/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/170314.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, March 14, 2017, Vol. 21, No. 72 Headlines 1866 SPRINGFIELD: Taps Levitt & Slafkes as Legal Counsel 187 COTTAGE: Hires Herman & Company as Accountant 213 BOND STREET: Unsecureds to be Fully Paid from Sale Proceeds 21ST CENTURY: Obtains Forbearance Extension Until April 15 2260 EAST MAIN: Hires Goe & Forsythe as Bankruptcy Counsel 25-54 CRESCENT: Hires Shaw Country as Real Estate Broker 275 OLD GRIFFIN: Hires Cowart Law as Attorney 305 GREEN VALLEY: Hires Cowart Law as Attorney 6D GLOBAL: Prevails Against Class Action Lawsuit 729 PROSPECT: Voluntary Chapter 11 Case Summary A&D PROPANE: Hires Cooper & Scully as Counsel ABERCROMBIE & FITCH: Moody's Cuts CFR to B1 on Performance Decline ACTIVECARE INC: Hikes JMJ Financial Promissory Note to $2 Million ADVANCED INTEGRATION: S&P Raises CCR to 'BB-'; Outlook Stable ADVANCED PRIMARY: Tenn. DOL to be Paid in Full Plus 4% Interest ALPHATEC HOLDINGS: Appoints Jeffrey Black as EVP & CFO ALPHATEC HOLDINGS: No Longer Complies with Nasdaq Listing Standard ANCHOR R&R: Taps Goe & Forsythe as General Bankruptcy Counsel ANDERSON SHUMAKER: Taps Crane Heyman Simon as Bankruptcy Counsel ANSWERS HOLDINGS: April 4 Combined Plan, Disclosures Hearing ANTERO RESOURCES: S&P Affirms 'BB' CCR on Adequate Credit Metrics APEQ MANAGEMENT: Voluntary Chapter 11 Case Summary APP D&F: Chaos Buying NOx Emission Reduction Credits for $376K AQUION ENERGY: Hires Pachulski Stang as Counsel AQUION ENERGY: March 16 Meeting Set to Form Creditors' Panel ARIZONA ACADEMY: Amended Plan Cuts Unsecureds' Recovery to 34.44% ARLINGTON APARTMENTS: Hires Moore as Attorney ARTISANAL 2015: Voluntary Chapter 11 Case Summary AVAYA INC: Extreme Networks Offers $100M for Networking Business BAERG REAL PROPERTY: Fannie Mae Objects to Disclosure Statement BAERG REAL PROPERTY: Garland Solution Wants Disclosures Denied BARSTOW MANAGEMENT: Seeks to Hire Lindauer as Legal Counsel BAYWAY HAND: Trustee's Sale of J.V. Car Wash Property for $43K OK'd BELIEVERS BIBLE: Wants Plan Filing Extended to July 3 BLACKTHORN BREWING: Voluntary Chapter 11 Case Summary BMW PARTNERSHIP: R. Walding Blocks Approval of Disclosure Statement BRIGHT MOUNTAIN: Inks Deal to Buy Daily Engage Media for $4.9-Mil. BROADVIEW NETWORKS: BlackRock Ceases to be 5% Shareholder BUMBLE BEE: Moody's Lowers Corporate Family Rating to Caa2 CAMBER ENERGY: Positioned for Growth After Industry Downturn CANADIAN ENERGY: S&P Raises CCR to 'B' on Credit Metrics Forecast CARRIERWEB LLC: Taps Lamberth Cifelli Ellis & Nason as Counsel CEB INC: S&P Removes 'BB' CCR From CreditWatch Neg. on Acquisition CHINACAST EDUCATION: Recovery for Unsecureds Unknown Under Plan COMSTOCK MINING: Posts $12.96 Million Net Loss for 2016 CONCORDIA INTERNATIONAL: Will Release Q4 & 2016 Results on March 15 CONNEAUT LAKE PARK: Janoskos Buying Lot No. 6 for $175K CONNEAUT LAKE PARK: Jenkinses Buying Lot No. 5 for $250K CONNEAUT LAKE PARK: Park Restoration Liable for Contract Breach CONNECT TRANSPORT: Trustee Retains Foldetta as Real Estate Broker CORECIVIC INC: Moody's Affirms Ba1 Senior Unsecured Debt Rating COVENANT PLATICS: Voluntary Chapter 11 Case Summary CYTOSORBENTS CORP: Total Revenue Doubled in 2016 to $9.52 Million DAILY HAVEN: Unsecureds to be Paid in Full Over 36 Months DELCATH SYSTEMS: Has 70.6M Outstanding Common Stock as of March 7 DEWEY & LEBOEUF: Lori Cuneo Denies Getting Infos From Ex-Executive DIABETES ENDOCRINOLOGY: Hires SFS Law as Bankruptcy Counsel DIGIDEAL CORPORATION: Taps Southwell & O'Rourke as Legal Counsel DIOCESE OF DULUTH: Wants Plan Filing Deadline Moved to June 7 DISH NETWORK: Moody's Rates $1BB Convertible Notes 'Ba3' DISH NETWORK: S&P Gives 'B-' Rating on Proposed $1BB Notes Due 2024 DISPOSAL TEJAS: Hires Robinson Burdette as Accountant EAST BAY DRY: Must File Plan, Disclosure Statement Before May 15 ECOARK HOLDINGS: Issues $700K Secured Convertible Promissory Note ENRON CORP: DC Cir. Must Finalize Arbitral Win, Enron Nigeria Says ENTRAVISION COMMUNICATIONS: S&P Puts 'BB-' CCR on Watch Positive ERATH IRON RE: Taps King Law Offices as Legal Counsel ERATH IRON: Seeks to Hire King Law Offices as Legal Counsel ESCO MARINE: Committee Retains George Brothers as Special Counsel ESP PETROCHEMICALS: Encore Buying All Assets for $2.6 Million FIRST KOREAN: Kim Defendants' Bids to Dismiss Suit Denied FIRST WIVES: Wants Plan Filing Deadline Moved to June 21 FLORIDA FOREST: Rapid Capital to Get $2,534.38 Per Month Under Plan FOUR CORNERS: April 13 Plan Confirmation Hearing FOUR SEASONS: Hires Ironstone Tax as Accountant FPF RESTAURANT: Hires Posses & Chasan as Accountant FREESEAS INC: KCG Americas Owns 20% Equity Stake as of Feb. 28 FREMAK INDUSTRIES: Wants to Pay Increased Arbitration Fee to ICC FTE NETWORKS: Signs Deal to Buy Benchmark Builders for $75 Million GANDER MOUNTAIN: Closing 32 of 160 Stores, Looking for Buyer GARLOCK SEALING: Asbestos Panel Taps Caplin & Drysdale as Counsel GASTAR EXPLORATION: Incurs $103.5 Million Net Loss in 2016 GENERAL WIRELESS: March 17 Meeting Set to Form Creditors' Panel GENWORTH LIFE: Moody's Lowers IFS Ratings to Ba3 GEO GROUP: Moody's Affirms B1 Sr. Rating & Alters Outlook to Stable GEORGES MARCIANO: Art Pack Founders Say Theft Suit Cost Them $40M GILLETTE INVESTMENTS: April 18 Plan Confirmation Hearing Set GORDMANS STORES: Case Summary & 30 Largest Unsecured Creditors GREATBATCH LTD: Moody's Rates Proposed Amended Term Loan B 'B2' GROUP MIDLAND: Seeks to Hire Lindauer as Legal Counsel GROW CONDOS: Appoints Charles B. Mathews as Chief Financial Officer GUIDED THERAPEUTICS: Auctus Fund Reports 5.34% Stake as of Feb. 15 HANSELL MITZEL: Hires Bush Kornfeld as Counsel HARKEY OPERATING: Voluntary Chapter 11 Case Summary HARO INVESTMENT: Taps Trujillo-Gonzalez as Legal Counsel HARRISBURG UNIVERSITY: S&P Gives 'BB' Rating on $59.5MM Rev. Bonds HEARTLAND DAIRY: Unsecureds to Get $5,000 Annually Over 5 Years HEATHER HILLS: Seeks 30-Day Extension of Exclusive Plan Filing HEBREW HEALTH: Court Extends Exclusive Plan Filing to March 17 HEXION INC: Incurs $38 Million Net Loss in 2016 HOOPER HOLMES: Reports 2016 Net Loss of $10.3 Million HOUSTON AMERICAN: Sets Target Spud Date for Well on Permian Basin HPIL HOLDING: CEO Enters Stock Purchase Agreement with Mr. Amersey I.K.E. ELECTRICAL: March 21 Plan Confirmation Hearing INFOGROUP INC: Moody's Assigns B2 Corporate Family Rating IOWA HEALTHCARE: Taps RSM US LLP as Tax Accountants and Auditors J&A REAL ESTATE: YTB to be Paid in Full from Sale Proceeds J.J. BAKER: March 21 Plan Confirmation Hearing JEWELRY BY JENNIFER: Prexy Taps Lindauer as Legal Counsel JOANN QUARLES: Gooden Buying Inglewood Property for $430K JONESBORO HOSPITALITY: Taps Joyce W. Lindauer as Legal Counsel KALOBIOS PHARMACEUTICALS: Reports $27.1 Million Net Loss for 2016 LEADER INDUSTRIES: Court Approves Disclosures, Confirms Plan LEO AUTO BROKER: NextGear Seeks to Block Use of Cash Collateral LEVEL ACRES: Seeks to Hire Dibble & Miller as Legal Counsel LIBERTY INDUSTRIES: March 29 Disclosure Statement Hearing LINDLEY FIRE: Case Summary & 20 Largest Unsecured Creditors LITHO-TECH INC: Names Kevin Quinlan as Attorney LONE PINE: Case Summary & Six Unsecured Creditors LULING LONGHORN: Taps Kevin Michael Madden as Legal Counsel MAGNA CLEANERS: Seeks to Hire Goodman Schwartz as Legal Counsel MAGUMO CORP: Case Summary & 11 Unsecured Creditors MAIN STREET: Unsecured Creditors to Recoup 15% Over 72 Months MAMAMANCINI'S HOLDINGS: Issues Newsletter on Marketing Initiatives MARCUS ENTERPRISES: Hires Mathew Close as Accountant MARCUS PEREZ: Sale of Cortlandt Manor Property for $75K Approved MARCUS PEREZ: Sale of Croton Property to McKees for $170K Approved MARCUS PEREZ: Sale of Ossining Property to Illisaca for $157K OK'd MARICOPA RESOURCES: Trustee Taps Gollob Morgan as Accountant MEDIA MARKETING: Taps Starr & Starr as Legal Counsel MELI INVESTMENTS: Case Summary & 4 Unsecured Creditors MEMPHIS LOUIE: Hires Glankler Brown as Attorneys MICROVISION INC: Achieves 60% Revenue Growth for 2016 MICROVISION INC: Incurs $16.4 Million Net Loss in 2016 MITEL NETWORKS: Moody's Withdraws B2 CFR on Debt Refinancing MONAKER GROUP: Monaco Investment, et al. Own 29.6% of Common Shares MONUMENT SECURITY: Taps Eason & Tambornini as Counsel MOSAIC MANAGEMENT: Court Extends Plan Filing Deadline to March 15 MOTORS LIQUIDATION: Wants to Recover Money Used in Worker Payout MPT OPERATING: Moody's Affirms Ba1 Sr. Unsecured Debt Rating MRI INTERVENTIONS: Incurs $8.06 Million Net Loss in 2016 MSES CONSULTANTS: Triple-H Asks Court to Deny Plan, Disclosures NAVIDEA BIOPHARMACEUTICALS: Inks Global Pact With Cardinal Health NAVISTAR INTERNATIONAL: Volkswagen Owns 16.6% Stake as of Feb. 28 NEW ENTERPRISE: Amends Restated Revolving Credit Agreement NEW YORK COMMUNITY: Moody's Assigns Ba1 Preferred Stock Rating NIKOLAOS GARBIDAKIS: Sale of Resort Unit for $5K Approved NJOY INC: Panel Wants Permission to Go After Directors, Officers ONCOBIOLOGICS INC: Signs $15.4M Purchase Deal With Lincoln Park P & G FITTINGS: Plan to be Funded by Business Income PACHECO BROTHERS: Stipulation on Cash Use Approved PARETEUM CORP: Receives Notices to Convert Preferred Shares PAROLE BESTGATE: Court Denies Approval of Disclosure Statement PASSAGE HEALTHCARE: Case Summary & 20 Largest Unsecured Creditors PEN INC: Ronald J. Berman Owns 6.9% Class A Common Stock PENN REALTY: Hires NAI Mertz as Realtor PETROQUEST ENERGY: Posts $96.2 Million Net Loss for 2016 PICO HOLDINGS: Bloggers Say Bogue & Pirrello "Manipulate" Earnings PINNACLE OPERATING: Moody's Hikes Corporate Family Rating to Caa1 PLAZA HEALTHCARE: Seeks to Hire Karl E. Steinberg as Medical Expert PRIME SIX: Names Randall Jacobs as Attorney PRIME SIX: Taps Denis Abramowitz as Accountant REFUGE FAMILY CARE: Disclosures OK’d, April 4 Plan Outline Hearing RELIANT CONTRACTING: Must File Plan, Disclosures Before May 30 RGIS SERVICES: Moody's Lowers Corporate Family Rating to B3 ROAD INFRASTRUCTURE: S&P Affirms 'B-' CCR; Outlook Stable RYAN INT'L: Court OKs $1-Mil. Settlement With Department of Defense SANTA CRUZ PLUMBING: Hires Fuller Law as Attorneys SAVANNA ENERGY: S&P Puts 'B+' CCR on CreditWatch Positive SEARS HOLDINGS: Closes Sale of Craftsman Brand for $900 Million SEARS HOLDINGS: Reports Fourth Quarter Net Loss of $607 Million SEQUOIA SENIOR: Unsecured Creditors to Get $144,755 in 60 Months SEVEN HILLS: Hires Hoover Penrod as Attorney SHIV LODGING: Seeks to Hire Lindauer as Legal Counsel SKYY LABORATORY: Taps Johnston & Street as Legal Counsel SLUSS & RAY: Case Summary & 20 Largest Unsecured Creditors SNAP INTERACTIVE: Cancels Office Lease with 320 W 37 LLC SOUTHCROSS ENERGY: Incurs $94.9 Million Net Loss in 2016 SPIN CITY EC: JJC Treated as Unsecured Creditor in 2nd Amended Plan STONE ENERGY: Lists Warrants on NYSE MKT Under Ticker "SGYWS" SULLIVAN VINEYARDS: Full Payment in 5 Years for Unsecured Creditors TABLE TOP: Mannion to Auction FF&E on March 20 TNP TITAN: Files Chapter 11 Plan of Liquidation TRI STATE STONE: Unsecureds to be Paid $87K Over 5 Years Under Plan TRIPLE J TOURS: Taps Jeffrey A. Cogan as Legal Counsel UNITED ROAD: Has Final Nod to Obtain $35M in DIP Financing UNITED ROAD: Hires SSG Advisors as Investment Banker VANTAGE DRILLING: Posts Net Loss of $41.1M in 4th Quarter 2016 VIOLIN MEMORY: Disclosures OK'd; Plan Hearing Is on April 18 W&T OFFSHORE: Jamie Vazquez is No Longer President WAGLE LLC: Has Until March 20 to File Plan & Disclosure Statement WARREN BOEGEL: Seeks to Hire Hinkle Law Firm as Legal Counsel WESTERN ENERGY: S&P Puts 'B' CCR on CreditWatch Positive WESTPORT HOLDINGS: Resident Panel Taps CR3 as Financial Advisor WM DISTRIBUTION: Case Summary & 18 Largest Unsecured Creditors ZOHAR CDO 2003: Lynn Tilton Asks Court to Toss Racketeering Suit [^] Large Companies with Insolvent Balance Sheet ********* 1866 SPRINGFIELD: Taps Levitt & Slafkes as Legal Counsel -------------------------------------------------------- 1866 Springfield Ave, LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire legal counsel. The Debtor proposes to hire Levitt & Slafkes, P.C. to give legal advice regarding its duties under the Bankruptcy Code, and provide other legal services related to its Chapter 11 case. The hourly rates charged by the firm are: Partners $400 Associates $200 - $300 Paraprofessionals $100 Bruce Levitt, Esq., disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Bruce H. Levitt, Esq. Levitt & Slafkes, P.C. 515 Valley Street, Suite 140 Maplewood, NJ 07040 Phone: (973) 313-1200 Email: blevitt@levittslafkes.com About 1866 Springfield Ave 1866 Springfield Ave, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 17-12505) on February 8, 2017. The petition was signed by Dale Caro, managing member. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $100,000. 187 COTTAGE: Hires Herman & Company as Accountant ------------------------------------------------- 187 Cottage Ave., Corp., seeks authority from the U.S. Bankruptcy Court for the Southern District of New York to employ Herman & Company CPA, PC as accountant to the Debtor. 187 Cottage requires Herman & Company to: a. prepare the Debtor's tax returns; b. render assistance as the Debtor may deem desirable or necessary in the case, including assistance relating to the Debtor's cash projections and his plans for settlement with its creditors; c. appear before the Bankruptcy Court, if needed, with respect to the acts, conduct and property of the Debtor. Herman & Company will be paid at the hourly rate of $310. Herman & Company will also be reimbursed for reasonable out-of-pocket expenses incurred. Paul S. Herman, member of Herman & Company CPA, PC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Herman & Company can be reached at: Paul S. Herman HERMAN & COMPANY CPA, PC 707 Westchester Ave, Suite 302 White Plains, NY 10604 Tel: (914) 400-0300 About 187 Cottage Ave., Corp. 187 Cottage Avenue Corp. filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 16-23133), on August 19, 2016. The case is assigned to Judge Robert D. Drain. The petition was signed by David Grant, president. At the time of filing, the Debtor estimated assets at $100,000 to $500,000 and liabilities at $1 million to $10 million. 213 BOND STREET: Unsecureds to be Fully Paid from Sale Proceeds --------------------------------------------------------------- 213 Bond Street Inc. filed with the U.S. Bankruptcy Court for the Eastern District of New York a first amended disclosure statement in connection with the first amended Chapter 11 plan of reorganization. The Plan contemplates a sale of certain real property located at 213 Bond Street, Brooklyn, New York, 11217, Block 405, Lot 7, to the successful bidder at an auction which will be conducted in accordance with the bid procedures. The Property is presently being listed by the broker with an asking price of $1,250,000 with the goal of obtaining a "stalking horse" offer which can then be subjected to any higher or better offers at the Auction. The Debtor will be filing a motion seeking approval of bid procedures in connection with the sale of the Property, however the Debtor reserves the rights to seek approval of a sale of the Property on a private sale basis. The Auction will be conducted prior to the Confirmation Hearing and the closing on the sale of the Property will take place subsequent to Confirmation of the Plan. Under the Plan, the Net Sale Proceeds will be used to fully pay the allowed amount of all statutory fees, administrative claims, secured claims, priority tax claims and general unsecured claims, with interest at the applicable rate, if any. In the unlikely event that the Net Sale Proceeds are insufficient to fully fund these distributions: (a) any shortfall will be funded by a contribution from the Debtor's principal or by an alternative source as may be approved by the Court; or (b) the Debtor will withdraw its request for confirmation of the Plan. The Plan assumes that funds will be available at Confirmation sufficient to fully satisfy all Statutory Fees, Administrative Claims, Priority Tax Claims, Secured Claims and General Unsecured Claims, with interest at the applicable rate, if any, with any amounts remaining after full payment of the claims being distributed to the holder of the interests in the Debtor. As such, there are no impaired classes under the Plan. Class 5 General Unsecured Claims -- estimated at less than $500 -- is unimpaired under the Plan. Subject to the provisions of Article 8 of the Plan with respect to Disputed Claims, and with the exception of Paolo Secondo who has waived any distribution under the Plan on account of his Class 5 General Unsecured Claim against the Debtor, each holder of an Allowed Class 5 General Unsecured Claim will receive on account of the claim the full amount of its Allowed Class 5 General Unsecured Claim, with interest at the applicable rate, if any, in cash on the Effective Date or as soon thereafter as is reasonably practicable. A copy of the First Amended Disclosure Statement is available at: http://bankrupt.com/misc/nyeb16-45132-36.pdf As reported by the Troubled Company Reporter on Jan. 27, 2017, the Debtor filed with the Court a disclosure statement in connection with its Chapter 11 plan of reorganization. Under that plan, Class 4 consists of the general unsecured claims, which are estimated to total approximately $6,500. Claimants in this class would receive a pro rata cash distribution of the available amount, but not to exceed payment in full plus interest at the applicable rate, if any, with payment to be made for Allowed Class 4 General Unsecured Claims that are allowed as of the Bar Date, on the Bar Date or as soon thereafter as is reasonably practicable, or for Disputed Claims, within 10 days of a Disputed Claim becoming an Allowed Class 4 General Unsecured Claim. About 213 Bond Street Inc. 213 Bond Street Inc. owns 213 Bond St, a commercial located at 213 Bond St, Brooklyn, NY 11217, in the area is commonly known as Gowanus. 213 Bond Street Inc filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 16-45132) oln November 15, 2016, listing under $1 million in both assets and liabilities. Lawrence Morrison, Esq., at Morrison Tenenbaum PLLC, serves as counsel to the Debtor. The Debtor hired Gotham Business Consultants Ltd. as accountant. The primary impetus for the Debtor's chapter 11 filing was a pending foreclosure action commenced by JP Morgan Chase Bank N.A. on the property located at 213 Bond Street, Brooklyn, New York. On January 20, 2017, the Debtor filed a Chapter 11 plan of reorganization, which will be funded from the proceeds generated from the sale of its property in Brooklyn, New York. The plan proposes to pay in full general unsecured claims estimated to total approximately $6,500. 21ST CENTURY: Obtains Forbearance Extension Until April 15 ---------------------------------------------------------- 21st Century Oncology Holdings, Inc., 21st Century Oncology, Inc., a subsidiary of the Company, and certain of the Company's other subsidiaries previously entered into a forbearance agreement relating to the Company's indenture and a forbearance agreement relating to the Company's credit agreement, with certain of 21C's noteholders and lenders, respectively. The Forbearance Agreements were subsequently amended on Dec. 15, 2016, on Jan. 15, 2017, and on Jan. 31, 2017. The parties entered into amendments to the Forbearance Agreements, dated March 7, 2017, to, among other things, provide that the noteholders and lenders party thereto will forbear, subject to important exceptions, until the earlier of April 15, 2017, and the occurrence of certain events (as described in the Forbearance Agreements) from exercising any rights and remedies under 21C's indenture, notes or credit agreement, as applicable, on account of certain events of default. Amended and Restated MDL Credit and Guarantee Agreement As previously disclosed, on Dec. 6, 2016, Medical Developers, LLC, a Florida limited liability company and indirect wholly owned subsidiary of the Company, and certain of the Borrower's subsidiaries and affiliates, including the Company, the various financial institutions from time to time party thereto as lenders and Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent entered into a credit and guaranty agreement pursuant to which the Tranche A Lenders extended term loans to the Borrower in an aggregate principal amount of $20.0 million. The Borrower and the Guarantors entered into an amended and restated credit and guaranty agreement, dated as of March 6, 2017, with the Tranche A Lenders, various other financial institutions from time to time party thereto as Tranche B Lenders and Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent to, among other things, amend and restate the MDL Credit Agreement to enable the Tranche B Lenders to provide additional term loans to Borrower in an aggregate principal amount of $15.0 million in accordance with the terms and conditions set forth therein. As at March 9, 2017, term loans in an aggregate principal amount of $35.0 million have been provided to the Borrower pursuant to, and remain outstanding under, the A&R MDL Credit Agreement. Borrowings under the A&R MDL Credit Agreement are secured by a perfected security interest in substantially all of the Company's and each Guarantor's tangible and intangible assets (subject to certain exceptions) and such security interest now ranks senior to existing liens securing borrowings under the Credit Agreement. The A&R MDL Credit Agreement matures on April 15, 2017. Credit Agreement Amendment n March 6, 2017, the Company entered into an amendment, to the Credit Agreement, dated as of April 30, 2015, among the Company, 21C, the lenders party thereto from time to time, Morgan Stanley Senior Funding, Inc., as administrative agent, and the other agents and arrangers named therein. Amendment No. 3 amends certain provisions in the Credit Agreement to permit the incurrence of additional indebtedness pursuant to the A&R MDL Credit Agreement. Supplemental Indenture On Feb. 28, 2017, 21C received the requisite consents from the holders of a majority of the aggregate principal amount of the Notes outstanding to enter into a fourth supplemental indenture, dated March 7, 2017, to the Indenture, dated April 30, 2015, among 21C, the guarantors named therein and Wilmington Trust, National Association, as trustee, governing 21C’s 11.00% Senior Notes due 2023. The Supplemental Indenture amends certain provisions in the Indenture to permit the incurrence of additional indebtedness pursuant to the A&R MDL Credit Agreement. About 21st Century Fort Myers, Florida-based 21st Century Oncology Holdings, Inc. (NYSEMKT:ICC), formerly Radiation Therapy Services Holdings, Inc., is a physician-led provider of integrated cancer care (ICC) services. It operates an integrated network of cancer treatment centers and affiliated physicians in the world which, as of December 31, 2015, deployed approximately 947 community-based physicians in the fields of radiation oncology, medical oncology, breast, gynecological, general surgery and urology. As of December 31, 2015, the Company's physicians provided medical services at approximately 375 locations, including over 181 radiation therapy centers, of which 59 operated in partnership with health systems. Its cancer treatment centers in the United States are operated under the 21st Century Oncology brand. As of Sept. 30, 2016, 2st Century had $1.05 billion in total assets, $1.39 billion in total liabilities, $472.34 million in series A convertible redeemable preferred stock, $19.24 million in non-controlling interests - redeemable and a total deficit of $833.89 million. * * * As reported by the TCR on Nov. 4, 2016, S&P Global Ratings lowered its corporate credit rating on 21st Century Oncology Holdings to 'SD' from 'CCC' and removed the ratings from CreditWatch, where they were placed with negative implications on May 17, 2016. "The downgrade follows 21st Century's announcement that it failed to make the Nov. 1, 2016, interest payment on the 11.0% senior unsecured notes due 2023," said S&P Global Ratings credit analyst Matthew O'Neill. Given S&P's view of the company's debt level as unsustainable, and ongoing restructuring discussions, it does not expect a payment to be made within the grace period. 2260 EAST MAIN: Hires Goe & Forsythe as Bankruptcy Counsel ---------------------------------------------------------- 2260 East Main Street, LLC, seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ Goe & Forsythe, LLP as bankruptcy counsel to the Debtor. 2260 East Main requires Goe & Forsythe to: a. advise and assist the Debtor with respect to compliance with the requirements of the U.S. Trustee; b. advise the Debtor regarding matters of bankruptcy law, including the rights and remedies of Debtor in regard to her assets and with respect to the claims of creditors; c. represent or assist the Debtor and other professionals in any proceedings or hearings in the Bankruptcy Court and in any action in any other court where Debtor's rights under the Bankruptcy Code may be litigated or affected; d. conduct examinations of witnesses, claimants, or adverse parties and to prepare and assist in the preparation of reports, accounts, and pleadings related to the Chapter 11 case; e. advise the Debtor concerning the requirements of the Bankruptcy Court and applicable rules as the same affect the Debtor in the proceeding; f. assist the Debtor in negotiation, formulation, confirmation, and implementation of a Chapter 11 plan of reorganization; g. make any bankruptcy court appearances on behalf of the Debtor; and h. take other action and perform other services as the Debtor may require in connection with the Chapter 11 case. Goe & Forsythe will be paid at these hourly rates: Robert P. Goe, Partner $395 Marc C. Forsythe, Partner $395 Donald W. Reid, Associate $315 Charity J. Miller, Associate $295 Kerry A. Murphy, Legal Assistant $140 Goe & Forsythe will be paid a retainer in the amount of $5,000. Goe & Forsythe will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert P. Goe, partner of Goe & Forsythe, LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Goe & Forsythe can be reached at: Robert P. Goe, Esq. GOE & FORSYTHE, LLP 18101 Von Karman Avenue, Suite 1200 Irvine, CA 92612 Tel: (949) 798-2460 Fax: (949) 955-9437 About 2260 East Main Street, LLC 2260 East Main Street, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 17-10571) on February 16, 2017. The petition was signed by Brent McMahon, managing member. The case is assigned to Judge Mark S. Wallace. At the time of the filing, the Debtor estimated its assets and debts at $1 million to $10 million. 25-54 CRESCENT: Hires Shaw Country as Real Estate Broker -------------------------------------------------------- 25-54 Crescent Realty, LLC, seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to employ Shaw Country Realty as real estate broker to the Debtor. 25-54 Crescent requires Shaw Country to market and sell the Debtor's real property known as 116 Spruce Street, Tannersville, NY. Shaw Country will be paid a commission of 6% of the gross sale price. Carol Shaw, partner of Shaw Country Realty, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Shaw Country can be reached at: Carol Shaw SHAW COUNTRY REALTY 5359 NY-23 Windham, NY 12496 Tel: (518) 734-3500 About 25-54 Crescent Realty, LLC Headquartered in Astoria, New York, 25-54 Crescent Realty LLC filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 17-40560) on Feb. 8, 2017, disclosing $4.55 million in total assets and $3.25 million in total liabilities. The petition was signed by Petros Konstantelos, member. Judge Carla E. Craig presides over the case. Peter Corey, Esq., and Michael J Macco, Esq., at Macco & Stern, LLP, serve as the Debtor's bankruptcy counsel. 275 OLD GRIFFIN: Hires Cowart Law as Attorney --------------------------------------------- 275 Old Griffin LLC, seeks authority from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Cowart Law Firm P.C., as attorney to the Debtor. 275 Old Griffin requires Cowart Law to: a. advise the Debtor generally regarding matters of bankruptcy law, including, but not limited to, the rights, duties, obligations and remedies of the Debtor as Debtor In Possession, both with regard to its assets and with respect to the claims of its creditors; b. conduct examinations of witnesses, claimants or adverse parties, and to prepare and assist in the preparation of pleadings, exhibits, applications, reports, accountings, schedules and other documents necessary to the administration of these proceedings as required by the Code, the Federal Rules of Bankruptcy Procedure, the local rules of this Court and the requirements of the U.S. Trustee; c. perform legal services necessary to the Debtor's bankruptcy case, including, but not limited to, institution and prosecution of legal proceedings, advice regarding debt restructuring and general legal advice and assistance related to the Chapter 11 case, all of which are necessary to the proper administration of the Debtor's Chapter 11 estate; d. advise the Debtor concerning a Chapter 11 plan; and e. take any and all other actions necessary for the proper preservation and administration of the Debtor's Chapter 11 estate, including, but not limited to, general advice and counsel in connection with its ongoing business operations. Cowart Law will be paid at the hourly rate of $250. Cowart Law received the amount of $10,231 on February 15, 2017 as a pre-petition advance fee and initial retainer. Cowart Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Kevin J. Cowart, member of Cowart Law Firm P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Cowart Law can be reached at: Kevin J. Cowart, Esq. COWART LAW FIRM P.C. P.O. Box 897 Madison, GA 30650 Tel: (706) 431-2450 E-mail: kevinjcowart@gmail.com About 275 Old Griffin LLC 275 Old Griffin Road LLC, based in McDonough, GA, filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 17-53182) on February 21, 2017. Kevin J. Cowart, Esq., at Cowart Law Firm P.C., to serve as bankruptcy counsel. In its petition, the Debtor estimated $133,890 in assets and $55 million in liabilities. The petition was signed by Andrea H. Bishop, member. 305 GREEN VALLEY: Hires Cowart Law as Attorney ---------------------------------------------- 305 Green Valley LLC, seeks authority from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Cowart Law Firm P.C., as attorney to the Debtor. 305 Green Valley requires Cowart Law to: a. advise the Debtor generally regarding matters of bankruptcy law, including, but not limited to, the rights, duties, obligations and remedies of the Debtor as Debtor In Possession, both with regard to its assets and with respect to the claims of its creditors; b. conduct examinations of witnesses, claimants or adverse parties, and to prepare and assist in the preparation of pleadings, exhibits, applications, reports, accountings, schedules and other documents necessary to the administration of these proceedings as required by the Code, the Federal Rules of Bankruptcy Procedure, the local rules of this Court and the requirements of the U.S. Trustee; c. perform legal services necessary to the Debtor's bankruptcy case, including, but not limited to, institution and prosecution of legal proceedings, advice regarding debt restructuring and general legal advice and assistance related to the Chapter 11 case, all of which are necessary to the proper administration of the Debtor's Chapter 11 estate; d. advise the Debtor concerning a Chapter 11 plan; and e. take any and all other actions necessary for the proper preservation and administration of the Debtor's Chapter 11 estate, including, but not limited to, general advice and counsel in connection with its ongoing business operations. Cowart Law will be paid at the hourly rate of $250. Cowart Law received the amount of $10,231 on February 15, 2017 as a pre-petition advance fee and initial retainer. Cowart Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Kevin J. Cowart, member of Cowart Law Firm P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Cowart Law can be reached at: Kevin J. Cowart, Esq. COWART LAW FIRM P.C. P.O. Box 897 Madison, GA 30650 Tel: (706) 431-2450 E-mail: kevinjcowart@gmail.com About 305 Green Valley LLC 305 Green Valley LLC, based in Lithonia, GA, filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 17-53074) on February 17, 2017. Kevin J. Cowart, Esq., at Cowart Law Firm P.C., to serve as bankruptcy counsel. In its petition, the Debtor estimated $41,029 in assets and $55 million in liabilities. The petition was signed by Andrea H. Bishop, officer. 6D GLOBAL: Prevails Against Class Action Lawsuit ------------------------------------------------ 6D Global Technologies, Inc., announced that a putative class action complaint against it has been dismissed with prejudice by Manhattan U.S. District Judge Robert Sweet. "I am excited that 6D Global has been vindicated by such a strong and decisive ruling," said Tejune Kang, Chairman and CEO of 6D Global Technologies. "I am pleased with the Court's clearheaded analysis and sound judgement on this case. We will rigorously defend all lawsuits, especially those frivolous complaints without any support for their claims. But most of all, I am looking forward to focusing my full attention on 6D Global's core mission: providing a platform of digital marketing services to our clients on a global scale." The class action lawsuit against 6D Global alleged that the company violated federal securities laws, but Federal Judge Sweet on Monday dismissed the action with prejudice because the plaintiffs' pleadings failed to make out a viable case. "One by one, the allegations against 6D Global have crumbled," added Kang. "As we free ourselves from the burden of fighting baseless claims, 6D Global is charging forward." Judge Sweet's ruling was in Joseph Puddu, et al., v 6D Global Technologies, Inc., et al., No. 1:15-cv-08061-RWS, in the United States District Court, Southern District of New York. 6D Global is represented by Peter Flocos of K&L Gates LLP. About 6D Global 6D Global Technologies, Inc., is a digital business solutions company serving the digital marketing and technology needs of organizations using enterprise-class technologies across the world. The Company's services include Web content management, Web analytics, marketing automation, mobile applications, business intelligence, marketing cloud and IT infrastructure staffing solutions. The Company operates through two segments: Content Management Systems (CMS) and Information Technology (IT) Staffing. CMS offers Web content management solutions, marketing cloud solutions, mobile applications, analytics, front-end user experience and design, and marketing automation. The IT Staffing segment provides contract and contract-to-hire IT professional staffing services. 6D Global Technologies is based in New York. The Company reported a net loss of $17.11 million on $12.79 million of revenues for the year ended Dec. 31, 2015, compared with a net income of $470,565 on $11.80 million of revenues in 2014. The Company's balance sheet at Dec. 31, 2015, showed $20.87 million in total assets, $21.09 million in total liabilities, $1.46 million in redeemable convertible preferred stock, and stockholders' deficit of $1.67 million. In it report on the consolidated financial statements of 6D Global for the year ended Dec. 31, 2015, SingerLewak LLP, in Los Angeles, Calif., expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has suffered recurring losses from operations and the Company is currently a defendant in several class action lawsuits with various shareholders. 729 PROSPECT: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: 729 Prospect Realty Service Corp. c/o Jose E. Suarez 689 Prospect Avenue Bronx, NY 10455 Case No.: 17-10599 Business Description: 729 Prospect Realty Service Corp. owns a single real-estate asset that is known as 729 Prospect Avenue, Bronx, NY 10455. The Premises is an apartment building with 17 residential apartments. At the time Debtor acquired the Premises it needed substantial renovation work, to include correcting building violations, and it had significant tax debts to N.Y.C. The unpaid taxes to N.Y.C. grew because of accrued interest, and these tax liens were sold by N.Y.C. to third parties. One purchaser of a N.Y.C. tax lien commenced a tax foreclosure action against the Premises. The Debtor is seeking both a refinancing and a buyer of the Premises so as to pay off the liens. The Premises is valued at $2,000,000. The holders of the five largest secured claims are: * NYCTL 1998-2 Trust and The Bank of New York Mellon, as Collateral Agent and Custodian c/o Phillips Lyte LLP, 28 East Main Street, Suite 1400, Rochester, NY 14614; undisputed liquidated claim: $902,774. * NYCTL 1998-2 c/o MTAG Services, LLC, P.O. Box 4038, Capitol Heights, MD 20791; undisputed liquidated claim: $314,652. * NYC Department of Housing, Preservation & Development, Mortgage Services, 100 Gold Street, New York, NY 10038; undisputed liquidated claim: $242,000. * NYC Department of Finance, Office of Legal Affairs, 345 Adams Street, 3rd Floor, Brooklyn, NY 11201; undisputed liquidated claim: $141,359. * NYC Water Board DEP/BCS, Bankruptcy Division 13th Floor, 59-17 Junction Blvd., Corona, NY 11368; undisputed liquidated claim: $102,348. There is a foreclosure action in the Bronx Supreme Court against the Debtor in which a tax foreclosure auction of the Premises is scheduled: NYCTL 1998-2 Trust and The Bank of New York Mellon, as Collateral Agent and Custodian against Debtor; Index No. 260350/2014. Other than its residential apartment building, the Debtor is not operating a business and Debtor does not intend to operate a business. Chapter 11 Petition Date: March 13, 2017 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. Mary Kay Vyskocil Debtor's Counsel: Albert H. Barkey, Esq. ALBERT H. BARKEY, Esq. P.O. Box 1012 Cooper Station New York, NY 10276-1012 Tel: (212) 677-5776 Fax: (646) 219-3072 Email: ahbarkey@aol.com ahboffice@yahoo.com Total Assets: $2 million Total Liabilities: $1.70 million The petition was signed by Jose E. Suarez, vice president. All the Debtor's creditors are secured claimants. Debtor has no unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/nysb17-10599.pdf A meeting of creditors has been set for March 17, 2017, at 03:30 p.m. at Office of UST (One Bowling Green, Fifth Floor, Room 511). (Richards, Beverly). A&D PROPANE: Hires Cooper & Scully as Counsel --------------------------------------------- A&D Propane, Inc., seeks authority from the U.S. Bankruptcy Court for the Southern District of Texas to employ Cooper & Scully, PC as counsel to the Debtor. A&D Propane requires Cooper & Scully to: a. prepare and file schedules and a statement of financial affairs; b. negotiate with creditors and handle routine motions such as motions for relief from stay, cash collateral motions and the myriad of bankruptcy motions that will be filed in the bankruptcy case; c. file objections to claims, if necessary; d. perform legal work necessary to sell property of the estate; and e. draft, file and prosecute adversary proceedings necessary to determine the extent, validity and priority of liens. Cooper & Scully will be paid at these hourly rates: Attorney $425 Paralegal $100 Prior to filing the bankruptcy case, the Debtor paid Cooper & Scully a retainer of $11,717 which includes the filing fee of $1,717. On March 7, 2017, Cooper & Scully withdrew $6,985.40 in fees for pre-petition work and $1,717 for the filing fee, leaving a retainer balance of $3,014.60. Cooper & Scully seeks approval of special provisions relating to payment of attorney's fees. Because attorney's fees in bankruptcy cases exceeds the Debtor's ability to pay in a lump sum upon Court approval, Cooper & Scully request that the Debtor pay a carve out of $3,500 per month to be held in an account as required by the U.S. Trustee's Office. Cooper & Scully will also be reimbursed for reasonable out-of-pocket expenses incurred. Julie M. Koenig, senior attorney of Cooper & Scully, PC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Cooper & Scully can be reached at: Julie M. Koenig, Esq. COOPER & SCULLY, PC 815 Walker St., Suite 1040 Houston, TX 77002 Tel: (713) 236-6863 Fax: (713) 236-6880 About A&D Propane, Inc. A&D Propane, Inc., based in Huntsville, TX, filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 17-31502) on March 7, 2017. The Hon. Jeff Bohm presides over the case. Julie M. Koenig, Esq., at Cooper & Scully, PC, to serve as bankruptcy counsel. In its petition, the Debtor estimated $883,060 in assets and $1.56 million in liabilities. The petition was signed by Robert Dobyns, president. ABERCROMBIE & FITCH: Moody's Cuts CFR to B1 on Performance Decline ------------------------------------------------------------------ Moody's Investors Service downgraded Abercrombie & Fitch Management Co.'s Corporate Family Rating to B1 from Ba3, Probability of Default Rating to B1-PD from Ba3-PD, and secured term loan rating to B1 from Ba2. The company's SGL-1 Speculative Grade Liquidity rating was affirmed. The ratings outlook is stable. The downgrade reflects the recent declines in the company's operating performance and Moody's expectations for continued weakness as a result of the ongoing promotional retail environment and brand challenges in the Abercrombie segment. EBITDA excluding unusual items declined by an estimated 36% in 2016 in constant US dollar terms, driven by a 5% same store sales decline and gross margin reduction, resulting in EBIT/interest expense below 1 time (Moody's-adjusted). "While the Hollister brand has stabilized with two years of flat same store sales performance, the company has yet to turn around its Abercrombie chain, which has a more challenged legacy," said Moody's analyst Raya Sokolyanska. "Moody's expect ongoing competitive pressure in the apparel retail sector from fast fashion and e-commerce players to largely offset management initiatives to reduce costs, improve assortment and grow omni-channel, resulting in continued weak interest coverage in the near term." The downgrade of the secured term loan reflects the diminished support from junior claims in the consolidated capital structure in the form of unsecured operating leases and accounts payable as the company continues to reduce its physical store footprint. The following rating actions were taken on Abercrombie & Fitch Management Co.: -- Corporate Family Rating, downgraded to B1 from Ba3 -- Probability of Default Rating, downgraded to B1-PD from Ba3-PD -- Secured term loan due 2021, downgraded to B1 (LGD3) from Ba2 (LGD3) -- Speculative Grade Liquidity Rating, affirmed at SGL-1 -- Stable outlook RATINGS RATIONALE Abercrombie's B1 Corporate Family Rating is constrained by the company's weak operating trends and low interest coverage, which stood just below 1 time EBIT/interest expense as of January 28, 2017. The ratings also reflect the company's very high business risk as a niche retailer in the highly competitive teen apparel market, which is subject to both to elevated fashion risk and volatile discretionary spending among its 14-24 year-old demographic. At the same time, the rating derives key support from the company's modest amount of funded debt and very good liquidity, including cash balances that more than exceed funded debt at all times, strong free cash flow generation and significant unused revolver capacity. The rating also benefits from Abercrombie's sizable market presence, with revenue of about $3.3 billion, and meaningful geographic diversification. The stable outlook reflects Moody's expectations that the company will continue to maintain moderate debt and leverage levels, and very good liquidity. The outlook also reflects Moody's projections for stable to slightly weaker operating performance and credit metrics over the next 12-18 months. The ratings could be upgraded if the company demonstrates meaningful and sustained improvement in operating performance, including a return to growth and margin expansion, while maintaining a balanced financial policy. Quantitative metrics include EBIT/interest expense maintained above 1.75 times, debt/EBITDA below 4.0 times and a very good liquidity position. The ratings could be downgraded if liquidity deteriorates, including lower cash balances, weaker free cash flow generation or meaningful revolver utilization. The ratings could also be downgraded if operating performance declines materially, or if the company adopts more aggressive financial policies such as share repurchases in the absence of significant earnings growth. Specific metrics include debt/EBITDA rising above 4.25 times. Abercrombie & Fitch Management Co. ("Abercrombie") is an indirect subsidiary of Abercrombie & Fitch Co. Through its subsidiaries, the company operates approximately 898 specialty apparel stores and several e-commerce websites in North America, Europe, and the Asia Pacific regions under the "Abercrombie & Fitch", "abercrombie kids", and "Hollister" brands. For the year ended January 28, 2017, the company generated approximately $3.3 billion in revenues. The principal methodology used in these ratings was Retail Industry published in October 2015. ACTIVECARE INC: Hikes JMJ Financial Promissory Note to $2 Million ----------------------------------------------------------------- As previously reported, ActiveCare, Inc., entered into a securities purchase agreement, as amended, with JMJ Financial, a Nevada sole proprietorship. Pursuant to the terms of the Purchase Agreement, JMJ purchased from the Company (i) a Promissory Note, as amended, in the aggregate principal amount of up to $1,500,000 due and payable on the earlier of March 15, 2017, or the third business day after the closing of the Company's contemplated public offering of securities, and (ii) a common stock purchase warrant to purchase 10,000,000 shares of the Company's common stock at an exercise price. Effective March 3, 2017, the Parties entered into a third amendment to the Purchase Agreement and the Note, pursuant to the terms of which the maximum principal sum of the Note increased from $1,500,000 to $2,000,000. On March 3, 2017, JMJ paid an additional $200,000 in consideration to the Company, increasing the principal sum currently due under the Note to $1,700,000. In connection with the additional consideration, pursuant to the terms of the Purchase Agreement, on March 3, 2017, the Company issued JMJ a warrant to purchase up to 8,000 shares of Common Stock at an exercise price as defined therein. About ActiveCare South West Valley City, Utah-based ActiveCare, Inc., develops and markets products for monitoring the health of and providing assistance to mobile and homebound seniors and the chronically ill. ActiveCare is organized into three business. The Stains and Reagents segment is engaged in the business of manufacturing and marketing medical diagnostic stains, solutions and related equipment to hospitals and medical testing labs. The CareServices segment is engaged in the business of developing, distributing and marketing mobile health monitoring and concierge services to distributors and customers. The Chronic Illness Monitoring segment is primarily engaged in the monitoring of diabetic patients on a real time basis. ActiveCare reported a net loss of $12.8 million on $6.59 million of chronic illness monitoring revenues for the year ended Sept. 30, 2015, compared with a net loss of $16.4 million on $6.10 million of chronic illness monitoring revenues for the year ended Sept. 30, 2014. As of June 30, 2016, ActiveCare had $1.91 million in total assets, $21.01 million in total liabilities and a total stockholders' deficit of $19.10 million. Tanner LLC, in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2015, citing that the Company has recurring losses, negative cash flows from operating activities, negative working capital, negative total equity, and certain debt that is in default. These conditions, among others, raise substantial doubt about its ability to continue as a going concern. ADVANCED INTEGRATION: S&P Raises CCR to 'BB-'; Outlook Stable ------------------------------------------------------------- S&P Global Ratings said that it has raised its corporate credit rating on Plano, Texas-based Advanced Integration Technology L.P. (AIT) to 'BB-' from 'B+'. The outlook is stable. At the same time, S&P assigned its 'BB-' issue-level rating and '3' recovery rating to the company's proposed $107 million term loan. The '3' recovery rating indicates S&P's expectation for meaningful recovery (50%-70%; rounded estimate: 65%) in a default scenario. Additionally, S&P affirmed its 'BB-' issue-level rating on AIT's existing first-lien credit facility and revised the recovery rating to '3' from '2' to reflect the increased amount of first-lien debt. The '3' recovery rating indicates S&P's expectation for meaningful recovery (50%-70%; rounded estimate: 65%) in a default scenario. "The upgrade reflects AIT's increased size and somewhat improved customer, product, and end-market diversity from its recent acquisitions, as well as higher revenue and earnings from new contracts, especially with defense customers," said S&P Global credit analyst Tennille Lopez. "However, the acquisitions will result in a modest deterioration in margins and somewhat higher leverage than we previously expected." The stable outlook on AIT reflects S&P's expectation that the company's leverage will increase modestly pro forma for the transaction before declining over the next year as its revenue and earnings benefit from the recent acquisitions, heightened demand for new aircraft models, increased build rates on current models, and the release of new derivatives of existing aircraft. These factors should lead the company's debt-to-EBITDA to decline by 0.5x-1.0x by the end of 2018. S&P could lower its ratings on AIT over the next year if the company's debt-to-EBITDA rises above 4x, which could occur if it undertakes an acquisition or dividend that is larger than what S&P has incorporated in its forecast. The company's debt leverage could also deteriorate if it experiences integration problems with its recent acquisitions or if the demand for its products and services declines. It is unlikely that S&P would raise its ratings on AIT over the next year given S&P's view of its relatively small size, its weaker diversity compared with the other higher-rated firms in its industry, and S&P's lack of a track record with the company. However, S&P could raise its ratings if it believes that AIT will maintain a FFO-to-debt ratio of more than 20% on a sustained basis. ADVANCED PRIMARY: Tenn. DOL to be Paid in Full Plus 4% Interest --------------------------------------------------------------- Advanced Primary Care, LLC, filed with the U.S. Bankruptcy Court for the Western District of Tennessee a second amended disclosure statement in support of its plan of reorganization. The previous version of the Disclosure Statement provided for two classes of creditors, while the Second Amended Disclosure Statement provides for six classes of creditors. The previous version of the Disclosure Statement also related that the Debtor operates its business at 5983 Appletree Drive, in Memphis, Tennessee. The Second Amended Disclosure Statement discloses that the Debtor also operates at a second location at 2747 Bartlett Blvd., in Memphis, Tennessee. Under the Plan, Class 5 Pre-Petition Priority Claim of Tennessee Department of Labor in the amount of $4,461.57 for unpaid unemployment insurance will be paid in full with 4% interest and a monthly payment of $124. Funds needed to make cash payments on the Effective Date on account of allowed administrative claims, under the Plan will come from the gross assets and income of the Debtor. A full-text copy of the Second Amended Disclosure Statement is available at: http://bankrupt.com/misc/tnwb16-26388-89.pdf About Advanced Primary Care Advanced Primary Care, LLC, is a limited liability company which provides medical services to consumers in Memphis, Shelby County, Tennessee. The Debtor operates its business in 5983 Appletree Drive, Memphis, Tennessee. The business was started on June 30, 2006, in Shelby County. Michael Jones is the sole member. The Debtor filed a Chapter 11 petition (Bankr. W.D. Tenn. Case No. 16-26388) on July 15, 2016. Bankruptcy Judge George W. Emerson, Jr., oversees the case. Advanced Primary Care is represented by John E. Dunlap, Esq., at The Law Offices of John E. Dunlap, P.C. ALPHATEC HOLDINGS: Appoints Jeffrey Black as EVP & CFO ------------------------------------------------------ On its current report on Form 8-K filed with the Securities and Exchange Commission on March 6, 2017, Alphatec Holdings, Inc. discloses that effective March 6, 2017, Jeffrey G. Black was appointed the Executive Vice President & Chief Financial Officer of Alphatec Holdings, Inc. and Alphatec Spine Inc. Pursuant to his employment letter agreement, Mr. Black will be paid an annual base salary of $350,000 and he will be eligible to receive an annual target cash bonus equal to 70% of his annual base salary upon the Company’s and his achievement of goals to be established by the Company's Board of Directors and Chief Executive Officer each fiscal year. Mr. Black is also entitled to participate in all of the Company’s benefits programs available to management employees and to receive reimbursement of reasonable expenses he incurs in connection with his service to the Company. Pursuant to the employment letter agreement, in connection with the commencement of his employment on March 6, 2017, Mr. Black will receive restricted stock units covering 75,000 shares of the Company's common stock and stock options to purchase up to 75,000 shares of the Company's common stock as "employment inducement" awards, each under the Company's 2016 Employment Inducement Award Plan, for which the Board approved an amendment in order to increase the shares reserved thereunder by 600,000 shares to 1,550,000 shares, effective February 21, 2017. The Company and Mr. Black also entered into a severance agreement and a change in control agreement, each effective March 6, 2017. The severance agreement provides that in the event Mr. Black's employment is terminated without cause, he will be eligible to receive the following severance and other benefits, subject to his execution of a release of claims against the Company and certain other conditions: (a) the payment of cash severance in a lump sum equal to one times his regular annual base salary; (b) the Company will pay premiums for the continuation of his health and dental insurance coverage pursuant to COBRA for a period of 18 months; and (c) the post-termination exercise period for any vested stock options held by Mr. Black at the date of termination will be extended through the later of (i) 90 days after his date of termination or (ii) the remaining term of such awards. A full-text copy of the regulatory filing is available at: https://is.gd/h13FoF About Alphatec Holdings Alphatec Holdings, Inc., is a medical technology company focused on the design, development and promotion of products for the surgical treatment of spine disorders. The Company has a comprehensive product portfolio and pipeline that addresses the cervical, thoracolumbar and intervertebral regions of the spine and covers a variety of spinal disorders and surgical procedures. Its principal product offerings are focused on the global market for fusion-based spinal disorder solutions. The Company believes that its products and systems are attractive to surgeons and patients due to enhanced product features and benefits that are designed to simplify surgical procedures and improve patient outcomes. Ernst & Young LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has recurring operating losses and has a working capital deficiency. In addition, the Company has not complied with certain covenants of loan agreements with its lenders and has significant debt obligations due in December 2016. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of Sept. 30, 2016, Alphatec had $96.02 million in total assets, $134.23 million in total liabilities and a total stockholders' deficit of $38.21 million. ALPHATEC HOLDINGS: No Longer Complies with Nasdaq Listing Standard ------------------------------------------------------------------ Alphatec Holdings, Inc., received a customary letter from the Nasdaq Stock Market on March 3, 2017, noting that, as a result of Siri S. Marshall's resignation as director, the Company is no longer in compliance with Nasdaq's audit committee requirements as set forth in Nasdaq Listing Rule 5605, which requires that the Audit Committee of the Board be comprised of at least three directors who meet certain independence and other requirements. As previously disclosed, on Feb. 8, 2017, Ms. Marshall resigned as a director of Alphatec and its subsidiary, Alphatec Spine, Inc. As a result of Ms. Marshall's resignation, the Audit Committee of the Board of Directors of the Company is currently comprised of only two independent directors. The letter also noted that the Company can rely on the cure period provided by Nasdaq Listing Rule 5605(c)(4), which allows the Company until the earlier of the Company's next annual meeting of stockholders or Feb. 8, 2018 (or, if the Company's next annual meeting of stockholders is held before Aug. 7, 2017, until Aug. 7, 2017) to regain compliance. The Company intends to appoint an additional independent director to the Audit Committee of the Board prior to the end of the cure period. About Alphatec Holdings Alphatec Holdings, Inc., is a medical technology company focused on the design, development and promotion of products for the surgical treatment of spine disorders. The Company has a comprehensive product portfolio and pipeline that addresses the cervical, thoracolumbar and intervertebral regions of the spine and covers a variety of spinal disorders and surgical procedures. Its principal product offerings are focused on the global market for fusion-based spinal disorder solutions. The Company believes that its products and systems are attractive to surgeons and patients due to enhanced product features and benefits that are designed to simplify surgical procedures and improve patient outcomes. Ernst & Young LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has recurring operating losses and has a working capital deficiency. In addition, the Company has not complied with certain covenants of loan agreements with its lenders and has significant debt obligations due in December 2016. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of Sept. 30, 2016, Alphatec had $96.02 million in total assets, $134.23 million in total liabilities and a total stockholders' deficit of $38.21 million. ANCHOR R&R: Taps Goe & Forsythe as General Bankruptcy Counsel ------------------------------------------------------------- Anchor R&R, LLC seeks the approval from the US Bankruptcy Court for the Central District of California, Sta Ana Division, to employ Goe & Forsythe, LLP as general bankruptcy counsel. Goe & Forsythe is expected to: a. advise and assist the Debtor with respect to compliance with the requirements of the United States Trustee; b. advise the Debtor regarding matters of bankruptcy law, including the rights and remedies of the Debtor in regard to its assets and with respect to the claims of creditors; c. represent or assist the Debtor and/or other professionals in any proceedings or hearings in the Bankruptcy Court and in any action in any other court where the Debtor's rights under the Bankruptcy Code may be litigated or affected; d. conduct examinations of witnesses, claimants, or adverse parties and to prepare and assist in the preparation of reports, accounts, and pleadings related to this Chapter 11 case; e. advise the Debtor concerning the requirements of the Bankruptcy Court and applicable rules as the same affect Debtor in this proceeding; f. assist the Debtor in negotiation, formulation, confirmation, and implementation of a Chapter 11 plan of reorganization; g. make any bankruptcy court appearances on behalf of the Debtor; and h. take other action and perform other services as the Debtor may require of the Firm in connection with this Chapter 11 case. The professionals employed by the Firm and their current hourly rates are: Professionals Hourly Rate Robert P. Goe $395.00 Marc C. Forsythe $395.00 Associates Donald W. Reid $315.00 Charity J. Miller $295.00 Legal Assistants Kerry A. Murphy $140.00 Charity J. Miller, associate of the law firm of Goe & Forsythe, attests that her firm is a disinterested person within the meaning of 11 U.S.C. Section 101(14). Furthermore, the firm does not have an interest adverse to Debtor's estate in accordance with 11 U.S.C. Section 327. The Firm can be reached through: Robert P. Goe, Esq. Charity J. Miller, Esq. GOE & FORSYTHE, LLP 18101 Von Karman Avenue, Suite 1200 Irvine, CA 92612 Telephone: (949) 798-2460 Facsimile: (949) 955-9437 Email: rgoe@goeforlaw.com cmiller@goeforlaw.com About Anchor R&R, LLC Headquartered at Garden Grove, CA, Anchor R&R, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 17-10703) on February 24, 2017. The petition was signed by Teresa Anne Roebuck, manager. At the time of the filing, the Debtor declared $10 million to $50 million in estimated assets and $1 million to $10 million in liabilities. The Debtor is represented by Charity J. Miller of Goe & Forsythe LLP. The case is presided by the Hon. Catherine E. Bauer. The Debtor listed Bohm Wildish, LLP, holding a claim of $100,000, as its lone unsecured creditor. ANDERSON SHUMAKER: Taps Crane Heyman Simon as Bankruptcy Counsel ---------------------------------------------------------------- Anderson Shumaker Company seeks approval from the U.S. Bankruptcy Court for the Northern Disctrict of Illinois to employ Scott R. Clar and the partners and the associates of Crane, Heyman, Simon, Welch & Clar as its bankruptcy counsel. Professional services to be rendered by the Counsel are: a. Prepare necessary applications, motions, answers, orders, adversary proceedings, reports and other legal papers for presentation to the Court; b. Provide the Debtor advice with respect to its rights and duties involving its property as well as its reorganization efforts; c. Appear in court and litigates any issues, when necessary; and d. Perform any or all other legal services that may be required from time to time in the ordinary course of the Debtor's business during the administration of the bankruptcy case. The current hourly rates for Crane Heyman are: Eugene Crane $510 Arthur G. Simon $510 David K. Welch $510 Scott R. Clar $510 Jeffrey C. Dan $445 Brian P. Welch $325 John H. Redfield (of counsel) $400 Scott R. Clar, partner in the law firm Crane, Heyman, Simon, Welch & Clar, attests that he and all partners and associates are "disinterested" within the meaning of Sections 1010(14) and 327 of the Bankruptcy Code. The firm can be reached through: Scott R. Clar, Esq. Brian P. Welch, Esq. CRANE, HEYMAN, SIMON, WELCH & CLAR 135 South LaSalle Street, Suite 3705 Chicago, IL 60603 Telephone: (312) 641-6777 About Anderson Shumaker Company Anderson Shumaker Company provides open die forgings and custom forgings in various shapes and finishes using stainless steel, aluminum, carbon steel and various grades of alloy steel. The Debtor filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-05206), on February 23, 2017. The Debtor is represented by Scott R. Clar, Esq. and Brian P. Welch, Esq. at Crane, Heyman, Simon, Welch & Clar. No trustee, examiner or committee of unsecured creditors has been appointed to serve in the Debtor's reorganization case. ANSWERS HOLDINGS: April 4 Combined Plan, Disclosures Hearing ------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of New York will convene a combined hearing to consider, among other things, the adequacy of the Disclosure Statement and Confirmation of the Prepackaged Chapter 11 Plan of Reorganization of Answers Holdings, Inc., and its debtor affiliates, on April 4, 2017 at 02:00 PM. Objections to the adequacy of the Disclosure Statement and confirmation of the Plan must be filed on or before March 31, 2017 at 12:00 p.m.. Any brief in support of confirmation of the Plan and reply to any objections must be filed on or before April 2, 2017 at 12:00 p.m. The Prepackaged Plan provides for the treatment of Claims against and Interests in the Debtors through, among other: (a) the issuance of New Common Stock and the Warrants; (b) the Unimpaired treatment of certain Claims and Interests; and (c) conversion of certain Claims into loans under the Exit Credit Facilities. The plan asserts that: -- holders of Allowed DIP Claims will receive their Pro Rata share of First Lien Loans; -- holders of Allowed First Lien Claims will receive their Pro Rata share of (i) Second Lien Exit Loans and (ii) 96% of the New Common Stock (subject to dilution on account of, to the extent applicable, the MIP Equity, the Exit Commitment Equity, and the Warrant Equity); -- holders of Allowed Second Lien Claims will receive their Pro Rata share of (i) 4% of the New Common Stock (subject to dilution on account of, to the extent applicable, the MIP Equity, the Exit Commitment Equity, and the Warrant Equity) and (ii) the Warrants; -- holders of Allowed General Unsecured Claims shall remain Unimpaired and paid in the ordinary course of business; -- the Interests in Holdings will be canceled; -- Intercompany Claims and Interests will be Reinstated or canceled, as applicable; and -- holders of Allowed Administrative Claims, Allowed Priority Tax Claims, Allowed Other Secured Claims, Allowed Other Priority Claims, and Allowed Professional Claims will be (a) paid in full in Cash, (b) Reinstated, or (c) otherwise rendered Unimpaired, as applicable. The formulation of a Restructuring Support Agreement and Plan is a significant achievement for the Debtors in the face of their liquidity issues and depressed operating environment. The Debtors are confident that they can implement the Plan's balance sheet restructuring to ensure the Debtors' long-term viability. To effectuate the Plan, the Debtors will pursue a prepackaged chapter 11 plan of reorganization and intend to emerge from chapter 11 pursuant to the Plan on an expedited timeline within approximately 45 days following the Petition Date on a schedule to be established by the Bankruptcy Court. The Disclosure Statement is available at: http://bankrupt.com/misc/nysb17-10496-16.pdf About Answers Holdings Answers Holdings began in February 2006 as AFCV, a portfolio of e-commerce technologies, and launched its initial question and answer platform in June 2009. In April 2011, the Company acquired the www.answers.com domain, which has since become its most trafficked website. In an effort to provide a full suite of solutions that span the customer life cycle, the Company acquired Webcollage and ForeSee in May and December, 2013, respectively. In October 2014, an investment fund managed by Apax Partners, L.P., a global private equity firm, acquired the Company through a merger. The purchase price consideration was $914 million, which included a cash equity contribution by an investment fund managed by Apax. As of the Petition Date, the Company employs 484 people in the United States and 562 individuals worldwide. Kirkland & Ellis LLP serves as counsel to the Debtors. Alvarez & Marsal North America, LLC serves as restructuring advisor to the Debtors. Rust Consulting/Omni Bankruptcy acts as the Debtors' notice and claims agent. The Chapter 11 cases are assigned to Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for Southern District of New York. ANTERO RESOURCES: S&P Affirms 'BB' CCR on Adequate Credit Metrics ----------------------------------------------------------------- S&P Global Ratings affirmed its 'BB' corporate credit rating on Denver-based exploration and production (E&P) company Antero Resources Corp. The outlook is stable. S&P also affirmed its 'BB' issue-level rating on the company's senior unsecured notes. The recovery rating remains '3', indicating S&P's expectation of meaningful (50%-70%; rounded estimate: 65%) recovery for creditors in the event of a payment default. S&P Global Ratings views Antero's business risk profile as satisfactory. Despite the company's year-over-year growth of 16% to 15.4 trillion cubic feet equivalent proved reserve base being large for the rating category, only about 45% are classified as proved developed and will require significant development spending over the next five years to convert to production. About 61% of proved reserves were natural gas and the remainder was liquids as of Dec. 31, 2016. Antero has limited geographic diversification, which can leave it vulnerable to regional, supply/demand-driven price differentials. About 85% of the company reserves were located in the Marcellus shale, with the remainder in the Utica shale in Ohio. However, S&P expects Utica shale to become a larger percentage of reserves and production over the next few years. Antero has a competitive cost structure. Relative to its gas-weighted peers, the company had cash costs (i.e., lease-operating expense; production taxes; cash general and administrative expenses; and gathering, processing, and transportation costs) of about $1.68 per thousand cubic feet equivalent (mcfe) in 2016. S&P expects Antero's cash operating costs to remain very competitive with its peers'. Antero's finding and development costs of 91 cents per mcfe in 2016 is also favorable compared with its peers. The company's three-year-average has been very strong at almost 550%. S&P revised the financial risk to significant from aggressive following its assessment that S&P no longer believes that the private equity sponsors control the company and own significantly less than 40% of Antero's common equity. Considering Antero's hedges, S&P forecasts EBITDA to be about $1.5 billion in 2017. S&P expects capital spending to be approximately $2.3 billion in 2017, which exceeds S&P's internally generated cash flow projection by approximately $1 billion. Antero Midstream is fully consolidated with Antero Resources with about a 59% stake in ownership. S&P expects the company to fund the shortfall with available capacity on the company's revolving credit facility or equity offerings. Based on S&P's assumptions, it expects funds from operations (FFO) to debt of 20% to 25% and debt to EBITDA of 3.5x to 4x at year-end 2017. S&P applies a downward adjustment of one notch for comparable rating analysis. This reflects S&P's view of the company's continuous outspend of cash flows by a significant margin relative to higher-rated peers. S&P also believes the company has a high content of proved undeveloped (PUD) reserves and high geographical concentration. In S&P's view, Antero has adequate liquidity based on S&P's expectations that the ratio of funding sources to uses will exceed 1.2x over the next two fiscal years and that sources of funds would remain in excess of uses under a scenario in which EBITDA falls by 15%. Principal liquidity sources include: -- As of Dec. 31, 2016, Antero Resources had approximately $31.6 million in cash and cash equivalents; -- As of Dec. 31, 2016, the company had availability of $2.85 billion under the revolving credit facility, which has $4 billion of commitments and $4.75 billion borrowing base. Also, $1.3 billion is available under Antero Midstream's revolving credit facility; and -- S&P expects the company to generate FFO of about $1.2 billion to $1.3 billion in 2017. Principal liquidity uses include: -- Capital spending of approximately $2.3 billion in 2017. This includes $1.3 billion for drilling and completion, $200 million for core leasehold acquisitions, and $800 million for the expansion of facilities in Antero Midstream. While the company has an aggressive capital spending plan, S&P believes that it would be able to significantly cut back on capital spending if it needed to maintain liquidity. The rating outlook on Antero is stable, indicating appropriate credit metrics for this rating based on S&P's assessment of its recent 2017 capital budget announcement. S&P could lower the ratings if Antero's cash flow expectation weakened below S&P's current expectations, such that FFO to debt fell below 12% with no near-term remedy. Given S&P's current forecast for Antero and its favorable hedge position, it considers such a decline unlikely over the next 12 months. S&P could also consider a lower rating if the company pursued a more aggressive financial policy that resulted in a deterioration of credit measures. S&P could raise the ratings if the company improved its financial risk profile by maintaining FFO to debt of greater than 30% on a sustained basis or narrowing the amount that the company outspends its cash flows at current growth prospects. APEQ MANAGEMENT: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: APEQ Management Holdings, LLC 1076 Van Buren Ave Indian Trail, NC 28079 Website: Unavailable Case No.: 17-30374 About the Company: APEQ Management is a small business debtor as defined in 11 U.S.C. Section 101(51D). The Debtor has a fee simple interest in a property located at 1076 Van Buren Ave Indian Trail, NC 28079, with a valuation of $1.45 million. Within one year before the filing of the petition in bankruptcy, the Debtor paid counsel $4,783. The estate of John Barker holds 19% equity stake in the Company. Gregory Tigani owns 81% stake in APEQ Management. Chapter 11 Petition Date: March 10, 2017 Court: United States Bankruptcy Court Western District of North Carolina (Charlotte) Judge: Hon. Craig J. Whitley Debtor's Counsel: Kenneth Love, Esq. KARRENSTEIN, LOVE, AND DILLENBECK 3410 Healy Drive #208 Winston-Salem, NC 27103 Tel: 888-465-1891 Fax: 8666298617 E-mail: consumerattorneylove@gmail.com Total Assets: $1.45 million Total Liabilities: $1.19 million The petition was signed by Gregory Tigani, member manager. The Debtor has no unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/ncwb17-30374.pdf APP D&F: Chaos Buying NOx Emission Reduction Credits for $376K -------------------------------------------------------------- APP D&F Winddown, Inc., and affiliates ask the U.S. Bankruptcy Court for the District of Delaware to authorize APP to enter into an agreement with Chaos Trading, LLC in connection with the Debtor's sale of certain nitrogen oxide emission reduction trading credits for $375,900. A hearing on the Motion is set for March 29, 2017 at 11:00 a.m. (ET). Objection deadline is March 22, 2017 at 4:00 p.m. (ET). In 1994, the South Coast Air Quality Management District ("SCAQMD") instituted a program known as Regional Clean Air Incentives Market ("RECLAIM"). RECLAIM sets a factory-wide pollution limit for each business, and lets businesses decide what equipment, processes and materials they will use to meet their emission limits. The SCAQMD maintains a list of all parties holding credits, and has authority over the purchase and trade of RECLAIM credits. The Debtor holds 5,012 pounds of NOx RECLAIM emissions reduction trading credits ("Emission Reduction Credits" or "Assets") related to its Garden Grove Facility that it cannot use now that its manufacturing operations have terminated. The Debtors first marketed the Emission Reduction Credits as part of their efforts to sell substantially all of their assets. To that end, in July 2016 the Debtors engaged Houlihan Lokey Capital, Inc., and in August, Houlihan began to solicit interest in the Debtors' businesses and substantially all of their assets ("Going Concern Sale Process"). In the months leading up to these Cases, Houlihan's professionals conducted a robust prepetition marketing process, canvassing the market and contacting 53 potential strategic and financial buyers that they believed, based on their experience and involvement in the retail apparel market, might be interested in some or all of the Debtors' businesses. After engaging in extensive negotiations with all parties, the Debtors determined that the bid submitted by Gildan Activewear SRL for the Debtors' intellectual property, wholesale inventory and, at its option, the Debtors' manufacturing and distribution facilities in La Mirada, South Gate and Garden Grove, California, as well as the Debtors' corporate headquarters in Los Angeles ("Stalking Horse Assets"), was the highest and best bid available to the Debtors. On Nov. 13, 2016, the Debtors and Gildan entered into a stalking horse asset purchase agreement for the Stalking Horse Assets. The Debtors commenced the Cases the following day. The Debtors continued the Going Concern Sale Process in bankruptcy. To that end, during the Cases, Houlihan contacted approximately 110 potential purchasers or strategic partners (57 of which had not been contacted prepetition). As a result of these efforts, at the bid deadline of Jan. 6, 2017, the Debtors received one competing bid for certain of the Stalking Horse Assets, two retail inventory liquidation bids, multiple bids for certain equipment and manufacturing facilities and four bids for unexpired real property leases. The Debtors held a robust auction on Jan. 9-10, 2017. And on Jan. 12, 2017, the Court approved the sale of the Debtors' intellectual property and the Debtors' wholesale inventory to Gildan, who prevailed at the Auction. The Gildan Sale closed on Feb. 8, 2017. The Debtors have since shut down all of their manufacturing facilities, and are continuing to market their remaining assets to create additional value for their stakeholders. Among the assets the Debtors are continuing to market in the wake of the Gildan Sale are the Emission Reduction Credits. As neither the Debtor nor the Debtors will continue operating as a going concern the Debtor has determined that a Sale of the Emission Reduction Credits is in the best interest of the Debtor and its estate. As discussed, a business holding excess RECLAIM trading credits may sell those credits to businesses that do not hold enough RECLAIM credits to meet their allocated emissions limits. They may also sell the credits to investors and speculators in RECLAIM credits. The Debtors have thus explored monetizing their Emissions Reduction Credits by selling them on the RECLAIM trading market. Because SCAQMD only permits certain licensed entities to broker RECLAIM credits for sale, the Debtor needed to work with a licensed SCAQMD broker to market and sell the Emission Reduction Credits. It consulted with two brokers in that regard. The first, Advanced Environmental Controls was only willing to assist the Debtor upon receiving an upfront payment of its brokerage fee. The second, Air Quality Consultants, Inc. ("AQC"), had approached the Debtor in August 2016 to explore the Debtor's interest in selling its Emissions Reduction Credits. AQC has over 20 years of experience in brokering RECLAIM credits under SCAQMD oversight and had conducted significant research with respect to the Debtor's Emission Reduction Credits. Critically, AQC was willing to be paid its brokerage fee out of any sale proceeds. After careful consideration of these options, the Debtor determined that it was in its best interest for AQC to broker the Sale of the Emission Reduction Credits. On Jan. 19, 2017, the Debtor began working with AQC to gauge the interest of potential purchasers of the Emissions Reduction Credits. AQC's marketing efforts resulted in two bids for the Assets. After evaluating the bids in consultation with the Broker, the Debtor determined that the Buyer's offer was the highest and best bid available for the Assets. On March 7, 2017, the Debtor entered into Sale Agreement with the Buyer. Consummation of the sale is contingent upon (i) approval of the Sale Agreement and the Sale by the board of directors of APP Winddown, LLC (the Seller's ultimate parent) ("Parent Board"), and (ii) approval of the Sale Agreement by a final order of the Bankruptcy Court, each by June 1, 2017. The salient terms of the Agreement are: a. Purchase Price: $375,900 b. Brokerage Fee: 3% or $11,277 will be deducted from the purchase price. c. Submission of Paperwork to SCAQMD: The Buyer and the Seller agree that the Broker will submit the necessary paperwork to SCAQMD within 4 business days of the Broker's receipt of such paperwork. d. SCAQMD Transfer Fees: The Buyer agrees to pay SCAQMD transfer fees of approximately $153. e. Delivery/Settlement of Funds: The purchase price plus the SCAQMD Transfer Fees ("Total Funds") are due from the Buyer to the Broker within 3 business days of the Broker's receipt of written confirmation from SCAQMD that the Assets have been transferred from the Seller's account to the Buyer's account. Within 3 days of the Broker's receipt of the Total Funds from Buyer, the Broker will release the purchase price less the Brokerage Fee to the Seller via wire transfer. f. Termination: If sale and the Sale Agreement are not (i) approved by a final order of the Bankruptcy Court by no later than June 1, 2017, or (ii) approved by the Parent Board by no later than June 1, 2017, then the sale and Sale Agreement will automatically terminate and neither the Buyer nor the Seller will have any further obligations to the other thereunder. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/APP_Winddown_628_Sales.pdf The terms of the Sale Agreement are fair and reasonable and are the product of arm's-length negotiation. Approving the Sale Agreement will commit the Buyer to purchase the assets under the Sale Agreement and ensure that the Debtor will generate substantial value for its estate in return for assets which are no longer of any use to the Debtor's operations. The Debtor thus respectfully asks that the Court authorize entry into the Sale Agreement and the Debtor's performance thereunder pursuant to the terms and conditions of the Sale Agreement. The Debtors also ask certain protections for the sale of the Assets, including authorization of the Sale free and clear of all claims, liens, interests and encumbrances. To the extent the assets are encumbered, any holders of claims, liens interests or encumbrances in or against the assets would be adequately protected as any such rights or interests would attach to the net proceeds of the sale. The Purchaser can be reached at: Mark McCormack CHAOS TRADING, LLC 225 West 39th Street, 9th Floor 747 New York, NY 10018 Telephone: (212) 610-1730 E-mail: Mark.mccormack@rnkcapital.com APP D&F Winddown, Inc., sought Chapter 11 protection (Bankr. D. Del. Case No. 16-12551) on Nov. 14, 2016. AQUION ENERGY: Hires Pachulski Stang as Counsel ----------------------------------------------- Aquion Energy, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ Pachulski Stang Ziehl & Jones LLP as counsel to the Debtor. Aquion Energy requires Pachulski Stang to: a. provide legal advice with respect to the Debtor's powers and duties as debtor in possession in the continued operation of their business and management of their property; b. prepare on behalf of the Debtor any necessary applications, motions, answers, orders, reports, and other legal papers; c. appear in Court on behalf of the Debtor; d. prepare and pursue confirmation of a plan and approval of a disclosure statement; and e. perform other legal services for the Debtor that may be necessary and proper in the bankruptcy proceedings. Pachulski Stang will be paid at these hourly rates: Partners $625-$1,245 Of Counsel $575-$995 Associates $450-$595 Paraprofessionals $325-$350 Pachulski Stang has received payments from the Debtor during the year prior to the petition date in the amount of $265,000, including the Debtor's filing fees for the bankruptcy case, in connection with the preparation of initial documents and the prepetition representation of the Debtor. Pachulski Stang will also be reimbursed for reasonable out-of-pocket expenses incurred. Laura Davis Jones, partner of Pachulski Stang Ziehl & Jones LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Pachulski Stang can be reached at: Laura Davis Jones, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor Wilmington, DE 19801 Tel: (302) 652-4100 Fax: (302) 652-4400 About Aquion Energy, Inc. Aquion Energy, Inc., based in Pittsburgh, PA, filed a Chapter 11 petition (Bankr. D. Del. Case No. 17-10500) on March 8, 2017. The Hon. Kevin J. Carey presides over the case. Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, to serve as bankruptcy counsel. Kurtzman Carson Consultants, LLC, as claims and noticing agent. In its petition, the Debtor estimated $10 million to $50 million in both assets and liabilities. The petition was signed by Suzanne B. Roski, chief restructuring officer. AQUION ENERGY: March 16 Meeting Set to Form Creditors' Panel ------------------------------------------------------------ Andy Vara, Acting United States Trustee for Region 3, will hold an organizational meeting on March 16, 2017, at 1:00 p.m. in the bankruptcy case of Aquion Energy, Inc.. The meeting will be held at: J. Caleb Boggs Federal Building 844 N. King Street 3rd Floor, Room 3209 Wilmington, DE 19801 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About Aquion Energy Aquion Energy, Inc. develops and manufactures batteries and energy storage systems. The Company offers sodium-ion batteries for use in micro-grid support, off-grid generator optimization, and grid-level energy service application. The Company sought bankruptcy protection (Bankr. D. Del., Case No. 17-10500) on March 8, 2017. The Debtor estimated $10 million to $50 million in assets and debts at the Petition Date. The petition was signed by Suzanne B. Roski, restructuring officer. Pachulski Stang Ziehl & Jones LLP represents the Debtor. Kurtzman Carson Consultants, Inc. serves as claims and noticing agent. ARIZONA ACADEMY: Amended Plan Cuts Unsecureds' Recovery to 34.44% ----------------------------------------------------------------- Arizona Academy of Science and Technology, Inc.'s first amended disclosure statement explaining its plan provides that general unsecured creditors holding claims with amounts greater than $5,000, are estimated to recover 34.44%, compared to the 37.29% estimated recovery provided under the prior version of the plan. The Amended Disclosure Statement provides that pursuant to Section 1123(a)(4) of the Bankruptcy Code, general unsecured creditors that are part of Class 6 have the right to discount their claim to an amount of $5,000 or less and be included in Class 5 for purposes of plan treatment. A creditor must make this election prior to the final plan confirmation hearing, and, by doing so, will waive any right to additional payment in excess of $5,000 on account of the unsecured claim or to receive the proposed treatment that is provided to creditors as part of Class 6. Class 5, consisting of the Allowed Unsecured Claims of Creditors in an amount less than $5,000, will be paid a pro rata share from the Debtors' Excess Cash Flow, on a quarterly basis for the four fiscal quarters of the Debtor's plan, starting the first fiscal quarter after the Effective Date of the Plan. Additionally, if the Debtor recovers funds from Charter Asset Management on account of the adversary proceeding and after payment in full of all administrative claims and the IRS Class 3 claim, the Debtor will pay any remaining funds to the Class 5 claim holders pro rata, within 60 days of receipt of any funds recovered in that action. If claims are paid in full, payment to this class shall cease immediately. Class 6, consisting of the Allowed Unsecured Claims of Creditors in an amount greater than $5,000, will be paid a pro rata share from the Debtors' Excess Cash Flow, on a quarterly basis for a four year period, starting the first fiscal quarter after payment to Class 5 is completed. Additionally, if Debtor recovers funds from CAM on account of the adversary proceeding and after payment in full of all administrative claims, IRS Class 3 claim, and Class 5 claims, Debtor will pay any remaining funds to the Class 6 claim holders pro rata, within 60 days of receipt of any funds recovered in that action. If claims are paid in full, payment to this class will cease immediately. The Debtor also discloses in the Amended Disclosure Statement that it owes its landlord, Central United Methodist Church, an administrative claim of $6,000. That amount is subject to change if any additional administrative claim is incurred prior to plan confirmation. CUMC has agreed to be paid the total amount of its administrative claim in six equal monthly payments, estimated at this time to be $1,000.00 per month, starting on the fifteenth of the month following the effective date of the plan until the fees are paid in full. If Debtor recovers any funds on its preference action against CAM, CUMC will be paid from those funds pro rata with the Firm until both are paid in full. Payment from a CAM recovery will not diminish or delay monthly payments if the amount is insufficient to pay CUMC in full. The Debtor reserved its right to object to any additional administrative claim CUMC may assert in the future. A full-text copy of the Amended Disclosure Statement dated February 17, 2017, is available at: http://bankrupt.com/misc/azb16-09573-80.pdf About Arizona Academy of Science and Technology Arizona Academy of Science and Technology, Inc., filed a Chapter 11 bankruptcy petition (Bankr. D.Ariz. Case No. 16-09573) on Aug. 18, 2016. The Hon. Scott H. Gan presides over the case. Davis Miles McGuire Gardner, PLLC, represents the Debtor as counsel. In its petition, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Grant Creech, director. Ilene J. Lashinsky, the U.S. Trustee for District of Arizona, appointed on Sept. 20 three creditors of Arizona Academy of Science and Technology, Inc., to serve on the official committee of unsecured creditors. ARLINGTON APARTMENTS: Hires Moore as Attorney --------------------------------------------- Arlington Apartments of Jackson, LLC, seeks authority from the U.S. Bankruptcy Court for the Southern District of Mississippi to employ the Law Offices of John D. Moore, P.A. as attorney to the Debtor. Arlington Apartments requires Moore to: a. advise and consult with the Debtor regarding questions arising from certain contract negotiations which will occur during the operation of business by the Debtor; b. evaluate and attack claims of various creditors who may assert security interests in the assets and who may seek to disturb the continued operation of the Debtor; c. appear in, prosecute, or defend suits and proceedings, and to take all necessary and proper steps and other matters and things involved in or connected with the affairs of the estate of the Debtor; d. represent the Debtor in court hearings and to assist in the preparation of contracts, reports, accounts, petitions, applications, orders and other papers and documents as may be necessary in this proceeding; e. advise and consult with the Debtor in connection with any reorganization plan which may be proposed in the proceeding and any matters concerning the Debtor which arise out of or follow the acceptance or consummation of such reorganization or its rejection; and f. perform such other legal services on behalf of the Debtor as they become necessary in the bankruptcy proceeding. Moore will be paid at these hourly rates: Attorney $425 Paralegal $125 Moore will be paid a retainer in the amount of $10,000, plus $1,717 filing fee. Moore will also be reimbursed for reasonable out-of-pocket expenses incurred. John D. Moore, partner of the Law Offices of John D. Moore, P.A., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Moore can be reached at: John D. Moore, Esq. LAW OFFICES OF JOHN D. MOORE, P.A. 301 Highland Park Cove, Suite B Ridgeland, MI 39158-3344 Tel: (601) 853-9131 Fax: (601) 853-9139 About Arlington Apartments of Jackson, LLC Arlington Apartments of Jackson, LLC, based in Evanston, IL, filed a Chapter 11 petition (Bankr. S.D. Miss. Case No. 17-00624) on February 22, 2017. The Hon. Edward Ellington presides over the case. John D. Moore, Esq., at the Law Offices of John D. Moore, P.A., to serve as bankruptcy counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Al Belmonte, manager. ARTISANAL 2015: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Artisanal 2015, LLC 387 Park Ave South New York, NY 10016 Case No.: 17-10570 Description of Business: A New York Corporation founded in February 2015 and led by Stephanie Schulman, managing member. Chapter 11 Petition Date: March 9, 2017 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Debtor's Counsel: Arnold Mitchell Greene, Esq. ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK, P.C. 875 Third Avenue, 9th Floor New York, NY 10022 Tel: (212) 603-6300 Fax: (212) 956-2164 Email: amg@robinsonbrog.com Estimated Assets: $10 million to $50 million Estimated Debts: $0 to $50,000 The petition was signed by Stephanie Schulman, managing member. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/nysb17-10570.pdf AVAYA INC: Extreme Networks Offers $100M for Networking Business ---------------------------------------------------------------- Avaya Inc., et al., ask the U.S. Bankruptcy Court for the Southern District of New York to approve the bidding procedures in connection with the sale of the Debtors' networking business, saying that Extreme Networks Inc. has submitted a $100 million stalking horse bid. A copy of the motion is available at: http://bankrupt.com/misc/nysb17-10089-223.pdf A hearing on the request will be held on April 4, 2017, at 10:00 a.m. prevailing Eastern Time). Objections to the request must be filed by March 28, 2017, at 4:00 p.m. prevailing Eastern Time). The proposed preliminary bid deadline is April 18, 2017, at 4:00 p.m. Eastern Time. April 27, 2017, at 4:00 p.m. Eastern Time, would be the last date by which the Debtors must serve the Contract Assumption Notice on all non-Debtor counterparties to all executory contracts or unexpired leases potentially assumed and assigned by the Debtors. On May 18, 2017, at 4:00 p.m. Eastern Time would be the deadline to object to the sale transactions and the assumption and assignment of Transferred Contracts and Assumed Leases or cure amounts. May 18, 2017, at 4:00 p.m. Eastern Time, would be the deadline by which all binding bids must be actually received pursuant to the Bidding Procedures. May 23, 2017, at 10:00 a.m. Eastern Time would be the date and time the auction, if one is needed. The sale hearing would be held on May 25, 2017. Extreme Networks' purchase price consist of: -- at least approximately $68 million in cash at closing, subject to transaction costs and adjustments, including, but not limited to, for working capital and deferred revenue, as set forth in the Stalking Horse APA; -- up to approximately $22 million in assumption by Purchaser of future obligations of non-Debtor entities under dark leases (with any reduction in the amount to be offset by an increase in cash); and -- release of up to $10 million in cash from an indemnity escrow account one year after closing. Bid protections include a purchaser expense reimbursement of $750,000 and a termination fee of $3 million, payable upon the occurrence of certain alternative transactions within one year following certain termination events. About Avaya Avaya Inc., together with its affiliates, is a multinational company that provides communications products and services, including, telephone communications, internet telephony, wireless data communications, real-time video collaboration, contact centers, and customer relationship software to companies of various sizes. The Avaya Enterprise serves over 200,000 customers, consisting of multinational enterprises, small- and medium-sized businesses, and 911 services as well as government organizations operating in a diverse range of industries. It has approximately 9,700 employees worldwide as of Dec. 31, 2016. Avaya sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-10089) on Jan. 19, 2017. Seventeen Avaya affiliates also filed separate petitions, signed by Eric S. Koza, CFA, chief restructuring officer, on Jan. 19, 2017. Judge Stuart M. Bernstein presides over the cases. The Debtors have hired Kirkland & Ellis LLP as legal counsel, Centerview Partners LLC as investment banker, Zolfo Cooper LLC as restructuring advisor, PricewaterhouseCoopers LLP as auditor, KPMG LLP as tax and accountancy advisor, The Siegfried Group, LLP as financial services consultant. William K. Harrington, the U.S. Trustee for Region 2, on Jan. 31, 2017, appointed seven creditors of Avaya Inc. to serve on the official committee of unsecured creditors. BAERG REAL PROPERTY: Fannie Mae Objects to Disclosure Statement --------------------------------------------------------------- Fannie Mae filed an objection to Baerg Real Property Trusts's proposed disclosure statement in support of the Debtor's plan of reorganization, dated Jan. 22, 2017. The Debtor is embroiled in litigation with Garland Solution, LLC, with whom it executed an Earnest Money Contract in Feb 2015 for the sale of the four Properties to Garland. Upon information and belief, the total sale price under that Earnest Money Contract was well in excess of the outstanding amounts owed to Fannie Mae and, upon information and belief, the Debtor's intent was to close the sale under the Earnest Money Contract in time to use the proceeds from that transaction to repay its outstanding obligations to Fannie Mae. However, for reasons that are still disputed as between the Debtor and Garland, the transaction did not close. The failure of the Earnest Money Contract spawned litigation in the federal district court, which litigation was stayed upon the Debtor’s bankruptcy filing. Fannie Mae complains that the disclosure statement fails to articulate the range of possible outcomes of the Garland Litigation. This is a critical hole in the disclosure statement, as the Debtor utterly fails to articulate how the Debtor plans to reorganize or liquidate under those alternative scenarios. The disclosure statement also contains certain other deficiencies that should be addressed: -- The plan and disclosure statement do not disclose the potential impact of the Garland Litigation on the Debtor’s ability to sell the Properties or refinance the outstanding loans if the lawsuit is not resolved (including any appeals) prior to the Effective Date of the Plan. -- Upon information and belief, the allowed claims of local taxing authorities are treated under Class 2 of the plan; however, the plan does not define the term "Tax Claim," which is used in the definition of Secured Tax Claims, and employs the overlapping terms "Administrative Tax Claim" and "Priority Tax Claim." -- The plan does not define the term "Priority Claim," which is employed to describe the claims treated in Class 1 under the plan. -- The plan and disclosure Statement should be updated to reflect the payment of the 2016 property taxes and an estimate of the 2017 property taxes to be treated as Class 2 Claims under the plan. Based on this premise, Fannie Mae requests that the Court (i) deny approval of the disclosure statement to the extent it concludes the plan is unconfirmable or, in the alternative, approve the disclosure statement only after the Debtor has cured the informational deficiencies identified herein; and (ii) grant such other and further relief as the Court may deem just and proper. Attorneys for Fannie Mae: Michael P. Cooley, Esq. Jay L. Krystinik, Esq. BRYAN CAVE 2200 Ross Avenue, Suite 3300 Dallas, Texas 75201 (214) 721-8000 (Telephone) (214) 721-8100 (Facsimile) Email: michael.cooley@bryancave.com jay.krystinik@bryancave.com About Baerg Real Property Trust Baerg Real Property Trust dba Lake Bluffs Apartments dba Lakeview Village dba The Woods Apartments dba Oakway Manor Apartments filed a Chapter 11 petition (Bankr. N.D. Tex. Case No 16-33793) on Sept. 29, 2016. The petition was signed by Hal Baerg, Jr., trustee. The Debtor is represented by Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC. The case is assigned to Judge Barbara J. Houser. The Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. BAERG REAL PROPERTY: Garland Solution Wants Disclosures Denied -------------------------------------------------------------- Garland Solution, LLC, objects to the disclosure statement and plan of reorganization filed by Baerg Real Property Trust, dated Jan. 22, 2017. On Feb. 28, 2014, the Debtor entered into an Earnest Money Contract to sell to Garland Solution all four of the Apartment Complexes. The goal was to close the sale near the maturity date of the mortgages on the Apartment Complexes which was not until June 30, 2016. In the 28 months between the signing of the Sale Contract and closing, Garland Solution paid over $1,400,000 for improvements and repairs to the Apartment Complexes. Shortly before the closing was to occur in June 2016, a dispute arose between the Debtor and Garland Solution. No closing occurred and a lawsuit and counterclaims were filed with each side claiming the other had breached the Sale Contract. Garland Solution asserts that the Debtor initiated the Litigation to avoid the closing under the Sale Contract. Based upon the improvements made to the Apartment Complexes by Garland Solution, and the increase in real property values over this period, the Apartment Complexes had appreciated considerably in value since the agreements were entered. As such, the Baergs no longer wished to sell the Apartment Complexes. Garland Solution complains that the disclosure statement suggests that the Debtor is attempting to gerrymander an accepting impaired class by excluding Garland Solution from the class of general unsecured creditors. The Debtor's plan and disclosure statement also consistently refer to a possible future sale of the Apartment Complexes. However, it fails to make clear that a future sale of the Apartment Complexes to any party other than Garland Solution is only possible if the Court rules in favor of the Debtor in the Adversary proceeding. In addition, the disclosure statement and plan classify Garland Solution alone in Class 7. Any monetary claim Garland Solution may be entitled to as damages, fees, and/or costs will be a general unsecured claim against the Debtor, therefore Garland Solution should be in Class 6 with all other general unsecured claimants. Thus, Garland Solution prays that the Court sustain its objections to the Debtor's disclosure statement, deny the sufficiency of the disclosure statement as it lacks adequate information as required by 11 U.S.C. section 1125, and grant Garland Solution such other and further relief to which it may be justly entitled. Attorneys for Garland Solution, LLC: Charles B. Hendricks, Esq. Emily S. Wall, Esq. CAVAZOS, HENDRICKS, POIROT & SMITHAM, P.C. Suite 570, Founders Square 900 Jackson Street Dallas, TX 75202 Direct Dial: (214) 573-7302 Fax: (214) 573-7399 Email: chuckh@chfirm.com Email: ewall@chfirm.com About Baerg Real Property Trust Baerg Real Property Trust dba Lake Bluffs Apartments dba Lakeview Village dba The Woods Apartments dba Oakway Manor Apartments filed a Chapter 11 petition (Bankr. N.D. Tex. Case No 16-33793) on Sept. 29, 2016. The petition was signed by Hal Baerg, Jr., trustee. The Debtor is represented by Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC. The case is assigned to Judge Barbara J. Houser. The Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. BARSTOW MANAGEMENT: Seeks to Hire Lindauer as Legal Counsel ----------------------------------------------------------- Barstow Management LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire Joyce W. Lindauer Attorney, PLLC to give legal advice regarding its duties under the Bankruptcy Code, assist in the preparation of a bankruptcy plan, and provide other legal services. The hourly rates charged by the firm are: Joyce Lindauer $350 Sarah Cox $195 Jamie Kirk $195 Jeffery Veteto $185 Dian Gwinnup $105 Joyce Lindauer, Esq., owner of the firm, disclosed in a court filing that she and other members of the firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce W. Lindauer, Esq. Sarah M. Cox, Esq. Jamie N. Kirk, Esq. Jeffery M. Veteto, Esq. Joyce W. Lindauer Attorney, PLLC 12720 Hillcrest Road, Suite 625 Dallas, TX 75230 Tel: (972) 503-4033 Fax: (972) 503-4034 About Barstow Management LLC Barstow Management LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N. D. Texas Case No. 17-30401) on February 3, 2017. The petition was signed by Michael Robinson, president. The case is assigned to Judge Stacey G. Jernigan. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. BAYWAY HAND: Trustee's Sale of J.V. Car Wash Property for $43K OK'd ------------------------------------------------------------------- Judge Michael B. Kaplan of the U.S. Bankruptcy Court for the District of New Jersey authorized the sale by Donald V. Biase, Chapter 11 Trustee for Bayway Hand Car Wash Corp., Harlem Hand Car Wash Corp., J.V. Car Wash, Ltd., and Webster Hand CarWash Corp., of JV Car Wash's equipment and inventory to Paul Ritter for $43,000. A hearing on the Motion was held on Feb. 27, 2017 at 10:00 a.m. The sale is free and clear of all liens, claims and encumbrances. The Order will not be stayed pursuant to F.R.B.P. 6004(h) and the parties may close immediately. Time is of the essence, the parties acknowledge that a prompt closing is necessary to preserve the value of the property and that the closing must occur and all items must be taken by the Buyer no later than March 20, 2017. Efrin Castro be and is approved as a backup bidder and the Trustee is authorized to sell the assets to Castro for the sum of $42,000 in the event the Buyer fails to timely close on the sale of the assets. About Bayway Hand Car Wash Bayway Hand Car Wash Corp. sought Chapter 11 protection (Bankr. D.N.J. Case No. 13-32632) on Oct. 17, 2013. The petition was signed by Jose L. Vazquez, president. The Debtor estimated assets and liabilities of less than $50,000. The Debtor tapped Russell J. Passamano, Esq., at Decotiis, Fitzpatrick, Cole and Wisler as counsel. BELIEVERS BIBLE: Wants Plan Filing Extended to July 3 ----------------------------------------------------- Believers Bible Christian Church asks the U.S. Bankruptcy Court for the Northern District of Georgia for a 90-day extension of its plan filing deadline through July 3, 2017 and its plan solicitation deadline through August 1, 2017. This is the Debtor's second exclusivity motion. Absent an extension, the Debtor's plan filing deadline is slated to expire on April 3, 2017, and its plan solicitation deadline on May 3, 2017. The Debtor explains it is still attempting to negotiate a plan with its major creditors as well as a real estate sale with potential buyers. About Believers Bible Christian Church Believer's Bible Christian Church, Inc., filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 08-61958) on September 2, 2016. The petition was signed by Theo A. McNair Jr., president. The Debtor is represented by Macey, Wilensky & Hennings, LLC. The Debtor estimated assets and debts ranging from $1 million to $10 million each, at the time of the filing. The Office of the U.S. Trustee on Oct. 6 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Believer's Bible Christian Church, Inc. BLACKTHORN BREWING: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Blackthorn Brewing, LLC dba Rinn Duin Brewing 1540 Route 37 W Toms River, NJ 08755-5055 Case No.: 17-14835 About the Company: Blackthorn Brewing LLC, dba Rinn Duin Brewing -- www.rinnduinbrewing.com -- is a family-owned brewery company inspired by the Town family's indubious heritage, originating from County Roscommon, Ireland. It opened its doors on Jan. 23, 2014. Chapter 11 Petition Date: March 12, 2017 Court: United States Bankruptcy Court District of New Jersey (Trenton) Judge: Hon. Michael B. Kaplan Debtor's Counsel: Timothy P. Neumann, Esq. BROEGE, NEUMANN, FISCHER & SHAVER, LLC 25 Abe Voorhees Drive Manasquan, NJ 08736 Tel: 732-223-8484 Fax: 732-223-2416 E-mail: timothy.neumann25@gmail.com tneumann@bnfsbankruptcy.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Richard Town, managing member. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/njb17-14835.pdf BMW PARTNERSHIP: R. Walding Blocks Approval of Disclosure Statement ------------------------------------------------------------------- Raymond Fred Walding objects to the disclosure statement filed by Trustee D. Parker Sweet on behalf of BMW Partnership, LLP. Mr. Walding complains, among other things, that the disclosure statement does not contain a description of assets and their value other than today that all such assets, whatever they may be, have no value. Further, no information is provided concerning the source of information and to the extent, any information is provided, the Trustee disclaims its accuracy and completeness. Given the history of unintended consequences concerning the estate and related debtors, the Disclosure Statement does not discuss or address tax liabilities that may be created for third parties by the complete liquidation of the Debtor’s assets, or the possibility of mitigating those consequences. For these reasons, Mr. Walding asks that the Court withhold its approval of the Disclosure Statement filed by the Trustee unless and until such Disclosure Statement is amended to address the issues raised in this objection. Attorney for Raymond Fred Walding: Barry A. Friedman Post Office Box 2394 Mobile, Alabama 36652 Telephone: 251-439-7400 Three creditors filed an involuntary petition against BMW Partnership, LLP, for relief under Chapter 7 of the Bankruptcy Code on June 13, 2012, in the U.S. Bankruptcy Court for the Southern District of Alabama. An order for relief was entered by consent. The case was converted to Chapter 11. D. Parker Sweet is the Chapter 11 Trustee. The Chapter 11 case is BMW Partnership, LLP, Case No. 12-02056 (Bankr. S.D. Ala.). BRIGHT MOUNTAIN: Inks Deal to Buy Daily Engage Media for $4.9-Mil. ------------------------------------------------------------------ Bright Mountain Media, Inc. entered into a membership interest purchase agreement with Daily Engage Media Group LLC, a New Jersey limited liability company, and its members Harry G. Pagoulatos, George G. Rezitis and Angelos Triantafillou on March 3, 2017. Under the terms of the Purchase Agreement, at closing the Company will purchase all of the membership interests in Daily Engage Media from the Members for $4.9 million which will be paid $1.95 million in cash and $2.95 million in shares of the Company's common stock to be valued at the public offering price. The closing of the acquisition is subject to a number of conditions precedent, including, but not limited to, the closing of the Company's pending public offering. Launched in 2015, Daily Engage Media is an ad network that connects advertisers with approximately 200 digital publications worldwide. A full-text copy of the Membership Interest Purchase Agreement is available for free at https://is.gd/8TfrYY About Bright Mountain Based in Boca Raton, Fla., Bright Mountain Media, Inc., a media holding company, owns and manages Websites in the United States. It operates through two segments, Product Sales and Services. The company develops Websites, which provide information and news to military, law enforcement, first responders, and other public sector employees; and information, including originally written news content, blogs, forums, career information, and videos. As of Sept. 30, 2016, Bright Mountain had $2.20 million in total assets, $512,694 in total liabilities and $1.69 million in total shareholders' equity. "The Company sustained a net loss of $1,989,265 and used cash in operating activities of $1,394,127 for the nine months ended September 30, 2016. The Company had an accumulated deficit of $8,147,020 at September 30, 2016. These factors raise substantial doubt about the ability of the Company to continue as a going concern for a reasonable period of time. The Company's continuation as a going concern is dependent upon its ability to generate revenues and its ability to continue receiving investment capital and loans from related parties to sustain its current level of operations," as disclosed in the Company's quarterly report for the period ended Sept. 30, 2016. BROADVIEW NETWORKS: BlackRock Ceases to be 5% Shareholder --------------------------------------------------------- BlackRock, Inc. disclosed in a regulatory filing with the Securities and Exchange Commission that as of Feb. 28, 2017, it beneficially owns 322,039 shares of common stock of Broadview Networks Holdings Inc. representing 3.2 percent of the shares outstanding. A full-text copy of the Schedule 13G/A is available for free at https://is.gd/aUaNwm About Broadview Networks Rye Brook, N.Y.-based Broadview Networks Holdings, Inc., is a communications and IT solutions provider to small and medium sized business ("SMB") and large business, or enterprise, customers nationwide, with a historical focus on markets across 10 states throughout the Northeast and Mid-Atlantic United States, including the major metropolitan markets of New York, Boston, Philadelphia, Baltimore and Washington, D.C. Broadview Networks reported a net loss of $9.79 million in 2015, a net loss of $9.22 million in 2014 and a net loss of $8.48 million in 2013. As of Sept. 30, 2016, Broadview had $207.6 million in total assets, $217.1 million in total liabilities and a total stockholders' deficiency of $9.48 million. BUMBLE BEE: Moody's Lowers Corporate Family Rating to Caa2 ---------------------------------------------------------- Moody's Investors Service downgraded Bumble Bee Holdings, Inc.'s Corporate Family Rating (CFR) and Probability of Default Rating (PDR) to Caa2 from B3 and to Caa2-PD from B3-PD, respectively. As a result of this rating action, the company's senior secured notes due December 2017 were downgraded to Caa2 from B3 and its senior unsecured Holdco PIK Toggle notes due March 2018 held at Bumble Bee Holdco S.C.A. were downgraded to Ca from Caa2. The outlook has been changed to rating under review from negative. The downgrade primarily reflects the increased probability of default as all of Bumble Bee's debt will mature within approximately one year. The review for downgrade will consider the company's ability to address all of its near-term debt maturities, including its unrated ABL that expires on June 15, 2017. "Bumble Bee's ratings will continue to face pressure until the company addresses its debt maturities. Moody's understand the company may need to wait for resolution from the DOJ prior to refinancing, but as each day goes by and existing debt maturities near, the risk of default increases," says Moody's Vice President Brian Silver. The following ratings have been downgraded at Bumble Bee Holdings, Inc. and placed on review for further downgrade: Corporate Family Rating to Caa2 from B3; Probability of Default Rating to Caa2-PD from B3-PD; $485.1 million 9% senior secured notes due December 2017 to Caa2 (LGD4) from B3 (LGD4); The rating outlook has been changed to rating under review from negative. The following rating was downgraded at Bumble Bee Holdco S.C.A., a parent company of Bumble Bee Holdings, Inc., and placed on review for further downgrade: $133 million senior unsecured Holdco PIK toggle notes due March 2018 to Ca (LGD6) from Caa2 (LGD6). RATINGS RATIONALE Bumble Bee's Caa2 Corporate Family Rating (CFR) and Caa2-PD Probability of Default Rating (PDR) largely reflect the company's near-term refinancing risk and Moody's expectation for an average recovery in a default scenario. The company's ABL is set to mature on June 15, 2017, its secured notes mature on December 15, 2017, and its HoldCo PIK toggle notes mature on March 15, 2018. To date, there has not yet been any resolution with respect to the company's ongoing legal overhang from both the US Department of Justice (DOJ) investigation into potential antitrust violations in the packaged seafood industry (with no claims asserted at this time) and a number of civil class action complaints alleging violations of the Sherman Antitrust Act. The rating also incorporates Bumble Bee's high financial leverage, aggressive financial policies, limited category diversification, and the commodity-like nature of the North American shelf stable seafood industry. The rating is supported by Bumble Bee's top-tier position in the North American shelf stable seafood category, well-established brand names, and low cost sourcing capabilities. In addition, the rating benefits from Bumble Bee's historical ability to maintain relatively healthy margins in a challenging operating environment, given its ability to raise/maintain prices and focus on cost saving initiatives. The rating incorporates Moody's expectations that the company will generate positive free cash flow during the next twelve months and continue to pay down debt over time, but liquidity remains weak due to the upcoming debt maturities. The ratings could be downgraded if Bumble Bee's liquidity continues to deteriorate and the company fails to refinance its near-term debt obligations and/or if there is a material adverse resolution stemming from litigation matters. Alternatively, the ratings could be upgraded if Bumble Bee is able to successfully refinance its upcoming debt obligations while maintaining at least an adequate liquidity profile. The principal methodology used in these ratings was Global Packaged Goods published in January 2017. Bumble Bee Holdings, Inc. ("Bumble Bee"), headquartered in San Diego, California, is believed to be the largest producer and marketer of shelf stable seafood in North America and maintains a leading share in many segments of the US and Canadian shelf stable seafood categories, including albacore tuna, light meat tuna, salmon, sardines, clams and other specialty seafood products. The company's products are primarily branded under the Bumble Bee name in the US and Clover Leaf and Brunswick names in Canada. Bumble Bee was acquired by Lion Capital in December 2010. Bumble Bee's revenues for the twelve months ending October 1, 2016 were approximately $919 million. CAMBER ENERGY: Positioned for Growth After Industry Downturn ------------------------------------------------------------ Camber Energy, Inc., has updated its investor presentation for March 2017. The Company believes it is well positioned for high-growth trajectory following the prolonged industry downturn that began in late 2014. The Company also disclosed events that occurred in the past five years: * In December 2012, Lucas Energy appointed T. Schnur as new CEO; completed $4 million non-core asset sale * In August/September 2013, Lucas restructured its term loan; completed $3.5 million equity raise * In March/September 2014, the Company raised $2 million equity; restructured term loan; completed cost containment program * In January 2015, it sourced various transaction alternatives * In September 2015, the Company amended LOC & Sr. Secured Note; regains compliance with NYSE MKT Listing * In February 2016, WTI hits $26/bbl Low * In August 2016, Lucas entered into an agreement to fund EF Shale Development * In November 2016, the Company completed Second Tranche of SPA with Discover Growth Fund * In January/February 2017, the Company acquired approximately 16,600 net acres in emerging Hz San Andres Play of Permian Basin A full-text copy of the Updated Investor Presentation is available on the Company's website at www.camber.energy and on the the Securities and Exchange Commission's website at: https://is.gd/9YZlrg About Camber Energy, Inc. Based in Houston, Texas, Camber Energy (NYSE MKT: CEI) is a growth-oriented, independent oil and gas company engaged in the development of crude oil and natural gas in the Austin Chalk and Eagle Ford formations in south Texas, the Permian Basin in west Texas, and the Hunton formation in central Oklahoma. Lucas Energy changed its name to Camber Energy, Inc., effective Jan. 5, 2017, to more accurately reflect the Company's strategic shift from its Austin Chalk and Eagleford roots to an expanding addition of shallow oil and gas reserves with longer-lived, lower-risk production profiles. Lucas Energy reported a net loss of $25.4 million for the year ended March 31, 2016, compared to a net loss of $5.12 million for the year ended March 31, 2015. As of Dec. 31, 2016, Camber Energy had $71.34 million in total assets, $49.12 million in total liabilities and $22.21 million in total stockholders' equity. Hein & Associates LLP, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2016, citing that the Company has incurred significant losses from operations and had a working capital deficit of $9.6 million at March 31, 2015. These factors raise substantial doubt about the Company's ability to continue as a going concern. CANADIAN ENERGY: S&P Raises CCR to 'B' on Credit Metrics Forecast ----------------------------------------------------------------- S&P Global Ratings said it raised its long-term corporate credit rating, on Calgary, Alta.-based consumable chemical solutions provider Canadian Energy Services & Technology Corp. (CES) to 'B' from 'B-, and raised its senior unsecured debt issue rating to 'B' from 'B-'. The outlook is stable. The recovery rating on the existing C$300 million unsecured notes is unchanged at '4', and represents average (30%-50%; rounded estimate 35%) recovery in S&P's default scenario. At the same time, S&P Global Ratings assigned its 'B' issue-level and '4' recovery ratings to the company's proposed C$300 million senior unsecured notes. "The upgrade primarily reflects our expectation of improved projected revenue and cash flow for CES," said S&P Global Ratings credit analyst Michelle Dathorne. Based on stronger cash flow generation, S&P estimates the company's fully adjusted, weighted-average FFO-to-debt ratio will strengthen and remain above 20% under S&P's base-case scenario. S&P expects CES will also continue to maintain an adequate liquidity profile. S&P revised CES' financial risk profile assessment to aggressive from highly leveraged based on S&P's expectation of improved cash flow and leverage measures. S&P expects the company's balance-sheet debt to be relatively stable as the proposed refinancing replaces existing senior unsecured notes. S&P has also increased its revenues and cash flow estimates for the 2017-2019 cash flow forecast period, based on improved drilling activity, and the incremental revenue and cash flows from CES' 2016 acquisition of Catalyst Oilfield Services, LLC. S&P believes there is ample cushion in its base-case scenario to accommodate a 50% reduction in projected revenue growth, without compromising the company's financial risk profile and S&P's 'B' rating. Assuming CES' capital spending increases in tandem with S&P's projected increase in Canadian and U.S. drilling activity, S&P estimates the company will generate nominal free operating cash flow during its 2017-2019 cash flow forecast period. The stable outlook reflects S&P Global Ratings' view that CES will generate sufficient cash flow to maintain its fully adjusted, three-year (2017-2019), weighted-average FFO-to-debt ratio above 20%. The recent rebound in crude oil and natural gas drilling activity, which S&P assumes should be sustained under its hydrocarbon price assumptions, underpins S&P's revenue and cash flow growth assumptions for the company. S&P would lower the ratings if CES' cash flow generation materially underperforms S&P's base-case scenario; and its fully adjusted FFO-to-debt ratio fell below 20%, and S&P expected it to remain below this threshold. Although unlikely in the near term, aggressive financing of growth (for instance, through acquisitions) or aggressive shareholder-friendly initiatives that increase leverage without prospects for rapid deleveraging would also lead S&P to revisit its ratings and outlook. A positive rating action, which S&P views as unlikely during its 12-month outlook period, would depend on CES improving its overall business risk profile through operational or geographic diversification. For example, if the company significantly increases its product and geographic diversity and reduces its revenue exposure to the volatile drilling cycle, while maintaining relatively stable credit measures, S&P could reassess its business risk profile assessment. Because S&P believes CES' narrow scope of operations limits its credit profile and rating upside, improving cash flow and leverage metrics would not be sufficient to support an upgrade. CARRIERWEB LLC: Taps Lamberth Cifelli Ellis & Nason as Counsel -------------------------------------------------------------- CarrierWeb, LLC seeks authority from the U.S. Bankruptcy Court for the Northern District of Georgia, Atlanta Division, to employ Lamberth, Cifelli, Ellis & Nason, P.A., as counsel for the Debtor. The Debtor relates it is necessary to retain attorneys: (a) To advise, assist, and represent the Debtor with respect to its rights, powers, duties, and obligations in the administration of this case; (b) To advise, assist, and represent the Debtor with regard to any claims and causes of action or rights to recovery which the estate may have against various parties and to institute appropriate adversary proceedings or other litigation with regard to such claims and causes of action; (c) To advise, assist, and represent the Debtor with regard to investigation of the desirability and feasibility of the rejection or assumption and potential assignment of any executory contracts or unexpired leases, and to advise, assist, and represent the Debtor with regard to liens and encumbrances asserted against property of the estate; (d) To advise, assist, and represent the Debtor in connection with all applications, motions, or complaints concerning relief from stays, disposition or other use of assets of the estates, and other similar matters; (e) To advise, assist, and represent the Debtor with regard to the preparation, drafting, and negotiation of a plan and accompanying disclosure statement, or negotiation with other parties presenting a plan and accompanying disclosure statement; and/or to advise, assist, and represent the Debtor in connection with the sale or other disposition of any assets of the estate, including without limitation the investigation and analysis of the alternative methods of effecting same; employment of auctioneers, appraisers, or other persons to assist with regard thereto; negotiations with prospective purchasers and the evaluation of any offers received; the drafting of appropriate contracts, instruments of conveyance, and other documents with regard thereto; the preparation, filing, and service as required of appropriate motions, notices, and other pleadings as may be necessary to comply with the Bankruptcy Code with regard to all of the foregoing; and representation of the Debtor in connection with the consummation and closing of any such transactions; (f) To prepare pleadings, applications, motions, reports, and other papers incidental to administration, and to conduct examinations as may be necessary pursuant to Bankruptcy Rule 2004 or as otherwise permitted under applicable law; (g) To provide support and assistance to the Debtor with regard to the proper receipt, disbursement, and accounting for funds and property of the estates; (h) To provide support and assistance to the Debtor with regard to the review of claims against the Debtor, the investigation of amounts properly allowable and the appropriate priority or classification of same, and the filing and prosecution of objections to claims as appropriate; (i) To perform any and all other legal services incident or necessary to the proper administration of this case and the representation of the Debtor in the performance of its duties and exercise of its rights and powers under the Bankruptcy Code. G. Frank Nason, IV attests that none of the firm's members or employees has any "connection" within the meaning of that term under Federal Rule of Bankruptcy Procedure 2014(a) with the Debtor, creditors, any other party in interest, their respective attorneys and accountants, the United States Trustee, or any person employed in the Office of the United States Trustee. To the best of his knowledge, no member or employee of Lamberth Cifelli is a relative of the Bankruptcy Judge in this case or a relative of the United States Trustee or an employee of the Office of the United States Trustee. The Firm charges a reasonable fee, taking into account the time and value of services rendered. Currently, time is generally charged at rates ranging from $250 to $495 per hour for attorney time and $110 to $195 per hour for paralegal time. The Firm's hourly rates are: J. Michael Lamberth ($495.00 per hour) James Craig Cifelli ($495.00 per hour) G. Frank Nason, IV ($395.00 per hour) Gregory D. Ellis ($450.00 per hour) Stuart F. Clayton, Jr. ($360.00 per hour) Sharon K. Kacmarcik ($350.00 per hour) The Firm can be reached through: G. Frank Nason IV, Esq. LAMBERTH, CIFELLI, ELLIS & NASON, P.A. 1117 Perimeter Center West, Suite W212 Atlanta, GA 30338 Tel: (404) 262-7373 Fax: (404) 262-9911 About CarrierWeb, LLC Headquartered in Smyrna, GA, CarrierWeb, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N. D. of GA Case No. 17-54087) on March 6, 2017. The petition was signed by R. Fenton-May, manager. At the time of the filing, the Debtor disclosed $1 million to $10 million in estimated assets and $10 million to $50 million in estimated liabilities. The Debtor is represented by G. Frank Nason, IV, Esq. of Lamberth, Cifelli, Ellis & Nason, P.A. CEB INC: S&P Removes 'BB' CCR From CreditWatch Neg. on Acquisition ------------------------------------------------------------------ S&P Global Ratings said it removed its ratings, including the 'BB' corporate credit rating, on CEB Inc. from CreditWatch, where S&P's had placed them with negative implications on Jan. 5, 2017, and affirmed the ratings. The rating outlook is stable. S&P's analysis for CEB contemplates the acquisition by Gartner closes successfully and Gartner fully absorbs CEB and refinances the debt at CEB with debt at Gartner. CEB Inc. announced that it has entered into a definitive agreement in which Gartner Inc. will acquire all of its outstanding shares. "The corporate credit rating and stable outlook incorporate our expectation that Gartner will integrate CEB Inc. and realize various synergies over the next two years," said S&P Global credit rating analyst Elton Cerda. Additionally, the rating incorporates S&P's view that Gartner will use most of its domestic generated free operating cash flow (FOCF) to repay debt while suspending share repurchases and large acquisitions until it returns to its target leverage of 2x-3x. The stable outlook on CEB reflects S&P's expectation that CEB's acquisition by Gartner will close and the combined company will reduce its adjusted debt leverage to below 4x by 2018, primarily due to organic EBITDA growth, realization of synergies, and debt repayment. CHINACAST EDUCATION: Recovery for Unsecureds Unknown Under Plan --------------------------------------------------------------- ChinaCast Education Corporation filed with the U.S. Bankruptcy Court for the Southern District of New York a disclosure statement dated March 1, 2017, referring to the Debtor's plan of reorganization. Class 6 General Unsecured Claims -- estimated at $12,367,282 -- is impaired by the Plan. Estimated recovery for this class is unknown. Shares in assets remaining after unclassified claims and Classes 1-3 are paid in full pari passu with Classes 4 and 5. Unless otherwise provided in the Plan, the Debtor and the Litigation Trust, as applicable, will use the proceeds of the DIP Financing and other funds held by the Debtor on the Effective Date, (i) to make cash distributions required by the Plan on the Effective Date, (ii) to fund the Administrative Reserve to the extent necessary to satisfy Section 1129(a)(11) of the Bankruptcy Code, (iii) to pay other expenses of the Chapter 11 Case, to the extent so ordered by the Court, and (iv) for general purposes to fund the Litigation Trust. The Disclosure Statement is available at: http://bankrupt.com/misc/nysb16-13121-41.pdf About Chinacast Education Chinacast Education Corp. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 16-13121) on Nov. 9, 2016. The petition was signed by Douglas Woodrum, chief financial officer. The case is assigned to Judge Mary Kay Vyskocil. Klestadt Winters Jureller Southard & Stevens, LLP represents the debtor as its bankruptcy counsel. At the time of the filing, the Debtor estimated its assets at $500 million to $1 billion and debts at $10 million to $50 million. The Office of the U.S. Trustee has not yet appointed an official committee of unsecured creditors. COMSTOCK MINING: Posts $12.96 Million Net Loss for 2016 ------------------------------------------------------- Comstock Mining Inc. filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $12.96 million on $5.07 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss of $10.45 million on $18.49 million of total revenues for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Comstock had $33.84 million in total assets, $19.42 million in total liabilities and $14.41 million in total stockholders' equity. Total current assets were $8.0 million at Dec. 31, 2016. Cash and cash equivalents on hand at Dec. 31, 2016 totaled $0.2 million. The Company had no inventories, stockpiles, or mineralized material on leach pad. Subsequent to Dec. 31, 2016 the Company issued an 11% Senior Secured Debenture due 2021 in an aggregate principal amount of $10,723,000, entered into a Securities Purchase Agreement. The Debenture is secured by (1) the pledge of equity interests in the Subsidiaries and (2) substantially all of the assets of the Company and the Subsidiaries pursuant to the Security Agreement. The use of proceeds included refinancing substantially all of the Company's then current obligations, and provided over $1 million for certain drilling and development activities and general corporate purposes. The Company's current capital resources include cash and cash equivalents and other working capital resources, certain planned, non-mining asset sales with expected net proceeds of over $7 million and existing financing arrangements, including an at-the-market offering program with International Assets Advisory LLC. While the Company has been successful in the past in obtaining the necessary capital to support its operations, including registered equity financings from its existing shelf registration, borrowings, or other means, there is no assurance that the Company will be able to obtain additional equity or other financing, if needed. The Company believes it will have sufficient funds to sustain operations during the next twelve months as a result of the sources of funding described above. During the twelve months ended Dec. 31, 2016, the Company prioritized the continued reduction of all non-mining costs and including general and administrative, targeting $8.0 million of savings from reduced labor, legal, consulting and other general corporate expenditures, as compared to 2015. The Company plans to sell non-mining related lands, buildings and water rights, valued at over $15 million, with expected net cash proceeds of over $14 million. These proceeds will eliminate debt obligations and strengthen the financial position of the Company. In the second and third quarters of 2016, the Company sold surface mining equipment, no longer required in our mine plans, for approximately $2 million that was used to significantly reduce the financing obligations associated with Caterpillar Finance. These combined actions should eliminate all or substantially all of the Company's debt obligations in the next twelve months. There is no assurance that the Company will be able to sell those assets on favorable terms, or at all. A full-text copy of the Form 10-K is available for free at: https://is.gd/OE8KZS About Comstock Mining Virginia City, Nev.-based Comstock Mining Inc. is a Nevada-based, gold and silver mining company with extensive, contiguous property in the historic Comstock district. The Company began acquiring properties in the Comstock District in 2003. Since then, the Company has consolidated a substantial portion of the Comstock district, secured permits, built an infrastructure and brought the exploration project into test mining production. The Company continues acquiring additional properties in the Comstock district, expanding its footprint and creating opportunities for exploration and mining. The goal of the Company's strategic plan is to deliver stockholder value by validating qualified resources (measured and indicated) and reserves (probable and proven) of 3,250,000 gold equivalent ounces by 2013, and commencing commercial mining and processing operations by 2011, with annual production rates of 20,000 gold equivalent ounces. CONCORDIA INTERNATIONAL: Will Release Q4 & 2016 Results on March 15 ------------------------------------------------------------------- Concordia International Corp. intends to release its fourth quarter and year-end 2016 financial results before market open on Wednesday, March 15, 2017. The Company will subsequently hold a conference call that same day, Wednesday, March 15, 2017, at 8:30 a.m. ET hosted by Mr. Allan Oberman, chief executive officer, and other senior management. A question-and-answer session will follow the corporate update. CONFERENCE CALL DETAILS DATE: Wednesday, March 15, 2017 TIME: 8:30 a.m. ET DIAL-IN NUMBER: (647) 427-7450 or (888) 231-8191 TAPED REPLAY: (416) 849-0833 or (855) 859-2056 REFERENCE NUMBER: 69374455 This call is being webcast and can be accessed by going to: http://event.on24.com/r.htm?e=1364892&s=1&k=BE872C54B2DAB39831EE64A7A2B385D5 An archived replay of the webcast will be available by clicking the link above. About Concordia Concordia is a diverse, international specialty pharmaceutical company focused on generic and legacy pharmaceutical products and orphan drugs. The Company has an international footprint with sales in more than 100 countries, and has a diversified portfolio of more than 200 established, off-patent molecules that make up more than 1,300 SKUs. Concordia also markets orphan drugs through its Orphan Drugs Division, consisting of Photofrin for the treatment of certain rare forms of cancer. Concordia operates out of facilities in Oakville, Ontario and, through its subsidiaries, operates out of facilities in Bridgetown, Barbados; London, England and Mumbai, India. As of Sept. 30, 2016, Concordia had US$4.22 billion in total assets, US$3.92 billion in total liabilities and US$301.04 million in total shareholders' equity. * * * As reported by the TCR on Nov. 17, 2016, Moody's Investors Service downgraded the ratings of Concordia International Corp. including the Corporate Family Rating to 'Caa1' from 'B3' and the Probability of Default Rating to 'Caa1-PD' from 'B3-PD'. "The downgrade follows continued weakness in the business, an uncertain competitive environment, and an unclear and challenging path towards deleveraging," said Jessica Gladstone, Moody's senior vice president. CONNEAUT LAKE PARK: Janoskos Buying Lot No. 6 for $175K ------------------------------------------------------- Trustees of Conneaut Lake Park, Inc., asks the U.S. Bankruptcy Court for the Western District of Pennsylvania to authorize the sale of Lot No. 6 of the Lakefront Subdivision No. 1 ("Subject Property") located on Lake Street, Conneaut Lake, Pennsylvania, to John Janosko and Lisa Janosko for $175,000, subject to better and higher offers. A hearing on the Motion is set for April 11, 2017 10:00 a.m. Objection deadline is March 27, 2017. The Debtor is a Pennsylvania non-profit corporation organized in 1997 and having the corporate purpose, among other things, to preserve and maintain Conneaut Lake Park, a vintage amusement park ("Park"), for historical, cultural, social and recreational, and civic purposes for the benefit of the community and the general public. The Debtor presently holds in trust for the use of the general public 208 acres of land and the improvements thereon ("Real Property") located in Crawford County, Pennsylvania. Certain parcels of the Real Property are unnecessary for the operation of the Park or for the Debtor to realize the charitable purposes for which the Real Property was put into trust ("Noncore Parcels"). On Sept. 6, 2016 the Court entered a final order approving the Disclosure Statement and confirming the Debtor's Joint Amended Plan of Reorganization ("Plan") dated July 28, 2016 finding that the Plan is in the best interests of the Debtor's estate, its creditors, and all other parties in interest and that it complies with all applicable provisions of the Bankruptcy Code, Section 1129(a) and (b) with respect to all classes of claims and interests under the Plan, and as required by Bankruptcy Rule 3016(a). Consistent with the Plan, the Debtor subdivided the lots comprising the Flynn Property into five lakefront lots and a large backlot ("Lakefront Subdivision No. 1"). The subject of the Motion is Lot No. 6 of the Lakefront Subdivision No. 1 ("Subject Property"). The Debtor makes reference to its Schedule D, as amended, at Document No. 93 for the names, addresses, and account numbers, and amounts outstanding as of the Petition Date for each of the respondents holding a lien, claim, or encumbrance against the Subject Property. The estimated value of the Subject Property according to the Debtor's Real Estate Agent is $155,000 with a summary appraisal of the Subject Property completed in September 2015 that supports the estimate. The Subject Property is a lot within a subdivision that constitutes a small portion of the Debtor's Real Property listed in its Schedule A. It is located on Lake Street, Conneaut Lake, Pennsylvania, contains approximately 1.60 acres, comprises a portion of Parcel ID No. 5513-0086, and is more particularly identified as "Lot 6" on the plan. The Subject Property is owned by the Debtor. As evidenced by the Sale Agreement, the purchase price for the Subject Property is $175,000. An initial payment of $10,000 is being held in an escrow account by Passport Realty, LLC, the licensed Real Estate Broker for the Debtor. The Debtor was authorized to retain Passport Realty on July 31, 2015. The closing on the sale of the Subject Property is conditioned upon, among other things: (i) the Purchaser's receipt of official confirmation from Summit Township that the Subject Property may be used for the construction and operation of up to six individual or connected resortstyle residential structures on permanent foundations; (ii) confirmation that the Subject Property can be hooked into the municipal water supply with sufficient water pressure which will be brought to the Subject Property by and at the expense of the Debtor; (iii) confirmation that the Subject Property can be hooked into the municipal sewer system with capacity sufficient to service a single family home at the Debtor's expense; (iv) the Purchaser's receipt of any additional documents necessary to be executed by Debtor; (v)the Purchaser's receipt of a final Order of Court authorizing a sale of the premises to the Purchasers; and (vi) a HUD-Statement in form reasonably acceptable to the Purchasers and the Debtors. The Sale Agreement was executed on Jan. 31, 2017 utilizing the Lakefront Subdivision No. 1 plan that was approved by the Summit Township Supervisors on April 5, 2016. The Sale Agreement was amended on Feb. 8, 2017 to permit the Purchaser to use the Subject Property for the development of 5 residential lots, 3 of which will 75 feet in width and the other 2 which will be as originally platted. Under the terms of the Brokerage Agreement entered into by the Debtor and Passport Realty, Passport Realty is entitled to a commission equal to 6% of the sales price. The following disbursements, costs, and expenses of sale are projected at the time of the closing on the sale of the Subject Property: (i) real estate commission in the amount of $10,500; and (ii) other expenses of sale in the amount of $30,000. Other expenses of sale include $30,000 for certain professional fees and costs incurred by the Debtor during the Chapter 11 case that may be surcharged against the Subject Property. The surcharge is consistent with the terms of the Plan. The professional fees and costs represent a fraction of the total amount due and owing to the estate's professionals, with the balance of the administrative obligations to be paid from future sales of Noncore Parcels and the Debtor's operations. The $30,000 other expenses of sale are allocated among the retained professionals as follows: (i) $5,000 to Shafer Law Firm for title work, subdivisions, and zoning; and (ii) $25,000 to Stonecipher Law Firm for professional services rendered to the estate. In addition to the secured claims listed on the Debtor's Amended Schedule D, the Subject Property is subject to the charitable use restriction placed upon all of the Debtor's Real Property through the deeds conveying the Real Property to the Debtor. The initial deed is dated Aug. 31, 1997, from Property on the Lake, Inc. On Sept. 15, 1997, the Debtor executed a deed conveying the Real Property back to itself in trust for the use of the general public forever. This deed was recorded in the Record Book 357, page 768. A copy of the Schedule D and the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Trustees_Of_Conneaut_508_Sales.pdf The Debtor asks the Court to approve the sale of the Subject Property to the Purchasers free and clear of all interests and the charitable use restriction; and grant such other relief as it deems just and proper. The Purchasers can be reached at: John Janosko and Lisa Janosko 6672 Kane Road Transfer, PA 16154 About Conneaut Lake Park Conneaut Lake Park is a summer amusement resort, located in Conneaut Lake, Pennsylvania. Trustees of Conneaut Lake Park, Inc., filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 14-11277) in Erie, Pennsylvania, on Dec. 4, 2014. The case is assigned to Judge Thomas P. Agresti. The Debtor estimated assets and debt of $1 million to $10 million. Trustees of Conneaut Lake Park filed for bankruptcy protection less than 20 hours before the Crawford County amusement park was scheduled to go to sheriff's sale for almost $930,000 in back taxes and related fees. The Debtor tapped George T. Snyder, Esq., at Stonecipher Law Firm, in Pittsburgh, as counsel. CONNEAUT LAKE PARK: Jenkinses Buying Lot No. 5 for $250K -------------------------------------------------------- Trustees of Conneaut Lake Park, Inc., asks the U.S. Bankruptcy Court for the Western District of Pennsylvania to authorize the sale of Lot No. 5 of the Lakefront Subdivision No. 1 ("Subject Property") located on Lake Street, Conneaut Lake, Pennsylvania, to Russell Jenkins and Erin Jenkins for $250,000, subject to better and higher offers. A hearing on the Motion is set for April 11, 2017 10:00 a.m. Objection deadline is March 27, 2017. The Debtor is a Pennsylvania non-profit corporation organized in 1997 and having the corporate purpose, among other things, to preserve and maintain Conneaut Lake Park, a vintage amusement park ("Park"), for historical, cultural, social and recreational, and civic purposes for the benefit of the community and the general public. The Debtor presently holds in trust for the use of the general public 208 acres of land and the improvements thereon ("Real Property") located in Crawford County, Pennsylvania. Certain parcels of the Real Property are unnecessary for the operation of the Park or for the Debtor to realize the charitable purposes for which the Real Property was put into trust ("Noncore Parcels"). On Sept. 6, 2016 the Court entered a final order approving the Disclosure Statement and confirming the Debtor's Joint Amended Plan of Reorganization ("Plan") dated July 28, 2016 finding that the Plan is in the best interests of the Debtor's estate, its creditors, and all other parties in interest and that it complies with all applicable provisions of the Bankruptcy Code, Section 1129(a) and (b) with respect to all classes of claims and interests under the Plan, and as required by Bankruptcy Rule 3016(a). Consistent with the Plan, the Debtor subdivided the lots comprising the Flynn Property into five lakefront lots and a large backlot ("Lakefront Subdivision No. 1"). The subject of the Motion is Lot No. 5 of the Lakefront Subdivision No. 1 ("Subject Property"). The Debtor makes reference to its Schedule D, as amended, at Document No. 93 for the names, addresses, and account numbers, and amounts outstanding as of the Petition Date for each of the respondents holding a lien, claim, or encumbrance against the Subject Property. The estimated value of the Subject Property according to the Debtor's Real Estate Agent is $247,500 with a summary appraisal of the Subject Property completed in September 2015 that supports the estimate. The Subject Property is a lot within a subdivision that constitutes a small portion of the Debtor's Real Property listed in its Schedule A. It is located on Lake Street, Conneaut Lake, Pennsylvania 16316, contains approximately .41 acres, comprises a portion of Parcel ID No. 5513-0086, and is more particularly identified as "Lot 5" on the plan. The Subject Property is owned by the Debtor. As evidenced by the Sale Agreement, the purchase price for the Subject Property is $250,000 and the closing on the sale of the Subject Property is conditioned upon, among other things: (i) confirmation that the Subject Property has been subdivided into a single-family lot with the appropriate zoning; (ii) confirmation that it can be hooked into a municipal or other satisfactory water supply and the municipal sewer system; (iii) the receipt and acceptance of all transaction documents; (iv) the Debtor's receipt of a final Order of Court authorizing the Sale; and (v) a HUD Statement in form reasonably acceptable to Purchaser and Debtor. The Sale Agreement was executed on Feb. 13, 2017 utilizing the Lakefront Subdivision No. 1 plan that was approved by Summit Township Supervisors on April 5, 2016. Under the terms of the Brokerage Agreement entered into by the Debtor and Passport Realty, Passport Realty is entitled to a commission equal to 7% of the sales price, 3% of which will be remitted to Coldwell Banker Bainbridge Kaufman Real Estate, as Passport Realty's Co-Broker and Purchaser's Agent. The following disbursements, costs, and expenses of sale are projected at the time of the closing on the sale of the Subject Property: (i) the real estate commission in the amount of $17,500; and (b) other expenses of sale in the amount of $30,000. Other expenses of Sale include $30,000 for certain professional fees and costs incurred by the Debtor during the Chapter 11 case that may be surcharged against the Subject Property. The surcharge is consistent with the terms of the Plan. The professional fees and costs represent a fraction of the total amount due and owing to the estate's professionals, with the balance of the administrative obligations to be paid from future sales of Noncore Parcels and the Debtor's operations. The $30,000 other expenses of sale are allocated among the retained professionals as follows: (i) $5,000 to Shafer Law Firm for title work, subdivisions, and zoning; and (ii) $25,000 to Stonecipher Law Firm for professional services rendered to the estate. In addition to the secured claims listed on the Debtor's Amended Schedule D, the Subject Property is subject to the charitable use restriction placed upon all of the Debtor's Real Property through the deeds conveying the Real Property to the Debtor. The initial deed is dated Aug. 31, 1997, from Property on the Lake, Inc. On Sept. 15, 1997, the Debtor executed a deed conveying the Real Property back to itself in trust for the use of the general public forever. This deed was recorded in the Record Book 357, page 768. A copy of the Schedule D and the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Trustees_Of_Conneaut_505_Sales.pdf The Debtor asks the Court to approve the sale of the Subject Property to the Purchasers free and clear of all interests and the charitable use restriction; and grant such other relief as it deems just and proper. The Purchasers can be reached at: Russell Jenkins and Erin Jenkins 11305 Hunters Ridge Blvd. Meadville, PA 16335 About Conneaut Lake Park Conneaut Lake Park is a summer amusement resort, located in Conneaut Lake, Pennsylvania. Trustees of Conneaut Lake Park, Inc., filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 14-11277) in Erie, Pennsylvania, on Dec. 4, 2014. The case is assigned to Judge Thomas P. Agresti. The Debtor estimated assets and debt of $1 million to $10 million. Trustees of Conneaut Lake Park filed for bankruptcy protection less than 20 hours before the Crawford County amusement park was scheduled to go to sheriff's sale for almost $930,000 in back taxes and related fees. The Debtor tapped George T. Snyder, Esq., at Stonecipher Law Firm, in Pittsburgh, as counsel. CONNEAUT LAKE PARK: Park Restoration Liable for Contract Breach --------------------------------------------------------------- In the adversary proceeding captioned TRUSTEES OF CONNEAUT LAKE PARK, INC., Plaintiff, v. PARK RESTORATION, LLC, Defendant, Adversary No. 16-01029-JAD (Bankr. W.D. Pa.), Judge Jeffery A. Deller of the United States Bankruptcy Court for the Western District of Pennsylvania granted, in part, the plaintiff's motion for judgment on the pleadings, with respect to the cause of action asserted in Count I of the complaint. The Trustees of Conneaut Lake Park, Inc. (TCLP) owns real estate located in Crawford County, Pennsylvania. On this real estate sat a building known as the "Beach Club." The defendant is an entity known as Park Restoration, LLC. On or about November 24, 2008, TCLP and Park Restoration entered into a Beach Club Management Agreement, pursuant to which Park Restoration agreed to provide operational and management services with respect to the Beach Club. After the Beach Club was destroyed by the fire, a dispute arose with respect to the right to insurance proceeds payable by Erie Insurance on account of the calamity. By way of background, TCLP did not insure the Beach Club. Rather, Park Restoration insured the Beach Club building for $611,000. After the fire, Park Restoration and TCLP made competing claims to the insurance proceeds. The Bankruptcy Court determined that TCLP had no direct claim to any of the insurance proceeds payable to Park Restoration on account of the building destroyed by fire. Undaunted by this result, TCLP filed an adversary proceeding on June 13, 2016. The complaint alleged, among other things, that the Beach Club Management Agreement was terminated as a result of the cessation of operations occasioned by the fire (for after all the Beach Club ceased to exist). After the pleadings closed, TCLP moved for judgment on the pleadings as to Count I of its Complaint. Park Restoration also filed its own motion for judgment on the pleadings seeking to have Count I of TCLP's complaint dismissed. Park Restoration's motion also asserted additional defenses and sought dismissal of Counts II and III of the complaint. It appeared that the parties did not contest the fact that the parties entered into the Beach Club Management Agreement; nor did they contest other facts such as: the fact that the Beach Club was destroyed by fire, the fact that since the fire the Beach Club ceased operations, the fact that the agreement has been terminated, and the fact that Park Restoration did not return the Beach Club to TCLP in a condition that was "without any damage." Count I of the TCLP's complaint is a breach of contract action based upon Park Restoration's alleged failure to honor Section 6(c) of the Beach Club Management Agreement, which states: "In the Event of termination for any reason, Park Restoration warrants and represents that it will vacate the premises ensuring that it is in broom clean condition without any damage to any equipment or property." Judge Deller held that the admissions in the pleadings warrant judgment on the pleadings in favor of TCLP and against Park Restoration as to liability for the breach of contract claim set forth in Count I of the complaint. Park Restoration argued that since it is conceded by the parties that the Beach Club has been terminated, Park Restoration had no executory duty to return the premises to TCLP in a condition that is "broom clean without any damage to any equipment or property." Judge Deller, however, found Park Restoration's "termination" argument to be unavailing and not persuasive. Park Restoration also contended that its obligation to perform should be excused under the doctrine of impossibility, but Judge Deller found that this defense is not persuasive and is without merit. With respect to Count II of the Complaint, TCLP asserted a breach of contract action against Park Restoration for failure to maintain the Beach Club in a commercially reasonable fashion. Count III of the Complaint asserts a cause of action for breach of indemnity. Park Restoration sought judgment on the pleadings dismissing these two counts of the complaint, citing the doctrine of impossibility and that fact that the complaint lacks alleged specificity regarding Park Restoration's failure maintain the property. Judge Deller found Park Restoration's defense of impossibility to be without merit. As such, Park Restoration's motion for judgment on the pleadings in this regard was denied. As to the defense citing the lack of specificity in Counts II and III of the TCLP's complaint, Judge Deller also found that Park Restoration's motion is untimely. Inasmuch as the Court is entering judgment on the pleadings in favor of TCLP and against Park Restoration as to Count I of the Complaint, Judge Deller found it appropriate to (a) stay the prosecution of Counts II and III of the complaint, and (b) proceed to the trial of damages as to Count I. The bankruptcy case is IN RE: TRUSTEES OF CONNEAUT LAKE PARK, INC., Chapter 11, Debtor, Bankruptcy No. 14-11277-JAD (Bankr. W.D. Pa.). A full-text copy of Judge Deller's February 21, 2017 memorandum opinion is available at https://is.gd/Jcort8 from Leagle.com. Trustees of Conneaut Lake Park, Inc. is represented by: Jaclyn Elizabeth Faulds, Esq. Jeanne S. Lofgren, Esq. George T. Snyder, Esq. STONECIPHER LAW FIRM 125 First Ave. Pittsburgh, PA 15222-1590 Tel: (412)391-8510 Fax: (412)391-8522 Email: jfaulds@stonecipherlaw.com jlofgren@stonecipherlaw.com gsnyder@stonecipherlaw.com Office of the United States Trustee, U.S. Trustee, is represented by: Heather A. Sprague, Esq. OFFICE OF THE UNITED STATES TRUSTEE Liberty Center 1001 Liberty Avenue, Suite 970 Pittsburgh, PA 15222 Tel: (412)644-4756 Fax: (412)644-4785 About Conneaut Lake Park Conneaut Lake Park is a summer amusement resort, located in Conneaut Lake, Pennsylvania. Trustees of Conneaut Lake Park, Inc., filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 14-11277) in Erie, Pennsylvania, on Dec. 4, 2014. The case is assigned to Judge Thomas P. Agresti. The Debtor estimated assets and debt of $1 million to $10 million. Trustees of Conneaut Lake Park filed for bankruptcy protection less than 20 hours before the Crawford County amusement park was scheduled to go to sheriff's sale for almost $930,000 in back taxes and related fees. The Debtor tapped George T. Snyder, Esq., at Stonecipher Law Firm, in Pittsburgh, as counsel. CONNECT TRANSPORT: Trustee Retains Foldetta as Real Estate Broker ----------------------------------------------------------------- Jason R. Searcy -- the Chapter 11 Trustee for the jointly administered bankruptcy case of Connect Transport, L.L.C., et al. -- seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, to retain Foldetta, LLC, as Real Estate Broker. The Applicant requires the services of a real estate broker to sell real property located at 7 Grogan's Park Drive, Buildings A, C, and E, The Woodlands, Texas, 77380. The Applicant desires to employ Foldetta, LLC as realtor under a commission basis of 6% as his real estate broker and agent. The commission will be paid (and/or deducted) by the Trustee from the closing proceeds of sale, in addition, premium for title policy, and other incidental closing expenses that are reasonable and customary in real estate transactions. Neither the Applicant nor his bankruptcy counsel have the real estate sales expertise which will be required in this case. Ross Foldetta, a licensed broker and real estate agent and owner of Foldetta, LLC, attests that his company does not hold any interest adverse to the estate and is a disinterested party. The firm can be reached through: Ross Foldetta FOLDERRA LLC 1544 Sawdust Road, Suite 190 The Woodlands, TX 77380 Phone: (281)466-2280 x 1 Email: ross@foldetta.com About Connect Transport Privately-held Connect Transport, LLC, provides transportation, storage, producer, and marketing services for crude oil, natural gas liquids, and condensates. Connect Transport and its affiliates filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Lead Case No. 16-33971) on Oct. 4, 2016. The affiliated debtors are Big Rig Tanker, L.L.C., MG Rolling Stock Land, L.L.C., Murphy Energy Corporation, Murphy Holdings, Inc., Port Allen Terminal, LLC, Port Hudson Terminal, LLC, Murphy Terminals, LLC, and Connect Terminals, LLC (Case Nos. 16-33972 to 16-33979). Connect Transport estimated assets of $500,000 to $1 million and liabilities of $50 million to $100 million. Murphy Energy Corp. estimated $100 million to $500 million in both assets and liabilities. The Debtors tapped Dykema Cox Smith as legal counsel. Houlihan Lokey Capital, Inc., serves as the Debtors' investment banker while Kurtzman Carson Consultants LLC serves as claims and noticing agent. The U.S. Trustee appointed an official committee of unsecured creditors. The committee retained McCathern, PLLC, as counsel. The committee also retained GlassRatner Advisory & Capital Group, LLC, as financial advisor. On February 7, 2017, Jason R. Searcy was appointed as Chapter 11 trustee for the Debtors. CORECIVIC INC: Moody's Affirms Ba1 Senior Unsecured Debt Rating --------------------------------------------------------------- Moody's Investors Service affirmed the Ba1 senior unsecured rating of CoreCivic, Inc. and revised the rating outlook to stable, from negative. The outlook revision reflects the current Attorney General's February 2017 memorandum, reversing the U.S. Justice Department's plans to phase out its use of privately-operated prisons. The following ratings were affirmed: CoreCivic, Inc. - senior unsecured rating at Ba1; senior unsecured debt shelf at (P)Ba1. RATINGS RATIONALE The outlook revision reflects the increased clarity surrounding the state and federal authorities' reliance on private prison facilities. The continued need for prison privatization at the state and federal levels, is a positive development for both CoreCivic and the private prison industry. The revision of the outlook also takes into account CXW's improving operational performance, solid credit profile and increased capital market access. Upward rating movement will be unlikely in the medium term and will require more clarity on the full effect of this announcement to the REIT's cash flows. Furthermore, continued growth in gross assets -- providing improved access to capital and consistent operating results, continued demonstration of positive revenue growth, operating margin and earnings trends, coupled with steady leverage and coverage ratios are also key drivers for upward rating momentum. In addition Moody's would expect little to no increase in the use of secured debt. Downward rating pressure would occur from continued adverse events, such as litigation or publicity related to private prison management and it's utilization by state and federal authorities, leading to a loss of market share in private prison ownership and management. Furthermore, contract non-renewals resulting in total occupancy losses of 10% or more and declining margins would also lead to downward rating pressure. Moody's last rating action with respect to CXW was on August 19, 2016 when Moody's downgraded the REIT's senior unsecured rating to Ba1, from Baa3 and revised the rating outlook to negative, from stable. The principal methodology used in these ratings was Global Rating Methodology for REITs and Other Commercial Property Firms published in July 2010. CoreCivic, Inc. [NYSE: CXW] is a publicly traded real estate investment trust (REIT) and the nation's largest owner of partnership correction and detention facilities and one of the largest prison operators in the United States. COVENANT PLATICS: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Covenant Plastics, Inc. 14510 Beaumont Highway Houston, TX 77049 Case No.: 17-31541 Description of Business: Founded in 1995, Covenant Plastics, Inc. -- http://www.covenantplasticsinc.com/-- is a small organization in the scrap and waste material companies industry located in Houston, TX. It has 7 full time employees and generates an estimated $1.2 million in annual revenue. The Company owns a commercial property located in Beaumont Hwy, Houston valued at $1.63 million. Prentice S. Tillman is the 40% shareholder. Vickie R. Tillman owns 60% stake in the Company. For the year ended Dec. 31, 2016, the Company recorded gross revenue of $2.51 million compared to gross revenue of $1.99 million for the year ended Dec. 31, 2015. Chapter 11 Petition Date: March 9, 2017 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Hon. David R Jones Debtor's Counsel: Margaret Maxwell McClure, Esq. LAW OFFICE OF MARGARET M. MCCLURE 909 Fannin, Suite 3810 Houston, TX 77010 Tel: 713-659-1333 Fax: 713-658-0334 Email: margaret@mmmcclurelaw.com Total Assets: $1.91 million Total Liabilities: $4.12 million The petition was signed by Prentice S. Tillman, president. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/txsb17-31541.pdf CYTOSORBENTS CORP: Total Revenue Doubled in 2016 to $9.52 Million ----------------------------------------------------------------- CytoSorbents Corporation recognized a net loss of $11.93 million on $9.52 million of total revenue for the year ended Dec. 31, 2016, compared to a net loss of $8.13 million on $4.79 million of total revenue for the year ended Dec. 31, 2015. For the year ended Dec. 31, 2016, the Company generated total revenue, which includes product revenue and grant income, of approximately $9,528,000 as compared to revenues of approximately $4,792,000 for the year ended Dec. 31, 2015, an increase of approximately $4,736,000, or 99%. Revenue from product sales was approximately $8,206,000 for the year ended Dec. 31, 2016, as compared to approximately $4,044,000 in the year ended Dec. 31, 2015, an increase of approximately $4,162,000 or 103%. This increase was largely driven by an increase in direct sales from both new customers and repeat orders from existing customers, along with an increase in distributor sales. As of Dec. 31, 2016, Cytosorbents had $9.69 million in total assets, $10.16 million in total liabilities and a total stockholders' deficit of $474,000. Dr. Phillip Chan, chief executive officer of CytoSorbents stated, "We recorded our strongest financial performance ever in 2016, led by record sales in Germany -- the largest medical device market in Europe and the 3rd largest in the world -- where we first began commercialization of CytoSorb. Reorders from a broad base of existing direct customers continue to drive this growth, with many reference accounts becoming significant and one exceeding 10% of 2016 product sales. These large accounts validate our assertion that a single hospital can approach or exceed $1M in sales. Also, we are now seeing many other countries, managed by distributors or partners, begin to follow a similar sales trajectory as Germany, albeit time-shifted depending on when the therapy first became available there." "In 2017, we expect to build upon this sales momentum with several important recent catalysts. In particular, we believe our direct sales are primed to benefit from the recent achievement of a dedicated reimbursement code for CytoSorb in Germany, which was obtained with the initiation and support of major national medical societies. In this estimated $1.0-1.5 billion total addressable market for CytoSorb, this enhanced reimbursement is expected to drive sustainable long-term sales growth in Germany, leveraging our critical mass of usage amongst most major university and many public hospitals, strong key opinion leader support in both critical care and cardiac surgery, our outstanding direct sales team, and a broad clinical program to support usage." "On the international sales side, the recently announced co-marketing program with Fresenius Medical Care, the initiation of sales by Terumo Cardiovascular, the establishment of a dedicated CytoSorb division by Biocon, and the growing pull-through that we are seeing from independent distributor accounts, are all expected to accelerate indirect sales in 2017." "Based on our expectations of growth, our goal is to drive to operating profitability within the next 1-2 years, at product sales of approximately $20 million and rising gross margins, at which point we expect approximately 40-50 cents on every dollar in sales will drop to the bottom line. Concurrently, we plan to pursue U.S. approval of CytoSorb. Pending near-term discussions with the FDA, we plan to begin a pivotal registration REFRESH 2 trial later this year, focused on demonstrating the clinical benefit of intra-operative use of CytoSorb during complex open heart surgery to reduce serious post-operative complications." "We believe this dual focus on 1) Rapid growth and near-term operating profitability with expected significant positive cash flow coupled with 2) The initiation of a U.S. pivotal trial designed to seek U.S. regulatory approval and open up the U.S. market for CytoSorb, is compelling and has attracted a broader audience. We look forward to spreading our unique story at leading investor conferences such as the Cowen Healthcare Conference, where we were invited to present next week." 2016 Financial Highlights: * CytoSorb product sales increased 103% to $8.2 million for fiscal 2016 compared to $4.0 million in fiscal 2015 * Increases in 2016 product sales were driven by 112% growth in direct sales in Germany to approximately $5.0 million, or 61% of sales, and 91% rest-of-world growth to $3.2 million, compared to 2015 * Q4 2016 product sales were $2.6 million, the sixth consecutive quarter of record sales growth, representing a 75% increase over Q4 2015 sales, and a 22% increase over Q3 2016 sales * Product gross margins expanded to approximately 67% for fiscal 2016, compared to 62% for fiscal 2015, blending higher margin direct sales and lower margin distributor sales * Revenue run rate has exceeded $10 million for the first time 2016 Operational Highlights: * Surpassed 20,000 human CytoSorb® treatments worldwide * Completed the U.S. REFRESH I safety and feasibility randomized controlled trial. Achieved the primary safety endpoint, identified procedures with very high levels of toxic plasma free hemoglobin that can be used to enrich future studies for those at greatest risk, and demonstrated a statistically significant reduction in key inflammatory mediators in this population * Expanded distribution of CytoSorb to a total of 42 countries, adding Spain, Portugal, Hungary, Czech Republic, Slovakia, Chile, Iran and Iceland, and achieved final registration of CytoSorb in Russia * Expanded direct sales territories to Belgium and Luxembourg and established the CytoSorbents Switzerland subsidiary * Entered into a strategic partnership with Terumo Cardiovascular as exclusive distributor of CytoSorb for cardiac surgery applications in France, Denmark, Norway, Finland, Sweden, and Iceland, and facilitated market launch in December with availability of the cardiac surgery cardiopulmonary bypass (CPB) pack * Worked closely with Fresenius Medical Care to assist the market launch of CytoSorb in May 2016 in six countries * Attained a permanent dedicated reimbursement code for CytoSorb in Germany * CytoSorb selected as an innovative therapy with U.K. NICE MedTech Innovation Briefing * Announced CytoSorb-XL, in advanced development and patent pending as the future successor to CytoSorb * Secured a $10 million debt facility with Bridge Bank, of which $5 million remains available * Announced multiple SBIR and STTR research contract awards of up to $950K for the development of novel potassium binding sorbents to treat severe hyperkalemia, fungal mycotoxin countermeasures, and technologies to enable universal plasma * Recently received $319K through the monetization of New Jersey net operating losses A full-text copy of the press release is available for free at: https://is.gd/c0haOm About Cytosorbents Cytosorbents Corporation is a leader in critical care immunotherapy commercializing its CytoSorb blood purification technology to reduce deadly uncontrolled inflammation in hospitalized patients around the world, with the goal of preventing or treating multiple organ failure in life-threatening illnesses. The Company, through its subsidiary CytoSorbents Medical Inc. (formerly known as CytoSorbents, Inc.), is engaged in the research, development and commercialization of medical devices with its blood purification technology platform which incorporates a proprietary adsorbent, porous polymer technology. The Company, through its European Subsidiary, conducts sales and marketing related operations for the CytoSorb device. CytoSorb, the Company's flagship product, is approved in the European Union and marketed in and distributed in thirty-two countries around the world, as a safe and effective extracorporeal cytokine absorber, designed to reduce the "cytokine storm" that could otherwise cause massive inflammation, organ failure and death in common critical illnesses such as sepsis, burn injury, trauma, lung injury, and pancreatitis. CytoSorb is also being used during and after cardiac surgery to remove inflammatory mediators, such as cytokines and free hemoglobin, which can lead to post-operative complications, including multiple organ failure. In March 2011, the Company received CE Mark approval for its CytoSorb device. DAILY HAVEN: Unsecureds to be Paid in Full Over 36 Months --------------------------------------------------------- Daily Haven, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Georgia proposes the following treatment of claims: * The Class 2, Secured Creditor, RREF II PB-GA, LLC ("Rialto") will be paid in full its allowed secured claim by the one of the two alternative methods: (i) On the Effective Date, the Reorganized Debtor will seek refinancing with a lender in order to satisfy all outstanding balances on the note held by Creditor Rialto, consisting of principal and interest, when those amounts are identified, for a period not to exceed six months following the Effective Date. (ii) At any time subsequent to the Effective Date of Confirmation, the Reorganized Debtor will retain the right to market and sell all or a portion of their interest to a qualified investor or investors. Any funds paid to purchase interest will be paid in to Debtor's operating account and will be used to fund the Plan. (iii) Commencing 10 days following a Final Order of Confirmation, Debtor will also make a monthly payment to Rialto each month in the amount of $4750 per month unless a sale or capital infusion has taken place pursuant to (i) or (ii) sufficient to pay Rialto's Allowed Secured Claim in full. (iv) The Debtor will satisfy Rialto's Allowed Secured Claim in full within six months of the Effective Date. The Debtor reserves the right under this Plan to object to the amount of Rialto's Secured Claim but will be required to file its Objection to same prior to any Confirmation Hearing, in sufficient time so that the claim may be determined at or before the Confirmation Hearing. (v) Cramdown. In the event that Rialto, an impaired class of creditor with claims against the Debtor's estate will fail to accept the Plan in accordance with Section 1129(a) of the Bankruptcy Code, the Debtor will request the Bankruptcy Court to confirm the Plan in accordance with Section 1129(b) of the Bankruptcy Code. * Class 3 Creditors, comprised of all general unsecured creditors that are not related to the Debtor, or its owners in any manner, will be paid in full over 36 months from the Effective Date by the payment of equal quarterly payments prorated among said creditors on the 15th day following the end of each preceding quarter. * Class 4 Creditors, comprised of General Unsecured Creditors related in some manner to the Debtor will not be paid until a complete satisfaction of Class 2 and Class 3 Creditors. In that event, Class 4 Creditors will be paid in amounts determined by the Debtor in its reasonable business judgment and discretion. * The Class 5 Interest Holders will retain their equity interests in the Debtor. A full-text copy of the Disclosure Statement dated February 17, 2017, is available at: http://bankrupt.com/misc/ganb16-63419-62.pdf About Daily Haven Daily Haven, Inc., operates a Home Health Care and Day Center for individuals with special needs in the Conyers area. Daily Haven, Inc. filed a chapter 11 petition (Bankr. N.D. Ga. Case No. 16-63419) on Aug. 1, 2016. The petition was signed by Suzann Maughon, owner and chief officer. The Debtor is represented by James B. Cronon, Esq., at the Law Office of James B. Cronon, LLC. The Debtor estimated assets and liabilities at $500,000 to $1 million at the time of the filing. DELCATH SYSTEMS: Has 70.6M Outstanding Common Stock as of March 7 ----------------------------------------------------------------- Delcath Systems, Inc. furnished a current report on Form 8-K with the Securities and Exchange Commission in connection with the disclosure of information contained in an investor presentation to be used by the Company at various meetings. This information may be amended or updated at any time and from time to time through another Current Report on Form 8-K or other means. The Company expressly disclaims any obligation to update or revise any of the information contained in the Presentation. The Presentation is available on the Company's investor relations website located at delcath.com/investors, although the Company reserves the right to discontinue that availability at any time. As of the close of business on March 7, 2017, there were 70.6 million shares of the Company's common stock outstanding. A copy of the Presentation is available for free at: https://is.gd/7dOeIl About Delcath Systems Delcath Systems, Inc. is an interventional oncology Company focused on the treatment of primary and metastatic liver cancers. The Company's investigational product -- Melphalan Hydrochloride for Injection for use with the Delcath Hepatic Delivery System (Melphalan/HDS) -- is designed to administer high-dose chemotherapy to the liver while controlling systemic exposure and associated side effects. The Company has commenced a global Phase 3 FOCUS clinical trial for Patients with Hepatic Dominant Ocular Melanoma (OM) and a global Phase 2 clinical trial in Europe and the U.S. to investigate the Melphalan/HDS system for the treatment of primary liver cancer (HCC) and intrahepatic cholangiocarcinoma (ICC). Melphalan/HDS has not been approved by the U.S. Food & Drug Administration (FDA) for sale in the U.S. In Europe, its system has been commercially available since 2012 under the trade name Delcath Hepatic CHEMOSAT Delivery System for Melphalan (CHEMOSAT), where it has been used at major medical centers to treat a wide range of cancers of the liver. Delcath reported a net loss of $14.7 million in 2015, a net loss of $17.4 million in 2014 and a net loss of $30.3 million in 2013. As of Sept. 30, 2016, Delcath had $36.98 million in total assets, $32.49 million in total liabilities and $4.48 million in total stockholders' equity. Grant Thornton LLP, in New York, New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred recurring losses from operations and as of Dec. 31, 2015, has an accumulated deficit of $261 million. These conditions raise substantial doubt about the Company's ability to continue as a going concern. DEWEY & LEBOEUF: Lori Cuneo Denies Getting Infos From Ex-Executive ------------------------------------------------------------------ Stewart Bishop, writing for Bankruptcy Law360, reports that Lori Cuneo, who handled JPMorgan Chase & Co.'s private placement business, told a Manhattan jury that former Dewey & LeBoeuf LLP Executive Director Stephen DiCarmine never provided her with financial information -- which prosecutors claim as bogus -- that was used to lure investors in the Firm's $150 million bond offering. Law360 relates that a counsel for Mr. DiCarmine showed jurors e-mails exchanged in 2010 between Ms. Cuneo and Dewey staff. About Dewey & LeBoeuf Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-12321) in 2012 to complete the wind-down of its operations. The Firm had struggled with high debt and partner defections. Dewey disclosed debt of $245 million and assets of $193 million in its Chapter 11 filing late evening on May 29, 2012. Dewey & LeBoeuf LLP operated as a prestigious, New York City- based, law firm that traced its roots to the 2007 merger of Dewey Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird -- and LeBoeuf, Lamb, Green & MacCrae LLP originally founded in 1929. In recent years, more than 1,400 lawyers worked at the firm in numerous domestic and foreign offices. At its peak, Dewey employed about 2,000 people with 1,300 lawyers in 25 offices across the globe. When it filed for bankruptcy, only 150 employees were left to complete the wind-down of the business. Dewey's offices in Hong Kong and Beijing are being wound down. The partners of the separate partnership in England are in process of winding down the business in London and Paris, and administration proceedings in England were commenced May 28. All lawyers in the Madrid and Brussels offices have departed. Nearly all of the lawyers and staff of the Frankfurt office have departed, and the remaining personnel are preparing for the closure. The firm's office in Sao Paulo, Brazil, is being prepared for closure and the liquidation of the firm's local affiliate. The partners of the firm in the Johannesburg office, South Africa, are planning to wind down the practice. The firm's ownership interest in its practice in Warsaw, Poland, was sold to the firm of Greenberg Traurig PA on May 11 for $6 million. The Pension Benefit Guaranty Corp. took $2 million of the proceeds as part of a settlement. Judge Martin Glenn oversees the case. Albert Togut, Esq., at Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The petition was signed by Jonathan A. Mitchell, chief restructuring officer. JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the lenders under the Revolver Agreement, hired Kramer Levin Naftalis & Frankel LLP. JPMorgan, as Collateral Agent for the Revolver Lenders and the Noteholders, hired FTI Consulting and Gulf Atlantic Capital, as financial advisors. The Noteholders hired Bingham McCutchen LLP as counsel. The U.S. Trustee formed two committees -- one to represent unsecured creditors and the second to represent former Dewey partners. The creditors committee hired Brown Rudnick LLP led by Edward S. Weisfelner, Esq., as counsel. The Former Partners hired Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt & Winters, LLP, as counsel. FTI Consulting, Inc., was appointed secured lender trustee for the Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A. Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at Togut, Segal & Segal LLP, serve as counsel to the Liquidation Trustee. Dewey's liquidating Chapter 11 plan was approved by the bankruptcy court in February 2013 and implemented in March. The plan created a trust to collect and distribute remaining assets. The firm estimated that midpoint recoveries for secured and unsecured creditors under the plan would be 58.4 percent and 9.1 percent, respectively. DIABETES ENDOCRINOLOGY: Hires SFS Law as Bankruptcy Counsel ----------------------------------------------------------- Diabetes Endocrinology & Metabolism Associates, P.A., seeks authority from the U.S. Bankruptcy Court for the Western District of North Carolina to employ SFS Law Group as bankruptcy counsel. Diabetes Endocrinology requires SFS Law to: (a) provide legal advice with respect to the powers and duties as debtor in possession in the continued operation of its business and management of its property; (b) negotiate, prepare, and pursue confirmation of a chapter 11 plan and approval of a disclosure statement, and all related reorganization agreements and documents; (c) prepare on behalf of the Debtor necessary applications, motions, answers, orders, reports, and other legal papers; (d) represent the Debtor in all adversary proceedings and contested matters related to the case; (e) represent the Debtor in all litigation arising from or relating to causes of action owned by the estate or defending causes of action brought against the estate, in any forum; (f) appear in Court to protect the interests of the Debtor before the Court; and (g) perform all other legal services for the Debtor which may be necessary and proper in these Chapter 11 proceedings. SFS Law will be paid at these hourly rates: Attorney $400 Paralegal $100 Prior to the commencement of this case, the Debtor paid SFS Law $17,200 from which the filing fee of $1,717 was paid plus legal fees of $12,460 for total payments of $14,177 which left a balance of $3,023 remaining in trust for anticipated post-petition representation of the Debtor by SFS Law. SFS Law is holding the $3,023 retainer in its IOLA account. SFS Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Dennis O'Dea, partner of SFS Law Group, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. SFS Law can be reached at: Dennis O'Dea, Esq. SFS LAW GROUP 122 N. McDowell Street Charlotte, NC 28204 Tel: (704) 780-1544 Fax: (704) 973-0043 About Diabetes Endocrinology & Metabolism Associates, P.A. Diabetes Endocrinology & Metabolism Associates, PA, filed a Chapter 11 bankruptcy petition (Bankr. W.D.N.C Case No. 17-30204) on February 6, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Dennis O'Dea, Esq., at SFS Law Group. DIGIDEAL CORPORATION: Taps Southwell & O'Rourke as Legal Counsel ---------------------------------------------------------------- Digideal Corporation seeks approval from the U.S. Bankruptcy Court for the Eastern District of Washington to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire Southwell & O'Rourke, P.S. to assist in the preparation of a bankruptcy plan, and provide other legal services related to its Chapter 11 plan. Dan O'Rourke, Esq., and Kevin O'Rourke, Esq., the attorneys designated to represent the Debtor, will charge $400 per hour, and $350 per hour, respectively. Southwell & O'Rourke does not hold or represent any interest adverse to the Debtor's bankruptcy estate, according to court filings. The firm can be reached through: Kevin O'Rourke, Esq. Southwell & O'Rourke, P.S. 960 Paulsen Center W. 421 Riverside Avenue Spokane, WA 99201 Tel: 509-624-0159 Fax: 509-624-9231 Email: kevin@southwellorourke.com About Digideal Corporation Digideal Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wash. Case No. 17-00449) on February 22, 2017. The petition was signed by Michael J. Kuhn, president. The case is assigned to Judge Frederick P. Corbit. At the time of the filing, the Debtor estimated its assets at $100 million to $500 million and liabilities at $1 million to $10 million. DIOCESE OF DULUTH: Wants Plan Filing Deadline Moved to June 7 ------------------------------------------------------------- The Diocese of Duluth asks the U.S. Bankruptcy Court for the District of Minnesota to extend its exclusive plan filing deadline to June 7, 2017, and its exclusive plan solicitation deadline to August 7, 2017. The Diocese related that in June 2016, it initiated an adversary proceeding against several of its insurance carriers seeking a determination of its rights under various insurance policies. That action was stayed via stipulation of the parties. In July and November, the parties actively participated in mediation. While these sessions have undoubtedly contributed toward a successful reorganization, the parties were unable to come to a global resolution. Rather, in an effort to move the case forward as expeditiously as possible, the Diocese filed three motions for summary judgment and have requested that the Court enter orders on several legal issues. The Debtor asserted that for an orderly conclusion, it is imperative that the parties obtain decisions on the motions for summary judgment. The current exclusivity period expires on March 17, 2017. Given the status of the summary judgment motions, the parties will not be able to reengage in substantive plan negotiations until after the current exclusivity period has expired. Accordingly, the Diocese maintains that an extension of time is appropriate under the circumstances. About Diocese of Duluth The Diocese of Duluth is headquartered in Duluth, Minnesota. It covers northern Minnesota parishes and 10 counties with Cass to the west, Koochiching to the north, Cook to the east and Pine to the south. The Diocese of Duluth sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Minn. Case No. 15-50792) on Dec. 7, 2015. The case is assigned to Judge Robert J Kressel. The Debtor's lead counsel is Bruce A Anderson, Esq., and J Ford Elsaesser, Esq., at Elsaesser Jarzabek Anderson Elliott & MacDonald, CHTD., in Zandpoint, Idaho. The Debtor's local counsel is Phillip Kunkel, Esq., at Gray, Plant, Mooty, Mooty & Bennett, P.A., in St Cloud, Minnesota. Brad Wadsten of Edina Realty (Wadsten) was tapped as real estate broker. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Rev. James Bissonette, vicar general. DISH NETWORK: Moody's Rates $1BB Convertible Notes 'Ba3' -------------------------------------------------------- Moody's Investors Service assigned a Ba3 (LGD5) rating to DISH Network Corporation's (DISH) $1 billion convertible notes due 2024. Proceeds from the notes issuance will be used for general corporate purposes and strategic transactions, which may include wireless and spectrum-related strategic transactions. The new notes are unsecured obligations issued by the parent, DISH, and are not guaranteed by the company's subsidiaries. The rating assignment will not impact DISH's Ba3 corporate family rating (CFR), Ba2-PD probability of default (PD) rating or DISH's pay-TV subsidiary, DISH DBS's Ba3 senior unsecured debt ratings, but it does weakly position those ratings. DISH has $2.1 billion of bonds maturing over the next 15 months which Moody's expects the company to pay off with free cash flow, reducing leverage to under 4.75x (Moody's adjusted) absent any EBITDA growth. Moody's leverage tolerance for DISH to sustain its Ba3 CFR is under 5x (Moody's adjusted). If the company raises additional debt through 2018 and does not reduce leverage below this threshold or add its spectrum holdings to the restricted group supporting the DISH DBS subsidiary, there will be negative pressure on the ratings. The company's speculative grade liquidity (SGL) rating is SGL-3 and the rating outlook remains stable. Assignments: Issuer: Dish Network Corporation -- Senior Unsecured Conv./Exch. Bond/Debenture due 2024, Assigned Ba3 (LGD5) RATINGS RATIONALE The notes are not guaranteed by any of DISH's subsidiaries and accordingly rank junior to the liabilities of DISH's current and future operating subsidiaries. Therefore the new convertible notes are structurally subordinated to DISH DBS's senior unsecured liabilities, including its $14.1 billion senior unsecured notes. However, the Ba3 rating on the convertible notes reflects a one notch upward override from Moody's Loss Given Default model implied rating, given Moody's views that since these notes are issued by the parent, they have a broader claim on the company's assets beyond the DISH DBS restricted group, and in particular, on the significant value of DISH's spectrum assets, to which DISH DBS's debt holders have no legal recourse. Moody's estimates that the value of these assets represents well over half of the company's enterprise value. Based on the current capital structure, the convertible notes represent the only debt in the family that would have an unsecured claim on the equity in these spectrum assets in a bankruptcy or liquidation scenario. Moody's notes that as long as the spectrum assets are unencumbered and are not legally contributed to the DISH DBS credit, the convertible debt will continue to benefit from DISH's equity interest in these assets. An issuance of debt at the undeveloped spectrum assets subsidiaries would likely structurally subordinate the new converts and negatively impact that credit rating. If such debt were serviced by DISH DBS cash flows, it could also impact the Ba3 CFR and notes ratings as well. The stable rating outlook reflects DISH's ability to slow sub losses within its core video business and maintain a sizeable subscriber base while striving to lower leverage to 4.75x or less (including Moody's standard adjustments). Moody's expects DISH to be able to sustain potential financial setbacks related to the AWS-3 re-auction. Although Moody's believe that DISH will likely continue in its pursuit of a nationwide wireless broadband strategy through some sort of partnership, Moody's believe the credit metrics, specifically leverage, will not be materially impacted in the near-term from any related actions or spectrum build-out requirements and additional future borrowings for spectrum to occur outside of DISH DBS. Moody's would consider an upgrade to DISH's Ba3 CFR if leverage were sustained at or below 3.5x (Moody's adjusted). Additionally, for an upgrade to occur, there would need to be increased transparency into the company's next strategic steps with regard to its wireless strategy (noting that Dish took important steps in that direction with its March 8, 2017 filing with the FCC regarding its path to meet the accelerated build-out requirements), how it plans to use its cash and cash flow, and if its creditors are provided recourse to its current and future wireless assets. Moody's would consider a downgrade to DISH's Ba3 CFR if leverage were sustained at or above 5x (Moody's adjusted). However, DISH could also be downgraded if leverage is sustained over 4.5x and Moody's expects it to up-stream its cash to fund a high risk business that doesn't generate free cash flow and to which DISH's creditors have no recourse. In addition, material subscriber losses, multiple satellite failures that cannot be mitigated with backup transponders or capacity constraints that affect the company's ability to provide a competitive service could also have negative rating implications. The principal methodology used in these ratings was Global Pay Television - Cable and Direct-to-Home Satellite Operators published in January 2017. DISH is the fourth largest pay television provider in the United States, operating satellite services with approximately 13.6 million subscribers at the end of 2016. Annual revenue was approximately $15.1 billion. DISH NETWORK: S&P Gives 'B-' Rating on Proposed $1BB Notes Due 2024 ------------------------------------------------------------------- S&P Global Ratings assigned its 'B-' issue-level rating and '6' recovery rating to DISH Network Corp.'s proposed $1 billion convertible notes due 2024. The '6' recovery rating indicates S&P's expectation for minimal recovery (0%-10%; rounded estimate 0%) of principal for noteholders in the event of a payment default. The proposed convertible notes are not guaranteed by any of DISH's subsidiaries and are structurally subordinated to the $14 billion of debt issued at DISH DBS Corp. Therefore, S&P believes that the value from the pay-TV business would be consumed by DBS creditors in a default scenario, leaving minimal recovery for convertible note holders. "While we recognize that the proposed notes sit closer to valuable spectrum licenses, in a default scenario we assume that these assets would be unavailable to current lenders because there are no contractual commitments that provide creditors any value from these assets. We believe DISH's recently announced plans to deploy a 5G-capable network by 2020 could involve using these unencumbered spectrum assets, potentially to form a partnership with an existing wireless carrier. However, currently there is no certainty that bondholders would have any claim or contractual guarantees from such a partnership. Alternatively, the spectrum licenses could be sold outright with cash returned to shareholders. We could revisit these assumptions as more details surrounding the company's wireless strategy become available and there is greater assurance around creditor protection from such events," S&P said. DISH intends to use the proceeds from the sale of the notes for strategic transactions, which may include wireless and spectrum-related strategic transactions, and for other general corporate purposes. While the notes will initially result in modestly higher consolidated leverage, S&P believes the company has ample cash to repay $900 million of debt coming due in May 2017 at DBS. Therefore, S&P continues to expect debt to EBITDA in the 5x-6x range for the foreseeable future. RATINGS LIST DISH Network Corp. Corporate Credit Rating B+/Stable/-- New Rating DISH Network Corp. Senior Unsecured $1 bil. convertible notes due 2024 B- Recovery Rating 6 (0%) DISPOSAL TEJAS: Hires Robinson Burdette as Accountant ----------------------------------------------------- Disposal Tejas, LLC, seeks authority from the U.S. Bankruptcy Court for the Northern District of Texas to employ Robinson Burdette Martin & Seright, L.L.P., as accountant to the Debtor. Disposal Tejas requires Robinson Burdette to prepare the Debtor's unfiled 940, 941 and 1065 returns and determine the associated taxes due and owing by the estate to the Internal Revenue Services. Robinson Burdette will be paid a preparer rate of $184 per hour, and a reviewer rate of $240 per hour. Robinson Burdette will also be reimbursed for reasonable out-of-pocket expenses incurred. John E. Seright, partner of Robinson Burdette Martin & Seright, L.L.P., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Robinson Burdette can be reached at: John E. Seright ROBINSON BURDETTE MARTIN & SERIGHT, L.L.P. 9816 Slide Rd. Lubbock, TX 79424 Tel: (806) 744-3333 About Disposal Tejas, LLC Disposal Tejas, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 16-60064) on June 6, 2016. The Debtor operates a single water disposal well in Crockett County, Texas, pursuant to a Produced Water Disposal Contract dated October 3, 2012. The bankruptcy petition was signed by Francisco J. McGee, manager. The case is assigned to Judge Robert L. Jones. The Debtor estimated both assets and liabilities in the range of $1 million to $10 million. EAST BAY DRY: Must File Plan, Disclosure Statement Before May 15 ---------------------------------------------------------------- Judge K. Rodney May of the U.S. Bankruptcy Court for the Middle District of Florida ordered East Bay Dry Cleaners, Inc. to file its plan of reorganization and disclosure statement on or before May 15, 2017. The Disclosure Statement shall, at the minimum, contain adequate information pertaining to the Debtor in the following areas: (a) Pre- and post-petition financial performance; (b) Reasons for filing Chapter 11; (c) Steps taken by the Debtor since filing of the petition to facilitate its reorganization; (d) Projections reflecting how the Plan will be feasibly consummated; (e) A liquidation analysis; and (f) A discussion of the Federal tax consequences as described in section 1125(a)(1) of the Bankruptcy Code. About East Bay Dry Cleaners East Bay Dry Cleaners, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M. D. Fla. Case No. 17-00557) on January 24, 2017. The petition was signed by Howard Wolfson, president. The Debtor is represented by David W. Steen, Esq., at David W. Steen, P.A. At the time of the filing, the Debtor estimated assets at $100,000 to $500,000 and liabilities at $1 million to $10 million. ECOARK HOLDINGS: Issues $700K Secured Convertible Promissory Note ----------------------------------------------------------------- In its current report on Form 8-K filed with the Securities and Exchange Commission on Feb. 28, 2017, Ecoark Holdings, Inc., disclosed that on Feb. 28, 2017, the Company issued $700,000 of 10% Secured Convertible Promissory Note to three accredited investors for an aggregate original issue price of $700,000. The three Investors are officers or directors of the Company or entities controlled by them: Gary Metzger ($500,000), Troy Richards ($100,000) and Jay Puchir ($100,000). The Notes, which have a maturity date of 18 months from issuance, bear quarterly interest at the rate of 10% per annum. The Notes are secured by the Company's ownership interest in Sable Polymer Solutions, LLC. For every $100,000 of principal amount, the Investor shall receive a warrant to purchase 10,000 shares of Common Stock if the Investor converts this Note to the Company's common stock on or before March 31, 2017. Such Warrants shall have an exercise price of $7.50 and shall be exercisable for cash until December 31, 2018. The Investors declined the Warrants. The principal and accrued interest under the Notes may be converted at any time, at the election of the Investors into shares of the Company's common stock at a per share price equal to $4.15, the price on the date of the Note's issuance. The Company may require an Investor to convert all, but not less than all of the unconverted portion of the Notes, upon written notice that (i) the last reported sale price of the Company's common stock on each of 30 prior consecutive trading days exceeded $9.00 and (ii) the average daily trading volume of the Company's common stock over the 30 prior consecutive trading period was not less than 90,000 shares on the trading market on which the common stock is listed or designated for quotation. In the event that the Notes are not converted, the Investor shall be repaid in cash. A full-text copy of the regulatory filing is available at: https://is.gd/MI273V About Ecoark Holdings Ecoark Holdings, Inc., is a technology solutions company. The Company offers technologies to fight waste in operations, logistics, and supply chains worldwide. It provides pallet-level time and temperature tracking, pre-cool prioritization and monitoring, pallet routing, real-time in-transit monitoring, remote visibility, and quality management solutions. The Company also offers Point Clouds, which creates two dimensional (2d) and three dimensional (3d) digital replications; High definition (HD) photos, a 360 degree rotational bubble image from various project perspectives; 2d Plans that plan and elevates views in CAD/PDF; and 3d models, such as Revit, CAD, Cyclone, 3dS, and others; as well as provides training and consultation services on laser scan and/or creates 2d as-builts or 3d models. For the six months ended June 30, 2016, Ecoark reported a net loss of $8.09 million following a net loss of $5.23 million for the six months ended June 30, 2015. As of Sept. 30, 2016, Ecoark had $20.48 million in total assets, $10.75 million in total liabilities and $9.72 million in total stokholders' equity. "The Company raised $17,320 of additional capital, net of expenses, in a private placement subsequent to the reverse merger transaction on March 24, 2016... The Company's ability to raise additional capital through future equity and debt securities issuances is unknown. Obtaining additional financing, the successful development of the Company's contemplated plan of operations, ultimately, to profitable operations are necessary for the Company to continue operations. The ability to successfully resolve these factors raises substantial doubt about the Company's ability to continue as a going concern," the Company stated in its quarterly report for the period ended Sept. 30, 2016. ENRON CORP: DC Cir. Must Finalize Arbitral Win, Enron Nigeria Says ------------------------------------------------------------------ Bryan Koenig, writing for Bankruptcy Law360, reports that Enron Nigeria Power Holding has urged the D.C. Circuit to issue a mandate on its confirmed $11 million arbitration win against the Nigerian government over a canceled power supply deal. According to Law360, Enron Nigeria said there's no reason for further delay. Law360 recalls that the circuit panel unanimously upheld in December 2016 a lower court's confirmation of the award, telling the clerk to wait on issuing a mandate "until seven days after disposition of any timely petition for rehearing or petition for rehearing en banc." About Enron Corp. Enron Corporation (former New York Stock Exchange ticker symbol ENE) was an American energy, commodities, and services company based in Houston, Texas. Before its collapse and bankruptcy in 2001, Enron employed approximately 20,000 staff and was one of the world's major electricity, natural gas, communications, and pulp and paper companies, with claimed revenues of nearly $111 billion during 2000. Based in Houston, Texas, Enron Corporation filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 01-16033) on Dec. 2, 2001, following controversy over accounting procedures that caused its stock price and credit rating to drop sharply. Enron hired lawyers at Togut Segal & Segal LLP; Weil, Gotshal & Manges LLP; Venable; Cadwalader, Wickersham & Taft, LLP for its bankruptcy case. The Official Committee of Unsecured Creditors in the case tapped lawyers at Milbank, Tweed, Hadley & McCloy LLP. The Debtors won confirmation of their Plan in July 2004, and the Plan was declared effective on Nov. 17, 2004. After approval of the Plan, the new board of directors decided to change the name of Enron Corp. to Enron Creditors Recovery Corp. to reflect the current corporate purpose. ECRC's sole mission is to reorganize and liquidate certain of the operations and assets of the "pre- bankruptcy" Enron for the benefit of creditors. ECRC has been involved in the MegaClaims Litigation, an action against 11 major banks and financial institutions that ECRC believes contributed to Enron's collapse; the Commercial Paper Litigation, an action involving the recovery of payments made to commercial paper dealers; and the Equity Transactions Litigation, which ECRC filed against Lehman Brothers Holdings, Inc., UBS AG, Credit Suisse and Bear Stearns to recover payments made to the four banks on transactions involving Enron's stock while the company was insolvent. ENTRAVISION COMMUNICATIONS: S&P Puts 'BB-' CCR on Watch Positive ---------------------------------------------------------------- S&P Global Ratings said that it placed its ratings, including the 'BB-' corporate credit rating, on Santa Monica, Calif.-based Spanish-language TV and radio broadcaster Entravision Communications Corp. on CreditWatch with positive implications. "The CreditWatch placement follows Entravision's announcement that it expects to use a portion of the $264 million of proceeds from the recently completed reverse auction for broadcast spectrum to reduce its leverage to the 2x-3x range on a company-reported basis," said S&P Global Ratings' credit analyst Thomas Hartman. "We will likely raise our corporate credit rating on Entravision to 'BB' from 'BB-' if the company reduces its adjusted leverage to the low-3x area or below from the high-3x area as of Dec. 31, 2016." S&P will likely resolve its CreditWatch placement within the next three months once there is more clarity on the amount and timing of Entravision's plan to repay debt with a portion of its auction proceeds. Assuming the company reduces leverage to the low-3x area or below, S&P will likely raise its rating on the company to 'BB'. If debt repayment is less than S&P expects and if the company's leverage doesn't improve to the low-3x area or below, S&P would likely affirm the 'BB-' corporate credit rating. ERATH IRON RE: Taps King Law Offices as Legal Counsel ----------------------------------------------------- Erath Iron and Metal RE LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire legal counsel. The Debtor proposes to hire King Law Offices, P.C. to give legal advice regarding its duties under the Bankruptcy Code, review claims, prepare a bankruptcy plan, and provide other legal services related to its Chapter 11 case. Russell King, Esq., will charge $350 per hour for his services. Mr. King may use a partner, Tracy King, Esq., who will be paid an hourly fee of $300. King Law Offices does not represent any interest adverse to the Debtor or its bankruptcy estate, according to court filings. The firm can be reached through: Russell W. King, Esq. Tracy L. King, Esq. King Law Offices, P.C. 19211 S. U.S. Highway 377 Dublin, TX 76446 Phone: 254-968-8777 Fax: 254-445-2751 Email: rking2010@gmail.com About Erath Iron and Metal RE Erath Iron and Metal RE LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N. D. Texas Case No. 17-40723) on February 24, 2017. The petition was signed by Nicolle Boyd, manager. The case is assigned to Judge Russell F. Nelms. At the time of the filing, the Debtor disclosed $7.53 million in assets and $3.53 million in liabilities. ERATH IRON: Seeks to Hire King Law Offices as Legal Counsel ----------------------------------------------------------- Erath Iron and Metal, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire King Law Offices, P.C. to give legal advice regarding its duties under the Bankruptcy Code, review claims, assist in the preparation of a bankruptcy plan, and provide other legal services. Russell King, Esq., will charge an hourly rate of $350 for his services. Mr. King may use a partner, Tracy King, Esq., who will be paid $300 per hour. King Law Offices does not represent any interest adverse to the Debtor or its bankruptcy estate, according to court filings. The firm can be reached through: Russell W. King, Esq. Tracy L. King, Esq. King Law Offices, P.C. 19211 S. U.S. Highway 377 Dublin, TX 76446 Phone: 254-968-8777 Fax: 254-445-2751 Email: rking2010@gmail.com About Erath Iron and Metal Based in Stephenville, Texas, Erath Iron and Metal, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-40693) on February 22, 2017. The petition was signed by Nicolle Boyd, president. At the time of the filing, the Debtor disclosed $21.87 million in assets and $4.73 million in liabilities. The case is assigned to Judge Mark X. Mullin. The Debtor hired Bridgepoint Consulting, LLC as financial advisor and the firm's director, Kenneth Conte, as chief restructuring officer. No trustee, examiner or creditors' committee has been appointed. ESCO MARINE: Committee Retains George Brothers as Special Counsel ----------------------------------------------------------------- The Official Committee of Unsecured Creditors of Esco Marine, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas, Corpus Christi Division, to retain George, Brothers, Kincaird & Horton, LLP as Special Counsel to the UCC. The Committee has retained George Brothers for the primary purpose of attempting to maximize the amount of money that would be made available to be distributed to the Debtor's unsecured creditors. GBKH is being retained for the special purpose of representing the Committee in pursuing claims against the Debtor's insiders and their affiliates. Subject to the fee application process and the Court's approval, GBKH will charge the Committee for its legal services on a contingent fee basis in accordance with the attached engagement letter. GBKH will charge a contingent fee equal to 40% of amounts recovered plus out of pocket costs and expenses. D. Douglas Brothers, attorney with the firm of GBKH, attests that his firm is a disinterested person within the meaning of Sections 101(14) and 327 of the Bankruptcy Code. The firm can be reached through: D. Douglas Brothers, Esq. GEORGE, BROTHERS, KINCAID & HORTON LLP 1100 Norwood Tower, 114 West 7th Street Austin, TX 78701 Tel: 512-495-1400 Fax: 512-499-0094 Email: DBrothers@gbkh.com About ESCO Marine ESCO Marine, Inc., and four affiliates sought Chapter 11 Bankruptcy protection in Corpus Christi, Texas (Bankr. S.D. Tex.) on March 7, 2015. The cases are assigned to Judge Richard S. Schmidt. The Court approved the joint administration of the Debtors' Chapter 11 cases under ESCO Marine, Inc., Case No. 15-20107. ESCO Metals, LLC, ESCO Shredding, LLC, Texas Best Recycling, LLC, and Texas Best Equipment LLC are affiliates of ESCO Marine. ESCO Marine is the operating parent company. The Debtors have tapped Roderick Glen Ayers, Jr., Esq., at Langley Banack Inc., in San Antonio, as counsel. The Debtors tapped AP Services LLC to designate a chief restructuring officer, and Duff & Phelps Canada Restructuring, Inc. as financial advisors. The Debtor disclosed total assets of $85,908,515 and total liabilities of $93,808,107. Secured creditor Callidus Capital Corporation is represented by Nathaniel Peter Holzer, Esq., at Jordan, Hyden, Culbreth & Holzer, P.C. On July 30, 2015, the U.S. Bankruptcy Court for the Southern District of Texas approved a credit bid by Callidus Capital Corp. that allowed the Canadian company to acquire substantially all of the Debtors' assets, which include machinery and equipment, real property leasehold interests and inventory. ESP PETROCHEMICALS: Encore Buying All Assets for $2.6 Million ------------------------------------------------------------- ESP Petrochemicals, Inc. (ESPP) and ESP Resources, Inc. (ESPI), ask the U.S. Bankruptcy Court for the Southern District of Texas to authorize ESPP's quick sale of substantially all of its physical assets to Encore Chemical Solutions, LLC for $2,624,000. ESPI is a publicly traded holding company, with no independent operations or significant assets apart from its subsidiaries. Trading of its shares was suspended following the order granting the Chapter 11 petition. ESPP is a wholly owned subsidiary of ESPI that manufactures, distributes, markets and supplies specialty chemicals for a variety of oil and gas field applications including killing bacteria, separating suspended water and other contaminants from crude oil, separating the oil from the gas, pumping enhancement, pump cleaning, as well as a variety of fluids and additives used in both the production and transmission processes. The company also provides chemical in support of salt water disposal wells. Customers of ESPP are typically oil and gas production and transmission customers or companies that dispose of water recovered from the drilling and production processes. In November 2012, the Debtors received proceeds of $1,000,000 from the sale of 16% Convertible Subordinated Debentures, payable at 16% interest, to Hillair Capital Investments, L.P. and Next View Capital, LP. The Debentures are secured by liens on substantially all the assets of the Debtors. Upon information and belief, Hillair sold its debentures to Encore, a Secured Lender of the Debtors. Encore and Solstice Capital, a prepetition secured creditor of ESPP, share some common ownership. Erich Mundinger, a principal of both Encore and Solstice Capital, has also provided services to ESPP in the past. No other relationships or agreements exist. The Secured Lender has asserted a secured claim in these cases in the amount of $1,752,541 ("Encore Claim"). Since 2014, ESP has been negatively impacted by the decline in oil prices affecting the entire oil industry. This decrease in sales and liquidity caused the companies to default in obligations and the subsequent bankruptcy filings. On May 17, 2016, the Court entered an order authorizing the Debtors to enter into an agreement with Amerisource ("Postpetition Lender") for the purchase and sale of accounts receivable of the Debtor to Amerisource and to authorize Amerisource to purchase the prepetition accounts factored with Transfac. The liens of the Secured Lender are subordinated to the liens of Postpetition Lender. The current outstanding balance owed to the Postpetition Lender is approximately $321,341 less $97,655 reserved, or a net due of $233,686. The Debtors have continued efforts to stabilize the business, including cultivating new business opportunities and implementing cost cutting measures. On July 22, 2016, the Court authorized the employment of Charles Johnson as CRO of the Debtors. Since his engagement, Mr. Johnson has spent a significant amount of time stabilizing Debtors' operations, including closing locations, reducing staffing and implementing across the board pay reductions for all employees. Until recently, the Debtors have been operating at a consistent level of activity with 24 full-time employees, one of whom, is on approved leave through March 31, 2017 at which time his employment will terminate. The CRO determined that the best manner to maximize value of the Debtors' assets is to sell the assets of the ESPP through a bidding process which would maximize the amount obtained for the benefit of the estates. Subsequently, on Oct. 22, 2016, the Debtors engaged Chiron Financial, LLC as investment bankers to assist the Debtors with the contemplated sale of ESPP. An order approving this engagement was entered by the Court on Dec. 12, 2016. Since its engagement, Chiron has continued to market the company and solicit bids. Chiron has received inquiries from various parties who have conducted limited due diligence. However, the only firm offer submitted to date is from Encore. On Feb. 19, 2017, two key employees, the vice president of operations and a lead sales person, unexpectedly resigned without notice. On March 3, 2017 a Louisiana sales tech resigned. On Monday of this week, the entire staff of seven employees in the Pharr, Texas location submitted resignations effective March 12. These mass defections gravely endanger the company's viability and, ultimately, its value. Accordingly, the Debtor ESPP now seeks to sell its assets immediately to Encore, as opposed to conducting an auction. Further, on March 7, 2017, the Official Committee of Unsecured Creditors filed a Motion for Conversion of Cases from Chapter 11 to Chapter 7. As a result, on March 8, 2017, Amerisource indicated that it will no longer factor Debtors' accounts receivable. Thus, Debtors will soon lack sufficient cash with which to operate. The Debtors have received an Asset Purchase Agreement from Encore to purchase the business for a total purchase price of $2,624,000. The purchase price is comprised of the following: (i) Credit bid of $1,750,000 which includes a carve out of $100,000 to cover administrative expenses in the form of the nonrefundable earnest money deposit; plus (ii) $135,000 for investment banker fees to Chiron Financial; plus (iii) assumption of ad valorem taxes in the approximate amount of $65,000; plus (iv) assumption of the Accounts Lender obligations in the amount of approximately $310,000; plus (v) $300,000 in cash plus assumption of Solstice Capital obligations in the amount of $113,543; plus (vi) Payment or assumption of Ford Motor Finance Obligations in the amount of approximately $9,000. The salient terms of the Agreement are: a. Seller: ESP Petrochemical, Inc. b. Buyer: Encore Chemical Solutions, LLC c. Purchase Price: $2,624,000 d. Purchased Assets: All of the Seller's right, title and interest in, to and under the properties and assets that are or were used, or held for use, by the Seller in the conduct of the Seller's business, wherever such properties and assets are situated and of whatever kind or nature, whether tangible or intangible, real, personal or mixed, other than the Excluded Assets. e. Terms: The sale is "as is, where is," without representations or warranties of any kind, free and clear of all liens, claims, interests, and encumbrances. f. Sale Order: The Court will have entered the Sale Order on April 14, 2017. g. Closing: The Closing will occur at the offices of Hoover Slovacek, LLP, Galleria Tower II, 5051 Westheimer, Suite 1200, Houston, Texas, subject to satisfaction or waiver of all the conditions to Closing set forth in Article IX of the Agreement. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/ESP_Petrochemicals_238_Sales.pdf The sale will also result in the immediate reduction of postpetition claims against the Debtors. The quick sale will allow the Debtors to preserve the company's value and stop the accrual of administrative expenses. The CRO has estimated that based on a 2017 forecast prepared in September 2016, an auction of the Debtors' assets would likely yield at best $2,000,000 to $3,000,000, or 2 to 3 times expected EBITDA given its then current operating profile. However, given the current circumstances described, the contemplated value is much less. The Encore Bid is reasonable and exceeds the amount expected auction. Further, Encore is ready, willing and able to immediately close the sale. If the Debtors experience any further significant employee defections, the company will likely close and the case will convert to a Chapter 7. Conversion to a Chapter 7 would not only result in a tremendous loss of value of the assets, a significant liability for removal and disposal of chemicals could be also be incurred. As of the filing date, the Debtor ESPP had approximately $3,200,000 in assets, of which approximately $848,000 is accounts receivable, $1,200,000 in machinery and equipment, and $916,000 is inventory and work in process. Since the Petition Date, accounts receivable has been reduced to $526,956 and inventory to approximately $400,000. On the filing date, the Debtor's liabilities exceed $7,400,000. As stated, Encore is ESPP's primary prepetition secured creditor with a current balance of approximately $1,752,541. Additionally, Amerisource is owed approximately $233,686. ESPP has approximately $1,300,000 of other long term debt obligations. Accordingly, the Debtors ask the Court to approve the (i) sale of physical assets to the Buyer free and clear of all liens, claims, interests, and encumbrances (except for Assumed Liabilities); APA and the transactions contemplated therein; and assumption and assignment of executory contracts and unexpired leases to the Buyer. The Debtors also ask the Court to waive the 14-day stay imposed by Bankruptcy Rules 6004 and 6006. The Purchaser: ENCORE CHEMICAL SOLUTIONS, LLC Harold N. May, Esq. Two Riverway, 15th Floor Houston, TX 77056 Facsimile: (832) 201-7675 The Purchaser is represented by: HAROLD "HAP" MAY, PC c/o Two Riverway, 15th Floor Houston, TX 77056 Facsimile: (832) 201-7675 E-mail: hap.may@may-firm.com About ESP Resources Lafayette, Louisiana-based ESP Resources, Inc. is a manufacturer, distributor and marketer of specialty chemicals and supply specialty chemicals for a range of oil and gas field applications, including killing bacteria, separating suspended water and other contaminants from crude oil and separating oil from gas. The company also offers analytical services and custom-blended chemicals for oil and gas wells. ESP Resources, Inc., and its affiliate ESP Petrochemicals, Inc. filed chapter 11 petitions (Bankr. S.D. Tex. Case Nos. 16-60021 and 16-60020) on March 10, 2016. The cases are jointly administered under Case No. 16-60020. The petitions were signed by David A. Dugas, chief executive officer. The cases are assigned to Judge David R. Jones. The Debtors are represented by Melissa Anne Haselden, Esq., and Edward L Rothberg, Esq., at Hoover Slovacek LLP. ESP Resources disclosed assets of $4.08 million and debt of $9.55 million. ESP Petrochemicals, Inc. estimated both assets and liabilities in the range of $1 million to $10 million. FIRST KOREAN: Kim Defendants' Bids to Dismiss Suit Denied --------------------------------------------------------- Judge Dennis Montali of the United States Bankruptcy Court for the Northern District of California granted the motion for summary judgment filed by First Korean Christian Church of San Jose (FKCC) in the adversary proceeding captioned FIRST KOREAN CHRISTIAN CHURCH OF SAN JOSE, Plaintiff, v. DONG WUK KIM, MYUNG IL YOUM, and KOREAN EVANGELICAL CHURCH OF AMER, Defendants. FIRST EVANGELICAL CHURCH OF AMERICA, Counter-Plaintiff, v. DONG WUK KIM, MYUNG IL YOUM, and FKCC, Counter-Defendants, Adversary Proceeding No. 16-5071 (Bankr. N.D. Cal.). The judge also denied the motions filed by the individual defendants Dong Wuk Kim and Myung Il Youm (collectively, "the Kim Defendants") to dismiss the adversary proceeding and to dismiss the counterclaim filed by the Korean Evangelical Church of American (KECA) against them and the debtor. FKCC and KECA were co-borrowers on a loan secured by church property located in Sunnyvale, CA. As of the date of filing of FKCC's chapter 11 bankruptcy petition, BBCN Bank held the note and a valid and perfected deed of trust lien on the property. In July 2016, FKCC filed a motion to sell the property free and clear of liens. The court entered an order on September 14, 2016, authorizing a sale of the property for $6,650,000 and providing for payment in full of the BBCN Bank debt as well as all secured tax liens. The sale has closed. On October 7, 2016, FKCC filed an adversary proceeding, alleging that it and KECA owned the property and thus own the net proceeds of the sale of the property. KECA filed an answer seeking the same relief, and asserting a counterclaim against the Kim Defendants, who had identified themselves as the true FKCC. Both parties requested that the net funds be released to the estate and to KECA. The Kim Defendants filed a motion to dismiss the adversary proceeding on December 10, 2016, and a motion to dismiss the counterclaim on December 14, 2017. FKCC filed a motion for summary judgment on December 27, 2016. In support of its motion for summary judgment, FKCC presented undisputed evidence that it and KECA share title on the property and are both signatories to deeds of trust under which the property secured FKCC's obligations to BBCN Bank. Moreover, FKCC presented significant and verified evidence that Dong Wuk Kim was stripped of his position as the official pastor for FKCC in 2013. Judge Montali thus found that FKCC met its initial burden of showing the absence of a material and triable issue of fact as to Dong Wuk Kim's ouster and its entitlement to the net proceeds through control of FKCC by its current pastor. Because FKCC has shown that there is no genuine issue as to any material fact and that it is entitled to judgment as a matter of law, Judge Montali issued an order granting the FKCC's motion for summary judgment, orders denying the Kim Defendants' motions to dismiss the adversary proceeding and the counterclaim, and a judgment releasing the net proceeds to FKCC and KECA. A full-text copy of Judge Montali's February 21, 2017 memorandum decision is available at https://is.gd/k55Ev5 from Leagle.com. First Korean Christian Church of San Jose is represented by: Stanley A. Zlotoff, Esq. LAW OFFICES OF STANLEY A. ZLOTOFF 300 South 1st St., Suite 215 San Jose, CA 95113 Tel: (408)287-5087 Email: zlotofflaw@gmail.com Office of the U.S. Trustee / SJ, U.S. Trustee, is represented by: Lynette C. Kelly, Esq. OFFICE OF THE UNITED STATES TRUSTEE 450 Golden Gate Avenue 5th Floor, Suite #05-0153 San Francisco, CA 94102 Tel: (415)252-2080 Fax: (415)705-3379 About First Korean Christian Church of San Jose First Korean Christian Church of San Jose sought Chapter 11 protection (Bankr. N.D. Cal. Case No. 15-52857) on Sept. 17, 2015. FIRST WIVES: Wants Plan Filing Deadline Moved to June 21 -------------------------------------------------------- First Wives Entertainment Limited Liability Company asks the U.S. Bankruptcy Court for the Southern District of New York for a 90-day extension of its exclusivity periods. The Debtor wants its plan filing deadline moved to June 21, 2017, and its solicitation deadline moved to August 21, 2017. The Debtor relates that its producers historically retained outside management and professional firms. Thus, it is not unusual for the Debtor's outside management and professionals to control the books, records and documents on behalf of the Debtor and to hold and administer bank accounts and be responsible for tax compliance. The Debtor insists that after beginning to review the books and records after Rule 2004 production it has become apparent that the Debtor requires further extension of the Exclusive Periods in order to fully comprehend the books and records and, understand its debt and investment structure to formulate a plan. The Debtor adds that it needs additional time to negotiate a plan of reorganization and prepare adequate information. About First Wives Entertainment First Wives Entertainment Limited Liability Company is the holder of the underlying rights to, and the vehicle through which First Wives Club, the iconic movie, is being developed as a musical for the Broadway and global stage, as well as for associated marketing and merchandising. On May 5, 2016, Aruba Productions LLC, Arnold Venture Fund L.P. and Edward H. Arnold filed an involuntary petition under Chapter 7 of the Bankruptcy Code against First Wives Entertainment Limited Liability Company. The Chapter 7 case was converted to a voluntary case under Chapter 11 [Bankr. S.D.N.Y. Case No. 16-11345] on August 23, 2016. Allen G. Kadish, Esq. at DiConza Traurig Kadish LLP serves as legal counsel to the Debtor; Tarn Sublett as financial advisor; and Carol S. Mann of Mann Solutions Group LLC as chief restructuring advisor. No official committee of unsecured creditors, trustee or examiner has been appointed in the case. FLORIDA FOREST: Rapid Capital to Get $2,534.38 Per Month Under Plan ------------------------------------------------------------------- Florida Forest Products of Cross City, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Florida an amended disclosure statement dated March 1, 2017, referring to the Debtor's plan of reorganization. The Amended Disclosure Statement adds two creditors -- Rapid Capital Funding and Capcall -- in Class 2. Under the Plan, the secured claim of Rapid Capital Funding -- totaling $152,062.90 -- is impaired under the Plan. Rapid Capital will receive a monthly payment of $2,534.38, payable by the last day of each month. Capcall's secured claim in the amount of $19,217.93 will be paid $320.30 per month. Primesource Building Products, Inc., with a priority unsecured claim totaling $8,384.28, will be paid monthly, commencing at confirmation in the amount $139.74 on the first of each month. Payments and distributions under the Plan will be funded by revenue derived from the operation of the business. The Amended Disclosure Statement is available at: http://bankrupt.com/misc/flnb16-10148-132.pdf As reported by the Troubled Company Reporter on Feb. 24, 2017, the Debtor filed with the Court a disclosure statement dated Feb. 17, 2017, referring to the Debtor's plan of reorganization. Under that plan, holders of Class 3 General Unsecured Claims would receive payments by the last day of each month, which would start upon confirmation and end after 60 months. About Florida Forest Products Florida Forest Products of Cross City, Inc., is a Florida corporation, whose business is primarily retail and wholesale lumber and hardware sales from its location in Cross City, Florida. It is a corporation which operates a building supply retail store in Cross City, Florida. The Debtor has been in business since 2014. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D. Fla. Case No. 16-10148) on June 28, 2016. The petition is signed by Russ Allen, president. The Debtor is represented by Angela M. Ball, Esq., at Angela M. Ball, P.A. The Debtor estimated assets at $0 to $50,000 and debts at $100,001 to $500,000 at the time of the filing. FOUR CORNERS: April 13 Plan Confirmation Hearing ------------------------------------------------ Judge K. Rodney May of the U.S. Bankruptcy Court for the Middle District of Florida conditionally approved the disclosure statement filed by Four Corners Direct, Inc., on March 1, 2017. Any written objections to the disclosure statement shall be filed with the court and served no later than seven days prior to the date of the hearing on confirmation. The court will conduct a hearing on the confirmation of the Chapter 11 Plan of Reorganization, including timely filed objections to confirmation, objections to the disclosure statement, motions for cramdown, applications for compensation, and motions for allowance of administrative claims on April 13, 2017, at 10:30 a.m., at Courtroom 9B, U.S. Bankruptcy Court, 801 North Florida Avenue, Tampa, Florida. Parties in interest shall submit their written ballot accepting or rejecting the Plan no later than eight days before the date of the Confirmation Hearing. Objections to confirmation shall be filed and served no later than seven days before the date of the Confirmation Hearing. Four Corners Direct, Inc., based in Sarasota, Florida, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 16-09620) on November 8, 2016. Suzy Tate, Esq. serves as bankruptcy counsel. In its petition, the Debtor indicated $0 in total assets and $10 million in total liabilities. The petition was Martin Lothman, president. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Four Corners Direct, Inc. as of Jan. 18, according to a court docket. FOUR SEASONS: Hires Ironstone Tax as Accountant ----------------------------------------------- Four Seasons Landscape Management, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Ironstone Tax and Accounting, LLC as accountant to the Debtor. Four Seasons requires Ironstone Tax to: a) prepare quarterly and annual federal and state tax returns; prepare of all other financial documents required by federal or state law; all other work indicated by Ironstone Tax's analysis of the records of the Debtor; and all other work necessary to assist the estate to comply with the reporting and accounting requirements of the Chapter 11 case; b) review claims filed by the Internal Revenue Service to determine the validity of the amounts claimed and to assist in formulating a plan; and c) render other work as may be indicated by the Ironstone Tax's analysis of the records of the Debtor's and the estate. Ironstone Tax will be paid at the hourly rate of $150. In the 12 months prior to the filing of the petition, Ironstone Tax received payments from the Debtor the amount of $11,475. Ironstone Tax will also be reimbursed for reasonable out-of-pocket expenses incurred. W. Ted Floyd, managing member of Ironstone Tax and Accounting, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Ironstone Tax can be reached at: W. Ted Floyd IRONSTONE TAX AND ACCOUNTING, LLC 277 GA-74 Peachtree City, GA 30269 Tel: (770) 487-9166 About Four Seasons Landscape Management, Inc. Four Seasons Landscape Management Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 17-10114) on Jan. 19, 2017. The petition was signed by Richard Santiago, CEO. The case is assigned to Judge Homer W. Drake. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of $1 million to $10 million. The Debtor hired Smith Conerly LLP as legal counsel. FPF RESTAURANT: Hires Posses & Chasan as Accountant --------------------------------------------------- FPF Restaurant, Inc., seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to employ Posses & Chasan CPA, PLLC as accountant to the Debtor. FPF Restaurant requires Posses & Chasan to: (a) prepare financial information including monthly operating reports (b) assist the Debtor in the preparation and review of budgets and cash flow projections and providing expert testimony regarding the same; (c) evaluate the Debtor's business practices to determine ways the Debtor could reduce costs and improve the efficiency of business operations, and thus generate additional income for the Debtor; (d) attend meetings with parties-in-interest and their respective advisors in which the Debtor's financing or financial outlook are a central focus; (e) compile and prepare tax returns (f) analyze potential offers to purchase the Debtor's lease and business; and (g) advise and assist the Debtor in identifying restructuring alternatives and in the preparation and negotiating of a plan of reorganization, including advising the Debtor on the timing, nature and terms of the Debtor's modification alternatives to its existing debt. Posses & Chasan will be paid at the hourly rate of $300. Posses & Chasan will also be reimbursed for reasonable out-of-pocket expenses incurred. Andrew S. Posses, partner of Posses & Chasan CPA, PLLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Posses & Chasan can be reached at: Andrew S. Posses POSSES & CHASAN CPA, PLLC 100 North Centre Avenue, Suite 500 Rockville Centre, NY 11570 Tel: (516) 764-4002 About FPF Restaurant, Inc. FPF Restaurant, Inc., based in Elmhurst, NY, filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 17-40181) on January 17, 2017. The Hon. Nancy Hershey Lord presides over the case. Gary M. Kushner, Esq., at Goetz Fitzpatrick LLP, as bankruptcy counsel. In its petition, the Debtor estimated $1 million to $10 million in assets and $500,000 to $1 million in liabilities. The petition was signed by Maria Nubile, president. FREESEAS INC: KCG Americas Owns 20% Equity Stake as of Feb. 28 -------------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, KCG Americas LLC disclosed that as of Feb. 28, 2017, it beneficially owns 191,385 shares of common stock of FreeSeas, Inc. representing 20.01% based on outstanding shares as reported by the Transfer Agent, American Stock Transfer & Trust Co., 6201 15th Avenue, Brooklyn, NY 11219, as of March 8, 2017. A full-text copy of the regulatory filing is available for free at: https://is.gd/NmFIH5 About FreeSeas Inc. Headquartered in Athens, Greece, FreeSeas Inc., formerly known as Adventure Holdings S.A., was incorporated in the Marshall Islands on April 23, 2004, for the purpose of being the ultimate holding company of ship-owning companies. The management of FreeSeas' vessels is performed by Free Bulkers S.A., a Marshall Islands company that is controlled by Ion G. Varouxakis, the Company's Chairman, President and CEO, and one of the Company's principal shareholders. The Company's fleet consists of six Handysize vessels and one Handymax vessel that carry a variety of drybulk commodities, including iron ore, grain and coal, which are referred to as "major bulks," as well as bauxite, phosphate, fertilizers, steel products, cement, sugar and rice, or "minor bulks." As of Oct. 12, 2012, the aggregate dwt of the Company's operational fleet is approximately 197,200 dwt and the average age of its fleet is 15 years. Freeseas reported a net loss of US$52.94 million on US$2.30 million of operating revenues for the year ended Dec. 31, 2015, compared to a net loss of US$12.68 million on US$3.77 million of operating revenues for the year ended Dec. 31, 2014. As of Dec. 31, 2015, FreeSeas had US$18.71 million in total assets, US$35.47 million in total liabilities and a total shareholders' deficit of US$16.76 million. RBSM LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred recurring operating losses and has a working capital deficiency. In addition, the Company has failed to meet scheduled payment obligations under its loan facilities and has not complied with certain covenants included in its loan agreements and is in default in other agreements with various counter parties. Furthermore, the vast majority of the Company's assets are considered to be highly illiquid and if the Company were forced to liquidate, the amount realized by the Company could be substantially lower that the carrying value of these assets. These conditions, among others, raise substantial doubt about the Company's ability to continue as a going concern. FREMAK INDUSTRIES: Wants to Pay Increased Arbitration Fee to ICC ---------------------------------------------------------------- Fremak Industries, Inc., asks the U.S. Bankruptcy Court for the Southern District of New York to authorize the Debtor's payment of fees and costs owed to the International Court of Arbitration at the International Chamber of Commerce in connection with the Fremak Arbitration. The Debtor is engaged in the purchase, sale, and distribution of tubular products that are used in the drilling and transportation of oil and natural gas. The Debtor purchases tubular products from manufacturers overseas and resells them to third parties in North America. Prior to the Petition Date the Debtor purchased prime seamless "coupling stock," a steel tubular product, from ISMT, Ltd., a manufacturer licensed by the American Petroleum Institute ("API"), for sale to the Debtor's customers. Joy Pipe USA, LP was a customer of the Debtor who purchased coupling stock that was manufactured by ISMT. Prior to the Petition Date, two separate and catastrophic failures occurred at wells in Alberta, Canada that employed steel that was manufactured by ISMT and supplied to the wells by Joy Pipe, who in turn purchased the steel from the Debtor. The Debtor asserts that both well failures are attributed to substandard steel provided by ISMT. As a result of catastrophic well failures caused by the substandard ISMT steel, the Debtor became embroiled in various litigations. On July 24, 2013, Joy Pipe filed suit with the U.S. District Court for the Southern District of Texas against the Debtor and ISMT asserting various causes of action relating to the damages caused by ISMT's substandard steel ("Houston Litigation"). The Houston Litigation and the claims asserted by Joy Pipe and the Debtor against each other have been fully resolved due to jury awards in favor of both Joy Pipe and the Debtor and a settlement agreement approved by the Bankruptcy Court. On Aug. 2, 2013, ISMT commenced arbitration in International Court of Arbitration at the International Chamber of Commerce ("ICC"), asserting claims against the Debtor for allegedly breaching certain purchase orders with IMST ("ISMT Arbitration"). On Jan. 26, 2015, the arbitrator in the ISMT Arbitration awarded a total of $4,023,394 to ISMT ("ISMT Award"). ISMT then obtained confirmation of the ISMT Award in the Court, and subsequently sought to enforce the award. As a result of failures caused by the substandard steel sold by ISMT and the resulting litigation, the Debtor was unable to renew its bank lines, which were critical to the Debtor's ability to operate. In addition, just before the Petition Date, ISMT froze the Debtor's bank accounts in an attempt to execute the ISMT Award. For these reasons, the Debtor sought bankruptcy protection. On Jan. 15, 2015, the Debtor filed for arbitration against with the ICC ("Fremak Arbitration") seeking, among other things, to: (i) recover damages for ISMT's manufacture and sale of substandard steel; and (ii) a declaration that to the extent that any party proves that ISMT has supplied sub grade steel to any customer of the Debtor which proves to be below grade, then ISMT owes the Debtor complete indemnity from any claims. On the Petition Date, the Debtor filed a motion, which was granted by the Court, for entry of an order modifying the automatic stay to permit: (i) the continuation of the Fremak Arbitration, the Houston Litigation, and the Debtor's appeal of confirmation of the ISMT Award; and (ii) the Debtor's insurer to continue advancement of litigation costs under the Debtor's Commercial General Liability Coverage Policy. In the statement of claim it filed in the Fremak Arbitration, the Debtor generally pled "damages in an amount which will be determined at the hearing but in no event less than $1,000,000, including consequential and incidental damages, to be proven at the hearing in this matter." However, as a result of discovery and the opinion and testimony of Fremak's damages expert retained after the commencement of the arbitration, Fremak presently estimates its damages at $8,000,000. On Jan. 31, 2017, the ICC informed counsel for the parties in the Fremak Arbitration that it extended the time limit for rendering a Final Award to March 31, 2017. On March 7, 2017, counsel representing the Debtor in the Fremak Arbitration informed Debtor's bankruptcy counsel that the ICC had readjusted its fees due to its determination that the amount in controversy is now $8,000,000. The letter from the Debtor's litigation counsel references a letter dated March 2, 2017, in which the ICC informed the parties that it had "readjusted the advance of costs from US$ 70,000 to US$210,000 (Article 36)" and requested that the parties each pay $70,000 of their share of the adjusted balance of the fees by March 17, 2017. The "Financial Table" enclosed with the letter states that the "[a]mount in dispute" is $8,000,000. Therefore, under the readjusted costs due to the ICC, the Debtor owes $70,000 ("Increased Arbitration Fee") and ISMT owes $70,000. The rendering of a Final Award in the Fremak Arbitration is imminent. Equally clear is that the ICC will not render a Final Award until the Debtor (and ISMT) pay the Increased Arbitration Fee. Once the ICC renders a Final Award in the Fremak Arbitration, the Debtor believes it will be in a position to propose a chapter 11 plan of reorganization and make a distribution to creditors. Accordingly, the Debtor asks the Court to approve the payment of the Increased Arbitration Fee. The Debtor's sound business judgment compels that it promptly pay the Increased Arbitration Fee. Now that the Houston Litigation has been resolved, the Debtor's reorganization is entirely dependent on a resolution of its claims against ISMT, by far its largest asset, which it is pursuing in the Fremak Arbitration. For the reasons set forth, it is likely that as long as the payment of the Increased Arbitration Fee remains outstanding, the ICC will not render a Final Award in the Fremak Arbitration. Therefore, the current non-payment of the Increased Arbitration Fee represents an absolute obstacle to the Debtor's reorganization. Moreover, failure to pay the Increased Arbitration Fee by the deadline set forth in the ICC Letter, March 17, 2017, may further delay resolution of the Fremak Arbitration. Accordingly, consistent with the Debtor business judgment, and in the interest of its creditors, the Debtor respectfully asks the Court to authorize the payment of the Increased Arbitration Fee. The Debtor asks that the Court shortens the time of service required by Bankruptcy Rule 2002(a)(2) and schedules a hearing on the Motion on March 16, 2017, the day before the deadline in the ICC Letter to remit payment of the Increased Arbitration Fee. About Fremak Industries, Inc. Fremak Industries, Inc., based in New York, filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 15-11740) on July 1, 2015. The Hon. Sean H. Lane presides over the case. The petition was signed by Leon Goldenberg, president. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Debtor is currently acting as a debtor-in-possession pursuant to Section 1107 of the Bankruptcy Code. David L. Barrack, Esq., at Polsinelli PC, serves as the Debtor's counsel. On Oct. 21, 2016, Angela Tese-Milner, Esq., was appointed as examiner. FTE NETWORKS: Signs Deal to Buy Benchmark Builders for $75 Million ------------------------------------------------------------------ FTE Networks, Inc., announced a definitive agreement to join forces with privately held Benchmark Builders, Inc., a leading provider of construction management services based in New York. The transaction will enable FTE to deliver integrated network services, cutting-edge technology, and construction management services on the largest and most complex projects, from conception to completion. Benchmark is a premier construction management services firm and general contractor, with a powerful industry brand and strong presence in the New York City metropolitan market. Benchmark offers FTE an established platform to aggressively roll-out FTE's "compute to the edge" installations in New York City and the surrounding region. This ground-breaking technology allows building owners to provide the best broadband access at significant savings to both landlords and tenants, while creating revenue generating opportunities for landlords. Benchmark President Fred Sacramone will continue as President and become a member of the FTE Networks Board. Senior management of Benchmark will remain the same, and the acquisition will provide new opportunities to the employees of both businesses. "We believe that this transaction offers tremendous benefits to our clients, stockholders, and employees -- and significantly accelerates our strategy of developing an integrated technology and construction management offering," said Michael Palleschi, FTE's president and chief executive officer. "We can now serve our clients as a one-stop shop, providing the highest quality design, construction, operation, and maintenance of network infrastructure while providing cutting-edge technology and meeting the growing customer demand for turnkey infrastructure solutions." Sacramone added: "Joining FTE is the logical next step in the continued growth and success of Benchmark, allowing us to expand our reach nationally and seize new opportunities. We have long-standing relationships with FTE senior executives and look forward to becoming the cornerstone of FTE's construction management practice. We are excited about the tremendous possibilities ahead." FTE will finance the $75 million transaction with cash, FTE common stock, and new financing. The alliance is expected to close in the second quarter of 2017. The combination will provide significant economies of scale, synergies, complementary business activities, and new growth opportunities in strategic locations across the U.S. Benchmark helps FTE significantly expand its portfolio of sector expertise and enables the Company to accelerate its penetration of the fast-growing market for data center construction. Significantly, the addition of Benchmark's customer base and project pipeline to FTE's project management and technical capabilities propel FTE to the forefront of the network infrastructure, technology, and interior construction markets. The acquisition will immediately add Benchmark's three-year $300 million in project backlog to FTE's three-year $170 million project backlog. "This alliance reflects continued commitment to our strategy of growth and diversification," Palleschi added. "Benchmark's expertise in the strategically important New York market further deepens our market presence. Benchmark also adds to our infrastructure services and technology capabilities, strengthening core competencies that FTE will be able to leverage across its global operations. We are delighted to welcome Benchmark's employees to FTE, and look forward to the new opportunities ahead." Benchmark, founded in 2008, has a track record of consistent revenue growth and profitability. The company has seasoned leaders with an average of 30 years of construction management experience. Benchmark specializes in construction management services, and provides program management and other construction-related services. The company serves both publicly listed and private clients in many sectors, including telecommunications, commercial, industrial, broadcast, technology, infrastructure, healthcare, and education. Stifel, Nicolaus & Company served as financial advisor and K&L Gates as legal advisor to FTE Networks. Terra Nova Capital served as financial advisor and Prior Cashman as legal advisor to Benchmark. A full-text copy of the Stock Purchase Agreement is available for free at https://is.gd/TNH4FU About FTE Networks FTE Networks, formerly known as Beacon Enterprise Solutions Group, Inc., is a vertically integrated company with an international footprint. Since its inception, FTE Networks has steadily advanced its management, operational and technical capabilities to become a leading provider of services to the telecommunications and wireless sector with a focus on turnkey solutions. FTE Networks provides a comprehensive array of services centered on quality, efficiency and customer service. FTE Networks reported a net loss attributable to common shareholders of $3.63 million on $14.4 million of revenues for the year ended Sept. 30, 2015, compared to net income of $436,000 on $16.9 million of revenues for the year ended Sept. 30, 2014. As of June 30, 2016, FTE Networks had $9.69 million in total assets, $19.95 million in total liabilities, $437,380 in total temporary equity, and a total stockholders' deficiency of $10.7 million. GANDER MOUNTAIN: Closing 32 of 160 Stores, Looking for Buyer ------------------------------------------------------------ Gander Mountain Company, owner of 160 outdoor specialty stores, is currently looking for potential purchasers of its business on a going-concern basis. Gander Mountain said it is in active discussions with a number of parties interested in a going-concern sale and expects to solicit bids prior to an auction to be held in late April 2017. The Company expects to submit the winning bid to the Court for approval in early May and anticipates a closing of the sale by May 15. Faced with challenging retail environment, Gander Mountain and its subsidiary Overton's, Inc. filed voluntary petitions under Chapter 11 of the Bankruptcy Code with the goal of selling a substantial portion of their assets and liquidating other assets through a series of "store closing" sales. The Saint Paul, Minnesota-based company with retail stores located in 27 states throughout the Midwest, East Coast and Southeast, has already identified 32 underperforming retail locations for shutdown in the next several weeks and intend to pursue liquidating sales at all those locations. Following a strategic review of their businesses and operations in January 2017, the Debtors determined that the best available path forward to maximize the value of their assets and protect the interests of stakeholders was a sale of a substantial portion or all of their assets to one or more buyers on a going concern basis in a sale or series of sales conducted under Section 363 of the Bankruptcy Code. The Debtors also determined that if no such transactions materialized by the end of April 2017, they would engage one or more third parties to assist in conducting a "going out of business" sale process through their retail store and online sales channels. "Like many retailers, Gander Mountain experienced challenging traffic patterns and shifts in consumer demand resulting from increased direct-to-customer sales by key vendors and accelerated growth of e-commerce," the Company said in a press release. "Despite aggressive actions to improve the efficiency of the company's retail operations and support functions, the underlying financial impact from underperforming stores and unproductive, excess inventory hampered efforts to create a sustainable path forward." In addition to the changing market trends, the Debtors said they accummulated substantial losses over the past two fiscal years as a result of significant competition from a combination of other sporting goods retailers and competition from certain of their own largest apparel and softlines vendors, who have launched strategies to open their own networks of brick and mortar retail stores that typically feature a more extensive and exclusive selection of the vendor's branded apparel at more attractive prices. According to preliminary results, the Debtors recorded consolidated sales of approximately $1.323 billion during FY2016, which ended on Jan. 28, 2017. The Debtors' Retail Segment totaled approximately $1.137 billion in sales, and the Direct Segment (online and catalog sales) totaled approximately $185 million. As of the Petition Date, the Debtors owe a total of $424.5 million in principal plus accrued interest to their prepetition secured lenders and approximately $115 million to trade creditors. Timothy G. Becker, executive vice president of Lighthouse Management Group, Inc., chief restructuring officer of the Debtors, disclosed in an affidavit filed with the Court that over the last two years, the Debtors undertook several actions to enhance their liquidity by, among other things, entering into amended credit agreements, reducing operating expenses and eliminating positions at their corporate headquarters. "While the Debtors took these actions, they now believe that the protections of Chapter 11 are needed in order to take the steps needed (including to close underperforming stores and sell assets) to maximize the recovery for creditors, all of which precipitated the filing of these cases," Mr. Becker said. The Company has obtained a committed debtor-in-possession financing facility underwritten by Wells Fargo, National Association, of up to $452,000,000. Subject to Court approval, this DIP financing, combined with cash from operations, is expected to provide sufficient liquidity to support the Company's continuing business operations and to minimize any disruption during the reorganization process. The Company generally expects to conduct normal business operations during the pendency of its restructuring. The Company expects employee pay to continue to arrive on time and in full, employee benefits to remain in place, retirement accounts intact and protected. Gander Mountain operates outdoor specialty stores dedicated for shooting sports, hunting, fishing, camping, marine, apparel, footwear, and outdoor lifestyle products. Its subsidiary Overton's, Inc. is a catalog and internet retailer of products for the recreational boater and other water sports enthusiasts at www.Overtons.com. The petitions were filed in the U.S. Bankruptcy Court for the District of Minnesota, Lead Case No. Case No. 17-30673. More information about Gander Mountain's restructuring is available online at www.donlinrecano.com/gmc. Court filings and claims information are available at the U.S. Bankruptcy Court website, http://www.mnb.uscourts.gov/. Gander Mountain's advisors in the restructuring are Houlihan Lokey Capital Inc. serving as financial advisor and investment banker, Lighthouse Management Group serving as Chief Restructuring Officer, and Fredrikson & Byron, PA serving as legal advisors. GARLOCK SEALING: Asbestos Panel Taps Caplin & Drysdale as Counsel ----------------------------------------------------------------- An asbestos claimant committee associated with Garlock Sealing Technologies LLC's bankruptcy case seeks court approval to hire Caplin & Drysdale, Chartered. In a filing with the U.S. Bankruptcy Court for the Western District of North Carolina, the Official Committee of Asbestos Personal Injury Claimants proposes to hire the firm as co-counsel in connection with the bankruptcy case of OldCo, LLC. OldCo is the new indirect subsidiary of EnPro Industries, Inc. that merged with Garlock parent Coltec Industries Inc. It filed a Chapter 11 petition on Jan. 30, 2017. Caplin & Drysdale will assist the committee in connection with the proposed confirmation of the joint plan filed in OldCo's bankruptcy case, and will provide other legal services. The hourly rates charged by the firm are: Elihu Inselbuch Member $1215 Trevor Swett III Member $850 Ann McMillan Member $760 Jeffrey Liesemer Member $665 Kevin Maclay Member $665 Andrew Sackett Of Counsel $515 Kevin Davis Associate $415 Sally Sullivan Associate $330 Cecilia Guerrero Paralegal $295 Eugenia Benetos Paralegal $265 Brigette Wolverton Paralegal $250 Trevor Swett III, Esq., a member of Caplin & Drysdale, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Trevor W. Swett III, Esq. Caplin & Drysdale, Chartered One Thomas Circle, NW, Suite 1100 Washington, DC 20005-5802 Tel: (202) 862-5000 Fax: (202) 429-3301 About Garlock Sealing Headquartered in Palmyra, New York, Garlock Sealing Technologies LLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, 2010, Garlock filed a voluntary Chapter 11 petition (Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina, to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor estimated $500 million to $1 billion in assets and up to $500 million in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group, Ltd. also filed for bankruptcy. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in their Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for asbestos-related matters. The Official Committee of Unsecured Creditors is represented by FisherBroyles LLP. The Official Committee of Asbestos Personal Injury Claimants in the Chapter 11 cases is represented by Travis W. Moon, Esq., at Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC, Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and Jeanna Rickards Koski, Esq., in Washington, D.C. Joseph W. Grier, III, the court-appointed legal representative for future asbestos claimants, has retained A. Cotten Wright, Esq., at Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-counsel. Judge George Hodges of the U.S. Bankruptcy Court for the Western District of North Carolina on Jan. 10, 2014, entered an order estimating the liability for present and future mesothelioma claims against Garlock Sealing at $125 million, consistent with the positions GST put forth at trial. In January 2015, the Debtors filed their Second Amended Plan of Reorganization, which is backed by the Future Asbestos Claimants' Representative (FCR). GASTAR EXPLORATION: Incurs $103.5 Million Net Loss in 2016 ---------------------------------------------------------- Gastar Exploration Inc. filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss attributable to common stockholders of $103.53 million on $58.25 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss attributable to common stockholders of $473.98 million on $107.29 million of total revenues for the year ended Dec. 31, 2015. The Company's balance sheet as of Dec. 31, 2016, showed $300.20 million in total assets, $440.63 million in total liabilities and a total stockholders' deficit of $140.43 million. "Our primary sources of liquidity and capital resources are internally generated cash flows from operating activities, possible asset sales and capital markets transactions, to the extent available on acceptable terms. We believe that our current cash position and funds from operating cash flows should be sufficient to meet our cash requirements for 2017 and early 2018. We continually evaluate our capital needs and compare them to our capital resources and ability to raise funds in the financial markets. We have the ability to adjust capital expenditures in response to changes in oil, condensate, natural gas and NGLs prices, drilling results, liquidity and cash flow. Current market conditions may put limitations on our ability to issue new debt or equity securities in the public or private markets," the Company said. For the year ended Dec. 31, 2016, the Company reported cash flows provided by operating activities of $6.7 million. The Company reported net cash provided by investing activities of $66.5 million for the year ended Dec. 31, 2016, primarily from $121.3 million of proceeds from the sale of oil and natural gas properties partially offset by $59.9 million for the development of oil and natural gas properties. For the year ended Dec. 31, 2016, the Company reported net cash used in financing activities of $51.8 million, consisting primarily of $115.4 million of repayments on the Revolving Credit Facility partially offset by $69.2 million of net proceeds from the issuance of common shares. As a result of these activities, the Company's cash and cash equivalents balance increased by $21.5 million, resulting in a Dec. 31, 2016 balance of cash and cash equivalents of $71.5 million. Net cash provided by operating activities decreased $44.5 million from 2015 primarily due to lower oil, condensate, natural gas and NGLs revenues in 2016 resulting from the Appalachian Basin Sale. Cash flow from investing activities increased $216.9 million from 2015 to 2016 primarily due to proceeds received from the Appalachian Basin Sale and the South STACK Play Acreage Sale coupled with decreased drilling and acquisition activity. At Dec. 31, 2016, the Company had a net working capital surplus of approximately $75.6 million. At Dec. 31, 2016, the Company had no availability under the Revolving Credit Facility which had a borrowing base of $85.0 million under which there were $84.6 million of borrowings outstanding and $370,000 of letters of credit issued. On Jan. 9, 2017, in connection with Amendment No. 9 to the Revolving Credit Facility, the Company made a payment of $457,000 toward its outstanding balance with no impact on the borrowing base. On Jan. 31, 2017, in accordance with Amendment No. 10 to the Revolving Credit Facility, the Company paid down its outstanding balance under the Revolving Credit Facility in the amount of $12.1 million, equal to the January 2017 preferred dividend payment and its borrowing base was reduced to $72.9 million. On Feb. 2, 2017, the Company made an additional payment of $1.7 million as required by Amendment No. 10 and its borrowing base was reduced from $72.9 million to $71.3 million. On Feb. 9, 2017, the outstanding letter of credit in the amount of $370,000 was cancelled. A full-text copy of the Form 10-K is available for free at: https://is.gd/iPYsdp About Gastar Exploration Houston, Texas-based Gastar Exploration Inc. -- http://www.gastar.com/-- is an independent energy company engaged in the exploration, development and production of oil, condensate, natural gas and natural gas liquids in the United States. Gastar's principal business activities include the identification, acquisition, and subsequent exploration and development of oil and natural gas properties with an emphasis on unconventional reserves, such as shale resource plays. * * * As reported by the TCR on March 15, 2016, Standard & Poor's Ratings Services lowered its corporate credit rating on Gastar Exploration to 'CCC-' from 'CCC+'. The downgrade follows Gastar's announcement that it had just $29 million of cash on hand and a fully drawn revolver. The company's borrowing base current stands at $180 million, but will be reduced to $100 million at the earlier of the close of the Appalachian asset sale or April 10, 2016. Proceeds from the Appalachian asset sale are expected to be $80 million. In June 2016, Moody's Investors Service downgraded the Corporate Family Rating of Gastar to 'Caa3' from 'Caa1'. The rating outlook was changed to 'negative' from 'stable'. The downgrade of Gastar's CFR to Caa3 reflects the company's weakened liquidity and reduced size following the sale of its Appalachian assets in April 2016. GENERAL WIRELESS: March 17 Meeting Set to Form Creditors' Panel --------------------------------------------------------------- Andy Vara, Acting United States Trustee for Region 3, will hold an organizational meeting on March 17, 2017, at 11:00 a.m. in the bankruptcy case of General Wireless Operations, Inc. dba RadioShack. The meeting will be held at: Sheraton Suites Wilmington Downtown 422 Delaware Ave. Wilmington DE 19801 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About RadioShack Corporation Headquartered in Fort Worth, Texas, RadioShack was a retailer of mobile technology products and services, as well as products related to personal and home technology and power supply needs. RadioShack's retail network includes more than 4,300 company- operated stores in the United States, 270 company-operated stores in Mexico, and approximately 1,000 dealer and other outlets worldwide. RadioShack Corp. and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015, disclosing total assets of $1.2 billion, versus total debt of $1.3 billion. After an auction in March 2015, RadioShack sold most of the assets to General Wireless, Inc., an entity formed by Standard General, L.P., for $150 million. About General Wireless General Wireless Operations Inc. operates a chain of electronics stores. The Company offers action cameras and accessories; audio, video, and streaming products; batteries; drones, remote control, and toys; maker parts and kits; and scanners, weather radios, and clocks. General Wireless Operations Inc. was incorporated in 2015 and is based in Fort Worth, Texas. In 2015, during RadioShack's Chapter 11 bankruptcy proceedings, General Wireless was formed to act as the owner and operator of the RadioShack brand and its assets. General Wireless currently operates 1,500 stores under the RadioShack brand in the United States, Puerto Rico, and the U.S. Virgin Islands, all on leased premises. In addition to the company-operated stores, the Debtors have a network of approximately 425 dealer outlets in the United States and one international franchisee. General Wireless also sells products and provides information to its customers through its retail website, http://www.radioshack.com. RadioShack.com, stores and dealer locations across the country are still currently open for business and serving customers. As of the Petition Date, General Wireless has approximately 5,900 employees. As of the Petition Date, the Debtors owe approximately $25.5 million to first lien lenders; $39.74 million to second lien lenders; $23 million to Kensington Technology Holdings, LLC under the Intellectual Property Loan Agreement; and $62.85 million to trade creditors, of which $52.64 million is payable to vendors and trade creditors and $10.21 million is payable to landlords. General Wireless Operations Inc. lists assets in the range of $100 million to $500 million. Pepper Hamilton LLP and Jones Day are serving as legal advisors to General Wireless. Loughlin Management Partners & Company, Inc. is acting as financial advisor. Prime Clerk LLC is serving as claims and noticing agent. GENWORTH LIFE: Moody's Lowers IFS Ratings to Ba3 ------------------------------------------------ Moody's Investors Service has downgraded the insurance financial strength (IFS) ratings of Genworth Financial's long-term care (LTC) subsidiaries, Genworth Life Insurance Company and Genworth Life Insurance Company of New York (GLIC and GLICNY, collectively, GLIC) to Ba3 from Ba2. These actions follow Genworth's announcement of Q4 2016 results that included a reduction in long-term care margins. These ratings remain on review for downgrade. The Ba3 senior unsecured debt rating of Genworth Holdings, Inc. (Holdings), an intermediate holding company owned by Genworth, the Baa2 insurance financial strength (IFS) rating of Genworth Life and Annuity Insurance Company (GLAIC), the Ba1 IFS rating of Genworth Mortgage Insurance Corporation (GMICO), and the A3 IFS rating of Genworth Financial Mortgage Pty. Limited are not part of this rating action. RATINGS RATIONALE The rating downgrade and continued review for downgrade reflects GLIC reduced and the uncertainty related to future LTC margins, as reported in its year-end 2016 results, and the continued execution risk of the company's plan to restructure and isolate its LTC operations from its remaining businesses. In addition, the profitability and margins of the LTC business are heavily supported by Genworth's assumption of significant future rate increases. Despite the significant rate increases that the company has submitted and received, Moody's remains concerned about the tail risk associated with the LTC business in GLIC. In Genworth's release of 4Q2016 results, the company reported its LTC business had breakeven results for 4Q2016 and a loss of approximately $200m for all of 2016. The company also released details on its LTC annual review of GAAP margins or loss recognition testing. Genworth reported a reduction in the margin to approximately $1.0 - $1.5 billion at YE 2016 from approximately $2.5 - $3.0 billion at YE 2015. Genworth has initiatives underway to stabilize its long-term care insurance business. However, the execution of these objectives continue to include a multi-year rate action plan. As a result, this will require increasing premiums and/or voluntary benefit modifications to support GLIC's future margins and capital levels. Given the approval process varies by state, the in-force rate actions and the amount and timing to approve or disapprove and implement a rate increase can take several years. Thus, it will take time for the company to show the efficacy of these initiatives and stabilize future margins. The margin deterioration follows a GAAP charge in 3Q2016 of $283 million, after-tax, primarily resulting from a $460 million reserve strengthening due to changes in claim termination rate assumptions and other actuarial assumptions for its LTC business. RATING DRIVERS Given GLIC/GLICNY's ratings are under review for downgrade, an upgrade is unlikely. However, the following could lead to a confirmation of their ratings: 1) more certainty regarding significant LTC rate approvals and/or other actions that help grow margins in the legacy LTC book of business, and 2) improvement in financial flexibility at the holding company (i.e., reduction in and/or refinancing of 2018 and 2020/21 debt maturities). Factors that could result in a downgrade of GLIC/GLICNY's ratings include: 1) continued uncertainty and/or further deterioration of the margins on LTC reserves, increasing the probability of a material reserve charge in the future, 2) RBC ratio less than 300% CAL, and 3) denial of LTC rate approvals, pressuring reserve adequacy of legacy LTC business. The following ratings were downgraded and remain on review for downgrade: Genworth Life Insurance Company: IFS rating to Ba3 from Ba2; Genworth Life Insurance Company of New York: IFS rating to Ba3 from Ba2; General Repackaging ACES SPC 2007-2, 3, 7: funding agreement-backed senior secured notes to Ba3 from Ba2. The following ratings were unaffected by this rating action and remain on review for downgrade: Genworth Holdings, Inc.: backed senior unsecured at Ba3, backed junior subordinate at B1 (hyb), backed provisional senior unsecured shelf at (P)Ba3, backed provisional subordinate shelf at (P)B1; Genworth Life and Annuity Insurance Company: IFS rating at Baa2; Genworth Global Funding Trusts: funding agreement-backed senior secured MTN notes at Baa2. The following rating was unaffected by this rating action and remains with a stable outlook: Genworth Mortgage Insurance Corporation: IFS rating at Ba1. The following rating was unaffected by this rating action and remains with a negative outlook: Genworth Financial Mortgage Insurance Pty Limited: IFS rating at A3. Genworth Holdings is the intermediate holding company of Genworth Financial, Inc., an insurance and financial services holding company headquartered in Richmond, Virginia. The group reported GAAP net income (loss) available to Genworth Financial, Inc.'s common shareholders of $ (277) million for 2016 on total assets of $105 billion and shareholders' equity of $15 billion. The principal methodology used in these ratings was Global Life Insurers published in April 2016. Moody's insurance financial strength ratings are opinions of the ability of insurance companies to pay punctually senior policyholder claims and obligations. GEO GROUP: Moody's Affirms B1 Sr. Rating & Alters Outlook to Stable ------------------------------------------------------------------- Moody's Investors Service affirmed the B1 senior unsecured rating of GEO Group, Inc. and revised the rating outlook to stable, from negative. The outlook revision reflects the current Attorney General's February 2017 memorandum, reversing the U.S. Justice Department's plans to phase out its use of privately-operated prisons. The following ratings were affirmed: GEO Group, Inc. - senior unsecured rating at B1; senior unsecured debt shelf at (P)B1; senior secured credit facility at Ba3; corporate family rating at B1. RATINGS RATIONALE The outlook revision reflects the increased clarity surrounding the state and federal authorities' reliance on private prison facilities. The continued need for prison privatization at the state and federal levels, is a positive development for both GEO Group and the private prison industry. The revision of the outlook also takes into account GEO's improving operational performance, solid credit profile and increased capital market access. Upward rating movement will be unlikely in the short term and will require more clarity on the full effect of this announcement to the REIT's cash flows. Furthermore, an increase in size to above $5 billion in gross assets, fixed charge coverage, (EBITDAR/fixed charges (inclusive of interest expense, capitalized interest, principal amortization, and rent expense)) above 2.5x on a sustainable basis, effective leverage below 40%, and operating margins above 25% would also lead to upward rating momentum. Downward rating pressure would occur from continued adverse events, such as litigation or publicity related to private prison management and it's utilization by state and federal authorities, leading to a loss of market share in private prison ownership and management. Furthermore, contract non-renewals resulting in total occupancy losses of 10% or more and declining margins would also lead to downward rating pressure. Moody's last rating action with respect to GEO was on August 19, 2016 when Moody's downgraded the REIT's senior unsecured rating to B1, from Ba3 and revised the rating outlook to negative, from stable. GEO Group, Inc. (NYSE: GEO) is a leading provider of government outsourced services focused on the management and ownership of correctional, detention and residential community based services to Federal, State, and local governments in the United States, Australia, the United Kingdom, South Africa and Canada. The principal methodology used in these ratings was Global Rating Methodology for REITs and Other Commercial Property Firms published in July 2010. GEORGES MARCIANO: Art Pack Founders Say Theft Suit Cost Them $40M ----------------------------------------------------------------- Daniel Siegal, writing for Bankruptcy Law360, reports that Dennis M. Elber, Esq., at Stolpman Krissman Elber & Silver LLP, the counsel for Art Pack Inc., has urged U.S. Circuit Judges Harry Pregerson, Richard Paez and Marsha Berzon of the Ninth Circuit to reverse U.S. District Judge Cormac Carney and U.S. Bankruptcy Judge Victoria S. Kaufman's ruling and revive Art Pack's founders Ali and Ellana Mohajeri's claim that Georges Marciano cost them $40 million with a baseless lawsuit accusing them of stealing his art. Law360 recalls that Mr. Marciano sued Art Pack and a group of his former workers in 2007 in California state court for allegedly stealing artwork. Law360 relates that the Art Pack founders claim that the malicious lawsuit against them forced them to sell their business. The report says that the Art Pack founders sold much of their business' assets for $1.8 million months after Mr. Marciano sued them. According to Law360, the bankruptcy court "rubber-stamped" the estate's inaccurate portrayal of the evidence. The Art Pack founders were never given a fair chance to prove that they deserved more from Marciano's estate than the $85,000 awarded to them by Judge Kaufman, the report states, citing Mr. Elber. Mr. Elber, according to Law360, claimed that Judge Carney had failed to conduct the "searching review" of those findings that was required by the law, and also signed off on the award without getting into the real evidence. The report quoted Mr. Elber as saying, "When that searching review is done, there is only one result, as a matter of law: Art Pack suffered lost profits damages." Law360 adds that Judge Berzon said that Judge Kaufman had made findings that she didn't believe that Ali Mohajeri's alleged illness or the alleged forced sale of the company at less than its actual value were caused by Mr. Marciano's lawsuit. Art Pack is represented by: Dennis M. Elber, Esq. Donna Silver, Esq. STOLPMAN KRISSMAN ELBER & SILVER LLP 111 W. Ocean Boulevard, 19th Floor Long Beach, California 90802 Tel: (562) 435-8300 Fax: (562) 435-8304 E-mail: info@skes-law.com -- and -- John N. Tedford IV, Esq. Richard K. Diamond, Esq. DANNING GILL DIAMOND & KOLLITZ LLP 1900 Avenue of the Stars, 11th Floor Los Angeles, CA 90067 Tel: (310) 277-0077 Fax: (310) 277-5735 E-mail: jtedford@dgdk.com rdiamond@dgdk.com Mr. Marciano's bankruptcy trustee is represented by: Jeremy V. Richards, Esq. James K.T. Hunter, Esq. PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Boulevard 13th Floor Los Angeles, CA 90067-4003 Tel: (310) 277-6910 Fax: (310) 201-0760 E-mail: jrichards@pszjlaw.com jhunter@pszjlaw.com About Georges Marciano Georges Marciano is the co-founder of the apparel company Guess?, Inc. and an investor in various companies and real estate ventures. Three of the five former employees of Mr. Marciano, who won a $370 million libel judgment against him in July 2009, filed an involuntary chapter 11 bankruptcy petition (Bankr. C.D. Calif. Case No. 09-39630) against the Guess? Inc. co-founder on Oct. 27 2009. Mr. Marciano challenged the involuntary petition for 14 months, and Judge Victoria S. Kaufman entered an order for relief against Mr. Marciano on Dec. 29, 2010. The bankruptcy court appointed David K. Gottlieb as the trustee of Mr. Marciano's bankruptcy estate on March 7, 2011. GILLETTE INVESTMENTS: April 18 Plan Confirmation Hearing Set ------------------------------------------------------------ Judge Brenda K. Martin of the U.S. Bankruptcy Court for the District of Arizona approved the disclosure statement explaining Gillette Investments, LLC's plan of reorganization and scheduled the hearing to consider the confirmation of the Plan for April 18, 2017, at 1:30 p.m. Ballots accepting or rejecting the plan must be received by the Plan Proponent at least seven days prior to the hearing date set for the confirmation of the plan. The last day for filing with the Court and serving written objections to confirmation of the plan is fixed at seven days prior to the hearing date set for confirmation of the plan. As previously reported by The Troubled Company Reporter, the Plan provides that secured claims of Yavapai County (Class 3A) and Agua Fria, LLC (Class 3B) are impaired. Class 3A will be paid full, including accrued interest at the statutory rate prescribed by Arizona law, upon the sale of the Property or within a year of the Effective Date whichever occurs first. Yavapai County will retain its statutory lien on the Property to the extent of its Allowed Secured Claim, with the same validity, perfection and priority it had on the Petition Date. Class 3B in the approximate amount of $299,000, will be paid the full amount of its Allowed Secured Claim upon the sale of the Property or within a year of the Effective Date, whichever occurs first. Prior to the payment in full of the Secured Claim of Agua Fria, Agua Fria will continue to receive the same monthly SARE payments it had been receiving prior to confirmation of the Plan. Agua Fria will retain its lien and security interest in the Property with the same validity, perfection and priority it had on the Petition Date. Any and all pending deed of trust sales, or any other foreclosure actions, by Agua Fria regarding the Property will be deemed vacated or cancelled, and any default by Debtor will be deemed cured as of the Petition Date. The Allowed Claims of the General Unsecured Creditors (Class 5) will be paid the full amount of their Allowed Unsecured Claims upon the sale of the Property or within a year of the Effective Date, whichever occurs first. The Debtor's primary asset is the Property which consists of 82 acres of land contiguous in part with the Agua Fria River located in Gillette, Arizona. A full-text copy of the Disclosure Statement dated December 29, 2016, is available at: http://bankrupt.com/misc/azb14-14411-153.pdf About Gillette Investments Gillette Investments, LLC, filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 13-15091) on August 29, 2013, as a result of the combination of the lack of income produced by the property, inability to close the sale with Planet Ocean Exploration, and the pending foreclosure sale by Agua Fria. The bankruptcy court dismissed the case on November 3, 2013, by request of the Debtor. Gillette filed another Chapter 11 petition (Bankr. D. Ariz. Case No. 14-14411) on September 19, 2014. Due to the cost of litigation that arose in the state court action and competing claims from Leslie Butters and Russ Lyon Sotheby's Holdings, LLC interfering with the Property's ability to generate income, Gillette was unable to make any further payments to Agua Fria. Agua Fria commenced another trustee's sale in May 2014. GORDMANS STORES: Case Summary & 30 Largest Unsecured Creditors -------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Gordmans Stores, Inc. 17-80304 1926 South 67th Street Omaha, NE 68106 Gordmans, Inc. 17-80305 Gordmans Management Company, Inc. 17-80306 Gordmans Distribution Company, Inc. 17-80307 Gordmans Intermediate Holding Corp. 17-80308 Gordmans LLC 17-80309 About the Company: Gordmans, Inc. -- http://www.gordmans.com-- is a retail company engaged in the sale of apparel, home goods, and other merchandise. Founded in 1915, Gordmans currently operates 103 stores in 62 markets and 22 states. Chapter 11 Petition Date: March 13, 2017 Court: United States Bankruptcy Court District of Nebraska (Omaha Office) Judge: Hon. Thomas L. Saladino Debtors' General Counsel: Patrick J. Nash, Jr., Esq. Brad Weiland, Esq. Jamie R. Netznik, Esq. KIRKLAND & ELLIS LLP 300 North LaSalle Chicago, Illinois 60654 Tel: (312) 862-2000 Fax: (312) 862-2200 E-mail: patrick.nash@kirkland.com brad.weiland@kirkland.com jamie.netznik@kirkland.com Debtors' Local Counsel: Lisa Peters, Esq. KUTAK ROCK LLP 1650 Farnam Street Omaha, NE 68154 Tel: (402) 346-6000 Fax: (402) 346-1148 E-mail: lisa.peters@kutakrock.com - and - Jeffrey T. Wegner, Esq. KUTAK ROCK LLP 1650 Farnam Street Omaha, NE 68102 Tel: (402) 346-6000 Fax: (402) 346-1148 E-mail: jeffrey.wegner@kutakrock.com Debtors' Financial Advisor: DUFF & PHELPS Debtors' Claims & Noticing Agent: EPIQ BANKRUPTCY SOLUTIONS, LLC Total Assets: $274 million Total Debts: $131 million The petitions were signed by Andrew T. Hall, president, CEO and secretary. Debtors' List of 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Kelly, Scott & Madison Trade Vendor $2,590,682 23983 Network Place Chicago, IL 60673 Contact: Sy Chaba Tel: 312-977-0772 Fax: 312-977-0874 Email: schaba@ksmmedia.com IRC Retail Centers Management Inc. Landlord $1,161,274 c/o INP REIT II LLC 814 Comerce Drive, Ste 300 Oakbrook, IL 60523 Contact: President Tel: 877-206-5656 Waitt Aksarben 8, LLC Landlord $1,106,985 c/o Noddle Companies 2285 S. 67th Street, Suite 250 Omaha, NE 68106 Contact: Real Estate Legal Tel: 402-496-1616 Cabot Industrial Value Fund IV LP Landlord $1,075,442 32804 Collection Center Drive Chicago, IL 60693-0328 Contact: Fran Eldridge Tel: 513-588-1120 Email: feldridge@svn.com National Retail Properties LP Landlord $994,051 450 S. Orange Avenue, Suite 900 Orlando, FL 32801 Contact: Vice President Asset Tel: 407-650-3687 KBS Trade Vendor $767,121 1575 Henthorne Maumee, OH 43537 Contact: Mazen Rihani Tel: 419-867-4300 Fax: 419-867-4295 Email: mrihani@kbs-services.com PEBB Cleveland, LLC Landlord $707,167 7900 Glades Road, Suite 600 Boca Raton, FL 33434 Contact: Jill Hofstetter Tel: 561-353-5292 Email: jhofstetter@pebbent.com DDR Southeast Evansville East Landlord $637,545 Llyod, LLC 3300 Enterprise Prkwy Beachwood, OH 44122 Contact: Mary Hodges Tel: 216-755-5718 Email: Mhodges@ddr.com CH Shoppes LLC Landlord $602,611 c/o M&J Milkow Properties 20 South Clark Street, Suite 3000 Chicago, IL 60603 Contact: Danielle Heebink Tel: 312-640-2000 Email: Danielle@dmapropertyllc.com MB Sioux City Lakeport LLC Landlord $590,195 Dept 44616 33012 Collection Center DR Chicago, IL 60693-033 Contact: Ronda Zielinski Tel: 630-570-0845 Email: ronda.zielinski@inventrustpm.com Shadow Lake Towne Center LLC Landlord $571,338 c/o Shadow Lake Towne Center One East Washington St, Ste 300 Phoenix, AZ 85004-2513 Contact: Heather Beem Tel: 913-214-4617 Email: hbeem@reddevelopment.com Reflex Trade Vendor $562,862 1100 S. San Pedro St Los Angeles, CA 90015 Contact: Richard Song Tel: 213-746-1185 Fax: 213-746-1196 Email: reflexjeans@yahoo.com Market Place on 1st Landlord $559,175 c/o Joanne Mauck, LLC 500 1st Ave, NE Cedar Rapids, IA 52401 Contact: Joanne Mauck Tel: 319-350-3436 Email: joanne@jmllcia.com ARCP MT Springfield IL LLC Landlord $494,824 2325 East Camelback Road, Ste 1100 Phoenix, AZ 85016 Contact: Natalie CICO Tel: 602-778-6000 Southaven Towne Center II LLC Landlord $492,478 2021 North Highland Avenue Jackson, TN 38305 Contact: Tracy Sudzum Tel: 731-668-7621 Washington Inventory Service Trade Vendor $481,534 750 Canyon Drive Ste 250 Coppell, TX 75019 Contact: Thomas McKenna Tel: 858-565-8111 Fax: 858-492-1801 Email: tnckenna@wisintl.com Brixmor GA Westminster LLC Landlord $469,781 c/o Brixmor Property Group 450 Lexington Avenue, 13th Floor New York, NY 10170 Contact: Shelley Kimball Tel: 303-427-0780 Email: shelley.kimball@brixmor.com RB Schererville Crossings, LLC Landlord $462,068 7742 Solution Center Chicago, IL 60677-7007 Contact: Marisol Torres Tel: 630-645-2814 Email: marisontorres@regencycenters.com Thread Collective Inc. Trade Vendor $460,071 850 McCaffrey St. Laurent, Quebec H4T 1N1 Canada Contact: Samira Moughen Tel: 514-345-1777 Fax: 514-345-1711 Email: samira.moughen@threadc.com Midland Empire Retail LLC Landlord $458,065 c/o MD Management 5201 Johnson Drive, Ste 411 Mission, KS 66205 Contact: Amy Spry Tel: 913-831-2996 x245 Email: amy@mdmgt.com Thornton Towne Center 05 A, LLC Landlord $454,515 c/o ACF Property Mgmt, Inc. 12411 Ventura Blvd Studio City, CA 91604 Contact: Debra Christensen Tel: 818-505-6777 Email: dcchristensen@acfpm.com Spirit Go Peoria IL, LLC Trade Vendor $453,622 16767 N Perimeter Driv, Ste 210 Scottsdale, AZ 85260 Contact: Kim Pitt Tel: 480-315-6630 Email: kpitt@spiritrealty.com Meridian Mall CBL 0379 Landlord $452,670 2030 Hamilton Place Blvd Chattanooga, TN 37421 Contact: CEO/President Tel: 4023-855-0001 Gravois Bluffs III, LLC Landlord $446,540 c/o GJ Grewe, Inc. 9109 Watson Road, 3rd Floor St Louis, MO 63126 Contact: Rich Reiche Tel: 314-962-6300 Email: richr@gjgrewe.com ARC QSOKCOK001, LLC Landlord $441,642 405 Park Avenue, 14th Floor New York, NY 10022 Contact: Misty Sample Tel: 214-750-1517 x226 Email: msample@lpc.com Riverwalk Center I Landlord $440,643 4711 West Golf Road, Ste 100 Skokie, IL 60076 Contact: Asset Management Tel: 847-674-8020 Lockard Development, Inc. Landlord $440,539 4501 Prairie Parkway Cedar Falls, IA 50613 Contact: John Flint Tel: 319-277-8000 Email: jflint@lockardonline.com Burnsville Center SPE, LLC Landlord $437,065 2030 Hamilton Place Blvd Chattanooga, TN 37421 Contact: Dick Clark Tel: 952-435-8182 Email: dick_clark@cblproperties.com Excel Trust LP Landlord $435,287 c/o Excel FT Union LLC 17140 Bernardo Center DR, Ste 300 San Diego, CA 92128 Contact: Ted Anderson Tel: 801-294-2400 Email: ta@exceltrust.com New Haven WG, LLC Landlord $433,539 2285 67th Street, Suite 250 Omaha, NE 68106 Contact: Mark Ringsdorf Tel: 402-496-1616 Email: mark@noddlecompanies.com GREATBATCH LTD: Moody's Rates Proposed Amended Term Loan B 'B2' --------------------------------------------------------------- Moody's Investors Service assigned a B2 rating to Greatbatch Ltd.'s proposed amended Term Loan B. Greatbatch Ltd. is the borrowing entity for Integer Holdings Corporation (formerly Greathbatch, Inc.). All of Greatbatch's existing ratings, including its B3 Corporate Family Rating, B3-PD Probability of Default, and Caa2 senior unsecured note ratings remain unchanged. The rating outlook is stable. Moody's will withdraw the rating on Greathbatch's existing senior secured first lien Term Loan B at the close of the newly amended deal. Rating assigned: Greatbatch Ltd. Amended Senior Secured First Lien Term Loan B at B2 (LGD3) RATINGS RATIONALE Moody's understands that proposed amendments include re-pricing at more favorable rates, and a revision to the first year's amortization. Greatbatch's B3 Corporate Family Rating reflects Moody's expectation that the company will operate with relatively high financial leverage, modest interest coverage, and very high customer concentration. Greatbatch will continue to face integration risks associated with Lake Region Medical, which it acquired in late 2015 and is the largest acquisition in its history. In addition, medical device industry trends -- such as lower inventory levels and longer payment terms -- will negatively affect sales, earnings and cash flow. However, the rating is supported by the company's solid scale and market position in the highly fragmented medical device outsourcing sector as well as expected cost synergies. The stable outlook reflects Moody's expectation that Greatbatch will realize improvement in cash flow, aided by acquisition-related cost savings and working capital improvements. However, the outlook also reflects Moody's view that leverage will remain high over the outlook period due in part to industry headwinds. The ratings could be downgraded if the company's liquidity deteriorates, if it faces additional sales or earnings pressure, or if leverage increases. The ratings could be upgraded if Greatbatch's revenues, earnings and cash flow improve, and it realizes acquisition-related synergies. Debt/EBITDA sustained below 6.0 times would also be necessary before Moody's would consider an upgrade. The principal methodology used in this rating was Global Medical Product and Device Industry published in October 2012. Headquartered in Frisco, TX, Integer Holdings Corporation (formerly Greatbatch, Inc.) performs contract manufacturing services, primarily for companies within the medical device industry. In late 2015, Integer acquired Lake Region Medical, one of its largest competitors. Revenues for fiscal 2016 were approximately $1.4 billion. GROUP MIDLAND: Seeks to Hire Lindauer as Legal Counsel ------------------------------------------------------ Group Midland Hotels, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire Joyce W. Lindauer Attorney, PLLC to give legal advice regarding its duties under the Bankruptcy Code, assist in the preparation of a bankruptcy plan, and provide other legal services. The hourly rates charged by the firm are: Joyce Lindauer $350 Sarah Cox $195 Jamie Kirk $195 Jeffery Veteto $185 Dian Gwinnup $105 Joyce Lindauer, Esq., owner of the firm, disclosed in a court filing that she and other members of the firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce W. Lindauer, Esq. Sarah M. Cox, Esq. Jamie N. Kirk, Esq. Jeffery M. Veteto, Esq. Joyce W. Lindauer Attorney, PLLC 12720 Hillcrest Road, Suite 625 Dallas, TX 75230 Tel: (972) 503-4033 Fax: (972) 503-4034 About Group Midland Hotels Group Midland Hotels, LLC, operates a hotel formerly known as Travelodge located in Midland, Texas. Group Midland Hotels filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 17-70021), on Feb. 6, 2017. The petition was signed by Chetna Hira, managing member. The case is assigned to Judge Tony M. Davis. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. No trustee, examiner or committee has been appointed in the case. GROW CONDOS: Appoints Charles B. Mathews as Chief Financial Officer ------------------------------------------------------------------- On its current report on Form 8-k filed with the Securities and Exchange Commission, Grow Condos Inc discloses that on March 1, 2017, Joann Z. Cleckner resigned as Chief Financial Officer of Grow Condos, Inc., effective as of that date. Ms. Cleckner will remain as the Secretary of the Company. Ms. Cleckner's resignation from the Company did not result from any disagreement with the Company on any matter related to the Company's operations, policies, or practices. On March 1, 2017, the board of directors appointed Charles B. Mathews as Chief Financial Officer of the Company. Mr. Mathews has over 30 years of executive financial management experience with both public and private companies. Since 2000, Mr. Mathews has been a sole practitioner as Charles B. Mathews, CPA, an accounting and business consulting firm in Phoenix, Arizona. Mr. Mathews is currently the Chief Financial Officer of Enssolutions Group Inc., a Toronto exchange traded company providing manufacturing and distribution of environmentally responsible dust control emulsion products. From April 2015 to April 2016, Mr. Mathews served as Chief Financial Officer for mCig, Inc. and Vitacig, Inc., publicly traded companies in the ecig and cannabis related sector. Mr. Mathews, a Certified Public Accountant, earned his B.A. in Business Administration from Alaska Pacific University and an M.B.A. from Arizona State University. A full-text copy of the regulatory filing is available at: https://is.gd/ceiS7c About Grow Condos Grow Condos, Inc., operates as a real estate purchaser, developer, and manager of specific use industrial properties in the United States. The company provides condo type turn-key grow facilities to support cannabis growers. It is also involved in the development, lease, ownership, and provision of investment sales opportunities for commercial industrial properties focused in the cannabis production arena. The company is based in Eagle Point, Oregon. Grow Condos reported a net loss of $1.49 million on $118,533 of total revenues for the year ended June 30, 2016, compared to a net loss of $251,338 on $54,998 of total revenues for the year ended June 30, 2015. As of Sept. 30, 2016, Grow Condos had $1.65 million in total assets, $2.48 million in total liabilities and a total shareholders' deficit of $829,090. John Scrudato CPA, in Califon, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company operates with an industry that is illegal under federal law, has yet to achieve profitable operations, has a significant accumulated deficit and is dependent on its ability to raise capital from stockholders or other sources to sustain operations and to ultimately achieve viable profitable operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. GUIDED THERAPEUTICS: Auctus Fund Reports 5.34% Stake as of Feb. 15 ------------------------------------------------------------------ Auctus Fund Management, LLC, reported in a regulatory filing with the Securities and Exchange Commission that as of Feb. 15, 2017, it beneficially owns 50,000 shares of common stock of Guided Therapeutics, Inc. representing 5.34 percent based on approximately 936,746 shares of common stock outstanding as of Feb. 15, 2017. A full-text copy of the regulatory filing is available for free at https://is.gd/sw5pWv About Guided Therapeutics Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP) -- http://www.guidedinc.com/-- is developing a rapid and painless test for the early detection of disease that leads to cervical cancer. The technology is designed to provide an objective result at the point of care, thereby improving the management of cervical disease. Unlike Pap and HPV tests, the device does not require a painful tissue sample and results are known immediately. GT has also entered into a partnership with Konica Minolta Opto to develop a non-invasive test for Barrett's Esophagus using the LightTouch technology platform. Guided Therapeutics reported a net loss attributable to common stockholders of $9.50 million on $42,000 of contract and grant revenue for the year ended Dec. 31, 2015, compared to a net loss attributable to common stockholders of $10.03 million on $65,000 of contract and grant revenue for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Guided Therapeutics had $2.06 million in total assets, $9.37 million in total liabilities and a total stockholders' deficit of $7.31 million. HANSELL MITZEL: Hires Bush Kornfeld as Counsel ---------------------------------------------- Hansell Mitzel, LLC, et al., seek authority from the U.S. Bankruptcy Court for the Western District of Washington to employ Bush Kornfeld LLP as counsel to the Debtor. Hansell Mitzel requires Bush Kornfeld to: a. give the debtors-in-possession legal advice with respect to their powers and duties as debtors-in-possession in the continued management of their property; b. take necessary action to avoid any liens subject to debtor- in-possession's avoiding powers; c. prepare on behalf of the debtor as debtor-in-possession all necessary applications, answers, orders, reports, and other legal papers; and d. perform any and all other legal services for the debtor as debtor-in-possession which may be necessary herein. At present time, Bush Kornfeld is not holding any retainer funds. To the best of the Debtors' knowledge, the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Bush Kornfeld can be reached at: Bush Kornfeld LLP 601 Union St., Suite 5000 Seattle, WA 98101-2373 Tel: (206) 292-2110 Fax: (206) 292-2104 About Hansell Mitzel, LLC Hansell/Mitzel LLC, d/b/a Hansell Mitzel Homes, d/b/a Resort Maintenance Services, based in Mt. Vernon, Wash., filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 16-16311) on Dec. 21, 2016. Hon. Timothy W. Dore presides over the case. John R Rizzardi, Esq., of Cairncross & Hempelmann, P.S., serves as bankruptcy counsel. In its petition, the Debtor estimated $10 million to $50 million in both assets and liabilities. The petition was signed by Daniel R. Mitzel, managing member. HARKEY OPERATING: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Harkey Operating Trust 310 Fourth Ave. S., Suite 5010 Minneapolis, MN 55415 Case No.: 17-40660 Description of Business: A Minnesota business trust organized pursuant to Chapter 318 of the Minnesota Statutes Chapter 11 Petition Date: March 9, 2017 Court: United States Bankruptcy Court District of Minnesota (Minneapolis) Judge: Hon. Kathleen H Sanberg Debtor's Counsel: Wendy Alison Nora, Esq. ACCESS LEGAL SERVICES 310 4th Ave S, Suite 5010 Minneapolis, MN 55415 Tel: 612-333-4144 Fax: 608-497-1026 Email: accesslegalservices@gmail.com Estimated Assets: $10 million to $50 million Estimated Debts: $1 million to $10 million The petition was signed by Michael E. Harkey, co-trustee. According to the Debtor, all creditors appear to be contingent, unliquidated and are presently unsecured but research and investigation continues. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/mnb17-40660.pdf HARO INVESTMENT: Taps Trujillo-Gonzalez as Legal Counsel -------------------------------------------------------- Haro Investment Corp. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire legal counsel. The Debtor proposes to hire Maximiliano Trujillo-Gonzalez, Esq., to give legal advice regarding its duties under the Bankruptcy, and provide other legal services related to its Chapter 11 case. The proposed counsel will be paid an hourly rate of $200, and will receive reimbursement for work-related expenses. Mr. Trujillo-Gonzalez is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. Mr. Trujillo-Gonzalez maintains an office at: Maximiliano Trujillo, Esq. Maximiliano Trujillo-Gonzalez 100 Grand Paseos Blvd., Suite 112 San Juan, PR 00926-5902 Phone: (787)438-8802 Fax (787)200-5063 Email: maxtruj@gmail.com About Haro Investment Corp. Haro Investment Corp. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 16-09944) on December 22, 2016. The petition was signed by Rolando Silva, secretary. At the time of the filing, the Debtor estimated assets and liabilities of less than $500,000. On Dec. 27, 2016, the Debtor filed a disclosure statement, which explains its proposed Chapter 11 plan. The plan proposes to pay unsecured priority claims and unsecured claims in full, plus 4% interest from the date of its bankruptcy filing. HARRISBURG UNIVERSITY: S&P Gives 'BB' Rating on $59.5MM Rev. Bonds ------------------------------------------------------------------ S&P Global Ratings assigned its 'BB' long-term rating to Dauphin County General Authority's $59.5 million series 2017 university revenue bonds, issued for Harrisburg University of Science and Technology (HU). The outlook is stable. "We assessed HU's enterprise profile as strong characterized by fast-growing enrollment that is mainly driven by an increase in graduate students, and offset by a limited demand profile and student quality, with weak selectivity, matriculation, retention and graduation rates for the rating," said S&P Global Ratings credit analyst Ying Huang. S&P assessed HU's financial profile as vulnerable, with solid operating performance in the past two years after a history of deficit results, thin available resources ratios that S&P expects could improve in the next year, limited financial flexibility, and high student dependence and pro forma debt burden. The stable outlook reflects S&P's expectation that, over the one-year outlook period, HU will continue to generate solid full accrual surplus, grow its enrollment and maintain current demand trends, and grow available resources to the levels more consistent with the rating. S&P could consider a negative rating action in the next year if HU were to experience covenant violations or accreditation probation, if enrollment were to decline from current levels, if available resources fail to improve as expected from current levels, if full-accrual deficit emerges, or if HU were to issue additional debt without commensurate growth in available resources. A higher rating is unlikely during the one-year outlook period given the weak demand profile and available resources of the university as well as the history of covenant violations and events of default. HEARTLAND DAIRY: Unsecureds to Get $5,000 Annually Over 5 Years --------------------------------------------------------------- Heartland Dairy Holdings, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Indiana a disclosure statement in support of its plan of reorganization, filed on March 3, 2017, a full-text copy of which is available at: http://bankrupt.com/misc/innb16-11273-147.pdf Class 8 under the plan consists of the Unsecured, Non-priority Claims. This Class includes, but not by way of limitation, the deficiency claims of First Farmers Bank and Trust Company, Homan, Inc., Buschur's Feeds, etc. The claimants will be paid the sum of $5,000 per year for five consecutive years commencing with the first installment which shall be due 90 days after Confirmation of the Plan. The annual payments to this Class shall be distributed to the Allowed Claims of this Class on a pro rata basis. This Class shall neither have, nor retain, any liens or security interests of any kind. This Class is impaired. The Debtor has prepared projections of the expected operating and financial results of reorganized Debtor. Based on those projections, the Debtor believes that the Plan complies with the financial feasibility standard for confirmation. The Debtor believes the results set forth in the projections are attainable and that it will have sufficient funds to meet its obligations under the Plan and otherwise. About Heartland Dairy Holdings Heartland Diary Holdings, LLC, filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 16-11273) on June 17, 2016. The petition was signed by John W. Glessner, member. The case is assigned to Judge Robert E. Grant. The Debtor is represented by Daniel J. Skekloff, Esq., at Haller & Colvin. The Debtor estimated both assets and liabilities at $1 million to $10 million at the time of the filing. HEATHER HILLS: Seeks 30-Day Extension of Exclusive Plan Filing -------------------------------------------------------------- Heather Hills Estates, LLC, asks the U.S. Bankruptcy Court for the Middle District of Florida to extend by 30 days its exclusive periods to file a plan and to obtain acceptance of that plan. The Debtor owns and operates the amenities property located within the Heather Hills Estates mobile home community in Bradenton, Florida. The real property bears a street address of 4925 W. 3rd St., Bradenton, Florida. The Property is approximately 2.8 acres, including a clubhouse of approximately 7,000 square feet and outdoor shuffleboard courts. The Debtor generates revenue through the collection of assessments charged to the lot owners that own a lot in the Heather Hills Estates community. Such revenue is used to pay the regular operating expenses of the Property, i.e. utilities, repairs and maintenance. It is the Debtor's sole source of revenue. One of the main issues in this case is the application of MRTA to certain recorded restrictions that were initially filed in 1967. The application of MRTA is a complicated process that generally must be applied on a lot-by-lot basis. As a result of complicated MRTA issues, many of the lot owners have ceased paying assessments. Thus, the Debtor believes it is in the best interest of the estate and creditors that a short extension is granted. No party, the Debtor asserts, will be prejudiced by the requested extension. About Heather Hills Heather Hills Estate, LLC filed a Chapter 11 bankruptcy petition (Bankr. M.D.Fla. Case No. 16-09521) on November 4, 2016. Johnson, Pope, Bokor, Ruppel & Burns, LLP represents the Debtor. No official unsecured creditors committee has been appointed in the case. HEBREW HEALTH: Court Extends Exclusive Plan Filing to March 17 -------------------------------------------------------------- Chief Judge Julie A. Manning has extended Hebrew Health Care, Inc.,'s et al.'s exclusive plan filing deadline to March 17, 2017, and the corresponding exclusive plan solicitation deadline to May 15, 2017. About Hebrew Health Care, Inc. Hebrew Health Care, Inc. provides management, human resources and payroll services to its three subsidiaries Hebrew Life Choices Inc., Hebrew Community Services Inc., and Hebrew Home and Hospital, Incorporated. The three provides rehabilitation services. The Debtors filed Chapter 11 petitions (Bankr. D. Conn. Case Nos. 16-21311, 16-21312, 16-21313, and 16-21314, respectively) on Aug. 15, 2016. The petitions were signed by Bonnie Gauthier, CEO. Their cases are assigned to Judge Ann M. Nevins. At the time of the filing, Hebrew Health Care estimated assets at $1 million to $10 million and liabilities at $100,000 to $500,000; Hebrew Life Choices estimated assets at $10 million to $50 million and liabilities at $10 million to $50 million; Hebrew Community Services estimated assets at $500,000 to $1 million and liabilities at $100,000 to $500,000; and Hebrew Home and Hospital estimated assets at $1 million to $10 million and liabilities at $10 million to $50 million. The Debtors are represented by Elizabeth J. Austin, Esq., at Pullman and Comley, LLC. Altman and Company, LLC and Marcum, LLP serve as financial advisor and auditor, respectively. Kroll McNamara Evans & Delehanty LLP has been tapped to perform collection services. Zangari Cohn Cuthbertson Duhl & Grello P.C. has been tapped to replace Siegel O'Connor O'Donnell Beck P.C. as labor counsel. On August 30, 2016, the U.S. Trustee for Region 2 appointed an official committee of unsecured creditors. The committee hired Zeisler & Zeisler, P.C. as its legal counsel and EisnerAmper LLP as its financial advisor. Anne Cahill Kluetsch, director and senior consultant of Kluetsch & Associates, LLC, was appointed as patient care ombudsman. Ms. Kluetsch is represented by Coan, Lewendon, Gulliver & Miltenberger, LLC. HEXION INC: Incurs $38 Million Net Loss in 2016 ----------------------------------------------- Hexion Inc. filed with the Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $38 million on $3.43 billion of net sales for the year ended Dec. 31, 2016, compared to a net loss of $39 million on $4.14 billion of net sales for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Hexion had $2.05 billion in total assets, $4.59 billion in total liabilities and a total deficit of $2.53 billion. "During 2017, we continue to expect strong demand in our North American forest products resins business due to ongoing modest growth in U.S. housing starts. Additionally, we expect the incremental capacity created by the newly completed formaldehyde plants in North America to drive volume increases in this business in 2017. We also expect improvements in our Latin American forest products resins business due to modest economic recovery in Brazil. "We expect our phenolic resins business to continue to benefit from the acquisition of the remaining 50% of our previous Chinese joint venture, as well as from the introduction of new products into the China market. Additionally, we expect modestly lower overall demand in our epoxy specialty business in 2017 due to a destocking of wind blades in China. We anticipate improvement in the second half of 2017 as demand increases. Further, while we anticipate volumes in our versatic acid and derivatives businesses to continue to improve, our results in this business will be negatively impacted by the absence of insurance recoveries, as our ongoing supplier disruption insurance claim was closed in late 2016. Lastly, we expect our base epoxy business to improve in 2017 due to our restructuring initiatives, but remain below historical levels of profitability. "We expect modest growth in our oilfield business in 2017 due to increased drilling activity and an expected increase in oil prices relative to 2016. We also expect lower than normal raw material prices to continue in 2017, as a substantial number of our raw material inputs are petroleum-based and their prices fluctuate with the price of oil. "Lastly, we anticipate that weaker global currencies could continue to pressure our results. "Based on our liquidity position as of December 31, 2016, and projections of operating cash flows in 2017, we believe we have the ability to continue as a going concern for the next twelve months." A full-text copy of the Form 10-K is available for free at: https://is.gd/b5nOWM About Hexion Inc. Hexion Inc., formerly known as Momentive Specialty Chemicals, Inc., headquartered in Columbus, Ohio, is a producer of thermoset resins (epoxy, formaldehyde and acrylic). The Company is also a supplier of specialty resins for inks and specialty coatings sold to a diverse customer base as well as a producer of commodities such as formaldehyde, bisphenol A, epichlorohydrin, versatic acid and related derivatives. * * * The TCR reported on Oct. 3, 2014, that Standard & Poor's Ratings Services lowered its corporate credit rating on Momentive Specialty by one notch to 'CCC+' from 'B-'. "The downgrade follows MSC's significant use of cash in the first half of 2014 and our expectation that lackluster cash flow from operations and elevated capital spending will cause free operating cash flow to be significantly negative in 2014 and 2015," said Standard & Poor's credit analyst Cynthia Werneth. As reported by the TCR on Jan. 24, 2017, Moody's Investors Service lowered the Corporate Family Rating (CFR) of Hexion Inc. to Caa2. Hexion's Caa2 CFR reflects its elevated leverage of over 9 times, weak cash flow from operations and negative free cash flow. HOOPER HOLMES: Reports 2016 Net Loss of $10.3 Million ----------------------------------------------------- Hooper Holmes, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $10.32 million on $34.27 million of revenues for the year ended Dec. 31, 2016, compared to a net loss of $10.87 million on $32.11 million of revenues for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Hooper Holmes had $14.25 million in total assets, $17.11 million in total liabilities and a total stockholders' deficit of $2.86 million. The Company's primary sources of liquidity are cash and cash equivalents as well as availability under a Credit and Security Agreement with SCM Specialty Finance Opportunities Fund, L.P. The Company has historically used availability under a revolving credit facility to fund operations. The Company experiences a lag between the payment of certain operating expenses and the subsequent billing and collection of the associated revenue based on customer payment terms. To illustrate, in order to conduct successful screenings, the Company must expend cash to deliver the equipment and supplies required for the screenings. The Company must also expend cash to pay the health professionals and site management conducting the screenings. All of these expenditures are incurred in advance of the customer invoicing process and ultimate cash receipts for services performed. Given the seasonal nature of the Company's operations, which are largely dependent on second half volumes, management expects to continue using a revolving credit facility in 2017 and beyond. KPMG LLP, in Kansas City, Missouri, issued a "going concern" qualfication on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has suffered recurring losses from operations, negative cash flows from operations and other related liquidity concerns, which raises substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: https://is.gd/u84RA1 About Hooper Holmes Hooper Holmes, Inc., provides health risk assessment services and wellness as well as health improvement services with its acquisition of Accountable Health Solutions, Inc. (AHS). The Olathe, Kansas-based Company provides these services to individuals as part of health and wellness programs offered through corporate and government employers, and to clinical research organizations. HOUSTON AMERICAN: Sets Target Spud Date for Well on Permian Basin ----------------------------------------------------------------- In its current Report on Form 8-K filed with the Securities and Exchange Commission on March 6, 2017, Houston American Energy Corp. discloses that the Company issued a press release on March 6, 2017 announcing that the target date for spudding an initial well on its Permian Basin property had been accelerated. The company previously announced, in February 2017, completion of the acquisition of a 25% working interest in two lease blocks covering 717.25 acres in Reeves County, Texas. Founders Oil & Gas III, LLC, operator of the blocks, originally targeted a spud date on or before July 1, 2017. Founders has advised the company that arrangements have been made to secure a drilling rig and that the target spud date has been accelerated based on the expected timing of availability of the rig. The initial well is planned to be drilled on the company's Johnson lease targeting the WolfBone play. The press release is attached to the Current Report on Form 8-K as Exhibit 99.1. A full-text copy of the regulatory filing is available at: https://is.gd/CHYmQO About Houston American Energy Corp. Based in Houston, Texas, Houston American Energy Corp. (NYSEMKT:HUSA) -- http://www.HoustonAmericanEnergy.com/-- is an independent energy company with interests in oil and natural gas wells, minerals and prospects. The Company's business strategy includes a property mix of producing and non-producing assets with a focus on Texas, Louisiana and Colombia. As of Sept. 30, 2016, Houston American had $4.30 million in total assets, $45,176 in total liabilities and $4.25 million in total shareholders' equity. Houston American reported a net loss of $3.83 million for the year ended Dec. 31, 2015, compared to a net loss of $4.35 million for the year ended Dec. 31, 2014. GBH CPAs, PC, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has suffered recurring losses from operations, which raises substantial doubt about its ability to continue as a going concern. HPIL HOLDING: CEO Enters Stock Purchase Agreement with Mr. Amersey ------------------------------------------------------------------ On its current report filed with the Securities and Exchange Commission on March 6, 2017, HPIL Holding discloses that the Company has become aware that on March 6, 2017, Louis Bertoli entered into a Stock Purchase Agreement with Nitin Amersey. Mr. Bertoli is currently the majority shareholder of the Company, beneficially owning 43,220,000 shares of the Company's common stock, par value $0.0001, constituting approximately 84.8% of the Company's issued and outstanding common stock as of the date of this Current Report. Additionally, Mr. Bertoli serves as the Company's President, Chief Executive Officer, and Chairman of the Board of Directors. Mr. Amersey currently beneficially owns 10,600 shares of the Company's common stock, constituting less than 1% of the Company's issued and outstanding common stock as of the date of this Current Report. Additionally, Mr. Amersey serves as a Director and the Chief Financial Officer, Corporate Secretary and Treasurer of the Company. Pursuant to the SPA, Mr. Bertoli intends to sell to Mr. Amersey 36,000,000 shares of the Company's common stock for an aggregate purchase price of $344,160, or $0.00956 per share. The SPA requires Mr. Amersey to deposit the purchase price into escrow on or before April 21, 2017, with the closing of the sale and transfer of the shares expected to occur on or about April 28, 2017, in accordance with the terms of that certain Escrow Agreement entered into by Mr. Bertoli, Mr. Amersey, and Thrasher Worth, LLC, in its capacity as escrow agent, dated March 6, 2017. Mr. Amersey has informed the Company that he expects to fund the purchase price to acquire the shares with borrowed funds, although he has yet to identify a lender. Following the closing of the SPA and transfer of the shares, Mr. Amersey is expected to be the majority shareholder and have control of the Company, beneficially owning 36,010,600 shares of the Company’s common stock, constituting approximately 70.65% of the Company’s issued and outstanding common stock as of the date of this Current Report. After closing, Mr. Bertoli will beneficially own 7,220,000 shares of the Company's common stock, constituting approximately 14.17% of the Company's issued and outstanding common stock as of the date of this Current Report. A full-text copy of the regulatory filing is available at: https://is.gd/YvyEyQ About HPIL Holding HPIL Holding (formerly Trim Holding Group) was incorporated on Feb. 17, 2004, in the state of Delaware under the name TNT Designs, Inc. A substantial part of the Company's activities were involved in developing a business plan to market and distribute fashion products. On June 16, 2009, the majority interest in the Company was purchased in a private agreement by Mr. Louis Bertoli, an individual, with the objective to acquire and/or merge with other businesses. On Oct. 7, 2009, the Company merged with and into Trim Nevada, Inc., which became the surviving corporation. The merger did not result in any change in the Company's management, assets, liabilities, net worth or location of principal executive offices. However, this merger changed the legal domicile of the Company from Delaware to Nevada where Trim Nevada, Inc. was incorporated. Each outstanding share of TNT Designs, Inc. was automatically converted into one share of the common stock of Trim Nevada, Inc. Pursuant to the merger, the Company changed its name from TNT Designs, Inc. to Trim Holding Group and announced the change in the Company's business focus to health care and environmental quality sectors. Afterwards the Company determined it no longer needed its inactive subsidiaries, and as such, all three subsidiaries were dissolved. On May 21, 2012, the Company changed its name to HPIL Holding. MNP LLP, in Mississauga, Ontario, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred continuing losses and negative cash flows from operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company reported a net loss and comprehensive loss available to common shareholders of $92,659 following a net loss and comprehensive loss available to common shareholders of $456,589 for the year ended Dec. 31, 2014. As of Sept. 30, 2016, the Company had $6.80 million in total assets, $80,875 in total liabilities, all current, $6.72 million in total stockholders' equity. I.K.E. ELECTRICAL: March 21 Plan Confirmation Hearing ----------------------------------------------------- Judge John K. Sherwood of the U.S. Bankruptcy Court for the District of New Jersey conditionally approved the disclosure statement explaining I.K.E. Electrical Corporation's Small Business Plan dated February 15, 2017, and scheduled a hearing for March 21, 2017, at 10:00 a.m., to consider final approval of the Disclosure Statement and confirmation of the Plan. Headquartered in Closter, New Jersey, I.K.E. Electrical Corporation, doing business as IKE Electrical Corp., filed for Chapter 11 bankruptcy protection (Bankr. D.N.J. Case No. 16-18212) on April 28, 2016, estimating assets up to $50,000 and its liabilities between $1 million and $10 million. The petition was signed by Rebecca S. Adika, president. Judge John K. Sherwood presides over the case. David L. Stevens, Esq., at Scura, Wigfield, Heyer & Stevens, LLP, serves as the Debtor's bankruptcy counsel. Gerard J. Onorata, Esq., Peckar & Abramson, P.C., and Ofeck & Heinze, LLP, serve as special litigation counsel. Martin D. Eisenstein, CPA, serves as accountant. INFOGROUP INC: Moody's Assigns B2 Corporate Family Rating --------------------------------------------------------- Moody's Investors Service assigned a B2 Corporate Family Rating (CFR) and a B2-PD Probability of Default Rating (PDR) to Infogroup Inc. (New). At the same time, Moody's assigned a B1 rating to the company's proposed first lien credit facilities consisting of $250 million term loan due 2023 and $30 million revolving credit facility due 2022. The rating outlook is stable. In February 2017, Court Square Capital Partners (the sponsor) entered in a definitive agreement to acquire Infogroup from its existing owners CCMP Capital Advisors, LLC. The transaction will be financed with the proceeds of the proposed $250 million first lien term loan due 2023, $75 million second lien term loan due 2024 (unrated), and an equity contribution from the sponsor. The $30 million revolving credit facility will remain undrawn. Pro forma for the transaction, the company's debt to EBITDA (inclusive of Moody's adjustments) is approximately 5.2x, while EBITDA less capex to interest coverage is estimated at 1.8x. Moody's notes that EBITDA used in this calculation does not include the impact of a material amount of capitalized costs related to software and database development, which is an important and on-going expenditure for the company. Leverage would be much higher (approximately 6.4x) if these expenditures were treated as operating expenses. The B2 CFR reflects Moody's view that over the next 12 to 18 months Infogroup's positive operating trends, as demonstrated by revenue and earnings growth over the last few years, will continue, and that the company will sustain its leverage below 5.0x (6.0x by expensing software development) and interest coverage above 2.0x, the levels which Moody's expects it to achieve in the near term. Moody's expects Infogroup's free cash flow to improve in 2017 driven by the mid-single digit revenue growth at stable margins and the completion of legacy tax payments that weighed on cash flow in 2016. The transaction improves the company's liquidity by extending its debt maturity profile. Moody's also expects the company to maintain conservative financial policies and disciplined approach to growth and acquisitions. The B1 rating on the first lien credit facility, one notch above the CFR, reflects the support provided by the presence of more junior debt in the capital structure represented by $75 million second lien term loan, and the loss absorption provided by this instrument. The following rating actions were taken: Issuer: Infogroup Inc. (New) Corporate Family Rating, assigned at B2; Probability of Default Rating, assigned at B2-PD; Proposed $250 million senior secured first lien term loan B due 2023, assigned at B1 (LGD3); Proposed $30 million senior secured first lien revolving credit facility due 2022, assigned at B1 (LGD3); The rating outlook is stable. Issuer: Infogroup Inc. All existing ratings have not been changed and will be withdrawn upon closing of the transaction. All ratings are subject to the execution of the transaction as currently proposed and Moody's review of final documentation. The instrument ratings are subject to change if the proposed capital structure is modified. RATINGS RATIONALE Infogroup's B2 CFR reflects the company's relatively high financial leverage, moderate interest coverage, relatively small size and scale compared to companies in the business and consumer services industry, its exposure to cyclical trends in marketing expenditures, and a rapidly evolving competitive environment. The rating also reflects risks related to potential shareholder-friendly activities or strategy changes given the private equity ownership. However, the rating is supported by Moody's expectations that the company will maintain modest revenue growth, sustain margin stability, and generate improving positive free cash flow, while exercising disciplined approach with respect to growth/acquisitions. The rating is also supported by recurring subscription-based revenues, broad proprietary business and consumer database capabilities, and real-time data marketing solutions. The ratings also derive support from the company's track record of growing revenues across its business segments over the last few years, operating margin growth, improvements in attrition rates, and Moody's expectations for continued mid-single digit revenue growth through new business wins, improved customer retention and investments made in real time data and SaaS-based technology solutions, leading to deleveraging opportunities through higher earnings. Infogroup has an adequate liquidity position, supported by the extended debt maturity profile, ample borrowing capacity under its new $30 million revolving credit facility, and Moody's expectation of positive free cash flow generation. Liquidity is constrained by the credit agreement's total net leverage financial maintenance covenant, which includes step downs. The stable rating outlook reflects Moody's view that the company will sustain its leverage below 5.0x and interest coverage above 2.0x, while generating positive free cash flow and maintaining adequate liquidity. The ratings could be downgraded if the company were to experience revenue and earnings declines, if adjusted debt to EBITDA is sustained above 5.0x and EBITDA less capex to interest coverage below 2.0x. Lack of positive free cash flow generation, a weakening in liquidity, or aggressive dividend/acquisition transactions could also lead to a ratings downgrade. The ratings could be considered for an upgrade if the company significantly expands it revenue size and scale, improves liquidity through consistent generation of strong free cash flow and ample cash reserves, while maintaining conservative financial policies. Additionally, sustained debt to EBITDA of below 4.0x would be important to support higher ratings. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Infogroup Inc., headquartered in Omaha, Nebraska, is a provider of proprietary business and consumer data and multi-channel marketing solutions to enterprise and SMB customers. The company helps its clients to identify potential customers and to retain existing customers through a wide range of traditional and digital marketing solutions including email, data processing, digital display, data and database services. Infogroup is being acquired by the private equity sponsor Court Square Capital Partners. In 2016, the company generated over $300 million in revenues. IOWA HEALTHCARE: Taps RSM US LLP as Tax Accountants and Auditors ---------------------------------------------------------------- Central Iowa Healthcare seeks approval from the US Bankruptcy Court for the Southern District of Iowa to employ RSM US LLP as its Special Tax Accountants and Auditors. The Debtor requires the services of the Accountants to: a. Prepare the annual federal income tax returns for the tax year ending December 31, 2016 for the Debtor and its related entities; b. Prepare the annual federal income tax returns for the tax year ending October 31, 2016 for the Debtor and its related entities; c. Prepare the Amended Form 5500 for the period ending December 31, 2015; d. Audit the financial statements of Marshalltown Medical & Surgical Center Retirement Income Plan and to evaluate the effect on the Plan's financial statements of the Debtor's Chapter 11 bankruptcy; e. Prepare Central Iowa HealthCare's Hospital and rural health clinic Medicare and Medicaid cost reports for the fiscal year ended December 31, 2016; f. Assist the Debtor in connection with its annual income and other tax advice and planning, and with preparation of its annual ordinary course federal and state tax returns, and to perform such usual, customary and ordinary annual independent financial auditing services. The Accountants will render services to the Debtor at their regular hourly rates. The Accountants understand that compensation is subject to approval of this Court and intend to apply in conformity with Bankruptcy Code Sections 330 and 331 for compensation and reimbursement for fees incurred and costs advanced. The Firm can be reached through: Christine B. Grisham RSM US LLP 201 N Harrison St, Suite 300 Davenport, IA 528D1 Tel: + 1 563 888 4000 Fax: +1 5'33 324 6939 Website: www.rsmus.com About Central Iowa Healthcare The Central Iowa Healthcare, formerly doing business as Marshalltown Medical Surgical Center, is a not-for-profit corporation formed under the laws of the State of Iowa, and is tax exempt pursuant to Section 501(c)(3) of the Internal Revenue Code. It is governed by a 14-member Board of Trustees of which two members serve on an ex-officio basis. CIH operates a community hospital in Marshalltown, Iowa, which is located between Des Moines and Cedar Rapids. Its 49-bed, acute care facility is the only full-service medical center in the area. CIH is the sixth largest employer in Marshalltown. According to U.S. Census 2015 data, Marshalltown's population is estimated at 27,620 and a median income of $50,396. Declining revenues over the past several years have placed a considerable financial strain on CIH and led to uncertainty about the hospital's ability to continue as a going concern. CIH sought Chapter 11 protection (Bankr. S.D. Iowa Case No. 16-02438) on Dec. 20, 2016. The petition was signed by Dawnett Willis, acting CEO. The Debtor disclosed $81.91 million total assets and $20.02 million total liabilities. The case is assigned to Judge Anita L. Shodeen. The Debtor hired Bradshaw,Fowler, Proctor & Fairgrave, P.C. as its legal counsel, and Alvarez & Marsal Healthcare Industry Group, LLC as its financial advisor. The Debtor engaged Andy Wang, Esq., at Wang Kobayashi Austin, LLC as special counsel. The U.S. Trustee for the Southern appointed Susan N. Goodman as the patient care ombudsman for CIH. On Dec. 28, 2016, the U.S. Trustee appointed an official committee of unsecured creditors. The Official Committee is represented by Francis J. Lawall, Esq., at Pepper Hamilton LLP. J&A REAL ESTATE: YTB to be Paid in Full from Sale Proceeds ---------------------------------------------------------- J & A Real Estate Partnership filed with the U.S. Bankruptcy Court for the Middle District of Pennsylvania an amended disclosure statement regarding its amended plan of reorganization, dated March 3, 2017. Class 1 under the amended plan consists of a mortgage on 3432 East Market Street, York, Pennsylvania from York Traditions Bank. The Debtor and the bank have agreed to the treatment of this secured claim as follows: (a) The Debtor will have six months from Plan confirmation to accomplish a refinance of the York Traditions Bank's debt and to pay the debt in full. (b) If the Debtor is unable to refinance the debt in full within six months from Plan confirmation, Debtor will have an additional six months to list and sell the property. (c) York Traditions Bank will be able to approve the realtor and will be provided with all information regarding the marketing and sale of the property. (d) York Traditions Bank will have the right to approve the Settlement Statement and the distribution of proceeds to the extent the amount of proceeds is less than sufficient to pay the bank in full. (e) If the property is not sold on or before the date that is 12 months from Plan confirmation, Debtor will immediately contract with an auctioneer, acceptable to the bank, and the property will be advertised and scheduled to be sold at public auction within a reasonable time, but in any event on a date no more than 14 months from the Plan confirmation date. (f) At any public auction of the property, York Traditions Bank will be permitted to credit bid the amount of its claim. (g) For so long as Debtor remains the owner of the property (including the time between the expiration of the 12 month refinance/sale period and the closing under any action), Debtor will remain current on all loan payments, insurance, and other terms and conditions of the loan documents. (h) If the Debtor fails to meet any of the above conditions and subsequent to a 10 day written default notice to cure served upon Debtor and Debtor's counsel, York Traditions Bank will be permitted to exercise its rights and remedies under the loan documents. The initial plan's treatment of this Class 1 claim states that the Debtor is attempting to locate a lender to fully pay off York Traditions Bank. In the event the Debtor fails to secure a lender by the maturity date of June 17, 2017, Debtor shall be granted an extension of the maturity date for one year until June 17, 2018. In the event a lender is not found by this date, Debtor agrees to list the commercial property for sale. Upon the Court's approval of the selected realtor, the property will be immediately listed for sale and Debtor shall have one year to sell the property or the case will convert to a Chapter 7 proceeding. The Debtor believes that the ongoing rental payments from its business operations shall provide sufficient liquidity to fund the Plan. The Plan will provide for satisfaction of all existing priority debt over the life of the Plan, as well as liquidity for all operational expenses going forward. A full-text copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/pamb1-16-03341-49.pdf About J & A Real Estate Partnership J & A Real Estate Partnership, based in York, Pennsylvania, was formed in January, 1996 by Arthur J. Kerchner and his sister, Ann Kerchner. The partnership owns real property situated at 3432 East Market Street, York, Pennsylvania. The Debtor leases the real property to Unique Physique, Inc. The Debtor filed a Chapter 11 petition (Bankr. M.D. Pa. Case No. 16-03341) on August 12, 2016. The petition was signed by John A. Kerchner, partner. Judge Mary D. France presides over the case. Craig A. Diehl, Esq., at Law Offices of Craig A. Diehl, serves as the Debtor's legal counsel. At the time of the filing, the Debtor estimated $1 million to $10 million in assets and $100,000 to $500,000 in liabilities. J.J. BAKER: March 21 Plan Confirmation Hearing ---------------------------------------------- The U.S. Bankruptcy Court for the Western District of Missouri conditionally approved the disclosure statement explaining J.J. Baker, LLC's Chapter 11 plan and fixed March 21, 2017, at 8:30 a.m., as the hearing on final approval of the disclosure statement, and for the hearing on confirmation of the Plan. March 16 is the deadline for filing with the Court objections to the disclosure statement or plan confirmation, and submitting to counsel for the plan proponent ballots accepting or rejecting the plan. The Troubled Company Reporter on Feb. 27, 2017, reported that the Debtor's Plan, dated Feb. 15, 2017, proposes to pay creditors from cash flow from operations and future income. Class 2 under the plan consists of the secured claims of Farmers State Bank and Polk County, Missouri. Farmers State Bank is owed a total of $1,809,167.70. The bank will be paid the sum of $8,543.63 monthly over a term of 30 years. The Debtor will pay interest on this secured obligation at 200 basis points over the U.S. Treasury Five-Year Bond (1.91%) on the Effective Date for the plan rate of 3.91%. The Collector of Polk County is owed a secured debt of $12,245.79. This claim will be paid the sum of $225.01 monthly over the course of 5 years. The Debtor will pay interest on this secured obligation at 200 basis points over the U.S. Treasury Five-Year Bond (1.91%) on the Effective Date for the plan rate of 3.91%.e The Debtor has no unsecured claimants. Payments and distributions under the plan will be funded by payments from the Debtor's commercial tenants. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/mowb16-60866-11-44.pdf About J.J. Baker J.J. Baker, LLC filed a chapter 11 petition (Bankr. W.D. Mo. Case No. 16-60866) on Aug. 29, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Mariann Morgan, Esq., at Checkett & Pauly, P.C. An official committee of unsecured creditors has not been appointed in the case. JEWELRY BY JENNIFER: Prexy Taps Lindauer as Legal Counsel --------------------------------------------------------- Jewelry by Jennifer LLC President Jennifer Keating seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire legal counsel in connection with her Chapter 11 case. The Debtor proposes to hire Joyce W. Lindauer Attorney, PLLC to give legal advice regarding her duties under the Bankruptcy Code, prepare a bankruptcy plan, and provide other legal services. The hourly rates charged by the firm are: Joyce Lindauer $350 Sarah Cox $195 Jamie Kirk $195 Jeffery Veteto $185 Dian Gwinnup $105 Joyce Lindauer, Esq., owner of the firm, disclosed in a court filing that she and other members of the firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce W. Lindauer, Esq. Sarah M. Cox, Esq. Jamie N. Kirk, Esq. Jeffery M. Veteto, Esq. Joyce W. Lindauer Attorney, PLLC 12720 Hillcrest Road, Suite 625 Dallas, TX 75230 Tel: (972) 503-4033 Fax: (972) 503-4034 About Jewelry by Jennifer Jewelry by Jennifer LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 16-34238) on October 31, 2016, disclosing assets and liabilities of less than $500,000. The petition was signed by Jennifer Keating, president. On January 31, 2017, Ms. Keating sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-30353). The cases are jointly administered under Case No. 16-34238. Jewelry by Jennifer is represented by Joyce W. Lindauer Attorney, PLLC. JOANN QUARLES: Gooden Buying Inglewood Property for $430K --------------------------------------------------------- Judge Deborah J. Saltzman of the U.S. Bankruptcy Court for the Central District of California will convene a hearing on March 29, 2017 at 2:00 p.m. to consider JoAnn Quarles' private sale of real property located at 2311 W. 80th Street, Inglewood, California, to Darren Gooden for $430,000. Objection deadline is 14 days prior to the hearing. The Buyer works with Charles Quarles, the spouse of the Debtor, at the Bedford Group of Companies. The Buyer does not fit the definition of an "insider" in the code, but he has lent to the estate $1,000,000. The encumbrances and liens of record against the 80th St. Property, not including covenants, conditions, restrictions, easements and leases are: a. A First Deed of Trust in favor of Citibank, with a current balance of $136,652. b. A Second Deed of Trust in favor of Gooden in the amount of $300,000. No broker's commission is being paid. To make it possible for the Debtor to pay the unsecured creditors, the distribution require by the Debtor's plan on Sept. 17, 2017, Gooden will be given a junior lien on the Debtor's property commonly described as 10124 S. Broadway, Los Angeles, California, to replace his second deed of trust on the 80th St. Property. After payment of the foregoing encumbrance and all cost of the sale, there will remain the approximate sum of $293,349. Should the Court approve the Debtor's plan, $217,000 of the $299,000 will be paid to the unsecured creditors. The remainder will be held by the estate so it can pay its other obligations, including the attorney's fees. The escrow company handling the escrow is Eon Escrow, 37000 Wilshire Blvd., Los Angeles, California. The Debtor is familiar with the value of similar properties in the surrounding area. The Debtor is satisfied that the proposed purchase price represents a good price for the 80th St. Property. The said purchase price for the 80th St. Property is fair and reasonable given its location, earning capacity and general condition. The sale is "as is," and the price has been set given the general condition of the rental property. The sale of the 80th St. Property is an important business purpose because the cash is necessary to make a payment to the unsecured creditors on Sept. 17, 2017. It is therefore necessary for the Debtor to sell the property and pay creditors with the proceeds. Accordingly, the Debtor asks the Court to authorize the sale of the 80th St. Property to the Buyer, and for such other relief that the Court deems just and proper. JoAnn Quarles sought Chapter 11 protection (Bankr. C.D. Calif. Case No. 13-11455) on Jan. 17, 2013. JONESBORO HOSPITALITY: Taps Joyce W. Lindauer as Legal Counsel -------------------------------------------------------------- Jonesboro Hospitality, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire legal counsel. The Debtor proposes to hire Joyce W. Lindauer Attorney, PLLC to give legal advice regarding its duties under the Bankruptcy Code, and provide other legal services related to its Chapter 11 case. The hourly rates charged by the firm are: Joyce Lindauer $350 Sarah Cox $195 Jamie Kirk $195 Jeffery Veteto $185 Dian Gwinnup $105 Joyce Lindauer, Esq., owner of the firm, disclosed in a court filing that she and other members of her firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce W. Lindauer, Esq. Sarah M. Cox, Esq. Jamie N. Kirk, Esq. Jeffery M. Veteto, Esq. Joyce W. Lindauer Attorney, PLLC Dallas, TX 75230 Tel: (972) 503-4033 Fax: (972) 503-4034 Email: joyce@joycelindauer.com About Jonesboro Hospitality Jonesboro Hospitality, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 17-40311) on February 15, 2017. The petition was signed by Payal Nanda, principal. The case is assigned to Judge Brenda T. Rhoades. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. KALOBIOS PHARMACEUTICALS: Reports $27.1 Million Net Loss for 2016 ----------------------------------------------------------------- Kalobios Pharmaceuticals, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $27.01 million for the year ended Dec. 31, 2016, compared to a net loss of $35.37 million for the year ended Dec. 31, 2015. As of Dec. 31, 2016, KaloBios had $4.71 million in total assets, $9.09 million in total liabilities and a total stockholders' deficit of $4.37 million. The Company's independent auditors expressed substantial doubt about the Company's ability continue as a going concern in its report on the consolidated financial statements for the year ended Dec. 31, 2016, citing recurring losses operations. The Company has incurred significant losses and had an accumulated deficit of $240.6 million as of Dec. 31, 2016. The Company has financed its operations primarily through the sale of equity securities, debt financings, interest income earned on cash and cash equivalents, grants and the payments received under its agreements with Novartis Pharma AG and Sanofi Pasteur S.A. The Company completed its initial public offering in February 2013. To date, none of the Company's product candidates have been approved for sale and therefore the Company has not generated any revenue from product sales. Management expects operating losses to continue for the foreseeable future. As a result, the Company will continue to require additional capital through equity offerings, debt financing and/or payments under new or existing licensing or collaboration agreements. The Company said that if sufficient funds are not available on acceptable terms when needed, it could be required to significantly reduce its operating expenses and delay, reduce the scope of, or eliminate one or more of its development programs. The Company's ability to access capital when needed is not assured and, if not achieved on a timely basis, could materially harm its business, financial condition and results of operations. Since the Company's inception, it has financed its operations primarily through proceeds from the public offerings and private placements of its common stock, private placements of its preferred stock, debt financings, interest income earned on cash, and cash equivalents, and marketable securities, borrowings against lines of credit, and receipts from agreements with Sanofi and Novartis. At Dec. 31, 2016, the Company had cash and cash equivalents of $2.9 million. As of March 7, 2017, the Company had cash and cash equivalents of $191,000. As a result of challenges facing the Company at the time, on Dec. 29, 2015, it filed a voluntary petition for bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code. On June 30, 2016, or the Effective Date, the Company's plan of reorganization, or the Plan, became effective, and it emerged from Chapter 11 bankruptcy proceedings. A full-text copy of the Form 10-K is available for free at: https://is.gd/juWdcY About KaloBios Pharmaceuticals Based in South San Francisco, Calif., KaloBios Pharmaceuticals, Inc., is a biopharmaceutical company focused on the development of monoclonal antibody therapeutics. KaloBios Pharmaceuticals (Nasdaq: KBIO) on Dec. 29, 2015, filed a voluntary petition for bankruptcy protection under Chapter 11 of Title 11 of the United States Bankruptcy Code (Bankr. D. Del. Case No. 15-12628). The Company was represented by Eric D. Schwartz of Morris, Nichols, Arsht & Tunnell. Six months after its bankruptcy filing, KaloBios emerged from Chapter 11 bankruptcy and has also acquired the rights from Savant Neglected Diseases LLC to develop benznidazole for the treatment of Chagas disease. LEADER INDUSTRIES: Court Approves Disclosures, Confirms Plan ------------------------------------------------------------ The Hon. Marian F. Harrison of the U.S. Bankruptcy Court for the Middle District of Tennessee has approved Leader Industries, Inc.'s first amended disclosure statement dated March 1, 2017, and confirmed the Debtor's first amended plan of reorganization dated March 1, 2017. The objection filed by the Internal Revenue Service to the Disclosure Statement, as well as informal confirmation objections of the Office of U.S. Trustee and the Tennessee Department Revenue, have been resolved. The Disclosure Statement have been conditionally approved by the Court on Feb. 14, 2017. Upon confirmation, all ownership interest in and assets of the Debtor will vest in Sheet Metal Works, LLC, in exchange for a $100,000 cash infusion, and the authorized representative of the Debtor will execute any necessary documents related thereto. About Leader Industries Leader Industries, Inc., filed a Chapter 11 bankruptcy petition (Bankr. M.D.Tenn. Case No. 16-08337) on Nov. 21, 2016. Elliot Warner Jones, Esq., at Emerge Law PLC serves as bankruptcy counsel. Alexander Thompson Arnold PLLC serves as the Debtor's accountant. The Debtor's assets and liabilities are both below $1 million. LEO AUTO BROKER: NextGear Seeks to Block Use of Cash Collateral --------------------------------------------------------------- NextGear Capital, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Georgia an objection to Leo Auto Broker, Inc.'s cash collateral use. On Feb. 20, 2017, the Debtor filed an amendment to its motion for authority to use cash collateral. The Debtor says in the amendment that Main Street Business Loans, LLC, and Merchant Funding Services, LLC, might also assert interests in the cash collateral. As reported by the Troubled Company Reporter on Feb. 24, 2017, the Debtor sought the Court's permission to use cash collateral to meet its ordinary operating expenses and maintain the current state of its business since the Debtor has no other source of income than the cash collateral. The Debtor is currently indebted to NextGear in excess of $304,924.86, less any reserves that may be held by NextGear. NextGear doesn't consent to the use of its cash collateral and the Debtor has not met its burden to meet the provisions of Section 363 to permit the Court to authorize the Debtor to use the cash collateral. According to NextGear, the Debtor has grossly failed to meet its burden to show that NextGear will be adequately protected. The budget proposed by the Debtor is not feasible, and doesn't adequately protect NextGear. In the Budget, the Debtor doesn't provide for the purchase of any additional inventory, so there will be no additional collateral to which any replacement lien would apply beyond the sale proceeds, which NextGear already has a lien on. While the Debtor proposes to pay roughly 66.6% of its revenue to NextGear, in effect the Debtor is proposing to use roughly 33.3% of NextGear's collateral (or $50,176 per month) to pay its employees, its rent, and other day-to-day expenses. However, for NextGear to be adequately protected, the expenditure of NextGear-s cash collateral must at all times be less than or equal to the value of new collateral acquired by the Debtor. Moreover, without purchasing any additional inventory, the Debtor will not be able to generate additional revenue to continue making payments to NextGear. Further, the Debtor proposes that it will generate $885,000 in income over the next six months, but, on information and belief, the Debtor doesn't have $885,000 worth of in inventory for sale. NextGear finds Debtor's offer of replacement liens as illusory. The Debtor is not purchasing any additional inventory, and NextGear already has a lien against the new assets. For a replacement lien to have any value, the Debtor must prove that it can acquire new assets on which NextGear would not otherwise have a lien. Based upon the actions of the Debtor and based upon the filings by the Debtor in this case, the Debtor cannot provide adequate protection to NextGear, and the Debtor has not met its burden and demonstrated that the proposed monthly payment to NextGear will adequately protect NextGear for the diminution in value of its collateral. NextGear asks the Court to deny the cash collateral motion and order the Debtor to segregate and account for all cash collateral received by the Debtor on NextGear's collateral. The Objection is available at: http://bankrupt.com/misc/ganb17-52777-15.pdf NextGear is represented by: Jason S. McCarter, Esq. Jeffrey C. Hoffmeyer, Esq. EVERSHEDS SUTHERLAND (US) LLP 999 Peachtree Street NE, Suite 2300 Atlanta, Georgia 30309-3996 Tel: (404) 853-8000 E-mail: jasonmccarter@eversheds-sutherland.com jeffhoffmeyer@eversheds-sutherland.com About Leo Auto Broker Leo Auto Broker, Inc., owns and operates a car dealership located at 7372 Tara Boulevard, Jonesboro, GA. Leo Auto Broker filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 17-52777) on Feb. 13, 2017. The case is assigned to Judge C. Ray Mullins. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. The Debtor is represented by James R. Jones, Esq., at Macey, Wilensky & Hennings, LLC. LEVEL ACRES: Seeks to Hire Dibble & Miller as Legal Counsel ----------------------------------------------------------- Level Acres, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of New York to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire Dibble & Miller, P.C. to give legal advice regarding its duties under the Bankruptcy Code, assist in reviewing and resolving claims, prepare a bankruptcy plan, and provide other legal services. The firm's attorneys and paralegals will charge $300 per hour and $160 per hour, respectively. Dibble & Miller does not represent any interest adverse to the Debtor or its bankruptcy estate, according to court filings. The firm can be reached through: Mike Krueger, Esq. Dibble & Miller, P.C. 55 Canterbury Road Rochester, NY 14607 Tel: (585) 271-1500 Fax: 585-271-0118 Email: mjk@dibblelaw.com About Level Acres LLC Based in Wellsville, New York, Level Acres LLC is engaged in business as a camp resort and trailer park. Level Acres sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.Y. Case No. 17-10333) on February 24, 2017. The petition was signed by Kevin P. Clark, sole member. The case is assigned to Judge Carl L. Bucki. At the time of the filing, the Debtor disclosed $939,000 in assets and $2.67 million in liabilities. The Debtor initially filed a Chapter 11 petition (Bankr. W.D.N.Y. Case No. 16-10964) on May 13, 2016. The case was dismissed on October 26, 2016. LIBERTY INDUSTRIES: March 29 Disclosure Statement Hearing --------------------------------------------------------- Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern District of Florida will convene a hearing on March 29, 2017, at 2:00 p.m., to consider approval of the disclosure statement explaining Liberty Industries, L.C.'s plan of reorganization. Deadline for filing objections to the Disclosure Statement is March 22. The Troubled Company Reporter previously reported that Class 3 - General Unsecured Claims are impaired by the Plan. Class 3 claims total $635,524.50. Class 3 creditors will receive 100% of their allowed claim, without interest, in equal monthly payments totaling $8826.74 over a 72-month period, starting on the first day of the month after the Effective Date, in full satisfaction of such claim. Class 1 - Secured claim of Regions Bank (Real Property Mortgage; lien on all assets of Liberty Industries, LC and Liberty Properties at Newburgh, LC) in the amount of $2,766,918.61 (Claim No.5), is impaired. On the Effective Date, the Regions Allowed Secured claim in the amount of $2,766,918.61 will be secured by the existing liens of Regions upon the Debtors' Real Property and Personal Property assets including accounts receivable, inventory, machinery and equipment and will bear interest at the rate of 4.0% per annum or other rate as may be determined by the Court to reflect a market rate of interest as of the hearing date to consider confirmation of the Plan; and will be paid in monthly installments, based on a 15-year amortization schedule at 4.0% APR, with monthly payments of $18,204.00 commencing on the first day of the calendar month following the Effective Date, with all outstanding principal and interest of $1,332,000.00 being due and payable in full in seven years after the Effective Date. In the event any of the collateral of Regions is sold by the Debtors in the ordinary course of business, Regions will release its lien upon such collateral upon payment of the net sale proceeds derived from such sale, after payment of customary costs of sale and brokers's fees, and such payment shall be applied to the outstanding balance of the Allowed Secured Class. Payments and distributions under the Plan will be funded by continued operation of the Debtors' businesses. The Disclosure Statement is available at: http://bankrupt.com/misc/flsb16-22332-60.pdf About Liberty Industries Liberty Industries, L.C., dba Tower Innovations, and Liberty Properties at Newburgh, L.C., filed Chapter 11 petitions (Bankr. S.D. Fla. Case Nos. 16-22332 and 16-22333) on Sept. 7, 2016. The Debtors engage in the design, manufacturing, installation and sale of these Tower Systems, ranging from 100 feet Self-Support Cellular Towers up to 2,000 feet Guyed Tower Systems for the Television and Radio Broadcasting marketplace. They own own commercial manufacturing facility and office complex located in Newburgh, Indiana, including 22.6 acres of real property: 6,000 square foot office building, a 28,000 square foot manufacturing facility and a 3,800 square foot warehouse and support facility. The Property is leased to Liberty Industries by Liberty Properties. The petitions were signed by Barbara Wortley, managing member. The Debtors are represented by Robert C. Furr, Esq., at Furr & Cohen. The jointly-administered cases are assigned to Judge Erik P. Kimball. The Debtors estimated assets and liabilities at $1 million to $10 million at the time of the filing. LINDLEY FIRE: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Lindley Fire Protection Co., Inc. 2220 East Via Burton Anaheim, CA 92806 Tel: 714-535-5761 Case No.: 17-10929 About the Company: Established in 1986 in Anaheim, California, Lindley Fire Protection Co., Inc. -- www.lindleyfire.com -- provides fire protection services and contracts with large industrial warehouses and facilities. Lindley Fire performs construction services worldwide and its personnel have performed work in various locations such as Western Somoa, Puerto Rico, Texas, Illinois, Nevada, Colorado, Utah, Montana, Idaho and Mexico. With headquarters in California, Lindley Fire Protection Co., Inc. provides superior fire sprinkler services for industrial and commercial systems serving five states in the country. Chapter 11 Petition Date: March 12, 2017 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Hon. Catherine E. Bauer Debtor's Counsel: Marc C Forsythe, Esq. GOE & FORSYTHE, LLP 18101 Von Karman Avenue Ste 1200 Irvine, CA 92612 Tel: 949-798-2460 Fax: 949-955-9437 Email: kmurphy@goeforlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million Largest Unsecured Creditor: Response Fire Supply LLC, $353,083 The petition was signed by Leslie L. Lindley, II, president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb17-10929.pdf LITHO-TECH INC: Names Kevin Quinlan as Attorney ----------------------------------------------- Litho-Tech, Inc. seeks authorization from the U.S. Bankruptcy Court for the District of New Jersey to employ Kevin S. Quinlan as attorney. The Debtor requires Mr. Quinlan to provide legal representation to assist in the orderly handling of the case. Mr. Quinlan will be paid at $300 per hour. Mr. Quinlan will also be reimbursed for reasonable out-of-pocket expenses incurred. Mr. Quinlan assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. The counsel can be reached at: Kevin S. Quinlan, Esq. 207 W. Main Street Tuckerton, NJ 08087 Tel: (609) 296-6400 E-mail: ksqesqct@comcast.net Litho-Tech, Inc., filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 16-33122) on December 4, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Kevin S. Quinlan, Esq. LONE PINE: Case Summary & Six Unsecured Creditors ------------------------------------------------- Debtor: Lone Pine Motel LLC 864 Stateline Ave South Lake Tahoe, CA 96150-6912 Case No.: 17-21524 Description of Business: Lone Pine Motel, LLC, is a single asset real estate company organized under the laws of the State of California. The Debtor has a fee simple interest at a property in South Lake Tahoe, California valued at $1.2 million. The Company is owned equally by Syed M Chowdaury and Vikashni Prasad. It is an affiliate of Monaco Motel LLC which filed for bankruptcy (Bankr. E.D. Calif. Case No. 17-21177) on Feb. 26, 2017. Chapter 11 Petition Date: March 8, 2017 Court: United States Bankruptcy Court Eastern District of California (Sacramento) Judge: Hon. Christopher M. Klein Debtor's Counsel: Robert P. Huckaby, Esq. ROBERT HUCKABY 3330 Lake Tahoe Blvd #10 South Lake Tahoe, CA 96150 Tel: (530) 544-4697 E-mail: bobhuckaby@aol.com Total Assets: $1.20 million Total Liabilities: $1.45 million Largest Unsecured Creditor: Christopher Dale Mitchell Trust $250,000 The petition was signed by Syed M. Chowdaury, managing member. A copy of the Debtor's list of six unsecured creditors is available for free at http://bankrupt.com/misc/caeb17-21524.pdf LULING LONGHORN: Taps Kevin Michael Madden as Legal Counsel ----------------------------------------------------------- Luling Longhorn LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire the Law Offices of Kevin Michael Madden, PLLC to give legal advice regarding its business operations, negotiate with creditors, assist in negotiating a restructuring of its secured loan, and provide other legal services. The firm's attorneys and legal assistants will charge $275 per hour and $100 per hour, respectively. Kevin Michael Madden, Esq., disclosed in a court filing that the firm does not represent any interest adverse to the Debtor's bankruptcy estate, and that its attorneys are "disinterested persons" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Kevin M. Madden, Esq. Law Offices of Kevin Michael Madden, PLLC 5225 Katy Freeway, Suite 520 Houston, TX 77007 Phone: 281-888-9681 Fax: 832-538-0937 Email: kmm@kmaddenlaw.com About Luling Longhorn LLC Based in Houston, Texas, Luling Longhorn LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S. D. Texas Case No. 17-30808) on February 6, 2017. The petition was signed by Willis J. Pumphrey, manager. The case is assigned to Judge Jeff Bohm. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. MAGNA CLEANERS: Seeks to Hire Goodman Schwartz as Legal Counsel --------------------------------------------------------------- Magna Cleaners, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire Goodman Schwartz & Shaw LLC to give legal advice regarding its duties under the Bankruptcy Code, assist in the preparation of a bankruptcy plan, and provide other legal services. The firm will charge an hourly rate of $300 for the services of its attorneys. Goodman Schwartz does not hold any interest adverse to the Debtor or its creditors, according to court filings. The firm can be reached through: Andrew J. Shaw, Esq. Goodman Schwartz & Shaw LLC 44 E. Broad St., Suite 15 Bethlehem, PA 18018-5920 Phone: (610) 691-3151 Email: ajshawesq@gmail.com About Magna Cleaners Inc. Magna Cleaners, Inc. filed a Chapter 11 bankruptcy petition (Bankr. E.D. Pa. Case No. 17-11316) on February 24, 2017, disclosing under $1 million in both assets and liabilities. The petition was signed by Vincent S. Fodero, president. The Debtor hired Michael Green as its accountant. MAGUMO CORP: Case Summary & 11 Unsecured Creditors -------------------------------------------------- Debtor: Magumo Corp dba Motel La Montana PO Box 518 Las Piedras, PR 00771 Case No.: 17-01642 Business Description: Magumo Corp is a small business debtor as defined in 11 U.S.C. Section 101(51D). It has a fee simple interest in a land of 4.64 cdas located in Beatriz Ward, Caguas PR with (4) real properties used as "Motel", valued at $500,000 subject to the liens of Banco Santander and CRIM. The Company recognized gross revenue of $372,274 in 2016 and gross revenue of $372,004 in 2015. Chapter 11 Petition Date: March 10, 2017 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Judge: Hon. Mildred Caban Flores Debtor's Counsel: Wigberto Lugo Mender, Esq. LUGO MENDER GROUP, LLC Centro Internacional De Mercadeo 100 Carr 165 Suite 501 Guaynabo, PR 00968 Tel: 787 707-0404 E-mail: wlugo@lugomender.com Total Assets: $545,052 Total Liabilities: $1.13 million Largest Unsecured Creditor: Banco Santander, $623,081 The petition was signed by Maria Francisca Rivera-Rivera, president. A copy of the Debtor's list of 11 unsecured creditors is available for free at http://bankrupt.com/misc/prb17-01642.pdf MAIN STREET: Unsecured Creditors to Recoup 15% Over 72 Months ------------------------------------------------------------- Main Street Business Management, Inc., and Gus Curcio, Sr., filed with the U.S. Bankruptcy Court for the District of Connecticut a joint disclosure statement to accompany their proposed plan of reorganization. The plan proposes to pay class 6 unsecured creditors 15% of their allowed claims over a period of 72 months from the Effective Date of the Plan in annual distributions, commencing the later of 60 days after the Effective Date of the Plan or upon allowance of the particular claim. This class is impaired. The Debtor anticipates that it will collect a majority of its outstanding receivables, and the collected funds will be available to fund the Plan. It has negotiated payment plans with 11 of its account debtors which it anticipates will result in the recovery of $60,000 per annum from these account debtors for a period of 60 months after the Effective Date of the Plan. The Debtor will seek recoveries from the balance of its account debtors and any recoveries will be used to fund its Plan payments. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/ctb15-51439-159.pdf About Main Street Headquartered in Stratford, Connecticut, Main Street Business Management, Inc., filed for chapter 11 protection (Bankr. D. Ct. Case No. 15-51439) on Oct. 14, 2015, with estimated assets of $100,000 to $500,000 and estimated liabilities at $1 million to $10 million. MAMAMANCINI'S HOLDINGS: Issues Newsletter on Marketing Initiatives ------------------------------------------------------------------ On March 6, 2017, MamaMancini's Holdings, Inc. published an investor newsletter which detailed certain of its marketing initiatives and related Company press coverage. Through a combination of live appearances, a national shopping spree event and social media outreach, MamaMancini's will be reaching an unprecedented numbers of consumers in March. A full-text copy of the regulatory filing is available at: https://is.gd/aDbLdU About MamaMancini's Holdings MamaMancini's Holdings, Inc., manufactures and distributes prepared, frozen, and refrigerated food products primarily in the United States. MamaMancini's Holdings, Inc., formerly Mascot Properties, Inc., was incorporated in the State of Nevada on July 22, 2009. Mascot Properties, Inc.'s activities since its inception consisted of trying to locate real estate properties to manage, primarily related to student housing, and services which included general property management, maintenance and activities coordination for residents. Mascot did not have any significant development of such business and did not derive any revenue. Due to the lack of results in its attempt to implement its original business plan, management determined it was in the best interests of the shareholders to look for other potential business opportunities. MamaMancini's reported a net loss of $3.51 million for the year ended Jan. 31, 2016, compared to a net loss of $4.06 million for the year ended Jan. 31, 2015. As of Oct. 31, 2016, MamaMancini's Holdings had $6.34 million in total assets, $5.58 million in total liabilities and $763,541 in total stockholders' equity. Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended Jan. 31, 2016, citing that the Company has incurred losses for the years ended January 31, 2016 and 2015 and has a working capital deficit as of January 31, 2016. These factors raise substantial doubt about the Company's ability to continue as a going concern. MARCUS ENTERPRISES: Hires Mathew Close as Accountant ---------------------------------------------------- Marcus Enterprises, LLC seeks authorization from the U.S. Bankruptcy Court for the Northern District of West Virginia to employ Mathew Close and Bradley, Thomas, & Matthew Close, CPA as accountant. The Debtor requires the services of an accountant to prepare estate tax returns in order to satisfy the estate's obligations as to such tax returns as well as the Debtor's obligations to the U.S. Trustee's office and other requirements of the Debtor under the Bankruptcy Code. The accounting firm will be reimbursed for reasonable out-of-pocket expenses incurred. Mathew Close, principal of the accounting firm, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. The accounting firm can be reached at: Mathew Close BRADLEY, THOMAS, & MATTHEW CLOSE, CPA 418 North Potomac Street Hagerstown, MD 21740 Tel: (301) 790-3535 Fax: (304) 258-1814 About Marcus Enterprises Marcus Enterprises LLC is headquartered in Charles Town, West Virginia. It is the developer of a number of lots in the Fox Glen and Briar Run subdivisions. Marcus Enterprises LLC filed for Chapter 11 bankruptcy protection (Bankr. N.D. W.Va. Case No. 14-01362) on Dec. 19, 2014. The petition was signed by Ronald E. Marcus, managing member, Marcus Enterprises LLC. Spiritofjefferson.com reports that Mr. Marcus filed for bankruptcy ahead of a foreclosure sale for both Turf LLC, as well the Debtor, together valued at more than $3.1 million. According to court documents, the Debtor, which is listed as owner of a commercial site at Briar Run and the Energy Fitness Gym, is seeking bankruptcy protection from more than $6.4 million in debts, with MVB Bank, the Debtor's largest creditor at more than $3.5 million. The Debtor disclosed $0 assets, and $6.99 million in total liabilities. John F. Wiley, Esq., at J. Frederick Wiley, PLLC, serves as the Debtor's bankruptcy counsel. MARCUS PEREZ: Sale of Cortlandt Manor Property for $75K Approved ---------------------------------------------------------------- Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York authorized Marcus J. Perez, Jr.'s sale of his rights, title and interest in the investment real property (vacant land) located at 0 Shady Brook Lane, Cortlandt Manor, New York, Section 12.19, Lot 6, Block 3, to Pro-Built Construction Co., Inc. for $75,000. A hearing on the Motion was held on March 7, 2017. The sale is free and clear of all liens, claims, interests and encumbrances of any kind or nature therein or thereon except as expressly assumed by the purchase in the Sale Contract. A payment of $46,500 will be made to United Real Estate, LLC from the sale proceeds, $1,500 of which is to be applied towards United Real Estate, LLC legal fees and $45,000 of which will be applied towards the balance of the outstanding spreader mortgage encumbering the Investment Property, and in further consideration for said payment United Realty, LLC along with Herman Proitzky will release their liens upon the Investment Property in order to effectuate the sale. The Debtor is authorized to satisfy, in accordance with the Order, at the closing, from the sale proceeds, all valid and undisputed liens on the Investment Property, as well as all reasonable and necessary costs and expenses of the sale, with any disputed amounts to be held in an attorney's escrow account pending further order of the Court or the parties' agreement (such payment and escrow being deemed to be full payment thereof). These amounts are reasonable estimates of the amounts to be paid at closing: Purchase Price $75,000 Estimated Property Taxes: ($ 2,301) Estimated Settlement Charges: ($ 570) Attorney Closing ($ 1,250) Fees payable to Law Office of Jared Altman (subject to retention, filing of declaration/affidavit of sale) United Realty, LLC ($46,500) Estimated Net Proceeds $24,379 (paid to Marcus Perez as the Debtor In Possession) The Motion's request for authority to pay the Law Office of Jared Altman a legal fee from the closing proceeds in the amount $1,250 (subject to retention and the filing of a declaration/affidavit of sale and report of sale) as set forth above is granted. The Debtor will cause a certificate of sale to be filed promptly after the closing of the sale, describing compliance with the Order. The 14-day stay under Federal Rule of Bankruptcy Procedure 6004(h) is waived, for cause, and the Order is effective immediately. Marcus J. Perez, Jr., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. l6-22688) on Dec. 28, 2016. MARCUS PEREZ: Sale of Croton Property to McKees for $170K Approved ------------------------------------------------------------------ Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York authorized Marcus J. Perez, Jr.'s private sale of his rights, title and interest in the investment real property located 69 Furnace Dock Road, Croton, New York, Section 67.06, Block 2, Lot 11, to Michael and Martha McKee for $170,000. A hearing on the Motion was held on March 7, 2017. The sale is free and clear of all liens, claims, interests and encumbrances of any kind or nature therein or thereon except as expressly assumed by the purchaser in the Sale Contract. The Debtor along with his co-owner, Mary A. Perez are authorized to hold (as mortgagees) a purchase money mortgage from the purchaser under the Sale Contract as (mortgagor) in connection to such sale in the amount of $158,000 at 6.5% interest for a period of 15 years from and after the closing of such sale. The Debtor is authorized and directed to satisfy at the closing, from the aggregate sale proceeds, all valid and undisputed liens on the Croton Property, as well as all reasonable and necessary costs and expenses of the sale, with any disputed amounts to be held in an attorney's escrow account pending further order of the Court or the parties' agreement (such payment and payment into escrow being deemed to be full payment of such liens and costs). These amounts are reasonable estimates of the amounts to be paid at closing: Purchase Price $170,000 Estimated Property Taxes: ($ 2,500) Estimated Settlement Charges: ($ 900) Attorney Closing ($ 1,250) Fees payable to Law Office of Jared Altman (subject to retention, declaration of sale and report of sale) Purchase Money Mortge ($158,000) Estimated Net Proceeds $ 7,350 (payable 50% to DIP 50% to co-owner Mary A. Perez) The Motion's request for authority to pay the Law Office of Jared Altman (subject to retention and the filing of declaration/affidavit of sale along with report of sale) a legal fee from the sale proceeds in the amount $1,250 as set forth is granted. The net proceeds along with the monthly mortgage payments on the purchase money mortgage will be split 50-50 between Marcus Perez as DIP and Mary A. Perez (co-owner). The 14-day stay under Federal Rule of Bankruptcy Procedure 6004(h) is waived, for cause, and the Order is effective immediately. Promptly after the closing of the sale, the Debtor will cause a closing report to be filed on the docket of the case describing the Debtor's compliance with the Order. Marcus J. Perez, Jr., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. l6-22688) on Dec. 28, 2016. MARCUS PEREZ: Sale of Ossining Property to Illisaca for $157K OK'd ------------------------------------------------------------------ Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York authorized Marcus J. Perez, Jr.'s sale of his rights, title and interest in the investment real property located at 21 Hillcrest Avenue, Ossining, New York, to Juan G. Illisaca for $157,000. A hearing on the Motion was held on March 7, 2017. The sale is free and clear of all liens, claims, interests and encumbrances of any kind or nature therein or thereon except as expressly assumed by the purchase in the Sale Contract. A payment of $97,500 will be made to United Real Estate, LLC from the sale proceeds, with $1,500 to be applied towards United Real Estate, LLC legal fees and $96,000 to be applied towards the balance of the outstanding spreader mortgage encumbering the Ossining Property, and in further consideration for said payment United Realty, LLC along with Herman Proitzky will release their liens upon the Ossining Property in order to effectuate the sale. The Debtor is authorized to satisfy at the closing, from the sale proceeds, all valid and undisputed liens on the Ossining Property, as well as all reasonable and necessary costs and expenses of the sale, with any disputed amounts to be held in an attorney's escrow account pending further order of the Court or the parties' agreement (such payment and escrow in accordance with this Order being deemed to be full payment of such lien on the Ossining Property). These amounts are reasonable estimates of the amounts to be paid at closing: Purchase Price $157,000 Estimated Property Taxes: ($ 5,000) Estimated Settlement Charges: ($ 828) Attorney Closing ($ 1,250) Fees payable to Law Office of Jared Altman (subject to retention, declaration of sale and report of sale) United Realty, LLC ($ 97,500) Estimated Net Proceeds $ 54,422 (payable to DIP) (subject to spreader mortgage) The Motion's request for authority to pay the Law Office of Jared Altman a legal fee from the sale proceeds in the amount $1,250(subject to retention and the filing of declaration/affidavit of sale and report of sale) as set forth is granted. The Debtor will cause a certificate of sale to be filed promptly after the closing of the sale, describing compliance with the Order The 14-day stay under Federal Rule of Bankruptcy Procedure 6004(h) is waived, for cause, and the Order is effective immediately. Marcus J. Perez, Jr., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. l6-22688) on Dec. 28, 2016. MARICOPA RESOURCES: Trustee Taps Gollob Morgan as Accountant ------------------------------------------------------------ The Chapter 11 trustee for Maricopa Resources, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire an accountant. Jason Searcy, the court-appointed trustee for Maricopa, Payson Petroleum Inc. and Payson Operating LLC, proposes to hire Gollob Morgan Peddy & Co., P.C. to prepare financial statements and income tax returns, and provide other accounting services related to the Debtors' Chapter 11 cases. The hourly rates charged by the firm are: Partners $320 Managers $205 Senior Accountants $165 Staff Accountants $130 Paraprofessionals $100 Robert Peddy, a certified public accountant and partner at Gollob, disclosed in a court filing that his firm does not hold any interest adverse to the Debtors' bankruptcy estates. The firm can be reached through: Robert W. Peddy Gollob Morgan Peddy & Co., P.C. 1001 ESE Loop 323, Suite 300 Tyler, TX 75701 Tel: 903-534-0088 Fax: 903-581-3915 Email: bob@gmpcpa.com About Maricopa Resources, Payson Operating and Payson Petroleum Maricopa Resources, LLC, Payson Operating, LLC, and Payson Petroleum, LLC, each filed a Chapter 7 petition (Bankr. E.D. Tex. Case Nos. 16-41043 to 16-41045) on June 10, 2016. The Debtors were represented by Mark A. Weisbart, Esq., at The Law Office of Mark A. Weisbart. Michelle Chow was named Chapter 7 trustee but her appointment was terminated after the cases were converted to Chapter 11 cases on July 12, 2016. Jason R. Searcy was appointed as Chapter 11 trustee for the Debtors. On August 11, 2016, the court ordered the administrative consolidation of the cases. The cases are assigned to Judge Brenda T. Rhoades. The Chapter 11 trustee is represented by Searcy & Searcy, P.C. The trustee hired Traton Engineering Associates, L.P. to oversee the operation and maintenance of the Debtors' oil and gas properties. MEDIA MARKETING: Taps Starr & Starr as Legal Counsel ---------------------------------------------------- Media Marketing Research, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire Starr & Starr, PLLC to give legal advice regarding its duties under the Bankruptcy Code, negotiate with creditors on the formulation of a bankruptcy plan, and provide other legal services. The hourly rates charged by the firm are: Stephen Starr $400 Vildan Starr $380 Paralegals $90 Starr & Starr is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Stephen Z. Starr, Esq. Vildan E. Starr, Esq. Starr & Starr, PLLC 260 Madison Ave., 17th Floor New York, NY 10016 Tel: (212) 867-8165 Fax: (212) 867-8139 About Media Marketing Research Media Marketing Research, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 17-40204) on January 18, 2017. The petition was signed by Wassim Modad, president. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $1 million. No trustee, examiner or official committee has been appointed in the case. MELI INVESTMENTS: Case Summary & 4 Unsecured Creditors ------------------------------------------------------ Debtor: Meli Investments, LLC 6890 NW 35 Ave Miami, FL 33147 Case No.: 17-12870 Company Description: Founded in 2005, Meli Investments LLC is a small organization in the investors industry located in Miami, FL. It has five full time employees and generates an estimated $340,038 in annual revenue. (Source: http://listings.findthecompany.com) Chapter 11 Petition Date: March 9, 2017 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Hon. Robert A Mark Debtor's Counsel: Zach B Shelomith, Esq. LEIDERMAN SHELOMITH ALEXANDER + SOMODEVILLA, PLLC 2699 Stirling Rd # C401 Ft Lauderdale, FL 33312 Tel: (954) 920-5355 Fax: (954) 920-5371 E-mail: zbs@lsaslaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Luis Taveras, managing member. Largest Unsecured Creditor: Miami-Dade Water Management Division Stormwater Utility Section, $40,000 A copy of the Debtor's list of four unsecured creditors is available for free at http://bankrupt.com/misc/flsb17-12870.pdf MEMPHIS LOUIE: Hires Glankler Brown as Attorneys ------------------------------------------------ Memphis Louie, LLC seeks authorization from the U.S. Bankruptcy Court for the Western District of Tennessee to employ Michael P. Coury and Glankler Brown PLLC as attorneys, nunc pro tunc to February 3, 2017. The Debtor requires Glankler Brown to render legal services relating to the reorganization proceeding, including, but not limited to, the preparation of the Petition, Schedules, Statement of Affairs, reports required, the preparation of the motions and applications required in the administration of this reorganization proceeding, the formulation and submission to creditors of a plan of reorganization and/or motions to approve the sale of assets, and rendering legal advice with respect to the various matters arising during the course of the Chapter 11 case. Glankler Brown will be paid at these hourly rates: Michael P. Coury, Member $400 Jeanie Bouck, Paralegal $190 Glankler Brown will also be reimbursed for reasonable out-of-pocket expenses incurred. Glankler Brown required a $10,000 retainer from the Debtor. Michael P. Coury, member of Glankler Brown, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. Glankler Brown can be reached at: Michael P. Coury, Esq. GLANKLER BROWN, PLLC 6000 Poplar Avenue, Suite 400 Memphis, TN 38119 Tel: (901) 576-1886 Fax: (901) 525-2389 E-mail: mcoury@glankler.com Memphis Louie, LLC, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tenn. Case No. 17-21092) on February 3, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Michael P. Coury, Esq. MICROVISION INC: Achieves 60% Revenue Growth for 2016 ----------------------------------------------------- On March 6, 2017, MicroVision, Inc. issued a press release announcing its 2016 financial and operating results. MicroVision achieved over 60 percent revenue growth with $14.8 million for the full year 2016 compared to $9.2 million the prior year. The 2016 full year revenue was consistent with the company's guidance. The company also improved gross margin to 30 percent in 2016 compared to 22 percent in 2015. In line with its technology advancement plans, the company invested in internal development of its PicoP scanning technology for new "beyond projection" applications. MicroVision announced its plans to begin selling laser beam scanning (LBS) engines in 2017 based on 2016 research and development efforts. MicroVision anticipates another year of significant growth in 2017. MicroVision anticipates revenue from its planned LBS engines line of business to be in the range of $30 million to $60 million in the 12 to 18 months following the shipment of the first mass production engines which is expected in Q2 2017. Revenue in 2017 from these products is expected to be weighted to the second half of the year. In January 2017, MicroVision delivered to a top technology company the augmented reality proof of concept demonstrator it began in 2016 and signed a second phase NRE contract for that program which the company expects to complete in 2017. MicroVision also expects to deliver the proof of concept demonstrator for ADAS in 2017 that it is developing for another major technology company. The company also plans to support its existing customers who have licensed MicroVision technology and incorporate MicroVision components in their display engine products. A full-text copy of the Form 8-K report filed with the Securities and Exchange Commission is available at https://is.gd/ilQc5w About MicroVision Redmond, Washington-based MicroVision, Inc., is developing its PicoP(R) display technology that can be adopted by its customers to create high-resolution miniature laser display and imaging modules. This PicoP display technology incorporates the company's patented expertise in two-dimensional Micro-Electrical Mechanical Systems (MEMS), lasers, optics and electronics. MicroVision reported a net loss of $14.5 million on $9.18 million of total revenue for the year ended Dec. 31, 2015, compared to a net loss of $18.1 million on $3.48 million of total revenue for the year ended Dec. 31, 2014. As of Sept. 30, 2016, MicroVision had $11.90 million in total assets, $13.20 million in total liabilities and a total shareholders' deficit of $1.29 million. Moss Adams LLP, in Seattle, Washington, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has suffered recurring losses from operations and has a net capital deficiency, which raises substantial doubt about its ability to continue as a going concern. MICROVISION INC: Incurs $16.4 Million Net Loss in 2016 ------------------------------------------------------ MicroVision, Inc., filed with US Securities and Exchange Commission its Annual Report on Form 10-K for the year ended December 31, 2016. On Mar 6, 2017, the Company reported a net loss of $16,472,000 on $14,761,000 total revenue compared to a net loss of $14,542,000 on $9,188,000 total revenue for year ended Dec 31, 2015. Net loss per share is at $0.32 compared to $0.31 of the previous year. As of Dec 31, 2016, MicroVision, Inc. had $20,106,000 in total assets, $12,632,000 in total liabilities and $7,474,000 in total shareholder's equity. The Company has incurred significant losses since inception and expect to incur a significant loss during the fiscal year ending December 31, 2017. They have funded operations to date primarily through the sale of common stock, convertible preferred stock, warrants, the issuance of convertible debt and, to a lesser extent, from development contract revenues, product sales and licensing activities. At December 31, 2016, they had $15.1 million in cash and cash equivalents. A full-text copy of the regulatory filing is available at: https://is.gd/nWkfY2 About MicroVision Redmond, Washington-based MicroVision, Inc., is developing its PicoP(R) display technology that can be adopted by its customers to create high-resolution miniature laser display and imaging modules. This PicoP display technology incorporates the company's patented expertise in two-dimensional Micro-Electrical Mechanical Systems (MEMS), lasers, optics and electronics. MicroVision reported a net loss of $14.5 million on $9.18 million of total revenue for the year ended Dec. 31, 2015, compared to a net loss of $18.1 million on $3.48 million of total revenue for the year ended Dec. 31, 2014. As of Sept. 30, 2016, MicroVision had $11.90 million in total assets, $13.20 million in total liabilities and a total shareholders' deficit of $1.29 million. Moss Adams LLP, in Seattle, Washington, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has suffered recurring losses from operations and has a net capital deficiency, which raises substantial doubt about its ability to continue as a going concern. MITEL NETWORKS: Moody's Withdraws B2 CFR on Debt Refinancing ------------------------------------------------------------ Moody's Investors Service has withdrawn all ratings of Mitel Networks Corporation including its B2 corporate family rating, B3-PD probability of default rating, SGL-2 speculative grade liquidity rating, and B1 ratings on its $50 million revolver and $660 million (face value) first lien term loan, with Mitel and its subsidiary, Mitel US Holdings Inc. as co-borrowers. RATINGS RATIONALE Moody's has withdrawn all of Mitel's ratings following the refinancing of the company's debt that included the repayment of the rated debt. Ratings Withdrawn: Corporate Family Rating, Withdrawn, Previously rated B2 Probability of Default Rating, Withdrawn, Previously rated B3-PD $50 million first lien revolving credit facility due 2020, Previously rated B1 (LGD2) $660 million (face value) first lien term loan due 2022, Previously rated B1 (LGD2) Speculative Grade Liquidity Rating, Withdrawn, Previously rated SGL-2 Outlook, Withdrawn, Previously Stable MONAKER GROUP: Monaco Investment, et al. Own 29.6% of Common Shares ------------------------------------------------------------------- Monaco Investment Partners II, LP, the Donald P. Monaco Insurance Trust, an Illinois trust, and Donald P. Monaco disclosed in a regulatory filing with the Securities and Exchange Commission that as of March 7, 2017, they beneficially own in aggregate 3,962,066 shares of common stock; 1,075,000 shares of Series A Preferred Stock; and 109,312,066 total voting shares, representing 29.6% of the outstanding Common Stock; 57.5% of the outstanding Series A Preferred Stock; and 55.2% of the outstanding total voting shares. On Feb. 28, 2017, MI Partners purchased 100,000 units from the Company, each consisting of one share of common stock and one warrant to purchase one share of common stock, with an exercise price of $2.00 per share, in a private transaction, for an aggregate of $200,000. As of the close of business on March 7, 2017, MI Partners beneficially owns in aggregate 2,055,754 shares of Common Stock; 575,000 shares of Series A Preferred Stock(2); and 58,405,754 total voting shares, representing 16.6% of the outstanding Common Stock); 30.8% of the outstanding Series A Preferred Stock; and 29.5% of the outstanding total voting shares. By virtue of his relationship with MI Partners, Monaco is deemed to beneficially own the securities beneficially owned by MI Partners. As of the close of business on March 7, 2017, the Trust beneficially owns in aggregate 1,906,292 shares of Common Stock; 500,000 shares of Series A Preferred Stock; and 50,906,292 total voting shares, representing 15.7% of the outstanding Common Stock; 26.7% of the outstanding Series A Preferred Stock; and 25.7% of the outstanding total voting shares. By virtue of his relationship with the Trust, Monaco is deemed to beneficially own the securities beneficially owned by the Trust. The percentage ownership is based on 198,195,038 total voting shares outstanding as of March 7, 2017, representing 11,133,938 outstanding shares of Common Stock and 186,961,100 voting shares which the 1,869,611 total outstanding shares of Series A Preferred Stock are eligible to vote and including the 100,000 shares of common stock issuable upon exercise of the Warrants. A full-text copy of the regulatory filing is available at: https://is.gd/VAL4Kk About Monaker Group Monaker Group, Inc. (OTCMKTS: MKGI), formerly known as Next 1 Interactive, Inc., is a digital media marketing company focusing on lifestyle enrichment for consumers in the travel, home and employment sectors. Core to its marketing services are key elements including proprietary video-centered technology and established partnerships that enhance its reach. Video is quickly becoming consumer's preferred method of searching and educating themselves prior to purchases. Monaker's video creation technology and film libraries combine to create lifestyle video offerings that can be shared both to its customers and through trusted distribution systems of its major partners. The end result is better engagement with consumers who gain in-depth information on related products and services helping to both inform and fulfill purchases. Unlike traditional marketing companies that simply charge for advertising creation, Monaker holds licenses and/or expertise in the travel, real estate and employment sectors allowing it to capture fees at the point of purchase while the majority of transactions are handled by Monaker's partners. This should allow the company to capture greater revenues while eliminating much of the typical overhead associated with fulfillment. Monaker core holdings include Maupintour, NameYourFee.com, RealBiz Media Group - helping it to deliver marketing solutions to consumers at home, work and play. Monaker Group reported a net loss of $4.55 million on $544,700 of total revenues for the year ended Feb. 29, 2016, compared to a net loss of $2.98 million on $1.09 million of total revenues for the year ended Feb. 28, 2015. As of Nov. 30, 2016, Monaker Group had $2.54 million in total assets, $2.84 million in total liabilities and a total stockholders' deficit of $306,327. LBB & Associates Ltd., LLP, in Houston, Texas, in its report on the consolidated financial statements for the year ended Feb. 29, 2016, raised substantial doubt about the Company's ability to continue as a going concern. MONUMENT SECURITY: Taps Eason & Tambornini as Counsel ----------------------------------------------------- Monument Security, Inc. seeks authorization from the U.S. Bankruptcy Court for the Eastern District of California to employ Eason & Tambornini ALC as counsel. The Debtor requires Eason & Tambornini to: (a) provide legal advice to the Debtors with respect to its powers and duties as a debtor in possession in the continued operation of its business and management of its property; (b) take all necessary action to protect and preserve the Debtor's estate, including the prosecution of actions on the Debtor's behalf, the defense of any actions commenced against the Debtor, the negotiation of disputes in which the Debtor is involved, and the preparation of objections to the claims filed against the Debtor's estate; (c) assist the Debtor in obtaining approval of disclosure statement and confirmation of its Chapter 11 plan of reorganization; (d) prepare on behalf of the Debtor's necessary applications, motions, answers, orders, reports and other legal papers; (e) appear in Court and to protect the interests of the Debtor before the Court; and (f) perform all other legal services for the Debtor that may be necessary and proper in this proceeding. Eason & Tambornini will be paid at these hourly rates: Matthew R. Eason $400 Kyle K. Tambornini $400 Erin M. Scharg $250 Seth Bradley $250 Paralegals $125 Eason & Tambornini will also be reimbursed for reasonable out-of-pocket expenses incurred. Matthew R. Eason, shareholder of Eason & Tambornini, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. Eason & Tambornini can be reached at: Matthew R. Eason, Esq. Kyle K. Tambornini, Esq. EASON & TAMBORNINI, ALC 1234 H Street, Suite 200 Sacramento, CA 95814 Tel: (916) 438-1819 Fax: (916) 438-1820 About Monument Security, Inc. Monument Security, Inc. was formed in 1995, and operates a security services business in California, Nevada, ARizona, Coloarado, Georgia, Florida, Indiana, Louisiana, Maryland, Missouri, New Jersey, New York, Ohio, Oregon, Texas, Utah, Washington, and Wyoming. the Debtor also subcontracts work to other security providers in Alaska, Arizona, New Mexico and North Carolina. The business had been successfully run by Scott McDonald for many years and regularly employs more than 1000 employees. Monument Security, Inc. filed a Chapter 11 petition (Bankr. E.D. Cal. No. 17-20689), on February 1, 2017. The petition was signed by Michael Bivians, CEO. The case is assigned to Judge Robert S. Bardwil. The Debtor is represented by Matthew R. Eason, Esq. and Kyle K. Tambornini, Esq., at Eason & Tambornini. At the time of filing, the Debtor disclosed total assets of $2.82 million and total liabilities of $3.11 million. MOSAIC MANAGEMENT: Court Extends Plan Filing Deadline to March 15 ----------------------------------------------------------------- Judge Erik P. Kimball has extended Mosaic Management Group's exclusive plan filing deadline to March 15, 2017 and its exclusive plan solicitation deadline to April 17, 2017. About Mosaic Management Group Mosaic Management Group, Inc., and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 16-20833) on Aug. 4, 2016. The petitions were signed by Charles Thomas Ryals, president and chief executive officer. Judge Erik P. Kimball presides over the case. Mosaic Management Group, Inc. estimated assets at less than $50,000 and liabilities at $50,000 to $100,000. Mosaic Alternative Assets Ltd. estimated assets at $50 million to $100 million and liabilities at $1 million to $10 million. The Debtors originally tapped Berger Singerman LLP as bankruptcy counsel. In September 2016, the Debtors hired Kristopher E. Aungst, Esq., and Angelo Castaldi, Esq., of Tripp Scott, P.A. as legal counsel. The Debtors also tapped Erwin Legal PLC, as special counsel; Longevity Asset Advisors, LLC as consultant and sales agent; GlassRatner Advisory & Capital Group, LLC, as financial advisors and accountants; and Ricoh USA, Inc. as electronic data consultant. Guy G. Gebhardt, Acting U.S. Trustee for Region 21, on Aug. 23, 2016, appointed creditors of Mosaic Alternative Settlements, Inc., to serve on the official committee of unsecured creditors. The MASI committee hired Furr and Cohen, P.A. as its legal counsel, and hire Genovese, Joblove & Battista, P.A., as special counsel. The Acting U.S. Trustee for Region 21 on Dec. 8, 2016, appointed creditors of Mosaic Alternative Assets, Ltd., to serve on the official committee of investor creditors. The Committee of Investor Creditors retains Bast Amron LLP as counsel. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 cases of Mosaic Management Group Inc. and Paladin Settlements, Inc. as of Dec. 23, according to the case docket. MOTORS LIQUIDATION: Wants to Recover Money Used in Worker Payout ---------------------------------------------------------------- Jeff Montgomery, writing for Bankruptcy Law360, reports that General Motors LLC is seeking recovery of trust money paid to the estate of an employee who also received payments from the Debtor to settle asbestos exposure claims. General Motors, Law360 says, filed a lawsuit against asbestos trusts in Delaware, New York and Pennsylvania bankruptcy courts. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation Company was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. MPT OPERATING: Moody's Affirms Ba1 Sr. Unsecured Debt Rating ------------------------------------------------------------ Moody's Investors Service has affirmed the Ba1 senior unsecured debt rating of MPT Operating Partnership, L.P., the main operating subsidiary of Medical Properties Trust, Inc (MPT). The rating outlook is stable. This rating affirmation reflects the REIT's strong credit metrics and sound liquidity, which provide cushion for potential disruption of cash flows related to one of its larger tenants that is experiencing financial distress. The following ratings were affirmed: MPT Operating Partnership, L.P. -- senior unsecured debt at Ba1; senior unsecured debt shelf at (P)Ba1 MPT Finance Corporation -- senior unsecured debt shelf at (P)Ba1 Medical Properties Trust, Inc. -- corporate family rating at Ba1 RATINGS RATIONALE MPT's credit metrics are strong for a Ba1 senior unsecured rating as the REIT maintains modest leverage, minimal use of secured debt and strong fixed charge coverage. The REIT's liquidity is also sound with no debt maturities until 2020. The REIT's financial strength provides cushion when considering potential disruption of cash flows from one of its larger tenants, Adeptus Health (7% of MPT's pro forma revenues). Adeptus, the largest operator of independent freestanding emergency rooms in the United States, recently filed notice of a delayed 10-K filing, identifying material weaknesses in internal controls over financial reporting, and substantial doubt about its ability to continue as a going concern absent new financing. Moody's has considered various stress scenarios assuming MPT's loss of rent from Adeptus and expects that the REIT would maintain sufficiently strong credit metrics to maintain its existing Ba1 rating. Moody's assumptions is that any disruption of cash flows would only be temporary, and the REIT would work to resolve its investment (either through transitioning the assets to another operator or monetizing via asset sales) in a timely manner. MPT's other key credit strengths supporting its rating include its large size and geographic diversification, with about 80% of its portfolio located in the United States and 20% in Europe. The REIT also maintains property type diversity with investments in general acute care hospitals, inpatient rehab hospitals, and long-term acute care hospitals, which each serve different patient populations and have different reimbursement mechanisms. EBITDAR/rent coverage is sound across most of its leases, which should lend stability to future cash flows, aside from concerns related to Adeptus. Key credit challenges include the REIT's persistently high tenant concentrations and escalating risks with Adeptus. Moody's also notes ongoing reimbursement and regulatory risks related to hospitals, particularly in the current legislative environment. Moody's also remains concerned about the REIT's ability to prudently execute on its planned growth strategy, given headline risks related to Adeptus. The stable outlook reflects Moody's expectations that MPT will maintain strong credit metrics for its existing rating category, even with the potential for loss of rent from Adeptus. Moody's assumes stable operating performance from the rest of the REIT's portfolio and there is little cushion remaining should any of its other large operators demonstrate weakness. Upward ratings movement is unlikely in the intermediate term given the uncertainty surrounding MPT's investment with Adeptus. Longer term, an upgrade would reflect reduced tenant concentration with the top two operators contributing less than 30% of revenues combined. Maintenance of Net Debt/EBITDA below 5.5x on average and fixed charge above 3.5x, as well as stable tenant operating performance (reflected by EBITDAR coverage ratios) would also be needed. Downward ratings movement would be likely should MPT's fixed charge coverage fall below 2.5x or Net Debt/EBITDA approach 7x. In addition, should one of MPT's other large operators (aside from known troubles with Adeptus) experience a reduced capacity to meet rental obligations, the REIT's ratings could be downgraded. The principal methodology used in these ratings was Global Rating Methodology for REITs and Other Commercial Property Firms published in July 2010. Medical Properties Trust (NYSE: MPW) is a real estate investment trust that acquires, develops, leases and makes investments in healthcare facilities, including acute care hospitals, inpatient rehabilitation hospitals, and long-term acute care hospitals. MRI INTERVENTIONS: Incurs $8.06 Million Net Loss in 2016 -------------------------------------------------------- MRI Interventions, Inc. filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $8.06 million on $5.74 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss of $8.44 million on $4.59 million of total revenues for the year ended Dec. 31, 2015. As of Dec. 31, 2016, the Company had $7.40 million in total assets, $8.15 million in total liabilities and a total stockholders' deficit of $756,069. Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company incurred net losses during the years ended Dec. 31, 2016, and 2015 of approximately $8.1 million and $8.4 million, respectively. Additionally, the stockholders' deficit at Dec. 31, 2016, was approximately $756,000. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The cumulative net loss from the Company's inception through Dec. 31, 2016 was approximately $94 million. Net cash used in operations was $5.8 million and $8.6 million for the years ended Dec. 31, 2016, and 2015, respectively. Since inception, the Company has financed its operations principally from the sale of equity securities, the issuance of notes payable and license arrangements. Recent financing activities consist of: (i) a September 2016 private placement of equity, which resulted in net cash proceeds of $3.8 million and the conversion of $1.75 million in debt; (ii) a December 2015 private placement of equity, which resulted in net cash proceeds of $4.7 million; (iii) a December 2014 private placement of equity, which resulted in net cash proceeds of $9.4 million; and (iv) a March 2014 private placement of debt and warrants, which resulted in net cash proceeds of $3.5 million. A full-text copy of the Form 10-K is available for free at: https://is.gd/vfPp9L About MRI Interventions Based in Irvine, Calif., MRI Interventions, Inc., is a medical device company. The Company develops and commercializes platforms for performing minimally invasive surgical procedures in the brain and heart under direct, intra-procedural magnetic resonance imaging (MRI) guidance. It has two product platforms: ClearPoint system, which is used to perform minimally invasive surgical procedures in the brain and ClearTrace system, which is under development, to be used to perform minimally invasive surgical procedures in the heart. MSES CONSULTANTS: Triple-H Asks Court to Deny Plan, Disclosures --------------------------------------------------------------- Triple-H Enterprises, Inc., filed an objection to MSES Consultants, Inc.'s second amended disclosure statement and to the confirmation of its proposed plan of reorganization both filed on Feb.13, 2017. On Dec. 22, 2015, Triple-H filed its proof of claim listing $223,709.02 in unsecured debt owed to it by the Debtor. Triple-H objects to the Debtor's second amended disclosure statement and confirmation of its plan of reorganization because it has not provided adequate information explaining to unsecured creditors how the substantial additional savings the Debtor has created and proposes creating from its Sept. 5, 2016, disclosure statement and plan of reorganization to its Feb. 13, 2017, second amended documents still only provides the same 13.8% distribution to unsecured creditors for 60 months. Triple-H Enterprises, Inc. thus requests that the Court not approve the second amended disclosure statement until it contains adequate information regarding these matters. Triple-H Enterprises, Inc., is represented by: David M. Jecklin, Esq. Gianola, Barnum, Bechtel & Jecklin, L.C. 1714 Mileground Morgantown, WV 26505 Tel: (304) 291-6300 About MSES Consultants Headquartered in Clarksburg, West Virginia, MSES Consultants, Inc., filed for Chapter 11 bankruptcy protection (Bankr. N.D. W.V. Case No. 15-01204) on Dec. 14, 2015, estimating its assets at between $50,000 and $100,000 and liabilities at between $1 million and $10 million. The petition was signed by Lawrence M Rine, president. NAVIDEA BIOPHARMACEUTICALS: Inks Global Pact With Cardinal Health ----------------------------------------------------------------- Navidea Biopharmaceuticals, Inc., entered into a global settlement agreement with its subsidiary, Macrophage Therapeutics, Inc., Capital Royalty Partners II L.P. and its affiliates, and Cardinal Health 414, LLC to effectuate the terms of the settlement previously entered into by the parties on Feb. 22, 2017, in the interpleader action pending in Ohio. In accordance with the Global Settlement Agreement, on March 3, 2017, the Company repaid $59 million of its indebtedness and other obligations outstanding under the Term Loan Agreement, dated as of May 8, 2015, by and among, the Company, Macrophage and CRG, and all other documents, instruments and agreements entered into in connection therewith. Cardinal Health 414 paid $3 million of the Deposit Amount as a prepayment of guaranteed earnout payments that would have otherwise been payable to the Company in the third year after closing of the Asset Sale pursuant to the Asset Purchase Agreement dated as of Nov. 23, 2016, between the Company and Cardinal Health 414 (the "Purchase Agreement"). That prepayment by Cardinal Health 414 does not affect its indemnification rights (and Cardinal Health 414 has the right to setoff its indemnification claims against all future earnout payments) under the Purchase Agreement. Concurrently with payment of the Deposit Amount, CRG released all liens and security interests granted under the CRG Loan Documents and the CRG Loan Documents were terminated and are of no further force or effect; provided, however, that, notwithstanding the foregoing, the Company and CRG agreed to continue with their proceeding pending in The District Court of Harris County, Texas to fully and finally determine the actual amount owed by the Company to CRG under the CRG Loan Documents, as more fully disclosed in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on Feb.23, 2017. As part of the settlement, the Ohio action was dismissed with prejudice, except that the Company's rights to contest the actual amount owed to CRG within the agreed upon parameters in the Texas action were not affected. On March 3, 2017, Cardinal Health 414 posted a $7 million letter of credit, and on March 7, 2017, CRG posted a $12 million letter of credit, each as required by the Global Settlement Agreement. On March 3, 2017, pursuant to the Purchase Agreement, the Company completed its previously announced sale to Cardinal Health 414 of its assets used, held for use, or intended to be used in operating its business of developing, manufacturing and commercializing a product used for lymphatic mapping, lymph node biopsy, and the diagnosis of metastatic spread to lymph nodes for staging of cancer, including the Company's radioactive diagnostic agent marketed under the Lymphoseek trademark for current approved indications by the U.S. Food and Drug Administration and similar indications approved by the FDA in the future, in Canada, Mexico and the United States. Those assets sold in the Asset Sale consist primarily of, without limitation, (i) intellectual property used in or reasonably necessary for the conduct of the Business, (ii) inventory of, and customer, distribution, and product manufacturing agreements related to, the Business, (iii) all product registrations related to the Product, including the new drug application approved by the FDA for the Product and all regulatory submissions in the United States that have been made with respect to the Product and all Health Canada regulatory submissions and, in each case, all files and records related thereto, (iv) all related clinical trials and clinical trial authorizations and all files and records related thereto, and (v) all right, title and interest in and to the Product, as specified in the Purchase Agreement. In exchange for the Acquired Assets, Cardinal Health 414 (i) made a cash payment to the Company at closing of approximately $80.6 million after adjustments based on inventory being transferred and an advance of $3 million of guaranteed earnout payments as part of the CRG settlement, (ii) assumed certain liabilities of the Company associated with the Product as specified in the Purchase Agreement, and (iii) agreed to make periodic earnout payments (to consist of contingent payments and milestone payments which, if paid, will be treated as additional purchase price) to the Company based on net sales derived from the purchased Product subject, in each case, to Cardinal Health 414's right to off-set. In no event will the sum of all earnout payments, as further described in the Purchase Agreement, exceed $230 million over a period of ten years, of which $20.1 million are guaranteed payments for the three years immediately after closing of the Asset Sale. At the closing of the Asset Sale, $3 million of such earnout payments were advanced by Cardinal Health 414 to the Company, and paid to CRG as part of the Deposit Amount paid to CRG. In addition to payment of the Deposit Amount to CRG, the Company repaid to Platinum Partners Credit Opportunities Master Fund, LP an aggregate of $7,714,109 in partial satisfaction of the Company's liabilities, obligations and indebtedness under that certain Loan Agreement, dated July 25, 2012 (as amended on June 25, 2013, March 4, 2014, May 8, 2015 and otherwise) by and between the Company and Platinum-Montaur Life Sciences, LLC, which, to the extent of such payment, were transferred by Platinum Montaur to PPCO. The Company was informed by Platinum Partners Value Arbitrage Fund LP that it was the owner of the balance of the Platinum Montaur loan. Such balance was due upon closing of the Asset Sale but withheld by the Company and not paid to anyone as it is subject to competing claims of ownership by both Michael Goldberg, the Company's chief executive officer, and PPVA. Upon closing of the Asset Sale, the Supply and Distribution Agreement, dated Nov. 15, 2007, between Cardinal Health 414 and the Company was terminated and, as a result, the provisions thereof are of no further force or effect (other than any indemnification, payment, notification or data sharing obligations which survive the termination). At the closing of the Asset Sale, Cardinal Health 414 paid to the Company $1.2 million, as an estimate of the accrued revenue sharing payments owed to the Company as of the closing date, net of prior payments. In connection with the closing of the Asset Sale, the Company entered into a License-Back Agreement with Cardinal Health 414. Pursuant to the License-Back, Cardinal Health 414 granted to the Company a sublicensable (subject to conditions) and royalty-free license to use certain intellectual property rights included in the Acquired Assets and owned by Cardinal Health 414 as of the closing of the Asset Sale to the extent necessary for the Company to (i) on an exclusive basis, subject to certain conditions, develop, manufacture, market, sell and distribute new pharmaceutical and other products that are not Competing Products (as defined in the License-Back), and (ii) on a non-exclusive basis, develop, manufacture, market, sell and distribute the Product throughout the world other than in the Territory. Subject to the Company's compliance with certain restrictions in the License-Back, the License-Back also restricts Cardinal Health 414 from using the intellectual property rights included in the Acquired Assets to develop, manufacture, market, sell, or distribute any product other than the Product or other product that (a) accumulates in lymphatic tissue or tumor-draining lymph nodes for the purpose of (1) lymphatic mapping or (2) identifying the existence, location or staging of cancer in a body, or (b) provides for or facilitates any test or procedure that is reasonably substitutable for any test or procedure provided for or facilitated by the Product. Pursuant to the License-Back and subject to rights under existing agreements, Cardinal Health 414 was given a right of first offer to market, sell and/or market any new products developed from the intellectual property rights licensed by Cardinal Health 414 to the Company by the License-Back. As part of the Asset Sale, the Company and Cardinal Health 414 also entered into ancillary agreements providing for transitional services and other arrangements. The Company amended and restated its license agreement with The Regents of the University of California (San Diego) pursuant to which UCSD grants a license to the Company to exploit certain intellectual property rights owned by UCSD and, separately, Cardinal Health 414 entered into a license agreement with UCSD pursuant to which UCSD granted a license to Cardinal Health 414 to exploit certain intellectual property rights owned by UCSD for Cardinal Health 414 to sell the Product in the Territory. Pursuant to the Purchase Agreement, the Company granted to each of Cardinal Health 414 and UCSD a five-year warrant to purchase up to 10 million shares and 1 million shares, respectively, of the Company's common stock, par value $.001 per share, at an exercise price of $1.50 per share, each of which warrant is subject to anti-dilution and other customary terms and conditions. Prior to the Asset Sale, the Company had no material relationships with Cardinal Health 414 or its affiliates except that Cardinal Health 414 was the Company's primary distributor of the Product throughout the United States pursuant to the Supply and Distribution Agreement which, as set forth above, was terminated as of the closing of the Asset Sale. Pursuant to the Purchase Agreement, the Company granted to each of Cardinal Health 414 and UCSD a five-year warrant to purchase up to 10 million shares and 1 million shares, respectively, of the Company's common stock, par value $.001 per share, at an exercise price of $1.50 per share, each of which warrant is subject to anti-dilution and other customary terms and conditions. The Company relied on the exemption from registration under Section 4(2) of the Securities Act of 1933, as amended, for the issuance of the warrants. A full-text copy of the Form 8-K report is available at: https://is.gd/XKzuf6 About Navidea Navidea Biopharmaceuticals, Inc. is a biopharmaceutical company focused on the development and commercialization of precision immunodiagnostic agents and immunotherapeutics. Navidea is developing multiple precision-targeted products based on our Manocept platform to help identify the sites and pathways of undetected disease and enable better diagnostic accuracy, clinical decision-making, targeted treatment and, ultimately, patient care. Navidea reported a net loss of $27.56 million in 2015, a net loss of $35.72 million in 2014 and a net loss of $42.69 million in 2013. As of Sept. 30, 2016, Navidea had $11.18 million in total assets, $74.96 million in total liabilities and a total stockholders' deficit of $63.77 million. NAVISTAR INTERNATIONAL: Volkswagen Owns 16.6% Stake as of Feb. 28 ----------------------------------------------------------------- In a Schedule 13D filed with the Securities and Exchange Commission, Volkswagen Truck & Bus GmbH and Volkswagen AG disclosed that as of Feb. 28, 2017, they beneficially own 16,242,012 shares of common stock of Navistar International Corporation representing 16.6 percent based on 98,109,615 shares of Common Stock outstanding as of Feb. 28, 2017, as reported by the Company in its quarterly report on Form 10-Q for the quarterly period ended Jan. 31, 2017. During the last 60 days, the only transaction in the Common Stock by the Reporting Persons was the purchase of 16,242,012 shares of Common Stock at $15.76 per share by VW T&B pursuant to the Purchase Agreement, which sale closed on Feb. 28, 2017. The purchase price for the Common Stock was $255,974,109, or $15.76 per share of common stock. Such price was funded by Volkswagen to VW T&B through internally generated funds. A full-text copy of the regulatory filing is available at: https://is.gd/mW72ZU About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The Company also provides truck and diesel engine parts and service. Another affiliate offers financing services. Navistar reported a net loss attributable to the Company of $97 million on $8.11 billion of net sales and revenues for the year ended Oct. 31, 2016, compared with a net loss attributable to the Company of $184 million on $10.14 billion of net sales and revenues for the year ended Oct. 31, 2015. As of Jan. 31, 2017, Navistar had $5.39 billion in total assets, $10.72 billion in total liabilities and a total stockholders' deficit of $5.32 billion. * * * Navistar carries as 'B3 'Corporate Family Rating (CFR) and stable outlook from Moody's. Moody's said in January 2017 that Navistar's ratings reflects the continuing challenges the company faces in re-establishing its competitive position and profitability in the North American medium and heavy truck markets. Navistar carries a 'CCC' Issuer Default Ratings from Fitch Ratings. Fitch said in January 2017 that the ratings for NAV, Navistar, Inc., and NFC remain on Rating Watch Positive pending completion of a strategic alliance between NAV and Volkswagen Truck & Bus GmbH (VW T&B). The Positive Rating Watch reflects Fitch's expectation that under terms contemplated for the alliance, NAV would realize cost synergies, improved liquidity, and strategic opportunities over the next several years that would support its competitiveness and operating performance. As reported by the TCR on March 3, 2017, S&P Global Ratings said that it raised its corporate credit ratings on Navistar International Corp. and its subsidiary Navistar Financial Corp. to 'B-' from 'CCC+'. The outlook is stable. The upgrade follows Navistar's strategic alliance with Volkswagen Truck & Bus, which includes Volkswagen Truck & Bus' 16.6% equity stake in Navistar, definitive agreements for the two companies to collaborate on technology, and the formation of a procurement JV. NEW ENTERPRISE: Amends Restated Revolving Credit Agreement ---------------------------------------------------------- On March 3, 2016, New Enterprise Stone & Lime Co., Inc. entered into Amendment No. 1 to its Amended and Restated Revolving Credit Agreement. Pursuant to the RCA Amendment, at the Company's election in calendar year 2017 and calendar year 2018 the minimum liquidity threshold for triggering the Fixed Charge Coverage Ratio covenant will be reduced from $20.0 million to $10.5 million for a 90 day period, commencing no earlier than March 1 and ending no later than August 31 of each of the applicable fiscal years. On March 3, 2017, the Company made available certain selected financial information for discussion with investors. On March 3, 2017, the Company issued a press release announcing that it had commenced a cash tender offer for any and all of the $250.0 million aggregate principal amount of its unsecured 11% senior notes due 2018, $46.5 million of which are held by the Company in treasury. On March 3, 2017, the Company issued a press release announcing an offering, subject to customary conditions, of $200 million aggregate principal amount of senior notes due 2022. The Company intends to use the proceeds from the offering of the notes, together with available cash on hand and borrowings under its Revolving Credit Agreement to redeem, repurchase or otherwise retire the Company's 11% senior notes due 2018, including accrued and unpaid interest thereon and other related fees and expenses. A full-text copy of the regulatory filing is available at: https://is.gd/PRbvP1 About New Enterprise New Enterprise Stone & Lime, Co., Inc., is a privately held, vertically integrated construction materials supplier and heavy/highway construction contractor in Pennsylvania and western New York and a national traffic safety services and equipment provider. New Enterprise reported a net loss of $21.1 million for the year ended Feb. 29, 2016, following a net loss of $62.5 million for the year ended Feb. 28, 2015. As of May 31, 2016, New Enterprise had $656 million in total assets, $851 million in total liabilities and a total deficit of $196 million. * * * As reported by the TCR on July 27, 2016, Moody's Investors Service upgraded New Enterprise Stone & Lime Co., Inc.'s Corporate Family Rating to B3 from Caa1. The B3 Corporate Family Rating reflects the company's modest scale, seasonality of its business, limited geographic diversification, exposure to cyclical construction end markets, concentration of business with Pennsylvania DOT, and high financial leverage. New Enterprise carries a 'B-' corporate credit rating from S&P Global ratings. NEW YORK COMMUNITY: Moody's Assigns Ba1 Preferred Stock Rating -------------------------------------------------------------- Moody's Investors Service affirmed the ratings of New York Community Bancorp, Inc. and its subsidiaries including New York Community Bank (collectively NYCB). New York Community Bank has long- and short-term bank deposit ratings of A2 and Prime-1, respectively. Moody's also affirmed the bank's standalone baseline credit assessment (BCA) of baa1 and its Counterparty Risk (CR) Assessment of A3 (cr)/Prime-2 (cr). New York Community Bancorp, Inc. has an issuer rating of Baa2. Moody's also assigned a Ba1 (hyb) rating to the holding company's announced noncumulative preferred stock issuance. NYCB's rating outlook is stable. Assignments: Issuer: New York Community Bancorp, Inc. -- Pref. Stock Shelf, Assigned (P)Baa3 -- Pref. Stock Non-cumulative Preferred Stock, Assigned Ba1(hyb) -- Pref. Stock Non-cumulative Shelf, Assigned (P)Ba1 -- Subordinate Shelf, Assigned (P)Baa2 -- Senior Unsecured Shelf, Assigned (P)Baa2 Affirmations: Issuer: New York Community Bancorp, Inc. -- Issuer Rating, Affirmed Baa2 Issuer: New York Community Bank -- Adjusted Baseline Credit Assessment, Affirmed baa1 -- Baseline Credit Assessment, Affirmed baa1 -- Counterparty Risk Assessment, Affirmed A3(cr) -- Counterparty Risk Assessment, Affirmed P-2(cr) -- Deposit Rating, Affirmed P-1 -- Senior Unsecured Deposit Rating, Affirmed A2 Issuer: New York Community Capital Trust V -- Pref. Stock Preferred Stock, Affirmed Baa3(hyb) Outlook Actions: Issuer: New York Community Bancorp, Inc. -- Outlook, Remains Stable Issuer: New York Community Bank -- Outlook, Remains Stable RATINGS RATIONALE The ratings affirmation was based on NYCB's long-standing business model, which has been well executed. Over an extended period of time, the bank has consistently reported low credit losses and this, in conjunction with relatively good operating efficiency, has resulted in stable profitability. NYCB's most significant credit challenge is its large commercial real estate (CRE) concentration, which is primarily multi-family lending and constitutes the vast majority of its loans. NYCB's CRE concentration, which equals over nine times its tangible common equity, is the highest among US rated banks. A unique characteristic of NYCB's multifamily lending is that most loans are collateralized by rent-regulated properties, which has supported good asset quality performance through economic cycles. The company's excellent asset quality record in its New York multifamily lending niche and sound underwriting practices for this asset class helps mitigate the significant concentration risk. NYCB's annual net charge-offs peaked at 0.35% in 2011, which was well below US peers. For the past three calendar years, it had minimal net charge-offs or net recoveries. Other key credit challenges for the company are maintaining its risk culture as NYCB grows and lessening its relatively high reliance on wholesale funding as compared with US regional bank peers. Moody's noted that over the last year NYCB management has contained its growth in response to regulatory thresholds. The non-cumulative preferred stock rating of Ba1 (hyb) follows Moody's notching practices under its Loss Given Failure analysis. This considers NYCB's liability structure and the securities' dividend deferral features. WHAT COULD CHANGE THE RATING UP For NYCB's standalone BCA to get upgraded, it would need to 1) successfully diversify so as to reduce its commercial real estate exposure without significantly increasing its asset risk and 2) improve its core funding to levels comparable with peers. WHAT COULD CHANGE THE RATING DOWN Future downward rating pressure on NYCB's standalone BCA would emerge if there are signals that NYCB's underwriting standards are slipping, either because of looser internal practices or in response to a more competitive market. Rapid growth, whether through acquisition or organic, would also be negative. The principal methodology used in these ratings was Banks published in January 2016. NIKOLAOS GARBIDAKIS: Sale of Resort Unit for $5K Approved --------------------------------------------------------- Judge Rosemary Gambardella of the U.S. Bankruptcy Court for the District of New Jersey authorized Nikolaos Garbidakis' private sale of real property known as Westin Lagunamar Ocean Resort, Unit 0342, to Ronald K. Rydell, Trustee of the Ronal K. Rydell Revocable Trust Agreement Dated January 7, 2004, for $5,000. A hearing on the Motion was held on Feb. 28, 2017 at 11:00 a.m. Proceeds of the sale of the property in the sum of $5,000 will be turned over to the Debtor at closing. Nikolaos Garbidakis sought Chapter 11 protection (Bankr. D.N.J. Case No. 15-21227) on June 15, 2015. NJOY INC: Panel Wants Permission to Go After Directors, Officers ---------------------------------------------------------------- The Official Committee of Unsecured Creditors of NJOY, Inc., filed with the U.S. Bankruptcy Court for the District of Delaware a motion for authority to prosecute retained claims of the Debtor's estate, saying that it should be authorized to prosecute an action or actions on behalf of the Debtor's estate to pursue state and federal causes of action based on breach of fiduciary duty and other causes of action. A copy of the motion is available at: http://bankrupt.com/misc/deb16-12076-415.pdf Matt Chiappardi, writing for Bankruptcy Law360, reports that the Committee asked the Court to allow it to potentially go after the directors and officers over fraudulent conveyance that allegedly made it impossible for the Debtor to be profitable long-term. The Committee started an investigation of claims that the Debtor's estate may hold against third parties. As a result of this investigation, which is ongoing, the Committee has identified certain potential claims against certain parties receiving prepetition funds as well as potential claims against the Debtor's director. These viable claims stem from prepetition transactions involving the Debtor, various creditors of the Debtor and certain directors. Taken together, these transactions made it impossible for the Debtor to be profitable and continue operating in the long term. In order to preserve its rights, the Committee, with the consent of the Debtor, filed the motion seeking standing to bring claims of the Debtor's estate to undo and remedy the harms caused by the pre-petition actions of the Debtor. The Committee is in the process of investigating, on an on-going basis, the Retained Claims the Debtor's estate holds against third parties and identifying certain Retained Claims that appear meritorious. The Retained Claims are premised upon causes of action that include, but are not limited to: (i) preferential transfer and fraudulent conveyance under Sections 544, 547 and 548 of the U.S. Bankruptcy Code and their state law equivalents; and (ii) breach of fiduciary duties (good faith, care and loyalty). Additional causes of action may become known as the Committee's investigation continues. The Debtor has concluded that it will not prosecute the Retained Claims because some of the Retained Claims are against its officers and directors. Because the Committee arguably does not have standing to bring the Retained Claims on its own absent a court order, the Committee has sought and received the Debtor's consent to initiating, filing, prosecuting, litigating to judgment and settling the Retained Claims on behalf of the estate, and now seeks court order granting the Committee standing to prosecute the Retained Claims. About NJoy Inc. Headquartered in Scottsdale, Arizona, NJOY sells e-cigarettes and vaping products to wholesalers, distributors and retailers. NJOY filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 16-12076) on Sept. 16, 2016. The case is assigned to the Hon. Christopher S. Sontchi. The petition was signed by Jeffrey Weiss, general counsel and interim president. The Company was the first major ENDS company to offer products across all form factors: disposable and rechargeable cigalikes, open system e-liquids and vaping devices, and advanced closed system e-liquids. The Debtor has no in-house manufacturing capabilities. Its hardware is sourced from two major suppliers in China. The Debtor sources e-liquids from facilities based in the United States. As of Sept. 9, 2016, the Debtor had a total of 15 employees. NJOY has hired Gellert Scali Busenkell & Brown, LLC, as counsel, Sierraconstellation Partners, LLC as financial advisor, Cohnreznick Capital Markets Securities Investment LLC as investment banker. An official committee of unsecured creditors has tapped Fox Rothschild LLP as counsel. ONCOBIOLOGICS INC: Signs $15.4M Purchase Deal With Lincoln Park --------------------------------------------------------------- Oncobiologics, Inc. entered into a purchase agreement and a registration rights agreement with an accredited investor, Lincoln Park Capital Fund, LLC, an Illinois limited liability company, providing for the purchase of up to $15.4 million worth of the Company's common stock over the term of the purchase agreement. In connection therewith and as contemplated by the purchase agreement, on March 8, 2017, the Company issued and sold 150,376 shares of its common stock, $0.01 par value per share, for $400,000 in cash. Under the terms and subject to the conditions of the purchase agreement, the Company has the right, but not the obligation, to sell to Lincoln Park, and Lincoln Park is obligated to purchase up to, an additional $15.0 million worth of shares of the Company's common stock. In connection with the purchase agreement, the Company issued 113,205 shares of its common stock as initial commitment shares, to Lincoln Park and the Company will issue, pro rata, up to an additional 113,206 shares of its common stock as additional commitment shares to Lincoln Park in connection with any additional purchases. Such future sales of common stock by the Company, if any, will be subject to certain limitations, and may occur from time to time, at the Company's option, over the 30-month period commencing on the date that a registration statement, which the Company agreed to file with the Securities and Exchange Commission pursuant to the registration rights agreement, is declared effective by the SEC and a final prospectus in connection therewith is filed and the other terms and condition of the purchase agreement are satisfied. As contemplated by the purchase agreement, and so long as the closing price of the Company's common stock exceeds $1.50 per share, then the Company may direct Lincoln Park, at its sole discretion to purchase up to 30,000 shares of its common stock on any business day. The price per share for such purchases will be equal to the lower of: (i) the lowest sale price on the applicable purchase date and (ii) the arithmetic average of the three (3) lowest closing sale prices for the Company's common stock during the 10 consecutive business days ending on the business day immediately preceding such purchase date (in each case, to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split or other similar transaction that occurs on or after the date of the purchase agreement). The maximum amount of shares subject to any single regular purchase increases as the Company's share price increases, subject to a maximum of $1.0 million. In addition to regular purchases, the Company may also direct Lincoln Park to purchase other amounts as accelerated purchases or as additional purchases if the closing sale price of the common stock exceeds certain threshold prices as set forth in the purchase agreement. In all instances, the Company may not sell shares of its common stock to Lincoln Park under the purchase agreement if it would result in Lincoln Park beneficially owning more than 4.99% of its common stock. There are no trading volume requirements or restrictions under the purchase agreement nor any upper limits on the price per share that Lincoln Park must pay for shares of common stock. Lincoln Park represented to the Company, among other things, that it was an "accredited investor" (as such term is defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended, and the Company sold the securities in reliance upon an exemption from registration contained in Section 4(a)(2) of the Securities Act and Regulation D promulgated thereunder. The purchase agreement and the registration rights agreement contain customary representations, warranties, agreements and conditions to completing future sale transactions, indemnification rights and obligations of the parties. The Company has the right to terminate the purchase agreement at any time, at no cost or penalty. During any "event of default" under the purchase agreement, all of which are outside of Lincoln Park’s control, Lincoln Park does not have the right to terminate the puchase agreement; however, the Company may not initiate any regular or other purchase of shares by Lincoln Park, until such event of default is cured. In addition, in the event of bankruptcy proceedings by or against the Company, the purchase agreement will automatically terminate. Actual sales of shares of common stock to Lincoln Park under the purchase agreement will depend on a variety of factors to be determined by the Company from time to time, including, among others, market conditions, the trading price of the common stock and determinations by the Company as to the appropriate sources of funding for the Company and its operations. Lincoln Park has no right to require any sales by the Company, but is obligated to make purchases from the Company as it directs in accordance with the purchase agreement. Lincoln Park has covenanted not to cause or engage in any manner whatsoever, any direct or indirect short selling or hedging of the Company's shares. The net proceeds under the purchase agreement to the Company will depend on the frequency and prices at which the Company sells shares of its stock to Lincoln Park. The Company expects that any proceeds received by the Company from such sales to Lincoln Park will be used for working capital and general corporate purposes. About Oncobiologics Oncobiologics, Inc., is a clinical-stage biopharmaceutical company focused on identifying, developing, manufacturing and commercializing complex biosimilar therapeutics. The Cranbury, New Jersey-based Company's current focus is on technically challenging and commercially attractive monoclonal antibodies, or mAbs, in the disease areas of immunology and oncology. Oncobiologics reported a net loss of $53.32 million on $2.97 million of collaboration revenues for the year ended Sept. 30, 2016, compared to a net loss of $48.66 million on $5.21 million of collaboration revenues for the year ended Sept. 30, 2015. As of Sept. 30, 2016, Oncobiologics had $23.70 million in total assets, $28.90 million in total liabilities and a total stockholders' deficit of $5.20 million. KPMG LLP, in Philadelphia, Pennsylvania, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2016, citing that the Company has incurred recurring losses and negative cash flows from operations since inception and has an accumulated deficit at Sept. 30, 2016 of $147.4 million and $4.6 million of indebtedness that is due on demand, which raises substantial doubt about its ability to continue as a going concern. P & G FITTINGS: Plan to be Funded by Business Income ---------------------------------------------------- P & G Fitting, Inc., filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania a disclosure statement to accompany its chapter 11 plan, dated March 3, 2017. The Plan provides that it will pay the Secured Tax Claims of the IRS in full with interest. The amount owed to the Internal Reveue Service is $3,736.87. The Plan also provides that by agreement, it owes nothing to its general unsecured tax claimants. Funding of the Plan will be from the income of the Debtor's continued business operations. The Disclosure Statement is available at: http://bankrupt.com/misc/pawb16-23033-51.pdf About P & G Fittings P & G Fittings, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 16-23033) on August 17, 2016. The petition was signed by Paul Marshall, president. The Debtor is represented by Francis E. Corbett, Esq. At the time of the filing, the Debtor estimated assets and liabilities of less than $50,000. PACHECO BROTHERS: Stipulation on Cash Use Approved -------------------------------------------------- The Hon. William J. Lafferty, III, of the U.S. Bankruptcy Court for the Northern District of California has approved Pacheco Brothers Gardening, Inc.'s stipulation with Direct Capital Corporation, allowing the Debtor's final use of cash collateral. As reported by the Troubled Company Reporter on Feb. 17, 2017, the Debtor asked the Court for permission to use on an interim basis the cash collateral of disputed secured creditor TDDC Ventures LLC and undisputed secured creditor Direct Capital, to the extent they have lien rights in the Debtor's accounts receivables. The Debtor wanted to use through the end of February 2017 the cash collateral to pay necessary expenses, including payroll, pending a hearing of entry of final court order, at which time the Debtor will seek authority to use cash collateral through the expiration date set by the court order. On Feb. 17, 2017, the Court allowed the cash collateral use until March 1, 2017, to pay for services rendered postpetition. The monthly payment owed to Direct Capital is due daily but the Debtor wants to pay Direct Capital its monthly installment payments. As stipulated, Direct Capital consents to the use of cash collateral, pursuant to the motion for approval of use of cash collateral and supplemental brief re (1) final hearing on use of cash collateral; (2) owners' salaries; and (3) update on obtaining alternatives to postpetition filed by the Debtor in this case as, or as ordered by the Court, provided that the Debtor makes a monthly payment to Direct Capital in the amount of $4,500 starting March 1, 2017, payable on the first of the month going forward. In the event there is a default of the terms of the Stipulation, Direct Capital may provide written notice of default to the Debtors and their attorney of record at their last known addresses. If the default is not cured within 10 days of the date of mailing the Notice, then Direct Capital may file and lodge an order granting them relief from the automatic stay. Upon termination, Direct Capital will be authorized to terminate the use of the cash collateral and take action against the collateral as permitted under its respective loan documents, including without limitation the security agreements, and applicable state law, or in the alternative whatever remedy the Court deems appropriate in the event of a failure to cure default. As further adequate protection, Direct Capital is granted (effective and perfected as of the Petition Date and without the necessity of the execution by the Debtor, of mortgages, security agreements, pledge agreements, financing statements or other agreements) a post-petition security interests and replacement liens in the Debtor's accounts receivable to the same extent, validity, and priority as existed as of the Petition Date to secure all indebtedness arising under the Direct Loan to the extent of and equal to any aggregate diminution in the value of the cash collateral. A copy of the Stipulation is available at: http://bankrupt.com/misc/canb17-40403-47.pdf In a supplemental brief filed by the Debtor on Feb. 22, 2017, the Debtor requested that the Court approve the use of cash collateral on a final basis through April 30, 2017. The Debtor said that Tom Del Conte and TDDC Ventures filed an objection, alleging that the owners are getting hefty raises in this bankruptcy while prepetition they paid back loans in front of other creditors. However, the repayment of the loans to the owners replaced their reduced salary and did not impact the Debtor's revenues above the expense for their regular salary. At the advice of an accountant, the owners, instead of taking full salary, reduced their salary and supplemented their income by the repayment of their personal loans made to the company. At the hearing on the motion to approve the unsecured postpetition financing, the Court inquired as to whether the Debtor's bank, Bank of the West, would issue debit cards. Bank of the West has indicated that it will issue debit cards connected to the debtor in possession accounts of the Debtor. The Debtor will have debit cards issues and will use those cards to pay expenses pursuant to the approved budget. However, some vendors still require credit cards (not debit cards) to purchase supplies, services and materials. The Debtor will need to access the Splash of Class credit cards to purchase certain expenses that required a credit card. To the extent possible, the Debtor will use the debit cards to pay for supplies, services or materials from vendors who accept debit cards and will only use the credit cards as a last resort. The Debtor requested authorization to use the credit cards post-petition to the extent necessary to augment purchases using its the debit cards. A copy of the supplemental brief is available at: http://bankrupt.com/misc/canb17-40403-39.pdf Lynn Pacheco said in a declaration filed on Feb. 22, 2017, that the repayment of loans to the owners replaced their reduced salary and did not impact the Debtor's revenues above the expense for their regular salary. At the advice of an accountant, the owners, instead of taking full salary, reduced their salary and supplemented their income by the repayment of their personal loans made to the Debtor. The proposed postpetition salary is in line with the prepetition compensation received by the owners. Further, the salaries proposed to be paid to the owners post-petition are comparable to owners/operators of business with 59 employees over a variety of locations and one that generates revenues of over $5.5 million. George Pacheco, Jr., the Debtor's President and Chief Executive Officer, said in a declaration filed on March 8, 2017, in support of the Debtor's motion for use of cash collateral and in particular, "the salaries to be paid to myself, Gary Pacheco and Lynn Pacheco in connection with the use of cash collateral. Pursuant to the initial proposed cash collateral budget, the Debtor proposed to pay myself and Gary Pacheco annual salaries of $150,800 each and Lynn Pacheco an annual salary of $54,288." "It is my opinion as the President and CEO of the Debtor that the proposed salaries for Gary Pacheco, Lynn Pacheco and myself are reasonable salaries to be paid for officers and employees of a corporation of the size and type of the Debtor. Based upon the factors inputted which track the experience and job responsibilities of myself and Gary Pacheco, the average cash compensation officers for a similarly situated business is $172,703. The average base salary is $134,883. The average bonus is $30, 875 and the average profit sharing component is $16,325," George Pacheco stated. Direct Capital is represented by: Amanda N. Ferns, Esq. FERNS ADAMS & ASSOCIATES 2815 Mitchell Drive, Suite 210 Walnut Creek, CA 94598 Tel: (925) 927-3401 Fax: (925) 927-3419 E-mail: ferns@fernslaw.com About Pacheco Brothers Gardening Pacheco Brothers Gardening Inc. is a full-service landscape company providing commercial landscape maintenance, landscape installation, turf renovation and irrigation projects. It has been in business for over 35 years. The majority of the Debtor's business is maintenance, which involves a wide variety of services ranging from mowing and trimming to irrigation repairs and troubleshooting. It has a number of East Bay municipal and public agency accounts as well as a mix of homeowner association, commercial accounts and school district accounts. The Debtor has a substantial amount of landscaping and construction business (for example, installation of landscaping and hardscaping, playground installation, retaining walls, landscape lighting, and the like). It also provides other services including tractor and specialty services. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D. Cal. Case No. 17-40403), due to financial pressure brought on by several factors, including litigation cost relating to Tom Del Conte and TDDC Ventures LLC v. Pacheco Brothers Gardening, Inc., et al., Case No. HG15797608, currently pending in Alameda County Superior Court, unpaid vendors and operational difficulty due to its debt structure. At the time of the petition filing, the Debtor disclosed $1.36 million in assets and $2.78 million in liabilities. The petition was signed by Lynn Pacheco, secretary. The case is assigned to Judge William J. Lafferty. PARETEUM CORP: Receives Notices to Convert Preferred Shares ----------------------------------------------------------- Pareteum Corporation received conversion notices from holders of an aggregate of $1,150,000, or 115 shares, of the Company's Series A Convertible Preferred Stock and Series A-1 Convertible Preferred Stock on March 7, 2017. The Preferred Shares will convert into shares of common stock, $0.00001 par value per share, of the Company at a 13% discount to a public offering and will become effective upon the filing by the Company of a prospectus supplement disclosing the terms of an offering. About Pareteum Corp New York-based Pareteum Corporation (NYSEMKT: TEUM), formerly known as Elephant Talk Communications, Inc. -- http://www.pareteum.com/ -- is an international provider of business software and services to the telecommunications and financial services industry. Elephant Talk reported a net loss of $5.00 million on $31.0 million of revenues for the year ended Dec. 31, 2015, compared to a net loss of $21.9 million on $20.4 million of revenues for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Pareteum had $15.26 million in total assets, $21.66 million in total liabilities and a total stockholders' deficit of $6.40 million. Squar Milner, LLP, formerly Squar Milner, Peterson, Miranda & Williamson, LLP, in Los Angeles, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has suffered recurring losses from operations, has an accumulated deficit of $256 million and has negative working capital. This raises substantial doubt about the Company's ability to continue as a going concern, the auditors said. PAROLE BESTGATE: Court Denies Approval of Disclosure Statement -------------------------------------------------------------- The Hon. David E. Rice of the U.S. Bankruptcy Court for the District of Maryland has denied approval of Parole Bestgate LLC's disclosure statement referring to the Debtor's plan of reorganization. As reported by the Troubled Company Reporter on Jan. 10, 2017, the Debtors filed with the U.S. Bankruptcy Court for the District of Maryland a disclosure statement dated Dec. 28, 2016, referring to the Debtor's Chapter 11 plan of reorganization. About Parole Bestgate LLC Parole Bestgate LLC owns and operates a commercial office building located in Annapolis, Maryland. James Joseph Sokolis filed an involuntary Chapter 11 petition for Parole Bestgate LLC (Bankr. D. Md. Case No. 16-11840) on Feb. 17, 2016. The case is assigned to Judge David E. Rice. On March 29, 2016, the Court entered an Order for relief in the Chapter 11 case. The Debtor is represented by Michael J. Lichtenstein, Esq., and Megan A. Raker, Esq., at Shulman, Rogers, Gandal, Pordy & Ecker, P.A., of Potomac, Maryland. PASSAGE HEALTHCARE: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Passage Midland Meadows Operations, LLC 17-30092 100 Weatherholt Drive Ona Ona, WV 25545 Passage Healthcare Property, LLC 17-30093 1018 Ashford Avenue Suite 215 San Juan, PR 00907 Passage Longwood Manor Operations, LLC 17-30094 2760 Maytown Road Marietta, PA 17547 Passage Village of Laurel Run Operations, LLC 17-30095 6375 Chambersburg Road Fayetteville, PA 17222 Business Description: Passage Healthcare -- http://passagehealthcare.net-- is a senior living care provider founded in 2013 by Andrew Turner and William Lasky. Together they have operated well over 2000 different facilities in nine countries over 40+ years in the post-acute care industry. Chapter 11 Petition Date: March 13, 2017 Court: United States Bankruptcy Court Southern District of West Virginia (Huntington) Judge: Hon. Frank W. Volk Debtors' Counsel: Elizabeth A Amandus, Esq. JACKSON KELLY PLLC 500 Lee St E PO Box 553 Charleston, WV 25322 Tel: 304-304-1090 Fax: 304-340-1080 E-mail: eamandus@jacksonkelly.com - and - William F. Dobbs, Esq. JACKSON KELLY PLLC 500 Lee Street East, Suite 1600 Charleston, WV 25301 Tel: 304-340-1000 E-mail: WDOBBS@jacksonkelly.com Estimated Estimated Assets Liabilities ---------- ----------- Passage Midland Meadows Operations $0-$50K $1M-$10M Passage Healthcare Property $10M-$50M $1M-$10M Passage Longwood Manor Operations $0-$50K $100K-$500K Passage Village of Laurel Run Operations $0-$50K $1M-$10M The petitions were signed by Andrew Turner, member-manager of Passage Healthcare, LLC, manager of Debtor. A list of Passage Midland Meadows Operations's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/wvsb17-30092.pdf Passage Healthcare Property's unsecured creditor is PHSG LLC (Attn: Thomas McNeill 2323 S. Shepherd, Suite 908 Houston, TX 77019) holding a claim of $1 million. A copy of Passage Longwood Manor Operations' list of 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/wvsb17-30094.pdf A copy of Passage Village of Laurel Run Operations' list of 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/wvsb17-30095.pdf PEN INC: Ronald J. Berman Owns 6.9% Class A Common Stock -------------------------------------------------------- In the Schedule 13D filed with the Securities and Exchange Commission, Ronald J. Berman discloses that as of Dec. 8, 2016, he is the beneficial owner of 96,595 shares of Class A Common Stock of PEN Inc, representing 6.9% of total shares outstanding. During the last 60 days, Berman has acquired shares of Class A common stock in open market purchases. In addition, Berman was awarded 1,282 shares on February 24, 2017 as director's compensation for attending a board meeting of the issuer valued based on the closing price that day of $1.56 per share. A full-text copy of the regulatory filing is available at https://is.gd/0vrZje About Pen Inc. PEN's primary business is the marketing and sale of products enabled by nanotechnology. The Company develops and sells products based on its portfolio of intellectual property. The Company's current products are a portfolio of nano-layer coatings, nano-based cleaners, printable inks and pastes, and thermal management materials. Additionally, the Company conducts research and Pen reported a net loss of $1.86 million for the year ended Dec. 31, 2015, following a net loss of $2.31 million for the year ended for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Pen Inc. had $2.98 million in total assets, $3.50 million in total liabilities and a total stockholders' deficit of $529,007. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has a net loss and net cash used in operating activities in 2015 of $1,869,247 and $804,208 respectively and has an accumulated deficit, stockholders' deficit and working capital deficit of $5,344,166, $272,335 and $889,657 respectively, at Dec. 31, 2015. These matters raise substantial doubt about the Company's ability to continue as a going concern. PENN REALTY: Hires NAI Mertz as Realtor --------------------------------------- Penn Realty, LLC seeks authorization from the U.S. Bankruptcy Court for the District of New Jersey to employ Mertz Corporation dba NAI Mertz Corporation as realtor. The Debtor requires NAI Mertz to market its property located at Block 130, Lot2; Block 132.02, Lots 3, 3.01 and 8.01, Burlington Township, Burlington County, New Jersey. NAI Mertz will be compensated at 4% of the Purchase Price to be paid at closing on the sale of the Property. Fred Meyer, member of NAI Mertz, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. NAI Mertz can be reached at: Fred Meyer MERTZ CORPORATION dba NAI Mertz Corporation 21 Roland Avenue Mt. Laurel, NJ 08054 Tel: (856) 802-6515 Fax: (856) 234-4957 E-mail: fred.meyer@naimertz.com About Penn Realty Penn Realty, LLC, based in Mount Laurel, NJ, filed a Chapter 11 petition (Bankr. D.N.J. Case No. 16-32949) on December 1, 2016. The Hon. Jerrold N. Poslusny Jr. presides over the case. Albert A. Ciardi III, at Ciardi Ciardi & Astin, serves as bankruptcy counsel to the Debtor. In its petition, the Debtor estimated $10 million to $50 million in both assets and liabilities. The petition was signed by Peter Hovnanian, managing member. PETROQUEST ENERGY: Posts $96.2 Million Net Loss for 2016 -------------------------------------------------------- Petroquest Energy, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss available to common stockholders of $96.24 million on $66.66 million of oil and gas revenues for the year ended Dec. 31, 2016, compared to a net loss available to common stockholders of $299.92 million on $115.96 million of oil and gas revenues for the year ended Dec. 31, 2015. "Our liquidity position has been negatively impacted by the prolonged decline in commodity prices that began in late 2014. In response, we executed the following actions during 2015 and 2016 aimed at preserving liquidity, reducing overall debt levels and extending debt maturities: * Completed the Oklahoma Divestitures for $292.6 million; * Reduced our 2016 capital expenditures by 75% as compared to 2015 capital expenditures of approximately $65 million; * Completed two debt exchanges reducing debt maturing in 2017 from $350 million to $22.7 million; * Reduced total debt 32% from $425 million at December 31, 2014 to $290.3 million at Dec. 31, 2016; * Entered into a new $50 million Multidraw Term Loan Agreement maturing in 2020; * Suspended the quarterly dividend on our outstanding Series B Preferred Stock saving $5.1 million annually; and * Secured a new drilling joint venture in East Texas. "In addition to extending the maturity on approximately $113.0 million of debt due in 2017 to 2021, our September 2016 debt exchange permits us to reduce our cash interest expense on $243.5 million of debt from 10% cash to 1% cash and 9% payment-in-kind for the first three semi-annual interest payments, which is expected to provide us with more than $30 million of cash interest savings during 2017 and 2018. To enhance our liquidity and provide capital to refinance the remaining 10% Senior Notes due 2017 (the "2017 Notes"), in October 2016, we entered into a new $50 million Multidraw Term Loan Agreement (the "Multidraw Term Loan Agreement") maturing in 2020, that replaced our prior bank credit facility which had no borrowing base on the date of termination. We currently have a more favorable outlook on oil and gas prices for 2017 than prices experienced in 2016. We have recently recompleted our Thunder Bayou well in South Louisiana into a larger sand package and commenced the East Texas joint venture drilling program where we expect to drill eight to ten gross wells during 2017. As a result, we expect to begin growing production during 2017 as compared to 2016," the Company stated in the report. As of Dec. 31, 2016, Petroquest had $144.86 million in total assets, $395.95 million in total liabilities and a total stockholders' deficit of $251.09 million. During 2016, the Company invested $15.9 million in exploratory, development and acquisition activities. The Company drilled 5 gross development wells realizing an overall success rate of 100%. These activities were financed through cash on hand and our cash flow from operations. During 2016, the Company's production decreased 31% to 23.5 Bcfe as a result of the Oklahoma Divestitures and normal production declines at its East Texas and Gulf Coast fields. The Company's estimated proved reserves at Dec. 31, 2016 decreased 35% from 2015. "Our ability to meet our expenses and debt obligations will depend on our future performance, which will be affected by financial, business, economic, regulatory and other factors. We will not be able to control many of these factors, such as economic conditions and governmental regulation. We cannot be certain that our cash flow from operations will be sufficient to allow us to pay the principal and interest on our debt, including our 2017 Notes, 2021 Notes, 2021 PIK Notes and amounts borrowed under the Multidraw Term Loan Agreement, and meet our other obligations. If we do not have enough cash to service our debt, we may be required to refinance all or part of our existing debt, including our 2017 Notes, 2021 Notes, 2021 PIK Notes and the Multidraw Term Loan Agreement, sell assets, borrow more money or raise equity. We may not be able to refinance our debt, sell assets, borrow more money or raise equity on terms acceptable to us, if at all," the Company said. Bankruptcy Warning "Our liquidity could be substantially negatively affected by an inability to obtain capital in the long-term or short-term debt capital markets or equity capital markets or an inability to access bank or other financing. A prolonged credit crisis or turmoil in the domestic or global financial systems could materially affect our liquidity, business and financial condition. These conditions have adversely impacted financial markets previously and created substantial volatility and uncertainty, and could do so again, with the related negative impact on global economic activity and the financial markets. Negative credit market conditions could materially affect our liquidity and may inhibit our lender from fully funding our Multidraw Term Loan Agreement or cause our lender to make the terms of our Multidraw Term Loan Agreement costlier and more restrictive. A weak economic environment could also adversely affect the collectability of our trade receivables or performance by our suppliers and cause our commodity derivative arrangements to be ineffective if our counterparties are unable to perform their obligations or seek bankruptcy protection. Additionally, negative economic conditions could lead to reduced demand for oil, natural gas and NGLs or lower prices for oil, natural gas and NGLs, which could have a negative impact on our revenues." A full-text copy of the Form 10-K is available for free at: https://is.gd/OtkYW1 About PetroQuest PetroQuest Energy, Inc., is an independent energy company engaged in the exploration, development, acquisition and production of oil and natural gas reserves in East Texas, Oklahoma, South Louisiana and the shallow waters of the Gulf of Mexico. PetroQuest's common stock trades on the New York Stock Exchange under the ticker PQ. * * * PetroQuest Energy carries a 'Caa3' corporate family rating from Moody's Investors Service. In October 2016, S&P Global Ratings raised the corporate credit rating on PetroQuest Energy to 'CCC' from 'SD'. "The upgrade reflects our reassessment of the company's corporate credit rating following the exchange of the majority of its outstanding 10% senior unsecured notes due September 2017 at par," said S&P Global Ratings credit analyst Daniel Krauss. The negative outlook reflects the company's current debt leverage levels, which S&P views to be unsustainable, as well as its less than adequate liquidity position. PICO HOLDINGS: Bloggers Say Bogue & Pirrello "Manipulate" Earnings ------------------------------------------------------------------ PICO Holdings, Inc. (Nasdaq:PICO), based in La Jolla, Calif., is a diversified holding company reporting recurring losses since 2008. PICO owns 57% of UCP, Inc. (NYSE:UCP), 100% of Vidler Water Company, Inc., a securities portfolio and various interests in small businesses. PICO has $662 million in assets and $426 million in shareholder equity. Amundi and River Road Asset Management LLC collectively own more than 16% of PICO. Other activists at http://ReformPICONow.com/(RPN) have taken to the Internet to advance the shareholder cause. The bloggers recap the UCP Earnings Call. "On the Q4 Earnings Call, in his scripted remarks, Dustin Bogue, UCP CEO, said, 'For the full year net income was a record $1.15 per share which included $0.31 of net one time benefits. Excluding one-time items Core Earnings would be $0.84 per share. Our return on equity improved to 6.5% in 2016 compared to under 3% in the prior year.' UCP CFO James Pirrello joined the fantasy when he stated, 'For the full year, UCP's net income to public shareholders was $9.2 million or $1.15 per share compared to $0.30 in 2015. This earnings improvement is driving higher returns on equity which steadily trended higher over the past five quarters rising to 6.5% in Q4 2016 compared to 2.7% in the prior year.' Mr. Pirrello digs himself further into the make-believe hole when he elaborates, 'During the quarter we also released our valuation allowance against our deferred tax asset. The impact was a contribution of $5.5 million which provides benefits exclusively to UCP's Class A shareholders. . . . Excluding these one-time items and the tax benefit, core EPS for the fourth quarter and full year were $0.28 and $0.84 per share and still represent record levels.' The bloggers say there are two problems with the figures provided by Messrs. Bogue and Pirrello. First, "UCP's 'Core Earnings' figure incorporates three adjustments for noncash items. Unfortunately for Messrs. Bogue and Pirrello, there were FOUR noncash items in 2016. And the noncash item these men innocently forgot to adjust had a positive effect on earnings. "Messrs. Bogue and Pirrello do an excellent job of adding back noncash reductions to earnings per the goodwill writedown and the real estate abandonment/impairment charges. They eliminate the effect of the valuation allowance, which sharply increased net earnings. But alas, these men conveniently forgot about the noncash reduction to the contingent consideration, which positively affected consolidated net income by $2.347 million. "We find the failure to adjust for the contingent consideration to be especially suspicious given that Messrs. Bogue and Pirrello added back the noncash negative effects of the goodwill writedown. The goodwill writedown and the reduction in contingent consideration are linked. They occurred simultaneously. You could not have one without the other. They go together like divorce and alimony. "(We were going to say, 'They go together like poor performance and no bonus' -- but at UCP, poor performance is rewarded with a raise, Golden Parachute fortification and a soon-to-arrive bonus.) "Reduction of the contingent consideration reduces reduced UCP's earnings per share figure by $.12 from $.84 to $.72, a reduction of 15%. Return on equity, which Messrs. Bogue and Pirrello say is 6.5%, is actually 5.9%." The bloggers now address the second discrepancy. "Messrs. Bogue and Pirrello conveniently forgot to tell analysts, shareowners and the investing public that UCP made a tiny little tax payment of $4,830 million to PICO in 2016." "UCP's tax payments to PICO are 'off-income statement.' They do not appear on the face of the P&L. Instead, these payments are recorded in the 'Financing Activities' section of the Cash Flow Statement, under 'Distribution To Noncontrolling Interest.' "We have a question for Messrs. Bogue and Pirrello: Since when do 'Core Earnings' not include tax payments? This pesky little tax payment reduces UCP's 'Core EPS' by a smidgen: from $.84 cents to $.13 cents, equal to an 85% reduction. Instead of the 6.5% 'Core ROE' trumpeted by Messrs. Bogue and Pirrello, RPN's 'Core ROE' for UCP amounts to 1%." The bloggers state that the conduct perpetrated by Messrs. Bogue and Pirrello, and UCP in general is deteriorating. "Proper conduct seems to be slipping through these men's hands like water. This same phenomena occurred at PICO. Certain Directors and Executives became so fearful and desperate that their conduct crashed down through one ethical level after another. Over time, it only got worse; never better. The same thing is happening at UCP." "We are puzzled by the antics of Messrs. Cortney, Bogue and Pirrello. We would think they would want to end the self-humiliation and self-inflicted pain and reach a harmonious solution with the owners of the business. But alas, these men flounder on. Their list of transgressions against shareowners grows and they face a stare-down with their majority owner. It will likely only get worse from here." The bloogers ask Messrs. Bogue, Pirrello and UCP Chairman Michael Cortney to reflect on the result at PICO. "Fourteen months ago, the PICO Board was comprised of 7 corrupt and incompetent Directors. All of them have been removed. In the process, two recently appointed self-interested directors were removed. That is a total of nine Directors removed. More impressive than the gross number is the success rate: 100%." "Messrs. Cortney, Bogue and Pirrello should also consider the manner in which these 9 Directors were removed. Three were thrown out in complete humiliation. These three men severely damaged their professional reputations and their future earnings power. Two others were embarrassingly tossed by their own Board (an action cheered by shareholders). Again, these two men leave with damaged reputations and diminished earnings power. The only Directors who departed PICO with their reputations and earnings power intact, did so quickly and quietly. "Shareholders have already begun the process at UCP. Kathleen Wade will likely be ejected from the UCP Board in a few months. We feel Messrs. Cortney, Bogue and Pirrello would do well to objectively analyze the base case before them. Perhaps they will find similarities and can derive a prudent future course of action therefrom." PINNACLE OPERATING: Moody's Hikes Corporate Family Rating to Caa1 ----------------------------------------------------------------- Moody's Investors Service upgraded Pinnacle Operating Corporation's Corporate Family Rating (CFR) to Caa1 from Ca and revised the Probability of Default Rating (PDR) to Caa1-PD/LD from Ca-PD, following its exchange transaction that has reduced debt, extended its maturity profile, and provides better liquidity. Moody's assigned ratings to Pinnacle's proposed $210 million 1½ lien senior secured notes due May 2023 at Caa2, which will refinance $147.5 million (or almost half) of the existing $300 million second lien notes and repay $62.5 million of outstandings under the ABL revolver. The remaining second lien notes will be converted into a like amount of preferred equity. Additionally, Moody's assigned Caa1 ratings to the proposed $336 million first lien term loan due November 2021, which will refinance its existing $336 million first lien term loan. Pinnacle also has an unrated $435 million ABL revolving credit facility to support working capital. In conjunction with the transaction, $67.5 million of new funds are being added by the private equity sponsor, Apollo, and other investors in the form of preferred equity, which will be used to reduce the revolver borrowings and provide enough liquidity to operate in 2017. The rating outlook is stable. Moody's considers Pinnacle's exchange of debt for a combination of debt and preferred equity, that closed on March 9, 2017, as a distressed exchange of its $300 million second lien senior secured notes, which is an event of default under Moody's definition of default. Moody's appended Pinnacle's Caa1-PD PDR with an "/LD" designation, indicating limited default, which will be removed three business days thereafter. Moody's took the following actions: Ratings upgraded: Pinnacle Operating Corporation Corporate Family Rating -- to Caa1 from Ca Probability of Default Rating -- to Caa1-PD/LD from Ca-PD First lien term loan B due November 15, 2018 to Caa1 (LGD3) from Ca (LGD3) ** 9% second lien senior secured notes due November 15, 2020 to Caa3 (LGD5) from C (LGD5) ** Ratings assigned: Pinnacle Operating Corporation NEW first lien term loan due November 2021 to Caa1 (LGD3) NEW 1 1/2 lien senior secured notes due May 2023 to Caa2 (LGD5) Ratings outlook - Stable ** ratings to be withdrawn on the first lien term loan and second lien notes following refinancing and repayment. RATINGS RATIONALE Pinnacle's CFR upgrade follows the exchange offer and capital infusion that has exchanged $147.5 million of second lien notes for a like amount of 1½ lien notes, increased 1½ lien debt by $62.5 million, added $67.5 million of new preferred equity, extended the maturity profile of the capital structure, and reduced the ABL revolver by $111 million. Pinnacle's rating reflects its elevated leverage of 6.2x, pro forma for the exchange transaction, which will reduce gross debt by $200 million. The ratings also reflect the earnings headwinds that Pinnacle continues to experience as a result of challenging industry conditions resulting from low crop prices, reduced fertilizer pricing, and stressed farm economics, that have compressed margins. There is also uncertainty regarding the profitability of some of its acquired retail assets and agricultural supply centers, especially following the second quarter 2016 write-down of about $74 million in goodwill impairment, as well as other assets that have a limited operational track record. Pinnacle's cost of capital remains high; despite the lower leverage profile, interest expense will be around $70 million annually and pro forma interest coverage is 1.6x. The rating also reflects the industry dynamics, as Pinnacle is subject to the vagaries and seasonality of the North American agricultural market, which concentrates sales and profitability in the June quarter each year and creates large demands on working capital and cash flow during the year, especially during the end of the third quarter and beginning of the fourth quarter. The company's performance is subject to factors beyond its control such as weather, fertilizer prices, and crop prices, which can depress profitability for more than one season. Because Pinnacle has meaningful regional concentration, it has at times experienced greater impacts from weather events compared to its larger and more geographically diverse competitors (i.e., wet weather reduced demand in 2015). In 2016, low fertilizer and crop prices reduced sales and these lower prices are likely to continue to negatively impact sales through 2017. Moody's expects that the industry will remained stressed through 2017 and Pinnacle's earnings challenges are likely to be protracted. Pinnacle's rating is supported by its base of retail stores and expanded regional footprint, which initially gained critical mass from the acquisition of Jimmy Sanders, Inc. in 2012. The company added another 36 acquisitions by 2015, increasing its reliance on pro forma earnings expectations that have not been realized in the time frame the company projected. While Pinnacle's sales have increased from $402 million in 2009 to approximately $1.5 billion as of LTM September 30, 2016 due to its rapid growth through both levered acquisitions and organic expansion, the EBITDA has not kept pace with its initial expectations. Following lower than expected earnings results in 2015 and 2016, Pinnacle has initiated cost-cutting efforts and has reduced its growth spending, but as a result of weaker market fundamentals, it will take time for such efforts to meaningfully improve profitability. Although the long-term fundamentals in the agricultural industry are favorable, the current environment of low fertilizer and crop prices is expected to continue to adversely impact Pinnacle's financial performance through 2017. Historically, the agricultural distribution model has been a relatively stable business with positive free cash flow generation and high single digit EBITDA margins; however, Pinnacle's aggressive debt-financed expansions have stressed performance as the industry downturn ensued. The stable outlook reflects Pinnacle's improved leverage and liquidity position following the exchange offer. The outlook also assumes that the agricultural industry will remain challenged through 2017. Additionally, the preponderance of Pinnacle's earnings are realized in the second quarter, thus it has limited ability to meaningfully improve metrics over the rest of the year. However, Pinnacle's cost-cutting measures and focus on working capital management should improve cash flow in 2017, compared to 2016. Moody's would consider an upgrade to the rating if the company demonstrates improved liquidity and working capital management, such that free cash flow is sustainably positive, as well as declining leverage that is sustainably under 6.5x. Conversely, if the company's leverage rises sustainably above 7x or liquidity deteriorates, Moody's would downgrade the rating. Liquidity Pinnacle's adequate liquidity reflects low cash balances, positive retained cash flows, and breakeven to slightly positive free cash flow expectations for 2017. Pinnacle has improved availability under its ABL revolver to support working capital, as a result of the capital raise. Following the exchange offer, Pinnacle will have over $360 million of availability under its $435 million asset-based (ABL) revolver, which has been extended to mature in November 2020. Due to the seasonality of business, Pinnacle has high borrowing needs in early fall as well as working capital uses in the first half of the year; the end of the fourth quarter is typically when ABL borrowings decline. However, the timing of supplier payments and the receipt of cash from customers can squeeze liquidity from September through November. Capital expenditure requirements are typically under $40 million annually. In 2017, acquisitions are not expected to be a use of cash since the company will prioritize operating efficiencies and cost reduction. However, Pinnacle has a relatively high cost of capital that results in over $70 million of interest expense annually. The first lien term loan agreement requires that excess cash flow be used to repay the term loan, subject to a net first lien leverage test. The company has no maintenance covenants. All assets are encumbered by the secured credit facilities and notes, leaving no alternative sources of liquidity. Pinnacle also utilizes third parties to finance trade receivables, in support for customer credit programs, to fund its working capital. There was $71 million outstanding under its trade receivables financing program, which accelerates cash collections and reduces counterparty credit exposure. Additionally, Pinnacle participates in a third party financing agreement for customer loans, which had participations of $7.5 million as of September 30, 2016. The principal methodology used in these ratings was Global Chemical Industry Rating Methodology published in December 2013. Pinnacle Operating Corporation, formed in mid-2012 by the financial sponsor, Apollo Global Management LLC, is an agricultural input (seed, fertilizer, and crop protection chemicals) supply and distribution business. Pinnacle has an extensive network of over 163 retail locations and depots serving 28 states, but it is still concentrated in the Southern United States. Revenues were $1.5 billion for the twelve months ended September 30, 2016. PLAZA HEALTHCARE: Seeks to Hire Karl E. Steinberg as Medical Expert ------------------------------------------------------------------- Plaza Healthcare Center LLC, along with all of the other 18 jointly administered affiliated entities, seeks approval from US Bankruptcy Court for the Central District of California, Sta Ana Division, to employ Karl E. Steinberg, MD as their medical expert, effective as of February 24, 2017. The Debtors seek to employ Steinberg as their medical expert in connection with motions which the Debtors intend to file with the Bankruptcy Court seeking to estimate the amount of certain disputed claims which are in the nature of professional negligence/elder neglect claims and related causes of action. Steinberg will be paid $600.00 per hour for consultation, review of records and preparation of expert declarations, and $1,600.00 per hour for deposition testimony up to and including two hours (additional deposition testimony time billed at $800.00 per hour pro-rated per hour), $4,000.00 for trial/arbitration per half-day and $6,000.00 for trial/arbitration per full day. Local/regional travel is billed at $200.00 per hour. Karl E. Steinberg declares that neither he nor Stone Mountain Medical Associates, Inc holds or represents any interest materially adverse to the interest of the Debtors' estates or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtors or an investment banker for any security of the Debtors, or for any other reason. Mr. Steinberg can be reached through: Karl E. Steinberg, MD STONE MOUNTAIN MEDICAL ASSOCIATES INC. 3608 Napa Court Oceanside, CA 92056 Tel: (760) 473-8253 Fax: (760) 637-2710 Email: karlsteinberg@mail.com About Plaza Healthcare Center LLC Headquartered in Santa Ana, California, Plaza Healthcare Center LLC and affiliate Plaza Convalescent Center LP were engaged in the business of owning and operating skilled nursing facilities in Southern California, which provided 24 hour, 7 days a week and 365 days a year care to patients who resided at these facilities. Collectively, they owned and operated 18 skilled nursing and one assisted living facility. The Debtors each filed a voluntary petition under Chapter 11 of the Bankruptcy Code on March 4, 2014. The following day, 17 of their affiliates filed for bankruptcy protection. The lead case is In re Plaza Healthcare Center LLC, Case No. 14-11335 (Bankr. C.D. Calif.). In its petition, Plaza Healthcare estimated its assets and liabilities at between $1 million and $10 million each. PRIME SIX: Names Randall Jacobs as Attorney ------------------------------------------- Prime Six, Inc. filed an ex parte application to the U.S. Bankruptcy Court for the Eastern District of New York to employ Randall S.D. Jacobs, PLLC as attorney, retroactive to the January 11, 2017 petition date. The Debtor requires the counsel to: (a) provide legal advice with respect to the Debtor's powers and duties as a debtor-in-possession in the continued operation of its business and management of its property; (b) prepare and pursue confirmation of a plan and approval of a disclosure statement; (c) prepare on behalf of the Debtor necessary applications, motions, answers, orders, reports and other legal papers; (d) appear in Court and to protect the interests of the Debtor before the Court; (e) assist with any disposition of the Debtor's assets, by sale or otherwise; and (f) perform all other legal services for the Debtor which may be necessary and proper in this proceeding. The counsel advised the Debtor that his hourly rate to represent the Debtor as of January 1, 2017 is $600 per hour but that for things that do not require the services of a senior attorney, counsel will reduce his hourly rate to $300 or less. The counsel will also be reimbursed for reasonable out-of-pocket expenses incurred. The Debtor advanced a retainer payment of $9,350 to the counsel. Randall S.D. Jacobs assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. The counsel can be reached at: Randall S. D. Jacobs, Esq. RANDALL S. D. JACOBS, PLLC 30 Wall Street, 8th Floor New York, NY 10005-3817 Tel: (212) 709-8116 Fax: (973) 226-3301 E-mail: rsdjacobs@chapter11esq.com Prime Six Inc. dba Woodland NYC, based in Brooklyn, N.Y., filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 17-40104) on January 11, 2017. The Hon. Carla E. Craig presides over the case. Randall S. D. Jacobs, Esq. serves as bankruptcy counsel. In its petition, the Debtor declared $47,417 in total assets and $1.45 million in total liabilities. The petition was signed by Akiva Ofshtein, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/nyeb17-40104.pdf PRIME SIX: Taps Denis Abramowitz as Accountant ---------------------------------------------- Prime Six, Inc. filed an ex-parte application to the U.S. Bankruptcy Court for the Eastern District of New York to employ Denis L. Abramowitz, CPA, PLLC as accountant, retroactive to the January 11, 2017 petition date. The Debtor requires the accounting firm to provide: (a) preparation of monthly operating reports and financial statement information; (b) additional activities, including meetings with creditors, attorneys, bankers, and other experts, representing either the Debtor or others involved in a reorganization, and participation in court proceedings, as required by the Debtor; and (c) all federal, state and local tax returns for the Debtor and assist with its compliance with an ongoing New York State sales tax claims. The firm will be paid at these hourly rates: Denis Abramowitz $395 Joseph Castoro $250 The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Denis Abramowitz, principal member of the accounting firm, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. The firm can be reached at: Denis L. Abramowitz, CPA, PLLC 3836 Flatlands Ave Brooklyn, NY 11234 Tel: (718) 377-1200 Prime Six Inc. dba Woodland NYC, based in Brooklyn, N.Y., filed a Chapter 11 petition (Bankr. E.D. N.Y. Case No. 17-40104) on January 11, 2017. The Hon. Carla E. Craig presides over the case. Randall S. D. Jacobs, Esq. serves as bankruptcy counsel. In its petition, the Debtor declared $47,417 in total assets and $1.45 million in total liabilities. The petition was signed by Akiva Ofshtein, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/nyeb17-40104.pdf REFUGE FAMILY CARE: Disclosures OK’d, April 4 Plan Outline Hearing -------------------------------------------------------------------- Judge Paul Baisier of the U.S. Bankruptcy Court for the Northern District of Georgia issued an order approving Refuge Family Care PCH, Inc.'s amended disclosure statement in connection with its amended chapter 11 plan of reorganization filed on Jan. 12, 2017. March 28th, 2017, is fixed as the last day for casting written ballots to accept or reject the Plan. April 4th, 2017, is fixed for the hearing on confirmation of the Plan. The confirmation hearing shall be held at 9:30 a.m., in Courtroom 1202, United States Courthouse, 75 Ted Turner Drive, SW, Atlanta, Georgia, before the Honorable Paul M. Baisier. March 28th, 2017, is fixed as the last day for filing and serving written objections to confirmation of the Plan. About Refuge Family Care Hampton, Ga.-based Refuge Family Care PCH Inc. provides residential training and supervision services to individuals with varying degrees of developmental disabilities. The Debtor operates by license under the authority of the State of Georgia Department of Behavioral Health and Developmental Disabilities. The Debtor sought chapter 11 protection (Bankr. N.D. Ga. Case No. 16-59679) on June 3, 2016. The petition was signed by Miles Raynor, president of the company. The Debtor is represented by Evan M. Altman, Esq. At the time of the filing, the Debtor estimated assets of less than $50,000, and liabilities of less than $1 million. RELIANT CONTRACTING: Must File Plan, Disclosures Before May 30 -------------------------------------------------------------- Judge Michael G. Williamson of the U.S. Bankruptcy Court for the Middle District of Florida ordered Reliant Contracting, Inc., a Florida Corporation to file its plan of reorganization and disclosure statement on or before May 30, 2017. The Disclosure Statement shall, at the minimum, contain adequate information pertaining to the Debtor in the following areas: (a) Pre- and post-petition financial performance; (b) Reasons for filing Chapter 11; (c) Steps taken by the Debtor since filing of the petition to facilitate its reorganization; (d) Projections reflecting how the Plan will be feasibly consummated; (e) A liquidation analysis; and (f) A discussion of the Federal tax consequences as described in section 1125(a)(1) of the Bankruptcy Code. Reliant Contracting, Inc., a Florida Corporation filed for chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 17-00866) on Feb. 1, 2017. The company is represented by Curran K. Porto, Esq. RGIS SERVICES: Moody's Lowers Corporate Family Rating to B3 ----------------------------------------------------------- Moody's Investors Service upgraded RGIS Services, LLC's Corporate Family Rating to B3 from Caa1 and Probability of Default Rating to Caa1-PD from Caa2-PD. Concurrently, Moody's assigned B3 ratings to the proposed $35 million Senior Secured Revolving Credit Facility expiring 2022 and $460 million Senior Secured First Lien Term Loan due 2023. The ratings outlook is stable. Proceeds from the transaction along with $72 million balance sheet cash will be used to refinance the existing $60 million revolving credit facility due 2017 (undrawn) and $507 million Term Loan C due 2017 at par and pay for transaction fees and expenses. The upgrade reflects the improvement in RGIS' liquidity since the proposed refinancing addresses the Company's current maturities, as well as the recent stabilization in the company's operating performance. Nevertheless, the ratings are weakly positioned in the B3 rating category because of significantly diminished free cash flow, balance sheet cash and revolver capacity following the transaction, as well as the secular challenges in brick-and-mortar retail, on which the company remains highly dependent. Cash interest expense is increasing meaningfully as a result of the refinancing despite the reduction in debt and leverage, leading to weaker free cash flow. Moody's took the following rating actions on RGIS Services, LLC: - Corporate Family Rating, upgraded to B3 from Caa1 - Probability of Default Rating, upgraded to Caa1-PD from Caa2-PD - Proposed $35 million senior secured revolving credit facility expiring 2022, assigned B3 (LGD3) - Proposed $460 million senior secured term loan due 2023, assigned B3 (LGD3) - Stable outlook The Caa1 ratings on the existing Senior Secured First Lien Revolving Credit Facility and Senior Secured Term Loan C will be withdrawn upon closing of the transaction. All ratings are subject to the receipt and review of final documentation. RATINGS RATIONALE RGIS' B3 Corporate Family Rating reflects Moody's view that the company's earnings performance has troughed in in 2016. After contracting for four years, covenant EBITDA stabilized in Q2, Q3 and Q4 2016, as the company counteracted wage increases with price, productivity and cost cutting initiatives in the U.S. and added contracts in Europe. The rating is weakly positioned in the B3 category as a result of secular weakness in bricks-and-mortar retail, which will continue to pressure volumes for inventory counting providers. However, Moody's expects contract pricing to stabilize, as RGIS has already been able to increase pricing on a number of renewals and exited unprofitable contracts. The rating is supported by RGIS' adequate liquidity, long-standing relationships with its largest customers, leading market share, national footprint in the U.S., and meaningful international diversification. Physical inventory verification is also a recurring activity necessary to comply with accounting standards for retailers, which have largely outsourced the service to third party providers such as RGIS. The company's pro-forma leverage is in line with the median for comparably-rated companies, but Moody's believes it is very high relative to enterprise value given the long-term pressures in the industry. Pro-forma for the transaction, leverage will be 5.2 times and EBITA/Interest will be approximately 1.5 times (Moody's-adjusted) for the LTM period ending 9/30/2016. The stable rating outlook reflects Moody's expectations for stable to improving operating performance in the next 12-18 months and adequate liquidity supported by an undrawn revolver and projected free cash flow of $5-10 million in 2017 and $15-20 million in 2018. The ratings could be downgraded if operating performance continues to decline or liquidity deteriorates, including weak free cash flow generation, meaningful revolver utilization or reduced covenant cushion. The ratings could be upgraded if the company demonstrates sustainable improvement in operating performance and good liquidity, including solid positive free cash flow generation, ample unused revolver capacity and very good covenant cushion. The company would also need to sustain debt/EBITDA below 4.0 times and EBITA/interest expense above 2.0 times to be considered for an upgrade. RGIS Services, LLC ("RGIS"), a wholly-owned subsidiary of RGIS Holdings, LLC, provides inventory counting services primarily to retailers throughout North America, South America, Asia, Australia, and Europe. Revenues for the twelve months ended September 30, 2016 were approximately $615 million, with about 39% of annual revenues generated outside the US. The company has been majority-owned by the Blackstone Group since 2007. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. ROAD INFRASTRUCTURE: S&P Affirms 'B-' CCR; Outlook Stable --------------------------------------------------------- S&P Global Ratings affirmed its 'B-' corporate credit rating on Road Infrastructure Investment Holdings Inc. The outlook is stable. At the same time, S&P raised its issue-level rating on the company's first-lien credit facility to 'B' from 'B-' and revised S&P's recovery rating on the facility to '2' from '3'. The '2' recovery rating indicates S&P's expectation for substantial recovery (70% to 90%; rounded estimate: 75%) in the event of a payment default. S&P is affirming its 'CCC' issue-level rating on the second-lien term loan and the recovery rating remains '6', indicating S&P's expectation for negligible recovery (0% to 10%; rounded estimate: 5%) in the event of a payment default. "We raised the rating on the first-lien credit facility and revised the recovery rating based on our updated recovery analysis, which assumes a higher emergence EBITDA due to recent acquisitions and growth in the company's 2016 EBITDA," said S&P Global Ratings credit analyst Michael McConnell. "In the second half of 2016, the company acquired American Traffic Products Inc., a producer of traffic paints and thermoplastics, and a majority stake in Argentina-based Cristacol S.A., a producer of paint, thermoplastics, and resins," he added. The 'B-' corporate credit rating reflects S&P's assessment of the company's weak business risk and S&P's expectation that the company's credit measures will continue to remain in the weaker end of the highly leveraged financial risk profile band. A key underpinning of the ratings is S&P's expectation that the company will be able to maintain adequate liquidity, including sufficient cushion under its springing first-lien leverage covenant. The stable outlook reflects S&P's expectation for modest improvements in operating performance over the next 12 months. S&P expects the company to maintain adequate liquidity and moderate free cash flow generation over the next 12 months. In S&P's base-case scenario, it would expect the company to maintain credit measures at the weaker end of highly leveraged, including weighted-average debt to EBITDA of between 8x and 9x (including the PIK note as debt). S&P could lower ratings over the next 12 months if the company's liquidity position were to weaken to a point S&P considers to be less than adequate or if operating conditions were to worsen to such an extent that free cash flow generation turned negative. At that point, S&P would expect adjusted debt to EBITDA to approach 10x (including the intercompany PIK note as debt), a level that S&P would view as unsustainable. Although unlikely given current credit metrics, S&P could consider an upgrade over the next 12 months if adjusted debt to EBITDA improves to below 7x. This could happen if demand for traffic safety materials significantly exceeds expectations, resulting in revenue growth that exceeds expectations by 5%, combined with strong operational performance and EBITDA margin expansion of about 300 basis points. These conditions would benefit free cash flow and improve the company's ability to sustainably pay down debt. The company could also benefit from a scenario where new legislation passes in the U.S. leading to increased infrastructure spending. To consider an upgrade we would also need to gain comfort that financial policies would sustain the improved leverage profile. RYAN INT'L: Court OKs $1-Mil. Settlement With Department of Defense ------------------------------------------------------------------- Bryan Koenig, writing for Bankruptcy Law360, reports that the Hon. Thomas M. Lynch of the U.S. Bankruptcy Court for the Northern District of Illinois approved on March 8 a $1 million settlement between U.S. Department of Defense and Thomas E. Springer, at Springer Brown, LLC, the Chapter 7 trustee of Ryan International Airlines Inc. Law360 states that under the settlement, the Defense Department will pay $1 million out of the $3.7 million in Ryan International transfers to the Pentagon. The report says that the settlement closed out accusations that Ryan International made "avoidable" Pentagon payments in the run-up to its bankruptcy. About Ryan International Ryan International Airlines, Inc., filed for Chapter 11 protection (Bankr. N.D. Ill. Case No. 12-80802) in its hometown in Rockford, Illinois, on March 6, 2012. Ryan International, which filed for bankruptcy along with 10 affiliates, estimated assets and debts of up to $100 million. Ryan and its affiliates -- http://www.flyryan.com/-- provided commercial air charter services, to a diverse mix of customers including U.S., Canadian and British military entities, the Department of Homeland Security, the U.S. Marwill Service, leisure travelers, professional and college sports teams and an ad hoc charter services. Ryan had 460 employees, with the cockpit crew, flight attendants and dispatchers represented by labor unions. Matthew M. Hevrin, Esq., and Thomas J. Lester, Esq., at Hinshaw & Culbertson LLP, serve as the Debtors' counsel. Silverman Consulting serves as financial advisor. The petition was signed by Mark A. Robertson, executive vice president. On March 19, 2012, the U.S. Trustee for Region 11 appointed the official committee of unsecured creditors of the Debtors. Brian J Lohan, Esq., Lydia R. H. Slaby, Esq., Matthew A. Clemente, Esq., Matthew G. Martinez, Esq., at Sidney Austin LLP, in Chicago; and Michael G. Burke, Esq., at Sidney Austin LLP, in New York City, represent the Creditors' Committee as counsel. INTRUST Bank, the prepetition lender owed $53.2 million, is represented by Thomas P. Sandquist, Esq., of WilliamsMcCarthy LLP; and Edward J. Nazar, Esq., at Redmond & Nazar LLP. The Bankruptcy Court later dismissed the Chapter 11 proceeding of Ryan 763K, a debtor-affiliate of Ryan International. As reported by the Troubled Company Reporter on March 5, 2013, Brian Mahoney of BankruptcyLaw360 reported that an Illinois federal judge converted the Chapter 11 bankruptcy of Ryan International into a Chapter 7 liquidation after the company failed to find a new investor and sold off its remaining its brand and stock to AJet Holdings LLC. SANTA CRUZ PLUMBING: Hires Fuller Law as Attorneys -------------------------------------------------- Santa Cruz Plumbing, Inc. seeks authorization from the U.S. Bankruptcy Court for the Northern District of California to employ The Fuller Law Firm, P.C. as attorneys. The Debtor requires Fuller Law to: (a) advise the Debtor with respect to its powers and duties as Debtor-in-possession in its effort to retain or dispose of its property; (b) attend meetings and negotiate with representatives of creditors and other parties in interest and advise and consult on the conduct of the case, including all of the legal and administrative requirements of operating in Chapter 11; (c) take all necessary action to protect and preserve the Debtor's estate; (d) prepare on behalf of the Debtor all motions, applications, answers, orders, reports, and papers necessary to the administration of the estate and to review but not to prepare the monthly operating reports required to be filed in the case; (e) negotiate and prepare on the Debtor's behalf a plan for reorganization, disclosure statement, and all related agreements and/or documents and take any necessary action on behalf of the Debtor to obtain confirmation of such plan; (f) advise the Debtor in connection with the possible sale or any possible re-finance of their assets; (g) appear before the Court and the U.S. Trustee and protect the interest of the Debtor's estate before such courts and the U.S. Trustee; and (h) perform all other necessary legal services and provide all other necessary legal advice to the Debtor in connection with it Chapter 11 case. Fuller Law will be paid at these hourly rates: Lars T. Fuller $505 Saman Taherian $475 Joyce Lau $395 Claudia Flores $150 Fuller Law will also be reimbursed for reasonable out-of-pocket expenses incurred. This firm has received a pre-petition retainer of $31,717.00 from the Debtor. Of that amount, $12,271.50 in fees and $1,787.00 in costs were earned pre-petition and withdrawn from Fuller Law's Trust account before filing of the case. The unused retainer is held in this firm's trust account subject to further order from this Court. This firm intends to apply to the Court for approval of Attorney fees. Lars T. Fuller, an attorney of Fuller Law, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. Fuller Law can be reached at: Lars T. Fuller, Esq. Sam Taherian, Esq. Joyce K. Lau, Esq. THE FULLER LAW FIRM, P.C. 60 No. Keeble Ave. San Jose, CA 95126 Tel: (408) 295-5595 Fax: (408) 295-9852 About Santa Cruz Plumbing, Inc. Santa Cruz Plumbing, Inc. filed a Chapter 11 petition (Court + Case No. 17-50324), on February 10, 2017. The petition was signed by Jason Stewart Allison, president. The case is assigned to Judge Stephen L. Johnson. The Debtor is represented by Lars T. Fuller, Esq. at The Fuller Law Firm, PC. At the time of filing, the Debtor disclosed total assets of approximately $772,930 and total liabilities of approximately $3.72 million. A list of the Debtor' 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/canb17-50324.pdf SAVANNA ENERGY: S&P Puts 'B+' CCR on CreditWatch Positive --------------------------------------------------------- S&P Global Ratings said it placed its 'B+' long-term corporate credit rating and 'BB-' senior unsecured debt rating on Savanna Energy Services Corp. on CreditWatch with positive implications. The '2' recovery rating on the company's senior unsecured debt is unchanged, so there would be a corresponding uplift to the debt ratings, in tandem with a higher corporate credit rating. The '2' recovery rating represents S&P's expectation of substantial (70%-90%; rounded 80%) recovery in a default scenario. "The CreditWatch placement follows the announcement that Western Energy Services Corp. has reached an agreement to acquire Savanna's shares outstanding in an all-equity-financed transaction," said S&P Global Ratings credit analyst Wendell Sacramoni. The companies expect to close the transaction during second-quarter 2017 subject to customary closing conditions, including receipt of regulatory, Canadian court, and shareholder approval. The CreditWatch placement reflects the potential for the transaction to be credit positive for Savanna. The combined entity would have large scale, scope, diversification, and operating efficiency giving the difference in the rig fleets drilling capability and complexity and low customer overlap. The combined entity would have the second-largest rig fleet in Canada and a presence in key U.S. producing regions, namely the Permian and Marcellus basins, likely resulting in a stronger business risk profile. S&P's current assessment of Savanna's financial risk profile reflects S&P's estimated three-year, weighted-average (2016-2018), fully adjusted funds from operations (FFO)-to-debt ratios of 23%-26% and free operating cash flow (FOCF)-to-debt of 15%. S&P believes that, following the transaction, the combined entity's overall financial risk profile would align with Savanna's current one, with FFO-to-debt of 20%-30% and FOCF-to-debt of 10%-15%. The CreditWatch placement indicates S&P's view that the transaction would likely improve Savanna's overall credit quality, potentially resulting in a one-notch upgrade. S&P expects to resolve the CreditWatch by the end of second-quarter 2017, by which point the transaction should be complete. Should the transaction not occur, S&P will reassess Savanna's credit profile. SEARS HOLDINGS: Closes Sale of Craftsman Brand for $900 Million --------------------------------------------------------------- Sears Holdings Corporation has closed the previously announced sale of the Craftsman brand to Stanley Black & Decker for a net present value of over $900 million. Edward S. Lampert, chairman and chief executive officer of Sears Holdings, said: "The successful closing of the Craftsman transaction provides immediate liquidity to Sears Holdings, while enabling us to participate in the future growth of the Craftsman brand. In addition, the related agreement with the Pension Benefit Guaranty Corporation (the "PBGC") will continue to secure our pension obligations, while helping us maintain financial flexibility." The transaction provides Stanley Black & Decker with the right to develop, manufacture and sell Craftsman-branded products outside the Sears Holdings and Sears Hometown & Outlet Stores distribution channels. As part of the agreement, Holdings will continue to offer Craftsman-branded products, sourced from existing suppliers, through its current retail channels via a perpetual license from Stanley Black & Decker, which will be royalty-free for the first 15 years after closing and royalty-bearing thereafter. As part of the closing, the Company received an initial upfront cash payment of $525 million subject to closing costs and an adjustment for working capital changes. In addition, Stanley Black & Decker will pay a further $250 million in cash in three years and Sears Holdings will receive payments of between 2.5% and 3.5% on new Stanley Black & Decker sales of Craftsman products for the next 15 years. In connection with the closing of the Craftsman transaction, the Company reached an agreement with the PBGC pursuant to which the PBGC has consented to the sale of the Craftsman-related assets that had been "ring-fenced" under the March 2016 pension plan protection and forbearance agreement between the PBGC and the Company (the "PPPFA") and certain related transactions. As a condition to obtaining this consent, the Company agreed to grant to the PBGC a lien on, and subsequently contribute to the Company's pension plans, the value of the $250 million cash payment payable to the Company on the third anniversary of the Craftsman closing, with the value of such payment being fully credited against certain of the Company's minimum pension funding obligations in 2017, 2018 and 2019. The Company also granted a lien to the PBGC on the 15-year income stream relating to new Stanley Black & Decker sales of Craftsman products, and agreed to contribute the payments from Stanley Black & Decker under such income stream to the Company's pension plans, with such payments to be credited against the Company's minimum pension funding obligations starting no later than five years from the closing date. The Company also agreed to grant the PBGC a lien on $100 million of real estate assets to secure the Company's minimum pension funding obligations through the end of 2019, and agreed to certain other amendments to the PPPFA. Sears Holdings will also release its financial results for fiscal 2016 fourth quarter and full year today, Thursday, March 9, 2017. The Company will simultaneously post a pre-recorded conference call and audio webcast on its corporate website. It will feature prepared remarks from Jason M. Hollar, chief financial officer, who will focus his comments to provide additional context around the quarter and the Company's progress on its strategic transformation, including the sale of Craftsman. The pre-recorded conference call may be accessed by telephone at 844.826.0613 or 973.200.3092 (conference ID: 81158037), and on Sears Holdings' website at http://www.searsholdings.com/invest/ under "Events & Presentations." The accompanying presentation and transcript will be posted online in conjunction. About Sears Sears Holdings Corporation (NASDAQ: SHLD) -- http://www.searsholdings.com/-- is an integrated retailer focused on seamlessly connecting the digital and physical shopping experiences to serve members. Sears Holdings is home to Shop Your Waytm, a social shopping platform offering members rewards for shopping at Sears and Kmart as well as with other retail partners across categories important to them. The Company operates through its subsidiaries, including Sears, Roebuck and Co. and Kmart Corporation, with more than 2,000 full- line and specialty retail stores in the United States and Canada. Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on Jan. 22, 2002. Kmart emerged from chapter 11 protection on May 6, 2003, pursuant to the terms of an Amended Joint Plan of Reorganization. Skadden, Arps, Slate, Meagher & Flom, LLP, represented Kmart in its restructuring efforts. Its balance sheet showed $16,287,000,000 in assets and $10,348,000,000 in debts when it sought chapter 11 protection. Kmart bought Sears, Roebuck & Co., for $11 billion to create the third-largest U.S. retailer, behind Wal-Mart and Target, and generate $55 billion in annual revenues. Kmart completed its merger with Sears on March 24, 2005. Sears Holdings reported a net loss of $1.12 billion on $25.14 billion of revenues for the year ended Jan. 30, 2016, compared to a net loss of $1.81 billion on $31.19 billion of revenues for the year ended Jan. 31, 2015. As of July 30, 2016, Holdings had $10.61 billion in total assets, $13.30 billion in total liabilities and a total deficit of $2.69 billion. * * * In March 2016, Fitch Ratings said it will retain Sears' long term issuer default rating at 'CC'. The TCR reported on Dec. 19, 2016, that S&P Global Ratings affirmed its ratings, including the 'CCC+' corporate credit rating, on Sears Holdings Corp. "We revised our assessment of Sears' liquidity to less than adequate from adequate based on the impact of continued and meaningful cash use and constraints on contractually committed liquidity from cash use and incremental secured funded borrowings," said credit analyst Robert Schulz. "We do not incorporate any significant prospective asset sales or execution of strategic alternatives for legacy hardline brands into our assessment of committed liquidity." As reported by the TCR on Jan. 24, 2017, Moody's Investors Service downgraded Sears Holdings Corporate Family Rating to 'Caa2' from 'Caa1'. Sears' 'Caa2' rating reflects the company's sizable operating losses - Domestic Adjusted EBITDA (as defined by Sears) was a loss of $884 million in the latest 12 month period. SEARS HOLDINGS: Reports Fourth Quarter Net Loss of $607 Million --------------------------------------------------------------- Sears Holdings Corporation reported a net loss of $607 million on $6.05 billion of revenues for the quarter ended Jan. 28, 2017, compared to a net loss of $580 million on $7.30 billion of revenues for the quarter ended Jan. 30, 2016. The year-over-year decline in revenues was primarily attributable to having fewer Kmart and Sears Full-line stores in operation, which accounted for $596 million of the revenue decline, as well as a 10.3% decline in comparable store sales for the quarter, which accounted for $555 million of the revenue decline. For the year ended Jan. 28, 2017, the Company reported a net loss of $2.21 billion on $22.13 billion of revenues compared to a net loss of $1.12 billion on $25.14 billion of revenues for the year ended Jan. 30, 2016. The decline in revenues included a decrease of $1.3 billion as a result of having fewer Kmart and Sears Full-line stores in operation. For the full year, comparable store sales declined 7.4%, which contributed to $1.4 billion of the revenue decline relative to the prior year. As of Jan. 28, 2017, Sears Holdings had $9.36 billion in total assets, $13.18 billion in total liabilities and a total deficit of $3.82 million. At Kmart, comparable store sales decreased 8.0% during the fourth quarter primarily driven by declines in the consumer electronics, grocery & household, apparel and toys categories. Sears Domestic comparable store sales decreased 12.3% during the quarter, primarily driven by declines in the home appliances, apparel, consumer electronics and tools categories. Kmart comparable store sales declined 5.3% for the full year, primarily driven by declines in the grocery & household, consumer electronics and pharmacy categories. Sears Domestic comparable store sales for the year declined 9.3%, primarily driven by decreases in the home appliances, apparel and consumer electronics categories. During the fourth quarter, gross margin decreased $308 million compared to the prior year fourth quarter due to the above noted decline in sales, as well as a 50 basis point decline in our gross margin rate. For the full year 2016, the Company's gross margin decreased $1.1 billion to $4.7 billion due to both the above noted decline in sales and a 190 basis point decline in its gross margin rate. The decline in gross margin rate for the quarter and the full year was primarily attributed to lower margins in our apparel business, as well as an overall increase in promotional activities, including an increase in Shop Your Way expense. Selling and administrative expenses decreased by $273 million in the fourth quarter of 2016 compared to the prior year quarter and $748 million for full year 2016 compared to the prior year, primarily due to a decrease in payroll expense. In addition, advertising expense declined as the Company shifts away from traditional advertising to the use of Shop Your Way points awarded to members, the expense for which is included in gross margin. Operational highlights for the fourth quarter include: * Launched the new Sears MasterCard with an industry-leading 5-3-2-1 Shop Your Way rewards offer that allows members to earn Shop Your Way points everywhere; * Launched a strategic partnership with Activehours to integrate the Shop Your Way rewards program into the Activehours mobile application, enabling Shop Your Way members to access their paychecks on demand; * Expanded Uber Technologies partnership rider rewards program to a total of 25 markets, building on the successful launch in New York City and Chicago; * Sears Auto Center business introduced DieHard Edge Maintenance Plans and DieHard 360 degrees Vehicle Assessment services designed to provide peace of mind and protect drivers' investments in their vehicles, and also launched the pilot of the "Digital Tire Journey," an innovative web app-based service helping drivers identify the appropriate tires to fit their preferences; and * Sears Home Services continued to deliver solid performance and enhanced its capabilities with a GoToAssist Seeit mobile solution that will enable technicians to provide faster and better services. Edward S. Lampert, chairman and chief executive officer of Sears Holdings, said, "We delivered significant Adjusted EBITDA improvement in the fourth quarter, reflecting our firm focus on profitability to offset ongoing revenue pressures. Building on this positive momentum, we are taking decisive actions to become a more agile and competitive retailer with a clear path toward profitability." Jason M. Hollar, Holdings' chief financial officer, said, "While the challenging holiday selling season pressured margins and comparable store sales, we were able to successfully improve profitability through disciplined inventory and costs management. We will continue to take actions to drive profitability, generate liquidity and adjust our overall capital structure while continuing to meet all of our financial obligations." Financial Position The Company's cash balances were $286 million at Jan. 28, 2017 compared to $238 million at Jan. 30, 2016. Merchandise inventories at Jan. 28, 2017, were $4.0 billion, compared to $5.2 billion at Jan. 30, 2016, while merchandise payables were $1.0 billion and $1.6 billion at Jan. 28, 2017, and Jan. 30, 2016, respectively. The Company had no short-term borrowings outstanding at Jan. 28, 2017, as compared to $797 million at Jan. 30, 2016, consisting of borrowings under its domestic credit facility. At Jan. 28, 2017, the Company had utilized approximately $464 million of its $1.971 billion revolving credit facility consisting of letters of credit outstanding. The amount available to borrow under our credit facility was approximately $165 million as of Jan. 28, 2017, which reflects the effect of its springing fixed charge coverage ratio covenant and the borrowing base limitation in its revolving credit facility, which varies primarily based on its overall inventory and receivables balances. After the application of cash proceeds received from the Craftsman sale to pay down outstanding borrowings under its Domestic Credit Agreement, its excess cash on hand and availability under its credit facility will be approximately $740 million on March 9, 2017, an increase of $575 million as compared to Jan. 28, 2017. As previously announced, in February 2017, the Company entered into an amendment to its existing asset-based credit facility. The amendment reduced the aggregate revolver commitments from $1.971 billion to $1.5 billion, but also implemented other modifications to covenants and reserves against the credit facility borrowing base that improved net liquidity. The amended credit facility is smaller in size, reflecting the Company's reduced needs consistent with lower inventory levels from fewer physical stores and a greater online presence, in line with our transforming business model. The amendment also provided additional flexibility in the form of a $250 million increase in the general debt basket from $750 million to $1.0 billion. Total long-term debt (long-term debt and capital lease obligations) was $4.2 billion and $2.2 billion at January 28, 2017 and January 30, 2016, respectively. Update on Strategic Initiatives Holdings recently completed the previously-announced sale of the Craftsman brand to Stanley Black & Decker. The transaction provides Stanley Black & Decker with the right to develop, manufacture and sell Craftsman-branded products outside of Holdings and Sears Hometown & Outlet Stores, Inc. distribution channels. As part of the agreement, Holdings will continue to offer Craftsman-branded products, sourced from existing suppliers, through its current retail channels via a perpetual license from Stanley Black & Decker, which will be royalty-free for the first 15 years after closing and royalty-bearing thereafter. The Company received an initial upfront cash payment of $525 million, subject to closing costs and an adjustment for working capital changes, at closing. In addition, Stanley Black & Decker will pay a further $250 million in cash in three years and Holdings will receive payments of between 2.5% and 3.5% on new Stanley Black & Decker sales of Craftsman products for the next 15 years. In connection with the closing of the Craftsman transaction, Holdings reached an agreement with the Pension Benefit Guaranty Corporation pursuant to which the PBGC has consented to the sale of the Craftsman-related assets that had been "ring-fenced" under the March 2016 pension plan protection and forbearance agreement between the PBGC and Holdings and certain related transactions. As a condition to obtaining this consent, the Company agreed to grant the PBGC a lien on, and subsequently contribute to the Company's pension plans, the value of the $250 million cash payment payable to the Company on the third anniversary of the Craftsman closing with the value of such payment being fully credited against certain of the Company's minimum pension funding obligations in 2017, 2018 and 2019. The Company also granted a lien to the PBGC on the 15-year income stream relating to new Stanley Black & Decker sales of Craftsman products, and agreed to contribute the payments from Stanley Black & Decker under such income stream to the Company's pension plans with such payments to be credited against the Company's minimum pension funding obligations starting no later than five years from the closing date. The Company also agreed to grant the PBGC a lien on $100 million of real estate assets to secure the Company's minimum pension funding obligations through the end of 2019, and agreed to certain other amendments to the PPPFA. Other strategic initiatives announced during the fourth quarter of 2016 included: * Generated up to $1.0 billion in liquidity through both a $500 million real estate backed loan; and a standby letter of credit facility of up to $500 million from certain affiliates of ESL Investments, Inc., each subject to the terms thereof; and * Established a Special Committee of the Board of Directors to market certain real estate properties with the goal of raising at least $1.0 billion. In addition, the Company received gross proceeds of $72.5 million in January 2017 from a sale-leaseback transaction for five Sears Full-line stores and two Sears Auto Centers and the Company received an additional $105 million of gross proceeds in February 2017 from the sale of three Sears Full-line stores (one owned and two leased), which the Company will continue to operate as Sears locations for a period of up to one year. Additionally, in February 2017, the Company initiated a restructuring program targeted to deliver at least $1.0 billion in annualized cost savings. These savings include cost reductions from the previously announced closure of 108 Kmart and 42 Sears stores. Under the restructuring program, the Company intends to: * Simplify Holdings' organizational structure, including greater consolidation of the Sears and Kmart corporate and support functions, as well as the implementation of a streamlined operating model; * Transition to an integrated value chain model to drive greater efficiencies in pricing, sourcing, supply chain and inventory management; * Optimize product assortment at Sears and Kmart stores, using data analytics to better align with preferences of its Best Members focusing on profitable, high-return Best Categories; and * Actively manage its real estate portfolio to identify additional opportunities for reconfiguration and reduction of capital obligations. The Company expects these actions will significantly enhance its liquidity and financial flexibility. The Company continues to unlock value across a range of assets. In addition to the above items, the Company continues to explore ways to maximize the value of its Home Services and Sears Auto Centers businesses, as well as its Kenmore and DieHard brands through partnerships or other means of externalization. A full-text copy of the press release is available for free at: https://is.gd/qR23mT About Sears Sears Holdings Corporation (NASDAQ: SHLD) -- http://www.searsholdings.com/-- is an integrated retailer focused on seamlessly connecting the digital and physical shopping experiences to serve members. Sears Holdings is home to Shop Your Waytm, a social shopping platform offering members rewards for shopping at Sears and Kmart as well as with other retail partners across categories important to them. The Company operates through its subsidiaries, including Sears, Roebuck and Co. and Kmart Corporation, with more than 2,000 full- line and specialty retail stores in the United States and Canada. Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on Jan. 22, 2002. Kmart emerged from chapter 11 protection on May 6, 2003, pursuant to the terms of an Amended Joint Plan of Reorganization. Skadden, Arps, Slate, Meagher & Flom, LLP, represented Kmart in its restructuring efforts. Its balance sheet showed $16,287,000,000 in assets and $10,348,000,000 in debts when it sought chapter 11 protection. Kmart bought Sears, Roebuck & Co., for $11 billion to create the third-largest U.S. retailer, behind Wal-Mart and Target, and generate $55 billion in annual revenues. Kmart completed its merger with Sears on March 24, 2005. * * * In March 2016, Fitch Ratings said it will retain Sears' long term issuer default rating at 'CC'. The TCR reported on Dec. 19, 2016, that S&P Global Ratings affirmed its ratings, including the 'CCC+' corporate credit rating, on Sears Holdings Corp. "We revised our assessment of Sears' liquidity to less than adequate from adequate based on the impact of continued and meaningful cash use and constraints on contractually committed liquidity from cash use and incremental secured funded borrowings," said credit analyst Robert Schulz. "We do not incorporate any significant prospective asset sales or execution of strategic alternatives for legacy hardline brands into our assessment of committed liquidity." As reported by the TCR on Jan. 24, 2017, Moody's Investors Service downgraded Sears Holdings Corporate Family Rating to 'Caa2' from 'Caa1'. Sears' 'Caa2' rating reflects the company's sizable operating losses - Domestic Adjusted EBITDA (as defined by Sears) was a loss of $884 million in the latest 12 month period. SEQUOIA SENIOR: Unsecured Creditors to Get $144,755 in 60 Months ---------------------------------------------------------------- Sequoia Senior Solutions, Inc., filed with the U.S. Bankruptcy Court for the Northern District of California a Chapter 11 plan and accompanying disclosure statement. Under the Plan, Secured claims, to the extent allowed and not otherwise avoidable will be paid in full. Allowed unsecured Class 8 Claims (Allowed Claim of Scott Russell, individually or as class representative) will be paid the aggregate sum of $12,500 in 36 quarterly installments of principal and interest at the Federal Judgment Rate commencing on the Effective Date of the Plan. Russell, a former employee filed suit in the Superior Court, County of Sonoma, Case No. SCV 258357, alleging wage and hour violations. Allowed unsecured claims opting out of Class 1, Class 4, Class 5, Class 6, Class 8 or Class 9 will be paid $200 on the Effective Date. All other Allowed Class 9 Claims will be paid the lesser of $144,755.55 or the aggregate amount of all allowed unsecured claims in 60 monthly installments together with interest at the note rate or the Federal Judgment Rate. The Debtor estimates that payment to Class 7, Class 8 and Class 9 Claims will be 100%. The estimate is based upon Claims actually filed to date and in the Related Case and perspective as to Claims which could be filed and allowability of these Claims. The Debtor will continue to operate its business providing in home personal care services pursuant to existing and postpetition contracts. A full-text copy of the Disclosure Statement dated February 17, 2017, is available at: http://bankrupt.com/misc/azb16-09573-80.pdf About Sequoia Senior Solutions, Inc. Sequoia Senior Solutions, Inc., filed a Chapter 11 bankruptcy petition (Bankr. N.D. Cal. Case No. 16-11036) on December 7, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by David N. Chandler, Esq., at the Law Offices of David N. Chandler, Esq. SEVEN HILLS: Hires Hoover Penrod as Attorney -------------------------------------------- Seven Hills Construction, LLC seeks authorization from the Hon. Rebecca B. Connelly of the U.S. Bankruptcy Court for the Western District of Virginia to employ Hoover Penrod PLC as attorney, nunc pro tunc to the February 8, 2017 petition date. The Debtor requires Hoover Penrod to: (a) advise the Debtor with respect to its powers and duties as Debtor in possession in the continued management and operation of the assets of their respective estates; (b) advise and consult on the conduct of the case, including all of the legal requirements of operating in Chapter 11; (c) attend meetings and negotiate with representatives of Debtor's creditors and other parties in interest; (d) take all necessary action to protect and preserve the Debtor's estates, including prosecuting actions on the Debtor's behalf, defending any actions commenced against the Debtor, and represent the Debtor's interests in negotiations concerning all litigation in which the Debtor is involved, including objections to claims filed against the Debtor's estate; (e) prepare all pleadings, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtor's estate; (f) advise the Debtor in connection with any potential sale of assets; (g) appear before the Court to represent the interests of the Debtor's estate before the Court; (h) take any necessary action on behalf of the Debtor to negotiate, prepare on behalf of the Debtor, and obtain approval of Chapter 11 plan and documents related thereto; and (i) perform all other necessary or otherwise beneficial legal services to the Debtor in connection with prosecution of this case. Hoover Penrod will be paid at these hourly rates: Dale A. Davenport $305 Hannah W. Hutman $305 Beth C. Driver $275 Paralegal $90 Hoover Penrod will also be reimbursed for reasonable out-of-pocket expenses incurred. Dale A. Davenport, member of Hoover Penrod, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. The Court will hold a hearing on the motion on April 6, 2017, at 11:00 a.m. Hoover Penrod can be reached at: Dale A. Davenport, Esq. Hannah W. Hutman, Esq. Beth C. Driver, Esq. HOOVER PENROD PLC 342 South Main Street Harrisonburg, VA 22801 Tel: (540) 433-2444 Fax: (540) 433-3916 E-mail: ddavenport@hooverpenrod.com hhutman@hooverpenrod.com bdriver@hooverpenrod.com About Seven Hills Headquartered in Lynchburg, Virginia, Seven Hills Construction, LLC dba Seven Hills Construction, LLC of NC filed for Chapter 11 bankruptcy protection (Bankr. W.D. Va. Case No. 17-60251) on Feb. 8, 2017, estimating its assets at up to $50,000 and its liabilities at between $1 million and $10 million. The petition was signed by Thomas J. Hockycko, sole member. Judge Rebecca B. Connelly presides over the case. Hannah White Hutman, Esq., at Hoover Pendrod, PLC, serves as the Debtor's bankruptcy counsel. SHIV LODGING: Seeks to Hire Lindauer as Legal Counsel ----------------------------------------------------- Shiv Lodging LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire Joyce W. Lindauer Attorney, PLLC to give legal advice regarding its duties under the Bankruptcy Code, assist in the preparation of a bankruptcy plan, and provide other legal services. The hourly rates charged by the firm are: Joyce Lindauer $350 Sarah Cox $195 Jamie Kirk $195 Jeffery Veteto $185 Dian Gwinnup $105 Joyce Lindauer, Esq., owner of the firm, disclosed in a court filing that she and other members of the firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce W. Lindauer, Esq. Sarah M. Cox, Esq. Jamie N. Kirk, Esq. Jeffery M. Veteto, Esq. Joyce W. Lindauer Attorney, PLLC 12720 Hillcrest Road, Suite 625 Dallas, TX 75230 Tel: (972) 503-4033 Fax: (972) 503-4034 About Shiv Lodging LLC Shiv Lodging LLC, operator of the Best Western Decatur Inn in Decatur, Texas, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 17-40470) on Feb. 6, 2017. The petition was signed by Prakash Patel, president. The case is assigned to Judge Russell F. Nelms. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. No trustee, examiner or committee has been appointed in the case. SKYY LABORATORY: Taps Johnston & Street as Legal Counsel -------------------------------------------------------- Skyy Laboratory, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire Johnston & Street, PLLC to give legal advice regarding its duties under the Bankruptcy Code, prepare a bankruptcy plan, and provide other legal services. E. Covington Johnston, Jr., Esq., the attorney designated to represent the Debtor, will charge an hourly rate of $300 for his services. Mr. Johnston is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. Mr. Johnston maintains an office at: E. Covington Johnston, Jr., Esq. Johnston & Street, PLLC 236 Public Square, Suite 103 Franklin, TN 37064 Phone: (615) 791-1819 Fax: (615) 791-1418 Email: ecjohnston@johnstonandstreet.com About Skyy Laboratory LLC Skyy Laboratory, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 17-01195) on February 23, 2017. The petition was signed by Corey Lee, managing member. At the time of the filing, the Debtor estimated assets and liabilities of less than $50,000. SLUSS & RAY: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Sluss & Ray LLC dba Amaco dba C & M Empire, LLC dba Aamcot, LLC dba CCWRW, LLC 703 N West St Wichita, KS 67203 Case No.: 17-10301 Chapter 11 Petition Date: March 9, 2017 Company Description: Sluss & Ray LLC has a contract for deed at a property located at 2490 S. Meridian Wichita, KS with a valuation of $36,626. The Company recognized gross revenue of $708,719 in 2016, $269,605 in 2015 and $116,003 in 2014. The petition was signed by Chad Raymond, owner. Court: United States Bankruptcy Court District of Kansas (Wichita) Judge: Hon. Dale L. Somers Debtor's Counsel: Edward J. Nazar, Esq. HINKLE LAW FIRM, L.L.C. 301 North Main, Suite 2000 Wichita, KS 67202-4820 Tel: 316.267.2000 Fax: 316.264.1518 E-mail: ebn1@hinklaw.com Total Assets: $86,340 Total Liabilities: $1.22 million Largest Unsecured Creditor: Henderson Holdings LLC c/o Kahrs Law Offices, P.A. PO Box 780487 Wichita, KS 67278 $304,725 A copy of the Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/ksb17-10301.pdf SNAP INTERACTIVE: Cancels Office Lease with 320 W 37 LLC -------------------------------------------------------- Snap Interactive, Inc., entered into a lease cancellation agreement with 320 W 37 LLC on March 3, 2017, pursuant to which the Company and the Landlord agreed to accelerate the expiration date of that certain Agreement of Lease, dated as of Feb. 4, 2015. Under the terms of the Lease, the Company agreed to lease property from the Landlord located at 320 West 37th Street, New York, New York 10018 for a term originally expiring on March 4, 2022. The Lease initially provided for office rent expense of $25,000 per month for the first year of the term of the Lease and escalated on an annual basis for each year of the term of the Lease thereafter. In connection with the entry into the Lease, the Company paid a security deposit in the amount of $200,659. Pursuant to the Lease Cancellation Agreement, the Company and the Landlord agreed to, among other things, accelerate the expiration date of the Lease to May 31, 2017. On the Cancellation Date, the Company agreed to vacate the Premises and remove any and all belongings from the Premises in accordance with the terms of the Lease. Under the terms of the Lease Cancellation Agreement, the Company and the Landlord will be released from all obligations, covenants and agreements accruing under the Lease after the Cancellation Date, and each of the Company and the Landlord granted a general release of claims in favor of the other party for claims arising out of or related to events occurring through the Cancellation Date. In connection with the Lease Cancellation Agreement, the Company agreed to waive any and all rights, title and interest in and to the return of the Security Deposit. The Company entered into the Lease Cancellation Agreement as part of its ongoing integration and consolidation efforts following its previously announced merger with A.V.M. Software, Inc. (d/b/a Paltalk). The Company entered into the Lease Cancellation Agreement to (i) eliminate a $2.0 million long-term commitment, (ii) reduce the monthly rent expense and associated cash outflow and (iii) further integration efforts by consolidating staff to a single, lower-cost location, according to a Form 8-K filing with the Securities and Exchange Commission. About Snap Interactive Snap Interactive, Inc. -- http://www.snap-interactive.com/-- develops, owns and operates dating applications for social networking websites and mobile platforms. The Grade is a patent-pending mobile dating application catering to high-quality singles. SNAP's flagship brand, FirstMet, is a multi-platform online dating site with a large user database of approximately 30 million users. As of June 30, 2016, Snap Interactive had $2.86 million in total assets, $6.58 million in total liabilities, and a total stockholders' deficit of $3.71 million. The Company reported a net loss of $1.29 million in 2015 following a net loss of $1.65 million in 2014. Marcum LLP, in New York, NY, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred net losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SOUTHCROSS ENERGY: Incurs $94.9 Million Net Loss in 2016 -------------------------------------------------------- Southcross Energy Partners, L.P. filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $94.95 million on $548.72 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss of $55.49 million on $698.47 million of total revenues for the year ended Dec. 31, 2015. Southcross' net loss was $39.5 million for the quarter ended Dec. 31, 2016, compared to $16.5 million for the same period in the prior year and $32.6 million for the quarter ended Sept. 30, 2016. Adjusted EBITDA was $18.4 million for the quarter ended Dec. 31, 2016, compared to $24.9 million for the same period in the prior year and $14.8 million for the quarter ended Sept. 30, 2016. Adjusted EBITDA for the fourth quarter was higher than the prior quarter due to improved frac spreads, annual deficiency payments from producers and lower overall general and administrative expenses. As of Dec. 31, 2016, Southcross Energy had $1.18 billion in total assets, $622.44 million in total liabilities and $563.62 million in total partners' capital. "In 2016, Southcross focused on improving safe, reliable operation of its assets and beginning to reduce costs to better align with the current energy market environment and realities," said Bruce A. Williamson, president and chief executive officer of Southcross' general partner. "We began several initiatives that should result in reduced 2017 general and administrative and operating expenses and lower future capital expenditure requirements. We also began rationalizing some of our assets including the planned shut-down and sale of two of our older and less efficient processing facilities." "Looking ahead to 2017, we will continue an internal focus on safe, reliable operations while seeking to accelerate and expand cost reductions, rationalize assets and capacity, and reduce our overall debt level toward a sustainable capital structure," said Williamson. "Externally, with the recently announced bank amendment, we are now focused on seeking to take advantage of any potential upturn in the natural gas and NGL markets." For the quarter ended Dec. 31, 2016, growth and maintenance capital expenditures were $8.7 million and were related primarily to work to enhance system efficiency and capability. For the year ended Dec. 31, 2016, growth and maintenance capital expenditures were $26.1 million and were related primarily to various expansion and reliability improvement projects in the Partnership's South Texas assets, compared to $108.7 million for the year ended Dec. 31, 2015. Southcross expects that capital expenditures for full-year 2017, including growth and maintenance expenditures, will be in the range of $14 million to $20 million and will be limited to projects with contractually committed volumes, along with recurring maintenance spending. As of Dec. 31, 2016, Southcross had total outstanding debt of $560 million including $123 million under its revolving credit facility as compared to total outstanding debt of $561 million as of Sept. 30, 2016. In conjunction with the amendment to Southcross' revolving credit agreement executed Dec. 29, 2016, Southcross Holdings LP, the parent of Southcross' general partner, invested $17 million into Southcross to further improve Southcross' liquidity position. Distributable cash flow (as defined below) for the quarter ended Dec. 31, 2016, was $9.5 million, compared to $11.4 million for the same period in the prior year and $5.8 million for the quarter ended Sept. 30, 2016. The Partnership did not make a cash distribution for the quarter ended Dec. 31, 2016 and is not allowed to make any cash distributions until the Partnership’s consolidated total leverage ratio, as defined under its credit agreement, is at or below 5.0x to 1. A full-text copy of the Form 10-K is available for free at: https://is.gd/PmoiZ6 About Southcross Energy Partners Southcross Energy Partners, L.P. -- http://www.southcrossenergy.com/-- is a master limited partnership that provides natural gas gathering, processing, treating, compression and transportation services and NGL fractionation and transportation services. It also sources, purchases, transports and sells natural gas and NGLs. Its assets are located in South Texas, Mississippi and Alabama and include four gas processing plants, two fractionation plants and approximately 3,100 miles of pipeline. The South Texas assets are located in or near the Eagle Ford shale region. Southcross is headquartered in Dallas, Texas. * * * As reported by the TCR on April 5, 2016, Standard & Poor's Ratings Services said it lowered its corporate credit and senior secured rating on Southcross Energy Partners L.P. to 'CCC+' from 'B-'. The TCR reported on Jan. 13, 2016, that Moody's Investors Service downgraded Southcross Energy's Corporate Family Rating to 'Caa1' from 'B2'. "Southcross' Caa1 CFR reflects its high financial leverage, limited scale, concentration in the Eagle Ford Shale and our expectation of continued high leverage and challenging industry conditions into 2017," according to the report. SPIN CITY EC: JJC Treated as Unsecured Creditor in 2nd Amended Plan ------------------------------------------------------------------- Spin City EC L.L.C. filed with the U.S. Bankruptcy Court for the Western District of Wisconsin its small business second amended disclosure statement describing its plan of reorganization, dated March 3, 2017. The Troubled Company Reporter previously reported that under the original plan, general unsecured creditors will receive a distribution of 0% of their claims. This latest plan added JJC of Eau Claire, LLC, as a disputed unsecured creditor in Class 4. JJC will not receive a distribution under the Plan. The Debtor sought a reorganization under Chapter 11 to obtain relief from a vigorous lawsuit filed in early 2016 by JJC. In the lawsuit, JJC alleged that Spin City is liable for a judgment against Clear Water Laundry, LLC, a tenant of JJC that failed to pay rent, under a successor liability theory. Spin City denies it is liable to JJC, and considers JJC to be a disputed general unsecured creditor. The Debtor's management reasonably believes the Plan is feasible. Currently, while the Debtor is not highly profitable, it has sufficient cash flow to pay employees and other essential vendors and to pay the secured creditor to avoid a replevin of the Debtor's equipment. The Second Amended Disclosure Statement is available at: http://bankrupt.com/misc/wiwb1-16-13179-50.pdf About Spin City EC Headquartered in Eau Claire, Wisconsin, Spin City EC L.L.C. filed for Chapter 11 bankruptcy protection (Bankr. W.D. Wis. Case No. 16-13179) on Sept. 15, 2016, disclosing under $1 million in both assets and liabilities. Erwin H. Steiner, Esq., at Otto & Steiner Law, S.C., serves as the Debtor's bankruptcy counsel. The Debtor filed its Chapter 11 plan of reorganization on January 13, 2017. STONE ENERGY: Lists Warrants on NYSE MKT Under Ticker "SGYWS" ------------------------------------------------------------- Stone Energy Corporation announced that the Company received approval to list its warrants with the CUSIP number 861642 114 on the NYSE MKT under the ticker symbol "SGYWS", with trading expected to commence on March 10, 2017. As previously disclosed, the Warrants were issued to holders of Stone's pre-emergence common stock upon the Company's emergence from Chapter 11 reorganization in accordance with the Company's Second Amended Joint Prepackaged Plan of Reorganization of Stone Energy Corporation and its Debtor Affiliates, dated Dec. 28, 2016, that was confirmed on Feb. 15, 2017, by the United States Court for the Southern District of Texas. The Warrants have an exercise price of $42.04 per share, as the same may be adjusted pursuant to the terms of the Warrants, and a term of four years, unless terminated earlier by their terms upon the consummation of certain business combinations or sale transactions involving the Company. About Stone Energy Stone Energy Corporation (NYSE: SGY) is an independent oil and natural gas exploration and production company headquartered in Lafayette, Louisiana with additional offices in New Orleans, Houston and Morgantown, West Virginia. Stone is engaged in the acquisition, exploration, development and production of properties in the Gulf of Mexico basin. Stone Energy Corp. and two affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Case Nos. 16-36390, 16-36391 and 16-36392) on Dec. 14, 2016, to pursue a prepackaged plan of reorganization. Judge Marvin Isgur is assigned to the cases. The Debtors hired Latham & Watkins LLP as general counsel, Porter Hedges LLP as local counsel; Vinson & Elkins LLP as special counsel; Alvarez & Marsal North America, LLC as financial advisor; Lazard Freres & Co. LLC, as investment banker; and Epiq Bankruptcy Solutions, LLC as claims, noticing, solicitation and balloting agent. On Feb. 15, 2017, the Bankruptcy Court entered an order confirming the Second Amended Joint Prepackaged Plan of Reorganization of Stone Energy Corporation and its Debtor Affiliates, dated December 28, 2016. On February 28, the Plan became effective in accordance with its terms and the Company and its subsidiaries emerged from the Chapter 11 Cases. SULLIVAN VINEYARDS: Full Payment in 5 Years for Unsecured Creditors ------------------------------------------------------------------- Sullivan Vineyards Corporation (SVC) and Sullivan Vineyards Partnership (SVP) filed with the U.S. Bankruptcy Court for the Northern District of California a disclosure statement to accompany their joint reorganization plan, dated March 2, 2017. The Plan seeks to restructure the debts of SVC and SVP in three main ways: 1. First, the obligation to Winery Rehabilitation, LLC, that is secured by a first deed of trust and senior security interest, will be reamortized into a new note secured by the existing deed of trust and security interest, bearing interest at the current contract rate in the existing obligation. This new note will be amortized over 40 years, payable in monthly installments of principal and interest, and due in full in five years. 2. Second, the junior debt in favor of Mr. Stephen Finn -- a majority shareholder in SVC and a majority partner in SVP -- will not be modified but will be paid in accordance with the terms of the existing obligation and continued to be secured by the junior deed of trust and security interest. 3. Third, unsecured creditors of SVC and unsecured creditors of SVP will each be paid a Pro Rata dividend of 100% of the amount of such allowed unsecured claims, with interest at the Legal Rate from Feb. 1, 2017, SVC's petition date, or Feb. 2, 2017, SVP's petition date, as applicable. Dividends to unsecured creditors are to be paid in semiannual installments commencing six months from the Effective Date, and all payments on allowed unsecured claims will be due in full in five years. If SVC or SVP fails to meet these requirements, then SVC and SVP will have six months from the secured creditors’ notice of default to market and enter into a contract to sell the Winery Property and the personal property assets, and then another three months to close the transaction. If SVC and SVP either do not timely enter a Listing Agreement or do not timely close escrow on the sale of the assets, the case shall, upon application of any party in interest, be converted to Chapter 7. The Debtors estimate that the Plan will require them to have on hand the sum of $152,300 on the effective date to pay administrative expense claims, secured claims, and non-tax unclassified priority claims. The Debtors estimate that they will have cash on hand, from operations, of approximately $75,000 on the effective date. The majority shareholder in SVC and majority partner in SVP, Kelleen Sullivan, will advance any required balance of funds in order to facilitate full payment of sums that must be paid on the effective date. The Disclosure Statement is available at: http://bankrupt.com/misc/canb17-10067-14.pdf About Sullivan Vineyards Sullivan Vineyards Corporation filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 17-10065), on February 1, 2017. The petition was signed by Ross Sullivan, CEO. The Debtor is represented by Steven M. Olson, Esq., at the Law Office of Steven M. Olson. The case is assigned to Judge Alan Jaroslovsky. The Debtor estimated assets at $1 million to $10 million and liabilities at $10 million to $50 million at the time of the filing. Sullivan Vineyards Partnership sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Calif., Case No. 17-10067) on February 2, 2017. The petition was signed by Ross Sullivan, general partner. The case is assigned to Judge Alan Jaroslovsky. At the time of the filing, the Debtor disclosed $18.99 million in assets and $14.27 million in liabilities. TABLE TOP: Mannion to Auction FF&E on March 20 ---------------------------------------------- William Mannion, professional auctioneer, will conduct a public foreclosure sale of equipment, furniture and fixtures pursuant to a Promissory Note, a Security Agreement dated March 16,2016, and a UCC filing executed by Table Top Entertainment, LLC & Amerdeep Singh in favor of Aldrich Management Co., LLC (AMC). The sale will be held at 11 a.m. on March 20, 2017 at the office of Aldrich Management Co., LLC, 1975 Hempstead Turnpike, East Meadow, NY 11554. AMC reserves the right to bid, to set the minimum sales price for the collateral and to reject any and all bids. TNP TITAN: Files Chapter 11 Plan of Liquidation ----------------------------------------------- TNP Titan Plaza Fund, LLC, filed with the U.S. Bankruptcy Court for the Western District of Texas a disclosure statement regarding its plan of liquidation. The Troubled Company Reporter, on Nov. 6, 2016, reported that Judge Ronald B. King of the U.S. Bankruptcy Court for the Western District of Texas authorized the Debtor to sell commercial real estate located at 2700 NE Loop 410 and 8200 Perrin Beitel, San Antonio, Texas, to Brockwell Investments, LLC, for $7,250,000. Class 2 under the liquidation plan consists of the Allowed General Unsecured Claims. Each holder of an Allowed General Unsecured Claim will receive cash in an amount equal to the principal amount of such Allowed Claim, plus Post-Petition Interest at the Plan Rate on such Allowed Claim or (ii) such different treatment as agreed to in writing. Debtor estimates that the Allowed General Unsecured Claims total approximately $479,000. On the Effective Date, the Debtor will fund a Creditor Payment Account for payment in full, including interest, of all Claims, including Allowed Priority Non-Tax Claims, Allowed Priority Tax Claims, Allowed General Unsecured Claims, Administrative Claims, and the Disputed Claims Reserve. The Debtor will make all required payments to Holders of Allowed Claims. The remainder of the funds held by Debtor may be distributed, at the Debtor's discretion, to Holders of Interests. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/txwb16-50780-114.pdf About TNP Titan Headquartered in San Antonio, Texas, TNP Titan Plaza Fund, LLC, owns and leases commercial real estate located at 2700 NE Loop 410 and 8200 Perrin Beitel, San Antonio, Texas 78218. It conducts no other business operations besides the management and leasing of the Real Property. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 16-50780) on April 4, 2016, estimating its assets at between $1 million and $10 million and liabilities at between $1 million and $10 million. The petition was signed by Anthony W. Thompson, CEO of managing member. Judge Craig A. Gargotta presides over the case. Thomas Rice, Esq., at Pulman, Cappuccio, Pullen, Benson & Jones, LLP, serves as the Debtor's counsel. TRI STATE STONE: Unsecureds to be Paid $87K Over 5 Years Under Plan ------------------------------------------------------------------- Tri State Stone, Inc., filed with the U.S. Bankruptcy Court for the District of Arizona a disclosure statement explaining its plan of reorganization, dated March 3, 2017, which would pay general unsecured creditors a total of $87,314.79. The Debtor, an Arizona corporation, installs granite and quartz countertops in commercial and residential buildings and subcontracts with a number of general contractors throughout the Yuma area. After payment of Priority Claims and Secured Claims, Debtor will make annual payments to satisfy claims of its Class IV Allowed Unsecured Creditors. Because the Somerton and Yuma markets are seasonal in nature, annual payments to the Allowed Unsecured Creditors will help ensure Debtor maintains the Plan payment obligations without the burden of providing for monthly payments during lower revenue months. Ultimately, Debtor is confident that it will be able to maintain all Priority and Secured Claim payments and return a total of $87,314.79 to Allowed Unsecured Creditors over five years. The Plan will be funded from Debtor's post-confirmation income. Through hard work and by restructuring its debts, the Debtor is confident that it can fulfill its obligations under the Plan. A full-text copy of the Disclosure Statement dated March 3, 2017, is available at: http://bankrupt.com/misc/azb0-16-11275-34.pdf The Debtor is represented by: Thomas H. Allen, Esq. Philip J. Giles, Esq. ALLEN BARNES & JONES, PLC 1850 N. Central Ave., Suite 1150 Phoenix, Arizona 85004 Ofc: (602) 256-6000 Fax: (602) 252-4712 Email: tallen@allenbarneslaw.com pgiles@allenbarneslaw.com About Tri State Stone Tri State Stone, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 16-11275) on September 30, 2016. At the time of the filing, the Debtor estimated assets of less than $100,000 and liabilities of less than $1 million. TRIPLE J TOURS: Taps Jeffrey A. Cogan as Legal Counsel ------------------------------------------------------ Triple J Tours, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire Jeffrey A. Cogan, Esq., Ltd. to assist in the operation of its business, help recover property of the bankruptcy estate, conduct examination of witnesses and claimants, prepare a bankruptcy plan, and provide other legal services. Jeffrey Cogan, Esq., will charge an hourly fee of $400. Paralegal time will be billed at $125 per hour. In a court filing, Mr. Cogan disclosed that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Jeffrey A. Cogan, Esq. Jeffrey A. Cogan, Esq., Ltd. 6900 Westcliff Drive, Suite 502 Las Vegas, NV 89145 Tel: (702) 474-4220 Email: jeffrey@jeffreycogan.com About Triple J Tours Inc. Triple J Tours, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 17-10762) on February 21, 2017. The petition was signed by Jonathan Brazzell, president. At the time of the filing, the Debtor estimated assets and liabilities of less than $1 million. UNITED ROAD: Has Final Nod to Obtain $35M in DIP Financing ---------------------------------------------------------- The Hon. Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware has granted final approval of United Road Towing, Inc., et al.'s motion to obtain up to $35,250,000 in postpetition financing pursuant to that certain senior secured, superpriority debtor-in-possession credit agreement by and among the Debtors, Wells Fargo Bank, National Association -- as administrative agent and collateral agent -- and each revolving lender party thereto. The Debtor is also authorized to use cash collateral of prepetition ABL lenders. The Court has also granted on a further interim basis the use of cash collateral of prepetition term lenders. A copy of the court order, the credit agreement, and budget is available at http://bankrupt.com/misc/deb17-10249-140.pdf The Debtor will, among others, use the money from the postpetition financing (i) to pay fees, costs, and expenses as provided in the DIP financing agreements; (ii) for general operating and working capital purposes; and (iii) for making adequate protection payments and other payments. The DIP Agent is granted: (i) first priority priming, valid, perfected, and enforceable liens, subject only to the carve out; (ii) first priority senior lien on the Debtors' unencumbered assets, but excluding leasehold interests of the Debtors and actions arising under Chapter 5 of the U.S. Bankruptcy Code; and (iii) allowed superpriority administrative claim status in respect of all obligations under the DIP financing agreements, subject to the carve out. All DIP obligations will be due and payable on April 30, 2017. In the event that (a) all prepetition ABL debt and DIP obligations have been paid in full in cash and (b) the DIP commitments have irrevocably terminated, the Debtors, in consultation with any committee and the prepetition term agent will consult with each other as to the terms and conditions of continued consensual use of cash collateral in light of the then present circumstances of the Chapter 11 cases. If the Debtors, any committee and the prepetition term agent are not able to agree on terms and conditions, the prepetition term agent will be entitled to declare that the Debtors' rights to use cash collateral on terms provided in this court order are terminated, with the termination to take effect five days after delivery of notice by the prepetition term agent to the Debtors and their counsel, the U.S. Trustee, and counsel to the committee. For allowing use of cash collateral in which the prepetition ABL agent and prepetition term agent have an interest, Wells Fargo is granted certain adequate protection, including, among other things, adequate protection liens and adequate protection superpriority claims and certain other adequate protection. About United Road Towing Headquartered in Mokena, Illinois, United Road Towing, Inc. -- dba Good Buy Auto Auction, UR Vehicle Management Solutions, Quality Towing, United Road Vehicle Management Solutions, and dba United Road Towing-San Antonio -- and its affiliates provide towing, recovery, impound, and vehicle management solutions services to both the private and public sector. Through a portfolio of local and regional brands operating across 10 different regions in eight different states, the Company dispatches approximately 500,000 tows, manage over 200,000 impounds and sell over 38,000 vehicles annually across the U.S. United Road Towing, Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 17-10249) on Feb. 6, 2017. These affiliates filed separate Chapter 11 bankruptcy petitions on the same day: URT Holdings, Inc. (Bankr. D. Del. Case No. 17-10250), City Towing, Inc. (Bankr. D. Del. Case No. 17-10251), URS West, Inc. (Bankr. D. Del. Case No. 17-10252), Bill & Wag's, Inc. (Bankr. D. Del. Case No. 17-10253), Export Enterprises of Massachusetts, Inc. (Bankr. D. Del. Case No. 17-10254), Pat's Towing, Inc. (Bankr. D. Del. Case No. 17-10255), Keystone Towing, Inc. (Bankr. D. Del. Case No. 17-10256), Ross Baker Towing, Inc. (Bankr. D. Del. Case No. 17-10257), URT Texas, Inc. (Bankr. D. Del. Case No. 17-10258), Mart Caudle Corporation (Bankr. D. Del. Case No. 17-10259), Signature Towing, Inc. (Bankr. D. Del. Case No. 17-10260), WHW Transport, Inc. (Bankr. D. Del. Case No. 17-10261), URS Southeast, Inc. (Bankr. D. Del. Case No. 17-10262), URS Northeast, Inc. (Bankr. D. Del. Case No. 17-10263), URS Southwest, Inc. (Bankr. D. Del. Case No. 17-10264), Fast Towing, Inc. (Bankr. D. Del. Case No. 17-10265), E&R Towing and Garage, Inc. (Bankr. D. Del. Case No. 17-10266), Sunrise Towing, Inc. (Bankr. D. Del. Case No. 17-10267), Ken Lehman Enterprises, Inc. (Bankr. D. Del. Case No. 17-10268), United Road Towing of South Florida, Inc. (Bankr. D. Del. Case No. 17-10269), Rapid Recovery Incorporated (Bankr. D. Del. Case No. 17-10270), United Road Towing Services, Inc. (Bankr. D. Del. Case No. 17-10271), Arri Brothers, Inc. (Bankr. D. Del. Case No. 17-10272), Rancho Del Oro Companies, Inc. (Bankr. D. Del. Case No. 17-10273), CSCBD, Inc. (Bankr. D. Del. Case No. 17-10274), UR VMS, LLC (Bankr. D. Del. Case No. 17-10275), URS Leasing, Inc. (Bankr. D. Del. Case No. 17-10276), and UR Vehicle Management Solutions, Inc. (Bankr. D. Del. Case No. 17-10277). The petitions were signed by Michael Mahar, chief financial officer. Judge Laurie Selber Silverstein presides over the case. Daniel J. McGuire, Esq., Grace D. D'Arcy, Esq., and Carrie V. Hardman, Esq., at Winston & Strawn LLP serve as Debtors' general counsel. M. Blake Cleary, Esq., Ryan M. Bartley, Esq., and Andrew Magaziner, Esq., at Young Conaway Stargatt & Taylor, LLP, serve as the Debtors' Delaware counsel. Getzler Henrich & Associates LLC is the Debtors' financial advisor. SSG Advisors LLC is the Debtors' investment banker. Rust Consulting/Omni Bankruptcy is the Debtors' noticing, claims and balloting agent. The Debtors estimated assets of between $10 million and $50 million and debts of between $50 million and $100 million. UNITED ROAD: Hires SSG Advisors as Investment Banker ---------------------------------------------------- United Road Towing, Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ SSG Advisors, LLC as investment banker, nunc pro tunc to the February 6, 2017 petition date. The Debtors require SSG Advisors to: -- prepare an information memorandum describing the Debtors, their historical performance including existing operations, facilities, contracts, customers, management and projected financial results and operations; -- assist the Debtors in compiling a data room of necessary and appropriate documents related to a potential sale of substantially all of the assets of United Road Towing, Inc. (a "Sale Transaction") either through one sale or multiple sales of the parts; -- assist the Debtors in developing a list of suitable potential buyers and commencing the marketing process; -- coordinate the execution of confidentiality agreements for potential buyers wishing to review the information memorandum; -- assist the Debtors in coordinating management calls and site visits for interested buyers and work with the management team to develop appropriate materials for such presentations and visits; -- solicit competitive offers from potential buyers; -- advise and assist the Debtors in structuring the transaction and negotiating the transaction agreements; -- provide testimony in support of the Sale; -- assist the Debtors in any negotiations with the Debtors' various stakeholders, including, without limitation, the Debtors' lenders, landlords, general unsecured creditors and shareholders in regard to a possible restructuring transaction of existing claims and equity (a "Restructuring Transaction"); and -- assist the Debtors in obtaining financing, other than the financing provided prior to the Petition Date and the current debtor-in-possession financing provided by Wells Fargo Bank, N.A. (a "Financing Transaction"). SSG will be paid according to this fee structure: (a) Initial Fee. An initial fee of $25,000 is payable upon execution of the Engagement Agreement. (b) Monthly Fee. A monthly fee of $25,000 per month beginning December 1, 2016 and continuing on the first of each month thereafter during the term of the Engagement Agreement. After payment of the first two Monthly Fees, SSG will credit 50% of the Monthly Fees beginning with the third Monthly Fee against the Transaction Fee. (c) Sale Fee. Upon the consummation of a Sale Transaction, SSG shall be entitled to a fee, payable in cash, in federal funds via wire transfer or certified check, at and as a condition of closing of such Sale, equal to $250,000 in the event that the stalking horse purchaser is Medley Capital Corporation or an affiliate ("Medley" and the bid by Medley, the "Medley Capital Stalking Horse Bid"). If, upon conclusion of a Sale Transaction, the Total Consideration is greater than the Medley Capital Stalking Horse Bid, then the Sale Fee will be $250,000, plus 5.0% of the Total Consideration in excess of the Medley Capital Stalking Horse Bid, regardless of whether or not Medley Capital or an affiliate is the ultimate purchaser. In the event that Medley Capital or affiliate is not the designated stalking horse purchaser and either there is no stalking horse purchaser or there is a stalking horse purchaser that is not Medley Capital or an affiliate, then upon the consummation of a Sale Transaction, SSG shall be entitled to a Sale Fee, payable in cash, in federal funds via wire transfer or certified check, at and as a condition of closing such Sale, equal to the greater of (a) $250,000 or (b) 2.25% of Total Consideration. (d) Restructuring Fee. Upon the closing of a Restructuring Transaction, SSG shall be entitled to a fee equal to $250,000 payable in cash, in federal funds via wire transfer or certified check, at and as a condition of closing a Restructuring Transaction. (e) Financing Fee. Upon the closing of a Financing Transaction with any party, SSG shall be entitled to a fee, payable in cash, in federal funds via wire transfer or certified check, at, and as a condition of, closing of such Financing, regardless of whether the Company chooses to draw down the full amount of the committed Financing at that time, equal to the greater of: (a) $250,000 or (b) 2.0% of any Financing raised. However, SSG will not be owed a Financing Fee as it relates to the Existing Lender DIP Financing. (f) In no event will the Debtors owe SSG on account of more than one Transaction. In the event that more than one Transaction has taken place, the Debtors will owe SSG only the single Transaction Fee that is the greater of the applicable Transaction Fees. (g) In addition to the foregoing Fees, whether or not a Transaction is consummated, SSG will be entitled to reimbursement for all of SSG's reasonable out-of-pocket expenses incurred in connection with the subject matter of this engagement. Mark E. Chesen, managing director of SSG Advisors, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. SSG Advisors can be reached at: Mark E. Chesen SSG ADVISORS, LLC Five Tower Bridge, Suite 420 300 Barr Harbor Drive West Conshohocken, PA 19428 Tel: (610) 940-1094 Fax: (610) 940-3875 About United Road Towing Headquartered in Mokena, Illinois, United Road Towing, Inc. -- dba Good Buy Auto Auction, UR Vehicle Management Solutions, Quality Towing, United Road Vehicle Management Solutions, and dba United Road Towing-San Antonio -- and its affiliates provide towing, recovery, impound, and vehicle management solutions services to both the private and public sector. Through a portfolio of local and regional brands operating across 10 different regions in eight different states, the Company dispatches approximately 500,000 tows, manage over 200,000 impounds and sell over 38,000 vehicles annually across the U.S. United Road Towing, Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 17-10249) on Feb. 6, 2017. These affiliates filed separate Chapter 11 bankruptcy petitions on the same day: URT Holdings, Inc. (Bankr. D. Del. Case No. 17-10250), City Towing, Inc. (Bankr. D. Del. Case No. 17-10251), URS West, Inc. (Bankr. D. Del. Case No. 17-10252), Bill & Wag's, Inc. (Bankr. D. Del. Case No. 17-10253), Export Enterprises of Massachusetts, Inc. (Bankr. D. Del. Case No. 17-10254), Pat's Towing, Inc. (Bankr. D. Del. Case No. 17-10255), Keystone Towing, Inc. (Bankr. D. Del. Case No. 17-10256), Ross Baker Towing, Inc. (Bankr. D. Del. Case No. 17-10257), URT Texas, Inc. (Bankr. D. Del. Case No. 17-10258), Mart Caudle Corporation (Bankr. D. Del. Case No. 17-10259), Signature Towing, Inc. (Bankr. D. Del. Case No. 17-10260), WHW Transport, Inc. (Bankr. D. Del. Case No. 17-10261), URS Southeast, Inc. (Bankr. D. Del. Case No. 17-10262), URS Northeast, Inc. (Bankr. D. Del. Case No. 17-10263), URS Southwest, Inc. (Bankr. D. Del. Case No. 17-10264), Fast Towing, Inc. (Bankr. D. Del. Case No. 17-10265), E&R Towing and Garage, Inc. (Bankr. D. Del. Case No. 17-10266), Sunrise Towing, Inc. (Bankr. D. Del. Case No. 17-10267), Ken Lehman Enterprises, Inc. (Bankr. D. Del. Case No. 17-10268), United Road Towing of South Florida, Inc. (Bankr. D. Del. Case No. 17-10269), Rapid Recovery Incorporated (Bankr. D. Del. Case No. 17-10270), United Road Towing Services, Inc. (Bankr. D. Del. Case No. 17-10271), Arri Brothers, Inc. (Bankr. D. Del. Case No. 17-10272), Rancho Del Oro Companies, Inc. (Bankr. D. Del. Case No. 17-10273), CSCBD, Inc. (Bankr. D. Del. Case No. 17-10274), UR VMS, LLC (Bankr. D. Del. Case No. 17-10275), URS Leasing, Inc. (Bankr. D. Del. Case No. 17-10276), and UR Vehicle Management Solutions, Inc. (Bankr. D. Del. Case No. 17-10277). The petitions were signed by Michael Mahar, chief financial officer. Judge Laurie Selber Silverstein presides over the cases. Daniel J. McGuire, Esq., Grace D. D'Arcy, Esq., and Carrie V. Hardman, Esq., at Winston & Strawn LLP serve as Debtors' general counsel. M. Blake Cleary, Esq., Ryan M. Bartley, Esq., and Andrew Magaziner, Esq., at Young Conaway Stargatt & Taylor, LLP, serve as the Debtors' Delaware counsel. Getzler Henrich & Associates LLC is the Debtors' financial advisor. SSG Advisors LLC is the Debtors' investment banker. Rust Consulting/Omni Bankruptcy is the Debtors' noticing, claims and balloting agent. The Debtors estimated assets of between $10 million and $50 million and debts of between $50 million and $100 million. VANTAGE DRILLING: Posts Net Loss of $41.1M in 4th Quarter 2016 -------------------------------------------------------------- Vantage Drilling International reported a net loss of approximately $41.1 million or $8.23 per share for the three months ended December 31, 2016 as compared to the Predecessor reporting a net loss of approximately $8.8 million for the three months ended December 31, 2015. The weighted-average shares outstanding for the three months ended December 31, 2016 was 5,000,053 whereas in the prior year, as a wholly-owned subsidiary, the Predecessor did not have a comparable outstanding ordinary shares. Upon emergence from the Company's Chapter 11 restructuring on February 10, 2016, Vantage adopted fresh-start accounting, which resulted in the Company becoming a new entity for financial reporting purposes. References to "Successor" relate to the financial position and results of operations of the reorganized Vantage as of and subsequent to February 10, 2016. References to "Predecessor" refer to the financial position of Vantage as of and prior to February 10, 2016 and the results of operations prior to February 10, 2016. As a result of the application of fresh-start accounting and the effects of the implementation of the Company's Plan of Reorganization, the financial statements on or after February 10, 2016 are not comparable with the financial statements prior to that date. For the period from February 10, 2016 to December 31, 2016, Vantage reported a net loss of approximately $147.4 million or $29.48 per share and the Predecessor for the period January 1, 2016 to February 10, 2016 reported a net loss of approximately $471.0 million. For the year ended December 31, 2015, the Predecessor reported net income of approximately $17.2 million. As of December 31, 2016, Vantage had approximately $231.7 million of available cash as compared to $241.1 million as of September 30, 2016. Additionally, Vantage had $24.6 million available for issuance of letters of credit under its revolving letter of credit facility at the end of the quarter. Ihab Toma, CEO, commented, "Despite a very challenging market for offshore rigs, we were able to successfully reactivate the Emerald Driller in the fourth quarter in Qatar and have subsequently obtained a new contract for the Topaz Driller in Thailand. We continue to deliver on our commitment to putting our assets to work while maintaining superior performance, operating safely, managing costs and preserving our strong balance sheet." About Offshore Group Offshore Group Investment Limited is an international offshore drilling company operating a fleet of modern, high-specification drilling units around the world. Its principal business is to contract their drilling units, related equipment, and work crews to drill underwater oil and natural gas wells for major, national, and independent oil and natural gas companies. Offshore Group Investment Limited and 23 other units of publicly traded Vantage Drilling Company filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 15-12421) on Dec. 3, 2015 to pursue a prepackaged restructuring backed by Vantage. Christopher G. DeClaire, the authorized officer, signed the petition. The Debtors engaged Weil, Gotshal & Manges LLP as counsel; Richards, Layton & Finger, P.A. as co-counsel; Lazard Freres & Co. LLC as investment banker; Alvarez & Marsal North America, LLC, as restructuring advisor; and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent. * * * Offshore Group on Feb. 10, 2016, disclosed that it has successfully completed its prepackaged restructuring and recapitalization and emerged from chapter 11 bankruptcy protection. The Debtors' prepackaged plan was confirmed by the bankruptcy judge Jan. 15, 2016. The TCR reported on Aug. 8, 2016, that Moody's Investors Service assigned new ratings to Vantage Drilling, including a 'Caa3' Corporate Family Rating (CFR), a 'Caa2-PD' Probability of Default Rating (PDR) and a B2 rating to the 1st lien term loan that is secured by all of the company's assets. Moody's also assigned a Speculative Grade Liquidity (SGL) rating of SGL-3. The outlook is negative. Moody's said "Vantage's Caa3 CFR reflects the company's unsustainably high leverage while taking into account its reduced debt level post-bankruptcy. Moody's expects Vantage to continue to generate negative EBITDA through 2017 and use the balance sheet cash to service its debt" commented Sreedhar Kona, Moody's Senior Analyst. "The negative outlook is driven by the challenging offshore market and the high re-contracting risk for Vantage's idle rigs." VIOLIN MEMORY: Disclosures OK'd; Plan Hearing Is on April 18 ------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware has approved the second amended disclosure statement referring to Violin Memory, Inc.'s second amended plan of reorganization. A hearing to consider the confirmation of the Plan will be held on April 18, 2017, at 2:00 p.m. (Eastern Time). Objections to the Plan must be filed by April 10, 2017, at 4:00 p.m. (Eastern Time). Votes in connection with the confirmation of the Plan must be submitted by April 10, 2017, at 5:00 p.m. (Eastern Time). The Debtor intends to file a plan supplement no less than five days before the voting deadline. The Debtor filed on March 8, 2017, the second amended disclosure statement -- a copy of which is available at https://is.gd/ApQMQK -- which states that each holder of Class 1 Secured Claim will, in full and final satisfaction, compromise, settlement, release, and discharge of and in exchange for each Secured Claim, receive payment from the distribution trust in full in cash, of the unpaid portion of the allowed claim on the distribution date; provided, however, that to the extent the allowed claim is secured by a deposit held by the holder, the allowed claim will be satisfied by setoff of the amount of the deposit first against any claim of the holder that would otherwise be an administrative claim and second against any other claim of the holder, with any excess deposit to be paid by the holder to the distribution trust. Each holder of claims in Class 1 will be conclusively deemed to have accepted the Plan pursuant to Section 1126(f) of the Bankruptcy Code. On the Effective Date, the distribution trust assets will automatically vest in the distribution trust free and clear of all claims, liens and interests. Except for the distribution trust assets or as otherwise expressly provided in the Plan or in the confirmation court order, pursuant to Section 1123(b)(3) and Section 1141(b) and (c) of the U.S. Bankruptcy Code, on the Effective Date, all of the property and assets of the Debtor will automatically vest in the Reorganized Debtor, free and clear of all claims, liens and interests. As reported by the Troubled Company Reporter on March 6, 2017, the Debtor filed a first amended disclosure statement, which stated that unsecured creditors would recover up to 8.5% of their claims, according to the company's latest plan to exit Chapter 11 protection. On March 8, 2017, the Court approved that Disclosure Statement. Jeff Montgomery, writing for Bankruptcy Law360, reports that a dispute over the Debtor's expired office lease in California and an $890,000 county tax debt jostled an otherwise uneventful final review on March 6 of the Debtor's disclosure statement. The counsel for the Debtor, according to Law360, said that negotiations on the debts for its Santa Clara tech-hub space will continue with prime lease-holder Coriant Operations Inc. as well as with the Debtor's planned buyer. The Debtor's sub-lease with Coriant Operation expired Feb. 28, the report states. About Violin Memory Violin Memory, Inc., develops and supplies memory-based storage systems for high-speed applications, servers and networks in the Americas, Europe and the Asia Pacific. Founded in 2005, the Company is headquartered in Santa Clara, California. Violin Memory sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 16-12782) on Dec. 14, 2016. The petition was signed by Cory J. Sindelar, chief financial officer. At the time of the filing, the Debtor disclosed $38.93 million in assets and $145.4 million in liabilities. Pillsbury Winthrop Shaw Pittman LLP serves as the Debtor's legal counsel while Justin R. Alberto, Esq. and Scott D. Cousins, Esq., at Bayard, P.A., serves as co-counsel. The Debtor has hired Houlihan Lokey Capital, Inc., as financial advisor and investment banker. Prime Clerk LLC serves as administrative advisor. The U.S. Trustee, on Dec. 27, 2016, named three creditors to serve on the official committee of unsecured creditors Wilmington Trust, N.A., Clinton Group, Inc., and Forty Niners SC Stadium Company LC. The Committee hires Cooley LLP as lead counsel, and Elliot Greenleaf as its Delaware counsel. * * * According to Matt Chiappardi at Bankruptcy Law360, Violin Memory told the Bankruptcy Court on Jan. 30, 2017, that a unit of major creditor Soros Fund Management LLC put in the winning bid for its assets with an offer valued at least $14.5 million, but it needs more time to negotiate terms of a Chapter 11 plan sponsorship agreement. Violin Memory filed with the Bankruptcy Court a notice identifying VM Bidco LLC as the winner of its three-day auction in New York. W&T OFFSHORE: Jamie Vazquez is No Longer President -------------------------------------------------- Jamie L. Vazquez is no longer employed by W&T Offshore, Inc. and was replaced as president of the Company by Tracy W. Krohn, chief executive officer of the Company, who was appointed to the additional office of president, according to a Form 8-K report filed with the Securities and Exchange Commission. About W&T Offshore Based in Houston, Texas, W&T Offshore, Inc., is an independent oil and natural gas producer, active in the exploration, development and acquisition of oil and natural gas properties in the Gulf of Mexico. In October 2015, the Company disposed of substantially all of its onshore oil and natural gas interests with the sale of its Yellow Rose field in the Permian Basin. The Company retained an overriding royalty interest in the Yellow Rose field production. W&T Offshore, Inc. is a Texas corporation originally organized as a Nevada corporation in 1988, and successor by merger to W&T Oil Properties, Inc., a Louisiana corporation organized in 1983. The Company's interest in fields, leases, structures and equipment are primarily owned by the parent company, W&T Offshore, Inc. and its wholly-owned subsidiary, W & T Energy VI, LLC, a Delaware limited liability company. W&T Offshore reported a net loss of $249.02 million on $399.98 million of revenues for the year ended Dec. 31, 2016, compared to a net loss of $1.04 billion on $507.26 million of revenues for the year ended Dec. 31, 2015. As of Dec. 31, 2016, W&T Offshore had $829.72 million in total assets, $1.48 billion in total liabilities and a total shareholders' deficit of $659.03 million. * * * As reported by the TCR on Sept. 23, 2016, S&P Global Ratings raised the corporate credit rating on Houston-based oil and gas exploration and production company W&T Offshore Inc. to 'CCC' from 'SD'. At the same time, S&P raised the issue-level rating on the company's 8.5% senior unsecured notes due 2019 to 'CC' from 'D'. WAGLE LLC: Has Until March 20 to File Plan & Disclosure Statement ----------------------------------------------------------------- The Hon. Carlota M. Bohm of the U.S. Bankruptcy Court for the Western District of Pennsylvania has given Wagle, LLC, until March 20, 2017, to file a Chapter 11 amended small business plan and disclosure statement. Judge Bohm has extended for 75 days to June 8, 2017, the deadline for the confirmation of the Plan. The confirmation hearing set for March 7, 2017, at 2:30 p.m. is cancelled. As reported by the Troubled Company Reporter on Oct. 11, 2016, the Court conditionally approved the Debtor's disclosure statement dated Sept. 26, 2016, describing the Debtor's plan of reorganization dated Sept. 26, 2016. About Wagle LLC Wagle LLC, a locksmith, sought protection under Chapter 11 of the Bankruptcy Code in the Western District of Pennsylvania (Pittsburgh) (Case No. 16-21169) on March 30, 2016. The petition was signed by Patricia D. Wagle, member. The Debtor is represented by Francis E. Corbett, Esq. The case is assigned to Judge Carlota M. Bohm. The Debtor estimated both assets and liabilities in the range of $1 million to $10 million. The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Wagle LLC. WARREN BOEGEL: Seeks to Hire Hinkle Law Firm as Legal Counsel ------------------------------------------------------------- Warren Boegel, trustee of the Warren L. Boegel Trust, seeks approval from the U.S. Bankruptcy Court for the District of Kansas to hire legal counsel. Mr. Boegel proposes to hire Hinkle Law Firm, LLC to give legal advice regarding his duties under the Bankruptcy Code, assist in the negotiation of financing deals, prepare a bankruptcy plan, and provide other legal services. The hourly rates charged by the firm are: Edward Nazar $300 Martin Ufford $265 W. Thomas Gilman $265 Nicholas Grillot $215 Hinkle Law Firm does not hold or represent any interest adverse to the Debtor's bankruptcy estate, according to court filings. The firm can be reached through: Edward J. Nazar, Esq. Hinkle Law Firm, LLC 301 North Main, Suite 2000 Wichita, KS 67202-4820 Tel: (316) 267-2000 Fax: (316) 264-1518 About Warren Boegel Warren L. Boegel sought Chapter 11 protection (Bankr. D. Kan. Case No. 17-10224) on Feb. 24, 2017. The Debtor tapped Edward J. Nazar, Esq., at Hinkle Law Firm, LLC as counsel. WESTERN ENERGY: S&P Puts 'B' CCR on CreditWatch Positive -------------------------------------------------------- S&P Global Ratings said it placed its 'B' long-term corporate credit rating and 'B+' senior unsecured debt rating on Western Energy Services Corp. on CreditWatch with positive implications. The '2' recovery rating on the company's senior unsecured debt is unchanged, so there would be a corresponding uplift to the senior unsecured debt rating with any corporate credit rating upgrade. The '2' recovery rating reflects S&P's expectation of substantial recovery in a default scenario. The CreditWatch placement follows the announcement that Western has reached an agreement to acquire Savanna Energy Services Corp.'s shares outstanding in an all-equity-financed transaction. The companies expect to close the transaction during second-quarter 2017 subject to customary closing conditions, including receipt of regulatory, Canadian court, and shareholder approval. "The CreditWatch placement reflects the potential for us to raise the rating following Western's proposed combination with Savanna, because we believe the combined company's business and financial risk profiles could result in a higher rating than the existing 'B' rating," said S&P Global Ratings credit analyst Michelle Dathorne. S&P's current assessment of Western's financial risk profile reflects S&P's estimated three-year, weighted-average (2016-2018) fully adjusted funds from operations (FFO)-to-debt ratio of 8%-10%. S&P believes that, following the transaction's completion, the combined entity's overall financial risk profile would align with Savanna's current significant assessment with FFO-to-debt of 20%-30% and free operating cash flow-to-debt of 10%-15%. The CreditWatch placement indicates S&P's view that the transaction would likely improve Western's overall credit quality and provide at least a one-notch uplift to the corporate credit rating. S&P expects to resolve the CreditWatch placement by the end of second-quarter 2017, by which point the transaction should be complete. Should the transaction not occur, S&P will reassess Western's credit profile. WESTPORT HOLDINGS: Resident Panel Taps CR3 as Financial Advisor --------------------------------------------------------------- The official committee of resident creditors seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire a financial advisor. The resident committee proposes to hire CR3 Partners, LLC to provide financial advisory services related to the Chapter 11 cases of Westport Holdings Tampa, Limited Partnership and Westport Holdings Tampa II, Limited Partnership. The initial services to be provided by CR3 Partners include evaluating all bids and financial information submitted related to the sale of assets of the Debtors and their affiliate, Westport Nursing LLC, and advising the resident committee on matters related to the sale and the Debtors' proposed plan of liquidation. In the event the sale is not approved or the plan is not confirmed, CR3 will provide these additional services: (a) identifying, developing and implementing strategies to maximize the value of the Debtors' assets; (b) providing financial advice and analysis regarding alternatives to the sale process; (c) assisting the resident committee in the formulation and analysis of potential plans of reorganization in the interest of the resident community; (d) identifying and securing funding for a plan of reorganization; and (e) assisting the resident committee in the development of financial analysis and projections regarding the Debtors' operations. In connection with its employment, CR3 Partners will hire Stephen Gray of Gray and Company in an "as counsel" and advisory capacity to assist the firm, according to court filings. Eric Danner, a partner at CR3 Partners, will charge $550 per hour while Mr. Gray will charge $695 per hour. Neither of them represents any interest adverse to the resident committee, the Debtors or their bankruptcy estates, according to court filings. CR3 Partners can be reached through: Eric Danner CR3 Partners, LLC 13727 Noel Road, Suite 200 Dallas, TX 75240 Phone: 617-875-6403 Email: eric.danner@cr3partners.com About Westport Holdings Tampa Westport Holdings Tampa, dba University Village, is a care retirement community in Tampa, Florida. It offers residents villas, apartments, an assisted living facility and a skilled nursing care center for their end of life needs. Westport Holdings Tampa, Limited Partnership and Westport Holdings Tampa II, Limited Partnership filed Chapter 11 petitions (Bankr. M.D. Fla. Case Nos. 16-8167 and 16-8168) on Sept. 22, 2016. Scott A. Stichter, Esq., and Stephen R. Leslie, Esq., at Stichter Riedel Blain & Postler, P.A. represent the Debtors as bankruptcy counsel. The Debtors tapped Broad and Cassel as special counsel for healthcare and related litigation matters. Jeffrey Warren was appointed as examiner in the Debtors' cases. He is represented by Bush Ross, P.A. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on October 11, 2016, and an official committee of resident creditors on December 29, 2016. The resident committee is represented by Jennis Law Firm. WM DISTRIBUTION: Case Summary & 18 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: WM Distribution, Inc. a Delaware Foreign Profit Corporation dba Easy Stock Solutions www.easystocksolutions.com 5901-J Wyoming NE #311 Albuquerque, NM 87109 The petition was signed by Donna Woody, vice president, secretary and treasurer. Case No.: 17-10535 About the Company: Wm Distribution, Inc. -- www.wmdistribution.com -- is a small organization in the advertising promotional products and services industry located in Albuquerque, NM. It opened its doors in 2009 and now has four employees. (Source: http://listings.findthecompany.com) Della V. Packingham, president, owns 90% equity interest in the Company. The other 10% interest is held by Donna E. Woody. The Company recorded gross revenue of $7.24 million in 2016 and gross revenue of $6.48 million in 2015. Wm Distribution is a party to two pending litigations titled Native Trading Assoc. v. WM Distribution, Inc. and Donald S. Packingham v. Della V. Packingham D-202-DM-2016-03161. On March 8, 2017, it paid William F. Davis & Assoc., P.C. $7,000. Chapter 11 Petition Date: March 9, 2017 Court: United States Bankruptcy Court District of New Mexico (Albuquerque) Judge: Hon. Robert H. Jacobvitz Debtor's Counsel: William F. Davis, Esq. WILLIAM F. DAVIS & ASSOC., P.C. 6709 Academy NE, Suite A Albuquerque, NM 87109 Tel: 505-243-6129 Fax: 505-247-3185 Email: daviswf@nmbankruptcy.com Total Assets: $424,987 Total Liabilities: $1.15 million Largest Unsecured Creditor: Market Center @ Renaissance, LLC $360,000 A copy of the Debtor's list of 18 largest unsecured creditors is available for free at http://bankrupt.com/misc/nmb17-10535.pdf A meeting of creditors under Section 341(a) of the Bankruptcy Code has been set for April 6, 2017 at 11:00 a.m. at Albuquerque: 500 Gold Ave SW, Room 12411. ZOHAR CDO 2003: Lynn Tilton Asks Court to Toss Racketeering Suit ---------------------------------------------------------------- Tom Corrigan, writing for The Wall Street Journal Pro Bankruptcy, reported that financier Lynn Tilton says the new managers of her Zohar investment funds are targeting her in a multifront legal campaign in an effort to take control of the funds' underlying portfolio of distressed companies. According to the report, in papers filed on March 6 in federal court in New York, lawyers for Ms. Tilton asked a judge to throw out a $1 billion lawsuit launched earlier this year by the funds and their new manager, the restructuring firm Alvarez & Marsal. Ms. Tilton's lawyers say the suit is "legally and factually baseless" and that the incendiary allegations and subsequent media attention have hurt the companies, the report related. "This suit -- which was filed for no other purpose than to harass and publicly defame Lynn Tilton -- has absolutely no basis in fact or law and should be dismissed with prejudice," a spokesman for Ms. Tilton said in a statement on March 7, the report further related. Michael Carlinsky, Esq., a lawyer for Alvarez & Marsal and the Zohar funds, defended the lawsuit as "a straightforward request for the truth," the report said. "Ms. Tilton's conspiracy theories are silly, and are an obvious attempt at diverting attention from her misconduct," Mr. Carlinsky said, according to the Journal. A hearing on Ms. Tilton's motion to dismiss the lawsuit is scheduled for April 4, the Journal noted. About Patriarch Partners & Zohar Funds Patriarch Partners, LLC, is a private equity firm specializing in acquisition, buyouts, and turnaround investment in distressed American companies and brands. The Firm makes control investments in its investee companies and also seeks board seats. Patriarch Partners was founded by Lynn Tilton in 2000 and is based in New York. Tilton is CEO of Patriarch. Patriarch Partners XV, LLC, filed involuntary Chapter 11 bankruptcy petitions against Zohar CDO 2003-1, Corp., Zohar CDO 2003-1, Limited and Zohar CDO 2003-1, LLC (Bankr. S.D.N.Y. Case Nos. 15-23681 to 15-23682) on Nov. 22, 2015. Patriarch XV later withdrew the petition with respect to Zohar I. The Zohar funds were created to raise money through selling a form of notes called collateralized loan obligations to investors that was then used to extend loans to dozens of distressed mid-size companies, often in connection with the acquisition of those companies out of bankruptcy. Patriarch was Zohar I's largest creditor, holding $286.5 million face amount of Zohar I notes. Patriarch placed Zohar into Chapter 11 to protect Zohar and Patriarch from the efforts of MBIA Inc. and MBIA Insurance Corporation, another Zohar creditor, to obtain Zohar's assets for itself. As widely reported, Patriarch claimed it has been forced to pursue this route because of MBIA's fraudulent scheme to induce Patriarch XV to spend over $103 million to buy out a third-party noteholder in Zohar-I to facilitate a restructuring of Zohar-I. Patriarch's restructuring counsel was Skadden, Arps, Slate, Meagher & Flom LLP and its financial advisor was Moelis & Co. In November 2016, two investment funds previously managed by Patriarch Partners sued Tilton in Delaware Chancery court, claiming she has refused to step down as a director of three companies controlled or partially owned by the funds -- FSAR Holdings Inc., UI Acquisition Holding Co. and Glenoit Universal Ltd. -- despite shareholder majority agreements seeking her replacement. The Zohar funds are now managed by restructuring firm Alvarez & Marsal. The case captioned, is Zohar II 2005-1 et al. v. FSAR Holdings Inc. et al., Case No. _____, in the Court of Chancery of the State of Delaware. In January 2017, three Zohar funds -- Zohar CDO 2003-1, Ltd., Zohar II 2005-1, Ltd., and Zohar III, Ltd. -- commenced a lawsuit against Patriarch, Tilton, and other related entities in U.S. District Court for the Southern District of New York over the alleged "egregious fraudulent scheme among Defendants Lynn Tilton and numerous entities created and dominated by her to abuse certain of those entities' roles as fiduciaries for the Plaintiff Zohar Funds in order to pillage more than a billion dollars in cash and valuable assets that have lined Ms. Tilton's pockets while leaving the Zohar Funds on a collision course to default on obligations to their own investors." The funds seek, among other relief, a declaration of their rights in the assets that they properly own as well as treble damages in recompense for the Defendants' fraudulent and illegal scheme implemented through a pattern of racketeering activity. The case is, ZOHAR CDO 2003-1, LTD.; ZOHAR II 2005-1, LTD.; and ZOHAR III, LTD., Plaintiffs, v PATRIARCH PARTNERS, LLC; PATRIARCH PARTNERS VIII, LLC; PATRIARCH PARTNERS XIV, LLC; PATRIARCH PARTNERS XV, LLC; OCTALUNA LLC; OCTALUNA II LLC; OCTALUNA III LLC; ARK II CLO 2001-1, LLC; ARK INVESTMENT PARTNERS II, L.P.; and LYNN TILTON, Defendants, Case No. 17-00307 (S.D.N.Y.). 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MCDC34 BZ 31,023.9 (2,204.3) 1,380.3 MCDONALDS CORP MCDEUR EU 31,023.9 (2,204.3) 1,380.3 MCDONALDS CORP MCD TE 31,023.9 (2,204.3) 1,380.3 MCDONALDS CORP MCD CI 31,023.9 (2,204.3) 1,380.3 MCDONALDS CORP MDO QT 31,023.9 (2,204.3) 1,380.3 MCDONALDS CORP MDO TH 31,023.9 (2,204.3) 1,380.3 MCDONALDS CORP MCD SW 31,023.9 (2,204.3) 1,380.3 MCDONALDS CORP MCD US 31,023.9 (2,204.3) 1,380.3 MCDONALDS CORP MCDUSD SW 31,023.9 (2,204.3) 1,380.3 MCDONALDS CORP MDO GR 31,023.9 (2,204.3) 1,380.3 MCDONALDS CORP MCDCHF EU 31,023.9 (2,204.3) 1,380.3 MCDONALDS CORP MCD* MM 31,023.9 (2,204.3) 1,380.3 MCDONALDS-CEDEAR MCD AR 31,023.9 (2,204.3) 1,380.3 MDC COMM-W/I MDZ/W CN 1,577.4 (442.4) (313.2) MDC PARTNERS-A MDZ/A CN 1,577.4 (442.4) (313.2) MDC PARTNERS-A MDCAEUR EU 1,577.4 (442.4) (313.2) MDC PARTNERS-A MDCA US 1,577.4 (442.4) (313.2) MDC PARTNERS-A MD7A GR 1,577.4 (442.4) (313.2) MDC PARTNERS-EXC MDZ/N CN 1,577.4 (442.4) (313.2) MEAD JOHNSON 0MJA GR 4,087.7 (472.1) 1,462.4 MEAD JOHNSON 0MJA QT 4,087.7 (472.1) 1,462.4 MEAD JOHNSON 0MJA TH 4,087.7 (472.1) 1,462.4 MEAD JOHNSON MJNEUR EU 4,087.7 (472.1) 1,462.4 MEAD JOHNSON MJN US 4,087.7 (472.1) 1,462.4 MEDLEY MANAGE-A MDLY US 116.6 (23.4) 35.7 MERITOR INC MTOREUR EU 2,394.0 (185.0) 154.0 MERITOR INC AID1 QT 2,394.0 (185.0) 154.0 MERITOR INC MTOR US 2,394.0 (185.0) 154.0 MERITOR INC AID1 GR 2,394.0 (185.0) 154.0 MERRIMACK PHARMA MACK US 118.4 (227.1) 1.3 MICHAELS COS INC MIM GR 2,291.5 (1,659.5) 576.1 MICHAELS COS INC MIK US 2,291.5 (1,659.5) 576.1 MICROBOT MEDICAL STEM1EUR EU 2.1 (2.1) (1.4) MICROBOT MEDICAL CY9B TH 2.1 (2.1) (1.4) MICROBOT MEDICAL CY9C GR 2.1 (2.1) (1.4) MICROBOT MEDICAL MBOT US 2.1 (2.1) (1.4) MIDSTATES PETROL MPO US 695.7 (1,533.1) 1.8 MIRAGEN THERAPEU MGEN US 7.5 4.7 3.7 MIRAGEN THERAPEU 1S1 GR 7.5 4.7 3.7 MIRAGEN THERAPEU SGNLEUR EU 7.5 4.7 3.7 MONEYGRAM INTERN MGI US 4,426.1 (208.5) 2.7 MONEYGRAM INTERN 9M1N QT 4,426.1 (208.5) 2.7 MOODY'S CORP DUT GR 5,327.3 (1,027.3) 824.9 MOODY'S CORP DUT TH 5,327.3 (1,027.3) 824.9 MOODY'S CORP MCOEUR EU 5,327.3 (1,027.3) 824.9 MOODY'S CORP MCO US 5,327.3 (1,027.3) 824.9 MOODY'S CORP DUT QT 5,327.3 (1,027.3) 824.9 MOTOROLA SOLUTIO MTLA GR 8,463.0 (952.0) 800.0 MOTOROLA SOLUTIO MTLA TH 8,463.0 (952.0) 800.0 MOTOROLA SOLUTIO MSI US 8,463.0 (952.0) 800.0 MOTOROLA SOLUTIO MSI1EUR EU 8,463.0 (952.0) 800.0 MOTOROLA SOLUTIO MOT TE 8,463.0 (952.0) 800.0 MSG NETWORKS- A MSGN US 854.1 (1,033.7) 217.3 MSG NETWORKS- A 1M4 GR 854.1 (1,033.7) 217.3 MSG NETWORKS- A MSGNEUR EU 854.1 (1,033.7) 217.3 MSG NETWORKS- A 1M4 TH 854.1 (1,033.7) 217.3 NANOSTRING TECHN 0F1 GR 102.3 (6.6) 61.9 NANOSTRING TECHN NSTG US 102.3 (6.6) 61.9 NANOSTRING TECHN NSTGEUR EU 102.3 (6.6) 61.9 NATHANS FAMOUS NFA GR 78.3 (67.3) 55.7 NATHANS FAMOUS NATH US 78.3 (67.3) 55.7 NATIONAL CINEMED XWM GR 1,057.4 (181.2) 100.5 NATIONAL CINEMED NCMI US 1,057.4 (181.2) 100.5 NAVIDEA BIOPHARM NAVB IT 11.2 (63.8) (54.3) NAVISTAR INTL IHR QT 5,653.0 (5,293.0) 556.0 NAVISTAR INTL NAV US 5,653.0 (5,293.0) 556.0 NAVISTAR INTL IHR TH 5,653.0 (5,293.0) 556.0 NAVISTAR INTL IHR GR 5,653.0 (5,293.0) 556.0 NEFF CORP-CL A NEFF US 673.2 (150.2) 19.8 NEFF CORP-CL A NFO GR 673.2 (150.2) 19.8 NEKTAR THERAPEUT ITH GR 425.1 (67.9) 206.2 NEKTAR THERAPEUT NKTR US 425.1 (67.9) 206.2 NEW ENG RLTY-LP NEN US 192.7 (30.9) - NORTHERN OIL AND NOG US 431.5 (487.4) (30.5) NYMOX PHARMACEUT NYM GR 1.6 (1.4) (0.1) NYMOX PHARMACEUT NYMX US 1.6 (1.4) (0.1) OMEROS CORP 3O8 GR 72.8 (22.8) 44.6 OMEROS CORP OMEREUR EU 72.8 (22.8) 44.6 OMEROS CORP 3O8 TH 72.8 (22.8) 44.6 OMEROS CORP OMER US 72.8 (22.8) 44.6 ONCOMED PHARMACE OMED US 218.2 (3.2) 157.2 ONCOMED PHARMACE O0M GR 218.2 (3.2) 157.2 PAPA JOHN'S INTL PP1 GR 498.8 (2.8) 17.6 PAPA JOHN'S INTL PZZA US 498.8 (2.8) 17.6 PENN NATL GAMING PN1 GR 4,974.5 (543.3) (137.1) PENN NATL GAMING PENN US 4,974.5 (543.3) (137.1) PERNIX THERAPEUT PTXEUR EU 374.2 (30.1) 7.1 PHILIP MORRIS IN PM1CHF EU 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PMI EB 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN 4I1 TH 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PM US 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN 4I1 QT 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PMI1 IX 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PM1EUR EU 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PMI SW 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PM FP 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN 4I1 GR 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PM1 TE 36,851.0 (10,900.0) 1,141.0 PINNACLE ENTERTA 65P GR 4,077.1 (372.9) (102.8) PINNACLE ENTERTA PNK US 4,077.1 (372.9) (102.8) PITNEY BOWES INC PBI US 5,837.1 (103.7) (2.4) PITNEY BOWES INC PBW GR 5,837.1 (103.7) (2.4) PITNEY BOWES INC PBW TH 5,837.1 (103.7) (2.4) PITNEY BOWES INC PBIEUR EU 5,837.1 (103.7) (2.4) PLANET FITNESS-A 3PL TH 1,001.4 (214.8) 8.0 PLANET FITNESS-A 3PL GR 1,001.4 (214.8) 8.0 PLANET FITNESS-A PLNT US 1,001.4 (214.8) 8.0 PLANET FITNESS-A PLNT1EUR EU 1,001.4 (214.8) 8.0 PLY GEM HOLDINGS PG6 GR 1,348.9 (2.9) 310.6 PLY GEM HOLDINGS PGEM US 1,348.9 (2.9) 310.6 PROS HOLDINGS IN PH2 GR 227.7 (3.4) 76.9 PROS HOLDINGS IN PRO US 227.7 (3.4) 76.9 REATA PHARMACE-A RETAEUR EU 101.8 (212.3) 39.8 REATA PHARMACE-A 2R3 GR 101.8 (212.3) 39.8 REATA PHARMACE-A RETA US 101.8 (212.3) 39.8 REGAL ENTERTAI-A RETA GR 2,645.7 (838.9) (63.1) REGAL ENTERTAI-A RGC* MM 2,645.7 (838.9) (63.1) REGAL ENTERTAI-A RGC US 2,645.7 (838.9) (63.1) RESOLUTE ENERGY R21 GR 294.9 (339.1) (16.8) RESOLUTE ENERGY RENEUR EU 294.9 (339.1) (16.8) RESOLUTE ENERGY REN US 294.9 (339.1) (16.8) REVLON INC-A RVL1 GR 3,023.5 (614.8) 415.4 REVLON INC-A REV US 3,023.5 (614.8) 415.4 RR DONNELLEY & S RRD US 4,284.7 (92.2) 965.8 RR DONNELLEY & S RRDEUR EU 4,284.7 (92.2) 965.8 RR DONNELLEY & S DLLN GR 4,284.7 (92.2) 965.8 RR DONNELLEY & S DLLN TH 4,284.7 (92.2) 965.8 RYERSON HOLDING 7RY TH 1,643.3 (33.2) 696.4 RYERSON HOLDING 7RY GR 1,643.3 (33.2) 696.4 RYERSON HOLDING RYI US 1,643.3 (33.2) 696.4 SALLY BEAUTY HOL S7V GR 2,109.9 (289.0) 687.4 SALLY BEAUTY HOL SBH US 2,109.9 (289.0) 687.4 SANCHEZ ENERGY C SNEUR EU 1,286.3 (696.1) 385.8 SANCHEZ ENERGY C SN US 1,286.3 (696.1) 385.8 SANCHEZ ENERGY C 13S GR 1,286.3 (696.1) 385.8 SANCHEZ ENERGY C SN* MM 1,286.3 (696.1) 385.8 SANCHEZ ENERGY C 13S TH 1,286.3 (696.1) 385.8 SANDRIDGE ENERGY SD US 1,886.5 (2,675.5) 585.8 SANDRIDGE ENERGY SA2B GR 1,886.5 (2,675.5) 585.8 SANDRIDGE ENERGY SA2B TH 1,886.5 (2,675.5) 585.8 SANDRIDGE ENERGY SDEUR EU 1,886.5 (2,675.5) 585.8 SBA COMM CORP SBACEUR EU 7,360.9 (1,995.9) (548.9) SBA COMM CORP 4SB GR 7,360.9 (1,995.9) (548.9) SBA COMM CORP SBJ TH 7,360.9 (1,995.9) (548.9) SBA COMM CORP SBAC US 7,360.9 (1,995.9) (548.9) SCIENTIFIC GAM-A TJW GR 7,087.4 (1,935.7) 424.2 SCIENTIFIC GAM-A SGMS US 7,087.4 (1,935.7) 424.2 SEARS HOLDINGS SEE QT 10,865.0 (3,375.0) 236.0 SEARS HOLDINGS SEE TH 10,865.0 (3,375.0) 236.0 SEARS HOLDINGS SEE GR 10,865.0 (3,375.0) 236.0 SEARS HOLDINGS SHLD US 10,865.0 (3,375.0) 236.0 SEARS HOLDINGS SHLDEUR EU 10,865.0 (3,375.0) 236.0 SIGA TECH INC SIGA US 162.8 (313.2) (21.7) SILVER SPRING NE SSNIEUR EU 447.1 (31.5) 15.2 SILVER SPRING NE 9SI TH 447.1 (31.5) 15.2 SILVER SPRING NE 9SI GR 447.1 (31.5) 15.2 SILVER SPRING NE SSNI US 447.1 (31.5) 15.2 SIRIUS XM CANADA SIICF US 311.5 (125.2) (154.9) SIRIUS XM CANADA XSR CN 311.5 (125.2) (154.9) SIRIUS XM HOLDIN RDO TH 8,003.6 (792.0) (2,026.0) SIRIUS XM HOLDIN SIRIEUR EU 8,003.6 (792.0) (2,026.0) SIRIUS XM HOLDIN SIRI US 8,003.6 (792.0) (2,026.0) SIRIUS XM HOLDIN RDO GR 8,003.6 (792.0) (2,026.0) SIRIUS XM HOLDIN RDO QT 8,003.6 (792.0) (2,026.0) SONIC CORP SONC US 593.3 (118.2) 33.6 SONIC CORP SO4 GR 593.3 (118.2) 33.6 SONIC CORP SONCEUR EU 593.3 (118.2) 33.6 STONE ENERGY COR SGY US 1,235.5 (519.7) (159.8) STONE ENERGY COR SEQ2 GR 1,235.5 (519.7) (159.8) SUPERVALU INC SJ1 QT 4,474.0 (253.0) (747.0) SUPERVALU INC SVU US 4,474.0 (253.0) (747.0) SUPERVALU INC SJ1 GR 4,474.0 (253.0) (747.0) SUPERVALU INC SJ1 TH 4,474.0 (253.0) (747.0) SYNTEL INC SYNT US 454.5 (183.1) 146.9 SYNTEL INC SYNT1EUR EU 454.5 (183.1) 146.9 SYNTEL INC SYE GR 454.5 (183.1) 146.9 SYNTEL INC SYE TH 454.5 (183.1) 146.9 TABULA RASA HEAL TRHC US 73.9 (2.4) (37.0) TABULA RASA HEAL TRHCEUR EU 73.9 (2.4) (37.0) TABULA RASA HEAL 43T GR 73.9 (2.4) (37.0) TAILORED BRANDS WRMA GR 2,175.1 (77.7) 726.2 TAILORED BRANDS TLRD US 2,175.1 (77.7) 726.2 TAILORED BRANDS TLRD* MM 2,175.1 (77.7) 726.2 TAUBMAN CENTERS TCO US 4,010.9 (62.0) - TAUBMAN CENTERS TU8 GR 4,010.9 (62.0) - TEMPUR SEALY INT TPD GR 2,702.6 (4.6) 126.0 TEMPUR SEALY INT TPX US 2,702.6 (4.6) 126.0 TRANSDIGM GROUP T7D QT 10,037.1 (1,874.6) 1,536.5 TRANSDIGM GROUP TDGEUR EU 10,037.1 (1,874.6) 1,536.5 TRANSDIGM GROUP TDGCHF EU 10,037.1 (1,874.6) 1,536.5 TRANSDIGM GROUP TDG SW 10,037.1 (1,874.6) 1,536.5 TRANSDIGM GROUP TDG US 10,037.1 (1,874.6) 1,536.5 TRANSDIGM GROUP T7D GR 10,037.1 (1,874.6) 1,536.5 UBI BLOCKCHAIN I UBIA US 0.0 (0.1) (0.1) ULTRA PETROLEUM UPLMQ US 1,420.2 (2,895.9) 308.6 ULTRA PETROLEUM UPM GR 1,420.2 (2,895.9) 308.6 ULTRA PETROLEUM UPLEUR EU 1,420.2 (2,895.9) 308.6 UNISYS CORP USY1 GR 2,021.6 (1,647.4) 45.7 UNISYS CORP UIS US 2,021.6 (1,647.4) 45.7 UNISYS CORP UISCHF EU 2,021.6 (1,647.4) 45.7 UNISYS CORP UISEUR EU 2,021.6 (1,647.4) 45.7 UNISYS CORP USY1 TH 2,021.6 (1,647.4) 45.7 UNISYS CORP UIS1 SW 2,021.6 (1,647.4) 45.7 UNISYS CORP USY LN 2,021.6 (1,647.4) 45.7 UNITI GROUP INC 8XC GR 3,318.8 (1,321.9) - UNITI GROUP INC UNIT US 3,318.8 (1,321.9) - VALVOLINE INC 0V4 GR 1,865.0 (286.0) 266.0 VALVOLINE INC 0V4 QT 1,865.0 (286.0) 266.0 VALVOLINE INC 0V4 TH 1,865.0 (286.0) 266.0 VALVOLINE INC VVV US 1,865.0 (286.0) 266.0 VALVOLINE INC VVVEUR EU 1,865.0 (286.0) 266.0 VECTOR GROUP LTD VGR QT 1,404.0 (253.3) 509.3 VECTOR GROUP LTD VGR US 1,404.0 (253.3) 509.3 VECTOR GROUP LTD VGR GR 1,404.0 (253.3) 509.3 VERISIGN INC VRSN US 2,334.6 (1,200.6) 320.4 VERISIGN INC VRS GR 2,334.6 (1,200.6) 320.4 VERISIGN INC VRSNEUR EU 2,334.6 (1,200.6) 320.4 VERISIGN INC VRS TH 2,334.6 (1,200.6) 320.4 VERSUM MATER 2V1 GR 1,087.5 (134.2) 335.0 VERSUM MATER VSMEUR EU 1,087.5 (134.2) 335.0 VERSUM MATER 2V1 TH 1,087.5 (134.2) 335.0 VERSUM MATER VSM US 1,087.5 (134.2) 335.0 VIEWRAY INC VRAY US 55.8 (33.5) 9.0 WEIGHT WATCHERS WTW US 1,271.0 (1,202.9) (57.2) WEIGHT WATCHERS WW6 GR 1,271.0 (1,202.9) (57.2) WEIGHT WATCHERS WW6 TH 1,271.0 (1,202.9) (57.2) WEIGHT WATCHERS WTWEUR EU 1,271.0 (1,202.9) (57.2) WEST CORP WSTC US 3,440.8 (441.8) 199.7 WEST CORP WT2 GR 3,440.8 (441.8) 199.7 WESTMORELAND COA WME GR 1,719.7 (581.2) (43.5) WESTMORELAND COA WLB US 1,719.7 (581.2) (43.5) WINGSTOP INC WING US 112.3 (79.9) (4.5) WINGSTOP INC EWG GR 112.3 (79.9) (4.5) WINMARK CORP GBZ GR 48.6 (7.9) 15.4 WINMARK CORP WINA US 48.6 (7.9) 15.4 WORKIVA INC 0WKA GR 143.1 (3.1) (1.8) WORKIVA INC WK US 143.1 (3.1) (1.8) YRC WORLDWIDE IN YRCW US 1,770.0 (416.2) 218.9 YRC WORLDWIDE IN YEL1 GR 1,770.0 (416.2) 218.9 YRC WORLDWIDE IN YRCWEUR EU 1,770.0 (416.2) 218.9 YRC WORLDWIDE IN YEL1 TH 1,770.0 (416.2) 218.9 YUM! BRANDS INC YUM SW 5,478.0 (5,656.0) 113.0 YUM! BRANDS INC YUMUSD SW 5,478.0 (5,656.0) 113.0 YUM! BRANDS INC YUM US 5,478.0 (5,656.0) 113.0 YUM! BRANDS INC YUMEUR EU 5,478.0 (5,656.0) 113.0 YUM! BRANDS INC TGR TH 5,478.0 (5,656.0) 113.0 YUM! BRANDS INC TGR GR 5,478.0 (5,656.0) 113.0 YUM! BRANDS INC YUMCHF EU 5,478.0 (5,656.0) 113.0 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2017. 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 or Nina Novak at 202-362-8552. *** End of Transmission ***