconsin 53227); and (3) the "Hartland Gym" (located at 520 Hartbrook Drive, Hartland, Wisconsin 53029). Mr. Lupton owns the franchises for each of the three gyms and operates and oversees them on a daily basis. Mr. Enger has not been involved in the day-to-day operation of any of the gyms since early 2020. Each debtor filed a voluntary Chapter 11 petition on November 16, 2020. The next day, they both filed an application to employ Watton Law Group as bankruptcy counsel, as well as a motion seeking joint administration of their cases. The applications to employ Watton Law Group represented that "WLG has experience representing debtors and has familiarity with complex reorganization cases," but did not detail any experience specifically in Chapter 11 cases. The applications also identified the range of hourly rates to be charged by the firm's professionals providing service and estimated its fees per category of service. In the affidavits filed in support of the applications, counsel disclosed that the firm had received $20,000 from the debtors for work performed up to the filing of the petition, which counsel had applied against prepetition fees ($13,283 due from Lupton Consulting and $3,283 due from Anytime Partners) and costs ($1,717 from each debtor for the Chapter 11 filing fee), leaving unpaid prepetition fees of $6,179.65. Counsel also disclosed that the Watton firm had received $6,532 from Mr. Lupton in his individual capacity for prepetition work completed on Mr. Lupton's personal behalf. No one objected to the applications, and the Court approved the employment of Watton Law Group to represent the debtors in these cases under a general retainer on December 23, 2020. The Court granted the request for joint administration on December 29, 2020. The United States Trustee objected to counsel's fee application, asserting that the fees and costs incurred did not benefit the debtors' estates. The U.S. Trustee also contends the fees were not necessary to the administration of the cases, nor does the application comply with standards set forth in Bankr. E.D. Wis. Local Rule 2016. Bankruptcy Judge Beth E. Hanan points out that, as the Court noted when denying confirmation of the debtors' plan, pre-petition obligations such as personal guarantees given to multiple creditors, plus a lack of clear record-keeping for the LLC entities and some blurring of the lines between the debtors and their non-debtor managing member, can make it difficult to craft a feasible, Code-compliant plan of reorganization. But those difficulties do not mean necessarily that all work performed by the debtors' counsel was not reasonably likely to benefit the debtors' estates at the time the services were performed. According to Judge Hanan, discrete service descriptions that are block-billed, reflect clerical tasks, or are so vague the Court cannot properly assess the benefit and reasonableness of the services, will be disallowed, at least in part. The disallowed amounts total $2,030.00 (7 hours), of which the Court will apportion 70% to debtor Lupton Consulting, LLC, and 30% to debtor Anytime Partners, LLC. For these reasons, Judge Hanan orders that Watton Law Group's request for final award of compensation is granted in part. The Court awards Watton Law Group fees in the reduced amount of $43,906.00 ($31,871.00 due from Lupton Consulting, LLC, and $12,035.00 due from Anytime Partners, LLC) and expenses in the amount of $708.58 ($397.63 due from Lupton Consulting, LLC, and $310.95 due from Anytime Partners, LLC), for a total of $44,614.58, under 11 U.S.C. section 330(a)(1). A full-text copy of Judge Hanan's Decision and Order dated March 22, 2022, is available at https://tinyurl.com/3jjskj49 from Leagle.com. About Lupton Consulting, LLC Lupton Consulting LLC, a privately held company that operates health and fitness clubs, filed its voluntary petition for relief under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 20-27482) on Nov. 16, 2020. The petition was signed by Lawrence Lupton, managing member. At the time of the filing, the Debtor disclosed $413,307 in assets and $1,192,463 in liabilities. The case is jointly administered with Anytime Partners, LLC, Case No. 20-27483. Judge Beth E. Hanan oversees the cases. Michael J. Watton, Esq., at Watton Law Group, represents the Debtors as legal counsel. Jan Pierce is the Sub-Chapter V Trustee. MANNY'S MEXICAN: Court Approves Disclosure Statement ---------------------------------------------------- Judge Catherine J. Furay has entered an order confirming the Amended Plan filed March 10, 2022, by Rivera Family Holdings, LLC and Manny's Mexican Cocina, Inc. The Court entered a separate order approving the Disclosure Statement. Manny's Mexican Cocina, Inc., a debtor affiliate of Rivera Family Holdings, LLC, submitted an Amended Disclosure Statement describing an Amended Plan of Reorganization dated March 10, 2022. The Amended Plan modifies only the Park Bank Provisions. Class III consists of the claim of Park Bank (La Crosse Branch). Rivera Family Holdings, LLC and Manny's Mexican Cocina, Inc. shall pay to Park Bank, La Crosse, a secured creditor the monthly amount of $21,863.42 (but payable in a weekly amount of $5,084.51). Note #5006, #5000, #5007 and legal fees is in the amount of $1,149,784.71 as of November 1, 2021, Note #5006 shall be amortized over 15 years from commencement date November 1, 2021 at 6.0% interest (3.25 + SBA risks), and Note #5000 is amortized over 9 years and Note #5007 is amortized over 11 years. The real estate tax escrow is part of the Plan. Note #5006 (Studio 16 deficiency) in the amount of $1,439,988.94 as of November 1, 2021 and shall be amortized over 15 years from the commencement date of April 1, 2022 at 2.0% interest. Like in the prior iteration of the Plan, all unsecured creditors who file claims or are listed in the Schedules as unliquidated and their claims are approved by the Court shall be paid in full within 30 days after the confirmation order is signed. The allowed unsecured claims total $1,070.00. Rivera Family Holdings, LLC and Manny's Mexican Cocina, Inc. are proposing an organized plan funded from operating entities of Manny's Mexican Cocina, Inc. and Manny's Cocina of Eau Claire, Inc. About Manny's Mexican Cocina Manny's Mexican Cocina, Inc., filed its voluntary petition for Chapter 11 protection (Bankr. W.D. Wis. Case No. 21-12059) on Oct. 6, 2021. Lynnae Rivera, company owner, signed the petition. Judge Catherine J. Furay oversees the case. Galen W. Pittman, Esq., at Pittman & Pittman Law Offices, LLC and TAP Consulting, LLC, serve as the Debtor's legal counsel and accountant, respectively. MAXUS ENERGY: Arcina's Bid for Payment of Admin Claim Denied ------------------------------------------------------------ Arcina Risk Group, LLC, filed a Motion for Allowance and Payment of Administrative Expense Claim, seeking payment from Maxus Energy Corporation of a $5.25 million administrative expense claim, allegedly due and owing pursuant to a 15% contingency fee as set forth in the parties' Consulting Agreement. On August 9, 2012, Maxus Energy and Aon Risk Insurance Services West, Inc., entered into the ARS Consulting Agreement whereby Arcina, the mass tort specialty and archeology services unit for Aon Global Consulting, a separate division within the "Aon" corporate umbrella, was to: (a) locate, notify and seek the participation of certain identified insurers in connection with various environmental claims against Maxus and a former saline disposal site in Louisiana; and (b) collect from those insurers. In exchange for Arcina's services, Maxus agreed to pay Arcina 15% of any funds ultimately recovered from the insurers. Also, around November 6, 2015, Kasowitz, Benson, Torres & Friedman LLP retained Aon Global Risk Consulting on behalf of Maxus in connection with a lawsuit captioned Bedivere Insurance Company, et al. v. Maxus Energy Corporation. Pursuant to the terms of the Bedivere Agreement, the parties mutually acknowledged that "Aon has and will continue to perform other services for Maxus concerning insurance related services," and agreed that "[t]his Agreement is not intended to apply to the work Aon performs separately for Maxus, but only to the discrete services requested by [Kasowitz] for purposes of assisting . . . in the Bedivere case . . . ." That being said, Aon Global agreed to "maintain separate files and cost[s] for the consulting work contemplated by the [Bedivere] Agreement," be paid for its work on an hourly basis, and acknowledged that "its fees are not contingent on the final resolution of the [Bedivere Litigation] . . . ." The work performed under the Bedivere Agreement was done by Arcina and was invoiced and paid on an hourly basis; Arcina does not seek to "double-dip" on the work done and paid under the Bedivere Agreement. However, Arcina nevertheless argues that the invoices paid under the Bedivere Agreement did not include hundreds of hours of work performed under the ARS Consulting Agreement, which formed the basis of the litigation against Bedivere, and for which it did not bill under the Bedivere Agreement. The parties have requested that the United States Bankruptcy Court for the District of Delaware determine threshold issues and legal questions for purposes of avoiding or streamlining discovery and evidentiary proceedings in connection with this Motion. The Court heard the arguments on these threshold issues and legal questions on February 15, 2022. Accordingly, Judge Christopher Sontchi concludes Arcina has failed to establish that the relevant Bar Dates are inapplicable to its claim, the doctrines of judicial and/or equitable estoppel apply to bar the Trust from arguing that Arcina was terminated or never retained as an Ordinary Course Professional, this Motion is an amendment to an informal proof of claim, and its failure to file a timely proof of claim was the result of excusable neglect. Thus, Judge Sontchi denies Arcina's Motion for Allowance and Payment of Administrative Expense Claim. A full-text copy of Judge Sontchi's March 22, 2022 Opinion is available at https://tinyurl.com/2p957a7p from Leagle.com. FARNAN LLP Brian E. Farnan, Esq. -- bfarnan@farnanlaw.com -- Michael J. Farnan, Esq. -- mfarnan@farnanlaw.com -- Wilmington, DE., and WHITE & CASE LLP, J. Christopher Shore, Esq. -- cshore@whitecase.com -- (admitted pro hac vice) New York, NY, Counsel for the Liquidating Trust. MONTGOMERY McCRACKEN WALKER & RHODES LLP Marc J. Phillips, Esq. -- mphillips@mmwr.com -- Wilmington, DE., and Edward L. Schnitzer, Esq. -- eschnitzer@mmwr.com -- New York, NY, Counsel for Arcina Risk Group, LLC About Maxus Energy Corporation Maxus Energy Corporation and four of its subsidiaries filed voluntary petitions for reorganization under Chapter 11 (Bankr. D. Del. Lead Case No. 16-11501) on June 17, 2016. The Debtors engaged Young Conaway Stargatt & Taylor, LLP, as local counsel, Morrison & Foerster LLP as general bankruptcy counsel, Zolfo Cooper, LLC, as financial advisor and Prime Clerk LLC as claims and noticing agent. The Debtors hired Keen-Summit Capital Partners LLC as real estate broker. The Debtors also engaged Hilco Steambank to market and sell their internet protocol numbers and other internet number resources, and EnergyNet.com to market and sell the Debtors' rights, title, and interest in and to the oil and gas properties. On July 7, 2016, the United States Trustee for the District of Delaware filed Notice of Appointment of Committee of Unsecured Creditors. The Committee selected Schulte Roth & Zabell LLP as counsel, and Cole Schotz as Delaware co-counsel. Berkeley Research Group, LLC, serves as financial advisor for the Committee. Andrew Vara, acting U.S. Trustee for Region 3, appointed the following to a committee of retirees: John Leslie Jackson, Sr., Gerald G. Carlton, and Robert E. Garbesi. The Retirees Committee retained Akin Gump Strauss Hauer & Feld LLP as counsel and Ashby & Geddes, P.A., as co-counsel. MCK USA: Order Granting Miami Apt. Sale Modified to Pay Tax Liens ----------------------------------------------------------------- Judge Robert A. Mark of the U.S. Bankruptcy Court for the Southern District of Florida granted MCK USA 1, LLC's request to amend order authorizing its sale of Apartment 1903, identified as 601 NE 27th Street, # 1903, in Miami, Florida 33137, which legal description is The Crimson Condo Unit 1903 Undiv 1.475% Int in Common Elements Off Rec 29900-4291, to Bartholomew Freibert for $1 million, free and clear of liens, claims, and interests. A hearing on the Motion was held on March 15, 2022, at 10:00 a.m. remotely via Court Solution remotely via CourtSolutions. The Order is modified to pay the tax liens as listed in the Account History. The closing of the sale will be extended up to and including March 31, 2022, if necessary and subject to agreement of the Buyer. About MCK USA 1 LLC MCK USA 1, LLC, a Miami, Fla.-based company engaged in renting and leasing real estate properties, filed its voluntary petition for Chapter 11 protection (Bankr. S.D. Fla. Case No. 21-18197) on Aug. 24, 2021. The petition was signed by Mario Peixoto as owner. At the time of the filing, the Debtor disclosed $2 million in assets and $2.29 million in liabilities. Judge Robert A. Mark presides over the case. Adina Pollan, Esq., at Pollan Legal, serves as the Debtor's legal counsel. MD HELICOPTERS: Seeks Chapter 11 to Sell to Consortium ------------------------------------------------------ MD Helicopters, Inc., sought Chapter 11 protection on March 30, 2022, after reaching an Asset Purchase Agreement with a creditor consortium led by Bardin Hill and MBIA Insurance Corporation (the "Creditor Consortium"). The Creditor Consortium will acquire nearly all of the Company's assets and provide new capital to strengthen MD's financial position and support the Company's continued ability to manufacture and service its high-performance helicopters. The Company expects to continue its regular course of operations throughout the sale process and remains focused on serving its civil and military customers and working with suppliers as normal. As part of the transaction process, the Company on March 30, 2022, filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code in Wilmington, Delaware. Doing so provides a forum that will allow for a quick and orderly sale of the Company, with the Creditor Consortium serving as the "stalking horse bidder"in a court-supervised sale process. Accordingly, the proposed transaction with the Creditor Consortium is subject to higher or otherwise better offers, court approval and other customary conditions. "Since last year, we have been exploring a potential sale of the Company that would enable us to move forward with new ownership to support MD's continued manufacturing operations and maintenance services long into the future, as well as deleverage our capital structure," said Alan Carr, Sole Director and Chairman of the Board of MD Helicopters. "After a thorough review of the options available to us, we believe this transaction and court-supervised process will help achieve our objective and create the best path forward for MD and all of our stakeholders. We are as dedicated as ever to meeting our customers' high expectations no matter the mission, and we appreciate the hard work of our employees as we take this important step to position MD for the future." "MD has a storied history in the aerospace industry and a track record of delivering exceptional performance, value and support to its operators," said Jason Dillow, Chief Executive Officer and Chief Investment Officer of Bardin Hill. "We believe MD is on an exciting growth trajectory, led by a strong management team, state-of-the-art technology, and an established brand. We look forward to working with the MD team in this new chapter for the Company." In connection with the proposed sale transaction, the Company has received a commitment of approximately $60 million in debtor-in-possession (“DIP”) financing from accounts managed by Bardin Hill and MB Global Partners. Upon court approval, this new financing, together with cash generated from MD’s ongoing operations, is expected to support the business throughout the sale process. In conjunction with the Chapter 11 filing, the Company has filed a number of customary motions with the court seeking authorization to continue to support its operations during the court-supervised sale process, including authority to continue, without interruption, paying employee wages and benefits and honoring customer commitments and programs, and authority to pay the existing (i.e. as of the date the cases were commenced) claims of several categories of key vendors consistent with historical practices. Additional information is available on MD's restructuring website at MDRestructuring.com, or by calling MD's Restructuring Hotline at 844-205-4334 (toll-free in the U.S. and Canada) or 646-442-5834 (for calls originating outside the U.S. and Canada). Court documents and additional information about the court-supervised process are available on a separate website administered by MD's proposed claims and noticing agent, Kroll Restructuring Administration LLC (formerly known as Prime Clerk LLC), at https://cases.primeclerk.com/MDHelicopters/. About MD Helicopters, Inc. MD Helicopters, Inc. (MDHI), is a leading rotorcraft manufacturer of American Made commercial, military, law enforcement, and air-rescue helicopters. The MDHI family of rotorcraft is world renowned for its value, versatility, and performance. Commercial offerings include the MD 500E, MD 530F, MD 520N, MD 600N, and twin-engine MD 902 Explorer. The MD 530F Cayuse Warrior and MD 530G Attack Helicopter comprise the company’s high-performance military offerings. A key feature of the MD 902, MD 600N, and MD 520N is the innovative NOTAR® system for anti-torque control with no tail rotor – exclusively by MDHI to provide safer, quieter performance and confined-area access capability. MD Helicopters Inc. and affiliates Monterrey Aerospace, LLC, sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 22-10263) on March 30, 2021. In the petition signed by Barry Sullivan, as chief financial officer, MD Helicopters Inc. estimated liabilities between $100 million and $500 million. The case is assigned to Honorable Judge Karen B. Owens. The Debtors tapped LATHAM & WATKINS LLP as counsel; TROUTMAN PEPPER HAMILTON SANDERS LLP as local counsel; MOELIS & COMPANY LLC as investment banker; and ALIXPARTNERS, LLP as restructuring advisor. PRIME CLERK LLC is the claims agent. The Creditor Consortium is advised by seasoned aerospace executives Ed Dolanski and Brad Pedersen. MEDIA DDS: Gets OK to Tap Resnik Hayes Moradi as Bankruptcy Counsel ------------------------------------------------------------------- Media DDS, LLC received approval from the U.S. Bankruptcy Court for the Central District of California to employ Resnik Hayes Moradi LLP as its bankruptcy counsel. The firm will render these legal services: (a) advise and assist the Debtor regarding compliance with the requirements of the United States Trustee; (b) advise regarding matters of bankruptcy law; (c) advise regarding cash collateral matters; (d) conduct examinations of witnesses, claimants or adverse parties and to prepare and assist in the preparation of reports, accounts and pleadings; (e) advise concerning the requirements of the Bankruptcy Code and applicable rules; (f) assist with the negotiation, formulation, confirmation and implementation of a Chapter 11 plan of reorganization; and (g) make any appearances in the bankruptcy court on behalf of the Debtor and perform such other services as the Debtor may require. The Debtor has agreed to pay the firm an initial retainer fee of $25,000 for its services. Roksana Moradi-Brovia, Esq., an attorney at Resnik Hayes Moradi, disclosed in a court filing 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: Roksana D. Moradi-Brovia, Esq. Matthew D. Resnik, Esq. Resnik Hayes Moradi LLP 17609 Ventura Blvd., Suite 314 Encino, CA 91316 Telephone: (818) 285-0100 Facsimile: (818) 855-7013 Email: roksana@RHMFirm.com matt@RHMFirm.com About Media DDS Media DDS, LLC filed a petition under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Calif. Case No. 22-40214) on March 8, 2022, listing up to $10 million in both assets and liabilities. Alireza Moheb, managing member, signed the petition. Judge Roger L. Efremsky oversees the case. Resnik Hayes Moradi LLP serves as the Debtor's legal counsel. MICH'S MACCS: Auction of Substantially All Assets Set for April 26 ------------------------------------------------------------------ Judge David S. Jones of the U.S. Bankruptcy Court for the Southern District of New York authorized Mich's Maccs, LLC's bidding procedures in connection with the auction sale of substantially all of its tangible and intangible property. A hearing on the Motion was held on March 17, 2022. The sale of the Debtor's Assets will explicitly not include its customer lists, to the extent one exists. The Term Sheet with Chenies Investor LLC will be amended to reflect that "All post-petition liabilities, debts, and accounts payable will be assumed by Buyer. Except as set forth in the Order, the Buyer is not agreement to, nor assuming, any of the bankruptcy estate Debtor's pre-petition liabilities." Auction Advisors, as Auctioneer to the Debtor, will immediately (i) post notice of the Auction on open as well as subscriber-based websites, (ii) create a custom webpage and marketing materials, (iii) set up an online data room, (iv) launch a social media campaign, including FaceBook & LinkedIn to market the Auction, (v) schedule physical inspections/showing of the Assets, if requested, and (vi) implement a direct marketing campaign by reaching out to its industry contacts, investors and others potential buyers still be to be resourced. The deadline for becoming a Qualified Bidder, as defined in the Bidding Procedures, will be at the commencement of the Auction. The Auction will "open" on April 26, 2022 at 1:00 p.m. (ET) and be held in real time via an online auction over zoom. Instructions for participating in the Auction will be transmitted via email from Auction Advisors to (i) Qualified Bidders, (ii) the Debtor's counsel, (iii) the Office of the U.S. Trustee, and (iv) any interested parties in this Chapter 11 Case requesting permission to monitor the Auction (such parties will not be permitted to bid unless they have become a Qualified Bidder prior to the commencement of the Auction). The Auction will be recorded, with the recording to be made available to the Court, the Office of the U.S. Trustee, or any other party in interest that requests such recording in writing. Following the closure of the Auction, Auction Advisors will submit to the Debtor the Report of Sale for filing with the Bankruptcy Court. Chenies Investor LLC will be deemed a Qualified Bidder and permitted to credit bid at the Auction in the amount of $22,500. The deposits of all Qualified Bidders, other than the Successful Bidder and the Backup Bidder, will be returned to the respective Qualified Bidder no later than two business days following the conclusion of the Auction. The counsel to the Debtor will file with the Bankruptcy Court a Report of Auction no later than April 28, 2022, at 10:00 a.m. (EST). The Sale Hearing is set for May 10, 2022, at 10:00 a.m. (EST). In light of the COVD-19 pandemic, pursuant to SDNY General Order M-543, all hearings will be conducted telephonically pending further order of the Court. The hearing will take place virtually using ZOOM for Government. The Sale Objection Deadline is 5:00 p.m. on May 3, 2022. The gross proceeds of the Sale will be held in escrow by the Debtor's counsel pending further order of the Court. Notwithstanding the possible applicability of Bankruptcy Rules 6004(h), 7062, 9014 or otherwise, the terms and conditions of the Order will be immediately effective and enforceable upon its entry. A copy of the Bidding Procedures is available at https://tinyurl.com/5dntfex3 from PacerMonitor.com free of charge. About Mich's Maccs Mich's Maccs, LLC manufactures and sells artisanal chocolate-covered coconut treats. Mich's Maccs filed a petition for Chapter 11 protection (Bankr. S.D. N.Y. Case No. 21-11567) on Sept. 3, 2021, listing up to $50,000 in assets and up to $1 million in liabilities. Judge David S. Jones oversees the case. The Debtor tapped Glankler Brown, PLLC as legal counsel. MOLECULAR & DIAGNOSTIC: Seeks Cash Collateral Access ---------------------------------------------------- Molecular & Diagnostic Testing Labs of America, LLC asks the U.S. Bankruptcy Court for the Northern District of Mississippi for authority to use the cash collateral of McKesson Corporation and BNA Bank. The Debtor seeks to use cash collateral to continue the operation of the Debtor's business, which includes the collection of blood and other body fluids and tissues to perform lab work requested by physicians and nurse practitioners. The specific use of cash collateral will be to pay employees, utilities, insurance, and other expenses required in the operation of a medical lab. The terms of use of cash collateral will require McKesson and BNA Bank to be paid funds from postpetition collections of income from insurance carriers, Medicare, Medicaid, insurance companies, and other sources of income, provided the Debtor is authorized to pay the regular operating expenses as outlined in the Motion and provided the Debtor is able to ensure that the accounts receivables are maintained at a level that existed as of the Petition Date while reducing the liability of BNA and McKesson. Based upon the UCCs and Security Agreements held by McKesson and BNA, the parties agree McKesson holds a lien on at a minimum, 76.16% of the accounts receivables. However, McKesson and BNA disagree on which party holds a lien on the remaining 23.84% of the accounts receivables. The Debtor and BNA bank agree BNA holds the right of setoff to the $2,552 held in the Debtor's bank account on the Petition Date, and McKesson is making no claims to those funds. The Debtor submits that with the Court's approval, it should be granted the authority to pay the $2,552 in one lump sum payment after entering an order authorizing the use of cash collateral and setting adequate protection payments for the benefit of McKesson and BNA. The Debtor submits McKesson is entitled to be paid $6,140 in adequate protection payments on the 76.16% of the accounts receivables. McKesson is entitled to a replacement lien on postpetition accounts receivables to the extent of the amount owed after payment of adequate protection to ensure MeKesson's lien on prepetition accounts is not depleted. The Debtor further submits that an additional sum of $1,860 should be segregated and maintained for payment to McKesson or BNA in the amount determined by the Court, depending upon the extent, validity, and priority of the lien asserted by BNA. Should the Court determine BNA holds a 1st lien on 23.84% of the accounts receivables, all of the funds should be paid to BNA. Should the Court determine that BNA holds no lien on the accounts receivables, the funds held should be paid to McKesson, and if the Court determines that BNA holds a lien, but in a smaller percentage, the distribution of those funds and future adequate protection payments should be paid as ordered by the Court. The Debtor is indebted to BNA on a promissory note with a net balance of approximately $229,057 as of the Petition Date secured by a promissory note and security agreement. BNA's perfected its lien by the filing of the UCC financing statement. The claim is an undersecured claim and is secured by the Debtor's furniture, fixtures, inventory, and equipment. BNA asserts that it also holds a lien on a portion of the accounts receivables based upon the use of the Debtor's inventory to generate the accounts receivables owed to the Debtor on the Petition Date. The Debtor is indebted to McKesson on a promissory note and security agreement with an approximate balance of $225,285 as of the Petition Date, which is secured by the promissory note, security agreement, and McKesson's lien is perfected by its UCC. The Debtor submits that a payment of $933 to BNA provides sufficient adequate protection on the computer software and tangible assets. The $933 is 1.5% of the total value of the tangible assets on which BNA holds a lien. The Debtor submits the first payment of $933 should be paid to BNA within three business days of the entry of an Order authorizing adequate protection payments. The Debtor submits additional monthly payments of $933 should be authorized to be paid to BNA on or before the 10th day of each month, commencing on or before May 10, 2022. Provided the adequate protection payments are received, the Debtor contends it should be authorized to pay its expenses incurred in the ordinary course of business plus administrative expenses. The Debtor also proposes to pay McKesson $6,140 monthly, commencing with a payment made within three business days of the entry of an Order approving the Motion. The Debtor says it also should be authorized and required to transfer $1,860 to a separate DIP account to hold the funds that must be paid to BNA and/or McKesson after the Court rules on the extent, validity and priority of their liens on the prepetition liens on the accounts receivables of the Debtor. A copy of the Debtor's motion and monthly budget is available at https://bit.ly/3NvVZAo from PacerMonitor.com. The Debtor projects $108,598 in monthly expenses and $100,014 in total monthly expenses. About Molecular & Diagnostic Molecular & Diagnostic Testing Labs of America, LLC is a reference lab located in Tupelo, Mississippi, providing laboratory testing services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Miss. Case No. 21-12201) on November 17, 2021. In the petition signed by Joseph R. Campbell a/k/a Joey Campbel, managing member, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Selene D. Maddox oversees the case. Robert Gambrell, Esq., at Gambrell & Associates, PLLC is the Debtor's counsel. MONTAUK CLIFFS: Unsecureds to Recover 10% to 100% in Plan --------------------------------------------------------- Montauk Cliffs, LLC, submitted a Chapter 11 Plan and a Disclosure Statement. The Plan is premised upon a sale of the Property free and clear of all liens, claims and encumbrances. The Debtor, in consultation with the Lender, has selected Hedgerow Exclusive Properties as the broker. Hedgerow will develop a marketing plan and work towards execution of a contract with a purchaser for the highest price possible. Not later than the conclusion of the 6-month marketing period, the Debtor shall file the 363 motion seeking entry of an order authorizing the sale of the Property free and clear of all liens, claims and encumbrances as further discussed herein. If no contract satisfactory to the Lender is executed within such 6-month marketing period (or such additional time as is agreed to by the Lender in its sole and absolute discretion), the Sale Motion shall seek an order approving a Sale to the Lender or its designee by credit bid. The Sale Expenses will be paid from the proceeds of the Sale. Any Allowed Secured Real Estate Tax Claims shall also be paid at the closing of the Sale. Pursuant to section 1146(a) of the Bankruptcy Code, the Sale of the Property shall not be subject to any stamp, transfer or similar tax. The remaining proceeds of the Sale shall be paid as follows: (a) In the event of a Sale in an amount of $28,000,000 or less (net of all Sale Expenses and the Secured Real Estate Tax Claims), title to the Property shall be transferred to the Lender or its designee by way of credit bid or to the actual Cash bidder in the sole and absolute discretion of the Lender. In the event that the Property shall be transferred to the Lender or its designee by way of credit bid, the current occupants of the Property, including, without limitation, Eli Wilner, shall vacate the Property within 30 days of closing of the Sale. (b) In the event that the Lender takes title to the Property by credit bid, the Lender shall pay to the Estate, at closing on the Sale of the Property, the Professional Fee Carve Out and the Creditor Carve Out and shall pay all Sale Expenses and the Secured Real Estate Tax Claims or, in the alternative to paying the Secured Real Estate Tax Claims, take title to the Property subject to such Secured Real Estate Tax Claims. Any funds paid to the Estate pursuant to this paragraph (b) on account of the Professional Fee Carve Out and the Creditor Carve Out shall be held in escrow by Debtor's counsel until such time as the Claims to be paid from such carveouts have been Allowed. Any funds remaining from the carveouts following payment in full of such Allowed claims shall be returned to Lender. (c) In the event that the Property is sold for Cash and the Sale proceeds, net of Sale Expenses and the Secured Real Estate Tax Claims, are greater than $28,000,000 and less than or equal to $34,000,000, at closing (i) Lender shall receive (x) $28,000,000 (less the amount of the Professional Fee Carve Out and the Creditor Carve Out, which will be retained by the Estate for distribution to holders of Allowed Fee Claims and Claimants entitled to receive distribution from the Creditor Carve Out on account of their Allowed Claims), as well as (y) 80% of amounts above $28,000,000 net of Sale Expenses and the Secured Real Estate Tax Claims and (ii) the Debtor shall receive the remaining Sale proceeds. For the avoidance of doubt, it is the intention that the Debtor receive the full amount of the Professional Fee Carve Out and Creditor Carve Out from the Lender. Any funds retained by the Estate pursuant to this paragraph (c) on account of the Professional Fee Carve Out and the Creditor Carve Out shall be held in escrow by Debtor's counsel pending until such time as the Claims to be paid from such carveouts have been Allowed. Any funds remaining from the carveouts following payment in full of such Allowed claims shall be returned to Lender. (d) In the event that the Property is sold for Cash and the Sale proceeds net of Sale Expenses and the Secured Real Estate Tax Claims are greater than $34,000,000, in addition to the amounts set forth in paragraph (c) above, Lender shall also receive 70% of amounts above $34,000,000 and the Debtor shall receive the remaining Sale proceeds. In the event that the net Sale Proceeds are in excess of the amount necessary to satisfy the Lender Secured Claim and the Secured Real Estate Tax Claims, such excess shall be paid in full to the Debtor. (e) In the event that the Property shall be transferred to an entity other than the Lender or its designee by way of credit bid, all current occupants of the Property, including Eli Wilner, shall vacate the Property at the closing of the Sale, or at such later date as may be agreed to by the occupants and the purchaser. (f) The Professional Fee Carve Out shall be distributed $150,000 pro rata to holders of Allowed Fee Claims until paid in full. The Creditor Carve Out shall be distributed pro rata to holders of Allowed Priority Tax Claims, Allowed Priority Non-Tax Claims and Allowed General Unsecured Claims, in that order, until paid in full. For avoidance of doubt, the Allowed fees and expenses of a Court-retained broker shall be paid from the Sale proceeds and not from the Professional Fee Carve Out or the Creditor Carve Out. (g) Any Sale proceeds received by the Debtor in excess of the Professional Fee Carve Out and the Creditor Carve Out (the "Excess Debtor Proceeds"), shall be distributed in the order of priority set forth in the Bankruptcy Code: to wit, pro rata to holders of Allowed Fee Claims until paid in full; thereafter, pro rata to holders of Allowed Priority Non-Tax Claims until paid in full; thereafter, pro rata to holders of Allowed Priority Tax Claims until paid in full; thereafter, pro rata to holders of Allowed General Unsecured Claims until paid in full; and finally, any remaining proceeds shall be paid to the holders of Equity Interests in the Debtor. Class 4 General Unsecured Claims consist of any Claim that is not an Administrative Claim, Fee Claim, Priority Tax Claim, Lender Secured Claim, Priority Non-Tax Claim, Secured Real Estate Tax Claim, or included within any other Class of Claims. It is anticipated that claims within this Class will amount to approximately $212,791. Each holder of a General Unsecured Claim shall be paid pro rata from the Creditor Carve Out and pro rata from the Excess Debtor Proceeds, up to the full amount of their Claims. Creditors will recover 10% to 100% of their claims. Class 4 is impaired. Attorneys for the Montauk Cliffs, LLC: Matthew G. Roseman, Esq. Bonnie L. Pollack, Esq. Michael Traison, Esq. CULLEN & DYKMAN LLP 100 Quentin Roosevelt Boulevard Garden City, NY11530 Tel: (516) 357-3700 A copy of the Disclosure Statement dated March 19, 2022, is available at https://bit.ly/3wyRfUr from PacerMonitor.com. About Montauk Cliffs Montauk Cliffs LLC is a real estate company that owns the Montauk Mansion in Montauk, New York. Montauk Cliffs LLC sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 70312) on Feb. 23, 2022. In the petition filed by Eli Wilner as manager, Montauk CLiffs LLC listed estimated assets between $10 million and $50 million and estimated liabilities between $10 million and $50 million. The case is handled by Honorable Judge Robert E. Grossman. Matthew G. Roseman, Esq., CULLEN AND DYKMAN LLP, is the Debtor's counsel. MORDECHAI KOKA: Duosin Buying Lafayette Property for $1.69 Million ------------------------------------------------------------------ Mordechai Koka asks the U.S. Bankruptcy Court for the Northern District of California to enter an order authorizing him to sell the real property at 858 Acalanes Rd., in Lafayette, California, to Omri Duosin for $1.69 million. The Debtor is the owner of the Lafayette Property which is currently his residence. The Lafayette Property is a single-family residence with two un-permitted ADUs. These were recently occupied by his children. It was built in 1951. The main house consists of 3 bedrooms and 1 bathroom of 1788 square feet on a .58-acre lot. In addition to deferred maintenance, the house has significant foundation problems. The Property is encumbered by a note secured by a first trust deed in favor of HSBC Bank USA, NA as Trustee for Merrill Lynch Mortgage Investors, Inc. Mortgage Pass-Through Certificates, MANA Series 2007-AF1. The mortgage is in default. The Debtor has not made any post-petition mortgage payments. Because escrow is not yet in receipt of the payoff, the exact payoff balance is unknown but estimated at $1,096,052 as follows: Balance on petition dated per POC No. 4 $ 965,095.64 25 payments (through April 2022) @ $3,956.63 $ 98,915.75 25 monthly escrow installments @1,281.66/mo. $ 32,041.50 Total $1,096,052.89 With approval from the Court, the Debtor employed Premier Agent Network as broker to market and sell the Lafayette Property. Premier listed the Property on Jan. 22, 2022 for $1,899,000. Compass Realty has now procured Omri Duosin that offered to purchase the Lafayette Property for $1.69 million with 20% down and an 80% loan of $1,352,000. The Buyer made a $50,700 (3%) earnest money deposit. There is no loan contingency, no appraisal contingency. The listing agreement approved by the Court provides for 6% in commissions or $101,400 to be split 3.5% to Listing Agent and 2.5% to Selling Office. Other closing costs are estimated as follows: Tax pro-rations - $3,934, Title and Escrow - $295, Co. Transfer taxes - $1,859, and Natural Hazard Disclosure - $124. Therefore, the estimated proceeds of sale are: Sales Price $1,690,000 Encumbrances $1,096,052 Closing costs $101,400 Commissions $6,212 Other closing costs $144,000 $1,240,052 Estimated Proceeds $449,948 The Debtor prays for an order: (1) authorizing debtor to sell the Lafayette Property to Omri Duosin for $1.69 million (2) to allow ordinary closing costs, including commissions, as set forth and in any declarations to be filed in support of the Motion; and (3) the net proceeds of sale to be held in The Fuller Law Firm, P.C. Attorney-Client Trust account unless the case is confirmed before closing in which event the net proceeds will be paid to Janina M. Hoskins, as disbursing agent as provided for in the Plan. Mordechai Koka sought Chapter 11 protection (Bankr. N.D. Cal. Case No. 20-50469) on March 10, 2020. The Debtor tapped Arasto Farsad, Esq., as counsel. O & A ENTERPRISES: Taps Ag & Business Legal Strategies as Counsel ----------------------------------------------------------------- O & A Enterprises, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Iowa to employ Ag & Business Legal Strategies as its legal counsel. The firm will render these legal services: (a) prepare pleadings and applications and conduct examinations incidental to any related proceedings or to the administration of this Chapter 11 case; (b) develop the relationship of the status of the Debtor to the claims of creditors in this case; (c) advise the Debtor of its rights, duties, and obligations in this bankruptcy; (d) take any other necessary action incident to the proper preservation and administration of this bankruptcy case; and (e) advise and assist the Debtor in the formation and preparation of a plan pursuant to Chapter 11 of the Bankruptcy Code and all matters related thereto. The hourly rates of the firm's counsel and staff are as follows: Attorney Joseph Peiffer $535 Of Counsel $375 Senior Associate Attorneys $375 Junior Associate Attorneys $325 Support Staff-Paralegal $180 The Debtor proposes to pay the firm a pre-bankruptcy retainer in the amount of $50,000. Joseph Peiffer, Esq., owner of Ag & Business Legal Strategies, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joseph A. Peiffer, Esq. Ag & Business Legal Strategies P.O. Box 11425 Cedar Rapids, IA 52410-1425 Telephone: (319) 363-1641 Facsimile: (319) 200-2059 Email: joe@ablsonline.com About O & A Enterprises O & A Enterprises, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Iowa Case No. 22-00295) on March 27, 2022, listing up to $10 million in both assets and liabilities. Robert Gainer serves as Subchapter V trustee. Judge Anita L. Shodeen oversees the case. Joseph A. Peiffer, Esq., at Ag & Business Legal Strategies serves as the Debtor's legal counsel. OC 10753 SUBWAY: Taps Wadsworth Garber Warner Conrardy as Counsel ----------------------------------------------------------------- OC 10753 Subway, LLC seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Wadsworth Garber Warner Conrardy, PC as its legal counsel. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties; (b) aid the Debtor in the development of a plan of reorganization under Chapter 11; (c) file the necessary petitions, pleadings, reports, and actions which may be required under Chapter 11; (d) take necessary actions to enjoin and stay until final decree continuation of pending proceedings and to enjoin and stay until final decree commencement of lien foreclosure proceedings; and (e) perform all other legal services for the Debtor which may be necessary. The hourly rates of the firm's counsel and staff are as follows: David V. Wadsworth $450 Aaron A. Garber $450 David J. Warner $375 Aaron J. Conrardy $375 Lindsay S. Riley $250 Paralegals $125 The Debtor paid the firm a retainer in the amount of $9,473.25. Aaron Garber, Esq., a partner at Wadsworth Garber Warner Conrardy, disclosed in a court filing 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: Aaron A. Garber, Esq. Wadsworth Garber Warner Conrardy, PC 2580 West Main Street, Suite 200 Littleton, CO 80120 Telephone: (303) 296-1999 Facsimile: (303) 296-7600 Email: agarber@wgwc-law.com About OC 10753 Subway OC 10753 Subway, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No. 22-10999) on March 28, 2022, listing up to $500,000 in both assets and liabilities. Joli A. Lofstedt serves as Subchapter V trustee. Judge Thomas B. McNamara oversees the case. Wadsworth Garber Warner Conrardy, PC serves as the Debtor's legal counsel. OC 11097 SUBWAY: Seeks to Hire Wadsworth Garber as Legal Counsel ---------------------------------------------------------------- OC 11097 Subway, LLC seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Wadsworth Garber Warner Conrardy, PC as its legal counsel. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties; (b) aid the Debtor in the development of a plan of reorganization under Chapter 11; (c) file the necessary pleadings, reports, and actions which may be required under Chapter 11; (d) take necessary actions to enjoin and stay until final decree continuation of pending proceedings and to enjoin and stay until final decree commencement of lien foreclosure proceedings; and (e) perform all other legal services for the Debtor which may be necessary. The hourly rates of the firm's counsel and staff are as follows: David V. Wadsworth $450 Aaron A. Garber $450 David J. Warner $375 Aaron J. Conrardy $375 Lindsay S. Riley $250 Paralegals $125 The Debtor paid the firm a retainer in the amount of $9,473.25. Aaron Garber, Esq., a partner at Wadsworth Garber Warner Conrardy, disclosed in a court filing 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: Aaron A. Garber, Esq. Wadsworth Garber Warner Conrardy, PC 2580 West Main Street, Suite 200 Littleton, CO 80120 Telephone: (303) 296-1999 Facsimile: (303) 296-7600 Email: agarber@wgwc-law.com About OC 11097 Subway OC 11097 Subway, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No. 22-11000) on March 28, 2022, listing up to $50,000 in assets and up to $500,000 in liabilities. Joli A. Lofstedt serves as Subchapter V trustee. Wadsworth Garber Warner Conrardy, PC is the Debtor's legal counsel. OC 15019 SUBWAY: Taps Wadsworth Garber Warner Conrardy as Counsel ----------------------------------------------------------------- OC 15019 Subway, LLC seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Wadsworth Garber Warner Conrardy, PC as its legal counsel. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties; (b) aid the Debtor in the development of a plan of reorganization under Chapter 11; (c) file the necessary pleadings, reports, and actions which may be required under Chapter 11; (d) take necessary actions to enjoin and stay until final decree continuation of pending proceedings and to enjoin and stay until final decree commencement of lien foreclosure proceedings; and (e) perform all other legal services for the Debtor which may be necessary. The hourly rates of the firm's counsel and staff are as follows: David V. Wadsworth $450 Aaron A. Garber $450 David J. Warner $375 Aaron J. Conrardy $375 Lindsay S. Riley $250 Paralegals $125 The Debtor paid the firm a retainer in the amount of $9,473.25. Aaron Garber, Esq., a partner at Wadsworth Garber Warner Conrardy, disclosed in a court filing 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: Aaron A. Garber, Esq. Wadsworth Garber Warner Conrardy, PC 2580 West Main Street, Suite 200 Littleton, CO 80120 Telephone: (303) 296-1999 Facsimile: (303) 296-7600 Email: agarber@wgwc-law.com About OC 15019 Subway OC 15019 Subway, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No. 22-11002) on March 28, 2022, listing up to $500,000 in both assets and liabilities. Joli A. Lofstedt serves as Subchapter V trustee. Wadsworth Garber Warner Conrardy, PC is the Debtor's legal counsel. OUTSIDE CAPITAL: Seeks to Hire Wadsworth Garber as Legal Counsel ---------------------------------------------------------------- Outside Capital, LLC seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Wadsworth Garber Warner Conrardy, PC as its legal counsel. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties; (b) aid the Debtor in the development of a plan of reorganization under Chapter 11; (c) file the necessary pleadings, reports, and actions which may be required under Chapter 11; (d) take necessary actions to enjoin and stay until final decree continuation of pending proceedings and to enjoin and stay until final decree commencement of lien foreclosure proceedings; and (e) perform all other legal services for the Debtor which may be necessary. The hourly rates of the firm's counsel and staff are as follows: David V. Wadsworth $450 Aaron A. Garber $450 David J. Warner $375 Aaron J. Conrardy $375 Lindsay S. Riley $250 Paralegals $125 The Debtor paid the firm a retainer in the amount of $9,473.25. Aaron Garber, Esq., a partner at Wadsworth Garber Warner Conrardy, disclosed in a court filing 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: Aaron A. Garber, Esq. Wadsworth Garber Warner Conrardy, PC 2580 West Main Street, Suite 200 Littleton, CO 80120 Telephone: (303) 296-1999 Facsimile: (303) 296-7600 Email: agarber@wgwc-law.com About Outside Capital Outside Capital LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No. 22-11004) on March 28, 2022. Joli A. Lofstedt serves as Subchapter V trustee. Wadsworth Garber Warner Conrardy, PC is the Debtor's legal counsel. PG&E CORP: 9th Circuit Refuses to Revive Chapter 11 Plan Appeal --------------------------------------------------------------- Lauren Berg of Law360 reports that the Ninth Circuit on Tuesday, March 29, 2022, refused to revive an appeal of Pacific Gas and Electric Co.'s Chapter 11 plan, saying the entities seeking the appeal never asked to pause the implementation of the bankruptcy plan and undoing that plan now wouldn't be fair to other creditors. In a five-page unpublished opinion, the three-judge panel affirmed a California district court's dismissal of the bankruptcy appeal brought by Adventist Health, Paradise Unified School District, Northern Recycling and Waste Services, and Napa County Recycling & Waste Services, saying they never once sought a stay of the plan before appealing the confirmation. About PG&E Corporation PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a Fortune 200 energy-based holding company, headquartered in San Francisco. It is the parent company of Pacific Gas and Electric Company, an energy company that serves 16 million Californians across a 70,000-square-mile service area in Northern and Central California. PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company, faced extraordinary challenges relating to a series of catastrophic wildfires that occurred in Northern California in 2017 and 2018. The utility faced an estimated $30 billion in potential liability damages from California's deadliest wildfires of 2017 and 2018. On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary, Pacific Gas and Electric Company, filed voluntary Chapter 11 petitions (Bankr. N.D. Cal. Lead Case No. 19-30088). As of Sept. 30, 2018, the Debtors, on a consolidated basis, had reported $71.4 billion in assets on a book value basis and $51.7 billion in liabilities on a book value basis. Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP served as PG&E's legal counsel, Lazard as its investment banker and AlixPartners, LLP as the restructuring advisor to PG&E. Prime Clerk LLC is the claims and noticing agent. PG&E has appointed James A. Mesterharm, a managing director at AlixPartners, LLP, and an authorized representative of AP Services, LLC, to serve as Chief Restructuring Officer. In addition, PG&E appointed John Boken also a Managing Director at AlixPartners and an authorized representative of APS, to serve as Deputy Chief Restructuring Officer. Morrison & Foerster LLP served as the Debtors' special regulatory counsel. Munger Tolles & Olson LLP also served as special counsel. The Office of the U.S. Trustee appointed an official committee of creditors on Feb. 12, 2019. The Committee retained Milbank LLP as counsel; FTI Consulting, Inc., as financial advisor; Centerview Partners LLC as investment banker; and Epiq Corporate Restructuring, LLC as claims and noticing agent. On Feb. 15, 2019, the U.S. trustee appointed an official committee of tort claimants. The tort claimants' committee is represented by Baker & Hostetler LLP. PINNACLE DRILLING: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: Pinnacle Drilling Services, LLC 390 Hwy 180 East Seminole, TX 79360 Chapter 11 Petition Date: March 31, 2022 Court: United States Bankruptcy Court Northern District of Texas Case No.: 22-50037 Debtor's Counsel: J. Seth Moore, Esq. CONDON TOBIN SLADEK THORNTON NERENBERG, PLLC 8080 Park Lane, Suite 700 Dallas, TX 75231 Tel: 214-265-3852 E-mail: smoore@condontobin.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $100,000 to $500,000 The petition was signed by Robert Nathis, 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/V5KSJ3Y/Pinnacle_Drilling_Services_LLC__txnbke-22-50037__0001.0.pdf?mcid=tGE4TAMA POINT INVESTMENTS: Chapter 15 Case Summary ------------------------------------------ Chapter 15 Debtor: Point Investments, Ltd. Chancery Hall 1st Floor, 52 Reid Street Hamilton, HM 12 Bermuda Foreign Proceeding: Winding up proceeding under Sec. 161(g) of the Companies Act 1981 (Bermuda) Chapter 15 Petition Date: March 29, 2022 Court: United States Bankruptcy Court District of Delaware Case No.: 22-10261 Judge: Hon. J. Kate Stickles Foreign Representatives: Andrew Childe, Richard Lewis, Mathew Clingerman Chancery Hall, 1st Floor, 52 Reid Street PO Box 671 Hamilton, HM 12 Bermuda Foreign Representatives' Counsel: Jacob R. Kirkham, Esq. KOBRE & KIM LLP 600 North King Street, Suite 501 Wilmington, DE 19801 Tel: (302) 518-6460 Email: jacob.kirkham@kobrekim.com Estimated Assets: Unknown Estimated Debt: Unknown A full-text copy of the Chapter 15 petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/EWSBYRQ/Mathew_Clingerman_and_Point_Investments__debke-22-10261__0001.0.pdf?mcid=tGE4TAMA POINT INVESTMENTS: Seeks Chapter 15 Bankruptcy ---------------------------------------------- Offshore Alert reports that Point Investments Ltd. sought Chapter 15 bankruptcy protection in Delaware to protect U.S. assets from the Internal Revenue Service (IRS). Interests of former software developer Robert Brockman sought Chapter 15 recognition in Delaware, citing a need to protect U.S. assets from threatened Internal Revenue Service levies as a $1.8 billion liquidation continues in Bermuda. Point Investments Ltd. filed a Chapter 15 petition in the U.S. Bankruptcy Court for the District of Delaware late Tuesday, March 29, 2022, citing a winding up proceeding pending before the Supreme Court of Bermuda. The petition was signed by Mathew Clingerman of Krys & Associates (Bermuda) Ltd., and Andrew Childe and Richard Lewis of FFP Ltd., who were appointed as the joint provisional liquidators for Point Investments. Chapter 15 Petition for Recognition of a Foreign Main Proceeding in Bermuda by Andrew Childe, Richard Lewis, and Matthew Clingerman, as the Foreign Representatives of Point Investments Ltd., a Bermuda company whose ultimate beneficiaries include Robert Brockman, a businessman in the United States who is currently awaiting trial for an alleged $2 billion tax fraud scheme involving Point Investments and other entities in Bermuda, British Virgin Islands, Cayman Islands, Nevis, and Switzerland, filed at the U.S. Bankruptcy Court for the District of Delaware. About Points Investments Point Investments -- http://www.pointinvestments.co.ke/-- is a transport and logistics company that offers professional cooperate transfers with a fleet of 30 vehicles and professional drivers. Point Investments Ltd. sought Chapter 15 bankruptcy protection (Bankr. D. Del. Case No. 22-bk-10261) on March 29, 2022, to seek U.S. recognition of the proceedings in Bermuda. The petition was signed by Mathew Clingerman of Krys & Associates (Bermuda) Ltd., and Andrew Childe and Richard Lewis of FFP Ltd., who were appointed as the joint provisional liquidators for Point Investments. PUFF FACTORY: Taps Michael D. O'Brien & Associates as Counsel ------------------------------------------------------------- The Puff Factory, LLC seeks approval from the U.S. Bankruptcy Court for the District of Oregon to employ Michael D. O'Brien & Associates PC as its legal counsel. The firm will render these legal services: (a) negotiate financing orders; (b) obtain authorization for use of cash collateral; (c) review and evaluate the status and validity of secured claims; (d) implement avoidance powers; and (e) formulate a disclosure statement and plan of reorganization. The hourly rates of the firm's counsel and staff are as follows: Michael D. O'Brien, Partner $430 Theodore J. Piteo, Partner $350 Hugo Zollman, Senior Paralegal $165 Jackie Zielke, Paralegal $175 Lauren Gary, Paralegal $125 In addition, the firm will seek reimbursement for expenses incurred. The Debtor paid the firm a retainer in the amount of $5,000 on July 9, 2021 and a second payment in the amount of $15,000 on March 25, 2022. Theodore Piteo, Esq., a partner at Michael D. O'Brien & Associates, disclosed in a court filing 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: Michael D. O'Brien, Esq. Theodore J. Piteo, Esq. Michael D. O'Brien & Associates PC 12909 SW 68th Pkwy., Suite 160 Portland, OR 97223 Telephone: (503) 786-3800 Email: enc@pdxlegal.com About The Puff Factory The Puff Factory, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ore. Case No. 22-30470) on March 27, 2022, listing up to $10 million in both assets and liabilities. Jacqueline Alexander, member, signed the petition. Judge Peter C. McKittrick oversees the case. Michael D. O'Brien & Associates PC serves as the Debtor's legal counsel. PURDUE PHARMA: Victims Urge 2nd Circ. to Reverse Plan Rejection --------------------------------------------------------------- Jeff Montgomery of Law360 reports that an ad hoc group of Purdue Pharma LP opioid victims has urged the Second Circuit to "refresh its jurisprudence" on direct and derivative claims and reverse a district court finding that blew up a $4. 325 billion settlement of third-party claims against the Sackler family. In an appellate brief filed Monday, March 28, 2022, the Ad Hoc Group of Individual Victims of Purdue Pharma LP argued that U.S. District Court Judge Colleen McMahon's decision in the Southern District of New York in December 2021 erred in finding the bankruptcy court lacked authority to release the Sacklers — who controlled Purdue — from third-party claims. About Purdue Pharma 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. The Debtors' consolidated balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets and $562 million in liabilities. U.S. Bankruptcy Judge Robert Drain oversees the cases. The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP as legal counsel; PJT Partners as investment banker; AlixPartners as financial advisor; and Grant Thornton, LLP as tax structuring consultant. Prime Clerk LLC is the claims agent. Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the official committee of unsecured creditors appointed in the Debtors' bankruptcy cases. David M. Klauder, Esq., is the fee examiner appointed in the Debtors' cases. The fee examiner is represented by Bielli & Klauder, LLC. * * * U.S. Bankruptcy Judge Robert Drain in early September 2021 approved a plan to turn Purdue into a new company (Knoa Pharma LLC) no longer owned by members of the Sackler family, with its profits going to fight the opioid epidemic. The Sackler family agreed to pay $4.3 billion over nine years to the states and private plaintiffs and in exchange for a lifetime legal immunity. The deal resolves some 3,000 lawsuits filed by state and local governments, Native American tribes, unions, hospitals and others who claimed the company's marketing of prescription opioids helped spark and continue an overdose epidemic. Separate appeals to approval of the Plan have already been filed by the U.S. Bankruptcy Trustee, California, Connecticut, the District of Columbia, Maryland, Rhode Island and Washington state, plus some Canadian local governments and other Canadian entities. Purdue filed its Chapter 11 Plan on March 15, 2021. A 12th amended Chapter 11 plan was filed on Sept. 2, 2021, which was confirmed on Sept. 17. Purdue divides the claims against it into several categories, one of which it calls "PI Claims," consisting of claims "for alleged opioid-related personal injury." The plan provides for the creation of the "PI Trust," which will administer all PI Claims. The trust will be funded with an initial distribution of 300 illion on the effective date of the Chapter 11 plan, followed by a distribution of $200 million in 2024, and distributions of $100 million in 2025 and 2026. In sum, "[t]he PI Trust will receive at least $700 million in value, and may receive an additional $50 million depending on the amount of proceeds received on account of certain of Purdue's insurance policies." The Plan further provides that Purdue's ability to recover from its insurers will be vested in a "Master Disbursement Trust." To the extent any proceeds are recovered from Purdue's insurers with respect to the PI Claims, up to $450 million of those proceeds will be channeled from the MDT to the PI Trust. However, the PI Trust will be funded regardless of whether anything is recovered from Purdue's insurers. Instead, "[d]istributions to the PI Trust are subject to prepayment on a rolling basis as insurance proceeds from certain of Purdue's insurance policies are received by the MDT and paid forward to the PI Trust." QHC FACILITIES: $12.1 Million Sale of All Assets to Cedar Approved ------------------------------------------------------------------ Judge Anita L. Shodeen of the U.S. Bankruptcy Court for the Southern District of Iowa authorized QHC Facilities, LLC, and affiliates to sell substantially all assets to Cedar Healthgroup, LLC, for $12.1 million. The Purchase Agreement and the Related Agreements, and all of the terms and conditions thereof, are hereby approved in all respects. The Purchase Agreement provides for each Debtor Facility to enter into a Management Agreement within five days of entry of the Sale Order to transfer management and operations of the Facilities, subject to applicable law. The Debtors are authorized to enter into such Management Agreements. Except as modified at the Auction to increase the purchase price to $12 million and the assumption of the paid time off obligation without deduction from the purchase price, the Backup Bid asset purchase agreement, and agreements related thereto, and all terms and conditions thereof satisfy the requirements under Bankruptcy Code section 363(f). The sale is free and clear of all Liens and Claims, with all such Liens and Claims attaching to the proceeds of the sale. Pursuant to sections 105(a) and 365 of the Bankruptcy Code, and subject to and conditioned upon the Closing of the Sale, the assumption and assignment to the Buyer of the Assumed Contracts is approved. At Closing, the Debtors will pay the Stalking Horse Bidder its Break-Up Fee from the sale proceeds and the Stalking Horse Bidder will have administrative expense priority under Bankruptcy Code section 503(b)(1)(a), in each case, in accordance with the terms and conditions of the Bidding Procedures Order. At Closing, the proceeds from the Sale will be transferred into an escrow account held by the Debtors, with valid Liens attaching to such Sale Proceeds, and will be distributed in accordance with a plan of liquidation or further order of the Court. The Debtor and Committee of Unsecured Creditors will move forward with drafting and proposing confirmation of a Plan of Liquidation, which will provide for the appointment of a liquidating trustee or a plan administrator. The Debtors will file complete and accurate Schedules and Statements of Financial Affair by no later than April 30, 2022. The automatic stay under section 362 of the Bankruptcy Code is vacated and modified to the extent necessary to implement the terms and provisions of the Purchase Agreement and the Related Agreements and the provisions of this Sale Order. The provisions of Bankruptcy Rules 6004(h) and 6006(d) will not apply to stay consummation of the sale of the Acquired Assets to the Buyer under the Purchase Agreement, as contemplated in the Sale Motion and approved by the Sale Order, and the Debtors and the Buyer are authorized to consummate the transactions contemplated and approved herein immediately upon entry of the Sale Order. To give the parties additional time to continue their settlement negotiations, the deadline for the United States to object to assumption and assignment of the Medicare Provider Agreements, including the Amended Cure Notice, is extended through April 7, 2022. A copy of the Agreement is available at https://tinyurl.com/yhzvh5cy from PacerMonitor.com free of charge. About QHC Facilities Clive, Iowa-based QHC Facilities, LLC, operates eight skilled nursing facilities. The facilities include Crestview Acres in Marion as well as in Tama, Madison, Humboldt, Jackson, Webster and Polk counties and two assisted living centers. Collectively, the facilities have a maximum capacity of more than 700 residents. The company employs roughly 300 full-time and part-time workers. QHC Facilities and its affiliates filed petitions for Chapter 11 protection (Bankr. S.D. Iowa Lead Case No. 21-01643) on Dec. 29, 2021. The affiliates are QHC Management LLC, QHC Mitchellville LLC, QHC Crestridge LLC, QHC Humboldt North LLC, QHC Winterset North LLC, QHC Madison Square LLC, QHC Humboldt South LLC, QHC Villa Cottages LLC, QHC Fort Dodge Villa LLC, and QHC Crestview Acres Inc. QHC Facilities reported $1 million in assets and $26.3 million in liabilities as of the bankruptcy filing. Judge Anita L. Shodeen oversees the cases. Jeffrey D. Goetz, Esq., and Krystal R. Mikkilineni, Esq., at Bradshaw Fowler Proctor & Fairgrave, PC, are the Debtors' bankruptcy attorneys. Newmark Real Estate of Dallas, LLC, and Gibbins Advisors, LLC, serve as the Debtors' investment banker and restructuring advisor, respectively. The U.S. Trustee for Region 12 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases. Troutman Pepper Hamilton Sanders, LLP and Cutler Law Firm, P.C. serve as the committee's lead bankruptcy counsel and local counsel, respectively. Lincoln Savings Bank, as lender, is represented by: Jeffrey W. Courter, Esq. Nyemaster Goode, P.C. 700 Walnut Street, Suite 1600 Des Moines, IA 50309 Tel: (515) 283-8048 Fax: (515) 283-8045 Email: jwc@nyemaster.com RICARDO RUIZ-GUIZAR: Lone Star Buying San Antonio Asset for $845K ----------------------------------------------------------------- Ricardo Ruiz-Guizar asks the U.S. Bankruptcy Court for the Western District of Texas to authorize the private sale of the real property located at 5718 Kenwrick, in San Antonio, Texas 78238, to Lone Star Bloom, LLC, for $845,250. The Debtor is the owner of the Property, which is more particularly described as Lot 7, Block 2, New City Block 13720, Beacon Circle West Industrial Subdivision, in the City of San Antonio, Bexar County, recorded in Volume 5300, Page 219, Deed and Plat Records of Bexar County, Texas. It is a private sale, wherein the Debtor proposes to transfer his interest in the Property to the Buyer, 5742 Darling St., Houston, Texas 77007, (979)-877-5563, pursuant to the terms of purchase and Sale Agreement. The Debtor desires to sell the Property free and clear of any interest other than that of the estate with all valid liens, claims, or encumbrances to attach the proceeds of such sale. The Debtor is informed and believes that the Property is encumbered by the following liens: TXN Bank National Association - $729,633.69 and Bexar County Texas - $22,815.05. The purchase price set forth in the Purchase Agreement is $845,250 with $84,525.00 paid in advance and the remaining balance to be paid in cash at closing. After payment of closing costs, of the net proceeds from the sale of the property will be paid to existing lien holders. The Debtor believes there will be no tax liability to the estate resulting from the sale. He believes that the proposed purchase price for the Property is fair and reasonable. The Debtor further requests that the order authorizing the sale not be stayed pursuant to Bankruptcy Rule 6004(g). A copy of the Agreement is available at https://tinyurl.com/2p8syr5f from PacerMonitor.com free of charge. Ricardo Ruiz-Guizar sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 21-51217) on Oct. 4, 2021. The Debtor tapped David Cain, Esq., as counsel. SCHULDNER LLC: Trustee Selling Duluth Property for $105K Cash ------------------------------------------------------------- Steven B. Nosek, in his capacity as the Subchapter V Trustee of Schuldner, LLC, asks authority from the U.S. Bankruptcy Court for the District of Minnesota to sell the property located at 708 E 6th Street, City of Duluth, County of St. Louis, State of Minnesota, Zip Code 55805, to Jacob La Jeunesse and Anne Kendall for $105,000 cash. The Property is legally described as: That part of E 1/2 of E 1/2 of NW 1/4 of SE 1/4 Commencing at the Intersection Point between SLY line of 6th St and Ely line of 7th Ave E Go Ely along said Sly line of 6th St 55 Ft to point of beginning thence go Sly at right angles 35 Ft thence Ely at right angles 45 Ft thence Nly at right angles to intersection with Sly line of 6th St thence Wly along said Sly line of 6th St 45 Ft to point of beginning, Section 22, Township 50, Range 14, St. Louis County, Minnesota, this property is reported to be Abstract, PID: 010-2710-06390. Lot is 35X45. A hearing on the Motion is set for April 13, 2022, at 9:30 a.m. The Objection Deadline is April 8, 2022, which is five days before the date set for the hearing. The Debtor's business is to own and rent 15 properties located in Duluth, MN. At the present time, six of the properties are leased and two of the six occupants are paying rent. The balance of the leased properties is not paying rent for various reasons asserted by the tenants. Certain of the unoccupied properties have been and/or may be condemned by the City of Duluth Housing Department. By Court Order dated Sept. 17, 2021, the Debtor was taken out of possession and the Trustee was Ordered to assume the affairs of theDebtor, conduct the Debtor's business, propose a Plan and generally comply with the requirements of the Debtor under the applicable provisions of the Bankruptcy Code. The Trustee has retained a broker and listed all 15 properties for sale. Listing Agreements have been signed with Heirloom Realty, LLC. Heirloom has been authorized to be retained as the Broker for the Debtor. The Trustee, on behalf of the Debtor, has entered into a Purchase Agreement for the sale of the Property. The property to be sold was listed for a price of $109,900. The proposed purchase price for the property is $105,000 cash. There has been very little interest in anyone acquiring the Property. Therefore, the Broker and Trustee believe this offer is a reasonable offer. There are three contingencies to the proposed sale, one is the Purchasers obtaining a mortgage, the second is the buyer obtaining an inspection and the third is the Trustee obtaining approval from the Bankruptcy Court. This is a 100% cash sale. The Trustee believes that the sale price is fair, reasonable and that the sale should be approved by the Court. The property is subject to a Mortgage in favor of Wilmington Trust National Association, as Trustee for the Benefit of the Holders of B2R Mortgage Trust 2016-1 Mortgage Pass-Through Certificates. The Trustee believes that the Creditor will consent to the proposed sale. The property is further subject to Judgments against the Debtor entered in St. Louis County District Court which are described as: a. Judgment against Carl Green, Mowgli Place, LLC, Rosemont Property Management Company, Schuldner, LLC, in favor of Estate of William Grahek, Devin Grahek, Kindee Porter, dated Aug. 07, 2017, docketed Dec. 28, 2017, as Case No. 69DU-CV-17-2821, in the amount of $4,166, which may be a lien on the land; and b. Judgment against Dawn Martinson, Rosemont Properties, Schuldner, LLC, in favor of Abigail Croal, Dylan Wavra, Carly Welter, dated Oct. 16, 2017, docketed March 05, 2018, as Case No. 69DU-CV-18-529, in the amount of $1,562, which may be a lien on the land. The Trustee is advised that Minnesota Title Standards need to be complied with. Section J, entitled Bankruptcy Transfer, Subsection 2C, described the requirements of the bankruptcy court sale order, in particular, what is required: The grantee must be named and must list a stated sale price; the specific liens must be listed as shown on the Title Commitment; and the disbursement of the sale proceeds is to be described in the Court Order. By the Motion, the Trustee, on behalf of the Debtor, requests the Court enters an order approving the sale of the Property. About Schuldner LLC Schuldner LLC is a privately held company engaged in activities related to real estate. It owns 15 single-family rental homes in Duluth, Minn., with a total appraised value of $1.8 million. Schuldner filed for Chapter 11 protection (Bankr. D. Minn. Case No. 18-43739) on Nov. 30, 2018. In the petition signed by Carl L. Green, president, the Debtor disclosed $1,806,000 in assets and $1,035,000 in debt. The Hon. Katherine A. Constantine is the case judge. The Debtor hired Joseph W. Dicker, P.A., as counsel. SHAW 3RD HOLDINGS: $2.5-Mil. Sale of Washington, D.C. Property OK'd ------------------------------------------------------------------- Judge Elizabeth L. Gunn of the U.S. Bankruptcy Court for the District of Columbia issued a Corrected Order approving Shaw 3rd Holdings, LLC's sale of its improved parcel of real estate located in the LeDroit Park Subdivision of Washington, D.C., with a street address of 1901 3rd Street, NW, in Washington, D.C. 20020, to the Archdiocese of Washington for $2.5 million, pursuant to their Sales Contract, dated Aug. 31, 2021, as amended by various addenda. The Debtor is authorized to pay all ordinary and customary costs of closing, as reflected on the preliminary Settlement Statement. The sale is free and clear of the liens of PS Funding, Inc. and Three Sisters Capital Partners, LLC, with such parties' liens attaching to the proceeds of the sale. The net sales proceeds from the sale of the Property, as authorized, will be paid to the Debtor's counsel, RoganMillerZimmerman, PLLC, to be held in the counsel's attorney IOLTA account, pending resolution of the Adversary Proceeding and further order of the Court, directing the disbursement of said funds and payment of all necessary US Trustee Quarterly Fee. The Order corrects and replaces the order entered by the Court on March 9, 2022, which contained an incorrect zip code reference in the title of said order. About Shaw 3rd Holdings Shaw 3rd Holdings, LLC filed a voluntary Chapter 7 petition (Bankr. D. D.C. Case No. 20-00467) on Dec. 2, 2020. The court converted the case to one under Chapter 11 on Feb. 24, 2021. Judge Elizabeth L. Gunn oversees the case. Christopher Rogan, Esq., at RoganMillerZimmerman, PLLC, represents the Debtor as legal counsel. SONEV CONSTRUCTION: Seeks Cash Collateral Access, $2MM DIP Loan --------------------------------------------------------------- SoNev Construction LLC asks the U.S. Bankruptcy Court for the District of Utah for authority to, among other things, use cash collateral and obtain post-petition financing. The Debtor is seeking authority to enter into a debtor-in-possession financing transaction with nFusion Capital, LLC, the DIP Lender, in which the DIP Lender will provide the Debtor with a credit facility up to $2,000,000 in which the Debtor can access when needed to make up for any shortfall in its operations or cash flow. The DIP Lender will advance up to 80% of the net face value of eligible accounts receivable less any retainage, as determined by nFusion Capital in its sole discretion. The DIP Loan will allow the Debtor to obtain the cash it needs to achieve an orderly reorganization of the Debtor's business while preserving the value of the Debtor's estate for the benefit of creditors. As adequate protection, nFusion Capital will be granted a first priority lien and security interest in all existing and after acquired personal property (including without limitation accounts, contract rights, inventory, equipment, and general intangible of Debtor and all proceeds thereof); provided, however, that nFusion Capital's lien will not prime existing purchase money security interests on any of Debtor's tangible personal property. Debtor hereby grants nFusion Capital a security interest in the Collateral to secure the Debtor's obligation hereunder and hereby irrevocable authorizes nFusion Capital to execute and file a form UCC-1. The Debtor has one "all assets" secured creditor -- Michael Conboy -- who is secured on all of the Debtor's assets covered by a UCC-1 dated September 4, 2019. The Debtor proposes to continue making the regular payments of $25,000 per month to Mr. Conboy as adequate protection of Mr. Conboy's security interest, which will be primed by the DIP Lender. Mr. Conboy is primarily secured by the Debtor's receivables, which, once collected on, will constitute "cash collateral." The Debtor proposes that this periodic payment provides adequate protection for the use and priming of Mr. Conboy's security interest in cash collateral. Other entities with an interest in the Debtor's cash collateral are Financial Pacific Leasing, North Mill Credit Trust, Bill Miller Equip. Sales, RPS Campbell Companies, LLC dba Solutions Financial Services, CSC, Caterpillar Financial Services Corporation, Iron Capital Rentals USA, Hanmi Bank, KLC Financial, Inc./First Utah Bank, Garth O Green Enterprises, Inc. dba Southwest Plumbing Supply, and Partners Capital Group, Inc. To provide adequate protection for its secured equipment creditors, the Debtor proposes to continue paying its creditors that are secured by equipment at the contractual rates in their financing agreements. The Debtor has adequate cash flow to continue to do so. Doing so will ensure that the Debtor does not lose any of its valuable equipment in which it has equity and a great need to continue to use in its operations. The Debtor also requests the Court to schedule a Final Hearing within 30 days to consider entry of the Final Order. A copy of the motion is available at https://bit.ly/3IQyK0r from PacerMonitor.com. About SoNev Construction LLC SoNev Construction offers surface mining solutions to the Southern Utah area. The Company has the resources to prepare mine sites, manage mine operations, excavate and develop new sub-divisions. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Utah Case No. 22-21037) on March 25, 2022. In the petition signed by Keith Gilbert, managing member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge William T. Thurman oversees the case. Brian M. Rothschild, Esq., at Parsons Behle and Latimer is the Debtor's counsel. SOO HOTELS: Trustee Selling Business Property to Shammami for $300K ------------------------------------------------------------------- Kimberly Ross Clayson, the Subchapter V trustee appointed in Soo Hotels Inc.'s Chapter 11 case, asks the U.S. Bankruptcy Court for the Eastern District of Michigan to authorize the sale outside the ordinary course of business of the Debtor's equipment, inventory, and other personal property set forth in the proposed Asset Purchase Agreement to an entity to be formed by the Debtor's Shareholder, Dominic Shammami, for $300,000, plus assumed liabilities, subject to competing bids. Objections, if any, must be filed within 21 days from the service of Notice. The Debtor's assets should be sold in a chapter 11 section 363 sale by which all non-insider creditors will receive a 100% payout. Pursuant to the purchase agreement by Shareholder Dominic Shammami, Dominic Shammami proposes to pay the non-insider unsecured creditors 100% or assume their debts, pay all of the administrative expenses, to pay money to the other shareholder, Salwan Atto and to disclaim any distribution to himself to resolve potential claims that the estate may have against him. The proposed purchase by Dominic Shammami is viable because only property of the bankruptcy estate would be sold and there is a signed lease between Debtor and the owner of the real estate, St. Marie Hospitality. Shareholder Salwan Atto emailed to Dominic Shammami the lease in 2017, that Salwan Atto had signed, that was further executed by Dominic Shammami and Dia Shammami. Rent has been paid from Debtor for the benefit of the owner of the real estate, St. Marie Hospitality, since the inception of Debtor by Debtor making the payments to the mortgage holder on the real estate. The Trustee intends the motion to facilitate such a sale on terms commercially reasonable to the estate and its creditors. Because the proposed sale to Buyer is subject to higher and better offers the Trustee respectfully requests that the Court adopts certain bidding guidelines that will ensure that the Business Property is sold on commercially reasonable terms and that the value of the Business Property is maximized for the benefit of all creditors. Concurrent with the filing of the motion, the Trustee will file a motion for approval of the Guidelines. The present sale proposed by the motion provides a means to sell all property of the Debtor before the Court but not any assets owned by third parties such as the real estate currently owned by the present Landlord. The key terms of the sale are as follows: a. Subject to higher offers, Shammami will pay $300,000 in cash, plus $242,627.34 sufficient to allow payment in full of all non-insider allowed general unsecured creditors in full at closing and will assume the obligations of the Choice Hotels franchise agreement valued at its claim of $341,332.31 claim of Choice Hotels for a total purchase price of $883,959.65; b. Of the $542,627.34, $242,627.34 will be disbursed to all allowed non-insider general unsecured claims which will be paid at closing and may be paid from the Purchased Assets less amounts retained by the Trustee to allow for payment of court approved administrative expense claims; The estimated amount of all claims of the Debtor but subject to claims objections total $242,627.34 and are as follows: $14,779.69 owed to the Internal Revenue Service; $153,467.46 owed to the U.S. Small Business Administration; $29,900 owed to Namou Hospitality; $9,000 owed to City of Sault Ste. Marie; $561.08 owed to American Hotel Register; $8,497.25 owed to Cloverland Coop; $1,940.35 owed to CSI Group International; $2,251 owed to ECOLAB; $981.60 owed to Golden Malted; $674.33 owed to Great Lake Services; $1,049.22 owed to Greentech; $4,166.56 owed to Guest Supply; $400 owed to Matheny Lawn Service; $2,100 owed to Spectrum Enterprise; $381.07 owed to Ultra Chem Inc.; $552.13 owed to Waste Management; $856.95 owed to Unemployment Insurance Agency for period ending June 2021; and $11,068.65 owed to Michigan Sales, Use and Withholding for the period ending June 2021. c. The $300,000 in cash will be disbursed to Atto for his equity interest in the Debtor subject to Atto's surrender of his stock and releasing all claims that he or any related persons have, whether known or unknown; d. The Debtor's cash on hand which is currently held by the Trustee in Possession will be applied first to pay administrative expense claims of the Debtor which include the fees of the Debtor's counsel, Subchapter V Trustee together with the financial advisor and accountant. Subject to court approval, the current administrative expenses are estimated at $100,000; e. To the extent that the Trustee does not have sufficient cash on hand to pay all allowed non-insider unsecured claims after administrative expenses, the Buyer will bring additional at closing sufficient to pay all allowed claims in full. In order to determine the universe of allowed non-insider unsecured claims, all parties in interest will be required to bring all objections to claims within 21 days of the filing of the sale motion. The Trustee will retain cash sufficient to satisfy claims subject to objections until all claims objections, if any, have been fully adjudicated. The Trustee will disburse to Buyer any excess cash resulting from any denial of claims or if claims are adjudicated as allowed, the Trustee will disburse payment to allowed claims. f. The purchase price is subject to an auction and higher bids at said auction under the same purchase agreement terms as those attached as Exhibit A to the Motion; g. Higher bids will be calculated after the stalking horse bid; h. To qualify for the bidding process, bidders must either show proof of funds to close on a sale at least in the amount of $552,627.34 so long as the present an unconditional letter of approval from Choice Hotels to assume the $341,332.31 claim of Choice Hotels; if they do not have such a letter of approval, the bidder must show proof of funds to close on a sale at $893,959.65. i. As more fully set out in the Trustee’s motion for approval of bidding procedures, all bidders are subject to meeting bid qualifications which include proof of funds or loan commitment, bidders will be required to bid in minimum increments of $10,000; j. Should Atto become the prevailing bidder then Shammami will be entitled to receipt of the net $300,000 in cash plus the overbid amount after successful closing on the sale of Debtor's assets to Atto, and Atto will not receive any distribution. k. Should Shammami become the prevailing bidder as a result of a competitive bidding process, Atto will be entitled to receipt of the net $300,000 in cash plus the overbid amount after successful closing on the sale of Debtor's assets to Shammami and Shammami will not receive any distribution. l. Should a third party become the prevailing bidder as a result of a competitive bidding process, Atto and Shammami will be entitled to each receive half of the net sale proceeds less amounts to be disbursed to allowed non-insider general unsecured creditors after successful closing on the sale of Debtor's assets to a third party. In accordance with the Purchase Agreement, dated March 18, 2022, between the Trustee and the Buyer, the Buyer has agreed subject to bankruptcy court approval to purchase, and the Debtor has agreed to sell, the Business Property under the following terms and conditions: a. The Business Property (including all tangible and intangible personal property located at the Debtor's facility, and all licenses, designated contracts and related rights necessary or appropriate for operation of the hotel facility) is to be sold to Buyer for $542,627.34 which will be paid at closing and may be paid from the Purchased Assets and the $341,332.31 claim of Choice Hotels which will be assumed -- a total of $883,959.65. The offer is subject to higher and better offers solicited at a public auction conducted in the Court; b. The Purchase Price is payable in cash immediately available at the date and time that all conditions precedent to the sale of the Business Property set forth in the Purchase Agreement are satisfied, excused, or otherwise discharged, and the Debtor presents for transfer to Buyer or the highest bidder any title to the Business Property and all related assets sold in accordance with the Purchase Agreement; c. The Closing is to occur no later than May 5, 2022, unless extended by the Trustee. d. The Debtor, as a condition precedent to the Closing, is to assume and assign to the Buyer or the highest bidder all executory contracts including but not limited to the real estate lease with St. Marie Hospitality and the Choice Hotels franchise agreement o designated for assumption by the Buyer pursuant to the Purchase Agreement which may be waived by the Buyer as a condition precedent; e. The Buyer or the highest bidder will assume operation at Closing; f. he Purchase Agreement is subject to higher and better offers, such offers to conform with all requirements set forth in the Motion and Order Approving Sale Procedures filed concurrent with the sale motion; and g. The sale also is subject to franchisor Choice Hotels, Inc.'s approval and acceptance of the successful bidder as a franchisee. The Purchase Agreement provides that the Business Property be sold to the Buyer free and clear of all liens, claims, interests and encumbrances. A copy of the Agreement is available at https://tinyurl.com/4383juha from PacerMonitor.com free of charge. The Purchaser: Dominic Shammami on behalf of a corporation to be formed 4884 Quarton Road Bloomfield Hills, MI 48302 E-mail: dshammami@comcast.net About Soo Hotels Soo Hotels, Inc. filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 21-45708) on July 7, 2021, listing as much as $1 million in both assets and liabilities. Dominic Shammami, principal, signed the petition. Judge Maria L. Oxholm oversees the case. Robert Bassel serves as the Debtor's legal counsel. SPENGLER PLUMBING: Sale of Personal Property & Equipment Approved ----------------------------------------------------------------- Judge Laura K. Grandy of the U.S. Bankruptcy Court for the Southern District of Illinois authorized Spengler Plumbing Company, Inc., to sell the following items of personal property/equipment free and clear of all liens claims and encumbrances: a) Those items of equipment identified on Exhibit A to Sydney C. Spengler for the sum of $36,200; b) 2018 Bobcat E55 Compact Excavator (AJ913079) to Matt Fehr for the sum of $62,000; and c) 2015 Bobcat T590 T4 Skid Loader to Gateway Bobcat for the sum of $38,500. The sale of the Equipment to the Purchasers, or their assigns, will be and is free and clear of all liens, claims, encumbrances, successor claims and interests, and all such liens, claims, encumbrances, successor claims, and interests will attach to the proceeds of sale. The provisions of Rule 6004(h) are waived, and the Order is immediately enforceable. The counsel to the Debtor will serve a copy of the Order by mail on all interested parties who were not served electronically. About Spengler Plumbing Company Founded in 1971, Spengler Plumbing Company, Inc., specializes in plumbing and HVAC services. Spengler Plumbing previously sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ill. Case No. 19-30958) on July 19, 2019. Spengler Plumbing recently sought Chapter 11 bankruptcy (Bankr. S.D. Ill. Case No. 21-30409) on June 1, 2021. Silver Lake Group Ltd., led by Steven M. Wallace, is the Debtor's counsel. ST. JOHNS PROFESSIONAL: Seeks to Hire Watson Realty as Broker ------------------------------------------------------------- St. Johns Professional Center, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Watson Realty Corp. to market its real property located at 150 Warren Cir., St. Johns, Fla. The broker will receive a maximum commission equal to 5 percent of the property's purchase price. John Mohr, a real estate broker at Watson Realty Corp., disclosed in a court filing 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: John Mohr Watson Realty Corp. 175-1 Hampton Point Dr. Saint Augustine, FL 32092 Telephone: (904) 436-1300 About St. Johns Professional Center St. Johns Professional Center, LLC is a company primarily engaged in renting and leasing real estate properties. The company is based in Saint Johns, Fla. St. Johns Professional Center sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00466) on Mar. 6, 2022, listing $1,524,514 in assets and $1,290,268 in liabilities. Adam J. Kohl, manager, signed the petition. Judge Jacob A. Brown oversees the case. Bryan Mickler, Esq., at the Law Offices of Mickler and Mickler, LLP is the Debtor's legal counsel. STOHO ENTERPRISES: Seeks Cash Collateral Access ----------------------------------------------- STOHO Enterprises, Inc. asks the U.S. Bankruptcy Court for the District of Nevada for authority to use cash collateral in accordance with the budget, with a 10% variance and provide adequate protection. The Debtor requires the use of cash collateral to make payments necessary for the continuation of its business. The Debtor's cash collateral consists of ongoing rental payments related to the real property in Nevada and Los Angeles CA. Prior to the Petition Date, the Debtor obtained a loan having a face value of $200,000 from Robert K. Stoeppelmann and Sharon L. Stoeppelmann, husband and wife. That loan has been assigned to Ty Albisu and Linda Albisu, husband and wife, (Motel Lender). The Motel Lender may assert that it holds a first priority deed of trust encumbering the Debtor's motel property, having a common address of 140 US Highway 95, McDermitt, Nevada, and the proceeds thereof, securing Motel Lender's claim of approximately $483,623 as of November 29, 2021. The Debtor disputes the Motel Lender's claim. The Debtor's motel has been closed since August 2021 because Motel Lender cut and capped the shared sewer line servicing the Motel Property; and, as a result, the Debtor's motel is not presently generating income. The Debtor estimates the Motel Property has a value of $780,000, leaving an approximately 38% equity cushion in the Motel Property. Also prior to the Petition Date, Nejatollah Neissani and Lida Masachi, Trustees of the 2003 Nejatollah Neissani & Lida Masachi Revocable Trust may assert that the Debtor is indebted to it for $161,200, which is secured by a first priority deed of trust encumbering residential rental property located at 6435 Madden Way, Los Angeles, California. The Debtor estimates the value of the California Property is $701,000, leaving an approximately 77% equity cushion in the California Property. The California Property generates $2,000 per month in rental income. The Debtor estimates that its remaining property, which is unencumbered and includes each of the following, has an aggregate value of $161,486. As adequate protection for the Debtor's use of cash collateral, each of the Lenders have a significant equity cushion in their respective collateral. The Motel Property has a 38% equity cushion and the California Property has a 77% equity cushion. Additionally, the Debtor will use its cash collateral to maintain and preserve its properties avoiding any diminution in the value of the properties. A copy of the order and the Debtor's budget is located at https://bit.ly/35cbaNI from PacerMonitor.com. The Debtor projects $2,000 in total income and $2,250 in total expenses for March 2022. About Stoho Enterprises, Inc. Stoho Enterprises, Inc. is the fee simple owner of five real properties located in McDermitt, Nevada and Los Angeles, California, having an aggregate value of $1.64 million. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 22-50151) on March 24, 2022. In the petition signed by Illysa I. Fogel, president, the Debtor disclosed $4,711,505 in assets and $433,015 in liabilities. Elizabeth Fletcher, Esq. at Fletcher and Lee, Ltd. is the Debtor's counsel. STRIKE LLC: Unsecured Claims to Recover Up to 2.7% in Plan ---------------------------------------------------------- Strike, LLC, et al., submitted a Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation. The Plan is a liquidating plan. Pursuant to prior orders of the Bankruptcy Court, the Debtors conducted a competitive court-supervised marketing process and sold substantially all of their assets to Strike Acquisition LLC (n/k/a Strike Holdco LLC), an affiliate of American Industrial Partners. The Plan provides for the satisfaction in full of all senior claims, including Allowed Administrative Claims, Allowed Priority Tax Claims, Allowed Priority Non-Tax Claims, and Allowed Secured Claims. Holders of General Unsecured Claims will receive interests in a Liquidating Trust that will administer and liquidate all remaining property of the Debtors. Among other things, the Liquidating Trust is expected to prosecute certain Causes of Action of the Debtors not sold, assigned, or otherwise released on or before the Effective Date of the Plan, including certain litigation claims against the Debtors' former officers and directors. The Debtors believe that the creation of the Liquidating Trust will maximize the value of the preserved Causes of Action. The Debtors and the official committee of unsecured creditors appointed in the Chapter 11 cases (the "committee") believe that holders of allowed general unsecured claims (other than the AIP Parties) will receive higher recoveries under this plan than they would receive under an alternative Chapter 7 Liquidation based on at least three significant benefits provided under this Plan. First, under the Plan, the AIP Parties are waiving their right to receive a recovery on account of their approximately $175 million General Unsecured Claim until such time as the other Holders of Allowed General Unsecured Claims have received an agreed upon threshold recovery. Second, the Debtors and the Committee anticipate there would be additional costs, expenses, and time that would be incurred in replacing existing management and professionals in a chapter 7 case, which would further diminish Estate assets, delay the prosecution of the Preserved Estate Claims, and delay distributions to creditors. Finally, the Debtors and the Committee believe the prosecution of Preserved Estate Claims in a focused and effective manner by the Liquidating Trustee will maximize the value of the Preserved Estate Claims compared with a potential prosecution by a chapter 7 trustee. Under the Plan, Class 3 General Unsecured Claims total $314.8 million to $357.4 million. Each Holder of an Allowed General Unsecured Claim, except for the AIP Parties, shall only receive its Pro Rata share of the Class A Trust Interests without regard to the particular Debtor against which such Claim is Allowed. The AIP Parties shall only receive Class B Trust Interests on account of such AIP Parties' Prepetition Junior Loan Claims without regard to the particular Debtor against which such Claims are allowed. For the avoidance of doubt, under the Plan, Holders of Allowed General Unsecured Claims shall only receive Liquidating Trust Interests as provided: (i) Class A Trust Interests shall entitle the Holders of such interests to receive their pro rata share of Liquidating Trust Proceeds pursuant to the terms of this Plan and the Liquidating Trust Agreement; provided, that (a) prior to satisfaction of the GUC Threshold Distribution Condition, such pro rata share shall be calculated as the proportion that a Class A Trust Interest bears to the aggregate amount of all Class A Trust Interests, and (b) after satisfaction of the GUC Threshold Distribution Condition, such pro rata share shall be calculated as the proportion that a Class A Trust Interest bears to the aggregate amount of all Class A Trust Interests and Class B Trust Interests distributed pursuant to the Plan. (ii) Class B Trust Interests shall entitle the Holders of such interests to receive a Distribution under the Plan to the extent that GUC Threshold Distribution Condition is satisfied, in which case, such Holders shall receive their pro rata share of Liquidating Trust Proceeds pursuant to the terms of this Plan and the Liquidating Trust Agreement; provided, that such pro rata share shall be calculated as the proportion that a Class B Trust Interest bears to the aggregate amount of all Class A Trust Interests and Class B Trust Interests distributed pursuant to the Plan. (iii) No Holder of an Allowed General Unsecured Claim shall receive a recovery that exceeds 100% of the Allowed amount of its General Unsecured Claim. Non-AIP Parties estimated recoveries of allowed claims or interests is 1.2% to 2.7% plus Distributions, if any, from Liquidating Trust Proceeds. AIP Parties estimated recoveries of allowed claims or interests is 0% plus Distributions, if any, from Liquidating Trust Proceeds after the aggregate recovery to all other Allowed General Unsecured Claims exceeds 7.5%. Class 3 is impaired. Counsel to the Debtors: Matthew D. Cavenaugh, Esq. Kristhy Peguero, Esq. Genevieve Graham, Esq. JACKSON WALKER LLP 1401 McKinney Street, Suite 1900 Houston, Texas 77010 Tel: (713) 752-4200 Fax: (713) 752-4221 E-mail: mcavenaugh@jw.com kpeguero@jw.com ggraham@jw.com - and - Thomas E. Lauria, Esq. Matthew C. Brown, Esq. Fan B. He, Esq. Gregory L. Warren, Esq. Nicolas Abbattista, Esq. WHITE & CASE LLP 200 South Biscayne Boulevard, Suite 900 Miami, FL 33131 Tel: (305) 371-2700 E-mail: tlauria@whitecase.com mbrown@whitecase.com fhe@whitecase.com gregory.warren@whitecase.com nick.abbattista@whitecase.com Andrew F. O'Neill, Esq. 111 South Wacker Drive, Suite 5100 Chicago, IL 60606 Tel: (312) 881-5400 E-mail: aoneill@whitecase.com Charles Koster, Esq. 609 Main Street, Suite 2900 Houston, TX 77002 Tel: (713) 496-9700 E-mail: charles.koster@whitecase.com Aaron Colodny, Esq. R.J. Szuba, Esq. 555 South Flower Street, Suite 2700 Los Angeles, CA 90071 Tel: (213) 620-7700 E-mail: aaron.colodny@whitecase.com rj.szuba@whitecase.com A copy of the Disclosure Statement dated March 23, 2022, is available at https://bit.ly/36u0H0T from Epiq11, the claims agent. About Strike LLC Strike, LLC -- http://www.strikeusa.com/-- is a full-service pipeline, facilities, and energy infrastructure solutions provider. Headquartered in The Woodlands, Texas, Strike partners closely with clients all across North America, safely and successfully delivering a full range of integrated engineering, construction, maintenance, integrity, and specialty services that span the entire oil and gas life cycle. Strike and its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-90054) on Dec. 6, 2021. In the petitions signed by CFO Sean Gore, Strike listed as much as $500 million in both assets and liabilities. The cases are handled by Judge David R. Jones. The Debtors tapped Jackson Walker LLP and White & Case LLP as legal counsels; Opportune, LLP as financial advisor; and Opportune Partners, LLC as investment banker. Epiq Corporate Restructuring, LLC is the claims agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors on Dec. 15, 2021. The committee is represented by Marty Brimmage, Esq. TELEGRAPH SQUARE: Seeks to Hire Financial Services Provider ----------------------------------------------------------- Telegraph Square II, a Condominium Unit Owners Association seeks approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to employ Analytic Financial Group, LLC, doing business as Corporate Matters, to provide financial services. The firm's financial services will be limited to preparing and compiling the Debtor's Chapter 11 monthly operating reports. The hourly rates of the firm's professionals are as follows: Principals $250 Associates $150 In addition, the firm will seek reimbursement for expenses incurred. The Debtor will pay the firm a non-refundable post-petition retainer of $3000. Scott Miller, president of Analytic Financial Group, disclosed in a court filing 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: Scott W. Miller Analytic Financial Group, LLC 816 Hillsboro Drive Silver Spring, MD 20902 Telephone: (301) 602-9258 About Telegraph Square II Telegraph Square II, a Condominium Unit Owners Association, engaged in activities related to real estate, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 22-10302) on March 16, 2022. In the petition signed by Stephanie Tavares, secretary/treasurer, the Debtor disclosed $248,032 in total assets and $1,129,919 in total liabilities. Robert M. Marino, Esq., at Redmon Peyton & Braswell, LLP serves as the Debtor's legal counsel. TELESAT CANADA: S&P Cuts ICR to 'B' On Weaker Business Conditions ----------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Ottawa, Ont.-based satellite service provider Telesat Canada to 'B' from 'BB-'. S&P said, "At the same time, we lowered our issue-level rating on Telesat's senior secured debt to 'B' from 'BB-' (the '3' recovery rating is unchanged) and lowered our issue-level rating on the company's unsecured notes to 'CCC+' from 'B' (the '6' recovery rating is unchanged). "Finally, we removed all of the ratings from CreditWatch, where they were placed with negative implications Feb. 10, 2021." The negative outlook reflects the company's increasing adjusted debt leverage and negative consolidated free cash flow over the next few years. The outlook also captures the risk that further delays or cost overruns in the LEO constellation could continue to pressure the balance sheet and limit Telesat's financial flexibility. S&P said, "Industry oversupply and technological substitution will continue to cause a decline in Telesat's legacy GEO operations. In addition to the downgrade and negative outlook on Telesat, we revised our business risk profile to fair from satisfactory, reflecting our view of weakening industry fundamentals and technology-led oversupply that continue to re-price Telesat's GEO operations at a lower level diminishing revenues (and cash flow) visibility. Since 2015, Telesat's revenues and adjusted EBITDA have declined by 18% and 26%, respectively, driven by a 26% drop in broadcast and a 23% drop in enterprise revenue since then. Also, eroding revenues in the past couple of years has been the impact of the COVID-19 pandemic wherein lower travel activity pressured the company's maritime and aeronautical segments (about 10% of total revenues). The ratings, however, incorporate our view that Lightspeed complements Telesat's existing business and provides the company with a path to leverage legacy cash flows into newer growth verticals. "In the past few years, there has been a significant oversupply of satellite capacity, leading to lower pricing on bandwidth. In addition, we expect continued pressure on Telesat's broadcast operations due to technological advancement in terrestrial distribution infrastructure. Also, end-consumers in several jurisdictions are switching to over the top (OTT) streaming services away from direct-to-home (DTH) broadcast, resulting in less demand for satellite broadcast services. Almost 50% of Telesat's revenue is derived from North American DTH television services, which we believe could eventually be at risk as terrestrial networks expand and decrease the demand for Telesat's services, adversely affecting future cash flow." Maturing satellite contracts could further pressure Telesat's revenue and EBITDA generation. Telesat's broadcast segment, which is historically supported by long-term contracts, continues to weaken, reflecting a maturing industry that faces competition from enhanced fiber deployment leading to consumers switching to streaming and OTT services, thereby pressuring contract renewals. Telesat's business profile is supported by long-term DTH contracts for the service life of satellites. A significant number of satellites are nearing end of their service life and contract renewals pose a material lower repricing risk affecting the cash-generating capacity. More specifically, Telesat's contract backlog has been declining in the past several years. Currently, the backlog is at C$2.1 billion, equivalent to 2.8x revenues as of December 2021, down from 4.0x in 2018 and 5.5x in 2013. About 84% of the backlog is generated by the top customers, the vast majority of which are DTH. Additional broadcast contracts are expected to mature in the next several years, and these also contribute a significant portion of EBITDA. S&P anticipates contract renewals will produce lower cash flow with considerable uncertainty about the company's ability to keep utilization at historically strong levels, which could increasingly pressure Telesat's credit metrics beyond our base case. LEO constellation delays, due to global supply chain issues, are an added risk. Telesat has indicated that the LEO constellation would likely be delayed mostly due to supply-chain issues at satellite builder Thales Alenia Space. The global supply chain constraints on the availability of components required for the satellite development and construction appear to be the main factors. The delay has also pushed back Telesat's ability to finalize the financing from export credit agencies, which are contingent on the receipt of definitive contracts. Launch delays, combined with inflationary pressures, could significantly change the scope, such as the number of LEO satellites launched from its current plan. Moreover, the postponement would allow Telesat's LEO competitors such as Starlink (SpaceX) and OneWeb to have first-mover advantage and capture market share. S&P said, "In our view, these competitors are likely at a more advanced stage of constellation development, with greater access to capital, and might have more diverse sources of revenue and greater financial resources than Telesat. Moreover, with in-house launch capabilities and owned satellites, in our opinion, some of Telesat's competitors will be less reliant on third parties for satellite supply." As a result, the timely deployment of the LEO constellation is essential for Telesat to establish a competitive advantage in this segment and mitigate risks associated with lower-priced contracts in the GEO business. S&P said, "We expect increased leverage and negative free cash flow generation, but external financing and existing liquidity should ensure LEO is substantially funded. Due to its declining GEO operations, Telesat ended fiscal 2021 with S&P Global Ratings' adjusted debt to EBITDA of about 6.5x on a consolidated basis (about 6.1x based on GEO operations), higher than our current downside threshold of 6.0x. Our base-case scenario assumes Telesat's leverage peaks in 2024, returning to more sustainable levels beyond 2026 following the LEO deployment. In the absence of new GEO investments, we anticipate Telesat's revenue or EBITDA will gradually decline until the LEO is commercialized. In the meantime, while LEO is being built, Telesat's increasing leverage and negative free cash flow generation will restrict the company's financial flexibility. However, we expect Telesat's liquidity will remain adequate based on about C$1.45 billion cash on hand (C$980 million in the unrestricted [LEO] subsidiaries) as of fiscal year-end 2021. Apart from the cash, we believe the external funding from government and export credit agencies should suffice for the LEO constellation funding requirements." The negative outlook reflects the probability of another downgrade should the company's credit measures weaken more than expected, driven by the decline in Telesat's legacy business and weakening profitability. The outlook also incorporates the potential risk of delay in the Lightspeed constellation and stressed levels of free cash flow from Telesat's legacy business in the next 12-24 months. S&P would lower the ratings if the broadcast and enterprise revenues further weaken mainly driven by contract non-renewals, pricing pressure, customer losses, or reduction in services that could lead to further deterioration in leverage to above 7.5x (based only on GEO operations; excluding LEO debt and EBITDA losses). Given the company's declining performance, high leverage, and time to commercialize its LEO network, it is unlikely for the outlook to be stabilized in the next 12 months. Consideration for stabilizing the ratings would include Telesat demonstrating that it can successfully execute its LEO constellation and transition its enterprise customers from its legacy business, establish new revenue along with improvements in profitability and return on capital. This would also be characterized by meaningful decline in its adjusted gross debt to EBITDA on a sustained basis with low risk of re-leveraging, while posting modest revenue growth. TEXAS MADE: Seeks Cash Collateral Access ---------------------------------------- Texas Made Sports Development, Inc. dba Chaparral Ice, asks the U.S. Bankruptcy Court for the Western District of Texas, Austin Division, for authority to use cash collateral. The Debtor has an immediate need to use cash generated from the proceeds of operations and any other "cash collateral" to continue operations and to preserve its business and the enterprise value. The Debtor is currently only aware of five UCC Financing Statements that may apply to the Debtor's cash collateral: 1) Washington Federal Bank; 2) the U.S. Small Business Administration; 3) iSports Cedar Park, Ltd.; 4) Riedell Shoes, Inc.; and 5) Reebok-CCM Hockey US, Inc. The Debtor has conferred with Washington Federal and at this time, the parties are exchanging documents and Washington Federal has taken no position as to the relief requested therein. The Debtor proposes to use the cash collateral to pay employee wages and benefits to employees necessary to operating the business, pay critical vendors, including those that supply food and beverages and other consumable supplies necessary for the operation of the business, and pay necessary fixed operating expenses relating to the leased premises occupied by the Debtor. As adequate protection for the Debtor's use of cash collateral, any creditor is granted a fully perfected, enforceable pre-petition lien on cash. The Debtor also requests that it be authorized to: (i) exceed any line item on the Budget by an amount equal to 10% of each such line item; or (ii) exceed any line item by more than 10% so long as the total of all amounts in excess of all line items for the Budget do not exceed 10% in the aggregate of the total Budget. A copy of the motion is available at https://bit.ly/3qF9WlI from PacerMonitor.com. About Texas Made Sports Development, Inc. Texas Made Sports Development, Inc. owns and operates an ice facility in Austin, Texas, for figure skaters, hockey fans, and kids' camps. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 22-10172) on March 18, 2022. In the petition signed by Ryan Raya, president, the Debtor disclosed up to $50 million in assets an up to $10 million in liabilities. Charlie Shelton, Esq. at Hayward PLLC is the Debtor's counsel. TEXOMA AUTO: Bid for Interim Cash Collateral Access Denied ---------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Texas, Sherman Division, has denied the Emergency Motion to Use Cash Collateral filed by Texoma Auto Remarketing, LLC on an interim basis. A final hearing on the matter is scheduled for April 8, 2022 at 1:30 pm n the courtroom located at 660 N Central Expressway, 3 Floor, Plano, Texas. A copy of the order is available at https://bit.ly/3uDEWE2 from PacerMonitor.com. About Texoma Auto Remarketing Texoma Auto Remarketing, LLC, a company in Bonham, Texas, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 22-40323) on March 15, 2022, listing up to $50,000 in assets and up to $10 million in liabilities. Dustin Ford, managing member, signed the petition. Judge Brenda T Rhoades presides over the case. Eric A. Liepins, PC represents the Debtor as legal counsel. TRACEY STEVENS BUCK-WALSH: Selling 1/5 Interest in Bandon Land -------------------------------------------------------------- Tracey Stevens Buck-Walsh asks the U.S. Bankruptcy Court for the Northern District of California to authorize the private sale of the estate's 1/5th interest in real property described as a vacant land at 967 Rogers Place, in Bandon, Oregon, to Charles R. Klemer and Dulce C. Havill for $180,000. One asset of the bankruptcy estate is a parcel of undeveloped land, the Property. The Debtor wants to sell the Property by way of private sale to generate funds for the bankruptcy estate and requests authorization to proceed with the proposed sale as outlined in the Seller's Counteroffer No. 1 dated Jan. 31, 2022. The Debtor and her husband, Daniel J. Walsh, own a 1/5th interest in the Property through their living trust, The Daniel J. Walsh and Tracey S. Buck Walsh Living Trust dated 8/30/00. Title to the Property is held as tenants in common by: (1) The Buck-Walsh Trust as to a 1/5th interest, with the remaining co-tenants of the Property consisting of: (2) the Glenn and Shelle Goldan 2019 Trust as to a 2/5th interest, (3) the Sutton Family Living Trust as to a 1/5th interest, and (4) the Polycomp Trust as to a 1/5th interest. Prior to the bankruptcy case, the Co-Tenants originally purchased together a total of four vacant lots in Bandon, Oregon. One of those lots was sold shortly after it was acquired in 2005 and a second lot was sold in 2021. Upon each such sale, the net proceeds were disbursed to the Co-Tenants after payment of real estate commissions and costs of sale in proportion to the respective ownership percentage of each Co-Tenant. Two lots remain owned by the Co-Tenants as of the Petition Date, with one of those lots being the subject of this Motion. At all times prior to the filing of the Debtor's Chapter 11 case, the Debtor and other Co-Tenants at all times treated the Property as a joint investment and their respective interests therein as Co-Tenants as a general partnership, with each of the members agreeing to share in the expenses of upkeep and payment of real property taxes of the lots proportionate with their respective co-tenancy interests. In addition, as reflected in the supporting Declaration of Glenn Goldan, in recognition of his 2/5th co-tenant position and as a California licensed real estate broker, the Co-Tenants further agreed that co-tenant Glenn Goldan (as trustee of the Glenn and Shelle Goldan 2019 Trust) would act on behalf of all Co-Tenants to facilitate the management, upkeep and sales of the lots. Prior to the filing of the Debtor's Chapter 11 case, all of the Co-Tenants determined that as a result of the appreciation in value of the Property, it was appropriate to list the Property for sale. Co-tenant Glenn Goldan, with the consent of the other co-tenants including the Debtor and her husband, therefore entered into an Exclusive Right to Sell - Listing Contract with Gold Coast Properties, Inc. whose broker is Virgil Llewellyn. The Listing Agreement was executed by Mr. Goldan and commenced on or about October 7, 2021 listing the Property for sale for the sum of $199,000. The term of the Listing Agreement will terminate at 11:59 p.m. on April 7, 2022. The Listing Agreement provides for payment of a brokerage fee to Mr. Llewellyn and his brokerage firm, Gold Coast Properties, Inc., in the sum of 6% of the selling price. Mr. Llewellyn and Gold Coast Properties, Inc. are licensed real estate brokers with the State of Oregon. The proposed buyers are not related to the Debtor or her spouse or any of the Co-Tenants. The Seller's Counteroffer No. 1 was executed by the parties to the proposed sale transaction, including the Debtor and all Co-Tenants, just prior to the commencement of this bankruptcy case, on Feb. 2, 2022. The Buyers have proposed an entirely cash transaction in the sum of $180,000, subject to Bankruptcy Court approval. The expected payments from the escrow are as follows: a. Sales Price: $180,000.00 b. Broker's commission (6%): $10,800.00 c. Estimated escrow and closing costs: $2,142.72 d. Estimated net proceeds from sale: $167,258.01 e. Debtor's 1/5th of net proceeds: $ 33,451.60 An escrow for the sale has been opened with Ticor Title Company of Oregon, as Escrow No 260622039122, located at Coos Bay, Bandon, Oregon. Escrow is expected to close as soon as Bankruptcy Court approval has been obtained. There are no liens on the Property that need to be paid in escrow and the property taxes on the Property are fully paid. he Buyers, the other Co-Tenants of the Property, and the Debtor would like to close the sale as soon as possible. The Debtor therefore requests that the Court's order approving the sale of the Property will be effective immediately upon the entry of the order and that the 14-day stay of FRBP 6004(h) be waived to permit escrow to close as soon as possible. There is no known prejudice to any party if the Court grants the waiver request. Tracey Stevens Buck-Walsh sought Chapter 11 protection (Bankr. N.D. Cal. Case No. 22-10054) on Feb. 8, 2022. The Debtor tapped Michael Malter, Esq., as counsel. TRANSPORTATION DEMAND: Seeks Cash Collateral Access --------------------------------------------------- Transportation Demand Management, LLC asks the U.S. Bankruptcy Court for the Western District of Washington for authority to use cash collateral for 30 days pending a final hearing and provide adequate protection to First Security Bank, the Secured Creditor. The Debtor requires the immediate use of cash proceeds from working capital, collection of customer contracts and accounts receivable to fund payroll and related payroll expenses and other fundamental operating expenses, and to otherwise minimize disruption to and avoid termination of its operations, and thereby avoid immediate and irreparable harm to its business pending a final hearing. First Security Bank holds a first position loan in the principal amount of $3,225,809.73 secured by all Debtor assets (except certain vehicles in fleet) and a first position loan in the principal amount of $1,240,599 secured by all Debtor assets (except certain vehicles in fleet). As of petition date, the total outstanding balance is $4,119,667. Parkview Capital Credit, Inc. also holds a secured equity interest in certain assets of the Debtor. As Parkview is an equity holder, no payments can be made to Parkview at this time. TDM had always intended to continue to grow its business through the acquisition of additional bus companies, but it struggled to obtain financing to facilitate the acquisitions. More than 20 attempts to obtain financing for acquisitions failed. This was true even though TDM was generating extremely significant and increasing revenue. As it had always been TDM's intent to expand by acquiring additional bus companies, its inability to obtain financing was frustrating and disappointing. It also hampered what TDM believed it could achieve in revenue increases. In November 2018, notwithstanding the success and growth of the company, the payments on the Parkview debt and seller carrybacks caused cash flow challenges for TDM. The strain on TDM's cash flow led to it falling out of covenant compliance with FSB. In April 2019 FSB then refused to allow TDM to continue to draw down on its line of credit further compounding TDM's already precarious cash flow. FSN also demanded that the owners fund the line of credit balance and payback FSB. FSB also demanded that TDM take proactive steps to address what it viewed as balance sheet insolvency. In addition, FSB increased TDM's interest rate from 4.1% to 7.5%. In November 2019, to de-lever the balance sheet, TDM converted the Gillis seller carry back and second position Parkview debt into common and preferred equity respectively. Specifically, TDM entered into the Debt to Equity Conversion Agreement with Parkview. The Conversion Agreement converted Parkview's mezzanine debt in the amount of $7,032,685 to preferred equity. In addition, the Conversion Agreement also imposed significant dividend payments on TDM. Specifically, TDM was to remit quarterly dividend payments to Parkview of 3.5% of the Conversion Balance. However, to the extent that cash flow was insufficient to make the dividend payments and remain in compliance with the FSB loan, TDM was permitted to issue additional preferred member units rather than making the full payment (PIK Payment). From the outset, TDM had been making payments to Parkview of 12% annually and deferred PIK payments of 2% annually. However as result of demands made by Parkview (who the Debtor believes has since transferred its interest to Blue Print Capital), TDM was compelled to amend the Conversion Agreement in December of 2019. The Amendment to the Conversion Agreement removed TDM's ability to make deferred PIK payments and mandated that the entire 14% annual interest payment be made in cash monthly. This change caused significant strain on TDM's cash flow. Shortly thereafter, the COVID-19 Pandemic hit the country and TDM experienced a raft of cancelled jobs and lost business. The lion's share of TDM's client base had shutdown. Meetings, conventions, and sporting events had all been cancelled. Prior to Covid, TDM had been operating out of seven locations: Seattle, Pullman, Spokane, Yakima, Wenatchee, Pasco, and Arlington. To cut costs during the pandemic, TDM reduced its services to three locations: Seattle, Yakima, and Pasco. Currently, TDM operates three entities entitled Starline Luxury Coaches (Seattle), A&A Motorcoach (Yakima and Pasco), and Wheatland Express (Pullman). TDM's cost cutting in reaction to the pandemic was swift and effective. In 2020, while TDM experienced a $9M reduction in top line revenue, it only reported a $2M loss. In 2021, while TDM experienced a $6M reduction in top line revenue, it only reported a $500,000 loss. Notwithstanding, the pandemic's effect on TDM's revenue was unprecedented and severe. It could no longer service its obligations to Parkview and FSB. After many unsuccessful attempts to reach new arrangements with Parkview and FSB, the combination of the above obligations and the global pandemic finally left TDM with no other option other than seeking bankruptcy relief. TDM is a functioning company that generates significant income and provides a wide variety of jobs. If TDM is able to restructure its obligations to Parkview and FSB it will be able to survive and grow. TDM currently has significant assets totaling approximately $7.51 million as follows: (i) cash in the approximate amount of $1.78 million, (ii) accounts receivable in the approximate amount of $1.08 million, (iii) bus parts valued at approximately $450,000, (iv) a bus fleet valued at approximately $4 million, and (v) and other assets of approximately $200,000 (furniture, fixtures and equipment). As adequate protection and for the Debtor's use of the cash collateral, the Secured Creditor will be granted replacement liens in the Debtor's post-petition cash, accounts receivable, rents, and the proceeds of each of the foregoing, to the same extent and priority as any duly perfected and unavoidable liens in cash collateral held by the Secured Creditor as of the Petition Date, limited to the amount of any cash collateral of the Secured Creditor as of the Petition Date, to the extent that any cash collateral of the Secured Creditor is actually used by the Debtor. As additional adequate protection, the Debtor proposes to make monthly interest payments to the Secured Creditor, calculated at the non-default rate, commencing on or about April 15, 2022, and continuing monthly thereafter. The Adequate Protection Payments total approximately $26,522 each month. These payments are interest only payments at the contract rate of 7.5%. A copy of the Debtor's motion is available at https://bit.ly/36GwBqV from PacerMonitor.com. About Transportation Demand Management, LLC Transportation Demand Management, LLC is a motorcoach and minibus operator in the Pacific Northwest with a fleet of over 90 motorcoaches and mini buses of varying size generating more than $15M in annual sales. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 22-10482-MLB) on March 26, 2022. In the petition signed by Gladys Gillis, chief executive officer, the Debtor disclosed up to $10 million in both assets and liabilities. Nathan T. Riordan, Esq., at Wenokur Riordan PLLC is the Debtor's counsel. TROIKA MEDIA: Thomas Marianacci Acquires 11.3% Equity Stake ----------------------------------------------------------- Thomas Marianacci disclosed in a Schedule 13D filed with the Securities and Exchange Commission that as of March 21, 2022, he beneficially owns 7,020,000 shares of common stock of Troika Media Group, Inc., representing 11.3 percent based on 61,959,616 voting securities disclosed by the Issuer in its Form 8-K for March 21, 2022, filed with the SEC on March 24, 2022. Mr. Marianacci was elected chief executive officer of Converge Direct LLC, a wholly-owned subsidiary of the Issuer, and an advisor to the Board of Directors of the Company on March 21, 2022. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1021096/000147793222001631/trka_sc13d.htm About Troika Troika Media Group (fka M2 nGage Group, Inc.) -- www.thetmgrp.com -- is an end-to-end brand solutions company that creates both near-term and long-term value for global brands in entertainment, sports and consumer products. Applying emerging technology, data science, and world-class creative, TMG helps brands deepen engagement with audiences and fans throughout the consumer journey and builds brand equity. Clients include Apple, Hulu, Riot Games, Belvedere Vodka, Unilever, UFC, Peloton, CNN, HBO, ESPN, Wynn Resorts and Casinos, Tiffany & Co., IMAX, Netflix, Sony and Coca-Cola. For the six months ended Dec. 31, 2021, the Company reported a net loss attributable to common stockholders of $6.25 million. Troika Media reported a net loss of $16 million for the year ended June 30, 2021, compared to a net loss of $14.45 million for the year ended June 30, 2020. As of Sept. 30, 2021, the Company had $42.05 million in total assets, $24.44 million in total liabilities, and $17.61 million in total stockholders' equity. U.S. TOBACCO: June 22 and 23 Hearing on Plan and Disclosures ------------------------------------------------------------ Judge Joseph N. Callaway has entered an order conditionally approving the Disclosure Statement of U.S. Tobacco Cooperative Inc., et al. The judge approved the schedule with respect to the solicitation of votes to accept the Plan, voting on the Plan, objecting to the Plan, and confirmation. June 22 and 23, 2022, at 10:00 a.m. prevailing Eastern Time, is the date and time for the hearing for the Court will consider the Estimation Motion at the U.S. Bankruptcy Court for the Eastern District of North Carolina, Century Station Federal Building, 300 Fayetteville St., 2nd Floor Courtroom, Raleigh, NC 27601. June 22, 2022, at 10:00 a.m., prevailing Eastern Time, is the date and time for the fairness hearing regarding the Lewis Class Settlement, and, June 23, 2022, at 10:00 a.m., prevailing Eastern Time if necessary, in the Hearing Courtroom. June 22 and 23, 2022, at 10:00 a.m., prevailing Eastern Time, as the date and time for the hearing at which the Court will consider Plan Confirmation and Final Disclosure Statement Approval, in the Hearing Courtroom. June 3, 2022, at 5:00 p.m., prevailing Eastern Time, as the deadline by which objections to the Plan must be filed with the Court and served so as to be actually received by the appropriate notice parties; and June 10, 2022, at 5:00 p.m., prevailing Eastern Time. June 3, 2022, at 5:00 p.m., prevailing Eastern Time, as the deadline by which all Ballots must be properly executed, completed, and delivered so that they are actually received by the Claims and Balloting Agent. June 3, 2022, at 5:00 p.m., prevailing Eastern Time, as the deadline by which objections to the Lewis Class Settlement pursuant to Federal Rule 23(e)(5) must be filed with the Court. June 10, 2022, is the date by which the Voting Report shall be filed with the Court. June 10, 2022, at 5:00 p.m., prevailing Eastern Time, is the date by which the Debtors or any creditor must file motion(s) requesting that the Court estimate asserted claims, including without limitation at the amount of $0, solely for purposes of determining the vote of such claims to accept or reject the Plan. June 17, 2022, at 5:00 p.m., prevailing Eastern Time, is the date by which the Debtors or Holders of claims subject to an Estimation Motion wishing to respond to such motion must file a response; and June 20, 2022, at 5:00 p.m., prevailing Eastern Time, as the date by which the Debtors or any creditor must file replies, if any, in support of Estimation Motions. About U.S. Tobacco Cooperative U.S. Tobacco Cooperative Inc. 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. VAL PROPERTIES: Seeks to Hire Century Realty as Real Estate Broker ------------------------------------------------------------------ VAL Properties, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to hire Century Realty, LLC as its real estate broker. The Debtor requires a broker to assist in the sale of its property located at 54382 National Road, Bridgeport, Belmont County, Ohio. Century Realty will receive a commission of 4 percent of the purchase price. If another broker is involved, the Debtor will pay a 5 percent commission, to be split between the brokers. As disclosed in court filings, Century Realty has no adverse interest to the Debtor's bankruptcy estate. The firm can be reached through: Adam Weidner John D. Aderholt Century Realty LLC 960 Penn Avenue, Suite 1001 Pittsburgh, PA 15222 Phone: (412) 235-7233 Email: info@century-realty.com About VAL Properties VAL Properties, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 21-22384) on Nov. 3, 2021, listing up to $50,000 in assets and up to $1 million in liabilities. Judge Carlota M. Bohm oversees the case. Donald R. Calaiaro, Esq., at Calaiaro Valencik represents the Debtor as legal counsel. VIRGINIA TRUE: Seeks to Hire Auction Advisors as Auctioneer ----------------------------------------------------------- Virginia True Corporation seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Auction Advisors to market its real property located in Richmond County, Va. Auction Advisors will receive a commission of 5 percent of the sale price if the winning bidder at the auction is an entity other than the proposed purchaser. If the proposed purchaser is the winning bidder, Auction Advisors will receive 1 percent of the sale price if the sale price is $4/2 million and 3 percent if the sale price is higher than $4.2 million. The Debtor will reimburse Auction Advisors for up to $20,000 in actual out-of-pocket expenses incurred. Joshua Olshin, a managing partner at Auction Advisors, disclosed in a court filing 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: Joshua Olshin Auction Advisors 1350 Avenue of Americas, 2nd Floor New York, NY 10019 Telephone: (800) 862-4348 About Virginia True Corporation Virginia True Corporation, a New York-based golf resort owner and developer, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-42769) on May 3, 2019. At the time of the filing, the Debtor disclosed between $10 million and $50 million in both assets and liabilities. Judge Nancy Hershey Lord oversees the case. Pick & Zabicki LLP is the Debtor's legal counsel. W. KENT GANSKE: Sale of 6.2K Bushels of No. 2 Yellow Corn Approved ------------------------------------------------------------------ Judge Katherine Maloney Perhach of the U.S. Bankruptcy Court for the Eastern District of Wisconsin authorized W. Kent Ganske and Julie L. Ganske to sell all of the grain currently held by Duffy Grain, Inc., in the name of the Debtors or in the name of Ag Consultants, a sole proprietorship of the Debtors, believed to be a total of 6,243.43 bushels of #2 Yellow Corn. The sale is free and clear of liens and encumbrances, with liens attaching to the net proceeds. The Debtors must transfer all net sales proceeds to the Steinhilber Swanson LLP trust account to be held pending resolution of the asserted liens of Duffy Grain, Inc. and The Bank of New Glarus. Sale proceeds may be released from the Trust Account as follows: a. Sale proceeds in the amount of $13,596.78 (the amount requested by Duffy Grain, Inc. may be released from the Trust Account upon written mutual agreement of the Debtor and Duffy Grain; and b. Any remaining sale proceeds in excess of $13,596.78 will only be released from the Trust Account upon written mutual agreement of the Debtor and The Bank of New Glarus, or upon order of the Court. The Bank of New Glarus does not waive any rights or lien claims to the sales proceeds. Duffy Grain, Inc.'s release of Corn does not waive any rights or lien claims by Duffy Grain under Wis. Stat. Section 407.209. The stay of order contained in Fed. R. Bankr. P. 6004 will not apply, and the order will be effective immediately upon entry. W. Kent Ganske and Julie L. Ganske sought Chapter 11 protection (Bankr. E.D. Wisc. Case No. 20-21042) on Feb. 11, 2020. WELDING & FABRICATION: Seeks to Tap Marc S. Einbinder as Accountant ------------------------------------------------------------------- Welding & Fabrication, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Marc S. Einbinder, PA, CPA to prepare its 2021 tax return and provide advice on various tax planning issues. The firm has agreed to accept compensation in the amount of $2,725 for its services. Marc Einbinder, an owner and accountant at Marc S. Einbinder, PA, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Marc S. Einbinder, CPA Marc S. Einbinder, PA, CPA 520 NW 165th St. Rd., Suite 102 Miami, FL 33169 Telephone: (305) 949-4695 Email: marc@einbindercpa.com About Welding & Fabrication Welding & Fabrication, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-10364) on Jan. 18, 2022, listing as much as $500,000 in both assets and liabilities. Judge Scott M. Grossman oversees the case. The Debtor tapped Aaron A. Wernick, Esq., at Wernick Law, PLLC as legal counsel and Marc S. Einbinder, PA, CPA as accountant. ZOHAR III: Unsecureds Will Recover Nothing in Plan -------------------------------------------------- Zohar III, Corp., et al., submitted a Disclosure Statement for their First Amended Joint Plan of Liquidation on March 23, 2022. The Plan constitutes a liquidating chapter 11 plan for the Debtors. The Plan provides for the Portfolio Company assets for Zohar II and Zohar III to be transferred to newly-formed entities and for the Portfolio Company and litigation assets nominally held by Zohar I to be transferred to MBIA in accordance with the Zohar I Sale Documents, each of which will be responsible for completing the monetization process under the Settlement Agreement for those assets. In addition, a Litigation Trust will be formed to prosecute and reduce to cash the Debtors' Litigation Assets. The ownership of the newly-formed entities created for Zohar II and Zohar III will be transferred to MBIA in the case of Zohar II and the Holders of Allowed Zohar III A-1 Note Claims in the case of Zohar III, and MBIA and the Holders of the Zohar III A-1 Note Claims will indirectly be the beneficiaries of the Litigation Trust with respect to the Litigation Assets of Zohar II and Zohar III, respectively. The Litigation Assets of Zohar I contributed to the Litigation Trust will be distributed in accordance with the Zohar I Indenture, on the terms detailed in the Plan. Finally, a Wind-Down Administrator will be appointed to complete the wind-down of the Debtors and their corporate existence. After the expiration of the 15 Month Window under the Settlement Agreement, the Debtors received minimal interest collections from loans to the Portfolio Companies. As described in detail below, the sale processes for the Portfolio Companies did not advance significantly in the first two (2) plus years of these cases. Accordingly, the Debtors found themselves facing the risks that they would no longer be able to fund the administration of the Chapter 11 Cases solely with cash collateral or, at a minimum, that they would face timing issues between when expenses were incurred and when asset sale proceeds would be realized. In light of the foregoing, the Debtors enlisted their investment banker, Houlihan Lokey, to engage in a marketing process to solicit interest in and secure a commitment for debtor-in-possession financing. That process resulted in the Debtors agreeing to a DIP proposal from JMB Capital Partners Lending, LLC, which provided up to $45 million in funding, secured by a priming lien on all of the Debtors' assets, other than certain litigation claims. Accordingly, on November 16, 2020, the Debtors filed a motion to approve the proposed post-petition financing, as well as to authorize the continued use of cash collateral and provide adequate protection in connection therewith (the "DIP Motion"). On December 15, 2020, the Debtors filed the proposed order under certification of counsel, and on December 16, 2020, the order (the "DIP Order") was entered. The DIP Credit Agreement had an original maturity date of December 31, 2021. As the maturity date approached, the Debtors determined that it would be advantageous to further continue the DIP Commitments for Zohar III. Accordingly, the Debtors negotiated for an assignment of the DIP Credit Agreement under which Zohar III was the Borrower to funds affiliated with, or themselves, members of the Zohar III Controlling Class. On December 27, 2021, the Court entered an order approving the assignment, amendment and extension of the DIP Credit Agreement to new DIP Lenders. That order, among other things, approved an extension of the maturity for the DIP Credit Agreement with Zohar III as borrower until December 31, 2022, and provided for an extension of the "Outside Cash Collateral Date" for Zohar III Limited, i.e., the date through which the Debtors can use the cash collateral of the Indenture Trustee, to cover amounts incurred through April 30, 2022. On March 3, 2022, the Debtors received an initial loan for $6 million under the DIP Facility. The Debtors are in discussions with the Controlling Party for an extension of the Outside Cash Collateral Date for Zohar II, which most recently was extended through February 28, 2022. The Debtors have, so far, been able to operate solely on the use of cash collateral, but absent near term proceeds from the sales of Portfolio Companies, the Debtors anticipate a need for draws under the DIP Credit Agreement in the near term. Under the Plan, Class 7 Zohar III General Unsecured Claims totaling not less than $12,211,667.56. The Holders of General Unsecured Claims against Zohar III shall neither receive Distributions nor retain any property under the Plan for or on account of such General Unsecured Claims. The estimated percentage distribution under Plan is 0%. Class 7 is impaired. Class 12 Zohar II General Unsecured Claims totaling not less than $271,611.48. The Holders of General Unsecured Claims against Zohar II shall neither receive Distributions nor retain any property under the Plan for or on account of such General Unsecured Claims. The estimated percentage distribution under Plan is 0%. Class 12 is impaired. Class 18 Zohar I General Unsecured Claims totaling not less than $279,800.66. The Holders of General Unsecured Claims against Zohar I shall neither receive Distributions nor retain any property under the Plan for or on account of such General Unsecured Claims. The estimated percentage distribution under Plan is 0%. Class 18 is impaired. Attorneys for the Debtors: James L. Patton, Jr., Esq. Robert S. Brady, Esq. Michael R. Nestor, Esq. Joseph M. Barry, Esq. Ryan M. Bartley, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP 1000 North King Street Wilmington, DE 19801 Telephone: (302) 571-6600 Facsimile: (302) 571-1253 A copy of the Disclosure Statement dated Mar. 23, 2022, is available at https://bit.ly/3wyKGBv from PacerMonitor.com. About Zohar III, Corp. Patriarch Partners, LLC, is a family office/private investment firm founded by diva of distress Lynn Tilton. Since 2000, through affiliated investment funds, Tilton has had ownership in and restructured more than 240 companies with combined revenues in excess of $100 billion, representing more than 675,000 jobs. Zohar III, Corp., and its affiliates are investment funds structured as collateralized loan obligations. Tilton formed collateralized loan funds -- Zohar I, Zohar II, and Zohar III -- in 2003 to borrow $2.5 billion to buy distressed companies. Tilton has faced an avalanche of lawsuits, including allegations from the SEC that her Patriarch Partners improperly valued assets in its Zohar debt funds and extracted about $200 million in excess fees from investors. Zohar CDO 2003-1, Zohar CDO 2003-1 Corp., Zohar II 2005-1, Limited, Zohar II 2005-1 Corp., Zohar III, Limited, and Zohar III, Corp. -- Zohar Funds -- sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 18-10512 to 18-10517) on March 11, 2018. In the petition signed by Lynn Tilton, director, the Debtors were estimated to have $1 billion to $10 billion in assets and $500 million to $1 billion in liabilities. Young Conaway Stargatt & Taylor, LLP, is the Debtors' bankruptcy counsel. [*] Bankruptcy Filings in U.S. Heat Up in March 2022 ---------------------------------------------------- Jeremy Hill of Bloomberg News reports that the pace of bankruptcy filings in the U.S. heats up in March 2022. U.S. bankruptcy courts saw three large filings last third week of March 2022, tying the busiest stretch of the year and making March by far the busiest month so far this year for big insolvencies. Last week's three large filings -- each involve liabilities of at least $50 million -- bring the March 2022 total to six insolvencies, double the amount seen in all of January, according to data compiled by Bloomberg. The second week in January 2022 also saw three large filings, accounting for all of that month's big bankruptcies. [*] Paul Hastings Adds 18-Partner Stroock Restructuring Team ------------------------------------------------------------ Paul Hastings LLP, a premier global law firm advising leading financial institutions, asset managers and corporations, significantly strengthened its position among elite Wall Street firms with the announcement that a high-profile team of 18 financial restructuring partners has joined its New York and Los Angeles offices. The group is co-led by Kristopher Hansen and Jayme Goldstein, formerly practice leaders at Stroock. Mr. Hansen becomes co-chair of Paul Hastings' financial restructuring practice along with Luc Despins. The group led by Hansen, along with Jayme Goldstein, is recognized by Chambers Global for The Elite: Bankruptcy/Restructuring. "This is an extraordinary group that stands out among the best in the profession because of its exceptionally creative and client-focused reputation among alternative investment funds, credit funds, direct lenders and other asset managers and investment banks as well as its peers," said Seth Zachary, Chairman of Paul Hastings. "Over the last 15 years, they have experienced incredible growth with a full-lifecycle client approach covering core bankruptcy and restructuring, distressed M&A/corporate, special situations lending and impact litigation," he added. Ranked among the "Elite" in Bankruptcy/Restructuring by Chambers USA, the group adds significant depth to the firm's banking and finance practice portfolio to distinguish Paul Hastings as one of the world's elite law firms that is highly ranked across core finance areas of structured credit, leveraged finance, private credit, capital markets and real estate finance. "We are incredibly excited to bring our clients, culture and standard of excellence to Paul Hastings, a true powerhouse with a roster of prestigious clients and relationships that trust the firm to handle their most complex matters," said Kris Hansen, who will Co-Chair the Financial Restructuring Practice. "The synergies between our and Paul Hastings' core financial practices are amazing and we are thrilled to join forces with the exceptional talent, culture and leadership of the firm to bring high-value services to our clients and the restructuring market," he added. "I've known and admired Kris and the team for years because we share cultures that reward excellence, creativity, effort and collaboration," said Luc Despins, current Chair of the Financial Restructuring Practice at Paul Hastings. "The combination of this new group with our existing broad and strong practice creates a leading platform that includes more than 70 lawyers around the world that will compete at the very top of the restructuring market." Propelled by strong demand in its M&A, Private Equity, Securities & Capital Markets, Structured Credit and Real Estate practices over the last year, Paul Hastings has enjoyed strong financial performance, with its New York, London and California offices driving a significant portion of the growth. The new group of laterals adds high-profile talent to serve Paul Hastings' top clients, including the most successful and leading investment banks, asset managers and corporations in the world. Dedicated to helping the world's leading Wall Street and global investment banks, asset managers and corporations achieve their business and legal goals, Paul Hastings is a premier global finance law firm with elite teams in finance, mergers and acquisitions, private equity, litigation and financial restructuring. It is one of only a handful of law firms ranked across multiple core finance areas, including structured credit, leveraged finance, private credit, capital markets and real estate finance. The firm's unmatched client service has helped it become one of the legal profession's most admired firms, known for a diverse and highly collaborative culture that delivers innovative solutions. [*] Russia Sanctions Could Lead to More Chapter 11 Filings in US ---------------------------------------------------------------- National Law Review reports that the sanctions against Russia and restrictions on flow of capital will likely lead to more Chapter 11 bankruptcy filings in the U.S. and the bankruptcy filing of Buyk Corp. As the conflict in Ukraine enters its second month and the list of sanctions and restrictions imposed by the United States, the European Union and other countries increases to punish Russia, the effects of the sanctions will become more apparent and are expected to have profound and lasting effects on a large number of industries. These sanctions and other restrictions on the flow of capital will also have a long-term impact on Russian investments all over the world, as sanctions are placed on a large number of Russian financial institutions, companies, as well as certain Russian citizens close to Putin's regime. The recent filing of the chapter 11 case of the New York-based company Buyk Corp. (Buyk) is a case on point. On March 17, 2022, Buyk, a mobile app grocery delivery service operating in New York and Chicago, filed for bankruptcy protection in the Bankruptcy Court for the Southern District of New York. Buyk launched its delivery services in Manhattan in September 2021 and in Chicago in November 2021, with the promise of delivering groceries to consumers within 15 minutes. Its business model used local delivery-only dark stores located around different neighborhoods to ensure delivery within minutes of an order. This business model was not new and numerous ultra-fast delivery firms already existed in the New York market – as well as in other major metropolitan areas in the United States – when Buyk launched, with new entrants regularly entering similar markets. Buyk, however, was a well-funded start-up since its inception. Buyk was founded by Rodion Shishkov and Viacheslav Bocharov, both Russian citizens who each owned 46.55% of Buyk’s shares. According to press reports, these founders also partially owned a Russian fast-grocery store called "Samokat," one of the largest instant grocery-delivery companies in Russia. Buyk raised $46 million in seed funding for its launch in the United States and, as of the petition date, the Russian-based investors had provided total seed funding of $63.5 million in convertible notes and $11 million in unsecured loans. Prior to its bankruptcy filing, Buyk had 39 stores in the New York and the Chicago metropolitan areas and was planning to open another 100 stores in 2022. Buyk had relied on cash infusions by its founders to operate and fund its expected expansion and was in the process of a planned equity raise when the conflict in Ukraine began. Specifically, Buyk was seeking new equity funding in the amount of $250 million, including from its founders. However, with tensions mounting between Russia and Ukraine, Buyk pivoted to seek an equity raise from investors in the United States, including from numerous institutional investors and potential strategic partners, such as DoorDash. When the hostilities began, according to the pleadings filed in its bankruptcy case, Buyk was "confronted with an existential and, ultimately, fatal crisis" and "any chance of obtaining equity or debt investment from the prominent institutional investors which had been interested in funding the Debtor was now lost." In a matter of days, after the company's access to funding was abruptly restricted, Buyk had no choice but to permanently shut down its operations and lay off approximately 900 employees. Buyk's management explained that "as a result of the Ukrainian crisis and the Debtor's attendant inability to receive funding from its initial investors and/or any other parties in a sufficient amount to continue to operate as a going concern while seeking a comprehensive capital raise or a merger or sale transaction, the Debtor's fiduciaries determined to cause the Debtor to commence this Chapter 11 case in order to effectuate an orderly sale of its assets." The company is now in the process of selling its assets, including its perishable inventory, and seeks to run a compressed sale process within 60 days and to ultimately file a plan of liquidation. It also sought approval of $6.5 million in DIP financing, to pay employees' salaries and repay a prepetition bridge loan in the amount of $4 million. While Buyk was funded by Russian-based investors, it bears noting that while the investors were not themselves sanctioned individuals, they were not able to transfer funds out of Russia, according to the company. When Buyk tried to pivot to raise equity funding in the United States, any possible investments by institutional investors failed to materialize after the hostilities in Ukraine began. Thus, even if the Russian funders were not themselves sanctioned individuals, the Ukraine crisis cut off both internal and external funding opportunities and led to Buyk's precipitous collapse. While the full effect and scope of the sanctions and restrictions imposed on Russia remains unknown at this point in time, there is little doubt that a large number of companies in numerous sectors with ties to Russia or Russian investors will start to feel the sting of the sanctions and restrictions, with sometimes abrupt and swift negative consequences. The Buyk chapter 11 case is likely just the first, but not the last, chapter 11 case to be filed by Russian-affiliated companies as a direct result of the conflict in Ukraine and the resulting sanctions. [^] BOOK REVIEW: The Titans of Takeover --------------------------------------- Author: Robert Slater Publisher: Beard Books Softcover: 252 pages List Price: $34.95 Order your personal copy at http://www.beardbooks.com/beardbooks/the_titans_of_takeover.html Once upon a time -- and for a very long while -- corporate behemoths decided for themselves when and if they would merge. No doubt such decisions were reached the civilized way, in a proper men's club with plenty of good brandy and better cigars. Like giants, they strode Wall Street, fearing no one save the odd trust-busting politico, mutton-chopped at the turn of the twentieth century, perhaps mustachioed in the 1960s when the word was no longer trust but monopoly. Then came the decade of the 1980s. Enter the corporate raiders, men with cash in hand, shrewd business sense, and not a shred of reverence for the Way Things Have Always Been Done. These businesspeople -- T. Boone Pickens, Carl Icahn, Saul Steinberg, Ted Turner -- saw what others missed: that many of the corporate giants were anomalies, possessed of assets well worth possessing yet with stock market performances so unimpressive that they could be had for bargain prices. When the corporate raiders needed expert help, enter the investment bankers (Joseph Perella and Bruce Wasserstein) and the M&A attorneys (Joseph Flom and Martin Lipton). And when the merger went through, enter the arbitragers who took advantage of stock run-ups, people like Ivan "Greed is Good" Boesky. The takeover frenzy of the 1980s looked like a game of Monopoly come to life, where billion-dollar companies seemed to change ownership as quickly as Boardwalk or Park Place on a sweet roll of dice. By mid-decade, every industry had been affected: in 1985, 3,000 transactions took place, worth a record-breaking $200 billion. The players caught the fancy of the media and began showing up in the news until their faces were almost as familiar to the public as the postman's. As a result, Jane and John Q. Citizen's in Wall Street began its climb from near zero to the peak where (for different reasons) it is today. What caused this avalanche of activity? Three words: President Ronald Reagan. Perhaps his most firmly held conviction was that Big Business was Being shackled by the antitrust laws, deprived a fair fight against foreign competitors that has no equivalent of the Clayton Act in their homelands. Reagan took office on Jan. 20, 1981, and it wasn't long after that that his Attorney General, William French Smith, trotted before the D.C. Bar to opine that, "Bigness does not necessarily mean badness. Efficient firms should not be hobbled under the guise of antitrust enforcement." (This new approach may have been a necessary corrective to the over-zealousness of earlier years, exemplified by the Supreme Court's 1966 decision upholding an enforcement action against the merger of two supermarket chains because the Court felt their combined share of 8% (yes, that's "eight percent") of the Los Angeles market was potentially anticompetitive.) Raiders, investment bankers, lawyers, and arbitragers, plus the fun couple Bill Agee and Mary Cunningham --remember them? -- are the personalities Profiled in Robert Slater's book, originally published in 1987, Slater is a wonderful writer, and he's given us a book no less readable for being absolutely stuffed with facts, many of them based on exclusive behind-the-scenes interviews. About The Author Robert Slater has authored several business books, which have been on the best-seller lists. He has been a journalist for Newsweek and Time. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2022. 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 ***