/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/170405.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, April 5, 2017, Vol. 21, No. 94 Headlines 14885 INWOOD: Voluntary Chapter 11 Case Summary 1776 AMERICAN: Has Until May 29 to File Plan & Disclosures 1776 AMERICAN: Hires Remax Executive as Real Estate Agent & Broker A-1 EXPRESS: Committee Taps Kilpatrick Townsend as Legal Counsel AARON ROBERT PARTHEMER: Reaches Settlement With SEC ACTIVECARE INC: Amends Current Report on Jeff Greene Loan Pact ADAMIS PHARMACEUTICALS: Incurs $20.8 Million Net Loss in 2016 AEROPOSTALE INC: Exclusive Plan Filing Deadline Extended to May 1 ALAMOS GOLD: Moody's Withdraws B2 CFR After Debt Repayment ALLIANCE RESOURCE: Moody's Assigns Ba3 Corporate Family Rating ALPHA SODA: Hires George M. Geeslin as Counsel ALPHATEC HOLDINGS: Broadfin Capital Holds 9.99% Equity Stake ALPHATEC HOLDINGS: Obtains $18.9-Mil. From Private Placement ALTA MESA: Reports $167.9 Million Net Loss for 2016 ANDERSON SHUMAKER: Can Use the Cash Collateral of Associated Bank ANGELICA CORPORATION: Will Sell Laundry Business to KKR for $125M ANGIOSOMA INC: Will Need Additional Capital to Remain in Business ASHMEL PLUMBING: Unsecureds to Recover 40% Under Plan AZURE MIDSTREAM: Cancels Registration of Unsold Securities AZURE MIDSTREAM: David C. Robins Ceases Ownership of Common Units AZURE MIDSTREAM: Will No Longer Issue Shares Under 2013 LTIP BASIC ENERGY: Reports Financial Results for 4th Quarter 2016 BEHRINGER HARVARD: Deloitte & Touche LLP Raises Going Concern Doubt BERNARD L. MADOFF: Hidden Deals at Center of Hedge-Fund Suit BIOLARGO INC: Amends 36.1 Million Common Shares Prospectus BIOLARGO INC: Will Need More Capital to Expand Operations BIOPLANET CORP: Has Until June 15 to File Plan & Disclosures BIOSCRIP INC: 2017 Adjusted EBITDA Forecast at $45M to $55M BIRCH GROVE: Hires Anderson Auction & Realty Brokers as Auctioneers BRITISH MOTORCARS: Hires McQueen & Ashman as Special Counsel CABLE ONE: S&P Affirms 'BB' CCR on NewWave Acquisition CAPSTONE PEDIATRICS: Cigna Health Objects to Disclosure Statement CAPSTONE PEDIATRICS: Eddie Hamilton Tries to Block Disclosures OK CARGO DOCTOR: Hires Kasuri Byck as Bankruptcy Attorney CARRINGTON FARMS: Intends to Use Granite Bank Cash Collateral CARTEL MANAGEMENT: Hires Hartnett Smith as Special Counsel CEETOP INC: Will Need Additional Time to File Form 10-K CHARLES STREET: Unsecureds' Recovery Unknown Under 3rd Plan CHESAPEAKE ENERGY: Notifies Noteholders of Repurchase Option CHIEFTAIN STEEL: Unsecureds to Recover 10% Under Latest Plan CHINA FISHERY: Trustee Taps Development Specialists as Accountant COLORADO GREENHOUSE: Trustee Taps Asset Finders as Consultant COLORFX INC: Case Summary & 20 Largest Unsecured Creditors COMPREHENSIVE VASCULAR: Hires Dentons US as Counsel COMPREHENSIVE VASCULAR: Hires Shane as Real Estate Broker CONNECT TRANSPORT: Trustee Taps Shattuck as Auctioneer COVINGTON PLACE: Case Summary & 6 Unsecured Creditors CREATIVE REALITIES: Posts Fourth Quarter Revenues of $5.5 Million CROFCHICK INC: PA Revenue Dep't Supports Approval of Plan Outline CS360 TOWERS: Trustee Taps Downey Brand as Legal Counsel CTI BIOPHARMA: Net Financial Standing at $17M as of Feb. 28 CYTORI THERAPEUTICS: Registers 1,173,241 Shares of Common Stock DAVAMADA INC: Court Approves Disclosure Statement DAVID SAPPINGTON: Vino Patel Buying Lancaster Property for $500K DEFINITIONS PRIVATE: Voluntary Chapter 11 Case Summary DELCATH SYSTEMS: Incurs $18 Million Net Loss in 2016 DIAMONDHEAD CASINO: Will File Form 10-K Within Extension Period DIGIDEAL CORPORATION: U.S. Trustee Forms 2-Member Committee DODGE CITY: Unsecureds to Get 100% in Deferred Cash Payments DOWN HOUSE: Voluntary Chapter 11 Case Summary EAST TEXAS MEDICAL: Moody's Lowers Debt Rating to B3; Outlook Neg. ELRAY RESOURCES: Will File 2016 Annual Report by April 17 ENDLESS SALES: Taps Hampton & Pigott as Special Counsel ENERGY FUTURE: Texas Regulators Give Prelim "No" to Oncor Takeover EPICENTER PARTNERS: Sonoran, et al., Unsecureds to Get 100% at 4% ERIE STREET INVESTORS: Case Summary & 20 Top Unsecured Creditors ESSAR STEEL: Asks Court to Allow Great Lakes Gas' $32.9M Claim ESSAR STEEL: Sues Southern Coal for Breaching Contracts ESSAR STEEL: Wants $5M in Financing to Restart Mine Construction ESSEX CONST: Trustee Wants to Keep Using Banks' Cash Collateral ESSEX CONSTRUCTION: Trustee Taps Whiteford Taylor as Legal Counsel ETERNAL ENTERPRISE: Aria and Onyx Buying Hartford Property for $11M FAIRMONT GENERAL: Former CEO's Claim Reduced by $65,693 FANSTEEL INC: Has Stipulation to Continue Cash Collateral Use FIRST ONE HUNDRED: April 19 Hearing on Aaronson Plan Disclosures FORBES ENERGY: Bankruptcy Court Confirms Reorganization Plan FORESIGHT ENERGY: Chris Cline Says Group Terminated FORESIGHT ENERGY: Closes Refinancing Transactions FRESH & EASY: Beverages Buying Liquor License No. 539763 for $35K FULLCIRCLE REGISTRY: Will File Form 10-K Within Extension Period GENERAL WIRELESS: Seeks to Hire Jones Day as Co-Counsel GORDMANS STORES: Hires Ordinary Course Professionals GREEN VALLEY: Case Summary & 20 Largest Unsecured Creditors GUIDED THERAPEUTICS: Will Limit Shandong's Stock Ownership to 4.9% H-D ACQUISITION: Unsecureds to be Paid in Full in Five Years HAIMIL REALTY: Unsecureds to be Paid in Full at 3% Under New Plan HAMMER FIBER OPTICS: Recurring Losses Raise Going Concern Doubt HEALTHIER CHOICES: Reports $10.7 Million Net Income for 2016 HIDALGO INDUSTRIAL: Hires Forshey & Prostok as Attorneys HOUSTON PLATE: Must File Plan & Disclosure Statement by Aug. 1 HYDROSCIENCE TECHNOLOGIES: Voluntary Chapter 11 Case Summary IMMUCOR INC: S&P Affirms 'CCC+' CCR & Revises Outlook to Negative INFINITI HOMES: Case Summary & 20 Largest Unsecured Creditors INTERPACE DIAGNOSTICS: Amends Form 8-K; Files Purchase Warrant INTERPACE DIAGNOSTICS: Posts $3.1 Million Net Revenue for Q4 INTREPID POTASH: Clearway Capital Holds 6.9% Stake as of March 16 ISLAND SOUTH: Case Summary & 2 Unsecured Creditors IT'S JUST LUNCH: Court Rejects Date-Voucher Settlement JVJ PHARMACY: Insider Won't Receive Distribution for $3.1MM Claim KADMON HOLDINGS: BDO USA LLP Raises Going Concern Doubt KALLSTRAND LLC: Seeks Authorization On Cash Collateral Use KB REALTY: Hires Dana M. Douglas as Counsel KCST USA: Hires Murphy & King as Bankruptcy Counsel KEMET CORP: Moody's Ups CFR to B3 on Anticipated Notes Refinancing LEARNING GATE: S&P Lowers 2007A/B Revenue Bonds Rating to 'B+' LEVEL ACRES: Wants to Use Cash Collateral to Maintain Operations LIVING COLOUR: Unsecureds to Get $5,000 Pro Rata Under Plan MAD CATZ: Makes Voluntary Assignment in Bankruptcy Under BIA MANN REALTY: Case Summary & 8 Unsecured Creditors MCCLATCHY CO: VP Christian Hendricks to Retire MEEMEE MEDIA: Recurring Losses Losses Raise Going Concern Doubt MERRIMACK PHARMACEUTICALS: Stockholders OK Sale Pact with Ipsen MICRO CONTRACT: Seeks Temporary Authority on Cash Collateral Use MILLENNIUM SUPER STOP: Hires Sader Law Firm as Attorneys MILLER MARINE: Case Summary & 7 Unsecured Creditors MOUNTAIN DIVIDE: Wants to Extend Use of Cash Collateral Until May 6 N-STYLE PERSPECTIVE: Case Summary & 20 Largest Unsecured Creditors NATIONSTAR MORTGAGE: Moody's Affirms B2 Sr. Unsecured Debt Rating NAVIDEA BIOPHARMACEUTICALS: SEC Grants Confidential Treatment NICKLAS LLC: Hires Bennett Williams as Broker NIGHT HORSE: Case Summary & 18 Largest Unsecured Creditors NOTIS GLOBAL: Acquires 51% of Stock of PCH Investment Group OCEAN RIG: Ernst & Young (Hellas) Raises Going Concern Doubt OCEAN RIG: Nasdaq to Intends to Delist Stock After Ch. 15 Filing OCELOTL DINER: Hires Morrison Tenenbaum as Counsel ONCOBIOLOGICS INC: Files an Acceleration Request on Form S-1 OPTIMUMBANK HOLDINGS: Hacker Johnson Raises Going Concern Doubt P3 FOODS: Has Until July 15 to File Plan & Disclosure Statement PACE DIVERSIFIED: Hires Belden Blaine Raytis as Attorney PANAMA CITY INVESTMENTS: Plan Confirmation Hearing Set for May 25 PARETEUM CORP: Reports Fourth Quarter Revenue of $3.1 Million PARK-OHIO INDUSTRIES: S&P Rates Proposed $350MM Unsec. Notes 'B' PASSAGE MIDLAND: Hires Jackson Kelly as Counsel PAYLESS HOLDINGS: Files for Chapter 11 Bankruptcy PEN INC: Reports $556,000 Net Loss for 2016 PICO HOLDINGS: UCP Surrenders to Corporate Governance Improvements PIONEER ENERGY: Attends Scotia Howard Weil 45th Annual Conference PIONEER ROOFING: Projects $950K to $1MM in Sales Proceeds PNCH ASSOCIATES: Plan Outline Okayed, Plan Hearing on April 27 POSITRON CORP: Unsecureds to Recoup 5% Over 36 Months Under Plan PREMIUM TRANSPORTATION: Hires Brouse McDowell as Counsel PURADYN FILTER: Incurs $1.44 Million Net Loss in 2016 RADIOSHACK CORP: May Close Fort Worth HQ as Part of Ch. 11 Filing REAL ESTATE SHORT: Hires Burton as Bankruptcy Counsel RENNOVA HEALTH: Closes $10.9 Million Convertible Debenture Offering RENNOVA HEALTH: Files Notice of Exempt Offering of Securities RESIDENTIAL CAPITAL: Trust Appoints David Pauker to Board RFI MANAGEMENT: Seeks to Hire Parry Tyndall as Legal Counsel ROBAROSA CORPORATION: Involuntary Chapter 11 Case Summary ROBINSON OUTDOOR: Seeks Authorization on Cash Collateral Use ROCKHURST UNIVERSITY: S&P Lowers Rating on Revenue Bonds to 'BB+' ROKA BIOSCIENCE: PWC LLP Raises Going Concern Doubt ROSETTA GENOMICS: Says Liquidity Sufficient Until 3rd Quarter RXI PHARMACEUTICALS: Discusses Therapeutic Potential of sd-rxRNA SABBATICAL INC: Bid to Appoint Chapter 11 Trustee Granted SAGINAW PREPARATORY: S&P Lowers 2012 School Bonds Rating to 'BB+' SAM BASS: Iron Horse to Auction Artwork, Guitars on May 3 SEANIEMAC INTERNATIONAL: Shane O'Driscoll Resigns as Director SEQUA CORP: Fitch Assigns 'B-' LT Issuer Default Rating SEQUA CORP: Moody's Rates New Sr. Sec. First Lien Debt B3 SIDEWINDER DRILLING: Moody's Withdraws Ca CFR on Debt Elimination SILVER CREEK INVESTMENTS: Has Final Nod to Use Cash Collateral SILVER LINE: Disclosures Approved; May 18 Plan Confirmation Hearing SIXTY SIXTY CONDOMINIUM: May 2 Disclosure Statement Hearing SLM CORP: S&P Assigns 'BB+' Rating on $200MM Unsecured Notes SORRENTO THERAPEUTICS: Liquidity Concerns Casts Going Concern Doubt SOTO REEFER: Plan Confirmation Hearing on April 26 SOUNDVIEW ELITE: Amended Plan Increases Settlement Amounts SQUARETWO FINANCIAL: Hires Ernst & Young as Tax Advisor STICHTER & STICHTER: Names David Rosenthal as Attorney SWING HOUSE: Seeks to Hire Friedman Kannenberg as Accountant THRU INC: Has Interim Authorization to Use Cash Collateral TILLMAN PARK: Has Final Approval to Use LSCG Fund Cash Collateral TRAVELERS OF AMERICA: Hires Van Horn as Attorney TX C C INC: PACA Creditors Seek to Prohibit Cash Collateral Use ULTIMATE AVT: Plan, Disclosures Hearing Set for May 1 UNITY COURIER: Case Summary & 20 Largest Unsecured Creditors UNIVERSITY PLAZA: Has Final Authorization to Use Cash Collateral US TELEPACIFIC: Moody's Affirms B3 CFR Amid Planned New Bank Loans VAIR RESOURCES: Wants Filing of Disclosure Statement Waived VANGUARD HEALTHCARE: Suit by Dept. of Justice, Tennessee Continues VBI VACCINES: EisnerAmper LLP Raises Going Concern Doubt VERENGO INC: Unsecured Creditors to Recoup Up to 2.0% Under Plan VIDEOTRON LTEE: S&P Assigns BB Rating on New $600MM Unsec. Notes W.E. YODER: Disclosures Approved; May 4 Plan Confirmation Hearing WALLACE RUSH: Names Phillip Wallace as Counsel WALLACE RUSH: Wants to Use Cash Collateral WEATHERFORD INTERNATIONAL: Will Present at Investor Conference WEST SEATTLE LODGE: May Use Cash Collateral Until May 31 WESTINGHOUSE ELECTRIC: Will Decide Fate of 4 U.S. Nuclear Reactors WILLIAM IPPOLITO: Staten Island Property Auction on May 22 WILLIAMSON & WILLIAMSON: Wants to Use Sanders/Pinnacle Cash Coll. WILLIAMSON & WILLIAMSON: Wants to Use State Bank Cash Collateral WK CAPITAL: Golden Child Buying Assets for $2 Million YODER REAL ESTATE: Disclosures Approved; May 4 Plan Hearing YORK RISK: Moody's Retains Caa1 CFR Amid Incremental $50MM Loan ZUCKER GOLDBERG: US Trustee, et al., Try to Block Disclosures OK ZWO ENTERPRISES: Taps Henri Martin as Real Estate Agent [*] Alabama Joins Dozen States in Asbestos Bankruptcy Trust Probes [*] Bankruptcy Filings Drop 6% to 805,580 in 2016 [*] Bill to Create Section of Bankruptcy Code for Banks Advances [*] Kevin Cowan & Shutts & Bowen LLP Fight Price-Fix Lawsuit ********* 14885 INWOOD: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: 14885 Inwood Road, LLC 14885 Inwood Road Addison, TX 75001 Case No.: 17-31260 About the Debtor: The Debtor's principal asset is located at 14833 Inwood Road and 14885 Inwood Road Addison, TX 75001 Chapter 11 Petition Date: April 3, 2017 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Hon. Stacey G. Jernigan Debtor's Counsel: Melissa S. Hayward, Esq. FRANKLIN HAYWARD LLP 10501 N. Central Expry, Ste. 106 Dallas, TX 75231 Tel: 972-755-7104 Fax: 972-755-7114 E-mail: MHayward@franklinhayward.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Sherry LaMaison, president. The Debtor failed to include a list of its 20 largest unsecured creditors at the time of the filing. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/txnb17-31260.pdf 1776 AMERICAN: Has Until May 29 to File Plan & Disclosures ---------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas has given American Properties IV LLC and 1776 American Properties V LLC until May 29, 2017, to file a Chapter 11 plan and disclosure statement. About 1776 American Properties IV, LLC 1776 American Properties IV LLC and its 12 affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S. D. Texas Lead Case No. 17-30422) on Jan. 27, 2017. The petition was signed by Jeff Fisher, director of manager. The case is assigned to Judge Karen K. Brown. Josh T. Judd, Esq., at Andrews Myers PC serves as the Debtor's bankruptcy counsel. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of less than $50,000. 1776 AMERICAN: Hires Remax Executive as Real Estate Agent & Broker ------------------------------------------------------------------ 1776 American Properties IV LLC and its debtor-affiliates seek permission from the U.S. Bankruptcy Court for the Southern District of Texas to employ David Hashem and David Montz d/b/a REMAX Executives as real estate agent and broker. The Debtors own 116 rental single family homes / apartment units, 5 single family homes, and 76 vacant lots. In addition, Debtors 1776 IV, 1776 V, 1776 VII and 1776 VIII hold promissory notes and profit sharing arrangements with various builders on approximately 58 lots. The Debtors have determined that the sale of many of their properties property is in the best interest of the estates. The Debtors require Mr. Hashem (the "Agent") and REMAX Executives (the "Sponsoring Broker"): a. prepare marketing materials and/or offering packages to be used in soliciting prospective purchasers for the Properties; b. locate, qualify and furnish prospective purchasers; c. analyze offers and proposals from potential purchasers and offering recommendations to the Debtor in connection with any proposed transaction involving the Properties; d. assist with negotiations regarding any potential transaction involving the Property; e. assist with the consummation of any transactions involving the Properties. REMAX Executives will be compensated at a 6% commission rate of the gross sales price of the Properties. As an additional service, in the event of a sale of the Properties covered under the listing agreement, any outside broker in representation of the purchaser of the Properties, will be compensated in an amount of 50% of the commission for the sale of the property. David Hashem, owner of DIH LLC and REMAX Executive, 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. REMAX may be reached at: David Hashem REMAX Executives 4660 Beechnut, #224 Houston, TX 77096 Tel: 713.922.9252 Email: davidhashem@yahoo.com About 1776 American Properties IV, LLC 1776 American Properties IV LLC and its 12 affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-30422) on January 27, 2017. The petition was signed by Jeff Fisher, director of manager. The case is assigned to Judge Karen K. Brown. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of less than $50,000. A-1 EXPRESS: Committee Taps Kilpatrick Townsend as Legal Counsel ---------------------------------------------------------------- The official committee of unsecured creditors of A-1 Express Delivery Service, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire legal counsel. The committee proposes to hire Kilpatrick Townsend & Stockton LLP to, among other things, give legal advice regarding its duties under the Bankruptcy Code, assist in the negotiation of any financing agreement, review claims, and assist in the preparation of any plan of reorganization. The hourly rates charged by the firm are: Partners $630 Associates $345 Paralegals $250 Colin Bernardino, Esq., and Lindsey Simon, Esq., the attorneys designated to represent the committee, will charge $630 per hour and $345 per hour, respectively. The rates represent a 10% discount from the proposed attorneys' standard hourly rates. Mr. Bernardino disclosed in a court filing that he and other Kilpatrick partners are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Colin Bernardino, Esq. Lindsey Simon, Esq. Kilpatrick Townsend & Stockton LLP 1100 Peachtree Street NE, Suite 2800 Atlanta, GA 30309-4528 Tel: +1 404.815.6500 Fax: +1 404.815.6555 About A-1 Express Delivery Service A-1 Express Delivery Service, Inc., based in Atlanta, Georgia, provides same-day transportation and distribution services across the country. From its headquarters in midtown Atlanta, the Debtor manages the transportation, distribution and logistics for well over 1500 active clients, including many Fortune 500 companies with operations throughout the United States. The Debtor provides next day services for Amazon in 5 cities, employing over 300 drivers. Additionally, the Debtor operates 2 same-day florist locations in Atlanta and Los Angeles. The Debtor filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 17-52865) on Feb. 14, 2017. The petition was signed by Lon D. Fancher, COO, owner. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. J. Robert Williamson, Esq., at Scroggins & Williamson, P.C., serves as the Debtor's counsel. On March 13, 2017, the U.S. Trustee for Region 21 appointed an official committee of unsecured creditors. AARON ROBERT PARTHEMER: Reaches Settlement With SEC --------------------------------------------------- Carmen Germaine, writing for Bankruptcy Law360, reports that Aaron R. Parthemer has reached a settlement with the U.S. Securities and Exchange Commission by agreeing to an indefinite bar from acting as an investment adviser or participating in penny stock offerings, without admitting or denying the SEC's claims he participated in selling more than $5 million in unregistered, illiquid securities to pro football players without conducting due diligence or disclosing his conflicts. Aaron Robert Parthemer filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 15-29830) on Nov. 10, 2015. ACTIVECARE INC: Amends Current Report on Jeff Greene Loan Pact -------------------------------------------------------------- ActiveCare, Inc., filed with the Securities and Exchange Commission an amended current report on Form 8-K/A in order to correct certain payment terms related to a loan agreement with Jeff Greene. On March 21, 2017, ActiveCare reported that it had entered into the Loan Agreement with Mr. Greene pursuant to which Mr. Greene loaned the Company $300,000. The Loan is unsecured. The Loan (i) bears interest at the rate of 12.75% per annum, (ii) matures on June 15, 2017, (iii) requires payment of a $3,000 closing fee, (iv) is subordinated to the Partners for Growth term loan and line of credit, and (v) requires payment of a fee of $50,000 for each 30 days that the loan is outstanding. About ActiveCare South West Valley City, Utah-based ActiveCare, Inc., develops and markets products for monitoring the health of and providing assistance to mobile and homebound seniors and the chronically ill. ActiveCare is organized into three businesses. The Stains and Reagents segment is engaged in the business of manufacturing and marketing medical diagnostic stains, solutions and related equipment to hospitals and medical testing labs. The CareServices segment is engaged in the business of developing, distributing and marketing mobile health monitoring and concierge services to distributors and customers. The Chronic Illness Monitoring segment is primarily engaged in the monitoring of diabetic patients on a real time basis. ActiveCare reported a net loss of $12.8 million on $6.59 million of chronic illness monitoring revenues for the year ended Sept. 30, 2015, compared with a net loss of $16.4 million on $6.10 million of chronic illness monitoring revenues for the year ended Sept. 30, 2014. As of June 30, 2016, ActiveCare had $1.91 million in total assets, $21.01 million in total liabilities and a total stockholders' deficit of $19.10 million. Tanner LLC, in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2015, citing that the Company has recurring losses, negative cash flows from operating activities, negative working capital, negative total equity, and certain debt that is in default. These conditions, among others, raise substantial doubt about its ability to continue as a going concern. ADAMIS PHARMACEUTICALS: Incurs $20.8 Million Net Loss in 2016 ------------------------------------------------------------- Adamis Pharmaceuticals Corporation filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss applicable to common stock of $20.81 million on $6.47 million of net revenue for the year ended Dec. 31, 2016, compared to a net loss applicable to common stock of $13.57 million on $0 of net revenue for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Adamis had $37.78 million in total assets, $12.50 million in total liabilities and $25.27 million in total stockholders' equity. Mayer Hoffman McCann P.C., in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has incurred recurring losses from operations, and is dependent on additional financing to fund operations. These conditions 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/LSuKMf About Adamis San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTC QB: ADMP) is a biopharmaceutical company engaged in the development and commercialization of specialty pharmaceutical and biotechnology products in the therapeutic areas of respiratory disease, allergy, oncology and immunology. AEROPOSTALE INC: Exclusive Plan Filing Deadline Extended to May 1 ----------------------------------------------------------------- The Hon. Sean H. Lane of the U.S. Bankruptcy Court for the Southern District of New York has extended, at the behest of Aeropostale, Inc., et al., the deadlines to exclusively file a plan of reorganization through and including May 1, 2017, and to exclusively solicit acceptances for the plan through and including June 30, 2017. As reported by the Troubled Company Reporter on March 7, 2017, Alex Wolf, writing for Bankruptcy Law360, reported that the Debtor indicated that it sought the extensions to work out all of the details of its Chapter 11 exit strategy. About Aeropostale, Inc. Aeropostale, Inc. (OTC Pink: AROPQ) is a specialty retailer of casual apparel and accessories, principally serving young women and men through its Aeropostale(R) and Aeropostale Factory(TM) stores and website and 4 to 12 year-olds through its P.S. From Aeropostale stores and website. The Company provides customers with a focused selection of high quality fashion and fashion basic merchandise at compelling values in an exciting and customer friendly store environment. Aeropostale maintains control over its proprietary brands by designing, sourcing, marketing and selling all of its own merchandise. As of May 1, 2016, the Company operated 739 Aeropostale(R) stores in 50 states and Puerto Rico, 41 Aeropostale stores in Canada and 25 P.S. from Aeropostale(R) stores in 12 states. In addition, pursuant to various licensing agreements, the Company's licensees currently operate 322 Aeropostale(R) and P.S. from Aeropostale(R) locations in the Middle East, Asia, Europe, and Latin America. Since November 2012, Aeropostale, Inc., has operated GoJane.com, an online women's fashion footwear and apparel retailer. Aeropostale, Inc., and 10 of its affiliates each filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 16-11275) on May 4, 2016. The petitions were signed by Marc G. Schubac, senior vice president, general counsel and secretary. The Debtors disclosed assets of $354.38 million and total debt of $390.02 million as of Jan. 30, 2016. The Debtors hired Weil, Gotshal & Manges LLP as counsel; FTI Consulting, Inc., as restructuring advisor; Stifel, Nicolaus & Company, Inc., and Miller Buckfire & Company LLC as investment bankers; RCS Real Estate Advisors as real estate advisors; Prime Clerk LLC as claims and noticing agent; Stikeman Elliot LLP as Canadian counsel; and Togut, Segal & Segal LLP as conflicts counsel. Judge Sean H. Lane is assigned to the cases. The U.S. trustee for Region 2 on May 11, 2016, appointed seven creditors of Aeropostale Inc. to serve on the official committee of unsecured creditors. The Committee retained Pachulski Stang Ziehl & Jones LLP as counsel. ALAMOS GOLD: Moody's Withdraws B2 CFR After Debt Repayment ---------------------------------------------------------- Moody's Investors Service has withdrawn all ratings of Alamos Gold Inc., including its B2 Corporate Family Rating, B2-PD Probability of Default Rating, B3 senior secured notes rating and SGL-1 speculative grade liquidity rating. RATINGS RATIONALE Moody's has withdrawn all of Alamos Gold's ratings following the repayment of the company's rated senior secured notes. Outlook Actions: Issuer: Alamos Gold Inc. -- Outlook, Changed To Rating Withdrawn From Stable Withdrawals: Issuer: Alamos Gold Inc. -- Probability of Default Rating, Withdrawn, previously rated B2- PD -- Speculative Grade Liquidity Rating, Withdrawn, previously rated SGL-1 -- Corporate Family Rating, Withdrawn, previously rated B2 -- Senior Secured Regular Bond/Debenture, Withdrawn, previously rated B3 (LGD4) ALLIANCE RESOURCE: Moody's Assigns Ba3 Corporate Family Rating -------------------------------------------------------------- Moody's Investors Service assigned first-time ratings to Alliance Resource Operating Partners, L.P., including a corporate family rating (CFR) of Ba3, a rating on proposed senior unsecured notes of B1, and a Speculative Grade Liquidity rating of SGL-2. The outlook is stable. The following rating actions were taken: Assignments: Issuer: Alliance Resource Operating Partners, L.P. -- Probability of Default Rating, Assigned Ba3-PD -- Speculative Grade Liquidity Rating, Assigned SGL-2 -- Corporate Family Rating, Assigned Ba3 -- Senior Unsecured Regular Bond/Debenture, Assigned B1 (LGD 4) Outlook Actions: Issuer: Alliance Resource Operating Partners, L.P. -- Outlook, Assigned Stable RATINGS RATIONALE The ratings reflect the company's position as one of the key US thermal coal producers operating eight underground mining complexes in Illinois Basin and Appalachia, as well as a coal loading terminal on the Ohio River at Mt. Vernon, Indiana. The company produces almost 40 million tons of coal per year, with roughly 28 million tons of it from the Illinois Basin. The company enjoys a competitive cost structure and an advantageous contracted position over the next two years. Moody's expects the company to maintain Debt/ EBITDA, as adjusted, of below 2x over the ratings horizon. The ratings are further supported by Moody's views that the Illinois Basin remains the better positioned coal region in the US due to its low cost structure. The ratings incorporate Moody's stable outlook on US coal industry. Although the industry continues to face challenges, coal producers have received much needed relief with natural gas prices hovering below $3.00/ million British thermal units (MMBtu). Although the new US administration appears more supportive of the industry, Moody's believes domestic coal consumption will remain under pressure over the long term. Natural gas and renewables will capture an increasing share of the nation's fuel mix, smaller and less efficient coal plants will continue to be retired and coal's share of the nation's overall energy consumption will likely drop to the mid-20% range within a decade, from about 30% now. Domestically, Moody's views the Illinois Basin (ILB) as the better positioned coal region in the US. The higher sulfur content of ILB coal requires it to be burned in power plants with scrubbers or blended with other coals with lower sulfur content. Moody's expects ILB coal to continue displacing Central Appalachian coal, which is in secular decline due to the high cost of production. Meanwhile, high transportation cost will limit the reach of the Powder River Basin coal into ILB's markets. That said, the company will not be immune from the challenges typically facing US coal producers, including rising costs of mining, ongoing technological developments in shale and competition from low-cost natural gas, regulatory pressures aimed at disadvantaging the use of coal, and enhanced scrutiny over safety in underground mining. In particular, Moody's views the company's Appalachian mines as susceptible to the downward pressure in demand. The Speculative Grade Liquidity rating of SGL-2 reflects Moody's expectations of good liquidity, which includes cash balance of $40 million at December 31, 2016 and expected full availability under the proposed $460 million revolver due May 2021. While Moody's expects the company's operating cash flows to be more than sufficient to cover capital requirements, the company's structure as a Master Limited Partnership (MLP) means that most of the company's available cash flows will be distributed to unit holders. The B1 rating on senior unsecured notes, one notch below the CFR, reflects their position behind the secured revolver with respect to claim on collateral. The stable outlook reflects the company's solid contracted position and stable outlook on the industry. While unlikley, the ratings could be upgraded if the rate of secular decline in the US thermal coal industry were to slow or reverse, or in the event of material growth in scale and diversity, while comparable metrics are maintained. A downgrade could be considered if Debt/ EBITDA, as adjusted, were expected to increase above 3x, or if liquidity were to deteriorate. Alliance Resource Operating Partners LP is a subsidiary of Alliance Resource Partners LP, which is a publically traded master limited partnership. At December 31, 2016, the company had approximately 1.76 billion tons of coal reserves in Illinois, Indiana, Kentucky, Maryland, Pennsylvania and West Virginia. In 2016, the company sold 36.7 million tons of coal and generated $1.9 billion in revenues. The principal methodology used in these ratings was Global Mining Industry published in August 2014. ALPHA SODA: Hires George M. Geeslin as Counsel ---------------------------------------------- Alpha Soda Company, Inc., seeks authorization from the U.S. Bankruptcy Court for the Northern District of Georgia to employ George M. Geeslin as counsel. The Debtor requires Geeslin to: a. advise Debtor with respect to its rights, powers, duties, and obligations as Debtor- in-Possession in the administration of this case, the operation of its business, and the management of its property; b. prepare pleadings, applications, and conduct examinations incidental to administration; c. advise and represent Applicant in connection with all applications, motions, or complaints for reclamation, adequate protection, sequestration, relief from stays, appointment of trustee or examiner, and all other similar matters; d. develop the relationship of the status of Debtor-in-Possession to the claims of the creditors in these proceedings; e. advise and assist the Debtor-in-Possession in the formulation and presentation of a Plan of Reorganization pursuant to Chapter 11 of the Bankruptcy Code and concerning any and all matter relating thereto; and f. perform any and all other legal services incident and necessary herein. The Debtor will compensate Mr. Geeslin at his standard hourly rate for comparable work, ($350.00), plus reasonable expenses. Mr. Geeslin received retainer in the amount of $10,000. George M. Geeslin, Esq., assured the Court that the firm does not represent any interest adverse to the Debtor and its estates. Geeslin may be reached at: George M. Geeslin, Esq. Two Midtown Plaza, Suite 1350 1349 West Peachtree Street Atlanta, GA 30309 Phone: (404) 841-3464 Fax: (866) 253-2313 E-mail: george@gmgeeslinlaw.com About Alpha Soda Company, Inc. Alpha Soda Company, Inc. filed a Chapter 11 bankruptcy petition (Bankr. N.D.GA. Case No. 17-55343) on March 23, 2017. George M. Geeslin, Esq., represents the Debtor as counsel. In its petition, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Charles Petrakopoulos, CEO. ALPHATEC HOLDINGS: Broadfin Capital Holds 9.99% Equity Stake ------------------------------------------------------------ In a Schedule 13G filed with the Securities and Exchange Commission, Broadfin Capital, LLC, Broadfin Healthcare Master Fund, Ltd. and Kevin Kotler disclosed that as of March 28, 2017, they beneficially own 1,164,618 shares of common stock of Alphatec Holdings, Inc. representing 9.99 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at https://is.gd/VtbZll About Alphatec Holdings Alphatec Holdings, Inc., the parent company of Alphatec Spine, Inc. -- http://www.alphatecspine.com/-- is a medical technology company focused on the design, development and promotion of products for the surgical treatment of spine disorders. The Company has a comprehensive product portfolio and pipeline that addresses the cervical, thoracolumbar and intervertebral regions of the spine and covers a variety of spinal disorders and surgical procedures. Its principal product offerings are focused on the global market for fusion-based spinal disorder solutions. The Company believes that its products and systems are attractive to surgeons and patients due to enhanced product features and benefits that are designed to simplify surgical procedures and improve patient outcomes. Ernst & Young LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has recurring operating losses and has a working capital deficiency. In addition, the Company has not complied with certain covenants of loan agreements with its lenders and has significant debt obligations due in December 2016. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2016, showed $94.18 million in total assets, $112.48 million in total liabilities, $23.60 million in redeemable preferred stock and a stockholders' deficit of $41.89 million. ALPHATEC HOLDINGS: Obtains $18.9-Mil. From Private Placement ------------------------------------------------------------ Alphatec Holdings, Inc. closed on March 29, 2017, its previously announced private placement pursuant to the terms of a securities purchase agreement, dated as March 22, 2017, between the Company and certain institutional and accredited investors. At the Closing, the Company issued 1,809,628 shares of its common stock at a purchase price of $2.00 per share, approximately 15,245 shares of newly designated Series A Convertible Preferred Stock at a purchase price of $1,000 per share (which Preferred Shares are convertible into approximately 7,622,372 shares of Common Stock, subject to limitations on conversion until the approval by the Company's stockholders as required in accordance with the NASDAQ Global Select Market rules), and warrants to purchase up to 9,432,000 shares of its Common Stock at an exercise price of $2.00 per share. The Warrants will become exercisable following Stockholder Approval, are subject to certain ownership limitations, and expire five years after the date of such Stockholder Approval. The aggregate gross proceeds for the Private Placement were approximately $18.9 million. The Company intends to use the net proceeds from the Private Placement for general corporate and working capital purposes. As previously disclosed, certain directors and executive officers of the Company purchased, at the Closing, an aggregate of $2.35 million of shares of Series A Convertible Preferred Stock, which shares are convertible into approximately 1,175,000 shares of Common Stock, and Warrants to purchase up to 1,175,000 shares of Common Stock. In connection with the Closing, the Company entered into the previously disclosed registration rights agreement with the Purchasers. Prior to and as a condition for the Closing, certain stockholders of the Company entered into the previously disclosed support agreements with the Company, pursuant to which such stockholders agreed to vote all shares of Common Stock owned by them in favor of the Private Placement. The Private Placement was exempt from the registration requirements of the Securities Act of 1933, as amended pursuant to the exemption for transactions by an issuer not involving any public offering under Section 4(a)(2)of the Securities Act and Rule 506 of Regulation D of the Securities Act and in reliance on similar exemptions under applicable state laws. Each of the Purchasers represented that it is an accredited investor within the meaning of Rule 501(a) of Regulation D, and was acquiring the securities for investment only and not with a view towards, or for resale in connection with, the public sale or distribution thereof. The securities were offered without any general solicitation by the Company or its representatives. The securities sold and issued in the Private Placement will not be registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from the registration requirements. Additionally, pursuant to the previously disclosed engagement letter with H.C. Wainwright & Co., LLC and in connection with the Closing, the Company granted to Wainwright and/or certain of its designees warrants to purchase up to 471,600 shares of Common Stock. The Wainwright Warrants have substantially the same terms as the Warrants, except that the Wainwright Warrants have an exercise price equal to $2.50, which represents 125% of the purchase price of the Common Stock in the Private Placement. The Wainwright Warrants and the shares issuable upon exercise of the Wainwright Warrants were issued in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act as transactions not involving a public offering and in reliance on similar exemptions under applicable state laws. On March 29, 2017, the Company amended its restated certificate of incorporation by filing with the Secretary of State of the State of Delaware the previously disclosed Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock of the Company. About Alphatec Holdings Alphatec Holdings, Inc., the parent company of Alphatec Spine, Inc. -- www.alphatecspine.com. -- is a medical technology company focused on the design, development and promotion of products for the surgical treatment of spine disorders. The Company has a comprehensive product portfolio and pipeline that addresses the cervical, thoracolumbar and intervertebral regions of the spine and covers a variety of spinal disorders and surgical procedures. Its principal product offerings are focused on the global market for fusion-based spinal disorder solutions. The Company believes that its products and systems are attractive to surgeons and patients due to enhanced product features and benefits that are designed to simplify surgical procedures and improve patient outcomes. Ernst & Young LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has recurring operating losses and has a working capital deficiency. In addition, the Company has not complied with certain covenants of loan agreements with its lenders and has significant debt obligations due in December 2016. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2016, showed $94.18 million in total assets, $112.48 million in total liabilities, $23.60 million in redeemable preferred stock and a stockholders' deficit of $41.89 million. ALTA MESA: Reports $167.9 Million Net Loss for 2016 --------------------------------------------------- Alta Mesa Holdings, LP, filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $167.9 million on $173.8 million of total operating revenues and other for the year ended Dec. 31, 2016, compared with a net loss of $131.79 million on $433.88 million of total operating revenues and other for the year ended Dec. 31, 2015. Net Loss for the fourth quarter of 2016 was ($47.0) million, compared to a net loss of ($76.2) million for the fourth quarter of 2015. As of Dec. 31, 2016, Alta Mesa had $813.85 million in total assets, $781.74 million in total liabilities and $32.10 million in total partners' capital. Financial and operational highlights of note for 2016 include the following: * SEC proved reserves increased from 78.5 MMBOE at year-end 2015 to 138.8 MMBOE at year-end 2016; year-end proved reserves based on 12/31/2016 NYMEX strip were 153.8 MMBOE * Total Company Lease Operating Expense per BOE reduced by 21% in 2016, compared to 2015 * Deleveraged balance sheet by retiring $125 million term loan and paid down a portion of our revolving credit facility with contribution of $300 million from High Mesa Inc. * Retired $450 million 9.625% senior notes due 2018 by issuing $500 million 7.875% senior notes due 2024 * Expanded STACK leasehold to approximately 100,000 net acres * Alta Mesa's Class B limited partner, High Mesa Inc., contributed additional working interests in 24 producing STACK wells, adding 4.3 MBOE per day, effective Oct. 1, 2016 * Total Company production for the fourth quarter and full year 2016, including the pro forma effect of the interest in the 24 contributed producing wells, averaged 25.3 MBOE per day and 21.9 MBOE per day, respectively * STACK production, including the pro forma effect of the interest in the 24 contributed producing wells, averaged 19.4 MBOE per day for the fourth quarter of 2016 * Total Company Net Loss for the full year 2016 totaled $167.9 million * Total Company Adjusted EBITDAX for the full year 2016 totaled $172.9 million The Company's capital expenditure budget for 2017 is estimated to be $290 million, up 28% compared to capital expenditures of $226 million in 2016. Approximately 95% of 2017 capital expenditures will be allocated to develop the Company's primary core asset in the STACK play in Kingfisher County Oklahoma. The balance of the capital expenditure budget is for Weeks Island and all other areas. Operational Highlights STACK Play, Oklahoma In Alta Mesa's Oklahoma STACK play, the Company has assembled a highly contiguous leasehold position which has grown from approximately 45,000 net acres in early 2015 to approximately 100,000 net acres at the end of 2016. This position is characterized by multiple productive zones located at total vertical depths between 4,000 feet and 8,000 feet. The Company is currently operating six horizontal drilling rigs with plans to utilize up to eight drilling rigs by the end of 2017, targeting the Mississippian-age Osage, Meramec, and Manning formations and the Pennsylvanian-age Oswego formation. During 2016, Alta Mesa spent approximately $209 million in this area for the drilling and completion of wells, in addition to other expenditures for facilities and acquisition of leaseholds. For 2017, the Company has allocated approximately 95% of its 2017 capital expenditure budget, including acquisitions, to the STACK. In 2017, Alta Mesa plans to drill and complete up to 150 gross wells in the STACK, which is inclusive of approximately 42 gross wells expected to be funded by the Company's joint development partner, BCE through the joint development agreement. SEC proved reserves in the Company's STACK play grew from 67 MMBOE at the end of 2015 to approximately 130 MMBOE at the end of 2016. Net daily production in this area averaged 15,100 BOE per day for the fourth quarter of 2016, up 60% from approximately 9,450 BOE per day in the fourth quarter of 2015. Net daily production in the fourth quarter of 2016 from the STACK area would have been approximately 19,400 BOE per day, pro-forma the BCE transaction, up 105%. During 2016, Alta Mesa produced approximately 4,750 MBOE from this area, up 48% from approximately 3,200 MBOE in 2015. Full year 2016 production from the STACK area would have been approximately 5,500 MBOE, pro-forma for the BCE transaction, up 70%. Weeks Island The Weeks Island Area, located in Iberia and St. Mary Parish, Louisiana consists of the historically prolific Weeks Island and Cote Blanche Island fields. As of Dec. 31, 2016, Alta Mesa had a 96% average working interest in a total of 57 gross producing wells. Average daily production from the Weeks Island Area in the fourth quarter of 2016 was approximately 2,600 BOE per day with the full year 2016 average of approximately 3,400 BOE per day. A full-text copy of the Form 10-K is available for free at: https://is.gd/wVQy2w About Alta Mesa Headquartered in Houston, Texas, Alta Mesa is a privately held company engaged primarily in onshore oil and natural gas acquisition, exploitation, exploration and production whose focus is to maximize the profitability of its assets in a safe and environmentally sound manner. The Company seeks to maintain a portfolio of lower risk properties in plays with known resources where the Company identifies a large inventory of lower risk drilling, development, and enhanced recovery and exploitation opportunities. The Company maximizes the profitability of its assets by focusing on sound engineering, enhanced geological techniques including 3-D seismic analysis, and proven drilling, stimulation, completion, and production methods. * * * In December 2016, Moody's Investors Service placed Alta Mesa Holdings' 'Caa2' Corporate Family Rating (CFR) and 'Caa2-PD' Probability of Default Rating (PDR) under review for upgrade and assigned a 'Caa1' rating to the proposed offering of $450 million of senior unsecured notes. In December 2016, S&P Global Ratings said that it raised its corporate credit rating on Alta Mesa Holdings to 'B-' from 'CCC+'. "The upgrade follows Alta Mesa's announcement that it used the proceeds from a recent preferred equity issuance to pay down its second-lien debt and repay part of the revolving credit facility," said S&P Global Ratings' credit analyst Daniel Krauss. ANDERSON SHUMAKER: Can Use the Cash Collateral of Associated Bank ----------------------------------------------------------------- Judge Donald R Cassling of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Anderson Shumaker Company to use the cash collateral of Associated Bank, N.A., on an interim basis. The Debtor is authorized to use cash collateral only in accordance with the Budget. The approved Budget during the week ending March 17, 2017 through week ending April 28, 2017 reflects total expenses of approximately $1,169,248. The authorized cash collateral will be maintained only in accounts with Associated Bank. The Debtor was also authorized to maintain no more than $10,000 in its account with Forest Park National Bank & Trust Co., and transfer any funds above such amount to the Debtor's operating account maintained with Associated Bank. The Debtor is indebted and liable to Associated Bank in the aggregate principal amount of at least $11,086,103, as of the Petition Date. As such, Associated Bank holds a valid, duly perfected, first-priority liens upon and security interest in and to all of the cash of the Debtor derived from the Prepetition Liens to the extent of its prepetition liens. Associated Bank is granted a replacement lien in the prepetition collateral and in the post-petition property of the Debtor, of the same nature and to the same extent and in the same priority it had in the prepetition collateral, and to the extend such liens and security interests extend to the property. Associated Bank was also granted an additional continuing valid, binding, enforceable, non-avoidable, and automatically perfected post-petition security interest in and lien on all cash or cash equivalents of the Debtor. In addition, Associated Bank will be deemed to have an allowed superpriority adequate protection claim to the extent that the adequate protection lien will not adequately protect its interest against the diminution in value of the prepetition collateral. The Debtor is authorized to use the cash collateral until the earliest to occur of: (a) April 28, 2017; (b) the conversion of any of the Debtor's bankruptcy case to a case under Chapter 7 of the Bankruptcy Code; (c) the appointment of a trustee or examiner or other representative with expanded powers for any Debtor; (d) the occurrence of the effective date or consummation of a plan of reorganization; (e) the Debtor's non-compliance with any term or provision of the Second Interim Order and the Debtor's failure to cure such non-compliance; or (f) the filing of any adversary proceeding by the Debtor or the Committee against either of Associated Bank and Forest Park Bank, or an adversary proceeding challenging the validity, enforceability or priority of the prepetition liens, prepetition loan documents or prepetition loan debt by any party in interest. The hearing to consider entry of a final order on the use of cash collateral will take place on April 25, 2017 at 10:00 a.m. The objection deadline has been set on April 21, 2017. A full-text copy of the Second Interim Order, entered on March 28, 2017, is available at https://is.gd/QgzuaR About Anderson Shumaker Based in Chicago, Illinois, Anderson Shumaker Company provides open die forgings and custom forgings in various shapes and finishes using stainless steel, aluminum, carbon steel and various grades of alloy steel. Anderson Shumaker filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-05206) on Feb. 23, 2017. The petition was signed by Richard J. Tribble, chief executive officer. At the time of filing, the Debtor had $1 million to $10 million in estimated assets and $10 million to $50 million in estimated liabilities. The case is assigned to Judge Donald R Cassling. The Debtor is represented by Scott R. Clar, Esq. and Brian P. Welch, Esq. at Crane, Heyman, Simon, Welch & Clar. U.S. Trustee Patrick S. Laying on March 9, 2017, appointed five creditors of Anderson Shumaker Company to serve on the official committee of unsecured creditors. The committee members are: (1) Electralloy, G.O. Carlson, Inc.; (2) Carlson Tool & Manufacturing Corp.; (3) Progressive Steel Treating, Inc.; (4) Haynes International, Inc.; and (5) Ellwood Group The Committee retained Shelly A. DeRousse, Esq., Devon J. Eggert, Esq., Elizabeth L. Janczak, Esq., and Trinitee G. Green, Esq. at Freeborn & Peters LLP as legal counsel. ANGELICA CORPORATION: Will Sell Laundry Business to KKR for $125M ----------------------------------------------------------------- Angelica Corporation, provider of medical laundry and linen management services, has entered into an agreement with an affiliate of KKR Credit Advisors (US) LLC, under which the KKR affiliate will acquire substantially all of its assets as a going concern. KKR is a lender under Angelica's prepetition term loan credit agreement. To facilitate the sale process, Angelica and four of its subsidiaries filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of New York on April 3, 2017. Angelica's case has been assigned to Judge James L. Garrity Jr. and Case No. 17-10870. Under the terms of the APA, 9W Halo Holdings L.P. will serve as the "stalking horse bidder" in a court-supervised sale process that Angelica will conduct pursuant to Section 363 of the Bankruptcy Code, subject to higher and better offers at an auction. The stalking horse bid provides for an estimated aggregate purchase price of $125 million, including cash and cash consideration and a credit bid in the amount of $17.4 million, plus the assumption of certain liabilities. "After years of pursuing initiatives to tackle its challenging operating environment, Angelica has successfully completed the Prepetition Sale Process and obtained a Stalking Horse Bid," stated Interim Chief Financial Officer John Makuch, a managing director with Alvarez & Marsal North America, LLC. "With the Stalking Horse Bid in hand, filing for chapter 11 with a structured path towards implementing a going concern sale of Angelica's assets will stabilize the business, preserve thousands of jobs, and maximize value for all stakeholders." "Furthermore, given the mounting pressures from various creditor constituencies and suppliers, operating disruptions, and ever-growing liquidity constraints, Angelica believes that it is not only prudent but necessary to commence these chapter 11 cases at this time as the only viable alternative to avoid a piecemeal liquidation of its assets," added Mr. Makuch. Angelica expects to continue operating as normal throughout this process. The Company intends to meet its business obligations and pay suppliers in full under normal terms for goods and services provided on or after the Petition Date. Angelica has secured a fully-committed senior secured debtor-in-possession revolving loan facility in the amount of $65 million from certain ABL Lenders to fund the post-petition sale process. Regulatory Challenges & Competition According to Mr. Makuch, Angelica faced increasing pricing pressures from its customers and a more challenging operating environment due to regulatory changes in the healthcare industry that began in 2010. As a result, he said, Angelica's revenues have declined substantially over the last several years and, after the loss of its largest customer in late-2015, have impacted Angelica's ability to service its long-term debt obligations. "Since being acquired in 2008 ... regulatory changes in the healthcare industry, specifically the enactment of The Patient Protection and Affordable Care Act (the "ACA") in March 2010, resulted in increased pricing pressures from Angelica's customers and a more challenging operating environment for Angelica and its competitors," Mr. Makuch said in a court filing. "Due to the uncertainty surrounding the implementation of the ACA, one consequence of its enactment was that healthcare providers became ever more cost-conscious to mitigate lower expected reimbursements from insurance companies," he continued. Angelica disclosed that since late 2010, it has undertaken a number of initiatives to address the changing market conditions including an attempt to implement an operational restructuring and to cut costs through, among other things, overhead reduction. "Notwithstanding management's efforts, it became increasingly clear that Angelica would not be able to complete the operational improvements necessary to overcome market pressures, nor catch up with certain of its more efficient competitors, without investments in capital improvements. Angelica's declining top-line revenues, coupled with its burdensome secured debt obligations, however, made such investments not feasible," Mr. Makuch said. In addition, Angelica said it was at a competitive disadvantage to competitors that, in recent years, have shifted away towards automation in order to address labor costs. Faced with these direct pricing pressures from current and potential customers, as well as indirect pressures from competitors' increased amenability to customer pricing requests, Angelica said it has been forced to consistently drop its rates to maintain market share in a highly fragmented and competitive industry. As a result, Angelica's revenues have declined steadily and substantially over the last several years. Angelica's financial struggles were further compounded by the revenues lost as a result of the significant deterioration and eventual sale and closing, respectively, of two Angelica laundry plants between 2013 and 2014. In two isolated incidents, these formerly profitable laundry plants suffered from unique operational or local management-based disruptions. Liquidity Issues & Strategic Alternatives As disclosed in the court filing, in late 2015, Angelica's largest customer did not renew its contract. In April 2016, after this significant customer contract was nearly phased out, Angelica retained A&M to assist in managing cash flow and identifying operational improvements that could be realized on an expedited basis. Although A&M uncovered certain inefficiencies and successfully implemented working capital improvements, Angelica's liquidity constraints continued. As a result, in October 2016, Angelica expanded the scope of the A&M engagement to conduct a comprehensive assessment of potential performance improvement initiatives and cost savings, which, upon completion, detailed significant annualized EBITDA improvements that Angelica could realize within 12 months of implementation. Among other things, A&M's assessment confirmed the need for additional capital to be invested in automation and modernized equipment. Their report also identified the need for additional investments in new senior personnel with expertise in logistics, operations management, and centralized procurement, and recommended the consolidation of certain inefficient laundry plants. As Angelica initiated its strategic and operational review, news of Angelica's financial challenges began to permeate the market. As a result, a number of Angelica's more significant suppliers and vendors began contacting management and demanding changes in payment and credit terms. Since that time, certain of Angelica's vendors have negotiated reduction in trade terms while others have demanded that Angelica pay cash in advance as a condition for further deliveries, and in some cases have threatened to -- or actually have -- discontinue inventory shipments or otherwise ceased to perform under their respective agreements. Although Angelica and its advisors have been working diligently to resolve open vendor issues and avoid supply chain interruption, the actions taken by these vendors have further diminished Angelica's cash position by approximately $2.5 million in the months prior to the Petition Date, as disclosed in the court filing. Prepetition Forbearance Agreements On Jan. 23, 2017, the Debtors, the lenders under a July 12, 2016, term loan credit agreement, and Cortland Capital Market Services LLC, as administrative and collateral agent, entered into a forbearance agreement to address (i) a default under the Term Loan Credit Agreement resulting from the Debtors' failure to pay interest on certain B-2 Term Loans that was due on Jan. 12, 2017, and (ii) a potential default that may result from a failure to pay interest on demand by any Term Loan Lender. Pursuant to the Term Loan Forbearance Agreement, the Term Loan Lenders and Cortland agreed to forbear from exercising any and all remedies available to them under the Term Loan Credit Agreement with respect to the Term Loan Credit Agreement Defaults to and including March 17, 2017. On March 17, 2017, the Debtors, the Term Loan Lenders, and Cortland amended and restated the Term Loan Forbearance Agreement to (i) extend the Term Loan Forbearance Period to and including March 31, 2017, and (ii) expand the scope of the Term Loan Credit Agreement Defaults with respect to which the Term Loan Lenders and Cortland agreed to forbear, to include any currently existing or future default resulting from breach of certain financial covenants. Pursuant to the cross-default provisions contained in the ABL Credit Agreement, the occurrence of the Term Loan Interest Default resulted in an event of default under the ABL Credit Agreement. To address the ABL Credit Agreement Default, the Debtors, the ABL Lenders, and Wells Fargo Capital Finance LLC, in its capacity as administrative agent under the ABL Credit Agreement, entered into that certain Forbearance Agreement and Eighth Amendment to Loan Agreement, dated as of Jan. 23, 2017, pursuant to which the ABL Lenders and Wells Fargo agreed to forbear from exercising any and all rights and remedies available to them under the ABL Credit Agreement arising from the occurrence of the ABL Credit Agreement Default to and including March 17, 2017. On March 17, 2017, the Debtors, the ABL Lenders, and Wells Fargo entered into that certain First Amendment to Forbearance Agreement and Ninth Amendment to Loan Agreement to (i) extend the ABL Forbearance Period to and including March 31, 2017, and (ii) modify the Debtors' requirements to comply with stricter financial covenants by decreasing the amount of funds required to be available under the ABL Facility from $6.5 million to $5.5 million. About Angelica Headquartered in Alpharetta, Georgia, Angelica -- http://www.angelica.com/-- provides its laundry and linen management services through a network of over 30 laundry plants and depots located across the nation and a fleet of over 220 delivery vehicles. Angelica is supplying services to approximately 3,800 healthcare providers in 25 states, including approximately 850 hospitals, 350 long-term care facilities, and 2,600 outpatient medical practices. Angelica currently employs approximately 3,900 individuals, roughly 69% of whom are unionized. As of Dec. 24, 2016, Angelica reported total assets of approximately $208 million and total liabilities of approximately $216.8 million. As of the Petition, the Debtors have outstanding funded debt obligations consisting of (i) approximately $50.5 million in senior secured first lien borrowings, including undrawn letters of credit, under the ABL Facility and (ii) approximately $85 million in principal amount of senior secured second lien borrowings under the Term Loan Facility. For the 11 months ending Dec. 24, 2016, the unaudited consolidated financial statements of Angelica reflected total revenues of approximately $305.2 million and a net loss of approximately $19.7 million. The Debtors estimate that trade claims total approximately $36.7 million. ANGIOSOMA INC: Will Need Additional Capital to Remain in Business ----------------------------------------------------------------- AngioSoma, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $3.50 million on $0 of net revenue for the period from inception (April 29, 2016) through Sept. 30, 2016. As of Sept. 30, 2016, the Company had $17,269 in total assets, $860,357 in total liabilities and a total stockholders' deficit of $843,088. M&K CPAS, PLLC -- http://www.mkacpas.com/-- in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2016, citing that the Company suffered a net loss from operations and has a net capital deficiency, which raises substantial doubt about its ability to continue as a going concern. "In the near term, management plans to continue to focus on raising the funds necessary to implement the Company's business plan," said the Company in the Annual Report. "Management will continue to seek out debt financing to obtain the capital required to meet the Company's financial obligations. There is no assurance, however, that lenders will advance capital to the Company or that the new business operations will be profitable." As of Sept. 30, 2016, the Company had a working capital deficit of $725,484. The Company does not have a source of revenue and does not anticipate having one in the near future. The Company said that without additional capital, it will not be able to remain in business. "In the long term, management believes that the Company's projects and initiatives will be successful and will provide cash flow to the Company, which will be used to finance the Company's future growth. However, there can be no assurances that the Company's planned activities will be successful, or that the Company will ultimately attain profitability. The Company's long-term viability depends on its ability to obtain adequate sources of debt or equity funding to meet current commitments and fund the continuation of its business operations, and the ability of the Company to achieve adequate profitability and cash flows from operations to sustain its operations," the Company stated. A full-text copy of the Form 10-K is available for free at: https://is.gd/EmwwWG About Angiosoma Inc. Angiosoma Inc., a Nevada corporation, was incorporated on September 16, 2010. The Company was formed to design and manufacture both panel and engineered/tooled custom vacuum formed instrument panels and wiring harnesses, required for the monitoring of any final product that utilizes a gas or diesel engine source. The Company is currently primarily an oil and gas exploration company. ASHMEL PLUMBING: Unsecureds to Recover 40% Under Plan ----------------------------------------------------- Ashmel Plumbing Company, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Georgia a disclosure statement dated March 27, 2017, referring to the Debtor's plan of reorganization dated March 27, 2017. General unsecured creditors are classified in Class 1, and will receive a distribution of 40% their allowed claims, to be distributed as follows: $350 per month payable to creditor Merchant Capital and a surrender of the collateral property to creditor Ally Bank. Payments and distributions under the Plan will be funded by revenues derived from business operations which have been improved due to more favorable market conditions and bankruptcy protection since October 2016. The Disclosure Statement is available at: http://bankrupt.com/misc/ganb16-68245-49.pdf About Ashmel Plumbing Ashmel Pumbing Company LLC, is a Georgia Domestic Limited Liability Company. Since 1971, the Debtor has been in the business of providing plumbing services in the metro Atlanta Area. Ashmel Plumbing Company, LLC, provides industrial, commercial and residential plumbing services in the metro Atlanta area. Their offices are located at 2365 Benjamin E. May Drive, S.W. Although the company name is now Ashmel Plumbing Company, LLC, the principals operated the business through predecessor business organizations throughout the 39 year history of the organization. The Debtor filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ga. Case No. 16-68245) on Oct. 12, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Joel Aldrich Jothan Callins, Esq. AZURE MIDSTREAM: Cancels Registration of Unsold Securities ---------------------------------------------------------- A Post-Effective Amendment filed by Azure Midstream Partners, LP, Marlin Midstream Financial Corporation, and the Registrants, deregisters all securities remaining unsold with respect to the Registration Statement on Form S-3 filed by the Registrants with the U.S. Securities and Exchange Commission: * Registration Statement on Form S-3 (No. 333-203451), pertaining to the registration of primary offerings of common units representing limited partner interests, debt securities, guarantees of debt securities, and other classes of units representing limited partner interests with an aggregate offering price of $1,000,000,000, as well as the registration of secondary offerings of up to 10,663,810 common units representing limited partner interests, filed with the Commission on April 16, 2015, as amended by Amendment No. 1, filed on April 28, 2015. As previously disclosed, on Jan. 30, 2017, Azure Midstream Partners GP, LLC, the general partner of the Partnership, the Partnership, and the Partnership’s direct and indirect subsidiaries, filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of Texas, Houston Division. In view of the Bankruptcy Court's order on March 15, 2017, approving the sale of substantially all of the assets of the debtors, and in anticipation of the approval and effectiveness pursuant to an order of the Bankruptcy Court of a plan of liquidation, the offering pursuant to the Registration Statement has been terminated. In accordance with the undertaking made by the Registrants in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities that remain unsold at the termination of the offering, the Registrants hereby remove from registration all such securities registered under the Registration Statement but not sold under the Registration Statement. A full-text copy of the regulatory filing is available at: https://is.gd/8Onfzz 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. AZURE MIDSTREAM: David C. Robins Ceases Ownership of Common Units ----------------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, David C. Robins disclosed that as of March 21, 2017, he ceased to be a beneficial owner of any common unit representing limited partner interests of Azure Midstream Partners, LP. A full-text copy of the regulatory filing is available at https://is.gd/iNcUOD About Azure Midstream 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. The Company currently offers: (i) natural gas gathering, compression, dehydration, treating, processing, and hydrocarbon dew-point control and transportation services to producers, marketers and third-party pipeline companies through the Company's gathering and processing business segment; and (ii) crude oil logistics services to Associated Energy Services, LP, an affiliate, through its logistics business segment. Azure reported a net loss of $222.42 million for the year ended Dec. 31, 2015, compared to a net loss of $6.82 million for the year ended Dec. 31, 2014. As of Sept. 30, 2016, the Company had $375.5 million in total assets, $179.4 million in total liabilities and $196.2 million in total partners' capital. KPMG LLP, in Dallas, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Partnership anticipates being out of compliance with the requirements in the Credit Agreement during 2016, which would accelerate the maturity of the outstanding indebtedness making it currently due and payable. The Partnership does not have sufficient liquidity to meet the accelerated debt service requirements. This issue raises substantial doubt about its ability to continue as a going concern. * * * In September 2016, S&P Global Ratings lowered its corporate credit rating on Azure Midstream Energy LLC to 'CCC+' from 'B-'. "The downgrade reflects our view that Azure's credit measures have worsened due to unfavorable commodity prices and weak industry conditions, which has made it more challenging to meet its financial commitments," S&P Global Ratings analyst Mike Llanos said. In August 2016, Moody's Investors Service downgraded Azure Midstream Energy's Corporate Family Rating (CFR) to 'Caa2' from 'B3', Probability of Default Rating (PDR) to 'Caa2-PD' from 'Caa1-PD', senior secured term loan rating to 'Caa2' from 'B3', and the senior secured revolving credit facility rating to 'B1' from 'Ba3'. The Speculative Grade Liquidity rating was withdrawn. The outlook remains negative. AZURE MIDSTREAM: Will No Longer Issue Shares Under 2013 LTIP ------------------------------------------------------------ Azure Midstream Partners, LP filed a post-effective amendment to its Form S-8 registration statement to deregister all securities remaining unsold under the Registration Statement on Form S-8 filed by the Partnership with the U.S. Securities and Exchange Commission. The Registration Statement pertains to the registration of 1,750,000 common units representing limited partner interests, issuable under the Marlin Midstream Partners, LP 2013 Long-Term Incentive Plan, filed with the Commission on Aug. 1, 2013. As previously disclosed, on Jan. 30, 2017, Azure Midstream Partners GP, LLC, the general partner of the Partnership, the Partnership, and the Partnership's direct and indirect subsidiaries, filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of Texas, Houston Division. In view of the Bankruptcy Court's order on March 15, 2017, approving the sale of substantially all of the assets of the Debtors, and in anticipation of the approval and effectiveness pursuant to an order of the Bankruptcy Court of a plan of liquidation, the offering pursuant to the Registration Statement has been terminated. In accordance with the undertaking made by the Partnership in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities that remain unsold at the termination of the offering, the Partnership hereby removes from registration all Units registered under the Registration Statement but not sold under the Registration Statement. About Azure Midstream 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. The Company currently offers: (i) natural gas gathering, compression, dehydration, treating, processing, and hydrocarbon dew-point control and transportation services to producers, marketers and third-party pipeline companies through the Company's gathering and processing business segment; and (ii) crude oil logistics services to Associated Energy Services, LP, an affiliate, through its logistics business segment. Azure reported a net loss of $222.42 million for the year ended Dec. 31, 2015, compared to a net loss of $6.82 million for the year ended Dec. 31, 2014. As of Sept. 30, 2016, the Company had $375.5 million in total assets, $179.4 million in total liabilities and $196.2 million in total partners' capital. KPMG LLP, in Dallas, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Partnership anticipates being out of compliance with the requirements in the Credit Agreement during 2016, which would accelerate the maturity of the outstanding indebtedness making it currently due and payable. The Partnership does not have sufficient liquidity to meet the accelerated debt service requirements. This issue raises substantial doubt about its ability to continue as a going concern. * * * In September 2016, S&P Global Ratings lowered its corporate credit rating on Azure Midstream Energy LLC to 'CCC+' from 'B-'. "The downgrade reflects our view that Azure's credit measures have worsened due to unfavorable commodity prices and weak industry conditions, which has made it more challenging to meet its financial commitments," S&P Global Ratings analyst Mike Llanos said. In August 2016, Moody's Investors Service downgraded Azure Midstream Energy's Corporate Family Rating (CFR) to 'Caa2' from 'B3', Probability of Default Rating (PDR) to 'Caa2-PD' from 'Caa1-PD', senior secured term loan rating to 'Caa2' from 'B3', and the senior secured revolving credit facility rating to 'B1' from 'Ba3'. The Speculative Grade Liquidity rating was withdrawn. The outlook remains negative. BASIC ENERGY: Reports Financial Results for 4th Quarter 2016 ------------------------------------------------------------ Basic Energy Services, Inc., on March 31, 2017, reported financial and operating results for the fourth quarter and year ended Dec. 31, 2016. This press release updates and corrects certain items previously reported in the Company's press release dated March 23, 2017. This press release does not change Adjusted EBITDA previously reported, and corrects matters relating to (i) capital lease accounting as applied in accordance with fresh start accounting and (ii) certain other reorganization items. Basic emerged from its Chapter 11 bankruptcy pursuant to a prepackaged plan of reorganization on Dec. 23, 2016. Upon emergence from the Chapter 11 bankruptcy, the Company adopted fresh start accounting, which results in Basic becoming a new entity for accounting and financial reporting purposes upon emergence. Basic evaluated events between Dec. 23 and Dec. 31, 2016 and concluded that the use of an accounting convenience date of Dec. 31, 2016, did not have a material impact on Basic's results of operations or financial position. As such, the application of fresh start accounting was reflected in its consolidated balance sheet as of Dec. 31, 2016 and all fresh start accounting adjustments were included in its consolidated statement of operations for the year ended December 31, 2016. References to the Basic "Predecessor" relate to the financial position of Basic the results of operations through Dec. 31, 2016; and references to the "Successor" relate to the financial position of Basic on Dec. 31, 2016. Due to these adjustments, the financial statements as of Dec. 31, 2016, are not comparable with information provided for prior periods. For the fourth quarter of 2016, the Basic Predecessor reported net income of $141.9 million, or $3.32 per basic share and $3.15 per diluted share. Excluding the special items, fourth quarter net loss was $60.2 million, or a loss of $1.41 per basic and diluted share. Net income for the fourth quarter and the net loss for the year ended December 31, 2016 on a Predecessor basis includes the net loss on fresh start adjustments of $220.5 million and the net gain on restructuring of $540.3 million. FOURTH QUARTER 2016 HIGHLIGHTS Fourth quarter 2016 revenues increased 10% sequentially to $155.5 million from $141.6 million in the third quarter of 2016, as improved levels of activity driven by higher oil prices drove our customers to complete more wells and initiate previously deferred maintenance work on existing well bores throughout our footprint. Fourth quarter 2016 revenues decreased 3% from $161.0 million in the fourth quarter of 2015. For the third quarter of 2016, Basic reported a net loss of $92.1 million, or a loss of $2.16 per basic and diluted share, which included a tax-effected, non-cash charge of $5.9 million, or $0.14 per basic and diluted share pertaining to professional and other fees associated with the Company's Chapter 11 bankruptcy filing and a non-cash charge of $32.8 million, or $0.77 per share, related to a valuation allowance on federal deferred tax assets. Excluding the impact of these special items, Basic reported a net loss of $53.4 million, or a loss of $1.25 per basic and diluted share for the third quarter of 2016. In the fourth quarter of 2015, Basic reported a net loss of $55.2 million, or a loss of $1.36 per basic and diluted share. "We are pleased to have emerged late last year from of a restructuring and recapitalization process with a solid financial foundation from which we expect to continue to strengthen our business.," said Roe Patterson, Chief Executive Officer. "We are proud of our employees for their hard work and dedication making this a successful process. With steadfast assistance from our customers, vendors and various other stakeholders we were able to navigate the restructuring process smoothly and timely. While no restructuring process is ever a desired outcome for any company, we now have a healthier financial position that will allow us to continue providing our customers with industry-leading expertise and safe, efficient services. "Without a doubt, 2016 was one of the most challenging years in our industry's history. U.S. land activity continued to decline during most of the year and our revenues fell 32% after having fallen 46% during 2015. However, our fourth quarter results benefitted from the improvement in oil prices and the pick-up in activity, especially in the Permian Basin. Our customers took advantage of this improved environment to restart well maintenance activity and to begin a steady pace of completion activity for new wells. "Despite the pick-up in activity, fourth quarter margins declined across all product lines because of normal seasonal impacts, reactivation costs of stacked equipment as well as increased headcount and input costs. This situation continued during the first quarter led by the increase in labor rates and the annual reset of payroll taxes. We have been able to pass most of these cost increases through increased pricing, but there is always a degree of lag. This margin pressure has begun to dissipate here at the end of the first quarter. We expect that to continue in the second quarter as pricing and utilization continues to improve. We expect to exit the first quarter with all of our frac horsepower unstacked, positive EBITDA for March and full first quarter revenues that are 13-15% higher sequentially. "Looking forward, we expect a gradual improvement in pricing and utilization for the remainder of 2017. Customer guidance on capital expenditures looks promising, with gradual improvements in oily basins for all of our service segments. While we are cautiously optimistic about near term activity levels, we expect a measured and even-paced recovery. Headwinds, such as finding experienced labor, still exist and could delay projects. In addition, all customers are keeping a close eye on fluctuating oil prices and have shown the ability to swiftly respond to large corrections." Adjusted EBITDA declined to ($5.2 million), or (3%) of revenues, for the fourth quarter of 2016 from ($4.7 million), or (3%) of revenues, in the third quarter of 2016. In the fourth quarter of 2015, Basic generated Adjusted EBITDA of ($7.5) million, or (5%) of revenues. Adjusted EBITDA is defined as net income before interest, taxes, depreciation and amortization ("EBITDA"), goodwill impairment, retention expenses, restructuring costs, reorganization items, vesting of equity compensation, the loss on customer audit settlements, and the net gain or loss from the disposal of assets. EBITDA and Adjusted EBITDA, which are not measures determined in accordance with United States generally accepted accounting principles ("GAAP"), are defined and reconciled in note 2 under the accompanying financial tables. FULL YEAR 2016 HIGHLIGHTS Revenues for Basic Predecessor during 2016 declined 32% to $547.5 million from $805.6 million for 2015. In 2016, Basic's Predecessor reported a net loss of $123.4 million, or $2.94 per basic and diluted share, compared to a net loss of $241.7 million, or a loss of $5.97 per basic and diluted share in 2015. This includes several special items. This adjusted net loss includes the net loss on fresh start adjustments and gain on restructuring. Excluding special items in 2015, Basic generated an adjusted net loss of $186.7 million, or a loss of $4.58 per basic and diluted share. Adjusted EBITDA for 2016 decreased to ($29.2) million, or (5%) of revenues from $24.3 million, or 3% of revenue, for 2015. Adjusted EBITDA excludes the special items for both 2016 and 2015. Business Segment Results Completion and Remedial Services Completion and remedial services revenue increased 20% to $59.2 million in the fourth quarter of 2016 from $49.4 million in the prior quarter. The sequential improvement in revenue for the segment was led by higher activity levels, particularly in the Permian Basin. However, rate traction remained limited due to continued high levels of competition in all basins in the Company's footprint. In the fourth quarter of 2015, this segment generated $58.5 million in revenue. At Dec. 31, 2016, Basic had approximately 444,000 of total hydraulic horsepower ("HHP"), essentially flat compared to both the end of the previous quarter and as of December 31, 2015. Weighted average HHP for the fourth quarter of 2016 was 444,000, equal to the third quarter of 2016. This includes 358,000 of frac HHP. As of Dec. 31, 2016, 116,595 HHP was stacked, with 55,650 HHP unstacked during the fourth quarter of 2016. The stacked HHP as of December 31 includes 101,000 of stacked frac HHP. Segment profit in the fourth quarter of 2016 decreased to $8.4 million compared to $9.1 million in the prior quarter. Segment margin for the fourth quarter of 2016 decreased to 14% compared to 18% during the previous quarter, driven by a combination of factors, including seasonal holiday and weather impacts, reactivation costs of stacked HHP of approximately 100 basis points, and higher proppant costs. During the fourth quarter of 2015, segment profit was $8.5 million, or 15% of segment revenue. Fluid Services Fluid services revenue in the fourth quarter of 2016 increased 3% to $48.8 million from $47.2 million in the prior quarter. Segment revenues increased driven by a pick-up in activity in trucking operations and disposal utilization mainly in the Permian Basin and the Eagle Ford. During the fourth quarter of 2015, this segment generated $58.5 million in revenue. The weighted average number of fluid services trucks decreased 2% to 944 during the fourth quarter of 2016, compared to 962 during the third quarter of 2016 and declined 6% compared to 1,002 during the fourth quarter of 2015. Truck hours of 503,200 during the fourth quarter of 2016 represented an improvement of 1% from 499,900 during the third quarter of 2016 and a decrease of 10% compared to 557,000 in the same period in 2015. The average revenue per fluid service truck increased 5% to $51,600 during the fourth quarter from $49,100 in the third quarter of 2016, as disposal utilization and hot oiling revenues rose with increased trucking activity. In the comparable quarter of 2015, average revenue per fluid truck was $58,300. Segment profit in the fourth quarter of 2016 decreased to $6.3 million from $7.9 million in the prior quarter. Segment profit margin decreased 380 basis points to 13% due to the impact of holiday periods, rising labor costs and inclement weather in the latter part of the quarter. Segment profit in the same period in 2015 was $12.5 million, or 21% of segment revenue. Well Servicing Well servicing revenues increased 4% to $45.1 million during the fourth quarter of 2016 compared to $43.2 million in the prior quarter due to an increase in rig hours and utilization driven by increased workover and plugging activity throughout our geographic footprint. Well servicing revenue was $41.5 million in the fourth quarter of 2015. Revenues from the Taylor manufacturing operations were $1.3 million compared to $380,000 in the third quarter of 2016 and $2.6 million in the fourth quarter of 2015. At Dec. 31, 2016, the well servicing rig count was 421, the same as of the end of the prior quarter and at Dec. 31, 2015. Rig hours increased 7% to 146,200 in the fourth quarter of 2016, compared to 136,600 in the previous quarter and were up 22% from 119,900 hours in the comparable quarter of last year. Rig utilization was 49% in the fourth quarter of 2016, up from 45% in the prior quarter and from 39% in the fourth quarter of 2015. Excluding revenues associated with the Taylor manufacturing operations, revenue per well servicing rig hour was $300 in the fourth quarter of 2016, down 4% compared to $313 in the previous quarter and down 7% from $324 reported in the fourth quarter of 2015. The lower rig rate per hour reflects the competitive structure of the Permian Basin where most of the increased activity is taking place. Segment profit in the fourth quarter of 2016 decreased 24% to $6.1 million compared to $8.1 million in the prior quarter and increased 57% from $3.9 million during the same period in 2015. Segment profit margin fell to 14% in the fourth quarter of 2016 from 19% in the prior quarter. Despite the increased rig hours and utilization, margins declined due to a combination of factors, including weather and holiday impacts, higher labor costs and a continued highly competitive pricing environment. In the fourth quarter of 2015, segment profit was 9% of segment revenue. Segment profit from the Taylor manufacturing operations was a loss of $9,000 in the fourth quarter of 2016 compared to positive margin of $18,000 in the third quarter of 2016. Contract Drilling Contract drilling revenue increased 31% to $2.4 million during the fourth quarter of 2016 compared to $1.8 million the prior quarter. During the fourth quarter of 2015, this segment generated $2.6 million in revenue. Basic marketed 12 drilling rigs during the fourth quarter of 2016, the same number of rigs as in the previous quarter as well as in the fourth quarter of 2015. While only one rig was active at the beginning of the fourth quarter of 2016, a second rig was contracted in the middle of the quarter and remained active throughout the remainder of the quarter. Revenue per drilling day in the fourth quarter of 2016 decreased to $17,500 compared to $20,100 in the previous quarter, but up from $16,500 in the fourth quarter of 2015. Rig operating days during the fourth quarter increased to 139 compared to 92 in the third quarter of 2016, resulting in a rig utilization of 13% and 8% during the fourth and third quarters of 2016, respectively. In the comparable period in 2015, rig operating days were 155, producing a utilization of 14%. Segment loss in the fourth quarter of 2016 was $40,000 compared to a profit of $164,000 in the prior quarter and a profit of $69,000 in the fourth quarter of 2015. Segment margin for the fourth quarter of 2016 was (2%) of segment revenues compared to 9% in the prior quarter, due to costs associated with redeploying the second rig in the quarter. For the fourth quarter of 2015, segment margin was 3%. G&A Expense As reported General and administrative ("G&A") expense was $48.6 million for the fourth quarter of 2016. Net of retention expense and the vesting of predecessor equity compensation, G&A expense in the fourth quarter of 2016 declined 8% to $27.5 million on an operating basis, or 18% of revenue from $30.1 million, or 21% of revenue, in the prior quarter. G&A expense in the fourth quarter of 2015 was $32.6 million, or 20% of revenue. The 16% decrease in G&A expense from last year's fourth quarter was primarily the result of headcount reductions, lower incentive compensation and other cost savings initiatives implemented during 2016. Tax Benefit Basic had no tax expense for the fourth quarter of 2016, compared to tax expense of $1,000 in the third quarter of 2016. Excluding the impact of valuation allowance, Basic's operating effective tax benefit for the fourth quarter of 2016 was $29.4 million compared to an operating effective tax benefit of $28.3 million in the third quarter of 2016. The fourth quarter of 2016 represents an operating effective tax benefit rate of 28%, compared to 35% in the prior quarter. The adjusted effective tax benefit of $29.8 million in the fourth quarter of 2015 translated into an effective tax benefit rate of 35%. Cash and Total Liquidity On December 31, 2016, Basic Successor had cash and cash equivalents of approximately $98.9 million, up from $34.3 million at September 30, 2016 and $46.7 million on December 31, 2015. This amount includes proceeds from the $125 million rights offering on December 23, 2016, less payments of DIP financing and Chapter 11 restructuring costs. At December 31, 2016, total liquidity was approximately $122.3 million, which included $23.4 million of availability under Basic's amended and restated $75 million revolving credit facility. Capital Expenditures Total capital expenditures during 2016 were approximately $38.3 million (including capital leases of $5.6 million), comprised of $5.0 million for expansion projects, $29.6 million for sustaining and replacement projects and $3.7 million for other projects. Expansion capital spending included $2.9 million for the completion and remedial services segment, $1.1 million for the fluid services segment, and $904,000 for the well servicing segment. Other capital expenditures were mainly for facilities and IT infrastructure. Basic currently anticipates 2017 maintenance capital expenditures to be $70.0 million, including $30.0 million of capital leases. In addition, we have committed expansion capital expenditures of $45 million in 2017. This includes $43.0 million for completion and remedial services and $2.0 million for the well servicing segment. About Basic Energy Services North Worth, Texas-based Basic Energy Services, Inc. (NYSE: BAS) -- http://www.basicenergyservices.com/-- provides well site services essential to maintaining production from oil and gas wells. Basic Energy Services, Inc. and 27 affiliated companies filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 16-12320) on Oct. 25, 2016. The cases were assigned to Judge Kevin J. Carey. Together with the bankruptcy petition, the Debtors filed a fully consensual Joint Prepackaged Chapter 11 Plan and Disclosure Statement and began soliciting votes to accept or reject such Prepackaged Plan and Disclosure Statement before the Petition Date. The Debtors hired Richards, Layton & Finger, P.A. as Delaware counsel; Weil Gotshal, as bankruptcy co-counsel; AP Services, LLC, as crisis managers and to provide the Debtors with a Chief Restructuring Officer and certain other officers and personnel; Moelis and Company, as investment banker; Andrews Kurth Kenyon LLP, as corporate counsel; and Epiq Bankruptcy Solutions, LLC, as administrative advisor. Counsel to the Prepetition Term Loan Lenders and certain of the DIP Lenders in the Chapter 11 cases of Basic Energy Services, Inc., et al. were Davis Polk & Wardwell LLP's Marshall S. Huebner, Esq., and Darren S. Klein, Esq.; and Jeremy W. Ryan, Esq., at Potter Anderson & Corroon LLP. Counsel to U.S. Bank National Association, as Prepetition Term Loan Agent and acting as administrative agent and collateral agent, were Theodore Sica, Esq., and Nicholas B. Vislocky, Esq., at Lowenstein Sandler LLP. A consortium of lenders led by U.S. Bank extended a superpriority secured multiple delayed-draw term loan facility to the Debtors in an aggregate principal amount of $90 million. Counsel to Bank of America, N.A., in its capacity as the Prepetition ABL Agent were James A. Markus, Esq., and Paul E. Heath, Esq., at Vinson & Elkins LLP; and Morris, Nichols, Arsht & Tunnell LLP's Robert J. Dehney, Esq. and Eric D. Schwartz, Esq. An ad hoc group of holders that own or manage with the authority to act on behalf of the beneficial owners of the Company's 2019 Senior Notes and the 2022 Senior Notes, consisted of: -- Ascribe Capital LLC, -- Brigade Capital Management, L.P., -- Silver Point Capital, L.P., and -- other entities that may join such ad hoc group from time to time. Counsel to the Ad Hoc Group were Fried, Frank, Harris, Shriver & Jacobson LLP's Brad Eric Scheler, Esq., and Peter Siroka, Esq.; and Michael D. DeBaecke, Esq., at Blank Rome LLP. * * * The Debtors emerged from their Chapter 11 Cases on Dec. 23, 2016. The Bankruptcy Court for the District of Delaware entered an order approving their First Amended Joint Prepackaged Chapter 11 Plan on Dec. 9. Through its Prepackaged Plan, Basic equitized over $800 million of unsecured debt, including accrued interest, eliminated over $60 million in annual cash interest, and raised $125 million of new capital. Existing shareholders of record as of the close of trading on December 23, 2016 will receive new common stock and warrants in the reorganized Company. The Company believes that its substantially deleveraged balance sheet and capital infusion position Basic for long-term success for the benefit of all of its stakeholders. BEHRINGER HARVARD: Deloitte & Touche LLP Raises Going Concern Doubt ------------------------------------------------------------------- Behringer Harvard Opportunity REIT I, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $20.33 million on $54.36 million of total revenues for the year ended December 31, 2016, compared to a net loss of $25.57 million on $55.39 million of total revenues for the year ended December 31, 2015. Deloitte & Touche LLP issued a going concern qualification on the consolidated financial statements for the year ended December 31, 2016, stating that the Company's total debt of $142 million coming due within 12 months from the date these consolidated financial statements are issued and its insufficient capital to repay the debt raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at December 31, 2016, showed total assets of $254.84 million, total liabilities of $169.05 million, and a stockholders' equity of $85.79 million. A full-text copy of the Company's Form 10-K is available at: http://bit.ly/2nKgFZM Behringer Harvard Opportunity REIT I, Inc., is a Maryland corporation formed in November 2004 to invest in and operate commercial real estate or real-estate related assets located in or outside the United States. The Company conduct substantially all of its business through its operating partnership and its subsidiaries. The business has been managed by an external advisor since the commencement of its initial public offering, and the Company has no employees. BERNARD L. MADOFF: Hidden Deals at Center of Hedge-Fund Suit ------------------------------------------------------------ Patrick Gower, writing for Bloomberg News, reported that Principal Financial Group Inc. accused the managers of Liongate Capital Management LLP of hiding investments with Bernie Madoff while negotiating to sell half of their London hedge fund to Principal. According to the report, citing legal filings produced by Principal, founders Randall Dillard and Jeff Holland, and Head of Research Benjamin Funk sold the stake in March 2013 without disclosing secret investments in the largest of several Madoff "feeder funds." It may be seeking as much as $66 million in damages in its London lawsuit, the report related. Principal said it discovered the investments in late June 2015 after staff opened a locked safe at Liongate's offices in the Mayfair neighborhood in London, with the help of the safe's manufacturers, the report further related. Inside were two files containing purchases spanning almost a decade that included investments in Fairfield Sentry Ltd., a fund linked to Madoff, Principal said, the report noted. Dillard, Holland and Funk intentionally misled Principal by saying prior to the deal that they had never invested in Madoff funds, report cited the company's filings. Principal sued the men in September 2015, a month before Liongate shut as investors withdrew cash, the report said. Judge Michael Burton, last week, said the case is scheduled for trial in October 2018, the report added. The case is Principal Global Investors LLC & Anr v. Randall Dillard & Ors, High Court of Justice, Queen's Bench Division, Commercial Court, CL-2015-000698 About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). From recoveries in lawsuits coupled with money advanced by SIPC, Mr. Picard has commenced distributions to victims. As of Dec. 14, 2016, the SIPA Trustee has recovered more than $11.486 billion and, following the eight interim distribution in January 2017, will raise total distributions to approximately $9.72 billion, which includes more than $839.6 million in advances committed by SIPC. BIOLARGO INC: Amends 36.1 Million Common Shares Prospectus ---------------------------------------------------------- Biolargo, Inc. filed an amendment no. to its Form S-1 registration statement covering 36,090,857 shares of stock that were issued as part of a series of private offerings already completed by the Company. Of that amount: (i) 15,068,775 shares are issuable upon conversion of convertible promissory notes issued to investors in the Company's 2015 Unit Offering, the proceeds for which were received in the years ended Dec. 31, 2015, and 2016; (ii) 19,660,544 shares issued or issuable upon the exercise of stock purchase warrants; and (iii) 1,361,538 shares are currently issued and outstanding as payment for interest on convertible promissory notes. The Company amended the Registration Statement to delay its effective date. A full-text copy of the Form S-1/A is available at https://is.gd/qmy3eX BioLargo BioLargo, Inc., is a provider of platform technologies. The Company's products are used to eliminate contaminants that threaten the water, health and quality of life. Its technology has commercial applications within several industries. The Company focuses on four areas: water treatment; industrial odor control applications; commercial, household and personal care products (CHAPP), and advanced wound care. Its AOS Filter combines iodine, water filter materials and electrolysis within a water filter device. It generates oxidation potential in order to oxidize and breakdown or otherwise eliminate, soluble organic contaminant, which are found in contaminated water. Biolargo reported a net loss of $8.07 million on $281,106 of total revenue for the year ended Dec. 31, 2016, compared to a net loss of $5.07 million on $127,582 of total revenue for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Biolargo had $2.11 million in total assets, $2.88 million in total liabilities and a total stockholders' deficit of $770,198. Haskell & White LLP, in Irvine, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has incurred recurring losses, negative cash flows from operations and has limited capital resources, and a net stockholders' deficit. These matters raise substantial doubt about the Company's ability to continue as a going concern. BIOLARGO INC: Will Need More Capital to Expand Operations --------------------------------------------------------- Biolargo, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $8.07 million on $281,106 of total revenue for the year ended Dec. 31, 2016, compared with a net loss of $5.07 million on $127,582 of total revenue for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Biolargo had $2.11 million in total assets, $2.88 million in total liabilities and a total stockholders' deficit of $770,198. "[A]t December 31, 2016, we had working capital of $861,929 , current assets of $2,061,682, long-term (convertible) debt obligations of $5,250,668, and an accumulated stockholders’ deficit of $91,915,426. The foregoing factors raise substantial doubt about our ability to continue as a going concern. Ultimately, our ability to continue as a going concern is dependent upon our ability to attract significant new sources of capital, attain a reasonable threshold of operating efficiencies and achieve profitable operations by licensing or otherwise commercializing products incorporating our technology. The financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern. "We have been, and anticipate that we will continue to be, limited in terms of our capital resources. Our total cash and cash equivalents were $1,910,153 at December 31, 2016. In the year ended December 31, 2016, we recorded revenues of $281,106, received cash from government reimbursement grants for our Canadian research programs totaling $161,430, and had $200,103 of outstanding accounts payable and accrued expenses. "The short-term demands on our liquidity consist of our obligations to pay our employees, consultants, and for other ongoing operational obligations, including research and development activities. We will be required to raise substantial additional capital to expand our operations, including without limitation, hiring additional personnel, additional scientific and third-party testing, costs associated with obtaining regulatory approvals and filing additional patent applications to protect our intellectual property, and possible strategic acquisitions or alliances, as well as to meet our liabilities as they become due for the next 12 months. We have been, and will continue to be, required to financially support the operations of our subsidiaries, none of which are operating at a positive cash flow. Only one subsidiary, Clyra, has financing in place to fund operations for the immediate future," the Company stated in the report. Haskell & White LLP, in Irvine, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has incurred recurring losses, negative cash flows from operations and has limited capital resources, and a net stockholders' deficit. These matters 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/Ce881g BioLargo BioLargo, Inc., is a provider of platform technologies. The Company's products are used to eliminate contaminants that threaten the water, health and quality of life. Its technology has commercial applications within several industries. The Company focuses on four areas: water treatment; industrial odor control applications; commercial, household and personal care products (CHAPP), and advanced wound care. Its AOS Filter combines iodine, water filter materials and electrolysis within a water filter device. It generates oxidation potential in order to oxidize and breakdown or otherwise eliminate, soluble organic contaminant, which are found in contaminated water. BIOPLANET CORP: Has Until June 15 to File Plan & Disclosures ------------------------------------------------------------ The Hon. Karen Brown of the U.S. Bankruptcy Court for the Southern District of Texas has extended, at the behest of BioPlanet Corp., the deadline to file a Chapter 11 plan and Disclosure Statement to June 15, 2017. About BioPlanet Corp. BioPlanet Corp., a corporation with its main office in Katy, Texas, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 17-30684) on Feb. 5, 2017. The petition was signed by Bernardo Herrero, director. The case is assigned to Judge Karen K. Brown. At the time of the filing, the Debtor estimated its assets and debts at $1 million to $10 million. The Debtor is represented by Adelita Cavada, Esq. at The Perez Law Firm. BIOSCRIP INC: 2017 Adjusted EBITDA Forecast at $45M to $55M ----------------------------------------------------------- In conjunction with meetings scheduled with analysts and investors for March 28 to 29, 2017, BioScrip, Inc., published an updated investor presentation to the investor relations section of the Company's Web site. In the presentation, management reiterates its 2017 adjusted EBITDA forecast of $45.0 million to $55.0 million. First quarter 2017 adjusted EBITDA is anticipated to be lower year over year reflecting the rollout by the Company of Cures Act legislation mitigation measures, which were fully implemented by late January 2017. The reiteration of the company's adjusted EBITDA outlook for the year reflects the recent termination by the Company of its contract with UnitedHealthcare, which will become effective September 30, 2017. Although UnitedHealthcare was the Company's largest payor, accounting for 24% of 2016 revenue, the contract was not profitable and its termination is expected to have a positive impact on adjusted EBITDA outlook going forward. "We continue to leverage our CORE initiative to accelerate the growth of our profitable business segments and improve operational efficiencies throughout the organization," said Daniel E. Greenleaf, President and Chief Executive Officer. "It is difficult to end a relationship with a business partner, but in this circumstance, we believe our business needs do not align. The exit of this contract is consistent with our CORE initiative and better positions BioScrip for improved operating results going forward." A full-text copy of the regulatory filing is available at: https://is.gd/Z8U4eE About Bioscrip Headquartered in Denver, Colo., BioScrip, Inc., is a national provider of home infusion services. The company's clinical management programs and services provide access to prescription medications for patients with chronic and acute healthcare conditions, including gastrointestinal abnormalities, infectious diseases, cancer, pain management, multiple sclerosis, organ transplants, bleeding disorders, rheumatoid arthritis, immune deficiencies and heart failure. As of Sept. 30, 2016, Bioscrip had $595.40 million in total assets, $550.05 million in total liabilities, $2.38 million in series A convertible preferred stock, $67.24 million in series C convertible preferred stock and a total stockholders' deficit of $24.28 million. Bioscrip reported a net loss attributable to common stockholders of $309.51 million in 2015, a net loss attributable to common stockholders of $147.7 million in 2014, and a net loss attributable to common stockholders of $69.65 million in 2013. * * * In November 2016, S&P Global Ratings lowered its corporate credit rating on home infusion services provider BioScrip Inc. to 'CCC' from 'CCC+' and revised the outlook to developing from stable. "The downgrade reflects our belief that the company could face a liquidity event within 12 months if it is unable to rapidly improve profitability; moreover, given the company's lowered guidance, its meaningful EBITDA shortfall in the third quarter, and its pattern of falling short of its expectations, our confidence in the company's ability to execute on its cost-cutting and other strategic initiatives is limited," said credit analyst Elan Nat. In March 2016, Moody's Investors Service downgraded BioScrip's Corporate Family Rating to 'Caa2' from 'Caa1' and Probability of Default Rating to 'Caa2-PD' from 'Caa1-PD'. BIRCH GROVE: Hires Anderson Auction & Realty Brokers as Auctioneers ------------------------------------------------------------------- Birch Grove Landscaping & Nursery, Inc., seeks authorization from the U.S. Bankruptcy Court for the Western District of New York to employ Anderson Auction & Realty Brokers as auctioneers/sale agent. The Debtor is a New York corporation based in East Aurora, New York, which was providing commercial landscape design and construction services as of the Filing. The Debtor stopped providing such services at the end of the 2016 season. The Debtor seeks authorization to sell equipment and real property via an auction, private sale or Internet auction, out of the ordinary course, "as is where is," and free and clear of any and all liens, claims and encumbrances, with any and all liens, claims and encumbrances to attach to the proceeds of sale. The Debtor has selected Anderson to act as sales agent and/or auctioneer because of Anderson's substantial experience in such sales on behalf of other entities in this region. For its services, Anderson will be paid 10% of the gross proceeds of the Equipment and Real Property. Additionally, Anderson will be reimbursed for its expenses which Anderson estimates will be approximately $1,800.00 to $2,000.00 for new print ads and $1,500.00 to $1,800.00 for labor. Charles R. Anderson, president of Anderson Auction & Realty Brokers, 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. Anderson may be reached at: Charles R. Anderson Anderson Auction & Realty Brokers 71 Military Road Buffalo, NY 14207 Phone: 716-838-8484 Fax: 716-926-6255 About Birch Grove Landscaping & Nursery Headquartered in East Aurora, New York, Birch Grove Landscaping & Nursery, Inc., filed for Chapter 11 bankruptcy protection (Bankr. W.D.N.Y. Case No. 15-11984) on Sept. 18, 2015, estimating its assets and liabilities at between $1 million and $10 million each. The petition was signed by Jason L. Burford, chief operating officer. Judge Carl L. Bucki presides over the case. Daniel F. Brown, Esq., at Anreozzi, Bluestein, Weber, Brown, LLP, serves as the Debtor's bankruptcy counsel; and Lewandowski & Associates as the Debtor's special counsel. BRITISH MOTORCARS: Hires McQueen & Ashman as Special Counsel ------------------------------------------------------------ British Motorcars Ventura, Inc., d/b/a Land Rover Jaguar Ventura, seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ McQueen & Ashman LLP, as special corporate and litigation counsel to the Debtor. Through its bankruptcy case, the Debtor intends to sell substantially all of its assets on an expedited basis. Prior to the Petition Date, the Debtor received an offer for the purchase of the Assets from a well-known Southern California automobile dealer ("Potential Buyer"). The Debtor has engaged in substantial discussions with the Potential Buyer over the last year about the potential purchase of the Assets. The Debtor and the Potential Buyer are now in the process of documenting an Asset Purchase Agreement for the sale the Assets. The Debtor believes that any sale of the Debtor's business will result in sale proceeds sufficient to pay Chase and all Debtor's other creditors in full. British Motorcars requires McQueen & Ashman to: a. continue to represent the Debtor in negotiations with the Potential Buyer and other potential purchasers of the Debtor's dealership; b. document the sale transaction with the Potential Buyer or any other potential sale of the Debtor's dealership, including, but not limited to, negotiating and preparing an Asset Purchase Agreement, and providing related services through the close of sale, including, but not limited to, seeking and obtaining approval for such sale from Jaguar Land Rover North America, the Department of Motor Vehicles and other parties; c. continue to represent the Debtor in ongoing and recently filed litigation brought by consumers, and to represent the Debtor in any similar future litigation; d. continue to advise and represent the Debtor in connection with any employee issues that may arise; e. represent the Debtor in any adversary actions that the Debtor may bring against other parties, and defending the Debtor against adversary actions that may be brought against the Debtor, depending on the nature of those actions, and to the extent it is not more appropriate for the Debtor's general bankruptcy counsel to be counsel on those matters; f. assist the Debtor and the Debtor's general bankruptcy counsel in the formulation of a plan of reorganization and preparation of the disclosure statement; and g. perform any other services which may be appropriate in M&A's representation of the Debtor during the Debtor's bankruptcy case. McQueen & Ashman will be paid at these hourly rates: Phillip Ashman $410 Brian A. Kumamoto $390 McQueen & Ashman will also be reimbursed for reasonable out-of-pocket expenses incurred. Phillip Ashman, partner of McQueen & Ashman 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. McQueen & Ashman can be reached at: Phillip Ashman, Esq. MCQUEEN & ASHMAN LLP 19900 MacArthur Blvd., Suite 1150 Irvine, CA 92612 Tel: (949) 223-9601 Fax: (949) 223-9611 About British Motorcars Ventura, Inc. British Motorcars Ventura, Inc. -- http://landroverjaguarventura.com-- is a small organization in the new and used car dealers industry located in Ventura, CA. It opened its doors in 2010 and now has an estimated $2.7 million in yearly revenue and approximately 12 employees. British Motorcars Ventura, Inc., based in Ventura, CA, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-10489) on March 22, 2017. The Hon. Peter Carroll presides over the case. Martin J Brill, Esq., at Levene Neale Bender Yoo & Brill LLP, serves as bankruptcy counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Philip D. Vass, president. CABLE ONE: S&P Affirms 'BB' CCR on NewWave Acquisition ------------------------------------------------------ S&P Global Ratings said that it affirmed its 'BB' corporate credit rating, and all other ratings, on Phoenix–based Cable One Inc. The rating outlook is stable. S&P also assigned a 'BBB-' issue-level rating and '1' recovery rating to the company's proposed $300 million term loan A, due in 2022 and proposed $350 million term loan B due in 2024. The '1' recovery rating indicates S&P's expectation for very high (90%-100%; rounded estimate: 95%) recovery in the event of a payment default. Proceeds from the new term loans and about $105 million cash will be used to fund the $735 million acquisition of Telecommunications Management LLC (D/B/A NewWave Communications). The ratings affirmation reflects S&P's expectation that Cable One will reduce leverage to the mid-2x area by the end of 2017 from about 3x, pro forma for the transaction, which is below S&P's 4x downgrade trigger. S&P expects leverage improvement to come primarily from modest debt amortization and mid- to high-single-digit percentage EBITDA growth, primarily due to organic earnings growth combined with cost synergies. Nevertheless, given the company's financial policy, S&P believes the company will remain acquisitive and make opportune share repurchases, which will most likely keep leverage around 3x, plus or minus half a turn. From a business risk perspective, S&P views the acquisition somewhat favorably as it expands Cable One's footprint. Additionally, NewWave has similar business characteristics in that it operates primarily in nonurban second- and third-tier markets with low customer density. Cable One has consistently focused on increasing high speed data (HSD) penetration, a strategy that it will likely emphasize with NewWave, which has below-average penetration rates. S&P believes there is room for improvement given recent investments in network upgrades and limited competition in its footprint. The addition of NewWave will also expand Cable One's scale and customer base by adding about 245,000 primary service units. NewWave's relatively low EBITDA margin and lower revenue per customer also present opportunities for growth. S&P's base-case forecast assumes: -- Real U.S. GDP growth of 2.4% in 2017; however, S&P believes that the company's revenue growth is more directly tied to industry factors rather than macroeconomic conditions; -- Video customers decline around 12%-14% pro forma over the next year, which is partially offset by rate increases as the company continues to pass along all programming cost growth to its subscribers; -- HSD subscribers grow around 3%-4% pro forma while average revenue per user increases around 4%-6% over the next two years as the company upsells customers to faster speeds; -- Residential revenues increase in the low-single-digit percent area pro forma in 2017, in part due to NewWave's under penetration in HSD; -- Commercial revenues increase around 11%-13% pro forma in 2017 due to increased penetration in the small and midsize business segment as well as some revenue growth from commercial fiber opportunities and wireless backhaul; and -- The adjusted EBITDA margin increases to the 43% area from about 42% because of a mix shift to higher-margin broadband and commercial services, cost synergies, and about $30 million in lower operating expenses from the capitalization of some labor expense, partially offset by the contribution of NewWave's lower margin business. These assumptions result in these credit metrics in 2017: -- Debt to EBITDA between 2.4x and 2.6x; -- Funds from operations (FFO) to debt of 28%-30%; and -- Free operating cash flow (FOCF) to debt of 7%-9%. S&P views Cable One's liquidity as adequate. S&P expects sources of liquidity to exceed uses by more than 1.2x over the next year and for net sources to be positive, even with a 15% decline in forecast EBITDA. Principal liquidity sources: -- Full availability under the $200 million revolver maturing in 2020; -- Cash and cash equivalents of about $33 million pro forma for the acquisition; and -- FFO of about $300 million-$330 million over the next 12 months. Principal liquidity uses: -- Modest debt amortization over the next 12 months; -- Capital expenditures of about $220 million-$250 million; and -- Dividends to shareholders of about $35 million over the next 12 months. Covenants Cable One has a total net leverage covenant of 4.5x and a first-lien net leverage covenant of 3.5x on its revolving credit facility and term loan A. S&P expects Cable One will maintain at least 15% cushion over the next 12 months. The stable outlook on the rating reflects S&P's expectation that adjusted leverage will decrease to the mid-2x area by fiscal year end 2017, below S&P's downside threshold of 4x. S&P do not anticipate that leverage will exceed 4x over the next 12 months given the company's stated financial policy, which includes leverage of about 3x. S&P believes a downgrade is unlikely over the next 12 months. Longer term, S&P could lower the rating if acquisitions, share repurchases, or dividends push leverage above 4x. Additionally, S&P could also lower the rating if operating performance deteriorates--including substantially lower revenue from video services in conjunction with a slowdown in data and commercial revenue, which results in margin contraction to about 30% and leverage above 4x. Although unlikely given the announcement of plans to acquire NewWave Communications, S&P could raise the ratings if it believes that Cable One would maintain adjusted leverage below 2.5x on a sustained basis. S&P believes this would be accompanied by a change in financial policy. CAPSTONE PEDIATRICS: Cigna Health Objects to Disclosure Statement ----------------------------------------------------------------- Cigna Health and Life Insurance Company and Life Insurance Company of North America filed with the U.S. Bankruptcy Court for the Middle District of Tennessee an objection to Capstone Pediatrics, PPLC's disclosure statement referring to the Debtor's plan of reorganization. Prior to and for more than one year after the Petition Date, CHLIC provided fully-insured healthcare coverage to the Debtor's eligible employees and their eligible dependents pursuant to a group medical insurance policy between CHLIC and the Debtor CHLIC complains that: a. the Disclosure Statement represents that the Debtor will have sufficient cash to pay all Administrative Expense Claims on the Effective Date. The Debtor intends to accomplish this by "delaying the Effective Date" as necessary to accumulate cash. However, the Disclosure Statement fails to disclose when, if ever, this will be accomplished; and b. the Disclosure Statement fails to disclose the existence of, or account for, a significant Administrative Expense Claim, and fails to provide a date, if ever, when the Plan will become Effective. Thus, the information in the Disclosure Statement is inadequate for purposes of 11 U.S.C. Section 1125(b), and the Disclosure Statement cannot be approved. The Objection is available at: http://bankrupt.com/misc/tnmb15-09031-384.pdf CHLIC is represented by: Tyler N. Layne, Esq. WALLER LANSDEN DORTCH & DAVIS LLP 511 Union Street, Suite 2700 Nashville, TN 37219 Tel: (615) 244-6380 Fax: (615) 244-6804 E-mail: tyler.layne@wallerlaw.com -- and -- Jeffrey C. Wisler, Esq. CONNOLLY GALLAGHER LLP The Brandywine Building 1000 West Street, Suite 1400 Wilmington, Delaware 19801 Tel: (302) 757-7300 Fax: (302) 658-0380 About Capstone Pediatrics Capstone Pediatrics, PLLC, aka Centennial Pediatrics, is a physician-owned pediatric practice headquartered in Nashville, Tennessee. The Company was formerly known as Centennial Pediatrics. It was acquired by Dr. Gary Griffieth and his sister, Winnie Toler, in late 2013 from Dr. Edward Hamilton, who was convicted on a misdemeanor fraud. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. M.D. Tenn. Case No. 15-09031) on Dec. 18, 2015, estimating its assets at between $1 million and $10 million and liabilities at between $10 million and $50 million. The petition was signed by Gary G. Griffieth, chief executive officer. Judge Randal S. Mashburn presides over the case. Griffin S Dunham, Esq., at Emerge Law PLC serves as the Debtor's bankruptcy counsel. CAPSTONE PEDIATRICS: Eddie Hamilton Tries to Block Disclosures OK ----------------------------------------------------------------- Creditor Dr. Eddie Hamilton filed with the U.S. Bankruptcy Court for the Middle District of Tennessee an objection to Capstone Pediatrics, PPLC's disclosure statement referring to the Debtor's plan of reorganization. A hearing will be held on April 18, 2017, at 9:00 a.m. Responses to the Objection must be filed by March 30, 2017. Dr. Hamilton claims that the Disclosure Statement lacks adequate information, and complains, among other things: a. Section 1.02 of the Disclosure Statement describes, in vague detail, "events leading to Chapter 11 filings." In it, it explains that the Debtor allegedly overvalued and overpaid for the assets of Centennial Pediatrics (formerly owned by Dr. Hamilton). It also describes some of the operational challenges that the Debtor faced in the years leading up to the bankruptcy. What this section does not adequately explain, however, is why the Debtor overvalued the assets of Centennial Pediatrics, despite a thorough due diligence review by Butler Snow LLP. The Disclosure Statement also fails to describe the cause of the payment default with its IT vendor, Athenahealth; b. while Sections 1.03 and 5.03 contain some vague recitations regarding the future of the Debtor, and Exhibit D contains a pro forma budget for the future, very little detail is given the creditors to support these statements. For example, the Disclosure Statement states: "Capstone is continuing to assess the viability and sustainability of each of its locations as well as its operational practices. Although the Plan contemplates that Capstone will retain operations in all nine current locations, Capstone will continue to evaluate the economic viability of its number of offices." This type of vague information is insufficient to allow a creditor to assess the likely viability of the Debtor going forward. For example, were the Debtor to close two additional locations, the loss of revenue combined with the increase in administrative claims (for breach of leases) might cause the Debtor to be immediately insolvent. Further, the Debtor's future viability seems to hinge on "reduced monthly minimum payments to Athenahealth," but nowhere in the Disclosure Statement does the Debtor state the amount of those reductions, the likelihood of such reductions, or the basis for the belief that reductions are even possible; c. the Debtor's Disclosure Statement clearly fails this factor. The only information concerning the source of information can be found in Section 5.01, "Disclaimer," which reads in part: "The financial information described below was compiled by Debtor and has not been subjected to an audit." The Disclosure Statement reveals that the Debtor compiled the information but does not indicate from what source it was compiled, whether professional valuations, financial advisors, or pure speculation. Without more information regarding the source of the information, the Disclosure Statement's reliability cannot be verified; and d. the Debtor discusses at some length, in Section 1.03, some of the operational adjustments made during the Chapter 11. However, nowhere in the Disclosure Statement is the Debtor's financial condition or profitability during the Chapter 11 discussed. For example, the Disclosure Statement offers no explanation to creditors why the Debtor's assets have plummeted from $10,169,159.32 as of January 2016 to $6,092,125 in January 2017, nor why its debt has risen from $11,084,183.35 to $13,543,385.00 during that same year's time. Without an explanation as to why the Debtor's financial condition has deteriorated by approximately $6.5 million in one year while subject to the protections of bankruptcy, creditors cannot possibly assess the viability of the Plan. A copy of the Objection is available at: http://bankrupt.com/misc/tnmb15-09031-385.pdf Dr. Hamilton is represented by: Phillip G. Young, Jr., Esq. THOMPSON BURTON PLLC One Franklin Park 6100 Tower Circle, Suite 200 Franklin, TN 37067 Tel: (615) 465-6008 E-mail: phillip@thompsonburton.com About Capstone Pediatrics Capstone Pediatrics, PLLC, aka Centennial Pediatrics, is a physician-owned pediatric practice headquartered in Nashville, Tennessee. The Company was formerly known as Centennial Pediatrics. It was acquired by Dr. Gary Griffieth and his sister, Winnie Toler, in late 2013 from Dr. Edward Hamilton, who was convicted on a misdemeanor fraud. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. M.D. Tenn. Case No. 15-09031) on Dec. 18, 2015, estimating its assets at between $1 million and $10 million and liabilities at between $10 million and $50 million. The petition was signed by Gary G. Griffieth, chief executive officer. Judge Randal S. Mashburn presides over the case. Griffin S Dunham, Esq., at Emerge Law PLC serves as the Debtor's bankruptcy counsel. CARGO DOCTOR: Hires Kasuri Byck as Bankruptcy Attorney ------------------------------------------------------ Cargo Doctor Express, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of New Jersey to employ the Law Office of Kasuri Byck, LLC, as attorney to the Debtor. Cargo Doctor requires Kasuri Byck to provide legal representation and assist the Debtor in the formulation of plan and disclosures, preparation of schedules, negotiation with creditors, creditor's meeting, Initial Debtor Interview, status conferences, confirmation of plan, and ongoing assistance with reporting requirements. Kasuri Byck will be paid at these hourly rates: Attorney $425 Paralegal $225 Kasuri Byck will be paid a retainer in the amount of $10,000. Kasuri Byck will also be reimbursed for reasonable out-of-pocket expenses incurred. Harrison Ross Byck, partner of the Law Office of Kasuri Byck, 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 Debtors and their estates. Kasuri Byck can be reached at: Harrison Ross Byck, Esq. LAW OFFICE OF KASURI BYCK, LLC 340 Route 1 North Edison, NJ 08817 Tel: (732) 253-7630 Fax: (732) 253-7632 E-mail: lawfirm@kasuribyck.com About Cargo Doctor Express, Inc. Cargo Doctor Express Inc., filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 17-11153) on January 19, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Harrison Ross Byck, Esq., at the Law Office of Kasuri Byck, LLC. CARRINGTON FARMS: Intends to Use Granite Bank Cash Collateral ------------------------------------------------------------- Carrington Farms Condominium Owners' Association seeks authorization from the U.S. Bankruptcy Court for the District of New Hampshire to use its accounts and other cash collateral for the period beginning on March 27, 2017 and ending on May 31, 2017.. The Debtor intends to use cash collateral to pay the costs and expenses provided for in the Budget. The Budget projects the use and expenditure of $170,464 during the usage period, which amount includes adequate protection payments due to Granite Bank and legal fees, which are estimated to be $11,500. The Debtor is indebted to Colebrook Bank n/k/a Granite Bank in the principal sum of $502,000, which is secured by all of the Debtor's deposit accounts, including bu not limited to, demand, time, savings, passbook and similar accounts held at Granite Bank, an assignment of the right to asses and collect condominium fees, and all proceeds and products of these collateral. Granite Bank assents to the Debtor's use of cash collateral to pay its snow plowing company for postpetition services and insurance premiums that become due post-petition. Consequently, the Debtor proposes to grant Granite Bank replacement security interests and liens in, to and on the collateral with the same perfection and priority that it had in such assets prior to the Petition Date, and the Debtor's postpetition assets of the same kinds, nature and types as the collateral of Granite Bank, as well as the proceeds thereof. A full-text copy of the Debtor's Motion, dated March 28, 2017, is available at https://is.gd/tHmTMB A copy of the Proposed Order and Budget is available at https://is.gd/gDnU0K About Carrington Farms Condominium Owners Carrington Farms Condominium Owners' Association filed a Chapter 11 bankruptcy petition (Bankr. D.N.H. Case No. 17-10137) on Feb. 3, 2017. The petition was signed by Gary Woscyna, President. At the time of filing, the Debtor estimated $100,000 to $500,000 in assets and $500,000 to $1 million in liabilities. William S. Gannon, Esq., at William S. Gannon PLLC, is serving as counsel to the Debtor. CARTEL MANAGEMENT: Hires Hartnett Smith as Special Counsel ---------------------------------------------------------- Cartel Management, Inc., and Titans of Mavericks, LLC, seek permission from the U.S. Bankruptcy Court for the Central District of California to employ Hartnett, Smith & Paetkau as special counsel. Cartel Management, Inc. ("CMI") and Titans work collectively to promote, organize, and host the event. CMI is wholly owned by Griffin Guess. Mr. Guess is also the President and sole member of the Board of Directors of CMI. In 2015, Mr. Guess created Titans to hold the intellectual properties and handle the actual day to day tasks related to the organization of the Titans of Mavericks surf event. Mr. Guess is the sole manager and member of Titans. CMI and Titans together promote, organize, and host one of the most famous sporting events in "big wave" surfing, known as "Titans of Mavericks" at the Pacific Ocean surf break popularly known as "Maverick's" located near Half Moon Bay, California, just south of San Francisco. The Debtors faced operating difficulties arising from delayed sponsor payments, political complications, costly litigation and the need to maintain their necessary permits in the face of continuing efforts by certain third parties to negatively affect the Debtors. HSP has represented and counseled the Debtors, Griffin Guess, and Brian Waters, and continues to represent and counsel the Debtors, regarding certain proceedings, including administrative proceedings before the San Mateo County Harbor District, the California Coastal Commission, the San Mateo County Planning and Building Department, and National Oceanic and Atmospheric Administration. The Debtors require Hartnett Smith to: a. advise the Debtors with regard to the requirements to apply for and obtain all necessary permits, licenses and approvals to operate the annual "big wave" surfing competition at Mavericks in Half Moon Bay; b. represent the Debtors in any proceeding or hearing involving permits and licenses to operate the annual "big wave" surfing competition at Mavericks in Half Moon Bay unless the Debtors are represented in such proceeding or hearing by other special counsel; and c. perform any other services that may be appropriate in HSP's representation of the Debtors during their bankruptcy cases. Hartnett Smith lawyers who will work on the Debtors' cases and their hourly rates are: Tyler Paetkau $500 Charles J. Smith $500 Hartnett Smith states that, pre-petition, the Debtors incurred $101,309.82 in attorney's fees and costs for professional services performed by HSP, for which HSP invoiced the Debtors on October 31, 2016; November 30, 2016; December 31, 2016; and January 31, 2017. On July 28, 2016, the Debtors paid HSP a $2,000 retainer deposit, and on October 31, 2016, the Debtors paid HSP a $10,000 retainer deposit, which retainers have been exhausted. Accordingly, HSP has advised the Debtors that it is owed $89,309.82 in pre-petition fees and expenses. Hartnett Smith is an general unsecured creditor of the Debtors in connection with unpaid attorney's fees and costs for professional services performed by HSP prior to the Debtors' bankruptcy filings. HSP submits that HSP's concurrent representation of both Debtors, and prior representations of the Debtors, Mr. Guess and Mr. Waters creates no conflict of interest that will prevent HSP from effectively representing the Debtors' estates and that having separate law firms representing the Debtors is a completely impractical option, both from an economic and logistical perspective. HSP will not represent either of the Debtors, Mr. Guess or Mr. Waters in connection with claims (if any) that they have against each other. If any actual conflict arises in the future in this regard (which HSP does not expect to be the case), HSP will coordinate with the Debtors to associate in special conflicts counsel. Hartnett Smith will also be reimbursed for reasonable out-of-pocket expenses incurred. Tyler Paetkau, Esq., attorney with the law firm of Hartnett, Smith & Paetkau, 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. Hartnett Smith may be reached at: Tyler Paetkau, Esq. Hartnett, Smith & Paetkau 777 Marshall Street Redwood City, CA 94063 Tel: 650.568.2820 About Cartel Management Inc. Cartel Management, Inc. and Titans of Mavericks, LLC filed Chapter 11 petitions (Bankr. C.D. Cal. Lead Case No. 17-11179) on Jan. 31, 2017. The petitions were signed by Griffin Guess, president of Cartel. Judge Deborah J. Saltzman presides over the cases. The Debtors are represented by David L. Neale, Esq., at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles, California. At the time of filing, Cartel estimated assets of less than $1 million and estimated liabilities of $1 million to $10 million. Titans estimated assets of less than $50,000 and liabilities of less than $500,000. Cartel and Titans, together, promote, organize and host one of the most famous sporting events in "big wave" surfing known as "Titans of Mavericks" at the Pacific Ocean surf break popularly known as "Maverick's" located near Half Moon Bay, California. CEETOP INC: Will Need Additional Time to File Form 10-K ------------------------------------------------------- Ceetop Inc. notified the U.S. Securities and Exchange Commission that it cannot file its Dec. 31, 2016, Form 10-K within the prescribed time period because management has not completed the process of gathering and analyzing the financial information that will be included in the Company's Form 10-K for the period ending Dec. 31, 2016. About Ceetop Inc. Oregon-based Ceetop Inc., formerly known as China Ceetop.com, Inc., owned and operated the online retail platform before 2013. Due to excessive competition in online retail, the Company has transformed itself into an integrated supply chain services provider, and focuses on B to B supply chain management and related value-added services among enterprises. As of Sept. 30, 2016, Ceetop Inc. had $1.79 million in total assets, $511,267 in total liabilities and $1.28 million in total stockholders' equity. For the year ended Dec. 31, 2015, the Company's independent auditors, in their report on the financial statements, indicated the Company has experienced recurring losses from operations and may not have enough cash and working capital to fund its operations beyond the very near term, which raises substantial doubt about our ability to continue as a going concern. Management has made a similar note in the financial statements. The Company said it has need of capital for the implementation of its business plan, and it will need additional capital for continuing its operations. "We do not have sufficient revenues to pay our expenses of operations. Unless the Company is able to raise working capital, or generate sufficient revenues, it is likely that the Company will either have to cease operations or substantially change its methods of operations or change its business plan," the Company stated in its quarterly report on Form 10-Q for the period ended Sept. 30, 2016. CHARLES STREET: Unsecureds' Recovery Unknown Under 3rd Plan ----------------------------------------------------------- Charles Street African Methodist Episcopal Church of Boston filed with the U.S. Bankruptcy Court District of Massachusetts a disclosure statement dated March 27, 2017, referring to the Debtor's third plan of reorganization. Class 4 OneUnited RRC Secured Claim -- estimated at not more than $3.3 million -- is impaired by the Plan. The holder will recover 100%. Class 9 General Unsecured Claims -- estimated at $783,000 -- are impaired by the Plan. Holders will receive pro rata share of the unsecured recovery pool. Each holder of a General Unsecured Claim will receive, in full satisfaction and discharge of the claim, its pro rata share of the unsecured recovery pool, on or as soon as practicable after the latest of (x) the Effective Date, (y) the date on which the General Unsecured Claim becomes allowed, and (z) other date as mutually may be agreed to by and among the holder and the Debtor. On the Effective Date, (i) the OneUnited Church Secured Claim will be reduced, on a dollar for dollar basis, by the amount of the Milton Proceeds and Storefronts Proceeds; (ii) if the RRC Proceeds have not previously been applied pursuant to order of the Court, the OneUnited RRC Secured Claim will be reduced, on a dollar for dollar basis, by the amount of the RRC Proceeds, less any amounts paid to satisfy the City of Boston Tax Claim; and (iii) the Milton Proceeds, the Storefronts Proceeds, and the RRC Proceeds, less any amounts paid to satisfy the City of Boston Tax Claim, will become property of OneUnited and, subject to any orders of the Court following the filing of a notice of attorneys' lien pursuant to Section 4.1(b), Choate shall retain in escrow the Milton Proceeds, the Storefronts Proceeds, and the RRC Proceeds, less any amounts paid to satisfy the City of Boston Tax Claim, to be released only on further order of the Court. If OneUnited makes a settlement election not later than 4:30 p.m. prevailing Boston time on the third business day after entry of the Disclosure Statement court order (i) the definition of "New Church Note" will be deemed amended to provide that: (a) the amount of allowed legal fees shall be $450,000, and will not be determined by the Court, (b) the maturity of the note will be 10 years (with a 30-year amortization), and (c) the interest rate will be 5.0% and (ii) the definition of each of the "New Parsonage Note" and the "New Parking Lot Note" will be deemed amended to provide that: (a) the maturity of the note will be 10 years (with a 30-year amortization) and (b) the interest rate will be 5.0%. The Disclosure Statement is available at: http://bankrupt.com/misc/mab12-12292-965.pdf About Charles Street Charles Street African Methodist Episcopal Church -- http://www.csrrc.org/-- is located in Roxbury, Massachusetts. The Church is to advocate for the needs of community residents and to strengthen individuals, families, and the community by providing social, educational, economic, and cultural services. The Church filed for Chapter 11 protection (Bankr. D. Mass. Case No. 12-12292) on March 20, 2012, to prevent its lenders, OneUnited Bank, from foreclosing on a $1.1 million loan and auctioning off the church. The Debtor estimated both assets and debts of between $1 million and $10 million. The church is being represented by the Boston firm Ropes & Gray LLP, which is working free of charge. AlixPartners, LLP, serves as restructuring advisors. David S. Williams, CEO of Deloitte Financial Advisory Services LLP, was appointed Examiner. The Debtor tapped Steven G. Elliott as a commercial and residential real estate appraiser for purposes of providing expert appraisal testimony. CHESAPEAKE ENERGY: Notifies Noteholders of Repurchase Option ------------------------------------------------------------ Chesapeake Energy Corporation announced that it is notifying holders of its 2.5% Contingent Convertible Senior Notes due 2037 that they have the option, pursuant to the terms of the Notes, to require Chesapeake to purchase on May 15, 2017, all or a portion of such holders' Notes. The repurchase price is equal to 100% of the aggregate principal amount of the Note, together with accrued but unpaid interest thereon, up to but not including the Repurchase Date, provided that interest payable on May 15, 2017, will be paid to the holders in whose names the Notes are registered at the close of business on May 1, 2017, the record date prior to the Repurchase Date. Payment of the Repurchase Price will be made on May 16, 2017, which is the next succeeding business day following the Repurchase Date. If all outstanding Notes are surrendered for repurchase, the aggregate cash repurchase price will be approximately $14,760,000. Chesapeake intends to fund the Repurchase Price using available cash. The Repurchase Option commenced March 30, 2017, and expires at 5:00 p.m., New York time, on May 10, 2017. Holders may exercise the Repurchase Option by delivering a repurchase notice to The Bank of New York Mellon, the paying agent, before 5:00 p.m., New York time, on May 10, 2017. Holders may withdraw their election to exercise their Repurchase Option at any time prior to 5:00 p.m., New York time, on May 12, 2017, which is the business day immediately preceding the Repurchase Date. In order to exercise the Repurchase Option, or withdraw Notes previously surrendered, a holder must follow the additional procedures set forth in the notice that is being sent to all registered holders of the Notes. The Notes are convertible upon the occurrence of certain conditions into cash and a number of shares of common stock of Chesapeake determined as specified in the Notes and related indenture. However, the Notes are not currently convertible because the conditions have not been satisfied. Chesapeake filed a Tender Offer Statement on Schedule TO with the Securities and Exchange Commission. Chesapeake will make available to holders of the Notes, directly or through the Depository Trust Company, documents specifying the terms, conditions and procedures for surrendering and withdrawing Notes for repurchase (copies of which will be attached as exhibits to such Schedule TO). Note holders are encouraged to read these documents carefully before deciding whether to exercise their Repurchase Option. Holders of the Notes and other interested parties may obtain a free copy of these documents at the Securities and Exchange Commission’s website, www.sec.gov, or from the trustee, which is The Bank of New York Mellon. The address for The Bank of New York Mellon is: The Bank of New York Mellon Trust Company, N.A. 2 N. LaSalle Street, Suite 1020 Chicago, IL 60602 Attention: Corporate Trust Administration Fax: (312) 827-8542 About Chesapeake Energy Headquartered in Oklahoma City, Chesapeake Energy Corporation's (NYSE: CHK) operations are focused on discovering and developing its large and geographically diverse resource base of unconventional oil and natural gas assets onshore in the United States. The company also owns oil and natural gas marketing and natural gas gathering and compression businesses. Chesapeake Energy reported a net loss available to common stockholders of $4.92 billion on $7.87 billion of total revenues for the year ended Dec. 31, 2016, compared to a net loss available to common stockholders of $14.85 billion on $12.76 billion of total revenues for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Chesapeake had $13.02 billion in total assets, $14.23 billion in total liabilities and a total deficit of $1.20 billion. * * * As reported by the TCR on Jan. 25, 2017, S&P Global Ratings raised its corporate credit rating on Oklahoma City-based exploration and production company Chesapeake Energy Corp. to 'B-' from 'CCC+, and removed the ratings from CreditWatch with positive implications where S&P placed them on Dec. 6, 2016. The rating outlook is positive. The TCR reported on Dec. 8, 2016, that Moody's upgraded Chesapeake's Corporate Family Rating to Caa1 from Caa2, its second lien secured notes rating to Caa1 from Caa2, and affirmed its senior unsecured notes rating at Caa3. CHIEFTAIN STEEL: Unsecureds to Recover 10% Under Latest Plan ------------------------------------------------------------ Chieftain Steel, LLC, and Floyd Industries, LLC, filed with the U.S. Bankruptcy Court for the Western District of Kentucky an amended disclosure statement with respect to its first amended joint plan of reorganization, dated March 24, 2017. Under the latest plan, holders of Allowed Class 4 General Unsecured Claims will receive their pro rata share of the proceeds of the Liquidating Trust Assets, less the reasonable administrative expenses of the Liquidating Trustee and his professionals, which will be satisfied from the proceeds of the Liquidating Trust Assets. Distributions to holders of Allowed General Unsecured Claims will be made as soon as practicable as the Liquidating Trustee may determine in his sole discretion. The receipt of all Distributions contemplated and directed hereunder will be in full and complete satisfaction of the General Unsecured Claims. Estimated return for General Unsecured Claimants is 10%. The initial plan proposed to pay General Unsecured Creditors a distribution equal to its pro rata share of 25% of the companies' net profits for five consecutive years. The latest plan will be funded from the Fixed Payments by the Reorganized Debtors; Net Income of the Reorganized Debtor; and the Causes of Action of the Debtors on the terms and conditions stated in the Plan. The Troubled Company Reporter previously reported that the initial plan will be funded from the net profits of the reorganized companies and causes of action, according to the disclosure statement, which explains the plan. The Amended Disclosure Statement is available at: http://bankrupt.com/misc/kywb16-10407-224.pdf About Chieftain Steel 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 LLC, an affiliate of Chieftain Steel LLC, as of Nov. 25, 2016, according to the court docket. The Chapter 11 cases of Chieftain Steel and Floyd Industries are jointly administered. Chieftain Steel, LLC and its debtor-affiliates employ Kerbaugh & Rodes, CPAs as accountant and advisor. CHINA FISHERY: Trustee Taps Development Specialists as Accountant ----------------------------------------------------------------- William A. Brandt, Jr., the Chapter 11 Trustee of China Fishery Group Limited (Cayman), et al., seeks authority from the U.S. Bankruptcy Court for the Southern District of New York to employ Development Specialists, Inc. as accountant to the Trustee. The Trustee requires Development Specialists to: (a) assist the Trustee in the preparation of financial-related Disclosures required by the bankruptcy Court, including any potential Revisions or adjustments to the Debtor's Schedules of Assets and Liabilities, any potential revisions or adjustments to Statements of Financial Affairs, Monthly Operating Reports, and Rule 2015.3 Reports; (b) assist in the preparation and review of the Debtors' Financial information, including, but not limited to, analyses of cash receipts and disbursements, financial statement items, and proposed transactions for which the bankruptcy Court approval is sought; (c) prepare enterprise, asset, and liquidation valuations; (d) assist with the analysis, tracking and reporting regarding any financing arrangements and budgets; (e) assist with identifying and implementing potential cost containment opportunities; (f) assist in the review of the business and financial condition of the Debtors generally; (g) coordinate efforts to obtain debtor-in-possession financing and financing for the Peruvian OpCos; (h) attend meetings and assist in discussions with potential investors, banks, and other lenders, any official committees appointed in the Chapter 11 Cases, the U.S. Trustee, the Securities and Exchange Commission, the Department of Justice, other parties in interest, and professionals hired by same, as requested; (i) communicate and negotiate with the administrators for the various Debtor estates and creditor constituents to aid the Trustee in maximizing recovery for all stakeholders; (j) assist in the preparation of information and analysis necessary for the confirmation of a Chapter 11 plan, including information contained in the disclosure statement, if confirmation of a plan is found to be advisable by the Trustee; (k) provide forensic accounting services necessary to determine the disposition of the Debtors' assets and assist counsel in the development of litigation claims which may be property of the estates; (l) manage the facilitation and coordination and data exchange between the various worldwide administrations; (m) participate in the negotiation, reconciliation, and resolution of intercompany claims asserted by CFG Peru Singapore against other Debtors and assess the distributable value that will flow from those entities to the Chapter 11 estates; (n) coordinate the sale of non-core assets; (o) coordinate the sale of the Peruvian OpCos; (p) coordinate workflow administration between the Trustee's professionals, creditor constituencies and their professionals, and the various Chapter 11 estates; (q) assist the Trustee with the day-to-day, short-term and long-term management of the bankruptcy process, including evaluation of strategic and tactical options with respect to any related insolvency administrations throughout the world, as well as management of the reorganization of operations and sale of Debtor's assets; and (r) render such other assistance as the Trustee or his retained professionals may deem necessary consistent with the role of an accountant to the extent that it would not be duplicative of services provided by other professionals in the bankruptcy proceeding. Development Specialists will be paid at these hourly rates: Robert Weiss $650 Patrick J. O'Malley $615 Steven L. Victor $595 Yale S. Bogen $475 Matthew P. Sorenson $395 Shelly Cuff $315 William G. Brandt $195 Development Specialists will also be reimbursed for reasonable out-of-pocket expenses incurred. William A. Brandt, Jr., president and CEO of Development Specialists, 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) is not creditors, equity security holders or insiders of the Debtor; (b) has 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) does 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. Development Specialists can be reached at: William A. Brandt, Jr. DEVELOPMENT SPECIALISTS, INC. 110 East 42nd Street, Suite 1818 New York, NY 10017 Tel: (212) 425-4141 Fax: (212) 425-9141 About China Fishery Group Limited (Cayman) China Fishery Group Limited (Cayman) and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 16-11895) on June 30, 2016. The petition was signed by Ng Puay Yee, chief executive officer. The cases are assigned to Judge James L. Garrity Jr. At the time of the filing, China Fishery Group estimated its assets at $500 million to $1 billion and debts at $10 million to $50 million. Weil, Gotshal & Manges LLP has been tapped to serve as lead bankruptcy counsel for China Fishery and its affiliates other than CFG Peru Investments Pte. Limited (Singapore). Weil Gotshal replaces Meyer, Suozzi, English & Klein, P.C., the law firm initially hired by the Debtors. The Debtors have also tapped Klestadt Winters Jureller Southard & Stevens, LLP as conflict counsel; Goldin Associates, LLC, as financial advisor; and RSR Consulting LLC as restructuring consultant. On November 10, 2016, William Brandt, Jr. was appointed as Chapter 11 trustee for CFG Peru Investments Pte. Limited (Singapore), one of the Debtors. Skadden, Arps, Slate, Meagher & Flom LLP serves as the trustee's bankruptcy counsel; Hogan Lovells US LLP serves as special counsel; and Quinn Emanuel Urquhart & Sullivan, LLP serves as special litigation counsel. COLORADO GREENHOUSE: Trustee Taps Asset Finders as Consultant ------------------------------------------------------------- Jeffrey A. Weinman, the Chapter 11 Trustee of Colorado Greenhouse Holdings, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of Colorado to employ Asset Finders to render property recovery service to the Debtors. On January 19, 2017, the Trustee filed a Motion to Reopen Chapter 11 Case following the discovery of certain funds related to Debtors' bankruptcy estate. A portion of the Discovered Assets are being held by the Colorado Lost Property Division (the "Colorado Treasury Funds"). On January 31, 2017, this Court issued an order granting the Motion to Reopen. Colorado Greenhouse requires Asset Finders to: a. recover old, dormant, or abandoned accounts that are currently being held by various government agencies; and b. assist the Trustee in carrying out duties of the Trustee under the Plan and administering the Colorado Treasury Funds. Asset Finders will be paid a fee of $9,000. Asset Finders will also be reimbursed for reasonable out-of-pocket expenses incurred. Sheryl Del Gigante, president of Asset Finders, 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) is not creditors, equity security holders or insiders of the Debtor; (b) has 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) does 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. Asset Finders can be reached at: Sheryl Del Gigante ASSET FINDERS 59 Beech Tree Lane Monroe, CT 06468 Tel: (203) 470-5550 E-mail: assetfinders1@gmail.com About Colorado Greenhouse Holdings, Inc. Colorado Greenhouse Holdings, Inc. and its affiliated predecessors, filed a Chapter 11 petition (Bankr. D. Colo. Case No. 00-11099-MER) on February 7, 2000. The Debtors filed their Second Amended Joint Plan on April 13, 2001, and the Bankruptcy Court entered its Confirmation Order confirming the Plan on July 27, 2001. The Plan established a Liquidation Trust Agreement and named Jeffrey A. Weinman as Trustee for the Liquidation Trust. On June 16, 2004, the Trustee filed his Chapter 11 Final Report and Application for Final Decree. On July 27, 2004, the Bankruptcy Court issued a Final Decree. On September 24, 2004, the Court closed the Bankruptcy Case. COLORFX INC: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: ColorFX, Inc. 11050 Randall Street Sun Valley, CA 91352 Case No.: 17-10830 Business Description: Founded in 1995, ColorFX, Inc. -- http://www.colorfxweb.com/-- provides retail and wholesale commercial printing services. Chapter 11 Petition Date: March 31, 2017 Court: United States Bankruptcy Court Central District of California (San Fernando Valley) Judge: Hon. Victoria S. Kaufman Debtor's Counsel: Lewis R Landau, Esq. LEWIS R. LANDAU, ATTORNEY AT LAW 22287 Mulholland Hwy., # 318 Calabasas, CA 91302 Tel: 888-822-4340 Fax: 888-822-4340 E-mail: Lew@Landaunet.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Yolanda Avedissin, president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb17-10830.pdf COMPREHENSIVE VASCULAR: Hires Dentons US as Counsel --------------------------------------------------- Comprehensive Vascular Surgery of Georgia, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Dentons US LLP as counsel to the Debtor. Comprehensive Vascular requires Dentons US to: a. prepare pleadings, motions, applications, and related papers; b. advise the Debtor of its rights, duties and obligations as a debtor-in-possession; c. consult with the Debtor and represent the Debtor with respect to the disposition of the bankruptcy case, including any potential Chapter 11 plan; d. perform legal services incidental and necessary to the day- to-day operations of the Debtor's business, including to institute and prosecute necessary legal proceedings, and general business and corporate legal advice and assistance; and e. take any and all action incident to the proper preservation and administration of the Debtor's estate and business. Dentons US will be paid at these hourly rates: Gary W. Marsh, Partner $675 Bryan E. Bates, Partner $575 Sarah Schrag, Associate $345 The Debtor's principal and 100% equity owner, Albert T. Tagoe, paid Dentons US a pre-petition retainer of $46,928.18. Dentons US received payment of $17,824.50 for services rendered relating to the bankruptcy case, leaving a balance of $29,138.18. Dentons US will also be reimbursed for reasonable out-of-pocket expenses incurred. Bryan E. Bates, partner of Dentons US 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. Dentons US can be reached at: Bryan E. Bates, Esq. DENTONS US LLP 303 Peachtree Street, Suite 5300 Atlanta, GA 30308 Tel: (404) 527-4073 Fax: (404) 527-4198 E-mail: bryan.bates@dentons.com About Comprehensive Vascular Surgery of Georgia, Inc. Comprehensive Vascular Surgery of Georgia, Inc. filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 17-53761) on March 1, 2017, and is represented by Bryan E. Bates, Esq., at Dentons US LLP. At the time of the filing, the Debtor had $1 million to $10 million in estimated assets and $1 million to $10 million in estimated liabilities. The petition was signed by Albert T. Tagoe, M.D., CEO. COMPREHENSIVE VASCULAR: Hires Shane as Real Estate Broker --------------------------------------------------------- Comprehensive Vascular Surgery of Georgia, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Shane Investment Property Group, LLC, as commercial real estate broker to the Debtor. Comprehensive Vascular requires Shane to: medical office building located at 150 Country Club Drive, Stockbridge, Georgia. Shane will be paid at a commission of 4% of the purchase price. Andy Sutton, vice president of Shane Investment Property Group, 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. Shane can be reached at: Andy Sutton SHANE INVESTMENT PROPERTY GROUP, LLC 5755 North Point Parkway, Suite 262 Alpharetta, GA 30022 Tel: (770) 481-1960 Fax: (770) 481-1961 About Comprehensive Vascular Surgery of Georgia, Inc. Comprehensive Vascular Surgery of Georgia, Inc. filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 17-53761) on March 1, 2017, and is represented by Bryan E. Bates, Esq., at Dentons US LLP. At the time of the filing, the Debtor had $1 million to $10 million in estimated assets and $1 million to $10 million in estimated liabilities. The petition was signed by Albert T. Tagoe, M.D., CEO. CONNECT TRANSPORT: Trustee Taps Shattuck as Auctioneer ------------------------------------------------------ The Chapter 11 trustee for Connect Transport, LLC, filed an amended application, seeking approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire an auctioneer. Jason Searcy, the bankruptcy trustee, proposes to hire Shattuck, LLC to assist him in the sale of six vehicles owned by Connect Transport. Shattuck will charge and collect a buyer's premium for each bidder in the amount of 10% of their invoice. The 10% buyer's premium will be retained by the firm0 as its sole commission, and will be due and payable upon consummation of the sale. Meanwhile, Shattuck will return 100% of the sale proceeds to Connect Transport. Shattuck President Greg Shattuck disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Greg Shattuck Shattuck, LLC 650 Canion Street Austin, TX 78752 Phone: (512) 482-0270 About Connect Transport Privately-held Connect Transport, LLC, provides transportation, storage, producer, and marketing services for crude oil, natural gas liquids, and condensates. Connect Transport and its affiliates filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Lead Case No. 16-33971) on Oct. 4, 2016. The affiliated debtors are Big Rig Tanker, L.L.C., MG Rolling Stock Land, L.L.C., Murphy Energy Corporation, Murphy Holdings, Inc., Port Allen Terminal, LLC, Port Hudson Terminal, LLC, Murphy Terminals, LLC, and Connect Terminals, LLC (Case Nos. 16-33972 to 16-33979). Connect Transport estimated assets of $500,000 to $1 million and liabilities of $50 million to $100 million. Murphy Energy Corp. estimated $100 million to $500 million in both assets and liabilities. The Debtors tapped Dykema Cox Smith as legal counsel. Houlihan Lokey Capital, Inc., serves as the Debtors' investment banker while Kurtzman Carson Consultants LLC serves as claims and noticing agent. The U.S. Trustee appointed an official committee of unsecured creditors. The committee retained McCathern, PLLC, as counsel. The committee also retained GlassRatner Advisory & Capital Group, LLC, as financial advisor. On February 7, 2017, Jason R. Searcy was appointed as Chapter 11 trustee for the Debtors. The trustee hired Searcy & Searcy, P.C. as bankruptcy counsel, and Foldetta, LLC as real estate broker. COVINGTON PLACE: Case Summary & 6 Unsecured Creditors ----------------------------------------------------- Debtor: Covington Place Associates, LLC DBA Covington Place Shopping Center 27299 Riverview Center Boulevard, Suite 103 Bonita Springs, FL 34134 Case No.: 17-02859 Nature of Business: The Debtor is a single asset real estate (as defined in 11 U.S.C. Section 101(51B)) with its principal assets located at 4060 Covington Highway Decatur, GA 30032. Chapter 11 Petition Date: April 3, 2017 Court: United States Bankruptcy Court Middle District of Florida (Ft. Myers) Debtor's Counsel: Michael R Dal Lago, Esq. DAL LAGO LAW 999 Vanderbilt Beach Road, Suite 200 Naples, FL 34108 Tel: (239) 571-6877 E-mail: mike@dallagolaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by William A. Abruzzino, managing member. A copy of the Debtor's list of six unsecured creditors is available for free at http://bankrupt.com/misc/flmb17-02859.pdf Bankruptcy cases filed by a affiliates of the Debtor: Name/Court Petition Date Case No. ---------- ------------- -------- Center Designs, LLC 3/13/17 17-02045 Middle District of Florida, Fort Myers Division Emerald Grande, LLC 1/11/17 17-00021 Northern District of West Virginia Retail Designs, LLC 3/13/17 17-02044 Middle District of Florida, Fort Myers Division Tara Retail Group, LLC 1/24/17 17-00057 Northern District of West Virginia CREATIVE REALITIES: Posts Fourth Quarter Revenues of $5.5 Million ----------------------------------------------------------------- Creative Realities, Inc., announced its financial results for the year ended Dec. 31, 2016, including the quarter ended as of the same date. Rick Mills, chief executive officer, remarked, "As we projected, CRI demonstrated strong growth in the fourth quarter of 2016 in both revenue and gross profit, which resulted in an operating profit for the period. We are pleased to meet our financial guidance for the fourth quarter and for the year." 2016 Financial Overview * Revenues were $13.7 million for the year ended Dec. 31, 2016, growing by $2.2 million or 19% compared to 2015. * Gross profit was $6.9 million in 2016, up $3.3 million, or 90%, compared to 2015. * Gross margin improved to 50% in 2016 compared to 32% in 2015. Fourth Quarter Financial Highlights * Revenues were $5.5 million for the three-month period ended Dec. 31, 2016, an increase of 68% compared to the same period in 2015, and up 103% sequentially. * Gross profit was $2.7 million for the fourth quarter 2016, up $1.7 million, or 180%, for the corresponding period in the prior year. * Gross margin improved to 49% of revenue for the fourth quarter of 2016, marking continued improvement from 29% in the prior year. * CRI generated operating profit of $0.2 million and EBITDA of $0.6 million. * Two large non-cash expenses below the operating line, including a $1.6 million expense for change in warrant liability and a $0.4 million charge in non-cash interest expense and other expense. Mr. Mills continued, "We intend to build on this base of financial performance in 2017, as we have completed implementation of our organizational plan. We have expanded to five locations across the US, and have reorganized functions and facilities to better meet our needs. We have transitioned all of our internal and customer-facing financial and reporting systems to those that are cloud-based, which are cost effective and dynamic. This has proved especially important as we build our sales and marketing team to deliver new programs, with three new sales people added in the second half of 2016." "The investment in expanding our sales activities has been productive," explained Mills. We had some large new customer wins, such as a major health and beauty brand creating its retail flagship in New York City, and significant follow-on orders from existing customers - a good example being one of our telecommunications customers, which ordered additional services in the final quarter of the year." 2017 Financial Guidance The Company is reaffirming its financial guidance provided in connection with an investor presentation at a financial conference in January 2017 (which is available on its website at www.cri.com), and providing guidance for 1Q17. * Organic revenue growth (i.e. excluding acquisitions) to exceed 90%, equivalent to FY17 revenue of $26 million. * 1Q17 revenue guidance of $6.2-6.3 million, indicating +150% growth over prior year * 1Q17 positive operating profit and EBITDA. The Company's balance sheet has continued to improve in the first months of 2017, with a sizeable increase in cash and cash equivalents from the collection of receivables and the receipt of license payments. The Company's issue of $4.3 million of senior secured debt was purchased in the fourth quarter by an affiliate of Pegasus Capital Partners, CRI's largest shareholder. Mr. Mills concluded, "It is our intent to move rapidly forward as a leading consolidator in the industry. The future of digital signage has never been more exciting with screens of all sizes, types and shapes being installed everywhere. What is out there now is, in our view, the tip of the iceberg. Industry analysts suggest the market contains as many as 600 digital signage content management providers. We see consolidation happening as many of these providers have high cost structure, high customer acquisition cost, and have chased market share at the expense of profitability. We are confident the CRI brand will win on the basis of a more efficient cost structure that arise as a result of scale and experience, market reach, and channel relationships." A full-text copy of the press release is available for free at: https://is.gd/17qZxO About Creative Realities, Inc. Creative Realities, Inc., is a Minnesota corporation that provides innovative shopper marketing and digital marketing technology and solutions to retail companies, individual retail brands, enterprises and organizations throughout the United States and in certain international markets. Creative Realities have expertise in a broad range of existing and emerging shopper and digital marketing technologies, as well as the related media management and distribution software platforms and networks, device management, product management, customized software service layers, systems, experiences, workflows, and integrated solutions. Its technology and solutions include: digital merchandising systems and omni-channel customer engagement systems, interactive digital shopping assistants, advisors and kiosks, and other interactive marketing technologies such as mobile, social media, point-of-sale transactions, beaconing and web-based media that enable its customers to transform how they engage with consumers. Creative Realities reported a net loss attributable to common shareholders of $6.37 million on $13.67 million of total sales compared to a net loss attributable to common shareholders of $8.31 million on $11.47 million of total sales for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Creative Realities had $24.41 million in total assets, $18.51 million in total liabilities, $3.92 million in convertible preferred stock and $1.97 million in total shareholders' equity. CROFCHICK INC: PA Revenue Dep't Supports Approval of Plan Outline ----------------------------------------------------------------- The Commonwealth of Pennsylvania, Department of Revenue, filed a response to the Second Amended disclosure statement and the second amended chapter 11 plan of reorganization filed by Crofchick, Inc., saying it does not have any objections to the approval of the Disclosure Statement and does not oppose its approval. The Department notes that the Plan provides for the full payment of its Proof of Claim. The Plan also includes the provisions, which the Department requested (to be included in any future Plan) in its previous Objections to the Debtor's prior disclosure statements and plans of reorganizations. The disclosure statement also provides adequate information for the Department to make an informed judgment regarding its acceptance of the Plan. The Department is represented by: Christos A. Katsaounis, Esq. Senior Counsel PA Department of Revenue Office of Chief Counsel P.O. Box 281061 Harrisburg, PA 17128-1061 Email: ckatsaouni@state.pa.us Telephone: (717) 346-4643 Facsimile: (717) 772-1459 About Crofchick, Inc. Crofchick, Inc., and Crofchick Realty, LLC, filed for Chapter 11 bankruptcy protection (Bankr. M.D. Pa. Case No. 15-03723 and 15-03724) on Aug. 30, 2015. Tullio DeLuca, Esq., serves as the Debtors' bankruptcy counsel. On June 22, 2016, the Debtors each filed its Chapter 11 Small Business Disclosure Statement and Chapter 11 Small Business Plan. CS360 TOWERS: Trustee Taps Downey Brand as Legal Counsel -------------------------------------------------------- The Chapter 11 trustee for CS360 Towers, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of California to hire legal counsel. Bradley Sharp, the bankruptcy trustee, proposes to hire Downey Brand LLP to, among other things, administer the Debtor's estate, and assist in the liquidation or reorganization of its assets. Jamie Dreher, Esq., and Kelly Pope, Esq., the attorneys designated to represent the trustee, will charge $425 per hour and $370 per hour, respectively. Downey Brand does not hold or represent any interest adverse to the Debtor's estate, according to court filings. The firm can be reached through: Jamie P. Dreher, Esq. Kelly L. Pope, Esq. Downey Brand LLP 621 Capitol Mall, 18th Floor Sacramento, CA 95814-4731 Tel: 916.444.1000 Fax: 916.444.2100 Email: jdreher@downeybrand.com Email: kpope@downeybrand.com About CS360 Towers CS360 Towers, LLC filed a Chapter 11 petition (Bankr. E.D. Cal. Case No. 17-20731) on February 3, 2017. The petition was signed by Mark D. Chisick, manager. The case is assigned to Judge Robert S. Bardwil. The Debtor is represented by Stephan M. Brown, Esq. at the Bankruptcy Group, P.C. At the time of filing, the Debtor had total assets of $18.46 million and total liabilities of $5.72 million. Bradley Sharp of Development Specialists, Inc. was appointed as Chapter 11 trustee on March 27, 2017. CTI BIOPHARMA: Net Financial Standing at $17M as of Feb. 28 ----------------------------------------------------------- CTI BioPharma Corp. or CTI Parent Company reported total estimated and unaudited net financial standing of $17 million as of Feb. 28, 2017. The total estimated and unaudited net financial standing of CTI Consolidated Group as of Feb. 28, 2017, was $18.3 million. CTI Parent Company trade payables outstanding for greater than 30 days were approximately $4.9 million as of Feb. 28, 2017. CTI Consolidated Group trade payables outstanding for greater than 30 days were approximately $5.8 million as of Feb. 28, 2017. During February 2017, there were solicitations for payment only within the ordinary course of business and there were no injunctions or suspensions of supply relationships that affected the course of normal business. During the month of February 2017, the Company's common stock, no par value, outstanding decreased by 3 shares. As a result, the number of issued and outstanding shares of Common Stock as of Feb. 28, 2017, was 28,225,792. A full-text copy of the press release is available at: https://is.gd/DDzXwB About CTI BioPharma CTI BioPharma Corp. (NASDAQ and MTA: CTIC) -- http://www.ctibiopharma.com/-- formerly known as Cell Therapeutics, Inc., is a biopharmaceutical company focused on the acquisition, development and commercialization of novel targeted therapies covering a spectrum of blood-related cancers that offer a unique benefit to patients and healthcare providers. The Company has a commercial presence in Europe and a late-stage development pipeline, including pacritinib, CTI's lead product candidate that is currently being studied in a Phase 3 program for the treatment of patients with myelofibrosis. CTI BioPharma is headquartered in Seattle, Washington, with offices in London and Milan under the name CTI Life Sciences Limited. CTI Biophrma reported a net loss attributable to common shareholders of $52 million on $57.40 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss attributable to common shareholders of $122.6 million on $16.11 million of total revenues for the year ended Dec. 31, 2015. The Company's balance sheet at Dec. 31, 2016, showed $63.84 million in total assets, $56.08 million in total liabilities and $7.75 million in total shareholders' equity. "We will need to continue to conduct research, development, testing and regulatory compliance activities with respect to our compounds and ensure the procurement of manufacturing and drug supply services, the costs of which, together with projected general and administrative expenses, is expected to result in operating losses for the foreseeable future. Additionally, we have resumed primary responsibility for the development and commercialization of pacritinib as a result of the termination of the Pacritinib License Agreement in October 2016, and we will no longer be eligible to receive cost sharing or milestone payments for pacritinib's development from Baxalta. We have incurred a net operating loss every year since our formation. As of December 31, 2016, we had an accumulated deficit of $2.2 billion, and we expect to incur net losses for the foreseeable future. Our available cash and cash equivalents were $44.0 million as of December 31, 2016. We believe that our present financial resources, together with payments projected to be received under certain contractual agreements and our ability to control costs, will only be sufficient to fund our operations into the third quarter of 2017. This raises substantial doubt about our ability to continue as a going concern," the Company stated in its annual report for the year ended Dec. 31, 2016. CYTORI THERAPEUTICS: Registers 1,173,241 Shares of Common Stock --------------------------------------------------------------- Cytori Therapeutics, Inc., filed with the Securities and Exchange Commission a Form S-3 registration statement relating to the issuance by the Company of 1,173,241 shares of common stock, par value $0.001 per share. The Company's common stock is listed on the NASDAQ Capital Market under the symbol "CYTX." On March 23, 2017, the last reported sale price of our common stock on the NASDAQ Capital Market was $1.64 per share. A full-text copy of the regulatory filing is available at: https://is.gd/WGrlww About Cytori Based in San Diego, California, Cytori Therapeutics (NASDAQ: CYTX) -- http://www.cytori.com/-- is an emerging leader in providing patients and physicians around the world with medical technologies, which harness the potential of adult regenerative cells from adipose tissue. The Company's StemSource(R) product line is sold globally for cell banking and research applications. DAVAMADA INC: Court Approves Disclosure Statement ------------------------------------------------- Brian K. Tester of the U.S. Bankruptcy Court for the District of Puerto Rico approved Davamada, Inc.'s small business disclosure statement in support of its plan of reorganization. As previously reported, under the plan, each unsecured claim holder under Class 3 will receive pro-rata distributions, as per the allowed amounts. Based on the current allowed amounts, each claim holder in Class 3 will receive approximately 1.72% of the allowed amount. A full-text copy of the Disclosure Statement dated October 14, 2016, is available at: http://bankrupt.com/misc/prb15-10223-124.pdf About Davamada, Inc. Davamada, Inc., filed for Chapter 11 bankruptcy protection (Bankr. D.P.R. Case No. 15-10223) on Dec. 23, 2015. Javier Vilarino, Esq., at Vilarino & Associates LLC serves as the Debtor's bankruptcy counsel. DAVID SAPPINGTON: Vino Patel Buying Lancaster Property for $500K ---------------------------------------------------------------- David Carl Sappington and Patricia Ann Sappington ask the U.S. Bankruptcy Court for the Eastern District of Virginia to authorize the private sale of an unimproved parcel of real property commonly known as 405 Hana Lane, Lancaster, Texas consisting of 5.39 acres of farm land, to Vino Patel & Co. and/or Assigns for $500,000. As of the Petition Date, the bankruptcy estate of Mrs. Sappington and Pamela Carr (Mrs. Sappington's sister) ("Sellers"), jointly owned the Texas Property as tenants. Since the Petition Date, the Sellers have continued efforts to market and liquidate the Texas Property. On May 14, 2015, the Court entered an order approving Seller's Motion to sell the Texas Property for $650,000. On Sept. 11, 2105, the prospective purchasers gave notice they were terminating the contract because they found the Texas Property unsuitable for their intended purposes. By Order entered June 21, 2016, the Court approved the Disclosure Statement, dated March 8, 2016 and confirmed the Plan of Reorganization, dated March 8, 2016. The Plan proposed, among other things, to sell the Texas Property by traditional listing or public auction retained jurisdiction of the Court over the Property; and retained jurisdiction of this Court to enforce the provisions, purposes and intent of the Plan. By Order entered Aug. 1, 2016, the Court granted Seller's application to employ DFW Trinity Advisors LLC (trading as SVN – Trinity Advisors) as real estate agent/auctioneer to assist in selling the Texas Property, approved the Commercial Real Estate Listing Agreement and ordered that DFW Trinity Advisors may be compensated as set forth in the Listing Agreement without further order of the Court. It appears that DFW Trinity Advisors (a member of Sperry Van Ness Commercial Real Estate Advisors) is using Motley's Auctions, Inc. (also a member of Sperry Van) to assist in the sale of the Texas Property. The Sellers have entered into a Commercial Contract – Unimproved Property with the Purchaser, undated. The Contract did not contain a legal description of the Texas Property. The Contract calls for the sale of the Texas Property to Purchaser for a total purchase price of $500,000. The Buyer has 120 days to conduct its due diligence. Upon information and belief, the Buyer, at its expense, will seek to have the property rezoned for apartment/senior living. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/David_Sappington_102_Sales.pdf According to a prior title commitment, the Texas Property is not encumbered with any liens except for several Privileged Liens in favor of the City of Lancaster, Texas which at the time totalled approximately $4,295 for maintenance of the Property. The Purchase Price is an amount sufficient to satisfy all liens against the Property, and the co-owner (Ms. Carr) consents to the sale of the Property. The Debtors ask the Court to an Order: (i) finding that the contemplated transfer of the Texas Property is in furtherance of, and in connection with, the Plan, and thus is exempt from recording tax; (ii) granting the Motion; (iii) approving the sale of the Texas Property, in accordance with the terms of the Plan, dated March 8, 2016, the [Confirmation] Order entered June 21, 2016, and the Commercial Contract – Unimproved Property; (iv) authorizing the sale of Texas Property free and clear of all liens, claims, encumbrances and interest; (v) authorizing the Sellers to pay settlement costs and expenses (including broker's commission(s)) at closing from the sale proceeds; and (g) waiving the 14-day waiting period imposed by Federal Rule of Bankruptcy Procedure 6004(h), thereby allowing parties to proceed with the sale of the Texas Property immediately upon entry of the Order. The Purchaser can be reached at: VINO PATEL & CO. 1200 W Walnut Hill Ln #3300 Irving, TX 75038 Telephone: (972)740-9808 E-mail: vlno@mphpartners.com Counsel for the Debtors: John C. Smith, Esq. Roy M. Terry, Jr., Esq. SANDS ANDERSON PC P.O. Box 1998 Richmond, VA 23218-1998 Telephone: (804) 648-1636 David Carl Sappington and Patricia Ann Sappington sought Chapter 11 protection (Bankr. E.D. Va. Case No. 15-30581) on Feb. 6, 2015. DEFINITIONS PRIVATE: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Definitions Private Training Gyms, Inc. aka Definitions Funding Inc. C/O PovoL And Co. 1981 Marcus Avenue, Suite C100 New Hyde Park, NY 11042 Case No.: 17-10848 Nature of Business: The Debtor operates a private training gym out of leased premises located at 19 Union Square West, New York, New York. The landlord of the Premises is 17-19 Associates, LLC. Due to rising costs and an unexpected downturn in business, the Debtor defaulted on its lease. The Debtor filed for Chapter 11 protection to preserve its rights under its lease with 17-19 Associates LLC. The Debtor estimated total income of $225,000 against total estimated expenses of $205,169 for the next 30 days. Chapter 11 Petition Date: March 31, 2017 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. James L. Garrity Jr. Debtor's Counsel: Arnold Mitchell Greene, Esq. ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK, P.C. 875 Third Avenue, 9th Floor New York, NY 10022 Tel: (212) 603-6300 Fax: (212) 956-2164 E-mail: amg@robinsonbrog.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Joseph B. Barron, president. The Debtor failed to include a list of its 20 largest unsecured creditors at the time of the filing. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/nysb17-10848.pdf DELCATH SYSTEMS: Incurs $18 Million Net Loss in 2016 ---------------------------------------------------- Delcath Systems, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $17.97 million on $1.99 million of product revenue for the year ended Dec. 31, 2016, compared to a net loss of $14.70 million on $1.74 million of product revenue for the year ended Dec. 31, 2015. The Company anticipates incurring additional losses until such time, if ever, that it can generate significant sales. On June 13, 2016, the Company issued an aggregate $35 million principal amount of senior secured convertible notes. As a result, Management believes that its capital resources are adequate to fund operations through the first quarter of 2018, but anticipates that additional working capital will be required to continue operations. The Notes are payable in fourteen equal installments beginning in January 2017. Although the Notes are payable through the issuance of shares of the Company's common stock to the noteholders, its ability to issue stock, instead of paying cash, to satisfy our payment obligations under the Notes, is limited and subject to various conditions (including trading volume and stock price conditions for these Notes) that it may not be able to meet. "If we cannot meet these conditions, we could be required to repay some or all of the amounts due under the Notes in cash, and we may not have the funds available to make one or more of such payments when due. Operations of the Company are subject to certain risks and uncertainties, including, among others, uncertainty of product development and clinical trial results; uncertainty regarding regulatory approval; technological uncertainty; uncertainty regarding patents and proprietary rights; comprehensive government regulations; limited commercial manufacturing, marketing or sales experience; and dependence on key personnel," the Company stated. As of Dec. 31, 2016, Delcath had $35.23 million in total assets, $36.72 million in total liabilities and a total stockholders' deficit of $1.49 million. Grant Thornton LLP, in New York, New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has incurred recurring losses from operations and as of Dec. 31, 2016, has an accumulated deficit of $279.2 million. These conditions, along with other matters, 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/Cfp30B About Delcath Systems Delcath Systems, Inc. is an interventional oncology Company focused on the treatment of primary and metastatic liver cancers. The Company's investigational product -- Melphalan Hydrochloride for Injection for use with the Delcath Hepatic Delivery System (Melphalan/HDS) -- is designed to administer high-dose chemotherapy to the liver while controlling systemic exposure and associated side effects. The Company has commenced a global Phase 3 FOCUS clinical trial for Patients with Hepatic Dominant Ocular Melanoma (OM) and a global Phase 2 clinical trial in Europe and the U.S. to investigate the Melphalan/HDS system for the treatment of primary liver cancer (HCC) and intrahepatic cholangiocarcinoma (ICC). Melphalan/HDS has not been approved by the U.S. Food & Drug Administration (FDA) for sale in the U.S. In Europe, its system has been commercially available since 2012 under the trade name Delcath Hepatic CHEMOSAT Delivery System for Melphalan (CHEMOSAT), where it has been used at major medical centers to treat a wide range of cancers of the liver. DIAMONDHEAD CASINO: Will File Form 10-K Within Extension Period --------------------------------------------------------------- Diamondhead Casino Corporation was unable to complete the preparation of its annual report on Form 10-K for the year ended Dec. 31, 2016, within the prescribed time period because it experienced unforeseen delays in the collection and compilation of certain financial and other data to be included in the report and the associated audited financial statements and notes. This information could not have been obtained without unreasonable effort or expense to the Company. The Company said it is working diligently to finalize this data and anticipates filing its Annual Report on Form 10-K for the year ended Dec. 31, 2016, within the prescribed period allowed by Rule 12b-25. About Diamondhead Casino Largo, Fla.-based Diamondhead Casino Corporation, from inception through approximately August of 2000, operated gaming vessels in international waters. The Company eventually divested itself of its gaming operations to satisfy financial obligations to its vendors, lenders and taxing authorities and to focus its resources on the development of a casino resort in Diamondhead, Mississippi. The Company owns, through its wholly-owned subsidiary, Mississippi Gaming Corporation, an approximate 404.5 acre tract of unimproved land in Diamondhead, Mississippi. The property is located at 7051 Interstate 10. The Company intends, in conjunction with unrelated third parties, to develop the site in phases beginning with a casino resort. The casino resort is expected to include a casino, a hotel and spa, pools, a sport and entertainment center, a conference center and a state-of-the-art recreational vehicle park. Diamondhead Casino reported net income applicable to common stockholders of $53,000 for the year ended Dec. 31, 2015, compared to a net loss applicable to common stockholders of $3.37 million for the year ended Dec. 31, 2015. As of Sept. 30, 2016, Diamondhead had $5.64 million in total assets, $8.66 million in total liabilities and a total stockholders' deficiency of $3.02 million. Friedman LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred significant recurring net losses over the past few years. In addition, the Company has no operations, except for its efforts to develop the Diamondhead, Mississippi property. Such efforts may not contribute to the Company's cash flows in the foreseeable future. These conditions raise substantial doubt about the Company's ability to continue as a going concern. DIGIDEAL CORPORATION: U.S. Trustee Forms 2-Member Committee ----------------------------------------------------------- Acting U.S. Trustee Gail Brehm Geiger on March 30 appointed two creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Digideal Corporation. The committee members are: (1) Western Electronics, LLC Brad Grover 1550 South Tech Lane Meridian, ID 83642 Tel: (208) 955-9709 (2) John Chandler, Esq. 9009 N FM 670 Road, Apt. 2007 Austin, TX 78726 Tel: (509) 808-1481 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 Digideal Corporation Digideal Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wash. Case No. 17-00449) on Feb. 22, 2017. The petition was signed by Michael J. Kuhn, president. The case is assigned to Judge Frederick P. Corbit. Kevin O'Rourke, Esq., at Southwell & O'Rourke, P.S., serves as the Debtor's legal counsel. At the time of the filing, the Debtor estimated its assets at $100 million to $500 million and liabilities at $1 million to $10 million. DODGE CITY: Unsecureds to Get 100% in Deferred Cash Payments ------------------------------------------------------------ Dodge City Veterinary Hospital, Inc., filed with the U.S. Bankruptcy Court for the Middle District of Louisiana a disclosure statement in support of the Debtor's plan of reorganization as of March 22, 2017. The Debtor's primary objective is to sell the business and distribute the net proceeds of the sale to the holders of allowed claims. The Debtor is generating cash flow in excess of what is needed to operate the Business, and financial projections presented with the Disclosure Statement indicate that it will continue to do so. In order to utilize this cash flow for the benefit of the holders of allowed claims while the Debtor pursues the primary objective of a sale, the Plan utilizes a "parallel path" approach to reorganization consisting of: (a) a sale of the Business as a going concern, and (b) until a sale transaction is accomplished, distributing net cash flow to holders of Allowed Claims and making monthly payments to holders of Allowed Priority Claims and holders of Allowed Secured Claims. Until the time as the Allowed Priority Tax Claims are satisfied each Holder will receive in full satisfaction of that Holder's Allowed Claim the amount of that holder's Allowed Claim with 4% interest, payable in 108 equal monthly installments beginning on the initial Distribution Date with successive payments on each subsequent Distribution Date, provided, however, that the number of monthly payments may be reduced if the Holders of Allowed Priority Tax Claim receive deferred Cash payments of a pro-rata share of the Reorganized Debtor's annual Net Cash Flow pursuant to the Plan. Until the time as the Secured Tax Claim is satisfied the Holder will receive in full satisfaction of its Allowed Claim the amount of its Allowed Claim with 4% interest, payable in 108 equal monthly installments beginning on the initial Distribution Date with successive payments on each subsequent Distribution Date, provided, however, that the number of monthly payments may be reduced if the Holders of Allowed Priority Tax Claim receive deferred Cash payments of a pro-rata share of the Reorganized Debtor's annual Net Cash Flow pursuant to the Plan. Until the time as the Secured Whitney Claim is satisfied the Holder will receive in full satisfaction of its Allowed Claim, after the Net Proceeds from the sale of part of the Holder's collateral is applied, the amount of its Allowed Claim with 6% interest, payable in 108 equal monthly installments beginning on the initial Distribution Date with successive payments on each subsequent Distribution Date, provided, however, that the number of monthly payments may be reduced if the Holder of Allowed Secured Whitney receives deferred Cash payments of a pro-rata share of the Reorganized Debtor's annual Net Cash Flow pursuant to the Plan. After payment of administrative claims, priority tax claims, and secured claims under the priorities of the Bankruptcy Code, the Debtor has agreed to pay a pro-rata share of its annual Net Cash Flow to each holder of an Allowed General Unsecured Claims until 100% of its Allowed Claim is paid in full. The Disclosure Statement is available at: http://bankrupt.com/misc/lamb16-10559-116.pdf About Dodge City Veterinary Headquartered in Denham Springs, Louisiana, Dodge City Veterinary Hospital, Inc., is a Louisiana corporation formed in 1999. It continued the veterinary practice established by the father of Dr. Scott F. Smith, the sole shareholder of DCVH. The Debtor provides veterinary treatment, boarding, clinic, surgery, emergency care and other hospital services in Livingston and surrounding Louisiana parishes. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. M.D. La. Case No. 16-10559) on May 11, 2016. The petition was signed by Scott F. Smith, president. Judge Douglas D. Dodd presides over the case. Michael B. Grissom, Esq., at B. Michael Grissom, Attorney at Law, serves as the Debtor's bankruptcy counsel. The Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. DOWN HOUSE: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Down House Ventures, LLC 2522 Yale Street Houston, TX 77008 Case No.: 17-32089 About the Company: The Debtor is a small business debtor as defined in 11 U.S.C. Section 101(51D). It is an affiliate of Mothership Ventures, LLC that sought bankruptcy protection on March 26, 2017 (S.D. Tex. Case No. 17-31776) and Club Mothership NP that sought bankruptcy protection on March 30, 2017 (Bankr. S.D. Tex. Case No. 17-31856). Chapter 11 Petition Date: April 4, 2017 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Hon. Jeff Bohm Debtor's Counsel: Reese W Baker, Esq. BAKER & ASSOCIATES 5151 Katy Freeway Ste 200 Houston, TX 77007 Tel: 713-869-9200 Fax: 713-869-9100 E-mail: courtdocs@bakerassociates.net Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Chris Cusack, president. The Debtor failed to include a list of its 20 largest unsecured creditors at the time of the filing. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/txsb17-32089.pdf EAST TEXAS MEDICAL: Moody's Lowers Debt Rating to B3; Outlook Neg. ------------------------------------------------------------------ Moody's Investors Service downgrades East Texas Medical Center Regional Healthcare System's (ETMC) debt rating to B3 from Ba1. The action affects $280 million of outstanding rated revenue bonds issued by Tyler Health Facilities Development Corporation and Wood County Central Hospital District. The rating outlook remains negative. The downgrade to B3 reflects the significant variance to budget through the first quarter of FY 2017 and the rapid, unexpected decline in liquidity. Weakened system performance is driven by declining volumes, a recent change in the highly competitive Tyler market following the acquisition of the competing system by a much larger entity, continued pressures on the rural hospitals, and high expense base given the system's large physician employment division. At the current run rate, and without the benefit of any asset sales, Moody's expects ETMC will fall below its required debt service covenant of 1.0 times measured at fiscal year end (October 31, 2017), causing an Event of Default to be declared on February 28, 2018 which is the required reporting date to the bond trustee. Following the declaration of an Event of Default by the Trustee, bondholders have the right to accelerate without any grace or cure period afforded to ETMC. ETMC continues to make its debt service payments on its all-fixed rate bonds in full and on time. Balancing the increased risk of the probability of default and debt acceleration is the system's adequate cash position and fully funded debt service reserve fund such that if a payment default were to occur, recovery would be high with favorable security lien on the bonded debt. Likewise, the Tyler flagship is a sizable and essential provider of numerous tertiary services in a large and growing service area. Rating Outlook The negative outlook represents Moody's anticipated deterioration in financial performance that will outpace any enacted expense strategies over the near term, resulting in an elevated risk of a covenant breach and debt acceleration in early 2018 as the headroom to the covenant rapidly narrows. Further decline in performance or liquidity beyond current expectations, or a filing for reorganization or credit relief would result in downgrade pressure. Factors that Could Lead to an Upgrade Given the severity of current circumstances, an upgrade is not likely in the near term. Over the longer term, an upgrade could result from consistent and sustainable improvement in operating and liquidity metrics A revision to a stable outlook could result from stabilization of operating performance resulting in increased headroom to financial covenants Factors that Could Lead to a Downgrade Breach of a financial covenant and acceleration of debt Further deterioration of operating performance or liquidity beyond FY 2017 projections A corporate reorganization or bankruptcy filing Legal Security The obligated group is comprised of the parent corporation; unrestricted cash and investments are held at the parent. All affiliate hospitals have executed a security interest of their revenues and receipts to the corporate parent in favor of the master trustee for the benefit of all bondholders. Each restricted affiliate signed an Undertaking Agreement which obligates each affiliate to make contributions to the extent necessary for due and punctual payments of principal and interest for all outstanding bonded debt. The restricted affiliates must adhere to all covenants in the master trust indenture. A mortgage via a deed of trust is also pledged on the Tyler, Athens, Jacksonville, and Quitman facilities. Use of Proceeds Not applicable Obligor Profile East Texas Medical Center Regional Healthcare System is a system of primary, secondary and tertiary healthcare facilities and services located across the east Texas region. The multi-hospital system currently operates in nine east Texas counties with the flagship hospital located in Tyler. Methodology The principal methodology used in this rating was Not-For-Profit Healthcare Rating Methodology published in November 2015. ELRAY RESOURCES: Will File 2016 Annual Report by April 17 --------------------------------------------------------- Elray Resources, Inc.'s annual report on Form 10-K could not be filed within the prescribed time period because the Company encountered delays in its preparation of its Annual financial statements. The Company expects to file the Annual Report on or before April 17, 2017, according to a Form 12b-25 filed with the Securities and Exchange Commission. About Elray Resources Elray Resources, Inc., is a technology company, which owns and licenses gaming intellectual property, gaming content and gaming domains. The Company is engaged in providing marketing and support for online gaming operations. It has developed and acquired technology that provides marketing tools and customer relationship management (CRM) systems for online gaming operators. It has a global presence with offices in London, South Africa and Sydney. Elray Resources reported a net loss of $4.86 million for 2015 following a net loss of $10.34 million for 2014. As of Sept. 30, 2016, Elray had $1.62 million in total assets, $11.94 million in total liabilities and a total stockholders' deficit of $10.32 million. GBH CPAs, PC -- www.gbhcpas.com -- in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has suffered recurring losses from operations and has a net working capital deficit that raise substantial doubt about its ability to continue as a going concern. ENDLESS SALES: Taps Hampton & Pigott as Special Counsel ------------------------------------------------------- Endless Sales, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Colorado to hire Hampton & Pigott, LLP as its special counsel. The firm will represent the Debtor in two separate lawsuits filed by contractors Taylor Hansen and Jason Frye in the District Court for the City and County of Denver. Hampton & Pigott will charge an hourly rate of $100 for its services. William Baker, Esq., a managing partner at Hampton & Pigott, disclosed in a court filing that his firm does not hold any interest adverse to the Debtor's bankruptcy estate or creditors. The firm can be reached through: William C. Baker, Esq. Hampton & Pigott, LLP 1203 Airport Way, Suite 200 Broomfield, CO 80021 Phone: (720) 370-3300 Ext. 105 Direct: (720) 863-6905 Text: (720) 863-6905 Fax: (720) 863-6905 Email: will@hamptonpigott.com About Endless Sales Inc. Based in Denver, Colorado, Endless Sales, Inc., is engaged in buying, refurbishing and reselling used forklifts, and designs and manufactures its own line of forklifts. The Debtor, which conducts business under the name of Discount Forklift, Discount Forklift Brokers and Octane Forklifts, filed a Chapter 11 petition (Bankr. D. Colo. Case No. 17-11037) on February 13, 2017. The petition was signed by Brian Firkins, president. The case is assigned to Judge Elizabeth E. Brown. The Debtor is represented by Jeffrey S. Brinen, Esq. and Keri L. Riley, Esq. at Kutner Brinen, P.C. At the time of filing, the Debtor disclosed total assets of approximately $2.56 million and total liabilities in the amount of $1.78 million. No official committee of unsecured creditors has been appointed in the case. A list of the Debtor's 10 unsecured creditors is available for free at http://bankrupt.com/misc/cob17-11037.pdf ENERGY FUTURE: Texas Regulators Give Prelim "No" to Oncor Takeover ------------------------------------------------------------------ Peg Brickley, writing for The Wall Street Journal Pro Bankruptcy, reported that members of the Public Utility Commission of Texas, on March 30, unanimously said they wouldn't approve NextEra Energy Inc.'s proposed takeover of Oncor, one of the largest electricity transmissions businesses in the country, as being in the public interest. According to the report, formal voting will take place in April, but the regulators said they won't let the acquisition go through. The decision is likely to upset, once again, the bankruptcy-exit planning of Energy Future Holdings Corp., the former TXU Corp., which has spent nearly three years in bankruptcy after filing for chapter 11 with $42 billion in debt, the Journal noted. Energy Future's 80% stake in Oncor is considered its crown jewel and the only outside source of free cash for a multi-billion-dollar bankruptcy-exit plan, the Journal said. Oncor is a cash-producing, stable, regulated business whose operations have been little affected by Energy Future's bankruptcy, the report further noted. Last year, the Texas PUC derailed a takeover attempt of Oncor by Hunt Consolidated Inc., the report recalled. What worried regulators was NextEra's insistence on overriding many of the "ringfencing" provisions that immunized Oncor from Energy Future's financial woes. The regulators want to preserve corporate governance protections that worked to shield Oncor when Energy Future filed for bankruptcy in 2014, citing the transmission system's status as a vital element of the Texas energy infrastructure, the report also noted. Regulators said NextEra's sturdy balance sheet and extensive experience as an operator of energy businesses wasn't sufficient protection to guarantee the future stability of Oncor, a transmissions business counted upon by 10 million Texans, the report said. Additionally, regulators took issue with the tight financial links NextEra said it would insist upon should Oncor become a member of its corporate family, the report added. About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a Portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in book value and liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of only Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. * * * In December 2015, the Bankruptcy Court confirmed the Debtors' reorganization plan, which contemplated a tax-free spin of the company's competitive businesses, including Luminant and TXU Energy, and the $20 billion sale of its holdings in non-debtor electricity transaction unit Oncor Electric Delivery Co. to a consortium of investors. But the Plan became null and void after certain first lien creditors notified the occurrence of a "plan support termination event." The Debtors filed a new plan of reorganization on May 1, 2016, as subsequently amended. The new Chapter 11 plan features alternative options for dealing with the Company's stake in electricity transmission unit Oncor. On Aug. 29, 2016, Judge Sontchi confirmed the Chapter 11 exit plans of two of Energy Future Holdings Corp.'s subsidiaries, power generator Luminant and retail electricity provider TXU Energy Inc. (the "T-Side Debtors"). The Plan became effective on Oct. 3, 2016. On Sept. 21, 2016, the Debtors filed the E-Side Plan and the Disclosure Statement for the Fourth Amended Joint Plan of Reorganization of Energy Future Holdings Corp., et al., Pursuant to Chapter 11 of the Bankruptcy Code as it Applies to the EFH Debtors and EFIH Debtors. EPICENTER PARTNERS: Sonoran, et al., Unsecureds to Get 100% at 4% ----------------------------------------------------------------- Sonoran Desert Land Investors LLC, East of Epicenter LLC, and Gray Phoenix Desert Ridge II LLC, filed an Amended Disclosure Statement in support of the accompanying Chapter 11 Plan of Reorganization for Sonoran Desert Land Investors LLC, East Of Epicenter LLC, and Gray Phoenix Desert Ridge II LLC, Amended March 2017. The goal of the proposed Plan is to continue the operation of the Debtors' business, allow the Debtors to realize a fair market value for their property interests, re-pay all prepetition unsecured creditors, and to continue to conduct business with trade vendors. The Debtors' Plan provides payments or transfers of property to pay all creditors in full with interest. Any monetary funding of the Plan may come from: (1) exit financing; (2) joint venture; (3) the proceeds of the sale of any property in excess of any release price set by the Court; (3) the post-confirmation sale or disposition of the Reorganized Debtors' real property; (4) a reserve account funded from sale proceeds above the release price; (5) exit financing; and (6) contributions from equity holders and the post-petition operations of the Debtors. Allowed claims of the Debtors will be paid from these sources; the Plan pays all creditors from these sources of funds. The reorganized Debtors will continue to manage the properties post-confirmation. Class 5A General Unsecured Claims -- estimated at $2,686,830 -- will receive 100% of their allowed claims over three years, paid quarterly with interest accrued on unpaid amounts at the rate of 4% per annum, simple interest. The source of payment of the Class 5A Claims will be the sale or disposition of the Reorganized Debtors' real property in excess of release prices set by the Court or as agreed to by the parties, exit financing, a joint venture, or an equity contribution. Class 5A is impaired by the Plan. As reported by the Troubled Company Reporter on March 13, 2017, the Debtors filed a plan which proposed that CPF Vaseo Associates, LLC, contribute $1.7 million to the "unsecured creditor dividend fund" if all creditors holding Class 4 non-insider unsecured claims vote in favor of the plan. If any of these creditors reject the plan, CPF would contribute $500,000. The Amended Disclosure Statement is available at: http://bankrupt.com/misc/azb16-05493-458.pdf About Epicenter Partners Epicenter Partners LLC was formed in 2004 to acquire, manage, sell or hold land for investment. Gray Meyer Fannin LLC came into existence in 2001 and was originally formed to provide development services for affiliates. Both are fully owned by Gray/Western Development Company and managed, pursuant to that entity, by Bruce Gray. The companies sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Lead Case No. 16-05493) on May 16, 2016. Epicenter disclosed $143,212,665 in assets and $66,913,279 in liabilities. ERIE STREET INVESTORS: Case Summary & 20 Top Unsecured Creditors ---------------------------------------------------------------- Affiliated debtors that filed separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Erie Street Investors, LLC 17-10554 1307 N. Clybourn Ave., Suite A Chicago, IL 60610 LaSalle Investors, LLC 17-10557 1307 N. Clybourn Ave., Suite A Chicago, IL 60610 WSC Parking Fund I 17-10561 1307 N. Clybourn Ave., Ste. A Chicago, IL 60610 Type of Business: Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)) Chapter 11 Petition Date: April 3, 2017 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Hon. Deborah L. Thorne (17-10554) Hon. Carol A. Doyle (17-10557) Hon. LaShonda A. Hunt (17-10561) Debtors' Counsel: Scott R Clar, Esq. CRANE HEYMAN SIMON WELCH & CLAR 135 S Lasalle Suite 3705 Chicago, IL 60603 Tel: 312 641-6777 Fax: 312 641-7114 E-mail: sclar@craneheyman.com Estimated Estimated Assets Liabilities --------- ----------- Erie Street Investors $10M-$50M $10M-$50M LaSalle Investors $10M-$50M $10M-$50M WSC Parking Fund $1M-$10M $1M-$10M The petitions were signed by Arthur Holmer, managing member of Weiland Ventures, LLC. A. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Adam and Melissa Berman $75,000 Adeptia, Inc. Tenant Security $21,387 Deposit Arthur Holmer Affiliate $223,675 1307 N. Clybourn Ave., Suite A Chicago, IL 60610 Boardwalk Capital Holdings Affiliate $1,411,471 1307 N. Clybourn Ave., Suite A Chicago, IL 60610 BrightSpeed Solutions, Inc. Tenant Security $16,534 Deposit Century 21 Affiliated $79,906 Devbridge Group, LLC Tenant Security $27,083 Deposit Gussis Lichtenfeld $16,800 & Alexander LLC Jones Lang Midwest LLC $60,694 LaSalle Investors Affiliate $533,305 1307 N. Clybourn Ave., Suite A Chicago, IL 60610 Law Offices Field $45,773 and Goldberg, LLC Marc Realty, LLC $103,037 MKTG, Inc. Tenant Security $18,395 Deposit NOCO LLC dBA Tenant Security $29,333 UFC Gym Deposit Rialto Capital 343 W. Erie Street $18,668,587 Advisors, LLC, as Chicago, IL 60654 Special Servicer for CMBS Trust 790 NW 107th Ave., #400 Miami, FL 33172 Robert Berman Real Estate LP $75,000 UX Factory, LLC Tenant Security $19,863 Deposit Wells Street Companies Affiliate $32,212 Wells Street Management Affiliate $121,089 York Solutions LLC Tenant Security $15,358 Deposit B. LaSalle Investors, LLC's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Adam and Melissa Berman $50,000 Adaptly, Inc. Tenant Security $17,621 Deposit Arsova, LLC Tenant Security $8,480 Deposit Arthur Holmer Affiliate $61,083 Atcha, D.D.S. P.C. Tenant Security $15,000 Deposit Boardwalk Capital Holdings Affiliate $1,026,568 1307 N. Clybourn Ave., Suite A Chicago, IL 60610 Boardwalk Capital Holdings Affiliate $26,717 City Outdoor Holdings, LLC Tenant Security $20,000 Deposit Colliers Bennett & Tenant Security $111,828 Kahnweiler LLC Deposit Greenstone Companies, LLC Tenant Security $14,269 Deposit Greenstone Partners $10,618 Inkling Incorporated Prepaid Rent $14,589 Law Offices Field $109,239 and Goldberg, LLC Marc Realty, LLC $39,636 Massage Therapy Tenant Security $8,040 Centers of America Deposit Railia & Associates, P.C. Prepaid Rent $9,995 Rialto Capital Advisors $18,668,587 790 NW 107th Ave., #400 Miami, FL 33172 Robert Berman Real Estate LP $100,000 Wells Street Equities Affiliate $175,000 Wells Street Management Affiliate $33,970 C. WSC Parking Fund I's List of 12 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Anderson Elevator $190 Boardwalk Capital Holdings Affiliate Note $26,717 Boardwalk Capital Holdings Affiliate $945,334 1307 N. Clybourn Ave., Ste. A Chicago, IL 60610 City of Chicago $844,750 Payment Plan #1158 333 S. State St., Ste. 300 Chicago, IL 60604 City of Chicago $146 Dept. of Revenue - Utility Billing City of Chicago - $0 Parking Taxes Erie Street Investors Affiliate $141,563 LaSalle Street Investors Affiliate $323,464 1307 N. Clybourn Ave., Ste. A Chicago, IL 60610 Law Offices Field $38,569 and Goldberg, LLC Vedder Price PC $11,261 Wells Street Companies Affiliate $8,265 Wells Street Management Affiliate $74,809 ESSAR STEEL: Asks Court to Allow Great Lakes Gas' $32.9M Claim -------------------------------------------------------------- Mesabi Metallics Company LLC and ESML Holdings Inc. ask the U.S. Bankruptcy Court for the District of Delaware to allow Great Lakes Gas Transmission Limited Partnership's proof of claim in the total amount of $32,902,183 to fully resolve Great Lakes' claim against Mesabi arising from the transportation services agreement. A hearing on the Debtors' request is set for April 26, 2017, at 9:30 a.m. EST. The objection deadline was March 27, 2017, at 4:00 p.m. EST. Mesabi and Great Lakes were engaged for years in protracted litigation in the U.S. District Court for the District of Minnesota that resulted in a post-jury trial judgment in the approximate amount of $33 million in favor of Great Lakes and against Mesabi. Even after the Eighth Circuit Court of Appeals reversed that judgment and remanded to the District Court for lack of subject matter jurisdiction, the Parties have continued their disputes in this Court, particularly with respect to the Great Lakes' motion to designate proof of claim as timely filed. After extensive, arms-length negotiations, the parties have reached a settlement resolving, among other things, the proof of claim motion. Mesabi was a defendant in prepetition litigation commenced by Great Lakes in the U.S. District Court for the District of Minnesota. After a jury trial, a judgment was entered against Mesabi and other non-debtor affiliates in the amount of $32,902,183. Mesabi appealed the Judgment to the Eighth Circuit Court of Appeals. In connection with the Appeal, Mesabi secured and posted a bond issued by Atlantic Specialty Insurance Company in the amount of $37,837,510.45, which Mesabi collateralized with over $23 million in cash. The Eighth Circuit Court of Appeals reversed and vacated the District Court's Judgment on Dec. 5, 2016, for lack of subject matter jurisdiction. There was no decision on the merits. Great Lakes' request for en banc rehearing was denied on Jan. 30, 2017, and mandate issued on Feb. 6, 2017. On Feb. 6, 2017, Great Lakes filed its proof of claim motion. The Debtors filed its opposition to the proof of claim motion on March 8, 2017, which was subsequently withdrawn pursuant to the certification of counsel filed on March 11, 2017. In a concerted effort to consensually resolve the proof of claim motion, counsel to the parties negotiated and reach a joint settlement. As part of the joint settlement, the Debtors filed certifications of counsel on March 11, 2017, which resolved the Debtors' motion for release of supersedeas bond and the proof of claim motion. As per the agreement of the parties, the Debtors now seek entry of an order and judgment allowing Great Lakes' proof of claim in the amount of $32,902,183 pursuant to Bankruptcy Rule 9019. The Debtors' request is available at: http://bankrupt.com/misc/deb16-11626-789.pdf About Essar Steel Minnesota Essar Steel Minnesota LLC, now known as Mesabi Metallics Company LLC, and ESML Holdings Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 16-11627 and 16-11626) on July 8, 2016. The bankruptcy petition was signed by Madhu Vuppuluri, president and chief executive officer. The Debtors are represented by Craig H. Averich, Esq., at White & Case LLP and John L. Bird, Esq., and Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP. Epic Bankruptcy Solutions, LLC, serves as claims and noticing agent. The cases are assigned to Judge Brendan Linehan Shannon. ESML Holdings Inc. estimated assets at $1 billion to $10 billion and debts at $500 million to $1 billion. Essar Steel Minnesota LLC estimated assets and debts at $1 billion to $10 billion. Andrew Vara, acting U.S. trustee for Region 3, on July 20, 2016, appointed the official committee of unsecured creditors of ESML Holdings, Inc., and its affiliates. The Committee hired Andrew K. Glenn, at Kasowitz Benson Torres & Friedman LLP, to act as counsel. David MacGreevey, at Zolfo Cooper, LLC, to serve as financial advisor. Garvan F. McDaniel, at Hogan McDaniel, to act as Delaware counsel. ESSAR STEEL: Sues Southern Coal for Breaching Contracts ------------------------------------------------------- Matt Chiappardi, writing for Law360, reports that Essar Steel Algoma Inc. filed a lawsuit against Southern Coal Sales Corp., its coal supplier. According to Law360, the Debtor claims that Southern Coal breached its contracts with the Debtor by sending less product than required, some of it poor quality, and forcing the Debtor to spend more than $13 million seeking coal from third parties. The Debtor says that Southern Coal was supposed to deliver 780,000 tons of coal between April 2016 and March 2017 to the facility in Ontario, Law360 relates. About Essar Steel Minnesota Essar Steel Minnesota LLC, now known as Mesabi Metallics Company LLC, and ESML Holdings Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 16-11627 and 16-11626) on July 8, 2016. The bankruptcy petition was signed by Madhu Vuppuluri, president and chief executive officer. The Debtors are represented by Craig H. Averich, Esq., at White & Case LLP and John L. Bird, Esq., and Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP. Epic Bankruptcy Solutions, LLC, serves as claims and noticing agent. The cases are assigned to Judge Brendan Linehan Shannon. ESML Holdings Inc. estimated assets at $1 billion to $10 billion and debts at $500 million to $1 billion. Essar Steel Minnesota LLC estimated assets and debts at $1 billion to $10 billion. Andrew Vara, acting U.S. trustee for Region 3, on July 20, 2016, appointed the official committee of unsecured creditors of ESML Holdings, Inc., and its affiliates. The Committee hired Andrew K. Glenn, at Kasowitz Benson Torres & Friedman LLP, to act as counsel. David MacGreevey, at Zolfo Cooper, LLC, to serve as financial advisor. Garvan F. McDaniel, at Hogan McDaniel, to act as Delaware counsel. ESSAR STEEL: Wants $5M in Financing to Restart Mine Construction ---------------------------------------------------------------- Mesabi Metallics Company LLC and ESML Holdings Inc. seeks permission from the U.S. Bankruptcy Court for the District of Delaware to recommence construction activities on the project, a fully integrated iron ore pellet production facility in the western Mesabi Range in northern Minnesota. To maximize the value of the Project, the Debtors request authority to enter into contracts in an aggregate value of up to $5 million to recommence construction on the Project, subject to availability under their postpetition debtor-in-possession facility from SPL Advisors LLC and any supplemental DIP facility or agreed use of cash collateral. The highest priority construction items that the Debtors intend to pursue first include: (1) installation of the slurry pipeline and related work; (2) installation of equipment, building steel and ductwork in the induration building; (3) installation of the tailings pipeline and related work; and (4) installation of the tailings bridge over the highway that bisects the project. A copy of the Debtors' request is available at: http://bankrupt.com/misc/deb16-11626-836.pdf A hearing on the Debtors' request is set for April 5, 2017, at 1:30 p.m. (Prevailing Eastern Time). Objections must be filed by April 4, 2017, at 12:00 p.m. (Prevailing Eastern Time). The Debtors want to preserve substantial value and materially enhance the value of their assets to the plan sponsor (or potential bidder) at a relatively low cost to the Debtors. According to the Debtors, the investment contemplated is an easy call for the Debtors and clearly satisfies the business judgment standard applicable to their request. The Debtors propose to reorganize their iron ore mine and production facility Project and to use the value of the Project (together with the Litigation Trust) to provide recoveries to creditors. The construction authorization in Mesabi's current air permit may be imperiled if the company is not engaged in active construction as of June 1, 2017. If Mesabi is at risk of losing, or actually does lose, this permit, it will materially reduce the value of the Project. The delay could be substantial and preclude further construction at the project site for years. The Plan Sponsor and other potential investors would consider the risk and delay associated with obtaining a new air permit in valuing the Project and determining their willingness to invest in the reorganization of the Debtors. Mesabi contracted with certain affiliates to build the Project. Those affiliates, however, failed to perform the work in accordance with the terms of the applicable agreements. Major construction activity slowed in late 2015, and substantially ceased in early 2016, leaving the Project substantially incomplete. The Project has remained mostly idle ever since. Following suspension of construction activities, Mesabi worked to develop an alternative path to completion of the Project. Those efforts failed to yield any solution as of July 2016 and the Debtors were forced to seek chapter 11 protection in order to forestall termination of a key mining lease and preserve value for their creditors. The Debtors have determined that it is essential that they recommence construction on the Project to preserve its value and, in turn, maximize the return to the Debtors' creditors. The Minnesota Pollution Control Agency has taken the position that the Debtors must recommence construction on the project prior to June 1, 2017, in order for Mesabi's construction authorization to remain valid. Mesabi's construction authorization is part of an air permit that authorizes Mesabi to construct and operate the Project as permitted. Based on the determination made by the MPCA, if Mesabi fails to restart construction by June 1, 2017, it risks losing its air permit. Due to the multi-year process of obtaining a new permit, the Debtors believe that such a scenario would severely dampen interest in the Project Assets and potentially eliminate the reorganization value and prospects of a successful reorganization. In order to avoid the risk identified by the MPCA's position regarding the permit, it is critical for Project construction to restart by early May. By June 1, 2017, Mesabi must notify the Minnesota Pollution Control Agency whether it has restarted construction and, if so, provide a description of the construction activities performed. The Debtors are advised that contractors require approximately one-month before commencing work to obtain necessary construction machinery and to employ workers. In order to provide the requisite documentation to the MPCA, contractors will need to mobilize in April and construction will need to start in May 2017. The Debtors request relief on an emergency basis so that they can enter into contracts and begin to mobilize contractors in early April. About Essar Steel Minnesota Essar Steel Minnesota LLC, now known as Mesabi Metallics Company LLC, and ESML Holdings Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 16-11627 and 16-11626) on July 8, 2016. The bankruptcy petition was signed by Madhu Vuppuluri, president and chief executive officer. The Debtors are represented by Craig H. Averich, Esq., at White & Case LLP and John L. Bird, Esq., and Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP. Epic Bankruptcy Solutions, LLC, serves as claims and noticing agent. The cases are assigned to Judge Brendan Linehan Shannon. ESML Holdings Inc. estimated assets at $1 billion to $10 billion and debts at $500 million to $1 billion. Essar Steel Minnesota LLC estimated assets and debts at $1 billion to $10 billion. Andrew Vara, acting U.S. trustee for Region 3, on July 20, 2016, appointed the official committee of unsecured creditors of ESML Holdings, Inc., and its affiliates. The Committee hired Andrew K. Glenn, at Kasowitz Benson Torres & Friedman LLP, to act as counsel. David MacGreevey, at Zolfo Cooper, LLC, to serve as financial advisor. Garvan F. McDaniel, at Hogan McDaniel, to act as Delaware counsel. ESSEX CONST: Trustee Wants to Keep Using Banks' Cash Collateral --------------------------------------------------------------- Bradford F. Englander, Trustee for Essex Construction, LLC, asks the U.S. Bankruptcy Court for the District of Maryland to authorize him to continue using the cash collateral of Firsttrust Bank and Industrial Bank to pay the ongoing operating expenses of the Business and in accordance with the budget being prepared him. Prior to the Trustee's appointment the Court had authorized the Debtor to use Cash Collateral by the entry of six different orders. The continued use of Cash Collateral is in the best interests of the Banks, the Chapter 11 Estate and its creditors. The Trustee has been operating under the terms of the Sixth Consent Order Further Authorizing Debtor's Interim Use of Cash Collateral. Under the terms of that Order, the Trustee has requested the consent of the Banks to make certain payments, including payroll. At this time, the Banks have not provided full consent for the Trustee's use of Cash Collateral. The Trustee requires the use of the Cash Collateral in order to continue to operate, preserve and maintain the Business. Unless the Trustee is permitted to use the Cash Collateral, the Estate will be irreparably harmed because the Trustee will be unable to operate and manage the Business and preserve and maintain its going concern value. The Trustee requires the use of Cash Collateral for the payment of, among other things, operating expenses including wages, utilities expenses, maintenance expenses, and other expenses as more fully set forth in the Budget. The Trustee's use of Cash Collateral to operate the Business will protect the going concern value of the Business. A copy of the Budget will be filed separately. The adequate protection provided under the proposed Order granting (i) a replacement lien on all the post-petition assets of the Estate pursuant to Section 361 of the Bankruptcy Code, subject to all pre-existing liens and only to the extent of any diminution in the value of the Banks' interest in Cash Collateral; and (ii) an administrative priority expense claim pursuant to Section 507(b) of the Bankruptcy Code, to the extent there is a diminution in the value of the Banks' interest in the Cash Collateral, is fair, reasonable, and sufficient to satisfy the requirements of Section 363(c)(2) and Section 363(e) of the Bankruptcy Code. The Banks' replacement lien and administrative priority expense claim will not attach to Chapter 5 or related causes of action or the proceeds thereof. Additional adequate protection is provided to the collateral of the Bank's by the continued operations of the Business. Should the Trustee be unable to continue operating the Business, it may result in termination of the Business which will negatively impact its value. Moreover, the proposed use of the Cash Collateral includes expenses for maintaining the assets of the business, which further protects the value of the Banks' collateral and will allow for the Trustee to pursue a potential sale for a greater sum than could be obtained in a liquidation. Furthermore, the Banks may be provided such additional adequate protection pursuant to 11 U.S.C. Section 362(d)(3) as the Court may determine. The relief requested contemplates a modification of the automatic stay, to the extent applicable, to permit the Trustee to grant the security interests, liens, and superpriority claims described with respect to the Banks and to perform such acts as may be requested to assure the perfection and priority of such security interests and liens. The Trustee asks the Court to approve the relief sought, and for such other and further relief as is just and appropriate under the circumstances. Proposed Counsel for the Trustee: Nelson C. Cohen, Esq. WHITEFORD, TAYLOR & PRESTON L.L.P. 7501 Wisconsin Avenue, Suite 700W Bethesda, MD 20814-6521 Telephone: (301) 343-0002 Facsimile: (301) 804-3647 E-mail: ncohen@wtplaw.com About Essex Construction Essex Construction, LLC, filed a Chapter 11 petition (Bankr. D. Md. Case No. 16-24661) on Nov. 4, 2016. The petition was signed by Roger R. Blunt, president and chief executive officer. The case is assigned to Judge Thomas J. Catliota. At the time of filing, the Debtor estimated assets to be less than $50,000 and liabilities at $1 million to $10 million. The Debtor's bankruptcy counsel is Kim Y. Johnson, at the Law Offices of Kim Y. Johnson, N. William Jarvis, Esq., serves as the Debtor's general counsel. The Debtor has Robert Wrightson as executive vice president; Marc Hunter as executive assistant to the President and CEO; Mr. Curtis Bowers as marketing director; and BradyRenner and Company, LLC as accountant. The Office of the U.S. Trustee on Dec. 12, 2016, disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case. ESSEX CONSTRUCTION: Trustee Taps Whiteford Taylor as Legal Counsel ------------------------------------------------------------------ The Chapter 11 trustee for Essex Construction, LLC seeks approval from the U.S. Bankruptcy Court for the District of Maryland to hire his own firm as legal counsel. Bradford Englander, the bankruptcy trustee, proposes to hire Whiteford, Taylor & Preston, LLP to, among other things, give legal advice regarding his duties under the Bankruptcy Code, assist in the administration of the Debtor, and handle contested matters and adversary proceedings. The hourly rates charged by the firm range from $350 to $710 for partners and counsel, and from $310 to $450 for associates. The firm will charge between $245 per hour and $340 per hour for paralegal and litigation support services. Whiteford is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Bradford F. Englander, Esq. Whiteford, Taylor & Preston, LLP 3190 Fairview Park Drive, Suite 800 Falls Church, VA 22042 Telephone: (703) 280-9081 Facsimile: (703) 280-3370 Email: benglander@wtplaw.com - and - Nelson C. Cohen, Esq. Whiteford, Taylor & Preston, LLP 7501 Wisconsin Avenue, Suite 700W Bethesda, MD 20814-6521 Telephone: (301) 804-3618 Facsimile: (301) 804-3647 Email: ncohen@wtplaw.com About Essex Construction Essex Construction, LLC, filed a Chapter 11 petition (Bankr. D. Md. Case No. 16-24661) on Nov. 4, 2016. The petition was signed by Roger R. Blunt, president and chief executive officer. The case is assigned to Judge Thomas J. Catliota. At the time of filing, the Debtor estimated assets to be less than $50,000 and liabilities at $1 million to $10 million. The Debtor hired Kim Y. Johnson, Esq., at the Law Offices of Kim Y. Johnson, and N. William Jarvis, Esq., as legal counsel. The Debtor has Robert Wrightson as executive vice president; Marc Hunter as executive assistant to the President and CEO; Mr. Curtis Bowers as marketing director; and BradyRenner and Company, LLC as accountant. The Office of the U.S. Trustee appointed Bradford F. Englander, Esq., as Chapter 11 trustee on March 17, 2017. The court confirmed the appointment on March 21. ETERNAL ENTERPRISE: Aria and Onyx Buying Hartford Property for $11M ------------------------------------------------------------------- Judge Ann M. Nevins of the U.S. Bankruptcy Court for the District of Connecticut will convene a hearing on March 30, 2017, to consider Eternal Enterprise, Inc.'s sale of its right, title, and interest in the property located at: (i) 243-255 Laurel Street, Hartford, Connecticut; (ii) 252 Laurel Street, Hartford, Connecticut; (iii) 270 Laurel Street, Hartford, Connecticut; (iv) 360 Laurel Street, Hartford, Connecticut; (v) 154-160A Collins Street, Hartford, Connecticut; (vi) 21 Evergreen Avenue, Hartford, Connecticut; (vii) 117-145 South Marshall Street, Hartford, Connecticut; and 8) 56 Webster Street, Hartford, Connecticut, for $11,240,000. Objections, if any, to the relief requested must filed with the Court at least 7 business days prior to the hearing. At the time of the filing of the petition, the Debtor owned the Real Property. On March 3, 2017, the Debtor was offered a signed contract from Aria Legacy Group, LLC to purchase the following six parcels of the Real Property located at: (i) 243-255 Laurel Street, Hartford, Connecticut; (ii) 252 Laurel Street, Hartford, Connecticut; (iii) 154-160A Collins Street, Hartford, Connecticut; (iv) 21 Evergreen Avenue, Hartford, Connecticut; (v) 117-145 South Marshall Street, Hartford, Connecticut; and (vi) 56 Webster Street, Hartford, Connecticut, for the amount of $9,240,000. Said contract is subject to a financing commitment from a lender in the amount of $6,712,000 and to such other inspections and document review as are commercially reasonable and standard in transactions of this nature. On March 29, 2017, the Debtor was offered a signed contract from Onyx Investments, LLC to purchase the remaining two parcels of the Real Property located at: (i) 270 Laurel Street, Hartford, Connecticut; and (ii) 360 Laurel Street, Hartford, Connecticut, for the amount of $2,000,000. Said contract specifically excludes any fire insurance proceeds to which the Debtor is entitled. Said contract is not contingent upon any appraisal or financing commitments from any lender, but is subject to such other inspections and document review as are commercially reasonable and standard in transactions of this nature. The Debtor makes the Application for an Order authorizing it to sell its right, title, and interest in and to the Real Property listed. Once the deeds to the parcels comprising the Real Property, are transferred to their respective purchasers, the Debtor will receive proceeds that will satisfy all of the debts that have been the subject of the various Plans heretofore submitted to the Court. Accordingly, it is clear the Debtor has exercised good business judgment in considering the sale and maximizing the benefit to the estate's creditors. Upon closing the sales, the Debtor will pay these costs out of the sale proceeds: (i) Hartford Holdings - $8,683,395; (ii) Reimbursement to Hartford Holdings for previous payments made to the Metropolitan District Commission - $130,728; (iii) Taxes due City of Hartford - $470,279; (iv) Unsecured Creditors - $7,893; (v) Attorney Fees of Hartford Holdings as per Statement of Estimated Attorney Fees filed as Doc. ID No. 930 - $644,500; (vi)Administrative Fees - $300,000 ; (vii) Real Estate Commission - $280,000; and (viii) Conveyance Taxes Per CT Law - (a) Contract One: $115,500 and Contract Two: $25,000. The net proceeds to the Debtor is $582,704. Subsequent to the sales, the Debtor will have cash on hand in excess of $3,000,000 which is more than sufficient to pay any and all tax liability. The Debtor reserves the right to enter into a "1031 Exchange" in an effort to both reduce the tax liability and continue to engage in business, with the understanding that any such 1031 Exchange must be approved by the Court. In the instant case, the sale of the Debtor's Real Property maximizes the benefit to the estate by paying the secured creditor in full, by paying 100% of all unsecured claims and by releasing the debtor from financial obligations to maintain the Real Property. Accordingly, the Debtor asks the Court to approve the sale of the Real Property, and for such other and further relief as the Court may seem just and proper. The Purchasers can be reached at: ARIA LEGACY GROUP, LLC 567 8th St. Lakewood, NJ 08701 ONYX INVESTMENTS, LLC 73 Russ Street Hartford, CT Aria Legacy Group, LLC is represented by: Bruce G. Temkin 970 Farmington Ave. West Hartford, CT 06107 Facsimile: (860) 904-5162 Onyx Investments, LLC is represented by: William Case, Esq. CASE & CASE, P.C. 10 Tower Lane Avon, CT 06001 About Eternal Enterprise Eternal Enterprises Inc. -- http://www.eternalenterprises.net/-- was initially started in 1997 for the purpose of managing and owning low income apartment buildings in Hartford, Connecticut. Since its inception the Debtor has been a family business primarily operated by spouses, Vera Mladen and Dusan Mladen, and their son, Goran Mladen. Eternal Enterprises, which owns and manages eight properties located in Hartford, Connecticut, filed a Chapter 11 bankruptcy petition (Bankr. D. Conn. Case No. 14-20292) on Feb. 19, 2014. The petition was signed by Vera Mladen, president. Judge Ann M. Nevins presides over the case. Irene Costello, Esq., at Shipkevich, PLLC, serves as counsel to the Debtor, while Greene Law, PC, acts as special counsel. Lakeshore Realty has been tapped as broker to the Debtor. The Debtor estimated assets at $50,000 to $100,000 and debt at $1 million to $10 million at the time of the Chapter 11 filing. On Feb. 8, 2017, the Debtor filed a disclosure statement, which explains its Chapter 11 plan of reorganization. The plan proposes to pay general unsecured creditors in full in cash. FAIRMONT GENERAL: Former CEO's Claim Reduced by $65,693 ------------------------------------------------------- Judge Patrick M. Flatley of the United States Bankruptcy Court for the Northern District of West Virginia overruled in part and sustained in part the objection of Clifford A. Zucker, in his capacity as Liquidating Trustee and Estate Representative of Fairmont General Hospital, Inc., et al., to Robert Marquardt's amended proof of claim. Specifically, Marquardt's amended claim is to be reduced by $65,693.05. Additionally, none of Marquardt's claim is entitled to priority status. On December 8, 2016, the Liquidating Trustee objected to the amended employment discharge proof of claim filed by Marquardt, former President and Chief Executive Officer of Fairmont General Hospital, Inc., based upon, among other things, the claim being unenforceable against Fairmont. In his amended proof of claim, Marquardt asserted a claim of $311,312.12, decreased from his original total claim of $358,564.61. The claim still asserted $12,475 in priority unsecured claims, while the remainder of the claim was alleged to be general unsecured debt. The Liquidating Trustee argued that Marquardt's claim is unenforceable against Fairmont because his claim seeks to recover severance compensation when he resigned, rather than was terminated, from his position as Fairmont's President and CEO. Moreover, the Liquidating Trustee asserted that Marquardt's admitted request to characterize his departure as a resignation estops him from seeking to recover any severance compensation. Alternatively, the Liquidating Trustee pointed to certain components of Marquardt's claim that are allegedly not enforceable under his contract with Fairmont. Finally, the Liquidating Trustee asserted that Marquardt amended his proof of claim after the bar date and plan confirmation, and that his amendments do not survive the scrutiny necessary for late-amended proofs of claim. In opposition, Marquardt asserted that his claim is enforceable as he was constructively terminated by Fairmont under state law. Moreover, he asserted that all of the components of his claim are provided for in his employment agreement. Finally, he asserted that his claim, though amended well beyond the claims bar date, is permissible because he merely adjusted the claim to be more accurate and because he reduced the total amount of his claim. Judge Flatley overruled the Liquidating Trustee's objection as to the timing of the amendment. The judge pointed out that the claim was preserved because Marquardt filed his initial claim before the bar date and Fairmont failed to object to the claim before confirmation. Further, the judge noted that in amending his claim, Marquardt was providing greater accuracy and detail to the claim he filed before the bar date. Judge Flatley also overruled the Liquidating Trustee's objection as it pertains to equitable estoppel, because there is no indication that Fairmont was harmed in any way by allowing Marquardt to represent that he resigned. Judge Flatley also overruled the Liquidating Trustee's objection regarding the inapplicability of the provisions of the Employment Agreement because Marquardt resigned. The judge found that Marquardt was constructively terminated and that it is clear that his resignation was induced by Fairmont's conduct. The judge found that Marquardt's request to resign, rather than be terminated, was reasonable, particularly considering the professional reputational harm that typically coincides with being terminated. Judge Flatley, however, sustained the Liquidating Trustee's objection with regard to priority treatment of $12,475. The judge explained that while Marquardt sought to recover $12,475, he failed to indicate why a portion of his claim is entitled to priority treatment. Further, the judge statesd that because Marquardt's termination arose post-petition, his severance claim does not qualify because it did not occur within 180 days before the filing of the petition. Lastly, Judge Flatley sustained the Liquidating Trustee's objection regarding the paid time off component of the claim because none of the attachments to Marquardt's employment agreement indicates that Marquardt should be compensated for previously earned paid time off or Legacy paid time off. A full-text copy of Judge Flatley's March 24, 2017 memorandum opinion is available at http://bankrupt.com/misc/wvnb13-bk-01054-1811.pdf About Fairmont General Hospital Fairmont General Hospital Inc. and Fairmont Physicians, Inc., which operate a 207-bed acute-care facility in Fairmont, West Virginia, sought Chapter 11 bankruptcy protection (Bankr. N.D. W.Va. Case No. 13-01054) on Sept. 3, 2013. The fourth-largest employer in Marion County, West Virginia, filed for bankruptcy as it looks to partner with another hospital or health system. The Debtors are represented by Rayford K. Adams, III, Esq., and Casey H. Howard, Esq., at Spilman Thomas & Battle, PLLC, in Winston-Salem, North Carolina; David R. Croft, Esq., at Spilman Thomas & Battle, PLLC, in Wheeling, West Virginia, and Michael S. Garrison, Esq., at Spilman Thomas & Battle, PLLC, in Morgantown, West Virginia. The Debtors' financial analyst is Gleason & Associates, P.C. The Debtors' claims and noticing agent is Epiq Bankruptcy Solutions. Hammond Hanlon Camp, LLC, has been engaged as investment banker and financial advisor. UMB Bank is represented by Nathan F. Coco, Esq., and Suzanne Jett Trowbridge, Esq., at McDermott Will & Emery LLP. The Committee of Unsecured Creditors is represented by Andrew Sherman, Esq., and Boris I. Mankovetskiy, Esq., at Sills Cummis & Gross P.C. and Kirk B. Burkley, Esq., Bernstein Burkley, P.C. Janet Smith Holbrook, Esq., at Huddleston Bolen LLP, represents the Committee as local counsel. The Bankruptcy Court named Suzanne Koenig at SAK Management Services, LLC, as patient care ombudsman. Ms. Koenig hired her own firm as medical operations advisor; and Greenberg Traurig, LLP, as her counsel. The Debtors have scheduled $48,568,863 in total assets and $54,774,365 in total liabilities. FANSTEEL INC: Has Stipulation to Continue Cash Collateral Use ------------------------------------------------------------- Judge Anita L. Shodeen of the U.S. Bankruptcy Court for the Southern District of Iowa overruled the objections to the Joint Motion for Continued Use of Cash Collateral filed by Fansteel, Inc. and its affiliated debtors. The Debtor, Nuclear Regulatory Commission and Oklahoma Department of Environmental Quality submitted a stipulation during the hearing on the continued use of cash collateral. Accordingly, the parties are directed to file a stipulation or proposed consent order on or before March 29, 2017, which will be approved by the Court. A full-text copy of the Order, dated March 28, 2017, is available at https://is.gd/8VT5rf About Fansteel Headquartered in Creston, Iowa, Fansteel operates four business units at four locations in the USA and one in Mexico with a workforce of more than 600 employees. Fansteel generated approximately $87.4 million in revenue in 2015 on a consolidated basis. WDC contributes approximately 67% of Fansteel's sales. The rest of the sales are generated from Intercast, a division of Fansteel, and other non-debtor subsidiaries, as disclosed in court documents. Fansteel, Inc., d/b/a Fansteel Intercast, d/b/a Fansteel Wellman Dynamics, d/b/a Fansteel American Sintered Technologies, Wellmand Dynamics Corporation, and Wellman Dynamics Machinery & Assembly, Inc., filed Chapter 11 petitions (Bankr. S.D. Iowa Lead Case No. 16-01823) on Sept. 13, 2016. The petitions were signed by Jim Mahoney, CEO. The cases are assigned to Judge Anita L. Shodeen. The Debtors disclosed total assets of $32.9 million and total debt of $41.97 million. The Debtors tapped Jeffrey D. Goetz, Esq., and Krystal R. Mikkilineni, Esq., at Bradshaw, Fowler, Proctor & Fairgrave, P.C., as counsel; RSM US LLP as tax advisor; Jeffrey Sands and Dorset Partners, LLC as business broker; and Mark J. Steger, Esq. at the Clark Hill Law Firm as Environmental Counsel. The U.S. Trustee for Region 12 on Sept. 23, 2016, appointed nine creditors of Fansteel Inc. to serve on the official committee of unsecured creditors. The Official Committee retained Morris Anderson & Associates, Ltd., as financial advisor, and Archer & Greiner, P.C. and Nyemaster Goode, P.C., as counsel. The Troubled Company Reporter has earlier reported that the U.S. trustee for Region 12 announced that the nine-member unsecured creditors' committee of Fansteel, Inc., will no longer serve as the official committee in the company's Chapter 11 case. The bankruptcy watchdog added that it will be reconstituted as the official committee of unsecured creditors in the Chapter 11 cases of Wellman Dynamics Corp. and Wellman Dynamics Machinery & Assembly, Inc. In a filing March 22, 2017, the U.S. trustee disclosed that a new creditors' committee has not yet been appointed in Fansteel's bankruptcy case. FIRST ONE HUNDRED: April 19 Hearing on Aaronson Plan Disclosures ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida is set to hold a hearing on April 19, at 11:30 a.m., to consider approval of the disclosure statement, which explains the Chapter 11 plan proposed by Aaronson Schantz Beiley P.A. for First One Hundred LLC. The hearing will take place at Courtroom 7, 301 North Miami Avenue, Miami, Florida. Objections are due by April 12. The plan filed by Aaronson Schantz, a secured creditor, proposes to sell six apartment buildings owned by First One Hundred to the City of Orlando for $700,000. In addition, the city will subordinate its lien claims of about $3.7 million against the properties, and will release $7,449, which is presently segregated in a tax escrow fund established under a prior court order. The proceeds generated from the transaction will be used to fund the proposed plan, according to the disclosure statement filed on March 21. About First One Hundred First One Hundred LLC (Bankr. S.D. Fla., Case No. 16-13973) sought protection under Chapter 11 of the Bankruptcy Code on March 21, 2016. The Debtor is represented by Zach B Shelomith, Esq., at Leiderman Shelomith, PA. No official committee of unsecured creditors has been appointed in the case. The Debtor filed a plan of reorganization and accompanying disclosure statement proposing for the sale of its real properties and paying secured and unsecured creditors a distribution of 100% of their allowed claims. On March 21, 2017, Aaronson Schantz Beiley P.A., a secured creditor, filed a disclosure statement, which explains its proposed plan for the Debtor. The plan proposes to sell the Debtor's real properties to the City of Orlando. FORBES ENERGY: Bankruptcy Court Confirms Reorganization Plan ------------------------------------------------------------ Forbes Energy Services Ltd. on March 31, 2017, disclosed that the plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code of Forbes and its domestic subsidiaries has been confirmed by the U.S. Bankruptcy Court for the Southern District of Texas-Corpus Christi Division. The Debtors, which filed for Chapter 11 on Jan. 23, 2017, anticipate that the Plan will become effective in mid-April 2017. Through the restructuring process and upon emergence, the Debtors will achieve a net reduction in their debt by approximately $230 million. The Plan anticipates that, among other things, on the Effective Date (i) all existing Equity Interests (as defined in the Plan and which include Forbes's common stock, Forbes's preferred stock, awards under Forbes's prepetition incentive compensation plan and the preferred stock purchase rights under Forbes's rights agreement) of Forbes will be extinguished without recovery; (ii) Forbes 9% senior notes due 2019 (the "Senior Notes") will be cancelled and each holder of the Senior Notes will receive such holder's pro rata share of (a) $20 million in cash and (b) 100% of the new common stock of reorganized Forbes, subject to dilution only as a result of the shares of new common stock of reorganized Forbes issued or available for issuance in connection with a proposed management incentive plan (the "Management Incentive Plan"); (iii) certain holders of the Senior Notes will make available to the reorganized Debtors a $50 million new first lien term loan facility (the "Exit Facility") which is being backstopped by certain holders of the Senior Notes; (iv) the Debtors' existing loan and security agreement, dated as of September 9, 2011 (the "Loan Agreement"), with Regions Bank will be terminated and a new letter of credit facility entered into with Regions Bank (the "New Regions Facility"); (v) Regions Bank, as the sole lender under the Loan Agreement (the "Lender") will (a) receive cash to satisfy all outstanding obligations with respect to the Revolving Advances (as defined in the Loan Agreement), including, without limitation, all outstanding Revolving Advances and all interest, fees, and other charges due and payable under the Loan Agreement relating to the Revolving Advances, and (b) as to the Issuer and Bank Product Provider (as each term is defined in the Loan Agreement), continue to hold the cash pledged by Debtors to collateralize all outstanding letters of credit and Bank Product Obligations under the Loan Agreement that will be covered by the New Regions Facility; and (vi) holders of allowed creditor claims, aside from holders of the Senior Notes, will either receive, on account of such claims, payment in full in cash or otherwise have their rights reinstated under the Bankruptcy Code. The Plan and other information related to the Chapter 11 cases are available at a website administered by the Debtors' claims agent, Kurtzman Carson Consultants, LLC, at http://www.kccllc.net/forbes. Pachulski Stang Ziehl & Jones LLP is acting as legal restructuring counsel, Winstead PC is acting as corporate and securities counsel, and Alvarez & Marsal North America, LLC and Jefferies LLC are acting as financial advisors for the Company. Fried, Frank, Harris, Shriver & Jacobson LLP is acting as legal counsel and FTI Consulting, Inc. is acting as financial advisor to those holders of the Senior Notes party to the Restructuring Support Agreement dated as of December 21, 2016 among the Debtors and such holders. About Forbes Energy Alice, Texas-based Forbes Energy Services Ltd. (OTC Pink: FESL) -- http://www.forbesenergyservices.com/-- is an independent oilfield services contractor that provides a broad range of drilling-related and production-related services to oil and natural gas companies, primarily onshore in Texas and Pennsylvania. The Company's balance sheet at Sept. 30, 2016, showed total assets of $332.6 million, total liabilities of $337.0 million, $15.10 million series B senior convertible preferred shares, and a stockholders' deficit of $19.57 million. Forbes Energy Services Ltd. filed voluntary petitions for reorganization under chapter 11 of the United States Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-20023) on Jan. 22, 2017, for itself and its principal subsidiaries pursuant to the terms of the previously disclosed Restructuring Support Agreement with certain holders of the Company's 9% senior unsecured notes due 2019. The Debtors tapped Pachulski Stang Ziehl & Jones LLP as lead counsel, Snow Spence Green LLP as local counsel, and Winstead PC as corporate and securities counsel. Alvarez & Marsal Holdings, LLC serves as financial advisor, Kurtzman Carson Consultants LLC as solicitation and balloting consultants, and BDO USA, LLP as tax and audit services provider. FORESIGHT ENERGY: Chris Cline Says Group Terminated --------------------------------------------------- Christopher Cline reported in an amended Schedule 13D filed with the Securities and Exchange Commission that as of March 28, 2017, he beneficially owns 20,552,766 common units representing limited partner interests, no par value, of Foresight Energy LP representing 27.1 percent of the shares outstanding. The Amendment No. 1 was filed by Mr. Cline to disclose the termination of a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, that may have been deemed to have been formed in connection with the execution of the Power of Attorney Agreement, as previously disclosed in the Schedule 13D filed by the Reporting Person and certain other parties on Sept. 9, 2016. This filing is not being made as a result of any acquisition or disposition of Common Units by the Reporting Person. The Original Schedule 13D was filed in connection with a restructuring of Foresight Energy, the terms of which were described in the Original Schedule 13D and in the Issuer’s Current Report on Form 8-K filed Sept. 6, 2016, which was incorporated by reference into the Original Schedule 13D. As disclosed in the Original Schedule 13D, as part of the Restructuring two wholly owned subsidiaries of the Issuer issued Senior Secured Second Lien Exchangeable PIK Notes due 2017 (which were guaranteed by the Issuer) to, among other persons, (i) Cline, (ii) four trusts for the benefit of Cline's children, which trusts collectively own all of the interests in Cline Trust Company LLC, a limited liabilility company of which Donald R. Holcomb is manager, (iii) Michael J. Beyer, (iv) Munsen LLC, a limited liability company controlled by John Dickinson, (v) Filbert Holdings LLC, a limited liability company controlled by Andrew Rimbach, and (vii) Forest Glen Investments LLC, a limited liability company controlled by Brian Glasser. Cline, Cline Trust Company, Holcomb, Beyer, Dickinson, Rimbach and Glasser were the reporting persons in the Original Schedule 13D. On March 28, 2017, Foresight Energy refinanced in full the Exchangeable PIK Notes. As a result of that refinancing, the Power of Attorney Agreement was terminated and the "group" of which the Original Schedule 13D Reporting Persons may have been deemed to have been members was terminated. In addition, as disclosed by Company in its Current Report on Form 8-K filed on March 7, 2017, in connection with the refinancing MEC exercised its option to acquire an additional 46% voting interest in Foresight Energy GP, LLC, which is the general partner of Issuer, from Reserves and Michael J. Beyer pursuant to the terms of that certain option agreement dated April 16, 2015, thereby increasing MEC's voting interest in FEGP to 80%. As of March 28, 2017, Cline is no longer a director of FEGP. A full-text copy of the Schedule 13D/A is available for free at: https://is.gd/LHwwLl About Foresight Energy LP Foresight Energy LP (NYSE: FELP) is engaged in the mining and marketing of coal from reserves and operations located in the Illinois Basin. The Company control 2.1 billion tons of coal reserves, almost all of which exist in three large, contiguous blocks of coal: two in central Illinois and one in southern Illinois. Its reserves consist principally of over three contiguous blocks of high heat content (high Btu) thermal coal, which are used for longwall operations. Foresight Energy reported a net loss of $178.62 million for the year ended Dec. 31, 2016, compared to a net loss of $38.68 million for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Foresight Energy had $1.68 billion in total assets, $1.84 billion in total liabilities and a total partners' deficit of $154.59 million. FORESIGHT ENERGY: Closes Refinancing Transactions ------------------------------------------------- Foresight Energy LP and its wholly-owned subsidiaries Foresight Energy LLC and Foresight Energy Finance Corporation completed a series of transactions comprising a refinancing of the following indebtedness: * the Issuer's Second Lien Senior Secured PIK Notes due 2021; * the Issuers' Second Lien Senior Secured Exchangeable PIK Notes due 2017; and * the Issuer's outstanding credit facilities, including a revolving credit facility and a term loan. The Issuers used (a) new debt financing, consisting of (i) $425.0 million aggregate principal amount of new senior secured second-priority notes due 2023 and (ii) borrowings under new senior secured first-priority credit facilities, including a new $825.0 million term loan, and a new $170.0 million revolving credit facility (which New Revolving Credit Facility, except for letters of credit, is undrawn), (b) the proceeds from the Murray Investment, and (c) cash on hand, to refinance the Refinanced Debt. On March 27, 2017, Murray Energy Corporation and one of its affiliates purchased a combined total of 9,628,108 common units of the Company from the Company for an aggregate purchase price of $60.6 million, which proceeds were further contributed to the Issuer. On March 27, the proceeds from the Murray Investment were used to repay $54.5 million aggregate principal amount of the Second Lien Notes. The Murray Investment was approved by the synergy and conflicts committee of the Company's general partner. On March 28, 2017, the Issuers gave notice to the trustee for the Second Lien Notes of their election to redeem the full amount of remaining outstanding Second Lien Notes on April 27, 2017, and irrevocably instructed the trustee to give notice of such Redemption to the holders thereof. The Issuers also irrevocably deposited with the trustee, an amount in cash sufficient to redeem such Second Lien Notes at a redemption price equal to 100.000% of the principal amount thereof plus the applicable premium as of, and accrued and unpaid interest to (but excluding), the Redemption Date, in accordance with the provisions of the indenture governing the Second Lien Notes. Upon such deposit, the obligations under the Second Lien Notes and the Indenture were satisfied and discharged. About Foresight Energy Foresight Energy L.P. mines and markets coal from reserves and operations located exclusively in the Illinois Basin. As of Dec. 31, 2015, the Company has invested over $2.3 billion to construct state-of-the-art, low-cost and highly productive mining operations and related transportation infrastructure. The Company controls over 3 billion tons of proven and probable coal in the state of Illinois, which, in addition to making the Company one of the largest reserve holders in the United States, provides organic growth opportunities. The Company's reserves consist principally of three large contiguous blocks of uniform, thick, high heat content (high Btu) thermal coal which is ideal for highly productive long-wall operations. Thermal coal is used by power plants and industrial steam boilers to produce electricity or process steam. Foresight reported a net loss of $178.6 million in 2016 following a net loss of $38.68 million in 2015. * * * In September 2016, S&P Global Ratings raised its issuer credit rating on St. Louis-based Foresight Energy L.P. to 'B-' from 'D'. The outlook is negative. "The recent restructuring, including exchange of the senior notes, along with associated amendments resolves the previous conditions of default, waives certain amortization requirements, and restores Foresight's access to its revolving credit facility with revised covenants. While we view this restructuring as a positive development and continue to consider Foresight's business risk profile to be among the strongest in the beleaguered coal space, in our view, the company's capital structure could become unsustainable," S&P said. As reported by the TCR on March 6, 2017, Moody's Investors Service upgraded Foresight Energy L.P.'s Corporate Family Rating (CFR) to 'B3' from 'Caa1', and its probability of default rating (PD) to 'B3-PD' from 'Caa1-PD'. "The upgrade reflects the improved industry conditions and the company's solid contracted position, which drives Moody's expectations that Debt/ EBITDA, as adjusted, will decline from 5.9x at September 30, 2016 to roughly 4.5x by the end of 2017", says Anna Zubets-Anderson, the lead analyst for Foresight. The TCR reported by the TCR on March 3, 2017, that Fitch Ratings has assigned a first-time Long-Term Issuer Default Rating (IDR) of 'B-' to Foresight Energy LP and Foresight Energy LLC. Foresight Energy LLC's new senior secured first lien term loan and new revolving credit facility ratings are 'B+/RR2' and the new second lien notes rating is 'CCC/RR6'. The facilities are to be guaranteed by Foresight Energy LP. FRESH & EASY: Beverages Buying Liquor License No. 539763 for $35K ----------------------------------------------------------------- Fresh & Easy, LLC, filed with the U.S. Bankruptcy Court for the District of Delaware a notice that it is selling Liquor License (No. 539763) to Beverages & More Inc. for $35,000. The objection deadline is April 10, 2017, at 5:00 p.m. (ET). On Dec. 3, 2015, the Court entered a Miscellaneous Asset Sale Order, authorizing the Debtor to sell or transfer certain miscellaneous assets pursuant to the procedures set forth in the Miscellaneous Asset Sale Order. Pursuant to the Miscellaneous Asset Sale Order, the Debtor proposes to sell the Liquor License to the Buyer pursuant to the Purchase Agreement. The Debtor proposes to sell the Liquor License to the Buyer on an "as is, where is" basis, free and clear of all liens, claims, interests, and encumbrances. A copy of the Purchase Agreement and Miscellaneous Asset Sale Order attached to the Notice is available for free at: http://bankrupt.com/misc/Fresh_&_Easy_2047_Sales.pdf The known parties holding liens or other interest in the Liquor License are: (i) Wells Fargo Bank, National Association; (ii) Womble Carlyle Sandridge & Rice LLP; (iii) California Department of Alcoholic Beverage Control Headquarters; (iv) California State Board of Equalization; (v) State of California Franchise Tax Board; (vi) Ahmad Zarrabian Living Trust; (vii) Vista Lucky Plaza; and Dean Vasquez. If no objections are received by the Debtor by the Objection Deadline, then the Debtor may proceed with the proposed sale in accordance with the terms of the Miscellaneous Asset Sale Order. About Fresh & Easy Fresh & Easy, LLC, a chain of grocery stores in the Southwest United States, filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 15-12220) on Oct. 30, 2015. The petition was signed by Peter McPhee, the CFO. The Debtor estimated assets of $10 million to $50 million and liabilities of at least $100 million. Judge Christopher S. Sontchi is assigned to the case. The Debtor has engaged Norman L. Pernick, Esq., Kate J. Stickles, Esq., and David W. Giattino, Esq., at Cole Schotz P.C. as counsel; Epiq Bankruptcy Solutions, LLC, as claims and noticing agent; DJM Realty Services, LLC; and CBRE Group, Inc., as real estate consultants; and FTI Consulting, Inc., as restructuring advisors. The Official Committee of Unsecured Creditors hired Fox Rothschild LLP and ASK LLP as counsel. * * * The Debtor has undertaken the process of liquidating the estate's assets located at its retail locations and distribution center with the assistance of Hilco Merchant Resources, LLC, and Industrial Assets Corp., respectively, has engaged DJM Realty Services, LLC, and CBRE, Inc., to market its leasehold interests, and has recently engaged Hilco Streambank to assist with the disposition of its intellectual property. As part of the claims process, a bar date of Feb. 19, 2016, was established by the Court for creditor claims. FULLCIRCLE REGISTRY: Will File Form 10-K Within Extension Period ---------------------------------------------------------------- FullCircle Registry, Inc. was unable to file its annual report on Form 10-K for the period ended Dec. 31, 2016, within the prescribed time period due to its difficulty in completing and obtaining required financial and other information without unreasonable effort and expense. The Company expects to file the Form 10-K within the time period permitted by this extension. About FullCircle Registry Shelbyville, Kentucky-based FullCircle Registry, Inc., targets the acquisition of small profitable businesses. FullCircle Registry, Inc., has become a holding company with three subsidiaries. They are FullCircle Entertainment, Inc., FullCircle Insurance Agency, Inc. and FullCircle Prescription Services, Inc. Target companies for future acquisition are those in search of exit plans for the owners and are intended to continue autonomous operations as current ownership is phased out over a period of 3-5 years. FullCircle reported a net loss of $696,000 on $1.14 million of revenues for the year ended Dec. 31, 2015, compared to a net loss of $653,000 on $1.49 million of revenues for the year ended Dec. 31, 2014. As of Sept. 30, 2016, FullCircle had $5.08 million in total assets, $6.52 million in total liabilities and a total stockholders' deficit of $1.43 million. Somerset CPAs, P.C., in Indianapolis, Indiana, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. GENERAL WIRELESS: Seeks to Hire Jones Day as Co-Counsel ------------------------------------------------------- General Wireless Operations Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Jones Day. Jones Day will serve as co-counsel with Pepper Hamilton LLP, another firm tapped by General Wireless as legal counsel in connection with the Chapter 11 cases filed by the company and its affiliates. The services to be provided by the firm include: (a) advising the Debtors of their rights, powers and duties under the Bankruptcy Code; (b) preparing legal papers; (c) reviewing the nature and validity of any liens asserted against the Debtors' property and advising them concerning the enforceability of those liens; (d) advising the Debtors regarding their ability to initiate actions to collect and recover property; (e) assisting the Debtors in connection with asset dispositions; (f) advising the Debtors regarding employment-related issues; (g) assisting the Debtors in negotiations with debt holders and other stakeholders; (h) advising the Debtors regarding the assumption, assignment or rejection of executory contracts and unexpired leases; (i) advising the Debtors in connection with the formulation, negotiation and promulgation of any plan of reorganization; (j) assisting the Debtors in reviewing, estimating and resolving claims asserted against the estates; (k) commencing litigation to assert rights held by the Debtors, protect assets of their estates or further the goal of completing their reorganization; and (l) providing non-restructuring services to the extent requested by the Debtors. The hourly rates charged by the firm are: Partners $600 - $1,350 Of Counsel $675 - $1,125 Counsel $575 - $875 Associates $325 - $925 Sr. Staff Attorneys $425 - $525 Staff Attorneys $300 - $675 Paralegals $225 - $425 The Debtors provided the firm with an advance payment of $100,000 for its services. Mark Cody, Esq., a partner at Jones Day, disclosed in a court filing that the firm is a "disinterested person" 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. Cody disclosed that his firm did not agree to any variations from or alternatives to its customary billing arrangements in connection with its employment. Mr. Cody also disclosed that Jones Day represented the Debtors within the 12-month period prior to its bankruptcy filing, and charged them the firm's standard rates. Jones Day and the Debtors developed an initial staffing plan and identified the billing rates for the firm's engagement. Both expect to develop a prospective budget and staffing plan to comply with the U.S. trustee's requests for additional disclosures, according to Mr. Cody. Jones Day can be reached through: Scott J. Greenberg, Esq. Jones Day 250 Vesey Street New York, NY 10281-1047 Tel: (212) 326-3939 Fax: (212) 755-7306 Email: sgreenberg@jonesday.com - and - Mark A. Cody, Esq. Jones Day Chicago, IL 60601-1692 Tel: (312) 782-3939 Fax: (312) 782-8585 Email: macody@jonesday.com 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 Fort Worth, Texas, filed a Chapter 11 petition (Bankr. D. Del. Lead Case No. 17-10506) on March 8, 2017. In its petition, General Wireless estimated $100 million to $500 million in both assets and liabilities. The petition was signed by Bradford Tobin, SVP, general counsel. The Debtors tapped Pepper Hamilton LLP as legal counsel; Loughlin Management Partners & Company, Inc. as financial advisor; and Prime Clerk, LLC as claims and noticing agent. GORDMANS STORES: Hires Ordinary Course Professionals ---------------------------------------------------- Gordmans Stores, Inc., and its debtor-affiliates seek permission from the U.S. Bankruptcy Court for the District of Nebraska to retain Professionals utilized in the ordinary course of business. Gordmans Stores, Inc., together with its Debtor affiliates, is a retail company engaged in the sale of apparel, home goods, and other merchandise at over 100 stores in 22 states throughout the United States and through e-commerce operations. The Debtors employ attorneys, accountants, and other professionals in the ordinary course (such professionals, collectively, the "OCPs"). The OCPs provide services for the Debtors in a variety of matters unrelated to these chapter 11 cases, including specialized legal, accounting, auditing, and tax services. The Debtors seek to employ additional OCPs as necessary during the course of these chapter 11 cases, subject to the OCP Procedures: Ernst & Young LLP Outsourced corporate federal and state tax auditors Baird Holm LLP Legal-HR Armstrong Teasdale LLP Legal The Debtors submit that the continued employment and compensation of the OCPs is in the best interests of the Debtors' estates, their creditors, and other parties in interest. The OCPs have significant knowledge, expertise, and familiarity with the Debtors and their operations. And without the OCPs' knowledge, expertise, and familiarity in certain matters, the Debtors undoubtedly would incur additional and unnecessary expenses in educating and retaining replacement professionals. The Debtors shall be authorized to pay, without formal application to the Court by any OCP, 100 percent of fees and disbursements to each of the OCPs retained by the Debtors pursuant to the OCP Procedures upon submission to the Debtors of an appropriate invoice setting forth in reasonable detail the nature of the services rendered after the Petition Date; provided, that fees paid to OCPs, excluding costs and disbursements, may not exceed $100,000 per month per OCP in the aggregate, calculated as an average over a rolling three-month period while these chapter 11 cases are pending (the "OCP Monthly Cap") (it being understood and agreed that there shall be no application of a rolling three-month average for the first month); provided, further, that the total amount disbursed per quarter for each OCP may not exceed $300,000 per OCP (the "OCP Quarterly Cap," and together with the OCP Monthly Cap, collectively, the "OCP Caps"). To the extent that fees payable to any OCP exceed the OCP Cap, the applicable OCP shall file a fee application (a "Fee Application") with the Court for the amount in excess of the OCP Cap in accordance with sections 330 and 331 of the Bankruptcy Code, the Bankruptcy Rules, the Local Rules, the fee guidelines promulgated by the Office of the United States Trustee, and any applicable orders of the Court, unless the U.S. Trustee agrees otherwise. Within 14 days of the date on which an OCP commences work for the Debtors, such OCP shall cause a declaration of disinterestedness. About Gordmans Stores, Inc. Gordmans, Inc. -- http://www.gordmans.com/-- is a retail company engaged in the sale of apparel, home goods, and other merchandise. Founded in 1915, Gordmans operates 106 stores in 62 markets and 22 states throughout the United States and through e-commerce operations. 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. The Debtors engaged Patrick J. Nash, Jr., Esq., Brad Weiland, Esq., and Jamie R. Netznik, Esq. of Kirkland & Ellis LLP, as bankruptcy counsel. The Debtors also hired Joyce A. Dixon, Esq. at Kutak Rock LLP as local counsel, Duff & Phelps as financial advisor, and Epiq Bankruptcy Solutions LLC as claims and noticing agent. 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. 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. GREEN VALLEY: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Affiliates debtors that filed separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- GV Hospital Management, LLC 17-03351 dba Green Valley Hospital 4455 S. I-19 Frontage Rd. Green Valley, AZ 85622 Green Valley Hospital, LLC 17-03353 dba Green Valley Hospital 4455 S. I-19 Frontage Rd. Green Valley, AZ 85622 GV II Holdings, LLC 17-03354 4455 S. I-19 Frontage Rd. Green Valley, AZ 85622 Type of Business: Green Valley Hospital -- http://www.greenvalleyhospital.com-- is a licensed and general acute care hospital open 24 hours a day, seven days a week. It cost more than $75 million to construct and equip, and opened in May of 2015. The Hospital is a 49-bed general acute care hospital with a 12-bed emergency department. The Hospital currently has approximately 337 employees, and has credentialed over 232 physicians on its medical staff. Chapter 11 Petition Date: April 3, 2017 Court: United States Bankruptcy Court District of Arizona (Tucson) Judge: Hon. Scott H. Gan Debtors' Counsel: S. Cary Forrester, Esq. John R. Worth, Esq. FORRESTER & WORTH, PLLC 3636 North Central Avenue, Suite 700 Phoenix, AZ 85012 Tel: 602-271-4250 Fax: 602-271-4300 Email: scf@forresterandworth.com jrw@forresterandworth.com Estimated Estimated Assets Liabilities ---------- ----------- GV Hospital Management $50M-$100M $50M-$100M Green Valley Hospital $1M-$10M $50M-$100M GV II Holdings $500K-$1M $10M-$50M The petition was signed by Grant Lyon, chairman of the Board. A. List of GV Hospital Management's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Aetna Funding Advantage $231,450 Department F953 2850 Shadelands Dr, Ste 200 Walnut Creek, CA 94598 Arizona Dept of Revenue $180,000 Email: oicprocessing@azdor.gov Arizona Health Care Cost Containment $600,000 System Admin 801 E Jefferson St Phoenix, AZ 85034 Tel: 602-417-4000 Email: HospitalAssessmentProject@azahcccs.gov AZ Inpatient Medicine Assoc $162,600 Beth Ford $280,792 Pima County Treasurer PO Box 29011 Phoenix, AZ 85038 Tel: (520) 724-8341 Email: towebmaster@pima.gov Carefusion Solutions 2200 $153,134 Centers for Medicare and $1,540,109 Medicaid Services 7500 Security Blvd Baltimore, MD 21244 Cerner Corporation $2,182,818 2800 Rockcreek Parkway Kansas City, MO 64117 Tel: 8162211024 Email: MNaughton@cerner.com GE Healthcare $347,827 PO Box 96483 Chicago, IL 60693 Tel: 8003452700 Email: Christopherholm@ge.com GE Medical Systems Information $350,398 Technologies 5517 Collections CTR Dr Chicago, IL 60693 Tel: 8003452700 Email: Christopherholm@ge.com GVH MOB 2 LLC $187,100 Email: glyon@krysglobalusa.com Internal Revenue Service/ $1,719,357 United States Treasury Cincinnati, OH 45999-0039 Tel: 800-829-4933 M*Modal Services Ltd $277,527 5000 Meridian Blvd, Suite 200 Franklin, TN 37067 Tel: 267-940-5637 Email: brandon.helton@mmodal.com MCA Financial Group Ltd. $255,556 4909 N 44th St Phoenix, AZ 85018 Tel: 602.710-2500 Email: maaron@mca-financial.com Northwest Medical Center/ $169,942 Shared Service Center Pima Heart Physicians PC $305,000 3375 N Campbell Ave Tucson, AZ 85719 Tel: 520-838-3540 Email: David.Malloy@pimaheart.com PIMA Vascular Physicians $422,520 3375 N Campbell Tucson, AZ 85719 Tel: 520-3200717 Email: info@pimavascular.com Proscribe LLC $186,487 Email: info@proscribemd.com Pulmonary Assoc of Sthn Arizona/ $259,980 PASA 1951 N Wilmot Rd, Building 4 Tucson, AZ 85712 Tel: 5203181114 Email: info@pasatucson.com Tucson Electric Power $179,793 B. List of Green Valley Hospital's Five Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ McDowell Enterprises $2,903,963 9237 E Via De Ventura Suite 110 Scottsdale, AZ 85258 Tel: 480.990.8136 Email: jim@mcdowellaz.com Med One Capital Funding, LLC Unknown Email: info@medonegroup.com Padmon, LLC $5,000,000 471 Camino Providencia Rio Rico, AZ 85648 Premier Strategy Group $24,455 SQN Asset Finance Limited Unknown 124 Bridge Road Surrey, KT16 8LH United Kingdom C. List of GV II Holdings's Five Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Edwards, Largay, Mihaylo & Co. $1,176 Nearhood Agency Services $25 Nearhood Law Offices $15,389 Pima County Treasurer $8,877 Twins Management $210 GUIDED THERAPEUTICS: Will Limit Shandong's Stock Ownership to 4.9% ------------------------------------------------------------------ Guided Therapeutics, Inc., entered into a letter agreement with Shandong Yaohua Medical Instrument Corporation on March 28, 2017, to amend the January 2017 license agreement with SMI. Pursuant to the letter agreement, SMI has agreed to limit its beneficial ownership of the Company's common stock on any given date to no more than 4.99% of the then-outstanding common stock. Any shares withheld from issuance due to the beneficial ownership limitation would be later issued upon a determination by SMI that issuance of those withheld shares no longer would result in SMI beneficial ownership in excess of 4.99% of outstanding shares. As consideration for the limitation, the Company has agreed to issue to SMI three warrants, each exercisable for 15,000 shares of the Company's common stock, to be issued in conjunction with the next three cash payments by SMI under the January 2017 license agreement. Each warrant will be immediately exercisable (subject to the beneficial ownership limitation), have an exercise price equal to the lesser of the closing price per share for the average of five consecutive days preceding the payment by SMI and $1.25 per share, and have a term of five years. The issuance of the warrants are exempt from the registration requirements of the Securities Act, pursuant to the exemption for transactions by an issuer not involving any public offering under Section 4(a)(2) of the Securities Act of 1933, as amended. Should the warrants be exercised for shares of common stock, the issuance of the shares of common stock would be exempt from the registration requirements of the Securities Act pursuant to the exemption for exchange transactions under Section 3(a)(9) of the Securities Act. About Guided Therapeutics Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP) -- http://www.guidedinc.com/-- is developing a rapid and painless test for the early detection of disease that leads to cervical cancer. The technology is designed to provide an objective result at the point of care, thereby improving the management of cervical disease. Unlike Pap and HPV tests, the device does not require a painful tissue sample and results are known immediately. GT has also entered into a partnership with Konica Minolta Opto to develop a non-invasive test for Barrett's Esophagus using the LightTouch technology platform. Guided Therapeutics reported a net loss attributable to common stockholders of $9.50 million on $42,000 of contract and grant revenue for the year ended Dec. 31, 2015, compared to a net loss attributable to common stockholders of $10.03 million on $65,000 of contract and grant revenue for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Guided Therapeutics had $2.06 million in total assets, $9.37 million in total liabilities and a total stockholders' deficit of $7.31 million. H-D ACQUISITION: Unsecureds to be Paid in Full in Five Years ------------------------------------------------------------ H-D Acquisition Corp., Inc., filed with the U.S. Bankruptcy Court for the Eastern District of Pennsylvania an amended disclosure statement dated March 27, 2017, referring to the Debtor's plan of reorganization. General unsecured creditors will be paid in full in annual payments over the five-year life of the Plan. The Plan provided full payment to all administrative and priority tax claims. Secured creditors will retain their respective liens on the Debtor's property and be paid in full with continued interest over the five-year life of the Plan. The Debtor will continue to exist as the Reorganized Debtor after the Effective Date. On the Effective Date, all remaining assets of the Debtor will be transferred and vest in the Debtor. All distribution under the Plan on account of allowed claims and interests will be made by the Debtor on the 20th day of each month, starting the 30th day after the Effective Date. The Disclosure Statement is available at: http://bankrupt.com/misc/paeb16-13648-62.pdf About H-D Acquisition H-D Acquisition Corp., Inc., owns a single asset at 2231-43 E. Ontario Street, Philadelphia, a 25,000 sq. ft. multi-tenant industrial building consisting of a mix of commercial space, warehouse/industrial space, and a parking lot. The Debtor has owned the premises since 1993. The Debtor is owned by its principal, Allen Woodruff. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case No. 16-13648) on May 21, 2016. Judge Ashely M. Chan presides over the case. The Debtor estimated assets of $500,000 to $1 million and estimated debts of $100 million to $500 million. Robert M. Kline, Esq., serves as the Debtor's counsel. HAIMIL REALTY: Unsecureds to be Paid in Full at 3% Under New Plan ----------------------------------------------------------------- Haimil Realty Corp. filed with the U.S. Bankruptcy Court for the Southern District of New York its first amended disclosure statement in connection with its chapter 11 plan of reorganization. The new restructuring plan proposes to pay Class 8 general unsecured creditors in full with interest at the rate of 3% per annum. The previous version of the plan proposed to pay Class 8 claimants in full but without interest. Class 8 consists of the Allowed General Unsecured Claims, if any, of Consolidated Edison Company of New York, Inc. (Claim No. 3 in the amount of $272.42) and Marc E. Verzani, Esq. (Claim No. 8 in the amount of $53,357,33). The primary vehicles for the implementation of the plan are the exit financing obtained by the Debtor and a post-confirmation sale of the Debtor's Commercial Unit. The First Amended Disclosure Statement is available at: http://bankrupt.com/misc/nysb14-11779-140.pdf About Haimil Realty Corp. Haimil Realty Corp., based in New York, filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 14-11779) on June 11, 2014, in Manhattan. The petition was signed by Menachem Haimovich, president. Douglas J. Pick, Esq., at Pick & Zabicki LLP, serves as the Debtor's counsel. In its schedules, the Debtor listed total assets of $5.57 million and total liabilities of $332,847. HAMMER FIBER OPTICS: Recurring Losses Raise Going Concern Doubt --------------------------------------------------------------- Hammer Fiber Optics Holdings Corp. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, disclosing a net loss of $1.42 million on $38,014 of revenue for the three months ended January 31, 2017, compared to a net loss of $264,904 million on $nil of revenue for the same period in 2016. For the six months ended January 31, 2017, the Company listed a net loss of $2.47 million on $38,014 of revenue, compared to a net loss of $438,049 on $nil of revenue for the same period in the prior year. The Company's balance sheet at January 31, 2017, showed total assets of $6.52 million, total liabilities of $3.90 million, and a stockholders' equity of $2.62 million. The Company has not attained profitable operations and are dependent upon obtaining additional debt and/or equity capital from third-party sources to sustain operations or to pursue acquisitions and other business development activities. For these reasons, there is 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: http://bit.ly/2nNdTEM Hammer Fiber Optics Holdings Corp., formerly Tanaris Power Holdings, Inc., is an alternative telecommunications carrier formed to provide high capacity broadband through a wireless access network. The Company provides diversified dark fiber networking solutions, as well as broadband wireless access networks in the New Jersey (Southern and Central region) and the Metro Philadelphia area. HEALTHIER CHOICES: Reports $10.7 Million Net Income for 2016 ------------------------------------------------------------ Healthier Choices Management Corp. filed with the Securities and Exchange Commission its annual report on Schedule 10-K disclosing net income allocable to common shareholders of $10.68 million on $10.57 million total sales for the year ended Dec. 31, 2016 compared with net loss allocable to common shareholders of $36.27 million on $5.253 million total sales for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Healthier Choices Management Corp had $17.23 million total assets, $14.78 million total liabilities, and $2.458 million total stockholders' equity. Net vapor sales increased $1.469 million to $6.722 million for the 12 months ended Dec. 31, 2016 as compared to $5.253 million for the same period in 2015. The increase in sales is primarily due to the increased number of stores open during 2016 of twenty, compared to eight retail stores it acquired in connection with its acquisition of Vaporin in March of 2015. Sales for five Florida and two Georgia retail stores were not sufficient to recover operating costs and the decision was made to close these seven stores by Dec. 31, 2016. Net grocery store sales were $3.843 million with the June 1, 2016 acquisition of Ada's Natural Market and represents seven months of sales. Total operating expenses decreased $11.53 million to $14.096 million for the 12 months ended Dec. 31, 2016 compared with $25.63 million for the same period in 2015. The decrease is primarily attributable to a decrease of approximately $11.45 million for impairment of goodwill in 2015, a decrease in professional fees of $682,760, a decrease in postage and delivery of $93,727 and depreciation expense of $87,714. These decreases were offset by increases in payroll and employee related cost of $1.666 million. The net cash used in financing activities of $3.345 million for the twelve months ended December 31, 2016 is due to repurchases of Series A warrants totaling $3.279 million and payment of $66,389 of capital lease obligation. At Dec. 31, 2016 and Dec. 31, 2015, the Company do not have any material financial guarantees or other contractual commitments with these vendors that are reasonably likely to have an adverse effect on liquidity. Marcum LLP issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016. The Auditor said the Company has incurred net losses and needs to raise additional funds to meet its obligations and sustain its operations. In addition, the Company currently does not have enough authorized common shares to settle all of its outstanding warrants if such warrants were exercised pursuant to their cashless exercise provisions. As a result, the Company could be required to settle a portion of these warrants with cash. These conditions raise substantial doubt about the Company's ability to continue as a going concern. A full-text copy of Form 10-K is available for free at https://is.gd/VSIkD4 About Healthier Choices Healthier Choices Management Corp., formerly Vapor Corp, is a holding company focused on providing consumers with healthier daily choices with respect to nutrition and other lifestyle alternatives. One segment of the Company's business is a U.S. based retailer of vaporizers and e-liquids. The other segment is our natural and organic grocery operations in Ft. Myers, Florida. Healthier Choices Management Corp. sells direct to consumer via company-owned brick-and-mortar retail locations operating under "The Vape Store" and "Ada's Natural and Organic" brands. Vapor Corp reported a net loss allocable to common shareholders of $36.26 million in 2015 following a net loss allocable to common shareholders of $13.85 million in 2014. HIDALGO INDUSTRIAL: Hires Forshey & Prostok as Attorneys -------------------------------------------------------- Hidalgo Industrial Services, Inc., seeks authorization from the U.S. Bankruptcy Court for the Northern District of Texas to employ Forshey & Prostok, LLP as attorneys for the Debtor. The Debtor requires F&P to: a. advise the Debtor of its rights, powers and duties as a debtor and debtor-in-possession; b. advise the Debtor concerning, and assist in the negotiation and documentation of, agreement, debt restructuring, and related transactions; c. review the nature and validity of liens asserted against the property of the Debtor and advise the Debtor concerning the enforceability of such liens; d. advise the Debtor concerning the actions that it might take to collect and to recover property for the benefit of the Debtor's estate; e. prepare on behalf of the Debtor all necessary and appropriate applications, motions, pleadings, draft orders, notices, schedules and other documents, and review all financial and other reports to be filed in this Chapter 11 case; f. advise the Debtor concerning, and prepare responses to, applications, motions, pleadings, notices and other papers that may be filed as served in this Chapter 11 case; g. counsel the Debtor in connection with the formulation, negotiation and promulgation of a plan of reorganization or liquidation and related documents; h. perform other legal service for and on behalf of the Debtor that may be necessary or appropriate in connection with, or arising from, this Chapter 11 case or the Debtor's business and operations, including advising and assisting the Debtor with respect to debt restructuring and asset dispositions, and general partnership, tax, finance, real estate and litigation matters; and i. advise or represent the Debtor on all matters and undertakings with respect to which F&P may be requested to either undertake or advise the Debtor. F&P will be paid at these hourly rates: Partners $575 Associates or Contact Attorneys $225-$425 Legal Assistants $150-$195 During the prepetition period of September 2016 to February 2017, the Debtor became obligated to F&P for legal services rendered and expenses advanced in the aggregate amount of $40,076.05. Prior to the Petition Date, F&P drew down $40,000 from the retainer to cover its prepetition fees and expense incurred for September 2016 to February 25, 2017. F&P has agreed to waive the remaining balance of $76.05. The current unused balance of the prepetition retainer paid to F&P is $85,000. F&P will also be reimbursed for reasonable out-of-pocket expenses incurred. Jeff P. Prostok, Esq., partner at the firm of Forshey & Prostok, 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. F&P may be reached at: Jeff P. Prostok, Esq. Forshey & Prostok, LLP 777 Main Street, Suite 1290 Forth Worth, TX 76102 Phone: (817)877-8855 Fax: (817)877-4151 E-mail: jprostok@forsheyprostok.com About Hidalgo Industrial Services Hidalgo Industrial Services, Inc., is a Texas corporation originally incorporated in 1992. The Debtor offers a full line of construction services such as general construction, mechanical/HVAC, plumbing, process & utility piping, industrial ventilation, excavation, concrete: foundations and site paving, interior finish, structural steel erection. Hidalgo Industrial Services, Inc., filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 17-40735) on Feb. 26, 2017. The Debtor is represented by Jeff P. Prostok, Esq., and Clarke V. Rogers, Esq., at Forshey & Prostok LLP. No creditors' committee has been appointed in the Debtor's case by the U.S. Trustee. Further, no trustee or examiner has been requested or appointed in the Debtor's case. HOUSTON PLATE: Must File Plan & Disclosure Statement by Aug. 1 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas has given Houston Plate Processing, Inc., until Aug. 1, 2017, to filed a Chapter 11 plan of reorganization and disclosure statement. About Houston Plate Processing Houston Plate Processing, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S. D. Texas Case No. 17-30603) on Feb. 2, 2017. The petition was signed by Jeremiah E. Thompson, president. The case is assigned to Judge Karen K. Brown. Margaret M. McClure, Esq., at the Law Office of Margaret M. McClure serves as the Debtor's bankruptcy counsel. At the time of the filing, the Debtor disclosed $1.13 million in assets and $2.3 million in liabilities. HYDROSCIENCE TECHNOLOGIES: Voluntary Chapter 11 Case Summary ------------------------------------------------------------ Affiliated Debtors that filed separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Hydroscience Technologies, Inc. 17-41442 6100 Columbia Rd. Mineral Wells, TX 76067 Solid Seismic, LLC 17-41444 6100 Columbia Rd. Mineral Wells, TX 76067 Business Description: Established in 1996, Hydroscience Technologies -- http://www.seamux.com-- designs, manufactures, and delivers customized systems for various seismic applications for the commercial, government, and education agencies. Chapter 11 Petition Date: April 3, 2017 Court: United States Bankruptcy Court Northern District of Texas (Ft. Worth) Judge: Hon. Mark X. Mullin (17-41444) Hon. Russell F. Nelms (17-41442) Debtors' Counsel: Jeff P. Prostok, Esq. FORSHEY & PROSTOK, LLP 777 Main St., Suite 1290 Ft. Worth, TX 76102 Tel: 817-877-8855 Email: jpp@forsheyprostok.com Estimated Estimated Assets Liabilities ---------- ----------- Hydroscience Technologies $10M-$50M $1M-$10M Solid Seismic, LLC $1M-$10M $10M-$50M Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by Fred Woodland, manager, Solid Seismic. The Debtors failed to include a list of their 20 largest unsecured creditors at the time of the filing. Full-text copies of the petitions are available for free at: http://bankrupt.com/misc/txnb17-41444.pdf http://bankrupt.com/misc/txnb17-41442.pdf IMMUCOR INC: S&P Affirms 'CCC+' CCR & Revises Outlook to Negative ----------------------------------------------------------------- S&P Global Ratings affirmed its 'CCC+' corporate credit rating on Immucor Inc. and revised the outlook to negative from stable. At the same time, S&P affirmed its 'B-' issue-level rating on the company's senior secured facilities. The recovery rating on this debt is '2', reflecting S&P's expectation for substantial (70%-90%; rounded estimate: 80%) recovery in the event of default. S&P also affirmed its 'CCC-' issue-level rating on the company's senior unsecured notes. The recovery rating on this debt is '6', reflecting S&P's expectation for negligible (0%-10%; rounded estimate: 5%) recovery in the event of a payment default. The rating affirmation reflects S&P's expectation that, despite ongoing profitability pressure and persistently high leverage, Immucor will be able to cover its operating expenses and annual debt amortization requirements from a modest cash flow generation over the next 12 months as a result of a slight uptick in revenue growth. At the same time, the negative outlook reflects S&P's uncertainty about Immucor's ability to refinance or amend its senior secured term loan given an August 2018 maturity date and persistently weak credit measures. As of Nov. 30, 2016, Immucor's rolling-12-months (RTM) revenue declined by 1%, its EBITDA margin contracted to 27.5% from 31% a year ago, its leverage increased to 10.8x, and it had negative free operating cash flow for the first six months of fiscal 2017. While S&P thinks a number of positive factors will slightly boost Immucor's revenue growth and improve cash flow generation over the next 12 months, S&P expects the company's margins to remain pressured and its leverage to stay elevated at around 10x. Going forward, S&P expects the company to benefit from a reduced negative impact of foreign exchange rates, continued growth in its installed instrument base globally, and more stable demand for transfusion blood in the U.S., which could lead to a gradual increase in reagent utilization in the U.S. At the same time, S&P believes that the company's profitability will be pressured as long as a large portion of its revenue growth comes from the emerging markets where utilization of higher-margin reagents is lower than in the U.S. In addition, S&P expects the company's continued elevated research and development (R&D) investment in Sentilus and Sirona to further affect profitability. S&P's assessment of Immucor's financial risk profile reflects S&P's expectation that the combination of factors S&P has listed will result in a small uptick in Immucor's fiscal 2017 revenue growth, to around 1.5%, and modest cash flow, between $5 million and $10 million. At the same time, S&P projects Immucor's profitability will remain pressured, resulting in elevated leverage of around 10x in fiscal 2017. Given the looming debt maturities (senior secured term loan maturing in August of 2018 and senior unsecured notes maturing in August of 2019) and S&P's view that Immucor has limited prospects for a meaningful profitability and leverage improvement over the next 12 months, S&P thinks it may be hard for the company to address the problem of its aging capital structure. Immucor's business risk profile continues to reflect S&P's belief that the company operates in a mature sector with limited growth prospects and moderate pricing pressures. It also reflects Immucor's narrow business focus, high reliance on its main reagent manufacturing facility, and declining profitability. These weaknesses are only partially offset by the company's entrenched market position within the blood-typing industry and competitive advantage provided by its razor and razorblade business model. The negative outlook reflects S&P's uncertainty about Immucor's ability to refinance or amend its senior secured term loan maturing in August 2018, given S&P's expectation that the company's profitability will remain pressured over the next 12 months and its leverage will remain elevated at around 10x. S&P could lower the rating if Immucor fails to refinance or amend its senior secured term loan over the next six to 12 months, increasing the likelihood that it will be unable to repay the loan when it comes due in August 2018. S&P would revise the outlook to stable and reassess the rating if Immucor refinances its term loan or finds another way to address the problem of its maturing capital structure over the next 12 months. INFINITI HOMES: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Infiniti Homes International Inc. 29193 Northwestren Hwy #721 Southfield, MI 48034 Case No.: 17-44832 Business Description: The Debtor owns a residential real estate in Wayne County. The Debtor's aggregate noncontingent liquidated debts (excluding debts owed to insiders or affiliates) are less than $2,566,050 (amount subject to adjustment on 4/01/19 and every 3 years after that). On Feb. 27, 2015, the Debtor filed a first bankruptcy case in the U.S. Bankruptcy Court for the District of Michigan, Case No. 42941. Chapter 11 Petition Date: March 31, 2017 Court: United States Bankruptcy Court Eastern District of Michigan (Detroit) Judge: Hon. Thomas J. Tucker Debtor's Counsel: Scott Kwiatkowski, Esq. GOLDSTEIN BERSHAD & FRIED PC 4000 Town Center, Suite 1200 Southfield, MI 48075 Tel: (248) 355-5300 Fax: (248) 355-4644 E-mail: scott@bk-lawyer.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Derek Washam, president and 100% owner. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/mieb17-44832.pdf INTERPACE DIAGNOSTICS: Amends Form 8-K; Files Purchase Warrant -------------------------------------------------------------- Interpace Diagnostics Group, Inc., filed with the Securities and Exchange Commission an amendment to the Current Report on Form 8-K on March 23, 2017. The Form 8-K/A is being filed solely for the purpose of amending Item 9.01 of the Original 8-K to (i) add the Amended and Restated Security and Pledge Agreement, the Amended and Restated Intellectual Property Security Agreement and the Amended and Restated Guaranty to this Form 8-K/A and (ii) refile in its entirety the Form of Common Stock Purchase Warrant. The Amended and Restated Security and Pledge Agreement, the Amended and Restated Intellectual Property Security Agreement and the Amended and Restated Guaranty, dated as of March 23, 2017, made by Interpace Diagnostics Group, Inc., and each of the undersigned Material Subsidiaries of the Company from time to time, in favor of Hudson Bay Master Fund Ltd pursuant to that certain Exchange Agreement, dated as of March 22, 2017. The Common Stock Purchase Warrant certifies that, for value received, RedPath Equityholder Representative, LLC, a Delaware limited liability company, or its assigns, is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after Sept. 22, 2017 and on or prior to the close of business on the five year anniversary of the Initial Exercise Date but not thereafter, to subscribe for and purchase from Interpace Diagnostics Group, Inc., shares of common stock of the Company, par value $.01 per share. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price of $4.69. A full-text copy of the regulatory filing is available at: https://is.gd/We7CZW About Interpace Diagnostics Headquartered in Parsippany, New Jersey, Interpace Diagnostics Group, Inc., is focused on developing and commercializing molecular diagnostic tests principally focused on early detection of high potential progressors to cancer and leveraging the latest technology and personalized medicine for patient diagnosis and management. The Company currently has four commercialized molecular tests: PancraGen, a pancreatic cyst molecular test that can aid in pancreatic cyst diagnosis and pancreatic cancer risk assessment utilizing the Company's proprietary PathFinder platform; ThyGenX, which assesses thyroid nodules for risk of malignancy, ThyraMIR, which assesses thyroid nodules risk of malignancy utilizing a proprietary gene expression assay. Interpace reported a net loss of $11.35 million in 2015 following a net loss of $16.07 million in 2014. As of Sept. 30, 2016, the Company had $45.96 million in total assets, $47.44 million in total liabilities and a total stockholders' deficit of $1.47 million. BDO USA, LLP, in Woodbridge, New Jersey, 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 continuing operations that raise substantial doubt about its ability to continue as a going concern. INTERPACE DIAGNOSTICS: Posts $3.1 Million Net Revenue for Q4 ------------------------------------------------------------ Interpace Diagnostics Group, Inc., announced financial results and business progress for the quarter and full year ended Dec. 31, 2016, as well as recent accomplishments. "2016 was a breakout year as we delivered strong revenue growth, significant cost reductions and right sizing as we completed our transition to a fully-integrated, commercially based molecular diagnostics company," said Jack Stover, Interpace's president & CEO. "Since the latter end of December we have raised $14 million in gross equity and restructured over $9.3 million of secured debt to further strengthen our balance sheet," said Stover. "We are confident that we now have a strong basis as well as momentum into 2017 especially with our recent accomplishments, including New York State and AETNA approvals of ThyraMIR, our microRNA assay, that is complementary to ThyGenX," said Stover. Q4 and 2016 Year End Financial Performance * Revenue for the three- and twelve-month periods ended Dec. 31, 2016, was $3.1 million and $13.1 million, respectively, an increase of 22% and 39% over the prior year periods. * General & Administrative costs decreased for the three- and twelve-month periods ended Dec. 31, 2016, over the prior year periods by 56% and 38% respectively * Sales & Marketing costs decreased for the three- and twelve- month periods ended Dec. 31, 2016, over the prior year periods by 35% and 47% respectively. * Research & Development costs decreased for the three- and twelve-month periods ended Dec. 31, 2016, over the prior year periods by 52% and 28% respectively. * Income (loss) from Continuing Operations for the three- and twelve-month periods ended Dec. 31, 2016, was $6.3 million and $(8.4) million, respectively while (Loss) from Continuing Operations for the three- and twelve-month periods of the prior year was $(19.3) million and $(31.1) million, respectively. * Net Income (Loss) for the three- and twelve-month periods ended Dec. 31, 2016, was $6.3 million and ($8.3) million, respectively, and $4.4 million and $(11.4) for the same periods of the prior year. * Adjusted EBITDA, which the Company believes is a meaningful supplemental disclosure and is indicative of how management and its Board of Directors evaluate Company performance, adjusts Income or Loss from Continuing Operations for non-cash charges such as depreciation & amortization, asset impairment, loss on extinguishment, goodwill impairment and the change in fair value of contingent consideration. Accordingly, the Company's Adjusted EBITDA for the three-and twelve-month periods ended Dec. 31, 2016, was $(2.9) million and $(10.5) million respectively and $(6.0) million and $(23.4) million for the same periods of the prior year. 2016 and Recent Business Highlights Reimbursement: * Announced that Aetna, the third largest health plan in the United States, has agreed to cover Interpace's ThyraMIR test for all of Aetna's 46 million members nationwide. Interpace's ThyGenX and ThyraMIR thyroid assays are now covered for approximately 200 million patients nationwide. * Signed an agreement with America's Choice Provider Network (ACPN), a national provider network with over 1,700 payers to provide coverage for all of Interpace's molecular tests including PancraGEN for the diagnosis of pancreatic cancer from cysts and ThyGenX/ThyraMIR * Announced Novitas approval to cover ThyraMir for microRNA gene expression in indeterminate biopsies for thyroid cancer. * Signed an agreement with Galaxy Health Network, a national managed care provider with over 3.5 million covered lives, to provide coverage for all of Interpace's molecular pathology tests and services including PancraGEN, ThyraMir and ThyGenX. * Announced that Geisinger Health Plan, which is part of one of the Nation's largest and most innovative delivery systems in the US, has added ThyGenX and ThyraMir as covered services under their Medical Policy. Commercial Expansion: * In September 2016 the Company announced that the New York State Department of Health approved ThyGenX, the Company's Next Generation Sequencing oncogene panel for indeterminate thyroid nodules, allowing Interpace to offer both ThyGenX and ThyraMiR in New York State. * Entered into agreements with Lab Corp, a NYSE listed company which provides leading-edge medical laboratory tests and services through a national network of primary clinical laboratories and specialty testing laboratories, to now co- market ThyraMIR along with ThyGenX. * Announced the Company's most recent entree in to expanding its commercial foot print internationally as a result of the adoption of the ThyGenX test by a Canadian key opinion leader in Montreal, Quebec. This is the Company's initial step in launching its Thyroid products in Canada and, if successful, plans are already in place to expand in to other Provinces and work with the Canadian Health Ministry to secure coverage of both ThyGenX and ThyraMir. * The Company completed its initial launch of PanDNA, a new product that stratifies patients' risk of developing pancreatic cancer based on three specific molecular criteria. PanDNA was developed using the Company's proprietary database of results for over 15,000 patients with pancreatic cysts. * Entered in to an Agreement with Best Med Opinion Ltd (Best Med) of Tel Aviv, Israel, a provider of second opinion and clinical services for physicians and patients in Israel and several other countries. The Agreement designates Best Med as the exclusive provider of Interpace's products for the country of Israel. Clinical Evidence * Published a new article entitled "Management of Patients With Pancreatic Cysts: Analysis of Possible False-Negative Cases of Malignancy" appearing in the Journal of Clinical Gastroenterology. The goal of the study was to examine the utility of Integrated Molecular Pathology (IMP) using Interpace Diagnostics' PancraGEN assay in managing surveillance of pancreatic cysts based on outcomes and analysis of false negatives from a cohort of 492 patients enrolled in the National Pancreatic Cyst Registry which has outcomes data on patients for as long as 7 years. * Published PancraGEN clinical utility multicenter study of 492 patients published in "Diagnostic Pathology" * Announced that the Company launched a multi-site study to provide further evidence of the Clinical Utility of the ThyGenX/ThyraMiR tests in accurately identifying malignancy or benign status in indeterminate thyroid nodules. To date, the Company has performed the combination assay on over 5,000 patients on behalf of over 200 physicians and hospitals nationwide. * Announced the acceptance of four posters to be presented at United States and Canadian Academy of Pathology (USCAP) meeting in March, 2017 reflecting a review of data from the Company's extensive experience in molecular thyroid testing, including experience with over 5000 analyses of indeterminate thyroid nodules using its combined mutational (ThyGenX) and microRNA classifier (ThyraMIR) testing format. * Announced that the Company has joined with other organizations including the American Thyroid Association, the Endocrine Society, and the NIH in a campaign that encourages readers to pay attention to the signs that often lead to the diagnosis of a disorder, like thyroid cancer. * Announced the findings of a new study, which was published in the online edition of the Journal of Pathology entitled Molecular Classification of Thyroid Lesions by Combined Testing for miRNA Gene Expression and Somatic Gene. * Announced at the Annual Digestive Disease Week (DDW) conference presentation of results from over 13,000 cyst cases that have undergone the Company's PancraGEN test. Other Business Progress: * Raised approximately $14 million in gross proceeds from four separate equity financings from the end of December 2016 through early February 2017, substantially improving the Company's financial position and its ability to invest in its pipeline and product development. * On March 23, 2017, the Company announced that it had entered into an agreement to restructure its $9.34 million of outstanding senior secured debt that had seven remaining quarterly repayments of $1.33 million beginning April 1, 2017, into two new secured notes acquired at 95% of face value $8.869) million) and now held by a third party, financial investor. One of the notes is convertible into shares of common stock at a price of $ 2.44 per share. Each note bears a nominal rate of interest and, if not converted into common stock otherwise or earlier redeemed, has a balloon payment due 15 months after execution at 125% of face value. If the Company's common stock trades above 135% of the conversion price for five consecutive trading days, the Company has the option to convert the convertible note into shares of its common stock at the Conversion Price. The Company also has the right to redeem the Notes prior to maturity at prices ranging from 115% to 125% of the principal amount of the Notes. Upon repayment or conversion of 55% of the face value of each of the notes, the liens on the Company's assets will be lifted. * In March 2017 the Company agreed to issue 5-year warrants for an aggregate 100,000 shares of the Company's common stock at a exercise price of $4.69 to the former RedPath Equity Shareholders (the Company's former secured creditors) in exchange for the termination of future royalty and milestone payments related to sales of certain of its products arising out of its acquisition of Redpath Integrated Pathology Inc. in October 2014. A full-text copy of the press release is available at: https://is.gd/dAYt67 About Interpace Diagnostics Headquartered in Parsippany, New Jersey, Interpace Diagnostics Group, Inc., is focused on developing and commercializing molecular diagnostic tests principally focused on early detection of high potential progressors to cancer and leveraging the latest technology and personalized medicine for patient diagnosis and management. The Company currently has four commercialized molecular tests: PancraGen, a pancreatic cyst molecular test that can aid in pancreatic cyst diagnosis and pancreatic cancer risk assessment utilizing the Company's proprietary PathFinder platform; ThyGenX, which assesses thyroid nodules for risk of malignancy, ThyraMIR, which assesses thyroid nodules risk of malignancy utilizing a proprietary gene expression assay. Interpace reported a net loss of $11.35 million in 2015 following a net loss of $16.07 million in 2014. As of Sept. 30, 2016, the Company had $45.96 million in total assets, $47.44 million in total liabilities and a total stockholders' deficit of $1.47 million. BDO USA, LLP, in Woodbridge, New Jersey, 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 continuing operations that raise substantial doubt about its ability to continue as a going concern. INTREPID POTASH: Clearway Capital Holds 6.9% Stake as of March 16 ----------------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, Clearway Capital Management Ltd. and Saratoga Asset Management S.A. disclosed that as of March 16, 2017, they beneficially own 9,000,000 shares of common stock representing 6.9 percent of total outstanding share of Intrepid Potash, Inc. The statement is jointly filed by and on behalf of each of Clearway Capital Management Ltd. and Saratoga Asset Management S.A. Clearway Capital Management Ltd. is an Investment Fund organized and doing business under the laws of The Bahamas which wholly-owns Saratoga Asset Management S.A. which holds all of the Common Stock Shares of the Issuer being reported in this Schedule 13G. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this statement. A full-text copy of the regulatory filing is available at: https://is.gd/aqNebR About Intrepid Potash Intrepid Potash -- http://www.intrepidpotash.com/-- is the only U.S. producer of muriate of potash and supplied approximately 9% of the country's annual consumption in 2015. Potash is applied as an essential nutrient for healthy crop development, utilized in several industrial applications and used as an ingredient in animal feed. Intrepid also produces a specialty fertilizer, Trio(R), which delivers three key nutrients, potassium, magnesium, and sulfate, in a single particle. Intrepid serves diverse customers in markets where a logistical advantage exists; and is a leader in the utilization of solar evaporation production, one of the lowest cost, environmentally friendly production methods for potash. After the idling of its West mine in July 2016, Intrepid's production will come from three solar solution potash facilities and one conventional underground Trio(R) mine. Intrepid reported a net loss of $66.63 million on $210.9 million of sales for the year ended Dec. 31, 2016, compared to a net loss of $524.8 million on $287.2 million of sales for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Intrepid had $540.9 million in total assets, $177.5 million in total liabilities and $363.4 million in total stockholders' equity. ISLAND SOUTH: Case Summary & 2 Unsecured Creditors -------------------------------------------------- Debtor: Island South Properties, LLC 727 Pelican Lane Lake Worth, FL 33462 Case No.: 17-13975 Type of Debtor: The Debtor is a single asset real estate (as defined in 11 U.S.C. Section 101(51B)) Chapter 11 Petition Date: March 31, 2017 Court: United States Bankruptcy Court Southern District of Florida (West Palm Beach) Judge: Hon. Paul G. Hyman, Jr. Debtor's Counsel: Brian K. McMahon, Esq. BRIAN K. MCMAHON 1401 Forum Way, 6th Floor West Palm Beach, FL 33401 Tel: 561-478-2500 Fax: 561-478-3111 Email: briankmcmahon@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by George W Huguely, IV, manager member. A list of the Debtor's two largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb17-13975.pdf IT'S JUST LUNCH: Court Rejects Date-Voucher Settlement ------------------------------------------------------ Pete Brush, writing for Bankruptcy Law360, reports that U.S. District Judge Sidney H. Stein in Manhattan rejected a date-voucher settlement despite a warning from It's Just Lunch that a bigger judgment could force it into bankruptcy. According to Law360, Judge Stein said he could not assess the value of the vouchers and could not ascertain the true financial condition of the Company. Law360 relates that class members seeking to hold the Company accountable for allegedly defrauding daters who ponied up for supposedly superior matchmaking were considering their next move after the ruling. It's Just Lunch is a matchmaking service. JVJ PHARMACY: Insider Won't Receive Distribution for $3.1MM Claim ----------------------------------------------------------------- JVJ Pharmacy, Inc., d/b/a University Chemists filed with the U.S. Bankruptcy Court for the Southern District of New York its amended disclosure statement in support of its plan of reorganization, a blacklined copy of which is available at: http://bankrupt.com/misc/nysb16-10508-149.pdf The latest version of the Disclosure Statement discloses that unsecured claims total $2,947,558.36. The prior version of the Disclosure Statement disclosed that unsecured claims total $6,115,647.53. Class 6 Insider Claims consists of the claim of Healthnow Solutions, Inc., a prior insider of the Debtor, which claim was filed in the amount of $3,166,910. Healthnow will not be entitled to distribution on the scheduled claim as an allowed general unsecured creditor, nor will Healthnow be entitled to convert its claim into equity in the reorganized Debtor. Pursuant to the Debtor's prior chapter 11 plan, the Debtor was required to make certain balloon payments to creditor PNC Bank, National Association in the amount of approximately $2,600,000. Pursuant to the terms of the Confirmed Prior Plan, the Debtor was required to make that payment by not later than the end of March 2016. In addition, Lakeland West Capital XXIII, LLC, the successor in interest to a previous creditor (Bank of America), advised the Debtor of an alleged monetary default under the Confirmed Prior Plan. By letter dated Feb. 5, 2016, Lakeland advised that the Debtor was required to remit the sum of $19,550 to it by no later than Jan. 20, 2016. Lakeland advised that an uncured default existed and Lakeland would be asserting whatever rights were available to it. The latest restructuring plan asserts that the Debtor and its professionals believe that the transaction with EZ RX Club, Inc., and PNC results in a distribution to unsecured creditors that would only have been accomplished by a sales price at auction of $3,555,000 - $3,660,000. The calculation is as follows: PNC's claim ($2,800,000 plus) + Administrative Expenses ($450,000 + $135,000 (Broker)) + Priority Claims (at least $25,000-$125,000), plus the $150,000 distribution to creditors. This must be compared to the option of selling the assets of the Debtor, excluding the accounts receivable, for the auction price of $1,600,000 and collecting out the accounts receivable. The Debtor and Lakeland analyze that comparison differently. The Debtor's position is that its accounts receivable, including "in-house" receivables and the litigated no-fault and Workers' Compensation receivables, have an estimated value of $2,528,672, for a total estate of $4,128,672. What is likely the best commission rate, for which no party has as yet given the Debtor a firm commitment, for servicing the liquidation of the receivables is 15%. As a result, in a best case scenario, these receivables would be reduced by $379,300.80, resulting in a gross estate of $3,749,371.20. Under that scenario, which PNC does not support, its post-petition interest and expenses would continue to accrue (instead of being capped at a $300,000 discount under the Term Sheet) thus offsetting much or all of any advantage from the increased amount recovered. Add to this the time/value of money from an immediate distribution to unsecured creditors and the uncertainty of 100% collection of the remaining receivables, and the Debtor and its professionals believes that this Plan provides the best recovery for unsecured and secured creditors. Lakeland, on the other hand, believes that the Debtor's computation of the estimated value of the Debtor's accounts receivable is erroneous. Lakeland contends that the calculation must be broken up into two categories – "in-house" and "litigated," as broken out in the Feb. 2017 Operating Report. As of the time of this amended Disclosure Statement, the law firm The Schutzer Group, PLLC has expressed an interest in servicing the collection of the Debtor's in-house receivables and is prepared to make, within a matter of days, a firm proposal for that work upon receiving certain information from the Debtor. Schutzer's commission rate is 25% for recoveries without litigation (and 30% if litigation is required), and Schuzter believes that a collectability rate of 35% or higher is feasible. That estimate of the recovery of the in-house accounts receivable, coupled with Lewin & Baglio, LLP's estimate of the recovery of the litigated accounts receivable and EZ RX's acquisition of the Debtor's business (without the accounts receivable) for $1,600,000, has the potential to yield a significantly higher recovery for unsecured creditors -- and for PNC, which would no longer discount its claim by $300,000 -- even after taking into account the elimination of PNC's discount, the elimination of the discount on administrative claims, and the continued accrual of interest on PNC's claim. About JVJ Pharmacy Inc. Headquartered in New York, New York, JVJ Pharmacy Inc., d/b/a University Chemists, filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 16-10508) on March 3, 2016, listing $6.88 million in total assets and $5.61 million in total liabilities. The Debtor operates a "specialty pharmacy", maintaining contracts to provide pharmaceutical products to different health care facilities, including clinics, hospitalss, medical practices and individual physicians. The petition was signed by James F. Zambri, president. Judge Stuart M. Bernstein presides over the case. Avrum J. Rosen, Esq., at The Law Offices of Avrum J. Rose, PLLC, serves as the Debtor's bankruptcy counsel. KADMON HOLDINGS: BDO USA LLP Raises Going Concern Doubt ------------------------------------------------------- Kadmon Holdings, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $208.75 million on $26.05 million of total revenue for the year ended December 31, 2016, compared to a net loss of $147.08 million on $35.72 million of total revenue for the year ended December 31, 2015. BDO USA, LLP, notes that the Company has suffered recurring losses from operations, expects losses to continue in the future, has a deficiency in stockholders' equity and has a contractual obligation to raise $40.0 million of additional equity capital by the end of the second quarter of 2017 pursuant to the second amendment to the 2015 Credit Agreement entered into in November 2016 that raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at December 31, 2016, showed total assets of $62.56 million, total liabilities of $87.75 million, and a stockholders' deficit of $25.19 million. A full-text copy of the Company's Form 10-K is available at: http://bit.ly/2oMBenM Kadmon Holdings, Inc., is an integrated biopharmaceutical company engaged in the discovery, development and commercialization of small molecules and biologics to address disease areas of various unmet medical needs. The Company is developing product candidates in a number of indications within autoimmune and fibrotic disease, oncology and genetic diseases. Its product pipeline consists of KD025, Tesevatinib and KD034. KALLSTRAND LLC: Seeks Authorization On Cash Collateral Use ---------------------------------------------------------- Kallstrand, LLC, seeks authorization from the U.S. Bankruptcy Court for the Western District of New York to use cash collateral in which the NYS Dept. of Taxation and Finance and Can Capital Merchant Service, Inc., have or allege to have liens or security interest. The Debtor contends that such authorization of the usage of cash collateral will allow the continuation of the Debtor's operations without interruption, which preserves the collateral of the NYS Dept. of Taxation and Can Capital Merchant and is in the best interest of all creditors. The NYS Dept. of Taxation has found the Debtor liable for certain under reported sales tax, and subsequent thereto, the NYS Dept. of Taxation entered a Tax Warrant. The NYS Dept. of Taxation alleges that the Tax Warrant secures its claim against substantially all of Debtor's assets. The Debtor acknowledges that the total outstanding liability to the NYS Dept. of Taxation as of the Petition Date is a secured claim in the amount of $133,830, comprised of a priority portion of $132,873 and penalties of $957. The NYS Dept. of Taxation will be granted a rollover replacement lien on all postpetition property of the Debtor, including proceeds and products thereof to the same extent and priority as existed as of the Petition Date. In addition, the Debtor will pay the NYS Dept. of Taxation the amount of $2,014 per month during the Cash Collateral Period defined below. Furthermore, the Debtor agrees to file all postpetition tax returns on the due date of the return with the appropriate NYS office, and pay all ongoing postpetition tax obligations including, but not limited to, sales and withholding taxes in timely fashion until further order of the Court. The Debtor has entered into a Future Receivables Agreement with Can Capital Merchant, whereby Can Capital Merchant purchased future Card Receivables from Debtor in consideration for an immediate lump-sum cash payment. The Debtor believes that, there remained a Specified Amount balance of $58,399 of Card Receivables not yet remitted by the Debtor to Can Capital Merchant pursuant to the Agreements, as of the Petition Date. Accordingly, the Debtor proposes to pay Can Capital Merchant the outstanding liability at 5% interest in equal installment payments in the amount of $1,102 per month between or about April 1, 2017 and March 31, 2022. A hearing on the Debtor's use of cash collateral will be held on April 27, 2017 at 9:00 a.m. A full-text copy of the Debtor's Motion, dated March 28, 2017, is available at https://is.gd/agA0Kn A full-text copy of the NYS Dept. of Taxation's adequate protection stipulation is available at https://is.gd/kDvXwY A full-text copy of the Can Capital Merchant adequate protection stipulation is available at https://is.gd/oUEy7a About Kallstrand, LLC Kallstrand, LLC, owns a restaurant doing business as Fazool's Casual Italian Kitchen in Brockport, New York. Kallstrand, LLC, filed a Chapter 11 petition (Bankr. W.D.N.Y. Case No. 17-20008) on Jan. 6, 2017. The petition was signed by Alan Kallstrand, president. The case is assigned to Judge Paul R. Warren. The Debtor's attorney is Robert B. Gleichenhaus, Esq., at Gleichenhaus, Marchese & Weishaar, P.C. At the time of filing, the Debtor estimated less than $50,000 in assets and $100,000 to $500,000 in liabilities. KB REALTY: Hires Dana M. Douglas as Counsel ------------------------------------------- KB Realty LLC seeks authorization from the U.S. Bankruptcy Court for the Central District of California to employ Dana M. Douglas, Attorney at Law as counsel. The Debtor requires Douglas to: a. advice and assist regarding compliance with the requirements of the United States Trustee; b. advice regarding matters of bankruptcy law, including the rights and remedies of the Debtor in regard to its assets and with respect to the claims of creditors; c. conduct examinations of witnesses, claimants or adverse parties and to prepare and assist in the preparation of reports, accounts and pleadings; d. advice concerning the requirements of the Bankruptcy Code and applicable rules; e. assist with the negotiation, formulation, confirmation and implementation of a Chapter 11 plan; f. make any appearances in the Bankruptcy Court on behalf of the debtor; and g. take other action and to perform such other services as the debtor may require. Douglas will bill the Debtor at $200 per hour. The Debtor paid a retainer to Douglas in the amount of $3,000. Douglas will also be reimbursed for reasonable out-of-pocket expenses incurred. Dana M. Douglas, Esq., 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. Douglas may be reached at: Dana M. Douglas, Esq. Attorney at Law 11024 Balboa Blvd., No. 431 Granada Hills, CA 91344 Tel: 818-360-8295 Fax: 213-270-9456 E-mail: dana@danamdouglaslaw.com About KB Realty LLC KB Realty LLC filed a Chapter 11 bankruptcy petition (Bankr. C.D.Cal. Case No. 17-12606) on March 5, 2017. The Hon. Deborah J. Saltzman presides over the case. Dana M. Douglas, Esq., Attorney at Law represents the Debtor as counsel. The Debtor disclosed total assets of $1.61 million and total liabilities of $1.16 million. The petition was signed by Kenneth D. Berry, managing member. KCST USA: Hires Murphy & King as Bankruptcy Counsel --------------------------------------------------- KCST USA, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Massachusetts to employ Murphy & King, Professional Corporation, as bankruptcy counsel to the Debtor. KCST USA requires Murphy & King to: a. advise the Debtor with respect to its right, powers and duties as debtor-in-possession in the continued operation of its businesses and management of its assets; b. advise the Debtor with respect to any plan of reorganization and any other matters relevant to the formulation and negotiation of a plan or plans of reorganization in the bankruptcy case; c. represent the Debtor at all hearings and matters pertaining to its affairs as the Debtor and debtor-in-possession; d. prepare, on the Debtor's behalf, all necessary and appropriate applications, motions, answers, orders, reports, and other pleadings and other documents, and review all financial and other reports filed in the Chapter 11 case; e. advise the Debtor with respect to, and assist in the negotiation and documentation of, financing agreements, debt and cash collateral orders and related transactions; f. review and analyze the nature and validity of any liens asserted against the Debtor's property and advise the Debtor concerning the enforceability of such liens; g. advise the Debtor regarding its ability to initiate actions to collect and recover property for the benefit of its estate; h. advise and assist the Debtor in connection with the potential sale of the Debtor's assets; i. advise the Debtor concerning executor contract and unexpired lease assumptions, lease assignments, rejections, restructurings and recharacterization of contracts and leases; j. review and analyze the claims of the Debtor's creditors, the treatment of such claims and the preparation, filing or prosecution of any objections to claims; k. commence and conduct any and all litigation necessary or appropriate to assert rights held by the Debtor, protect assets of the Debtor's Chapter 11 estate or otherwise further the goal of completing the Debtor's successful reorganization other than with respect to matters to which the Debtor retains special counsel; and l. perform all other legal services and provide all other necessary legal advice to the Debtor as debtor-in- possession which may be necessary in the Debtor's bankruptcy proceeding. Prior to the petition date, the Debtor provided Murphy & King with a retainer in the amount of $125,000. Murphy & King incurred $53,090.30 in prepetition fees and expenses, leaving a balance retainer in the amount of $71,909.70. Murphy & King will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Harold B. Murphy, shareholder of Murphy & King, Professional Corporation, 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. Murphy & King can be reached at: Harold B. Murphy, Esq. MURPHY & KING, PROFESSIONAL CORPORATION 1 Beacon St. Boston, MA 02108 Tel: (617) 423-0400 About KCST USA, Inc. KCST USA, Inc., based in Concord, MA, filed a Chapter 11 petition (Bankr. D. Mass. Case No. 17-40501) on March 22, 2017. The Hon. Elizabeth D. Katz presides over the case. Andrew G. Lizotte, Esq., and Harold B. Murphy, Esq., at Murphy & King, P.C., to serve as bankruptcy counsel. Stephen Darr of Huron Consulting Services, LLC, as chief restructuring officer. In its petition, the Debtor estimated $500,000 to $1 million in assets and $10 million to $50 million in liabilities. The petition was signed by Terrence Fergus, president. KEMET CORP: Moody's Ups CFR to B3 on Anticipated Notes Refinancing ------------------------------------------------------------------ Moody's Investors Service rated KEMET Corp.'s new Senior Secured Term Loan B ("Term Loan") at B3 and upgraded KEMET's ratings: Corporate Family Rating ("CFR") to B3 from Caa1, Probability of Default Rating ("PDR") to B3-PD from Caa1-PD, and the Speculative Grade Liquidity ("SGL") rating to SGL-2 from SGL-4. The upgrade to the ratings follows KEMET's announced plans to use the proceeds of the Term Loan to call the entire amount of the Senior Secured Notes ("Senior Notes") due May 2018, and the anticipated closing of KEMET's acquisition of NEC TOKIN Corporation ("NT"). The outlook is positive. Following the refinancing, Moody's expects to withdraw the Caa1 rating of the Senior Notes. RATINGS RATIONALE The B3 CFR reflects the anticipated refinancing of the Senior Notes, which will resolve a significant near term liquidity risk to the company, and the anticipated closing of the acquisition of NT. To the extent KEMET is unsuccessful in refinancing the Senior Notes, the rating could be pressured. Since KEMET is not borrowing to acquire NT and NT generates EBITDA and will not have any debt post-closing, the acquisition will improve KEMET's financial leverage profile, reducing debt to EBITDA by nearly a turn from 4.4x (trailing 12 months ended December 31, 2016, Moody's adjusted) to the mid to upper 3x level (proforma for NT, excluding expected synergies). Nevertheless, Moody's expects that NT will consume cash over the next year due to cash integration costs and large initial cash payments on antitrust settlements. Due to this cash consumption, Moody's expects that KEMET will only generate modest levels of free cash flow ("FCF"), with FCF to debt (Moody's adjusted) only in the low single digits percent level over the next year. With KEMET completing the integration of NT and the cash settlement costs declining, Moody's expects that FCF will increase. The rating reflects the highly cyclical nature of the capacitors industry as a whole and KEMET's limited market share in both ceramic capacitors and film and electrolytic capacitors, which limits pricing power. Supporting the rating is KEMET's market position in tantalum capacitors, which accounts for about 40% of revenues. KEMET is the market leader versus AVX, Vishay, and Sanyo in the $1.7 billion tantalum capacitors segment of the overall $15 billion capacitors industry. The positive outlook reflects Moody's expectation that KEMET will refinance the Senior Notes by the end of May. Moody's also expects that KEMET will successfully integrate NT and will be able to cut costs such that KEMET's EBITDA margin (Moody's adjusted) is sustained in the mid to upper teens percent level. Lastly, Moody's expects that payments for fines and class action settlements related to the NT antitrust litigation will consume no more than NT's reserve ($72.5 million as of December 31, 2016), with the payouts spread over several years. The rating could be upgraded if: * KEMET successfully integrates NT and reduces costs, with the EBITDA margin (Moody's adjusted) sustained in the mid teen's percent level, and * Leverage is sustained below 2.5x debt to EBITDA (Moody's adjusted), and * Unrestricted cash to debt is maintained at greater than 50% The rating could be downgraded if: * If KEMET's financial condition deteriorates such that KEMET consumes cash, leading to a material weakening of liquidity The B3 rating of the Term Loan reflects its seniority in the capital structure, the collateral package, and the modest cushion of unsecured liabilities. KEMET and KEMET Electronics Corporation are the co-borrowers under the Term Loan. The SGL-2 Speculative Grade Liquidity ("SGL") rating reflects KEMET's good liquidity. Moody's expects KEMET will keep at least $200 million of cash and will generate free cash flow ("FCF") of at least $20 million over the next 18 months. Alternative liquidity is provided by an unrated $75 million asset-based revolver, which Moody's expects will remain undrawn. Total required debt amortization is limited to the required annual debt amortization on the Term Loan of $8.6 million. Assignments: Issuer: KEMET Corp. -- Senior Secured Term Loan, assigned B3 (LGD4) Upgrades: Issuer: KEMET Corp. -- Corporate Family Rating, upgraded to B3 from Caa1 -- Probability of Default Rating, upgraded to B3-PD from Caa1-PD -- Speculative Grade Liquidity Rating, upgraded to SGL-2 from SGL-4 Outlook Actions: Issuer: KEMET Corp. -- Outlook, Positive The rating on the Senior Notes will be withdrawn following repayment. KEMET Corp., based in Simpsonville, South Carolina, is a publicly-traded manufacturer and supplier of passive electronic components, specializing in tantalum, multilayer ceramic, film, solid aluminum, electrolytic, and paper capacitors. KEMET Electronics Corporation is KEMET's primary operating subsidiary. NEC TOKIN Corporation, based in Miyagi, Japan, is a manufacturer and supplier of tantalum polymer capacitors and supercapacitors, inductors, temperature and current sensors, and piezoelectric components. The principal methodology used in these ratings was the Semiconductor Industry published in December 2015. LEARNING GATE: S&P Lowers 2007A/B Revenue Bonds Rating to 'B+' -------------------------------------------------------------- S&P Global Ratings lowered its rating on Florida Development Finance Corp.'s series 2007A and 2007B revenue bonds, issued for Learning Gate Community School (LGCS), one notch to 'B+' from 'BB-'. The outlook is stable. The rating action partially reflects S&P Global Ratings' application of the criteria, titled "U.S. Public Finance Charter Schools: Methodology And Assumptions," published Jan. 3, 2017, on RatingsDirect. The rating action also reflects S&P Global Ratings' opinion of the heightened risk of the debt portfolio caused by the presence of contingent-liquidity exposure from financial instruments with, what the rating service considers, permissive events of default that could lead to the immediate acceleration of all principal and interest accrued. These risks, were they to materialize, would require liquid resources greater than what the school currently has available; S&P Global Ratings believes this could have a severe effect on the school's financial profile and jeopardize its ability to pay debt service on the debt the rating service rates. "We could lower the rating or revise the outlook to negative within our outlook period if enrollment were to decline from current levels, if operations or coverage were pressured, if academic performance were to weaken, or if liquidity were to decline. In addition, if the school were to violate a bond covenant and if an event of default were to occur under bank documents, resulting in a bondholder action or potential acceleration, we could lower the rating," said S&P Global Ratings credit analyst Luke Gildner. "Although unlikely during the outlook period, we could raise the rating or revise the outlook to positive if the balance sheet were to improve significantly and management were to sustain this improvement, highlighted by a substantial and persistent increase in liquidity." The stable outlook reflects S&P Global Ratings' opinion that over the one-year outlook period, LGCS will likely maintain its relatively stable enrollment, operations that provide good maximum annual debt service coverage, steady demand, and solid academic performance. The rating service would view management's focus on growing unrestricted reserves favorably. Revenue of LGCS--as defined in governing bond documents, primarily per-pupil state funding--secures the bonds. A first mortgage on real property and a debt-service-reserve fund also secure the bonds. LEVEL ACRES: Wants to Use Cash Collateral to Maintain Operations ---------------------------------------------------------------- Level Acres, LLC, asks the U.S. Bankruptcy Court for the Western District of New York to authorize the use of cash collateral of secured creditor to maintain operations. The Debtor is a New York corporation with a principal place of business located at 2129 Stannards Rd., Wellsville, New York. The Debtor is engaged in business as a camp resort and trailer park. Prior to the filing of the Debtor's Chapter 11 Petition, the Debtor obtained financing from the Comptroller of the State of New York, as Trustee of the New York State Common Retirement Fund, serviced by The Community Preservation Corp. ("Secured Creditor"), in the approximate amount of $2,161,939. Subsequent to the filing of the Debtor's Chapter 11 petition, the Debtor and the Secured Creditor worked out a Stipulation to govern the Debtor's use of cash collateral in the case. The Debtor granted the Secured Creditor mortgages, assignment of rents and U.C.C. security interests in all of the Debtor's present and future right, title and interest in and to all collateral owned by the Debtor, including but not limited to, real and personal property, fixtures, rents, leases, claims, rights, awards, etc. as set forth in the Stipulation. To maintain operations it is necessary that the Debtor have the use of cash collateral. In order to provide the secured creditor with adequate protection, the Debtor will resume the prepetition, non-default principal and interest payments to Secured Creditor as set forth in the Stipulation. As adequate protection of its interest in the collateral, the Stipulation provides for the Secured Creditor these: a. Payments of contractual non-default principal and interest on the indebtedness in the amount of $11,483 per month. Said payments are due on the 15th of each month, including grace period provided by the Notes commencing March 15, 2017 and each and every month thereafter. b. Valid and perfected security interests in and liens upon all of the Debtor's rights, title and interest in, to and under all of the post petition assets and property of the Debtor, of the same kind and type in which the Secured Creditor had a lien on/in prepetition. A copy of the Stipulation attached to the Motion is available for free at: http://bankrupt.com/misc/nywb1-17-10333_21_Cash_Level_Acres.pdf To provide further adequate protection to the Secured Creditor, the Debtor is willing to grant a replacement lien in post-petition property of the Debtor of the same nature and to the same extent as the Secured Creditor had in prepetition property of the Debtor. The Debtor respectfully asks that the Court grants an Order approving the Stipulation, authorizing the Debtor to use cash collateral as set forth therein, and for such other and further relief as is just and proper. About Level Acres LLC Based in Wellsville, New York, Level Acres LLC is engaged in business as a camp resort and trailer park. Level Acres sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.Y. Case No. 17-10333) on Feb. 24, 2017. The petition was signed by Kevin P. Clark, sole member. The case is assigned to Judge Carl L. Bucki. At the time of the filing, the Debtor disclosed $939,000 in assets and $2.67 million in liabilities. The Debtor initially filed a Chapter 11 petition (Bankr. W.D.N.Y. Case No. 16-10964) on May 13, 2016. The case was dismissed on October 26, 2016. LIVING COLOUR: Unsecureds to Get $5,000 Pro Rata Under Plan ----------------------------------------------------------- Living Colour Landscape, LLC, et al., filed with the U.S. Bankruptcy Court for the Southern District of Florida a joint disclosure statement dated March 27, 2017, referring to the Debtors' plan of reorganization. Class 3 consists of the allowed claims of general unsecured creditors. Class 3 claimants are impaired and will share in a total distribution of $5,000 pro rata. Payments of $1,000 will be distributed pro rata on an annual basis, starting on the first of the month after the Effective Date, until the aggregate amount of $5,000 is paid. Since each claimant in this class is impaired, any claimant in this class may vote to accept or reject the Plan. Monthly net cash flows, before and after debt service, are more than sufficient to fund the existing Plan. The on-going operation of the Debtors' business will generate the most funds for payment to creditors. The Disclosure Statement is available at: http://bankrupt.com/misc/flsb16-15773-94.pdf About Living Colour Landscape Lake Worth, Florida-based Living Colour Landscapes, LLC, is a landscaping service, which provides installation and maintenance of landscaping to country clubs and other commercial properties. Marula Props, LLC, is a real estate holding company which owns the nursery located adjacent to Living Colour's offices. The Debtors filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case Nos. 16-15773 and Case No. 16-15774) on April 21, 2016. The petitions were signed by Deon Botha, manager. Judge Paul G. Hyman, Jr., presides over the cases. Aaron A Wernick, Esq., at Furr & Cohen serves as the Debtors' bankruptcy counsel. Living Colour Landscapes disclosed $323,979 in total assets and $1.31 million in total liabilities. Marula Props disclosed $179,252 in total assets and $1.25 million in total liabilities. MAD CATZ: Makes Voluntary Assignment in Bankruptcy Under BIA ------------------------------------------------------------ Mad Catz Interactive, Inc., on March 31, 2017, disclosed that, with the authorization and approval of its Board of Directors, it and its subsidiary, 1328158 Ontario Inc., made a voluntary assignment in bankruptcy on March 30, 2017, pursuant to the provisions of the Bankruptcy and Insolvency Act (Canada). Pursuant to the assignment in bankruptcy, PricewaterhouseCoopers Inc. ("PWC") has been appointed as the trustee in bankruptcy of the Company's estate. The Company's wholly-owned subsidiary, Mad Catz, Inc., ceased operations and also has filed a voluntary petition for relief under chapter 7 of the United States Bankruptcy Code to initiate an orderly liquidation of the assets of the Company. In addition, certain of the Company's other subsidiaries have filed or will file for liquidation under comparable legislation in their countries of origin. The Company also announced that all of the directors and officers of the Company have resigned effective as March 30, 2017. As previously disclosed, the Company's Board of Directors formed a special committee in 2016 to explore and evaluate strategic alternatives intended to maximize shareholder value, including a sale of the Company. The Company hired a financial advisor in connection with evaluating and pursuing strategic alternatives. The Company has been consistently pursuing its operational plan with the aim of increasing revenue and improving working capital. The Board of Directors made the decision to have the Company make a voluntary assignment in bankruptcy after considering various strategic alternatives, the interest of various stakeholders of the Company as well as a number of other factors. The Board of Directors has been advised by the Company's financial advisor and management that no viable strategic alternative in respect of a sale of the Company or other corporate sale transaction is being made available to the Company by any third party. In addition, the Board of Directors has also been advised that the Company's lenders will not increase the amount of its credit facilities beyond the current levels. Karen McGinnis, President and Chief Executive Officer, stated that, "Regrettably and notwithstanding that for a significant amount of time the Company has been actively pursuing its strategic alternatives, including various near term financing alternatives such as bank financing and equity infusions, as well as potential sales of certain assets of the Company or a sale of the Company in its entirety, the Company has been unable to find a satisfactory solution to its cash liquidity problems. The Board of Directors and management would like to acknowledge the outstanding efforts of the Company's employees in support of its business, especially during the time that the Company faced financial difficulties. The Company would also like to thank the vendors and professional service providers who have supported the Company's efforts during this time." Inquiries concerning the filings and proceedings should be directed to the attention of Fergal J. Rogers of PWC at the contact information noted below. About Mad Catz Mad Catz Interactive, Inc. ("Mad Catz") (otc pink:MCZAF) -- http://www.madcatz.com/-- is a global provider of innovative interactive entertainment products marketed under its Mad Catz(R) (gaming) and Tritton(R) (audio) brands. Mad Catz products cater to gamers across multiple platforms including in-home gaming consoles, handheld gaming consoles, Windows PC and Mac(R) computers, smart phones, tablets and other smart devices. Mad Catz distributes its products through many leading retailers around the globe. Headquartered in San Diego, California, Mad Catz maintains offices in Europe and Asia. MANN REALTY: Case Summary & 8 Unsecured Creditors ------------------------------------------------- Debtor: Mann Realty Associates, Inc. P.O. Box 5 Camp Hill, PA 17001 Case No.: 17-01334 About the Debtor: Mann Realty previously filed a voluntary petition under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Middle District of Pennsylvania on Jan. 10, 2017, Case No. 17-00080. The petition was a "pro se" filing, or case filed without attorney. It is an affiliate of Kimbob, Inc., which also sought bankruptcy protection on March 1, 2017, Case No. 17-00836. Chapter 11 Petition Date: March 31, 2017 Court: United States Bankruptcy Court Middle District of Pennsylvania (Harrisburg) Judge: Hon. Robert N Opel II Debtor's Counsel: Craig A. Diehl, Esq. LAW OFFICES OF CRAIG A. DIEHL 3464 Trindle Road Camp Hill, PA 17011-4436 Tel: 717 763-7613 Fax: 717 763-8293 Email: cdiehl@cadiehllaw.com Estimated Assets: $10 million to $50 million Estimated Debts: $1 million to $10 million The petition was signed by Robert M. Mumma, II, president. Debtor's List of Eight Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Integrity Bank 2008 Idaville $498,742 S&T Bank, Road & 9509 Commercial Loan Carlisle Pike Dept. P.O. Box 1920 Indiana, PA 15701 Kimbob, Inc. Unsecured Debt $42,000 Landmark Commercial Realty Unsecured Debt $1,799 Mid-Atlantic Appraisal Appraisal Service $11,415 Consultants Provided Santander Bank 614 North Front $118,811 Street, Harrisburg, PA Stevens & Lee Unsecured Debt $64,561 Stevens & Lee Unsecured Debt $3,124 Susquehanna Township Unsecured Debt $1,016 MCCLATCHY CO: VP Christian Hendricks to Retire ---------------------------------------------- On March 27, 2017, McClatchy announced that Christian A. Hendricks, vice president for strategic initiatives, plans to retire from the company on Nov. 30, 2017 after 25 years of service. "Chris is a valued and respected leader at McClatchy and in the digital media industry," said Craig Forman, McClatchy president and CEO. "Chris has played an integral role in helping McClatchy transform into the digital media company it is today. We wish him and his family well as he embarks on a new life adventure." Hendricks has contributed to the broader media industry through years of service on numerous industry-related boards. He currently serves as chairman of the Local Media Consortium and represents McClatchy investments in CareerBuilder, Moonlighting, Aggrego and Engage3. "As I transition from the company, I want to thank McClatchy for the many opportunities it provided me through the years. It has been an honor and privilege to contribute to McClatchy's success. I am also grateful for having had the opportunity to work with so many talented McClatchy employees and industry colleagues during the past 25 years," said Hendricks. Hendricks served as McClatchy's vice president of products, marketing and innovation from June 2015 through February of this year. He was the company’s vice president for interactive media from June 1999 through June 2015. Prior to then, he served in operational management roles primarily focused on digital media. A full-text copy of the Form 8-K is available for free at: https://is.gd/acxLFf About The McClatchy Company Sacramento, Cal.-based The McClatchy Company (NYSE: MNI) -- http://www.mcclatchy.com/-- is a media company that provides both print and digital news and advertising services. Its operations include 30 daily newspapers, community newspapers, websites, mobile news and advertising, niche publications, direct marketing and direct mail services. Its owned newspapers include, among others, the (Fort Worth) Star-Telegram, The Sacramento Bee, The Kansas City Star, the Miami Herald, The Charlotte Observer, and The (Raleigh) News & Observer. The Company holds interest in digital assets which include CareerBuilder, LLC, Classified Ventures, LLC, HomeFinder, LLC, and Wanderful Media. McClatchy reported a net loss of $300 million on $1.05 billion of net revenues for the year ended Dec. 27, 2015, compared to net income of $374 million on $1.14 billion of net revenues for the year ended Dec. 28, 2014. As of Sept. 25, 2016, McClathcy Co had $1.83 billion in total assets, $1.68 billion in total liabilities and $155.5 million in stockholders' equity. MEEMEE MEDIA: Recurring Losses Losses Raise Going Concern Doubt --------------------------------------------------------------- Meemee Media Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, disclosing a net loss of $279,347 on $3.38 million of net revenues for the three months ended January 31, 2017, compared to a net loss of $286,936 million on $nil of net revenues for the same period in 2016. For the six months ended January 31, 2017, the Company listed a net loss of $442,209 on $3.38 million of net revenues, compared to a net loss of $500,122 on $nil of net revenues for the same period in the prior year. The Company's balance sheet at January 31, 2017, showed total assets of $1.22 million, total liabilities of $2.93 million, and a stockholders' deficit of $1.71 million. At January 31, 2017 the Company has limited cash resources and will likely require new financing, either through loans from officers, debt financing, equity offerings or business combinations to continue the development of its business; however, there can be no assurance that management will be successful in raising the funds necessary to maintain operations, or that a self-supporting level of operations will ever be achieved. The likely outcome of these future events is indeterminable. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations and the attainment of profitable operations. As of January 31, 2017, the Company has generated minimal revenues and has accumulated losses of $4,991,389 since inception. These factors raise substantial doubt regarding the Company's ability to continue as a going concern. A full-text copy of the Company's Form 10-Q is available at: http://bit.ly/2n0rf1R Meemee Media Inc. is a shell company. The Company's purpose is to locate and consummate a merger and/or acquisition with an operating entity. The acquisition of a business opportunity may be made by purchase, merger, exchange of stock, or otherwise, and may encompass assets or a business entity, such as a corporation, joint venture or partnership. The Company's search will be directed toward small and medium-sized enterprises, which have a desire to become public corporations MERRIMACK PHARMACEUTICALS: Stockholders OK Sale Pact with Ipsen --------------------------------------------------------------- At the special meeting of stockholders of Merrimack Pharmaceuticals, Inc. held on March 30, 2017, the Company's stockholders approved the asset sale pursuant to the terms of the Asset Purchase and Sale Agreement, dated Jan. 7, 2017, by and between the Company and Ipsen S.A. The stockholders also approved the adoption of any proposal to adjourn the Special Meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there were insufficient votes to approve the Asset Sale at the time of the Special Meeting. About Merrimack Cambridge, Mass.-based Merrimack Pharmaceuticals, Inc., a biopharmaceutical company discovering, developing and preparing to commercialize innovative medicines consisting of novel therapeutics paired with companion diagnostics. The Company's initial focus is in the field of oncology. The Company has five programs in clinical development. In it most advanced program, the Company is conducting a pivotal Phase 3 clinical trial. Merrimack reported a net loss of $153.51 million on $144.27 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss of $147.78 million on $89.25 million of total revenues for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Merrimack had $81.48 million in total assets, $334.14 million in total liabilities and a total stockholders' deficit of $251.12 million. MICRO CONTRACT: Seeks Temporary Authority on Cash Collateral Use ---------------------------------------------------------------- Micro Contract Manufacturing, Inc., asks the U.S. Bankruptcy Court for the Eastern District of New York for temporary authority to use cash collateral pending the interim hearing. The Debtor requests the immediate use of up to $41,000 weekly of the cash collateral of Tango Capital/Snap Advance and Yellow Stone Capital LLC. The 12-Month projected cash flow for the period of March 2017 through February 2018 reflects total cash paid out in the aggregate amount of $2,138,479. The Debtor has estimated that its initial weekly cash collateral needs are approximately $41,000, as provided under the terms of its Budget. The Debtor tells the Court that it has no other available cash with which to operate, and unless interim and immediate use of cash will be granted, the Debtor will not be able to operate its business, and will be required to close its operations. The Debtor adds that without such use, the Debtor will not be able to meet its payroll obligations and purchase inventory upon which the Debtor's business is dependent. The Debtor believes that its secured debt is approximately $93,000, and that the Debtor have only two secured creditors, Tango Capital/Snap Advances and Yellow Stone Capital -- Snap Advance is in first position and Yellow Stone in second. The Debtor contends that as of the Petition Date, Snap Advance and Yellow Stone are substantially oversecured with an equity cushion of nearly $963,000, which by itself constitutes adequate protection. However, Yellow Stone will receive monthly interest payments of 5% as additional adequate protection. In addition, the Debtor proposes to provide Snap Advance and Yellow Stone with a lien on the Debtor's postpetition accounts receivable, inventory and other assets to the extent of the use of cash collateral. A full-text copy of the Debtor's Motion, dated March 28, 2017, is available at https://is.gd/521nKH A copy of the Debtor's Budget is available at https://is.gd/VKXBoV About Micro Contract Manufacturing Micro Contract Manufacturing, Inc., is a domestic corporation existing under an by virtue of the laws of the State of New York with its principal place of business located at 27E Industrial Blvd., Medford, New York. It is from this location that the company conducts its manufacturing operations. Micro Contract Manufacturing filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 17-71699) on March 23, 2017. The petition was signed by Thomas DeGasperi, president. At the time of filing, the Debtor had estimated both assets and liabilities to be between $1 million to $10 million. The case is assigned to Judge Robert E. Grossman. The Debtor's attorney is Harold M Somer, Esq., at Harold M Somer, P.C. No trustee, examiner or Official Committee of Unsecured Creditors has been appointed. MILLENNIUM SUPER STOP: Hires Sader Law Firm as Attorneys -------------------------------------------------------- Millennium Super Stop II, LLC seeks authorization from the U.S. Bankruptcy Court for the Western District of Missouri to employ The Sader Law Firm as attorneys for the Debtor. The Debtor requires Sader to: a. advise the Debtor with respect to its rights and obligations as Debtor-In-Possession and regarding other matters of bankruptcy law; b. prepare and file of any Monthly Operating Reports, motions, plan of reorganization, or other pleadings and documents that may be required in this proceeding; c. represent the Debtor at related hearings, and any adjourned hearings thereof; d. represent the Debtor in adversary proceedings and other contested bankruptcy matters; and, e. represent the Debtor in the above matters, and any other matters that may arise in connection with the Debtor's reorganization proceeding and its business operations. Sader lawyers and professionals who will work on the Debtor's case and their hourly rates are: Neil S. Sader $335 Bradley D. McCormack $310 Paralegal $105 Sader will also be reimbursed for reasonable out-of-pocket expenses incurred. Neil S. Sader, Esq., managing member of The Sader 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. Sader may be reached at: Neil s. Sader, Esq. The Sader Law Firm 2345 Grand Boulevard, Suite 2150 Kansas City, MO 64108 Phone: +1 816-561-1818 About Millennium Super Stop II Millennium Super Stop II, LLC, based in Kansas City, MO, filed a Chapter 11 petition (Bankr. W.D. Mo. Case No. 16-41972) on July 26, 2016. The Hon. Dennis R. Dow presides over the case. Nancy S. Jochens, Esq., at Jochens Law Office, serves as bankruptcy counsel. In its petition, the Debtor disclosed $3.01 million in assets and $1.90 million in liabilities. The petition was signed by Ray A. Perrin, member/manager. MILLER MARINE: Case Summary & 7 Unsecured Creditors --------------------------------------------------- Debtor: Miller Marine Yacht Service, Inc. PO Box 842 Lynn Haven, FL 32444 Case No.: 17-50113 Business Description: Miller Marine -- http://www.millermarineinc.net/-- is a full service marine facility and custom boat builder. It is a family owned business that also offers an onsite prop shop and Ship Store. Miller Marine owns a 100% undivided interest in a property located at 7141 Grassy Point Road, Southport, FL 32409 with a current value of $2.2 million as appraised by Chandler and Associates, Inc. on March 28, 2016. The Debtor recorded gross revenue of $1.16 million in 2016, $1.77 million in 2015 and $1.31 million in 2014. Chapter 11 Petition Date: March 31, 2017 Court: United States Bankruptcy Court Northern District of Florida (Panama City) Judge: Hon. Karen K. Specie Debtor's Counsel: Charles M. Wynn, Esq. CHARLES M. WYNN LAW OFFICES, P.A. P.O. Box 146 Marianna, FL 32447 Tel: 850-526-3520 Fax: 850-526-5210 E-mail: candy@wynnlaw-fl.com Total Assets: $3.3 million Total Liabilities: $2.03 million The petition was signed by William M. Miller, president. A copy of the Debtor's list of seven unsecured creditors is available for free at http://bankrupt.com/misc/flnb17-50113.pdf MOUNTAIN DIVIDE: Wants to Extend Use of Cash Collateral Until May 6 ------------------------------------------------------------------- Mountain Divide, LLC, asks the U.S. Bankruptcy Court for the District of Montana to authorize it to continue to use cash collateral, including, without limitation, cash and receivables for an additional period from April 2, 2017 until May 6, 2017. The Debtor does not seek authority in the Motion to use as Cash Collateral any net sale proceeds. On Oct. 19, 2016, the Debtor filed its Motion for interim and final orders pursuant to 11 U.S.C. Sections 105, 361, 362, 363, 507 and 364 (I) approving postpetition secured financing, (II) granting liens and super priority claims, (III) authorizing use of cash collateral, (IV) granting adequate protection, (V) modifying the automatic stay, and (VI) scheduling final hearing pursuant to Bankruptcy Rule 4001(b) ("DIP and Cash Collateral Motion"). On Nov. 3, 2016 and Nov. 9, 2016, the Court granted the Debtor's DIP and Cash Collateral Motion on an interim and final basis authorizing, among other things, the Debtor to obtain postpetition, secured financing from Wells Fargo Energy Capital, Inc., and to use Cash Collateral ("Financing Orders"). Pursuant to the Court's Financing Orders, the Debtor was entitled to use Cash Collateral until Feb. 4, 2017. Prior to the Petition Date, the Debtor reduced its general and administrative expenses to the greatest extent possible for continued operation and survival. As part of the DIP and Cash Collateral Motion and the Financing Orders, the Debtor entered into a debtor-in-possession loan and security agreement and promissory note ("DIP Loan Documents") with Wells Fargo and obtained a loan that was critical to the preservation of value ("DIP Loan"). Pursuant to the DIP Loan Documents, the DIP Loan was to be indefeasibly repaid to Wells Fargo in full upon closing of the sale of all or substantially all of the Debtor's assets. The DIP Loan enabled the Debtor to successfully complete its well workover program, thereby increasing oil production, despite unseasonably cold temperatures and increased snowpack in the region. On Nov. 4, 2016, the Debtor filed its Motion for (I) Bidding Procedures Order (A) approving sale and bidding procedures; (B) approving the form and manner of notice; (C) scheduling auction and sale hearing; and (D) authorizing the assumption and assignment of executory contracts and unexpired leases; and (II) sale order authorizing sale of substantially all estate assets to the highest and best bidder ("Sale Motion"); and, on Nov. 23, 2016, the Court entered the Bidding Procedures Order. An auction of the Debtor's Purchased Assets was held on Jan. 17, 2017 in Billings, Montana. After 15 rounds of bidding, Future Acquisition Co., LLC ("FAC") submitted the highest and best bid of $4,000,000 for the Purchased Assets. On Jan. 20, 2017, the Court issued the Sale Order approving the Purchase and Sale Agreement entered into between Debtor and FAC; the sale of the Purchased Assets to FAC free and clear of all Liens and other interests; and the assumption and assignment of certain executory contracts and unexpired leases. In order to continue administration to close the Sale Transaction, the Debtor filed its first motion to continue use of Cash Collateral on Feb. 3, 2017. The Court entered an interim order allowing the Debtor's continued use of Cash Collateral on Feb. 8, 2017 and a final order on Feb. 23, 2017, granting the Debtor's motion and allowing the Debtor's continued use of Cash Collateral through April 1, 2017. Pursuant to the PSA, the Effective Time, or the time when Future Acquisition North Dakota ("FAND") became entitled to production of hydrocarbons from or attributable to mineral leases and the wells, was the first day of the month in which closing occurred, in this case, Feb. 1, 2017. The Sale Transaction was completed and closed on Feb. 16, 2017. The DIP Loan was repaid in full on Feb. 16, 2017, the Cure Costs for prepetition royalty payments, prepetition working interest owner payments, and surface use agreement payments as provided for in the PSA in the amount of approximately $530,000 were paid on Feb. 17, 2017; and, the Net Proceeds of Sale have been deposited into a segregated debtor-in-possession account. Pursuant to the PSA, FAND must pay Debtor the net revenue for oil inventory in place at the Effective Time the Sale Transaction was closed. The Debtor initially projected those post-closing payments to be made in the third week of March, but now anticipates receiving this revenue during the second week of April. The Debtor forecasts that based upon the inventory proceeds payment from FAND and with continued use of Cash Collateral, it can pay its anticipated, reduced operational expenses during this extended period of administration of the Chapter 11 case and will have sufficient revenues to achieve its objectives in the bankruptcy case which include conducting a mediation and preparing a plan. Continued use of Cash Collateral for an additional 30 days is necessary for the Debtor to continue to utilize its employees in order to conduct the mediation, propose a plan, and to provide ongoing assistance to FAND with regulatory matters and related efforts to be appropriately bonded in the State of North Dakota. The Debtor requires continued use of Cash Collateral in order to address any title issues that may be discovered post-closing, and to work with FAND on necessary post-closing adjustments. The Debtor has prepared the Second Supplemental Budget to supplement its original Budget; and its first Supplemental Budget. The Second Supplemental Budget reflects projected these revenues and expenses for the period from Week 23 to Week 27, or April 2, 2017 to May 6, 2017: Week of Revenues Expenses ------- -------- -------- 4/02/2017-4/08/2017 - $11,020 4/09/2017-4/15/2017 53,395 $5,000 4/16/2017-4/22/2017 - $1,500 4/23/2017-4/29/2017 - - 4/30/2017-5/06/2017 - $53,395 In order to accomplish its goals in the case and to continue to administer the bankruptcy estate, and address other matters in the bankruptcy case, the Debtor must be authorized to continue to use Cash Collateral. Without continued access to Cash Collateral, the Debtor, the bankruptcy estate and creditors will be irreparably harmed as the Debtor will not be able to provide necessary support for the mediation and plan preparation process, or continue to assist FAND to ensure smooth transition of operations. The Debtor will lose its employees and will have limited or no ability to assist Debtor's bankruptcy counsel in addressing matters in connection with the bankruptcy case. The Debtor proposes to continue Wells Fargo's and the Lien Claimants' adequate protection by continuing replacement liens and security interests to the extent Cash Collateral subject to their liens or interests is used by the Debtor pursuant to Sections 361, 363 and 552 of the Bankruptcy Code, with such continuing replacement liens being of the same validity, extent and priority as their respective prepetition liens and interests on property and income of the Debtor that constitutes Cash Collateral and subject to any claims or defenses the Debtor or its estate may possess with respect thereto. To the extent the use of Cash Collateral causes or result in any diminution in value of such parties' interest in collateral such that the adequate protection provided proves to be insufficient, Wells Fargo and the Lien Claimants will be granted continued superpriority administrative expense claims under Section 507(b) of the Bankruptcy Code with continued priority in payment over any other administrative expenses of the kinds specified or ordered pursuant to any provision of the Bankruptcy Code. Accordingly, the Debtor respectfully asks that the Court authorizes and approves the Debtor's continued use of Cash Collateral for an additional period of 30 days, until May 6, 2017 pursuant to the Second Supplemental Budget, and grant adequate protection to Wells Fargo and other parties that have or assert an interest in Cash Collateral subject to the terms and conditions set forth in the Interim Order and Final Order. A copy of the Second Supplemental Budget attached to the Motion is available for free at: http://bankrupt.com/misc/mtb16-61015_274_Mountain_Divide.pdf About Mountain Divide Mountain Divide, LLC, filed a chapter 11 petition (Bankr. D. Mont. Case No. 16-61015) on Oct. 14, 2016. The petition was signed by Patrick M. Montalban, manager. The Debtor estimated assets at $1 million to $10 million and liabilities at $50 million to $100 million at the time of the filing. The case is assigned to Judge Ralph B. Kirscher. Jeffery A. Hunnes, Esq., at Guthals, Hunnes & Reuss, P.C., is serving as bankruptcy counsel to the Debtor. Roberta Anner-Hughes, Esq., at Anner-Hughes Law Firm, is serving as special counsel. The official committee of unsecured creditors retained Worden Thane P.C. as legal counsel. N-STYLE PERSPECTIVE: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: N-Style Perspective, Inc. dba N-Style Motocross Graphics 24715 Avenue Rockefeller Valencia, CA 91355 Case No.: 17-14020 Business Description: N-Style -- http://n-style.com-- designs and produces graphics for motorsports vehicles. The Debtor is a small business debtor as defined in 11 U.S.C. Section 101(51D). Chapter 11 Petition Date: April 1, 2017 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Barry Russell Debtor's Counsel: Mark T Young, Esq. DONAHOE & YOUNG LLP 25152 Springfield Ct Ste 345 Valencia, CA 91355-1096 Tel: 661-259-9000 Fax: 661-554-7088 E-mail: myoung@donahoeyoung.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Robert A. Healy, president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb17-14020.pdf NATIONSTAR MORTGAGE: Moody's Affirms B2 Sr. Unsecured Debt Rating ----------------------------------------------------------------- Moody's Investors Service affirmed Nationstar Mortgage LLC's B2 senior unsecured debt and corporate family ratings. The outlook is stable. RATINGS RATIONALE The B2 ratings reflect the company's position in the U.S. residential mortgage servicing market, constrained profitability, moderate financial leverage and the rapid growth of its servicing portfolio, which is mitigated by its solid track record of acquiring and integrating residential mortgage servicing assets. Also similar to its non-bank mortgage banking peers, the company is reliant on short-term secured funding facilities to finance loan originations and servicer advances, limiting its financial flexibility. The stable outlook reflects Moody's expectation that Nationstar will be able to maintain its solid servicing performance and reap the financial benefits of its larger servicing portfolio. It also reflects Moody's expectation that Nationstar's profitability will improve notably due to rising interest rates, and core profitability will improve modestly in 2017, and that the company will be able to maintain its leverage, in particular on a risk-weighted basis. The company is currently the fourth largest residential mortgage servicer in the US with a servicing portfolio totaling $473 billion in unpaid principal balance as of 31 December 2016. The company's call center, centralized origination channel has provided solid profitability over the last several years that has exceeded the profitability of its core servicing segment. To further diversify, the company continues to expand its Xome segment, a provider of real estate services. The ratings could be upgraded if the company demonstrates sustainable improvement in its financial performance, such as consistently achieving core net income to total assets of more than 1.5%, while maintaining its servicing performance and franchise value. The ratings could be downgraded if the company's financial performance materially deteriorates, for example, if core net income to assets falls to less than .75% for an extended period of time. In addition, the ratings could be downgraded in the event of material negative regulatory actions. The principal methodology used in these ratings was Finance Companies published in December 2016. NAVIDEA BIOPHARMACEUTICALS: SEC Grants Confidential Treatment ------------------------------------------------------------- Navidea Biopharmaceuticals, Inc., submitted an application under Rule 24b-2 requesting confidential treatment for information it excluded from the Exhibits to a Form 8-K filed on March 9, 2017. Based on representations by Navidea Biopharmaceuticals, Inc., that this information qualifies as confidential commercial or financial information under the Freedom of Information Act, 5 U.S.C. 552(b)(4), the Division of Corporation Finance has determined not to publicly disclose it. About Navidea Navidea Biopharmaceuticals, Inc., is a biopharmaceutical company focused on the development and commercialization of precision immunodiagnostic agents and immunotherapeutics. Navidea is developing multiple precision-targeted products based on its Manocept platform to help identify the sites and pathways of undetected disease and enable better diagnostic accuracy, clinical decision-making, targeted treatment and, ultimately, patient care. Navidea reported a net loss of $27.56 million in 2015, a net loss of $35.72 million in 2014 and a net loss of $42.69 million in 2013. As of Sept. 30, 2016, Navidea had $11.18 million in total assets, $74.96 million in total liabilities, and a total stockholders' deficit of $63.77 million. NICKLAS LLC: Hires Bennett Williams as Broker --------------------------------------------- Nicklas, LLC seeks authorization from the U.S. Bankruptcy Court for the Middle District of Pennsylvania to employ Bennett Williams Commercial as broker. The Debtor owns real property located at and known as 221 Sunset Blvd. West, Chambersburg, Franklin County, Pennsylvania. The Debtor requires Bennett Williams to advertise and market the Debtor's Real Property. Bennett Williams Commercial will charge a commission, per lot, of 6.0% of the sale consideration. All costs and expenses which Bennett Williams Commercial incurs as a result of its services, including advertising, are waived. Keith Kahlbaugh, representative for Bennett Williams Commercial, 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. Bennett Williams may be reached at: Keith Kahlbaugh Bennett Williams Commercial 3528 Concord Road York, PA 17402 Tel: 717.843.5555 Fax: 717.843.5550 E-mail: keith@bennettwilliams.com About Nicklas LLC Nicklas LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 15-02742) on June 26, 2015. The Petition was signed by one of its member, Rebecca D. Nicklas. The Debtor's counsel is Robert E. Chernicoff, Esq. at Cunningham, Chernicoff & Warshawsky P.C. of 2320 North Second Street, Harrisburg, PA. At the time of filing, the Debtor had $500,000 to $1 million in estimated assets and $500,000 to $1 million in estimated liabilities. NIGHT HORSE: Case Summary & 18 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Night Horse Co., LLC dba Banner & Sign Express 8331 Thatcher Road Argyle, TX 76226 Case No.: 17-40662 Nature of Business: Night Horse is a small business debtor as defined in 11 U.S.C. Section 101(51D). The Debtor reported gross revenue of $359,898 for 2015 and gross revenue of $344,716 for 2014. Chapter 11 Petition Date: March 31, 2017 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Judge: Hon. Brenda T. Rhoades Debtor's Counsel: Robert T. DeMarco, Esq. DEMARCO MITCHELL, PLLC 1255 West 15th St., 805 Plano, TX 75075 Tel: 972-578-1400 Fax: 972-346-6791 Email: robert@demarcomitchell.com Total Assets: $81,768 Total Liabilities: $1.83 million The petition was signed by Randall W. Trost, owner and managing member. A copy of the Debtor's list of 18 largest unsecured creditors is available for free at http://bankrupt.com/misc/txeb17-40662.pdf NOTIS GLOBAL: Acquires 51% of Stock of PCH Investment Group ----------------------------------------------------------- In its Current Report on Form 8-K filed with the Securities and Exchange Commission, Notis Global Inc disclosed that effective March 21, 2017, through a series of related transactions, the Company has indirectly acquired an aggregate of 459,999 of the then-issued and outstanding shares of capital stock of PCH Investment Group, Inc., a California corporation, for a purchase price of $300,000.00 in cash and the issuance of shares of its common stock. The PCH Purchased Shares represent 51% of the outstanding capital stock of PCH. In connection with the acquisition of the PCH Purchased Shares, the Company was also granted an indirect option to acquire the remaining 49% of the capital stock of PCH. The option expires on Feb. 10, 2019. In connection with its acquisition of the PCH Purchased Shares and the option to acquire the PCH Optioned Shares, PASE, EWSD I, LLC, a Delaware limited liability company of which the Company owns 98% of the equity, PCH, and the Company entered into a Convertible Note Purchase Agreement with a third-party lender. Concurrently, PASE and the Company entered into a related 10% Senior Secured Convertible Promissory Note in favor of the Lender. The initial principal sum under the PCH-Related Note is $1,000,000.00 and it bears interest at the rate of 10% per annum. A full-text copy of the regulatory filing is available at https://is.gd/yG6pBT About Notis Global Headquartered in Los Angeles, Notis Global, Inc. provides specialized services to the hemp and marijuana industry. The Company enters into joint ventures and operating and management agreements with its partners and conducts consulting services for its clients. The Company also acts as a distributor of hemp products processed by our contract partners. Furthermore, the Company owns and manages real estate used by its contract partners for cultivation centers and dispensaries. As of June 30, 2016, Notis Global had $7.14 million in total assets, $24.54 million in total liabilities and a total stockholders' deficit of $17.39 million. Notis Global reported a net loss of $50.44 million in 2015 following a net loss of $16.54 million in 2014. Marcum LLP, in Los Angeles, CA, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has a significant working capital deficit and an accumulated deficit as of Dec. 31, 2015, and has incurred a significant net loss and negative cash flows from operations for the years ended Dec. 31, 2015, and 2014. The foregoing matters raise substantial doubt about the Company's ability to continue as a going concern. OCEAN RIG: Ernst & Young (Hellas) Raises Going Concern Doubt ------------------------------------------------------------ Ocean Rig UDW Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 20-F, disclosing a net loss of $3.24 billion on $1.65 billion of revenues for the year ended December 31, 2016, compared to a net income of $80.01 million on $1.75 billion of revenues for the year ended December 31, 2015. Ernst & Young (Hellas) Certified Auditors Accountants S.A. in Athens, Greece, issued a going concern qualification on the consolidated financial statements for the year ended December 31, 2016, citing that the Company expects that during the fourth quarter of 2017 it will be in breach of the maximum leverage ratio requirement of its Secured Term Loan B facilities and does not believe that its then available funds will be sufficient to cure such non-compliance. Furthermore, the Company is considering and evaluating various alternatives including a restructuring plan to address liquidity and the deleveraging of its consolidated balance sheet. These conditions raise substantial doubt about Company's ability to continue as a going concern. The Company's balance sheet at December 31, 2016, showed total assets of $4.09 billion, total current liabilities of $812.01 million, total non-current liabilities of $3.27 billion, and a stockholders' equity of $10.75 million. A full-text copy of the Company's Form 20-F is available at: http://bit.ly/2o1GmI2 About Ocean Rig Ocean Rig UDW Inc. is an international offshore drilling contractor providing oilfield services for offshore oil and gas exploration, development and production drilling, and specializing in the ultra-deepwater and harsh-environment segment of the offshore drilling industry. OCEAN RIG: Nasdaq to Intends to Delist Stock After Ch. 15 Filing ---------------------------------------------------------------- Ocean Rig UDW Inc., a global provider of offshore deepwater drilling services, on March 30, 2017, disclosed that it has been notified by the Staff of The Nasdaq Stock Market LLC ("Nasdaq") that, because the Company filed for protection under Chapter 15 of the U.S. Bankruptcy Code on March 27, 2017, and in accordance with Listing Rules 5101, 5110(b) and IM-5101-1, Nasdaq intends to delist the Company's common stock from the Nasdaq Stock Market by filing a delisting application with the U.S. Securities and Exchange Commission. Further, the notice states that unless the Company requests an appeal of this determination, trading of the Company's common stock will be suspended at the opening of business on April 6, 2017. The Company has requested a hearing before the Nasdaq Hearings Panel (the "Panel") in order to appeal the delisting determination. The hearing request is expected to stay the suspension of the Company's listing pending issuance of the Panel's decision following the hearing. About Ocean Rig UDW Inc. Ocean Rig. (NASDAQ: ORIG) -- http://www.ocean-rig.com/-- is an international offshore drilling contractor providing oilfield services for offshore oil and gas exploration, development and production drilling, and specializing in the ultra-deepwater and harsh-environment segment of the offshore drilling industry. Ocean Rig's common stock is listed on the NASDAQ Global Select Market where it trades under the symbol "ORIG." Simon Appell and Eleanor Fisher of AlixPartners, LLP, in their capacities as the joint provisional liquidators and authorized foreign representatives of Cyprus-based Ocean Rig UDW Inc., Drill Rigs Holdings Inc., Drillships Financing Holding Inc. and Drillships Ocean Ventures Inc., filed for Chapter 15 protection with the U.S. Bankruptcy Court for the Southern District of New York, lead case 17-10736. The JPLs seek to obtain immediate stays and protections for the Debtors in the United States in order to effectuate a financial restructuring. The JPLs also seek recognition in the United States of a provisional liquidation proceedings under Part V of the Cayman Islands Companies Law (2016 Revision) pending before the Grand Court of the Cayman Islands, Financial Services Division, as foreign main proceedings or, in the alternative, as foreign nonmain proceedings under Section 1517 of the Bankruptcy Code. OCELOTL DINER: Hires Morrison Tenenbaum as Counsel -------------------------------------------------- OCELOTL Diner Corp., seeks authorization from the U.S. Bankruptcy Court for the Southern District of New York to employ Morrison Tenenbaum PLLC as counsel to the Debtor, nunc pro tunc to February 19, 2017. The Debtor requires MT Law to: a. advise the Debtor with respect to its powers and duties as debtor-in-possession in the management of its estate; b. assist in any amendments of Schedules and other financial disclosures and in the preparation, review and amendment of a disclosure statement and plan of reorganization; c. negotiate with the Debtor's creditors and taking the necessary legal steps to conform and consummate a plan of reorganization; d. prepare on behalf of the Debtor all necessary motions, applications, answers, proposed orders, reports and other papers to be filed by the Debtor in this case; e. appear before the Bankruptcy Court to represent and protect the interest of the Debtor and its estate; and f. perform all other legal services for the Debtor that may be necessary and proper for a effective reorganization as well as other professional and litigation services as may be required. MT Law will be paid at these hourly rates: Lawrence F. Morrison $495 Associates $350 Paraprofessionals $150 MT Law has received a total retainer of $10,000 from a third party payor, $1,717 was applied for the filing fee with the balance of $8,283 for the retainer. MT Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Lawrence F. Morrison, Esq., partner at Morrison Tenenbaum, PPLC, 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. MT Law may be reached at: Lawrence F. Morrison, Esq. Morrison Tenenbaum, PPLC 87 Walker Street, Floor 2 New York, NY 10013 Phone: 212-620-0938 E-mail: lmorrison@m-t-law.com About OCELOTL Diner Corp. OCELOTL Diner Corp. filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 17-10357) on February 19, 2017. Lawrence F. Morrison, Esq., at Morrison Tenenbaum, PPLC serves as bankruptcy counsel. The Debtor's assets and liabilities are both below $1 million. ONCOBIOLOGICS INC: Files an Acceleration Request on Form S-1 ------------------------------------------------------------ Oncobiologics, Inc. requests that the U.S. Securities and Exchange Commission take appropriate action to cause the Registration Statement on Form S-1 (File No. 333-216080) to become effective on February 27, 2017, at 4:00 P.M., Eastern Time, or as soon as practicable thereafter, or at such later time as the Registrant or its counsel may orally request via telephone call to the staff of the Commission. The Company hereby authorizes each of Yvan-Claude Pierre, Daniel I. Goldberg and Marianne Sarrazin of Cooley LLP, counsel to the Company, to make such request on its behalf. In connection with this request, the Company acknowledges that: a. should the Commission or the Staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; b. the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and c. the Registrant may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. A full-text copy of the regulatory filing is available at: https://is.gd/uMwgwZ About Oncobiologics Oncobiologics, Inc., is a clinical-stage biopharmaceutical company focused on identifying, developing, manufacturing and commercializing complex biosimilar therapeutics. The Cranbury, New Jersey-based Company's current focus is on technically challenging and commercially attractive monoclonal antibodies, or mAbs, in the disease areas of immunology and oncology. Oncobiologics reported a net loss of $53.32 million on $2.97 million of collaboration revenues for the year ended Sept. 30, 2016, compared to a net loss of $48.66 million on $5.21 million of collaboration revenues for the year ended Sept. 30, 2015. KPMG LLP, in Philadelphia, Pennsylvania, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2016, citing that the Company has incurred recurring losses and negative cash flows from operations since inception and has an accumulated deficit at Sept. 30, 2016 of $147.4 million and $4.6 million of indebtedness that is due on demand, which raises substantial doubt about its ability to continue as a going concern. OPTIMUMBANK HOLDINGS: Hacker Johnson Raises Going Concern Doubt --------------------------------------------------------------- OptimumBank Holdings, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $396,000 on $4.76 million of total interest income for the year ended December 31, 2016, compared to a net loss of $163,000 on $4.53 million of total interest income for the year ended December 31, 2015. The Company's independent accountants Hacker, Johnson & Smith PA in Fort Lauderdale, Fla., issued a "going concern" qualification on the consolidated financial statements for the year ended December 31, 2016, stating that the Company is in technical default with respect to its Junior Subordinated Debenture. The holders of the Debt Securities could demand immediate payment of the outstanding debt of $5,155,000 and accrued and unpaid interest, which raises substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at December 31, 2016, showed total assets of $119.70 million, total liabilities of $116.62 million, and a stockholders' equity of $3.08 million. A full-text copy of the Company's Form 10-K is available at: http://bit.ly/2mZ9pwj About OptimumBank Holdings OptimumBank Holdings, Inc., is a one-bank holding company and owns 100 percent of OptimumBank, a state (Florida)-chartered commercial bank. The Company offers a wide array of lending and retail banking products to individuals and businesses in Broward, Miami-Dade and Palm Beach Counties through its executive offices and three branch offices in Broward County, Florida. P3 FOODS: Has Until July 15 to File Plan & Disclosure Statement --------------------------------------------------------------- The Hon. Donald R. Cassling of the U.S. Bankruptcy Court for the Northern District of Illinois has extended to July 15, 2017, the deadline for P3 Foods, LLC, to file a plan of reorganization and disclosure statement. About P3 Foods, LLC P3 Foods, LLC, operates nine Burger King franchises in Minneapolis, Minnesota. P3 Foods filed a chapter 11 petition (Bankr. N.D. Ill. Case No. 16-32021) on Oct. 6, 2016. The case is assigned to Judge Donald Cassling. The Debtor tapped Richard L. Hirsh, Esq., at Richard L. Hirsh, P.C., as counsel. The Debtor also engaged Aldridge Chasewater LLC as accountant. An official committee of unsecured creditors has not yet been appointed in the case. PACE DIVERSIFIED: Hires Belden Blaine Raytis as Attorney -------------------------------------------------------- Pace Diversified Corporation seeks authorization from the U.S. Bankruptcy Court for the Eastern District of California to employ Belden Blaine Raytis, LLP as attorney . The Debtor requires Belden Blaine to: a. consult with principals of the Debtor regarding the Debtor's goals throughout the Chapter 11 process and the most efficient and effective way to achieve those goals; b. prepare documents necessary to commence the bankruptcy case; c. assist in the formulation and proposal of a viable plan; and d. prepare, filed and prosecute, as necessary, any and all pleadings related to the administration of the Debtor's Chapter 11 case including, but not limited to, applications to employ professionals, motions for authority to borrow money, compromise claims, and object to claims, but excluding any representation in state court litigation matters. BBR will be paid at these hourly rates: T. Scott Belden, Esq. $330 Other Attorneys $225-$275 Legal Assistants $65-$125 BBR received an initial retainer for the general business matter of $5,000. On March 17, 2017, the Debtor paid an additional retainer for the Chapter 11 case in the amount of $25,000. BBR will also be reimbursed for reasonable out-of-pocket expenses incurred. T. Scott Belden, Esq., partner at Belden Blaine Raytis, 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. BBR may be reached at: T. Scott Belden, Esq. Belden Blaine Raytis, LLP PO Box 9129 Bakersfield, CA 93389-9129 Tel: (661)864-9129 Fax: (661)878-9797 About Pace Diversified Corporation Pace Diversified Corporation filed a Chapter 11 bankruptcy petition (Bankr. E.D.Cal. Case No. 17-11028) on March 23, 2017. The Hon. Rene Lastreto II presides over the case. Belden Blaine Raytis, LLP represents the Debtor as counsel. In its petition, the Debtor estimated $10,000 million to $50 million in assets and $1 million to $10 million in liabilities. The petition was signed by Dwayne Roach, president. PANAMA CITY INVESTMENTS: Plan Confirmation Hearing Set for May 25 ----------------------------------------------------------------- The Hon. Karen K. Specie of the U.S. Bankruptcy Court for the Northern District of Florida, on March 27, issued another order conditionally approving Panama City Investments, LLC's disclosure statement dated Jan. 20, 2017, referring to the Debtor's plan of reorganization. A confirmation hearing will be held on May 25, 2017, at 10:00 a.m., Central Time. Objections to the Disclosure Statement must be filed by May 18, 2017. Objections to the plan confirmation must be filed and served seven days before the Confirmation Hearing. As previously reported, under the plan, Class 5 general unsecured creditors will receive pro-rata payments from the net remaining proceeds from the sale of the Properties to the extent they are sold under the Plan or sold at auction following the first Anniversary of the Effective Date. The Plan Proponent believes that there will be sufficient funds as of the Effective Date to make all required payments, or that the sales of the Highway 231 and Resota Beach Properties will be sufficient to satisfy such claims. About Panama City Investments Panama City Investments, LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Fla. Case No. 16-50200) on July 26, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Teresa M. Dorr, Esq., at Zalkin Revell, PLLC. No official committee of unsecured creditors has been appointed in the case. PARETEUM CORP: Reports Fourth Quarter Revenue of $3.1 Million ------------------------------------------------------------- Pareteum Corporation announced financial results for the year ended Dec. 31, 2016. Highlights and achievements in 2016 and to-date: * Improved to positive adjusted EBITDA of $110K in Q416 from negative adjusted EBITDA of $3.1 million in Q415 (adjustments to EBITDA include elements of nonrecurring expenditures, restructuring charges, stock based compensation, software development and non-cash adjustments); * Added new top talent additions at executive management, board of directors, and other key operational levels, supporting Pareteum's vision and growth mission; * Improved revenue metric annualized revenue per employee in Q416 to $202,872 from $51,738 in Q415; * Strengthened gross margin with Q416 margin of 79% and sequential quarterly gains from Q415 margin of 62%; * Reported Q416 revenue of $3.1 million, nearly 5% ahead of expectations; * Focused execution of growth strategy to leverage software and services platform to address back office and mobile virtual network enabler needs of * carriers; * enterprises; and * services providers, developers and solutions integrators; and * Completed substantial restructuring, with turnaround advanced as demonstrated by improvements in reported results, capital infusion, amended debt agreement, and growing roster of clients, prospective clients, and partners. Hal Turner, executive chairman of Pareteum commented, "We are very pleased to note that in 2017, we have turned the page. With 2016 dedicated to executing our restructuring plan and turning around the business, we believe we have entered 2017 with a stable and robust platform that is well positioned to capitalize on the major trends now impacting global communications." Mr. Turner continued, "Our business is going where it needs to be going. Specifically, we have: 1) new clients and brands are positioned to come on board; 2) opened up new service segments that represent additional revenue streams; 3) continued development progress on announced transactions; and 4) announced four new sales agreements, including: a. a key carrier customer global roaming enablement deal; b. an important addition of content and streaming media capability to a major carrier mobile MVNE customer c. an important IoT technology enablement transaction, and d. a focused subscriber multi-country network enablement agreement." "In the age of the connected consumer, with our growth strategy addressing a combined $270 billion total market opportunity, the management team and Board of Directors of Pareteum are continuing to operate with a sense of urgency to execute and deliver. We remain committed to creating value through continued efficient execution of our plans to achieve sustainable, accretive operating and financial results," Mr. Turner concluded. Financial Highlights for the Year Ended 2016: Revenue for the year ended Dec. 31, 2016, was $12,855,811 compared to $31,015,453 for the year ended Dec. 31, 2015. Cost of service for the twelve-month period ended Dec. 31, 2016, was $3,658,667, a decrease of $2,267,624 or 38%, compared to $5,926,291 for the twelve-month period ended Dec. 31, 2015. The decrease was related to a decrease in cost of mobile bundled service business and network, decrease in cost of service related management and personnel expenses and reduction of non-cash related expenses. Total operating expenses, which includes product development, sales and marketing, and general and administrative costs, for the twelve-month period ended Dec. 31, 2016, was $16,592,700, a decrease of $2,234,664 or 12%, compared to $18,827,364 for the twelve-month period ended Dec. 31, 2015. The decrease was related to reductions in staffing in the areas of product development, overhead, sales and marketing activities. Cumulative annualized restructuring savings generated during 2015 and 2016, thus far, have totaled approximately $7.4 million and relate primarily to workforce reduction. The Company reported a net loss of $31.44 million for the year ended Dec. 31, 2016, compared to a net loss of $5 million for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Pareteum had $13.04 million in total assets, $22.41 million in total liabilities and a total stockholders' deficit of $9.36 million. A full-text copy of the press release is available for free at: https://is.gd/FFvTVA About Pareteum Corp New York-based Pareteum Corporation (NYSEMKT: TEUM), formerly known as Elephant Talk Communications, Inc. -- http://www.pareteum.com/ -- is an international provider of business software and services to the telecommunications and financial services industry. Elephant Talk reported a net loss of $5.00 million on $31.0 million of revenues for the year ended Dec. 31, 2015, compared to a net loss of $21.9 million on $20.4 million of revenues for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Pareteum had $15.26 million in total assets, $21.66 million in total liabilities and a total stockholders' deficit of $6.40 million. Squar Milner, LLP, formerly Squar Milner, Peterson, Miranda & Williamson, LLP, in Los Angeles, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has suffered recurring losses from operations, has an accumulated deficit of $256 million and has negative working capital. This raises substantial doubt about the Company's ability to continue as a going concern, the auditors said. PARK-OHIO INDUSTRIES: S&P Rates Proposed $350MM Unsec. Notes 'B' ---------------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level rating and '5' recovery rating to Park-Ohio Industries Inc.'s proposed $350 million senior unsecured notes due 2027. The '5' recovery rating indicates S&P's expectation for modest (10%-30%; rounded estimate: 15%) recovery in the event of a payment default. The company intends to use the proceeds from these notes, along with borrowings from its proposed $350 million asset-based lending (ABL) facility (unrated), to redeem its existing $250 million notes due 2021, repay the outstanding balances on its existing senior secured credit facilities due 2019, and pay fees and related expenses. All of S&P's other ratings on Park-Ohio remain unchanged. S&P expects that the company will maintain leverage in the 3x-4x range over the next 12 months as benefits from management's cost-savings initiatives counterbalance the continued soft demand across most of its end markets. Weak demand in Park-Ohio's heavy duty truck, steel, and oil and gas end markets, along with lower automotive-related volumes following the halt of U.S. car production by Fiat Chrysler in 2016, have caused the company's adjusted leverage metric to increase to 4.3x as of Dec. 31, 2016, which is slightly higher than S&P had previously expected. S&P forecasts that relatively flat revenue and steady EBITDA margins (in the 9%-10% range) should enable the company to reduce its leverage to around 4x in 2017, which should provide it with some cushion under S&P's 5x downside leverage threshold. RECOVERY ANALYSIS Key analytical factors -- S&P has updated its recovery analysis to incorporate the changes in Park-Ohio's capital structure following the proposed transaction. -- S&P simulates a default occurring in 2021 resulting from a sustained general economic downturn that will particularly affect the heavy-duty truck and auto industries, where Park- Ohio's revenue is concentrated. Ultimately, these factors lead to a payment default in 2021 under S&P's simulated default scenario. -- The gross emergence enterprise value of $315 million is based on an emergence EBITDA of $63 million and a valuation multiple of 5x. -- S&P's recovery analysis assumes that in a hypothetical bankruptcy scenario--after satisfying priority claims -- S&P believes the residual value would be sufficient to provide the company's senior secured lenders with modest (10%-30%; rounded estimate: 15%) recovery prospects. Simulated default assumptions -- Simulated year of default: 2021 -- EBITDA at emergence: $63 million -- EBITDA multiple: 5x Simplified waterfall -- Gross recovery value: $315.9 million -- Net recovery value for waterfall after admin. expenses (5%): $300 million -- Obligor/nonobligor valuation split: 76%/24% -- Estimated priority claims (ABL and IEGE loan): $215 million -- Recovery range: Not applicable -- Estimated senior unsecured notes claim: $361 million -- Estimated senior secured deficiency claim: Not applicable -- Value available for unsecured claim: $58 million -- Recovery range: 10%-30% (rounded estimate: 15%) Note: All debt amounts include six months of prepetition interest. RATINGS LIST Park-Ohio Industries Inc. Corporate Credit Rating B+/Stable/-- New Rating Park-Ohio Industries Inc. $350M Snr Unsecd Nts Due 2027 B Recovery Rating 5(15%) PASSAGE MIDLAND: Hires Jackson Kelly as Counsel ----------------------------------------------- Passage Midland Meadows Operations, LLC, a Delaware Limited Liability Company, and its debtor-affiliates seek permission from the U.S. Bankruptcy Court for the Southern District of West Virgina to employ Jackson Kelly PLLC as counsel for Debtors, nunc pro tunc to March 13, 2017. The Debtors require Jackson Kelly to: a. provide the Debtors with legal advice with respect to their powers and duties under the Bankruptcy Code and otherwise; b. aid the Debtors in the development of a plan of reorganization under chapter 11; c. file the necessary petitions, schedules, pleadings, reports, and actions which may be required in the continued administration of the Debtors' property under chapter 11 and in the course of these chapter 11 proceedings; d. take necessary actions to enjoin and stay until final decree herein continuation of pending proceedings and to enjoin and stay until final decree herein commencement of lien foreclosure proceedings and all matters as may be provided under 11 U.S.C. Sec 362; e. analyze claims and causes of action of the Debtors and to object to claims and commence and prosecute adversary proceedings as necessary in the administration of these cases; and f. perform any and all other legal services for the Debtors which may be necessary herein or in connection with this case or any proceeding herein or in the administration hereof. Jackson Kelly lawyers and professionals who will work on the Debtors' cases and their hourly rates are: William F. Dobbs, Jr. $400 Elizabeth A. Amandus $280 Steven T. Mulligan $325 Jill McIntyre $335 Paralegals $55-$200 Prepetition, Jackson Kelly received $100,000.00 from the Debtors' parent, Passage Healthcare, LLC, as a joint retainer for the Debtors. Prior to filing the petitions, Jackson Kelly applied the sum of $36,640 for its fees and $6,868.00 for filing fees incurred up to the time of filing leaving a retainer in the amount of $56,492. William F. Dobbs, Jr., Esq., member of the law firm of Jackson Kelly 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 Debtors and their estates. Jackson Kelly may be reached at: William F. Dobbs, Jr., Esq. Elizabeth A. Amandus, Esq. Jackson Kelly PLLC 500 Lee Street, Suite 1600 Post Office Box 533 Charleston, WV 25322 Tel: (304) 340-10000 E-mail: wdobbs@jacksonkelly.com eamandus@jacksonkelly.com About Passage Midland Meadows Operations, LLC  Passage Midland Meadows Operations, LLC filed a Chapter 11 bankruptcy petition (Bankr. M.D.N.C.. Case No. 17-30092) on March, 2017. Hon. Frank W. Volk presides over the case. Jackson Kelly PLLC represents the Debtor as counsel. In its petition, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Andrew Turner, member-manager of Passage Healthcare, LLC, manager of Debtor. PAYLESS HOLDINGS: Files for Chapter 11 Bankruptcy ------------------------------------------------- On April 4, 2017, Payless’ North American entities, as well as two foreign Hong Kong-based entities involved in logistics (CBL) and supply chain (DAL), filed voluntary Chapter 11 petitions in the U.S. Bankruptcy Court for the Eastern District of Missouri to facilitate the financial and operational restructuring necessary to strengthen its balance sheet and position the Company for long-term success. Payless is also 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. Payless will continue to operate its business in the ordinary course in terms of its customers, vendors, partners and associates and, subject to Court approval, expects to continue: * Providing associate wages, healthcare coverage, and other benefits without interruption; * Honoring pre-petition obligations to customers, including all gift cards with Payless stores and Payless.com; and * Paying vendors and suppliers in the ordinary course for all authorized goods and services provided on or after the date of the Chapter 11 filing. "We intend to use the Chapter 11 process to implement a comprehensive path forward to meaningfully enhance our growth profile and profitability, positioning us to continue to thrive as a sustainable business in the face of the retail industry’s radical, unprecedented transformation," the Company said. "Payless has the strong support of its senior lenders for a consensual restructuring through a Plan Support Agreement (PSA) to reduce debt, materially lower annual cash interest costs, access significant additional capital, and provide a clear path to emergence on an expedited basis. Payless has also negotiated agreements with certain of its existing lenders to provide the Company access of up to $385 million of Debtor-in-Possession financing." Most up-to-date information, including links to the Company's claims agent site at https://cases.primeclerk.com/payless/, restructuring information line (844-648-5574 if calling from within the U.S. or Canada, or +1 347-505-5254 if calling from outside the U.S. or Canada), and frequently asked questions. Please check back for updates. On April 4, 2017, Payless Holdings LLC and 28 affiliated debtors' each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Eastern District of Missouri. The Debtors have requested that their cases be jointly administered under Case No. 17-42267. A hearing on the Debtors' First Day Motions will be held on April 5, 2017 at 1:30 P.M.(CT) before the Honorable Kathy A. Surratt-States, United States Bankruptcy Court for the Eastern District of Missouri, Thomas F. Eagleton U.S. Courthouse, 111 S. 10th Street, 4th Floor, Courtroom 7 North, St. Louis, MO 63102. PEN INC: Reports $556,000 Net Loss for 2016 ------------------------------------------- PEN Inc. filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $556,001 on $8.11 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss of $1.86 million on $9.68 million of total revenues for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Pen Inc. had $2.79 million in total assets, $3.37 million in total liabilities and a total stockholders' deficit of $578,096. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has a net loss in 2016 of $556,001, and has an accumulated deficit, stockholders' deficit and working capital deficit of $5,900,167, $578,096 and $1,072,691, respectively, at Dec. 31, 2016. These matters 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/rCkJU3 About Pen Inc. Headquartered in Miami, Florida, PEN develops, commercializes and markets consumer and industrial products enabled by nanotechnology that solve everyday problems for customers in the optical, transportation, military, sports and safety industries. The Company's primary business is the formulation, marketing and sale of products enabled by nanotechnology including the ULTRA CLARITY brand eyeglass cleaner, CLARITY DEFOGIT brand defogging products and CLARITY ULTRASEAL nanocoating products for glass and ceramics. The Company also sells an environmentally friendly surface protector, fortifier, and cleaner. The Company's design center conducts product development services for government and private customers and develops and sells printable inks and pastes, thermal management materials, and graphene foils and windows. PEN was formed in 2014, and is the successor to Applied Nanotech Holdings Inc. that had been formed in 1989. In the combination that created PEN, Nanofilm, Ltd. acquired Applied Nanotech Holdings, Inc. The Company's principal operating segments coincide with its different business activities and types of products sold. This is consistent with the Company's internal reporting structure. PICO HOLDINGS: UCP Surrenders to Corporate Governance Improvements ------------------------------------------------------------------ Activist bloggers at http://www.ReformPICONow.comobserve that perennial destroyer of shareholder value, UCP, has surrendered to PICO's demands for improvements to corporate governance. The bloggers predict that "UCP, as it is currently conceived, will survive either another 7 months if the debt maturity goes sideways or another year (barring a surprise offer or other unanticipated transaction). Either way, value destruction at UCP will end sometime soon and shareowners may finally realize an acceptable return on their investment. UCP produced the bold headline: 'UCP Announces Expansion Of Board And Strengthened Corporate Governance.' The blogger said, "We find UCP's tone amusing -- as if UCP sought to improve corporate governance all along. The potential corporate governance improvements at UCP were not self-imposed. They are the result of PICO taking off the kid gloves." "But what should investors expect from UCP? The last few months have seen numerous dishonest communications from Chairman Michael Cortney, CEO Dustin Bogue and CFO James Pirrello." The activist bloggers outline the proposals to be voted upon at the upcoming UCP Annual Meeting. "UCP will expand the Board from 6 to 7 Directors. Kathleen Wade, incumbent Director up for reelection this year, will keep her seat. Filling the open slot will be PICO's nominee Keith Locker. The result is guaranteed as Director election at UCP requires a majority of votes, which PICO, with its almost 57% voting power, will meet by itself. The blogger said, "We got this one wrong in a few different posts. We didn't envision a scenario in which Mrs. Wade kept her seat. This unfortunate result means that one of 4 UCP Directors focused on entrenchment and destruction of shareholder value gets more time to do more of the same. "Mr. Locker will be named to the UCP Corporate Governance and Nominating Committee. Eric Speron will be appointed to the Compensation Committee, an addition that is long, long overdue. The UCP Comp Committee, comprised only of Mr. Cortney and UCP Director Peter H. Lori, has been guilty of several offenses against shareowners. This dubiously configured Comp Committee without any explanation, removed the Officer Stock Ownership Guidelines from the Proxy Statement. CEO Bogue received the most undeserved salary increase in the homebuilder industry. And Mr. Bogue received Golden Parachute fortification as PICO sought to earn an adequate return on its investment. Now that all the dubious and abusive compensation machinations are complete, Messrs. Cortney and Lori are willing to accept a non-corrupt additional member. The rotten Cortney and Lori apples don't fall far from the diseased Juicerian tree." The bloggers criticize the intransigence of the UCP Directors. "Messrs. Cortney, Bogue, Lori and Mrs. Wade occupy a shameful place in corporate America. These four value-destroying charlatans continue to hold two shareholder bases hostage. Despite the fact that UCP has destroyed millions of dollars in value since its July 2013 IPO, these self-interested Directors refuse to maximize value for two sets of owners and sell the firm. "We understand this unethical choice. As we have said, Messrs. Cortney, Bogue and Mrs. Wade will never occupy their respective positions ever again. Therefore, they cling to the prestige and compensation of their current positions as if they were drowning men and women reaching for a life raft. According to the Settlement Agreement with PICO, UCP agrees to include 5 Proposals, along with its positive recommendation, in its 2017 Proxy Statement. First, UCP will pursue hard declassification, starting at the 2018 Annual meeting. All Directors and potential Directors with terms expiring after 2018 have signed resignation letters to facilitate the hard declassification next year. Second, shareholders with 25% or more voting power of UCP Common Stock may call a Special Meeting. This provision pertains only to UCP holders of Common Stock, which thereby excludes PICO, which owns Class B Common Stock and Series A Units. PICO had sought a 10% threshold. Third, stockholders will be allowed to act by written consent. Fourth, Directors may be removed without cause, the size of the Board may be changed and vacancies on the Board may be filled by a 75% supermajority vote (for as long as PICO or another shareholder owns 35% or more voting power). In other words, PICO plus 18.4%. PICO had sought a 66 2/3% threshold. Fifth, Stockholders may amend the Bylaws by a 75% supermajority vote (for as long as PICO or another shareholder owns 35% or more voting power). In other words, PICO plus 18.4%. PICO had sought a 66 2/3% threshold. UCP refused to honor PICO's request to adopt cumulative voting for Directors. To pass, each proposal needs a 'For' vote from a majority of the roughly 8 million Class A shares (about 4 million 'For' votes). PICO agrees to vote 'For' all 5 Proposals. Going forward, PICO agrees to vote its securities in such a manner that at least 3 UCP Directors at all times will be 'Independent.' At the request of readers, the activist bloggers calculate "2016 economic earnings" for UCP. They write: "Many RPN readers enjoyed our expose' of UCP's Q4 earnings presentation. We entertained them by uncovering the dishonesty and desperation of Messrs. Bogue and Pirrello, both of whom futilely attempted to inflate UCP's earnings to the investing public. "A few readers asked us about economic earnings, so we provide our version. First, a few notes. UCP does not disclose cash interest paid. We use interest incurred, which is likely higher, but not by much. "Like all builders, UCP capitalizes and expenses interest on debt, provided that real estate inventory balance exceeds debt balance. When capitalized interest is expensed, it is lumped in with cost of goods sold. Our "Incremental Interest Expense" figure is the interest incurred above and beyond what UCP expensed in cost of goods sold. We always include routine depreciation and amortization, stock options and other forms of noncash employee compensation in our calculation of economic earnings. Although such P&L debits do not have immediate cash consequences, assets wear out and must be replaced. Equity equivalents granted to managers have an economic cost to owners. This inclusion may skew from cash earnings, but it is perfectly coherent with economic earnings. Recall that Messrs. Bogue and Pirrello told UCP owners, with straight faces, that 'Core Earnings' were $.84 cents per share and 'Core ROE' was 6.5%. We laughed at their desperate attempt to artificially inflate UCP's results in order to compensate for dismal performance, as measured by any and all relevant metrics. These men have a tendency to communicate dishonesty to owners and they are incompetent managers in the extreme. Below we show UCP's economic earnings and compare it with the deceptive figures futilely championed by Messrs. Bogue and Pirrello: Item RPN Economic Earnings ---- --------------------- Reported Pretax Earnings $9,163 Add: Goodwill Writedown $4,223 Abandonment/Impairment $3,112 Less: Contingent Consideration ($2,347) Valuation Allowance -- Cash Tax Payment to PICO ($4,830) Incremental Interest Expense ($4,385) --------------------- Total UCP Economic Income $4,936 Earnings Per Share $.26 Return on Avg. Equity ($222M) 2.2% Messrs. Bogue and Pirrello deceptively claimed credit for $.84 cents per share in earnings. Recall that they conveniently 'forgot' to adjust for the contingent commission reduction and the cash tax payment to PICO. "We calculate $.26 cents per share, or 69% less that the dubious figure provided by Messrs. Bogue and Pirrello. Recall that Messrs. Bogue and Pirrello disingenuously told us that 'Core ROE' was 6.5%, while we calculate an economic ROE of 2.2%, which is less than a 10-year Treasury bond. "Monetization of PICO's stake in UCP is now in sight. But it could be a long way off. In the meantime, both shareholder bases of UCP and PICO will incur significant risk and value destruction as 4 Directors -- Messrs. Cortney, Bogue and Lori and Mrs. Wade -- whom we characterize as dishonest and inept, continue their pursuit of self-interest in the extreme." PICO Holdings, Inc. (Nasdaq:PICO), based in La Jolla, Calif., is a diversified holding company reporting recurring losses since 2008. PICO owns 57% of UCP, Inc. (NYSE:UCP), 100% of Vidler Water Company, Inc., a securities portfolio and various interests in small businesses. PICO has $676 million in assets and $428 million in shareholder equity as of December 31, 2016. Amundi and River Road Asset Management LLC collectively own more than 16% of PICO. Other activists at http://ReformPICONow.com/(RPN) have taken to the Internet to advance the shareholder cause. PIONEER ENERGY: Attends Scotia Howard Weil 45th Annual Conference ----------------------------------------------------------------- In its current report on Form 8-K filed with the Securities and Exchange Commission on March 27, 2016, Pioneer Energy Services announced that the company participated Scotia Howard Weil 45th Annual Energy Conference. At the conference, the Company presented several slides which provide an update on the Company's operations and certain recent developments, which are: Drilling a. U.S. drilling fleet 100% high-spec and 100% contracted b. Average drilling margin per day in Colombia exceeded average margins in the U.S. through February Production Services a. Projecting 25% to 30% revenue growth in Production Services Segment in the first quarter of 2017 b. Well Servicing utilization averaging 45% in March as compared to 43% in February, 42% in January and 40% in the fourth quarter of 2016 c. Coiled Tubing utilization improving including a pick up in 2 3/8" and 2 5/8" size coil d. Wireline marketed fleet up by 10 units from the fourth quarter of 2016 and have four new completion-oriented units on order A full-text copy of the regulatory filing is available at: https://is.gd/cto1Fm About Pioneer Energy Pioneer Energy Services Corp. provides land-based drilling services and production services to a diverse group of independent and large oil and gas exploration and production companies in the United States and internationally in Colombia. The Company also provides two of its services (coiled tubing and wireline services) offshore in the Gulf of Mexico. * * * As reported by the TCR on March 7, 2016, Moody's Investors Service, on March 3, 2016, downgraded Pioneer Energy's Corporate Family Rating (CFR) to 'Caa3' from 'B2', Probability of Default Rating (PDR) to 'Caa3-PD' from 'B2-PD', and senior unsecured notes to 'Ca' from 'B3'. "The rating downgrades were driven by the material deterioration in Pioneer Energy's credit metrics through 2015 and our expectation of continued deterioration through 2016. The demand outlook for drilling and oilfield services is extremely weak, as witnessed by the steep and continued drop in the US rig count" said Sreedhar Kona, Moody's vice president. "The negative outlook reflects the deteriorating fundamentals of the services sector and the likelihood of covenant breaches." Pioneer Energy carries a "B+" corporate credit rating from Standard & Poor's Ratings. PIONEER ROOFING: Projects $950K to $1MM in Sales Proceeds --------------------------------------------------------- Pioneer Roofing Systems, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of Virginia a second amended disclosure statement explaining its second amended plan of reorganization. The source of funds to be distributed pursuant to the Plan will be Pioneer's monthly disposable income, "new value" in the projected amount of $950,000 to $1 million from the sales proceeds from non-Debtor real property owned by Stephen R. Wann and Joan E. Martin located at 1263 Dartmouth Court, Alexandria, Virginia 22314 and located at 7211-C and D, Telegraph Square Drive, Lorton, Virginia 22079 and the waiver of their unsecured claim of $298,873.59. The First Amended Disclosure Statement did provide the projected amount of "new value" from the sales proceeds. Class 3 of the Plan consists of the priority claim of Nationwide Financial -- totaling $14,965.70 -- as custodian for Pioneer Roofing Systems, Inc.'s 401K Plan. This claim will be paid in full with 4% interest per annum from the petition date payable within one year of the Effective Date of the Plan. Class 3 is unimpaired under the Plan. Class 5 of the Plan consists of B&H Bank Claims. The B&H Bank Claims are comprised of various loans either made to Pioneer or guaranteed by Pioneer and secured by a blanket lien on the assets of the Debtor as well as other non-debtor collateral. Each and all of the B&H Bank Claims are proposed to be paid, in full, from the sale of non-debtor collateral securing such loans. Pending such payments, and because all the loans are secured by a blanket lien upon the assets of Pioneer, the claims will be entitled to a continuation of monthly adequate protections payments initially set forth in that certain cash collateral court order entered by the Court on Oct. 30, 2015, at the rate of $10,000 per month for Loan 2001, $3,000 per month for Loan 3925 and $1,713 per month for Loan 3869. Thereafter, payment of all principal, interest, fees and costs for each of the B&H Bank Claims will be made from the sale of the Dartmouth Property and the Telegraph Square Property to the extent sales proceeds are sufficient to effect all the payments. Stephen R. Wann will be the President and CEO of Pioneer and will run the operations of Pioneer and be responsible for the performance of the Plan. Joan E. Martin is Pioneer's Office Manager. Both individuals are insiders of Pioneer. The Second Amended Disclosure Statement is available at: http://bankrupt.com/misc/vaeb15-13518-200.pdf As reported by the Troubled Company Reporter on Feb. 21, 2017, the Debtor filed with the Court an amended disclosure statement explaining its plan of reorganization, which proposed that holders of Class 6 General Unsecured Claims would be paid with income that remains after the satisfaction of the holders of Allowed Claims in Classes 1 through 5. Class 6 claims would be paid at the rate of at least 5%. About Pioneer Roofing Systems Pioneer Roofing Systems, Inc., a Virginia corporation, sells and installs roofing systems in the Mid-Atlantic Region. Stephen R. Wann, president and 100% shareholder, has operated the Debtor for the last 35 years. The Debtor's office is located at 7211-C Telegraph Square Drive, Lorton, Virginia. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E. D. Va. Case No. 15-13518) on Oct. 8, 2015. The petition was signed by Stephen R. Wann, president. The case is assigned to Judge Brian F. Kenney. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of $1 million to $10 million. PNCH ASSOCIATES: Plan Outline Okayed, Plan Hearing on April 27 -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey will consider approval of the Chapter 11 plan of PNCH Associates, LLC at a hearing on April 27. The hearing will be held at 10:00 a.m., at Courtroom 4B, 400 Cooper St., Camden, New Jersey. The court will also consider at the hearing the final approval of PNCH's disclosure statement, which it conditionally approved on March 27. The order set an April 20 deadline for creditors to file their objections, and cast their votes accepting or rejecting the plan. About PNCH Associates PNCH Associates, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 16-21540) on June 14, 2016. The petition was signed by Robert Rosin, member. At the time of the filing, the Debtor estimated assets and liabilities of less than $50,000. The case is assigned to Judge Andrew B. Altenburg, Jr. Ciardi Ciardi & Astin, P.C., serves as counsel to the Debtor. POSITRON CORP: Unsecureds to Recoup 5% Over 36 Months Under Plan ---------------------------------------------------------------- Positron Corporation filed with the U.S. Bankruptcy Court for the Northern District of Texas an amended disclosure statement in support of the Debtor's plan of reorganization dated March 27, 2017. General unsecured creditors are classified in Class 5, and will receive a distribution of approximately 5.00% of their allowed claims, to be distributed in equal monthly distributions over a period of 36 months following the Effective Date. As reported by The Troubled Company Reporter on March 20, 2017, the Debtor's Plan dated March 6, 2017, provides that general unsecured creditors would receive a distribution of approximately 5% of their allowed claims, to be distributed in equal monthly distributions over a period of 60 months following the Effective Date. Payments and distributions under the Plan will be funded by the sale of the Westmont real property and by the going forward business operations of the business. WKPZ will hold the net proceeds of sale of the Westmont Real Property in trust to be distributed in accordance with the Plan as to items that are to be funded on or around the Effective Date. Periodic payments to Class 3 Priority Wage Creditors and Class 5 General Unsecured Creditors may be made from the going forward cash flow of Positron after the Effective Date. The deadline to file objections to this Disclosure Statement and Plan is April 21, 2017. The combined hearing to consider Disclosure Statement and the Plan will be held on April 26, 2017, 1:30 p.m. The Amended Disclosure Statement is available at: http://bankrupt.com/misc/txnb15-50205-186.pdf About Positron Corporation Headquartered in Fishers, Indiana, Positron Corporation is a molecular imaging company focused on nuclear cardiology. Three alleged creditors filed an involuntary Chapter 11 petition (Bankr. N. D. Texas Case No. 15-50205) on August 28, 2015. The petitioning creditors are DX LLC, Moress LLC, and Jason and Suzanne Kitten. The creditors tapped as counsel Max R. Tarbox, Esq., at Tarbox Law P.C. and Daniel Zamudio, Esq., at Zamudio Law Professionals P.C. As of Sept. 30, 2015, Positron had $1.52 million in total assets, $3.10 million in total liabilities and a total stockholders' deficit of $1.58 million. On Sept. 7, 2016, an order of relief under Chapter 11 of the Bankruptcy Code was entered in the case with respect to Positron. No Chapter 11 trustee or committee of unsecured creditors is appointed in Positron's case. Jeff Carruth, Esq., at Weycer, Kaplan, Pulaski & Zuber, P.C., serves as the Debtor's legal counsel. PREMIUM TRANSPORTATION: Hires Brouse McDowell as Counsel -------------------------------------------------------- Premium Transportation Staffing, Inc., seeks authorization from the U.S. Bankruptcy Court for the Northern District of Ohio to employ Brouse McDowell, LPA as counsel. The Debtor requires Brouse McDowell to: a. advise the Debtor with respect to its powers and duties as debtor-in-possession in the continued operation of its business; b. advise the Debtor with respect to all bankruptcy matters; c. prepare on behalf of the Debtor all necessary motions, applications, answers, orders, reports, and papers in connection with the administration of its estate; d. represent the Debtor at all hearings on matters relating to its affairs and interests as debtor-in-possession before this Court, any appellate courts, the United States Supreme Court, and protecting the interests of the Debtor; e. prosecute and defend litigated matters that may arise during this Case, including such matters as may be necessary for the protection of the Debtor's rights, the preservation of estate assets, or the Debtor's successful reorganization; f. prepare and file the disclosure statement and negotiate, present and implement a plan of reorganization; g. negotiate and seek approval of a sale of some or all of the Debtor's assets should such be in the best interests of the Debtor's estate; h. negotiate appropriate transactions and prepare any necessary documentation related thereto; i. represent the Debtor on matters relating to the assumption or rejection of executory contracts and unexpired leases; j. advise the Debtor with respect to corporate, real estate, litigation, labor, finance, regulatory, tax, health care and other legal matters which may arise during the pendency of this Case; and k. perform all other legal services that are necessary for the efficient and economic administration of this Case. Brouse McDowell lawyers who will work on the Debtor's case and their hourly rates are: Marc B. Merklin $425 Kate M. Bradley $325 Bridget A. Franklin $300 Theresa M. Palcic $170 The Debtor paid to Brouse McDowell a $70,000 retainer on March 21, 2017 in contemplation of the filing of this Chapter 11 Case. The total amount billed to the Retainer was approximately $7,376.50. As of the Petition Date, Brouse McDowell estimates that the balance of the Retainer is approximately $62,603.50. Brouse McDowell will also be reimbursed for reasonable out-of-pocket expenses incurred. Kate M. Bradley, Esq., principal in the law firm of Brouse McDowell, LPA, 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. Brouse McDowell may be reached at: Kate M. Bradley, Esq. Marc M. Bradley, Esq. Bridget A. Franklin, Esq. Brouse McDowell, LPA 388 S. Main Street, Suite 500 Akron, OH 44311 Tel: (330)535-5711 Fax: (330)253-8601 E-mail: mmerklin@brouse.com kbradley@brouse.com bfranklin@brouse.com About Premium Transportation Staffing, Inc. Premium Transportation Staffing, Inc.filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ohio Case No. 17-50689) on March 24, 2017. The Hon. Alan M. Koschik presides over the case. Brouse McDowell, LPA represents the Debtor as counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Todd Packard, president. PURADYN FILTER: Incurs $1.44 Million Net Loss in 2016 ----------------------------------------------------- Puradyn Filter Technologies Incorporated filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $1.44 million on $1.94 million of net sales for the year ended Dec. 31, 2016, compared to a net loss of $1.44 million on $1.97 million of net sales for the year ended Dec. 31, 2015. The Company's balance sheet at Dec. 31, 2016, showed $1.52 million in total assets, $9.28 million in total liabilities and a total stockholders' deficit of $7.75 million. As of Dec. 31, 2016, the Company had cash of $12,806 as compared to cash of $34,471 at Dec. 31, 2015. At Dec. 31 2016, the Company had negative working capital of $8,266,892 and its current ratio (current assets to current liabilities) was .11 to 1. At Dec. 31, 2015, the Company had negative working capital of approximately $1,016,765 and its current ratio was .49 to 1. The decrease in working capital is primarily attributable to decreases in inventory, cash, and deferred compensation which was offset by increases in accounts receivable, prepaid expense, accounts payable, accrued liabilities and a reclassification of long term debt to short term. The 17% decrease in inventories at December 31, 2016 as compared to Dec. 31, 2015, reflects reduced ordering of inventory in order to conserve cash flow. The Company does not currently have any commitments for capital expenditures. Liggett & Webb, P.A., in Boynton Beach, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has experienced net losses since inception and negative cash flows from operations and has relied on loans from related parties to fund its operations. These factors 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/ZvAMKK About Puradyn Filter Boynton Beach, Fla.-based Puradyn Filter Technologies Incorporated (OTC BB: PFTI) designs, manufactures and markets the puraDYN's Oil Filtration System. RADIOSHACK CORP: May Close Fort Worth HQ as Part of Ch. 11 Filing ----------------------------------------------------------------- The American Bankruptcy Institute, citing Melissa Repko of Dallas News, reported that struggling electronics retailer RadioShack may lay off as many as 150 people and close its Fort Worth headquarters as part of its bankruptcy proceedings. According to the report, the Fort Worth retailer sent a notice to the state about the coming layoffs, which are expected by late May. In a letter to the Texas Workforce Commission, the company said it is trying to "reorganize and emerge from bankruptcy as an ongoing business," the report related. It may have to close the headquarters, if it cannot come up with a way to restructure, the report said. Even if it does restructure, however, it may have to lay off employees, the letter said, the report added. As part of the company's second filing, the company said it would close about 200 stores and consider options for the remaining 1,300 stores, the report related. After its bankruptcy filing in 2015, General Wireless and Sprint bought the trademark, and 1,700 stores, the report recalled. The headquarters remained in Fort Worth, the report said. RadioShack has 23 stores in Dallas-Fort Worth, but five locations are closing soon, according to its website's store locator, the report noted. Stores are closing in Richardson, Cedar Hill, Allen, Arlington and Saginaw, the report added. 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. The petition was signed by Bradford Tobin, SVP, general counsel. In its petition, the Debtor estimated $100 million to $500 million in both assets and liabilities. Pepper Hamilton LLP is serving as counsel to the Debtors, Jones Day as co-counsel, Prime Clerk, LLC as claims and noticing agent, Loughlin Management Partners & Company, Inc. REAL ESTATE SHORT: Hires Burton as Bankruptcy Counsel ----------------------------------------------------- Real Estate Short Sales, Inc., seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ Stephen L. Burton, Attorney at Law, as general bankruptcy counsel to the Debtor. Real Estate Short requires Burton to: a. advise the Debtor regarding matters of bankruptcy law and concerning the requirement of the Bankruptcy Code, and Bankruptcy Rules relating to the administration of the case, and the operation of the Debtor's estate as a debtor in possession; b. represent the Debtor in proceedings and hearings in the court involving matters of bankruptcy law; c. assist in compliance with the requirements of the Office of the U.S. Trustee; d. provide the Debtor legal advice and assistance with respect to the Debtor's powers and duties in the continued operation of the Debtor's business and management of property of the estate; e. assist the Debtor in the administration of the estate's assets and liabilities; f. prepare necessary applications, answers, orders, reports and other legal documents on behalf of the Debtor; g. assist in the collection of all accounts receivable and other claims that the Debtor may have and resolve claims against the Debtor's estate; h. provide advice, as counsel, concerning the claims of secured and unsecured creditors, prosecute and defend of all actions; and i. prepare, negotiate, prosecute and attain confirmation of a plan of reorganization. Burton will be paid at the hourly rate of $350. Burton will be paid a retainer in the amount of $6,000. Burton will also be reimbursed for reasonable out-of-pocket expenses incurred. Stephen L. Burton, partner of Stephen L. Burton, Attorney at Law, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Burton can be reached at: Stephen L. Burton, Esq. STEPHEN L. BURTON, ATTORNEY AT LAW 16133 Ventura Boulevard, 7th Floor Encino, CA 91436 Tel: (818) 501-5055 Fax: (818) 501-5849 E-mail: steveburtonlaw@aol.com About Real Estate Short Sales, Inc. Real Estate Short Sales Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 16-11387) on May 6, 2016, disclosing under $1 million in both assets and liabilities. When it filed the petition, the Debtor hired The Orantes Law Firm, P.C. as its legal counsel. The Debtor has subsequently tapped Stephen L. Burton, Attorney at Law, as general bankruptcy counsel. RENNOVA HEALTH: Closes $10.9 Million Convertible Debenture Offering ------------------------------------------------------------------- On March 21, 2017, Rennova Health, Inc., closed an offering of $10,850,000 principal amount of Senior Secured Original Issue Discount Convertible Debentures due March 21, 2019 and three series of warrants to purchase an aggregate of 19,608,426 shares of the Company's common stock, par value $.01 per share. The offering was pursuant to the terms of the previously announced Securities Purchase Agreement, dated as of March 15, 2017, between the Company and certain existing institutional investors of the Company. The Company received proceeds of $8,750,000 from the offering. Also on March 21, 2017, the Company closed an exchange by which the holders of the Company's Original Issue Discount Convertible Debentures issued on Feb. 2, 2017 and holders of the Company's Series H Convertible Preferred Stock exchanged $1,590,000 principal amount of such debentures and $2,174,000 stated value of such preferred stock for $5,160,260 principal amount of new debentures on the same items as, and pari passu with, the New Debentures and Warrants. All issuance amounts of Debentures reflect a 24% original issue discount. As previously announced, the Company also entered into exchange agreements with certain holders of its warrants issued on July 19, 2016 to exchange, upon the closing under the Purchase Agreement, such warrants for an aggregate of 29,518 shares of Common Stock. Such shares of Common Stock were issued on March 21, 2017 and were issued in reliance on the exemption from registration contained in Section 3(a)(9) of the Securities Act. Effective Sept. 11, 2015, Medytox Solutions, Inc., now a wholly-owned subsidiary of the Company, entered into a Securities Purchase Agreement with TCA Global Credit Master Fund, LP, pursuant to which Medytox issued a $3,000,000 debenture to TCA. The TCA Debenture is secured by a pledge of the assets of Medytox and various subsidiaries. Prior to the issuance of the Debentures and the Warrants on March 21, 2017, the Company had not made the last six required payments under the TCA Debenture, totaling $1,800,000. In connection with the issuance of the Debentures and the Warrants, the Company and TCA entered into a Side Letter. Pursuant to the Side Letter, TCA was paid $750,000 toward the TCA Debenture and the remaining indebtedness was restructured over the next six months. TCA acknowledged that the Company was not in default of the TCA Debenture as a result of any failure to make any required payment and TCA waived any such default that may have then existed. As previously announced, Christopher Diamantis, a director of the Company, had made advances to the Company. These advances were due on demand. As of March 21, 2017, these advances totalled $3,300,000. This amount, plus accrued interest, was paid to Mr. Diamantis out of the proceeds of the offering of the New Debentures and Warrants. On March 21, 2017, the Company also issued Mr. Diamantis warrants to purchase 250,000 shares of Common Stock. The warrants are exercisable immediately, have a term of exercise equal to five years and have an exercise price of $1.66. The warrants are subject to "full ratchet" and other customary anti-dilution protections. The warrants were issued in reliance on the exemption from registration contained in Section 4(a)(2) of the Securities Act as a transaction by an issuer not involving any public offering. Additional information of the regulatory filing is available for free at https://is.gd/VNPCEJ About Rennova Health, Inc. Rennova Health, Inc. -- http://www.rennovahealth.com/-- 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. 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." RENNOVA HEALTH: Files Notice of Exempt Offering of Securities ------------------------------------------------------------- Rennova Health, Inc., filed with the Securities and Exchange Commission on March 27, 2017, a notice of exempt offering of securities provided by Regulation D and Section 4(6) under the Securities Act. As disclosed in the filing, a total of 2 investors have already invested in the equity securities offering. The date of first sale occurred on March 13, 2017. The total offering amount of $848,000 was sold. Holders of $440,000 principal amount of convertible notes and warrants exchanged such securities for an aggregate of 400,000 shares of common stock (closing price on 3/13/2017 was $2.12 per share). A copy of the Form D is available at: https://is.gd/IR8uGo About Rennova Health 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." RESIDENTIAL CAPITAL: Trust Appoints David Pauker to Board --------------------------------------------------------- The ResCap Liquidating Trust on March 29, 2017, announced the appointment of David Pauker to its Board of Directors. Mr. Pauker is currently a member of the Board of Directors of reorganized Lehman Brothers. Mr. Pauker is a turnaround manager and restructuring advisor with more than 25 years of experience in a broad array of industries. Mr. Pauker succeeds John Dubel who has served on the Board since ResCap's exit from bankruptcy. Board Chairman Mitchell Sonkin commented, "David's experience and strong track record in bankruptcies and restructuring in the financial services industry will significantly benefit the Board as we continue to vigorously pursue litigation claims against banks and financial institutions and resolve the remaining legacy matters of the Trust. We look forward to David's advice, guidance and counsel." Mr. Sonkin continued: "On behalf of the entire Board, I also want to thank John Dubel for his 3 1/2 years of dedicated service to the Trust both as a Board member and Liquidating Trust Manager as well as his service as Co-Chairman of the Official Committee of Unsecured Creditors during the bankruptcy. John's hard work and extensive experience in the residential mortgage area was instrumental in the Trust's success. We will miss John's exceptional skills and insights." Mr. Pauker was appointed to the Board by KLS Diversified Asset Management LP, who succeeded to the right of appointment pursuant to the terms of the Trust's Liquidating Trust Agreement. About the ResCap Liquidating Trust The ResCap Liquidating Trust was established in December 2013 under the Second Amended Joint Chapter 11 Plan of Residential Capital, LLC, et al., to liquidate and distribute assets of the debtors in the ResCap bankruptcy case. The Trust maintains a Web site at http://www.rescapliquidatingtrust.com/, which Unitholders are urged to consult, where Unitholders may obtain information concerning the Trust, including current developments. About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.7 billion in assets and $15.3 billion in liabilities at March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. ResCap sold most of the businesses for a combined $4.5 billion. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11 Plan co-proposed by Residential Capital and the Official Committee of Unsecured Creditors. * * * The ResCap Liquidating Trust was established in December 2013 under the Second Amended Joint Chapter 11 Plan of Residential Capital, LLC, et al., to liquidate and distribute assets of the debtors in the ResCap bankruptcy case. The Trust maintains a website at www.rescapliquidatingtrust.com, which Unitholders are urged to consult, where Unitholders may obtain information concerning the Trust, including current developments. RFI MANAGEMENT: Seeks to Hire Parry Tyndall as Legal Counsel ------------------------------------------------------------ RFI Management, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of North Carolina to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire Parry Tyndall White to provide these services: (a) give legal advice regarding its duties and powers; (b) assist in the operation of the Debtor's business, including an evaluation of the desirability to continue the business, how the business could be restructured to generate cash for its operation and the funding of a Chapter 11 plan; (c) assist in the preparation and filing of a bankruptcy plan and other legal papers; (d) assist in analyzing the conduct of the Debtor's affairs and the causes of insolvency; (e) advise the Debtor with regard to communications with creditors; and (f) prepare, review or analyze all applications, orders, statements of operations, and schedules filed with the court by the Debtor or other third parties. James White, Esq., disclosed in a court filing that he does not hold or represent any interest adverse to the Debtor, its bankruptcy estate or creditors. The firm can be reached through: James C. White, Esq. Parry Tyndall White The Europa Center 100 Europa Drive, Suite 401 Chapel Hill, NC 27517 Phone: (919) 246 4676 Fax: 919-246-9113 Email: jwhite@ptwfirm.com About RFI Management Inc. Based in Durham, North Carolina, RFI Management, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 17-80247) on March 29, 2017. The case is assigned to Judge Benjamin A. Kahn. At the time of the filing, the Debtor estimated assets and liabilities of less than $500,000. ROBAROSA CORPORATION: Involuntary Chapter 11 Case Summary --------------------------------------------------------- Alleged Debtor: Robarosa Corporation 4381 Highway 377 Aubrey, TX 75227 Case Number: 17-40694 Business Description: Unavailable Involuntary Chapter 11 Petition Date: April 3, 2017 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Judge: Hon. Brenda T. Rhoades Petitioner's Counsel: James P. Moon, Esq. KAPLAN & MOON, PLLC 3102 Maple Ave., Suite 200 Dallas, TX 75201 Tel: 214-522-4900 Fax: 800-930-7112 E-mail: jpmpllc@gmail.com Petitioner Nature of Claim Claim Amount ---------- --------------- ------------ 15th Street Funding LLC Secured Claim $42,038 c/o Logan D. Garrett 601 Meadow Lark Drive Ovilla, TX 75154 Rhiannon Group LLC Unsecured Claim $40,000 504 State Hwy. 342, Ste. B Red Oak, TX 75154 800-214-0639 James P. Moon PLLC Unsecured Claim $11,243 c/o James P. Moon 504 State Highway 342 Suite B Red Oak, TX 75154 Tel: 800-214-0639 A full-text copy of the petition is available for free at: http://bankrupt.com/misc/txeb17-40694.pdf ROBINSON OUTDOOR: Seeks Authorization on Cash Collateral Use ------------------------------------------------------------ Robinson Outdoor Products, LLC, seeks authorization from the U.S. Bankruptcy Court for the District of Minnesota to use its cash collateral. The Debtor intends to use cash collateral to pay critical expenditures for the next four weeks, which include payrolls, inventory, insurances, supplies, and utilities. The Debtor identifies its pre-bankruptcy assets consisting of cash, accounts receivable, office equipment, industrial equipment, and inventory. The Debtor's pre-bankruptcy assets are subject to security interests by Associated Bank, N.A. and Expeditors International of Washington, Inc. The Debtor believes, however, that only Associated Bank has a security interest in the Debtor's cash collateral. As such, the Debtor proposes to grant a replacement lien to Associated Bank, which replacement liens would have the same priority, dignity and effect as the prepetition liens held by said creditor. A final hearing on the Debtor's Motion for Use of Cash Collateral and for Adequate Protection is set for April 25, 2017 at 1:30 p.m. Any response to the Debtor's Motion will be filed and served not later than April 20, 2017. A full-text copy of the Debtor's Motion, dated March 28, 2017, is available at https://is.gd/fV5vDE Associated Bank can be reached through: Alison K. Tregilas, Sr. VP 45 S 7th St #2900 Minneapolis MN 55402 E-mail: Alison.tregilgas@associatedbank.com About Robinson Outdoor Products Based in Robinson Cannon Falls, Minnesota, Outdoor Products, LLC -- http://www.robinsonoutdoors.com/-- designs and produces hunting apparel for hunters. Robinson Outdoor Products filed a Chapter 11 petition (Bankr. D. Minn. Case No. 17-30904), on March 28, 2017. The petition was signed by Scott Shultz, president. The case is assigned to Judge William J Fisher. Yvonne R. Doose, Esq. and Steven B Nosek, Esq. at Steven B Nosek, P.A., are serving as counsel to the Debtor. At the time of filing, the Debtor estimated less than $50,000 in assets and $1 million to $10 million in liabilities. ROCKHURST UNIVERSITY: S&P Lowers Rating on Revenue Bonds to 'BB+' ----------------------------------------------------------------- S&P Global Ratings lowered its long-term rating to 'BB+' from 'BBB-' on Missouri Health & Educational Facilities Authority's revenue bonds, issued for Rockhurst University (RU). The outlook is stable. "We lowered the rating in part based on the Not-for-Profit Public and Private Colleges and Universities methodology, published on Jan. 6, 2016, on RatingsDirect, as well as on the continued declines in operating margins and available resource measures," said S&P Global Ratings credit analyst Mary Ellen Wriedt. "We assessed RU's enterprise profile as strong, characterized by its small enrollment, its comprehensive mix of programs, its above-average student quality, and its current violation of its debt service coverage covenant. We assessed its financial profile as vulnerable, highlighted by its slim operating performance and high concentration in student-driven revenues, combined with very slim available resources for the rating. Combined, we believe these credit factors lead to an indicative standalone credit profile of 'bb+' and a long-term rating of 'BB+.' Although the covenant violation is not considered an event of default and management is actively addressing the findings made by the management consultant, we believe the rating is constrained at the current level until this matter is resolved and sustained violation of this or other covenants and requirements could result in a lower rating over time," S&P said. The stable outlook reflects S&P's expectation that Rockhurst will make strides toward stabilizing enrollment, achieve positive operating results, and consistently be in compliance with all financial covenants and requirements. S&P would view favorably an ability to strengthen available resources over time. S&P believes the university's rating is constrained at the current level until the university is able to consistently meet its financial covenants. S&P could consider a positive rating action if the school successfully and consistently meets its financial covenants, returns to break-even operating performance, and improves available resource measures to levels more consistent with a higher rating. S&P could consider a negative outlook or rating action if financial resources and operating margins continue to decline, the university's enrollment and demand profile weaken significantly, or the university issues additional debt. ROKA BIOSCIENCE: PWC LLP Raises Going Concern Doubt --------------------------------------------------- Roka Bioscience, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $30.79 million on $7.24 million of revenue for the year ended December 31, 2016, compared to a net loss of $36.60 million on $5.98 million of revenue for the year ended December 31, 2015. PricewaterhouseCoopers LLP states that the management has concluded that substantial doubt exists about its ability to continue as a going concern as a result of recurring losses from operations. The Company has limited capital resources and has experienced negative cash flows from operations and has incurred net losses since inception. The Company expects to continue to experience negative cash flows from operations and incur net losses in the near term as it devotes substantially all of its efforts on commercialization of its products and continued product development. The Company's business is subject to significant risks and its ability to successfully develop, manufacture and commercialize proprietary products is dependent upon many factors which include, but are not limited to, risks and uncertainties associated with the supply of molecular diagnostic instruments ("Atlas instruments") and materials, product development, manufacturing scale-up, attracting and retaining key personnel, customer acceptance as well as competition. The Company will need to raise additional capital through the sale of equity and/or debt securities in the future. There is no assurance that the Company will be able to raise needed capital under acceptable terms, if at all. The sale of additional equity may dilute existing shareholders and newly issued shares may contain senior rights and preferences compared to currently outstanding preferred and common stock. Issued debt securities may contain covenants and limit the Company's ability to pay dividends or make other distributions to stockholders. In addition, the Company's debt agreement contains certain clauses which allow the lender to require repayment of the debt based on subjective factors regarding the Company's business and performance if considered a material adverse change by the lender. The Company's balance sheet at December 31, 2016, showed total assets of $61.84 million, total liabilities of $24.95 million, and a stockholders' equity of $36.88 million. A full-text copy of the Company's Form 10-K is available at: http://bit.ly/2oub5Lm About Roka Bioscience Roka Bioscience, Inc., sells tests to detect foodborne pathogens to large-scale food testers such as food manufacturers and commercial testing labs. Roka's tests can only be run on its standalone, single purpose platform. ROSETTA GENOMICS: Says Liquidity Sufficient Until 3rd Quarter ------------------------------------------------------------- Rosetta Genomics Ltd. filed with the Securities and Exchange Commission its annual report on Form 20-F disclosing a net loss of US$16.23 million on US$9.23 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss of US$17.34 million on US$8.26 million of total revenues for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Rosetta had US$11.96 million in total assets, US$7.54 million in total liabilities and $4.41 million in total shareholders' equity. The Company has incurred an accumulated deficit of approximately $156,503,000 since inception, and incurred recurring operating losses and negative cash flows from operating activities in each of the three years in the period ended Dec. 31, 2016. During the year ended Dec. 31, 2016 the Company incurred operating losses and negative cash flow from operating activities amounting to $15,664,000 and $10,367,000 respectively. The Company will be required to obtain additional liquidity resources in the near term in order to support the commercialization of its products and maintain its research and development activities. According to management estimates, liquidity resources as of Dec. 31, 2016, will be sufficient to maintain the Company's operations into the third quarter of 2017. The Company's inability to raise funds to carry out its business plan will have a severe negative impact on its ability to remain a viable company. Kost Forer Gabby & Kasierer, a member of Ernst & Young Global, in Tel-Aviv, Israel, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has recurring losses from operations and has limited liquidity resources that raise substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 20-F is available for free at: https://is.gd/9Jzkha 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. RXI PHARMACEUTICALS: Discusses Therapeutic Potential of sd-rxRNA ---------------------------------------------------------------- Representatives of RXi Pharmaceuticals Corporation participated in the 2nd Annual Oligonucleotide and Peptide Therapeutics Conference in Cambridge, Massachusetts on March 27-29, 2017. The three-day conference drew leading developers and technology providers to present and discuss next-generation oligonucleotide and peptide therapies. On March 29, 2017, Chief Business Officer Alexey Eliseev, PhD, gave a presentation demonstrating the therapeutic potential of the Company's propriety self-delivering RNAi (sd-rxRNA) technology. A copy of the presentation used during the conference is available for free at https://is.gd/xh3iHW About RXi RXi Pharmaceuticals Corporation, a biotechnology company, focuses on discovering and developing therapies primarily in the areas of dermatology and ophthalmology. The company develops therapies based on siRNA technology and immunotherapy agents. Its clinical development programs include RXI-109, a self-delivering RNAi compound, which is in Phase IIa clinical trial that is used to prevent or reduce dermal scarring following surgery or trauma, as well as for the management of hypertrophic scars and keloids; and Samcyprone, an immunomodulation agent, which is in Phase IIa clinical trial for the treatment of various disorders, such as alopecia areata, warts, and cutaneous metastases of melanoma. The company's preclinical program includes the development of products for ocular indications with RXI-109, including retinal and corneal scarring. Its discovery stage development programs include a dermatology franchise for the discovery of collagenase and tyrosinase targets for its RNAi platform; and ophthalmology franchise, a program for the discovery of sd-rxRNA compounds for oncology indications, including retinoblastoma. The company was incorporated in 2011 and is headquartered in Marlborough, Mass. RXi reported a net loss of $10.22 million in 2015 following a net loss of $8.80 million in 2014. As of Sept. 30, 2016, RXi Pharmaceuticals had $4.90 million in total assets, $1.86 million in total liabilities and $3.03 million in total stockholders' equity. "The Company has limited cash resources, has reported recurring losses from operations since inception and has not yet received revenues from sales of products. These factors raise substantial doubt regarding the Company's ability to continue as a going concern, and the Company's current cash resources may not provide sufficient capital to fund operations for at least the next twelve months. Historically, the Company's primary source of financing has been through the sale of its securities. The continuation of the Company as a going concern depends upon the Company's ability to raise additional capital through an equity offering, debt offering or strategic opportunity to fund its operations. There can be no assurance that the Company will be successful in accomplishing these plans in order to continue as a going concern," the Company stated in its quarterly report for the period ended Sept. 30, 2016. SABBATICAL INC: Bid to Appoint Chapter 11 Trustee Granted --------------------------------------------------------- Judge Frank W. Volk of the United States Bankruptcy Court for the United States Bankruptcy Court for the Southern District of West Virginia granted the United States Trustee's motion to appoint a Chapter 11 Trustee in Sabbatical, Inc.'s Chapter 11 case. The judge also ordered that the case will be jointly administered with the other Dennis Johnson cases, with the lead case captioned at 3:16-bk-30227. Sabbatical, Inc., filed its voluntary Chapter 11 Petition on May 18, 2016. Sabbatical's President is Dennis Ray Johnson, II. Sabbatical operates as part of a coal enterprise, along with several related business entities with which Mr. Johnson is affiliated. These other entities are likewise in bankruptcy, having either been the subject of a voluntarily petition or targeted for involuntary relief by affected creditors. Mr. Johnson also filed a Chapter 11 petition on May 9, 2016. Mr. Johnson's individual case, along with the coal enterprise cases, are jointly administered. Chapter 11 Trustee Thomas Fluharty was appointed to steer their course. Prior to filing, Sabbatical, along with other related coal enterprise entities, had been involved in state court litigation in Cabell County where the Circuit Court orally appointed a special receiver for Sabbatical, as well as several other entities. The United States Trustee asserted that Sabbatical's Chapter 11 filing was accomplished to frustrate the receiver appointment. In May 2016, however, the Circuit Court entered an order that omitted Sabbatical from receivership coverage. On July 1, 2016, Sabbatical moved to voluntarily dismiss its bankruptcy petition. Sabbatical asserted that the case no longer satisfies a bankruptcy purpose and its creditors would be better served if the case were dismissed, especially since it could continue to pay its creditors' claims as they came due. The United States Trustee, on the other hand, requested appointment of a Chapter 11 Trustee under 11 U.S.C. section 1104(a)(1) and (2). A motion to appoint a Trustee was also filed by an interested party, People's Bank. Judge Volk found that Mr. Johnson, the admitted "controller" of Sabbatical, has diminished credibility. The judge was unconvinced that Mr. Johnson and Sabbatical will fulfill the duty of candor. Judge Volk was also uncertain that lenders will eagerly transact with Mr. Johnson, especially given the frequency with which collateral is sold within the companies and physically relocated to different sites. Additionally, the judge stated that if Mr. Johnson was permitted to accomplish sales and transfers using Sabbatical, without Court approval but while in bankruptcy, chaos will follow. Judge Volk was also unable to conclude that Sabbatical has its best chance outside of bankruptcy. While Judge Volk acknowledged that it will be difficult for Sabbatical to negotiate new contracts while in bankruptcy, the judge deduced that Sabbatical's bankruptcy will not cause it to lose significant profits because Sabbatical retains a lucrative agreement with Carbon Partners. Judge Volk also found that while Mr. Johnson asserts that Sabbatical is entirely separate and distinct from the rest of the coal enterprises, the record indicates otherwise. The judge found that because of intercompany transfers, Mr. Johnson has ensured that the fate of the other coal enterprise companies is tied inextricably with that of Sabbatical. Thus, the judge concluded it is in the best interests of Sabbatical to continue operating with the other coal enterprise entities and to be administered by the same Trustee handling those cases. In summary, Judge Volk found and concluded by clear and convincing evidence that appointment of a Chapter 11 Trustee for Sabbatical is both necessary and proper. Sabbatical's motion to voluntarily dismiss its bankruptcy petition was denied. People's Bank's motion to appoint a trustee was also denied without prejudice as moot. A full-text copy of Judge Volk's March 24, 2017 memorandum opinion and order is available at: http://bankrupt.com/misc/wvsb16-bk-30247-131.pdf About Sabbatical Inc. Sabbatical, Inc. sought protection under Chapter 11 of the Bankruptcy Code in the Southern District of West Virginia (Huntington) (Case No. 16-30247) on May 18, 2016. The petition was signed by Dennis Johnson, president. The case is assigned to Judge Frank W. Volk. The Debtor estimated both assets and liabilities in the range of $1 million to $10 million. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Sabbatical, Inc., as of Dec. 2, according to a court docket. SAGINAW PREPARATORY: S&P Lowers 2012 School Bonds Rating to 'BB+' ----------------------------------------------------------------- S&P Global Ratings lowered its rating to 'BB+' from 'BBB-' on Michigan Finance Authority's series 2012 public school academy revenue bonds issued for Saginaw Preparatory Academy (SPA). The outlook is negative. "The lower rating and negative outlook reflect our view of SPA's deficit operations in fiscal 2016, which contributed to debt service coverage that fell below 1.00x and a potential coverage covenant violation," said S&P Global Ratings credit analyst Robert Tu. "The lowered rating is further based on the U.S. Not-for-Profit Charter School methodology, published on Jan. 3, 2017, and on our view of the school's weakened credit characteristics," Mr. Tu added. S&P understands, according to bond documents, that such a violation could be declared an event of default with resulting acceleration, by a majority of bondholders, though no action has been taken at this time. Additionally, the school is operating near capacity and is small in size, which limits its future enrollment growth potential and revenue flexibility, which S&P views as a credit risk. SPA is a pre-kindergarten through eighth-grade (K-8) charter school in Saginaw. SPA began operations in 1997-1998 and served 408 students as of fall 2016. The mission of the academy is to prepare students for academic excellence and responsible citizenship. SAM BASS: Iron Horse to Auction Artwork, Guitars on May 3 --------------------------------------------------------- The Sam Bass Collection will be offered at Public Auction on Wednesday, May 3, 2017. Mr. Sam Bass is the first Officially Licensed artist of NASCAR and has amassed a huge collection of Original Sam Bass Artwork, Custom Gibson Guitars, Amplifiers, and Stock Car memorabilia over his illustrious 30+year career, which will be offered to the public for the first time. The firm of Iron Horse Auction Company, Inc., has been ordered by, The U.S. Bankruptcy Court for the Middle District of North Carolina, Winston-Salem Division, Case 16-51021, to conduct this historic auction event. Offered in this auction are more than 250 Pieces of Original Sam Bass Artwork with Certificates of Authenticity. Also available are 85 Custom Guitars -- many designed by Mr. Bass -- including one used as a prop for the film "Talladega Nights". Custom Guitars autographed by The Rolling Stones, B.B. King, and ZZ Top, guitar amplifiers of many vintages will be offered. Stock Car hoods and vehicle pieces autographed by Dale Earnhardt Sr., Dale Earnhardt Jr., Jeff Gordon and Jimmie Johnson are also available for bidding. Tom McInnis of Iron Horse states: "This auction represents the history of NASCAR through the eyes of one the world's greatest artists. I strongly suggest those with interest in NASCAR to participate in this important event." Chris J Crawford of Iron Horse states: "The Sam Bass Collection represents the great history of NASCAR and the colorful personalities of its drivers in beautiful fine artworks and custom guitars. There will never be another opportunity for collectors to purchase this much Sam Bass original artwork available in one place at one time." The auction will be held Live at 10 AM on Wednesday May 3, 2017 at the Cabarrus Arena in Concord, North Carolina. Simulcast-internet bidding will also be available with online pre-bidding beginning April 25. For complete information call 800.997.2248 or go to ironhorseauction.com For interviews or information contact: Tom McInnis at 910.997.1555, tom@ironhorseauction.com Chris J Crawford at 919.935.1974, ccrawford@ironhorseauction.com Iron Horse Auction Company, Inc. 174 Airport Road, Rockingham, NC 28379 Office: 910.997.2248 About Sam Bass Illustration & Design Sam Bass Illustration & Design, Inc., filed a chapter 11 petition (Bankr. M.D.N.C. Case No. 16 51021) on Oct. 3, 2016. The petition was signed by Denise W. Bass, co-owner and secretary/treasurer. The Debtor estimated assets at less than $50,000 and liabilities at $100,000 to $500,000 at the time of the filing. The Debtor is represented by attorney Kristen Scott Nardone, Esq., at Davis Nardone, PC. The Debtor engaged Gordon, Keeter & Co. as accountant. The Debtor tapped Iron Horse Auction Co., Inc. to auction personal property. No Official Committee of Unsecured Creditors has been appointed in the Chapter 11 case. SEANIEMAC INTERNATIONAL: Shane O'Driscoll Resigns as Director ------------------------------------------------------------- In the current report on Form 8-K filed with the Securities and Exchange Commission on March 27, 2017, Seaniemac International, Ltd., disclosed that Shane O'Driscoll, a director, resigned from his position as a Director of the Company due to personal reasons. Mr. O'Driscoll did not resign due to any disagreement with the Company, including any disagreement related to the Company's operations, practices or policies. Mr. O'Driscoll's departure is unrelated in any manner to any past, present or contemplated accounting or finance issue or to any disagreement over accounting treatment or policy. About Seaniemac Based in Huntington, N.Y., Seaniemac International, Ltd., is engaged in maintaining a Website for online gambling, including sports betting and casino gaming in Ireland under the brand name, Seaniemac.com. The Company utilizes a third-party white-label online gaming Web site provider to develop and operate its branded Website, http://www.apollobet.com/, operations, sports book trading, Website hosting, payment solutions, security and first line support of gaming related questions. Seaniemac reported a net loss of $3.73 million for the year ended Dec. 31, 2015, following a net loss of $2.85 million for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Seaniemac had $1.70 million in total assets, $11.96 million in total liabilities, all current, and a total deficit of $10.25 million. RBSM LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that Company has suffered recurring losses from operations and has an accumulated deficit and working capital deficit as of Dec. 31, 2015, which raises substantial doubt about its ability to continue as a going concern. SEQUA CORP: Fitch Assigns 'B-' LT Issuer Default Rating ------------------------------------------------------- Fitch Ratings has assigned Sequa Corporation (SQA) a 'B-' long-term Issuer Default Rating (IDR). Fitch has also assigned 'B/RR3' long-term ratings to the company's new 1st lien senior secured revolver, term loan and notes, and a 'CCC/RR6' rating to SQA's new 2nd lien senior secured term loan. The Rating Outlook is Stable. The ratings are based on Fitch's expectation that SQA will complete its proposed recapitalization as planned, including the conversion of currently outstanding senior unsecured notes into preferred shares which will not be considered debt under Fitch's 'Criteria for Rating Non-Financial Corporates,' published March 10, 2017. The recapitalization plan also includes the refinancing of the existing credit facilities and the injection of $190 million of new cash equity into the company. The recapitalization will push out debt maturities, providing the company time to focus on completing its restructuring plan, although significant risks remain. KEY RATING DRIVERS The company's 'B-' rating is supported by Sequa's ongoing cost cutting and restructuring initiatives; anticipated financial and operational improvements at the Chromalloy segment; the Precoat segment's leading market position; and the company's experienced management team. Other factors supporting the rating include the technology incorporated into Chromalloy's products; the support of the main equity holder, The Carlyle Group; the currently healthy commercial aviation market; the outlook for rising defense expenditures in the U.S. and other parts of the world; and large net operating losses that will shield cash tax payments over the rating horizon. Rating concerns includes Sequa's limited financial flexibility; moderate execution risk; high degree of competition at Chromalloy; and the cyclicality of both the aerospace and construction industries, which contributes to Sequa's sensitivity to economic downturns. Other key risks to the rating include continued pressure in the commercial aviation aftermarket business from OEMs and other players, most of which are larger than Chromalloy; other trends in the aftermarket business such as 3D printing and data analytics, both of which create uncertainty about the future structure of the business; inventory risk; and customer concentration and contract exposure. Fitch expects that the company's 2017 gross leverage (Debt/EBITDA) will be approximately 6.9x (pro forma for the recapitalization) at year-end but will trend to below 6.0x by the end of 2019 due predominantly to EBITDA improvement, the senior 1st lien secured credit facility's cash flow sweep provision, and term loan amortization. Fitch expects Sequa's FFO Fixed Coverage ratio will fluctuate between 1.5x and 2.0x through the end of 2019. Fitch also expects the company's FFO Adjusted Leverage could remain above 7.0x temporarily during 2017 but will decline to below 6.0x by the end of 2019. Fitch considers the company's outstanding balance under its accounts receivable securitization facility as debt in its calculations. Fitch views Sequa's financial flexibility as limited, with many of the company's risks captured within the 'B-' rating. In particular, Fitch believes that the potential loss of one or more significant contracts, or a cyclical downturn in either of its main end-markets would further strain SQA's flexibility. Incremental acquisitions would likely require debt or equity funding, and extended operational headwinds post-restructuring may require an additional equity infusion or further restructuring. The company generates positive cash from operations, predominantly through its Precoat segment, which is seasonal and cyclical, and largely driven by the heavy construction market. However, free cash flow has been negative since 2014, and Fitch does not expect the company will generate positive free cash flow until 2018. Fitch's ratings also rest on the expectation that the company will continue to execute on its objectives over the next two to three years. This includes continuing its cost reduction plan within its Chromalloy segment, maintaining a leading position in the coating market, effectively managing liquidity and capex costs, and realizing future benefits from its joint ventures (JVs). Although Fitch believes the company will be able to manage these goals, there is uncertainty and risk that the company will not be able execute on each area. Fitch considers Precoat's top market position to be a leading positive driver for Sequa's rating. SQA generates the majority of its operating cash flow and EBITDA through Precoat, despite challenging market conditions since the recession in 2008-2009. An increase in infrastructure spending could lead to outperforming Fitch's conservative segment projections of a 5% top-line CAGR and relatively unchanged margins between 2017 and 2019. Fitch believes the company will begin to realize benefits from its ongoing restructuring and cost cutting initiatives over the next 12 to 18 months. The company's management team has laid out a prudent program to improve operations and subsequently financial performance. Fitch considers this to be necessary, given the company's decline in performance since 2012. The different initiatives include resolving the issues from its Trac acquisition at Chromalloy, implementing inventory protection, corporate realignment to a regional management system versus individual management, centralized direct material purchasing, footprint consolidation, headcount reduction, and a shift in customer targeting. These initiatives should result in sustainable run-rate savings compared to previous years. In the near term, there will likely be one-time charges associated with the adjustments, including severance pay and facility costs. However, Fitch expects the associated payback period will likely be less than two years. Fitch believes the company's recapitalization eases its upcoming maturity burden, while also materially reducing leverage due to the equitization of the senior unsecured notes and revolver pay down, in conjunction with EBITDA improvement. Post-recapitalization, SQA does not have any maturities until its revolving credit facility matures in 2020. Subsequently, the company's senior 1st lien secured term loan and bonds are expected to mature in 2021. Fitch believes this mitigates some of the company's execution risk and allows time to realize some benefits of the company's restructuring and cost cutting initiatives. The U.S. Air Force recently announced that it had awarded the KC-10 Engine Management contract to a subsidiary of Lockheed Martin (BBB+/Stable). SQA was the incumbent on the contract, which was one of its largest. While SQA has protested the contract decision, Fitch believes it is too early to know if the protest will be allowed or succeed. Fitch's ratings and forecasts incorporate SQA's loss of the KC-10 contract, which illustrates the credit risks related to SQA's customer concentration and contract exposure. If SQA is unsuccessful in its protest, the KC-10 loss will negatively affect revenues and EBITDA, and it could raise the risk of inventory losses. The impact of the contract loss is mitigated by the delayed impact (little effect on 2017 results) and the contract's relatively low margins. There is also the opportunity for SQA to recapture a portion of the contract's revenues as a subcontractor to the new prime. Recovery Ratings The Recovery Ratings (RR) and notching in the debt structure reflect Fitch's recovery expectations under a scenario in which distressed enterprise value is allocated to the various debt classes. Sequa's capital structure includes first-lien senior secured credit facilities and notes, and a second-lien senior secured term loan. The security for the debt consists of all tangible and intangible assets of Sequa and its direct and indirect material wholly owned subsidiaries, including capital stock of subsidiaries. As a result of Fitch's estimated post-restructuring enterprise value, the expected Recovery Rating for the first-lien senior secured credit facilities and notes is 'RR3', indicating recovery prospects in the range of 51% to 70%. The second-lien senior secured term loan is at the 'RR6' level, which reflects an expected recovery in the 0% to 10% range. In case of insolvency, Fitch assumes SQA will be restructured and assesses the going concern EBITDA at approximately $145 million based on the company's competitive advantage at Precoat, exposure to cyclical market trends, and SQA's modest contract exposure contract exposure. Fitch uses a 5.0x multiple when calculating the enterprise value of the post-restructured SQA, which is lower than an industry average post-restructuring multiple of 5.5x, as observed by Fitch. The lower than the industry average post-restructuring multiple is driven by the high degree of competition and pressure in the commercial aftermarket business, particularly from OEMs, as well as cyclicality in the company's main end-markets. These risks are somewhat mitigated by Precoat's strong market position and the technology incorporated into Chromalloy's products. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for SQA include: -- The company experiences modest, single-digit top-line growth through 2019, excluding revenue and EBITDA from the KC-10 contract; -- EBITDA margins remain relatively steady at Precoat, and improve marginally at Chromalloy between 2017 and 2019; -- The company continues to execute on its planned efficiency and cost cutting initiatives through 2019; -- The company begins to generate modestly positive free cash flow in 2018; -- Sequa does not win the protest for the KC-10 award, but does retain a modest amount of residual revenue; -- Capex remains between 3.5% and 5% of sales, annually, through 2019; -- Commercial aviation market remains healthy over the next three to four years; -- The company maintains a leading market position in the coating market; -- The company uses the majority of excess free cash flow to repay its senior 1st lien debt; -- No top or bottom line impact from new JVs before 2020; -- Sequa pays minimal cash taxes for the next several years; RATING SENSITIVITIES Fitch would consider negative rating action if, individually or collectively, the company's FFO fixed charge coverage ratio falls below 1.25x for a sustained period; gross leverage increases above 7.5x for a sustained period; the company loses one or more significant contracts; or cash restructuring costs significantly impair the company's free cash flow generation over the next 12 to 24 months. Fitch would consider positive rating action if, individually or collectively, gross leverage declines below 5.5x for a sustained period; FFO Fixed Charge Coverage increases above 2.0x for a sustained period; the company generates positive free cash flow over a sustained period; or the company successfully executes on its joint ventures. LIQUIDITY Fitch views SQA's pro forma year-end 2017 liquidity as adequate, at approximately $151 million. The company's liquidity will likely be comprised of approximately $45 million in readily available cash, $10 million of availability under its AR securitization facility, and approximately $96 million of availability under its revolving credit facility after accounting for letters of credit. In addition, the company regularly holds a cash balance at foreign subsidiaries, which it considers to be permanently reinvested. In its ratings case, Fitch assumes an additional average of $20 million per year to be restricted and held at foreign subsidiaries for operational purposes. However, in a distressed case Fitch expects the company would be able to repatriate the cash as needed due to its balance of net operating losses. FULL LIST OF RATING ACTIONS Fitch has assigned the following ratings to Sequa Corporation: -- Long-term IDR 'B-' -- Senior 1st lien secured revolver 'B/RR3'; -- Senior 1st lien secured term loan 'B/RR3'; -- Senior 1st lien secured notes 'B/RR3'; -- Senior 2nd lien secured term loan 'CCC/RR6'. The Rating Outlook is Stable. SEQUA CORP: Moody's Rates New Sr. Sec. First Lien Debt B3 --------------------------------------------------------- Moody's Investors Service has assigned a B3 rating to Sequa Corporation's new first lien debt comprised of a $135 million senior secured revolver, $600 million senior secured term loan and $300 million senior secured notes. Moody's also assigned a Caa2 rating to the company's new $350 million senior secured second lien term loan. Proceeds from the new facilities will be used to refinance existing indebtedness. The proposed recapitalization is expected to result in a significant reduction of reported debt and reduced financial leverage. As such, Moody's expects to upgrade the CFR to Caa1 from Ca and change the outlook to stable and also withdraw the ratings on existing indebtedness upon close of the transaction. The existing Ca Corporate Family Rating ("CFR") and Negative rating outlook are unaffected at this time. These actions follow the company's recent announcement of its intent to pursue a recapitalization of its existing capital structure in order to address looming debt maturities. The recapitalization is anticipated to result in the exchange of the company's existing $350 million senior unsecured notes due 2017 for common equity as well as a new $190 million equity investment from existing owners and existing noteholders. Moody's believes the proposed transaction constitutes a distressed exchange and expects to append an "LD" to the post-transaction PDR to indicate a limited default upon completion of the bond exchange offer. RATINGS RATIONALE The existing Ca rating reflects the company's elevated financial leverage and looming debt maturity profile with almost $1.7 billion of debt maturing in 2017. The proposed recapitalization will result in a significant reduction of debt (reported debt expected to decline by about $450 million), improved financial flexibility and a longer-dated capital structure. Moody's expectation of upgrading the CFR to Caa1 from Ca balances the reduced debt burden that will result from the pending recapitalization against the still lofty pro forma leverage levels (Moody's adjusted Debt-to-EBITDA in excess of 7.0x) and the improving yet still historically weak operating performance in Sequa's Chromalloy segment. Sequa's operating performance has strengthened markedly during 2016 with full year sales up 10% and operating income of $14 million as compared to -$46 million during 2015. Furthermore, on-going improvements in operating performance appear to bode well for further strengthening in Sequa's financial profile over the coming quarters. Nevertheless, following several years of weaker than expected performance, the company's ability to consistently win new business and continuously grow earnings, particularly in OEM-dominated commercial aerospace aftermarkets, remains to be seen. Other considerations weighing on the rating include the noisy earnings profile involving multiple, large-sized EBITDA add-backs and the improving yet still weak financial performance at the Trac facility and the need for the company to demonstrate its ability to return this business to previous levels of profitability. The rating favorably considers Sequa's Precoat segment (40% of sales) which has a track record of stable operating performance as well as the company's well-established market position within its niche engine segment. The rating also recognizes the considerable barriers to entry in the Chromalloy business resulting from stringent FAA and OEM approval requirements as well the company's growing IP portfolio of parts and repairs. The negative outlook reflects Sequa's tight liquidity profile and still historically weak operating performance. Moody's expects Sequa to maintain an adequate liquidity profile over the next 12 months. Pro forma cash balances are anticipated to be around $85 million while free cash flow generation is expected to be flat-to-negative during 2017 on the still weak earnings profile and elevated capital expenditures and investments. Assuming Sequa can continue to grow its Chromalloy segment while maintaining modest growth in Precoat then opportunities for an improving cash flow profile appear promising and FCF-to-Debt in the low to mid-single digits seems achievable. That said, Moody's is not expecting improvements in cash flows to manifest themselves in a meaningful way over the next two years. External liquidity is expected to be provided by a $135 million revolving credit facility and a largely-drawn $75 million A/R facility. The new revolving credit facility is expected to contain a springing leverage ratio. The new ratings could be downgraded if Debt-to-EBITDA were expected to be sustained above 7.5x. A sales or earnings decline in either of Sequa's Precoat or Chromalloy segments could also result in a downgrade. A weakening liquidity profile involving an expectation of negative cash flow generation, tightening financial covenants or continued reliance on the revolving credit facility could also result in downward ratings pressure. The new ratings could be upgraded on improved earnings and cash flow generation and if Moody's-adjusted Debt-to-EBITDA was expected to be sustained at or below 6.25x. Any upgrade would be predicated on Sequa's demonstrated ability to consistently grow its Chromalloy segment as well as the company maintaining an improving liquidity profile. Issuer: Sequa Corporation The following ratings were assigned: $135 million senior secured revolver, assigned B3 (LGD3) $600 million senior secured first lien term loan due 2021, assigned B3 (LGD3) $300 million senior secured first lien notes due 2021, assigned B3 (LGD3) $350 million senior secured second lien term loan due 2022, assigned Caa2 (LGD5) Sequa Corporation, headquartered in Palm Beach Gardens, FL, is a diversified industrial company operating in two business segments: Aerospace, through Chromalloy Gas Turbine, and metal coating, through Precoat Metals. Sequa was purchased via a $2.8 billion LBO by affiliates of Carlyle Partners V, L.P. (Carlyle) in December 2007. Revenues for the twelve months ended December 2016 were $1.4 billion. The principal methodology used in these ratings was Global Aerospace and Defense Industry published in April 2014. SIDEWINDER DRILLING: Moody's Withdraws Ca CFR on Debt Elimination ----------------------------------------------------------------- Moody's Investors Service has withdrawn all assigned ratings for Sidewinder Drilling Inc., including the Ca Corporate Family Rating, following the elimination of all of its rated debt. Issuer: Sidewinder Drilling Inc. Ratings Withdrawn: -- Ca Corporate Family Rating -- Ca-PD Probability of Default Rating -- C (LGD5) Senior Unsecured Regular Bond/Debenture -- Negative rating outlook RATINGS RATIONALE Sidewinder' Senior Unsecured Bonds were eliminated effective February 15, 2017. Sidewinder is a privately-owned, North American onshore drilling company focused on providing contract drilling services to exploration & production companies targeting unconventional resource development. SILVER CREEK INVESTMENTS: Has Final Nod to Use Cash Collateral -------------------------------------------------------------- Judge Barbara J. Houser of the U.S. Bankruptcy Court for the Northern District of Texas authorized Silver Creek Investments, LLC, to use cash collateral on a final basis to continue its ordinary course of business operations and to maintain the value of its bankruptcy estate. The Debtor be and is authorized to collect Cash Collateral in the form of monthly rent from tenants at the Property from April 1, 2017 until further Order of the Court. The Debtor's use of Cash Collateral will be limited to payment of the following expenses of operating the business, including payroll and related taxes, and the monthly secured obligation to Bank of DeSoto pursuant to its security documents. With the exception of fixed payments, an operating expense payment variance of up to 20% will be considered to be acceptable with these guidelines: Employee/Contractor Compensation: $1,750 Utilities: $795 Office Expenses and supplies: $175 Repairs and Maintenance: $2,725 Management fee to Alfred Herron: $1,000 The Debtor will provide written documentation (ie. receipt, invoice, etc.) for each operating expense paid with the Cash Collateral. The Cash Collateral collected in excess of the amount required to pay operating expenses described will remain on deposit in the Debtor's Debtor-in-Possession account until further order of the Court. A current tenant, Catfish Floyd's, will continue to pay its monthly rent in the amount of $1,400 directly to the Bank of DeSoto, NA every month from April 1, 2017 and until otherwise ordered by the Court. A current tenant, Family Dollar, will continue to pay its monthly rent in the amount of $7,917 directly to the Bank of DeSoto every month from April 1, 2017 and until otherwise ordered by the Court. The Debtor will remain liable for making its monthly loan payment in the total amount of $20,250 each month to Bank of DeSoto. After consideration and receipt of the amounts paid by Catfish Floyd's and Family Dollar as described, the Debtor will pay to Bank of DeSoto the difference of $10,933 as adequate protection from April 1, 2017 and continuing monthly until further order of the Court. Each adequate protection payment will be made payable to "Bank of DeSoto" and mailed to its counsel, Vicki McCarthy, Law Office of Vicki McCarthy, 114 S. 5th Street, Midlothian, Texas. The Debtor will make an adequate protection payment of $300 per month to Texas Mezzanine Fund, Inc. from the Cash Collateral collected, from April 1, 2017 until further Order of the Court. Such payment will be made only after payment in full of the monthly adequate protection payment to Bank of DeSoto is made as provided. The Debtor will maintain and produce a weekly report for the Bank of DeSoto, and Texas Mezzanine Fund due each Monday commencing Jan. 30, 2017 and continuing each week until further order of the Court which will provide the following information: (i) list of income received per unit that week; (ii) expenses made that week with supporting documentation attached; and (iii) rent roll update to show new rentals with contracts, evictions and/or vacancies. The Debtor will timely pay all fees and charges to the U.S. Trustee that are required under Chapter 123 of title 28. A copy of the Final Order is available for free at: http://bankrupt.com/misc/txnb16-34633-11_65_Cash_Silver_Creek_Investments.pdf About Silver Creek Investments Silver Creek Investments, LLC, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 16-34633) on Dec. 3, 2016. The petition was signed by Alfred Herron, managing member. The case is assigned to Judge Barbara J. Houser. The Debtor is represented by Marilyn D. Garner, Esq., at the Law Office of Marilyn D. Garner, PLLC. At the time of filing, the Debtor had assets and liabilities estimated at $1 million to $10 million each. SILVER LINE: Disclosures Approved; May 18 Plan Confirmation Hearing ------------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Pennsylvania approved Silver Line, Inc.'s disclosure statement explaining its chapter 11 plan filed on Feb. 28, 2017. May 11, 2017, is fixed as the last day for filing written acceptances or rejections of the plan. May 11, 2017, is fixed as the last day for filing and serving written objections to the disclosure statement and confirmation of the plan. May 18, 2017, at 9:30 AM prevailing time, is fixed for the hearing on the final approval of the disclosure statement and for the hearing on confirmation of the plan. The Troubled Company Reporter previously reported that the proposed plan will reorganize and liquidate the Estate of Silver Line, Inc. The revenues from the Credit Swap agreement are adequate to fully fund the plan. After the past due taxes are paid, the Estate of Silver Line, Inc., will have liquidated and will go out of existence. The Disclosure Statement is available at: http://bankrupt.com/misc/paeb15-16818-76.pdf Silver Line, Inc., a Single Asset Real Estate, filed a Chapter 11 petition (Bank. E.D. Pa. Case No. 15-16818) on Sept. 21, 2015. The petition was signed by Richard Viders, president. The case is assigned to Judge Richard E. Fehling. The Debtor disclosed $1.4 million in assets and $430,000 in liabilities. The Debtor tapped Michael J. McCrystal, Esq., at McCrystal Law Offices as counsel. SIXTY SIXTY CONDOMINIUM: May 2 Disclosure Statement Hearing ----------------------------------------------------------- Judge Robert A. Mark of the U.S. Bankruptcy Court for the Southern District of Florida will convene a hearing on May 2, 2017, at 2:00 p.m., to consider approval of the disclosure statement filed by Sixty Sixty Condominium Association, Inc. The last day for filing and serving objections to the disclosure statement is April 25, 2017. As previously reported, under the plan, each holder of an allowed Class 9 Unsecured Claim will receive a distribution sufficient to pay the allowed claim 100% of the value of the claim as of the Petition Date funded by: (i) the Commercial Unit Owners' Capital Contribution; and (ii) the Residential Unit Owners' Capital Contributions on the later of the Effective Date; or the Closing Date. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/flsb16-26187-150.pdf Sixty Sixty Condominium Association, Inc. filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 16-26187) on December 5, 2016, listing $100,000 to $500,000 in total assets, and $1 million to $10 million in liabilities. The petition was signed by Maria Velez, president of the Board of Directors. The Hon. Robert A Mark presides over the case. Brett D. Lieberman, Esq., at Messana, P.A., represents the Debtor as counsel. Juda Eskew & Associates, PA serves as the Debtor's accountant. Sixty Sixty Condominium is a mixed-use hotel/residential building located at 6060 Indian Creek Drive in Miami Beach, Florida. It is a not-for-profit corporation. It is responsible for, among other things, the management, operation, and maintenance of the Condominium's "Common Elements", and other obligations imposed by state statute. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Sixty Sixty Condominium Association, Inc. as of March 1, according to a court docket. SLM CORP: S&P Assigns 'BB+' Rating on $200MM Unsecured Notes ------------------------------------------------------------ S&P Global Ratings said it assigned a 'BB+' rating on SLM Corp.'s $200 million unsecured notes due 2022. The rating on the notes is based on the issuer credit rating on SLM. Given the size of the issuance, it does not change our view of the company's funding, liquidity, or capital. S&P Global Ratings has a 'BB+' issuer credit rating on SLM and a stable outlook. S&P also has a 'BBB-' issuer credit rating on Sallie Mae Bank, the operating company of SLM. The rating on Sallie Mae Bank is based on the company's strong market share in a growing education market, its good profitability and robust capital, and its consistent underwriting standards. The company's rapid loan growth, narrow focus on private student lending, and dependence on nontraditional deposits and securitization funding offset these strengths. RATINGS LIST SLM Corp. Issuer Credit Rating BB+/Stable/-- New Rating SLM Corp. Senior Unsecured $200 mil notes due 2022 BB+ SORRENTO THERAPEUTICS: Liquidity Concerns Casts Going Concern Doubt ------------------------------------------------------------------- Sorrento Therapeutics, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $63.94 million on $1.03 million of total revenues for the year ended December 31, 2016, compared to a net loss of $50.07 million on $1.53 million of total revenues for the year ended December 31, 2015. As of December 31, 2016, the Company had $82.4 million in cash and cash equivalents attributable in part to the net proceeds received under the loan and security agreement that the Company and certain of its domestic subsidiaries (collectively, the "Borrowers") entered into with Hercules Capital, Inc., on November 23, 2016, as amended. As of December 31, 2016, the Company had $50.0 million of long term debt associated with the Loan Agreement. The Loan Agreement contains covenants requiring the Company (i) to achieve certain fundraising requirements by certain dates, and (ii) to maintain a minimum amount of unrestricted cash prior to achieving the corporate and fundraising milestones. The Company is currently in compliance with these covenants, and have plans in place to maintain compliance with these covenants. To the extent that the Company is unable to execute on these plans to maintain compliance with these covenants, or is unable to amend the Loan Agreement to maintain such compliance then it would be in default under the Loan Agreement and the outstanding loan balance may be declared immediately due and payable. If the outstanding loan balance was payable in the next 12 months and the Company is unable to secure additional sources of financing, it would not have enough cash to fund its operating and capital requirements for the next 12 months. The Company cannot be certain that additional funding will be available on acceptable terms, or at all. These factors raise substantial doubt about its ability to continue as a going concern. The Company's operations have consumed substantial amounts of cash since inception. The Company expects to significantly increase its spending to advance the preclinical and clinical development of its product candidates and launch and commercialize any product candidates for which the Company receive regulatory approval, including building its own commercial organizations to address certain markets. The Company will require additional capital for the further development and commercialization of its product candidates, as well as to fund the Company's other operating expenses and capital expenditures. The Company's balance sheet at December 31, 2016, showed total assets of $401.59 million, total liabilities of $315.08 million, and a stockholders' equity of $86.50 million. A full-text copy of the Company's Form 10-K is available at: http://bit.ly/2nKmczu Sorrento Therapeutics, Inc., is a biopharmaceutical company. The Company is engaged in the discovery, acquisition, development and commercialization of drug therapeutics. Its primary focus is to transform cancer into a treatable or chronically manageable disease. It is also developing therapeutic products for other indications, including immunology and infectious diseases. SOTO REEFER: Plan Confirmation Hearing on April 26 -------------------------------------------------- The Hon. Mildred Caban Flores of the U.S. Bankruptcy Court for the District of Puerto Rico has conditionally approved Soto Reefer Containers, Inc.'s disclosure statement explaining the Debtor's plan of reorganization. A hearing to consider the final approval of the Disclosure Statement and the confirmation of the Plan will be held on April 26, 2017, at 9:00 a.m. Objections to the final approval of the Disclosure Statement and the confirmation of the Plan must be filed on or before 14 days prior to the date of the hearing on confirmation of the Plan. Acceptances or rejections of the Plan may be filed in writing by the holders of all claims on or before 14 days prior to the date of the hearing on confirmation of the Plan. Soto Reefer Containers, Inc., filed a Chapter 11 petition (Bankr. D.P.R. Case No. 16-07602) on Sept. 26, 2016, and is represented by Rosana Moreno Rodriguez, Esq., at Moreno & Soltero Law Office, LLC. SOUNDVIEW ELITE: Amended Plan Increases Settlement Amounts ---------------------------------------------------------- Corinne Ball, in her capacity as Chapter 11 Trustee of Soundview Elite Ltd., et al., filed with the U.S. Bankruptcy Court for the Southern District of New York an amended disclosure statement with respect to the Debtor's amended joint plan of liquidation, dated March 24, 2017. Under the latest plan, The Designated Debtors' Available Cash, including the Liquidation Recoveries, will be used first to satisfy Allowed Administrative Claims, Allowed Priority Tax Claims, Allowed Secured Claims and Allowed Other Priority Claims, then to make distributions to Holders of Allowed General Unsecured Claims, and to be distributed pro rata to Holders of Allowed Investor Tort Claims. Claims of Insiders and their Affiliates, as well as Interests, will be subordinated, and no distributions will be made on account of these Claims and Interests. The Chapter 11 Trustee believes that the Plan is fair and equitable to all Holders of Claims and Interests and is in the best interests of all creditors and stakeholders. The Chapter 11 Trustee disclosed that he has filed several lawsuits on behalf of the Debtors. In the case against Collas Crill, the total amount of settlement is now $51,471.07. The previous plan's total amount of settlement was $45,022. In the case against Forbes Hare, the total amount of settlement is now 36,280.91. The previous plan's total amount of settlement in this case was $31,600. Under the latest plan each, Holder of an Allowed Class 3A, 3B and 3C Claim will receive on or as soon as reasonably practicable after the Effective Date, and from time to time thereafter, 99% of the amount of its Allowed Claim from the applicable Designated Debtor's Available Cash. This class is impaired under the plan. A full-text copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/nysb13-13098-1368.pdf About SoundView Elite Ltd. Six mutual funds originally created by Citco Group of Cos., including Soundview Elite Ltd., filed petitions for Chapter 11 protection on Sept. 24, 2013, in Manhattan to avoid undergoing bankruptcy liquidation in the Cayman Islands, where they are incorporated. The funds are Soundview Elite (Bankr. S.D.N.Y. Case No. 13-13098) Soundview Premium, Ltd. (Case No. 13-13099); Soundview Star Ltd. (Case No. 13-13101); Elite Designated (Case No. 13-13102); Premium Designated (Case No. 13-13103); and Star Designated (Case No. 13-13104). The petitions were signed by Floyd Saunders as corporate secretary. By order dated Oct. 16, 2013, the Court directed that the Debtors' bankruptcy cases be procedurally consolidated and jointly administered. SoundView Elite Ltd. and two similarly named funds were the target of a winding-up petitions in the Cayman Islands filed in August by Citco, which had sold its interest in the funds' manager years before. An investor, who was removed from the funds' board in June, filed a different winding-up petition in August, aimed at three funds created later to hold illiquid assets. The Debtor disclosed $20,703,641 in assets and $16,402,671 in liabilities as of the Chapter 11 filing. The funds said in a court filing their total cash assets of about $20 million are held in the U.S., where the funds are managed. Court papers list the funds' total assets as $52.8 million, against debt totaling $28 million. Judge Robert E. Gerber presides over the U.S. cases. Warren J. Martin, Jr., Esq., Mark J. Politan, Esq., Terri Jane Freedman, Esq., and Rachel A. Segall, Esq., at Porzio, Bromberg & Newman, PC, serve as the Debtors' counsel. CohnReznick LLP serves as financial advisor. Peter Anderson and Matthew Wright, as Joint Official Liquidators of the Debtors, are represented in the U.S. proceedings by John A. Pintarelli, Esq., James J. Beha, II, Esq., William H. Hildbold, Esq., at Morrison & Foerster LLP. The U.S. Trustee solicited for the formation of an official committee of unsecured creditors, but to date one has not been formed. In April 2014, District Judge J. Paul Oetken affirmed the Bankruptcy Court order appointing a Chapter 11 trustee for SoundView Elite Ltd. and its affiliated debtors, and tossed pro se appeals filed by Alphonse Fletcher, Jr., and George E. Ladner, the sole directors of the mutual funds. Stephen Pearson, Esq., at Jones Day serves as counsel for Corinne Ball, the Chapter 11 Trustee. SQUARETWO FINANCIAL: Hires Ernst & Young as Tax Advisor ------------------------------------------------------- SquareTwo Financial Services Corporation, et al. seek authorization from the U.S. Bankruptcy Court for the Southern District of New York to employ Ernst & Young LLP as tax advisor, nunc pro tunc to the March 19, 2017 petition date. The Debtors require Ernst & Young to provide these services: A. Tax Analysis of Debt Restructuring Transaction -- 2016 Taxable Income Calculation and Dec. 31, 2016 Tax Basis Balance Sheet: - EY LLP will prepare an estimated taxable income calculation for SquareTwo Financial Corporation and its subsidiaries for U.S. federal income tax purposes for the 2016 tax year, based on best available information as provided by SquareTwo Financial Corporation; and - EY LLP will prepare a tax basis balance sheet as of December 31, 2016 based on the tax return balances as filed for 2015 and the estimated taxable income calculation for 2016. -- Transaction Cost Analysis: EY LLP will perform an analysis of certain costs and expenses incurred in connection with the Debtors' 2016 debt exchange transactions and the merger of CA Holding, Inc. with and into SquareTwo Financial Corporation. -- Updated Tax Attribute Reduction Model: - EY LLP will continue to advise the Debtors' personnel in developing an understanding of the tax issues and options related to the Debtors' 2016 debt restructuring transactions, taking into account each Debtor's specific facts and circumstances for U.S. federal income tax purposes. - EY LLP will prepare an updated model, taking into account current tax and financial data, that is intended to assist the Debtors to determine the applicable U.S. federal income tax treatment of such items related to the subject transactions. -- Foreign Tax Credit Calculations: EY LLP will analyze the Debtors' U.S. tax returns from 2013, 2014 and 2015 where certain foreign tax credits were originally generated and make the necessary calculations of foreign source income, foreign source deductions, overall domestic loss, overall foreign loss, etc. as necessary. B. Routine On-Call Tax Advisory Services -- EY LLP will provide routine tax advice and assistance concerning issues as requested by the Debtors when such projects are not covered by a separate Engagement Letter. -- EY LLP will assist with tax issues by answering isolated questions, drafting memoranda describing how specific tax rules work, assisting with general transactional issues and assisting the Debtors with their dealings with tax authorities. C. 2016 Tax Compliance Services -- EY LLP will prepare the U.S. federal income tax return, Form 1120, for SquareTwo Financial Corporation on behalf of itself and its affiliated entities listed in the Engagement Letters for the year ended December 31, 2016. EY LLP will also prepare the state and local income and franchise tax returns for those jurisdictions listed in the Engagement Letters. -- The specific services EY LLP will provide in its 2016 tax compliance services include: - Estimated tax payment computations, if required; - Extension requests; - Federal tax depreciation calculations (Regular, Alternative Minimum Tax, Adjusted Current Earnings) as well as gain/loss on disposals of fixed assets; - State tax depreciation calculations; - Federal Form 5471, Information Return of U.S. Persons With Respect to Certain Foreign Corporations; and - Federal Form 1118, Foreign Tax Credit-Corporations. D. 2016 Canada Short Period Tax Compliance -- EY LLP will prepare the 2016 Canada tax returns for the short period dated May 25, 2016 to December 31, 2016, Form NR4("Statement of amounts paid or credited to non-residents of Canada"), and NR4 Summary ("Return of amounts paid or credited to Non-Residents of Canada.") for the entities listed below. - Preferred Credit Resources Limited; - Metropolitan Legal Administration Services, Inc.; - CCL Financial Inc.; and - Square Two Financial Canada Corporation. The Debtors have agreed to pay EY LLP the compensation as set forth in the Engagement Letters, which is summarized as follows: A. Tax Analysis of Debt Restructuring Transaction EY LLP's fees will be based on the time that EY LLP's professionals spend performing services, as adjusted annually on July 1 while such services are being performed. EY LLP estimates the fees for each work stream as set forth below. Additional work or out-of-scope services may result in fees above the estimated ranges. Work Stream Estimated Fee 2016 Taxable Income Calculation and 12/31/2016 Tax Basis Balance Sheet $45,000 Transaction Cost Analysis $30,000 for Phase I Tax Attribute Reduction $50,000 Foreign Tax Credit Calculations $30,000 B. Routine On-Call Advisory Services EY LLP's fees will be based on the time that EY LLP's professionals spend performing services, as adjusted annually on July 1 while such services are being performed. The current hourly rates, by level of professional, are as follows: Partner $828 Executive Director $757 Senior Manager $716 Manager $604 Senior $493 Staff $300 C. 2016 Tax Compliance Services - EY LLP will charge a fee of $133,900 for the 2016 tax compliance services, provided that it timely receives all information necessary for the completion of the returns. - Invoices for the returns will be sent and payable as follows: Payment Due Amount First progress bill April 30, 2017 $65,000 Second progress bill June 15, 2017 $45,500 Final bill August 15, 2017 $23,400 - Any additional state returns that need to be prepared by EY LLP and are not included in the Engagement Letters will be billed at a fee of $900 per state return. Estimated tax payment calculations and forms will be billed at $2,500 per quarter, if required. D. 2016 Canada Short Period Tax Compliance -- EY LLP will charge a fee of $20,000 for the 2016 Canada short period tax compliance services, provided that it receives all information necessary for the completion of the returns. -- Invoices for the returns will be sent and payable as follows: Date Due Amount First progress bill April 30, 2017 $10,000 Second progress bill August 15, 2017 $10,000 Matthew Lazzeri, partner of EY 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. EY LLP can be reached at: Matthew Lazzeri Ernst & Young LLP Suite 3300, 370 17th Street Denver, CO 80202 Tel: (720) 931-4676 E-mail: matt.lazzeri@ey.com About SquareTwo Financial SquareTwo Financial Services Corporation, et al.'s primary business is to acquire, manage, and collect charged-off consumer and commercial accounts receivable, which are accounts that credit issuers have charged off as uncollectible, but that remain owed by the borrower and subject to collection. The Debtors filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 17-10659) on March 19, 2017. The Debtors are represented by Matthew A. Feldman, Esq., Paul V. Shalhoub, Esq., Robin Spigel, Esq., and Debra C. McElligott, Esq., at Willkie Farr & Gallagher LLP, in New York. The Debtors' CCAA Counsel is D.J. Miller, Esq., Asim Iqbal, Esq., and Mitch Grossell, Esq., at Thornton Grout Finnigan LLP, in Toronto, Ontario. The Debtors' Restructuring Advisor is Alixpartners, LLP; Investment Bankers are Keefe, Bruyette & Woods, Inc., and Miller Buckfire & Co. The Debtors' claims and noticing agent is Prime Clerk LLC. At the time of filing, the Debtors had estimated assets of $100 million to $500 million and estimated debts of $100 million to $500 million. The petition was signed by J.B. Richardson, Jr., authorized signatory. STICHTER & STICHTER: Names David Rosenthal as Attorney ------------------------------------------------------ Stichter & Stichter Trucking, LLC seeks authorization from the U.S. Bankruptcy Court for the Northern District of Indiana to employ David A. Rosenthal as attorney. The Debtor requires Mr. Rosenthal to: (a) give the Debtor legal advice with respect to the powers and duties as Debtor-in-Possession in the continued operation of the business and management of the property; (b) prepare on behalf of the Debtor, necessary applications, answers, orders, reports and other legal papers; (c) perform all other legal services of the Debtor which may be necessary; and (d) advise, consult and attend necessary meetings to refinance the existing debts or to obtain necessary credit. Mr. Rosenthal will be reimbursed for reasonable out-of-pocket expenses incurred. David A. Rosenthal assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. Mr. Rosenthal can be reached at: David A. Rosenthal, Esq. 410 Main Street Lafayette, IN 47901 Tel: (765) 423-5375 E-mail: darlaw@nlci.com Stichter & Stichter Trucking, LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ind. Case No. 17-40044) on February 21, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by David A. Rosenthal, Esq. SWING HOUSE: Seeks to Hire Friedman Kannenberg as Accountant ------------------------------------------------------------ Swing House Rehearsal and Recording, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire an accountant. The Debtor proposes to hire Friedman, Kannenberg & Company, P.C. to prepare financial statements and income tax returns, assist in supervising bookkeeping services, analyze any accounting or tax-related issues in connection with its Chapter 11 case, and provide other services. The hourly rates charged by the firm are: Partner $300 Manager $225 Staff Accountants $150 - $200 Paraprofessionals $75 Alan Friedman, the accountant designated to provide the services, will be paid an hourly rate of $300. The Debtor has not paid any retainer to the firm for services in connection with its bankruptcy case. Mr. Friedman 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: Alan Friedman Friedman, Kannenberg & Company, P.C. 17 Talcott Notch Road Farmington, CT 06032 Tel: (860) 677-9191 Fax: (860) 674-9602 Email: alan@fkco.com About Swing House Rehearsal Swing House Rehearsal and Recording, Inc. dba Swing House Studios filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 16-24758), on November 8, 2016. The petition was signed by Philip Jaurigui, president and secretary. The case is assigned to Judge Robert N. Kwan. The Debtor is represented by Kurt Ramlo, Esq. and Jeffrey S. Kwong, Esq., at Levene, Neale, Bender, Yoo & Brill L.L.P. At the time of filing, the Debtor estimated $1 million to $10 million in both assets and liabilities. THRU INC: Has Interim Authorization to Use Cash Collateral ---------------------------------------------------------- Judge Stacey G. Jernigan of the U.S. Bankruptcy Court for the Northern District of Texas authorized Thru, Inc., to use cash collateral on an interim basis. The Debtor is authorized to use cash collateral through the entry of a final order authorizing the use of cash collateral only in the amounts and for the purposes specified in the Budget. The approved Interim Budget shows total expenses in the approximate amount of $122,880 for week ending April 1, 2017, and $3,500 for week ending April 8, 2017. The Debtor is also authorized to use cash to pay any fees owed to the Office of the U.S. Trustee without regard to any amount set forth in the Budget. The Debtor acknowledged its indebtedness of approximately $615,000 from Lee Harrison, Eliza Jayne McCoy, and Roderic Holliday-Smith, and that prior to the Petition Date, said Lenders provided the Debtor with two additional advances: in the amounts of $100,000 and $150,000, respectively. Mr. Harrison, Ms. McCoy and Mr. Holliday-Smith are each granted valid, perfected liens and enforceable postpetition replacement security interests in all property of the Debtor, whether acquired before or after the Petition Date, only to the same extent and validity of, and have the same priority as, their respective liens and security interests that existed prior to the Petition Date. Mr. Harrison, Ms. McCoy and Mr. Holliday-Smith are also granted a superpriority claim in such amount, if and to the extent the Replacement Liens will be insufficient to provide adequate protection against the diminution in value of their respective interest in any collateral resulting from the use of Cash Collateral. The Court will conduct a further hearing on the use of cash collateral on April 7, 2017, at 9:30 a.m. A full-text copy of the Order, dated March 28, 2017, is available at https://is.gd/COAwf2 About Thru, Inc. Thru, Inc. -- http://www.thruinc.com/-- provides enterprise file sharing and collaboration to help organizations exchange large files and content securely across the globe. Thru, Inc., has strategic partnerships with Rackspace, Microsoft, Salesforce, VMware, IBM, Cleo, Servcorp, Symantec, HCL, and Citrix. The company was formerly known as Rumble Group and changed its name to Thru, Inc. in February 2006. Thru, Inc. was founded in 2002 and is based in Irving, Texas with additional offices in San Jose, California; Sydney, Australia; and London, United Kingdom. On March 8, 2017, the U.S. District Court for the Northern District of California entered an order awarding $2.3 million in attorney's fees in favor of Dropbox, Inc., arising from litigation between the Debtor and Dropbox that was commenced in 2015. To preserve the value of its assets and restructure its financial affairs following entry of that judgment, Thru, Inc., filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 17-31034) on March 22, 2017. The petition was signed by Lee Harrison, CEO. At the time of filing, the Debtor had assets and liabilities estimated at $1 million to $10 million. Judge Stacey G. Jernigan is the case judge. Keith Miles Aurzada, Esq., and Michael P. Cooley, Esq. at Bryan Cave LLP, is serving as bankruptcy counsel to the Debtor, with Keith Miles Aurzada, Esq., and Michael P. Cooley, Esq., leading the engagement. An official committee of unsecured creditors has not been appointed in the case, and no trustee or examiner has been requested or appointed in the case. TILLMAN PARK: Has Final Approval to Use LSCG Fund Cash Collateral ----------------------------------------------------------------- Judge Edward J. Coleman, III, of the U.S. Bankruptcy Court for the Southern District of Georgia signed a Final Consent Order authorizing Tillman Park, LLC, to use the cash collateral of LSCG Fund 2, LLC. The Debtor's principal source of revenues presently consists of receipts from the rental units generally known as Tillman Park. LSCG Fund holds a junior security interest in both the real property and the cash collateral. LSCG Fund consented to the limited use of the cash collateral under the terms contained in the Final Consent Order. The Real Property will be managed by Jack Conner, a professional and third party property manager, who will be charged with, on a monthly basis, collecting all cash collateral from the real property and paying therefrom only: (1) Manager's approved management fee, and (2) those items set forth on the Budget, plus a variance of not more than 10% for any line item listed in the Budget, with the net balance of such cash collateral being remitted to LSCG Fund, on a monthly basis. The approved Budget reflects total expenses of approximately $15,659. All other cash collateral that the Debtor had on hand as of the Petition Date or that Debtor has received since the Petition Date, including all products and proceeds of the Debtor's business, to the extent not already deposited, will be deposited in the Debtor's Operating Account, and no funds will be withdrawn by the Debtor from the Operating Account except as expressly consented to by LSCG Fund or approved by the Court. LSCG Fund is granted a continuing, additional replacement lien and security interest in and to all of the cash collateral, to secure the Debtor's obligations under the Loan Documents and will attach to the same extent, validity, and priority as the prepetition lien of LSCG Fund as it existed on the Petition Date. Additionally, the Debtor agreed, among other things, to: (a) remain current in the payment of all post-petition tax liabilities, including but not limited to, accruing ad valorem property taxes, sales and use taxes, payroll taxes, and income taxes; (b) not dispose of any material asset out of the ordinary course of its business without the advance written consent of LSCG Fund and the approval of the Court; (c) provide LSCG Fund, upon reasonable request, information and bank records evidencing all deposits, disbursements, and other activity in the DIP account; (d) promptly deposit into the DIP account any other cash collateral in its current or future custody, possession, or control, including the balance remaining in its prepetition operating account; and (e) include as part of the Monthly Operating Report a detailed and itemized copy of all the Debtor's account statement disbursements and receipts of the account in which income is received and the disbursements made, a copy of the Debtor's account statement and copies of all deposits and disbursements from the account. The Parties agreed that it will be a default for any one or more of the following to occur: (a) the Debtor will fail to comply with any of the terms or conditions of this Order; (b) the Debtor will fail to maintain insurance on the Real Property or will fail to name LSCG Fund as loss payee on such insurance policy; (c) the Debtor will use cash collateral other than as permitted by the Consent Order; or (d) the appointment of a trustee or examiner in this proceeding, or the conversion of the Debtor's case to a proceeding under Chapter 7 of the Bankruptcy Code. A full-text copy of the Final Consent Order, dated March 28, 2017, is available at https://is.gd/7UWCCt LSCG Fund 2, LLC, is represented by: Thomas W. Waldrep, Jr., Esq. WALDREP, LLP 101 S. Stratford Road, Ste. 210 Winston-Salem, NC 27104 Phone: (336) 717-1440 Fax: (336) 717-1340 Cash Collateral Use has been consented to: Matthew E. Mills, Esq. Office of the U.S. Trustee Johnson Square Business Center 2 East Bryan Street, Suite Savannah, GA 31401 About Tillman Park, LLC Tillman Park, LLC filed a Chapter 11 petition (Bankr. S.D. Ga. Case No. 16-60147) on April 4, 2016. The petition was signed by T. Holmes Ramsey, Jr., managing member. The case is assigned to Judge Edward J. Coleman, III. The Debtor is represented by Jon A. Levis, Esq. at Merrill & Stone, LLC. At the time of filing, the Debtor had $3.28 million in assets and $5.20 million in liabilities. TRAVELERS OF AMERICA: Hires Van Horn as Attorney ------------------------------------------------ Travelers of America, Inc. seeks authorization from the U.S. Bankruptcy Court for the Southern District of Florida to employ Van Horn Law Group, Inc. as attorney, nunc pro tunc to March 20, 2017. The Debtor requires Van Horn to: (a) give advice to the Debtor will respect to its powers and duties as a debtor in possession and the continued management of its business operations; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the Court; (c) prepare motions, pleadings, orders, applications, adversary proceedings, and other legal documents necessary in the administration of the case; (d) protect the interest of the Debtor in all matters pending before the Court; and (e) represent the Debtor in negotiation with its creditors in the preparation of a plan. Van Horn will be paid at these hourly rates: Chad Van Horn $400 Jay Molluso $350 Attorneys $400 Lead Paralegals $185 Law Clerks $175 Van Horn will also be reimbursed for reasonable out-of-pocket expenses incurred. Van Horn requires a non-refundable retainer of $15,000 plus a filing fee of $1,717. Chad T. Van Horn, founding partner of Van Horn, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. Van Horn can be reached at: Chad T. Van Horn, Esq. VAN HORN LAW GROUP P.A. 330 N. Andrews Avenue, #450 Fort Lauderdale, FL 33301 Tel: (954) 765-3166 E-mail: chad@cvhlawgroup.com Travelers of America, Inc., filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 17-13341) on March 20, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Chad T. Van Horn, Esq. TX C C INC: PACA Creditors Seek to Prohibit Cash Collateral Use --------------------------------------------------------------- The PACA Creditors ask the U.S. Bankruptcy Court for the Eastern District of Texas to prohibit TX. C. C., Inc. and its affiliated debtors from using any cash collateral, sales proceeds, and/or funds on deposit in their possession or on deposit in their existing bank accounts maintained at Bank of America and Regions unless and until an escrow in the amount of $300,000 is established for the benefit of the PACA Creditors and any similarly situated creditors in an interest-bearing account. The PACA Creditors are: Brothers Produce, Inc.; Brothers Produce of Austin, Inc.; Brothers Produce of Dallas, Inc.; Dohme Produce, Inc. d/b/a Central Illinois Produce Co.; Dixie Produce, Inc.; Frontier Produce, Inc.; P J K Food Service Corp, d/b/a Keany Produce Co; LaGrasso Bros, Inc.; Joe Lasita & Sons, Inc.; Liberty Fruit Co., Inc.; River City Produce Company, Inc.; Senn Brothers, Inc.; Sirna & Sons, Inc.; and Vermilion Valley Produce Co., Inc. The PACA Creditors relate that prior to Petition Date, they have sold to the Debtors, in interstate commerce, wholesale quantities of produce and other goods in the aggregate principal amount of $258,384, of which the aggregate principal amount of $254,164 for wholesale quantities of produce. The PACA Creditors assert that the invoices all include terms entitling them to interest and majority have terms providing for attorneys' fees. The PACA Creditors are licensed dealers under the Perishable Agricultural Commodities Act -- an Act that has been enacted to encourage fair trading in the marketing of produce and to prevent unfair and fraudulent practices in an industry highly susceptible to such practices. Accordingly, the Debtors, having received, purchased, or contracted to receive more than 2,000 pounds of produce on a given day and purchasing more than $230,000 in a calendar year, are also subject to license under PACA. The PACA contains a Trust Provision which requires produce buyers that are licensed or subject to license under the PACA, such as the Debtors, to hold in trust all of its produce-related assets -- which includes the produce itself, products derived therefrom, and any receivables or proceeds from the sale thereof -- until full payment is made to the seller. Therefore, when a produce buyer files for bankruptcy protection, the PACA Trust Assets are not part of the debtor's estate. The trust is continuous, and it arises upon the produce buyer's first purchase of produce and remains continually in existence until all produce suppliers have been paid in full. The PACA Creditors are represented by: Robert Yaquinto, Jr., Esq. Sherman & Yaquinto, L.L.P. 509 N. Montclair Avenue Dallas, Tx 75208-5498 Tel: 214 942-5502 Fax: 214 946-7601 E-mail: rob@syllp.com About TX. C. C., Inc. TX. C. C., Inc. filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 17-40297) on Feb. 13, 2017. The petition was signed by Timothy Dungan, president. The case is assigned to Judge Brenda T. Rhoades. The Debtor is represented by John P. Henry, Esq., at the Law Offices of John Henry, P.C. At the time of filing, the Debtor had less than $50,000 in estimated assets and $1 million to $10 million in estimated liabilities. ULTIMATE AVT: Plan, Disclosures Hearing Set for May 1 ----------------------------------------------------- Judge Stacy G. Jernigan of the U.S. Bankruptcy Court for the Northern District of Texas conditionally approved Ultimate AVT, Inc.'s disclosure statement referring to its plan of reorganization, dated March 22, 2017. April 27, 2017, is fixed as the last day for filing and serving written acceptances or rejections of the Plan. April 27, 2017, is fixed as the last day for filing and serving written objections to confirmation of the Plan or the Disclosure Statement. May 1, 2017, at 2:30 p.m., is fixed for the hearing on Confirmation of the Plan and Final Approval of the Disclosure Statement in the Courtroom of the Honorable Stacy G. Jernigan, 1100 Commerce Street, 14th Floor, Dallas, Texas. About Ultimate AVT Ultimate AVT, Inc., filed a voluntary Chapter 11 petition (Bankr. N.D. Tex. Case No. 16-34140) on Oct. 25, 2016. The petition was signed by Wes Weisheit, president. The Debtor is represented by Eric A. Liepins, Esq., at Eric A. Liepins, P.C. The Debtor estimated assets at $100,001 to $500,000 and liabilities at $500,001 to $1 million at the time of the filing. UNITY COURIER: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Unity Courier Service, Inc. 3231 Fletcher Drive Los Angeles, CA 90065 Case No.: 17-13943 Business Description: Unity Courier -- http://www.unitycourier.com/ -- provides courier services. The Company delivers individually addressed letters, parcels, and packages to customers in the United States. Chapter 11 Petition Date: March 31, 2017 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Ernest M. Robles Debtor's Counsel: Ira Benjamin Katz, Esq. LAW OFFICES OF IRA BENJAMIN KATZ, APC 1925 Century Park East, Suite 1700 Los Angeles, CA 90067 Tel: 310-282-8580 Fax: 310-282-8149 E-mail: IKatz@katzlaw.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Larry Lum, president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb17-13493.pdf UNIVERSITY PLAZA: Has Final Authorization to Use Cash Collateral ---------------------------------------------------------------- U.S. Bankruptcy Judge Edward J. Coleman, III, for the Southern District of Georgia signed a consent order authorizing University Plaza, Inc., to use the cash collateral of Sea Island Bank and LSCG Fund 2, LLC on a final basis. The Debtor's principal source of revenues presently consists of receipts from the rental units generally known as University Plaza. Sea Island Bank holds a first position lien on both the real property and the cash collateral, while LSCG Fund holds a junior security interest in both the real property and cash collateral. Sea Island Bank and LSCG Fund consented to the limited use of the cash collateral under the terms of the Consent Order. The Real Property will be managed by Jack Conner, a professional and third party property manager, who will be charged with, on a monthly basis, collecting all cash collateral from the real property and paying therefrom only: (1) Manager's approved management fee, (2) a monthly adequate protection payment to Sea Island Bank in the amount of $13,649, and (3) those items set forth on the Budget, plus a variance of not more than 10% for any line item listed in the Budget, with the net balance of such cash collateral being remitted to LSCG Fund, on a monthly basis. The approved Budget reflects total expenses of approximately $9,423. All other cash collateral that the Debtor had on hand as of the Petition Date or that Debtor has received since the Petition Date, including all products and proceeds of the Debtor's business, to the extent not already deposited, will be deposited in the Debtor's Operating Account, and no funds will be withdrawn by the Debtor from the Operating Account except as expressly consented to by Sea Island Bank and LSCG Fund or approved by the Court. Sea Island Bank and LSCG Fund were each granted a continuing, additional replacement lien and security interest in and to all of the cash collateral, to secure the Debtor's obligations under the Loan Documents and will attach to the same extent, validity, and priority as the prepetition lien of Sea Island Bank and LSCG Fund as it existed on the Petition Date. Additionally, the Debtor agreed, among other things, to: (a) remain current in the payment of all post-petition tax liabilities, including but not limited to, accruing ad valorem property taxes, sales and use taxes, payroll taxes, and income taxes; (b) not dispose of any material asset out of the ordinary course of its business without the advance written consent of Sea Island Bank and LSCG Fund and the approval of the Court; (c) provide Sea Island Bank and LSCG Fund, upon reasonable request, information and bank records evidencing all deposits, disbursements, and other activity in the DIP account; (d) promptly deposit into the DIP account any other cash collateral in its current or future custody, possession, or control, including the balance remaining in its prepetition operating account; and (e) include as part of the Monthly Operating Report a detailed and itemized copy of all the Debtor's account statement disbursements and receipts of the account in which income is received and the disbursements made, a copy of the Debtor's account statement and copies of all deposits and disbursements from the account. The Parties agreed that it will be a default for any one or more of the following to occur: (a) the Debtor will fail to comply with any of the terms or conditions of this Order; (b) the Debtor will fail to maintain insurance on the Real Property or will fail to name the Sea Island Bank and LSCG Fund as loss payee on such insurance policy; (c) the Debtor will use cash collateral other than as permitted by the Consent Order; or (d) the appointment of a trustee or examiner in this proceeding, or the conversion of the Debtor's case to a proceeding under Chapter 7 of the Bankruptcy Code. A full-text copy of the Final Consent Order dated March 28, 2017, is available at https://is.gd/zj8xFh Cash Collateral use has been consented to by: Matthew E. Mills, Esq. Office of the U.S. Trustee Johnson Square Business Center 2 East Bryan Street, Suite Savannah, GA 31401 Sea Island Bank is represented by: Laura H. Wheaton, Esq. BROWN ROUNTREE, PC 26 North Main Street Statesboro, GA 30458 LSCG Fund 2, LLC, is represented by: Thomas W. Waldrep, Jr., Esq. WALDREP, LLP 101 S. Stratford Road, Ste. 210 Winston-Salem, NC 27104 Phone: (336) 717-1440 Fax: (336) 717-1340 About University Plaza University Plaza, Inc., filed a Chapter 11 petition (Bankr. S.D. Ga. Case No. 16-60148) on April 4, 2016. The petition was signed by T. Holmes Ramsey, Jr., president. At the time of filing, the Debtor had $2.43 million in assets and $6.74 million in liabilities. The case is assigned to Judge Edward J. Coleman, III. The Debtor is represented by Jon A. Levis, Esq. at Merrill & Stone, LLC. US TELEPACIFIC: Moody's Affirms B3 CFR Amid Planned New Bank Loans ------------------------------------------------------------------ Moody's Investors Service has affirmed U.S. TelePacific Corp.'s B3 corporate family rating (CFR) following the company's planned issuance of new bank credit facilities. Moody's has also assigned a B3 rating (LGD-3), in line with the current rating, to the company's proposed $680 million senior secured 1st lien credit facility which consists of a $655 million term loan due 2023 and a $25 million revolver due 2022. The proceeds of the facilities will be used to repay the company's existing term loan B, revolving credit facility, and secured notes. Moody's has downgraded TelePacific's probability of default rating (PDR) to Caa1-PD from B3-PD in connection with the redemption of the secured notes, reflecting a going forward capital structure singularly comprised of secured bank facilities. The outlook remains stable. Actions taken for U.S. TelePacific Corporation: Affirmations: -- Corporate Family Rating, Affirmed B3 Downgrades: -- Probability of Default Rating, Downgraded to Caa1-PD from B3-PD Assignments: -- Senior Secured Bank Credit Facility, Assigned B3 (LGD 3) Outlook, Remains Stable RATINGS RATIONALE TelePacific's B3 CFR reflects its low margins, modest free cash flow and the intense competitive pressure it faces within its core legacy markets. TelePacific faces tough competition from incumbent carriers and cable companies who operate more ubiquitous physical networks and offer broader service capabilities including cloud and managed services. The rating is supported by TelePacific's position as a leading national provider of managed services, as well as its position as the largest CLEC (competitive local exchange carrier) in the California and Nevada markets. Further, low churn, especially in managed services offerings, underscores the sticky nature of TelePacific's customer relationships. With a primary focus on mid-sized enterprises with multiple locations, TelePacific's growth is driven by new customer wins in the higher growth and higher margin managed services space, as well as by upselling existing business services customers to these managed offerings. The company's potential to increasingly deliver higher margins and growing cash flows going forward is driven by its asset-light business model evolution, and its acquisition and development of alternative, lower cost network access assets. Recent acquisitions have strengthened TelePacific's market position and asset base, facilitated competitive offerings of high speed data services, and reduced the company's dependency on ILECs (incumbent local exchange carriers) for last-mile access. With its recent acquisition of DSCI Corporation ("DSCI"), TelePacific expanded its managed services offerings, including managed IT and UCaaS ("unified communications as a service") offerings, including over-the-top ("OTT") solutions which effectively expand its addressable market. With high growth potential, managed services are poised to offset declines in the company's legacy CLEC business and contribute to better overall margins. Managed services, representing the bulk of new bookings, are now approximately 50% of overall revenues and growing at mid-teens rates. Additionally, TelePacific should achieve meaningful cost synergies by migrating its hosted PBX (private branch exchange) application away from wholesale providers onto DSCI's network platform. The stable outlook reflects Moody's view that TelePacific will continue to achieve organic revenue growth in the low single digit range and maintain stable margins. Moody's could upgrade TelePacific's ratings if Debt/EBITDA (Moody's adjusted) trends towards 4x and the company produces consistent, positive free cash flow. Moody's would likely downgrade TelePacific's ratings if revenues and EBITDA decline such that leverage exceeds 6x on a sustained basis. Additionally, evidence of liquidity pressure or the failure to successfully integrate acquired businesses could lead to a downgrade in ratings. The principal methodology used in these ratings was Telecommunications Service Providers published in January 2017. VAIR RESOURCES: Wants Filing of Disclosure Statement Waived ----------------------------------------------------------- Vair Resources, LLC, filed a motion asking the U.S. Bankruptcy Court for the Eastern District of Texas to waive the requirement of chapter 11 disclosure statement pursuant to Section 1125 of the Bankruptcy Code. As the Debtor is a small business, the Debtor asks the Court to waive the requirement to file a Disclosure Statement as the proposed plan includes and provides adequate information to the creditors sufficient to make a decision as to whether to vote in favor of the Plan. The Debtor, as Debtors-in-Possession, and the Plan proponent also asks the Court to waive the requirement of filing a separate Disclosure Statement in order to expedite and simplify the confirmation process. Attorneys for the Debtor: Tagnia Fontana Clark, Esq. MAIDA LAW FIRM, P.C. 4320 Calder Avenue Beaumont, Texas 77706 Tel: (409) 898-8200 Fax: (409) 898-8400 About Vair Resources Vair Resources, LLC, filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 16-10488) on Oct. 4, 2016. The petition was signed by Stone Haynes, owner/member. The Hon. Bill Parker is the case judge. The Debtor estimated assets and debt of $1 million to $10 million. Frank J. Maida, Esq., at Maida Law Firm, P.C., in Beaumont, Texas, serves as counsel No official committee of unsecured creditors has been appointed in the case. VANGUARD HEALTHCARE: Suit by Dept. of Justice, Tennessee Continues ------------------------------------------------------------------ Dani Kass, writing for Bankruptcy Law360, reports that the U.S. District Judge Kevin H. Sharp has allowed the U.S. Department of Justice and the state of Tennessee to proceed with a False Claims Act lawsuit against Vanguard Healthcare LLC. Law360 relates that the U.S. Department of Justice and the state of Tennessee accuse the Debtor of providing "grossly substandard" care. Judge Sharp found the lawsuit to be exempt from the automatic stay, the report states. About Vanguard Healthcare Vanguard is a long-term care provider headquartered in Brentwood, Tennessee, providing rehabilitation and skilled nursing services at 14 facilities in four states (Florida, Mississippi, Tennessee and West Virginia). Vanguard Healthcare, LLC, and 17 of its subsidiaries each filed a Chapter 11 bankruptcy petition (Bankr. M.D Tenn. Lead Case No. 16-03296) on May 6, 2016. The petitions were signed by William D. Orand, the CEO. The cases are assigned to Judge Randal S. Mashburn. Vanguard estimated assets in the range of $100 million to $500 million and liabilities of up to $100 million. The Debtors hired Bradley Arant Boult Cummings LLP as counsel and BMC Group as noticing agent. The U.S. Trustee for Region appointed seven creditors of Vanguard Healthcare to serve on an official committee of unsecured creditors. The committee members are Kindred Nursing Centers East, L.L.C., Medline Industries, Inc., Healthcare Services Group, Inc., Kirk F. Hebert, Signature Healthcare, LLC, et al., Express Courier, and Rezult Group, Inc. VBI VACCINES: EisnerAmper LLP Raises Going Concern Doubt -------------------------------------------------------- VBI Vaccines Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $23.20 million on $548,000 of revenues for the year ended December 31, 2016, compared to a net loss of $26.19 million on $955,000 of revenues for the year ended December 31, 2015. EisnerAmper LLP states that the Company has incurred and will continue to incur losses and generate negative operating cash flows and as such will require significant additional funds to continue its development activities to ultimately achieve commercial launch of its products. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at December 31, 2016, showed total assets of $104.75 million, total current liabilities of $7.61 million, total non-current liabilities of $13.41 million, and a stockholders' equity of $83.73 million. A full-text copy of the Company's Form 10-K is available at: http://bit.ly/2nWTNsq About VBI Vaccines Inc. VBI Vaccines Inc., formerly SciVac Therapeutics Inc., is a commercial-stage, biopharmaceutical company. VBI currently manufacture its product, Sci-B-Vac(TM), a third generation Hepatitis B ("HBV") vaccine for adults, children and newborns, which is approved for use in Israel and 14 other countries. Sci-B-Vac(TM), but has not yet been approved by the U.S. Food and Drug Administration (the "FDA") or the European Medicines Agency (the "EMA"). VERENGO INC: Unsecured Creditors to Recoup Up to 2.0% Under Plan ---------------------------------------------------------------- Verengo, Inc., filed with the U.S. Bankruptcy Court for the District of Delaware a first amended combined disclosure statement and Chapter 11 plan of reorganization dated March 27, 2017. Class 4 General Unsecured Claims are impaired by the Plan. Holders are expected to recover 0% to 2.0%. Class 4 consists of General Unsecured Claims against the Debtor, including the claims related to the Other Investor Notes held by Arnold Fishman, BainBridge Partners, Org Bowen Campbell & Lauren Bishop, and Bishop Living Trust. Each holder of an Allowed Class 4 Claim will be paid in cash from the distribution trust on the distribution date, the pro rata share of its beneficial interest in the Distribution Trust, after payment in full, or a reserve being established for, all Administrative Claims, Priority Claims, and Secured Claims. In order to fund the continued operations of the Debtor during the pendency of this Chapter 11 Case, the Debtor procured from Crius Solar Fulfillment, LLC, as DIP lender, debtor-in-possession financing as authorized by the DIP Orders. Crius Solar has committed to providing the DIP Financing and $200,000 cash, which will fund the acquisition of new equity in the Debtor through the Plan no later than the Effective Date. Because distributions are from the Distribution Trust no subsequent Distributions to the creditors are dependent on any metrics related to the Reorganized Debtor. A copy of the First Amended Disclosure Statement is available at: http://bankrupt.com/misc/deb16-12098-228.pdf As reported by the Troubled Company Reporter on March 20, 2017, the Debtor first filed with the Court a combined disclosure statement and Chapter 11 plan of reorganization dated March 6, 2017, which stated that Class 4 General Unsecured Claims holders are expected to recover 0%. About Verengo Headquartered in Torrance, California, Verengo, Inc., owns warehouse operations centers in Anaheim and Valencia, California, and an operations center in Phoenix, Arizona. The Debtor originated from Ken Button and Randy Bishop's purchase of Gemstar Builders in February 2008, which was subsequently renamed Verengo Solar, a dba of Verengo, Inc. The Debtor's business focuses on the installation of solar photovoltaic systems. The Debtor offers a range of energy-saving products to help users to conserve the energy generated from their solar systems. The Debtor also markets and sells solar panels and semiconductor-based micro inverter systems in the United States. The Debtor filed a Chapter 11 petition (Bankr. D. Del. Case No. 16-12098) on Sept. 23, 2016. The petition was signed by Dan Squiller, CEO. The Debtor is represented by Scott D. Cousins, Esq., and Evan T. Miller, Esq., at Bayard, P.A. The Debtor tapped Sherwood Partners, Inc., as financial advisors, and SSG Advisors, LLC as investment banker. The case is assigned to Judge Brendan Linehan Shannon. The Debtor estimated assets and liabilities at $10 million to $50 million at the time of the filing. VIDEOTRON LTEE: S&P Assigns BB Rating on New $600MM Unsec. Notes ---------------------------------------------------------------- S&P Global Ratings said it assigned its 'BB' issue-level rating and '3' recovery rating to Montreal-based Videotron Ltee's proposed US$600 million senior unsecured notes due 2027. S&P rates the notes the same as our corporate credit rating on Videotron. The '3' recovery rating corresponds with meaningful recovery (50%-70%; rounded estimate 65%) in S&P's default scenario. Proceeds from the new notes will be used to repay amounts drawn under the company's revolving credit facilities, and to fund early redemption of Videotron notes due in 2021. The issuance will have no effect on S&P's expected consolidated credit measures for Quebecor Media Inc. (QMI), Videotron's 100% owner. Concurrently, QMI intends to early redeem its C$325 million notes due 2021. The funds from the new issue support QMI's consolidated liquidity. S&P's view of QMI's financial risk profile as significant reflects the company's adjusted debt to EBITDA of 3.4x at Dec. 31, 2016. S&P expects slightly improving debt leverage in the next two years as modest EBITDA growth (primarily from telecommunications) and modest discretionary cash flows help sustain leverage to the low 3x area, absent any strategic initiatives. "The ratings on QMI are based on our credit risk profile of the company and its consolidated subsidiaries, including wholly owned Videotron, the largest cable TV provider in Quebec and third-largest in Canada," said S&P Global Ratings credit analyst Aniki Saha-Yannopoulos. S&P equalizes its long-term corporate credit rating on Videotron with that on parent QMI as per S&P's corporate ratings criteria. The strength of the company's mature subscription-based cable operations (branded as Videotron; more than 95% of overall EBITDA), is the key driver of S&P's satisfactory assessment of QMI's overall business risk profile. RATINGS LIST Videotron Ltee Corporate credit rating BB/Stable/-- Rating Assigned Proposed US$600 million sr unsecured notes BB Recovery rating 3 (65%) W.E. YODER: Disclosures Approved; May 4 Plan Confirmation Hearing ----------------------------------------------------------------- Judge Richard E. Fehling of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania issued an order approving W.E. Yoder, Inc.'s amended disclosure statement referring to an amended chapter 11 plan filed on March 24, 2017. April 26, 2017, is set as the last date by which ballots must be received by in order to be considered as acceptances or rejections of the Plan. The hearing on confirmation of the Plan shall be held in Courtroom No. 1, U.S. Bankruptcy Court, 400 Washington Street, Reading, PA on May 4, 2017, at 11:00 am. Class 3 under the amended plan consists of the Secured Claim of the Pennsylvania Department of Revenue ($17,766 per Notice of Tax Lien dated September 13, 2016). The PA Department of Revenue has a Secured Claim by virtue of its Tax Lien. For purposes of treatment, the full amount of the PA Department of Revenue Secured Claim shall be added to its Allowed Priority Tax Claim and Administrative Claims and paid in the amount of $833/month, provided that all such payments to the PA Department of Revenue shall first be applied to its Allowed Secured Claim until such claim is paid in full, then to its Allowed Priority Tax Claim. The PA Department of Revenue shall retain its lien on the Debtor's assets to the same extent, priority and validity as it held as of the Petition Date until said Allowed Secured Claim is paid in full, at which time the PA Department of Revenue shall mark the Tax Lien satisfied. The funds necessary for the implementation of the Plan shall be from any remaining proceeds of the Stone Harbor Property refinancing and from the Debtor’s Net Income over a 5-year period, on a quarterly basis. A full-text copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/paeb14-19893-246.pdf About W.E. Yoder W.E. Yoder, Inc., filed a chapter 11 petition (Bankr. E.D. Pa. Case No. 14-19893) on Dec. 18, 2014. The petition was signed by William E. Yoder, president. The Debtor is represented by David B. Smith, Esq., at Smith Kane Holman, LLC. The case is assigned to Judge Richard E. Fehling. The Debtor estimated assets at $500,000 to $1 million and liabilities at $1 million to $10 million at the time of the filing. WALLACE RUSH: Names Phillip Wallace as Counsel ---------------------------------------------- Wallace, Rush, Schmidt, Inc. seeks authorization from the U.S. Bankruptcy Court for the Eastern District of Louisiana to employ Phillip K. Wallace, PLC as reorganization counsel for the Debtor, nunc pro tunc to the March 24, 2017. The firm will be paid at these hourly rates: Phillip Wallace $250 Paralegals $70 The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. The Debtor has paid to Mr. Wallace a retainer of $15,000 and has paid the filing fees in the amount of $ 1,717. Phillip K. Wallace, member of the firm, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. The firm can be reached at: Phillip K. Wallace, Esq. PHILLIP K. WALLACE, PLC 4040 Florida Street, Suite 203 Mandeville, LA 70448 Tel: (985) 624-2824 Fax: (985) 624-2823 E-mail: philkwall@aol.com WRS Inc. -- https://www.wallacerushschmidt.com -- is a personnel resource company specializing in Natural Disaster Clean up/Recovery and Man-Made disasters which combined with its many years of experience in disaster clean up and restoration, supervision and administration has enabled WRS Inc. to build a rapidly expanding customer base. The Company specializes in job management and labor services for disaster restoration companies. It serves its clients nationwide 24/7. Wallace, Rush, Schmidt, Inc., dba Wallace Resource Systems of Leachville, LLC, dba Wallace Staffing and Labor, LLC, based in Mandeville, La., filed a Chapter 11 petition (Bankr. E.D. La. Case No. 17-10698) on March 24, 2017. The Hon. Jerry A. Brown presides over the case. Phillip K. Wallace, Esq. serves as bankruptcy counsel. In its petition, the Debtor estimates $1 million to $10 million in both assets and liabilities. The petition was signed by Eddie Schmidt, vice president. A list of the Debtor's three unsecured creditors is available for free at http://bankrupt.com/misc/laeb17-10698.pdf WALLACE RUSH: Wants to Use Cash Collateral ------------------------------------------ Wallace, Rush, Schmidt, Inc. ("WRS"), asks the U.S. Bankruptcy Court for the Eastern District of Louisiana to authorize the use of cash collateral for the purposes of operating its business in the ordinary course. David Wallace, the President of the Debtor; Eddie Schmidt, the Vice President of the Debtor; and Howard Gerald Rush, III, the Secretary of the Debtor, each holds 33 1/3% interest in the Debtor. WRS is a full-service nationwide leader in providing labor and emergency employment staffing that effectively and efficiently return communities to normal life due to disasters; including Earthquakes, tornadoes and hurricanes which leave clean up challenges that overwhelm local capabilities; and has been in existence since 2015. The Debtor has a need to use operating funds to continue the operation of its business and to pay the necessary expenses associated with the operation of such. It is necessary that the Debtor obtain authority from the Court to use the cash collateral in order to maintain its business operations and protect its ability to reorganize in accordance with Chapter 11 of the Bankruptcy Code. At this time, the Debtor has no other significant source of income other than the income generated from its business operations which constitutes Cash Collateral. If the Debtor is not permitted to continue to use the Cash Collateral, it will adversely and severely harm its business operations and thus, the Debtor wishes to use the Cash Collateral to fund its postpetition operations. The Debtor seeks authorization to use the cash proceeds and income generated from its business and accounts receivables in order to continue to operate its business, to pay the necessary utilities, fund its payroll and payroll taxes and make payments that arise in the administration of the Chapter 11 case, including the Office of the Unites States Trustee Fees. As adequate protection to Advance Payroll Funding Ltd., in which the Debtor has a Factoring Agreement, for the Debtor's use of Cash Collateral and the risk of any diminution of such Cash Collateral as of the Petition Date, these are proposed: a. The granting of replacement liens and security interests in the same rank, privilege and amount, pursuant to and in accordance with 11 U.S.C. Section 361(2), in and to all property of the Debtor's estate of the kind presently encumbered by the indebtedness owed to Advance Payroll Funding, once a full and complete accounting has been received from Advance Payroll Funding as of the time of the filing of the Petition, including a replacement lien in all of the Debtor's accounts receivable generated postpetition; b. The granting of administrative priority pursuant to 11 U.S.C. Sections 361(3), 503(b) and 507(a)(1); c. Providing of financial and operational reports through its Monthly Operating Reports to Advance Payroll Funding; d. The maintenance of insurance on any Collateral, as required if necessary; and e. The Debtor conducting its business operations pursuant to budgets approved by the Court after review. The Debtor asks that the Court authorizes and approves the Debtor's use of Cash Collateral, and enters an order granting the use of Cash Collateral after hearing. Pursuant to Rule 4001(b)(2), the Debtor respectfully asks that the Court sets a hearing on the Debtor's Motion to Authorize Use of Cash Collateral in accordance with the Notice of Hearing filed subsequent to the Debtor's Motion to Authorize Use of Cash Collateral upon 21 days notice after service of the Motion. About Wallace, Rush, Schmidt Wallace, Rush, Schmidt, Inc., doing business as Wallace Resource Systems of Leachville, LLC, and Wallace Staffing and Labor, LLC, is a personnel resource company specializing in Natural Disaster Clean up/Recovery and Man-Made disasters which combined with its many years of experience in disaster clean up and restoration, supervision and administration expanding customer base. The Company specializes in job management and labor services for disaster restoration companies. It serves its clients nationwide 24/7. Wallace, Rush, Schmidt, Inc. sought Chapter 11 protection (Bankr. E.D. La. Case No. 17-10698) on March 24, 2017. The petition was signed by Eddie Schmidt, vice president. The Debtor estimated assets and liabilities in the range of $1 million to $10 million. Judge Jerry A. Brown is assigned to the case. The Debtor tapped Phillip K. Wallace, Esq., at Phillip K. Wallace, PLC as counsel. WEATHERFORD INTERNATIONAL: Will Present at Investor Conference -------------------------------------------------------------- On March 27, 2017, Weatherford International plc presented to certain investors at the Scotia Howard Weil Energy Conference held in New Orleans, Louisiana. The presentation materials was posted on Weatherford's Web site at http://www.weatherford.com/in the Investor Relations section on the date of the event. Weatherford International plc (NYSE: WFT) also announced a scheduled conference call for Friday, April 28, 2017 at 8:30 a.m. ET. The purpose of the conference call is to discuss results for the Company's first quarter ended March 31, 2017. The call will be open to the public. To access the call, please contact the conference call operator at 866-393-8572, or 706-643-6499 for international calls approximately 10 minutes prior to the scheduled start time, and ask for the Weatherford conference call. The passcode is "Weatherford." About Weatherford Ireland-based Weatherford International plc (NYSE: WFT) -- http://www.weatherford.com/-- is one of the largest multinational oilfield service companies providing innovative solutions, technology and services to the oil and gas industry. The Company operates in over 100 countries and has a network of approximately 1,000 locations, including manufacturing, service, research and development, and training facilities and employs approximately 31,000 people. Weatherford International reported a net loss attributable to the Company of $3.39 billion on $5.74 billion of total revenues for the year ended Dec. 31, 2016, compared to a net loss attributable to the Company of $1.98 billion on $9.43 billion of total revenues for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Weatherford had $12.66 billion in total assets, $10.59 billion in total liabilities and $2.06 billion in total shareholders' equity. * * * In November 2016, Fitch Ratings has downgraded the ratings for Weatherford and its subsidiaries, including the companies' Long-Term Issuer Default Ratings (IDRs) to 'CCC' from 'B+'. In November 2016, S&P Global Ratings lowered its corporate credit rating on Weatherford International to 'B+' from 'BB-'. "The downgrade reflects our revised free operating cash flow estimates for Weatherford following weaker-than-anticipated cash inflows in the third quarter," said S&P Global Ratings credit analyst Carin Dehne-Kiley. WEST SEATTLE LODGE: May Use Cash Collateral Until May 31 -------------------------------------------------------- Judge Timothy W. Dore of the U.S. Bankruptcy Court for the Western District of Washington authorized West Seattle Lodge, LLC to use of cash collateral through May 31, 2017 unless extended by further order of the Court upon notice and hearing. The Final Hearing on the use of cash collateral was held on March 24, 2017. The Debtor is authorized to incur and timely pay the operating and administrative expenses identified in the Budget, including payroll that became due and payable postpetition even if some the employee hours attributable therein were incurred prepetition; and further will pay and keep current all post-petition payroll taxes due to the Internal Revenue Service and sales taxes due to the State of Washington, when due; and may incur such obligations and make such payments itemized in the Budget, without further approval of CBC or the Court, provided that (i) the Debtor will not use Cash Collateral to pay any prepetition expense or obligation that became due prior to the filing of the case except as expressly permitted by the Order or further order of the Court; and (ii) the Debtor will otherwise only use Cash Collateral to pay post-petition taxes, expenses and obligations directly relating to the preservation and protection of the Collateral and operation of the Debtor's business. The Budget contemplates total monthly operating expenses of $129,373 for the month of March 2017, $132,160 for the month of April 2017, and $131,760 for the month of May. The Debtor will be in compliance with its obligations related to the Budget so long as the actual expenditures paid with Cash Collateral do not exceed the corresponding expense line item set forth in the Budget by more than 10%, and the total amount of Cash Collateral used does not exceed the total amount set forth in the Budget for all expenses by more than 5% of the overall Budget on a monthly basis. The CBC will retain all of its prepetition security interests in all prepetition collateral, including, without limitation, the Cash Collateral. The Debtor is authorized and directed to provide adequate protection of CBC's interest in the Cash Collateral as set forth, by making a monthly payment, due on the 10th day of each month commencing April 10, 2017, in the amount of $2,000, and by granting, on behalf of the estate of the Debtor, the "Replacement Liens" in the same order and priority as existed prepetition. The Replacement Liens will be valid, perfected and enforceable security interests and liens on the Cash Collateral and postpetition proceeds thereof without further filing or recording of any document or instrument or any other action. The Order will take effect upon entry by the Court. A copy of the Budget attached to the Order is available for free at: http://bankrupt.com/misc/wawb17-10842_68_Cash_West_Seattle_Lodge.pdf About West Seattle Lodge Headquartered in Seattle, Washington, West Seattle Lodge, LLC, filed for Chapter 11 bankruptcy protection (Bankr. W.D. D.C. Case No. 17-10842) on Feb. 27, 2017, listing $54,891 in total assets and $1.16 million in total liabilities. The petition was signed by Shawn Roten, manager. Judge Timothy W. Dore presides over the case. Larry B. Feinstein, Esq., at Vortman & Feinstein, serves as the Debtor's bankruptcy counsel. On Nov. 21, 2016 Lodge Holdings, LLC, and these subsidiaries each filed a petition for relief under Chapter 11: Mukilteo Lodge, LLC (Bankr. W.D. D.C. Case No. 16-15849); Kirkland Lodge, LLC (Case No. 15-15850); Stadium Lodge, LLC (Case No. 16-15851); Downtown Lodge, LLC (Case No. 16-15852); Mill Creek Lodge, LLC (Case No. 16-15853); and Greenwood Lodge, LLC (Case No. 16-15854). WESTINGHOUSE ELECTRIC: Will Decide Fate of 4 U.S. Nuclear Reactors ------------------------------------------------------------------ A unit of Japan's Toshiba Corporation that provides designs and engineering services to more than half of the nuclear power plants worldwide sought bankruptcy protection due to issues hounding the construction projects in the United States. Four of Westinghouse's new-generation AP1000 reactors -- a new type of nuclear power plant conceptualized by engineers at Westinghouse in the early 2000s with simplified design and passive safety features -- are being built at the only two new nuclear construction sites currently in the United States -- the Allen W. Vogtle Electric Generating Plant near Augusta, Georgia (Vogtle Reactors) and the Virgil C. Summer Nuclear Station near Columbia, South Carolina (VC Summer Reactors). Ground was broken for both sites in 2011, with the expectation that the first reactors were expected to come online in mid-2016. On March 29, 2017, each of Westinghouse Electric Company LLC and 29 of its subsidiaries filed a voluntary petition under Chapter 11 of the Bankruptcy Code with the U.S. Bankruptcy Court for the Southern District of New York to avert the possible exposure to billions of dollars either in (i) cost overruns to complete the projects (estimated at $6.1 billion) or (ii) penalties and liabilities if they abandon the projects. The Debtors said that their dwindling liquidity forced them to focus their efforts on a reorganization in Chapter 11 in order to obtain necessary financing, resolve their issues with the U.S. AP1000 Projects, and preserve the value of their core businesses. The Debtors, a nuclear power subdivision of Westinghouse Electric Corporation, cited delayed and increased cost of construction of the nuclear plants in Georgia and South Carolina, known as Vogtle and VC Summer, for their financial troubles. In the bankruptcy filing, the Debtors listed total assets of $4.32 billion and total debts of $9.39 billion. Despite their recent financial struggles, the Debtors said the majority of their businesses -- particularly those relating to nuclear fuel and the servicing of nuclear plants -- are profitable. However, the Construction Business cost increases have led to a liquidity crisis that they can only solve in Chapter 11. "During the Chapter 11 cases, the breathing spell afforded by the automatic stay, the significant liquidity from the Debtors' committed postpetition financing, and the credit support from the Debtors' majority owner, Toshiba, will permit the Debtors to protect their Core Businesses and operate them with both minimal disruption and the same record of safety and quality that made the Debtors global leaders in the nuclear power sector," said Chief Transition Officer Lisa J. Donahue, managing director and the leader of the Global Turnaround and Restructuring Group at AlixPartners LLC, in an affidavit filed with the Court. "The Debtors will also be able to use the liquidity from their postpetition financing to provide funding needed by their many foreign Non-Debtor Affiliates, whose operations are integral to the Debtors' Core Businesses, to continue to operate in the ordinary course outside of any insolvency proceedings." At the request of Westinghouse, Toshiba provided an emergency funding to Non-Debtor Affiliate WEC UK on Jan. 17, 2017, in the amount of $650 million, and then to WEC of approximately $250 million in early February. This additional liquidity allowed the Debtors to continue to consider options as well as begin contingency planning for a potential Chapter 11 filing. In an effort to alleviate some of the pressures that Westinghouse faced in the U.S. and abroad, the Company and Toshiba discussed the possibility of additional emergency funding from Toshiba. As talks progressed into March 2017, however, Toshiba stated it could not provide additional funding without collateral, including potentially through debtor-in-possession funding to WEC U.S. in Chapter 11. Construction Delays & S&W Acquisition According to Ms. Donahue, regulatory changes including ones stemming from the Sept. 11, 2001, terrorist attacks in the United States, led to additional U.S. Nuclear Regulatory Commission requirements for reactor design and licensing. Between 2009 and 2011, after the construction agreements had already been executed, the NRC requested additional design changes to the AP1000. These new requirements and safety measures created additional, unanticipated engineering challenges that resulted in increased costs and delays on the U.S. AP1000 Projects and other AP1000 projects worldwide. These design changes delayed issuance of a combined license to start the U.S. AP1000 Projects until early 2012. Ms. Donahue related that as construction progressed, disputes arose between the owners of Vogtle and VC Summer and the plant constructors regarding the pace of the projects and which parties bore the ultimate responsibility for cost increases. The Owners and a consortium of CB&I Stone & Webster, Inc. (the nuclear engineering company that was responsible for the physical construction of the plant) and WEC (the company responsible for the design, manufacture, and procurement of the nuclear reactor, steam turbines, and generators) alleged claims against each other, and the Vogtle Owners commenced litigation against Westinghouse, S&W, and Chicago Bridge & Iron Company -- the owner of S&W. Southern Company, on behalf of the Vogtle Owners, commenced a declaratory judgment suit regarding additional costs deriving from regulatory change, and the Company believed there was a risk that litigation could commence with SCANA Corporation, for itself and as agent for the South Carolina Public Service Authority, as well. The deteriorating situation also created risk of claims between Westinghouse and S&W regarding the allocation of increased costs. To resolve existing and potential litigation, WEC considered the feasibility of acquiring S&W. On Oct. 27, 2015, a wholly-owned WEC subsidiary created to acquire S&W, WSW Acquisition Co., LLC, entered into a purchase agreement to acquire S&W from CB&I. The S&W Purchase Agreement provided for a purchase price at closing of $0, subject to a Purchase Price determination process specified in the Purchase Agreement, and with the prospect of deferred payments in the future. The Deferred Purchase Price, the Net Proceeds Earnout Amounts, and the Milestone Payments constituted deferred consideration that might be received over time -- resulting in a headline price of $229 million for the acquisition. As part of the consideration for acquiring S&W, Westinghouse generally agreed to assume S&W's current and future liabilities relating to the U.S. AP1000 Projects, including any liabilities that might arise from the cost overruns on the U.S. AP1000 Projects. The transaction closed on Dec. 31, 2015. Westinghouse entered into settlement agreements with the Owners of both U.S. AP1000 Projects, resulting in increases to the EPC Agreement prices and significant schedule relief. Following Westinghouse's acquisition of S&W, construction workers employed by S&W were transferred to Fluor Corporation -- a U.S.-based global engineering and construction company with knowledge and experience in nuclear plant construction -- which was directly responsible for construction work and site management at the project sites. With Fluor on board, WEC believed the construction of the U.S. AP1000 Projects would improve. In addition to the U.S. AP1000 Projects, four AP1000 reactors are currently being constructed in Sanmen and Haiyang, China based on 2007 agreements between Westinghouse and China's State Nuclear Power Technology Corp. The two AP1000 reactors at Sanmen (south of Shanghai, China), as well as the two AP1000 reactors at Haiyang, were expected to go online in 2013 and 2014. As of the Petition Date, construction at the Sanmen nuclear power plant continues, and the Company expects the first AP1000 unit to come online in late 2017 or early 2018. Similarly, the construction of the AP1000 reactors at the Haiyang power plant are ongoing, and Westinghouse expects the first unit at that location to come online in late 2017 or early 2018. Interim Agreements Reached with Project Owners Pursuant to short-term agreements with the Owners of Vogtle and VC Summer, the Debtors and the Owners will explore the continued feasibility of those projects in a manner that is cost-neutral and cash-neutral to the Debtors. The ultimate resolution of the Debtors' involvement in these projects remains uncertain, but the Debtors' Chapter 11 cases will remove the threat that the construction cost increases pose to the Debtors' ability to operate their Core Businesses. As Westinghouse worked to buy itself time and stretch its limited liquidity, it also negotiated with the Owners in an effort to achieve a limited breathing spell on the projects. These negotiations resulted in the two short-term settlements reached with the VS Summer Owners and the Vogtle Owners. These agreements ultimately permit the Debtors and the Owners to continue negotiations for up to the first 30 days of the Chapter 11 cases in order to explore and assess scenarios for the potential resolution of the U.S. AP1000 Projects. After back-and-forth negotiations in the weeks before the Petition Date, the Debtors were able to reach a settlement with the VC Summer Owners on the Summer Reactors on March 28, 2017, pursuant to the Interim Assessment Agreement. Concurrently, the Debtors negotiated with the Vogtle Owners for a similar arrangement on the Vogtle Reactors, eventually executing the Interim Assessment Agreement on March 29, 2017. Both Interim Assessment Agreements are effective as of the commencement of these Chapter 11 cases. The Interim Assessment Agreements give their respective Owners, WEC, and WECTEC through the earlier of (a) April 28, 2017, or (b) termination of the other Owners' Interim Assessment Agreement to work out a long-term solution to the issues related to the construction of the U.S. AP1000 Projects. Further, upon five business days' notice, any of Owners has the right to elect to terminate their respective Interim Assessment Agreement. Pursuant the Agreements, the Owners have agreed to the following key terms during the Interim Assessment Periods: a. the Owners will be obligated to pay all amounts incurred by the Debtors for work performed by subcontractors and vendors on a go-forward basis in connection with completion of the Owners' respective projects; b. the Owners will each have the right, but not the obligation, to pay subcontractors and vendors with prepetition amounts owed by the Debtors in respect of their projects; and c. the Owners will pay the Debtors amounts calculated by the Debtors to cover their costs for scope of services, including design engineering, field engineering, equipment and commodities procurement, construction management, commissioning, project management, project controls, project site services, licensing, quality assurance, environment safety and health, information technology, and records management, provided by the Debtors. During the Interim Assessment Periods, construction will continue on the U.S. AP1000 Projects. About Westinghouse Electric Westinghouse Electric Company LLC -- http://www.westinghousenuclear.com/-- is a U.S. based nuclear power company founded in 1999 that provides design work and start-up help for new nuclear power plants and makes many of the components. Westinghouse manufactures and supplies the commercial fuel products needed to run the plants, and it offers training, engineering, maintenance, and quality management services. Almost 50% of nuclear power plants around the world and about 60% of U.S. plants are based on Westinghouse's technology. Westinghouse's world headquarters are located in the Pittsburgh suburb of Cranberry Township, Pennsylvania. On Oct. 16, 2006, Westinghouse Electric was sold for $5.4 billion to a group comprising of Toshiba (77% share), partners The Shaw Group (20% share), and Ishikawajima-Harima Heavy Industries Co. Ltd. (3% share). After purchasing part of Shaw's stake in 2013, Japan-based conglomerate Toshiba obtained ownership of 87% of Westinghouse. Amid cost overruns at U.S. nuclear reactors it was building, Westinghouse Electric Company LLC, along with 29 affiliates, filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-10751) on March 29, 2017. In their petition, the Debtors listed total assets of $4.32 billion and total liabilities of $9.39 billion as of Feb. 28, 2017. The petitions were signed by AlixPartners' Lisa J. Donahue, chief transition and development officer. The Hon. Michael E. Wiles presides over the cases. Gary T. Holtzer, Esq., Robert J. Lemons, Esq., Garrett A. Fail, Esq., and David N. Griffiths, Esq., at Weil, Gotshal & Manges LLP, serve as counsel to the Debtors. Toshiba Nuclear Energy Holdings (UK) Ltd. is represented by Albert Togut, Esq., Brian F. Moore, Esq., and Kyle J. Ortiz, Esq., at Togut, Segal & Segal LLP. AlixPartners LLP serves as the Debtors' financial advisor. The Debtors' investment banker is PJT Partners Inc. Their claims and noticing agent is Kurtzman Carson Consultants LLC. WILLIAM IPPOLITO: Staten Island Property Auction on May 22 ---------------------------------------------------------- Judge Carla E. Craig of the U.S. Bankruptcy Court for the Eastern District of New York will convene a hearing on April 20, 2017 at 11:00 a.m. to consider William S. Ippolito's public auction sale of real property located at 484 Sharrotts Road, Staten Island, New York ("Investment Property"). Objections, if any, to the relief requested must be filed no later than 7 days prior to the hearing date. The Debtor is an individual who is a Vietnam Veteran. The Debtor owns three parcels of property: (i) Investment Property; (ii) 492 Sharrotts Road, Staten Island, New York; and (iii) a vacant lot located at Block 7328 Lot 363 in Staten Island, New York. The Debtor's bankruptcy filing was precipitated by the foreclosure sale of his Investment Property and his desire to propose a confirmable plan of reorganization to repay his debts. National Loan Investors, L.P. filed a Motion for Relief from the Automatic Stay with regards to the Mortgage they hold on the Debtor's Investment Property on Jan. 13, 2017 and is claiming that $917,184 is owed on the Investment Property to National. NYCTL 1998-2 Trust, and the Bank of New York Mellon as Collateral Agent and Custodian for the NYCTL 1998-2 Trust. In an effort to resolve the amounts owed on the Debtor's Investment Property and seek to obtain the highest value of the Debtor's building, subject to Court approval, the Debtor is looking to sell his Investment Property. By application dated March 9, 2017, the Debtor asks the entry of an Order employing Casandra Properties Inc. as Real Estate Broker for the Debtor and as its broker to market the Investment Property and conduct a public auction sale of the Debtor's Investment Property on May 22, 2017 ("Auction Sale"). The salient terms of the Terms and Conditions of Sale are: a. Auction: May 22, 2017 at 10:00 a.m. at the Conrad B. Duberstein U.S. Courthouse, Bankruptcy Court for the Eastern District of New York, 271 Cadman Plaza East, Brooklyn, New York b. Qualifying Deposit: $150,000 c. Deposit: Qualifying Deposit plus 6% Buyer's Premium d. Closing Date: June 20, 2017 The Debtor submits that the proposed Terms and Conditions of Sale are reasonably designed to ensure that the Debtor's estate received the maximum benefit available from the sale of the Investment Property and therefore warrants Court approval. A copy of the Terms and Conditions of Sale attached to the Motion is available for free at http://bankrupt.com/misc/William_Ippolito_43_Sales.pdf Upon the Court's entry of an Order, he will cause a "Notice to Creditors and Other Parties in Interest of Debtor's Intended Sale" ("Notice of Sale") to be filed with the Court and served on the Office of the United States Trustee, all known creditors of the Debtor, and all known parties with an interest in the Debtor's Building. The Notice of Sale provides notice to all interested parties of all the Debtor's intended Auction Sale of the Debtor's Building, the date, time and location of the Auction Sale, the terms and conditions of the Auction Sale, and the deadline for objections to be filed to the Auction Sale. The Debtor has used its sound business judgment to determine that sale of the Investment Property at the scheduled Auction Sale is appropriate and in the best interest of the Debtor's estate. The Debtor has a duty to maximize the value of its assets for the benefit of the estate and its creditors and the Debtor believes that it will obtain the highest value for the benefit of the estate and its creditors through the sale of the Investment Property through the Auction. The Secured Creditors holding liens against the Investment Property have not objected to an expedited sale of the Investment Property, subject to Court approval. Cassandra is ready to immediately market the Investment Property for sale and will continue to market the Investment Property and the Auction Sale. At the hearing to consider the Auction Sale, the Debtor will seek authorization to distribute, without further order of the Court, the net proceeds of the sale of the Investment Property to the secured creditors in reduction of, and up to the amount owed to the secured lenders liens. The proposed sale of the Investment Property is both necessary and appropriate and in the best interest of the Debtor's estate and its creditors. Accordingly, and for the reasons set forth, the Debtor asks the Court to approve the Auction Sale of the Investment Property on "as is, where is," with all faults, basis, free and clear of all Liens in accordance with the Terms and Conditions of Sale. Counsel for the Debtor: Rachel S. Blumenfeld, Esq. THE LAW OFFICES OF RACHEL S. BLUMENFELD PLLC 26 Court Street, Suite 2220 Brooklyn, NY 11242 Telephone: (718) 858-9600 Facsimile: (718) 858-9601 William S. Ippolito filed a voluntary petition for relief under chapter 13 of the Bankruptcy Code on Dec. 13, 2016. The Debtor's case was converted to a case under chapter 11 of the Bankruptcy Code on Feb. 28, 2017. WILLIAMSON & WILLIAMSON: Wants to Use Sanders/Pinnacle Cash Coll. ----------------------------------------------------------------- Williamson & Williamson Farms Partnership asks the U.S. Bankruptcy Court for the Northern District of Mississippi to authorize the use of cash collateral of Pinnacle Agriculture Distribution, formerly known as Jimmy Sanders, Inc. ("Sanders/Pinnacle") on an interim and final basis to fund the farming operation. Pursuant to Proof of Claim filed in the matter on June 27, 2016, by Pinnacle Agriculture Distribution, Inc., the sum of $1,498,415 was owed by the Debtor to Sanders/Pinnacle, as of Feb. 26, 2016, being the filing date of the Debtor's voluntary petition. The entire indebtedness is claimed as secured pursuant to various notes, security agreements and UCC filings attached as exhibits to said Proof of Claim; however, pursuant to prior order of the Court entered on April 15, 2016, Sanders/Pinnacle is currently secured by a second position lien on the Debtor's rice in storage from the 2016 crop valued at approximately $120,000, and a second position lien on the Debtor's 2016 FSA payments valued in the approximate sum of $167,708, as well as a security interest in 320 acres, more or less, of hunting land owned by Ricky Williamson individually. In addition, Sanders/Pinnacle holds a third position lien on all of the Debtor's equipment, valued at $1,935,900, pursuant to an appraisal dated Feb. 25, 2016, conducted by Benny Taylor, CAGA, Taylor Auction & Realty. The first lienholders on said equipment are the initial equipment dealer/finance companies, and their liens total the sum of $479,329. The second lienholder, State Bank & Trust Co., has a secured debt owing it in the current sum of approximately $606,955, plus accrued interest. To the extent that Sanders/Pinnacle may not be adequately protected, the Debtor offers a second/third position replacement lien on the 2017 crop. The Debtor is in the business of raising and marketing row crops, and presently has in storage rice from the 2016 crop valued at approximately $120,000 and is due 2016 FSA Payments valued in the approximate sum of $167,708, both of which constitute cash collateral, and on which Sanders/Pinnacle now has a second lien. The Debtor asks an order authorizing the interim and permanent use, in the ordinary course of the business, of any and all assets, income, receivables, rents, and proceeds received from or on account of its prepetition and postposition business operations, including without limitation, proceeds, products, rents, or profits of such property ("Cash Collateral"). The Debtor requires use of Cash Collateral to fund the farming operation as shown on the Budget. The Debtor is entitled to an opportunity to reorganize and thereby fulfill the purpose of its business existence – the farming of row crops. The Debtor's use of Cash Collateral in the form proceeds from sale of rice in storage, FSA payments, and loan proceeds, is necessary to accomplish these goals. The Budget contemplates total projected income in the amount of $1,491,298 and total projected expenses in the amount of $958,595. The Debtor believes that the creditor, Sanders/Pinnacle's, purported interest in the Cash Collateral is adequately protected by the equity cushion which exists on the property and to the extent it is not protected, then a second/third position on the 2017 crop. The Debtor requires the use of all of the crop proceeds and FSA payments in order to continue and maintain its farming operation on a profitable basis, and in the ordinary course of business, more crops will be generated. The Debtor re-alleges that there is an adequate equity cushion in equipment, and in the Debtor's 2017 crop, to totally secure Sanders/Pinnacle's position. The Debtor's efforts and use of Cash Collateral should preserve and enhance the value of its overall business without diminishing the value of the secured creditors' purported interest in the prepetition collateral, including Cash Collateral. The Debtor has limited funds with which to preserve and protect its assets or to operate its businesses absent the relief requested. Therefore, the Debtor asks that the Court schedules a preliminary hearing to consider the immediate use of Cash Collateral in accordance with the Interim Budget pending a final hearing on the Motion. The Debtor further asks that the Court schedule a final hearing to approve the use of the Cash Collateral, pursuant to the full Budget appended hereto, as soon as practicable after 15 days of the Motion. The Debtor asks that the Court enters its Order (i) authorizing it to sell the rice currently in storage valued at approximately $120,000 and to use the Cash Collateral derived therefrom; (ii) ordering Sanders/Pinnacle to release to the Debtor the 2017 FSA payments in the approximate sum of $167,708; and (iii) authorizing the Debtor to use said payments as stated. A copy of the Budget attached to the Motion is available for free at: http://bankrupt.com/misc/msnb16-10671_240_Cash_Williamson_&_Williamson_Farms.pdf About Williamson & Williamson Farms Partnership Williamson & Williamson Farms Partnership sought Chapter 11 protection (Bankr. N.D. Miss. Case No. 16-10671) on Feb. 26, 2016. The petition was signed by Ricky D. Williamson, partner. The Debtor estimated assets at $2.59 million and liabilities at $2.10 million. Judge Neil P. Olack is assigned to the case. The Debtor tapped Jeffrey A. Levingston, Esq., at Levingston & Levingston, PA, as counsel. WILLIAMSON & WILLIAMSON: Wants to Use State Bank Cash Collateral ---------------------------------------------------------------- Williamson & Williamson Farms Partnership asks the U.S. Bankruptcy Court for the Northern District of Mississippi to authorize the use of cash collateral of State Bank & Trust Co. on an interim and final basis to fund the farming operation. Prior to the 2016 crop year, an approximate sum of $897,406, plus accrued interest, was owed by the Debtor to State Bank. The said balance has since been reduced by Debtor in the sum of $290,451 leaving an approximate total sum of $606,955, plus accrued interest, currently owing by the Debtor to the State Bank. Said indebtedness is secured by a "second lien on the 2016 crops, crop proceeds, government payments, and crop insurance behind Agrifund, LLC"; a second lien on the Debtor's equipment valued at $1,935,900 pursuant to an appraisal dated Feb. 25, 2016, conducted by Benny Taylor, CAGA, Taylor Auction & Realty; and a "first lien for $340,200 on the individual Debtors' homestead and 30 acres (more or less)" pursuant to prior order of the Court entered on April 15, 2016. The Debtor is in the business of raising and marketing row crops, and presently has in storage rice from the 2016 crop valued at approximately $120,000 and is due 2016 FSA payments valued in the approximate sum of $167,708, both of which constitute cash collateral, and on which State Bank now has a first lien. Additionally, there is a motion pending before the Court scheduled for hearing in Greenville, Mississippi, on April 20, 2017, at 11:00 a.m. seeking compromise and settlement of a lawsuit filed by Mississippi Farm Bureau Casualty Insurance Co. against the individual debtor, Ricky D. Williamson, regarding a rice damage claim. Said settlement may yield approximately $133,333 which could be used to further reduce the indebtedness owing to State Bank. The Debtor seeks an order authorizing the interim and permanent use, in the ordinary course of the business, of any and all assets, income, receivables, rents, and proceeds received from or on account of its prepetition and postposition business operations, including without limitation, proceeds, products, rents, or profits of such property ("Cash Collateral"). The Debtor requires use of Cash Collateral to fund the farming operation as shown on the Budget. The Debtor is entitled to an opportunity to reorganize and thereby fulfill the purpose of its business existence – farming of row crops. The Debtor's use of Cash Collateral in the form of proceeds from sale of rice in storage, FSA payments, lawsuit settlement proceeds and loan proceeds, is necessary to accomplish these goals. The Budget contemplates total projected income in the amount of $1,491,298 and total projected expenses in the amount of $958,595. The Debtor believes that the creditor, State Bank's, purported interest in the Cash Collateral is adequately protected by the equity cushion which exists in the Debtor's equipment, the house and 30 acres of land owned by Ricky and Cindy Williamson individually, and an additional one-half interest in 320 acres, more or less, of hunting land owned by Mr. Williamson individually. The Debtor requires the use of all of the crop proceeds and FSA payments in order to continue and maintain its farming operation on a profitable basis, and in the ordinary course of business, more crops will be generated. The Debtor re-alleges that there is an adequate equity cushion in equipment, house and land, and in the Debtor's 2017 crop, to totally secure State Bank's position. The Debtor's efforts and use of Cash Collateral should preserve and enhance the value of its overall business without diminishing the value of the secured creditors' purported interest in the prepetition collateral, including Cash Collateral. The Debtor has limited funds with which to preserve and protect its assets or to operate its businesses absent the relief requested. Therefore, the Debtor asks that the Court schedules a preliminary hearing to consider the immediate use of Cash Collateral in accordance with the Budget pending a final hearing on the Motion. The Debtor further asks that the Court schedules a final hearing to approve the use of the Cash Collateral, pursuant to the full Budget as soon as practicable after 15 days of the Motion. The Debtor asks that the Court enters its Order (i) authorizing the Debtor to sell the rice currently in storage valued at approximately $120,000 and to use the Cash Collateral derived therefrom; (ii) ordering State Bank to release to the Debtor the 2016 FSA payments in the approximate sum of$167,708; and (iii) authorizing the Debtor to use said payments as stated. A copy of the Budget attached to the Motion is available for free at: http://bankrupt.com/misc/msnb16-10671_239_Cash_Williamson_&_Williamson_Farms.pdf About Williamson & Williamson Farms Partnership Williamson & Williamson Farms Partnership sought Chapter 11 protection (Bankr. N.D. Miss. Case No. 16-10671) on Feb. 26, 2016. The petition was signed by Ricky D. Williamson, partner. The Debtor estimated assets at $2.59 million and liabilities at $2.10 million. Judge Neil P. Olack is assigned to the case. The Debtor tapped Jeffrey A. Levingston, Esq., at Levingston & Levingston, PA, as counsel. WK CAPITAL: Golden Child Buying Assets for $2 Million ----------------------------------------------------- WK Capital Enterprises, Inc., and affiliates ask the U.S. Bankruptcy Court for the District of Kansas to authorize the sale of assets to Golden Child Holdings, LLC ("GCH") for $2,000,000, subject to overbid. A hearing on the Motion is set for April 20, 2017 at 1:30 p.m. (CDST). The objection deadline is April 18, 2017 at 5:00 p.m. (CDST). WK is the 100% owner of three operating Pizza Hut entities, Capital Pizza Huts, Inc., Capital Pizza Huts of Vermont, Inc. and Capital Pizza of New Hampshire, Inc. ("Operating Entities"). Although the Debtors operate 56 Pizza Hut restaurants in 6 states, the central business office location for the operation of the 56 restaurants is at 3445 North Webb Road, Wichita, Kansas. This corporate location in Wichita recently sold pursuant to orders of the Court. The President of the Debtors, Kenneth J. Wagnon, maintains his office and conducts business in Wichita, Kansas. Virtually all of the business records of the Debtors are located in Wichita, Kansas. The Operating Entities' contracts for administrative services, which are performed in Wichita, Kansas, are with WK. The Operating Entities collectively operate and hold title to 56 Pizza Hut stores. The Debtors have approximately 1,400 employees (56 stores x 25 employees). Three of the 56 operating stores are held in fee title by their respective entities. The remainder of the stores are leased from various lessors, plus the closed Gorham, New Hampshire location. INTRUST Bank, N.A., has a mortgage lien upon the four stores held in fee title. The Operating Entities are delinquent in the payment of one-half of the January 2017 rent, but have paid all rent due prior to Jan. 1, 2017, with one exception. The Court entered an Order deferring payment of all post-petition rent until March 22, 2017. Currently the Debtors have paid the second half of January 2017 rent and the full month of February 2017 rent and will pay the full month's March 2017 and April, 2017 rents prior to the hearing on the Motion. CPR recently completed a sale prepetition of 16 restaurants located in the state of New Jersey. The bankruptcy was caused, in part, by declining gross sales and increasing food costs. The Operating Entities attempted to sell their stores prior to the filing of the bankruptcy to a third party purchaser. That sale fell through when the buyer withdrew from the sale, necessitating the filing of the bankruptcy. After the sale fell through, the Debtors' principal secured lender, INTRUST Bank began returning checks from the Debtors' bank accounts due to the accounts being overdrawn. The Court previously approved bid procedures pursuant to the motion for approval of bid procedures filed March 9, 2017 ("Bid Procedures Motion"), and pursuant to the terms of an Order approving bid procedures filed March 28, 2017 ("Bid Procedures Order"). Any competing bid offered pursuant to the Motion must comply with the provisions of the Bid Procedures Order as amending the Bid Procedures Motion, together with all other terms of the Bid Procedures Motion incorporated by reference in the Bid Procedures Order. The Debtors are in the business of owning and operating Pizza Hut franchise restaurants in six states: Maine, New Hampshire, Vermont, Tennessee, North Carolina and Virginia. They have received an offer to purchase from GCH for the purchase price of collectively $2,000,000 in cash, plus the Debtors' actual cost (inventory costs of inventory), all assumed liabilities under the assumed contracts from and after closing, and all earned and unused vacation or personal day pay due the employees as of the closing date. The assets to be conveyed are as set forth in paragraph 1.1 of the Asset Purchase Agreement filed of record with the Court as amended and may be subsequently amended and restated in a Second Amended Asset Purchase Agreement that may be filed of record subsequent to the filing of the Motion, but on April 4, 2017. A condition of the sale contemplated by the APA to GCH, or any successful higher bidder under the terms of the Bid Procedures Order, the purchaser will assume such leases as it determines in its business judgment pursuant to a lease assumption and assignment, and will provide to lessor the financial and business information required under the Bid Procedures Order. The Debtors intend to cure any outstanding deficiency or default in payment for any lease assigned from the proceeds of sale. It is contemplated that at closing the lessor will receive the delinquent pre-petition rent accruing for the first half of January 2017 that has not been paid. The Debtors were required to cure outstanding post-petition defaults with all landlords by March 22, 2017, and have cured such defaults. The separate motion to assume will address the terms, conditions and amendments requested for assumption and assignment. The Debtors are further required to make timely payments of all lease payments through the time of the closing or the rejection of any lease. Rent for the month of May 2017, will be prorated as of the date the purchaser assumes title to the property, May 17, 2017. GCH, or any successful third party bidder, will be required to additionally provide adequate assurance of future performance under existing leases to any lessor. INTRUST Bank, and any other holder of any lien, claim or encumbrance against the Assets, will have their liens attach to the net proceeds of sale, after deductions of expenses set forth. It is not anticipated there will be significant sums remaining after the expenses are paid as outlined. The Debtors ask that the sale of the Assets be made free and clear of all liens, claims, encumbrances and interests. They further ask to have the Court retain jurisdiction after closure or dismissal of the case to enforce the sale free and clear of any prepetition lienholder who attempts to enforce its lien on the property against any purchaser of Assets under the APA transferred with the APA. In view of the requirement in the APA that the closing date occur on May 12, 2017, and considering the good faith of GCH, or any successful third party bidder, and the reasonableness of the Purchase Price, the Debtors ask that the Court finds that good cause exists to authorize the consummation of the sale of the Assets, the assumption and assignment of contracts as contemplated by the APA and the Order authorizing the Sale Order, and the rejection of executory contracts and unexpired leases contemplated by the APA and the Sale Order. The Debtors ask that the Court finds that the terms and conditions of the APA are an integral part of the sale of the Assets. They ask authorization to escrow, set aside, deduct and distribute the purchase price in accordance with the Sale Order. At closing, the sale proceeds will be used to: a. Pay an agreed upon payment to INTRUST Bank in satisfaction of its secured claim upon the furniture, fixtures and equipment located in the 53 Pizza Hut restaurants, or such amount as the Court may determine; b. Payment of INTRUST Bank's Adequate Protection Claim for agreed upon value of inventory valued as of the petition date at $93,333 and pre-petition cash as of the petition date in store banks, cash in bank, account numbers ***3895, 0974, 0982, 3771, 8627 and 30800; c. With respect to McLane Foodservice, Inc., the purchase price will be reduced on a dollar-for-dollar basis by the amount of debt assumed by GCH pursuant to a Debt Assumption Agreement between GCH and McLane Foodservice, Inc. The delinquent payment due to McLane Foodservice is currently estimated in the amount of up to $773,584; d. The purchase price will be reduced on a dollar-for-dollar basis by the amount of debt of Debtors assumed at closing pursuant to any assume cures for leases or executory contracts. Outstanding payment of pre-petition rent due on any leases currently estimated in the amount of $161,000; e. Pay any wages, employee benefits and employee withholding taxes currently estimated in the sum of $600,000; f. Pay obligations due under any sales tax estimated in the amount of $270,000; g. Pay administrative expenses, including legal fees and expenses in a sum up to $80,000 and United States Trustee fees; and h. Disburse any remaining proceeds to remaining unpaid administrative expenses of the estate. The Debtors estimate that the purchase of inventory reimbursal of store bank balances and the credit for pro-rated rent due post-closing, together with the $2,000,000 initial purchase price will be sufficient to meet these obligations. To the extent that the sale proceeds are inadequate to satisfy expenses set forth, the Debtors will use the remaining proceeds in its operating account to pay such sums consistent with its cash collateral budget and orders approving the use thereof. Since the Debtor is satisfying the adequate protection claim and replacement lien under the cash collateral order(s), any remaining funds may be used by the Debtor to satisfy the unpaid administrative expenses. The remaining funds held in the Debtors' DIP operating account will be disbursed for the payment of any other necessary post-petition windup expenses and those expenses necessary to consummate the sale consistent with the terms of the APA. The Debtors ask the Court to enter an Order authorizing them to consummate the sale of the Assets and the rejection of executory contracts, the Motion and the APA immediately, without the Sale Order being subject to an automatic stay, as permitted under Fed. R. Bankr. P. 7062 and 6004(h) or otherwise. Further, in any instance where the automatic stay is terminated pursuant to the provisions of the Motion, then Fed. R. Bankr. P. 4001(a)(3) will not apply. A copy of the list of contracts and lessors attached to the Motion is available for free at: http://bankrupt.com/misc/WK_Capital_237_Sales.pdf About WK Capital Enterprises WK Capital Enterprises, Inc., and its subsidiaries Capital Pizza Huts, Inc., Capital Pizza Huts of Vermont, Inc., Capital Pizza of New Hampshire, Inc. are operators of 56 Pizza Hut restaurants in six states. The central business office location for the operation of the 56 restaurants is at 3445 North Webb Road, Wichita Kansas. WK Capital Enterprises and its three units sought Chapter 11 protection (Bankr. D. Kan. Case Nos. 17-10073 to 17-10076) on Jan. 23, 2017. The petitions were signed by Kenneth Jay Wagnon, president. WK Capital disclosed $1.82 million in total assets and $19.52 million in liabilities. The Debtors tapped Edward J. Nazar, Esq., of Hinkle Law Firm LLC as bankruptcy counsel and Dan W. Forker, Jr., Esq., at Forker Suter Robinson & Bell LLC as co-counsel. The Debtors hired Bradley Tidemann and JP Weigand & Sons, Inc., as their realtor; and Robert L. Simmons of MarshallMorgan, LLC, as broker. No trustee has been appointed in the case. YODER REAL ESTATE: Disclosures Approved; May 4 Plan Hearing ----------------------------------------------------------- Judge Richard E. Fehling of the U.S Bankruptcy Court for the Eastern District of Pennsylvania approved the disclosure statement referring to a chapter 11 plan filed by Yoder Real Estate Partnership on Feb. 24, 2017. April 26, 2017, is set as the last date by which ballots must be received in order to be considered as acceptances or rejections of the Plan. The hearing on confirmation of the Plan will be held in Courtroom No. 1, U.S. Bankruptcy Court, 400 Washington Street, Reading, PA on May 4, 2017, at 11:00 a.m. The Troubled Company Reporter previously reported that under the plan, general unsecured creditors will recover approximately 25%. The funds necessary for the implementation of the Plan will be from any remaining proceeds of the Stone Harbor property refinancing and from the Debtor's Net Income over a 5-year period, on a quarterly basis. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/paeb15-11569-167.pdf Headquartered in Kutztown, PA, Yoder Real Estate Partnership filed for Chapter 11 protection (Bankr. E.D. Pa. Case No.: 15-11569)on March 5, 2015, estimating its assets and liabilities at $1 million to $10 million. The petition was signed by William W. Yoder, managing general partner. YORK RISK: Moody's Retains Caa1 CFR Amid Incremental $50MM Loan --------------------------------------------------------------- Moody's Investors Service maintains the Caa1 corporate family rating and Caa1-PD probability of default rating of York Risk Services Holding Corp. following the company's recent closing of an incremental $50 million term loan under its senior secured credit facility (rated B3). Net proceeds from the offering are being used to repay borrowings under its existing revolving credit facility, which will increase the company's liquidity for working capital needs and potential tuck-in acquisitions. The outlook for the ratings remains stable. RATINGS RATIONALE York's ratings reflect its expertise in claims management and managed care services relating to workers' compensation, especially for public entities. The company ranks among the top third-party claims administrators in the US, maintains a diversified client base with good geographic diversification, and benefits from relatively high client switching costs which support good customer retention. Organic revenue growth in 2016 was 3.5% as York focuses on growing its core business and cross-selling additional services to existing clients. Offsetting these strengths are York's aggressive financial leverage and low interest coverage, although the company's metrics improved during 2016 as restructuring and investment initiatives to reduce costs and improve sales and operating effectiveness begin to emerge. York's EBITDA margin increased to the mid-teens (per Moody's calculations) over the past few quarters, reflecting increased revenues and productivity enhancements. Moody's estimates that the company's debt-to-EBITDA ratio was in excess of 8x at year-end 2016 after giving effect to standard accounting adjustments plus other adjustments for costs that the rating agency views as non-recurring. York's (EBITDA - capex) interest coverage on this basis was around 1x, and its free cash flow to debt was weak. However, Moody's believes that York has sufficient liquidity to meet near-term obligations as it continues to improve its operating results. Factors that could lead to an upgrade of York's ratings include: (i) successful management actions to restore EBITDA margins, (ii) debt-to-EBITDA ratio declining below 7.5x, (ii) (EBITDA - capex) coverage of interest exceeding 1.2x, and (iii) free-cash-flow-to-debt ratio exceeding 2%. Furthermore, the senior secured credit facility ratings could be upgraded if these borrowings decline and become a smaller proportion of the capital structure relative to York's senior unsecured notes. Factors that could lead to a rating downgrade include: (i) debt-to-EBITDA ratio remaining above 9x on a sustained basis, (ii) (EBITDA - capex) coverage of interest below 1x, or (iii) negative free cash flow. Moody's maintains the following ratings (and loss given default (LGD) assessments): Corporate family rating at Caa1; Probability of default rating at Caa1-PD; $100 million senior secured revolving credit facility ($56 million drawn as of December 31, 2016 before expected repayment), maturing in October 2019 at B3 (LGD3); $638 million (including $50 million incremental borrowing) outstanding senior secured credit facility term loans, including delayed draw, maturing in October 2021 at B3 (LGD3); $315 million (includes debt issuance costs) senior unsecured notes maturing in October 2022 at Caa3 (LGD5). The principal methodology used in these ratings was Insurance Brokers and Service Companies published in December 2015. Based in Parsippany, NJ, York provides claims services, specialized loss adjusting, managed care, pool administration and loss control to the insurance services industry. York generated total revenues of $745 million in 2016. ZUCKER GOLDBERG: US Trustee, et al., Try to Block Disclosures OK ---------------------------------------------------------------- Acting U.S. Trustee Andrew R. Vara, and creditors Michael J. Ackerman, Esq., and Carolyn Bailey each filed with the U.S. Bankruptcy Court for the District of New Jersey objections to Zucker, Goldberg & Ackerman, LLC's disclosure statement in support of the Debtor and the creditors committee's joint plan of orderly liquidation. The Objections are available at: http://bankrupt.com/misc/njb15-24585-793.pdf http://bankrupt.com/misc/njb15-24585-804.pdf http://bankrupt.com/misc/njb15-24585-797.PDF Melissa Daniels, writing for Bankruptcy Law360, relates that the Debtor and its unsecured creditors jointly filed the proposed Plan, which seeks to liquidate all of the Debtor's assets and distribute the proceeds to creditors. The creditors, according to Law360, had in January 2016 objected to a previous proposed liquidation plan, calling it an ill-conceived attempt by the Debtor's current leadership to retain control. The U.S. Trustee complains that, among others: (i) the itemization of the plan administrator's powers/duties appears in the Plan but is not restated in the Disclosure Statement; (ii) the Plan provides that "each holder of an Allowed General Unsecured Claim shall receive a Pro Rata share of any Third Party Provider Recoveries," but it does not appear that the description of treatment of unsecured creditors in the Disclosure Statement includes a discussion of the potential recovery. It is respectfully asserted that a brief introduction of the possibility of Third Party Provider Recoveries for unsecured creditors, as well the Third Party Provider Election Form process proposed in the Plan, should be outlined in in the Disclosure Statement; and (iii) it remains unclear how substantive consolidation would take place post-confirmation, after assets re-vest in a reorganized entity. Mr. Ackerman urges the Court not to approve the Disclosure Statement because the statement fails to disclose information sufficient to allow a "reasonable investor typical of holders of claims or interests of relevant class to make an informed judgment about the plan . . ." Ms. Bailey wants the amount available for pro rata distribution among unsecured creditors be substantially increased, by as much as $1 million, by recovering postpetition disallowed expenditures by the Debtor's managing attorney, Michael S. Ackerman, Esq. A hearing to consider Ms. Bailey's objection is set for April 7, 2017, at 10:00 a.m. On March 30, 2017, Donald W. Clarke, Esq., at Wasserman, Jurista & Stolz, P.C., the counsel for the Debtor, wrote to Judge Christine M. Gravelle, saying that Ms. Bailey's connection to the bankruptcy case stems from a prepetition lawsuit against the Debtor and its principal, Micheal S. Ackerman, Esq., filed in the Superior Court of New Jersey. Ms. Bailey alleges fraud and violations of the New Jersey Racketeer Influenced and Corrupt Organizations Act. The Bailey Action was dismissed by Judge James S. Rothschild, Jr., before the Debtor filed for bankruptcy. Ms. Bailey appealed the decision and on Oct. 13, 2015, secured limited stay relief permitting the Superior Court of New Jersey, Appellate Division to render a decision on the appeal. On Aug. 26, 2016, the Superior Court issued its opinion affirming Judge Rothschild's decision dismissing the Bailey Action. Ms. Bailey obtained on Oct. 11, 2016, stay relief to file an appeal to the New Jersey Supreme Court by way of a petition for certification. On Nov. 28, 2016, Ms. Bailey's notice of petition for certification was denied because it was filed out of time. The Supreme Court granted subsequent motion by Ms. Bailey to file a petition out of time. The Debtor, through its attorneys at Connell Foley LLP filed a response. The parties are awaiting a ruling from the Supreme Court. Mr. Clarke says that Ms. Bailey is not a creditor in this case, but a disgruntled litigant unwilling to accept the sound determination of the courts in dismissing her unfounded claims. A copy of the letter is available at: http://bankrupt.com/misc/njb15-24585-803.pdf Mr. Ackerman is represented by: James M. McGovern, Jr., Esq. DAVISON, EASTMAN, MUNOZ, LEDERMAN & PAONE, P.A. Monmouth Executive Center 100 Willow Brook Road, Suite 100 Freehold, NJ 07728 Tel: (732) 462-7170 Fax: (732) 462-8955 E-mail: jmcgovern@demlplaw.com About Zucker, Goldberg & Ackerman, LLC Formed in 1923 as Zucker & Goldberg, the law firm Zucker, Goldberg & Ackerman, LLC, was primarily engaged in the representation of lenders and secured parties in foreclosure matters, insolvency proceedings and related matters. The sole members of ZGA are Michael S. Ackerman, Esq. and Joel Ackerman, Esq. Michael S. Ackerman is the managing member of the firm. ZGA's primary offices are in Mountainside, New Jersey. Zucker, Goldberg & Ackerman, LLC, sought Chapter 11 protection (Bankr. D.N.J. Case No. 15-24585) in Newark, New Jersey, on Aug. 3, 2015, to complete the orderly liquidation of the business. The case is assigned to Judge Christine M. Gravelle. The Debtor disclosed total assets of $11.5 million and total liabilities of $53.3 million as of June 30, 2015. ZGA tapped Wasserman, Jurista & Stolz, P.C. as bankruptcy counsel; Brown, Moskowitz & Kallen, P.C., as special litigation counsel; Genova Burns as labor counsel; and BMC Group, Inc., as noticing and balloting agent. On Aug. 17, 2015, an Official Committee of Unsecured Creditors was appointed by the Office of the United States Trustee. The Committee on Oct. 15, 2015, won approval to retain McCarter & English, LLP ("McCarter") to serve as Committee counsel, effective as Aug. 14, 2015. * * * The Debtor in December 2015 filed a "Plan of Orderly Liquidation" which provides for the wind down of the firm's business. The Plan was put on hold pending the issuance of a report by the examiner. The Court on Feb. 8, 2016, entered an order approving the Acting U.S. Trustee's appointment of former bankruptcy judge Donald H. Steckroth, Esq., as examiner. The Creditors Committee sought an examiner to investigate possible claims against current and former members of the bankrupt foreclosure law firm and related "insiders." ZWO ENTERPRISES: Taps Henri Martin as Real Estate Agent ------------------------------------------------------- ZWO Enterprises, LLC seeks approval from the U.S. Bankruptcy Court for the District of Connecticut to hire a real estate agent. The Debtor proposes to hire Henri Martin Real Estate, LLC in connection with the sale of its real property located at 70 Halcyon Drive, Bristol, Connecticut. The Debtor wants the property sold for $839,900. HMRE will get a commission of 5% of the sales price. Henri Martin, a member of HMRE, disclosed in a court filing that his firm does not hold or represent any interest adverse to the Debtor or its bankruptcy estate, and that it is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Henri Martin Henri Martin Real Estate, LLC 531 Broad Street Bristol, CT 06010 About ZWO Enterprises LLC ZWO Enterprises, LLC filed a Chapter 11 bankruptcy petition (Bankr. D.CT. Case No. 17-20101) on January 27, 2017. The petition was signed by Robert Zwolinski, member. The Debtor disclosed total assets of $760,132 and total liabilities of $1.22 million. Judge James J. Tancredi presides over the case. Grafstein & Arcaro, LLC represents the Debtor as counsel. No trustee, examiner or committee has been appointed in the Debtor's case. [*] Alabama Joins Dozen States in Asbestos Bankruptcy Trust Probes ------------------------------------------------------------------ The American Bankruptcy Institute, citing Drew Wilson of Alabama Today, reported that Alabama's Attorney General is joining colleagues from 12 other states in investigating asbestos bankruptcy trusts' failure to pay out Medicaid payments as federal law requires. According to the report, lawsuits have sent more than 60 manufacturers of asbestos or asbestos-containing products into bankruptcy and have paid out more than $17 billion since 2008. The attorneys general claim that the bankruptcy trusts, which are often overseen by plaintiff lawyers, are not giving Medicare and Medicaid their fair due when making payments to claimants, the report related. The law requires any outstanding payments due to Medicare or Medicaid be taken out of any settlement received by a claimant, and attorneys can even be held liable for making sure those bills are paid, the report further related. The 13 attorneys general sent demand letters to bankruptcy trusts for Armstrong World Industries, Babcock & Wilcox, DII and Owens Corning/Fibreboard back in December, and after receiving no response elected to file a civil suit in Utah in March to move forward on recovering Medicaid payments, the report said. In the suit, the AGs claim attorneys are abusing the asbestos trusts and that they are injuring states "by improperly draining the trust assets, precluding future legitimate claimants from relying on asbestos trusts, and leaving states with the high cost associated with asbestos-related disease," the report added. [*] Bankruptcy Filings Drop 6% to 805,580 in 2016 ------------------------------------------------- Matthew Guarnaccia, writing for Bankruptcy Law360, reports that the Administrative Office of the U.S. Courts' 2016 report showed that the overall number of new bankruptcy filings declined 6% to 805,580 in 2016, in a sustained drop from their peak in 2010. The report says that new bankruptcy petitions continued a downward trend for the sixth straight year in 2016. Federal appellate and district courts across the country faced higher caseloads, the report states. [*] Bill to Create Section of Bankruptcy Code for Banks Advances ---------------------------------------------------------------- The American Bankruptcy Institute, citing Joseph Lawler of Washington Examiner, reported that legislation to create a special section of the bankruptcy code for banks advanced in the House, a step toward preparing a new system to prevent chaotic bank failures that have prompted taxpayer bailouts. According to the report, the Judiciary Committee advanced the legislation on a voice vote, but future action on bank bankruptcy could turn contentious. In a joint statement, committee Chairman Bob Goodlatte, R-Va., and bill author Rep. Tom Marino, R-Pa., said that "the costs associated with a failing a financial institution should be borne by those who have a stake in the company, and hard-working Americans should not have to worry that their tax dollars will be used to bailout another Wall Street bank," the report related. Speaking at the vote, the top Democrat on the committee, Rep. John Conyers of Michigan, agreed that the collapse of investment bank Lehman Bros. in the financial crisis in 2008 "clearly revealed that current bankruptcy law is ill-equipped to deal with complex financial institutions in economic distress," the report further related. The bankruptcy bill, he said, would be an "excellent complement" to the government-led process for resolving banks created by the 2010 Dodd-Frank financial reform law signed by former President Barack Obama, the report added. Yet House Republicans on the Financial Services Committee are expected to advance a Dodd-Frank replacement measure that would repeal the government resolution process for banks, which conservatives have said encourages bailouts, the report said. Democrats disagree on that point, the report noted. Some outside conservative advocates of updating the bankruptcy code for banks also believe that a government resolution process is necessary for the scenario in which a number of banks fail at once, the report further noted. The House has passed bank bankruptcy legislation in recent years, although this is the first year with a president who has said that he shares the goal of cutting back Dodd-Frank rules, the report said. [*] Kevin Cowan & Shutts & Bowen LLP Fight Price-Fix Lawsuit ------------------------------------------------------------ Eric Kroh, writing for Bankruptcy Law360, reports that Kevin D. Cowan, Esq., at Shutts & Bowen LLP, filed a summary judgment request in Florida federal court to end to the lawsuit filed against him by JAWHBS LLC, calling it a cynical bid to extract damages through judicial system abuse. JAWHBS, according to Law360, had sought partial summary judgment as to the liability under federal and state antitrust laws of Mr. Cowan and Shutts & Bowen and of developers Jorge Arevalo and Omar Botero, Botero company Alianza Holdings LLC, and alleged Botero associate Albert Delaney. Law360 states that JAWHBS claims that the Botero group and the Arevalo group, rather than get into a bidding war and drive up the price of the land, made an agreement whereby the Botero group would pay the Arevalo group $1.2 million plus a share in the profits on any project built on the site, in exchange for not bidding in the auction. Law360 relates that the Arevalo group contacted another development group led by Steven Carlyle Cronig for funding. Court filings show that the Cronig group allegedly blocked financing for the Arevalo group and instead used the information to make a $21.5 million bid, which trustees accepted. JAWHBS claims that the parcels were undervalued by about $10 million, Law360 says. Law360 reports that Mr. Cronig has also asked for summary judgment in the case. Although Jerry Wish and Herb Sider -- two partners who control JAWHBS -- claim that the conspiracy of rival developers depressed the $21.5 million sale price of the parcels of land in the Brickell section of Miami across from the $1 billion Brickell City Centre development, the bankruptcy trustees initially recommended a private sale for $19.5 million, which the Partners had initially supported, Law360 states, citing Mr. Cowan and Shutts & Bowen. Mr. Cowan and Shutts & Bowen allege that the Partners later purchased the claims from the trustees for $25,000 to challenge the sale, Law360 says. The report quoted them as saying, "Such shenanigans are manifestly improper in federal court. Equally unacceptable are their baseless antitrust conspiracy allegations, which are, if viewed charitably, nothing more than speculation which has now been disproven." JAWHBS was formed to acquire and pursue the claims, the report adds. Carolina Bolado at Law360 relates that JAWHBS previously told the federal court that U.S. Magistrate Judge William C. Turnoff's refusal to rule on the merits of its bid to access Shutts & Bowen's privileged documents held up discovery. Judge Turnoff twice ruled that the motions to get attorney-client communications under the crime and fraud exception are premature, the report states, citing JAWHBS. JAWHBS is represented by: Adam J. Breeden, Esq. BREEDEN & ASSOCIATES PLLC 1404 S. Jones Boulevard Las Vegas, NV 89146 Tel: (702) 508-9250 Fax: (702) 508-9365 -- and -- Jerrold Alan Wish, Esq. THE WISH LAW FIRM 6000 Island Boulevard Apt 2006 North Miami Beach, FL 33160 Tel: (786) 200-7077 E-mail: jwish@wishlaw.net Mr. Arevalo is represented by: Lawrence Dean Goodman, Esq. DEVINE GOODMAN RASCO & WATTS-FITZGERALD LLP 2800 Ponce de Leon Boulevard, Suite 1400 Coral Gables, FL 33134 Tel: (305) 374-8200 Fax: (305) 374-8208 E-mail: lgoodman@devinegoodman.com Mr. Botero is represented by: Thomas R. Lehman, Esq. LEVINE KELLOGG LEHMAN SCHNEIDER & GROSSMAN LLP 201 South Biscayne Boulevard 22nd Floor, Miami Center Miami, Florida 33131 Tel: (305) 403-8792 Fax: (305) 403-8789 E-mail: trl@lklsg.com -- and -- Andrew Paul Kawel, Esq. KAWEL PLLC 80 SW 8th Street, Suite 3330 Miami, FL33130-3003 Tel: (305) 209-4529 -- and -- Ian-Illych Martinez 800 Douglas Road Suite 149 La Puerta del Sol Coral Gables, FL 33134 Tel: (305) 442-7970 Fax: (305) 447-0076 Mr. Cronig is represented by: Charles M. Tatelbaum, Esq. Edward Royce Curtis, Esq. Michael C. Foster, Esq. TRIPP SCOTT PA 4755 Technology Way, Suite 205 Boca Raton, FL 33431 Tel: (561) 910-7500 Fax: (561) 910-7501 E-mail: CMT@trippscott.com ERC@trippscott.com mcf@trippscott.com Mr. Cowan and Shutts & Bowen are represented by: Erika S. Handelson, Esq. Kendall Brindley Coffey, Esq. Kevin Crow Kaplan, Esq. David J. Zack, Esq. COFFEY BURLINGTON PL 2601 South Bayshore Drive Penthouse Miami, FL 33133 Tel: (305) 858-2900 Fax: (305) 858-5261 E-mail: KCoffey@coffeyburlington.com KKaplan@coffeyburlington.com DZack@coffeyburlington.com ********* 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. 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