/raid1/www/Hosts/bankrupt/TCR_Public/170322.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, March 22, 2017, Vol. 21, No. 80
Headlines
3073 EMMONS: Says It's Not a Small Biz. Debtor, Seeks to Undo Sale
3324 N. CLARK: Has Until April 18 to Use Wintrust Cash Collateral
A QUIVER FULL: Wants Exclusive Plan Filing Moved to July 24
ADAMSVILLE PROPERTIES: NH Buying Adamsville Property for $339K
ADVANCED SOLIDS: Sale of Residential Furniture for $12K Approved
ALEX KODNEGAH: Unsecureds to be Paid in Full Plus 4% Interest
AMERICAN AMMUNITION: Trustee Taps Berkowitz as Tax Accountant
AMERICAN RENAL: Moody's Revises Outlook to Stable & Affirms B2 CFR
AMERICOM AUTOMATION: Case Summary & 20 Largest Unsecured Creditors
ANTHONY LAWRENCE: Seeks to Have Plan Filing Extended Thru July 14
APOLLO SOLAR: Taps Charmoy & Charmoy as Counsel
APOLLO SOLAR: Taps Diversified Financial as Accountant
ARAMARK SERVICES: Moody's Rates New Unsecured Euro Notes Ba3
ATHANAS FENCE: Has Until March 31 to Use JP Morgan Cash Collateral
ATOPTECH INC: Hires Ordinary Course Professionals
ATR GLOBAL: Unsecured Creditors to Recover 100% Over 20 Quarters
AVAYA INC: Court Approves Common Stock Transfer Protocol
AZURE MIDSTREAM: Enteprise Wins Auction With $189M Offer
B&L EQUIPMENT: Total of Unsec. Claims May Be Reduced to $1.5MM
BASS PRO: Bank Debt Trades at 5% Off
BCBG MAX: Seeks to Hire A&G Realty as Real Estate Advisor
BCBG MAX: Seeks to Hire Jefferies as Investment Banker
BCBG MAX: Seeks to Hire Kirkland & Ellis as Legal Counsel
BCBG MAX: Taps Donlin Recano as Administrative Advisor
BEARCAT ENERGY: Hires Buechler & Garber as Counsel
BIG APPLE CIRCUS: Seeks Plan Filing Extension Thru June 19
BLACKTHORN BREWING: Seeks to Hire Broege Neumann as Legal Counsel
BLUEGREENPISTA ENTERPRISES: Taps Turoci Firm as Legal Counsel
BOSTWICK LABORATORIES: Taps Donlin Recano as Claims Agent
CADIZ INC: Incurs $26.3 Million Net Loss in 2016
CAESARS ENTERTAINMENT: Merger With Caesars Acquisition Okayed
CAMP INTERNATIONAL: Moody's Withdraws B3 Corporate Family Rating
CANZONE PLASTER: Voluntary Chapter 11 Case Summary
CHAPARRAL ENERGY: Completes Restructuring, Exits Chapter 11
CHARLES A. KNIGHT: Taps Kohut Law Group as Sale Consultant
CHIEFTAIN STEEL: Floyd Has Until April 14 to Use Cash Collateral
CINCRAM GROUP: Case Summary & 18 Largest Unsecured Creditors
CINRAM GROUP: No Longer in Business, Rejecting Leases
CIRCULATORY CENTER: U.S. Trustee Unable to Appoint Committee
CLIFFDALE COTTAGES: Fayetteville Property Up for April 3 Auction
COMSTOCK RESOURCES: Westcott Reports 7.4% Stake as of March 14
CORE EDUCATION: Hires Broege Neumann as Attorney
CORRUGATED INDUSTRIES: Plan Disclosures Filing Before June 15
COSHOCTON MEMORIAL: Wants Plan Filing Period Moved to April 24
CRET RESTORATION: Case Summary & 12 Unsecured Creditors
CROSSROADS SYSTEMS: Accumulated Losses Raise Going Concern Doubt
CROWN AMERICAS: Moody's Affirms Ba2 CFR; Outlook Still Stable
CUMBERLAND VALLEY: Voluntary Chapter 11 Case Summary
CUMULUS MEDIA: Incurs $510.7 Million Net Loss in 2016
DART MUSIC: Sets Bidding Procedures for All Assets
DEL MONTE: Moody's Lowers Corp. Family Rating to Caa1
DIRECT MEDIA: Wants Exclusive Period Extended by 90 Days
DISPOSAL TEJAS: Taps John Howell as Special Counsel
DYNAMIC PEDIATRIC: Latest Plan to Pay Unsecureds 20% Over 60 Months
EAST TEXAS HOME: Hires Milledge Law as Counsel
ELBARDI INT'L: Unsecureds to Get 37% Monthly Cash Dividend
ELECTRICAL COMPONENTS: $60MM Loan Add-On No Effect on Moody's CFR
ELECTRONIC CIGARETTES: Files for Chapter 7 Bankruptcy Protection
ENPRO INDUSTRIES: $150MM Notes Add-on No Impact on Moody's B1 CFR
ERICKSON INC: Bankruptcy Court Confirms Reorganization Plan
ESPRESSO DREAM: April 11 Disclosure Statement Approval Hearing
EWM INTERNATIONAL: ASB Holding to Auction Assets on March 30
EXCO RESOURCES: Reports $225.2 Million 2016 Net Loss
EXCO RESOURCES: Reports Fourth Quarter and 2016 Results
EXPERIMENTAL MACHINE: Wants Plan Filing Extended Through May 17
FAIR HAVEN: Ups Total Unsecured Claim Amount to $2.6-Mil.
FALCONSTOR SOFTWARE: BDO USA LLP Casts Going Concern Doubt
FANNIE MAE & FREDDIE MAC: Perry Ruling a Case Study in Disingenuity
FLORIDA GLASS: Hires Trenam Kemker as Special Counsel
FLORIDA MOVING: Plan, Disclosures Hearing on April 25
GANDER MOUNTAIN: Taps Houlihan Lokey as Investment Banker
GARDEN OF EDEN: Wants Plan Filing Deadline Moved to June 26
GATOR EQUIPMENT: Disclosure Statement Hearing Set for April 18
GENERAL WIRELESS: Taps Tiger Capital as Liquidation Consultant
GOODMAN NETWORKS: April 20 Hearing on Prepack Plan & Disclosure
GORDMANS STORES: Hires Kutak Rock as Co-Counsel
HEATHER HILLS: Court Extends Exclusivity by 30 Days
HEBREW HEALTH: PCO Recommends Goal Setting, Action Plan
HILLSIDE OFFICE: Has Exclusivity to File Plan Through April 11
HOVNANIAN ENTERPRISES: Stockholders Elect Seven Directors
HUDSON'S BAY: Bank Debt Trades at 2% Off
IHEARTCOMMUNICATIONS INC: Offers to Amend or Exchange Term Loans
IHEARTCOMMUNICATIONS INC: Proposes to Exchange Existing Notes
ILIANA NEUROSPINE: Taps Southwest Financial Services as Accountant
IOWA HEALTHCARE: Has Final Approval to Use Cash Collateral
ITUS CORP: Incurs $3.59 Million Net Loss in First Quarter
J & J CHEMICAL: Taps Deaton & Company as Accountant
J. CREW: Bank Debt Trades at 43% Off
JARED LARSON: Taps Bulie Law Office as Legal Counsel
K.J.B. SPECIALTIES: Case Summary & 12 Unsecured Creditors
KCG HOLDINGS: Moody's Affirms B1 Issuer Rating
KENTISH TRANSPORTATION: Wants to Enter Into Lease With Enterprise
LAKEWOOD AT GEORGIA: Unsecureds to Get $1K Monthly for 60 Mos
LANTHEUS MEDICAL: Moody's Rates New Secured Loans Due 2022 'B2'
LAS VEGAS JOHN: Files Chapter 11 Liquidation Plan
LEVEL 8 APPAREL: Wants Exclusive Plan Filing Extended to July 12
LIL' LODGES: Pearce & Associates to Auction 20 Homes
LILY ROBOTICS: Taps Morris Nichols as Bankruptcy Co-Counsel
LILY ROBOTICS: Taps Orrick Herrington as Bankruptcy Counsel
LILY ROBOTICS: Taps Prime Clerk as Administrative Advisor
LONG BROOK: Unsecureds to Get $200,000 + Portion of Sale Proceeds
LUCKY DUCK: Taps Re/Max Integrity as Real Estate Broker
MAGUMO CORP: Taps Lugo Mender Group as Legal Counsel
MAXUS ENERGY: EOLO Buying Internet Addresses for $721K
MAXUS ENERGY: Sets Sale Procedures for De Minimis Assets
MENCO PACIFIC: Selling 15 Vehicles to CarMax
MICHIGAN SPORTING: A&G Realty to Handle Sale of MC Sports Leases
MOIN LLC: Taps Montez & Williams as Legal Counsel
MONESSEN CITY, PA: Moody's Affirms Ba3 Rating on GO Debt
MONTCO OFFSHORE: Case Summary & 20 Largest Unsecured Creditors
MSES CONSULTANTS: Hires McNeer as Counsel in Suit v. West Virginia
NEOVIA LOGISTICS: Moody's Revises Prob. of Default Rating to Caa2
NETWORK SERVICES: Case Summary & 20 Largest Unsecured Creditors
NL ABROLAT: Seeks to Expand Scope of Fredman Services
NPC INTERNATIONAL: Moody's Affirms B2 Corporate Family Rating
OLD DOMINION: Voluntary Chapter 11 Case Summary
PACIFIC IMPERIAL: Court Approves Sale of Assets to ITA
PADCO ENERGY: Hires Colvin Smith as Special Counsel
PADCO PRESSURE: Taps Colvin Smith for Lawsuit v. Case Energy
PALM BEACH FINANCE: Trustee Taps Hesch as Expert Consultant
PANADERIA Y REPOSTERIA: Taps Modesto Bigas as Legal Counsel
PARKER PORK: Seeks to Hire Lentz Clark as Legal Counsel
PAUL'S LIQUOR: Unsecureds to Recoup 10% in 3 Annual Payments
PETSMART INC: Bank Debt Trades at 3% Off
PHYSICAL PROPERTY: Incurs HK$730,000 Net Loss in 2016
PLAIN LEASING: Hires Khang & Khang as General Bankruptcy Counsel
PRICEVILLE PARTNERS: Wants Continued Services from Accountant
PRINT HARMONY: Seeks to Hire Keane Reese as Special Counsel
PRO ENTERPRISES: Court Grants 60 Days' Exclusivity Extension
PUERTO RICAN PARADE: Taps Bach Law Offices as Legal Counsel
REDBOX WORKSHOP: Case Summary & 20 Largest Unsecured Creditors
REGIS GALERIE: Wants Plan Filing Period Extended Through May 18
RELIABLE RACING: May 13 Plan Outline Hearing
RENNOVA HEALTH: Has Private Placement of $15.8M Convertible Notes
RICEBRAN TECHNOLOGIES: Fails to Comply With Nasdaq Bid Price Rule
ROBERT HILL PC: Hires Thompson Burton as Counsel
ROSETTA GENOMICS: Effects 1-for-12 Reverse Stock Split
SAEXPLORATION HOLDINGS: Incurs $22.1 Million Net Loss in Q4
SAM-ON-DEMAND LLC: Hires Stinson Leonard as Lead Counsel
SANDERS NURSERY: Gets More Time to Confirm Plan Thru April 11
SANDFORD AND SON: To Pay Debts Using $2K Monthly Budget Surplus
SEARS HOLDINGS: Director Alvarez Won't Stand for Re-Election
SECURED ASSETS: Seeks More Time to Confirm Plan Through June 15
SQUARETWO FINANCIAL: Files for Chapter 11 to Sell to Resurgent
STAR GOLDEN: Seeks to Hire Garman Turner as Legal Counsel
STAR GOLDEN: Taps Hire Force Ten Partners as Manager
STEALTH SOFTWARE: Taps Jennings Strouss as New Legal Counsel
STEREOTAXIS INC: Reports $11.8 Million 2016 Net Loss
SUNSHINE OILSANDS: Inks Forbearance Reinstatement Agreement
SWORDS GROUP: Simons Now Consents to Property Sale
TANGO TRANSPORT: Plan Trustee Hires Reid Collins as Counsel
THAT FURNITURE: Case Summary & 20 Largest Unsecured Creditors
TOISA LIMITED: Court Approves Use of Cash Collateral
TOUCHSTONE HOME: U.S. Trustee Unable to Appoint Committee
TUSK ENERGY: To Auction Remaining Assets on March 29
TWO CANAL STREET: Case Summary & 13 Unsecured Creditors
ULTRAPETROL BAHAMAS: Court Confirms Second Amended Prepack Plan
UNIQUE VENTURES: Committee Taps Whiteford Taylor as Counsel
UNIQUE VENTURES: Panel Taps Albert's Capital as Financial Advisor
USI INC: S&P Puts 'B' CCR on CreditWatch Negative
VADNAIS HEIGHTS: S&P Raises Rating on GO Bonds to 'BB'
VANGUARD HEALTH: Hires Ledford Wu as Bankruptcy Counsel
VWELLWEST INC: Taps Jurisprudence Health as Corporate Counsel
WALNUT CREEK: U.S. Trustee Forms 3-Member Committee
WALTER INVESTMENT: S&P Lowers ICR to 'CCC' on 2016 Losses
WESTMORELAND COAL: Financial Errors Delay Form 10-K Filing
WET SEAL: Committee to Hire Province Inc as Financial Advisor
WET SEAL: Hires ASK LLP as Avoidance Claims Counsel
WTE S&S AG: Wants Plan Filing Period Extended Through August 22
YORK RISK: Bank Debt Trades at 2% Off
*********
3073 EMMONS: Says It's Not a Small Biz. Debtor, Seeks to Undo Sale
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Judge Elizabeth S. Stong of the U.S. Bankruptcy Court for the
Eastern District of New York will convene a hearing on April 20,
2017 at 10:30 a.m. to consider 3073 Emmons Avenue Corp.'s request
for an Order finding that (i) the Debtor is not a small business as
defined in 11 U.S.C. Section 101(51D) and (ii) Stabilis Master Fund
III, LLC, violated the automatic stay when it auctioned the
Debtor's real property located at 3073 Emmons Avenue, Brooklyn, New
York ("Property") on March 2, 2017.
The Debtor manages, maintains and operates an Italian Restaurant
doing business under the name Maria's in the Sheepshead Bay section
of Brooklyn. Maria's has been family owned and operated since
1932, although it has been reformatted over the years as family
transformed.
The Debtor also owns the property that the restaurant operates in,
located at the Property. The Property is a small commercial
property with the restaurant on the ground floor and 2 residential
tenants upstairs.
The Debtor had previously filed a Chapter 11 petition on July 24,
2015. That case was filed as a small business debtor. The
petition was dismissed on Oct. 17, 2016.
The reason for the Debtor's filings was due to a default in its
mortgage payments with National Bank of New York City. The Debtor
had been current in its mortgage payments until Oct. 15, 2012, and
then Super Storm Sandy struck, causing devastating damage. The
Sheepshead Bay section of Brooklyn, being surrounded by water, was
devastated more so than other areas of New York. The Debtor was
closed and unable to operate from October 2012 to May 2013 -- when
it opened for full operations.
The subject mortgage was held by National, before it was assigned
on May 7, 2014 to Stabilis. Stabilis is a hedge fund that
purchases troubled debt for a fraction of the outstanding
liability. The Debtor missed its first mortgage payment in October
2012, when Sandy devastated New York and Debtor was unable to
operate. A mere five 5 months later, on March 27, 2013, before the
Debtor was able to fully recover from the damage from Superstorm
Sandy, National (Stabilis' predecessor in interest), declared the
Debtor in default of its obligations under the mortgage and served
a notice of default.
National assigned the mortgage to Stabilis on May 7, 2014.
Thereafter in 2014, Stabilis commenced a foreclosure action in the
Supreme Court, Kings County styled, Stabilis Master Fund III, LLC
v. 3073 Emmons Ave. Corp., Index No. 013428/2014. Stabilis
obtained a default judgment against the Debtor in the foreclosure
action, and subsequently obtained an order of reference and
judgment of foreclosure and sale in 2016.
On Jan. 25, 2017, the Debtor filed its second bankruptcy petition
with the Court. On March 1, 2017, the Debtor amended its
bankruptcy petition correcting an erroneous "small business debtor"
designation. On March 2, 2017, the Debtor's Property was auctioned
by Stabilis at a judicial auction held in the Supreme Court, Kings
County and a bid was accepted.
Despite Stabilis and its legal counsel being notified of the
Debtor's second bankruptcy filing and the applicability of the
automatic stay, it proceeded with the auction of the Property.
Stabilis did not file for relief from the automatic stay pursuant
to 11 U.S.C. Section 362(d), nor did it seek judicial intervention
objecting to the Debtor's status, thereby necessitating the instant
motion. Stabilis alleges that the automatic stay was not in effect
under 11 U.S.C. Section 362, arguing that the Debtor was a small
business case and not entitled to same.
The issues before the Court are (i) the Debtor's status as a small
business debtor, and (ii) whether the automatic stay was in effect
on March 2, 2017, thereby precluding Stabilis from auctioning
Debtor's Property.
When preparing the instant petition for filing, the office used the
first petition as a model, utilizing basic information from it for
inclusion in the second filing. Erroneously, the box for "small
business debtor" was checked in the second petition. This was a
clerical error which was immediately corrected upon discovery.
As evidenced by the schedules submitted with the second petition,
the Debtor does not qualify as a small business. The Debtor's
liabilities exceed that required to be a small business, hence
there was never an intention to file the second petition as a small
business. The Debtor amended its petition on March 1, 2017,
removing the small business designation.
The Debtor asks that the Court makes a determination that the
Debtor is not a small business debtor and that same be
retroactively applied to the initial filing on Jan. 25, 2017.
The Debtor also submits the within application for approval of the
sale of the Debtor's right, title, and interest in the Property to
a bona fide purchaser for value. Notwithstanding the fact that the
auction of the Debtor's Property took place on March 2, 2017, and
the pending Referee's sale, the Debtor has located a purchaser and
seeks approval of this Court to convey the Property to the Abraham
Barakat for the sum of $1,300,000.
A copy of the Sale Agreement attached to the Notice is available
for free at:
http://bankrupt.com/misc/3073_Emmons_27_Sales.pdf
The Debtor came to learn that the high bidder at the auction
submitted a bid in the sum of $1,367,000 which was accepted by
Stabilis. The Debtor believes that $1,300,000 is the current fair
market value of the property and a fair price sale price. While
the price is $67,000 less than the auction bidding, it is close
enough to the auction price to be deemed a reasonable sale price by
the Court.
The fact that the Debtor incurred damages as a result of Stabilis'
violation of the automatic stay, justifies voiding that sale, and
authorizing the Debtor to convey its interests in the Property to
the Purchaser for the benefit of the bankruptcy estate. This would
also be a reasonable sanction imposed upon Stabilis for violating
the automatic stay.
The Property is currently encumbered by a first mortgage in favor
of Stabilis in the approximate sum of $2,200,000, including accrued
interest, escrow, legal fees and late fees. Based upon the
Debtor's presentation of an agreement of sale with a bona fide
purchaser, for market value, the Debtor is hopeful that Stabilis
will not object to these proposed terms and approve the sale to the
Purchaser for $1,300,000.
The proceeds of sale will be used, first to pay any closing costs,
and second, to pay Stabilis the remaining proceeds in satisfaction
of its claim.
Accordingly, the Debtor asks that the Court determine that Stabilis
violated the automatic stay and awards Debtor damages as a result
of same. The Debtor seeks an Order (i) restraining Stabilis and
its agents from conveying or otherwise encumbering the Property
until further order of the Court and (ii) authrozing the Debtor to
convey its right, title, and interest in the Property.
Abraham Barakat is represented by:
Michael Herskowitz, Esq.
1999 Flatbush Ave.
Brooklyn, NY 11234
Telephone: (718) 998-5088
Facsimile: (718) 162-8023
About 3073 Emmons Avenue
3073 Emmons Avenue Corp. manages, maintains and operates an Italian
Restaurant doing business under the name Maria's in the Sheepshead
Bay section of Brooklyn. Maria's has been family owned and
operated since 1932, although it has been reformatted over the
years as family transformed. It also owns the property that the
restaurant operates in, located at 3073 Emmons Avenue, Brooklyn,
New York.
3073 Emmons Avenue Corp. sought Chapter 11 protection (Bankr.
E.D.N.Y. Case No. 17-40284) on Jan. 25, 2017. Judge Nancy Hershey
Lord is assigned to the case. The petition was signed by Jeffrey
Brown, president.
The Debtor estimated assets of $0 to $50,000 and $1 million to $10
million in debt.
The Debtor tapped Daniel C Marotta, Esq., at the Gabor & Marotta,
LLC, as counsel.
3324 N. CLARK: Has Until April 18 to Use Wintrust Cash Collateral
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Judge Donald R. Cassling of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized 3324 N. Clark Street, LLC,
to use Wintrust Bank's cash collateral on an interim basis until
April 18, 2017.
A hearing on the Motion was held on Feb. 28, 2017 at 10:30 a.m.
Pursuant to the Second Interim Cash Collateral Order, the Debtor is
authorized to use cash collateral to pay actual, ordinary and
necessary operating expenses related to the real property commonly
known as 3324 N. Clark Street, Chicago, Illinois, for the purposes
and up to the amounts set forth in the Interim Budget. The use of
Cash Collateral to pay any expense in excess of 10% of any of the
budgeted amounts will require the prior written approval of the
Lender, or further order of the Court with appropriate notice to
the Lender.
The Interim Budget contemplates these scheduled monthly rental
income and operating expenses:
Total Monthly Rental Income: $4,500
a. Salon Lease - 1,500
b. Sign Lease - 3,000
Total Scheduled Expenses: $6,806
a. Real Estate Taxes - 1,097
b. Gas - $145
c. Electric - $145
d. Insurance - $300
e. Repairs - $300
f. Mortgage - $4,819
A copy of the Interim Budget attached to the Order entered on Dec.
1, 2016 is available for free at:
http://bankrupt.com/misc/ilnb16-30934-25.pdf
As adequate protection, the Lender is granted valid, binding,
enforceable and perfected liens and security interests in the real
property, and all proceeds generated from the Property, including
rent proceeds and insurance proceeds, wherever located, to the same
extent, validity and priority held by the Lender prior to the
Petition Date and to the extent of the diminution in the amount of
Cash Collateral used by the Debtor after the Petition Date.
The Lender is further entitled to the following protections for the
use of its cash collateral as further adequate protection: (i)
monthly payments in the amount of $5,916, which will be applied to
outstanding interest, principal and expenses due to Lender, plus
1/12 of the estimated annual real estate taxes for the Property;
and (ii) an administrative priority claim in accordance with
Section 507(b) of the Bankruptcy Code to the extent that the
payments are inadequate.
Any expense that is budgeted for payment in one month but is not
paid in such month will be carried over for payment by the Debtor
in subsequent months, expect for the monthly adequate protection
payment to the Lender in an amount to be further determined by the
Court.
The Debtor must maintain insurance coverage on the Properties and
must pay current real estate taxes for the Properties. The Failure
to maintain insurance coverage and pay taxes under as provided in
the Order, and the failure to cure same within 10 business days
after notice, will constitute an event of default.
The Debtor will not commingle Cash Collateral with monies from
other sources and will deposit all Cash Collateral in a Debtor in
Possession bank account.
The Debtor's right to use Cash Collateral under the terms of the
Interim Order will automatically expire without further action or
notice on April 19, 2017 at 5:00 p.m. A status hearing on the
Debtor's right to use cash collateral will be held on April 18,
2017 at 10:00 a.m.
About 3324 N. Clark Street
3324 N. Clark Street, LLC, sought Chapter 11 protection (Bankr.
N.D. Ill. Case No. 16-30934) on Sept. 28, 2016. The petition was
signed by Simone Singer Weissbluth, manager of WMW Investments,
LLC, the manager of the Debtor. The case is assigned to Judge
Donald R. Cassling. The Debtor estimated assets and liabilities
at $1 million to $10 million at the time of the filing.
The Debtor is represented by Ariel Weissberg, Esq. and Devvrat
Sinha, Esq. at Weissberg and Associates, Ltd. The Debtor also
employs Saul R. Wexler, member of the Law Offices of Saul R.
Wexler, as its special counsel; and Rick Levin & Associates, Inc.
as it’s a real estate broker in connection with the sale of its
real property located at 3324 N. Clark Street, Chicago, Illinois.
No trustee, examiner, or official committee of unsecured creditors
has been appointed.
A QUIVER FULL: Wants Exclusive Plan Filing Moved to July 24
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A Quiver Full, Inc. filed with the U.S. Bankruptcy Court for the
Northern District of Georgia a second motion seeking extension of
its exclusive right to file and solicit acceptances of a plan of
reorganization, through and including July 24, 2017, and August 23,
2017, respectively.
Absent an extension, the Debtor's exclusive plan filing period is
slated to expire on April 24 and its exclusive solicitation period
on May 24.
The Debtor informs the Court that it is still attempting to
negotiate a plan with its major creditors as well as a potential
sale of the company to interested buyers.
About A Quiver Full
A Quiver Full, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 16-66793) on September
23, 2016. The petition was signed by Jeff Whitmire, authorized
representative. The Debtor is represented by William A. Rountree,
Esq. at Macey,Wilensky & Hennings, LLC. At the time of the filing,
the Debtor estimated assets and liabilities of less than $500,000.
ADAMSVILLE PROPERTIES: NH Buying Adamsville Property for $339K
--------------------------------------------------------------
Adamsville Properties, LLC, asks the U.S. Bankruptcy Court for the
Western District of Pennsylvania to authorize the private sale of
commercial real estate and improvements located at 3982 Main
Street, Adamsville, Pennsylvania, bearing Crawford County Tax
Identification No. 2605-043-44-52-1, to NH Medicinals (Minnesota),
Inc., for $339,000, subject to higher and better offers.
A hearing on the Motion is set for April 17, 2017 at 11:30 a.m.
The objection deadline is April 3, 2017.
The Bankruptcy Case is a Single Asset Real Estate Bankruptcy Case.
It was filed to allow the Debtor more time to market and sell its
sole asset, the Property, as a going concern to the bidder making
the highest and best offer.
On Dec. 29, 2016, the Court entered an Order authorizing the
employment of Andy Bacallao and RE/MAX Hometown Realty as realtor
for the Debtor. TE/MAX was retained to, inter alia, promote the
sale or disposition of the Debtor's Property.
Commencing in on Dec. 29, 2016, RE/MAX listed the Property for sale
and engaged in a targeted campaign to market the Property to
potentially interested and qualified buyers. Subject to Bankruptcy
Court approval, the Debtor has entered into an Agreement for the
Sale of Commercial Real Estate to sell the Property to the Buyer.
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/Adamsville_Properties_48_Sales.pdf
The Property to be sold to the Buyer includes/excludes the fixtures
and personal property described in Paragraph 5 of the Agreement,
which incorporates the sale of a non-debtor asset with consent from
the non-debtor affiliated entity. Paragraph 7 of the Agreement
provides for no financing contingency. However, Paragraph 30(B)
provides that the purchase is contingent upon Buyer successfully
procuring a Pennsylvania business license, which is anticipated to
occur in May or June of 2017.
The consideration to be paid by the Buyer at the time of closing
for the Property to be sold in accordance with the Agreement is
$339,000, subject to higher offers at the time of the Court sale
confirmation hearing.
The Property had been listed by RE/MAX for $339,000. No other
viable offers were received.
The sale is conditioned upon (i) the conveyance of the Property to
the Buyer free and clear of liens, claims, encumbrances and other
interest; (ii) Bankruptcy Court approval of the sale; and (iii) a
licensing contingency that must be satisfied. The licensing
contingency must be satisfied before the time of the sale closing.
These respondents have claims and liens against the Property to be
sold, in order of priority:
a. Crawford County holds pre-Petition delinquent real
estate tax liens against the Property in the amount of $113,495,
and current post-Petition tax claims in the amount of approximately
$7,300, for a total in the amount of approximately $120,795.
b. West Fallowfield Township holds a second municipal
sewer lien against the Property in the amount of $3,973.
Upon information and belief, after the payment of all closing
costs, including realtor's commission, legal fees, and additional
charges, which are currently estimated to total in excess of
$37,000, there will be sale proceeds available to pay creditors in
full.
The Debtor asks that the proposed sale of the Property be ordered
to take place free and clear of all liens, claims, encumbrances and
other interests.
The Debtor asks that the costs of sale be paid in full from the
proceeds of sale before any distribution to creditors. The costs of
sale will include a 6% realtor's commission ($20,340);
approximately $15,000 in estimated legal fees; sewer, water, and
advertising costs totaling approximately $5,000; and, current real
estate taxes in the estimated amount of $7,300 to be paid at the
time of closing. Therefore, the total amount to be paid at or
about the time of closing based upon a $339,000 sale price, in
advance of any distribution to unsecured creditors, is
approximately $156,940.
The best interests of creditors and the estate will be served if
the Debtor is authorized to sell the Property in the form and
manner contemplated by the Agreement, subject to higher and better
offers at the time of the Court's sale confirmation hearing.
The Buyer understands that the Debtor is obligated to present the
Motion for Court approval and that other parties will be given an
opportunity to bid more for the Property. Any higher bid, however,
must be submitted in accordance with a court-ordered or
court-authorized bidding procedure. If a substantially higher bid
is received in accordance with a court-ordered or court-authorized
bidding procedure, the proposed private sale to Buyer will be
denied and a public auction will be held in the Court at the time
of the sale hearing.
The Buyer also understands that all of the contingencies must be
satisfied prior to the sale confirmation hearing date. The bidding
procedure usually requires that the terms and conditions of any
competing bid must be the same as the terms and conditions set
forth in the Agreement, except for the increased purchase price.
The Purchaser can be reached at:
Jim Frazier, CEO
NH MEDICINALS (MINNESOTA), INC.
100 South 16 E st., Suite 1075
Minneapolis, MN 55402
Telephone: (921) 576-7171
E-mail: jfrazier@nutritionalhigh.com
About Adamsville Properties
Adamsville Properties, LLC, sought Chapter 11 protection (Bankr.
W.D. Pa. Case No. 16-10923) on Sept. 22, 2016. The Petition
was signed by its President, John Medas. At the time of filing,
the Debtor had both assets and liabilities estimated to be between
$100,000 to $500,000 each.
The Debtor is represented by Michael P. Kruszewski, Esq., at The
Quinn Law Firm. The Debtor seeks to employ Re/Max Hometown Realty
as its real estate broker.
An official committee of unsecured creditors has not been
appointed
in the Chapter 11 case.
ADVANCED SOLIDS: Sale of Residential Furniture for $12K Approved
----------------------------------------------------------------
Judge Ronald B. King of the U.S. Bankruptcy Court for the Western
District of Texas authorized Advanced Solids Control, LLC's sale of
personal property described as residential furniture from one of
the rental properties located in Carlsbad, New Mexico, to Steven
Freitag for $12,000.
The sale is free and clear of all liens, claims and encumbrances.
The Debtor has no liens against the furniture, and the Debtor is
authorized to use the net sales proceeds to assist it with its
reorganization efforts and the payment of creditors of the Estate.
A copy of the list of furniture to be sold attached to the Order is
available for free at:
http://bankrupt.com/misc/Advanced_Solids_52_Order.pdf
About Advanced Solids Control
Advanced Solids Control, LLC, is an oilfield service company
specializing in solids control for land-based oil and gas drilling
operations.
Advanced Solids sought Chapter 11 protection (Bankr. W.D. Tex.
Case No. 16-52748) on Dec. 2, 2016. The petition was signed by W.
Lynn Frazier, managing member. The Debtor estimated assets in the
range of $0 to $50,000 and $500,001 to $1,000,000 in debt.
The Debtor tapped William R. Davis, Jr., Esq., at Langley &
Banack, Inc., as counsel.
ALEX KODNEGAH: Unsecureds to be Paid in Full Plus 4% Interest
-------------------------------------------------------------
Alex Kodnegah, Inc., filed with the U.S. Bankruptcy Court for the
Southern District of California a combined chapter 11 plan of
reorganization and disclosure statement, dated March 9, 2017.
The plan proposes to pay secured Creditor San Diego County Tax
Collector its entire claim as may be allowed by the Court on or
before August 1, 2019, or upon sale or refinancing of the Debtor's
San Diego real property, whichever occurs earlier. Any such sale or
refinancing shall be upon application to and approval of the Court.
Any such refinance may result from Debtor, with the Court's
approval, entering into a joint venture regarding the subject San
Diego real property.
The Debtor proposes to pay secured creditor
Milligan/Bridle/Stillwagon its entire claim as allowed by the court
at the same time as it pays creditor San Diego County Tax
Collector. The Debtor proposes to pay the $3,508.98 claim of
Creditor California Franchise Tax Board and the $400 claim of the
IRS immediately after its payment to Creditor
Milligan/Bridle/Stillwagon.
The Debtor also plans to pay unsecured creditors 100% of their
allowed claim plus 4% per annum. These claims are the $1,500
unsecured claim of Creditor Blackstone Engineering, the $1,294.90
unsecured small claim of the Franchise Tax Board and any
Court-approved claim of disputed Creditor Sena Investment,
Inc./Griffith Consulting, Inc.
During the Plan period, the Debtor intends to do whatever it can to
further increase the value of its San Diego real property,
including taking steps to obtain the rights to file construction
plans and commence construction thereon.
During the Plan period, the Debtor also intends to object to the
claim of Creditor(s) Sena Investment, Inc./Griffith Consulting,
Inc. and to recover all sums owed Debtor by such Creditor(s) and
likewise intends to object to the Claims of Creditor
Milligan/Bridle/Stillwagon and the San Diego County Tax Collector
unless Debtor's disputes of the claims of such creditors can be
resolved without any such objection being filed.
The Disclosure Statement is available at:
http://bankrupt.com/misc/casb16-04846-11-100.pdf
About Alex Kodnegah
Alex Kodnegah, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. S. D. Calif. Case No. 16-04846) on Aug. 5, 2016. The
petition was signed by Alex Kodnegah, president. The case is
assigned to Judge Margaret M. Mann. At the time of the filing,
the
Debtor estimated its assets at $1 million to $10 million and debts
at $100,000 to $500,000.
The Debtor is represented by Bruce R. Babcock, Esq., at the Law
Office of Bruce R. Babcock.
AMERICAN AMMUNITION: Trustee Taps Berkowitz as Tax Accountant
-------------------------------------------------------------
Kenneth A. Welt, the Liquidating Trustee of American Ammunition,
Inc., et al., seeks authority from the U.S. Bankruptcy Court for
the Southern District of Florida to employ Berkowitz Pollack Brant
Advisors and Accountants as tax accountant to the Trustee.
The Trustee requires Berkowitz to prepare the Debtors' federal and
state tax returns for the years 2008 through 2017.
Berkowitz will be paid at these hourly rates:
Director $465
Manager $250
Staff $135-$140
Berkowitz will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Andreea Cioara, director of Berkowitz Pollack Brant Advisors and
Accountants, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and (a) are not creditors, equity security holders or insiders
of the Debtor; (b) have not been, within two years before the date
of the filing of the Debtor's chapter 11 petition, directors,
officers or employees of the Debtor; and (c) do not have an
interest materially adverse to the interest of the estate 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 Debtor, or for any other reason.
Berkowitz can be reached at:
Andreea Cioara
BERKOWITZ POLLACK BRANT ADVISORS AND ACCOUNTANTS
515 E. Las Olas Boulevard, 15th and 16th Floor
Ft. Lauderdale, FL 33301-4267
Tel: (954) 712-7000
Fax: (954) 712-7070
About American Ammunition, Inc.
American Ammunition Inc., based in Miami, Florida, F&F Equipment,
Inc. (Case No. 08-23828), and Industrial Plating Enterprise Co.
(Case No. 08-23836), filed a Chapter 11 petition (Bankr. S.D. Fla.
Lead Case No. 08-23819) on September 23, 2008. Coralee G. Penabad,
Esq., at Hellinger & Penabad, PA, to serve as bankruptcy counsel.
In its petition, the Debtor estimated $400,000 in assets and
$1,966,477 in liabilities.
AMERICAN RENAL: Moody's Revises Outlook to Stable & Affirms B2 CFR
------------------------------------------------------------------
Moody's Investors Service changed the rating outlook for American
Renal Holdings, Inc. to stable from positive. Moody's also affirmed
all of the company's ratings, including the B2 Corporate Family
Rating, B2-PD Probability of Default Rating, B2 ratings on its
senior secured credit facilities, and SGL-2 Speculative Grade
Liquidity Rating.
The outlook change reflects American Renal's relatively weak
operating performance, and costs to open new dialysis centers which
have pressured the company's earnings. This has resulted in
financial leverage increasing to levels that are unlikely to
support a higher rating over the intermediate term.
Ratings affirmed:
American Renal Holdings, Inc.
Corporate Family Rating at B2
Probability of Default Rating at B2-PD
Senior secured revolving credit facility expiring 2018 at B2 (LGD
3)
Senior secured term loan due 2019 at B2 (LGD 3)
Speculative Grade Liquidity Rating at SGL-2
The outlook was revised from positive to stable.
RATINGS RATIONALE
American Renal's B2 Corporate Family Rating reflects the company's
high financial leverage, aggressive new clinic opening strategy,
and modest free cash flow. The rating also reflects the company's
modest size and Moody's expectation that it will use
internally-generated cash to fund the development of new clinics.
Finally, the rating reflects the company's sole focus on the
dialysis services marketplace and its high concentration of
revenues from government based programs.
The rating benefits from the company's strategy of developing
clinics in partnership with practicing nephrologists. This has
aligned the interests of the company and its physician partners who
are a key source of patient referrals. It also results in the
fairly rapid maturation of newly developed centers. The rating also
reflects the relatively stable business profile characterized by
increasing incidences of end stage renal disease and the medical
necessity of the service provided.
The stable outlook reflects Moody's expectation that American
Renal's credit metrics will be challenged in the near-term by
shifts in payor mix and reimbursement pressure. It also reflects
Moody's belief that the company will use future cost savings and
continued new clinic growth to mitigate the earnings impact of the
above-noted headwinds.
The SGL-2 Speculative Grade Liquidity Rating, indicating good
liquidity, reflects American Renal's sizeable cash balance and the
availability of a $100 million committed revolving credit facility
which is largely undrawn. Moody's also notes American Renal's need
to refinance its revolver which expires in March 2018.
The ratings could be upgraded if American Renal expands its revenue
and earnings, geographically diversifies its clinic base, and
strengthens its credit metrics. Specifically, the company would
need to sustain adjusted debt to EBITDA below 4.5 times.
The ratings could be downgraded if the company undertakes material
debt-funded acquisitions, or sustains debt to EBITDA above 6.5
times. A downgrade could also result from the company experiencing
a deterioration in liquidity, or a failing to improve free cash
flow.
American Renal is a provider of outpatient dialysis services to
patients with chronic kidney failure. At December 31, 2016,
American Renal operated 214 centers in 25 states and the District
of Columbia. The centers are jointly owned with nephrologists. The
company is 58% owned and controlled by private equity sponsor
Centerbridge Partners, L.P. Revenues are approximately $750
million.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
AMERICOM AUTOMATION: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Americom Automation Services, Inc.
A New Mexico Corporation
705 N. Alameda Blvd
Las Cruces, NM 88005
Case No.: 17-10639
About the Debtor: AmeriCom Automation Services Inc. --
americomonline.net -- established in
September 1997, is a nationwide installation
and service company specializing in
structured cabling services, network
infrastructure, telecommunications systems
installation & maintenance, security
systems, and managed IT Services.
Chapter 11 Petition Date: March 20, 2017
Court: United States Bankruptcy Court
District of New Mexico (Albuquerque)
Judge: Hon. Robert H. Jacobvitz
Debtor's Counsel: R Trey Arvizu, III, Esq.
ARVIZULAW.COM, LTD.
P.O. Box 1479
Las Cruces, NM 88004-1479
Tel: 575-527-8600
Fax: 575-527-1199
E-mail: trey@arvizulaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Justin Pelayo, president/director.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nmb17-10639.pdf
A meeting of creditors under Sec. 341(a) of the Bankruptcy Code
will be held on April 20, 2017, at 2:00 p.m. at Albuquerque: 500
Gold Ave SW, Room 12411.
ANTHONY LAWRENCE: Seeks to Have Plan Filing Extended Thru July 14
-----------------------------------------------------------------
Anthony Lawrence of New York Inc. asks the U.S. Bankruptcy Court
for the Eastern District of New York to extend its plan exclusivity
period to July 14, 2017, and its solicitation exclusivity period to
September 14, 2017.
Absent an extension, the Debtor's exclusive plan filing period is
slated to expire on April 17, 2017.
The Debtor cites that it previously focused on litigation with its
former counsel, which took a significant amount of time. The
Debtor's business has been doing very well and the Debtor can now
seek to propose a plan without waiting for when it is to recover
potential funds from the litigation.
The Debtor has also contacted the claimants for which it may need
to object to their claims.
Since the last extension request, the Debtor's counsel have met
with its accountants on projections for the remainder of the year,
and the Debtor is now in a position to negotiate a plan, which the
Debtor is currently preparing.
The Debtor and its accountant are in the process of examining its
books and records and filed claims which is essential so that the
Debtor can make informed decisions when negotiating the plan. The
Debtor is confident that it can reorganize and formulate a
successful chapter 11 plan.
The Debtor is represented by:
Rachel S. Blumenfeld
Law Office of Rachel S. Blumenfeld PLLC
26 Court Street, Suite 2220
Brooklyn, New York 11242
Tel No: (718) 858-9600
Fax No: (718) 858-9601
Email: rblmnf@aol.com
About Anthony Lawrence of New York, Inc.
Headquartered in Long Island City, New Yok, Anthony Lawrence of New
York, Inc., filed for Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 15-44702) on Oct. 15, 2015, estimating its assets
at up to $50,000 and its liabilities at between $1 million and $10
million. The petition was signed by Joseph J. Calagna, president.
Judge Elizabeth S. Stong presides over the case.
The Debtor is engaged in the business of custom manufacturing of
furniture and window treatments for the wholesale market only.
James P Pagano, Esq., was formerly tapped to serve as the Debtor's
bankruptcy counsel. The Law Office of Rachel S. Blumenfeld PLLC
now represents the Debtor.
APOLLO SOLAR: Taps Charmoy & Charmoy as Counsel
-----------------------------------------------
Apollo Solar, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Connecticut to employ Charmoy & Charmoy as
counsel.
The professional services to be rendered by the counsel are:
a. to give the Debtor legal advice with respect to its powers
and duties as debtor-in-possession in the continued operation of
its business;
b. to prepare, on behalf of the debtor-in-possession,
disclosure statement, answers, orders, reports, plan and other
legal papers;
c. to perform all other legal services for the Debtor as
debtor-in-possession which may be necessary, including the
preparation and filing of modified plans, if those are deemed
necessary and proper, and to examine, advice and secure the
necessary consent in and relating to any executory contracts, which
may be material and important to the maintenance of this business,
and it is necessary for the Debtor to employ an attorney for such
professional services.
The firm's hourly rates, subject to yearly increase, are:
Scott Charmoy: $375.00
Sheila Charmoy: $400.00
Paralegal: $110.00
Scott M. Charmoy, Esq., at Charmoy & Charmoy, attests that neither
he nor any member of the firm represents any interest adverse to
the Debtor as Debtor-in-possession, or the estate in the matters
upon which the Firm is to be engaged, and are therefore
disinterested persons within the meaning of 11 U.S.C. Section
101(14).
The Firm can be reached through:
Scott M. Charmoy, Esq.
CHARMOY & CHARMOY
1700 Post Road, Suite C-9
P.O. Box 804
Fairfield, CT 06824
Tel: (203) 255-8100
Fax: 203-255-8101
E-mail: scottcharmoy@charmoy.com
About Apollo Solar
Headquartered at Fairfield, Connecticut, Apollo Solar provides the
residential, commercial, and remote telecom Photovoltaic (PV)
markets with innovative, technologically superior electronics that
have served industrial clients for decades. Apollo filed for
Chapter 11 bankruptcy (Bankr. D. Conn. Case No. 17-50247) on March
7, 2017. The petition was signed by John Pfeifer, president.
Apollo is represented by Scott Charmoy, Esq., at Charmoy & Charmoy.
The Hon. Julie A. Manning presides over the case.
As of the time of filing, the Debtor declared $50,000 estimated
assets and $1 million to $10 million estimated liabilities.
APOLLO SOLAR: Taps Diversified Financial as Accountant
------------------------------------------------------
Apollo Solar, Inc., seeks authority from the U.S. Bankruptcy Court
for the District of Connecticut to employ Diversified Financial
Solutions, PC as accountant to the Debtor.
Apollo Solar requires Diversified Financial to:
(a) prepare and complete its regular and customary yearly tax
returns for the fiscal year and towards this end,
including if necessary preparation of balance sheets,
income statements and statements of changes of financial
position and the like;
(b) provide client assistance, if necessary with the
preparation of monthly operating reports which include
statements of aged payables and receivables and any other
financial statements necessary to meet the Court's
requirements;
(c) assist the Debtor in the preparation of any plan of
reorganization;
(d) consult with the Debtor, creditors, their attorneys and
others on accounting, tax and financial matters and to
provide such other professional services as may be
required; and
(e) provide bookkeeping services to the Debtor as required.
Diversified Financial will be paid at these hourly rates:
Mark A.Burns, CPA $230
Nancy Laracuenta, Accountant $85
Kristin Stanziale, Bookkeeper $60
Shannon Shove, Bookkeeping Assistant $50
Diversified Financial is subject to a fee cap of $25,000 of the
total fees charged.
Diversified Financial will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Mark A.Burns, CPA, and employee of Diversified Financial Solutions,
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.
Diversified Financial can be reached at:
Mark A.Burns
DIVERSIFIED FINANCIAL SOLUTIONS, PC
100 Main St. North, Suite 204
Southbury, CT 06488
Tel: (203) 264-3131
About Apollo Solar, Inc.
Apollo Solar, Inc. filed a Chapter 11 petition (Bankr. D. Conn.
Case No. 17-50247), on March 7, 2017. The petition was signed by
John Pfeifer, president. The case is assigned to Judge Julie A.
Manning. The Debtor is represented by Scott M. Charmoy, Esq. at
Charmoy & Charmoy. At the time of filing, the Debtor had less than
$50,000 in estimated assets and $1 million to $10 million in
estimated liabilities.
ARAMARK SERVICES: Moody's Rates New Unsecured Euro Notes Ba3
------------------------------------------------------------
Moody's Investors Service rated Aramark Services, Inc.'s proposed
senior unsecured Euro notes due 2025 at Ba3.
The net proceeds of the proposed notes, along with funds from its
previously-announced multi-currency revolving credit facility due
2022, multi-currency term loan A due 2022, Japanese yen term loan C
due 2022, U.S. dollar term loan B due 2024 and U.S. dollar senior
unsecured notes due 2025, will be used to repay existing
indebtedness.
Issuer: Aramark Services, Inc
Assignments:
-- Senior Unsecured Regular Bond, Assigned Ba3 (LGD5)
RATINGS RATIONALE
Aramark's Ba2 CFR reflects Moody's expectations of debt to EBITDA
around 4 times, low single digit revenue growth (on a constant
currency basis) and slowly improving profitability, with EBITA
margins expected around 6.5%. Moody's considers Aramark's business
stable and predictable, with long term contracts and fixed asset
investments providing high revenue visibility and meaningful
competitive barriers. The reversal in 2016 of declines in
profitability experienced in 2014 and 2015, when EBITA margins were
down by about 100 basis points to 5.3%, provides support for
Moody's expectations for ongoing, albeit gradual, profit increases
in fiscal 2017 (ends September). Business risks include labor
tightness in Aramark's core US market, working capital seasonality
and competition from larger companies in the food and related and
uniform services markets. Revenue growth will be driven by modest
price increases with existing customers, new client additions and
new products. Growth in free cash flow will be aided by management
and business process improvement initiatives. Investments in
capital expenditures associated with new and expanded contracts and
expected share repurchase activity could slow the pace of debt
reduction. Very good liquidity is provided by about $300 million of
anticipated free cash flow, cash balances expected to be at least
$100 million and significant availability under revolving credit
and receivables securitizations facilities, which Moody's
anticipates will be used seasonally.
All financial metrics cited reflect Moody's standard analytical
adjustments.
The stable ratings outlook reflects Moody's expectations for some
revenue growth and EBITA margins around 6.5%. The ratings could be
upgraded if Moody's expects Aramark will sustain: 1) debt to EBITDA
below 3.5 times; 2) improved free cash flow; and 3) a commitment to
conservative financial policies. The ratings could be downgraded
if, as a result of some combination of poor results from
operations, acquisitions or shareholder-friendly actions, Moody's
expects: 1) revenue growth to slow; 2) EBITA margins to remain
below 6%; or 3) debt to EBITDA to be maintained around 4.5 times.
The principal methodology used in this rating was Business and
Consumer Service Industry published in October 2016.
Aramark is a provider of food and related services to a broad range
of institutions and is the second largest provider of uniform and
career apparel in the United States. Moody's expects fiscal 2017
(ending September) revenue to approach $15 billion.
ATHANAS FENCE: Has Until March 31 to Use JP Morgan Cash Collateral
------------------------------------------------------------------
Judge Timothy A. Barnes of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized Athanas Fence Co., Inc.,
to use JP Morgan Chase Bank, NA cash collateral on an interim basis
through and including March 31, 2017.
A further hearing to consider the Motion and entry of a final cash
collateral order will be held on March 28, 2017 at 10:30 a.m.
(CT).
The Debtor's permission to use the Cash Collateral as provided will
be for the period commencing on the Petition Date to and including
March 31, 2017.
To the extent that the Bank has valid, perfected, and enforceable
security interests, or other interests, in Debtor's cash and/or
accounts receivable and other collateral that may be reduced to
cash, the Debtor may use the Cash Collateral to pay those items
delineated in the Cash Collateral Budget, with a variance from
actual-to-projected weekly disbursements not to exceed 10%, on a
cumulative basis.
The Cash Collateral Budget contemplates these total monthly income
and expenses:
Total Monthly Income: $58,115
Sales - $58,115
Total Monthly Expenses: $50,491
a. Rent - $1,100
b. Telephone - $450
c. Salaries - $15,400
d. Insurance - $1,641
e. Cash Collateral payment to IRS
f. Payroll Taxes
g. Cost of goods - $15,000
h. Gas - $600
i. IT - $300
j. Payment to Chase - $1,661
k. Vehicles Payments - $2,000
l. Subcontractors: Ezequiel - $6,000
Lucas - $4,000
Ramiro - $4,000
A copy of the Cash Collateral Budget attached to the Order is
available for free at:
http://bankrupt.com/misc/ilnb17-03883_14_Cash_Athanas_Fence_Co_Inc.pdf
As adequate protection for any interests of the Bank in the Cash
Collateral, the Bank is granted replacement liens upon, and
security interests in, Debtor's postpetition cash and accounts
receivable in the same priority as the Bank's existing, prepetition
liens (to the extent valid), and in no event to exceed the type,
kind, priority and amount, if any, of their security interests
which existed on the date that the Debtor filed its petition to
commenced the case.
In the event actual weekly disbursements exceed the Cash Collateral
Budget by more than 10% on a cumulative basis, the Bank may file a
motion for relief from the automatic stay provided in Section 362
of the Bankruptcy Code; except that the Bank will not be entitled
to such a hearing on the basis if actual disbursements are greater
than 10% above the Cash Collateral Budget on a cumulative basis.
Nothing in the Interim Cash Collateral Order will limit the rights
of the Bank to assert any claims or the rights of the Debtor, any
committee appointed in the case, or any other entity to contest the
validity, priority, perfection or amount of the Secured Claims.
The Debtor will make monthly adequate protection payments to the
Bank of $1,365 consisting of principal and interest on the Business
Line of Credit and $297 on the Business Installment Loan.
The Interim Cash Collateral Order is immediately enforceable upon
entry. Within 48 hours of entry of the Interim Cash Collateral
Order, the Debtor will serve all Notice parties a copy of Interim
Cash Collateral Order.
About Athanas Fence Co.
Athanas Fence Co., Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 17-03883) on Feb. 10,
2017. The petition was signed by James J. Athanas, president. The
case is assigned to Judge Timothy A. Barnes. At the time of the
filing, the Debtor estimated assets of less than $50,000 and
liabilities of less than $500,000.
ATOPTECH INC: Hires Ordinary Course Professionals
-------------------------------------------------
Atoptech, Inc., seeks authority from the U.S. Bankruptcy Court for
the District of Delaware to employ Ordinary Course Professionals to
the Debtor.
The Debtor seeks to hire these Ordinary Course Professionals:
Name Services Provided
Law Office of Daphne L. Wang Immigration-related
services
Van Pelt, Yi & Janes LLP Patent maintenance-
related services,
management and
maintenance.
Wang is subject to a monthly fee cap of $3,800, while Van Pelt is
subject to a monthly fee cap of $6,200.
The Debtor has made one post-petition payment to the Wang, in the
amount of $1,350 which the Debtor will demand be disgorged in the
event the motion is not approved.
To the best of the Debtor's knowledge, the firm are 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.
The Ordinary Course Professionals can be reached at:
Law Office of Daphne L. Wang
57 W El Camino Real
Mountain View, CA 94040
Tel: (650) 390-9888
Van Pelt, Yi & Janes LLP
10050 N. Foothill Blvd., Suite 200
Cupertino, CA 95014
Tel: (408) 973-2585
About ATopTech, Inc.
ATopTech, Inc. -- http://www.atoptech.com/-- is in the business of
IC physical design. ATopTech claims its technology offers the
fastest time to design closure focused on advanced technology
nodes. The use of state-of-the-art multi-threading and distributed
processing technologies speeds up the design process, resulting in
unsurpassed project completion times.
ATopTech, Inc., sought Chapter 11 protection (Bankr. D. Del. Case
No. 17-10111(MFW)) on Jan. 13, 2017. The petition was signed by
Claudia Chen, vice president, finance. The case is assigned to
Judge Mary F. Walrath.
The Debtor estimated assets and liabilities in the range of $10
million to $50 million.
ATopTech has employed Dorsey & Whitney as bankruptcy counsel and
Cowen and Company as its investment banker. Wilson Sonsini Goodrich
& Rosati, Professional Corporation, serves as corporate and
transactional counsel to ATopTech. Grant Thornton serves as tax
counsel; and Arnold & Porter serves as litigation counsel. Epiq
Bankruptcy serves as claims and notice agent.
ATR GLOBAL: Unsecured Creditors to Recover 100% Over 20 Quarters
----------------------------------------------------------------
ATR Global Resources, LLC, on March 9, 2017, filed a motion asking
the U.S. Bankruptcy Court to conditionally approve its small
business disclosure statement along with its proposed chapter 11
plan of reorganization.
On the same date, the Court conditionally approved the disclosure
statement and set the following schedules:
-- April 18, 2017, is fixed as the last day for filing written
acceptances or rejections of the Debtor's proposed Chapter 11 plan
which must be received by 5:00 p.m.
-- April 14, 2017, is fixed as the last day for filing and serving
written objections to: final approval of the Debtor's Disclosure
Statement or confirmation of the Debtor's proposed Chapter 11 plan
-- The hearing to consider final approval of the Debtor's
Disclosure Statement and to consider the confirmation of the
Debtor's proposed Chapter 11 Plan is fixed and shall be held on
April 20, 2017 at 9:30 a.m. in the Plano Bankruptcy Courtroom, 660
N. Central Expressway, Third Floor, Plano, Texas 75074.
The Debtor's plan proposes to pay Class 4 general unsecured
creditors 100% of their allowed claims. Each claimant will be paid
by the Reorganized Debtor from an unsecured creditor pool, which
shall be funded at the rate of $300 per quarter for quarters 1
through 4; $600 per quarter for quarters 5 through 8; and $785 per
quarter for quarters 9 through 20. Each allowed Class 4 claim
holder will receive their pro rata distribution from the unsecured
creditor pool.
The Debtor believes that it will have enough cash on hand on the
Effective Date of the Plan to pay all the claims and expenses that
are entitled to be paid in that date. As of Jan. 31, 2017, the
Debtor has approximately $24,735.62 on deposit in its bank account.
Additionally, the Debtor anticipates funds from continued business
operations.
The Disclosure Statement is available at:
http://bankrupt.com/misc/txeb16-41995-37.pdf
About ATR Global
ATR Global Resources, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Tex. Case No. 16-41995) on October 31, 2016,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Robert T. DeMarco, Esq., at
Demarco-Mitchell, PLLC.
AVAYA INC: Court Approves Common Stock Transfer Protocol
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
entered a final order approving the disclosure procedures filed by
Avaya Inc. and its debtor-affiliates for certain transfers of and
declaration of worthlessness with respect to beneficial ownership
stock and preferred stock.
Under the order, a 50% shareholder may not claim a worthless stock
deduction with respect to beneficial ownership of common stock or
preferred stock, in violation of the procedures, and any such
deduction in violation of the procedures will be null and void ab
initio, and the 50% shareholder will be required to file an amended
tax return revoking the proposed deduction.
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.
AZURE MIDSTREAM: Enteprise Wins Auction With $189M Offer
--------------------------------------------------------
Enterprise Products Partners L.P. on March 15, 2017, disclosed that
one of its affiliates has executed a definitive agreement to
acquire the midstream business and assets of Azure Midstream
Partners, L.P. and its operating subsidiaries in East Texas and
North Louisiana. The agreement was the result of Azure's
bankruptcy auction proceedings, which Enterprise won with a bid
price of $189 million. The United States Bankruptcy Court for the
Southern District of Texas entered an order approving the sale by
Azure to Enterprise’s affiliate on March 15, 2017.
The assets include over 960 miles of natural gas gathering
pipelines, three natural gas processing facilities with an
aggregate capacity of approximately 210 million cubic feet per day
and two 10,000 barrel per day NGL pipelines. These assets are
located in Panola, Harrison, Angelina, Shelby, San Augustine,
Sabine, Nacogdoches and Rusk counties, Texas and DeSoto and Caddo
parishes, Louisiana. The system serves production from the
Haynesville shale, Bossier, Cotton Valley and Travis Peak
formations.
"We are pleased to acquire these assets," said William Ordemann,
executive vice president of Enterprise's general partner. "These
assets are very complementary to our East Texas NGL, Texas
Intrastate natural gas pipeline, and our Haynesville gathering and
Acadian natural gas pipeline systems. This transaction is expected
to be immediately accretive to our distributable cash flow per
unit."
This transaction is subject to customary regulatory approval and
closing conditions. Enterprise expects to close the transaction as
soon as practicable after such regulatory approvals and closing
conditions have been satisfied, which is expected to occur as early
as April, 2017.
Andrews Kurth Kenyon LLP acted as legal advisor to Enterprise in
connection with the transaction.
About Enterprise Products Partners
Enterprise Products Partners L.P. is one of the largest publicly
traded partnerships and a leading North American provider of
midstream energy services to producers and consumers of natural
gas, NGLs, crude oil, refined products and petrochemicals. Its
services include: natural gas gathering, treating, processing,
transportation and storage; NGL transportation, fractionation,
storage and import and export terminals; crude oil gathering,
transportation, storage and terminals; petrochemical and refined
products transportation, storage and terminals; and a marine
transportation business that operates primarily on the United
States inland and Intracoastal Waterway systems. The
partnership’s assets include approximately 49,300 miles of
pipelines; 260 million barrels of storage capacity for NGLs, crude
oil, refined products and petrochemicals; and 14 billion cubic feet
of natural gas storage capacity.
About Azure Midstream Partners
Azure Midstream Partners, LP, is a publicly traded Delaware master
limited partnership that was formed by NuDevco Partners, LLC and
its affiliates to develop, own, operate and acquire midstream
energy assets.
Azure Midstream and 11 of its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
17-30461) on Jan. 30, 2017. The petitions were signed by I.J.
Berthelot, II, president. The cases are assigned to Judge David R
Jones.
Azure disclosed $375.53 million in assets and $179.38 million in
liabilities as of as of Sept. 30, 2016.
Vinson & Elkins LLP is serving as corporate counsel to the Debtors;
Evercore Group LLC is serving as as financial advisor; Alvarez &
Marsal North America LLC is serving as restructuring advisor; and
Kurtzman Carson Consultants LLC is serving as claims, noticing &
balloting agent.
B&L EQUIPMENT: Total of Unsec. Claims May Be Reduced to $1.5MM
--------------------------------------------------------------
B&L Equipment Rentals, Inc., filed with the U.S. Bankruptcy Court
for the Eastern District of California a first amended disclosure
statement disclosing, among other things:
* The trial concerning the Medrano general unsecured claims is
scheduled to be held on May 22, 2017. The Debtor expects the trial
to reduce significantly the amount of the Medrano Claims, which
total $662,418.80. The Debtor reported unsecured nonpriority
claims totaling $2,058,635.08 on its Schedules. The Debtor
believes that the Allowed Unsecured Nonpriority Claims on the
Effective Date of the Plan will be about $1,500,000 after the
Medrano Claims are liquidated by the Kern County Superior Court.
* The Debtor lost money during the first 12 months of its
Chapter 11 case. However, the Debtor's business generated a profit
of $219,514.24 from December 1, 2016, through February 28, 2017,
including a profit of $122,054.17 in February 2017 and increased
its accounts receivable from $686,218.48 on August 31, 2016, to
$1,205,821.79 as of February 28, 2017. The Debtor has used income
received from the sale of non-essential assets and its business
operations to repay $1,601,837.06 owed to secured creditors and pay
ongoing business expenses since the Debtor filed its Chapter 11
case. The Debtor expects its business to be profitable in 2017 and
2018 and the Debtor believes that it will be able to make all of
the payments to creditors required by the Amended Plan.
A full-text copy of the First Amended Disclosure Statement dated
March 17, 2017, is available at:
http://bankrupt.com/misc/caeb15-14685-677.pdf
A blacklined version of the First Amended Disclosure Statement
dated March 17, 2017, is available at:
http://bankrupt.com/misc/caeb15-14685-680.pdf
About B&L Equipment Rentals
B&L Equipment Rentals, Inc., is a corporation doing business in
Texas, Nevada, Colorado, and California. The Debtor's principal
place of business is in Bakersfield, California. The Debtor is in
the oilfield service business and the Debtor started its business
in 1990.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. E.D. Cal.
Case No. 15-14685) on Nov. 30, 2015. The petition was signed by
Lawrence F. Jenkins as president. The Debtor listed total assets
of $17.2 million and total debt of $5.02 million. The Law Office
of Leonard K. Welsh represents the Debtor as counsel. The case has
been assigned to Judge Rene Lastreto II.
On March 30, 2016, the Office of the U.S. Trustee appointed a
committee of unsecured creditors. The committee hired Levene,
Neale, Bender, Yoo & Brill L.L.P. as its legal counsel.
BASS PRO: Bank Debt Trades at 5% Off
------------------------------------
Participations in a syndicated loan under Bass Pro Group LLC is a
borrower traded in the secondary market at 95.34
cents-on-the-dollar during the week ended Friday, March 17, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.80 percentage points from the
previous week. Bass Pro pays 350 basis points above LIBOR to
borrow under the $2.97 billion facility. The bank loan matures on
Nov. 14, 2023 and carries Moody's B1 rating and Standard & Poor's
B+ rating. The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended March 17.
BCBG MAX: Seeks to Hire A&G Realty as Real Estate Advisor
---------------------------------------------------------
BCBG Max Azria Global Holdings, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire A&G
Realty Partners, LLC as real estate advisor.
The services to be provided by the firm include consulting with
BCBG and its affiliates to discuss their goals and financial
parameters in relation to their leases and properties, and
assisting the Debtors in obtaining lease modification and early
termination rights through negotiations with landlords.
A&G will receive a retainer fee of $150,000, which is
non-refundable, and $5,000 for each early termination right it
obtains.
Meanwhile, the firm will be paid 4% of the occupancy cost savings
per lease for each monetary lease modification it obtains, and
$1,500 per lease for each non-monetary lease modification
obtained.
Michael Jerbich, a principal of A&G Realty, 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:
Michael Jerbich
A&G Realty Partners, LLC
445 Broadhollow Road, Suite 410
Melville, NY 11797
About BCBG Max Azria Group
BCBG Max Azria Group started with a single idea -- to create a
beautiful dress. Founded in 1989, BCBG was named for the French
phrase "bon chic, bon genre," a Parisian slang meaning "good style,
good attitude." The brand embodies a true combination of European
sophistication and American spirit. The BCBG Max Azria label is
sold online, in freestanding boutiques and partner shops at top
department stores across the globe.
BCBG Max Aria and its affiliates filed for bankruptcy (Bankr.
S.D.N.Y., Case No. 17-10466) on Feb. 28, 2017. The Debtors have
estimated assets of $100 million to $500 million and estimated
liabilities of $500 million to $1 billion.
AlixPartners, LLP serves as the Debtors' restructuring advisor
while Donlin Recano & Company LLC serves as their claims and
noticing agent.
On March 9, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.
BCBG MAX: Seeks to Hire Jefferies as Investment Banker
------------------------------------------------------
BCBG Max Azria Global Holdings, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire an
investment banker.
BCBG proposes to hire Jefferies LLC to provide these services in
connection with the Chapter 11 cases of the company and its
affiliates:
(a) provide financial advice and assistance in connection
with a restructuring or business transaction involving
all or a material portion of the Debtors' assets;
(b) advise the Debtors on the current state of the
restructuring market;
(c) advise the Debtors on developing a general strategy for
accomplishing a restructuring;
(d) assist the Debtors in accomplishing a restructuring;
(e) assist the Debtors in evaluating and analyzing a
Restructuring including the value of the securities or
debt instruments, if any, that may be issued;
(f) assist the Debtors in the sale or placement, whether in
one or more public or private transactions, of their
common equity, preferred equity and equity-linked
securities;
(g) assist the Debtors in the sale or placement of their
notes, bonds, debentures, and other debt securities; and
(h) advise the Debtors in connection with any financing.
The firm will receive a monthly fee of $125,000. Fifty percent 50%
of any monthly fee actually paid to and retained by Jefferies in
excess of $750,000 in the aggregate will be credited once against
any business transaction fee or restructuring fee payable to the
firm.
Upon the closing of each business transaction, Jefferies will
receive a fee equal to the greater of (i) $2 million or (ii) 1.75%
of that portion of the business transaction value less than or
equal to $200 million, plus 3% of that portion of the transaction
value greater than $200 million.
The firm will also receive a $2 million fee upon the consummation
of a restructuring transaction, and a fee equal to 1.5% of the
aggregate principal amount of the senior secured debt upon
execution by the Debtors of a credit agreement.
Jeffrey Finger, managing director of Jefferies, disclosed in a
court filing that his firm does not hold or represent any interest
adverse to the Debtors' bankruptcy estates.
The firm can be reached through:
Jeffrey Finger
Jefferies LLC
520 Madison Avenue
New York, NY 10022
Phone: (212) 284-2300
About BCBG Max Azria Group
BCBG Max Azria Group started with a single idea -- to create a
beautiful dress. Founded in 1989, BCBG was named for the French
phrase "bon chic, bon genre," a Parisian slang meaning "good style,
good attitude." The brand embodies a true combination of European
sophistication and American spirit. The BCBG Max Azria label is
sold online, in freestanding boutiques and partner shops at top
department stores across the globe.
BCBG Max Aria and its affiliates filed for bankruptcy (Bankr.
S.D.N.Y., Case No. 17-10466) on Feb. 28, 2017. The Debtors have
estimated assets of $100 million to $500 million and estimated
liabilities of $500 million to $1 billion.
AlixPartners, LLP serves as the Debtors' restructuring advisor
while Donlin Recano & Company LLC serves as their claims and
noticing agent.
On March 9, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.
BCBG MAX: Seeks to Hire Kirkland & Ellis as Legal Counsel
---------------------------------------------------------
BCBG Max Azria Global Holdings, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Kirkland & Ellis LLP and Kirkland & Ellis International LLP.
The firms will advise the company and its affiliates regarding
their duties under the Bankruptcy Code, negotiate with creditors,
assist in obtaining financing, give advice regarding any potential
sale of their assets, prepare a bankruptcy plan, and provide other
legal services.
The hourly rates charged by the firm are:
Partners $995 - $1,745
Of Counsel $645 - $1,595
Associates $555 - $1,015
Paraprofessionals $190 - $420
Joshua Sussberg, president of Joshua Sussberg, P.C., a partner of
the Kirkland firms, disclosed in a court filing that the firms are
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Sussberg disclosed that the Kirkland firms have not agreed to any
variations from, or alternatives to, their billing arrangements.
Mr. Sussberg also disclosed that the Debtors have approved the
firms' budget and staffing plan for the period February 28 to July
31, 2017.
Kirkland can be reached through:
Joshua Sussberg, Esq.
Christopher J. Marcus, Esq.
Kirkland & Ellis LLP
Kirkland & Ellis International LLP
601 Lexington Avenue
New York, NY 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
Email: jsussberg@kirkland.com
Email: joshua.sussberg@kirkland.com
Email: christopher.marcus@kirkland.com
-- and --
James H.M. Sprayregen, Esq.
Benjamin M. Rhode, Esq.
Kirkland & Ellis LLP
Kirkland & Ellis International LLP
300 North LaSalle Street
Chicago, IL 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: james.sprayregen@kirkland.com
Email: benjamin.rhode@kirkland.com
About BCBG Max Azria Group
BCBG Max Azria Group started with a single idea -- to create a
beautiful dress. Founded in 1989, BCBG was named for the French
phrase "bon chic, bon genre," a Parisian slang meaning "good style,
good attitude." The brand embodies a true combination of European
sophistication and American spirit. The BCBG Max Azria label is
sold online, in freestanding boutiques and partner shops at top
department stores across the globe.
BCBG Max Aria and its affiliates filed for bankruptcy (Bankr.
S.D.N.Y., Case No. 17-10466) on Feb. 28, 2017. The Debtors have
estimated assets of $100 million to $500 million and estimated
liabilities of $500 million to $1 billion.
AlixPartners, LLP serves as the Debtors' restructuring advisor
while Donlin Recano & Company LLC serves as their claims and
noticing agent.
On March 9, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.
BCBG MAX: Taps Donlin Recano as Administrative Advisor
------------------------------------------------------
BCBG Max Azria Global Holdings, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire an
administrative advisor.
The company proposes to hire Donlin, Recano & Company, Inc. to
provide these services:
(a) assist in the solicitation, balloting, tabulation and
calculation of votes, and in the preparation of reports
required for confirmation of a bankruptcy plan;
(b) generate an official ballot certification and testify, if
necessary, in support of the ballot tabulation results;
(c) handle requests for documents in connection with the
balloting services;
(d) assist in the preparation of the Debtors' schedules of
assets and liabilities and statements of financial
affairs; and
(e) manage any distributions pursuant to a confirmed plan of
Reorganization.
The hourly rates charged by the firm are:
Senior Bankruptcy Consultant $175
Case Manager $140
Technology/Programming Consultant $110
Consultant/Analyst $90
Clerical $45
Donlin was hired earlier by the Debtors as their claims and
noticing agent.
Roland Tomforde, chief operating officer of Donlin, 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:
Roland Tomforde
Donlin, Recano & Company, Inc.
6201 15th Avenue
Brooklyn, New York 11219
Tel: (212) 481-1411
About BCBG Max Azria Group
BCBG Max Azria Group started with a single idea -- to create a
beautiful dress. Founded in 1989, BCBG was named for the French
phrase "bon chic, bon genre," a Parisian slang meaning "good style,
good attitude." The brand embodies a true combination of European
sophistication and American spirit. The BCBG Max Azria label is
sold online, in freestanding boutiques and partner shops at top
department stores across the globe.
BCBG Max Aria and its affiliates filed for bankruptcy (Bankr.
S.D.N.Y., Case No. 17-10466) on Feb. 28, 2017. The Debtors have
estimated assets of $100 million to $500 million and estimated
liabilities of $500 million to $1 billion.
AlixPartners, LLP serves as the Debtors' restructuring advisor
while Donlin Recano & Company LLC serves as their claims and
noticing agent.
On March 9, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.
BEARCAT ENERGY: Hires Buechler & Garber as Counsel
--------------------------------------------------
Bearcat Energy, LLC, seeks authority from the U.S. Bankruptcy Court
for the District of Colorado to employ Buechler & Garber, LLC, as
counsel to the Debtor.
Bearcat Energy requires Buechler & Garber to:
a. prepare on behalf of the Debtor-in-Possession all necessary
reports, orders and other legal papers required in the
Chapter 11 proceeding;
b. perform all legal services for Debtor as Debtor-in-
Possession which may become necessary herein; and
c. represent the Debtor in any litigation which the Debtor
determines is in the best interest of the estate.
Buechler & Garber will be paid at these hourly rates:
Kenneth J. Buechler $350
Aaron A. Garber $350
Michael J. Guyerson $350
Jonathan M. Dickey $200
Paralegals $105
Prior to the bankruptcy filing, Buechler & Garber received the
total amount of $10,000 in retainer from the Debtor. Buechler &
Garber also receive the balance of the retainer held by the
Debtor's pre-petition litigation counsel, Moye White, LLP, of
approximately $67,743.15
Prior to the filing of the petition, Buechler & Garber rendered
services to the Debtor in conjunction with pre-bankruptcy planning,
legal advice and costs, including the filing fee, in the amount of
$6,666. Buechler & Garber applied said amount to the retainer from
the Debtor for the pre-petition services up through the filing of
the Debtor's Chapter 11 bankruptcy case.
Buechler & Garber is holding the amount of $3,334.00 as retainer in
its trust account subject to Court approval.
Buechler & Garber will be reimbursed for reasonable out-of-pocket
expenses incurred.
Kenneth J. Buechler, partner of Buechler & Garber, LLC, as counsel,
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 is estates.
Buechler & Garber can be reached at:
Kenneth J. Buechler, Esq.
BUECHLER & GARBER, LLC
999 18 Street, Suite 1230-S
Denver, CO 80202
Tel: (720) 381-0045
Fax: (720) 381-0382
About Bearcat Energy, LLC
Bearcat Energy LLC, based in Denver, CO, filed a Chapter 11
petition (Bankr. D. Colo. Case No. 17-12011) on March 14, 2017. The
Hon. Elizabeth E. Brown presides over the case. Kenneth J.
Buechler, Esq., at Buechler & Garber, LLC, to serve as bankruptcy
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 Keith J. Edwards, CEO.
BIG APPLE CIRCUS: Seeks Plan Filing Extension Thru June 19
----------------------------------------------------------
The Big Apple Circus, Ltd., asks the U.S. Bankruptcy Court for the
Southern District of New York to extend its exclusive period to
file a Chapter 11 plan through June 19, 2017, and its exclusive
period to solicit acceptances on the plan through August 17, 2017.
Absent an extension, the Debtor's exclusive plan filing period was
slated to expire on March 20, 2017.
With the closing of the sales of the Walden Property and the Circus
Assets, the Debtor has liquidated substantially all of its assets
and unlocked significant value for creditors. However, these sales
have required the expenditure of considerable time and effort by
the Debtor and its advisors, necessitating an extension of the
Exclusive Periods to allow the Debtor time to prepare, and build
consensus for, a chapter 11 plan.
The Debtor avers that it has maintained an open line of
communication with the Creditor's Committee and the Attorney
General's Charities Bureau throughout these proceedings and intends
to use the proposed extension to craft a chapter 11 plan of
liquidation that is supported by the key stakeholders of its
estate.
The Debtor insists that it is not seeking an extension of the
Exclusive Periods as a negotiation tactic, to artificially delay
the conclusion of this chapter 11 case, or to hold creditors
hostage to an unsatisfactory plan proposal.
About The Big Apple Circus
The Big Apple Circus, Ltd., filed a chapter 11 petition (Bankr.
S.D.N.Y. Case No. 16-13297) on Nov. 20, 2016. The petition was
signed by Will Maitland Weiss, executive director.
The Debtor is a Type B not-for-profit corporation organized under
section 201 of the New York Not-for-Profit Corporation Law that is
exempt from federal taxes under section 501(c)(3) of the Internal
Revenue Code. Founded in 1977 by Paul Binder and Michael
Christensen to establish a performing circus and school for the
instruction and artistic development of circus arts, the Debtor is
a venerated, New York cultural institution renowned for its
critically-acclaimed performances and dedicated community
programs.
The Debtor estimated assets and liabilities at $1 million to $10
million at the time of the filing.
The Debtor retained Natasha M. Labovitz, Esq. and Christopher
Updike, Esq., of Debevoise & Plimpton LLP, as bankruptcy counsel;
Donlin, Recano & Company, Inc., as claims and noticing agent; and
Goldin Associates, LLC, as financial advisor, all of whom agreed to
provide their services on a pro bono basis in light of the Debtor's
not-for-profit status.
An official committee of unsecured creditors has been appointed in
the case, and is represented by Robert J. Feinstein, Esq., Maria
Bove, Esq., and Steven W. Golden, Esq., at Pachulski Stang Ziehl &
Jones LLP.
* * *
On February 15, 2017, the Bankruptcy Court authorized the sale of
substantially all of the Debtor's circus equipment and other
related personal and intellectual property associated with the
Debtor's performance unit to Compass Partners, LLC for $1.3
million. The Sale closed on February 23, 2017.
On February 24, 2017, the sale of the Debtor's real property at 39
Edmunds Lane, Walden, New York, to Polich Tallix Inc. for $2.5
million also closed.
BLACKTHORN BREWING: Seeks to Hire Broege Neumann as Legal Counsel
-----------------------------------------------------------------
Blackthorn Brewing, LLC seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to hire legal counsel in
connection with its Chapter 11 case.
The Debtor proposes to hire Broege, Neumann, Fischer & Shaver, LLC
to give legal advice regarding its duties under the Bankruptcy
Code, negotiate with creditors, assist in the preparation of a
bankruptcy plan, and provide other legal services.
The hourly rates charged by the firm are:
Timothy Neumann $590
Peter Broege $590
David Shaver $375
Frank Fischer $375
Paralegals $100
Timothy Neumann, Esq., 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:
Timothy P. Neumann, Esq.
Broege, Neumann, Fischer & Shaver, LLC
25 Abe Voorhees Drive
Manasquan, NJ 08736
Phone: (732) 223-8484
Email: tneumann@bnfsbankruptcy.com
About Blackthorn Brewing
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.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D.N.J. Case No. 17-14835) on March 12, 2017. The
petition was signed by Richard Town, managing member. The case is
assigned to Judge Michael B. Kaplan.
At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of $1 million to $10 million.
BLUEGREENPISTA ENTERPRISES: Taps Turoci Firm as Legal Counsel
-------------------------------------------------------------
Bluegreenpista Enterprises, Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of California to hire
legal counsel in connection with its Chapter 11 case.
The Debtor proposes to hire The Turoci Firm Inc. to give legal
advice regarding its duties under the Bankruptcy Code, conduct
examinations of witnesses, negotiate with creditors, and provide
other legal services.
Turoci does not hold any interest adverse to the Debtor or its
bankruptcy estate, and is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Todd Turoci, Esq.
The Turoci Firm Inc.
3845 10th Street
Riverside, CA 92501
Tel: (888) 332-8362
Fax: (866) 762-0618
Email: mail@theturocifirm.com
About Bluegreenpista Enterprises
Headquartered in Newark, California, Bluegreenpista Enterprises,
Inc., filed for Chapter 11 bankruptcy protection (Bankr. E.D.
Calif. Case No. 15-12827) on July 18, 2015, estimating its assets
at up to $50,000 and its liabilities at between $1 million and $10
million. The petition was signed by Pinder Singh, president.
Judge Fredrick E. Clement presides over the case.
David R. Jenkins, Esq., at David R. Jenkins, PC, serves as the
Debtor's bankruptcy counsel.
On Dec. 29, 2015, Randell Parker was appointed as Chapter 11
Trustee.
No official committee of unsecured creditors has been appointed in
the case.
BOSTWICK LABORATORIES: Taps Donlin Recano as Claims Agent
---------------------------------------------------------
Bostwick Laboratories, Inc., et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Donlin
Recano & Company, Inc. as claims and noticing agent to the
Debtors.
Bostwick Laboratories requires Donlin to:
a) prepare and serve required notices and documents in the
Chapter 11 case in accordance with the Bankruptcy Code and
the Bankruptcy Rules in the form and manner directed by the
Debtors and the Court including: (i) notice of the
commencement of the Chapter 11 cases and the initial
meeting of creditors under section 341(a) of the Bankruptcy
Code; (ii) notice of any claims bar date; (iii) notices of
transfers of claims; (iv) notices of objections to claims
and objections to transfers of claims; (v) notices of any
hearings on a disclosure statement and confirmation of the
Debtors' plan or plans of reorganization, including under
Bankruptcy Rule 3017(d); (vi) notice of the effective date
of any plan; (vii) notice of hearing on motions filed by
the Office of the United States Trustee for the District of
Delaware (the '"U.S. Trustee'"); (viii) any motion to
convert, dismiss, appoint a trustee, or appoint an examiner
filed by the U.S. Trustee's office; and (ix) all other
notices, orders, pleadings, publications, and other
documents as the Debtors or Court may deem necessary or
appropriate for an orderly administration of the Chapter 11
cases;
b) maintain copies of all proofs of claim and proofs of
interest filed in the Chapter 11 cases;
c) maintain an official copy of the Debtors' schedules of
assets and liabilities and statement of financial affairs
(collectively, the "Schedules"), listing the Debtors' known
creditors and the amounts owed thereto;
d) maintain (i) a list of all potential creditors, equity
holders, and other parties-in-interest; and (ii) a "core"
mailing list consisting of all parties described in
Bankruptcy Rule 2002 and those parties that have filed a
notice of appearance pursuant to Bankruptcy Rule 9010;
update said lists and make said lists available upon
request by a party-in-interest or the Clerk;
e) furnish a notice to all potential creditors of the last
date for the filing of proofs of claim and a form for the
filing of a proof of claim, after such notice and form are
approved by the Court, and notify said potential creditors
of the existence, amount and classification of their
respective claims as set forth in the Schedules, which may
be effected by inclusion of such information, or the lack
thereof, in cases where the Schedules indicate no debt due
to the subject party, on a customized proof of claim form
provided to potential creditors;
f) maintain a post office box or address for the purpose of
receiving claims and returned mail, and process all mail
received;
g) for all notices, motions, orders, or other pleadings or
documents served, prepare and file or cause to be filed
with the Clerk an affidavit or certificate of service
within seven (7) business days of service which includes:
(i) either a copy of the notice served or the docket
number(s) and title of the pleadings served; (ii) a
list of persons to whom it was mailed, in alphabetical
order, with their addresses; (iii) the manner of
service; and (iv) the date served;
h) process all proofs of claim received, including those
received by the Clerk, and check said processing for
accuracy, and maintain the original proofs of claim in a
secure area;
i) maintain the official claims register for each Debtor
(collectively, the "Claims Registers") on behalf of the
Clerk; upon the Clerk's request, provide the Clerk with
certified, duplicate unofficial Claims Registers; and
specify in the Claims Registers the following information
for each claim docketed: (i) the claim number assigned;
(ii) the date received; (iii) the name and address of the
claimant and agent, if applicable, who filed the claim;
(iv) the amount asserted; (v) the asserted
classification(s) of the claim (e.g., secured, unsecured,
priority, etc.); (vi) the applicable Debtor; and (vii) any
disposition of the claim;
j) implement necessary security measures to ensure the
completeness and integrity of the Claims Registers and the
safekeeping of the original claims;
k) record all transfers of claims and provide any notices of
such transfers as required by Bankruptcy Rule 3001(e);
l) relocate, by messenger or overnight delivery, all of the
court-filed proofs of claim to the offices of Donlin, not
less than weekly;
m) upon completion of the docketing process for all claims
received to date for each case, turn over to the Clerk
copies of the claims register for the Clerk's review, upon
the Clerk's request;
n) monitor the Court's docket for all notices of appearance,
address changes, and claims-related pleadings and orders
filed and make necessary notations on and changes to the
claims register;
o) assist in the dissemination of information to the public
and respond to requests for administrative information
regarding the case as directed by the Debtors or the Court,
including through the use of a case website and call
center;
p) if the chapter 11 cases are converted to cases under
chapter 7, contact the Clerk within three (3) days of the
notice to Donlin of entry of the order converting the
Chapter 11 cases;
q) thirty (30) days prior to the close of the chapter 11
cases, to the extent practicable, request that the Debtors
submit to the Court a proposed order dismissing Donlin and
terminating the services of such agent upon completion of
its duties and responsibilities and upon the closing of the
Chapter 11 cases;
r) within seven (7) days of notice to Donlin of entry of an
order closing the chapter 11 cases, provide to the Court
the final version of the Claims Register as of the date
immediately before the close of the chapter 11 cases; and
s) at the close of the chapter 11 cases, box and transport all
original documents, in proper format, as provided by the
Clerk's Office, to (i) the Federal Archives Record
Administration, located at Central Plains Region, 200 Space
Center Drive, Lee's Summit, MO 64064 or (ii) any other
location requested by the Clerk.
Donlin will be paid at these hourly rates:
Senior Bankruptcy Consultant $175
Case Manager $140
Technology/Programming Consultant $110
Consultant/Analyst $90
Clerical $45
Donlin will be paid a retainer in the amount of $15,000.
Donlin will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Roland Tomforde, chief operating officer of Donlin Recano &
Company, Inc., assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and (a) are not creditors, equity security holders or insiders
of the Debtor; (b) have not been, within two years before the date
of the filing of the Debtor's chapter 11 petition, directors,
officers or employees of the Debtor; and (c) do not have an
interest materially adverse to the interest of the estate 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 Debtor, or for any other reason.
Donlin can be reached at:
Roland Tomforde
DONLIN RECANO & COMPANY, INC.
6201 15th Avenue
Brooklyn, NY 11219
Toll Free Tel: (800) 591-8236
About Bostwick Laboratories, Inc.
Founded in 1999, Bostwick Laboratories, Inc., and Bostwick
Laboratories Holdings, Inc. -- http://www.bostwicklaboratories.com/
-- operate an independent, full-service anatomic pathology
laboratory and are a specialty provider of diagnostic testing
services for urologists and gynecologists in the U.S. The Debtors
operate a reference laboratory offering a comprehensive suite of
anatomic pathology and molecular testing services to independent
physicians nationally.
BLI is a wholly owned subsidiary of BLHI. BLHI has no business
operations of its own.
BLI provides laboratory services to the approximately $1.3 billion
urology market, with over 15 years of experience in the field of
diagnostic and prognostic testing for the approximately 7,500
non-hospital based urologists practicing in the United States. BLI
also has testing capabilities to serve other select subspecialty
markets outside of urology, including women's health / OBGYN,
gastroenterology, nephrology, and dermatology.
BLI has 193 employees, with 125 employees located at the laboratory
facility in Uniondale, New York. The employees perform a variety of
critical functions relating to the business, including billing and
registration, sales and marketing, and laboratory operations.
As of the bankruptcy filing, the Debtors estimated assets in the
range of $1 million to $10 million and liabilities of up to $100
million.
In August 2014, BLI entered into a settlement agreement with the
Department of Justice, under which BLI agreed to pay the DOJ
$7,000,000. The agreement resulted in a $3,200,000 unsecured
installment note, payable in seventeen quarterly installments,
beginning June 2016 with interest at 2.25%. The note matures in
June 2020. As of the Petition Date, the amount owed to the DOJ is
$2,702,020.
Bostwick Laboratories, Inc., and Bostwick Laboratories Holdings,
Inc. (Case No. 17-10572), based in Uniondale, NY, filed a Chapter
11 petition (Bankr. D. Del. Case No. 17-10570) on March 15, 2017.
The Hon. Brendan Linehan Shannon presides over the case. David B.
Stratton, Esq., Evelyn J. Meltzer, Esq., and John H. Schanne, II,
Esq., at Pepper Hamilton LLP, to serve as bankruptcy counsel. The
Debtors hire Donlin Recano & Company as claims and noticing agent.
In its petition, the Debtor estimated $1 million to $10 million in
assets and $50 million to $100 million in liabilities. The petition
was signed by Tommy Hunt, CFO.
CADIZ INC: Incurs $26.3 Million Net Loss in 2016
------------------------------------------------
Cadiz Inc. filed with the Securities and Exchange Commission its
annual report on Form 10-K disclosing a net loss and comprehensive
loss of $26.33 million on $412,000 of total revenues for the year
ended Dec. 31, 2016, compared to a net loss and comprehensive loss
of $24.01 million on $304,000 of total revenues for the year ended
Dec. 31, 2015.
The Company's balance sheet at Dec. 31, 2016, showed $67.09 million
in total assets, $121.41 million in total liabilities and a total
stockholders' deficit of $54.31 million.
"We are evaluating the amount of cash needed, and the manner in
which such cash will be raised, on an ongoing basis. We plan to
meet any future cash requirements through a variety of means,
including equity or debt placements. Limitations on our liquidity
and ability to raise capital may adversely affect us. Sufficient
liquidity is critical to meet our resource development activities.
Although we currently expect our cash resources on hand to be
sufficient to meet our liquidity needs through April 2018, if we
cannot raise needed funds, the Company might default on its debt
obligations, and accordingly, there would be substantial doubt
about the Company's ability to continue as a going concern," the
Company said in the report.
As of Dec. 31, 2016, the Company had total indebtedness outstanding
to its lenders of approximately $112.5 million. Approximately
$43.5 million of its indebtedness is secured by its assets and is
due in September 2019. To the extent that the Company does not
make principal and interest payments on the indebtedness when due,
or if it otherwise fails to comply with the terms of agreements
governing our indebtedness, it may default on its obligations.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/XbrhQ6
About Cadiz
Cadiz Inc. is a land and water resource development company with
45,000 acres of land in three areas of eastern San Bernardino
County, California. Virtually all of this land is underlain by
high-quality, naturally recharging groundwater resources, and is
situated in proximity to the Colorado River and the Colorado River
Aqueduct, a major source of imported water for Southern California.
The Company's properties are suitable for various uses, including
large-scale agricultural development, groundwater storage and water
supply projects. The Company's main objective is to realize the
highest and best use of its land and water resources in an
environmentally responsible way.
CAESARS ENTERTAINMENT: Merger With Caesars Acquisition Okayed
-------------------------------------------------------------
Caesars Entertainment Corporation on March 17, 2017, disclosed that
the Maryland Lottery and Gaming Control Commission has approved its
proposed merger with Caesars Acquisition Company.
Completion of the merger is a critical step to concluding the
restructuring of Caesars Entertainment Operating Company ("CEOC").
Caesars Entertainment and Caesars Acquisition continue to engage
with their respective regulators in jurisdictions where approvals
are required for the merger and other aspects of CEOC's
restructuring. In addition to regulatory approvals, the merger is
subject to approval by stockholders of both companies and other
customary closing conditions, and CEOC's restructuring is subject
to the completion of the merger, certain financing activities,
continuing oversight by the United States Bankruptcy Court, and
other customary closing conditions.
About Caesars Entertainment
Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies. Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names. The Company has its
corporate headquarters in Las Vegas. Harrah's announced its
re-branding to Caesar's in mid-November 2010.
In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended and
Restated Restructuring Support and Forbearance Agreement, dated as
of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors. As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.
Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No.
15-10047) on Jan. 12, 2015. The bondholders are represented By
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP.
CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on
Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.
Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.
Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is
the Debtors' restructuring advisors. Prime Clerk LLC acts as the
Debtors' notice and claims agent. Judge Benjamin Goldgar presides
over the cases.
The U.S. Trustee has appointed an official committee of second
priority noteholders and an official unsecured creditors'
committee.
The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner.
The examiner retained Winston & Strawn LLP, as his counsel;
Alvarez & Marsal Global Forensic and Dispute Services, LLC, as
financial advisor; and Luskin, Stern & Eisler LLP, as special
conflicts counsel.
* * *
On Jan. 17, 2017, the U.S. Bankruptcy Court for the Northern
District of Illinois confirmed the Third Amended Joint Plan of
Reorganization of Caesars Entertainment Operating Company, Inc. and
its affiliated debtors.
CAMP INTERNATIONAL: Moody's Withdraws B3 Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service is withdrawing the ratings of CAMP
International Holding Company including its B3 corporate family
rating and stable outlook following the repayment of the company's
rated debt.
Ratings:
Outlook Actions:
Issuer: CAMP International Holding Company
-- Outlook, Changed To Rating Withdrawn From Stable
Withdrawals:
Issuer: CAMP International Holding Company
-- Probability of Default Rating, Withdrawn , previously rated
B3-PD
-- Corporate Family Rating, Withdrawn , previously rated B3
-- Senior Secured Bank Credit Facility, Withdrawn , previously
rated B2 (LGD 2)
-- Senior Secured Bank Credit Facility, Withdrawn , previously
rated Caa2 (LGD 4)
-- Senior Secured Bank Credit Facility, Withdrawn , previously
rated B2 (LGD 3)
-- Senior Secured Bank Credit Facility, Withdrawn , previously
rated Caa2 (LGD 5)
RATINGS RATIONALE
Moody's is withdrawing all of CAMP's ratings due to the repayment
of the company's rated debt following sale of the organization in
late 2016.
CAMP International Holding Company ("CAMP"), based in Ronkonkoma,
New York, provides aircraft maintenance tracking, inventory
control, and flight scheduling services management programs. CAMP's
revenues for the last 12 months ended September 30, 2016
approximated $142 million.
CANZONE PLASTER: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Canzone Plaster and Tile, Inc.
dba Canzone Contracting
218 W. Lincoln Avenue
Mount Vernon, NY 10550
Case No.: 17-22417
About the Debtor: Canzone is a privately held company in Mount
Vernon, New York that sells and manufactures ceramic tiles. The
Chapter 11 Plan is due by July 18, 2017. The Debtor's deadline to
file its disclosure statement is July 18, 2017. The Debtor has
until April 19, 2017, to hold an initial case conference.
Chapter 11 Petition Date: March 20, 2017
Court: United States Bankruptcy Court
Southern District of New York (White Plains)
Judge: Hon. Robert D. Drain
Debtor's Counsel: Jonathan S. Pasternak, Esq.
DELBELLO DONNELLAN WEINGARTEN WISE & WIEDERKEHR,
LLP
One North Lexington Avenue
White Plains, NY 10601
Tel: (914) 681-0200
Fax: (914) 684-0288
E-mail: jpasternak@ddw-law.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Frank Canzone, chief executive officer.
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/nysb17-22417.pdf
CHAPARRAL ENERGY: Completes Restructuring, Exits Chapter 11
-----------------------------------------------------------
Chaparral Energy on March 21, 2017, disclosed that it has
successfully completed its financial restructuring and emerged from
Chapter 11 bankruptcy protection. The company, whose financial
reorganization plan was confirmed by the U.S. Bankruptcy Court of
Delaware on March 10, converted $1.2 billion of pre-petition debt
to equity and eliminated approximately $100 million of annual
interest expense.
"I would like to thank our lenders, noteholders, advisors and
members of our former board of directors for their guidance and
efforts in helping Chaparral successfully complete this process,"
said
Chief Executive Officer K. Earl Reynolds. "I would also like to
express our gratitude to our vendors, contractors and royalty
owners for their patience and support, as well as our outstanding
employees, whose tireless efforts and commitment to excellence
allowed us to complete this process without any interruption to our
day-to-day operations."
Chaparral's new capital structure includes its cash on hand, as
well as a reserve based lending facility with an initial borrowing
base of $225 million and an additional $150 million term loan.
Both the revolver and term loan will mature in four years. The
company also received an additional $50 million in cash after
issuing equity from a rights offering. Chaparral currently has more
than $100 million in liquidity.
"Our emergence marks a new and prosperous time in Chaparral's
storied history," said Mr. Reynolds. "Our balance sheet now
provides the stability and opportunity needed to focus our
operations on developing our approximate 100,000 net acre position
in the STACK Play. With more than 5,000 potential STACK locations
and one of the industry's lowest operating cost structures, we are
well-positioned to generate significant returns for Chaparral and
our investors in the near- and long-term future."
Board of Directors
In accordance with its restructuring plan, Chaparral's newly
appointed independent, seven-member board of directors also became
effective today. The company's new board includes Reynolds, Douglas
Brooks, Matt Cabell, Robert Heinemann, Sam Langford, Ken Moore and
Gysle Shellum.
Chaparral has been advised through this process by financial
advisor Evercore, restructuring advisor Opportune LLP and the law
firm of Latham & Watkins LLP. Additional information is available
on the company's website chaparralenergy.com.
About Chaparral Energy Inc.
Founded in 1988, Chaparral Energy, Inc., is a Delaware corporation
headquartered in Oklahoma City and a pure play Mid-Continent
independent oil and natural gas exploration and production
company.
At March 31, 2016, the Company had total assets of $1,229,373,000,
total current liabilities of $1,940,742,000 and total stockholders'
deficit of $759,546,000.
Chaparral Energy, Inc., and its 10 affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case
No. 16-11144) on May 9, 2016. The petitions were signed by Mark
Fischer, chief executive officer.
The Debtors are represented by Richard Levy, Esq., Keith Simon,
Esq., David McElhoe, Esq., and Marc Zelina, Esq., at Latham &
Watkins LLP; and Mark D. Collins, Esq., at Richards, Layton &
Finger, P.A., as counsel. Kurtzman Carson Consultants LLC serves
as administrative advisor.
The Debtors continue to manage and operate their businesses as
debtors in possession pursuant to Sections 1107 and 1108 of the
Bankruptcy Code. No trustee or examiner has been requested in the
Chapter 11 cases.
The Office of the U.S. Trustee on May 18, 2016, disclosed that no
official committee of unsecured creditors has been appointed in the
cases.
Milbank, Tweed, Hadley & McCloy LLP and Drinker Biddle & Reath LLP
represent an ad hoc committee of holders of (i) 9.875% Senior Notes
due 2020, (ii) 8.25% Senior Notes, and (iii) 7.625% Senior Notes
due 2022 issued by the Debtors.
On March 9, 2017, the court confirmed Chaparral's Chapter 11 plan
of reorganization. Under the confirmed plan, Chaparral's unsecured
bondholders and general unsecured creditors will own 100% of the
company's ownership interest, subject to some dilution.
CHARLES A. KNIGHT: Taps Kohut Law Group as Sale Consultant
----------------------------------------------------------
Charles A. Knight Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Michigan to hire a consultant in
connection with the sale of its assets.
The Debtor proposes to hire Kohut Law Group PLLC to market its
assets and conduct an auction. Gene Kohut, Esq., the attorney at
Kohut Law Group designated to provide the services, will charge an
hourly fee of $250.
Mr. Kohut disclosed in a court filing that he and his firm are
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Gene Kohut, Esq.
Kohut Law Group PLLC
17000 Kercheval Avenue, Suite 210
Grosse Pointe, MI 48236
Tel: 313-886-9765
Fax: 313-432-0229
Email: gene@gktrustee.com
About Charles A. Knight Inc.
Charles A. Knight Inc. d/b/a Charlie Knight's Marathon Service
filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 16-54642),
on October 27, 2016. The petition was signed by Charles A. Knight,
president. The case is assigned to Judge Phillip J. Shefferly.
The Debtor is represented by Peter Steven Halabu, Esq., at Halabu
Law Group, P.C.
At the time of filing, the Debtor estimated assets at $100,000 to
$500,000 and liabilities at $1 million to $10 million in estimated
liabilities.
CHIEFTAIN STEEL: Floyd Has Until April 14 to Use Cash Collateral
----------------------------------------------------------------
Judge Joan A. Lloyd of the U.S. Bankruptcy Court for the Western
District of Kentucky authorized Floyd Industries, LLC, to use the
cash collateral of United Cumberland Bank and Axis Capital, Inc.,
through and including April 14, 2017, to pay normal trade payables,
payroll, insurance premiums, taxes and utilities that are necessary
to preserve and maintain its assets and business operations.
The Third Amended Final Order will be valid and binding on all
persons and entities, and fully effective immediately upon entry
notwithstanding the possible application of FRBP Rule 6004(h).
United Cumberland is willing to permit the Debtor to use cash
collateral through and including April 14, 2017, provided that the
Court authorizes the Debtor to make adequate protection payments to
United Cumberland during the term of Third Amended Final Order and
provided that the Debtor is allowed to use United Cumberland's cash
collateral only upon the terms, conditions and limitations set
forth in the Third Amended Final Order.
The Debtor owes United Cumberland Bank the following: (i) Loan
#75110: $2,390,281; (ii) Loan #75441: $753,551; and (iii)
Loan#755803: $548,346.
United Cumberland Bank holds, among other things, a properly filed
and perfected first priority lien on the United Cumberland
Prepetition Collateral, subject to valid, perfected, enforceable,
and non-avoidable liens and security interests in the Debtor's
assets held by parties other than United Cumberland as of the
Petition Date.
The Debtor said it is in the best interests of the Debtor, its
estate and its creditors for the Debtor to have continued access to
United Cumberland's cash collateral. Without the use of United
Cumberland's cash collateral, the Debtor said it would not be able
to operate.
The Debtor's use of United Cumberland's and Axis' cash collateral
is expressly conditioned upon the following:
a. the cash collateral may be used by the Debtor solely to pay
normal trade payables, payroll, insurance premiums, taxes and
utilities that are necessary to preserve and maintain the assets
and business operations of the Debtor of its business during the
period of Dec. 31, 2016 through April 14, 2017 set forth on the
Cash Budget; the Debtor's use of cash collateral may not exceed the
amount set forth for such type of expense in the line item on the
Cash Budget unless approved by United Cumberland; the Debtor should
not be permitted to use United Cumberland's cash collateral for any
other expenditures, such as the purchase of fixed or capital
assets, or other expenses without prior written approval of United
Cumberland;
b. the Debtor will timely make all adequate protection payments
to United Cumberland required under the terms of Third Amended
Final Orders Order;
c. the Debtor will maintain at United Cumberland all of its
debtor-in-possession bank accounts ("DIP Bank Accounts") and the
Debtor will deposit into the DIP Bank Accounts all proceeds of the
United Cumberland Pre-Petition Collateral and the post-petition
collateral.
The Debtor's authorization to use the cash collateral of United
Cumberland Bank will terminate:
1. upon seven business days' written notice to the Debtor in the
event that the Debtor will fail to make any payment to United
Cumberland Bank; or
2. upon 14 business days' written notice to the Debtor in the
event that the Debtor breaches any non-payment term, condition or
covenant set forth in the Court's Order; or
3. upon the entry of a final order dismissing the Chapter 11
case, appointing a trustee in the Chapter 11 case, converting the
Chapter 11 case to a case under Chapter 7 of the Bankruptcy Code or
transfer of value of the Chapter 11 case to another district.
As adequate protection to United Cumberland for the Debtor's use of
cash collateral, United Cumberland Bank is granted first priority
postpetition replacement security interests and liens upon all of
the postpetition property of the Debtor that is similar to the
property on which it held its prepetition liens, subject to the
Carve-Out. United Cumberland Bank is also granted an
administrative expense claim which will have priority over any and
all administrative expenses, subject to the Carve-Out. The
Carve-Out consists of any fees, costs, disbursements, charges and
expenses of attorneys, accountants and other professionals of the
Debtor retained in the Chapter 11 case.
The Debtor is directed to make interest only payments to United
Cumberland Bank under Loan #75110 and Loan #75441, in the amount of
$9,250 per month, as well as principal payments under Loan #755803
in the amount of $3,500 per month. The Debtor will make the
adequate protection payments on loan #75110 and Loan #75441 and the
principal payment on Loan #755803 on the first business day of each
month thereafter.
The Debtor is further directed to maintain a collateral base
consisting of cash collateral in an amount not less than $750,000.
The Debtor will automatically be in default under the Court's Order
if the sum of the Borrowing Base is less than or equal to
$750,000.
About Chieftain Steel, LLC
Chieftain Steel, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Ky. Case No. 16-10407) on May 2,
2016.
The Debtor tapped Constance G. Grayson, Esq., at Gullette &
Grayson, PSC, and Dinsmore & Shohl LLP as bankruptcy attorneys.
The Official Committee of Unsecured Creditors retained Fox
Rothschild LLP as its legal counsel, Bingham Greenebaum Doll LLP
as
its local counsel, and Phoenix Management Services, LLC as its
financial advisor.
Floyd Industries, LLC, filed a Chapter 11 petition (Bankr. W.D.
Ky.
Case No. 16-10837) on Sept. 19, 2016, and is represented by Travis
Kent Barber, Esq., at Barber Law PLLC, in Lexington, Kentucky. At
the time of filing, Floyd Industries had estimated assets and
liabilities of $1 million to $10 million.
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Floyd Industries, an affiliate
of Chieftain Steel, as of Nov. 25, 2016, according to the court
docket.
The Chapter 11 cases of Chieftain Steel and Floyd Industries are
jointly administered under Lead Case No. 16-10407.
The Debtors employed Kerbaugh & Rodes, CPAs as accountant and
advisor.
CINCRAM GROUP: Case Summary & 18 Largest Unsecured Creditors
------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Cinram Group, Inc. 17-15258
Attn: Glenn Langberg, CEO
220 South Orange Ave
Livingston, NJ 07039
Cinram Operations, Inc. 17-15259
Attn: Glenn Langberg, CEO
220 South Orange Ave
Livingston, NJ 07039
Cinram Property Group, LLC 17-15260
Attn: Glenn Langberg, CEO
220 South Orange Ave
Livingston, NJ 07039
Type of Business: Provided media development and delivery
services
Chapter 11 Petition Date: March 17, 2017
Court: United States Bankruptcy Court
District of New Jersey (Newark)
Judge: Hon. Rosemary Gambardella (17-15258 and 17-15260)
Hon. Vincent F. Papalia (17-15259)
Debtors' Counsel: Kenneth A. Rosen, Esq.
Mary E. Seymour, Esq.
Michael Savetsky, Esq.
Michael Papandrea, Esq.
LOWENSTEIN SANDLER LLP
65 Livingston Avenue
Roseland, New Jersey 07068
Tel: (973) 597-2500
Fax: (973) 597-2400
E-mail: krosen@lowenstein.com
mseymour@lowenstein.com
msavetsky@lowenstein.com
mpapandrea@lowenstein.com
Estimated Estimated
Assets Liabilities
---------- -----------
Cinram Group, Inc. $1M-$10M $1M-$10M
Cinram Operations, Inc. $1M-$10M $0-$50K
Cinram Property Group, LLC $10M-$50M $0-$50K
The petitions were signed by Glenn Langberg, chief executive
officer.
Debtors' Consolidated List of 18 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Sinugulus Technologies AG Guaranty Claim $1,460,343
c/o Seigel, O'Connor
O'Donnell & Beck, 150
Trumbull St, Hartford, CT 06103
Gregory Bezz
Tel: 860-727-8900
Toshiba IPR Solutions, Inc. Licensing Fees $1,432,678
Masayuki Miyanaga
General Manager
1-18-16-5F
Hamamatsucho
Minato-ku
Tokyo 105-0013 Japan
Tel: 212-596-0600
Email: masayuki.miyanaga@toshiba.tdls.co.jp
MPEG LA, LLC Royalty Fees $649,714
4602 S. Ulster Street, Suite 400
Denver CO 80237
Jena Law
Tel: 303-331-1880
Email: JLaw@mpegla.com
Technicolor Home Contract $500,000
Entertainment Services, Inc.
3233 East Mission-Oaks Blvd.
Camarillo, CA 93012
Quentin Lily
Tel: 805-445-4202
Email: Quentin.Lilly@technicolor.com
SIR Properties Trust Rent $286,400
c/o RMR Group LLC
Two Newton PI
225 Washington Street, Suite 300
Newton, MA 02458
Adam Case
Tel: 617-796-8303
Fax: 215-665-1414
Email: ACase@rmrgroup.com
Richter LLP Professional $23,649
Email: DHogan@richter.ca Services
Sentry Insurance Mail Distribution Workers' $15,962
Email: kim.czech@sentry.com Compensation
Insurance
State of Alabama Dept. of Treasury Taxes $15,000
Met-Ed Utilities $7,216
Email: ElectricOnline@
firstenergycorp.com
Columbia Gas of Pennsylvania Utilities $4,061
Bookspan/TAW Trade $3,297
Email: joe.mizrahi@tawdist.com
PMA Companies Workers' $2,390
(Old Republic Insurance Group) Compensation
Email: Linda_Facemyer@pmagroup.com
KPMG Professional $1,476
Email: hgreenberg@kpmglaw.ca Services
UPS Canada Trade $524
Email: UPSAFquote@ups.com
Adecco Employment Services Trade $362
Email: kenny.maharrey@adeccona.com
Alagasco Utilities $153
Penn Waste, Inc. Trade $95
City of Tuscaloosa Water Dept. Utilities $88
CINRAM GROUP: No Longer in Business, Rejecting Leases
-----------------------------------------------------
Cinram Group, Inc., Cinram Property Group, LLC and Cinram
Operations, Inc. each filed a voluntary petition under Chapter 11
of the Bankruptcy Code in the U.S. Bankruptcy Court for the
District of New Jersey, citing unsustainable lease obligations of
approximately $929,000 per month. Accordingly, the Debtors are
seeking to reject their leases in Huntsville, Alabama and Hanover,
Pennsylvania as part of the "first day" motions, effective as of
the Petition Date.
"After exploring all options available to the Debtors, the Debtors'
Board of Directors determined that commencing these Chapter 11
Cases would be the best means to preserve and maximize the value of
the Debtors' assets for the benefit of their creditors and other
parties in interest, while the Debtors pursue possible
restructuring alternatives, including potential asset sales," said
Glenn Langberg, chief executive officer of the Debtors.
As disclosed in Court papers, CGI and its Debtor and non-Debtor
affiliates were once providers of media development and delivery
services. Located in North America and Europe, Cinram worked with
some of the biggest names in home entertainment and retail. As
consumer demand has rapidly shifted away from physical media for
audio and video over the past several years, Cinram has exited the
manufacturing and supply chain services business, selling or
winding down substantially all of its operations and operating
assets, including those of the Debtors. As a result, the Debtors
no longer have any active business operations. The Debtors'
remaining assets consist primarily of approximately four million
square feet of owned and leased industrial property and undeveloped
land located in Pennsylvania and Alabama.
CGI leases a 1.4 million square foot industrial facility and
undeveloped land on approximately 161 acres (or 7 million square
feet of land), located at 4905 Moores Mill Road in Huntsville,
Alabama, from SIR Properties Trust, a Maryland real estate
investment trust, pursuant to a lease dated Aug. 31, 2012. The
Base Rent due from CGI to SIR Properties under the Huntsville Lease
is currently $642,934 per month, subject to an annual increase of
three percent on August 31 of each year. The Huntsville Lease
expires on Aug. 31, 2032. In connection with the sale of CGI's
North American optical disc (DVD and Blu-ray) manufacturing and
distribution assets to Technicolor Home Entertainment Services,
Inc., CGI, with the consent of SIR Properties, entered into a
sublease of the Huntsville Property to CT Acquisition Holdco, LLC
n/k/a Technicolor Home Entertainment Services Southeast, LLC.
On Nov. 12, 2015, Bookspan LLC (as tenant) assigned to CGI a lease
dated Sept. 24, 2008, for a 500,000 square foot industrial facility
and undeveloped land on approximately 120 acres (or 5 million
square feet of land), located at 501 Ridge Avenue in Hanover,
Pennsylvania. SIR Properties is also the landlord under the
Hanover Lease and consented to the assignment of the Hanover Lease
to CGI. The Base Rent due under the Hanover Lease is currently
$286,430 per month, subject to an annual increase of four percent
on September 24 of each year. In addition, CGI pays annual real
estate taxes for the Hanover Property of approximately $300,000, as
well as insurance, maintenance, utilities, and security costs
totaling approximately $25,000 per month. The term of the Hanover
Lease expires on Sept. 24, 2028, subject to certain options to
extend the term at CGI's election.
"The Debtors are experiencing mounting losses and increasing
financial distress, and I believe that the Debtors' long term
liabilities in connection with the Huntsville Lease and Hanover
Lease are unsustainable," Mr. Langberg maintained. "The Huntsville
Lease and Huntsville Sublease, together, amount to a pass-through
lease that does not benefit the Debtors in any way, while leaving
the Debtors with tremendous financial exposure. If Technicolor
Southeast were to exercise its rights to terminate the Huntsville
Sublease, CGI would remain liable for rent payments that currently
amount to $642,934 per month, plus real estate taxes and other
charges, for a property that it does not occupy and for which the
Debtors have no use."
Mr. Langberg believes it would be very difficult and time consuming
for CGI to find a new subtenant for the Huntsville Lease and
Hanover Lease given the enormous size and nature of the properties
and the onerous requirements that would have to be met before SIR
Properties will consider approval of any replacement subtenant. In
addition, CGI could potentially be required to increase the Hanover
Deposit to $5,316,600, a cash outlay of more than $1.5 million,
which would further deplete the Debtors' limited resources.
"If each of the Leases is not rejected as of the Petition Date, the
Debtors' estates will continue to incur significant financial and
other burdens with no corresponding benefit (a clearly
unsustainable situation). The burdens imposed by the Leases, if
they are not immediately rejected, will inure to the direct
detriment of the Debtors' creditors," Mr. Langberg said.
The Debtors are also embroiled in a dispute with Technicolor
Southeast regarding CGI's and CPG's alleged obligations to repair
and replace certain allegedly defective and non-operational systems
and equipment at the Huntsville Property and the Olyphant Property
pursuant to the terms of the Huntsville Sublease and the Olyphant
Lease, respectively. The Debtors dispute the TS Claims and believe
they have affirmative claims against Technicolor Southeast for
failure to maintain the Huntsville Property and the Olyphant
Property in the condition required by the Huntsville Sublease and
the Olyphant Lease, respectively. The Debtors intend to address
the TS Claims as part of the claims process in the Chapter 11
cases.
CPG owns a one million square foot manufacturing plant on
approximately 103 acres of property located at 1400 East Lackawanna
Avenue in Olyphant, Pennsylvania, which, upon information and
belief, the Debtors acquired in 2014. In connection with the
Technicolor Sale, the Olyphant Property was leased to Technicolor
Southeast pursuant to a lease dated Nov. 12, 2015.
COI owns two manufacturing plants that are approximately 240,000
and 230,000 square feet in size, respectively, on approximately 100
acres of property located at 1 JVC Road and 2 JVC Road in
Cottondale, Alabama, an unincorporated community that is part of
Tuscaloosa, Alabama.
The Debtors do not have any funded debt obligations on either a
secured or unsecured basis. The Debtors do not believe that any
valid liens against, or security interests in, any of their assets
currently exist.
In addition, in connection with the Technicolor Sale, Technicolor
has asserted a claim for a $500,000 payment that was allegedly due
from CGI on June 30, 2016, pursuant to the Purchase and Sale
Agreement between the parties, dated Aug. 10, 2015.
The Debtors may also be liable for residual workers' compensation
claims by former employees of the Debtors or their affiliates,
although the Debtors have not quantified the amount, or determined
the validity, of any such claims.
The Debtors had approximately $400,000 of aggregate accounts
payable owed to various vendors and services providers as of the
Petition Date and may have certain other potential contingent,
unliquidated and disputed liabilities arising from the historical
operations of Cinram.
CGI was formed as part of a 2012 acquisition of substantially all
of the assets and businesses of Cinram International Income Fund in
the United States, Canada, the United Kingdom, France, and Germany.
CIRCULATORY CENTER: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
The Office of the U.S. Trustee on March 20 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Circulatory Center of West
Virginia, Inc.
Circulatory Center is represented by:
Robert O Lampl, Esq.
Robert O Lampl, Attorney at Law
960 Penn Avenue, Suite 1200
Pittsburgh, PA 15222
Tel: 412-392-0330
Fax: 412-392-0335
Email: rol@lampllaw.com
About Circulatory Center of West Virginia
Circulatory Center of West Virginia, Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No.
17-20211) on January 20, 2017. The petition was signed by Tom
Certo, president.
The case is assigned to Judge Gregory L. Taddonio.
At the time of the filing, the Debtor estimated assets of less than
$100,000 and liabilities of $1 million to $10 million.
CLIFFDALE COTTAGES: Fayetteville Property Up for April 3 Auction
----------------------------------------------------------------
Poore Substitute Trustee, LTD, as Substitute Trustee, will sell to
the highest bidder for cash the real property of Cliffdale Cottages
Holdings, LLC, located at 3108 Wisteria Lane Unit 201,
Fayetteville, NC 28314.
The foreclosure sale will be conducted at the courthouse door in
the City of Fayetteville, Cumberland County, North Carolina, on
April 3, 2017 at 11:00 a.m.
Cliffdale Cottages, the Present Record Owner of the property, has
been declared in default of payment.
The Substitute Trustee reserves the right to require a cash deposit
or a certified check not to exceed the greater of 5% of the amount
of the bid or $750.
The real property is being offered for sale "AS IS, WHERE IS'' and
will be sold subject to all superior liens, unpaid taxes, and
special assessments.
Other conditions will be announced at the sale. The sale will be
held open for 10 days for upset bids as required by law.
COMSTOCK RESOURCES: Westcott Reports 7.4% Stake as of March 14
--------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Carl H. Westcott reported that as of March 14, 2017, he
beneficially owns 1,135,602 shares of common stock of
Comstock Resources, Inc. representing 7.47 percent of the shares
outstanding.
Carl H. Westcott directly holds 724,201 shares of common stock, par
value $0.50 per share, of Comstock. Additionally, Mr. Westcott
exercises shared voting and disposition power over 384,093 shares
of Common Stock with Court H. Westcott as managers of Carl
Westcott, LLC, the general partner of each of Commodore Partners,
Ltd., which directly owns 365,093 shares of Common Stock, and G.K.
Westcott LP, which directly owns 19,000 shares of Common Stock.
Carl H. Westcott has shared discretionary authority to purchase and
dispose of shares of Common Stock under various accounts for the
benefit of the following persons, who directly hold the following
amounts of shares of Common Stock: Court H. Westcott, 4,000 shares;
Carla Westcott, 11,008 shares; Peter Underwood, 9,250 shares;
Francisco Trejo, Jr., 2,050 shares; and Rosie Greene, 1,000 shares.
Carl H. Westcott does not exercise any voting power over any such
shares of Common Stock owned by the aforementioned individuals and
expressly disclaims beneficial ownership of those shares.
The percentage ownership is based on 15,195,043 shares of Common
Stock outstanding, as reported by the Issuer in its annual report
on Form 10-K filed on Febr. 24, 2017.
After accounting for all purchases of Common Stock of the Reporting
Persons since the filing of Amendment No. 14 (the period of Feb.
17, 2017, through March 15, 2017), a net 31,178 shares of Common
Stock were sold by Carl H. Westcott during that period on his own
behalf and on behalf of certain other Reporting Persons for an
aggregate price of approximately $765,601.
A full-text copy of the regulatory filing is available at:
https://is.gd/gBuDZi
About Comstock Resources
Comstock Resources, Inc. is an independent energy company based in
Frisco, Texas and is engaged in oil and gas acquisitions,
exploration and development primarily in Texas and Louisiana. The
Company's stock is traded on the New York Stock Exchange under the
symbol CRK.
Comstock reported a net loss of $135.1 million, or $11.52 per
share, for the year ended Dec. 31, 2016 as compared to a net loss
of $1.0 billion, or $113.53 per share, for the year ended Dec. 31,
2015. As of Dec. 31, 2016, Comstock Resources had $889.87 million
in total assets, $1.16 billion in total liabilities and a total
stockholders' deficit of $271.26 million.
* * *
As reported by the TCR on Sept. 23, 2016, S&P Global Ratings raised
its corporate credit rating on Comstock Resources Inc. to 'CCC+'
from 'SD' (selective default). The outlook is negative. "The
rating actions on Comstock are in conjunction with the
Sept. 6, 2016, close of their comprehensive debt exchange and our
assessment of the company's revised capital structure and credit
profile," said S&P Global Ratings credit analyst Aaron McLean.
Comstock Resources carries a 'Caa2' corporate family rating from
Moody's Investors Service.
CORE EDUCATION: Hires Broege Neumann as Attorney
------------------------------------------------
Core Education and Consulting Solutions, Inc., seeks authority from
the U.S. Bankruptcy Court for the District of New Jersey to employ
Broege Neumann Fischer & Shaver, LLC as attorney to the Debtor.
Core Education requires Broege Neumann to:
a) advise the Debtor as to its duties as a debtor-in-
possession under the Bankruptcy Code, including,
without limitation, the obligation to open debtor-in-
possession bank accounts, file monthly operating reports
with the Bankruptcy Court and the office of the U.S.
Trustee, pay quarterly fees to the U.S. Trustee, maintain
adequate insurance on all assets of the bankruptcy estate,
pay all post-petition taxes when due and file timely
returns therefor, neither hire nor pay any professional
without prior authorization of the Bankruptcy Court,
neither sell nor dispose of any assets outside the ordinary
course of business without prior authorization of the
Bankruptcy Court;
b) represent the Debtor at the Section 341(a) hearing and at
any meetings between applicant and creditors or creditors
committees;
c) assist the Debtor in obtaining the authorization of the
Bankruptcy Court to retain such accountants, appraisers or
other professionals whose services applicant may require in
connection with the operation of its business or the
administration of the Chapter 11 proceedings;
d) defend any motions made by secured creditors to enable
applicant to retain the use of assets needed for an
effective reorganization;
e) negotiate with priority, secured and unsecured creditors to
achieve a consensual resolution of their respective claims
and the incorporation of such resolution into a plan of
reorganization;
f) file and prosecute motions to expunge or reduce claims
which applicant disputes;
g) represent the Debtor in the Bankruptcy Court at such
hearings as may require applicant's presence or
participation to protect the interest of applicant and the
bankruptcy estate;
h) formulate, negotiate, prepare and file a disclosure
statement and plan of reorganization, or liquidation, which
conforms to the requirements of the Bankruptcy Code and
applicable rules of procedure;
i) represent the Debtor at hearings on the approval of the
disclosure statement and confirmation of a plan of
reorganization and responding to any objections to same
filed by creditors or other parties in interest;
j) assist the Debtor in discharging its obligations in
consummating any plan of reorganization which is confirmed;
k) advise the Debtor whether and to what extent any of its
assets constitute cash collateral under the Bankruptcy Code
and prosecuting applications for authorization to use any
such assets; and
l) provide such other varied legal advice and services as may
be needed by applicant in the operation of its business or
in connection with the Chapter 11 proceedings.
Broege Neumann will be paid at these hourly rates:
Timothy P. Neumann $590
Peter J. Broege $590
Associates $275
Paralegals $100
Broege Neumann will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Timothy P. Neumann, partner of Broege Neumann Fischer & Shaver,
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.
Broege Neumann can be reached at:
Timothy P. Neumann, Esq.
BROEGE NEUMANN FISCHER & SHAVER
25 Abe Voorhees Drive
Manasquan, New Jersey 08736
Tel: (732) 223-8484
E-mail: tneumann@bnfsbankruptcy.com
About Core Education and Consulting
Solutions, Inc.
Core Education & Consulting Solutions, Inc., based in Princeton,
NJ, filed a Chapter 11 petition (Bankr. D.N.J. Case No. 17-14992)
on March 15, 2017. The Hon. Michael B. Kaplan presides over the
case. Timothy P. Neumann, at Broege Neumann Fischer & Shaver, to
serve as bankruptcy counsel.
In its petition, the Debtor estimated $0 in assets and $2.95
million in liabilities. The petition was signed by Nikhil C.
Morsawala, director.
CORRUGATED INDUSTRIES: Plan Disclosures Filing Before June 15
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
ordered Corrugated Industries of Florida, Inc. to file their
disclosure statement and plan of reorganization on or before June
15, 2017.
The Disclosure Statement must, 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 Corrugated Industries of Florida
Based in Tampa, Florida, Corrugated Industries of Florida, Inc.
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
M.D. Fla. Case No. 17-01141) on February 14, 2017. The petition
was signed by Gene D. Lebouef, Jr., vice president.
At the time of the filing, the Debtor disclosed $1.4 million in
assets and $1.13 million in liabilities.
COSHOCTON MEMORIAL: Wants Plan Filing Period Moved to April 24
--------------------------------------------------------------
CH Liquidation Association asks the U.S. Bankruptcy Court for the
Northern District of Ohio to extend its exclusive periods for
filing a plan and soliciting acceptances to the plan through April
24, 2017 and June 26, respectively.
The Debtor's exclusive plan filing is currently set to expire on
March 27, 2017, and its exclusive solicitation period is currently
set to expire on May 30, 2017.
The Debtor says it has continued to work closely with the Official
Committee of Unsecured Creditors and Genesis Healthcare System
throughout its case, and that it has been cooperative with all
other parties-in-interest in an effort to keep all major
constituencies in the cases informed about its restructuring
efforts. However, due to unresolved contingencies associated with
the "Rule 2004 Motion" and the Genesis claims, the Debtor needs
additional time to negotiate and formulate the structure of a plan
with the Committee.
The Rule 2004 Motion sought to allow the Committee to conduct a
Rule 2004 examination of a representative of Genesis regarding
Genesis's relationship with and former management of the Debtor,
and the production of related documents.
Ultimately, because of the nature and extent of Genesis's former
relationship with the Debtor, and the magnitude of the claims
Genesis has alleged in the Debtor's chapter 11 case, the resolution
and direction of the Genesis claims will have a material impact on
distributions to creditors and the ultimate mechanics of a
liquidating plan.
About CH Liquidation Association
Coshocton County Memorial Hospital Association aka CCMH aka
Coshocton Hospital aka Coshocton County Memorial Hospital operates
a general acute care not-for-profit hospital in Coshocton, Ohio.
The hospital has been designated as a Sole Community Hospital and
is licensed for 56 beds. In addition to the main hospital
facility, the Debtor has a number of primary care and specialty
physician clinics. The Debtor has annual net revenue of more than
$50 million and employs more than 400 individuals. The hospital is
located in eastern central Ohio between Columbus and Pittsburgh and
is the only hospital within 25 miles. It has been serving the
healthcare needs of the community for more than 100 years.
Coshocton County Memorial Hospital Association filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio
Case No. 16-51552) on June 30, 2016. The petition was signed by
Lorri Wildi, chief executive officer. The case is pending before
Judge Alan M. Koschik.
The Debtor estimated assets at $10 million to $50 million and
liabilities at $10 million to $50 million.
Maria Carr, Esq., Michael J. Kaczka, Esq., and Sean D. Malloy,
Esq., at McDonald Hopkins LLC serves as the Debtor's counsel.
Garden City Group, LLC, is the Debtor's notice, claims and
balloting agent.
On July 8, 2016, the U.S. Trustee for Region 9 appointed four
creditors of Coshocton County Memorial Hospital Association to
serve on the official committee of unsecured creditors.
Prime Healthcare Foundation and Coshocton County Memorial Hospital
on Nov. 1, 2016, disclosed that Prime has completed its acquisition
of Coshocton County Memorial Hospital. The hospital will retain a
local governing board and not-for-profit status as a member of the
Prime Healthcare Foundation, an affiliate of Prime Healthcare. As
a result of the sale, the hospital is now known as Coshocton
Regional Medical Center.
CRET RESTORATION: Case Summary & 12 Unsecured Creditors
-------------------------------------------------------
Debtor: CRET Restoration, Inc.
8012 Murray Hill Drive
Fort Washington, MD 20744
Case No.: 17-13860
About the Debtor: CRET Restoration, Inc., was incorporated in 1997
and is based in Fort Washington, Maryland.
The Debtor is a single asset real estate as
defined in 11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: March 20, 2017
Court: United States Bankruptcy Court
District of Maryland (Greenbelt)
Judge: Hon. Lori S. Simpson
Debtor's Counsel: Craig A Butler, Esq.
THE BUTLER LAW GROUP, LLC
1001 G Street, NW, Suite 800
Washington, DC 20001
Tel: 202 587 2773
Fax: 202 591 1727
E-mail: cab.esq@gmail.com
cbutler@blgnow.com
Estimated Assets: $10 million to $50 million
Estimated Debts: $1 million to $10 million
The petition was signed by Vaughn Taylor, president.
Debtor's List of 12 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
A Powell Management LLC Services $136,000
Provided
BEOR Fund 1 LLC $58,093
Calvary Portfolio Services, LLC Auto Loan $11,077
CDM Associates, Inc. Services $104,000
Provided
Evelyn Jones $700,000
1921 Tulip Street, NW
Washington, DC 20012
Evergreen Ventures, LLC $4,647,740
c/o Slocum & Boddie, PC
5400 Shawnee
Road, Suite 300
Alexandria, VA 22312
IRS Income Taxes $7,000
Joyce Engineering Services $81,000
Provided
KCI Engineering Services $14,000
Provided
Law Offices of Services $30,000
Darryl A. Kelley & Provided
Assoc.
NKB Investment Group Money Loaned $320,000
3333 7th Street, NE
Washington, DC 20032
TrustCapital $650,000
Investments, LLC
3 Bethesda Metro Center
Bethesda, MD 20817
CROSSROADS SYSTEMS: Accumulated Losses Raise Going Concern Doubt
----------------------------------------------------------------
Crossroads Systems, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing a
net loss of $376,000 on $19,000 of revenue for the three-months
ended January 31, 2017, compared to a net loss of $137,000 on
$210,000 of revenue for the same period in 2016.
The Company's balance sheet at January 31, 2017, showed $4.62
million in total assets, $1.96 million in total liabilities and
total stockholders' equity of $2.66 million.
The Company has accumulated significant losses as it developed its
past products. The Company's operations are funded by cash and
cash equivalents, as well as from revenue provided by IP licensing,
royalties and other revenue. The Company may also generate revenue
from other sources as described in Liquidity and Capital Resources,
including without limitation, through obtaining a favorable
judgment or settlement in its ongoing litigation concerning
infringement of its intellectual property, successfully monetizing
all or a portion of the non-'972 patents, or pursuing other
strategic opportunities to generate revenue. If the Company is not
able to obtain additional sources of revenue through these or
alternative means, the Company may not have sufficient funds to
continue to operate the business. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
A full-text copy of the Company's Form 10-Q is available at:
https://is.gd/LS6An4
Crossroads Systems, Inc., is an intellectual property licensing
company. The Company's intellectual property assets are identified
in two distinct categories: the first category is known as the 972
patent family and the second category is known as the non-972
patents.
CROWN AMERICAS: Moody's Affirms Ba2 CFR; Outlook Still Stable
-------------------------------------------------------------
Moody's Investors Service assigned Baa2 ratings to the proposed
senior secured credit facilities of Crown Americas LLC, Crown
European Holdings S.A., and Crown Metal Packaging Canada LP, which
including a $650 million USD Revolving Credit Facility, a $700
million Multi-Currency Revolving Credit Facility, a $50 million CAD
Revolving Credit Facility; a $550 million USD Term Loan A and a
$300 (USD equivalent) million EUR Term Loan A. The credit
facilities are due in 2022. Moody's also affirmed the Ba2 corporate
family rating, Ba2-PD probability of default rating and maintains
stable ratings outlook of Crown Holdings, Inc. ("Crown"). The
proceeds from the credit facilities will be used to refinance their
existing senior secured credit facilities and for other general
corporate purposes.
Moody's took the following actions:
Affirmations:
Issuer: Crown Holdings, Inc.
-- Corporate Family Rating, Affirmed Ba2
-- Probability of Default Rating, Affirmed Ba2-PD
-- Speculative Grade Liquidity Rating, Affirmed at SGL-2
Issuer: Crown Cork & Seal Company, Inc.
-- Backed Senior Unsecured Regular Bond/Debenture, Affirmed B1
(LGD6)
Issuer: Crown Americas LLC
-- Senior Unsecured Regular Bond/Debenture, Affirmed Ba3 (LGD5)
-- Backed Senior Unsecured Regular Bond/Debenture, Affirmed Ba3
(LGD5)
Issuer: Crown European Holdings S.A.
-- Senior Unsecured Regular Bond/Debenture, Affirmed Ba2 (LGD3)
-- Backed Senior Unsecured Regular Bond/Debenture, Affirmed Ba2
(LGD3)
Assignments:
Issuer: Crown Americas LLC
-- Senior Secured Revolving Credit Facility, Assigned Baa2 (LGD1)
-- Senior Secured Term Loan A, Assigned Baa2 (LGD1)
Issuer: Crown European Holdings S.A.
-- Senior Secured Multi Curr Rev Credit Facility, Assigned Baa2
(LGD1)
-- Senior Secured Term LoanA, Assigned Baa2 (LGD1)
Issuer: Crown Metal Packaging Canada LP
-- Senior Secured Revolving Credit Facility, Assigned Baa2 (LGD1)
Outlook Actions:
Issuer: Crown Americas LLC
-- Outlook, Remains Stable
Issuer: Crown Cork & Seal Company, Inc.
-- Outlook, Remains Stable
Issuer: Crown European Holdings S.A.
-- Outlook, Remains Stable
Issuer: Crown Holdings, Inc.
-- Outlook, Remains Stable
Issuer: Crown Metal Packaging Canada LP
-- Outlook, Remains Stable
All ratings are subject to the receipt of final documentation.
RATINGS RATIONALE
The Baa2 ratings on the senior secured credit facilities, which
include revolving credit facilities at Crown Americas, Crown
European Holdings, and Crown Canada and first lien term loans at
Crown Americas and Crown European Holdings, reflects their priority
position in the capital structure and expectation that amounts
outstanding are well protected in a distressed scenario. The
over-collateralization of the first lien facilities warrants
notching above the Ba2 corporate family rating. Hedging obligations
with lenders are included under the credit agreement as secured
obligations. The notching is further supported by the significant
level of debt under the first lien credit facilities and by the
substantial value of the overall enterprise.
Crown's Ba2 Corporate Family Rating reflects the company's position
in an oligopolistic industry, relatively stable end markets and
improved profitability. The rating is also supported by the high
percentage of business under contract with strong raw material cost
passthrough provisions, higher margin growth projects in emerging
markets and good liquidity. Crown's broad geographic exposure,
including a high percentage of sales from faster growing emerging
markets, is both a benefit and a source of some potential
volatility.
The rating is constrained by the company's concentration of sales,
exposure to weak international markets, especially Europe, and
risks inherent in its strategy to grow in emerging markets. The
rating is also constrained by the ongoing asbestos liability and
the integration risk inherent from two recent, sizeable
acquisitions. The company has exposure to segments which can be
affected by weather and crop harvests and to mature industry
sectors like carbonated soft drinks. Approximately 58% of sales
come from the sale of beverage cans in 2016. All of Crown's sales
are from metal packaging, which may be subject to substitution with
other substrates in certain markets depending on relative pricing
and new technologies.
The ratings outlook is stable. The stable outlook reflects an
expectation that Crown will balance interests between shareholders
and creditors and maintain credit metrics within the rating
category and the triggers outlined.
The ratings could be upgraded if Crown achieves a sustainable
improvement in credit metrics within the context of a stable
operating and competitive environment and maintains good liquidity
including sufficient cushion under existing covenants.
Specifically, the ratings could be upgraded if adjusted
debt-to-EBITDA declines to below 4 times, EBITDA interest coverage
improves to over 5.5 times, and funds from operations to total debt
remains above 17%.
The ratings could be downgraded if Crown fails to improve credit
metrics over the intermediate term, there is a deterioration in the
cushion under existing financial covenants, and/or a deterioration
in the competitive or operating environment. Additionally, a
significant acquisition or change in the asbestos liability could
also trigger a downgrade. Specifically, the rating could be
downgraded if adjusted debt-to-EBITDA remained above 4.5 times,
EBITDA interest coverage fell below 4.5 times and/or funds from
operations to debt fell below 14%.
The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
September 2015.
Crown Holdings, Inc., headquartered in Philadelphia, Pennsylvania,
is a global manufacturer of steel and aluminum containers for food,
beverage, and consumer products. Revenues for the twelve months
ended December 31, 2016 were approximately $8.3 billion.
CUMBERLAND VALLEY: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Cumberland Valley Development, Inc.
71 Silver Crown Drive
Mechanicsburg, PA 17050
Case No.: 17-01025
About the Debtor: The Debtor is a corporation with principal assets
located at Mechanicsburg, Pennsylvania.
Chapter 11 Petition Date: March 17, 2017
Court: United States Bankruptcy Court
Middle District of Pennsylvania (Harrisburg)
Judge: Hon. Robert N Opel II
Debtor's Counsel: Lisa A Rynard, Esq.
PURCELL, KRUG & HALLER
1719 North Front Street
Harrisburg, PA 17102
Tel: 717 234-4178
Fax: 717 236-6120
E-mail: lrynard@pkh.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Steven E. Westhafer, 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/pamb17-01025.pdf
CUMULUS MEDIA: Incurs $510.7 Million Net Loss in 2016
-----------------------------------------------------
Cumulus Media Inc. filed with the Securities and Exchange
Commission its annual report on Form 10-K reporting a net loss of
$510.7 million on $1.14 billion of net revenue for the year ended
Dec. 31, 2016, compared to a net loss of $546.49 million on $1.16
billion of net revenue for the year ended Dec. 31, 2015.
For the three months ended Dec. 31, 2016, the Company reported net
revenue of $299.54 million, down 3.0% from the three months ended
Dec. 31, 2015, net loss of $543.67 million and Adjusted EBITDA of
$56.9 million, down 9.8% from the quarter ended Dec. 31, 2015.
As of Dec. 31, 2016, Cumulus Media had $2.41 billion in total
assets, $2.90 billion in total liabilities and a total
stockholders' deficit of $491.73 million.
Mary Berner, president and chief executive officer of Cumulus
Media, said, "We entered 2016 with a singular objective: to fix the
core business problems - poor culture, poor ratings and poor
operational execution - which was essential to establishing a
foundation on which to build improved financial results. Throughout
the year we made significant progress addressing each of these
areas, most visibly in ratings growth where we've outperformed the
industry for 15 straight months. In fact, with two back-to-back
quarters of revenue share increases on the station side, a trend
which continued through January, we have early evidence that,
despite a tough industry environment, our foundational work is
beginning to translate into improved financial performance."
A full-text copy of the Form 10-K is available for free at:
https://is.gd/JRbYv4
On March 16, 2017, Cumulus Media held an investor conference call
and webcast to discuss financial results for the three months and
year ended Dec. 31, 2016. A copy of the materials used at the
conference is available for free at https://is.gd/d88a7x
About Cumulus Media
Atlanta, Georgia-based Cumulus Media Inc. --
http://www.cumulus.com/-- is a radio broadcasting company. The
Company is also a provider of country music and lifestyle content
through its NASH brand, which serves through radio programming,
NASH Country Weekly magazine and live events. Its product lines
include broadcast advertising, digital advertising, political
advertising and non-advertising based license fees. Its broadcast
advertising includes the sale of commercial advertising time to
local, national and network clients. Its digital advertising
includes the sale of advertising and promotional opportunities
across its Websites and mobile applications. Its across the
nation platform generates content distributable through both
broadcast and digital platforms.
Cumulus Media put AR Broadcasting Holdings Inc. and three other
units to Chapter 11 protection (Bankr. D. Del. Lead Case No.
11-13674) in 2011 after struggling to pay off debt that topped
$97 million as of June 30, 2011.
* * *
The TCR reported on March 16, 2017, that S&P Global Ratings raised
its corporate credit rating on Atlanta, Ga.-based Cumulus Media
Inc. and its subsidiary Cumulus Media Holdings Inc. to 'CCC' from
'CC'. The rating outlook is negative. "We believe Cumulus may
look to exchange debt at subpar levels or repurchase debt at
discounted levels in 2017, which we would view as tantamount to
default, based on our criteria," said S&P Global Ratings' credit
analyst Jeanne Shoesmith. "We could lower our ratings on the
company if it announces a subpar debt tender offer." Various
tranches of debt at Cumulus are currently trading at roughly a
30%-60% discount to par.
In March 2016, Moody's Investors Service downgraded Cumulus Media
Inc.'s Corporate Family Rating to 'Caa1' from 'B3' and Probability
of Default Rating to 'Caa1-PD' from 'B3-PD'. Cumulus' 'Caa1'
Corporate Family Rating reflects the company's excessive leverage
with debt-to-EBITDA exceeding 9.5x (including Moody's standard
adjustments) and Moody's revised expectation that debt-to-EBITDA
will remain elevated over the next 12 months due to continued
declines in network revenue and increased operating expenses more
than offsetting the benefits from an expected increase in station
group revenue and political ad sales in 2016.
DART MUSIC: Sets Bidding Procedures for All Assets
--------------------------------------------------
Judge Randal S. Mashburn of the U.S. Bankruptcy Court for the
Middle District of Tennessee will convene a hearing on April 18,
2017 at 9:00 a.m. to consider Dart Music, Inc.'s bid procedures in
connection with the sale of substantially all assets at auction.
The objection deadline is April 6, 2017.
The commencement of the chapter 11 case was the result of certain
of the Debtor's noteholders' refusal to reach an agreement
regarding a funding proposal to provide the Debtor the short term
liquidity it needed to deal with its promissory notes that were
soon maturing (or had already matured).
Joseph Galante, a member of the Debtor's board of directors, agreed
to offer the Debtor post-petition financing in the amount of
$50,000 under a Debtor-In-Possession Secured Promissory Note to
fund the Debtor's working capital needs. On March 9, 2017, the
Court entered an Interim Order Authorizing Debtor to Obtain and
Utilize Its DIP Financing.
On March 13, 2017, the Debtor filed its Notice of Marketing of
Assets and Potential Sale Thereof, whereby in the full exercise of
its fiduciary duty, the Debtor began exploring an alternative
transaction for the sale of any or all of the Debtor's assets,
including its intellectual property.
The Debtor began exploring an Alternative Transaction as a result
of its inability, to date, to reach a consensual resolution with
certain of the noteholders. This failure to promptly reach a
consensual resolution could hinder the Debtor's ability to propose
a chapter 11 plan.
Indeed, a number of parties have already expressed an interest in
acquiring the Debtor's Assets. The Debtor will continue to
actively market the Assets through and including the Auction. In
light of all of these, the Debtor believes that the Bid Procedures
and the Auction will afford the Debtor the best opportunity to test
the market and maximize value of its Assets.
The salient terms of the Bid Procedures are:
a. Assets to be Sold: Consist of substantially all of the Assets
used in the Debtor's business operations.
b. Qualified Bid: To be a Qualified Bid, a bid (including all
Required Bid Materials) must: (i) be received by the Bid Deadline;
(ii) not be subject to any due diligence or financing contingency;
and (iii) not request or entitle the bidder to any break-up fee,
expense reimbursement or similar type of payment, provided,
however, that the Debtor, in its discretion may decide to grant
break-up fee and expense reimbursement protections to any bidder
the Debtor denotes as a "Stalking Horse" bidder at any time at
least 5 days prior to the Auction, with Court approval and in
accordance with the Bid Procedures.
c. Deposit: 5% of the proposed purchase price
d. Date, Time, and Place of Auction: The Debtor proposes that
the Auction be conducted at the offices Nelson, Mullins, Riley, &
Scarborough, 150 Fourth Avenue, North, Suite 1100, Nashville,
Tennessee on a date approved by the Court commencing approximately
35 days after entry of the Bid Procedures Order at 9:00 a.m.
(PCT).
e. Minimum Bid Increments: $10,000
f. The Successful Bid(s) submitted at the Auction will
constitute an irrevocable offer and be binding on the Successful
Bidder and the Back-Up Bidder. If the Successful Bid and Back-Up
Bid are approved pursuant to the Sale Order, the Successful Bid
will be binding, and the Back-Up Bid will be binding until 20 days
after entry of the Sale Order. Each Qualified Bid that is not the
Successful Bid or the Back-Up Bid as approved by the Bankruptcy
Court at the Sale Hearing will be deemed withdrawn and terminated
at the conclusion of the Sale Hearing.
g. Date, Time, and Place of Sale Hearing: The Sale Hearing will
be conducted by the Court approximately 2 business days after the
Auction. At the Sale Hearing, the Debtor will seek Bankruptcy
Court approval of the Successful Bid and the Back-Up Bid.
h. If the Successful Bidder or the Back-Up Bidder will fail to
consummate an approved sale because of a breach or failure to
perform on the part of such Successful Bidder (or Back-Up Bidder,
as the case may be), the Debtor will be entitled to retain such
Successful Bidder (or Back-Up Bidder, as the case may be) Deposit,
in addition to other additional remedies available to the Debtor
under applicable law. The Debtor will credit the Deposit of the
Successful Bidder or the Back-Up Bidder towards the purchase price
at the time of funding.
A copy of the Bid Procedures attached to the Notice is available
for free at:
http://bankrupt.com/misc/Dart_Music_55_Sales.pdf
Pursuant to the Motion, the Debtor has determined that seeking the
relief requested without entering into a Stalking Horse Agreement
is warranted and necessary. The Debtor is, however, continuing its
discussions with potential purchasers, and reserves the right to
enter into a Stalking Horse Agreement if the Debtor believes that
such an agreement will further the purposes of the Auction, by
among other things, enticing value maximizing bids. If the Debtor
determines in its reasonable business judgment to enter into a
Stalking Horse Agreement containing customary terms and conditions,
the Debtor will seek Bankruptcy Court approval of such an Agreement
on an expedited basis prior to the Auction.
The Debtor believes that the currently proposed Bid Procedures will
establish parameters pursuant to which the value of the Assets may
be fully tested at the Auction and ensuing Sale Hearing.
The Debtor submits that the proposed Bidding Protections and
Stalking Horse Terms will not chill bidding — instead, they will
only be offered if the Debtor receives a bid that is worthy of such
protections. Accordingly, the Debtor should be authorized to offer
such forms of bid protection with the Court's approval, as is
necessary in the Debtor's business judgment.
To facilitate and affect the sale of the Assets, the Debtor asks
authorization to assume and assign the Selected Contracts to the
Successful Bidder.
The Debtor's assumption of the Selected Contracts will be
contingent upon payment of the Cure Amounts. The Debtor proposes
to file with the Court, publish on the Website, and serve on each
counterparty to a Designated Contract a notice that will include
the Debtor's calculation of the Cure Amount for each such
Designated Contract. To facilitate the assumption and assignment
of the Selected Contracts, the Debtor further asks the Court find
all anti-assignment provisions of the Selected Contracts to be
unenforceable under Section 365(f) of the Bankruptcy Code.
The Debtor believes that the sale of the Assets should be
consummated as soon as practicable in order to preserve and
maximize value. Accordingly, the Debtor requests that the Sale
Order approving the sale of the Assets and the assumption and
assignment of the Designated Contracts be effective immediately
upon entry of such order and that the 14-day stay under Bankruptcy
Rules 6004(h) and 6006(d) be waived.
About Dart Music
Dart Music, Inc., sought Chapter 11 protection (Bankr. M.D. Tenn.
Case No. 17-01300) on Feb. 27, 2017. Judge Randal S Mashburn is
assigned to the case. The Debtor estimated assets in the range of
$50,000 to $100,000 and $1 million to $10 million in debt. The
Debtor tapped Shane Gibson Ramsey, Esq., at Nelson Mullins Riley &
Scarborough LLP, as counsel. The petition was signed by Chris
McMurtry, chief executive officer.
DEL MONTE: Moody's Lowers Corp. Family Rating to Caa1
-----------------------------------------------------
Moody's Investors Service downgraded Del Monte Foods, Inc.'s
Corporate Family Rating to Caa1 from B3, Probably of Default Rating
to Caa1-PD from B3-PD, first lien senior secured term loan rating
to Caa1 from B3, and second lien senior secured term loan rating to
Caa3 from Caa2. The Speculative Grade Liquidity Rating was affirmed
at SGL-3. Moody's maintained the negative outlook.
The rating downgrade reflects further deterioration in Del Monte's
operating performance that has fallen below Moody's expectations.
This is due mainly to accelerated packaged fruits and vegetables
category volume declines, which have offset Del Monte's share gains
in canned vegetables and exacerbated its share loss in packaged
fruit.
"Del Monte now expects to report $115 million to $125 million of
EBITDA this fiscal year ending in April, which is below Moody's
previous rating tolerance level of at least $135 million and well
below its original budget of $140 million to $150 million," said
Brian Weddington, Senior Credit Officer.
As a result, Del Monte's debt/EBITDA will likely be above 9.0x at
the end of fiscal year ending April 2017. This high financial
leverage could become unsustainable if the company is unable to
significantly improve profitability over the next 12 to 18 months.
The company plans address these challenges through a shift in its
multi-year operating strategy focused on improving sales mix and
investing in new innovation to reinvigorate category demand. The
senior management team plans to unveil details of the new strategy
this June.
"We expect that the negative growth trends in packaged fruit and
vegetables categories will persist over the next 24 months, which
calls for aggressive action by Del Monte in order to stabilize its
business," added Weddington.
Moody's does not anticipate any material improvement in Del Monte's
sales or operating profit over the next fiscal year. However, free
cash flow should increase, reflecting better inventory controls put
in place by the company to reduce working capital needs. As a
result, Moody's expects that the company will have sufficient
liquidity over the next year to fund its operations and should
generate enough free cash flow to service and retire a portion of
its debt. Moody's cautions that cash investments needed under the
contemplated new multi-year strategy may not allow for a material
amount of debt reduction. In addition, if sales volumes fall below
plan next year, as they have over the past three years, inventory
levels may not decline sufficiently to replenish Del Monte's
liquidity profile. This most likely would lead to another rating
downgrade.
Del Monte Foods, Inc.
Ratings Downgraded:
Corporate Family Rating to Caa1 from B3
Probability of Default Rating to Caa1-PD from B3-PD
$690 million first-lien senior secured term loan due 2021 to Caa1
(LGD 4) from B3 (LGD 4)
$260 million second-lien senior secured term loan due 2021 to Caa3
(LGD 5) from Caa2 (LGD5)
Rating Affirmed:
Speculative Grade Liquidity Rating at SGL-3
The ratings outlook is negative.
RATINGS RATIONALE
The Caa1 Corporate Family Rating reflects Del Monte Foods'
sustained high financial leverage, declining sales volume in the
U.S. canned fruit and vegetables categories, and high execution
risk related to its working capital reduction plan. The company's
credit profile is supported by the strength of the Del Monte brand,
which holds leading shares in core shelf stable vegetables. The
ratings also are supported by the "covenant-lite" structure of its
bank term loans that support an adequate liquidity profile.
The negative outlook reflects Moody's view that Del Monte's high
financial leverage could increase further over the next years as it
invests more aggressively in strategic growth initiatives amid
ongoing category declines. The negative outlook also reflects the
company's weak but currently adequate liquidity profile that is
characterized by significant reliance on inventory reduction to
meet cash needs over the next year.
The ratings could be downgraded if Del Monte is not likely to
improve its liquidity profile over the next year, fails to
strengthen its operating performance, or if debt outstanding is not
expected to decline.
To achieve an upgrade, Del Monte would need to reduce debt/EBITDA
below 8.0x, demonstrate its ability to generate positive operating
cash flow excluding working capital reductions, and improve its
overall liquidity profile.
Headquartered in Walnut Creek, California, Del Monte Foods, Inc. is
a manufacturer and marketer of branded and private label food
products for the US and South American retail market. Its brands
include Del Monte in shelf stable fruit, vegetable and tomatoes;
Contadina in tomato based products; College Inn in broth products;
and S&W in shelf stable fruit, vegetable and tomato products.
The principal methodology used in these ratings was Global Packaged
Goods published in January 2017.
Del Monte Foods, Inc. generates annual sales of approximately $1.7
billion. Del Monte was acquired by Del Monte Pacific Ltd in
February 2014 for $1.7 billion. DMPL is 67%-owned by NutriAsia
Pacific Ltd and Bluebell Group Holdings Limited. Both entities are
owned by the NutriAsia Group of Companies which is majority-owned
by the Campos family of the Philippines.
DMPL and its subsidiaries are not affiliated with other "Del Monte"
companies, including Del Monte Corporation, Fresh Del Monte
Produce. Inc., Del Monte Canada, Del Monte Asia Pte Ltd and these
companies' affiliates.
DIRECT MEDIA: Wants Exclusive Period Extended by 90 Days
--------------------------------------------------------
Direct Media Power, Inc., is asking the U.S. Bankrupty Court for
the Northern District of Illinois to extend each of its exclusivity
period by 90 days.
Absent an extension, the Debtor's exclusive plan filing period is
slated to expire on March 21, 2017 and its exclusive plan
solicitation period through May 20, 2017.
The Debtor relates that Radio One, Inc. has filed a motion to
dismiss the case. The motion to dismiss is currently pending, and
is scheduled for hearing on April 19 to 20.
The parties anticipate that they will conduct some discovery before
the commencement of the April hearings.
The Debtor tells that Court that because of the pendency of the
motion to dismiss, it has had little time to devote to the plan
promulgation process (including the completion of both the plan of
reorganization and disclosure statement) between now and the
conclusion of the hearing on the motion to dismiss.
Radio One, the holder of the largest claim against the Debtor's
estate, does not object to the requested extension of each
exclusivity period.
Moreover, the Debtors contend, it is rational to address the issues
raised by the motion to dismiss before spending much time and
energy, and the attendant fees, on the plan promulgation and
confirmation process.
About Direct Media Power
Established in 2010 and located Wood Dale, Illinois, Direct Media
Power, Inc., also known as DMP Teleservices, Inc., is a large
privately owned liquidator of unsold prime commercial radio
airtime
nationwide.
Direct Media Power sought Chapter 11 protection (Bankr. N.D. Ill.
Case No. 16-36934) on Nov. 21, 2016. The petition was signed by
Dean Tucci, president. Judge Timothy A. Barnes is assigned to the
case. At the time of filing, the Debtor estimated assets of
$100,000 to $500,000 and debt of $1 million to $10 million.
Initially, the Debtor was represented by Adam S. Tracy, Esq., at
The Tracy Firm, Ltd. The Debtor hired Neal L. Wolf, Esq. and Paul
H. Deese, Esq., at Tetzlaff Law Offices, LLC to replace its former
counsel.
DISPOSAL TEJAS: Taps John Howell as Special Counsel
---------------------------------------------------
Disposal Tejas, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Texas to hire John Howell, Esq., as
special counsel.
Mr. Howell will represent the Debtor in a lawsuit it filed against
Energy Fishing and Rental Services Inc. and Glen Burkhalter in the
112th District Court of Crockett County, Texas.
Mr. Howell will charge an hourly rate of $150, and will receive
reimbursement for work-related expenses.
In a court filing, Mr. Howell disclosed that he has no connection
with the Debtor or any of its creditors.
Mr. Howell maintains an office at:
John S. Howell, Esq.
P.O. Box 613
Eldorado, TX 76936
About Disposal Tejas
Disposal Tejas, LLC operates a single water disposal well in
Crockett County, Texas, pursuant to a Produced Water Disposal
Contract dated October 3, 2012.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Texas Case No. 16-60064) on June 6, 2016. 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.
McWhorter, Cobb & Johnson LLP represents the Debtor as legal
counsel. The Debtor hired Robinson Burdette Martin & Seright,
L.L.P., as accountant; Albert C. Elliott as tax and regulatory
consultant; and Billy Boone, Esq., as asset consultant.
DYNAMIC PEDIATRIC: Latest Plan to Pay Unsecureds 20% Over 60 Months
-------------------------------------------------------------------
Dynamic Pediatric Therapy, Inc., filed with the U.S. Bankruptcy
Court for the Southern District of Florida an amended disclosure
statement describing its plan of reorganization, dated March 9,
2017.
Under the amended plan, general unsecured creditors are now
classified in Class 3 and will receive a distribution of 20% of
their allowed claims to be distributed in quarterly payments over
60 months. Instead of a monthly payment of $175, this class will
now receive $250 per month.
The initial plan previously classified the unsecured claimants in
Class 4 and was only expected to recover 14.5% of their allowed
claims.
Payments and distributions under the Plan will be funded by
accumulated profits and personal contribution by Ileana Martinez.
The Plan proponent believes that the Debtor will have enough cash
on hand on the Effective Date of the Plan to pay all the claims and
expenses that are entitled to be paid on the said date.
A full-text copy of the Amended Disclosure Statement is available
at:
http://bankrupt.com/misc/flsb15-31692-87.pdf
Headquartered in Homestead, Florida, Dynamic Pediatric Therapy,
Inc., is a corporation that has been in the business of providing
physical and psychological therapy for special needs children
since
2012.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Fla. Case No. 15-31692) on Dec. 15, 2015, estimating its assets at
up to $50,000 and its liabilities at between $50,001 and $100,000.
Douglas J Snyder, Esq., at Douglas J. Snyder, P.A., serves as the
Debtor's bankruptcy counsel.
EAST TEXAS HOME: Hires Milledge Law as Counsel
----------------------------------------------
East Texas Home Health, Inc., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Texas to employ The
Milledge Law Firm as counsel to the Debtor.
East Texas Home requires Milledge Law to:
(a) provide the Debtor legal advice 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) prepare all pleadings on behalf of the Debtor, as Debtor-
in-possession, which may be necessary herein;
(c) negotiate and submit a potential plan of arrangement
satisfactory to the Debtor, its estate, and the creditors
at large; and
(d) perform all other legal services for the Debtor as a
Debtor-in-possession which may become necessary to the
proceedings herein.
Milledge Law will be paid at these hourly rates:
Samuel L. Milledge $350
Associates $125-$175
Law Clerks & Legal Assistants $60-$75
Milledge Law received $2,800.00 from the Debtor. Of the $2,800.00,
the amount of $1,717.00 has been used to pay Debtor's filing fees
which were not paid contemporaneously with the filing of the
Chapter 11 bankruptcy case. Milledge Law is currently holding
$1,083 in its IOLTA account.
Milledge Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Samuel L. Milledge, partner of The Milledge Law 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 estates.
Milledge Law can be reached at:
Samuel L. Milledge, Esq.
THE MILLEDGE LAW FIRM
2500 East T.C. Jester Blvd. Suite 510
Houston, TX 77092
Tel: (713) 812-1409
Fax: (713) 812-1418
About East Texas Home Health, Inc.
East Texas Home Health, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Tex. Case No. 17-90059) on March 2, 2017,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Samuel L. Milledge, at The Milledge Law
Firm.
ELBARDI INT'L: Unsecureds to Get 37% Monthly Cash Dividend
----------------------------------------------------------
Elbardi International PLA, LLC filed with the U.S Bankruptcy Court
for the District of Puerto Rico a small business disclosure
statement describing its plan of reorganization, dated March 6,
2017.
Class 3 under the plan is the general unsecured claims against the
Debtor. The unsecured claimants are CRIM, Pepsi Cola of Puerto
Rico, the Department of Treasury, and the Municipality of San Juan.
The DOT's claims are disputed.
This class will receive monthly cash dividend equal to 37% pursuant
to the Debtor's Plan.
Payments and distributions under the Plan will be funded by the
resulting cash flow from operations.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/prb16-03844-11-92.pdf
About Elbardi International PLA
Elbardi International PLA, LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D.P.R. Case No. 16-03844) on May
13, 2016.
ELECTRICAL COMPONENTS: $60MM Loan Add-On No Effect on Moody's CFR
-----------------------------------------------------------------
Moody's Investors Service said that the proposed $60 million term
loan add-on by Electrical Components International, Inc. for the
purpose of funding a $58 million dividend to its financial sponsor
is a credit negative development, albeit one which does not
immediately impact the company's existing ratings. The rating
outlook remains stable.
"The incremental term loan issuance further levers the balance
sheet, but Moody's expects the company to generate good free cash
flow and shrink the temporarily inflated debt burden over the next
12-18 months," said Prateek Reddy, Moody's lead analyst.
Moody's maintains the following ratings and ratings outlook for
Electrical Components International, Inc.:
Corporate Family Rating, B2
Probability of Default Rating, B3-PD
$50 million Senior Secured Revolving Credit Facility due 2019, B1
(LGD3)
$525 million (to be upsized to $585 million; $576 million
outstanding) Senior Secured Term Loan B due 2021, B1 (LGD3)
Outlook, Stable
Headquartered in St. Louis, Missouri, ECI is a leading global
manufacturer of wire harnesses and a provider of value-added
assembly services with operations in two principal segments:
appliances and specialty industrials. ECI has been owned by private
equity firm KPS Capital Partners, LP since May 2014. The company
reported revenue of $689 million in 2016.
ELECTRONIC CIGARETTES: Files for Chapter 7 Bankruptcy Protection
----------------------------------------------------------------
After considering all strategic alternatives, Electronic Cigarettes
International Group, Ltd. filed a voluntary petition for relief
under the provisions of Chapter 7 of the Bankruptcy Code in the
U.S. Bankruptcy Court for the District of Nevada (Case No.
17-11242) on March 16, 2017. As a result of this filing, a Chapter
7 trustee will be appointed by the Bankruptcy Court and will assume
control of the Company. The assets of the Company will be
liquidated and claims paid in accordance with the Code.
In connection with the bankruptcy filing, the Chapter 7 Trustee
will assume control over the assets and liabilities of the Company.
Accordingly, on March 16, 2017, Daniel J. O'Neill, James P.
Geiskopf, Craig Colmar, and David Karp resigned from their
positions as directors of the Company.
About Electronic Cigarettes
Electronic Cigarettes International Group, Ltd., is an independent
marketer and distributor of vaping products and E-cigarettes. The
Company's objective is to become a leader in the rapidly growing,
global E-cigarette segment of the broader nicotine related products
industry which include traditional tobacco. E-cigarettes are
battery-powered products that simulate tobacco smoking through
inhalation of nicotine vapor without the fire, flame, tobacco, tar,
carbon monoxide, ash, stub, smell and other chemicals found in
traditional combustible cigarettes. The global E-cigarette market
is expected to grow to $51 billion, or a 4% share of the worldwide
tobacco market, by 2030. The growth is forecast to come at the
expense of traditional tobacco, not from new smokers entering the
category. Numerous research studies and publications have
recognized that E-cigarettes are a preferred method for smokers to
quit, and the most effective.
Electronics Cigarettes reported a net loss of $44.2 million in 2015
following a net loss of $389 million in 2014. As of
Sept. 30, 2016, the Company had $65.34 million in total assets,
$138.7 million in total liabilities and a total stockholders'
deficit of $73.36 million.
Rehmann Robson LLC, in Grand Rapids, Michigan, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has reported
significant operating losses and cash flow deficits and has
accumulated a net capital deficit. These and other factors raise
substantial doubt about the Company's ability to continue as a
going concern.
ENPRO INDUSTRIES: $150MM Notes Add-on No Impact on Moody's B1 CFR
-----------------------------------------------------------------
Moody's Investors Service said EnPro Industries, Inc. proposed $150
million 5.875% senior notes add-on to its $300 million notes due
2022 is credit negative but does not affect the ratings, including
its B1 Corporate Family Rating ("CFR") nor B1 senior unsecured
notes rating. The financing is credit negative due to the
incremental long-term debt being incurred amid challenging
end-markets. However, the additional revolver availability pro
forma for the transaction should positively serve as additional
liquidity to fund anticipated payments to be made later this year
to fund a trust formed to resolve asbestos claims that have been
ongoing dating back to 2010. The outlook remains stable.
Moody's maintains the following ratings on EnPro Industries, Inc.:
Corporate Family Rating, at B1
Probability of Default Rating, at B1-PD
5.875% Senior Notes due 2022 (including add-on), at B1 (LGD-3)
Speculative Grade Liquidity Rating, at SGL-2
Outlook, remains stable
The ratings are subject to receipt and review of final transaction
documentation.
Proceeds from the add-on notes are expected to be used primarily
for repaying revolver borrowings and to increase revolver
availability to fund future capital requirements, including
potential contributions to the Trust to be established pursuant to
the Joint Plan filed in the Chapter 11 Case of two of the company's
subsidiaries, Garlock Sealing Technologies LLC ("GST") and OldCo,
LLC (formerly referred to the company's Coltec subsidiary), if the
Joint Plan is approved and consummated.
Moody's views the add-on notes as credit negative due to the
increase in financial leverage amidst continued challenging-end
market conditions in the majority of the company's end-markets
including heaving-duty trucking, industrial, oil & gas as well as
mining among others. The increase in debt from the add-on notes is
expected to increase the company's most recent FYE December 31,
2016 debt/EBITDA (including Moody's standard adjustments) to 5.6x
from 5.4x. The increase stemming from the add-on alone is only
0.2x. However, due to the effect of softer end-markets that
continued through the fourth quarter of 2016, debt/EBITDA prior to
the add-on is already elevated for the B1 rating but is expected to
improve upon the reconsolidation of GST's EBITDA into the company's
financials.
Pro forma for borrowings to fund the initial settlement and the
EBITDA contribution from GST, Moody's expects debt/EBITDA to
approximate 5.0x which positions the company more solidly at the B1
rating level as the company's metrics are currently weak for the
rating. Concurrently, the ratings anticipate that the company's
end-markets will stabilize towards the latter half of 2017 into
2018, thereby bringing pro forma leverage more solidly in line with
EnPro's B1 CFR.
As Moody's has stated previously, factors that could exert downward
pressure on the ratings include the expectation of leverage being
sustained over 5.0x. increasing debt to fund share repurchases,
and/or an erosion of the company's liquidity position.
Charlotte, North Carolina based EnPro Industries, Inc. (EnPro)
manufactures and markets a variety of proprietary engineered
products, including sealing products, metal polymer and filament
wound bearings, components and service for reciprocating
compressors, diesel and dual-fuel engines and other engineered
products for use in critical applications by industries worldwide.
The company reported 2016 revenues of approximately $1.2 billion.
ERICKSON INC: Bankruptcy Court Confirms Reorganization Plan
-----------------------------------------------------------
Erickson Incorporated on March 22, 2017, completed another
important step toward its emergence from bankruptcy when its
Chapter 11 plan of reorganization was confirmed by the United
States Bankruptcy Court for the Northern District of Texas. This
confirmation, which comes less than five months after Erickson and
its subsidiaries filed for bankruptcy protection under Chapter 11
of the Unites States Bankruptcy Code, clears the way for Erickson
to emerge from bankruptcy.
Erickson's restructuring will reduce the company's pre-bankruptcy
debt by more than $400 million upon emergence. In order to improve
its capital structure and finance its exit from bankruptcy,
Erickson was able to (i) obtain a commitment for an asset-based
lending facility with a borrowing capacity of up to $150 million,
led by MidCap Financial Trust, (ii) reach an agreement on non-cash
repayment for $69.8 million in financing obtained during the
bankruptcy, and (iii) secure a backstopped $20 million rights
offering.
"These financial commitments demonstrate the creditor interest and
support in restructuring Erickson's financial affairs, servicing
customer contracts, and enabling Erickson to continue operating
well into the future. I am pleased and appreciative of our
employees, customers and stakeholders who have supported us
throughout this challenging process," said Erickson president and
CEO Jeff Roberts. With the overwhelming support of all classes of
creditors entitled to vote on the plan, Erickson will emerge from
bankruptcy with the ability to grow its existing business segments
of civil aviation, global defense and security, and manufacturing
and MRO.
"Erickson is extremely satisfied with this quick and successful
outcome," said Erickson CFO David Lancelot. "Erickson's successful
restructuring would not have been possible without the strong
support of our funded debtholders and aircraft lessors. The
financial impact of this approved plan is very positive and allows
us to be far more strategic to compete in the competitive
landscape. Haynes and Boone, LLP is Erickson's restructuring
counsel and other restructuring professionals included Imperial
Capital, LLC and Alvarez and Marsal North America, LLC.
About Erickson
Founded in 1971, Erickson Incorporated (otcmkts:EACIQ) --
http://www.ericksoninc.com/-- is a vertically-integrated
manufacturer and operator of the powerful heavy-lift Erickson S-64
Aircrane helicopter, and is a leading global provider of aviation
services.
Erickson Incorporated, based in Portland, OR, and its affiliates
each filed a Chapter 11 petition (Bankr. N.D. Tex.; Erickson
Incorporated, Case No. 16-34393; Evergreen Helicopters
International, Inc., Case No. 16-34392; EAC Acquisition
Corporation, Case No. 16-34394; Erickson Helicopters, Inc., Case
No. 16-34395; Erickson Transport, Inc., Case No. 16-34396;
Evergreen Equity, Inc., Case No. 16-34397; Evergreen Unmanned
Systems, Inc., Case No. 16-34398) on Nov. 8, 2016.
In its petition, Erickson estimated $942.8 million in assets and
$881.5 million in liabilities.
The Hon. Harlin D. Hale is the case judge.
Haynes and Boone is serving as bankruptcy counsel to the Debtors.
Kenric D. Kattner, and Kourtney P. Lyda, Esq., of the firm's
Houston office and Ian T. Peck and David Lawrence Staab of the
firm's Fort Worth office, head the engagement.
Imperial Capital is serving as investment banker to the debtors,
with Christopher Shephard, co-head of the firm's Investment Banking
Group and head of Capital Markets, leading the engagement.
Alvarez & Marsal is serving as financial advisor, with managing
director Steven Varner leading the engagement.
Kurtzman Carson Consultants, LLC, is the Debtors' claims, noticing
and balloting agent and the subscription agent in the rights
offering.
No statutory committee of creditors has been appointed in the
case.
Goldberg Kohn, Ltd., is lead counsel for DIP revolving agent and
existing first lien agent Wells Fargo Bank, and revolving lenders
Deutsche Bank, Bank of the West and HSBC. Randall Klein, principal
at Goldberg and chair of the firm's Bankruptcy & Creditors' Rights
Group, heads the engagement.
David Weitman, a partner at K&L Gates, LLP, is local counsel to
Wells Fargo.
Akin Gump Strauss Hauer & Feld LLP is representing the ad hoc group
of holders of 8.25% Second Priority Senior Secured Notes due 2020.
Partner Scott L. Alberino heads the engagement.
Seyfarth Shaw LLP and The Law Offices of Mark A. Weisbart are
representing Wilmington Trust, as indenture trustee for the 8.25%
notes. Edward M. Fox, a partner in the litigation department of
Seyfarth Shaw, and James Brouner, attorney at the Law Offices of
Mar A. Weisbart, head the engagement.
Katten Muchin Rosenman LLP is representing funds managed by Quinn
Morgan at Centre Lane Partners. Managing partner Brian F. Antweil
leads the engagement.
Ropes & Gray LLP is representing Wilmington Savings Fund Society,
FSB, the administrative agent under the proposed new second lien
credit facility. Mark Somerstein, a partner at the firm, heads the
engagement.
ESPRESSO DREAM: April 11 Disclosure Statement Approval Hearing
--------------------------------------------------------------
The Hon. Michael E. Wiles of the U.S. Bankruptcy Court for the
Southern District of New York conditionally approved Espresso
Dream, LLC's disclosure statement describing its chapter 11 plan of
liquidation, dated Feb. 16, 2017.
A hearing will be held at the U.S Bankruptcy Court, One Bowling
Green, Courtroom 617, New York, New York 10004, on April 11, 2017,
at 11:00 a.m., Eastern time to consider final approval of the
Disclosure Statement and consider confirmation of the Plan.
The deadline for the Debtor to object to any proof of claims filed
in the Chapter 11 Case for voting purposes will be March 24, 2017.
The time for filing objections to the Disclosure Statement and/or
the confirmation of the Plan is April 4, 2017, at 5:00 p.m. Eastern
time.
About Espresso Dream
Espresso Dream LLC filed a Chapter 11 petition (Bankr. S.D. N.Y.
Case No. 16-12749) on Sept. 30, 2016, and is represented by
Jonathan S. Pasternak, Esq., in White Plains, New York. The
petition was signed by Moshe Maman, manager. At the time of
filing, the Debtor had $1 million to $10 million in estimated
assets and $500,000 to $1 million in estimated liabilities.
EWM INTERNATIONAL: ASB Holding to Auction Assets on March 30
------------------------------------------------------------
ASB Holding Group LLC ("Lender") will offer for sale at a public
auction the assets of EWM International LLC ("Debtor") constituting
collateral under a security agreement dated Oct. 10, 2016, between
the Debtor and Lender.
The sale will take place on March 30, 2017, at 1:00 p.m., at the
offices of the Debtor at 2501 SE Columbia Way, Suite 220,
Vancouver, Washington.
The collateral included all right, title and interests of the
Debtor to tangible assets related to or used in the operation of
the Debtor's business, including, without limitation, all goods,
inventory, furniture, fixtures, equipment, accessories, supplies,
products, account receivable, deposit accounts, contract rights,
website rights, business names, intellectual property and computer
software, now owned or hereafter acquired, and any proceeds of the
foregoing.
For further information, contact:
Peter R. Silverman, Esq.
Silverman Shin Byrne & Gilchrest
381 Park Avenue South
New York, NY 10016
Tel: (212) 779-8600
Email: psilver@silverfirm.com
EWM International LLC provides business consulting services in
Woodinville, Washington.
EXCO RESOURCES: Reports $225.2 Million 2016 Net Loss
----------------------------------------------------
Exco Resources, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$225.3 million on $271 million of total revenues for the year ended
Dec. 31, 2016, compared to a net loss of $1.19 billion on $355.70
million of total revenues for the year ended Dec. 31, 2015.
For the three months ended Dec. 31, 2016, the Company reported a
net loss of $34.69 million on $78.93 million of total revenues
compared to a net loss of $65.59 million on $70.54 million of total
revenues for the same period during the prior year.
As of Dec. 31, 2016, Exco Resources had $661.41 million in total
assets, $1.53 billion in total liabilities and a total
shareholders' deficit of $871.90 million.
KPMG LLP, in Dallas, Texas, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, citing that probable failure to comply with a financial
covenant in its credit facility as well as significant liquidity
needs, raise 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/O5ebVy
About EXCO Resources
EXCO Resources, Inc. is an oil and natural gas exploration,
exploitation, development and production company headquartered in
Dallas, Texas with principal operations in Texas, North Louisiana
and the Appalachia region.
Additional information about EXCO Resources, Inc. may be obtained
by contacting Tyler Farquharson, EXCO's Vice President of Strategic
Planning, acting Chief Financial Officer and Treasurer, at EXCO's
headquarters, 12377 Merit Drive, Suite 1700, Dallas, TX 75251,
telephone number (214) 368-2084, or by visiting EXCO's Web site at
http://www.excoresources.com/
* * *
As reported by the TCR on Oct. 19, 2016, S&P Global Ratings raised
its corporate credit rating on EXCO Resources Inc. to 'CCC+' from
'SD' (selective default). The outlook is negative. "The rating
action follows our review of EXCO's capital structure and liquidity
position following recent debt repurchases, and our expectations
for future restructuring actions," said S&P Global credit analyst
Christine Besset.
The TCR reported in December 2016 that Moody's Investors Service
downgraded EXCO Resources' (XCO) Corporate Family Rating to 'Ca'
from 'Caa2'. "XCO's downgrade reflects its eroded liquidity
position which is insufficient to fully fund development
expenditures at the level required to stem ongoing production
declines," commented Andrew Brooks, Moody's vice president.
"Absent an injection of additional liquidity, the source of which
is not readily identifiable, EXCO could face going concern risk as
it confronts an unsustainable capital structure."
EXCO RESOURCES: Reports Fourth Quarter and 2016 Results
-------------------------------------------------------
Exco Resources, Inc., announced fourth quarter and full year
operating and financial results for 2016.
Highlights
* EXCO delivered operational and financial results within or
better than guidance for fourth quarter 2016 and full year
2016.
* Produced 263 Mmcfe per day, or 24 Bcfe, for fourth quarter
2016 and produced 285 Mmcfe per day, or 104 Bcfe, for full
year 2016, within guidance.
* GAAP net loss was $35 million, or $0.12 per diluted share,
and adjusted net loss, a non-GAAP measure, was $2 million, or
$0.00 per diluted share, for fourth quarter 2016. GAAP net
loss was primarily due to unrealized losses on derivative
financial instruments and impairments of equity investments.
GAAP net loss was $225 million, or $0.81 per diluted share,
and adjusted net loss was $41 million, or $0.15 per diluted
share for full year 2016.
* Adjusted EBITDA, a non-GAAP measure, was $26 million for
fourth quarter 2016, 4% above adjusted EBITDA for third
quarter 2016, primarily due to higher commodity prices
partially offset by lower production. Adjusted EBITDA was
$96 million for full year 2016, 59% below adjusted EBITDA for
full year 2015, primarily due to lower commodity prices and
production.
* Proved reserves were 477 Bcfe and Standardized Measure and
SEC PV-10, a non-GAAP measure, calculated using the prices
prescribed by the Securities and Exchange Commission were
$311 million as of Dec. 31, 2016. Proved reserves were 1.5
Tcfe and PV-10 based on NYMEX futures prices, a non-GAAP
measure, as of Dec. 31, 2016 ("NYMEX PV-10") was $970
million(*).
* On March 15, 2017, EXCO executed a series of transactions
that significantly improved its liquidity and capital
structure. This included the issuance of $300 million 1.5
Lien Notes and the exchange of $683 million Second Lien Term
Loans for a like amount of 1.75 Lien Term Loans providing the
Company with the option to pay interest in cash, common
shares or additional indebtedness.
Key Developments
Strategic plan update
EXCO's strategic plan continues to focus on three core objectives:
1) restructuring the balance sheet to enhance its capital structure
and extend structural liquidity, 2) transforming EXCO into the
lowest cost producer, and 3) optimizing and repositioning the
portfolio. The three core objectives and the Company's recent
progress are detailed below:
1. Restructuring the balance sheet to enhance its capital
structure and extend structural liquidity - The Company
remains committed to improving its financial flexibility and
enhancing long-term value for shareholders through the continued
execution of its comprehensive consensual restructuring program.
The focus is to establish a sustainable capital structure that
provides the Company with the liquidity necessary to execute its
business plan.
In March 2017, the Company closed a series of transactions that
significantly improved its capital structure, including the
issuance of $300 million in aggregate principal amount of senior
secured 1.5 lien notes due March 20, 2022, exchanges of $683
million in aggregate principal amount of senior secured second lien
term loans due Oct. 26, 2020, for a like amount of senior secured
1.75 lien term loans due Oct. 26, 2020, and the issuance of
warrants. The 1.5 Lien Notes and 1.75 Lien Term Loans provide the
option, subject to certain limitations, to pay interest in cash,
common shares, or additional indebtedness. The Company is required
to obtain shareholder approval to permit the exercisability of the
warrants and issuance of common shares in connection with the
payment of interest on the 1.5 Lien Notes and 1.75 Lien Term
Loans.
The proceeds from the issuance of the 1.5 Lien Notes were primarily
utilized for the repayment of the entire amount outstanding under
EXCO's credit agreement, transaction fees and general corporate
purposes. The Credit Agreement was amended to reduce the borrowing
base to $150 million, permit the issuance of the 1.5 Lien Notes and
the exchanges of Second Lien Term Loans, and modify certain
financial covenants. Liquidity, which represents cash plus the
unused borrowing base under the Credit Agreement, improved by $116
million on a pro forma basis compared to Dec. 31, 2016, after
incorporating the impact of the transactions. The option to pay
interest in common shares on the 1.5 Lien Notes and 1.75 Lien Term
Loans has the potential to reduce annual cash interest payments by
approximately $109 million, subject to certain restrictions. EXCO
anticipates the transactions will enhance its capital structure,
provide the optionality to improve future cash flows and establish
structural liquidity to implement its business plan. The reduction
in cash interest expenses will increase the cash flows from
operations available to fund its future capital expenditures and
acquisitions, if any.
2. Transforming EXCO into the lowest cost producer - EXCO continues
to exercise fiscal discipline to transform itself into the lowest
cost producer. Lease operating expenses decreased by 35% in 2016
compared to 2015 primarily due to the renegotiation of saltwater
disposal contracts, modifications to chemical programs, enhanced
use of well site automation, optimization of work schedules and
less workover activity. In addition, in the Appalachia region, the
Company divested most of its conventional assets, which had the
highest lease operating expenses per Mcfe in its portfolio. The
divestitures contributed to reduced field headcount in the region
by 85% since December 31, 2015.
GAAP general and administrative expenses decreased by 17% in 2016
compared to 2015. Adjusted general and administrative expenses
(excluding equity-based compensation, restructuring and severance
costs), a non-GAAP measure, decreased 39% in 2016 compared to 2015.
The Company's cost reduction efforts and recent divestitures have
resulted in a decrease in total employee headcount to approximately
180 persons, a decrease of approximately 40% since Dec. 31, 2015,
and approximately 70% since Dec. 31, 2014.
EXCO is dedicated to the continuous improvement and innovation of
well designs in order to maximize its return on capital. The
Company reduced its drilling and completion costs through
modifications to well designs, renegotiated contracts with vendors,
and other efficiencies. In addition, the Company improved well
performance through the use of extended laterals and increased use
of proppant while reducing both capital and operating costs.
The Company's enhanced completion methods in North Louisiana
achieved strong results during 2016, including a 13% increase in
the estimated ultimate recovery to an average of 2.3 Bcf per 1,000
lateral feet for certain proved developed locations in the
Haynesville shale within the Company's core area of North
Louisiana. The Company drilled three gross wells in North
Louisiana with lateral lengths of approximately 4,300 feet during
2016 featuring completion methods that included the use of
approximately 2,700 lbs of proppant per lateral foot for an average
total well cost of $5.9 million, representing a 13% decrease
compared to wells drilled in this region with similar lateral
lengths in prior year despite increased proppant use. The Company
also drilled three gross wells in North Louisiana during 2016 with
lateral lengths of approximately 7,600 feet featuring completion
methods that included the use of approximately 2,650 lbs of
proppant per lateral foot for an average total well cost of $8.8
million. The Company will continue to focus on operational
initiatives to enhance its well designs including the use of an
average of 3,500 lbs of proppant per lateral foot for completions
during 2017 and the potential to extended laterals up to 10,000
feet.
In the Company's East Texas region, the two most recent wells
turned-to-sales in the southern area continue to exceed
expectations and resulted in a 73% increase to an average EUR of
2.6 Bcf per 1,000 lateral feet as compared to Dec. 31, 2015.
Optimizing and repositioning the portfolio - The Company continues
to execute its disciplined capital allocation program to ensure the
highest and best uses of capital, including the completion of a
series of asset divestitures as part of its portfolio optimization
initiative. In October 2016, the Company closed a sale of its
interests in shallow conventional assets located in West Virginia
following the sale of its interests in shallow conventional assets
located in Pennsylvania in July 2016. EXCO retained all rights to
other formations below the conventional depths in the Appalachia
region including the Upper Devonian, Marcellus and Utica shales.
The Company is also evaluating other divestitures of assets,
including its assets in South Texas, to generate capital that can
be deployed to projects with high rates of return. EXCO's
technical team is performing an evaluation of prospective locations
to unlock additional value in its portfolio, including the dry gas
window of the Utica shale in Pennsylvania and the Bossier shale in
North Louisiana. The Company drilled an appraisal well in the
Bossier shale in North Louisiana with enhanced completion methods
during first quarter 2017 to further evaluate the potential of the
formation.
North Louisiana
Highlights:
* Produced 149 Mmcfe per day, a decrease of 10 Mmcfe per day,
or 6%, from third quarter 2016, and a decrease of 25 Mmcfe
per day, or 14%, from fourth quarter 2015.
* Enhanced completion methods resulted in a 13% increase in the
EUR to an average of 2.3 Bcf per 1,000 lateral feet for
certain proved developed locations in the Haynesville shale
within the Company's core area of North Louisiana, reflecting
improved performance of the wells turned-to-sales during
2016.
EXCO's decrease in production compared to the third quarter 2016
was primarily the result of normal production declines since its
most recent well in the region turned-to-sales in July 2016.
The Company plans to drill 5 gross (3.9 net) wells during first
quarter 2017 that will be completed and turned-to-sales in second
and third quarter 2017. This includes 4 gross (3.0 net) wells in
the Haynesville shale with lateral lengths ranging from 4,500 feet
to 7,500 feet and 1 gross (0.8 net) well in the Bossier shale with
a lateral length of 7,500 feet. The development program during
first quarter 2017 will continue to build on the successful
modifications to the Company's well design, which includes enhanced
completions using an average of 3,500 lbs of proppant per lateral
foot.
The cost per well for the wells drilled during first quarter 2017
is expected to be $6.8 million to $9.3 million in the Haynesville
shale based on the lateral length and $11.2 million in the Bossier
shale. EXCO is targeting rates of return ranging from 57% to 100%
for these Haynesville shale wells based on the lateral length and a
flat natural gas price of $3.00 per Mmbtu. EXCO's development
plans in this region subsequent to the first quarter 2017 may
feature drilling extended lateral length wells up to 10,000 feet.
The Company's inventory in its core area of North Louisiana
includes 103 gross (37 net) operated undeveloped locations in the
Haynesville shale based on lateral lengths ranging from 4,500 feet
to 10,000 feet.
The Company will evaluate the results of the Bossier shale well
featuring enhanced completion methods to assess the potential for
future development of Bossier shale locations in North Louisiana.
If the results are successful, the Company's extensive
infrastructure could allow for efficient development of its
inventory of 168 gross (78 net) operated undeveloped locations in
the Bossier shale in North Louisiana based on average lateral
lengths of 7,500 feet.
East Texas
Highlights:
* Produced 60 Mmcfe per day, a decrease of 9 Mmcfe per day, or
13%, from third quarter 2016, and a decrease of 4 Mmcfe per
day, or 6%, from fourth quarter 2015.
* EXCO's most recent two wells drilled in the southern portion
of the region continued to exhibit strong performance and
resulted in a 73% increase to an average EUR of 2.6 Bcf per
1,000 lateral feet as compared to December 31, 2015.
EXCO's decrease in production compared to the third quarter 2016
was primarily due to natural production declines since its most
recent well in the region turned-to-sales in March 2016.
EXCO's development activities in the East Texas region during first
quarter 2017 will primarily include the participation in wells
operated by others. This includes the development of a well by a
third-party that will satisfy a continuous drilling obligation on
certain acreage in the southern portion of the region. The Company
remains encouraged by the potential to develop its 122 gross (30
net) operated undeveloped locations within this southern portion of
the East Texas region.
South Texas
Highlights:
* Produced 4.5 Mboe per day consistent with third quarter 2016
and a decrease of 2.8 Mboe per day, or 39%, from fourth
quarter 2015.
Production remained consistent with the third quarter 2016 as a
result of lower downtime. EXCO is evaluating the potential
divestiture of its properties in the South Texas region and does
not anticipate allocating development capital to this region during
2017.
Appalachia
Highlights:
* Produced 27 Mmcfe per day, a decrease of 6 Mmcfe per day, or
18%, from third quarter 2016, and a decrease of 10 Mmcfe per
day, or 27%, from fourth quarter 2015.
* Turned-to-sales 1 gross (0.4 net) Marcellus shale well during
fourth quarter 2016.
EXCO's decrease in production compared to the third quarter 2016
was primarily attributable to the sale of its shallow conventional
assets located in West Virginia on Oct. 3, 2016, and was impacted
by 0.6 Bcfe shut-in due to low regional natural gas prices in
Appalachia during early fourth quarter 2016. However, regional
differentials in Appalachia improved in late 2016 from NYMEX less
$1.52 per Mcfe during September to NYMEX less $0.45 per Mcfe during
December. As a result, predominantly all of the production
previously shut-in was turned on-line as prices improved in fourth
quarter 2016.
In recent years, the Company has limited its development of the
Marcellus shale due to wide regional natural gas price
differentials. These differentials began to narrow in late 2016
and have the potential to be favorably impacted by the expansion of
infrastructure and other sources of demand for natural gas in the
Northeast region as early as 2018. EXCO has an extensive inventory
of undeveloped locations prospective for the Marcellus and Utica
shales that have potential to provide attractive rates of return in
an improved commodity price environment. EXCO's position in the
Appalachia region requires low maintenance capital and
approximately 90% of the acreage is held-by-production, providing
the optionality for future development activities with minimal cost
to hold the position. The Company is currently evaluating the
potential of its acreage in the Utica shale and is encouraged by
its ongoing technical analysis and successful results from other
operators in the region. EXCO owns Utica shale rights in
approximately 40,000 net acres predominantly located in the dry gas
window. The Company expects to participate in certain Utica shale
wells operated by others during 2017.
EXCO's liquidity was $66 million as of year-end 2016. Subsequent to
Dec. 31, 2016, EXCO executed a series of transactions that improved
its liquidity and capital structure, including the issuance of the
1.5 Lien Notes and exchanges of the Second Lien Term Loans for 1.75
Lien Term Loans. As a result, EXCO repaid its outstanding balance
on the Credit Agreement and increased its liquidity by
approximately $116 million on a pro forma basis compared to
December 31, 2016. EXCO's borrowing base was reduced to $150
million in connection with the transactions.
The 1.5 Lien Notes and 1.75 Lien Term Loans provide the option,
subject to certain limitations, to pay interest in cash, common
shares, or additional indebtedness. The Company is required to
obtain shareholder approval to permit the exercisability of the
warrants and issuance of common shares in connection with the
payment of interest on the 1.5 Lien Notes and 1.75 Lien Term Loans.
If the Company is not able to the obtain shareholder approval to
pay interest in common shares, it does not believe it will be able
to comply with all of the covenants under the Credit Agreement or
have sufficient liquidity to conduct its business operations based
on existing conditions and estimates during the next twelve months.
In particular, the amended ratio of consolidated EBITDAX to
consolidated interest expense excludes payments in common shares or
additional indebtedness on the 1.5 Lien Notes and 1.75 Lien Term
Loans. Therefore, the receipt of shareholder approval to pay
interest through the issuance of common shares is essential to the
Company's ability to maintain compliance with this covenant.
The Company intends to seek approval for these transactions through
its annual meeting of shareholders or at a special meeting of
shareholders called for such purpose within the six-month period
required by the 1.5 Lien Notes and 1.75 Lien Term Loans. There is
no assurance such transactions will occur. If the shareholder
approval is obtained, the Company's plan would be to pay interest
on the 1.5 Lien Notes and 1.75 Lien Term Loans in common shares
during this period, and the Company would expect to have sufficient
liquidity and maintain compliance with its debt covenants during
the next twelve months.
A full-text copy of the press release is available for free at:
https://is.gd/MM0mOP
About EXCO Resources
EXCO Resources, Inc. is an oil and natural gas exploration,
exploitation, development and production company headquartered in
Dallas, Texas with principal operations in Texas, North Louisiana
and the Appalachia region.
Additional information about EXCO Resources, Inc. may be obtained
by contacting Tyler Farquharson, EXCO's Vice President of Strategic
Planning, acting Chief Financial Officer and Treasurer, at EXCO's
headquarters, 12377 Merit Drive, Suite 1700, Dallas, TX 75251,
telephone number (214) 368-2084, or by visiting EXCO's Web site at
http://www.excoresources.com/
Exco Resources reported a net loss of $225.25 million on $271
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $1.19 billion on $355.70 million of total
revenues for the year ended Dec. 31, 2015. As of Dec. 31, 2016,
Exco Resources had $661.41 million in total assets, $1.53 billion
in total liabilities and a total shareholders' deficit of $871.90
million.
KPMG LLP, in Dallas, Texas, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2016, citing that probable failure to comply with a
financial covenant in its credit facility as well as significant
liquidity needs, raise substantial doubt about the Company's
ability to continue as a going concern.
* * *
As reported by the TCR on Oct. 19, 2016, S&P Global Ratings raised
its corporate credit rating on EXCO Resources Inc. to 'CCC+' from
'SD' (selective default). The outlook is negative. "The rating
action follows our review of EXCO's capital structure and liquidity
position following recent debt repurchases, and our expectations
for future restructuring actions," said S&P Global credit analyst
Christine Besset.
The TCR reported in December 2016 that Moody's Investors Service
downgraded EXCO Resources' (XCO) Corporate Family Rating to 'Ca'
from 'Caa2'. "XCO's downgrade reflects its eroded liquidity
position which is insufficient to fully fund development
expenditures at the level required to stem ongoing production
declines," commented Andrew Brooks, Moody's vice president.
"Absent an injection of additional liquidity, the source of which
is not readily identifiable, EXCO could face going concern risk as
it confronts an unsustainable capital structure."
EXPERIMENTAL MACHINE: Wants Plan Filing Extended Through May 17
---------------------------------------------------------------
Experimental Machine, Inc. asks the U.S. Bankruptcy Court for the
District of Maryland to extend its exclusive plan filing period
through May 17, 2017, and its exclusive solicitation period through
July 16, 2017.
Absent an extension, the Debtor's plan filing period was scheduled
to expire March 18, 2017.
The Debtor relates that it has not filed its first disclosure
statement or plan of reorganization because it is continuing the
process of evaluating its options regarding assuming or rejecting
its current lease. The Landlord has consented to increasing the
timeline to assume or reject leases by 90 days.
About Experimental Machine
Experimental Machine, Inc., filed a chapter 11 petition (Bankr. D.
Md. Case No. 16-25294) on Nov. 18, 2016. The Debtor tapped
Michael
S. Myers, Esq., at Scarlett, Croll & Myers, P.A., as counsel.
Clark Machinery Sales, LLC, serves as sales broker and Bruce Caulk,
C.P.A. and his firm Naden/Lean, LLC serves as accountant to the
Debtor.
FAIR HAVEN: Ups Total Unsecured Claim Amount to $2.6-Mil.
---------------------------------------------------------
Fair Haven Clam & Lobster Co., LLC, and CAAMM Properties LLC,
amended the disclosure statement explaining their plan of
liquidation to modify the estimated amount of general unsecured
claims.
According to the First Amended Disclosure Statement, the estimated
total of Class 4 - Allowed General Unsecured Claims of FHC&L is
$1,445,494. The original Amended Disclosure Statement estimated
Class 4 FHC&L claims to total $1,106,575.28.
According to the First Amended Disclosure Statement, the estimated
total of Class 4 - Allowed General Unsecured Claims of CAAMM is
$1,157,979. The original Amended Disclosure Statement estimated
Class 4 CAAMM claims to total $1,225,119.70.
Class 4 FHC&L Claims will be paid pro rata from the remainder of
the sales proceeds attributable to FHC&L after payment in full of
all Allowed Secured Claims. Class 4 CAAMM Claims will be paid pro
rata from the 10% Carve Out of sale proceeds attributable to CAAMM
plus the distribution to CAAMM on its proof of claim and its claim
for administrative expense against FHC&L.
The First Amended Disclosure Statement also modified the treatment
of KeyBank, N.A.'s secured claim against FHC&L. Under the original
Disclosure Statement, the Debtor will pay $170,000 for KeyBank's
secured claim. Under the First Amended Disclosure Statement, the
Debtor will pay $237,141 for KeyBank's secured claim.
A full-text copy of the Amended Disclosure Statement dated
March 7, 2017, is available at:
http://bankrupt.com/misc/ctb16-30623-201.pdf
About FHC&L and CAAMM
Fair Haven Clam & Lobster Co., LLC ("FHC&L") is in the business of
shellfishing and cultivating and harvesting shellfish. FHC&L owns
boats and equipment utilized in its business and CAAMM Properties
LLC ("CAAMM") owns real estate where offices, tanks, sorters and
refrigeration equipment are housed and docks affixed to the real
estate provide moorage for the fishing vessels. CAAMM and FHC&L
are Connecticut limited liability companies and each company is
owned 100% by the same sole member, Michael Fraenza.
The FHC&L case was commenced by the filing of a voluntary petition
under chapter 12 on April 22, 2016. CAAMM filed its voluntary
petition under chapter 11 on the same date and said cases are now
jointly administered (Bankr. D. Conn. Case No. 16-30623). The
FHC&L proceeding was converted to a chapter 11 proceeding on Sept.
22, 2016.
Both Debtors have continued in possession of their property and
management of their business affairs as Debtors in Possession
throughout these proceedings.
CAAMM Properties, LLC, is represented by Dean W. Baker, Esq., at
the Law Office of Dean W. Baker.
Fair Haven Clam & Lobster Co., LLC, is represented by Carl T.
Gulliver, Esq., at Coan, Lewendon, Gulliver & Miltenberger, LLC.
FALCONSTOR SOFTWARE: BDO USA LLP Casts Going Concern Doubt
----------------------------------------------------------
FalconStor Software, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, disclosing a
net loss of $11.00 million on $30.26 million of total revenue for
the fiscal year ended December 31, 2016, compared to a net loss of
$1.93 million on $48.57 million of total revenue for the fiscal
year ended December 31, 2015.
BDO USA, LLP, states that the Company has incurred recurring losses
from operations and has a significant working capital deficiency
that raise substantial doubt about its ability to continue as a
going concern. Further, the Company is in default of the Series A
Redeemable Convertible Preferred Stock agreement so that the
holders have the right to request redemption.
The Company's balance sheet at December 31, 2016, showed total
assets of $17.28 million, total liabilities of $29.98 million,
$9.00 million in series A redeemable convertible preferred stock,
and a stockholders' deficit of $21.70 million.
A full-text copy of the Company's Form 10-K is available at:
https://is.gd/HXo5aK
FalconStor Software, Inc., is one of the leading software-defined
storage companies offering a converged data
services software platform that is hardware agnostic. The
Melville, New York-based Company's goal is to deliver enterprise
class, software-defined, intelligent data services combined with
predictive analytics across any primary or secondary storage
hardware, in the cloud or on premise.
FANNIE MAE & FREDDIE MAC: Perry Ruling a Case Study in Disingenuity
-------------------------------------------------------------------
By David Fiderer -- davidfiderer@gmail.com -- Clever people can
rationalize anything. They might take one or two factoids out of
context, misrepresent the broader written record, and ignore the
contravening evidence, so that they can arrive at an otherwise
unsupportable conclusion. Exhibit A: The absurd outcome the D.C.
Circuit case, Perry v. Mnuchin, which validates the government's
net income sweep designed to drain all earnings and equity out of
Fannie Mae and Freddie Mac. Judges Douglas Ginsberg and Patricia
Millett (they don't specify who wrote the 2-1 majority decision)
turn a blind eye to:
(1) the broader regulatory framework,
(2) tenets of accounting and finance,
(3) government documents in the public domain, and
(4) common sense.
Let's walk through what the judges chose to ignore.
The Regulatory Framework
------------------------
The judges base much of their analysis on the keen distinction
between the words, "may" and "shall." "May" is permissive but not
obligatory, whereas "shall" is mandatory. "May" refers to rights
and powers; "shall" refers to duties and obligations. The judges
focus on how Congress used "may" and "shall" in different places in
the text of the Housing Economic Recovery Act of 2008. One
statute, 12 U.S.C. § 4617, "Authority over critically
undercapitalized regulated entities," includes a subsection 12
U.S.C. sec. 4617(b), "Powers and duties of the Agency as
conservator or receiver." More specifically, 12 U.S.C. sec.
4617(b)(2)(D), titled "Powers as conservator," says:
The Agency may, as conservator, take such action as may be --
(i) necessary to put the regulated entity in a sound and
solvent condition; and
(ii) appropriate to carry on the business of the regulated
entity and preserve and conserve the assets and property of the
regulated entity.
So we know what the conservator may do pursuant its statutory
powers. What else--aside from restoring the government sponsored
enterprises' soundness and solvency, and preserving and conserving
their assets--may a conservator do? What other powers are
enumerated? The judges point to U.S.C. sec. 4617(b)(2)(J),
"Incidental powers,"
The Agency may, as conservator or receiver --
(i) exercise all powers and authorities specifically granted to
conservators or receivers, respectively, under this section, and
such incidental powers as shall be necessary to carry out such
powers; and
(ii) take any action authorized by this section, which the Agency
determines is in the best interests of the regulated entity or the
Agency.
The judges write:
In short the most natural reading of the [Housing Economic Recovery
Act of 2008] is that it permits FHFA, but does not compel it in any
judicially enforceable sense, to preserve and conserve Fannie's and
Freddie's assets and to return the Companies to private operation.
. . . Entirely absent from the Recovery Act's text is any mandate,
command, or directive to build up capital for the financial benefit
of the Companies’ stockholders. That is noteworthy because, when
Congress wanted to compel FHFA to take specific measures as
conservator or receiver, it switched to language of command,
employing "shall" rather than "may."
It's hard to overstate the disingenuity of this analysis, which
mimics that of the lower court decision by District Court Judge
Royce Lamberth. Look again, the words, "the regulated entity,"
should be a big tipoff. Contrary to what the judges insinuate,
HERA does not exist in a vacuum. The bill merely supplements the
broader regulatory framework originally set forth in the Federal
Housing Enterprises Financial Safety and Soundness Act of 1992.
GSE regulation did not stop on Sept. 6, 2008, when Fannie and
Freddie were formally placed in conservatorship. The conservator
has no power whatsoever to exceed the strictures set forth in other
statutes. (Surely, if Congress ever contemplated otherwise, it
would have said, so.)
Consider, for instance 12 U.S. Code sec. 4513, "Duties and
authorities of Director [of FHFA]":
a) Duties
(1) Principal duties. The principal duties of the Director
shall be --
(A) to oversee the prudential operations of each
regulated entity; and
(B) to ensure that --
(i) each regulated entity operates in a safe and
sound manner including maintenance of adequate capital and internal
controls;
(ii) the operations and activities of each regulated
entity foster liquid, efficient, competitive, and resilient
national housing finance markets (including activities relating to
mortgages on housing for low- and moderate-income families
involving a reasonable economic return that may be less than the
return earned on other activities). . . .
So the director of FHFA, who is also the conservator of Fannie and
Freddie, shall, as in must, oversee the companies to ensure that
they operate in a safe and sound manner. In this context, safety
and soundness is not some vague platitude subject to varying
interpretations. It is a highly developed concept linked to the
Uniform Financial Institutions Rating System (UFIRS), used by all
federal regulators of financial institutions. This system is more
commonly known by the acronym CAMELS, which stands for:
C: the quality and adequacy of capital;
A: the quality of assets:
M: the capability of the board of directors and management;
E: the quantity, sustainability, and trend of the bank’s
earnings;
L: the adequacy of the bank’s liquidity position; and
S: its sensitivity to market risk.
So nothing in HERA obviates FHFA's principal duty to ensure the
adequacy of Fannie or Freddie's capital. Moreover, maintenance of
capital adequacy is a core function of FHFA, as detailed 12 U.S.
Code Subchapter II - REQUIRED CAPITAL LEVELS FOR REGULATED
ENTITIES, SPECIAL ENFORCEMENT POWERS, AND REVIEWS OF ASSETS AND
LIABILITIES. These include
12 U.S. Code sec. 4611 - Risk-based capital levels for regulated
entities
12 U.S. Code sec. 4612 - Minimum capital levels
12 U.S. Code sec. 4613 - Critical capital levels
12 U.S. Code sec. 4614 - Capital classifications
12 U.S. Code sec. 4615 - Supervisory actions applicable to
undercapitalized regulated entities
12 U.S. Code sec. 4616 - Supervisory actions applicable to
significantly undercapitalized regulated entities
12 U.S. Code sec. 4617 - Authority over critically undercapitalized
regulated entities
Again, the concepts of conservatorship and receivership are set
forth within 12 U.S. Code sec. 4617 - "Authority over critically
undercapitalized regulated entities."
Circling back to the distinction between "may" and "shall," the
conservator's actions are limited to what the regulator shall allow
under its statutory mandate. The regulator has a specific duty to
ensure that the GSEs maintain adequate capital. Authorizing cash
dividends, any cash dividends, while undercapitalized is
antithetical to that legal duty, something that Judges Ginsberg and
Millett choose to ignore.
An additional wrinkle. On October 9, 2008 FHFA announced: "The
Director has determined that it is prudent and in the best
interests of the market to suspend capital classifications of
Fannie Mae and Freddie Mac during the conservatorship . . . FHFA
will continue to closely monitor capital levels, but the existing
statutory and FHFA-directed regulatory capital requirements will
not be binding during the conservatorship."
FHFA had no legal authority and no rational basis for suspending
capital classifications. Moreover, on October 9, 2008 the GSEs were
adequately capitalized. Not many people paid attention at the
time; they were distracted by the broader financial meltdown. In
later years, FHFA would cite this spurious suspension of its duties
as a justification to ignore its duty to rebuild GSE capital.
Tenets of Accounting and Finance
--------------------------------
When faced with a challenge to the Third Amendment sweep in court,
the government offered up a story that fails the laugh test. As
litigation proceeded, the government's story was debunked. In
response, the government pivoted, and claimed that its motivations
were irrelevant, given that Congress had extended the conservator
virtually unlimited discretion, which was exempt from judicial
review.
Yet Judges Ginsberg and Millett accept the government's story and
in so doing come across as financial illiterates. They write:
Fannie's and Freddie's frequent inability to make those
dividend payments, however, meant that they often borrowed more
cash from Treasury just to pay the dividends, which in turn
increased the dividends that Fannie and Freddie were obligated to
pay in future quarters. . . . In simple terms, the Third Amendment
requires Fannie and Freddie to pay quarterly to Treasury a dividend
equal to their net worth—however much or little that might be.
Through that new dividend formula, Fannie and Freddie would never
again incur more debt just to make their quarterly dividend
payments, thereby precluding any dividend-driven downward debt
spiral.
False. This "dividend-driven downward debt spiral," is divorced
from reality, a conceit in which the judges conflate the
definitions of equity, debt and cash. Prior to 2012, the GSEs had
insufficient equity or earnings to pay senior preferred cash
dividends. So, to finance $36 billion in cash dividends, FHFA drew
down "bailout" funds wherein Treasury purchased additional senior
preferred equity. That way, the GSEs could then turn around and
then send funds back to Treasury. The net result would be that the
GSEs' total cash and equity position would be unchanged and
Treasury's cash position would be unchanged. Contrary to the
judges' claims, the companies never incurred more debt to pay out
cash dividends.
It is true that some companies with robust equity have limited
cash, so they incur additional debt to fund cash dividends. Also,
there are companies like the GSEs, with nominal equity but abundant
cash. But the "dividend-driven downward debt spiral," is an
absurdity. Because the round-tripping phenomenon that bothered the
judges -- Treasury sends cash to the GSEs, which immediately return
cash to Treasury--had nothing to do with debt whatsoever. (None of
the bailout funds were ever used for traditional bailout purposes.
The taxpayer draws were never used to cover cash shortfalls or
operating expenses.)
Indeed, the round-tripping described above reveals something that
should be obvious to everyone. These cash dividends served no
legitimate purpose. They served no business purpose for the
benefit of the GSEs; nor did they improve the government's cash or
income position, and they imposed additional burdens on taxpayers
while further reducing the size of the government's commitment to
support the GSEs. Though the cash dividends did have a markedly
negative impact on the GSEs' ability to rebuild capital and thereby
improve the safety and soundness of their operations.
The judges seem to conflate debt with equity and thereby confuse
the reader into thinking that cash dividends are some kind of fixed
obligation imposed on the GSEs. There is no such thing as a legal
obligation to pay dividends within any timeframe. Any investment
with a fixed obligation to pay cash within a deadline fits the
definition of debt, not equity. The senior preferred dividends
could always be paid in kind. True, payments in kind bumped up the
dividend coupon from 10% to 12%, but cash dividends reduce equity,
whereas dividends in kind leave corporate equity unchanged.
What Really Happened
--------------------
The only way to grasp the full story of the GSE conservatorships is
to follow the money, which in this context means cash, or the flow
of funds. For a large financial institution, the chasm—between
cash versus earnings, or between liquidity and solvency—may seem
wider than the Grand Canyon. Every financial institution's
earnings and equity are driven by non-cash provisions, timing
differences under Generally Accepted Accounting Principles, which
are always subject to dramatic revision. These companies need to
build up capital as a cushion to withstand any future downward
revision.
The facts are beyond dispute. On Sept. 5, 2008, the day the
government announced its plans to put both government sponsored
enterprises in conservatorship, the companies generated positive
cash flow, maintained adequate regulatory capital, robust
liquidity, and unfettered access to the unsecured debt markets.
(Many people state that the GSEs suffered liquidity problems prior
to their takeover. These people are either misinformed or
dishonest.)
Under HERA, the Department of Treasury had recently been given
special temporary powers to invest in the GSEs, on terms accepted
by GSE directors, in order to bolster the companies' liquidity and
capital. These special powers were given by Congress for the
purpose of forestalling the possibility that the GSEs might be
placed in conservatorship. Indeed, one of the purposes of these
special powers was to protect the taxpayer, which was defined to
mean, among other things, preserving the GSEs as private
shareholder companies.
Of the many possible grounds that enabled FHFA to impose immediate
conservatorship on the GSEs, set forth in 12 U.S.C. sec.
4617(a)(3), only one had anything close to a veneer of
plausibility. It was:
(C) Unsafe or unsound condition
An unsafe or unsound condition to transact business.
Again, this phrase has a very specific meaning within the CAMELS
methodology; it means that an institution has received a CAMELS
rating of 5 or possibly 4, and it also indicates that the
institution is approaching a state of collapse. FHFA director
James Lockhart distorted that meaning of the statute to justify his
agenda to apprehend the GSEs sooner rather than later. He declared
that the government takeover was necessary in order to address,
"safety and soundness concerns," which were also characterized as,
"safety and soundness issues." If the distinction isn't apparent
to you, think of it this way: just because a person has health
concerns or health issues, it does not necessarily follow that he
is currently ill. (As I've written elsewhere, the FHFA document
used to justify conservatorship is packed with lies and
distortions.)
Nothing about conservatorship compels FHFA to force out the
management and the directors. Though FHFA, in collusion with
Treasury, demanded that top management and directors leave
immediately. That way, Treasury could negotiate the terms of its
equity investments in the GSEs by dealing with FHFA instead of GSE
management. The Senior Preferred Stock Purchase Agreement (PSPA)
negotiated by Treasury was designed to subvert federal statutes,
which were drafted to assure the FHFA's independence as a
regulator. The PSPA disallows FHFA from taking any significant
action with regard to the GSEs without first securing Treasury's
approval.
FHFA's actions prior to execution of the Third Amendment sweep fit
a pattern. Its distortion of statutory wording as a pretext for
placing the GSEs in conservatorship, its removal of GSE directors
so that FHFA itself would negotiate the terms of the PSPAs, its
agreement to give Treasury veto power over its regulatory
prerogatives, its suspension of capital classifications, its
payouts of cash dividends that serve no legitimate purpose, all fit
a pattern. They all demonstrate a concerted effort by FHFA to
subvert the legislative intent of HERA. The Third Amendment sweep
to the PSPA is consistent with that pattern.
After being placed in conservatorship, the companies continued to
operate as before, generating positive cash flow, and of course,
maintaining their robust liquidity and unfettered access to capital
markets, with the further enhancement of government support.
Subsequent to the announced conservatorship, the companies changed
their methodology for calculating loan loss reserves; and in short
order the companies' non-cash provisions skyrocketed. For fiscal
years 2008-2011, the two companies recognized non-cash losses that
wiped out all equity, and which necessitated a federal bailout of
$151.5 billion. In addition, the companies drew down $36 billion
in taxpayer funds to cover the unnecessary and imprudent cash
dividend payments of 10% coupon on the U.S. Treasury's senior
preferred stock. The grand total of taxpayer draws equaled $187.5
billion.
Those non-cash loss provisions were eventually reconciled with cash
outcomes, as distressed loans were liquidated off the books.
Beginning in 2012, GSE earnings began to skyrocket as overly
conservative loss provisions were reversed. Fannie's annual income
for 2012 was $17 billion, more than twice its previous annual
record. In 2013 Fannie earned $84 billion, which set an all-time
record for the highest annual income reported by any Fortune 500
company ever. (The $84 billion amount is almost twice the amount
that Fannie earned over the entire decade preceding the 2008
government takeover. Total earnings during 1998 -2007 were $43
billion.)
On Aug. 17, 2012, nine days after Fannie reported a record $7.8
billion in six-month earnings, FHFA and Treasury announced the
Third Amendment to the Senior Preferred Stock Purchase Agreement.
Going forward, the cash dividend coupon would be upsized, from 10%
of the initial investment, to 100% of all corporate earnings
generated in perpetuity. By early 2014, both GSEs had repaid the
entire $187 billion drawn down from Treasury's coffers.
With 20/20 hindsight, we know that the GSEs never needed the
massive bailouts they received, because the non-cash loss
provisions, booked during 2009-2011, proved to be wildly
over-inflated. If FHFA and the GSEs' auditors were clairvoyant, so
that loss provisions predicted cash losses with great precision,
the GSEs' need for government bailout funds would have been close
to zero.
But, according to the government, FHFA began to fear a GSE "death
spiral" right at the point when evidence suggested the companies
would experience a robust recovery. Out of "fear" that the
companies would not be able to fund cash dividends in the future,
FHFA and Treasury agreed that, going forward, cash dividends on
senior preferred stock would be no more than 100% of quarterly
earnings, irrespective of whether that amount was higher or lower
than 10% of the initial $187.5 billion "bailout" amount.
Rudiments of financial literacy
Then there are the reasons why the government's story fails the
laugh test. First, the cash dividends paid prior to 2012 served no
legitimate business function. They did not improve the GSEs'
equity or cash positions; nor did they provide the government with
additional cash or reduce the likelihood of future bailout
drawdown.
So, at the risk of belaboring the obvious, let's recap those
distinctions. No company is legally required to pay cash dividends
by a specified date, ever. If there's a firm obligation to make a
cash payment by a date certain, that obligation is debt, not
equity. A company always has the option to pay preferred dividends
in kind, which is an accounting accrual for later payment. Unlike
cash dividends, dividends in kind do not reduce shareholder
equity.
The judges seem to have forgotten some principles of contract law,
specifically, enforceable contracts require consideration, which
can be one party's forsaking of his legal rights. But Treasury
never had a right to receive cash dividends. Which is why it
extended no consideration to the GSEs in exchange for a permanent
upsizing of cash dividend payouts. The prior purchases of senior
preferred stock don't count, because past consideration is no
consideration.
Government documents in the public domain
Treasury was perfectly obvious about its agenda, which was never
about protecting anyone from an imaginary death spiral. The Aug.
17, 2012 press release to announce the third amendment sweep was
titled, "Treasury Department Announces Further Steps to Expedite
Wind Down of Fannie Mae and Freddie Mac." Though the press release
was dishonest -- it insinuated that Treasury and FHFA held a
nonexistent right to wind down the GSEs -- it accurately reflected
Treasury's intent, which was to put the GSEs out of business by
draining them of all equity. More specifically, Treasury
misrepresented an earlier document—its Report to Congress
released on Feb. 11, 2011, which offered recommendations to
Congress—as something that gave it some imaginary authority to
wind down the two companies. The press release says Treasury was,
"[a]cting upon the commitment made in the Administration's 2011
White Paper that the GSEs will be wound down and will not be
allowed to retain profits, rebuild capital, and return to the
market in their prior form."
To spread the word, White House advisor James Parrott alerted two
leaders of a multi-year disinformation campaign against the GSEs,
Peter Wallison and Edward Pinto. Since late 2008, Wallison and
Pinto kept spreading the false meme that GSE underwriting
standards, specifically those set forth under affordable housing
goals, had poisoned the well of housing finance. It was nonsense,
for the simple reason that GSE loan performance was always
exponentially superior to every other player in the market. The
Wallison/Pinto thesis was based class bigotry, some cherrypicked
factoids, and an adamant refusal to ever talk about comparative
loan performance.
The Financial Crisis Inquiry Commission reviewed Pinto's "research"
in the context of comparative loan performance and found that his
risk categorizations were all but meaningless. Neither Pinto nor
Wallison could offer any response, so Wallison, a Republican member
of the FCIC, defamed the Commission when he lied and said that the
Commission refused to review Pinto's work. The Wallison-Pinto
meme, which is still promoted to this day, is frequently
characterized as The Big Lie about the financial crisis. And yet a
wide assortment of observers treat these dissemblers as bona fide
experts in housing finance. Indeed, Parrott considered them his
"fellow travelers," and offered to walk them through the mechanics
of the Third Amendment sweep to show them how they were designed to
drain the the companies of all equity. This email correspondence
was made public many months before the Circuit Court handed down
its decision.
The acting FHFA director who negotiated and signed the Third
Amendment sweep, Edward DeMarco, has made no secret of his stalwart
opposition to the GSEs accumulating additional capital. "The GSEs
are failures." seems to be his mantra. "Restoring Fannie Mae and
Freddie Mac is not the solution," he said after leaving office.
"They failed and their business model failed. Going backwards to an
obviously failed model cannot be dressed up with some promise of
higher capital or explicit rather than implicit guarantees." He
drives home his points by pandering to those unfamiliar with timing
differences under GAAP by saying, "There should be no doubt that
this set of events [leading to conservatorship of the
government-sponsored enterprises] and the billions of dollars in
subsequent losses meant that Fannie Mae and Freddie Mac had failed
. . . [indeed] there was broad consensus at that time that not only
had Fannie Mae and Freddie Mac failed, but the GSE model had
failed."
And of course, in mid-2012 GSE management and FHFA were fully aware
that the companies were likely to see a huge spike in earnings once
the companies overly-inflated loss provisions were reversed.
Testimony by key witnesses and contemporaneous documents, still
mostly under seal, described in plaintiffs' motions, prove that
FHFA never believed in any kind of specious "death spiral."
Judges Ginsberg and Millett turn a blind eye to all of this. Which
brings us to the final category.
Common Sense
------------
There is one, and only one, reason why Fannie and Freddie do not
maintain $250 billion in capital. FHFA engineered it that way. The
economic substance of FHFA's actions, taken in its role as
conservator, speak for themselves. The $250 billion cash dividend
distributions, justified by non-cash reversals of non-cash
provisions, speak for themselves.
About Fannie Mae and Freddie Mac
Federal National Mortgage Association (OTCQB: FNMA), commonly
known as Fannie Mae -- http://www.FannieMae.com/-- is a
government-sponsored enterprise (GSE) that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.
A brother organization of Fannie Mae is the Federal Home Loan
Mortgage Corporation (FHLMC), better known as Freddie Mac.
Freddie
Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was established
by Congress in 1970 to provide liquidity, stability and
affordability to the nation's residential mortgage markets.
Freddie Mac supports communities across the nation by providing
mortgage capital to lenders.
During the time of the subprime mortgage crisis, on Sept. 6, 2008,
Fannie Mae and Freddie Mac were placed into conservatorship by the
U.S. Treasury. The Treasury committed to invest up to $200
billion
in preferred stock and extend credit through 2009 to keep the GSEs
solvent and operating. Both GSEs are still operating under the
conservatorship of the Federal Housing Finance Agency (FHFA).
In exchange for future support and capital investments of up to
$100 billion in each GSE, each GSE agreed to issue to the Treasury
(i) $1 billion of senior preferred stock, with a 10% coupon,
without cost to the Treasury and (ii) common stock warrants
representing an ownership stake of 79.9%, at an exercise price of
one-thousandth of a U.S. cent ($0.00001) per share, and with a
warrant duration of 20 years.
FLORIDA GLASS: Hires Trenam Kemker as Special Counsel
-----------------------------------------------------
Florida Glass of Tampa Bay, Inc., seeks authority from the U.S.
Bankruptcy Court for the Middle District of Florida to employ
Trenam Kemker Scharf Barkin Frye O'Neill & Mullis, P.A. as special
counsel to the Debtor.
Florida Glass requires Trenam Kemker to:
a. represent and assist the Debtor in a claim objection and
action against Clear Glass Mobil Service, Inc., a Texas
Corporation.
b. analyze legal issues and prosecuting a state court action
against an insurance carrier;
c. handle contested issues relating to the litigation;
d. assist and advise the Debtor with respect to any other
tasks necessary to administer the estate for the benefit of
creditors.
Trenam Kemker will be paid at these hourly rates:
Partner $300-$490
Associate $200-$290
Paralegals $160-$185
Trenam Kemker will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Gregg Hutt, member of Trenam Kemker Scharf Barkin Frye O'Neill &
Mullis, 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.
Trenam Kemker can be reached at:
Gregg Hutt, Esq.
TRENAM KEMKER SCHARF BARKIN
FRYE O'NEILL & MULLIS, P.A.
101 East Kennedy Boulevard
Tampa, FL 33602
Tel: (813) 223-7474
Fax: (813) 229-6553
About Florida Glass of Tampa Bay, Inc.
Florida Glass of Tampa Bay, Inc., filed a Chapter 11 petition
(Bankr. M.D. Fla. Case No. 16-06874), on Aug. 9, 2016. The petition
was signed by Joseph Muraco, president. The Debtor is represented
by Leon A. Williamson, Jr., Esq., at the Law Office of Leon A.
Williamson, Jr., P.A. At the time of filing, the Debtor estimated
assets at $1 million to $10 million and liabilities at $10 million
to $50 million.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flmb16-06874.pdf
The Office of the U.S. Trustee on Sept. 27, 2016, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of Florida Glass of Tampa
Bay, Inc.
FLORIDA MOVING: Plan, Disclosures Hearing on April 25
-----------------------------------------------------
Judge John K. Olson of the U.S. Bankruptcy Court for the Southern
District of Florida will convene a hearing on April 25, 2017, to
consider approval of the small business disclosure statement and
the confirmation of the plan of reorganization filed by Florida
Moving & Storage, Inc. on Jan. 19, 2017.
April 18, 2017, is fixed as the last day for filing written
acceptances or rejections of the plan.
April 20, 2017, is fixed as the last day for filing and serving
written objections to the disclosure statement and confirmation of
the plan.
The Troubled Company Reporter previously reported that under the
plan, Allowed Class III claims will be paid a total of 15% of the
allowed Class 3 claims. This class does not include claims filed
by insiders totaling $55,726.96: J. Christopher Traini's wages --
$16,821; Amy Branigan's wages -- $8905.96; and Jacqueline
Branigan's loan -- $30,000. The 15% total is estimated to be
$2,423.70. The Allowed Class 3 claims will be paid in 20 quarterly
installments of $121.19 commencing on the 90th day after the
Effective Date of the Plan and each 90 days thereafter until all 20
quarterly distributions are paid in full.
All funding for distributions and payments under the Plan will be
funded by profits from business operations.
The Disclosure Statement is available at:
http://bankrupt.com/misc/flsb16-19652-50.pdf
Florida Moving & Storage Inc. is a Florida corporation providing
moving and storage services for personal and business customers.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S. D. Fla. Case No. 16-19652) on July 11, 2016. The
Debtor is represented by Chad T. Van Horn, Esq., at Van Horn Law
Group Inc.
GANDER MOUNTAIN: Taps Houlihan Lokey as Investment Banker
---------------------------------------------------------
Gander Mountain Company seeks approval from the U.S. Bankruptcy
Court for the District of Minnesota to hire Houlihan Lokey Capital
Inc.
Houlihan will serve as investment banker and financial advisor to
Gander Mountain and its affiliate Overton's Inc. in connection with
their Chapter 11 cases. The services to be provided by the firm
include:
(a) assisting the Debtors in the development, preparation,
and distribution of information and documents to create
interest in and to consummate a sale of all or a
significant portion of the their business and assets;
(b) soliciting and evaluating indications of interest and
proposals regarding any restructuring transaction;
(c) assisting the Debtors in the development, structuring,
negotiation, and implementation of any restructuring
transaction, including participating as a representative
of the Debtors in negotiations with creditors;
(d) advising and attending meetings of the Debtors' Board of
Directors, creditor groups and official constituencies;
and
(e) participating in hearings before the court.
The Debtors will pay the firm a monthly advisory fee of
$150,000. Fifty percent of all monthly fees after the sixth
payment will be credited against the restructuring fee.
If the Debtors successfully close on a restructuring transaction,
Houlihan will receive a $3.5 million fee from the gross proceeds
from the transaction.
If the Debtors close on a sale of Overton's' intellectual property
or operations, the firm will earn a fee of $250,000 if the gross
proceeds from the transaction total up to $10 million; or a fee
based on market terms and fees customarily paid to nationally
recognized investment banks and agreed upon by the Debtors and the
firm but will not be less than $1 million.
Meanwhile, if the Debtors close on the placement, raising, or
issuance of any "debtor in possession" financing other than the
financing provided by lenders under their existing credit facility,
the firm will receive a fee of $500,000 from the proceeds.
Stephen Spencer, managing director of Houlihan, disclosed in a
court filing that his firm does not hold or represent any interest
adverse to the Debtors' bankruptcy estates.
The firm can be reached through:
Stephen J. Spencer
Houlihan Lokey Capital Inc.
225 South 6th Street, Suite 4950
Minneapolis, MN 55402
About Gander Mountain
Gander Mountain Company 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
http://www.Overtons.com/
Gander Mountain and Overton's sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Minn. Case Nos. 17-30673 and
17-30675) on March 10, 2017. The petitions were signed by Timothy
Becker, Executive VP of Lighthouse Management Group, Inc., as CRO.
The cases are assigned to Judge Michael E. Ridgway.
At the time of the filing, the Debtor estimated its assets and
debts at $500 million to $1 billion.
The Debtors' advisors in the restructuring are Fredrikson & Byron,
PA, which serves as legal counsel; Lighthouse Management Group,
chief restructuring officer; Hilco Real Estate LLC, real estate
advisor; and Faegre Baker Daniels LLP, special corporate counsel.
Donlin, Recano & Company Inc. is the Debtors' claims, noticing and
balloting agent.
On March 13, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.
GARDEN OF EDEN: Wants Plan Filing Deadline Moved to June 26
-----------------------------------------------------------
Garden of Eden Enterprises, Inc., et al., are asking the U.S.
Bankruptcy Court for the Southern District of New York to extend
their exclusive plan filing period through June 26, 2016, and their
exclusive solicitation period through August 24, 2017.
Absent an extension, the Debtors have until March 27 to file a plan
and until May 26 to solicit acceptances on the plan.
This is the Debtors' second exclusivity extension motion.
The Debtors relate that since the Petition Date, they have been
evaluating their store sales and the costs to support each store
location. In consultation with the Committee, the Debtors are in
the process of making a determination as to whether or not to close
one of its store locations. The Debtors need additional time to
evaluate a possible closure of one of its store locations and the
effects of moving forward and formulating a plan of reorganization
with their remaining locations. The additional time will enable the
Debtors to evaluate their businesses and formulate
and negotiate a plan of reorganization with its secured creditors
and the Committee.
Accordingly, at this time, the Debtors aver that they are not in a
position to present a plan and disclosure statement.
About Garden of Eden Enterprises
Garden of Eden Enterprises, Inc., Broadway Specialty Food, Inc.,
Coskun Brothers Specialty, and Garden of Eden Gourmet Inc. filed
chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 16-12488, 16-12490,
16-12491, 16-12492, respectively) on Aug. 29, 2016. The petitions
were signed by Mustafa Coskun, president. The cases are assigned
to Judge James L. Garrity Jr.
Doing business as Garden of Eden, the Debtors operate three upscale
full-service specialty-food retail stores at leased premises in New
York. The Debtor Garden of Eden Enterprises is the parent
operating company of the Debtors, and maintains its place of
business at 720 Anderson Avenue, Cliffside Park, New Jersey 07010.
Clifford A. Katz, Esq., and Scott K. Levine, Esq., of Platzer,
Swergold, Levine, Goldberg, Katz & Jaslow, LLP, serve as counsel to
the Debtors.
At the time of filing, the Debtors disclosed $8.05 million in
assets and $8.29 million in liabilities. A list of the Debtors' 20
largest unsecured creditors is available for free at:
http://bankrupt.com/misc/nysb16-12488.pdf
U.S. Trustee William K. Harrington on Sept. 15, 2016, appointed
three creditors to serve on the official committee of unsecured
creditors of Garden of Eden Enterprises, Inc., et al. The Official
Committee retained Sullivan & Worcester LLP as counsel to the
Committee, effective October 6, 2016.
GATOR EQUIPMENT: Disclosure Statement Hearing Set for April 18
--------------------------------------------------------------
Judge Robert Summerhays of the U.S. Bankruptcy Court for the
Western District of Louisiana has scheduled a hearing on April 18,
2017, at 10:00 a.m. to consider approval of the disclosure
statement filed by Gator Equipment Rentals of Iberia, LLC.
Any objections to the proposed disclosure statement or
modifications thereto, shall be in writing and filed with at least
seven full business days before the hearing.
The Troubled Company Reporter previously reported that the Debtors'
Plan provides that the estimated aggregate amount of all Allowed
General Unsecured Claims against all Debtors is approximately
$1,188,900.
Holders of General Unsecured Claims in Iberia Class 2, Fourchon
Class 1, and Crane Class 3 will receive 100% of their allowed
claims. Each holder of Allowed Claims in Iberia Class 2, Fourchon
Class 1, and Crane Class 3 will be paid in equal quarterly
installments beginning on the fifteenth (15th) day of the calendar
quarter after the Gator Class 1 Claim of Regions Bank has been
paid
in full and continuing on the 15th of each succeeding calendar
quarter thereafter for 19 calendar quarters until the holder has
received an amount equal to 100% of the claim. The Debtors
estimate that the aggregate amount of Allowed Iberia Class 2,
Fourchon Class 1, and Crane Class 3 Claims is $309,917.66.
Property of the Estates, together with any property of Debtors
that
is not Property of the Estates and that is not specifically
disposed of pursuant to the Plan, will revest in Debtors on the
Confirmation Date. All property will become property of
Reorganized Debtors on the Effective Date, free and clear of any
and all liens, claims and interests except as provided under the
Plan. Effective on the Confirmation Date, Debtors, and, after the
Effective Date, Reorganized Debtors, may operate their businesses
and may use, acquire, and dispose of property free of any
restrictions of the Bankruptcy Code, the Bankruptcy Rules, and the
Bankruptcy Court.
Funds needed to make cash payments on the Effective Date under the
Plan will come from the cash on hand.
The Disclosure Statement is available at:
http://bankrupt.com/misc/lawb16-51667-229.pdf
About Gator Equipment Rentals of Iberia
Gator Equipment Rentals of Iberia, LLC, Gator Equipment Rental of
Fourchon, LLC, Gator Crane Services, LLC, and Gator Equipment
Rentals, LLC, filed Chapter 11 petitions (Bankr. W.D. La. Lead
Case
Nos. 16-51667) on Dec. 5, 2016. Judge Robert Summerhays oversees
the Debtors' cases. The Debtors are represented by Paul Douglas
Stewart, Jr., Esq., Brandon A. Brown, Esq., and Ryan J. Richmond,
Esq., at Stewart Robbins & Brown LLC. They also have employed
BlackBriar Advisors, LLC to provide a chief restructuring officer;
and Gordon Brothers Asset Advisors, LLC as equipment appraisers.
Gator Equipment Rentals of Iberia and Gator Equipment Rentals of
Fourchon each listed under $50,000 in assets and between $1
million
and $10 million in liabilities. Gator Crane Service, and Gator
Equipment Rentals listed between $1 million and $10 million in
both
assets and liabilities.
GENERAL WIRELESS: Taps Tiger Capital as Liquidation Consultant
--------------------------------------------------------------
General Wireless Operations Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Tiger Capital
Group, LLC.
Tiger Capital Group will serve as consultant in connection with the
store closing sales to be conducted by General Wireless and its
affiliates. The assets to be sold include inventory and other
assets used to operate the Debtors' stores.
The firm will be paid a base consulting fee on a weekly basis and
other fees for its services. It will receive (i) $55,000 per week
for each of the first five weeks of the sale; (ii) thereafter,
$40,000 per week for each of the next three weeks of the sale; and
(iii) thereafter, $25,000 per each additional week.
Tiger Capital will receive 2% of retail sales above $60 million
once cumulative retail sales reach $60 million for weeks after and
including March 11, 2017.
Robert DeAngelis, executive managing director of Tiger Capital
Group, 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:
Robert DeAngelis
Tiger Capital Group, LLC
60 State Street, 11th Floor
Boston, MA 02109
Tel: (617) 523-7002
About General Wireless Operations
Based in Fort Worth, Texas, General Wireless Operations Inc., doing
business as RadioShack -- http://www.RadioShack.com -- operates a
chain of electronics stores. Its predecessor, RadioShack Corp.,
then with 4,000 locations, sought Chapter 11 protection (Bankr. D.
Del. Case No. 15-10197) in February 2015 and announced plans to
close underperforming stores. In March 2015, Standard General
affiliate General Wireless won court approval to purchase
RadioShack Corp.'s assets, gaining ownership of around 1,700
RadioShack locations. Two years later, General Wireless commenced
its own bankruptcy case, announcing plans to close 200 of 1,300
remaining stores.
General Wireless Operations Inc., and its affiliates based in Ft.
Worth, TX, filed a Chapter 11 petition (Bankr. D. Del. Lead Case
No. 17-10506) on March 8, 2017. Pepper Hamilton LLP, as counsel,
Jones Day as co-counsel, Prime Clerk, LLC as claims and noticing
agent, Loughlin Management Partners & Company, Inc.
In its petition, the Debtor estimated $100 million to $500 million
in both assets and liabilities. The petition was signed by Bradford
Tobin, SVP, general counsel.
GOODMAN NETWORKS: April 20 Hearing on Prepack Plan & Disclosure
---------------------------------------------------------------
Bankruptcy Judge Marvin Isgur in Houston, Texas, will hold a
hearing on April 20, 2017, at 10:00 a.m., prevailing Central Time,
to consider the adequacy of the disclosure statement and
confirmation of the prepackaged Chapter 11 plan of reorganization
filed by Goodman Networks Incorporated and its affiliated debtors.
At the hearing, the Court will also consider any objections to the
Plan documents.
Objections, if any, to the Plan or the disclosure statement are due
April 13.
About Goodman Networks
Goodman Networks, along with two of its affiliates, filed a
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Lead Case No. 17-31575) on March 13, 2017, citing
decreased demands for its services and increased debt as a result
of a series of strategic acquisitions in 2013. The Debtors
commenced the Chapter 11 cases after reaching an agreement with 75%
noteholders and 80% shareholders on the terms of a comprehensive
balance-sheet restructuring. The Debtors, which provide end-to-end
network infrastructure and professional services to
telecommunications industry, and installation and maintenance
services for satellite communications, have $325 million of
outstanding debt in the form of 12.125% senior secured notes due
July 2018, as disclosed in the bankruptcy filing.
In its petition, Goodman Networks estimated $100 million to $500
million in both assets and liabilities. The petitions were signed
by John Debus, interim chief financial officer.
The Debtors have hired Kirkland & Ellis LLP as general counsel,
Haynes and Boone, LLP as local counsel, Jefferies LLC as financial
advisor, FTI Consulting, Inc. as restructuring advisor, June Creek
Interests as crisis manager and Kurtzman Carson Consultants, LLC
as
noticing, claims and balloting agent.
On the Petition Date, the Debtors filed a plan of reorganization
and related disclosure statement. Under the Plan, the secured
notes claims of $325 million will receive their pro rata share of
$25 million in cash, $112.5 million of new 8% senior secured notes
due 2022, new payment-in-kind preferred stock in reorganized
Goodman having an initial liquidation value of $80 million and
shares of new common stock in Reorganized Goodman representing 42%
of the common stock of Reorganized Goodman on the Effective Date.
All holders of existing Goodman Interests will maintain ownership
(on a pro rata basis) of 7.9 percent of the common stock in
Reorganized Goodman. General unsecured claims will be paid in
full
in cash. Administrative claims, priority tax claims and secured
claims will be paid in full in cash.
The Plan will be funded from cash on hand and issuance and
distribution of the New Secured Notes, issuance and distribution
of
the New PIK Preferred Stock and issuance and distribution of the
New Common Stock and dilution of interests in Goodman.
In conjunction with the RSA and the Debtors' prepetition
solicitation process, the Debtors also engaged with MidCap
Financial Trust, the administrative agent and lender, regarding
the
treatment of the Debtors' prepetition revolving credit facility.
After good-faith negotiations, the Credit Facility Lender agreed
to
forbear from exercising remedies with respect to certain defaults
in return for the pay-down of all outstanding amounts under the
Credit Facility on March 8, 2017. In addition, the Credit
Facility
Lender has committed to provide a $25 million post-emergence
revolving credit facility on substantially the same terms as the
prepetition Credit Facility. The Exit Facility will ensure that
the Debtors' reorganized balance sheet is appropriately
capitalized.
On a post-reorganization basis, the transactions in the Plan would
result in a reduction of outstanding funded indebtedness by more
than $212.5 million as well as significantly reducing interest
expense.
Counsel to the Consenting Noteholders:
Akin Gump Strauss Hauer & Feld LLP
One Bryant Park
New York, New York 10036
Michael S. Stamer, Esq.
Meredith Lahaie, Esq.
Sara Lynne Brauner, Esq.
GORDMANS STORES: Hires Kutak Rock as Co-Counsel
-----------------------------------------------
Gordmans Stores, Inc., et al, seek authority from the U.S.
Bankruptcy Court for the District of Nebraska to employ Kutak Rock
LLP as co-counsel to the Debtor.
Gordmans Stores requires Kutak Rock to:
a) perform all necessary services as the Debtors' Nebraska
bankruptcy co-counsel, including, without limitation,
provide the Debtors with advice, represent the Debtors, and
prepare necessary documents on behalf of the Debtors in the
areas of restructuring and bankruptcy;
b) advise the Debtors with respect to their powers and duties
as debtors in possession in the continued management and
operation of their businesses and properties;
c) attend meetings and negotiate with creditors and other
parties-in-interest;
d) take all necessary action to protect and preserve the
Debtors' estates, including prosecuting actions on the
Debtors' behalf, defending any action commenced against the
Debtors and representing the Debtors' interests in
negotiations concerning all litigation in which the Debtors
are involved, including objections to claims filed against
the estates;
e) prepare, or coordinate preparation, on behalf of the
Debtors of all motions, applications, answers, orders,
reports and papers necessary to the administration of the
Debtors' estates;
f) take any necessary action on behalf of the Debtors to
obtain approval of a disclosure statement and confirmation
of a plan of reorganization on behalf of the Debtors;
g) represent the Debtors in connection with any potential
postpetition financing;
h) appear before the Court, any appellate courts and the
U.S. Trustee and protect the interests of the Debtors'
estates before those Courts and the U.S. Trustee; and
i) perform all other necessary legal services to the Debtors
in connection with the chapter 11 cases as requested by the
Debtors or by Kirkland & Ellis LLP on behalf of the
Debtors.
Kutak Rock will be paid at these hourly rates:
Joyce A. Dixon, Of Counsel $415
Jeffrey T. Wegner, Partner $475
Lisa M. Peters, Partner $390
Jeane Ferguson, Paralegal $150
On February 2017, the Debtors engaged Kutak Rock to provide
services related to the filing of the chapter 11 cases. During that
period, Kutak Rock performed services and invoiced the Debtors for
fees and expenses related to such services prior to the Petition
Date totaling $82,255. According to Kutak Rock's books and records,
the invoice for the Services was paid by the Debtors and Kutak Rock
received payments from the Debtors, in the ordinary course of
business, totaling approximately $125,000. The amount of $42,745.00
is being held by Kutak Rock as an advance payment retainer.
Kutak Rock will also be reimbursed for reasonable out-of-pocket
expenses incurred.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:
a. Kutak Rock did not agree to any variations from, or
alternatives to, its standard or customary billing
arrangements for this engagement.
b. None of the professionals from Kutak Rock included in
the engagement have varied or will vary their rate based
on the geographic location of the bankruptcy case.
c. The billing rates and material financial terms for Kutak
Rock's prepetition engagement by the Debtors are set
forth herein. No adjustments were made to either the
billing rates or the material financial terms of Kutak
Rock's employment by the Debtors as a result of the
filing of the chapter 11 cases.
d. The Debtors have approved a budget and staffing plan for
Kutak Rock that covers the months of March through June
3, 2017.
Joyce A. Dixon, of counsel and attorney of Kutak Rock LLP, assured
the Court that the firm and its professionals are a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and (a) are not creditors, equity security holders or insiders
of the Debtor; (b) have not been, within two years before the date
of the filing of the Debtor's chapter 11 petition, directors,
officers or employees of the Debtor; and (c) do not have an
interest materially adverse to the interest of the estate 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 Debtor, or for any other reason.
Kutak Rock can be reached at:
Joyce A. Dixon, Esq.
KUTAK ROCK LLP
1650 Farnam Street
Omaha, NE 68102
Tel: (402) 346-6000
About Gordmans Stores, Inc.
Gordmans Stores, Inc. and five of its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Neb. Lead Case
No. 17-80304) on March 13, 2017. The petitions were signed by
Andrew T. Hall, president, CEO and secretary. The cases are
assigned to Judge Thomas L. Saladino.
At the time of the filing, the Debtors disclosed $274 million in
assets and $131 million in liabilities.
Kirkland & Ellis LLP represents the Debtors as bankruptcy counsel.
The Debtors hired Kutak Rock LLP as local counsel, Duff & Phelps as
financial advisor, and Epiq Bankruptcy Solutions LLC as claims and
noticing agent.
Gordmans Inc., an affiliate, 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.
The Office of the U.S. Trustee on March 15 appointed seven
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 cases of Gordmans Stores, Inc., and its
affiliates. The committee members are: (1) Werner Enterprises,
Inc.; (2) Marketplace on First, LC; (3) GGP Limited Partnership;
(4) Catalyst Westowne, LLC; (5) Kellermeyer Bergensons Services,
LLC; (6) DDR Corp.; and (7) Ezrasons Inc.
HEATHER HILLS: Court Extends Exclusivity by 30 Days
---------------------------------------------------
Judge Catherine Peek McEwen granted Heather Hills Estates, LLC's
exclusivity request, extending the Debtor's exclusive right to file
a plan and obtain acceptances of that plan by 30 days.
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: PCO Recommends Goal Setting, Action Plan
-------------------------------------------------------
Anne Cahill Kluetsch, the Patient Care Ombudsman for Hebrew Health
Care, Inc., et al., files a Third Report before the U.S. Bankruptcy
Court for the District of Connecticut on March 17, 2017.
The PCO's observations continue to indicate that there is an
attitude of respect as care is delivered with a kind manner. The
PCO finds that there are challenges at the hospital and that it may
be the time to pause and regain momentum since the nursing home is
no longer a part of the operations. The PCO adds that it is the
time for the leadership to set goals and act on the action plan.
Moreover, the PCO recommends that the team organization of senior
leadership begin to self‐assess and develop action plans
independent of the PCO's commentary and direction by:
(a) completing a self‐assessment of needs;
(b) determining the competencies for each specialty Medical
and Behavioral;
(c) reviewing the checklist of regulatory and survey
compliance preparation;
(d) establishing a time to complete the action plan of
priority areas;
(e) accomplishing and competing the action plans make daily
action activities;
(f) having meetings with a purpose, agenda, minutes and
outcomes; and
(g) setting weekly goals and then accomplishing the goal or
revising the plan to attain it.
About Hebrew Health Care Inc.
Hebrew Health Care, Inc., Hebrew Life Choices, Inc., Hebrew
Community Services, Inc., and Hebrew Home and Hospital,
Incorporated, 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.
The Debtors are represented by Elizabeth J. Austin, Esq., at
Pullman and Comley, LLC. The Debtors tapped Wiggin and Dana as
special transactional and health care regulatory counsel, Rogin
Nassau LLC as special-purpose counsel, and Kroll McNamara Evans &
Delehanty LLP to perform collections services. The Debtors also
tapped Altman and Company, LLC, as financial advisor, EisnerAmper
LLP as financial advisor, and Marcum LLP as auditors. The Debtors
tapped Zangari Cohn Cuthbertson Duhl & Grello P.C., as special
labor counsel.
At the time of the filing, Hebrew Health Care, Inc., estimated
assets at $1 million to $10 million and liabilities at $100,000 to
$500,000; Hebrew Life Choices, Inc. estimated assets at $10 million
to $50 million and liabilities at $10 million to $50 million;
Hebrew Community Services, Inc. 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 United States Trustee for Region 2 appointed The Connecticut
Light and Power Company, McKesson Corporation, and Morrison
Management Specialists, Inc. to serve on the Official Committee of
Unsecured Creditors. Zeisler & Zeisler, P.C., serves as counsel to
the Committee. Senior Living Investment Brokerage, Inc., provides
marketing and brokerage services to the Committee.
The U.S. Trustee for Region 2 appointed Anne Cahill Kluetsch, the
Director/Senior Consultant of Kluetsch & Associates, LLC, as the
Patient Care Ombudsman in the Chapter 11 cases of Hebrew Life
Choices, Inc., Hebrew Community Services, Inc., Hebrew Home and
Hospital, Incorporated, and CT Geriatric Specialty Group, P.C. The
PCO retained Coan, Lewendon, Gulliver & Miltenberger, LLC, as
counsel.
HILLSIDE OFFICE: Has Exclusivity to File Plan Through April 11
--------------------------------------------------------------
Judge Vincent F. Papalia extended Hillside Office Park, LLC's
exclusive plan filing period through April 11, 2017.
As previously reported by The Troubled Company Reporter, the Debtor
related that it has been involved in negotiations with
Rowhurst Limited, a potential purchaser of the property located at
1350 Liberty Avenue and 360 Florence Avenue in the Township of
Hillside, New Jersey -- the Debtor's only asset of significant
value. Now that the negotiations have been finalized, the Debtor
said it is currently preparing its Chapter 11 Plan of
Reorganization and Disclosure Statement for its reorganization.
About Hillside Office Park, LLC
Headquartered in Hillside, New Jersey, Hillside Office Park, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. D. N.J. Case No.
16-19617) on May 17, 2016, estimating its assets and liabilities at
between $1 million and $10 million. The petition was signed by
Glen A. Fishman, member of Maplewood Acquisition, LLC, member.
Judge Stacey L. Meisel presides over the case.
Donald F. Campbell, Jr., Esq., at Giordano Halleran & Ciesla, P.C.,
serves as the Debtor's bankruptcy counsel.
HOVNANIAN ENTERPRISES: Stockholders Elect Seven Directors
---------------------------------------------------------
Hovnanian Enterprises, Inc., held its 2017 annual meeting of
stockholders on March 14, 2017, at which the stockholders:
(1) elected A. Hovnanian, R. Coutts, E. Kangas, J. Marengi,
V. Pagano, J. Sorsby and S. Weinroth as directors to hold
office until the next annual meeting of stockholders and
until their respective successors have been duly elected
and qualified;
(2) ratified the selection of Deloitte & Touche LLP as the
Company's independent registered public accounting firm for
the fiscal year ending Oct. 31, 2017;
(3) approved the compensation of the Company's named executive
officers as disclosed in the proxy statement; and
(4) ratified the holding of non-binding advisory vote to
approve the compensation of the Company's named executive
officers every year..
A majority of the votes cast by the holders of Class A Common Stock
and Class B Common Stock voting together voted, in a non-binding
advisory vote, in favor of having a shareholder vote to approve the
compensation of Company's named executive officers every year. In
light of such vote, and consistent with the Company's
recommendation, the Company's Board of Directors determined that it
currently intends to include an advisory vote to approve the
compensation of the Company's named executive officers every year
until the next required vote on the frequency of shareholder votes
on the compensation of the Company's named executive officers.
About Hovnanian Enterprises
Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV)
-- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian,
is one of the nation's largest homebuilders with operations in
Arizona, California, Delaware, Florida, Georgia, Illinois,
Kentucky, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and
West Virginia. The Company's homes are marketed and sold under the
trade names K. Hovnanian Homes, Matzel & Mumford, Brighton Homes,
Parkwood Builders, Town & Country Homes, Oster Homes and CraftBuilt
Homes. As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active adult homes.
Hovnanian reported a net loss of $2.81 million on $2.75 billion of
total revenues for the year ended Oct. 31, 2016, compared to a net
loss of $16.10 million on $2.14 billion of total revenues for the
year ended Oct. 31, 2015.
As of Jan. 31, 2016, Hovnanian had $2.14 billion in total assets,
$2.27 billion in total liabilities and a total stockholders'
deficit of $128.28 million.
* * *
As reported by the TCR on April 22, 2016, Moody's Investors Service
downgraded the Corporate Family Rating of Hovnanian Enterprises to
'Caa2' and Probability of Default Rating to 'Caa2-PD'. The
downgrade of the Corporate Family Rating reflects Moody's
expectation that Hovnanian will need to dispose of assets and seek
alternative financing methods in order to meet its upcoming debt
maturity wall.
Hovnanian carries a 'CCC+' corporate credit rating from S&P Global
Ratings.
In August 2016, Fitch Ratings affirmed the ratings of Hovnanian
Enterprises, including the company's Long-Term Issuer Default
Rating (IDR) at 'CCC' following the recently announced financing
commitments and proposed tender offer for its existing unsecured
notes.
HUDSON'S BAY: Bank Debt Trades at 2% Off
----------------------------------------
Participations in a syndicated loan under Hudson's Bay Co is a
borrower traded in the secondary market at 97.65
cents-on-the-dollar during the week ended Friday, March 17, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.25 percentage points from the
previous week. Hudson's Bay pays 325 basis points above LIBOR to
borrow under the $0.500 billion facility. The bank loan matures on
Sept. 30, 2022 and carries Moody's B1 rating and Standard & Poor's
N.R.* rating. The loan is one of the biggest gainers and losers
among 247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended March 17.
IHEARTCOMMUNICATIONS INC: Offers to Amend or Exchange Term Loans
----------------------------------------------------------------
iHeartCommunications, Inc., commenced private offers to lenders
under the Company's Term Loan D and Term Loan E facilities to amend
the Existing Term Loans and/or exchange them for new term loans of
iHeartCommunications, and new securities of iHeartCommunications,
iHeartMedia, Inc., CC Outdoor Holdings, Inc. and/or Broader Media,
LLC. CCO Holdings is a newly-formed entity that will hold an
approximate 89.9% equity interest in Clear Channel Outdoor
Holdings, Inc., upon closing of the Term Loan Offers if the High
Participation Threshold is achieved.
The Term Loan Offers, which are only available to holders of
Existing Term Loans, are being made pursuant to a Confidential
Information Memorandum dated March 15, 2017, and are exempt from
registration under the Securities Act of 1933.
Concurrently with the launch of the Term Loan Offers,
iHeartCommunications has commenced private offers to holders of its
five series of outstanding priority guarantee notes and senior
notes due 2021 to exchange such notes for new securities of
iHeartCommunications, iHeartMedia and CCO Holdings.
The type and amount of consideration provided to participating
lenders in the Term Loan Offers will depend on the participation
level in the Term Loan Offers and the Notes Exchange Offers. The
consideration consists of New Term Loans and contingent value
rights of Broader Media, and, in the High Participation Scenario,
Class B common stock of CCO Holdings and warrants to purchase Class
D common stock of iHeartMedia. The Class B Common Stock will
represent an economic interest of up to 49% of the total economic
interest in CCO Holdings and up to a 19% voting interest in CCO
Holdings. The Warrants will have no voting interests but will
represent economic interests of up to 49% of the total economic
interest in iHeartMedia. No Class B Common Stock or Warrants will
be issued in the Mid Participation Scenario, the Low Participation
Scenario or the Term Loans Only Scenario (each as defined below).
High Participation Scenario
If the level of participation by eligible lenders under the
Existing Term Loans in the Term Loan Offers and the level of
participation of holders of Existing Notes in the Notes Exchange
Offers together generate sufficient reductions in the aggregate
principal amount of iHeartCommunications' indebtedness, sufficient
reductions in iHeartCommunications' cash interest payment
obligations under that indebtedness, and sufficient extensions to
the maturities of that indebtedness to enable the board of
directors of iHeartMedia, in its sole judgment, to determine that
there are no legal restrictions on its ability to declare a
dividend of all of the outstanding shares of CCO Holdings that it
owns (which will represent at least 51% of the total economic
interest in CCO Holdings after the closing of the Exchange Offers
in the High Participation Scenario) to effect the separation of
CCOH from iHeartMedia through a pro rata distribution of all of
iHeartMedia's interest in CCO Holdings to the holders of
iHeartMedia's Class A, Class B and Class C common stock, and
certain conditions to the Exchange Offers are satisfied,
participating lenders will receive New Term Loans and New
Securities as set forth in the table below under "High
Participation Scenario."
Mid Participation Scenario
If the High Participation Threshold is not achieved but the level
of participation reaches the Mid Participation Threshold (as
defined below) and certain conditions to the Term Loan Offers and
Notes Exchange Offers are satisfied, participating lenders will
receive New Term Loans and New Securities as set forth in the table
below under "Mid Participation Scenario." The "Mid Participation
Threshold" is defined as the level of participation by eligible
lenders of Existing Term Loans in the Term Loan Offers and by
holders of Existing Notes in the Notes Exchange Offers which
exceeds 50% of the aggregate amount of outstanding indebtedness
under the Existing Term Loans and each series of Existing Notes
(excluding those owned by iHeartCommunications’ subsidiaries or
any of iHeartCommunications’ affiliates) and which exceeds 65% of
the aggregate amount of outstanding indebtedness across Existing
Term Loans and all series of Existing Notes (including those owned
by affiliates of iHeartCommunications but not those owned by
iHeartCommunications' subsidiaries).
Low Participation Scenario
If neither the High Participation Threshold nor the Mid
Participation Threshold is achieved but the level of participation
by eligible lenders of Existing Term Loans in the Term Loan Offers
and by holders of Existing Notes in the Notes Exchange Offers
exceeds 50% of the aggregate amount of outstanding indebtedness
under the Existing Term Loans and each series of Existing Notes
(excluding those owned by iHeartCommunications' subsidiaries or any
of iHeartCommunications' affiliates) (the 'Low Participation
Threshold'), and certain conditions to the Exchange Offers are
satisfied, participating lenders will receive New Term Loans and
New Securities.
Term Loans Only Scenario
If the Low Participation Threshold is not achieved, participating
lenders will receive, upon closing of the Term Loan Offers in the
Term Loans Only Scenario subject to the terms and conditions
contained in the Confidential Information Memorandum, amended
Existing Term Loans and CVRs. If the level of participation in the
Term Loan Offers exceeds 50% of the aggregate amount of outstanding
indebtedness under the Existing Term Loans, all of the Existing
Term Loans will be amended to no longer require the absence of a
going concern qualification or the like in the delivery of any
audited financials.
The High Participation Scenario will result in the separation of
the media and outdoor businesses. In the Mid Participation
Scenario, the Low Participation Scenario and Term Loans Only
Scenario, the media and outdoor businesses will remain consolidated
subsidiaries of iHeartCommunications.
Borrowings of New Term Loans would bear (x) interest payable in
cash, at a rate equal to an applicable margin plus, at the
Company's option, either (i) a base rate determined by reference to
the higher of (A) the prime lending rate publicly announced by the
administrative agent or (B) the Federal funds effective rate from
time to time plus 0.50%, or (ii) a Eurocurrency rate determined by
reference to the costs of funds for deposits for the interest
period relevant to such borrowing adjusted for certain additional
costs and (y) interest payable in kind, at a rate equal to 2.00%,
payable semiannually on January 30 and July 30, commencing with
July 30, 2017. The margin percentages which would be applicable to
the New Term Loans would be the following percentages per annum:
* In the Low Participation Scenario and Mid Participation
Scenario, the applicable margin would be 4.750% in the case
of Eurocurrency rate loans and 3.750% in the case of base
rate loans that are for tranche F term loans and 5.50% in the
case of Eurocurrency rate loans and 4.50% in the case of base
rate loans that are for tranche G term loans.
* In the High Participation Scenario, the applicable margin
would be 4.250% in the case of Eurocurrency rate loans and
3.250% in the case of base rate loans that are for tranche F
term loans and 5.00% in the case of Eurocurrency rate loans
and 4.00% in the case of base rate loans that are for tranche
G term loans.
The New Term Loans will be fully and unconditionally guaranteed,
jointly and severally, on a senior basis by iHeartCommunications’
parent, iHeartMedia Capital I, LLC, and all of
iHeartCommunications' existing domestic wholly-owned restricted
subsidiaries. The New Term Loans will be secured by a
first-priority lien on substantially all of the assets of
iHeartCommunications and the Guarantors (other than collateral
securing the liens under iHeartCommunications' receivables based
credit facility). The New Term Loans will also be secured on a
second-priority basis by iHeartCommunications' and the
Guarantors’ assets that secure the receivables based credit
facility on a first-priority basis, including certain accounts
receivable and related assets.
Consummation of the Term Loan Offers and entry into and
effectiveness of the term loan amendments are subject to certain
conditions that must be satisfied or waived by iHeartCommunications
in its sole and absolute discretion.
In addition, the amendments to the Existing Term Loans will, among
other things, provide iHeartCommunications with an option to cause
participating lenders to exchange all or a portion of their
Existing Term Loans on a par-for-par basis for newly-issued
priority guarantee notes of the same class as the Existing PGNs in
the event iHeartCommunications is unable to obtain participation of
at least 50% of outstanding indebtedness under the Existing PGNs in
the Notes Exchange Offers. In that event, participating lenders of
Existing Term Loans will receive Exchange PGNs that will be able to
participate in the Notes Exchange Offers on the same terms and
conditions as holders of Existing PGNs and, pursuant to the terms
of support agreements to be executed by all participating lenders,
the holders of Exchange PGNs will agree to participate in the Note
Exchange Offers and consent in the related consent solicitations,
voting together with holders of Existing PGNs as a single class.
Each CVR will entitle the holder thereof to transfer $1,000
principal amount of Existing Term Loans or New Term Loans, as
applicable, or, in the case iHeartCommunications elects to effect a
Term Loan for PGN Exchange, newly-issued Existing PGNs or new notes
issued in the Notes Exchange Offers, as applicable, to Broader
Media for consideration in cash equal to 120% of the principal
amount of such indebtedness plus accrued interest, in the event
holders of indebtedness of iHeartCommunications in excess of $100
million cause such indebtedness to be accelerated and become due
prior to its stated final maturity or certain events of bankruptcy
or insolvency with respect to iHeartCommunications occur. The CVRs
will have credit support from the value of 100,000,000 shares of
Class B common stock of CCOH currently owned by Broader Media and,
in the event that greater than 50% of the aggregate amount of
outstanding indebtedness under the Existing Term Loans participates
in the Term Loan Offers and the Term Loan amendment becomes
effective, approximately 30,000,000 additional shares of Class A
common stock and Class B common stock of CCOH to be contributed to
Broader Media by subsidiaries of iHeartCommunications prior to the
closing of the Term Loan Offers. If the Term Loan Offers close in
the High Participation Scenario, any CVRs issued prior to such date
will terminate and participating lenders will instead receive the
consideration to be paid in that scenario as set forth in the table
above. Non-U.S. participating lenders will not be entitled to
receive CVRs unless such non-U.S. participating lender provides the
applicable withholding agent with documentation sufficient to
establish that no U.S. federal withholding tax is applicable to
such non-U.S. participating lender's receipt of the CVRs.
The New Securities will be offered only in reliance on exemptions
from registration under the Securities Act. The New Securities
have not been registered under the Securities Act, or the
securities laws of any state or other jurisdiction, and may not be
offered or sold in the United States without registration or an
applicable exemption from the Securities Act and applicable state
securities or blue sky laws and foreign securities laws.
The Term Loan Offers are being made, and the New Securities being
offered to lenders, will be issued only to lenders that are both
(A) "qualified institutional buyers" as that term is defined in
Rule 144A under the Securities Act or institutional "accredited
investors" as that term is defined in Rule 501(a)(1), (2), (3) or
(7) under the Securities Act, or not "U.S. persons" as that term is
defined in Rule 902 under the Securities Act, and (B) "qualified
purchasers" as that term is defined in Section 2(a)(51) of the
Investment Company Act of 1940, as amended, and the rules and
regulations thereunder.
Documents relating to the Term Loan Offers will only be distributed
to holders of Term Loans that complete and return a letter of
eligibility. Holders of Existing Term Loans that desire a copy of
the letter of eligibility must contact Global Bondholder Services
Corporation, the tabulation agent and information agent for the
Offers, by calling toll-free (866) 470-3700 or at (212) 430-3774
(banks and brokerage firms) or visit the following website to
complete and deliver the letter of eligibility in electronic form:
http://gbsc-usa.com/eligibility/ihc-termloanoffers.
A full-text copy of the press release is available for free at:
https://is.gd/gZok53
About iHeartCommunications
iHeartCommunications, Inc., formerly known as Clear Channel
Communications, Inc., is a global media and entertainment company.
The Company specializes in radio, digital, outdoor, mobile,
social, live events, on-demand entertainment and information
services for local communities, and uses its unparalleled national
reach to target both nationally and locally on behalf of its
advertising partners. The Company is dedicated to using the
latest technology solutions to transform the company's products
and services for the benefit of its consumers, communities,
partners and advertisers, and its outdoor business reaches over 40
countries across five continents, connecting people to brands
using innovative new technology.
IHeartcommunications reported a net loss attributable to the
Company of $296.31 million on $6.27 billion of revenue for the year
ended Dec. 31, 2016, compared to a net loss attributable to the
Company of $754.62 million on $6.24 billion of revenue for the year
ended Dec. 31, 2015. As of Dec. 31, 2016, Iheartcommunications had
$12.86 billion in total assets, $23.74 billion in total liabilities
and a total shareholders' deficit of $10.88 billion.
* * *
iHeartCommunications carries a 'Caa2 Corp.' corporate family rating
from Moody's Investors Service.
As reported by the TCR on Dec. 15, 2016, Fitch Ratings has
downgraded iHeartCommunications, Inc.'s Long-Term Issuer Default
Rating (IDR) to 'CC' from 'CCC'. According to the report, the
downgrade reflects the increasing likelihood that iHeart will look
to restructure its debt within a year or two.
The TCR reported on March 17, 2017, that S&P Global Ratings lowered
its corporate credit rating on Texas-based media company
iHeartMedia Inc. and its subsidiary iHeartCommunications Inc. to
'CC' from 'CCC'. The rating outlook is negative. The downgrade
follows iHeartCommunications' announcement that it has offered to
exchange five series of priority-guarantee notes, its senior notes
due 2021, and its term loan D and E for longer-dated debt; and, in
certain scenarios, stock and warrants, or contingent value rights.
"Under all but one scenario, there would be a reduction in the
principal amount of debt outstanding and an extension of the debt
maturity by two years for exchanged debt," said S&P Global Ratings'
credit analyst Jeanne Shoesmith. "The company's debt is trading at
significant discounts to par of 20%-60%, and we believe its capital
structure is unsustainable."
IHEARTCOMMUNICATIONS INC: Proposes to Exchange Existing Notes
-------------------------------------------------------------
iHeartCommunications, Inc., together with iHeartMedia, Inc. and CC
Outdoor Holdings, Inc., commenced private offers to holders of
certain series of iHeartCommunications' outstanding debt securities
to exchange the Existing Notes for new securities of the Issuers.
Concurrently with the Exchange Offers, iHeartCommunications is also
soliciting consents from holders of Existing Notes to certain
amendments to the indentures and security documents governing the
Existing Notes. CCO Holdings is a newly-formed entity that will
hold an approximate 89.9% equity interest in Clear Channel Outdoor
Holdings, Inc. upon closing of the Offers if the High Participation
Threshold is achieved.
The Exchange Offers and Consent Solicitations, which are only
available to holders of Existing Notes, are being made pursuant to
an offering circular and consent solicitation statement dated March
15, 2017, and are exempt from registration under the Securities Act
of 1933.
iHeartCommunications also announced that it has commenced private
offers to eligible lenders under iHeartCommunications' Term Loan D
and Term Loan E facilities to amend the Existing Term Loans and to
exchange the Existing Term Loans for new securities of the Issuers
and Broader Media, LLC.
The Exchange Offers and the Consent Solicitations for each issue of
Existing Notes will expire at 5:00 p.m., New York City time, on
April 14, 2017, unless extended by the Issuers. Tenders of
Existing Notes may be withdrawn, and Consents may be revoked, prior
to 5:00 p.m., New York City time, on April 14, 2017, unless
extended by the Issuers.
The type and amount of securities that are issued at the closing of
the Exchange Offers will depend on the participation level in the
Exchange Offers and the Term Loan Offers. The New Securities
consist of new debt of iHeartCommunications and, in the High
Participation Scenario, Class B common stock of CCO Holdings and
warrants to purchase Class D common stock of iHeartMedia. The
Class B Common Stock will represent an economic interest of up to
49% of the total economic interest in CCO Holdings and up to a 19%
voting interest in CCO Holdings. The Warrants will have no voting
interests but will represent economic interests of up to 49% of the
total economic interest in iHeartMedia. No Class B Common Stock or
Warrants will be issued in the Mid Participation Scenario or the
Low Participation Scenario.
High Participation Scenario
If the level of participation by holders of Existing Notes in the
Exchange Offers and the level of participation by eligible lenders
under the Existing Term Loans in the Term Loan Offers together
generate sufficient reductions in the aggregate principal amount of
iHeartCommunications' indebtedness, sufficient reductions in
iHeartCommunications' cash interest payment obligations under that
indebtedness, and sufficient extensions to the maturities of that
indebtedness to enable the board of directors of iHeartMedia, in
its sole judgment, to determine that there are no legal
restrictions on its ability to declare a dividend of all of the
outstanding shares of CCO Holdings that it owns (which will
represent at least 51% of the total economic interest in CCO
Holdings after the closing of the Exchange Offers) to effect the
separation of CCOH from iHeartMedia through a pro rata distribution
of all of iHeartMedia's interest in CCO Holdings to the holders of
iHeartMedia's Class A, Class B and Class C common stock, and
certain conditions to the Exchange Offers are satisfied, the
Issuers will issue the securities listed under "High Participation
Scenario" in the table below to participating holders of Existing
Notes.
Mid Participation Scenario
If the High Participation Threshold is not achieved but the level
of participation reaches the Mid Participation Threshold and
certain conditions to the Exchange Offers are satisfied,
iHeartCommunications will issue the securities to tendering holders
of Existing Notes. The "Mid Participation Threshold" is defined as
the level of participation by holders of Existing Notes in the
Exchange Offers and by eligible lenders of Existing Term Loans in
the Term Loan Offers which exceeds 50% of the aggregate amount of
outstanding indebtedness under the Existing Term Loans and each
series of Existing Notes (excluding those owned by
iHeartCommunications' subsidiaries or any of iHeartCommunications'
affiliates) and which exceeds 65% of the aggregate amount of
outstanding indebtedness across the Existing Term Loans and all
series of Existing Notes (including those owned by affiliates of
iHeartCommunications but not those owned by iHeartCommunications’
subsidiaries).
Low Participation Scenario
If neither the High Participation Threshold nor the Mid
Participation Threshold is achieved but the level of participation
by holders of Existing Notes in the Exchange Offers and by eligible
lenders of Existing Term Loans in the Term Loan Offers exceeds 50%
of the aggregate amount of outstanding indebtedness under the
Existing Term Loans and each series of Existing Notes (excluding
those owned by iHeartCommunications' subsidiaries or any of
iHeartCommunications' affiliates), and certain conditions to the
Exchange Offers are satisfied, iHeartCommunications will issue the
securities listed under "Low Participation Scenario" in the table
below to tendering holders of Existing Notes.
The High Participation Scenario will result in the separation of
the media and outdoor businesses. In the Mid Participation
Scenario and the Low Participation Scenario, the media and outdoor
businesses will remain consolidated subsidiaries of
iHeartCommunications.
Consummation of the Exchange Offers and the issuance of the New
Securities is subject to certain conditions that must be satisfied
or waived by the Issuers in their sole and absolute discretion on
or prior to the Expiration Date.
Each series of New Notes will accrue interest beginning on the
issuance date at a rate per annum equal to the rate set forth in
the title of such series of notes. Interest on the the New 8.5%
Senior Secured Notes due 2021 of iHeartCommunications (in the High
Participation Scenario) or the New 9.0% Senior Notes due 2021 of
iHeartCommunications (in the Mid Participation Scenario or the Low
Participation Scenario) will be payable in a combination of cash
and payment-in-kind notes. Interest on each other series of New
Notes will be payable entirely in cash. The New Notes will be
fully and unconditionally guaranteed, jointly and severally, on a
senior basis by iHeartCommunications' parent, iHeartMedia Capital
I, LLC, and all of iHeartCommunications' existing domestic
wholly-owned restricted subsidiaries. The New Notes will be
secured by a first-priority lien on substantially all of the assets
of iHeartCommunications and the Guarantors (other than collateral
securing the liens under iHeartCommunications' receivables based
credit facility). The New Notes will also be secured on a
second-priority basis by iHeartCommunications' and the Guarantors'
assets that secure the receivables based credit facility on a
first-priority basis, including certain accounts receivable and
related assets.
The New Securities, including the New Notes and related guarantees,
will be offered only in reliance on exemptions from registration
under the Securities Act. The New Securities have not been
registered under the Securities Act, or the securities laws of any
state or other jurisdiction, and may not be offered or sold in the
United States without registration or an applicable exemption from
the Securities Act and applicable state securities or blue sky laws
and foreign securities laws.
The Exchange Offers with respect to the existing priority guarantee
notes are being made, and the New Securities offered to holders
thereof will be issued, to all holders of existing priority
guarantee notes. The Exchange Offer with respect to
iHeartCommunications’ Senior Notes due 2021 is being made, and
the New Securities being offered to holders thereof, will be issued
only to holders of Senior Notes due 2021 that are (i) "qualified
institutional buyers" as that term is defined in Rule 144A under
the Securities Act or institutional "accredited investors" as that
term is defined in Rule 501(a)(1), (2), (3) or (7) under the
Securities Act, or (ii) not "U.S. persons" as that term is defined
in Rule 902 under the Securities Act.
Documents relating to the Exchange Offers and Consent Solicitations
will only be distributed to holders of the Existing Notes that
complete and return a letter of eligibility. Holders of Existing
Notes that desire a copy of the letter of eligibility must contact
Global Bondholder Services Corporation, the exchange agent and
information agent for the Offers, by calling toll-free (866)
470-3700 or at (212) 430-3774 (banks and brokerage firms) or visit
the following website to complete and deliver the letter of
eligibility in electronic form:
http://gbsc-usa.com/eligibility/ihc-bondoffers.
A full-text copy of the press release is available for free at:
https://is.gd/g5wGfn
About iHeartCommunications
iHeartCommunications, Inc., formerly known as Clear Channel
Communications, Inc., is a global media and entertainment company.
The Company specializes in radio, digital, outdoor, mobile,
social, live events, on-demand entertainment and information
services for local communities, and uses its unparalleled national
reach to target both nationally and locally on behalf of its
advertising partners. The Company is dedicated to using the
latest technology solutions to transform the company's products
and services for the benefit of its consumers, communities,
partners and advertisers, and its outdoor business reaches over 40
countries across five continents, connecting people to brands
using innovative new technology.
IHeartcommunications reported a net loss attributable to the
Company of $296.31 million on $6.27 billion of revenue for the year
ended Dec. 31, 2016, compared to a net loss attributable to the
Company of $754.62 million on $6.24 billion of revenue for the year
ended Dec. 31, 2015. As of Dec. 31, 2016, Iheartcommunications had
$12.86 billion in total assets, $23.74 billion in total liabilities
and a total shareholders' deficit of $10.88 billion.
* * *
iHeartCommunications carries a 'Caa2 Corp.' corporate family rating
from Moody's Investors Service.
As reported by the TCR on Dec. 15, 2016, Fitch Ratings has
downgraded iHeartCommunications, Inc.'s Long-Term Issuer Default
Rating (IDR) to 'CC' from 'CCC'. According to the report, the
downgrade reflects the increasing likelihood that iHeart will look
to restructure its debt within a year or two.
The TCR reported on March 17, 2017, that S&P Global Ratings lowered
its corporate credit rating on Texas-based media company
iHeartMedia Inc. and its subsidiary iHeartCommunications Inc. to
'CC' from 'CCC'. The rating outlook is negative. The downgrade
follows iHeartCommunications' announcement that it has offered to
exchange five series of priority-guarantee notes, its senior notes
due 2021, and its term loan D and E for longer-dated debt; and, in
certain scenarios, stock and warrants, or contingent value rights.
"Under all but one scenario, there would be a reduction in the
principal amount of debt outstanding and an extension of the debt
maturity by two years for exchanged debt," said S&P Global Ratings'
credit analyst Jeanne Shoesmith. "The company's debt is trading at
significant discounts to par of 20%-60%, and we believe its capital
structure is unsustainable."
ILIANA NEUROSPINE: Taps Southwest Financial Services as Accountant
------------------------------------------------------------------
Iliana Neurospine Institute, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Indiana to hire
Southwest Financial Services.
The firm will provide bookkeeping services, assist the Debtor in
complying with the reporting requirements, and provide other
accounting services related to its Chapter 11 case.
Carol Colletti, the accountant designated to provide the services,
will charge an hourly fee of $250.
Ms. Colletti and her firm have no connection to the Debtor,
according to court filings.
The firm can be reached through:
Carol Colletti
Southwest Financial Services
208 So Lasalle St., Suite 814
Chicago, IL 60604
About Iliana Neurospine LLC
Iliana Neurospine Institute, LLC dba Illinois Neurospine Institute
fdba successor by merger to Illinois Neurospine Institute, LLC
filed a chapter 11 petition (Bankr. N.D. Ind. Case No. 16-23444) on
Dec. 8, 2016. The petition was signed by Ronald Michael, M.D.,
managing member. The Debtor is represented by Gordon E. Gouveia,
Esq., at Gordon E. Gouveia, LLC. The case is assigned to Judge
Philip J. Klingeberger. The Debtor estimated assets and
liabilities at $1 million to $10 million at the time of the
filing.
Illinois Neurospine Institute, P.C., was an Illinois professional
corporation. On or about July 22, 2014, the assets of Illinois
Neurospine Institute were merged into Iliana Neurospine Institute,
LLC, which is the surviving entity.
Prior to the merger, Ronald Michael, M.D. Was the president and
employee of Illinois Neurospine Institute, and owned 100% of its
outstanding shares. The Debtor owns 100% of the membership
interest of Iliana Neurospine Institute.
The Debtor is the entity through which Dr. Michael provides
healthcare services, resulting in the creation of accounts
receivable that fund its business operations. It is also the
primary source of the Debtor's income.
Dr. Michael is a board certified specialist in neurological
surgery. He earned A.B. and S.M. degrees from the University of
Chicago in Biological Sciences and Biochemistry, respectively in
1981 and 1984. Dr. Michael graduated from the University of
Illinois, Chicago College of Medicine in 1986 and completed
residency in neurological surgery at Northwestern Univesity in
1993. Dr. Michael has been practicing medicine for approximately
30 years including seven years of residency training. The bulk of
Dr. Michael's work invovles spine surgery. He treats patients
suffering from a variety of debilitating ailments, including
degenerative and traumatic disc disease. Dr. Michael helps his
patients manage their pain and improve their overall life.
IOWA HEALTHCARE: Has Final Approval to Use Cash Collateral
----------------------------------------------------------
Judge Anita L. Shodeen of the U.S. Bankruptcy Court for the
Southern District of Iowa authorized Central Iowa Healthcare's use
of the cash collateral of its secured creditors on a final basis.
The Cash Collateral may only be used for the payment of the
Debtor's usual, ordinary, customary, regular, and necessary
postpetition expenses incurred in the ordinary course of Debtor's
business and for payment of those prepetition claims approved and
allowed by Order of the Court and not otherwise, pursuant to the 13
Week Budget.
Such authorization will continue for a period extending to and
including the Confirmation Date or dismissal of the case, on an
interim and final basis, subject to these terms and conditions:
a. All proceeds received from the Debtor's operations of its
business, in the ordinary course of its business, and the
collection of accounts receivable and profits, will be deposited in
the DIP Accounts. Only the ordinary and usual expenses necessary
to continue operation of the business, incurred after the
commencement of the bankruptcy case, shall be paid from the DIP
Accounts, and other payments as the Court will allow from time to
time.
b. The Debtor will provide to the Secured Creditors and the
Official Committee of Unsecured Creditors an aging of all accounts
receivable and accounts payable and a list of all inventory, plus
total current operating expenses and total current collections.
The reports will be updated and provided to the Secured Creditors
by the 30th day of each month thereafter.
c. Within 30 days of each month, the Debtor will provide to the
Secured Creditors and the Committee an updated balance sheet and
income statement along with a copy of all monthly reports provided
to the Court and/or the United States Trustee.
d. All Collateral will be insured to its full value, and the
Debtor will otherwise comply with the terms and conditions of the
Secured Creditors.
e. Any termination of the automatic stay under the Order thereon
will apply to the above Chapter 11 case or any subsequent
dismissal.
f. The use of Cash Collateral will expire by its own terms on
March 31, 2017, in the event that a Section 363 sale has not closed
by that date, or otherwise subject to an agreed extension between
the Debtor and the Secured Lenders or as ordered by the Court.
In all cases subject to the Investigation Period, as consideration
for the use of Cash Collateral, the Debtor grants to the Secured
Lenders these forms of adequate protection:
a. The Debtor's Stipulations:
i. The Debtor stipulates to the extent, validity, and
priority of the prepetition indebtedness to the Secured Creditors
and the liens granted therein against the Debtor and the Debtor's
estate, as of the Petition Date. As of the Petition Date, the
Debtor was indebted to GWB in the amount of $3,851,520 and
$1,424,545 to United.
ii. GWB is also owed an additional $150,654 attributable
to the Debtor's use of a credit card with GWB. In accordance with
the GWB credit card holder agreement, any balance on the GWB credit
card is to be paid on a monthly basis and shall be secured by the
Cash Collateral. On these terms, the Debtor will have the right to
continue using the GWB credit card.
iii. The Stipulations are not binding on and will be
subject to the rights of parties other than the Debtor to challenge
the extent, amount, priority and validity of the Loan Documents,
Loans, and security interests granted therein, and the balance of
the Loans.
b. Adequate Protection Liens: By the order, the Secured
Creditors will be granted validly perfected first priority lien on
and security interest in the Debtor's post-petition Collateral
subject to existing valid, perfected and superior liens in the
Collateral held by other creditors, if any, and the Carve-Out;
provided, however, that the rights, liens and interests granted to
the Secured Creditors will be based on the Secured Creditors'
relative rights, liens and interests in the Debtor's Cash
Collateral as they existed prepetition.
c. Diminution of Value: In the event of, and only in the case of
Diminution of Value of the Secured Creditors' prepetition interests
in the Collateral, and effective only to the extent, validity, and
priority of such prepetition interests, the Secured Creditors are
granted a super-priority claim that will have priority in the
Debtor's bankruptcy case over all priority claims and unsecured
claims against the Debtor and its estate, now existing or hereafter
arising, of any kind or nature whatsoever. The Carve-Out will
include any fees due to the U.S. Trustee and fees and expenses
incurred by the Debtor's and Bankruptcy Estate professionals and
approved by the Court in an amount not to exceed $500,000. It is
the intention of the Debtor to expand upon the rights of the
Secured Creditors and to "prime" all administrative expenses except
for the Carve-Out described.
d. Monthly Payments: The Debtor will make postpetition monthly
payments to each Secured Creditor in an amount equal to the amount
paid prepetition, pursuant to the Debtor's prepetition loan
documents with each Secured Creditor, unless the Debtor and such
Secured Creditor agree to a different or lesser amount. The
monthly payment, as well as any accrued interest, will be paid to
GWB on the 5th day of each month. United will continue to receive
monthly lease and rent payments totaling $105,349 directly from
tenants pursuant to the terms of the Assignments of Leases and
Rents and Amendments thereto as referenced in United's Proof of
Claim filed on Jan. 24, 2017. These postpetition payments amounts
are identical to the prepetition payments amounts United received
directly from the tenants.
If at any time the Debtor fails to properly insure the Collateral,
fails to pay any local, state or federal taxes as they become due,
fails to pay fees required by the U.S. Trustee or fails to comply
with any other term of the Motion, the Secured Creditors will give
the Debtor written notice that it has 30 days to cure such default.
If the default is not cured, the Secured Creditors may seek entry
of an order granting them relief from the automatic stay. Upon
such termination, the Secured Creditors will be authorized to
terminate the use of Cash Collateral and take such action against
the Collateral as permitted under its respective loan documents.
To the extent a Secured Creditor seeks to include attorneys' fees
and costs in its claim, it may do so only through a motion seeking
allowance of such fees and expenses or through any other procedure
permitted under the Bankruptcy Code or any order of the Bankruptcy
Court. Such fees will be payable solely out of any equity cushion
afforded such Secured Creditor. The Debtor or the Committee will
not object to such request on any ground other than (i)
insufficient equity cushion, or (ii) reasonableness of the
requested fees and expenses.
If the Chapter 11 case is dismissed, converted, or transferred,
such dismissal, transfer, or conversion will not affect the rights
of the Debtor or Secured Lenders under this Final Order, and all of
their rights and remedies thereunder will remain in full force and
effect as if the Chapter 11 case had not been dismissed, converted,
or transferred.
Notwithstanding any applicability of any Bankruptcy Rules, the
Final Order will be effective immediately upon its entry.
Within three days following entry of the Final Order, the Debtor
will serve a copy of it to all Notice parties.
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 Committee is represented by Francis J.
Lawall, Esq., at Pepper Hamilton LLP.
ITUS CORP: Incurs $3.59 Million Net Loss in First Quarter
---------------------------------------------------------
ITUS Corporation filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss
attributable to common stockholders of $3.59 million on $0 of
revenues for the three months ended Jan. 31, 2017, compared to a
net loss attributable to common stockholders of $1.59 million on $0
of revenue for the three months ended Jan. 31, 2016.
The Company's balance sheet at Jan. 31, 2017, showed $4.21 million
in total assets, $8.03 million in total liabilities and a total
shareholders' deficiency of $3.81 million.
"Based on currently available information as of March 15, 2017, we
believe that our existing cash, cash equivalents, short-term
investments and expected cash flows from operations may not be
sufficient to fund our activities and debt obligations for the next
12 months. To date, we have relied primarily upon cash from the
public and private sale of equity and debt securities to generate
the working capital needed to finance our operations. If current
cash on hand, cash equivalents, short term investments and cash
that may be generated from our business operations are insufficient
to continue to operate our business, we will be required to obtain
more working capital. We may seek to obtain working capital
through sales of our equity securities or through bank credit
facilities or public or private debt from various financial
institutions where possible and as permitted pursuant to our
existing indebtedness. On January 19, 2017, we announced a rights
offering for Company shareholders of up to $12,000,000. The rights
offering includes the non-transferable right to purchase one (1)
share of Company common stock, at a discount, for each share of
Company common stock owned by shareholders of record on March 1,
2017. The subscription period began on March 3, 2017 and will
conclude on March 24, 2017, subject to extension of up to thirty
(30) days at the discretion of the Company. We cannot be certain
that additional funding will be available on acceptable terms, or
at all. If we do identify sources for additional funding, the sale
of additional equity securities or convertible debt could result in
dilution to our stockholders. Additionally, the sale of equity
securities or issuance of debt securities may be subject to certain
security holder approvals or may result in the downward adjustment
of the exercise or conversion price of our outstanding securities.
We can give no assurance that we will generate sufficient cash
flows in the future to satisfy our liquidity requirements or
sustain future operations, or that other sources of funding, such
as sales of equity or debt, would be available or would be approved
by our security holders, if needed, on favorable terms or at all.
If we fail to obtain additional working capital as and when needed,
such failure could have a material adverse impact on our business,
results of operations and financial condition. Furthermore, such
lack of funds may inhibit our ability to respond to competitive
pressures or unanticipated capital needs, or may force us to reduce
operating expenses, which would significantly harm the business and
development of operations.
"During the three months ended January 31, 2017, cash used in
operating activities was approximately $730,000. Net cash provided
by investing activities was approximately $136,000, which reflected
proceeds from the sale or maturity of certificates of deposit
totaling $150,000, which was offset by the purchase of property and
equipment of approximately $14,000. Cash used in financing
activities was approximately $494,000, which related to the
redemption of our Series A Preferred, which was offset by the
exercise of employee stock options of approximately $6,000. As a
result, our cash, cash equivalents and short-term investments at
January 31, 2017 decreased by approximately $1,238,000 to
approximately $2,000,000 from approximately $3,238,000 at the end
of fiscal year 2016."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/CXyAH3
About ITUS Corporation
ITUS Corp. -- http://www.ITUScorp.com/-- develops and acquires
patented technologies for the purposes of patent monetization and
patent assertion. The company currently has 10 patent portfolios
in the areas of Key Based Web Conferencing Encryption, Encrypted
Cellular Communications, E-Paper(R) Electrophoretic Display, Nano
Field Emission Display ("nFED"), Micro Electro Mechanical Systems
Display ("MEMS"), Loyalty Conversion Systems, J-Channel Window
Frame Construction, VPN Multicast Communications, Internet
Telephonic Gateway, and Enhanced Auction Technologies.
CopyTele changed its name to "ITUS Corporation" on Sept. 2, 2014,
to reflect the Company's change in its business operations.
ITUS Corp reported a net loss of $5.01 million on $300,000 of total
revenue for the year ended Oct. 31, 2016, compared to a net loss of
$1.37 million on $9.25 million of total revenue for the year ended
Oct. 31, 2015.
Haskell & White LLP, in Irvine, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Oct. 31, 2016, citing that the Company has limited
working capital and limited revenue-generating operations and a
history of net losses and net operating cash flow deficits. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
J & J CHEMICAL: Taps Deaton & Company as Accountant
---------------------------------------------------
J & J Chemical, Inc., seeks authority from the U.S. Bankruptcy
Court for the District of Idahao to employ Deaton & Company as
accountant to the Debtor.
J & J Chemical requires Deaton & Company to:
(a) establish a bookkeeping system that complies with the
order of the bankruptcy Court in relation to accounting
procedures;
(b) prepare and file the Debtor's income tax returns for
current and previous years, and prepare any returns
required to be filed during the pendency of the Chapter
11 bankruptcy; and
(c) perform any other accounting services necessary or
required by the Debtor in the operation of its business to
ensure compliance with the operating guidelines
established for a Chapter 11 bankruptcy.
Deaton & Company will be paid at these hourly rates:
Tax preparation $200
Accounting services $125
Bookkeeping $70
Deaton & Company will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Jeffrey D. Clark, member of Deaton & Company, 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.
Deaton & Company can be reached at:
Jeffrey D. Clark
DEATON & COMPANY
215 North 9th Avenue, Suite A
Tel: (208) 232-5825
E-mail: jclark@deatoncpa.com
About J & J Chemical, Inc.
J & J Chemical Inc of Blackfoot, Idaho, is a commercial laundry
repair and maintenance company. J & J Chemical filed for Chapter 11
protection (Bankr. D. Ida. Case No. 17-40037-JDP ) on January 19,
2017. The case is assigned to Jedge Jim D. Pappas. The Debtor is
represented by Brent T. Robinson of Robinson & Tribe. As of the
filing date, the Debtor estimated $100,001 to $500,000 both in
assets and liabilities.
J. CREW: Bank Debt Trades at 43% Off
------------------------------------
Participations in a syndicated loan under J. Crew is a borrower
traded in the secondary market at 56.84 cents-on-the-dollar during
the week ended Friday, March 17, 2017, according to data compiled
by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of
0.73 percentage points from the previous week. J. Crew pays 300
basis points above LIBOR to borrow under the $1.56 billion
facility. The bank loan matures on Feb. 27, 2021 and carries
Moody's Caa1 rating and Standard & Poor's /CCC- rating. The loan
is one of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended March 17.
JARED LARSON: Taps Bulie Law Office as Legal Counsel
----------------------------------------------------
Jared Larson Trucking LLC seeks approval from the U.S. Bankruptcy
Court for the District of North Dakota to hire legal counsel.
The Debtor proposes to hire Bulie Law Office to give legal advice
regarding its duties under the Bankruptcy Code, and provide other
legal services related to its Chapter 11 case.
Sara Diaz, Esq., the attorney designated to represent the Debtor,
will charge an hourly rate of $175.
Ms. Diaz disclosed in a court filing that her firm does not hold or
represent any interest adverse to the Debtor or its bankruptcy
estate.
The firm can be reached through:
Sara E. Diaz, Esq.
Bulie Law Office
217 S. 4th Street
Grand Forks, ND 58201
Phone: 701-738-1030
Email: sara@bulielaw.com
About Jared Larson Trucking
Jared Larson Trucking LLC filed for Chapter 11 bankruptcy
protection (Bankr. D.N.D. Case No. 16-30477) on September 16, 2016,
estimating its assets of less than $50,000 and liabilities of less
than $100,000. The petition was signed by Jared Aaron Larson,
owner.
An official committee of unsecured creditors has not been appointed
in the case.
K.J.B. SPECIALTIES: Case Summary & 12 Unsecured Creditors
---------------------------------------------------------
Debtor: K.J.B. Specialties, Inc.
d/b/a Jerome Brown Barbecue & Wings
1551 Edgewood Avenue West
Jacksonville, FL 32208
Case No.: 17-00913
About the Debtor: KJB owns Jerome Brown Barbecue & Wings, a
barbecue sauce manufacturing operation on
Commonwealth Avenue, in Jacksonville, Florida.
The Company is equally owned by Jerome Brown and
Joann Brown.
The city of Jacksonville sued the Company in
January 2017 to recover a $210,000 grant after
the Company failed to comply with the promise of
creating 56 jobs at the manufacturing plant.
Joann Brown, the president, is the mother of
City Council member Katrina Brown.
Chapter 11 Petition Date: March 20, 2017
Court: United States Bankruptcy Court
Middle District of Florida (Jacksonville)
Judge: Hon. Jerry A. Funk
Debtor's Counsel: Jason A Burgess, Esq.
THE LAW OFFICES OF JASON A. BURGESS, LLC
1855 Mayport Road
Atlantic Beach, FL 32233
Tel: 904-372-4791
Fax: 904-853-6932
Email: jason@jasonaburgess.com
Total Assets: $243,048
Total Liabilities: $3.25 million
The petition was signed by Joann M. Brown, president.
A copy of the Debtor's list of 12 unsecured creditors is available
for free at http://bankrupt.com/misc/flmb17-00913.pdf
KCG HOLDINGS: Moody's Affirms B1 Issuer Rating
----------------------------------------------
Moody's Investors Service has affirmed KCG Holdings Inc.'s (KCG) B1
issuer and senior secured bond ratings and maintained its stable
outlook. This affirmation follows KCG's receipt of a preliminary
non-binding offer from Virtu Financial Inc. (VFI) to acquire KCG.
VFI is unrated by Moody's, however its subsidiary, VFH Parent LLC,
is rated Ba3 stable.
Affirmations:
Issuer: KCG Holdings, Inc.
-- Issuer Rating, Affirmed B1, Stable
-- Senior Secured Regular Bond/Debenture, Affirmed B1, Stable
Outlook Actions:
Issuer: KCG Holdings, Inc.
-- Outlook, Remains Stable
RATINGS RATIONALE
Moody's said that this is a developing situation, and the
probability of VFI's proposal to KCG leading to a confirmed deal is
unclear, as are its terms and method of financing and how KCG's
2020 6.875% Senior Secured Notes would be treated in a potential
merger. Alternatively, this proposed transaction could fall away.
Therefore, Moody's affirmed KCG's current ratings and stable
outlook.
According to an announcement made by KCG, VFI made an unsolicited
proposal to acquire all of KCG's outstanding common stock for
$18.50-$20.00 per share in cash. This would cost approximately
$1.2-$1.3 billion, based on KCG's outstanding common stock as
disclosed in a recent regulatory filing, said Moody's.
Positively, Moody's said that a combination of VFI and KCG could
generate significant cost synergy benefits, since the principal
business activity of both firms is high-frequency electronic market
making, and there are overlaps in personnel, technology, office
space and other costs. However, Moody's said that there would be
potential for customer attrition at KCG and technological execution
risks in such a business combination that would at least partially
offset the potential synergy benefits.
Factors that could lead to an upgrade
Greater earnings consistency over the next one to two years could
lead to an upgrade
A successful integration with VFI, leading to retention of market
share, generation of significant cost savings and improved
profitability
Factors that could lead to a downgrade
Increased financial leverage through additional borrowings or share
repurchases substantially in excess of earnings capacity or in
response to the unsolicited offer from VFI
Substantially reduced balance sheet liquidity
Regulatory changes that would materially reduce profitability
The principal methodology used in these ratings was Securities
Industry Market Makers published in February 2017.
KENTISH TRANSPORTATION: Wants to Enter Into Lease With Enterprise
-----------------------------------------------------------------
Kentish Transportation, Inc., asks the U.S. Bankruptcy Court for
the Northern District of Alabama to authorize it to enter into a
lease agreement with Enterprise Commercial Trucks in connection
with the acquisition of an Express Courier, 26-foot box truck, at
the base rate of $1,450, per month.
The Debtor's lease will provide further business opportunities to
increase revenue to fund the Chapter 11 Plan.
The Debtor asks the Court to enter an order allowing the assumption
of the lease, and to grant such other and further relief as the
Court deems just and proper.
A copy of the Lessor's Vehicle Illustration attached to the Motion
is available for free at:
http://bankrupt.com/misc/alnb17-80242_28_Cash_Kentish_Transportation_Inc.pdf
About Kentish Transportation
Kentish Transportation, Inc., formerly known as KTI Express
Courier, based in Huntsville, Ala., filed a Chapter 11 petition
(Bankr. N.D. Ala. Case No. 17-80242) on Jan. 25, 2017. The Hon.
Clifton R. Jessup Jr. presides over the case. Stuart M Maples,
Esq., at Maples Law Firm, PC, serves as bankruptcy counsel to the
Debtor. In its petition, the Debtor declared $99,948 in total
assets and $1.11 million in total liabilities. The petition was
signed by Cecilio Kentish, Jr., president/CEO.
LAKEWOOD AT GEORGIA: Unsecureds to Get $1K Monthly for 60 Mos
-------------------------------------------------------------
Lakewood at Georgia Avenue LLC filed with the U.S. Bankruptcy Court
for the District of Maryland a disclosure statement to accompany
its plan of reorganization, dated March 9, 2017, which proposes to
pay general unsecured creditors $1,037.50/month for 60 months.
Lakewood is a Maryland limited liability company which owns the
premises commonly known as 11510 Georgia Avenue, Wheaton, MD.
The Plan provides that with respect to the secured real property
consisting of the premises will continue to be paid according to
the terms of the loan at the non-default interest rate as provided
in the loan documents. The amount of the monthly payment is
estimated and post-petition payments to the secured creditor are
current. Any arrearage which may be determined to be due to the
secured creditor will be paid over a period of 60 months commencing
on the first day of the month following the month in which there is
a final Order of the Bankruptcy Court confirming the Plan, that is,
the Effective Date, with interest at the non-default interest rate
as provided in the loan documents.
Class 3 general unsecured claims will be paid off pro rata over a
period of 60 months at a total for all Claimants of $1,037.50/month
for 60 months. This payment will be reduced pro rata to the extent
that any of the Creditors elect to be classified as Class 2 Claims.
It should be noted that Edgemoor Contracting is an Insider;
however, its Claim is based on the customary charge for services
rendered.
The funding of the Plan is based on the continuing ability of the
Debtor to receive net distributions from the businesses the Debtor
operates. In this case, the Debtor is also receiving contributions
from its principals sufficient to fund any cash flow deficits
pending sale or rental of the open space in the premises.
The Disclosure Statement is available at:
http://bankrupt.com/misc/mdb16-26171-34.pdf
About Lakewood At Georgia Avenue
Lakewood At Georgia Avenue LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Md. Case No. 16-26171) on
December 10, 2016. The petition was signed by George E.
Christopher, president of managing member Lakewood Investment
Corp.
The case is assigned to Judge Thomas J. Catliota. The Debtor is
represented by DeCaro & Howell P.C.
At the time of the filing, the Debtor disclosed $6.04 million in
assets and $4.35 million in liabilities.
LANTHEUS MEDICAL: Moody's Rates New Secured Loans Due 2022 'B2'
---------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to the proposed
senior secured revolving credit facility and senior secured term
loan of Lantheus Medical Imaging, Inc. There are no changes to
Lantheus' existing ratings including the B2 Corporate Family
Rating, the B3-PD Probability of Default Rating, the B2 (LGD 3)
senior secured rating, and the SGL-2 Speculative Grade Liquidity
Rating. The rating outlook is stable.
The proceeds of the new term loan and cash on hand will be used to
refinance the existing term loan.
Ratings assigned:
Senior secured term loan B due 2022 at B2 (LGD3)
Senior secured revolving credit facility due 2022 at B2 (LGD3)
RATINGS RATIONALE
Lantheus' B2 Corporate Family Rating reflects its small size and
high product and customer concentration, and its moderately high
financial leverage in light of operating risks. These include
pricing pressure from key radiopharmacy customers, vulnerabilities
in the supply chain for Lantheus' nuclear products (TechneLite,
Xenon, Cardiolite and Neurolite), and reliance on a sole supplier
for production of DEFINITY -- Lantheus's largest product. A further
risk factor is the approaching loss of patent exclusivity on
DEFINITY, with various patents expiring in 2019 and 2021 in the US,
and in 2019 outside the US. The company is working on a
next-generation program, but limited details are available.
The ratings are supported by high barriers to entry and Lantheus'
good competitive position in the contrast imaging market. The
ratings also reflect good growth prospects for DEFINITY, given
increasing market penetration of contrast imaging in
echocardiograms. Lantheus has several growth opportunities
including the potential launch of DEFINITY in China, and a recently
announced term sheet for a proposed collaboration with GE
Healthcare in which GE would help develop and commercialize
flurpiridaz F 18 and pay Lantheus double-digit royalties on US
sales and single-digit royalties on non-US sales. That transaction
is expected to close in Q2 2017.
The stable outlook reflects Moody's expectation that the company
will continue good operating performance, maintain good liquidity,
and not experience any supply disruptions over the next 12-18
months.
Moody's could upgrade Lantheus' ratings if the company increases in
scale and product diversity, and enhances the diversity of its
supplier base. Further, if Moody's believes that debt/EBITDA will
be sustained below 3.0x, the ratings could be upgraded. Moody's
could downgrade Lantheus' ratings if the company encounters supply
issues or other business disruptions, or liquidity weakens.
Further, the ratings could be downgraded if debt/EBITDA is
sustained above 4.5x.
The principal methodology used in these ratings was Global
Pharmaceutical Industry published in December 2012.
Lantheus is a leading global manufacturer of pharmaceutical
products used to enhance outcomes in medical imaging procedures
like echocardiograms, and nuclear imaging of the heart, lungs and
brain. Lantheus is publicly traded with Avista Capital Partners
having about a 33% ownership stake. The company generates roughly
$300 million in annual revenue.
LAS VEGAS JOHN: Files Chapter 11 Liquidation Plan
-------------------------------------------------
Las Vegas John, L.L.C., filed with the U.S. Bankruptcy Court for
the District of Nevada its proposed disclosure statement to
accompany its chapter 11 plan of liquidation filed on March 9,
2017.
Class 3 under the liquidation plan consists of the Allowed General
Unsecured Claims against the Debtor. Holders of Class 3 Allowed
General Unsecured Claims will receive payment in full of their
Allowed Claims in full in cash on the Effective Date, plus
interest.
Each Holder of a General Unsecured Claim shall also receive on
account of such Holder's Claim payment of post-petition interest
calculated at the Federal Judgment Rate unless there is an
applicable contractual interest rate, in which case interest shall
be paid at the contractual interest rate so long as a contractual
interest rate was set forth in a timely filed proof of claim or the
Holder of such Claim provides written notice of such contractual
interest rate to the Debtor's counsel on or before the Effective
Date, and subject to the Debtor's and any other Person's right to
verify or object to the existence of the asserted contractual rate
of interest.
Class 3 is unimpaired under the plan and are not entitled to vote
or accept or reject the plan.
On the Effective Date, except for a holdback in the amount
necessary to pay any Administrative Claims, all of the Debtor's
remaining cash will be distributed by an Escrow Agent directly from
the Sale Escrow in accordance with this Plan and the Confirmation
Order. The Escrow Agent shall be entitled to rely on the
disbursement sheet provided by Debtor's counsel with respect to the
exact distributions proposed to be made.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/nvb16-14273-141.pdf
About Las Vegas John
Las Vegas John, L.L.C., filed a chapter 11 petition (Bankr. D.
Nev. Case No. 16-14273) on Aug. 3, 2016. The petition was signed
by Dmitrios P. Stamatakos, managing member. The Debtor is
represented by Matthew C. Zirzow, Esq., at Larson & Zirzow.
The case is assigned to Judge August B. Landis. The Debtor
estimated assets at $1 million to $10 million and debts at
$500,000 to $1 million at the time of the filing.
No official committee of unsecured creditors has been appointed in
the case.
LEVEL 8 APPAREL: Wants Exclusive Plan Filing Extended to July 12
----------------------------------------------------------------
Level 8 Apparel, LLC, et al., ask the U.S. Bankruptcy Court for the
Southern District of New York to extend the time by which the
Debtors' the exclusive right to file a plan through July 12, 2017,
and the time by which they have the exclusive right to solicit
acceptances on that pla through September 10, 2017.
Absent the extension, the Debtors' exclusive plan filing period
expired on March 14, 2017.
The Debtors inform the Court that there are unresolved
contingencies that must be resolved before they can propose a plan
of reorganization, which include the Nassau County Action and the
IRS claim.
The Debtors are defendants and cross claim defendants in an action
pending in the Supreme Court of New York, Nassau County (Nassau
County Action). The alleged damages for the Plaintiffs' claims and
cross-claims against the Debtors in the Stuart's Action range from
$8 Million (Plaintiffs' claims) to $1.2 Million (Lister Defendants'
claims). The Nassau County Action was tried (bench trial) from
June 2015 to September 2015. The Stay Lift Order was entered into
to allow submission of post-trial briefs in advance of a bench
ruling by the Hon. Vito M. DeStefano. Although the Debtors believe
their defenses in the Nassau County Action are valid and will be
sustained, it is necessary that the claims raised therein be
liquidated prior to the formulation and submission of a plan of
reorganization, especially in light of the aggregate amounts of the
claims therein i.e. $9.2 million. Such claims, if adjudicated in
the plaintiff's and cross claimant's favors, would drastically
alter the proposed payout to unsecured creditors in any plan -- as
those amounts would comprise approximately five times (5x) the next
largest unsecured creditor, Weihei Textile, who holds a claim of
approximately $1.9 million.
The IRS has filed an amended proof of claim in the Debtors case
wherein it asserts a secured claim of $422,259 and an unsecured
claim of $12,346. However, on or about March 3, 2017, counsel for
the Debtor received a phone call from a Ms. B. Fisher of the IRS
who stated that there were additional taxes, interest and penalties
that were due to the IRS over and above the aforementioned amounts
set forth in the IRS's proof of claim. Ms. Fisher forwarded
documents to the Debtors' counsel that do not appear to reflect
additional tax liabilities, but rather duplicate the liabilities
reflected in the proof of claim. Counsel for the Debtors has since
conferred with the IRS's counsel in this case, AUSA Sharanya Mohan,
and the parties are in the process of resolving this matter.
About Level 8 Apparel
Level 8 Apparel LLC is an outerwear design, import/manufacturing
company that produces, among other things, men's and women's
outerwear garments. It holds licenses to produce and sell Elie
Tahari men's outerwear, Tahari men's outerwear, and On Five men's
and women's apparel and outerwear. It also has a private label
division, which produces apparel for large vertical retailers such
as Costco, Express, Urban Outfitters, Lane Bryant, and others. Its
principal place of business is located at 250 West 39th Street,
Suite 502, New York, NY.
Level 8 Apparel LLC filed a Chapter 11 petition (Bankr. S.D.N.Y.
Case No. 16-13164) on Nov. 14, 2016. The petition was signed by
Frank Spadaro, president. The case is assigned to Judge James L.
Garrity Jr. At the time of filing, the Debtor estimated $1 million
to $10 million in both assets and liabilities. The Debtor is
represented by Steven Soulios, Esq., Ruta Soulios Stratis LLP.
No trustee or examiner or statutory committee has been appointed in
the Chapter 11 case.
LIL' LODGES: Pearce & Associates to Auction 20 Homes
----------------------------------------------------
"Tiny homes" have been the subject of hundreds of newspaper and
magazine articles, not to mention TV shows and other media. And
now, more than 20 homes are being sold in a court-ordered online
auction after the Chapter 7 bankruptcy of "Lil' Lodges," a
manufacturer based in Bear Creek, Alabama.
Pearce & Associates is conducting the auction for the U.S.
Bankruptcy Court, Northern District of Alabama (Tuscaloosa).
"Tiny homes appeal to those who are seeking to live simply, more
economically, or with minimal impact upon the environment. This
auction provides an opportunity for people to obtain one at a great
price," said Chip Pearce, president of Pearce & Associates, which
is conducting the auction.
"These homes have a lot of character, constructed from high quality
materials and generally in the style of a lodge or a log cabin.
Most are built on chassis with four or five axles. Most of these
are incomplete, so the buyers can save money by finishing some of
the construction themselves," said Pearce.
Also selling will be tools, appliances and other items. Bidding is
already under way at auctionbypearce.com, and the auction will run
through April 4 at 7:00 p.m.
Homes are available at two warehouses -- 674 County Road 65, Bear
Creek, and 8085 Highway 13, Bear Creek. Both locations will be
open for inspection Monday, April 3, and Tuesday, April 4, from 10
a.m. to 3 p.m.
Individuals seeking additional information may visit
http://www.AuctionByPearce.com/or call 205-664-4300.
Pearce & Associates, based in Alabaster, markets real estate and
other assets throughout Alabama, primarily through online auction.
Clients include estate executors, business owners, attorneys,
bankruptcy trustees and individuals. The firm also has ongoing
contracts with many cities and counties for the sale of surplus
materials.
LILY ROBOTICS: Taps Morris Nichols as Bankruptcy Co-Counsel
-----------------------------------------------------------
Lily Robotics, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Delaware to employ Morris, Nichols, Arsht &
Tunnell LLP as Delaware bankruptcy co-counsel to the Debtor nunc
pro tunc to February 27, 2017.
Services to be provided by Morris Nichols are:
a. perform all necessary services as the Debtor's Delaware
bankruptcy counsel, including, without limitation, providing the
Debtor with advice, representing the Debtor, and preparing
necessary documents on behalf of the Debtor in the areas of
restructuring and bankruptcy;
b. take all necessary actions to protect and preserve the
Debtor's estate during this chapter 11 case, including the
prosecution of actions by the Debtor, the defense of any actions
commenced against the Debtor, negotiations concerning litigation in
which the Debtor is involved and objecting to claims filed against
the estate;
c. prepare or coordinate preparation on behalf of the Debtor,
as a debtor in possession, necessary motions, applications,
answers, orders, reports and papers in connection with the
administration of this chapter 11 case;
d. counsel the Debtor with regard to its rights and
obligations as a debtor in possession; and
e. perform all other necessary legal services.
Morris Nichols’s currently hourly rates for work of this nature:
Partners $595–1,050
Associates and Special Counsel $395–650
Paraprofessionals $275–325
Case Clerks $160
Robert J. Dehney, partner in the firm of Morris, Nichols, Arsht &
Tunnell LLP, attests that Morris Nichols is a "disinterested
person" as that term is defined in 11 U.S.C. Section 101(14).
Morris Nichols can be reached through:
Robert J. Dehney, Esq.
Andrew R. Remming, Esq.
Marcy J. McLaughlin, Esq.
Morris Nichols Arsht & Tunnell LLP
1201 North Market Street, 16th Floor
P.O. Box 1347
Wilmington, DE 19899
Telephone: (302) 658-9200
Facsimile: (302) 658-3989
E-mail: rdehney@mnat.com
aremming@mnat.com
mmclaughlin@mnat.com
About Lily Robotics
Based in Atherton, California, Lily Robotics, Inc. develops a
throw-and-shoot camera that captures pictures and videos from the
skies. Its camera flies and uses GPS and computer vision to follow
user's adventure activities. The company sells its products
through its Website internationally.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 17-10426) on Feb. 27, 2017, listing $32.99 million in
total assets as of Dec. 31, 2016, and $37.53 million in total
liabilities as of Dec. 31, 2016. The petition was signed by
Spencer L. Wells, director.
Judge Kevin J. Carey presides over the case. Robert J. Dehney,
Esq., Andrew R. Remming, Esq., and Marcy J. McLaughlin, Esq., at
Morris, Nichols, Arsht & Tunnell LLP; Laura Metzger, Esq., and
Jennifer Asher, Esq., and Douglas S. Mintz, Esq., at Orrick
Herrington & Sutcliffe LLP serve as the Debtor's bankruptcy
counsel.
LILY ROBOTICS: Taps Orrick Herrington as Bankruptcy Counsel
-----------------------------------------------------------
Lily Robotics, Inc. seeks approval from the US Bankruptcy Court for
the District of Delaware to employ Orrick, Herrington & Sutcliffe
LLP as bankruptcy counsel.
The professional services that Orrick will render are:
a. providing legal advice with respect to the Debtor's powers
and duties as debtor in possession in the continued operation of
its business and management of its properties;
b. taking all necessary actions to protect and preserve the
Debtor's estate, including prosecuting actions on the Debtor's
behalf, defending any action commenced against the Debtor, and
representing the Debtor in negotiations concerning litigation in
which the Debtor are involved, including objections to claims filed
against the Debtor's estate;
c. advising the Debtor in connection with any potential sale
of assets;
d. pursuing approval of certain sales procedures and
consummation of a sale;
e. pursuing confirmation of a plan and approval of a
disclosure statement;
f. preparing, on behalf of the Debtor, necessary applications,
motions, answers, orders, reports, and other legal papers;
g. appearing in Court and protecting the interests of the
Debtor before the Court; and
h. performing all other legal services for the Debtor that may
be necessary and proper in these proceedings.
Orrick's current hourly rates are:
Partners $865.00 – $1,450.00
Counsel $850.00 – $1,195.00
Associates $525.00 – $925.00
Paraprofessionals $225.00 – $475.00
Douglas Mintz, partner in the firm of Orrick, Herrington &
Sutcliffe LLP, attests that Orrick is a "disinterested person" as
that term is defined in Section 101(14) of the Bankruptcy Code.
Orrick Herrington can be reached through:
Douglas S. Mintz, Esq.
Orrick, Herrington & Sutcliffe LLP
Columbia Center
1152 15th Street, N.W.
Washington, D.C. 20005-1706
Telephone: (202) 339-8400
Facsimile: (202) 339-8500
E-mail: dmintz@orrick.com
About Lily Robotics
Based in Atherton, California, Lily Robotics, Inc. develops a
throw-and-shoot camera that captures pictures and videos from the
skies. Its camera flies and uses GPS and computer vision to follow
user's adventure activities. The company sells its products
through its Website internationally.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 17-10426) on Feb. 27, 2017, listing $32.99 million in
total assets as of Dec. 31, 2016, and $37.53 million in total
liabilities as of Dec. 31, 2016. The petition was signed by
Spencer L. Wells, director.
Judge Kevin J. Carey presides over the case. Robert J. Dehney,
Esq., Andrew R. Remming, Esq., and Marcy J. McLaughlin, Esq., at
Morris, Nichols, Arsht & Tunnell LLP; Laura Metzger, Esq., and
Jennifer Asher, Esq., and Douglas S. Mintz, Esq., at Orrick
Herrington & Sutcliffe LLP serve as the Debtor's bankruptcy
counsel.
LILY ROBOTICS: Taps Prime Clerk as Administrative Advisor
---------------------------------------------------------
Lily Robotics, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Delaware to employ Prime Clerk LLC as
administrative advisor.
Services to be provided by Prime Clerk are:
(a) assist with, among other things, solicitation, balloting
and tabulation of votes, and prepare any related reports, as
required in support of confirmation of a chapter 11 plan, and, in
connection with such services, process requests for documents from
parties in interest, including, if applicable, brokerage firms,
bank back-offices and institutional holders;
(b) prepare an official ballot certification and, if
necessary, testify in support of the ballot tabulation results;
(c) assist with developing and executing a refund plan in
connection with refunding customer deposits;
(d) assist with the preparation of the Debtor's schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith;
(e) provide a confidential data room, if requested;
(f) manage and coordinate any distributions pursuant to a
chapter 11 plan; and
(g) provide other processing, solicitation, balloting and
other administrative services described in the Engagement
Agreement, but not included in the section 156(c) application, as
may be requested from time to time by the Debtor, the Court or the
Office of the Clerk of the Bankruptcy Court.
The Company's claim and noticing hourly rates are:
Analyst $30 - $50
Technology Consultant $35 - $95
Consultant/Senior Consultant $65 - $165
Director $175 - $195
COO/Executive Vice-President No charge
Solicitation Consultant $190
Director of Solicitation $210
Michael J. Frishberg, Co-President and Chief Operating Officer of
Prime Clerk LLC, attests that Prime Clerk is a "disinterested
person as that term is defined in section 101(14) of the Bankruptcy
Code.
The Firm can be reached through:
Michael J. Frishberg
Prime Clerk LLC
830 3rd Avenue, 9th Floor
New York, NY 10022
Tel: (212) 257-5450
About Lily Robotics
Based in Atherton, California, Lily Robotics, Inc. develops a
throw-and-shoot camera that captures pictures and videos from the
skies. Its camera flies and uses GPS and computer vision to follow
user's adventure activities. The company sells its products
through its Website internationally.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 17-10426) on Feb. 27, 2017, listing $32.99 million in
total assets and $37.53 million in total liabilities as of Dec. 31,
2016. The petition was signed by Spencer L. Wells, director.
Judge Kevin J. Carey presides over the case. Robert J. Dehney,
Esq., Andrew R. Remming, Esq., and Marcy J. McLaughlin, Esq., at
Morris, Nichols, Arsht & Tunnell LLP; Laura Metzger, Esq., and
Jennifer Asher, Esq., and Douglas S. Mintz, Esq., at Orrick
Herrington & Sutcliffe LLP serve as the Debtor's bankruptcy
counsel.
LONG BROOK: Unsecureds to Get $200,000 + Portion of Sale Proceeds
-----------------------------------------------------------------
Long Brook Station, LLC, and Joseph Regensburger, its principal,
filed a seventh amended joint disclosure statement dated March 17,
2017, a full-text copy of which is available at:
http://bankrupt.com/misc/ctb14-31095-210.pdf
The prior version of the Plan was not filed together with Mr.
Regensburger.
The Debtor plans to sell the property located at 3044 Main Street,
in Stratford, Connecticut, to fund the payments set forth in the
Plan, and has obtained Court approval to employ DeLibro Realty to
serve as its real estate broker.
The Seventh Amended Plan provides that unsecured creditors will
receive a pro rata distribution of (i) proceeds from the sale of
the Property after payment of the Class 3 claim, any outstanding
administrative claims and (ii) $200,000.
The distributions will be made as follows: (i) with respect to sale
proceeds from the sale of the Property, the pro rata distribution
shall be made upon the later of 30 days after the closing on the
sale of the Property or upon allowance of a creditor's particular
claim; and (ii) with respect to the distribution of $200,000, in
four pro rata annual distributions of $50,000 commencing 180 days
after the Effective Date of the Plan.
The Debtor has also obtained Court approval of the proposed
settlement with the Town of Stratford. As a result, the existing
tax liens and claims of the Town will be satisfied from the tax
reductions associated with the reduced tax assessment.
The Debtor also disclosed that it has filed an objection to the
State Tax Collection Agency, LLC's claim dated January 30, 2017, in
which the Debtor asserts that the December 28, 2016, payoff
statement in the amount of $40,617.59 provided to the Debtor by
STCA is inaccurate. In response to the Debtor's Objection, STCA
has provided the Debtor with a revised payoff statement as of March
17, 2017, in the amount of $27,164.40. The Court has scheduled a
hearing on the Debtor's Objection for March 29, 2017. The Debtor
is reviewing the revised payoff statement from STCA and has
requested more information from STCA to verify its latest payoff
calculation.
About 500 North Avenue
500 North Avenue, LLC, and Long Brook Station, LLC, filed Chapter
11 petitions (Bankr. D. Conn. Case Nos. 14-31094 and 14-31095) on
June 6, 2014. The petitions were signed by Joseph Regensburger,
member. The Debtors are represented by Douglas S. Skalka, Esq.,
at
Neubert, Pepe, and Monteith, P.C. The case is assigned to Judge
Julie A. Manning.
500 North Avenue estimated assets at $1 million to $10 million and
liabilities at $10 million to $50 million at the time of the
filing. Long Brook estimated assets at $500,000 to $1 million and
liabilities at $1 million to $10 million at the time of the filing.
LUCKY DUCK: Taps Re/Max Integrity as Real Estate Broker
-------------------------------------------------------
Lucky Duck Campground, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Oregon to hire a real estate broker.
The Debtor proposes to hire Re/Max Integrity in connection with the
sale of its property located in Cottage Grove, Oregon.
The firm will get 7% of the sale price or 6% of it if the property
is sold within 30 days. The initial listing price of the property
is $1.375 million.
Re/Max does not hold any interest adverse to the Debtor's
bankruptcy estate, creditors or equity security holders, according
to court filings.
The firm can be reached through:
Brent Cole
Re/Max Integrity
4710 Village Plaza Loop, Suite 200
Eugene, OR 97401
Phone: (541) 345-8100
-- and --
Dee Copley
Re/Max Integrity
3539 Heathrow Way, Suite 200
Medford, OR 97504
Phone: (541) 770-3325
About Lucky Duck Campground
Lucky Duck Campground, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Ore. Case No. 16-63434) on November
29, 2016, disclosing under $1 million in both assets and
liabilities. The case is assigned to Judge Thomas M. Renn.
The Debtor is represented by Ted A Troutman, Esq., at Troutman Law
Firm, P.C. The Cottage Grove Tax Office serves as the Debtor's
accountant.
MAGUMO CORP: Taps Lugo Mender Group as Legal Counsel
----------------------------------------------------
Magumo Corp. seeks approval from the U.S. Bankruptcy Court for the
District of Puerto Rico to hire legal counsel.
The Debtor proposes to hire the Law Firm of Lugo Mender Group, LLC
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:
Wigberto Lugo Mender $300
Associate Staff Attorney $175
Legal/Financial Assistants $100
Wigberto Lugo Mender, Esq., disclosed in a court filing that he and
other members of the firm are "disinterested" as defined in section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Wigberto Lugo Mender, Esq.
Lugo Mender Group, LLC
100 Carr. 165, Suite 501
Guaynabo, P.R. 00968-8052
Tel: (787) 707-0404
Fax: (787) 707-0412
Email: wlugo@lugomender.com
About Magumo Corp.
Magumo Corp sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D.P.R. Case No. 17-01642) on March 10, 2017. The
petition was signed by Maria Francisca Rivera-Rivera, president.
The case is assigned to Judge Mildred Caban Flores.
At the time of the filing, the Debtor disclosed $545,052 in assets
and $1.13 million in liabilities.
The Debtor has a fee simple interest in a land located in Beatriz
Ward, Caguas, Puerto Rico, with real properties used as "motel,"
valued at $500,000 subject to the liens of Banco Santander and
CRIM.
MAXUS ENERGY: EOLO Buying Internet Addresses for $721K
------------------------------------------------------
Maxus Energy Corp., and affiliates ask the U.S. Bankruptcy Court
for the District of Delaware to authorize the sale of Internet
addresses to EOLO SpA $720,896, or $11 per address.
A hearing on the Motion is set for April 6, 2017, at 11:00 a.m.
(ET). The objection deadline is March 30, 2017 at 4:00 p.m. (ET).
On June 17, 2016, each of the Debtors commenced a voluntary case
under the Bankruptcy Code in the Court. The Debtors' cases are
jointly administered pursuant to Bankruptcy Rule 1015(b).
On Nov. 30, 2016, the Debtors filed their Application to
Employ/Retain Hilco Streambank as Broker for the Debtors. The
Debtors filed the Application to facilitate an expeditious and
profitable sale of the Internet Addresses, and the Debtors
determined that Streambank was the broker who could properly market
and attract qualified buyers. The Engagement Agreement between
Streambank and the Debtors contemplated that Streambank would
"develop and execute a sales and marketing program designed to
elicit proposals to acquire the Internet Addresses from qualified
acquirers." On Dec. 15, 2016, the Court entered the Order
Authorizing the Retention and Employment of Hilco Streambank as
Broker for the Debtors Nunc Pro Tunc to Nov. 4, 2016.
The Internet Addresses consist of one /16 legacy block of 65,536
IPv4 Internet Protocol Numbers ("Internet Addresses"). The current
Internet Address pool is IPv4 (that stands for version 4), which
addresses consist of 32 bits – limiting the number of available
Internet Addresses to 4.3 Billion. IPv4 addresses have been
depleted and availability is scarce. A new version IPv6 has
emerged that will make availability almost infinite. However,
until IPv6 is fully transitioned, there is still a need for IPv4
addresses.
Streambank publicized the sale through targeted direct marketing to
key potential purchasers. Ultimately, Streambank received interest
from a number of parties with offers ranging from $6 per address to
the $11 per address offer received from the Purchaser.
On March 10, 2017, Maxus reached an agreement with the Purchaser
for the purchase of the Internet Addresses for $720,896, or $11 per
Internet Address. The Purchaser will deposit with Streambank
$72,090, or 10% of the purchase price. The closing of the sale is
subject to, among other things, transfer approval by ARIN and
approval by the Debtors' DIP Lender and the Court.
Since late 1997, Internet addresses in North America are
distributed and administered through the American Registry of
Internet Numbers ("ARIN"). The address blocks being sold were
acquired by the Debtors before ARIN's appointment, which results in
the classification of the block as a "legacy block." In any event,
the block of Internet Addresses is registered in ARIN's database,
and the IA Sale is subject to approval of the transfer by ARIN in
accordance with its transfer policies. Additionally, the Buyer is
located in Italy, which is governed by the RIPE (The Reseaux IP
Europeens Network Coordination Centre) Internet registry.
Accordingly, the transfer will be subject to RIPE approval as
well.
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/Maxus_Energy_1027_Sales.pdf
The Debtors believe that the price to be paid by the Purchaser
represents the highest and best price for the Internet Addresses.
Accordingly, the Debtors respectfully request that the Court enter
an order approving and authorizing the sale of the Internet
Addresses to the Purchaser, free and clear of all liens, interests,
claims, and encumbrances.
The Purchaser has expressed significant interest in closing the
transaction as soon as practicable. Due to such facts and the
posture of the Debtors' bankruptcy cases in general, the Debtors
request that the IA Sale Order be effective immediately by
providing that the 14-day stay under Bankruptcy Rule 6004(h) is
waived.
The Purchaser can be reached at:
EOLO SPA
Via Gran San Bernardo
12-21052 Busto Arsizio
Italy
Attn: Alessio Zaini
E-mail: alessio.zaini@eolo.it
About Maxus Energy Corporation
Maxus Energy Corporation and four of its subsidiaries filed
voluntary petitions for reorganization under Chapter 11 (Bankr. D.
Del., Case No. 16-11501) on June 17, 2016. The Debtors intend to
use the breathing spell afforded by the Bankruptcy Code to decide
whether their existing environmental remediation operations and
oil
and gas operations can be restructured as a sustainable,
stand-alone enterprise.
The Debtors have engaged Young Conaway Stargatt & Taylor, LLP as
local counsel, Morrison & Foerster LLP as general bankruptcy
counsel, Zolfo Cooper, LLC as financial advisor and Prime Clerk
LLC
as claims and noticing agent, all are subject to the Bankruptcy
Court's approval.
The Debtors hired Keen-Summit Capital Partners LLC as real estate
broker. The Debtors also engaged Hilco Steambank to market and
sell their internet protocol numbers and other internet number
resources, and EnergyNet.com to market and sell the Debtors'
rights, title, and interest in and to the oil and gas properties.
On July 7, 2016, the United States Trustee for the District of
Delaware filed Notice of Appointment of Committee of Unsecured
Creditors. The Committee selected Schulte Roth & Zabell LLP as
counsel, and Cole Schotz as Delaware co-counsel. Berkeley Research
Group, LLC, serves as financial advisor for the Committee.
Andrew Vara, acting U.S. Trustee for Region 3, appointed the
following to a committee of retirees: John Leslie Jackson, Sr.,
Gerald G. Carlton, and Robert E. Garbesi. The Retirees Committee
retained Akin Gump Strauss Hauer & Feld LLP as counsel and Ashby &
Geddes, P.A., as co-counsel.
MAXUS ENERGY: Sets Sale Procedures for De Minimis Assets
--------------------------------------------------------
Maxus Energy Corp., and affiliates ask the U.S. Bankruptcy Court
for the District of Delaware to authorize the sale and abandonment
procedures in connection with the sale or abandonment of de minimis
assets.
A hearing on the Motion is set for April 6, 2017 at 11:00 a.m.
(ET). The objection deadline is March 30, 2017 at 4:00 p.m. (ET).
The Debtors maintain various assets, which are currently, or in the
foreseeable future may become, unnecessary or cannot be used
profitably in their operations. The Debtors will attempt to sell
or otherwise dispose of a number of these nonessential or
burdensome assets, including, without limitation: (a) office
equipment and furniture; (b) certain undeveloped, non-revenue
producing oil and gas mineral interests; (c) three annuity
contracts established in 1986 to supplement the Debtors’
prepetition obligations related to supplemental executive
retirement plans pursuant to which the Debtors receive, in
aggregate, approximately $22,000 per month; and (d) other minor
assets that, in some cases, are of relatively de minimis value as
compared to the Debtors' total asset base ("De Minimis Assets").
The Debtors believe that obtaining Court approval of each
individual disposition of a De Minimis Asset would be
administratively burdensome to the Court and costly to the Debtors'
estates. Accordingly, to alleviate the cost and delay of having to
file a separate motion for each proposed disposition, the Debtors
seek approval of proposed sale procedures ("De Minimis Sale
Procedures") and abandonment procedures ("Abandonment Procedures").
These Procedures are intended to minimize and, in some instances,
eliminate the process for obtaining court approval with respect to
the sale or abandonment of particular assets falling within certain
specified economic parameters. The Debtors propose to utilize the
Procedures to obtain more expeditious and cost-effective review by
interested parties of certain dispositions involving De Minimis
Assets.
The Debtors propose that the De Minimis Sale Procedures only apply
to the sale of De Minimis Assets involving, in each case, the
transfer of $500,000 or less in total consideration for such asset,
as measured by the amount of cash received by the Debtors on
account of the assets being sold. Pursuant to the De Minimis Sale
Procedures, if the Debtors sell assets that are encumbered by
Liens, such Liens will attach to the proceeds of the sale with the
same validity, extent and priority such Lien had immediately prior
to the sale of the De Minimis Assets, subject to any rights and
defenses of the Debtors with respect thereto. In addition,
pursuant to the De Minimis Sale Procedures, the Debtors will be
permitted to sell De Minimis Assets co-owned by the Debtors and a
third party only to the extent that such sale does not violate
section 363(h) of the Bankruptcy Code.
To the extent the Debtors determine, in the reasonable exercise of
their business judgment, that (a) any De Minimis Assets cannot be
sold or otherwise transferred for value, and (b) such De Minimis
Assets are no longer necessary to the Debtors' business operations,
the Debtors seek authority to abandon such De Minimis Assets in
accordance with these Abandonment Procedures:
a. The Debtors will provide Abandonment Notice to the interested
parties;
b. Interested parties will have until 5:00 p.m. (ET on the fifth
day after the date of service of the Abandonment Notice to file and
serve on the Objection Parties a written objection to the proposed
abandonment;
c. If no written objections from any of the Interested parties
are filed with the Court within 5 business days after the date of
receipt of such Abandonment Notice, then the Debtors will be
authorized to immediately proceed with the abandonment; and
d. If a written objection from any Interested Party is filed
with the Court within 5 business days after receipt of such
Abandonment Notice, then the relevant De Minimis Asset will only be
abandoned by the Debtors upon either the consensual resolution of
the objection by the parties in question or further order of the
Court after notice and a hearing.
A copy of the Procedures described in the proposed Order attached
to the Motion is available for free at:
http://bankrupt.com/misc/Maxus_Energy_1029_Sales.pdf
Because the value of the De Minimis Assets is modest in the context
of the Chapter 11 Cases, it is not cost-effective and efficient to
separately retain agents, brokers, auctioneers, liquidators, and
other third parties that the Debtors may employ to implement the
Procedures. Accordingly, the Debtors are requesting authority to
retain Professionals to assist in disposing of the De Minimis
Assets pursuant to these procedures:
a. Each Professional, within 30 days following the date on which
the Professional commences services for the Debtors in connection
with the Procedures, will provide the Debtors with a Declaration
certifying that such Professional does not represent or hold any
interest adverse to the Debtors or their estates with respect to
the matter on which the Professional is to be employed.
b. The Debtors' counsel will, within a reasonable time after
receipt thereof, file the Declaration with the Court and serve a
copy upon the interested parties.
c. The interested parties will have 10 days following service of
a Declaration ("Retention Objection Deadline") to notify the
Debtors, the other interested parties, and the relevant
Professional, in writing, of a Retention Objection to the retention
based upon the Declaration. If, upon the Retention Objection
Deadline, no Retention Objection is filed, the Debtors will file a
certification of no objection and the retention, employment, and
compensation of such Professional will be deemed approved without
further order from the Court. If a Retention Objection is filed on
or before the Retention Objection Deadline and such Retention
Objection cannot be resolved within 20 days of the filing date of
the Retention Objection, the Retention Objection will be considered
at the next scheduled hearing before the Court.
The Debtors anticipate that each Professional will be compensated
pursuant to the specific terms of a respective engagement letter.
Each Professional's compensation will be result-oriented and
directly related to benefits received by the Debtors' estates in
each transaction. With respect to sales, the Professionals will be
employed by the Debtors to perform highly specialized tasks and
will not be compensated upon time and effort expended, but instead,
on a per-transaction or contingent-fee basis. Accordingly, the
Debtors seek authority to compensate professionals out of the
proceeds of any sale of De Minimis Assets.
The Debtors ask that the requirements of Local Rule 2016-2 be
waived pursuant to Local Rule 2016-2(h).
All buyers will take assets sold by the Debtors pursuant to the De
Minimis Sale Procedures "as is, where is," and without any
representations or warranties from the Debtors as to the quality or
fitness of such assets for either their intended purpose or any
particular purpose. The Buyers will, however, take title to the
assets free and clear of Liens.
The Debtors will provide a report listing the De Minimis Assets
abandoned or sold and, in the case of a sale, the purchase price
for each such asset in the monthly operating reports filed with the
Court.
The net proceeds from both Non-Noticed De Minimis Sales and Noticed
De Minimis Sales will be utilized by the Debtors in accordance with
the terms of the DIP Credit Agreement and Final DIP Order governing
the use of such proceeds.
The Debtors expect to take all reasonable steps to sell the De
Minimis Assets that are not needed for their operations. The costs
associated with sales of certain De Minimis Assets, however, may
exceed any possible proceeds thereof. The inability to consummate
a commercially reasonable sale of De Minimis Assets would indicate
that these De Minimis Assets have no meaningful monetary value to
the Debtors' estates. Further, the costs of storing and
maintaining such De Minimis Assets may burden the Debtors’
estates. Accordingly, the Debtors submit that, in such
circumstances, the abandonment of a De Minimis Asset pursuant to
the Abandonment Procedures would be in the best interest of the
Debtors' estates. Accordingly, the Debtors ask the Court to
approve the relief sought, and such other and further relief as is
just and proper.
To implement the requested relief successfully, the Debtors seek a
waiver of the notice requirements under Bankruptcy Rule 6004(a) and
the 14-day stay of an order authorizing the use, sale, or lease of
property under Bankruptcy Rule 6004(h) for all Non-Noticed and
Noticed De Minimis Sales authorized pursuant to the terms of an
order of the Court granting the Motion.
About Maxus Energy Corporation
Maxus Energy Corporation and four of its subsidiaries filed
voluntary petitions for reorganization under Chapter 11 (Bankr. D.
Del., Case No. 16-11501) on June 17, 2016. The Debtors intend to
use the breathing spell afforded by the Bankruptcy Code to decide
whether their existing environmental remediation operations and
oil
and gas operations can be restructured as a sustainable,
stand-alone enterprise.
The Debtors have engaged Young Conaway Stargatt & Taylor, LLP as
local counsel, Morrison & Foerster LLP as general bankruptcy
counsel, Zolfo Cooper, LLC as financial advisor and Prime Clerk
LLC
as claims and noticing agent, all are subject to the Bankruptcy
Court's approval.
The Debtors hired Keen-Summit Capital Partners LLC as real estate
broker. The Debtors also engaged Hilco Steambank to market and
sell their internet protocol numbers and other internet number
resources, and EnergyNet.com to market and sell the Debtors'
rights, title, and interest in and to the oil and gas properties.
On July 7, 2016, the United States Trustee for the District of
Delaware filed Notice of Appointment of Committee of Unsecured
Creditors. The Committee selected Schulte Roth & Zabell LLP as
counsel, and Cole Schotz as Delaware co-counsel. Berkeley Research
Group, LLC, serves as financial advisor for the Committee.
Andrew Vara, acting U.S. Trustee for Region 3, appointed the
following to a committee of retirees: John Leslie Jackson, Sr.,
Gerald G. Carlton, and Robert E. Garbesi. The Retirees Committee
retained Akin Gump Strauss Hauer & Feld LLP as counsel and Ashby &
Geddes, P.A., as co-counsel.
MENCO PACIFIC: Selling 15 Vehicles to CarMax
--------------------------------------------
Judge Maureen A. Tighe of the U.S. Bankruptcy Court for the Central
District of California will convene a hearing on April 7, 2017, at
9:30 a.m., to consider Menco Pacific, Inc.'s sale of 15 vehicles to
CarMax.
Objections must be filed filed no less than 14 days prior to the
hearing of the Motion.
The Debtor intends to sell 15 of those vehicles that are not
currently being used in its business operations.
Prior to the filing the Debtor's bankruptcy petition, former
insider Jon Blumenthal sought writs of attachment against Debtor,
which allegedly encumber the Vehicles. The writs of attachment
were recorded on or about April 29, 2016. The Debtor contends that
the attachment liens are avoidable as preferences because
Blumenthal's attachments are part of a step-transaction that was
initiated when he was an insider of the Debtor and the writs were
issued within the one year preceding the Sept. 26, 2016, petition
date. If the preferential attachment liens are avoided, the
Vehicles would be owned by Debtor free and clear.
Due to the dispute surrounding the avoidability of Blumenthal's
attachments, the Debtor will hold the proceeds from the sale of the
Vehicles in its cash collateral account subject to further Court
Order, less costs of transporting the Vehicles to CarMax, not to
exceed $2,500.
The Debtor, through its chief restricting officer David M.
Goodrich, seeks to sell the Vehicles to CarMax. If authorized by
the Court, Mr. Goodrich's agents will collect the Vehicles and
drive them to CarMax. Mr. Goodrich seeks permission to pay the
actual costs of transporting the Vehicles from the sale proceeds,
not to exceed $2,500.
The Debtor intends to obtain "offers" for vehicles at CarMax in
order to determine the value of a vehicle and to decide if a sale
is warranted. As part of the CarMax "offer" process, CarMax
conducts an onsite appraisal of a vehicle and using that appraisal,
provides an offer to purchase the vehicle with a 7-day period to
accept. CarMax does not charge any fees for their services; the
price offered by CarMax is the price CarMax pays for a vehicle. So
far, each offer received by debtors in cases where Mr. Goodrich
served as chapter 7 trustee resulted in a value that was higher
than the Kelly Blue Book "trade-in value" and a settlement with the
debtors.
Given CarMax's quick process for purchasing vehicles and Mr.
Goodrich's experience with the costs associated with auctioning
vehicles as opposed to utilizing CarMax, it is sound business
judgment to liquidate the Vehicles via CarMax in this case. The
Estate will receive the most value for the Vehicles through the
sale. By the Motion and the Notice of Motion, the Debtor is giving
accurate and reasonable notice of the auction.
The sale will not prefer any insiders.
The Debtor asks that the Court enters an order approving the sale
of the Vehicles to CarMax and payment up-to agent of $2,500 from
the sale proceeds for transporting the Vehicles to CarMax; and
directing Debtor to hold the remaining funds from the sale in its
cash collateral account pending further order of the Court.
About Menco Pacific
Menco Pacific, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 16-12791) on Sept. 26,
2016. The petition was signed by Oscar Ruben
Mendoza, president. The case is assigned to Hon. Maureen Tighe.
At the time of the filing, the Debtor estimated its assets and
liabilities at $1 million to $10 million.
MICHIGAN SPORTING: A&G Realty to Handle Sale of MC Sports Leases
----------------------------------------------------------------
A&G Realty Partners, the commercial real estate, advisory and
investment group, will handle the sale of 58 MC Sports leases in
seven states across the Midwest following the retailer's Chapter 11
bankruptcy filing.
"MC Sports has great locations in smaller markets in the Midwest
where prime retail sites are limited," said Michael Jerbich,
Principal at A&G Realty Partners. "The Chapter 11 process is very
quick, so this is a great opportunity for retailers to expand their
portfolios and overcome difficult barriers to entry in these
markets."
Bids are due no later than the close of business on Fri., April 7,
Mr. Jerbich noted.
The 58 MC Sports locations -- in Iowa, Illinois, Indiana, Michigan,
Missouri, Ohio and Wisconsin -- range in size from 11,000 to 46,000
square feet. For a full listing of available leases, visit
http://www.agrealtypartners.com/
For more information regarding the real estate and sales process,
contact Jerbich at (312) 454-2057 or michael@agrealtypartners.com.
Known for its inventories of top-name sporting goods and apparel
brands, MC Sports filed for
Chapter 11 bankruptcy protection on Feb. 14 in the U.S. Bankruptcy
Court, Western District of Michigan, Grand Rapids (Case No.
17-00612-jtg). A joint venture between Tiger Capital Group and
Great American Group is currently conducting the
going-out-of-business sale.
MC Sports was launched as Michigan Clothiers in 1946 and offered
everything from men's clothing to military surplus. The retailer
changed its name to MC Sports in 1962 to reflect a growing focus on
sports equipment, footwear, and apparel. It is well known across
the region for its brand-name merchandise and strong community
involvement.
About Michigan Sporting Goods
Michigan Sporting Goods Distributors, Inc. is a retail sporting
goods chain based in Grand Rapids, Michigan.
The Debtor filed a Chapter 11 petition (Bankr. W.D. Mich. Case No.
17-00612) on Feb. 14, 2017. The petition was signed by Bruce
Ullery, president and chief executive officer. Judge John T. Gregg
presides over the case.
Robert Michael Azzi, Esq., Stephen B. Grow, Esq., and Elisabeth M.
Von Eitzen, Esq., at Warner Norcross & Judd LLP, serve as
bankruptcy counsel to the Debtor. The Debtor hired Berkeley
Research Group, LLC as financial advisor.
In its petition, the Debtor estimated $50 million to $100 million
in both assets and liabilities.
No trustee, examiner or committee has been appointed in the case.
MOIN LLC: Taps Montez & Williams as Legal Counsel
-------------------------------------------------
Moin, LLC seeks approval from the U.S. Bankruptcy Court for the
Western District of Texas to hire legal counsel.
The Debtor proposes to hire Montez & Williams, 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:
Attorney $350
Associate $225
Paraprofessionals $150
John Montez, Esq., disclosed in a court filing that neither his
firm nor any of its members has connection with the Debtor.
The firm can be reached through:
John A. Montez, Esq.
Montez & Williams, P.C.
3809 W. Waco Drive
Waco, TX 76710
Phone: (254) 759-8600
Email: johna.montez@yahoo.com
About Moin LLC
Moin, LLC sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Tex. Case No. 17-60065) on February 1, 2017. The
petition was signed by Amer Mohiuddin, President.
At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $500,000.
MONESSEN CITY, PA: Moody's Affirms Ba3 Rating on GO Debt
--------------------------------------------------------
Moody's Investors Service has affirmed the Ba3 rating on the City
of Monessen, PA's General Obligation debt. The outlook remains
negative.
The Ba3 reflects the city's larger negative fund balance following
an operating deficit for fiscal 2015, resulting in little to no
liquidity. The city continues to face significant challenges given
its small and weakening tax base, below-average socioeconomic
indicators, and above-average debt burden.
Rating Outlook
The negative outlook reflects the expectation that the city's
finances will continue to be pressured over the next 12 to 18
months with the potential for further financial deterioration.
Factors that Could Lead to an Upgrade
Multiyear trend of structural balance leading to improved liquidity
and reserve levels
Significant improvement in the city's tax base and socioeconomic
indicators
Factors that Could Lead to a Downgrade
Continued structural imbalance resulting in a deepening negative
reserve position
Failure to make contractual payments such as debt service, pension,
or payroll
Further deterioration in the tax base
Legal Security
Debt service on the rated debt is secured by the city's general
obligation unlimited ad valorem tax pledge.
Use of Proceeds
N/A
Obligor Profile
The City of Monessen is located in southwestern Pennsylvania in the
Monongahela River Valley. It has a population of 7,584.
Methodology
The principal methodology used in this rating was US Local
Government General Obligation Debt published in December 2016.
MONTCO OFFSHORE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Montco Offshore, Inc. 17-31646
842 W. Sam houston Pkwy, Suite 500
Houston, TX 77024
Montco Oilfield Contractors, LLC 17-31647
17751 Hwy 3235, Suite 500
Galliano, LA 70354
Type of Business: Montco Offshore, Inc. -- http://www.montco.com/mo
--
was founded by the Orgeron family in 1948. Over
its 60+ years, the Company has served the
offshore energy industries with crew boats,
ocean-going tugs, deck barges, supply boats, and
liftboats.
Today, Montco specializes in liftboats ranging
in size from 235 feet to 335 feet which provide
the best quality and safety of service for
customers requiring versatile elevated
vessels/work-platforms.
Chapter 11 Petition Date: March 17, 2017
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Judge: Hon. Marvin Isgur
Debtors'
Counsel: Vincent P. Slusher, Esq.
DLA PIPER LLP (US)
1717 Main Street, Suite 4600
Dallas, Texas 75201-4629
Tel: (214) 743-4500
Fax: (214) 743-4545
E-mail: vince.slusher@dlapiper.com
- and -
David E. Avraham, Esq.
Adam C. Lanza, Esq.
DLA Piper LLP (US)
444 W. Lake Street, Suite 900
Chicago, Illinois 60606-0089
Tel: (312) 368-4000
Fax: (312) 236-7516
E-mail: david.avraham@dlapiper.com
adam.lanza@dlapiper.com
Debtors'
Financial
Advisor: BLACKHILL PARTNERS, LLC
Debtors'
Claims &
Noticing
Agent: BMC GROUP, INC.
Estimated Assets: $100 million to $500 million
Estimated Debts: $100 million to $500 million
The petition was signed by Derek C. Boudreaux, chief financial
officer.
Debtors' List of 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Bollinger Shipyards Trade $1,333,165
Lockport, LLC
Ben Bordelon
Dept #2371, P.O. Box 11407
Birmingham, AL
35246-2371
Tel: (985) 693-7002
Email: BenB@bollingershipyards.com
G&J Land And Marine Food Dist., Inc. Trade $1,022,422
Peggy Manuel
PO Box 649 Morgan City, LA 70380
Email: peggy@gjfood.com
Oil States Skagit Smatco, LLC Trade $582,837
Christine Brunet
PO Box 54983 New Orleans, LA 70154
Tel: (985) 868-0680
Email: christine.brunet@oilstates.com
Force Power Systems Trade $207,758
Shantal Roger
P.O. Box 5218, Houston, TX 77262
Tel: (504) 466-8003
Email: shantal.roger@forecepowersystems.com
Southern Fluid Power, LLC Trade $168,037
Justine Davis
1021 O'Neil Drive, Breaux Bride, LA
70517
Tel: 337-442-1132
Email: admin@southernfluidpowerllc.om
Renovations, Inc. Trade $153,605
Bluewater Rubber & Gasket Trade $92,076
Email: c.rodrigue@bluewatterubber.com
Ascend, LLC Trade $88,943
Email: Jana@opessq.com
Fugro Chance, Inc. Trade $81,536
Email: dhumphreys@fugro.com
Safety & Training Consul Trade $71,522
Email: mpierce@safe-zone.com
Precision Crane & Hydraulics, LLC Trade $70,475
Email: christic@precisioncrane.net
Blackhawk Datacom Trade $63,841
Email: sandrah@blackhawkdc.com
Leblanc & Associates, Inc. Trade $61,382
Email: smoore@leblancandassociates.com
Fps-New Orleans Trade $52,338
Email: account@fps-usa.com
Martin Energy Services, LLC Trade $48,738
Email: scott.mcpherson@martinmlp.com
C-Port/Stone, LLC Trade $46,605
Email: takkita.boudreaux@chouest.com
The Hiller Companies, Inc. Trade $46,577
Email: darcuri@hillercompanies.com
Nautical Electric, LLC Trade $41,932
Email: nauticalelectric@yahoo.com
Supreme Integrated Technology, Inc. Trade $41,602
Vacco Marine, Inc. Trade $39,343
MSES CONSULTANTS: Hires McNeer as Counsel in Suit v. West Virginia
------------------------------------------------------------------
MSES Consultants, Inc., seeks authority from the U.S. Bankruptcy
Court for the Northern District of West Virginia to employ McNeer
Highland McMunn and Varner, L.C. as special counsel to the Debtor.
MSES Consultants requires McNeer Highland to:
a. bring an adversary or other civil action against the State
of West Virginia, with regards to the Debtor's Department
of Environmental Protection claim for overpayment in the
amount of $149,453; and
b. negotiate settlement or institute and prosecute a suit
either in the Bankruptcy Court or other court of competent
jurisdiction against the State of West Virginia.
McNeer Highland will be paid a contingency fee of 25% of the gross
proceeds if the claim was resolved pre-suit, 33 1/3% of the gross
proceeds if resolved post-filing of the suit, and 40% of the gross
proceeds if resolved after an appeal has been filed.
The Debtor owed McNeer Highland the amount of $130,000, however
such amount has not been submitted for approval to the Bankruptcy
Court.
McNeer Highland will also be reimbursed for reasonable
out-of-pocket expenses incurred.
James A. Varner, partner of McNeer Highland McMunn and Varner,
L.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.
McNeer Highland can be reached at:
James A. Varner, Esq.
MCNEER, HIGHLAND, MCMUNN AND VARNER, L.C.
Post Office Drawer 2040
Clarksburg, WV 26302-2040
Tel: (304) 626-1119
Fax: (304) 623-3035
E-mail: rrmarsh@wvlawyers.com
About MSES Consultants, Inc.
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.
Judge Patrick M. Flatley presides over the case.
Richard R. Marsh, Esq., at McNeer, Highland, McMunn And Varner, LC,
serves as the Debtor's bankruptcy counsel.
NEOVIA LOGISTICS: Moody's Revises Prob. of Default Rating to Caa2
-----------------------------------------------------------------
Moody's Investors Service changed the Probability of Default Rating
(PDR) of Neovia Logistics Intermediate Holdings, LP to Caa2-PD/LD
from Caa2-PD, as previously anticipated in Moody's press release
dated January 11, 2017. Concurrently, Moody's affirmed the Caa2
Corporate Family Rating, the Ca rating on the senior unsecured
HoldCo PIK notes (issued by Neovia Logistics Intermediate Holdings,
LP) and the Caa1 rating on the senior secured notes (issued by
Neovia Logistics Services, LLC). The rating outlook has been
changed to stable from negative.
RATINGS RATIONALE
The change in the PDR follows Neovia's exchange offer under which
existing holders of the company's Holdco PIK notes due 2018 were
exchanged for a combination of cash (about 38%) and new Holdco PIK
notes due 2020 (about 62%). The exchange offer closed on March 16,
2017 and resulted in the extinguishment of about $46 million of
senior unsecured Holdco PIK notes. At the time of the offer
announcement (on January 10, 2017), the principal amount of senior
unsecured Holdco PIK notes outstanding was approximately $117
million. Moody's considers the transaction a distressed exchange,
which is an event of default under Moody's default definition. As
noted above, Moody's appended the Caa2-PD PDR with a "/LD"
designation, indicating a limited default, which will be removed
after 3 business days.
The Caa2 rating reflects Neovia's high financial leverage, weak
credit metrics and tight liquidity profile. The rating acknowledges
the credit benefits that will result from the exchange offer which
in addition to reducing long-term debt indebtedness by about $46
million also extend the maturity of the senior unsecured Holdco PIK
notes from 2018 to 2020. The exchange offer in conjunction with a
recent amendment and loosening of financial covenants contained in
the company's revolving credit facility will improve near-term
financial flexibility. That said, some of the in-sourced contracts
are still in the process of rolling off, which along with
unfavorable FX movements, are likely to result in a further
weakening of credit metrics over the coming quarters. Moody's
expects liquidity to remain weak with near-term free cash flow
generation likely to remain negative, modest cash balances and a
continued reliance on revolver borrowings.
The stable outlook considers the extension of the Holdco PIK notes
maturity to 2020 from 2018 which affords Neovia more time to win
new business, improve operational performance, and strengthen its
credit profile.
The rating could be downgraded if Neovia's liquidity deteriorates
further or if earnings continue to weaken. The loss of a large
customer, additional large-sized impairments, or the breach of a
financial covenant could also result in a downgrade. A ratings
upgrade would be driven by a growing topline and expectations of an
improved earnings trajectory. An improved liquidity profile with
stronger cash flow generation and less reliance on revolver
borrowings would also be important criteria for a ratings upgrade.
The following summarizes rating action:
Issuer: Neovia Logistics Intermediate Holdings, LP
Ratings affirmed:
Corporate Family Rating, affirmed at Caa2
Senior Unsecured Regular Bond/Debenture, affirmed at Ca (LGD 6)
Probability of Default Rating, affirmed at Caa2-PD/LD
Rating outlook changed to Stable from Negative
Issuer: Neovia Logistics Services, LLC
Ratings affirmed:
Senior Secured Regular Bond/Debenture, affirmed at Caa1 (LGD 3)
Rating outlook changed to Stable from Negative
The principal methodology used in these ratings was Global Surface
Transportation and Logistics Companies published in April 2013.
Neovia Logistics Intermediate Holdings, LP (f/k/a Neovia Logistics
Intermediate Holdings, LLC) (Neovia), through its wholly owned
subsidiary Neovia Logistics, LP (f/k/a Neovia Logistics, LLC), is a
global provider of logistics services. The company offers
integrated supply chain solutions to its clients, primarily in the
automotive, industrial and aerospace service parts, as well as
retail, fulfillment and inbound to manufacturing logistics. In
February 2015, an affiliate of Goldman Sachs & Co. and Rhône
Capital L.L.C. completed the purchase of Neovia from prior owners
Platinum Equity Partners and Caterpillar Inc. For the twelve months
ended September 2016, Neovia reported revenues of $763 million.
NETWORK SERVICES: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Network Services Solutions, LLC
3700 Barron Way
Reno, NV 89511
Case No.: 17-50309
About the Debtor: Network Services Solutions is a Reno, Nevada-
based reseller of telecommunications services.
In November 2016, the Federal Communications
Commission said it plans to fine Network
Services Solutions and its chief executive,
Scott Madison, $21,691,499 for apparent
violations involving the Universal Service Fund
Rural Health Care Program and wire fraud. The
company is charged with violating the program's
competitive bidding rules, using forged and
false documents to seek funding from the
program, and violating the federal wire fraud
statute. The alleged violations at issue
occurred throughout the country, but were
concentrated in the southeastern United States,
according to the FCC.
Chapter 11 Petition Date: March 20, 2017
Court: United States Bankruptcy Court
District of Nevada (Reno)
Judge: Hon. Bruce T. Beesley
Debtor's Counsel: Jeffrey L Hartman, Esq.
HARTMAN & HARTMAN
510 West Plumb Lane, Ste B
Reno, NV 89509
Tel: (775) 324-2800
Fax: (775) 324-1818
E-mail: notices@bankruptcyreno.com
sji@bankruptcyreno.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $10 million to $50 million
The petition was signed by Scott Madison, managing member.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nvb17-50309.pdf
A meeting of creditors under Sec. 341 of the Bankruptcy Code will
be held on April 17, 2017, at 2:00 p.m. at Young Building, Room
3087. Last day to file proof of claims will be on July 17, 2017.
NL ABROLAT: Seeks to Expand Scope of Fredman Services
-----------------------------------------------------
N.L. Abrolat, Inc. filed an application with the U.S. Bankruptcy
Court for the Central District of California, seeking authority to
expand the scope of employment of Fredman Lieberman Pearl LLP.
In its application, N.L. Abrolat asked the court to authorize its
bankruptcy counsel to represent the company in a lawsuit it filed
against Pam Teren Inc. in the Los Angeles Superior Court.
The hourly rates charged by the firm are:
Howard Fredman $515
Marc Lieberman $515
Mark Pearl $515
Gregg Yaris $515
Alan Forsley $465
Paralegal $195
Marc Lieberman, Esq., 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:
Marc A. Lieberman, Esq.
Alan W. Forsley, Esq.
Fredman Lieberman Pearl LLP
1875 Century Park East, Suite 2230
Los Angeles, CA 90067
Tel: (310) 284-7350
Fax: (310) 432-5999
About N. L. Abrolat Inc.
N.L. Abrolat, Inc. filed a Chapter 11 petition (Bankr. C.D. Calif.,
Case No. 16-14302) on April 4, 2016. The case is assigned to Judge
Julia W. Brand.
The Debtor is represented by Marc A. Lieberman, Esq. and Alan W.
Forsley, Esq. at Fredman Lieberman Pearl LLP of Los Angeles, CA.
At the time of filing, the Debtor disclosed an estimated assets and
liabilities between $500,000 and $1 million. The petition was
signed by its President, Nancy Abrolat.
Judge Brand approved the Debtor's second amended disclosure
statement, which explaining its Chapter 11 plan of reorganization.
The disclosure statement was filed on December 20, 2016.
NPC INTERNATIONAL: Moody's Affirms B2 Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service affirmed NPC International, Inc.'s B2
Corporate Family Rating (CFR) and B2-PD Probability of default
Rating (PDR). Moody's also assigned a B1 rating to NPC's proposed
$580 million first lien term loan and $100 million first lien
revolver and a Caa1 rating to its proposed $160 million second lien
term loan. The company's existing senior secured bank ratings at
B1, senior unsecured note rating at Caa1 and SGL-2 Speculative
Grade Liquidity rating will be withdrawn upon the closing of the
proposed transaction. The ratings outlook is stable.
Proceeds from the proposed new term loans will be used to refinance
about $585 million in outstanding debt, fund the acquisition of
approximately 202 Wendy's restaurants and pay fees and expenses.
Moody's ratings and outlook are subject to receipt and review of
final documentation.
"The affirmation and stable outlook reflects Moody's view that
despite higher debt levels to acquire additional restaurants
Moody's believes that leverage will remain below 6.0 times while
coverage on an EBITA to interest basis remains reasonable at around
1.4 times as the acquired restaurants are expected to be accretive
to earnings and operating performance improves." stated Bill Fahy,
Moody's Senior Credit Officer. "We also expect liquidity to remain
good and view the extension of NPC's maturity profile as a credit
positive," stated Fahy.
NPC recently signed a purchase agreement for 62 Wendy's restaurants
located in South Central, PA and is currently in exclusive
negotiations to acquire an additional 140 restaurants. NPC stated
that in total the 202 restaurants generated about $297 million in
sales. The acquisitions are expected to close within the next
several months.
Issuer: NPC International, Inc.
Assignments:
-- $100M Guaranteed Senior Secured 1st Lien Revolver, Assigned B1
(LGD3)
-- $580M Guaranteed Senior Secured 1st Lien Term Loan, Assigned
B1 (LGD3)
-- $160M Guaranteed Senior Secured 2nd Lien Term Loan, Assigned
Caa1 (LGD5)
Affirmations:
-- Probability of Default Rating, Affirmed B2-PD
-- Corporate Family Rating (Local Currency), Affirmed B2
Outlook Actions:
-- Outlook, Remains Stable
RATINGS RATIONALE
The B2 CFR reflects NPC's relatively high leverage and modest
interest coverage driven by weak operating trends at Pizza Hut and
cost inflation related to wages, partially mitigated by commodity
deflation. The rating also considered NPC's limited product
offering, concentrated day-part in lunch and dinner and limited
geographic diversity. Supporting the ratings are NPC's multiple
brands, meaningful scale within the Pizza Hut franchise system,
growing presence within the Wendy's franchise system and good
liquidity.
The stable outlook reflects Moody's expectations that NPC's
leverage will remain below 6.0 times as negative same store sales
trends decelerate at Pizza Hut over time, the positive operating
performance at its Wendy's restaurants continue and inflationary
environment for most commodities remains relatively low. The
outlook also reflects Moody's expectations that the company will
maintain good liquidity.
Ratings could be downgraded if a deterioration in operating
performance resulted in debt/EBITDA above 6.0 times on a sustained
basis. Any deterioration in liquidity, could also result in a
downgrade.
The ratings could be upgraded in the event a sustained improvement
in operating performance, driven by profitable same store sales and
new unit growth resulted in stronger debt protection metrics and
liquidity. Specifically, an upgrade would require debt/EBITDA
declining near 4.5 times and EBITA/ interest exceeding 2.0 times on
a sustained basis.
NPC is the world's largest Pizza Hut franchisee, operating 1,154
Pizza Hut restaurants and delivery units across 27 states and 184
Wendy's restaurants across five states. Annual revenues are
approximately $1.2 billion. NPC is owned by Olympus Partners.
The principal methodology used in these ratings was Restaurant
Industry published in September 2015.
OLD DOMINION: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Old Dominion Holdings, Inc.
1990 N. California Blvd.
Walnut Creek, CA 94596
Case No.: 17-40774
Business Description: Old Dominion is a single asset real estate
as defined in 11 U.S.C. Section 101(51B))
Its principal asset is located at 525
Verona Ave., in Danville, California.
Chapter 11 Petition Date: March 20, 2017
Court: United States Bankruptcy Court
Northern District of California (Oakland)
Judge: Hon. William J. Lafferty
Debtor's Counsel: R. Kenneth Bauer, Esq.
LAW OFFICES OF R. KENNETH BAUER
500 Ygnacio Valley Rd. #328
Walnut Creek, CA 94596
Tel: (925) 945-7945
E-mail: rkbauerlaw@gmail.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Kevin Senn, president.
The Debtor did not file a list of its largest unsecured
creditors together with the petition.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/canb17-40774.pdf
PACIFIC IMPERIAL: Court Approves Sale of Assets to ITA
------------------------------------------------------
Pacific Imperial Railroad, Inc., filed a first amended plan of
reorganization to disclose that the U.S. Bankruptcy Court for the
Southern District of California on March 10, 2017, approved the
sale of substantially all of the Debtor's non-cash assets and
assign the Desert Line Lease to International Transportation
Association LLC pursuant to the terms of an Asset Purchase
Agreement.
Baja Rail owns a 50% interest in ITA. ITA's obligations under the
APA is guaranteed by Baja Rail pursuant to a written guarantee.
The purchase price is $3,800,000. ITA has paid a deposit of
$100,000. The remainder of the purchase price is due 90 days
following the closing. The sale is subject to MTS board approval.
The Debtor expects the MTS board to approve the sale in April of
2017. The sale is expected to close immediately upon MTS board
approval.
The Debtor's motion to sell its assets and assume and assign the
Desert Line Lease was not opposed by any party. The Bankruptcy
Court held a hearing on the motion on March 10, 2017. The
Bankruptcy Court approved the sale on that date.
The First Amended Plan also states that Charles Fletcher contests
the Debtor's belief that the security interest of his Class 1
Allowed Secured Claim is unperfected and is subject to avoidance
under applicable bankruptcy law, and he contends his claim is fully
secured and that the balance of the note, all accrued interest,
fees and other sums due under the Convertible Grid Note and
Security Agreement are secured by the Debtor's assets and should be
paid as an Allowed Secured Claim with priority over all other
claims in the Estate.
A blacklined version of the First Amended Plan dated March 17,
2017, is available at
http://bankrupt.com/misc/casb16-06253-181.pdf
About Pacific Imperial Railroad
Pacific Imperial Railroad, Inc., based in San Diego, California,
filed a Chapter 11 petition (Bankr. S.D. Cal. Case No. 16-06253) on
Oct. 13, 2016. The Debtor was created for the purpose of
rehabilitating and operating the Desert Line rail line. The
petition was signed by Arturo Alemany, president and CEO. The
Debtor is represented by Alan Vanderhoff, Esq., at Vanderhoff Law
Group. The case is assigned to Judge Laura S. Taylor. The Debtor
disclosed total assets at $7.18 million and total liabilities at
$11.43 million.
PADCO ENERGY: Hires Colvin Smith as Special Counsel
---------------------------------------------------
Padco Energy Services, LLC, seeks authority from the U.S.
Bankruptcy Court for the Western District of Louisiana to employ
Colvin Smith & McKay as special counsel to the Debtor.
Padco Energy requires Colvin Smith to handle litigation involving
the collection of prepetition accounts receivable against Select
Energy Services, LLC, Signal Well Service, Ultra Blend, and any
other collection actions that may arise.
Colvin Smith will be paid at these hourly rates:
Attorney $125
Paralegals $75
Colvin Smith will also be paid a contingency fee of 20% of any
gross amount recovered, plus costs and expenses.
James Colvin, partner of Colvin Smith & McKay, 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.
Colvin Smith can be reached at:
James Colvin, Esq.
COLVIN SMITH & MCKAY
522 East Main Street
Homer, LO 71040
Tel: (318) 927-6149
Fax: (318) 927-9649
About Padco Energy Services, LLC
PADCO Pressure Control, L.L.C., based in Lafayette, LA, filed a
Chapter 11 petition (Bankr. W.D. La. Case No. 16-51381) on October
4, 2016. The Hon. Robert Summerhays presides over the case. Thomas
E. St. Germain, member of Weinsten & St. Germain, LLC, as
bankruptcy 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 Michael Carr, chief executive officer.
No official committee of unsecured creditors has been appointed in
the case.
PADCO PRESSURE: Taps Colvin Smith for Lawsuit v. Case Energy
------------------------------------------------------------
Padco Pressure Control, LLC, seeks authority from the U.S.
Bankruptcy Court for the Western District of Louisiana to employ
Colvin Smith & McKay as special counsel to the Debtor.
Padco Pressure requires Colvin Smith to represent and litigate
against Case Energy Services, LLC, involving claim determination,
oil and gas well lien issues, and prosecution of tort or other
claims against Case Energy.
Colvin Smith will be paid at these hourly rates:
Attorney $125
Paralegals $75
Colvin Smith will also be paid a contingency fee of 20% of any
gross amount recovered, plus costs and expenses.
James Colvin, partner of Colvin Smith & McKay, 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.
Colvin Smith can be reached at:
James Colvin, Esq.
COLVIN SMITH & MCKAY
522 East Main Street
Homer, LO 71040
Tel: (318) 927-6149
Fax: (318) 927-9649
About Padco Pressure Control, LLC
PADCO Pressure Control, L.L.C., based in Lafayette, LA, filed a
Chapter 11 petition (Bankr. W.D. La. Case No. 16-51381) on October
4, 2016. The Hon. Robert Summerhays presides over the case. Thomas
E. St. Germain, member of Weinsten & St. Germain, LLC, as
bankruptcy 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 Michael Carr, chief executive officer.
No official committee of unsecured creditors has been appointed in
the case.
PALM BEACH FINANCE: Trustee Taps Hesch as Expert Consultant
-----------------------------------------------------------
Barry E. Mukamal, the liquidating trustee of Palm Beach Finance
Partners, L.P., et al., seek authority from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Mr. Jerome M.
Hesch as expert consultant to the Trustee.
The Trustee requires Mr. Hesch to provide expert opinion in
relation to the case of Mukamal v. The National Christian
Foundation, Inc., Adv. No. 11-2940-PGH, and evaluate the expert
report provided by Bruce R. Hopkins, as well as provide other
services as the Trustee may reasonably request on related issues.
Mr. Hesch will be paid at these hourly rates:
Jerome M. Hesch $660
Other Lawyer $350
Other Paralegal $120
Mr. Hesch will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jerome M. Hesch assured the Court that he 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, or to the Liquidating Trustee.
Mr. Hesch can be reached at:
JEROME M. HESCH
21113 N.E. 38th Avenue
E-mail: Jhesch62644@gmail.com
About Palm Beach Finance Partners, L.P.
Palm Beach Gardens, Florida-based hedge fund Palm Beach Finance
Partners, L.P., solicited capital contributions from third-party
limited partners, and proceeded to invest substantial amounts of
the capital with the Petters Company, Inc.
The Company filed for Chapter 11 on Nov. 30, 2009 (Bankr. S.D. Fla.
Case No. 09-36379). The Debtor's affiliate, Palm Beach Finance
II, L.P., also filed for bankruptcy (Bankr. S.D. Fla. Case No.
09-36396). Paul A. Avron, Esq., and Paul Steven Singerman, Esq.,
assisted the Debtors in their restructuring efforts. Palm Beach
Finance II estimated $500 million to $1 billion in assets and
liabilities in its petition.
In October 2010, Judge Paul G. Hyman confirmed the Plan of
Liquidation for Palm Beach Finance Partners, L.P., and Palm Beach
Finance II, L.P., proposed by Barry Mukamal, as Chapter 11 trustee
and Geoffrey Varga, as joint official liquidator of the Debtors.
The Chapter 11 trustee is represented by Michael S. Budwick, Esq.,
at Meland Russin & Budwick, P.A.
PANADERIA Y REPOSTERIA: Taps Modesto Bigas as Legal Counsel
-----------------------------------------------------------
Panaderia Y Reposteria Pontevedra Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Puerto Rico to hire legal
counsel.
The Debtor proposes to hire Modesto Bigas Law Office to give legal
advice regarding its duties under the Bankruptcy Code, and provide
other legal services related to its Chapter 11 case.
Modesto Bigas Mendez, Esq., will charge an hourly fee of $250 for
his services.
Mr. Mendez disclosed in a court filing that he is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Modesto Bigas Mendez, Esq.
Modesto Bigas Law Office
P.O. Box 7462
Ponce, PR 00732-7462
Tel: 787-844-1444
Fax: 787-842-4090
Email: modestobigas@yahoo.com
About Panaderia Y Reposteria
Panaderia Y Reposteria Pontevedra Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 17-01280)
on February 27, 2017. The petition was signed by Carlos R.
Rodriguez Torres, president.
At the time of the filing, the Debtor estimated assets of less than
$500,000 and liabilities of less than $1 million.
PARKER PORK: Seeks to Hire Lentz Clark as Legal Counsel
-------------------------------------------------------
Parker Pork Farms LLC seeks approval from the U.S. Bankruptcy Court
for the District of Kansas to hire Lentz Clark Deines PA.
The firm will serve as legal counsel for Parker Pork Farms and its
owner Edwin Elzie Parker in connection with their Chapter 11 cases.
The hourly rates charged by the firm range from $325 to $375 for
partners. Associates and paralegals will charge $250 per hour and
$90 per hour, respectively.
Carl Clark, Esq., at Lentz Clark, disclosed in a court filing that
the firm does not represent any interest adverse to the Debtor or
its bankruptcy estate.
The firm can be reached through:
Carl R. Clark, Esq.
Lentz Clark Deines PA
9260 Glenwood
Overland Park, KS 66212
Telephone: (913) 648-0600
Telecopier: (913) 648-0664
Email: cclark@lcdlaw.com
About Parker Pork Farms
Based in Robinson, Kansas, Parker Pork Farms LLC and its owner
Edwin Elzie Parker sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kan. Lead Case No. 17-20202) on February
13, 2017.
At the time of the filing, Parker Pork Farms estimated assets of
less than $50,000 and liabilities of $1 million to $10 million.
PAUL'S LIQUOR: Unsecureds to Recoup 10% in 3 Annual Payments
------------------------------------------------------------
Paul's Liquor, Inc., filed with the U.S. Bankruptcy Court for the
District of Columbia a disclosure statement dated March 13, 2017,
referring to the Debtor's plan of reorganization.
Class 4 General Unsecured Claims will not be paid in full. These
claims will be paid a total of $100,000, approximately 10% of the
total amount due. Payment to this class will be made in pro rata
distributions in three equal annual payments of $33,333. Payments
will be made each year commencing two years after the effective
date of the Plan. This class is impaired.
Based on the Debtor's projected budget and funding, the Debtor's
operations moving forward will generate sufficient monies to meet
the required funding under the Plan, rendering the Plan feasible.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/dcb16-00453-51.pdf
About Paul's Liquor
Paul's Liquor, Inc., is a family owned and operated retail liquor
store. It has been selling wine, beer and spirits throughout
Washington, DC, and the surrounding communities for more than 33
years. It has operated from the same location-5205 Wisconsin
Avenue, Washington, DC-since 1985. In addition to its brick and
mortar storefront sales, Debtor also makes sales through the
Internet, shipping wine, beer and alcohol across the country where
permissible. It is jointly owned and operated by the families of
Rick Bellman and Steve Bellman.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D.D.C. Case No. 16-00453) on Sept. 2, 2016. The
petition was signed by Rick Bellman, president.
At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $1 million.
Richard L. Gilman, Esq., at Gilman & Edwards, LLC, serves as the
Debtor's bankruptcy counsel.
PETSMART INC: Bank Debt Trades at 3% Off
----------------------------------------
Participations in a syndicated loan under Petsmart Inc is a
borrower traded in the secondary market at 97.10
cents-on-the-dollar during the week ended Friday, March 17, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 1.07 percentage points from the
previous week. Petsmart Inc pays 300 basis points above LIBOR to
borrow under the $4.246 billion facility. The bank loan matures on
March 10, 2022 and carries Moody's Ba3 rating and Standard & Poor's
BB- rating. The loan is one of the biggest gainers and losers
among 247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended March 17.
PHYSICAL PROPERTY: Incurs HK$730,000 Net Loss in 2016
-----------------------------------------------------
Physical Property Holdings Inc. filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss and total comprehensive loss of HK$730,000 on HK$1.08 million
of rental income for the year ended Dec. 31, 2016, compared with a
net loss and total comprehensive loss of HK$795,000 on HK$1.07
million of rental revenue for the year ended Dec. 31, 2015.
As of Dec. 31, 2016, Physical Property had HK$8.81 million in total
assets, HK$12.67 million in total current liabilities, and a total
stockholders' deficit of HK$3.85 million.
Mazars CPA Limited, in Hong Kong, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company had a negative working
capital as of Dec. 31, 2016, and incurred losses for the year then
ended, which raised substantial doubt about its ability to continue
as a going concern.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/HbBSxO
About Physical Property
Physical Property Holdings Inc. (PPYH.PK) is a Hong Kong-based
real estate company. The company buys, sells, invests in and rents
real estate in Hong Kong with five residential apartments in the
area.
PLAIN LEASING: Hires Khang & Khang as General Bankruptcy Counsel
----------------------------------------------------------------
Plain Leasing, Inc., seeks authority from the U.S. Bankruptcy Court
for the Central District of California to employ Khang & Khang LLP
as general bankruptcy counsel to the Debtor.
Plain Leasing requires Khang & Khang to:
a. advise and counsel the Debtor regarding matters of
bankruptcy law;
b. represent the Debtor regarding its legal rights and
responsibilities under the Bankruptcy Code, the Federal
Rules of Bankruptcy Procedure, the Local Bankruptcy Rules,
the U.S. Trustee Notices and Guides, and to assist the
Debtor in the administration of its bankruptcy estate;
c. advise the Debtor with respect to the preparation, filing
and confirming of a plan of reorganization;
d. represent the Debtor in proceedings or hearings before the
Bankruptcy Court in matters involving bankruptcy law or in
litigation in the Bankruptcy Court in matters relating to
bankruptcy law;
e. assist the Debtor in the preparation of reports, accounts,
applications and orders involving matters of bankruptcy
law; and
f. assist the Debtor in such other matters as may be
necessary.
Khang & Khang will be paid at the hourly rate of $300-$400.
On February 27, 2017, the Debtor paid Khang & Khang the amount of
$22,000 as retainer deposit. Of the retainer deposit, the amount of
$1,717, as filing fee, and the amount of $5,460 as advance payment
for prepetition expenses. The remaining balance of $14,823 is held
in Khang & Khang's trust account.
Khang & Khang will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Joon M. Khang, partner of Khang & Khang 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.
Khang & Khang can be reached at:
Joon M. Khang, Esq.
KHANG & KHANG LLP
18101 Von Karman Avenue, 3rd Floor
Irvine, CA 92612
Tel: (949) 419-3834
Fax: (949) 385-5868
About Plain Leasing, Inc.
Plain Leasing, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
C.D. Cal. Case No. 17-12539) on March 2, 2017, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by Joon M. Khang, Esq., at Khang & Khang LLP.
PRICEVILLE PARTNERS: Wants Continued Services from Accountant
-------------------------------------------------------------
Stuart Maples, plan trustee for Priceville Partners LLC, asked the
U.S. Bankruptcy Court for the Northern District of Alabama to allow
Small Business Accounting Services, Inc. to continue to provide
monthly accounting services at its customary hourly rates.
The court approved the employment of Small Business on July 14 last
year. Subsequently, an amended motion was filed to allow for an
hourly rate increase for the preparation of tax returns only.
The motion was approved by the court on August 30 last year,
however, the order provided for a fee cap of $16,000, absent the
show of circumstances justifying a higher fee cap.
The plan trustee believes after a review of the amended motion,
that the $16,000 was to be limited to the preparation of tax
returns only, and wants to expand the court order to allow Small
Business to continue to provide monthly services at its regular
hourly rate, according to court filings.
About Priceville Partners
Decatur, Alabama-based Priceville Partners, LLC, also known as
Performance Auto Sales, is engaged in the sale of automobiles.
Priceville Partners sought Chapter 11 protection (Bankr. N.D. Ala.
Case No. 16-80675) on March 4, 2016. The case is assigned to Judge
Clifton R. Jessup Jr.
Lee R. Benton and Samuel C. Stephens, Esq., at Benton & Centeno,
LLP, are the Debtor's bankruptcy attorneys. Andrew P. Campbell,
Esq., and Todd Campbell, Esq., at the Law Firm of Campbell Guin,
LLC, have been tapped as special counsel.
The Debtor estimated $500,000 to $1 million in assets and $1
million to $10 million in debt.
On September 23, 2016, the Debtor filed a disclosure statement,
which explains its Chapter 11 plan of reorganization. Under the
plan, each general unsecured creditor will be paid pro rata from
available funds after all allowed administrative expense claims and
Class 1 claims receive the treatment proposed by the plan.
Stuart M. Maples was appointed as plan trustee. He is represented
by Deanna S. Smith, Esq., at Maples Law Firm, PC.
PRINT HARMONY: Seeks to Hire Keane Reese as Special Counsel
-----------------------------------------------------------
Print Harmony, LLC seeks approval from the U.S. Bankruptcy Court
for the Middle District of Florida to hire Keane Reese Vesely &
Gerdes, P.A. as special counsel.
The Debtor tapped the firm to prosecute claims against its former
contractors, Aric and Lisa Fitz, and former bookkeeper, Mark Kaplan
for alleged fraud and civil conspiracy to commit fraud.
Charles Gerdes, Esq., the attorney designated to represent the
Debtor, will charge an hourly fee of $350. Paralegals will charge
$100 per hour.
Mr. Gerdes disclosed in a court filing that no attorney at his firm
represents any interest adverse to the Debtor or its bankruptcy
estate.
The firm can be reached through:
Charles W. Gerdes, Esq.
Keane Reese Vesely & Gerdes, P.A.
770 2nd Avenue S.
St. Petersburg, FL 33701-4006
Phone: (727) 823-5000
Fax: (727) 894-1023
Email: BVesely@KRVGlaw.com
The Debtor is represented by:
David W. Steen, Esq.
David W. Steen, PA
2901 W. Busch Boulevard, Suite 311
Tampa, FL 33618
Tel: (813) 251-3000
Email: dwsteen@dsteenpa.com
About Print Harmony LLC
Print Harmony, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 15-06982) on July 6,
2015. The petition was signed by Jason Gabay, managing member.
The case is assigned to Judge Michael G. Williamson.
At the time of the filing, the Debtor estimated its assets and
debts at $1 million to $10 million.
PRO ENTERPRISES: Court Grants 60 Days' Exclusivity Extension
------------------------------------------------------------
Judge A. Jay Cristol granted Pro Enterprises USA, Inc.'s
exclusivity request, extending the Debtor's exclusive right to
solicit acceptances for its Chapter 11 plan by 60 days from the
completion of the Disclosure Statement hearing.
As previously reported by The Troubled Company Reporter, Alejandro
Alan Azpurua, who owns 100% of the Debtor's stock, filed a Joint
Plan of Reorganization and Joint Disclosure Statement on Dec. 23,
2016. Pursuant to the Court's Order, the Disclosure Statement
Hearing previously scheduled for March 23, 2017 has been cancelled
and has been continued to March 9, 2017. The continuance has been
based primarily on the announcement at the Feb. 8, 2017 Disclosure
Hearing of the settlement reached in principle between the Debtor
and Dawn REO LLC, as counsel for U.S. Bank, as well as the pending
Mortgage Modification Mediation between U.S. Bank and the Debtor.
About Pro Enterprises USA
Pro Enterprises USA, Inc., d/b/a ProMed USA, d/b/a ProPharma,
a/k/a
ProMed, f/d/b/a ProMedCo, a/k/a Pro Enterprises filed a Chapter 11
petition (Bankr. S.D. Fla. Case No. 16-16317) on April 29, 2016.
The petition was signed by Alejandro Alan Azpurua, president/CEO.
The case is assigned to Judge Jay A. Cristol.
The Debtor is represented by Chad P. Pugatch, Esq., at Rice
Pugatch
Robinson Storfer & Cohen, PLLC. The Debtor has retained Fresh
Start Tax, LLC as accountant.
At the time of the filing, the Debtor estimated both assets and
liabilities at $1 million to $10 million.
PUERTO RICAN PARADE: Taps Bach Law Offices as Legal Counsel
-----------------------------------------------------------
Puerto Rican Parade Committee of Chicago, Inc. seeks approval from
the U.S. Bankruptcy Court for the Northern District of Illinois to
hire legal counsel in connection with its Chapter 11 case.
The Debtor proposes to hire Bach Law Offices to negotiate with
creditors, examine and resolve claims, assist in the preparation of
a bankruptcy plan, and provide other legal services.
Paul Bach, Esq., and Penelope Bach, Esq., will charge an hourly fee
of $425 for their services.
The proposed attorneys disclosed in court filings that they are
"disinterested persons" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Paul M. Bach, Esq.
Penelope N. Bach, Esq.
Bach Law Offices
P.O. Box 1285
Northbrook, IL 60062
Phone: (847) 564-0808
Email: Paul@BachOffices.com
About Bach Law Offices
Puerto Rican Parade Committee of Chicago, Inc. sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
17-03480) on February 6, 2017. The petition was signed by Angel
Medina, president. The case is assigned to Judge Carol A. Doyle.
At the time of the filing, the Debtor estimated assets of less than
$1 million.
REDBOX WORKSHOP: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: RedBox Workshop, Ltd.
3121 N. Rockwell Street
Chicago, IL 60618
Case No.: 17-08627
Business Description: Based in Chicago, RedBox Workshop --
Redboxworkshop.com -- is a full-service
studio offering design, fabrication, project
management and printing services. The
Company is equally owned by Anthony C.
LaBrosse and Pamela L. Parker.
Chapter 11 Petition Date: March 20, 2017
Court: United States Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: Hon. Carol A. Doyle
Debtor's Counsel: Jeffrey C. Dan, Esq.
CRANE, HEYMAN, SIMON, WELCH & CLAR
135 S Lasalle St Ste 3705
Chicago, IL 60603
Tel: 312 641-6777
Fax: 312 641-7114
E-mail: jdan@craneheyman.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Pamela L. Parker, president.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/ilnb17-08627.pdf
REGIS GALERIE: Wants Plan Filing Period Extended Through May 18
---------------------------------------------------------------
Regis Galerie, Inc. asks the U.S. Bankruptcy Court for the District
of Nevada to extend its exclusive plan filing period through May
18, 2017 and its exclusive solicitation period through July 17,
2017.
For over 17 years, the Debtor operated its business in the upscale
Grand Canal Shoppes located at The Venetian Hotel & Casino. The
Debtor leases the premises from Grand Canal Shops II, LLC pursuant
to a 2015 lease. The Debtor and the Grand Canal Shoppes Landlord
are also parties to two related license agreements for storage
space adjacent to the leased premises.
The Debtor tells the Court that it recently made a proposal to the
Grand Canal Shoppes Landlord regarding a restructuring of their
Agreements. The Landlord has agreed to extend the Debtor's time to
decide on the Agreements to the earlier of (i) June 9, 2017, or
(ii) the date of the entry of an order confirming a plan. Once an
agreement has been reached, the Debtor says it will then be in a
position to move forward toward filing a plan of reorganization.
About Regis Galerie, Inc.
Regis Galerie, Inc., filed a chapter 11 petition (Bankr. D. Nev.
Case No. 16-14899) on Sept. 5, 2016. The petition was signed by
Samuel Dweck, president.
The Debtor is a retail seller of museum quality works of art,
luxurious home furnishing, fine jewelry and prestigious
collectibles. The Debtor is third general family-owned and
operated business.
The Debtor is represented by Bryan M. Veillion, Esq., at Marquis
Aurbach Coffing, and Michael L. Gesas, Esq., at Arnstein & Lehr,
LLP. The case is assigned to Judge Laurel E. Davis. The Debtor
estimated assets and liabilities at $1 million to $10 million at
the time of the filing.
RELIABLE RACING: May 13 Plan Outline Hearing
--------------------------------------------
Judge Robert E. Littlefield, Jr., of the U.S. Bankruptcy Court for
the Northern District of New York issued an order approving the
disclosure statement referring to the plan of reorganization filed
by Reliable Racing Supply, Inc., nka RR Lquidation, Inc., on Jan.
30, 2017.
April 23, 2017, is fixed as the last day for filing written
acceptances or rejections of the Plan.
Hearing on the confirmation of the Plan is set for 10:30 a.m. on
May 13, 2017, at the U.S. Courthouse, 445c Broadway, Suite 306,
Albany, NY.
Written objections to confirmation of the Plan must be filed and
served no later than seven days prior to the hearing on
confirmation.
As previously reported, Class 2 General Unsecured Claims is
impaired under the Plan. Expected recovery for this class is 1.5%.
Each holder of an allowed unsecured non-priority claim will receive
from the Debtor in full satisfaction, settlement, and release of
such claim a pro rata cash distribution from the remaining
carve-out after payment of administrative expense claims and
priority tax claims. The Debtor retains full discretion not to pay
claimants
whose claims result in a distribution under $5.
Payments under the Plan will be funded by the $70,000 carve-out
paid to the estate by the Purchaser in connection with the Debtor's
asset sale.
The Disclosure Statement is available at:
http://bankrupt.com/misc/nynb16-10619-105.pdf
About Reliable Racing Supply
Reliable Racing Supply, Inc., doing business as Inside Edge Ski &
Bike, sells ski, bike and snowboard equipment through its store
Inside Edge Ski, Board & Bike located at 643 Upper Glen Street,
Queensbury, New York. It also sells ski racing products to its
consumers through its Wintersports online catalog.
Reliable Racing Supply filed a chapter 11 petition (Bankr.
N.D.N.Y.
Case No. 16-10619) on April 7, 2016. The petition was signed by
John Jacobs, president. The case is assigned to Judge Robert E.
Littlefield, Jr. The Debtor disclosed assets of $2.98 million and
liabilities of $2.55 million as of Feb. 29, 2016. The Debtor is
represented by Meghan M. Breen, Esq., at Lemery Greisler, LLC.
RENNOVA HEALTH: Has Private Placement of $15.8M Convertible Notes
-----------------------------------------------------------------
Rennova Health, Inc., has entered into definitive agreements with
existing institutional investors to purchase $15,794,500 of
original issue discount amortizing convertible debentures. The
Company expects that the proceeds from the offering will be used to
repay certain short term debts and liabilities and for continued
investment in its hospital and other projects. The offering is
expected to close on or before March 20, 2017, subject to customary
closing conditions. In connection with the closing of the
offering, the Company's indebtedness to a Director, Chris
Diamantis, will be repaid and indebtedness to TCA Global Credit
Master Fund, LP will be partially retired with the balance
restructured over another six months.
The debentures will be issued with a term of two years and at an
original issue discount of 12% per annum. $10,850,000 of the
debentures will be issued for new cash consideration of $8,750,000
and $4,944,500 of the debentures will be issued in exchange for
outstanding convertible debt and Series H Preferred Stock of the
company. The debentures are initially convertible at $1.66 per
share. Additionally, the debentures will amortize monthly, which
amortization amounts will be payable in common stock of the Company
or, at the sole election of the Company, in cash. Amortization of
the debentures will commence immediately with respect to the
debentures issued in exchange for outstanding securities of the
company, and 90 days following the closing date with respect to the
debentures issued for cash consideration. If the Company elects to
amortize the debentures in shares of common stock, such shares will
be issued at a discount to the then current market price.
Additionally, in connection with each issuance of debentures, the
Company will also issue to the investors a long term warrant and a
greenshoe warrant. The long term warrant, or Series A Warrant,
will be exercisable for five years into a number of shares equal to
100% of the shares issuable pursuant to the debentures at the
initial conversion price of $1.66 per share and have an exercise
price of $1.95. The greenshoe warrant, or Series B Warrant, will
be exercisable for 18 months into a number of shares equal to 100%
of the shares issuable pursuant to the debentures at the initial
conversion price of $1.66 per share and have an exercise price of
$1.66. For each share exercised under the Series B Warrant, a
share underlying a Series C Warrant will vest and be exercisable by
the holder. The Series C Warrant, upon vesting, will have the same
terms as the Series A Warrant.
The Company will be obligated to register for resale the shares
underlying the debentures and warrants. Additionally, the Company
is required to hold a special shareholder meeting to authorize the
issuance of in excess of 20 percent of the issued and outstanding
shares of common stock, as is required pursuant to the rules of the
Nasdaq Stock Market.
Aegis Capital Corp. acted as the sole placement agent for the
offering.
The securities offered and sold in the private placement have not
been registered under the Securities Act of 1933, as amended, or
any state securities laws, and may not be offered or sold in the
United States absent registration, or an applicable exemption from
registration under the Securities Act and applicable state
securities laws.
Additional information is available for free at:
https://is.gd/a9Nl9w
About Rennova Health, Inc.
Rennova provides industry-leading diagnostics and supportive
software solutions to healthcare providers, delivering an
efficient, effective patient experience and superior clinical
outcomes. Through an ever-expanding group of strategic brands that
work in unison to empower customers, we are creating the next
generation of healthcare. For more information, please visit
www.rennovahealth.com.
The Company reported a net loss attributable to the Company's
common shareholders of $36.4 million for the year ended Dec. 31,
2015, following net income attributable to the Company's common
shareholders of $2.81 million for the year ended Dec. 31, 2014.
As of Sept. 30, 2016, Rennova Health had $10.19 million in total
assets, $20.23 million in total liabilities and a total
stockholders' deficit of $10.03 million.
The Company said in its annual report for the year ended Dec. 31,
2015, that "Although our financial statements have been prepared on
a going concern basis, we have recently accumulated significant
losses and have negative cash flows from operations, which raise
substantial doubt about our ability to continue as a going
concern.
"If we are unable to improve our liquidity position we may not be
able to continue as a going concern. The accompanying consolidated
financial statements do not include any adjustments that might
result if we are unable to continue as a going concern and,
therefore, be required to realize our assets and discharge our
liabilities other than in the normal course of business which could
cause investors to suffer the loss of all or a substantial portion
of their investment."
RICEBRAN TECHNOLOGIES: Fails to Comply With Nasdaq Bid Price Rule
-----------------------------------------------------------------
RiceBran Technologies received a notification letter from The
Nasdaq Stock Market LLC on March 10, 2017, indicating that for 30
consecutive business days the Company's common stock did not
maintain a minimum closing bid price of $1.00 per share as required
by Nasdaq Listing Rule 5550(a)(2).
The Nasdaq notification has no immediate effect on the listing or
trading of the Company's common stock on The Nasdaq Capital Market.
Consistent with the Rule, Nasdaq provided the Company with a
compliance period of 180 calendar days, or until Sept. 6, 2017, to
regain compliance with the Rule. To regain compliance with the
Rule, the closing bid price of the Company's common stock must meet
or exceed $1.00 per share for at least ten consecutive business
days during this 180 calendar day period.
If the Company does not achieve compliance with the Minimum Bid
Price Requirement by Sept. 6, 2017, Nasdaq will provide written
notification to the Company that the common stock and Class A
warrants are subject to delisting. However, the Company may be
eligible for additional time to meet the continued listing
requirement for market value of publicly held shares and all other
initial listing standards for The Nasdaq Capital Market, with the
exception of the bid price requirement. To qualify for more time,
the Company will need to provide written notice of its intention to
cure the deficiency during the second compliance period, by
effecting a reverse stock split, if necessary. If the Company
meets these requirements, Nasdaq will inform the Company that it
has been granted an additional 180 calendar days. However, if it
appears to Nasdaq that the Company will not be able to cure the
deficiency, or if the Company is otherwise not eligible, Nasdaq
will provide notice that the Company's securities will be subject
to delisting.
The Company intends to monitor the closing bid price of its common
stock and may, if appropriate, consider implementing available
options to regain compliance with the Minimum Bid Price
Requirement.
As previously reported in the Current Report on Form 8-K, as filed
by the Company on Feb. 17, 2017 with the Securities and Exchange
Commission, the Company received a determination letter on Feb. 16,
2017, from the Nasdaq Listing Qualifications Staff stating that the
Company had not regained compliance with the minimum stockholders'
equity requirement of $2.5 million pursuant to Nasdaq Listing Rule
5550(b)(1). The Staff Determination Letter also stated the
Company's common stock would be delisted from The Nasdaq Capital
Market at the opening of business on Feb. 27, 2017, unless the
Company requested a hearing before the Nasdaq Hearings Panel. The
Company requested a hearing before the Panel, which is scheduled
for March 30, 2017. At the hearing, the Company will present a
plan to regain compliance with the Minimum Stockholders' Equity
Requirement and will request that the Panel allow the Company
additional time within which to regain compliance.
Until the Panel renders a decision subsequent to the hearing, any
delisting action in connection with the Minimum Stockholders'
Equity Requirement will be stayed and the Company's common stock
and Class A warrants will continue to trade on The Nasdaq Capital
Market under the symbols "RIBT" and "RIBTW," respectively.
However, there can be no assurance that the Panel will grant the
Company any additional time or that the Company will meet the
Minimum Stockholders' Equity Requirement in the near future.
About RiceBran
Scottsdale, Ariz.-based RiceBran Technologies, a California
corporation, is a human food ingredient and animal nutrition
company focused on the procurement, bio-refining and marketing of
numerous products derived from rice bran.
RiceBran reported a net loss of $10.6 million on $39.9 million of
revenues for the year ended Dec. 31, 2015, compared to a net loss
of $26.6 million on $40.10 million of revenues for the year ended
Dec. 31, 2014.
As of Sept. 30, 2016, RiceBran had $31.22 million in total assets,
$31.86 million in total liabilities, $551,000 in total temporary
equity and a total deficit of $1.19 million.
The Company's auditors 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 suffered
recurring losses from operations resulting in an accumulated
deficit of $251 million at December 31, 2015. This factor among
other things, raises substantial doubt about its ability to
continue as a going concern, the auditors said.
ROBERT HILL PC: Hires Thompson Burton as Counsel
------------------------------------------------
The Law Offices of T. Robert Hill P.C., f/k/a Hill Boren P.C.,
seeks authority from the U.S. Bankruptcy Court for the Western
District of Tennessee to employ Thompson Burton, PLLC as Counsel to
the Debtor.
Robert Hill P.C. requires Thompson Burton to:
a. provide the Debtor legal advice with respect to powers and
duties in the management of the Debtor's property;
b. prepare on behalf of the Debtor necessary applications,
notices, complaints, answers, motions, orders, reports,
plans, disclosure statements, and other documents;
c. represent the Debtor at hearings, proceedings, meetings,
etc., in the bankruptcy Court and before other tribunals
and administrative agencies;
d. facilitate filings and other activities, and to perform any
and all other legal services for the Debtor which may be
necessary or appropriate in the chapter 11 case.
Thompson Burton will be paid at these hourly rates:
Phillip G. Young, Jr. $395
Ronn G. Steen, Jr. $395
David P. Cañas $395
Justin Campbell $225
Thompson Burton will be paid a retainer in the amount of $15,000.
Thompson Burton will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Phillip G. Young, Jr., member of Thompson Burton, 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.
Thompson Burton can be reached at:
Phillip G. Young, Jr., Esq.
THOMPSON BURTON, PLLC
6100 Tower Circle, Suite 200
Franklin, TN 37067
Tel: (615) 465-6000
Email: phillip@thompsonburton.com
About The Law Offices of
T. Robert Hill P.C.
The Law Offices of T. Robert Hill P.C., based in Jackson, TN, filed
a Chapter 11 petition (Bankr. W.D. Tenn. Case No. 17-10597) on
March 15, 2017. The Hon. Jimmy L Croom presides over the case.
David Phillip Canas, Esq., and Phillip G. Young, Jr., Esq., at
Thompson Burton, PLLC, to serve as bankruptcy counsel.
In its petition, the Debtor estimated $6.45 million in assets and
$185,691 in liabilities. The petition was signed by Robert T. Hill,
Jr., CEO/president.
ROSETTA GENOMICS: Effects 1-for-12 Reverse Stock Split
------------------------------------------------------
Rosetta Genomics Ltd. announced the effectiveness of a 1-for-12
reverse stock split of its share capital. The reverse stock split,
which was previously approved by the Company's Board of Directors,
was approved by its shareholders at an Extraordinary General
Meeting of Shareholders of the Company held March 16, 2017.
The reverse stock split is intended to increase the per-share
trading price of the Company's ordinary shares to satisfy the $1.00
minimum bid price requirement for continued listing on the NASDAQ
Capital Market. As a result of the reverse stock split, every 12
ordinary shares issued and outstanding prior to the opening of
trading on March 17, 2017, will be consolidated into 1 issued and
outstanding share, with a change in the nominal par value per share
from NIS 0.6 to NIS 7.2. No fractional ordinary shares will be
issued as a result of the reverse stock split and any fractional
shares will be rounded up to the nearest whole number.
Trading of the Company's ordinary shares on the NASDAQ Capital
Market will continue, on a split-adjusted basis, with the opening
of the markets on Friday, March 17, 2017, under new CUSIP number
M82183209. Immediately subsequent to the reverse stock split,
there will be approximately 1,870,000 of the Company's ordinary
shares issued and outstanding.
The Company has retained its transfer agent, American Stock
Transfer & Trust Company, LLC, to act as its exchange agent for the
reverse split. AST will provide shareholders of record as of the
effective date a letter of transmittal providing instructions for
the exchange of their certificates. Shareholders owning shares via
a broker or other nominee will have their positions automatically
adjusted to reflect the reverse stock split, subject to brokers'
particular processes, and will not be required to take any action
in connection with the reverse stock split.
About Rosetta Genomics
Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to
develop and commercialize new diagnostic tests based on a recently
discovered group of genes known as microRNAs. MicroRNAs are
naturally expressed, or produced, using instructions encoded in
DNA and are believed to play an important role in normal function
and in various pathologies. The Company has established a CLIA-
certified laboratory in Philadelphia, which enables the Company to
develop, validate and commercialize its own diagnostic tests
applying its microRNA technology.
Rosetta Genomics reported a loss from continuing operations of
US$17.34 million on US$8.26 million of total revenues for the year
ended Dec. 31, 2015, compared to a loss from continuing operations
of US$14.52 million on US$1.32 million of total revenues for the
year ended Dec. 31, 2014.
As of Sept. 30, 2016, Rosetta had $12.62 million in total assets,
$3.70 million in total liabilities and $8.92 million in total
shareholders' equity.
As reported by the TCR on Oct. 18, 2016, Rosetta received a staff
deficiency letter from The Nasdaq Stock Market notifying the
Company that for the past 30 consecutive business days, the closing
bid price per share of its ordinary shares was below the $1.00
minimum bid price requirement for continued listing on The Nasdaq
Capital Market, as required by Nasdaq Listing Rule 5550(a)(2).
SAEXPLORATION HOLDINGS: Incurs $22.1 Million Net Loss in Q4
-----------------------------------------------------------
SAExploration Holdings, Inc., announced its consolidated financial
results for the fourth quarter and fiscal year ended December 31,
2016.
Fiscal Year 2016 Summary
* Revenue of $205.6 million, compared to $228.1 million in 2015
* Gross profit of $45.0 million, or 21.9% of revenues, compared
to $50.8 million, or 22.3% of revenues, in 2015
* Adjusted gross profit of $61.4 million, or 29.9% of revenues,
compared to $68.9 million, or 30.2% of revenues, in 2015
* Net loss attributable to the Corporation of $25.0 million,
compared to $9.9 million in 2015
* Adjusted EBITDA of $36.1 million, or 17.6% of revenues,
compared to $38.8 million, or 17.0% of revenues, in 2015
* Contracted backlog of $118.7 million through 2017 and $403.6
million of bids outstanding as of December 31, 2016
* Receipt of $24.4 million in Alaskan tax credit certificates,
of which $14.4 million have been successfully monetized to-
date
* Enhanced liquidity and meaningfully decreased leverage
through successful restructuring and recapitalization of
balance sheet
Jeff Hastings, Chairman and CEO of SAE, commented, "This past year
was another challenging period for the company and the industry.
Pricing pressure and overcapacity, compounded by already
significantly reduced customer activity from the prior year,
created a difficult operating environment. However, our business
is built on the ability to adapt to adversity. Despite the
headwinds faced last year, our focused and disciplined strategy
produced another strong year. The benefits of our approach were
not only evident in our ability to meaningfully increase operating
margins in 2015 amid an aggressive downturn, but also in our
ability to substantially maintain these improved margins in 2016."
Mr. Hastings continued, "We continue to experience demand for our
services in an amount we believe should be sufficient to support
our reduced cost structure. Most encouraging, however, are the
Alaska tax credit certificates we hold and expect to receive, which
we believe, over time, have the potential to produce meaningful
cash flow entirely independent of current operations or activity
levels. To date, we have received $24.4 million of tax credit
certificates from the State of Alaska, of which $14.4 million have
been successfully monetized. We expect to receive the remaining
$58.8 million of unissued tax credit certificates during 2017.
However, to help us remain competitive in the current challenging
environment and to optimally position the company for long-term
growth when the market recovers, we took appropriate steps last
year to realign our capital structure and de-lever our balance
sheet by exchanging half of our senior secured notes for equity.
We also bolstered our liquidity with a new $30.0 million term loan,
which we expect to repay as we continue to monetize tax credit
certificates."
Mr. Hastings further commented, "While some leading indicators have
improved, at current commodity prices we expect any noticeable
recovery in exploration activity to be late in the cycle. However,
we do not expect this delay in the recovery of exploration
activities to materially impact our current strategy as most of our
recent projects have been production related initiatives. We
currently have one crew conducting a deep-water ocean bottom marine
project in West Africa, a large crew operating on the North Slope
in Alaska, and multiple crews working in Canada and various
countries in South America. We continue to aggressively, yet
selectively, pursue opportunities in various markets, including
onshore and marine projects in South America, Southeast Asia and
Africa. We are also working closely with a handful of customers on
securing multi-year, comprehensive framework agreements that could
result in exclusive relationships covering future projects in
certain key markets. While our visibility on new committed projects
remains constrained, we had over $400 million in bids outstanding
at year end and we believe our relationships and strong operating
history with many of our customers, among other factors, should
continue to provide us an advantage over our competition in
obtaining additional projects."
Mr. Hastings concluded, "We remain confident in the fundamentals
underlying our strategy and core markets. This year, we expect to
remain focused on preserving liquidity while we await a recovery in
exploration spending. In 2017, capital expenditures will be kept
at a minimum, with a target of less than $5.0 million. We have
also begun efforts to renew or replace our current revolving credit
facility, which matures in November 2017. Overall, we believe our
recent financial results are a valuable indication as to the
inherent earnings power offered by our focused business model.
With adequate liquidity, a de-levered balance sheet, significantly
reduced cash interest expense, and a proven, flexible, asset-light
approach, SAE is well positioned for future success."
Fourth Quarter 2016 Financial Results
Revenues increased 7.3% to $25.4 million from $23.7 million in Q4
2015, primarily due to an increase in activity in Colombia compared
to the same period last year. During the same period in 2015,
South America had minimal activity. The increase in activity in
South America was partially offset by a decrease in activity in
North America when compared to Q4 2015. However, total revenues,
excluding Alaska tax credit projects, in the fourth quarter
increased substantially to $21.6 million from a comparable figure
of $13.2 million in Q4 2015.
Gross profit was $0.9 million, or 3.4% of revenues, compared to a
gross loss of $0.2 million, or -0.7% of revenues, in Q4 2015. Gross
profit for Q4 2016 and Q4 2015 included depreciation expense of
$3.9 million and $4.5 million, respectively. Gross profit
excluding depreciation expense, or adjusted gross profit for Q4
2016 was $4.8 million, or 18.7% of revenues, compared to $4.3
million, or 18.2% of revenues, in Q4 2015. The increase in gross
profit, both in amount and as a percentage of revenue, was largely
attributable to the overall increase in revenue for the period.
Selling, general and administrative expenses during the quarter
were $8.3 million, or 32.8% of revenues, compared to $8.5 million,
or 36.0% of revenues, in Q4 2015. The decrease in SG&A expenses
was partially due to fewer non-recurring charges in Q4 2016
compared to the same period last year. However, this was partially
offset by a sizeable increase in non-cash share-based compensation
expense in Q4 2016 compared to Q4 2015. During Q4 2016 and Q4
2015, there were approximately $1.5 million and $1.8 million,
respectively, of non-recurring or non-cash expenses included in
SG&A.
Loss before income taxes was $20.6 million during the quarter,
compared to $11.6 million in Q4 2015. The increase in loss before
income taxes was largely due to a non-cash loss on sale of fixed
assets of $4.6 million during Q4 2016 and significantly higher
other expense compared to Q4 2015. During Q4 2016, other expense
included, among other items, approximately $8.1 million of interest
expense, of which, approximately $5.3 million was non-cash
amortization of loan issuance costs and $2.1 million was interest
that was paid in-kind. While a non-cash charge, the amortization
of loan issuance costs is expected to continue to impact income
before income taxes to a similar degree until the senior term loan
facility is repaid in full or matures in January 2018.
Net loss attributable to the Corporation for the quarter was $22.1
million, or $2.37 per diluted share, compared to $13.0 million, or
$101.15 per diluted share, in Q4 2015. Net loss was impacted by a
number of factors during Q4 2016, including:
* Loss on sale of fixed assets;
* Increase in interest expense for amortization of loan
issuance costs; and
* Favorable foreign currency exchange exposure on principally
unrealized transactions in 2015 not repeated in 2016;
partially offset by
* Increased revenues; and
* Higher gross profit mostly due to lower proportional cost of
operations.
Adjusted EBITDA, which is defined and calculated below, was a loss
of $2.1 million during the quarter, or - 8.4% of revenues, compared
to a loss of $2.4 million, or -10.3% of revenues, in Q4 2015.
Capital expenditures for the quarter were $2.6 million, compared to
$0.8 million in Q4 2015. The low level of capital expenditures in
both periods was primarily due to the deteriorating conditions in
the oil and gas industry, which presented limited to no growth
opportunities requiring capital expenditures. However, in Q4 2016,
SAE did invest in additional vibrator trucks for its North American
operations.
Fiscal Year 2016 Financial Results
Revenues decreased 9.9% to $205.6 million from $228.1 million in
2015. Revenues in 2016 decreased significantly in Alaska and
Southeast Asia due to a decrease in active projects in these
regions compared to the prior period. Increases in South America
and West Africa were due to minimal or no activity in 2015 compared
to a large project in Bolivia, increased activity in Colombia, and
the commencement of a major deep water ocean bottom marine project
in Nigeria in 2016.
Gross profit decreased 11.3% to $45.0 million, or 21.9% of
revenues, from $50.8 million, or 22.3% of revenues, in 2015. Gross
profit for 2016 and 2015 included depreciation expense of $16.4
million and $18.1 million, respectively. Excluding depreciation
expense, adjusted gross profit for 2016 was $61.4 million, or 29.9%
of revenues, compared to $68.9 million, or 30.2% of revenues, in
2015. The decrease in gross profit was primarily related to the
reduction in the number of active projects in 2016 compared to
2015, while gross profit, as a percentage of revenue, during 2016
decreased slightly due to a decline in revenues resulting in a
reduced ability to absorb certain fixed costs, partially offset by
operational improvements on several projects.
SG&A expenses decreased 15.3% to $29.3 million, or 14.2% of
revenues, from $34.5 million, or 15.2% of revenues, in 2015. The
decrease in SG&A expenses, both in amount and as a percentage of
revenue, was primarily due to headcount reductions and cost
controls implemented in 2015 and additional measures undertaken in
2016. During 2016 and 2015, there were approximately $4.0 million
and $4.7 million, respectively, of non-recurring or non-cash
expenses included in SG&A.
Loss before income taxes was $16.0 million, compared to $2.7
million in 2015. The increase in loss before income taxes was
largely due to the non-cash loss on the sale of fixed assets during
the fourth quarter of 2016 and much higher other expense. During
2016, other expense included, among other items, approximately $5.4
million of costs incurred on debt restructuring and approximately
$23.7 million of interest expense, of which, approximately $10.5
million was non-cash amortization of loan issuance costs and $3.6
million of interest expense that was paid in-kind. Also included
in other expense in 2016 was approximately $2.0 million in
primarily unrealized gain on foreign currency transactions.
Provision for income taxes was $6.1 million, compared to $2.7
million in 2015. The increase in provision for income taxes was
primarily due to pre-tax income in our foreign operations, offset
by a valuation allowance decrease of $9.2 million and the effects
of differences between U.S. and foreign tax rates.
Net loss attributable to the Corporation was $25.0 million, or
$6.13 per diluted share, compared to $9.9 million, or $84.55 per
diluted share, in 2015. Net loss attributable to the Corporation
in 2016 was impacted by a number of factors, including:
* Lower gross profit as a result of decreased revenues;
* Higher interest expense, primarily attributable to
amortization of loan issuance costs;
* Loss on sale of fixed assets related to the sale of a group
of ocean bottom nodes and supporting equipment in Alaska; and
* Costs incurred on the debt restructuring completed in July
2016; partially offset by
* Lower SG&A expenses due to cost reduction initiatives; and
* Favorable foreign currency exposure on principally unrealized
transactions in Brazil and Canada.
Adjusted EBITDA decreased 6.8% to $36.1 million, or 17.6% of
revenues, from $38.8 million, or 17.0% of revenues, in 2015.
Capital expenditures in 2016 were $3.4 million, compared to $6.4
million in 2015. Capital expenditures in 2015 included the payment
of some 2014 investments related to the company's Alaska
operations. Given the state of the industry and the significant
reduction in oil and gas activity by exploration and production
companies, any significant investment in capital expenditures,
particularly in large equipment purchases, is highly unlikely until
the broader market demonstrates a consistent and sustainable
recovery. Therefore, based on current market conditions, SAE
expects its total capital expenditures for 2017 will be under $5.0
million.
On Dec. 31, 2016, cash and cash equivalents totaled $11.5 million,
working capital was $40.8 million, total debt at face value,
excluding net unamortized premiums or discounts, was $117.9
million, and total stockholders' equity was $38.1 million.
Contracted Backlog
As of Dec. 31, 2016, SAE's backlog was $118.7 million. Bids
outstanding on the same date totaled $403.6 million. Approximately
73% of the backlog represents land-based projects in North America,
South America and Southeast Asia, while the remaining 27% is
attributable to contracted ocean-bottom marine activity in West
Africa.
SAE currently expects all of the projects in its backlog on
Dec. 31, 2016, to be completed during 2017. The estimations of
realization from the backlog can be impacted by a number of
factors, however, including deteriorating industry conditions,
customer delays or cancellations, permitting or project delays and
environmental conditions.
A full-text copy of the press release is available for free at:
https://is.gd/0SKy4U
About SAExploration Holdings
SAExploration Holdings, Inc. (NASDAQ: SAEX) and its subsidiaries
are internationally-focused oilfield services company offering a
full range of vertically-integrated seismic data acquisition and
logistical support services in Alaska, Canada, South America, and
Southeast Asia to its customers in the oil and natural gas
industry. In addition to the acquisition of 2D, 3D, time-lapse 4D
and multi-component seismic data on land, in transition zones
between land and water, and offshore in depths reaching 3,000
meters, the Company offers a full-suite of logistical support and
in-field data processing services. The Company operates crews
around the world that are supported by over 29,500 owned land and
marine channels of seismic data acquisition equipment and other
leased equipment as needed to complete particular projects.
SAExploration reported a net loss attributable to the Company of
$25.03 million on $205.56 million of revenue from services for the
year ended Dec. 31, 2016, compared to a net loss attributable to
the Company of $9.87 million on $228.13 million of revenue from
services for the year ended Dec. 31, 2015. The Company's balance
sheet at Dec. 31, 2016, showed $201.65 million in total assets,
$163.59 million in total liabilities and $38.06 million in total
stockholders' equity.
* * *
In June 2016, S&P Global Ratings lowered its corporate credit
rating on SAExploration Holdings to 'CC' from 'CCC-'. The outlook
remains negative. The downgrade follows SAExploration's
announcement that it plans to launch an exchange offer to existing
holders of its 10% senior secured notes for shares of common equity
and a new issue of second-lien notes.
In September 2016, Moody's Investors Service withdrew
SAExploration's 'Caa2' Corporate Family Rating and other ratings.
SAM-ON-DEMAND LLC: Hires Stinson Leonard as Lead Counsel
--------------------------------------------------------
Sam-On-Demand, LLC, seeks authority from the U.S. Bankruptcy Court
for the District of Nebraska to employ Stinson Leonard Street LLP
as lead bankruptcy counsel to the Debtor.
Sam-On-Demand, LLC requires Stinson to:
a. give the Debtor legal advice with respect to its powers and
duties as debtor-in-possession and in the continued
operation of its business and in the management and
reorganization of its affairs;
b. prepare, on behalf of the Debtor, necessary legal
documents, including, but not limited to, documentation and
pleadings related to the proposed sale of substantially all
of the Debtor's assets;
c. prepare and file a Plan of Reorganization and accompanying
Disclosure Statement for and on behalf of the Debtor; and
d. perform all other legal services for Debtor as may be
reasonably requested by Debtor and as are reasonably
necessary herein.
Stinson will be paid at these hourly rates:
Partner/Counsel $305-$730
Associates $250-$285
Paralegals $135-$285
Stinson will be paid a retainer in the amount of $15,000.
Stinson will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Patrick R. Turner, member of Stinson Leonard Street 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.
Stinson can be reached at:
Patrick R. Turner, Esq.
STINSON LEONARD STREET LLP
1299 Farnam Street, Suite 1500
Omaha, NE 68102
Tel: (402) 930-1708
Fax: (402) 829-8736
About Sam-On-Demand, LLC
Sam-On-Demand, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
D. Neb. Case No. 17-80268) on March 6, 2017, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by Patrick R. Turner, Esq., at Stinson Leonard Street LLP.
SANDERS NURSERY: Gets More Time to Confirm Plan Thru April 11
-------------------------------------------------------------
Judge Tom Cornish has extended Sanders Nursery & Distribution
Center, Inc.'s exclusive period for obtaining acceptances of its
Chapter 11 plan through April 11, 2017.
As previously reported by The Troubled Company Reporter, the Debtor
sought to extend plan exclusivity amid certain issues brought by
BFN Operations, LLC. The Debtor related that all ballots received
were cast in favor of its Plan of Reorganization, with the
exception of the ballots of BFN Operations. The BFN Operations'
Objection sought, among other things, authority to propose a
competing chapter 11 plan that liquidates the assets of the
company.
Although the Plan enjoys broad creditor support, including
Committee support, and the Debtor is hopeful that its Plan
modifications will facilitate a global settlement, the Debtor also
said it will be prepared to present evidence and argument in
support of its modified Plan at the confirmation hearing on March
28 if a settlement is not reached.
About Sanders Nursery & Distribution Center
Headquartered in Tahlequah, Oklahoma, Sanders Nursery &
Distribution Center, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Okla. Case No. 15-81312) on Dec. 4, 2015.
The petition was signed by Burl Berry, vice president. Judge Tom
R. Cornish presides over the case. The Debtor estimated its assets
and liabilities at $1 million to $10 million at the time of the
filing. Brandon Craig Bickle, Esq., at Gable & Gotwals, P.C.,
serves as the Debtor's bankruptcy counsel.
An Official Committee of Unsecured Creditors was appointed in the
case by the Office of the United States Trustee on December 29,
2015. The Committee is represented by Mac Finlayson of Eller &
Detrich.
SANDFORD AND SON: To Pay Debts Using $2K Monthly Budget Surplus
---------------------------------------------------------------
Sandford and Son and Jay Sandford filed with the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania a joint disclosure
statement regarding their Chapter 11 plan dated March 13, 2017.
Administrative expenses at the Confirmation Date for Debtors'
attorney, John M. Keating, are presently unknown. However, the
Debtors anticipate that they will be asserted in at least the very
approximate amount of $65,000 to $70,000.
In addition, the Debtors must pay a quarterly fee to the U.S.
Trustee of $325 each for each quarter in which disbursements were
less than $15,000, $650 for each quarter in which disbursements
were $15,000 or more but less than $75,000, and $975 for each
quarter in which disbursements were $75,000 or more but less than
$150,000.
The holders of allowed claims, which are Administrative Claims will
receive, on account of the claims, cash in the amount of the claims
(i) as soon as practical on or after the Effective Date or (ii) at
the option of the Debtors, in accordance with the ordinary business
terms of payment of the claims.
The Debtors intend to pay the allowed claims against the estates
using a combination of the monthly budget surplus of at least
$2,284 and the sale of property.
The Reorganized Debtors will be managed by Jay Sandford. He wiall
receive compensation in accordance with the reorganization budget.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/paeb14-18330-205.pdf
As reported by the Troubled Company Reporter on July 29, 2016, the
Debtors proposed a Chapter 11 plan that said the Debtors intend to
pay the allowed claims against the estates using a combination of
the monthly budget surplus of at least $1,097 and the sale of
property.
About Sandford and Son
Sandford and Son filed a Chapter 11 petition (Bankr. E.D. Pa. Case
No. 14-18330) on Oct. 17, 2014. Jay Sandford also sought Chapter
11 protection (Case No. 14-18364).
Jay Sandford started buying investment properties in Philadelphia
in the 1970s with his late father, Walter Sandford (former jointly
administered debtor in this case), which they rented out to
tenants.
The Hon. Jean K. FitzSimon presides over the cases.
Sandford and Son estimated assets and liabilities of $1 million to
$10 million.
SEARS HOLDINGS: Director Alvarez Won't Stand for Re-Election
------------------------------------------------------------
Cesar L. Alvarez, a director of Sears Holdings Corporation,
notified the Company on March 14, 2017, of his decision to retire
from the Board of Directors of the Company at the end of his
current term and not stand for re-election as a director at the
Company's 2017 Annual Meeting of Stockholders. Mr. Alvarez's
decision was not the result of any disagreement with the Company on
matters related to the Company's operations, policies or practices,
as disclosed in a Form 8-K report filed with the Securities and
Exchange Commission.
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.
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.
* * *
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.
SECURED ASSETS: Seeks More Time to Confirm Plan Through June 15
---------------------------------------------------------------
Secured Assets Belvedere Towers, LLC, asks the U.S. Bankruptcy
Court for the District of Nevada to extend its exclusive period to
confirm a Chapter 11 plan through June 15, 2017.
Absent the extension, the Debtor's exclusive period to confirm a
plan was slated to expire on March 17.
On December 19, 2016, the Debtor filed a Plan and Disclosure
Statement. Subsequently, upon the Court's directive, the Debtor,
secured creditor Belvedere Debtor Holdings LLC (BDH), and BTM LLC,
the co-obligor on the debt owed to the secured creditor,
participated in a settlement conference on February 1 to 2, 2017.
Since the conference, the parties have been working to draft and
execute a written agreement documenting the terms of settlement
they have negotiated.
On March 8, 2017, the Debtor obtained conditional approval of its
Amended Disclosure Statement and filed its Amended Disclosure
Statement and Amended Plan, which contains the settlement terms put
on the record on February 2, 2017. The Debtor noticed the hearing
on confirmation of the Amended Plan and final approval of the
Amended Disclosure Statement for March 23, 2017.
Because this date is beyond the Debtor's 180-day exclusive period,
the Debtor files its request for a 90-day extension to obtain plan
confirmation out of an abundance of caution.
About Secured Assets Belvedere Tower
Reno, Nevada-based Secured Assets Belvedere Tower, LLC, filed a
Chapter 11 petition (Bankr. D. Nev. Case No. 16-51162) on Sept. 19,
2016. The petition was signed by Gregg Smith. The Debtor is
represented by Elizabeth A. High, Esq., and Cecilia Lee, Esq., at
Davis Graham & Stubbs LLP. The case is assigned to Judge Gregg W.
Zive.
The Debtor, a single asset real estate company, disclosed total
assets at $20.4 million and total liabilities at $18.5 million.
Dickson Realty - Caughlin has been tapped as broker in connection
with the sale of two condominium units located within The Belvedere
in Reno, Nevada.
SQUARETWO FINANCIAL: Files for Chapter 11 to Sell to Resurgent
--------------------------------------------------------------
SquareTwo Financial Services on March 19, 2017, disclosed that it
reached an agreement with Resurgent Holdings LLC under which
Resurgent or one or more of its subsidiaries or affiliates will
acquire substantially all of SquareTwo's portfolio of assets. The
acquisition will occur through the purchase of the equity interests
of certain of SquareTwo's subsidiaries, including its Canadian
subsidiaries and business. Resurgent through its subsidiaries and
affiliates is a purchaser, manager and servicer of domestic and
international consumer debt portfolios across the credit spectrum.
It is an affiliate of Sherman Financial Group LLC, a privately-held
global investment company.
Upon completion of the transaction and following the transfer of
the servicing of accounts in the U.S. to Resurgent and its
affiliates, SquareTwo will wind down its U.S. operations, including
those of its subsidiary Fresh View Solutions. The wind-down
process is expected to be completed by the end of 2017. SquareTwo's
Canadian operations will continue under Resurgent's ownership.
To facilitate the transaction in an expedient manner, on March 19
SquareTwo and its affiliates filed voluntary chapter 11 petitions
in the United States Bankruptcy Court for the Southern District of
New York. SquareTwo will also be filing for recognition of the
U.S. chapter 11 proceedings under Part IV of the Companies'
Creditors Arrangement Act in the Ontario Superior Court of
Justice.
SquareTwo enters chapter 11 having already secured the agreement
and necessary support from a significant number of its secured
lenders to undertake a "prepackaged" restructuring plan that
contemplates a change of control transaction pursuant to the
chapter 11 restructuring plan. The Company expects to complete
this "prepackaged" process in an expedited manner, pending receipt
of Court approval, after which time the transaction with Resurgent
will be completed.
SquareTwo expects to continue normal day-to-day operations during
the restructuring process. This includes the payment of wages and
benefits to employees in the normal course, payment in full to
vendors for goods and services provided during the reorganization
process, and continued asset recovery work with consumers to
resolve outstanding financial obligations. To this end, the
Company has secured commitments for debtor-in-possession ("DIP")
financing which will ensure it is able to continue ordinary course
business and meet its financial obligations throughout the chapter
11 case.
For customers with an active account with any of SquareTwo's
subsidiaries, including Fresh View Solutions and SquareTwo's law
firm partners, the restructuring plan will not have any effect on
such customer's account or the money owed. Customers should
continue to make payments as usual.
"Unfortunately, changes in the regulatory and business environment
over the last several years have had a significant economic impact
on the company," said J.B. Richardson, Jr., Chief Operating Officer
of SquareTwo. "We reviewed many strategic alternatives over the
past nine months to find a path that would allow us to operate
competitively and continue operations with our workforce in place.
We ultimately determined that the sale to Resurgent and the
attendant wind-down was the most value-maximizing approach. We
would like to thank our employees for their dedication to SquareTwo
during a challenging time and we are committed to handling the
transition period in a professional and respectful manner."
The Company has made customary filings, including first day
motions, with the Court, which, once granted, will help ensure a
smooth transition into the reorganization process without business
disruption. The motions are expected to be addressed promptly by
the Court. Once addressed by the Court, the Company will seek
approval in Canada of the U.S. Court's orders approving the first
day motions through the recognition proceedings to facilitate
continued Canadian operations and a prompt transaction completion.
The case number is 17-10659. Information about the Company's
chapter 11 filing can be found on its website at
www.squaretwofinancial.com/restructuring or on the website of its
claims agent at https://cases.primeclerk.com/SquareTwo. A toll
free restructuring information line is also available by calling
(844) 205-4337 or, if calling from outside the U.S. or Canada,
(917) 962-8384.
AlixPartners is serving as restructuring advisor and Keefe,
Bruyette & Woods, Inc. is serving as SquareTwo's financial advisor.
Willkie Farr & Gallagher LLP is providing legal counsel in the U.S.
and Thornton Grout Finnigan is providing legal counsel in Canada to
SquareTwo.
Foley & Lardner LLP is providing legal counsel in the U.S. and
McCarthy Tétrault LLP is providing legal counsel in Canada to
Resurgent Holdings LLC.
About Resurgent Holdings
Resurgent Holdings LLC is an acquirer, manager and servicer of
consumer debt portfolios across the credit spectrum. It is an
affiliate of Sherman Financial Group LLC, a privately-held global
investment company and was founded in 1998.
About SquareTwo
SquareTwo Financial Corporation is a Delaware corporation that was
organized in February 1994 and is headquartered in Denver,
Colorado. On Aug. 5, 2005, CA Holding, Inc. acquired 100% of the
outstanding stock of SquareTwo Financial Corporation and its
subsidiaries. The Company claims to be a leading purchaser of
charged-off consumer and commercial receivables in the accounts
receivable management industry.
SquareTwo Financial reported a net loss attributable to the Company
of $119 million on $203 million of total revenues for the year
ended Dec. 31, 2015, compared to a net loss attributable to the
Company of $39.5 million on $247 million of total revenues for the
year ended Dec. 31, 2014. As of Dec. 31, 2015, SquareTwo had $308
million in total assets, $455 million in total liabilities and a
total deficiency of $147 million.
Ernst & Young, LLP, in Denver, Colorado, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has incurred
significant operating losses and has liabilities significantly in
excess of assets. The auditors said that without access to
additional liquidity, the Company does not expect it will be able
to fund its obligations as they come due in 2016 and beyond, which
raises substantial doubt about its ability to continue as a going
concern.
STAR GOLDEN: Seeks to Hire Garman Turner as Legal Counsel
---------------------------------------------------------
Star Golden Enterprises, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Nevada to hire legal counsel.
The Debtor proposes to hire Garman Turner Gordon LLP to assist in
the preparation of a bankruptcy plan, and provide other legal
services related to its Chapter 11 case.
The hourly rates charged by the firm range from $130 to $190 for
paraprofessionals, $250 to $385 for associates, and $445 to $775
for shareholders.
Garman Turner Gordon is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Gregory E. Garman, Esq.
Gabrielle A. Hamm, Esq.
Garman Turner Gordon
650 White Drive, Suite 100
Las Vegas, NV 89119
Phone: (725) 777-3000
Fax: (725) 777-3112
Email: ggarman@gtg.legal
Email: ghamnn@gtg.legal
About Star Golden Enterprises
Star Golden Enterprises, LLC was created on March 15, 2013, as a
Nevada series limited liability company in order to acquire
property for lease or sale at a profit. The Debtor's members are
IMME, LLC, Evan Sofer and Robert Goldsmith.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Nev. Case No. 17-10440) on January 31, 2017. The
case is assigned to Judge Bruce T. Beesley.
At the time of the filing, the Debtor estimated its assets and
debts at $1 million to $10 million.
No trustee, examiner or official committee has been appointed in
the case.
STAR GOLDEN: Taps Hire Force Ten Partners as Manager
----------------------------------------------------
Star Golden Enterprises, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Nevada to hire a manager in
connection with its Chapter 11 case.
The Debtor proposes to hire Force Ten Partners, LLC and designate
Nicholas Rubin, a partner at the firm, as the "responsible
person."
The firm will investigate the Debtor's financial affairs during the
period when Robert Goldsmith, a member of the Debtor, was still the
manager; file tax returns; secure and recover assets for
distribution to creditors; and provide other services.
Mr. Rubin will charge $450 per hour for his services. The hourly
rate of other Force Ten professionals range from $100 to $450.
The firm does not hold any interest adverse to the Debtor or its
bankruptcy estate, according to court filings.
Force Ten can be reached through:
Nicholas Rubin
Force Ten Partners, LLC
20341 SW Birch Suite 220
Newport Beach, CA 92660
Phone: (949) 357-2360
About Star Golden Enterprises
Star Golden Enterprises, LLC was created on March 15, 2013, as a
Nevada series limited liability company in order to acquire
property for lease or sale at a profit. The Debtor's members are
IMME, LLC, Evan Sofer and Robert Goldsmith.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Nev. Case No. 17-10440) on January 31, 2017. The
case is assigned to Judge Bruce T. Beesley.
At the time of the filing, the Debtor estimated its assets and
debts at $1 million to $10 million.
No trustee, examiner or official committee has been appointed in
the case.
STEALTH SOFTWARE: Taps Jennings Strouss as New Legal Counsel
------------------------------------------------------------
Stealth Software, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Arizona to hire a new legal counsel.
The Debtor proposes to hire Jennings, Strouss and Salmon, P.L.C. 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 replace Andante Law Group, LLC.
Joseph Cotterman, Esq., and Fay Bidlack, Esq., the attorneys
designated to provide the services, will charge $495 per hour and
$375 per hour, respectively. Mr. Cotterman previously represented
the Debtor through Andante Law Group where he was a former member.
Jennings Strouss is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code, according to court filings.
The firm can be reached through:
Joseph Cotterman, Esq.
Jennings, Strouss and Salmon, P.L.C.
One East Washington Street, Suite 1900
Phoenix, AZ 85004-2554
Tel: (602) 262-5911
Fax: (602) 495-2654
About Stealth Software
Stealth Software, LLC, based in Scottsdale, AZ, filed a Chapter 11
petition (Bankr. D. Ariz. Case No. 16-12787) on Nov. 7, 2016. The
Hon. Eddward P. Ballinger Jr. presides over the case. Joseph E.
Cotterman, at Andante Law Group, LLC, as bankruptcy counsel.
In its petition, the Debtor estimated $575,724 in assets and $1.40
million in liabilities. The petition was signed by Gerard Warrens,
chief executive officer.
No trustee, examiner or creditors' committee has been appointed.
STEREOTAXIS INC: Reports $11.8 Million 2016 Net Loss
----------------------------------------------------
Stereotaxis, Inc. filed with the Securities and Exchange Commission
its annual report on Form 10-K disclosing a net loss available to
common stockholders of $11.80 million on $32.16 million of total
revenue for the year ended Dec. 31, 2016, compared to a net loss
available to common stockholders of $7.35 million on $37.67 million
of total revenue for the year ended
Dec. 31, 2015.
As of Dec. 31, 2016, Stereotaxis had $20.96 million in total
assets, $36.49 million in total liabilities, $5.96 millionin
convertible preferred stock and a total stockholders' deficit of
$21.48 million.
"The Company has sustained operating losses throughout its
corporate history and expects that its 2017 expenses will exceed
its 2017 gross margin. The Company expects to continue to incur
operating losses and negative cash flows until revenues reach a
level sufficient to support ongoing operations or expense
reductions are in place. The Company's liquidity needs will be
largely determined by the success of clinical adoption within the
installed base of Niobe systems as well as by new placements of
capital systems. The Company's plans for improving the liquidity
conditions primarily include its ability to control the timing and
spending of its operating expenses and raising additional funds
through debt or equity financing.
"There can be no assurance that any of our plans will be successful
or that additional capital will be available to us on reasonable
terms, or at all, when needed. If we are unable to improve the
operating performance of the Company or if we are unable to obtain
sufficient additional capital, it may impair our ability to raise
new capital, obtain new customers, and hire and retain employees,
which could force us to substantially revise our business plan or
cease operations, which may reduce or negate the value of your
investment."
A full-text copy of the Form 10-K is available for free at:
https://is.gd/mywNlO
About Stereotaxis
Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer
and developer of a suite of navigation systems in interventional
surgical procedures. The Company's Epoch Solution is used in the
treatment of arrhythmias and coronary artery disease.
SUNSHINE OILSANDS: Inks Forbearance Reinstatement Agreement
-----------------------------------------------------------
The Board of Directors of Sunshine Oilsands Ltd. (2012) on March
20, 2017, announced the following:
Reference is made to the announcements of the Company dated August
5, 2014, August 8, 2014 and February 5, 2016 (all Hong Kong time)
in relation to, among other things, the offering of US$200 million
principal amount of senior secured notes (the "Notes"). Reference
is also made to the announcements of the Corporation dated August
1, 2016, August 12, 2016, August 17, 2016, August 29, 2016,
September 1, 2016, September 12, 2016, 31 October, 2016 and 31
January, 2017(all Hong Kong time) in relation to, among other
things, the forbearance agreements the Company has entered into
with the holders of the Notes (the "Noteholders").
On March 20, 2017 (Calgary time), the Company and the Forbearing
Holders confirmed the signing of the Forbearance Reinstatement
Agreement (the "FRA") and a Note Exchange Agreement (the "NEA").
The principal payment terms of the FRA include: (i) Payment of 20%
of the Yield Maintenance Premium (the "YMP") originally due on
August 1, 2016 by cash; (ii) 80% of the YMP will be repaid on
August 1, 2017 as the bond matures; (iii) the Company agreed to
repay bond principal of approximately USD11.2 million by issuance
of shares (the "Share Issuance"), which therefore the NEA is to be
executed; (iv) Payment of 20% accrued interest and forbearance fee
fell due on February 1, 2017 by cash and the remaining amount to be
repaid on August 1, 2017 as the bond matures; (v) Regarding the
USD22.5 million of principal repayment which fell due on February
1, 2017, both parties agreed to defer the repayment as follows:
USD5.0 million and USD10.0 million are to be repaid by the end of
April 2017 and June 2017 respectively. The remaining amount shall
be repaid on or before the maturity date of the bond, i.e. August
1, 2017.
The Board believes the entering into of the FRA and NEA is in the
best interests of the Company and its shareholders as a whole as
the FRA and NEA will provide the Company with additional time to
repay or refinance the indebtedness owed by the Company to the
Noteholders under the Notes. The Company is not aware that the
Noteholders intend to enforce their rights in respect of the
Notes.
Completion of the share issuance is subject to regulatory approval
including approval from the Stock Exchange of Hong Kong Limited
(the "Hong Kong Stock Exchange") and compliance with the
requirements under the Listing Rules. As the share issuance may or
may not proceed, shareholders and potential investors of the
Corporation are advised to exercise caution when dealing in the
securities of the Corporation.
About Sunshine Oilsands Ltd.
Sunshine Oilsands Ltd. is a Calgary based public corporation listed
on the Hong Kong Stock Exchange since March 1, 2012. The
Corporation is focused on the development of its significant
holdings of oil sands leases in the Athabasca oil sands region of
Alberta, Canada. The Corporation owns interests in approximately
one million acres of oil sands and petroleum and natural gas leases
in the Athabasca region. The Corporation is currently focused on
executing milestone undertakings in the West Ells project area.
West Ells has an initial production target rate of 5,000 barrels
per day.
SWORDS GROUP: Simons Now Consents to Property Sale
--------------------------------------------------
Judge Marian F. Harrison of the U.S. Bankruptcy Court for the
Middle District of Tennessee entered an agreed order with respect
to Simmons Bank's objection to Swords Group, LLC's sale of real
property located at 207 Hartmann Drive, Lebanon, Tennessee, to J.D.
Eatherly for $1,100,000.
"Simmons Bank’s objection to the Debtor’s Motion is resolved by
the terms set forth herein, and is therefore denied," Judge
Harrison ruled.
Paragraph 18 of the Motion is amended and replaced with the
following: Debtor has discussed this sale with Simmons Bank, and
Simmons Bank consents to the sale of the Property on the conditions
proposed herein, such that the sale satisfies 11 U.S.C. Section
363(f)(2), provided that the lien of Simmons Bank will attach to
the proceeds of the sale.
Paragraph 19 of the Motion is amended and replaced with the
following: Further, Debtor believes that the relief requested
herein meets the requirements of Section 363(f) of the Bankruptcy
Code. The Debtor is permitted to sell property free and clear of
the liens, claims, and encumbrances of any holder of a secured
claim because the entities asserting liens on the Property could be
compelled in a legal or equitable proceeding to accept a money
satisfaction of their interest. Although the price at which the
Property is less than the value of Simmons Bank's total lien,
Debtor asserts that Simmons Bank will retain a security interest in
the proceeds of the sale, as well as a security interest in other
properties that exceeds the remaining amount of Simmons Bank's
secured claim.
The Debtor will be authorized to submit an Order granting Debtor's
Motion in substantially the same form as the Proposed Order
submitted with Debtor's Motion, excepting that Debtor will note
that the objection of Simmons Bank has been resolved and that the
security interest of Simmons Bank shall attach to the proceeds of
the sale of 207 Hartmann Drive.
About Swords Group
Swords Group, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 16-03837) on May 26,
2016. The petition was signed by Jerry Swords, president.
The Debtor is represented by Griffin S. Dunham, Esq., at Dunham
Hildebrand, PLLC. The case is assigned to Judge Marian F.
Harrison.
At the time of the filing, the Debtor estimated its assets and
liabilities at $1 million to $10 million.
No trustee or committee of unsecured creditors been appointed in
the Debtor's case.
On Sept. 16, 2016, the Debtor filed a disclosure statement,
which explains its proposed Chapter 11 plan of reorganization.
The
plan proposes to pay general unsecured claims in full.
TANGO TRANSPORT: Plan Trustee Hires Reid Collins as Counsel
-----------------------------------------------------------
Christopher J. Moser, the Plan Trustee of Tango Transport, LLC, et
al., seeks authority from the U.S. Bankruptcy Court for the Eastern
District of Texas to employ Reid Collins & Tsai LLP as special
counsel to the Plan Trustee.
On November 18, 2016, the Debtors filed an Original Complaint,
Adversary Proceeding No. 16-04109, against Navistar International
Corporation and its affiliated companies. The Plan Trustee intends
to file a motion to substitute himself as party plaintiff in this
adversary proceeding.
The Plan Trustee requires Reid to pursue the claims against
Navistar and, if merited, against ITA Truck Sales & Services, LLC,
relating to the ownership, lease and use of trucks containing
faulty MaxxForce engines.
Reid will be paid a contingency fee as follows:
-- 40% of the fair value of all monetary and non-monetary
consideration received by the Trust in connection with any
settlement, judgment, award or other recovery related to
the Claims, without deduction for expenses, fees, or costs
("Recoveries").
-- 15% of any additional gross funds available for
distribution to the Trust's beneficiaries from the
disallowance, expungement or reduction of the claims by
Navistar ("Distribution Increase") if Recoveries are less
than $4 million.
-- 10% of any Distribution Increase if Recoveries are between
$4 million and $6 million;
-- 5% of any Distribution Increase if Recoveries are above $6
million but less than $8 million, and no percentage of the
Distribution Increase if Recoveries are greater than $8
million.
Reid will also be reimbursed for reasonable out-of-pocket expenses
incurred, subject to a fee cap of $100,000.
Angela Somers, member of Reid Collins & Tsai 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, as well as the Plan
Trustee.
Reid can be reached at:
Angela Somers, Esq.
REID COLLINS & TSAI LLP
810 Seventh Street, Suite 410
New York, NY 10019
Tel: (212) 344-5200
E-mail: asomers@rctlegal.com
About Tango Transport, LLC
Tango Transport, LLC provides dry van and flatbed services. It
offers over-the-road truckload services; and dedicated/private
fleet conversion, expedited, third party logistics, heavy hauling,
and brokerage services. The company also provides logistic
services, including warehouse and distribution, warehouse
management, inventory control, freight payment and audit, and
transportation control services; and reverse logistics solutions.
It serves Fortune 500 companies in the United States. The company
was founded in 1991 and is based in Shreveport, Louisiana. It
operates a terminal in Shreveport, Louisiana; and facilities in
Sibley, Louisiana; West Memphis, Arkansas; and Madisonville,
Kentucky.
Tango Transport, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Tex. Case No. 16-40642) on April 6,
2016. The petition was signed by B.J. Gorman, president of Gorman
Group, Inc., sole member of Debtor. The Debtor is represented by
Keith William Harvey, Esq., at The Harvey Law Firm, P.C. The Debtor
estimated assets of $0 to $50,000 and debts of $10 million to $50
million.
The Office of the U.S. Trustee on April 26 appointed three
creditors of Tango Transport LLC to serve on the official committee
of unsecured creditors. Heller Draper Patrick Horn & Dabney, LLC,
serves as counsel, while Stillwater Advisory Group, LLC, serves as
financial advisor.
THAT FURNITURE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: That Furniture Outlet, Inc.
7427 Washington Ave., S.
Minneapolis, MN 55439
Case No.: 17-40757
Business Description: That Furniture Outlet --
http://www.thatfurnitureoutlet.com-- is a
small organization in the furniture
companies industry located in Minneapolis,
MN.
The Debtor is a small business debtor as
defined in 11 U.S.C. Section 101(51D).
Chapter 11 Petition Date: March 19, 2017
Court: United States Bankruptcy Court
District of Minnesota (Minneapolis)
Judge: Hon. Kathleen H Sanberg
Debtor's Counsel: Jeffrey H. Butwinick, Esq.
BUTWINICK LAW OFFICE
7800 Metro Pkwy Ste 300
Bloomington, MN 55425
Tel: 651-210-5055
E-mail: jeff@butwinicklaw.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Andrew Johnson, president.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/mnb17-40757.pdf
TOISA LIMITED: Court Approves Use of Cash Collateral
----------------------------------------------------
Toisa Limited on March 21, 2017, disclosed that it received
Bankruptcy Court approval for the use of cash collateral secured by
two of its major lenders, Citibank N.A. and Credit Agricole
Corporate and Investment Bank at a March 17 [th] hearing.
Credit Agricole's cash collateral and the Company's cash management
system were approved on an interim basis and Toisa will seek final
approval of both at a March 28 [th] hearing. The Company is
pleased that the lenders have been able to form a committee, which
will streamline the process going forward by allowing it to speak
to one voice representing a majority of the lenders. The Company
believes the Committee will be helpful to discussions in the next
stage of the case.
As previously announced, Toisa's vessel United Journey, which was
released by Citibank, has a Charter and is now back in service and
generating income. Toisa's operations continue to run normally as
the Company works constructively with its stakeholders on a global
resolution to its debt restructuring. Toisa filed its voluntary
Chapter 11 in January in the United States Bankruptcy Court for the
Southern District of New York.
About Toisa Limited
Toisa Limited filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 17-10184) on Jan. 29, 2017. In its petition, the
Debtor estimated $1 billion to $10 billion in both assets and
liabilities. The petition was signed by Richard W. Baldwin, deputy
chairman.
The case is assigned to Judge Shelley C. Chapman. Togut, Segal &
Segal LLP is serving as bankruptcy counsel to the Debtor.
TOUCHSTONE HOME: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Touchstone Home Health LLC as
of March 20, according to a court docket.
About Touchstone Home Health
Based in Greeley, Colorado, Touchstone Home Health LLC provides
in-home skilled patient health care services for patients located
primarily in Weld and Larimer County, Colorado.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Colo. Case No. 17-11134) on February 16, 2017. At
the time of the filing, the Debtor estimated assets and liabilities
of less than $50,000.
The case is assigned to Judge Thomas B. McNamara. The Debtor is
represented by Robert J. Shilliday III, Esq., at Vorndran
Shilliday, P.C.
TUSK ENERGY: To Auction Remaining Assets on March 29
----------------------------------------------------
Tusk Energy Services, LLC, Tusk Subsea Services, LLC, Tusk
Construction, LLC, and Rene Cross Construction, Inc., ask the U.S.
Bankruptcy Court for the Western District of Louisiana to authorize
the bidding and auction procedures in connection with Tusk Subsea's
sale of remaining business assets at an open auction to be
conducted on March 29, 2017.
The Court has previously approved a sale of substantially all of
the assets of Debtors Rene Cross Construction and Tusk Subsea
Services ("RCC Assets"). That sale closed on Jan. 12, 2017. The
Debtors now request approval of bidding and auction procedures for
an open auction to be conducted on March 29, 2017 to sell the
remaining business assets of these estates. The sale, coupled with
the on-going plan and disclosure statement process, should allow
Debtors to move to confirmation and exit Chapter 11 in the coming
months.
The Debtors request the sale process on an expedited schedule in
light of the fact that the sale and marketing process has been
pending for some time, and Debtors anticipate all interested
parties will be able to participate on the notice requested.
The Debtors had essentially two operating businesses: (i) a
dredging and jetting services company, operating under the name of
Tusk Subsea and operating through assets of Debtor Tusk Subsea; and
(ii) an inland marine construction business, operating under the
name of Rene Cross Construction and operating through assets of
Debtor Rene Cross Construction and assets of Tusk Construction.
The fourth Debtor company, Tusk Energy Services, LLC, is
essentially a holding company that owns 100% of the equity
interests in Tusk Subsea, Rene Cross Construction, and Tusk
Construction.
The Debtors' secured lender is Origin Bank. Origin Bank asserts
the Debtors are indebted to Origin Bank, as of the Petition Date,
in the amount of approximately $5,478,938 in principal, plus
accrued interest, pursuant to a Pre-Petition Secured Credit
Facility. Origin Bank has Pre-Petition Lender Liens in
substantially all of the Debtors' pre-petition equipment,
receivables, and other assets. Origin Bank has also extended to
the Debtors a Post-Petition Secured Credit Facility, which is in
place pursuant to the Court's interim order entered on Aug. 21,
2016, and final order entered on Sept. 28, 2016.
Prior to the Petition Date, the Debtors were in default under the
Secured Credit Facility due to an inability to make required
payments of principal and interest. The decline in the price of
crude oil that began in mid-2014 and extending into 2016 severely
impacted exploration and production activities and demand for many
of the Debtors' services. The Debtors reviewed their strategic
options and determined that, in order to maximize the value of
their businesses and assets for the benefit of creditors and their
estates, the Debtors either (i) required additional liquidity, in
the form of refinancing, additional loans, or additional equity
contributions; or (ii) should pursue marketing and potential sale
of the Debtors' businesses.
After the Petition Date, the Debtors continued negotiations with
interested parties, resulting in the sale of the RCC Assets, which
was approved on Jan. 26, 2017 and closed on Jan. 12, 2017. After
negotiations and discussions with several interested parties, the
Debtors believe, in the exercise of their business judgment, that
an open auction will maximize the value of the remaining Tusk
Subsea business and assets ("Tusk Subsea Assets") for the benefit
of the creditors and the estates.
The salient terms of the Sale Procedures for the Tusk Subsea Assets
are:
a. Assets: The Tusk Subsea Assets to be sold will consist of all
assets of the Debtor Tusk Subsea, excluding (i) all cash and cash
equivalents as of the Closing Date; (ii) the accounts receivable of
Tusk Subsea accrued as of the Effective Date ("Accrued Accounts
Receivable"); (iii) all deposits which constitute Tusk Subsea's
property as of the Petition Date; and (iv) all of Tusk Subsea's
avoidance actions and causes of action accrued as of the Closing
Date.
b. Sale Price Floor: The minimum sale price will be $500,000,
(subject to bidding at the Auction) with the final sale price being
the "Sale Price."
c. Purchase Agreement: The Acquired Assets will be sold pursuant
to a Purchase Agreement, which will be submitted prior to the final
hearing on the Sale and pursuant to the notice procedures.
d. Sale Free and Clear: The Acquired Assets to be transferred by
the Debtors will be transferred free and clear of all liens, claims
and interests.
e. Sale As Is, Where Is and Without Warranties: The Assets will
be sold on an "as is, where is" basis and without any
representations or warranties, express or implied, of any kind,
nature, or type.
f. Closing Conditions/Contingencies: The Sale and Purchase
Agreement will include other customary closing conditions,
including conditions relating to bankruptcy court approvals. No
due diligence contingency will be allowed.
g. Sale Subject to Higher Offers: The Sale is subject to higher
offers pursuant to the Bidding Procedures, with a proposed bid
deadline of March 28, 2017 and auction date (if there are any
higher qualified bids) of March 29, 2017.
The salient terms of the Bidding Procedures for the Tusk Subsea
Assets are:
1. Qualified Bids: A minimum of $500,000
2. Deposit: $10,000
3. Bid Deadline: No later than March 28, 2017
4. Waiver of Credit Bid: Origin Bank waives its right to credit
bid, provided that a Closing occurs at or above a Sale Price of
$500,000.
5. Auction: The Debtors will conduct the Auction on March 29,
2017, at the offices of Locke Lord LLP, 601 Poydras St., Suite
2660, New Orleans, Louisiana, commencing at 10:00 a.m. The Auction
will be conducted to determine the best and highest bid for the
Acquired Assets.
6. Bid Increments: At the Auction, bid increments of at least
$10,000 will be used and only Qualified Bidders may bid.
7. Report on Results of Auction: Within 3 business days
following the Auction, the Debtors will file a report indicating
the outcome of the Auction.
8. Closing/Payment in Cash: The Closing will take place by April
19, 2017, and payment of the Sale Price will take place at
Closing.
A copy of the Bidding Procedures attached to the Motion is
available for free at:
http://bankrupt.com/misc/Tusk_Energy_183_Sales.pdf
It should be noted that all potential bidders are being notified of
the Bid Deadline contemporaneously with filing of the Motion
through correspondence. The Bidders have also been told in advance
to expect a late March Bid Deadline. Therefore all bidders will be
expecting the March 28, 2017 Bid Deadline and March 29, 2017
Auction.
The Debtors are asking the Court to set the Sale Motion for an
initial expedited hearing on March 23, 2017, at 10:30 a.m., with a
final hearing to be set by the Court on April 4, 2017. At the
initial hearing, the Debtors will request approval of the proposed
sale notice package, and the other sale and bidding procedures. At
the final hearing, the Debtors will request final approval of the
sale "free and clear."
The Debtors' business justification for the proposed Sale is as
follows: the Debtors has been investigating potential strategic
options and potential sales for some time, and several parties are
interested in the Debtors' assets. The Debtors believe that an
open auction will be the best way to maximize value. Accordingly,
the Debtors asks the Court to approve the relief sought.
About Tusk Energy
Tusk Energy Services, LLC, Tusk Subsea Services, LLC, Tusk
Construction, LLC, and Rene Cross Construction, Inc., commenced
cases under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La.
Case
Nos. 16-51082 to 16-51085) on Aug. 8, 2016, with the goal of
marketing their businesses and assets for sale.
The Debtors have essentially two operating businesses: (i) a
dredging and jetting services company, operating under the name of
Tusk Subsea and operating through assets of Debtor Tusk Subsea
Services, LLC; and (ii) an inland marine construction business,
operating under the name of Rene Cross Construction and operating
through assets of Debtor Rene Cross Construction, Inc. Tusk Energy
estimated assets in the range of $1 million to $10 million and
debts of up to $10 million.
Locke Lord LLP serves as the Debtors' counsel. The cases are
assigned to Judge Robert Summerhays.
Henry Hobbs, Jr., acting U.S. trustee for Region 5,on Sept. 19
appointed three creditors of Tusk Energy Services, LLC, to serve
on
the official committee of unsecured creditors.
* * *
The Debtors have filed a motion asking permission from the
Bankruptcy Court to sell substantially all assets to Dale Martin
Offshore, LLC, for $3,300,000, subject to overbid. DMO is
represented by Douglas S. Draper, Esq., at Heller, Draper,
Patrick,
Horn & Dabney, LLC, in New Orleans, Louisiana.
TWO CANAL STREET: Case Summary & 13 Unsecured Creditors
-------------------------------------------------------
Debtor: Two Canal Street Investors, Inc.
173 Root Trail
Palm Beach, FL 33480
Case No.: 17-13262
About the Debtor: Two Canal is a Florida developer led by Stuart
"Neil" Fisher of West Palm Beach
Chapter 11 Petition Date: March 17, 2017
Court: United States Bankruptcy Court
Southern District of Florida (West Palm Beach)
Judge: Hon. Paul G. Hyman, Jr.
Debtor's Counsel: David L. Merrill, Esq.
MERRILL PA
105 S Narcissus Ave, Suite 802
West Palm Beach, FL 33401
Tel: (561) 877-1111
Email: dlmerrill@merrillpa.com
ecf@merillpa.com
Estimated Assets: $100 million to $500 million
Estimated Debts: $1 million to $10 million
The petition was signed by Stuart C. Fisher, president.
Debtor's List of 13 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Angela O' Byrne Perez APC Professional $120,000
Services
Danae Columbus Professional $50,000
Services
Debra Massari Loan $62,000
Galen M. Hair, Esq. Professional $60,000
Services
Gary Davidson, Esq. Professional $32,274
Services
James H. Burch Professional $1,200,000
13419 Cavalier Services
Woods Drive
Clifton, VA 20124
JKM Marketing LLC Professional $174,692
Services
John Springhorn Loan $300,000
60 Spruce Drive
East Patchogue, NY 11772
Michael Trotta Loans $50,000
RERC Professional $29,988
Services
Stuart C. Fisher Consulting $2,000,000
173 Root Trail Services
Palm Beach, FL 33480
Stuart C. Fisher Consulting $2,000,000
173 Root Trail Services
Palm Beach, FL 33480
TATJE, INC. Professional $8,500
Services
ULTRAPETROL BAHAMAS: Court Confirms Second Amended Prepack Plan
---------------------------------------------------------------
Ultrapetrol (Bahamas) Limited, a Bahamas corporation, on March 21
disclosed that the U.S. Bankruptcy Court for the Southern District
of New York (the "Court") confirmed its Second Amended Prepackaged
Plan of Reorganization (the "Plan") on March 17, 2017 (In re
Ultrapetrol (Bahamas) Limited, Chapter 11 Case No. 17-22168). The
Plan implements the agreement reached with the Company's and
subsidiaries' lenders and bondholders.
Under the Plan, the Company's river business subsidiaries will be
purchased by Sparrow River Investments Ltd. for a purchase price of
$73.0 million. The proceeds of the sale of the river business,
together with the net proceeds from the sale of the Company's ocean
business and funds held in a debt service reserve account pledged
to The International Finance Corporation ("IFC") and the OPEC Fund
for International Development ("OFID"), will be paid to the holders
of the Company's 8.875% First Preferred Ship Mortgage Notes due
2021, IFC and OFID in full satisfaction of their debt on the
effective date of the Plan in accordance with the Restructuring
Support Agreement. The Plan provides that all other creditors will
be paid in full. The Company's existing shareholders will retain
their shares in the Company; however, after giving effect to the
Plan, the Company will no longer own any operating businesses. In
addition, Sparrow Offshore Capital Ltd. will purchase the offshore
subsidiaries of the Company for $2.5 million subject to their
existing debt, which debt will be modified and remain with the
offshore business. The secured lenders to the offshore business
will receive the $2.5 million purchase price as well as $7.5
million held in accounts of the offshore business subsidiaries as a
prepayment of the principal outstanding under certain loans of the
offshore business subsidiaries. Other than the principal reduction
through this repayment, the principal amounts outstanding under
such loans are unaffected. Other creditors of the offshore
business are unaffected and will continue.
The Company expects to emerge from Chapter 11 on March 31, 2017.
Notwithstanding the change in ownership, the management teams of
the river business and offshore business are being retained and it
is expected that customers of the river business and offshore
business will continue to receive high-quality service.
Information about the restructuring will be available at
http://cases.primeclerk.com/ultrapetrol,or via the Company's
restructuring information line at (844) 205-4334 (U.S. and Canada)
or (917) 606-6438 (International).
The Company is being advised by the investment banking firm of
Miller Buckfire & Co. and AlixPartners, LLP. Zirinsky Law Partners
PLLC and Seward & Kissel LLP are acting as legal counsel to the
Company in this process.
About Ultrapetrol
Ultrapetrol -- http://www.ultrapetrol.net/-- is an industrial
transportation company serving the marine transportation needs of
its clients in the markets on which it focuses. It serves the
shipping markets for containers, grain and soy bean products,
forest products, minerals, crude oil, petroleum, and refined
petroleum products, as well as the offshore oil platform supply
market with its extensive and diverse fleet of vessels. These
include river barges and pushboats, platform supply vessels,
tankers and two container feeder vessels. The Company employs
approximately 813 personnel located principally in Argentina (462)
and Paraguay (351).
Ultrapetrol (Bahamas) Limited and 30 affiliated subsidiaries each
filed a voluntary petition under Chapter 11 of the Bankruptcy Code
(Bankr. S.D.N.Y. Lead Case No. 17-22168) Feb. 6, 2017, in order to
implement an agreement reached with their lenders and bondholders
on the terms of a comprehensive debt restructuring. The Chapter 11
cases are pending before the Hon. Robert D. Drain.
Contemporaneously with the petitions, the Debtors filed with the
court their Second Amended Joint Prepackaged Plan of Reorganization
dated Feb. 6, 2017. The Company and its subsidiaries negotiated
and received affirmative votes from all voting lenders and from
99.9% of the Company's note claims voting to accept the Prepackaged
Plan.
The Debtors have hired Zirinsky Law Partners PLLC as lead
attorneys, Hughes Hubbard & Reed LLP as legal counsel, Seward &
Kissel LLP as special corporate counsel, Miller Buckfire & Co. LLC
as financial advisor, Pistrelli, Henry Martin Y Asociados S.R.L. as
independent auditor, Ernst & Young Paraguay as the Debtors'
Paraguayan subsidiaries' independent auditor, AlixPartners
International, LLC as financial advisor and Prime Clerk LLC as
claims, noticing and solicitation agent.
UNIQUE VENTURES: Committee Taps Whiteford Taylor as Counsel
-----------------------------------------------------------
The Official Committee of Unsecured Creditors of Unique Ventures
Group, LLC seeks approval from the US Bankruptcy Court for the
Western District of Pennsylvania to retain Whiteford, Taylor &
Preston, LLC as counsel, nunc pro tunc to March 1, 2017.
Services to be rendered by the Counsel are:
a. advising the Committee of its powers and duties under
section 1103 of the Bankruptcy Code;
b. taking actions necessary to preserve, protect and maximize
the value of the Debtor's bankruptcy estate for the benefit of
general unsecured creditors, including, without limitation,
investigating the actions and business of the Debtor, reviewing the
Debtor's schedules, statement of financial affairs and other
documents and information demonstrating or evidencing assets,
liabilities and potential sources of recovery for general unsecured
creditors;
c. reviewing pleadings and documents filed by the Debtor and
providing counsel in relation thereto;
d. preparing, filing, and serving motions, answers, pleadings
and other documents necessary to preserve and enhance value for
general unsecured creditors;
e. representing the interests of the Committee in any sale
process or chapter 11 plan process, as may be necessary or in the
best interests of general unsecured creditors;
f. representing the Committee in connection with the Debtor's
effort to secure postpetition financing, if applicable;
g. appearing before this Court, any appellate court and any
other court of competent jurisdiction as is necessary to advance
the interests of general unsecured creditors; and
h. provide all other legal services necessary to, or requested
by, the Committee in this case.
The firm's principal professionals and paraprofessionals designated
to represent the Committee have an hourly rate ranging between $340
and $595.
Whiteford Taylor shall apply for compensation for professional
services rendered and reimbursement of expenses incurred in
connection with the Committee's retention of the firm in compliance
with sections 330 and 331 of the Bankruptcy Code and applicable
provisions of the Bankruptcy Rules, Local Rules, any other
applicable procedures and orders of the Court and the fee
guidelines established by the Executive Office of the United States
Trustee.
Michael J. Roeschenthaler, attorney at law and a partner of the law
firm of Whiteford, Taylor & Preston, LLC, attests that his firm is
a "disinterested person" as that term is defined in section 101(14)
of the Bankruptcy Code.
The Firm can be reached through:
Michael J. Roeschenthaler, Esq.
Whiteford Taylor & Preston LLC
200 First Avenue, Third Floor
Pittsburgh, PA 15222
Tel: 412-618-5601
Fax: 412-618-5597
About Unique Ventures Group, LLC
Unique Ventures Group, LLC, based in Pittsburgh, PA, filed a
Chapter 11 petition (Bankr. W.D. Pa. Case No. 17-20526) on February
13, 2017. Unique Ventures owns 28 Perkins Restaurant & Bakery
locations in Pennsylvania and Ohio. Unique may have an interest in
10 Burger Kings, all in Ohio, through a related entity, according
to a Pittsburgh Business Times report.
The Hon. Thomas P. Agresti presides over the Chapter 11 case. In
its petition, the Debtor estimated $10 million to $50 million in
both assets and liabilities. The petition was signed by Eric E.
Bononi, receiver, CEO and CRO.
Unique Ventures has hired Leech Tishman Fuscaldo & Lampl, LLC and
RudovLaw as counsel. It has also hired Scott M. Hare, Attorney at
Law, to provide legal advice on litigation-related issues.
Andrew R. Vara, Acting U.S. Trustee for Region 3, on March 2, 2017,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of Unique Ventures
Group, LLC. The committee members are: (1) 3D Acquisitions, LP; (2)
Perkins & Marie Callenders, LLC; (3) Osterberg Refrigeration, Inc.;
(4) T & D Landscape & Lawn Care, Inc.; (5) Cintas Corporation; (6)
Access Point Inc.; and (7) Thomas Quality Cleaning. The Committee
has hired Whiteford Taylor & Preston, as counsel, Albert's Capital
Services, LLC as financial advisor. The Committee retained
Albert's Capital Services, LLC as financial advisor.
The Acting United States Trustee has sought appointment of M.
Colette Gibbons, Esq., as the Chapter 11 Trustee for Unique
Ventures Group.
UNIQUE VENTURES: Panel Taps Albert's Capital as Financial Advisor
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Unique Ventures
Group, LLC, seeks authorization from the U.S. Bankruptcy Court for
the Western District of Pennsylvania to retain Albert's Capital
Services, LLC as financial advisor to the Committee.
The Committee requires Albert's to:
a. advise and assist the Committee in its analysis and
monitoring of the operations of the Debtor as well as
analysis of its historical, current and projected financial
affairs;
b. analyze the Debtor's schedules of assets and liabilities
and statements of financial affairs;
c. advise and assist the Committee with respect to the
Debtor's use of cash collateral, any proposed debtor-in-
possession financing and cash flow projections;
d. monitor the Debtor's cash receipts and disbursements and
advise the committee on any related issues as may be
necessary;
e. analyze proposed expenditures and the propriety of the
same;
f. monitor and evaluate the Debtor's performance and operating
activities on an ongoing basis and provide regular updates
and recommendations relating to the same;
g. advise and assist the Committee and counsel in reviewing
and evaluating any court motions, applications, or other
forms of relief filed or to be filed by the Debtor and
other parties-in-interest;
h. as needed, prepare alternative business projections/plans
of the Debtor's affiliated businesses;
i. develop strategies to maximize recoveries from the Debtor's
assets and advise and assist the Committee with respect to
such strategies;
j. advise and assist the Committee in identifying and
reviewing any proposed asset sales or other transactions;
k. analyze potential recovery scenarios as well as assist with
avoidance actions, including, without limitation, potential
preference actions and fraudulent transfer actions;
l. review and provide analysis of any plan of reorganization
and disclosure statement relating to the Debtor and, if
appropriate and applicable, assist with the development and
analysis of a plan of reorganization to be proposed by the
Committee;
m. advise and assist the Committee in the evaluation of the
Debtor's contractual arrangements;
n. attend the Committee meetings, court hearings, and auctions
as may be required;
o. assist the Committee in the evaluation of the tax impact of
any proposed transactions;
p. render such other general business consulting or assistance
as the Committee or its counsel may deem necessary,
consistent with the role of a financial advisor;
q. perform other potential services, including rendering
expert testimony, issuing expert reports, and any financial
analysis that may be requested by the Committee or its
counsel;
r. review and analyze materials produced by any court-
appointed chapter 11 trustee, consult with the same and if
necessary participate in hearings regarding matters
addressed by the chapter 11 trustee.
Albert's will be paid at these hourly rates:
Edward Albert $320
John Rose $300
Support Staff $150
Albert's will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Edward Albert, principal and managing director of Albert's Capital
Services, 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 (a) are not creditors, equity security holders or insiders
of the Debtor; (b) have not been, within two years before the date
of the filing of the Debtor's chapter 11 petition, directors,
officers or employees of the Debtor; and (c) do not have an
interest materially adverse to the interest of the estate 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 Debtor, or for any other reason.
Albert's can be reached at:
Edward Albert
ALBERT'S CAPITAL SERVICES, LLC
200 Dinsmore Ave
Pittsburgh, PA 15205-2957
Tel: (412) 376-4747
E-mail: ealbert@albertcapitalmgmt.com
About Unique Ventures Group, LLC
Unique Ventures Group, LLC, based in Pittsburgh, PA, filed a
Chapter 11 petition (Bankr. W.D. Pa. Case No. 17-20526) on February
13, 2017. Unique Ventures owns 28 Perkins Restaurant & Bakery
locations in Pennsylvania and Ohio. Unique may have an interest in
10 Burger Kings, all in Ohio, through a related entity, according
to a Pittsburgh Business Times report.
The Hon. Thomas P. Agresti presides over the Chapter 11 case. In
its petition, the Debtor estimated $10 million to $50 million in
both assets and liabilities. The petition was signed by Eric E.
Bononi, receiver, CEO and CRO.
Unique Ventures has hired Leech Tishman Fuscaldo & Lampl, LLC and
RudovLaw as counsel. It has also hired Scott M. Hare, Attorney at
Law, to provide legal advice on litigation-related issues.
Andrew R. Vara, Acting U.S. Trustee for Region 3, on March 2, 2017,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of Unique Ventures
Group, LLC. The committee members are: (1) 3D Acquisitions, LP; (2)
Perkins & Marie Callenders, LLC; (3) Osterberg Refrigeration, Inc.;
(4) T & D Landscape & Lawn Care, Inc.; (5) Cintas Corporation; (6)
Access Point Inc.; and (7) Thomas Quality Cleaning. The Committee
has hired Whiteford Taylor & Preston, as counsel, Albert's Capital
Services, LLC as financial advisor. The Committee retained
Albert's Capital Services, LLC as financial advisor.
The Acting United States Trustee has sought appointment of M.
Colette Gibbons, Esq., as the Chapter 11 Trustee for Unique
Ventures Group.
USI INC: S&P Puts 'B' CCR on CreditWatch Negative
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S&P Global Ratings said that it placed all of its ratings on USI
Inc., including its 'B' long-term corporate credit rating, on
CreditWatch with negative implications.
The CreditWatch placement follows USI's announcement that it has
reached a definitive agreement with Kohlberg, Kravis, Roberts (KKR)
and a Canadian pension fund (Caisse de depot et placement du
Quebec) to be acquired for $4.3 billion. The deal will give the
new owners a collective and equal majority stake in USI.
The CreditWatch placement reflects S&P's limited information
regarding the details of the transaction and its resultant
uncertainty regarding the transaction's effect on USI's capital
structure, cash flows, and credit-protection measures. S&P could
affirm or lower the ratings following its review, though S&P
expects any potential rating downside to be limited to one notch.
The resolution of the CreditWatch placement will depend primarily
on how--if at all--USI's financial policy and credit-protection
measures will differ from S&P's pre-acquisition expectations.
S&P will monitor the developments related to this transaction. S&P
expects to resolve the CreditWatch placement shortly following a
review of the new financial sponsors' operating plans and financial
policy objectives as well as USI's new capital structure.
VADNAIS HEIGHTS: S&P Raises Rating on GO Bonds to 'BB'
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S&P Global Ratings raised its long-term rating on Vadnais Heights,
Minn.'s general obligation (GO) bonds three notches to 'BB' from
'B'. The outlook on the rating is stable.
"The rating action reflects our view of the city's continued
commitment to meet its debt obligations over the last four years,"
said S&P Global Ratings credit analyst Cora Bruemmer. City
management (including the mayor, all city council members, and the
city manager, who started in March 2013) has completely turned over
since the city council voted not to appropriate funds to pay debt
service on the city's series 2010 lease revenue bonds in August
2012. Additionally, the city has no appropriation debt outstanding
and no plans to issue additional debt.
The city's series 2010 lease revenue bonds were issued in 2010 to
construct a sports facility. Given the facility's poor performance
and the magnitude of city support required to pay full debt service
on the lease bonds, the council used its legal ability to not
appropriate debt service and, accordingly, broke the lease. The
first principal payment default occurred on
Feb. 1, 2013.
"The 'BB' GO rating remains limited by our assessment of very weak
management," said Ms. Bruemmer, "and we continue to view the city's
willingness to support its debt as uncertain." One of the key
items S&P reviews in assessing willingness to support debt is a
municipality's policies. Vadnais Heights does not have a debt
management policy, and it has not created any new policies or
amended any in response to the non-appropriation event. In S&P's
view, a policy would indicate that the city has taken decisive
action such that a similar non-appropriation would not occur
again.
Vadnais Heights, with an estimated population of 12,761, is in
Ramsey County 10 miles north of downtown St. Paul, and encompasses
approximately eight square miles.
"The stable outlook reflects our view that Vadnais Heights'
willingness and ability to meet its current debt obligations is
unlikely to be strained and the city will continue to meet its
obligations over the next year," added Ms. Bruemmer.
S&P could raise the rating during the next year if the city adopts
a formal debt management policy that defines its obligation to meet
its debts, especially those expected to be paid by non-levy
sources. Conversely, S&P could lower its rating if its view of the
city's willingness to pay debt obligations weakens, due to either
the issuance of additional debt obligations with structures that
could strain its willingness or other actions by management.
VANGUARD HEALTH: Hires Ledford Wu as Bankruptcy Counsel
-------------------------------------------------------
Vanguard Health & Wellness, LLC, seeks authority from the U.S.
Bankruptcy Court for the Northern District of Illinois to employ
Ledford Wu & Borges, LLC as bankruptcy counsel to the Debtor.
Vanguard Health requires Ledford Wu to:
a. advise the Debtor concerning the power and duties as debtor
in possession, and the management of the financial and
legal affairs of their estate;
b. consult with the Debtor and other professionals concerning
the negotiation, formulation, preparation and prosecution
of a Chapter 11 plan and disclosure statement;
c. confer and negotiate with the Debtor's creditors, other
parties in interest, and their respective attorneys and
other professionals concerning the debtor's financial
affairs and property, Chapter 11 plans, claims, liens, and
other aspects of this case;
d. appear on behalf of the Debtor when required, and
prepare, file and serve such applications, motions,
complaints, notices, orders, reports and other documents
and pleadings as may be necessary in connection with the
bankruptcy case; and
e. provide the Debtor with such other services as the Debtor
may request in connection with the bankruptcy case and
which may be necessary under the circumstances.
Ledford Wu will be paid at these hourly rates:
Xiaoming Wu $400
George M. Vogl $400
Sara K. Ledford $350
Associate attorneys $250
Ledford Wu will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Xiaoming Wu, partner of Ledford Wu & Borges, 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.
Ledford Wu can be reached at:
Xiaoming Wu, Esq.
LEDFORD WU & BORGES, LLC
105 W. Madison St., 23rd Floor
Chicago, IL 60602
Tel: (312) 853-0200
About Vanguard Health & Wellness, LLC
Vanguard Health & Wellness LLC based in Des Plaines, IL, filed a
Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-04707) on
February 17, 2017. The Hon. Jacqueline P. Cox presides over the
case. Xiaoming Wu, Esq., at Ledford Wu & Borges, LLC, to serve as
bankruptcy counsel.
In its petition, the Debtor estimated $568,946 in assets and $1.70
million in liabilities. The petition was signed by Michael Zayats,
president.
VWELLWEST INC: Taps Jurisprudence Health as Corporate Counsel
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Vwellwest, Inc. seeks approval from the U.S. Bankruptcy Court for
the Northern District of Illinois to hire Jurisprudence Health Law
Group PC.
The firm will provide corporate advice regarding regulatory
compliance, and other legal services related to the Debtor's
Chapter 11 case.
The hourly rates charged by the firm are:
Partners $495
Associate Attorneys $385
Legal assistants $100
Paralegals $100
JHL does not have any interest adverse to the Debtor's bankruptcy
estate or creditors, according to court filings.
The firm can be reached through:
Jurisprudence Health Law Group PC
1260 Iroquois Avenue
Naperville, IL 60563
Phone: (630) 995-9220
Fax: (630) 608-2848
Email: administrator@jurisprudencehealth.com
The Debtor is represented by:
Laxmi P. Sarathy, Esq.
2235 W. Washington Blvd., Unit 1
Chicago, IL 60612
Tel: 312-720-8464
Fax: 312-873-4774
Email: lsarathylaw@gmail.com
About Vwellwest, Inc.
Vwellwest, Inc. operates a home health care business in Arizona.
The Debtor conducts its principal business operations, including
all of its financial activities, in Naperville, Illinois.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr N.D. Ill. Case No. 17-03335) on February 5, 2017. The
petition was signed by Jenneth Panaligan, vice-president. The case
is assigned to Judge Baer.
At the time of the filing, the Debtor estimated assets and
liabilities of less than $500,000.
WALNUT CREEK: U.S. Trustee Forms 3-Member Committee
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The U.S. trustee for Region 12 on March 20 appointed three
creditors of Walnut Creek Fertilizer, LLC, to serve on the official
committee of unsecured creditors.
The committee members are:
(1) Schildberg Construction Co., Inc.
c/o Tim Baier
P.O. Box 358
Greenfield, IA 50849
Phone: (641) 743-2131
Fax: (641) 743-6264
Email: tbaier@schildberg.com
(2) Avoca Seed & Chemical
c/o Chad Manz
1400 N. Sawmill Dr.
Avoca, IA 51521
Phone: (712) 755-2027
Fax: (712) 755-2077
Email: chad.manz@plantpioneer.com
(3) United Farmers Cooperative
c/o Steven H. Krohn
133 West Broadway, P.O. Box 249
Council Bluffs, IA 51502
Phone: (712) 328-1833
Fax: (712) 328-8320
Email: shkrohn@smithpeterson.com
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Walnut Creek Fertilizer
Based in Walnut, Iowa, Walnut Creek Fertilizer, LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S. D.
Iowa Case No. 17-00210) on February 17, 2017. The petition was
signed by Peter Horne, Jr., president. At the time of the filing,
the Debtor estimated assets of less than $50,000 and liabilities of
$1 million to $10 million.
The case is assigned to Judge Lee M. Jackwig. The Debtor is
represented by Cutler Law Firm, P.C.
WALTER INVESTMENT: S&P Lowers ICR to 'CCC' on 2016 Losses
---------------------------------------------------------
S&P Global Ratings said it lowered its long-term issuer credit
rating on Walter Investment Management Corp. to 'CCC' from 'B'. The
outlook is negative. At the same time, S&P also lowered the rating
on the company's senior secured term loan to 'CCC' from 'B' and the
rating on its senior unsecured notes to 'CC' from 'CCC+'.
"Walter reported a $22.2 million loss in the fourth quarter and a
$529 million loss for 2016." said S&P Global Ratings credit analyst
Stephen Lynch. The full-year loss included aftertax noncash
charges of $202 million for goodwill and intangible asset
impairments, noncash reductions of $141 million for changes in
inputs and assumptions related to the valuation of financial
assets, and a $38.5 million valuation allowance recorded on
deferred tax assets. Walter also attributed losses to
disappointing operating performance in its Ditech servicing
business and continued losses in its Reverse segment.
Walter ended 2016 with $221 million of tangible equity and $2.13
billion of corporate debt, a level S&P views as highly leveraged.
The company's largest stable asset is its $1.03 billion of mortgage
servicing rights, which ended the year valued at 42 basis points
(bps) of unpaid principal balance, equating to 1.5x the weighted
average servicing fee of 28 bps.
The negative outlook reflects the firm's ongoing financial weakness
and recently announced deficiencies in internal controls.
S&P could lower the rating over the next 12 months if financial
performance continues to deteriorate or if the firm has difficulty
maintaining its access to wholesale financing. S&P could also
lower the rating if the company pursues a distressed debt exchange,
which S&P would likely view as tantamount to a default.
An upgrade is not likely in the foreseeable future.
WESTMORELAND COAL: Financial Errors Delay Form 10-K Filing
----------------------------------------------------------
Westmoreland Coal Company has determined that it is unable to file
its annual report on Form 10-K for the year ended Dec. 31, 2016,
within the prescribed time period without unreasonable effort or
expense for the following reason.
As reported in the Company's Current Report on Form 8-K filed with
the Securities and Exchange Commission on Feb. 24, 2016, the Board
of Directors of the Company, upon the recommendation of the
Company's Audit Committee, determined that the Company will restate
its financial statements as of and for the years ended Dec. 31,
2015, 2014, and 2013 and interim unaudited consolidated financial
statements as of and for the quarters ended September 30, June 30,
and March 31, 2016 and 2015. The Company concluded that it made an
error in 2003 in its adoption of FASB Statement No. 143, Asset
Retirement Obligations (currently Accounting Standards Codification
410-20, Asset Retirement Obligations) in relation to the accounting
for contractual reimbursements the Company will receive from
certain customers upon the completion of final reclamation.
Management has concluded that in these circumstances the Company's
reclamation receivables should have been recorded as mineral rights
and depleted on a units of production basis, cash received on
performance of final reclamation should have been recorded as
revenue, and cost of sales should have been recognized to reflect
accretion of the asset retirement obligation liability. The
impacts of these errors, many of which date to 2003, as well as
other immaterial prior period errors, are being corrected as part
of this restatement.
Because the Company is in the process of restating its financial
statements as described above, the Company has not been able to
complete the financial statements required to be included in its
Annual Report on Form 10-K for the year ended Dec. 31, 2016, and,
accordingly, is unable to file the Form 10-K within the prescribed
time period. The Company plans to file the Form 10-K no later than
the fifteenth calendar day following the prescribed due date, as
permitted by Rule 12b-25.
About Westmoreland Coal
Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States. The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas. Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.
Westmoreland reported a net loss applicable to common shareholders
of $203 million on $1.41 billion of revenues for the year ended
Dec. 31, 2015, compared to a net loss applicable to common
shareholders of $173 million on $1.11 billion of revenues for
the year ended Dec. 31, 2014.
As of Sept. 30, 2016, Westmoreland Coal had $1.71 billion in total
assets, $2.30 billion in total liabilities and a total deficit of
$581.2 million.
* * *
Moody's Investors Service at the end of February 2016 downgraded
the ratings of Westmoreland, including its corporate family rating
to 'Caa1' from 'B3'.
Standard & Poor's Ratings Services in March 2016 affirmed its 'B'
corporate credit rating on Westmoreland and revised the rating
outlook to "negative" from "stable". "The negative outlook
reflects weaker-than-expected liquidity as a result of a
combination of exposure to a lower price environment and
difficult-to-secure favorable new volume commitments," said
Standard & Poor's credit analyst Vania Dimova.
WET SEAL: Committee to Hire Province Inc as Financial Advisor
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The Official Committee of Unsecured Creditors of The Wet Seal, LLC
seeks approval from United States Bankruptcy Court for the District
of Delaware to employ Province, Inc. as financial advisor to the
Committee.
The services Province has rendered and may be required to render
for the Committee are:
a. becoming familiar with and analyzing the Debtors' cash
collateral budget, assets and liabilities, and overall financial
condition;
b. assisting the Committee in determining how to react to the
Debtors' liquidation plan or in formulating and implementing its
own plan;
c. monitoring the store liquidation and IP sale process,
interfacing with the Debtors' professionals, and advising the
Committee regarding the process;
d. preparing, or reviewing as applicable, avoidance action and
claims analyses;
e. assisting the Committee in reviewing the Debtors' financial
reports, including, but not limited to, SOFAs, Schedules, cash
budgets, and Monthly Operating Reports;
f. advising the Committee on the current state of these
chapter II cases;
g. advising the Committee in negotiations with the Debtors and
third parties as necessary;
h. if necessary, participating as a witness in hearings before
the bankruptcy court with respect to matters upon which Province
has provided advice; and
i. other activities as are approved by the Committee, the
Committee's counsel, and as agreed to by Province.
Province's standard hourly rates are:
Principal $660-700
Director/Managing Director $470-620
Associate/Sr. Associate $330-460
Analyst/Sr. Analyst $250-320
Para professional $100
Stilian Morrison, managing director with the firm of Province, Inc,
attests that Province has conducted an extensive conflict check
within its database and thus far, Province has not encountered any
creditors of the Debtors in which an actual conflict exists between
Province and such creditor.
The firm can be reached through:
Mark Minuti
Monique B. DiSabatino
Province, Inc
1201 N. Market Street, Suite 2300
P. 0. Box 1266
Wilmington, DE 19899
Tel: (302) 421-6840
Facsimile: (302) 421-5873
Email: mminutiasaul.com
mdisabatino@saul.com
About The Wet Seal, LLC
The Wet Seal, LLC, and its affiliates are a national multi-channel
specialty retailer selling fashion apparel and accessory items
designed for female customers aged 18 to 24 years old. They are
currently comprised of two primary units: the retail store business
and an e-commerce business. Through their retail store business,
they operate approximately 142 retail locations in 37 states,
principally in lease-based mall locations. They also have
historically sold gift cards, which business has been primarily
operated through The Wet Seal Gift Card, LLC.
The Wet Seal, LLC, also known as The Wet Seal (2015), LLC, sought
Chapter 11 protection (Bankr. D. Del. Case No. 17-10229) on Feb. 2,
2017. The petitions were signed by Judd P. Tirnauer, executive vice
president and chief financial officer.
The cases are assigned to Judge Christopher S. Sontchi.
The Debtors estimated assets in the range of $10 million to $50
million and $50 million to $100 million in debt.
The Debtors tapped Robert S. Brady, Esq., Michael R. Nestor, Esq.,
Jaime Luton Chapman, Esq., Andrew L. Magaziner, Esq., of the Young
Conaway Stargatt & Taylor, LLP, as counsel. They also tapped
Berkeley Research Group, LLC, as financial advisors; Hilco IP
Services, LLC dba Hilco Streambank as intellectual property
disposition consultant; and Donlin, Recano & Company as claims and
noticing agent.
The Official Committee of Unsecured Creditors tapped Cooley LLP and
Saul Ewing LLP as its attorneys.
WET SEAL: Hires ASK LLP as Avoidance Claims Counsel
---------------------------------------------------
The Wet Seal, LLC, et al., seek authority from the U.S. Bankruptcy
Court for the District of Delaware to employ ASK LLP as special
counsel to the Debtors.
Wet Seal requires ASK LLP to represent and assist the Debtors in
the investigation, prosecution, and recovery of certain avoidance
claims in the Chapter 11 Cases, pursuant to sections 547 through
550 of the Bankruptcy Code.
ASK LLP will be paid a contingency fee, as follows:
a. Pre Suit. ASK LLP shall earn legal fees on a contingency
basis of 15% of the cash value plus any the cash equivalent
value of any pre-approved claim waiver obtained on all
Avoidance Actions it pursues on behalf of the Debtors'
estates.
b. Post Suit. ASK LLP shall earn legal fees on a contingency
basis of 25% of the cash value plus any the cash equivalent
value of any pre-approved claim waiver obtained on all
avoidance actions it pursues on behalf of the Debtors'
estates.
c. Post Judgment. ASK LLP shall earn legal fees on a
contingency basis of 30% of the cash value plus any the
cash equivalent value of any pre-approved claim waiver
obtained on all Avoidance Actions it pursues on behalf of
the Debtors' estates.
ASK LLP will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Joseph L. Steinfeld, member of ASK 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 Debtors and their estates.
ASK LLP can be reached at:
Joseph L. Steinfeld, Esq.
ASK LLP
151 West 46th Street, 4th Floor
New York, NY 10036
Tel: (212) 267-7342
Fax: (212) 918-3427
About The Wet Seal, LLC
The Wet Seal, LLC, and its affiliates are a national multi-channel
specialty retailer selling fashion apparel and accessory items
designed for female customers aged 18 to 24 years old. They are
currently comprised of two primary units: the retail store business
and an e-commerce business. Through their retail store business,
they operate approximately 142 retail locations in 37 states,
principally in lease-based mall locations. They also have
historically sold gift cards, which business has been primarily
operated through The Wet Seal Gift Card, LLC.
The Wet Seal, LLC, also known as The Wet Seal (2015), LLC, sought
Chapter 11 protection (Bankr. D. Del. Case No. 17-10229) on Feb. 2,
2017. The petitions were signed by Judd P. Tirnauer, executive vice
president and chief financial officer.
The cases are assigned to Judge Christopher S. Sontchi.
The Debtors estimated assets in the range of $10 million to $50
million and $50 million to $100 million in debt.
The Debtors tapped Robert S. Brady, Esq., Michael R. Nestor, Esq.,
Jaime Luton Chapman, Esq., Andrew L. Magaziner, Esq., of the Young
Conaway Stargatt & Taylor, LLP, as counsel. They also tapped
Berkeley Research Group, LLC, as financial advisors; Hilco IP
Services, LLC dba Hilco Streambank as intellectual property
disposition consultant; and Donlin, Recano & Company as claims and
noticing agent.
The Official Committee of Unsecured Creditors tapped Cooley LLP and
Saul Ewing LLP as its attorneys.
WTE S&S AG: Wants Plan Filing Period Extended Through August 22
---------------------------------------------------------------
WTE S&S AG Enterprises LLC asks the U.S. Bankruptcy Court for the
Northern District of Illinois to extend its exclusive right to file
a Chapter 11 plan and solicit acceptances for that plan through
August 22, 2017 and October 22, 2017, respectively.
In late 2013, the Debtor initiated litigation against GHD, Inc. aka
DVO Inc. for breach of contract in a Wisconsin state court. In the
Litigation, the Debtor sought damages of more than $2 million from
DVO for numerous errors and ommissions in the design and
construction of the Digester. Venue for the Litigation has been
transferred to the Bankruptcy Court.
The Debtor relates that the trial in the Debtor Litigation was just
recently completed before the Bankruptcy Court and will be decided
soon by the Court. The Debtor points out that while it need not
prevail in the Debtor Litigation in order to implement an exit
strategy from the Chapter 11 case, the results of the Debtor
Litigation will have a major impact upon the actual terms and
conditions of the Plan.
"Requiring the Debtor to propose a Plan before the conclusion of
the Debtor Litigation will only result in unnecessary
administrative claims arising in connection with a Plan that will
have to be modified based on the results in the Debtor Litigation,"
David Welch, Esq., of Crane, Heyman, Simon, Welch & Clar, counsel
to the Debtor, avers.
In addition, the Debtor relates that it is in the process of
commencing discovery with S&S AG Enterprises LLC with respect to
the Digester Contract (and if necessary, the Land Lease). The
Digester Contract and Land Lease are the most crucial contracts
affecting the Debtor's business operations and a complete
understanding of the claims under the contracts is essential to
issues relating to contract assumption as well as claims treatment
under the Plan, Mr. Welch says.
The Debtor was formed for the purpose of constructing an anaerobic
digester (Digester) in Door County, Wiscounsin, to generate
electricity from harnessing methane extracted from animal waste.
The dairy farm used by the Debtor in installing the Digester was
leased from S&S AG Enterprises under a 20-year Land Lease in 2010.
About WTE-S&S AG Enterprises LLC
WTE-S&S AG Enterprises, LLC, is a limited liability company formed
for the purpose of constructing an anaerobic digester on the
largest dairy farm in Door County, Wisconsin, so as to generate
electricity from harnessing methane extracted from animal waste.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 16-09913) on March 23, 2016. The petition was
signed
by James G. Philip, manager and designated representative. The
Debtor is represented by David K. Welch, Esq., at Crane, Heyrnan,
Simon, Welch & Clar. The case is assigned to Judge Donald R.
Cassling. The Debtor estimated both assets and liabilities in the
range of $1 million to $10 million at the time of the filing.
YORK RISK: Bank Debt Trades at 2% Off
-------------------------------------
Participations in a syndicated loan under York Risk Services
Holding is a borrower traded in the secondary market at 97.65
cents-on-the-dollar during the week ended Friday, March 17, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 0.25 percentage points from the
previous week. York Risk pays 375 basis points above LIBOR to
borrow under the $0.555 billion facility. The bank loan matures on
Sept. 18, 2021 and carries Moody's B3 rating and Standard & Poor's
B- rating. The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended March 17.
*********
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 ***