/raid1/www/Hosts/bankrupt/TCR_Public/170524.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, May 24, 2017, Vol. 21, No. 143
Headlines
5 C HOLDINGS: Has Permission to Use Cash Collateral Through Dec. 31
6420 ROSWELL: Hires Polay & Clark as Accountant
ABC DENTISTRY: Unsecureds to Recoup Up to 100% Under Plan
ALL RESORT GROUP: Has Interim Nod for Financing, Cash Access
ALL RESORT GROUP: U.S. Trustee Forms 3-Member Committee
ANGELICA CORP: Creditors Panel Hires Cole Schotz as Attorneys
ANGELICA CORP: Creditors Panel Hires FTI as Financial Advisor
BELLEVILLE DEVELOPMENT: Case Summary & 9 Unsecured Creditors
BILL HALL: Image Truck Buying 19 Surplus Trailers for $280K
BISHOP GORMAN: Wants $500K DIP Financing From Non-Profit
BRUGNARA PROPERTIES: Case Summary & 2 Top Unsecured Creditors
CENTRAL GROCERS: Hires Conway MacKenzie's Donald Harer as CRO
CENTRAL GROCERS: Hires Peter J. Solomon Co. as Investment Banker
CENTRAL GROCERS: Hires Prime Clerk as Administrative Advisor
CENTRAL GROCERS: Hires Richards Layton as Co-Counsel
CENTRAL GROCERS: Hires Weil Gotshal & Manges as Attorneys
CHIEFTAIN SAND: Seeks to Hire KPMG as Auditor
CONTINENTAL EXPLORATION: Trustee Selling Interests in Wells
DOMINION PAVING: Sale of Paver to Smith Paving for $139K Approved
EAST WEST COPOLYMER: Panel Hires Taylor Porter as Counsel
ELECTRONIC SERVICE: Seeks Authorization to Use Cash Collateral
EMAS CHIYODA: Hires KPMG Singapore as Tax Advisors
ERATH IRON: Wants to Use Cash Collateral Through Sale Date
ERIE STREET: Ch.11 Trustee Hires FrankGecker as Counsel
FALCON GNEMONICS: Wants to Move Plan Filing Period to August 27
FARR ENTERPRISES: Disclosures OK'd; Plan Hearing on June 30
FOLTS HOME: Needs Assistance at Social Work Department, PCO Says
GILLESPIE OFFICE: Disclosures OK'd; Plan Hearing on July 10
GOODMAN AND DOMINGUEZ: Creditor Seeks Ch. 11 Trustee Appointment
GREAT FALLS DIOCESE: Guadalupe Church Property Selling for $335K
GRIFFITH STERNBERG: Hires Realty USA as Realtor
GULFMARK OFFSHORE: $35M Loan From Affiliate Has Interim Approval
HALT MEDICAL: Hires Drinker Biddle as Counsel
HARDROCK HDD: People's United Equipment Wants to Prohibit Cash Use
HARTFORD, CT: Soliciting Proposals From Bankruptcy Firms
HME HOLDINGS: Hearing on Disclosures Approval Set for July 27
HOOPER HOLMES: Incurs $3.12 Million Net Loss in First Quarter
INTERPACE DIAGNOSTICS: Posts $2.4-M Net Income for First Quarter
J&J UNDERCAR: Hearing on Plan Outline Approval Set for June 22
JACK BRESLIN: DOJ Watchdog Ordered to Appoint Trustee or Examiner
JACK COOPER: Further Extends Notes Tender Offer to May 31
JEFF SUSA: DOJ Watchdog Ordered to Appoint Trustee or Examiner
JLC TRANSPORTS: Unsecureds to Recover 100% Over Five Years
KEN'S CUSTOM: Has Approval on Further Cash Use Until June 30
KINGDOM REAL ESTATE: Philip Parker to be Fully Paid in 1 Yr. at 5%
LABORATORIO CLINICO: Hires Ada M. Conde as Attorney
LAMAD MINISTRIES: Liquidating Agent Hires McNair as Accountant
LEHMAN BROTHERS: Seeks Court Approval of $2.416B RMBS Settlement
LIGHTING SCIENCE: Reports $7.79 Million Net Loss for First Quarter
LINDERIAN COMPANY: Unsecureds to Recoup 15% Under Plan
LSB INDUSTRIES: Unit Will Sell All Assets to BKV for $16.2 Million
MARRONE BIO: Incurs $7.62 Million Net Loss in Third Quarter
MARSH SUPERMARKETS: Amended Notice of Committee Appointment Filed
MCGEE TRUCKING: Hires Klein & Sheridan as Attorney
MEDEX TRANSPORTATION: Wants to Use Cash Collateral
MMX SUDESTE: Administrator Seeks U.S. Recognition of Brazil Case
NAPOLEON ART: U.S. Trustee Forms 5-Member Committee
NET ELEMENT: Incurs $2.53 Million Net Loss in First Quarter
NORTH PHILADELPHIA: Has Final Nod to Use Cash Collateral
NUVERRA ENVIRONMENTAL: U.S. Trustee Forms 3-Member Committee
OAKRIDGE HOLDINGS: Case Summary & Largest Unsecured Creditors
OLIVE BRANCH: Seeks Permission to Use Cash Collateral Until July 31
OLYMPIA OFFICE: Hires Kidder Mathews as Real Estate Broker
ONCOBIOLOGICS INC: Incurs $8.04 Million Net Loss in 2nd Quarter
OVERTON & OGBURN: Hearing on Disclosures Approval Set for July 13
PLASTIC2OIL INC: Incurs $403,000 Net Loss for First Quarter
PM HOLDINGS: Hires Hoff Law as Bankruptcy Counsel
PRECISE CORPORATE: Hires J&J Commercial as Real Estate Broker
PRINT HARMONY: Court to Hold Plan Confirmation Hearing Today
PROINOS BREAKFAST: Has Final Authorization to Use Cash Collateral
PUERTO RICO: AFSCME Wants to Be Part of Official Retiree Panel
PUERTO RICO: HTA and ERS Case Summary & List of Unsec. Creditors
PUERTO RICO: Pension System & Highway Agency Enter Bankruptcy
PUERTO RICO: US Trustee to Solicit Three Official Committees
QUALITY CONSERVATION: Hires Sun Mergers & Acquisition as Broker
R & A PROPERTIES: Case Summary & 3 Unsecured Creditors
RATAMESS CHIROPRACTIC: Disclosures Conditionally Okayed
ROMAN HILL: Amends Plan to Add Blue Vine's Secured Claim
RPM HARBOR: Creditors Panel Hires Levene Neale as Counsel
SANCTUARY CARE: DOJ Watchdog Appoints Susan Boxton as PCO
SERO TRANSPORT: Hires Slipakoff and Slomka as Counsel
SKIP BARBER RACING SCHOOL: In Chapter 11, Aims for Quick Sale
SKIP BARBER: Case Summary & 20 Largest Unsecured Creditors
SOMNANG REALTY: Case Summary & 8 Unsecured Creditors
SPECTRUM HEALTHCARE: Wants to Use Cash Collateral
STEVE'S FROZEN: Can Continue Using Cash Collateral Until July 18
THRU INC: Disclosures OK'd; Plan Confirmation Hearing on June 27
TLD BAR: Rigdon Wants to Use Cash Collateral for Property Repairs
TONAWANDA AUTO: Seeks Interim Permission to Use Cash Collateral
UNILIFE CORP: Ch. 11 Examiner Sought over Mismanagement, Misconduct
UNITED ROAD: SSG Capital Acted as Investment Banker in Asset Sale
WELLMAN DYNAMICS: Panel Files Liquidation Plan for WDMA
WEST VIRGINIA HIGH: Wants Acces to Cash Collateral Until December
WESTCHESTER NEUROLOGICAL: Hires Penachio Malara as Counsel
WESTECH CAPITAL: Unsecureds to be Paid From Revested Debtor's Cash
WESTMORELAND RESOURCE: Reports $8.81 Million Net Loss for Q1
WL MECHANICAL: Has Nod to Use Pearl Capital's Cash Collateral
WL MECHANICAL: May Use Max Advance's Cash Collateral
WSC PARKING: Cash Collateral Motion Withdrawn
*********
5 C HOLDINGS: Has Permission to Use Cash Collateral Through Dec. 31
-------------------------------------------------------------------
Judge Rene Lastreto, II, of the U.S. Bankruptcy Court for the
Eastern District of California authorized 5 C Holdings, Inc., to
use Tri Counties Bank's cash collateral until Dec. 31, 2017,
pursuant to the terms of a stipulation between the parties.
The Debtor is authorized to use cash collateral for the purpose of
paying reasonable, necessary and ordinary costs and expenses of
operating its business as set forth in the Operating Budget, with
authority to deviate from each line item by not more than 20%, so
long as the deviation does not exceed 10% on a cumulative basis.
The operating budget provides total operating expenses of
$1,042,525 covering the period from April 2017 through December
2017.
The Debtor acknowledges that it is currently indebted to Tri
Counties Bank in an outstanding balance of $50,146, as of April 25,
2017. Tri Counties Bank asserts security interest in all of the
Debtor's inventory, equipment, accounts, chattel paper, deposit
accounts and general intangibles including additions, replacements
and their proceeds.
Tri Counties Bank is granted a replacement against the Debtor's
postpetition assets, with the same type, class, validity,
perfection, extent and priority as Tri Counties Bank had
prepetition, including the Debtor's Debtor-in-Possession accounts
at the Bank of Sierra.
Pursuant to the Stipulation, the Debtor is directed, among other
things, to:
(a) make adequate protection payments of $1,200 per month to Tri
Counties Bank;
(b) maintain in full force and effect all insurance required by
the Loan Documents; and
(c) timely pay and perform on a post-petition basis, any and all
postpetition monetary and non-monetary obligations in favor of all
taxing authorities and in favor of all lienholders holding liens on
any of the collateral, which are senior to Tri Counties Bank's
lien.
A full-text copy of the Order, dated May 18, 2017, is available at
https://is.gd/rWO4tA
Tri Counties Bank is represented by:
Russell W. Reynolds, Esq.
COLEMAN & HOROWITT, LLP
499 W. Shaw Ave., Ste. 116
Fresno, CA 93704
Fax: (559) 248-4830
E-mail: rreynolds@ch-law.com
About 5 C Holdings
5 C Holdings, Inc., owns and operates a drilling and oilfield
service business. It was incorporated in March 2009 and operates
its business in the State of California. Cami Hogg is the sole
officer, director and shareholder of the Company. Ms. Hogg's
husband, Casey, is employed by the Company. The Hoggs have 40
years of experience in the petroleum business.
5 C Holdings filed a Chapter 11 petition (Bankr. E.D. Cal. Case No.
17-11591) on April 25, 2017. Cami Hogg, as president, signed the
petition. The Debtor estimated assets and liabilities ranging from
$500,000 to 1 million. The case is assigned to Judge Fredrick E.
Clement. The Debtor is represented by Leonard K. Welsh, Esq., at
the Law Offices of Leonard K. Welsh.
6420 ROSWELL: Hires Polay & Clark as Accountant
-----------------------------------------------
6420 Roswell Road Inc., seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Georgia to employ
Polay & Clark as accountant.
The Debtor requires Polay to:
a. prepare the Monthly Operating Reports;
b. pay Monthly Invoices; and
c. report Taxes and Financial Oversite.
The Debtor will compensate Polay at a monthly rate of $2,500.
Anne Hsieh, CPA, Polay & Clark, 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.
Polay may be reached at:
Anne Hsieh
Polay & Clark
5665 New Northside Dr, Suite 110
Atlanta, GA 30328
Tel: (404) 355-1099
E-mail: anne@polayclark.com
About 6420 Roswell Road, Inc.
6420 Roswell Road Inc. filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Ga. Case No. 17-56753) on April 12, 2017, disclosing
less than $50,000 in assets and less than $500,000 in liabilities.
The petition was signed by Harry J. Freese, president.
The Debtor is represented by Howard P. Slomka, Esq., at Slipakoff
and Slomka, PC.
ABC DENTISTRY: Unsecureds to Recoup Up to 100% Under Plan
---------------------------------------------------------
ABC Dentistry, P.A., et al., filed with the U.S. Bankruptcy Court
for the Southern District of Texas a disclosure statement dated May
15, 2017, in support of the Debtors' joint plan of reorganization.
Class 4 General Unsecured Claims are impaired by the Plan and the
holders are expected to recover 0-100%. The holders of Allowed
General Unsecured Class 4 Claims will be paid in full as follows:
(i) 50% of the allowed amount of holder's claim on the initial
distribution date and (ii) the remaining 50% of the allowed amount
of the holder's claim on the first semi-annual payment date
following the initial distribution date.
Holders of General Unsecured Claims in Class 4 may elect to be
treated as a Class 5 Convenience Claim by making election on the
ballot for Class 4 General Unsecured Claims.
Except to the extent that a holder of a General Unsecured Claim has
been paid by the Debtor prior to the Effective Date or agrees to
different treatment more favorable to the Debtor, each holder of an
Allowed General Unsecured Claim will receive cash in an amount
equal to its pro rata share (the denominator of which will equal
the sum of the allowed amounts of all Class 4, Class 6, and Class 7
Claims) of the claims pool within 10 days after the later of (1)
the date the Rohi Claim becomes an allowed claim, (2) the date of
the State of Texas Claim becomes and Allowed Claim, or (3) the date
the holder's General Unsecured Claim becomes an allowed claim.
The plan proponents will commit to fund the Plan in an amount
sufficient to make (1) all of the required payments under the
settlement plan, or (2) contributions to fund the claims pool in
the event that the plan proponents seek to confirm the new value
plan.
On the Effective Date of the Plan, all property of each Debtor and
of its estate will vest in its respective equivalent Reorganized
Debtor free and clear of liens, claims and encumbrances, except as
otherwise provided by the terms of the Plan.
If the plan proponents seek to confirm the settlement plan and not
the new value plan, the Rohi Settlement will be incorporated into
the Plan by reference. The provisions of the Plan will constitute
a good faith compromise and settlement of all Claims and
controversies relating to the Rohi Litigation.
Within seven days after the Effective Date of the settlement plan,
Rohi will dismiss adversary proceeding number 16-03193 (Bankr. S.D.
Tex.) and any of the pending proceeding against any of the plan
proponents with prejudice.
In the event any of the plan proponents decide to seek confirmation
of the new value plan, the Debtors will proceed with requesting
that the Court estimate the Rohi Claim. The Debtors will also
request that the Court estimate the State of Texas Claim. The
Non-Debtor Affiliates will file petitions for bankruptcy relief
under Chapter 11 and will seek to estimate any claim asserted by
Rohi or the State of Texas against any of the Non-Debtor
Affiliates.
These are conditions precedent to the effectiveness of the Plan:
1. in the event the plan proponents seek to confirm the
settlement plan at the confirmation hearing:
a. the total amount of proofs of claim that are filed in
the Chapter 11 cases will not exceed $250,000;
b. no party in interest, including the holder of any claim
or any governmental unit (including the State of
Texas), will have objected to any of the discharges,
releases, or injunctions set forth in Article XII as to
any plan proponent; and
c. the Court will have entered an order approving the Rohi
Settlement, which could be the confirmation court
order;
2. in the event the plan proponents seek to confirm the new
value plan at the confirmation hearing:
a. the Court grants the Debtors' motion to estimate the
Rohi Claim and the State of Texas Claim; and
b. the Court confirms the Chapter 11 Plan proposed by the
Non-Debtor Affiliates in the Non-Debtor Affiliates
Chapter 11 cases providing for treatment of the Rohi
Claim and the State of Texas Claim in a manner
substantially similar to the treatment afforded to
claims in the Plan;
3. the confirmation court order will have been duly entered
and will be a final court order and the Plan will be in
form and substance acceptable to the plan proponents;
4. the plan proponents do not withdraw the Plan at any time
prior to the Effective Date; and
5. the Debtors will have sufficient cash on hand or otherwise
available to make the initial payments and distributions
required under the Plan.
The Disclosure Statement is available at:
http://bankrupt.com/misc/txsb16-34221-216.pdf
About ABC Dentistry
ABC Dentistry, P.A., ABC Dentistry Old Spanish Trail, P.L.L.C., and
ABC Dentistry West Orem, P.L.L.C., are part of a family of clinics
doing business as ABC Dental in the Houston area. ABC Dental,
which employs approximately 40 people, provides a variety of dental
and orthodontic services to Medicaid patients.
On Aug. 26, 2016, each of the Debtors filed a voluntary petition
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 16-34221). The Debtors estimate assets in the range of
$100,000 to $500,000 and liabilities of up to $50 million as of the
bankruptcy filing. The Hon. Jeff Bohm (16-34221) and Karen K.
Brown (16-34222 and 16-34225) presides over the cases. The
petitions were signed by Iraj S. Jabbary, D.D.S., director.
The Debtors have hired Baker Botts L.L.P. as their counsel, Stout
Risius Ross, Inc., as financial advisor, BMC Group, Inc., as
noticing agent.
No official committee of unsecured creditors has been appointed in
the case.
ALL RESORT GROUP: Has Interim Nod for Financing, Cash Access
------------------------------------------------------------
Judge R. Kimball Mosier of the U.S. Bankruptcy Court for the
District of Utah authorized All Resort Group, Inc., to use cash
collateral in the ordinary course of business, and to enter into
and to borrow money and obtain financing from Access Business
Finance L.L.C. pursuant to the DIP Factoring Agreement, in
compliance with the 20-day budget.
The Debtor is obligated to Access Business Finance under three
Factoring and Security Agreement. The Debtor stipulates that as of
the Petition Date, Access Business Finance has a claim in the total
amount of $747,765.
The Debtor is authorized to use cash collateral in order to
minimize disruption of the Debtor's business and operations and
permit it to meet payroll for its employees, pay operating expenses
and attend to the demands of critical vendors, and obtain needed
supplies and retain customer and supplier confidence by
demonstrating an ability to maintain normal operations. The Debtor
has claimed that the financing arrangements are vital to avoid
immediate and irreparable harm to the Debtor's estate.
Pursuant to the DIP Factoring Agreement, the Debtor will reimburse
Access Business Finance upon demand for all reasonable
out-of-pocket expenses incurred in connection with the negotiation,
preparation, enforcement and collection of the DIP Factoring
Agreement and all other documents negotiated and prepared in
connection with the DIP Factoring Agreement. The accounts
purchased pursuant to the DIP Factoring Agreement will be purchased
at the rate and fee schedule set forth in the DIP Factoring
Agreement.
The Debtor may not propose a sale of any of the DIP Collateral
outside the ordinary course of business unless (a) the proceeds of
such sale will indefeasibly repay the DIP Obligations in full in
cash on the effective date of such sale close, (b) all proceeds
realized from any Court-approved sale are to be transferred to
Access Business Finance for immediate application in reduction of
the DIP Obligations, until indefeasible payment in full in cash of
all amounts owed to Access Business Finance.
The proceeds of the DIP Factoring Agreement and the DIP Collateral
will not be used to pay expenses of the Debtor or otherwise
disbursed except for: (a) those expenses, payments, and/or
disbursements that are expressly set forth in the Budget or
otherwise permitted under the Interim Order and the Final Order;
and (b) amounts due to Access Business Finance.
Access Business Finance is granted a valid, binding, continuing,
enforceable, fully perfected, and unavoidable first priority senior
security interest and priming and replacement lien, with priority
over all liens, in its prepetition Collateral. Access Business
Finance has stipulated that the DIP Collateral does not consist of
any rolling stock.
Access Business Finance is granted superpriority claims for the
entire amount of the DIP Obligations under the DIP Factoring
Agreement, which allowed superpriority claims will be payable from,
and have recourse to, all prepetition and postpetition property of
the Debtor and all proceeds thereof whether now existing or
hereafter acquired
The Debtor is directed to permit Access Business Finance to have
reasonable access to its premises and its records (to make copies
and take extracts therefrom) and will cooperate with, consult with,
and provide to such persons all such non-privileged information as
they may reasonably request.
Access Business Finance has the right to credit bid the full amount
of any outstanding DIP Obligations for the DIP Collateral in
connection with any sale of all or any portion of such assets,
property, or DIP Collateral. Access Business Finance has the
absolute right to assign, sell, or otherwise dispose of such right
to credit bid.
Any and all obligations and commitments of Access Business Finance
will terminate and all DIP Obligations will become due and payable
in full in cash upon the earliest of: (a) one year after the
Petition Date; or (b) the conversion of the Chapter 11 Case to a
case under Chapter 7 of the Bankruptcy Code; or (c) the effective
date of a confirmed plan of reorganization.
A full-text copy of the Order, dated May 18, 2017, is available at
https://is.gd/uZWnC3
About All Resort Group, Inc.
All Resort Group, Inc. -- http://www.allresort.com/-- is the
parent/holding company of seven operating company's within the
travel/transportation segment of the tourism industry. Its
transportation divisions -- All Resort Express, All Resort
Limousine, Premier Transportation, Park City Transportation,
Xpress4Less, SuperShuttle and Lewis Stages divisions -- provide
premium airport shuttle, door-to-door limousine, motor coach and
taxi services. The Debtor's fleets include all-wheel-drive luxury
SUVs, Cadillac and Lincoln sedans, 120-inch Krystal stretch
vehicles and Krystal Mini-Coaches.
All Resort Group filed a Chapter 11 petition (Bankr. D. Utah Case
No. 17-23687) on April 28, 2017. J.L. Killingsworth, president,
signed the petition. At the time of the filing, the Debtor
estimated its assets and debt at $10 million to $50 million.
The case is assigned to Judge R. Kimball Mosier.
The Debtor is represented by Anna W. Drake, Esq. at Anna W. Drake,
P.C.
No trustee or examiner and no official committees have been
appointed in the case.
ALL RESORT GROUP: U.S. Trustee Forms 3-Member Committee
-------------------------------------------------------
The Office of the U.S. Trustee on May 19 appointed three creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of All Resort Group, Inc.
The committee members are:
(1) Arrow State Lines
Attn: Jeff Schuman, Chief Financial Officer
4220 S 52nd Street
Omaha, NE 68117
Phone: 402-731-1900 ext. 237
Fax: 402-738-3247
Email: jeff@arrowstagelines.com
Email: arrowstagelines.com
(2) Driftwood Autobody
Attn: Wilford W. Cannon, President
362 W 800 S.
Salt Lake City, UT 84101
Phone: 801-355-5174
Email: driftwoodauto@gmail.com
(3) Bruno Group Signature Solutions
Attn: Paul A. Bruno
Decorated Apparel & Promotional Products
8690 S Escalade Circle
Salt Lake City, UT 84121
Phone: 801-891-1656
Email: paul@brunogroup.com
Email: BrunoGroup.com
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About All Resort Group, Inc.
All Resort Group, Inc. -- http://www.allresort.com/-- is the
parent/holding company of seven operating company's within the
travel/transportation segment of the tourism industry. Its
transportation divisions -- All Resort Express, All Resort
Limousine, Premier Transportation, Park City Transportation,
Xpress4Less, SuperShuttle and Lewis Stages divisions -- provide
premium airport shuttle, door-to-door limousine, motor coach and
taxi services. The Debtor's fleets include all-wheel-drive luxury
SUVs, Cadillac and Lincoln sedans, 120-inch Krystal stretch
vehicles and Krystal Mini-Coaches.
All Resort Group filed a Chapter 11 petition (Bankr. D. Utah Case
No. 17-23687) on April 28, 2017. J.L. Killingsworth, president,
signed the petition. At the time of the filing, the Debtor
estimated its assets and debt at $10 million to $50 million.
The case is assigned to Judge R. Kimball Mosier.
The Debtor is represented by Anna W. Drake, Esq. at Anna W. Drake,
P.C.
No trustee or examiner has been appointed in the case.
ANGELICA CORP: Creditors Panel Hires Cole Schotz as Attorneys
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of Angelica
Corporation, et al., seeks authorization from the U.S. Bankruptcy
Court for the Southern District of New York to retain Cole Schotz,
PC as attorneys for the Committee, nunc pro tunc to April 12,
2017.
The Committee requires Cole Schotz to:
a. advise the Creditors' Committee in connection with its
powers and duties under the Bankruptcy Code, the Bankruptcy Rules,
and the Local Rules;
b. consult with the Creditors' Committee, the Debtors, and the
U.S. Trustee concerning the administration of these cases;
c. attend meetings and negotiate with the representatives of
the Debtors and other parties-in-interest;
d. investigate and analyze prepetition acts and conduct,
including inter- debtor and intercompany transfers;
e. analyze the, assets, liabilities, and financial condition
of the Debtors, the operation of the Debtors' businesses, the
desirability of the continuance of such businesses, proposals to
restructure the Debtors' operations, and any matters relevant to
these cases in the event and to the extent required by the
Creditors' Committee;
f. assist and advise in connection with all relief sought by
the Debtors, including the evaluation of DIP financing and other
financing alternatives;
g. assist and advise the Creditors' Committee in connection
with any sale of the Debtors' assets pursuant to section 363 of the
Bankruptcy Code;
h. assist and advise the Creditors' Committee in the review,
analysis and negotiation of any chapter 11 plan(s) of
reorganization or liquidation that may be filed and assist the
Creditors' Committee in the review, analysis, and negotiation of
the disclosure statement accompanying any such plan(s);
i. take all necessary action to protect and preserve the
interests of the Creditors' Committee, including (x) investigation
and possible prosecution of actions; (y) if appropriate,
negotiations concerning all litigation in which the Debtors are
involved; and (z) if appropriate, review and analysis of claims
filed against the Debtors' estates;
j. generally prepare, on behalf of the Creditors' Committee,
all necessary motions, applications, answers, orders, reports,
replies, responses, and other legal papers in support of positions
taken by the Creditors' Committee;
k. appear, as appropriate, before the Court, the appellate
courts, and the United States Trustee, and protect the interests of
the Creditors' Committee before those courts and before the United
States Trustee; and
l. perform all other necessary legal services in these cases.
Cold Schotz lawyers and professionals who will work on the Debtors'
cases and their hourly rates are:
Michael D. Sirota, Member $895
Warren A. Usatine, Member $715
Stuart Komrower, Member $750
Daniel F.X. Geoghan, Member $575
Ryan T. Jareck, Member $495
Jacob S. Frumkin, Associate $415
Mark Tsukerman, Associate $365
Rebecca W. Hollander, Associate $275
Katharina Earle, Associate $305
Rimma Tvasman, Associate $365
Joseph A. Armenti, Associate $295
Suhailah S. Sallie, Paralegal $275
Frances Pisano, Paralegal $275
Cole Schotz professionals hourly rates:
Members $425-$895
Associates $260-$475
Paralegals $175-$285
Cole Schotz will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Michael D. Sirota, Esq., shareholder of the firm Cole Schotz, PC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.
The following is provided in response to the request for additional
information set forth in D1 of the U.S. Trustee's Appendix B
Guidelines:
-- Cole Schotz did not represent the Creditors' Committee or
any of its constituent members prior to the commencement of the
Debtors' chapter 11 cases, except as set forth herein.
Harbor Linen is directly or indirectly owned by Bed Bath & Beyond,
an existing Cole Schotz client. In the 12 months prepetition, Cole
Schotz represented Bed Bath & Beyond on a variety of matters,
including real estate leasing and purchasing matters, wholly
unrelated to these chapter 11 cases. Cole Schotz also previously
represented Bed Bath & Beyond in connection with a premises lease
for office space for its subsidiary, Harbor Linen. The Firm
provided Bed Bath & Beyond with a 20% discount on time billed in
the 12 months prepetition.
-- Cole Schotz prepared and disseminated to the Chairpersons
a budget for April 12, 2017 through June 30, 2017 and a staffing
plan for the foreseeable future. The Committee Chairpersons have
approved the budget and staffing plan.
Cole Schotz is aware that the Creditors' Committee intends to
submit a separate application to retain FTI Consulting, Inc.
("FTI") as its financial advisor. Cole Schotz has and will continue
to work closely with FTI and to carefully monitor and coordinate
the efforts of all professionals retained by the Creditors'
Committee in these chapter 11 cases.
Cole Schotz can be reached at:
Michael D. Sirota, Esq.
Daniel F.X. Geoghan, Esq.
Ryan T. Jareck, Esq.
Cole Schotz, PC
1325 Avenue of the Americas, 19th Floor
New York, NY 10019
Tel: (212) 752-8000
Fax: (212) 752-8393
About Angelica Corp.
Headquartered in Alpharetta, Georgia, Angelica Corp. is a national
provider of medical laundry and linen management services,
supplying approximately 3,800 healthcare providers in 25 states,
including approximately 850 hospitals, 350 long-term care
facilities, and 2,600 outpatient medical practices. Angelica
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. It currently
employs approximately 3,900 employees, roughly 69% of whom are
unionized.
Angelica Corp., formerly known as Angelica, Angelica Healthcare,
and Angelica Image Apparel, and four of its affiliates sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 17-10870) on
April 3, 2017. The petitions were signed by John Makuch, interim
chief financial officer.
Angelica disclosed assets at $208 million and liabilities at
$216.8 million as of Dec. 24, 2016.
The cases are assigned to Judge James L. Garrity Jr.
The Debtors tapped Jill Frizzley, Esq., Kevin Bostel, Esq., and
Matthew S. Barr, Esq., at Weil, Gotshal & Magnes LLP as counsel.
An official committee of unsecured creditors has been appointed in
the chapter 11 cases.
ANGELICA CORP: Creditors Panel Hires FTI as Financial Advisor
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of Angelica
Corporation, et al., seeks authorization from the U.S. Bankruptcy
Court for the Southern District of New York to retain FTI
Consulting, Inc., as financial advisor for the Committee, nunc pro
tunc to April 13, 2017.
The Committee requires FTI to:
a. assist in the preparation of analyses required to assess
any proposed debtor-in- possession ("DIP") financing or use of
cash collateral;
b. assist with the assessment and monitoring of the Debtors'
short term cash flow, liquidity, and operating results;
c. assist with the review of any proposed key employee
retention and other employee benefit programs;
d. assist with the review of the Debtors' analysis of core
business assets and the potential disposition or liquidation of
non-core assets;
e. assist with the review of the Debtors' cost/benefit
analysis with respect to the affirmation or rejection of various
executory contracts and leases;
f. assist with the review of the Debtors' identification of
potential cost savings, including overhead and operating expense
reductions and efficiency improvements;
g. assist in the review and monitor the asset sale process,
including, but not limited to an assessment of the adequacy of the
marketing process, completeness of any buyer lists, review and
quantifications of any bids;
h. assist with the review of any tax issues associated with,
but not limited to, claims/stock trading, preservation of net
operating losses, refunds due to the Debtors, plans of
reorganization, and asset sales;
i. assist in the review of financial related disclosures
required by the Court, including the Schedules of Assets and
Liabilities, the Statement of Financial Affairs and Monthly
Operating Reports;
j. assist in the review of the claims and in the claims
reconciliation and estimation process;
k. assist in the review of other financial information
prepared by the Debtors, including, but not limited to, cash flow
projections and budgets, business plans, cash receipts and
disbursement analysis, asset and liability analysis, and the
economic analysis of proposed transactions for which Court approval
is sought;
l. attend meetings and assist in discussions with the Debtors,
potential investors, banks, other secured lenders, the Committee
and any other official committees organized in these chapter 11
proceedings, the U.S. Trustee, other parties in interest and
professionals hired by the same, as requested;
m. assist in the review and/or preparation of information and
analysis necessary for the confirmation of a plan and related
disclosure statement in these chapter 11 proceedings;
n. assist in the evaluation and analysis of avoidance actions,
including fraudulent conveyances and preferential transfers;
o. assist in the prosecution of Committee responses/objections
to the Debtors' motions, including attendance at depositions and
provision of expert reports/ testimony on case issues as required
by the Committee; and
p. render such other general business consulting or such other
assistance as the Committee or its counsel may deem necessary that
are consistent with the role of a financial advisor and not
duplicative of services provided by other professionals in this
proceeding.
FTI will be paid at these hourly rates:
Senior Managing Directors $840-$1,050
Directors/Senior Directors/Managing Directors $630-$835
Consultants/Senior Consultants $335-$605
Administrative/Paraprofessionals $135-$265
FTI will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Conor P. Tully, senior managing director with FTI Consulting, 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 does
not represent any interest adverse to the Debtors and their
estates.
FTI can be reached at:
Conor P. Tully
FTI Consulting, Inc.
Three Times Square, 9th Floor
New York, NY, 10036
Tel: +1 212 247 1010
Fax: +1 212 841 9350
E-mail: conor.tully@fticonsulting.com
About Angelica Corp.
Headquartered in Alpharetta, Georgia, Angelica Corp. is a national
provider of medical laundry and linen management services,
supplying approximately 3,800 healthcare providers in 25 states,
including approximately 850 hospitals, 350 long-term care
facilities, and 2,600 outpatient medical practices. Angelica
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. It currently
employs approximately 3,900 employees, roughly 69% of whom are
unionized.
Angelica Corp., formerly known as Angelica, Angelica Healthcare,
and Angelica Image Apparel, and four of its affiliates sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 17-10870) on
April 3, 2017. The petitions were signed by John Makuch, interim
chief financial officer.
Angelica disclosed assets at $208 million and liabilities at
$216.8 million as of Dec. 24, 2016.
The cases are assigned to Judge James L. Garrity Jr.
The Debtors tapped Jill Frizzley, Esq., Kevin Bostel, Esq., and
Matthew S. Barr, Esq., at Weil, Gotshal & Magnes LLP as counsel.
An official Committee of unsecured creditors has been appointed in
the Chapter 11 cases.
BELLEVILLE DEVELOPMENT: Case Summary & 9 Unsecured Creditors
------------------------------------------------------------
Debtor: Belleville Development Group, LLC
c/o Anthony Regan
1040 Camino Real South
Virginia Beach, VA 23456
Business Description: The Debtor listed its business as a single
asset real estate (as defined in 11 U.S.C.
Section 101(51B)).
Case No.: 17-20469
Chapter 11 Petition Date: May 22, 2017
Court: United States Bankruptcy Court
District of New Jersey (Newark)
Debtor's Counsel: Stephen B. Ravin, Esq.
SAUL EWING LLP
One Riverfront Plaza
1037 Raymond Boulevard
Suite 1520
Newark, NJ 07102
Tel: 973-286-6714
Fax: 973-286-6814
E-mail: sravin@saul.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Anthony Regan, managing member.
A copy of the Debtor's list of nine unsecured creditors is
available for free at http://bankrupt.com/misc/njb17-20469.pdf
BILL HALL: Image Truck Buying 19 Surplus Trailers for $280K
-----------------------------------------------------------
Bill Hall Jr Trucking GP, LLC, asks the U.S. Bankruptcy Court for
the Western District of Texas to authorize the sale of 19 L/W
Bottom Dump trailers outside the ordinary course of business to
Image Truck Partners for $280,250.
As part of the reorganization strategy, the Debtor, in its business
judgment, has decided to sell some of its surplus equipment that is
no longer necessary for its current operations. The sale will not
affect current operations and will facilitate the presentation of a
plan of reorganization.
The Debtor holds title to various trucks and trailers that it
leases to third parties. The Debtor has been in business for many
years. Since the bankruptcy was filed, the Debtor has negotiated
agreements with most of its secured creditor and has found a
reliable entity to lease its trucks and trailers.
The Debtor proposes to sell the Trailers to the Buyer for $280,250.
It is a cash sale. The Buyer is a Kansas company that assists
companies in selling fleets of trucks and trailers.
A copy of the list of Trailers to be sold attached to the Motion is
available for free at:
http://bankrupt.com/misc/Bill_Hall_74_Sales.pdf
The following entities may assert a lien on the Equipment:
a. Banc of America Leasing & Capital, LLC ("BALC") holds a lien
on the trailers to secure a debt of $148,000 as per their proof of
claim.
b. Bexar County holding a lien for personal property ad valorem
taxes.
The proposed sale is free and clear of any pre- or post-petition
liens, with any pre- or post-petition liens or priority claims to
attach to the proceeds. All monies sufficient to pay BALC and any
personal property taxes on these Trailers will be paid at closing.
The balance of the proceeds will be retained.
The Debtor has identified the Trailers as surplus assets that are
unnecessary for its restructuring and emergence from chapter 11.
To efficiently and effectively sell these assets and recover the
best value for these assets for its estate, the Debtor proposes to
sell these assets to the Buyer. Accordingly, the Debtor asks that
the Court enter an Order granting the relief requested, and such
other and further relief as it may deem just and proper.
The failure to conduct the auction and approve the sale
expeditiously will have a significant adverse effect on the value
realized by the Debtor's estate from the designation of the
Trailers. Accordingly, the Debtor submits that waiver of the
14-day stay is appropriate.
The Purchaser can be reached at:
IMAGE TRUCK PARTNERS
Attn: Ron Coppaken
6339 W. 110th Street
Overland Park, KS 66211
Telephone: (913) 432-8111
About Bill Hall, Jr., Trucking GP
Bill Hall, Jr., Trucking GP, LLC, the San Antonio, Texas-based
owner of a fleet of trucks and trailers, filed a Chapter 11
petition (Bankr. W.D. Tex. Case No. 17-50167) on Jan. 25, 2017.
The
petition was signed by Dominique A. Hall, vice president.
The Debtor disclosed total assets of $2.34 million and total
liabilities of $4.41 million.
The case is assigned to the Hon. Ronald B. King.
The Debtor's counsel is Dean William Greer, Esq., at Dean W. Greer,
in San Antonio.
BISHOP GORMAN: Wants $500K DIP Financing From Non-Profit
--------------------------------------------------------
Bishop Gorman Development Corporation asks the U.S. Bankruptcy
Court for the District of Nevada for permission to obtain $500,000
in post-petition financing from Service Campaign Corporation, a
Nevada nonprofit corporation.
The proceeds of the Post-Petition Financing will be used to fund
expenses of administration of Debtor's Chapter 11 bankruptcy
estate, including allowed fees and expenses of professionals of the
estate awarded by the Court, any fees assessed by the Office of the
U.S. Trustee, and the fees of the Clerk of Court.
Each Loan will bear interest at a rate per annum of the Bank of
America Prime Rate determined as of the date of the Credit
Agreement. In the event an Event of Default has occurred and is
continuing, the Loans will bear interest at a rate per annum equal
to the rate set forth above plus 5.0% from the date of occurrence
of the Event of Default until the date the Event of Default is
cured or waived.
The Debtor may, at any time and from time to time prepay the Loans,
in whole or in part, without premium or penalty, upon irrevocable
written notice to Lender by 11:00 a.m. prevailing Pacific Time on
the date of prepayment, in each case specifying the date and amount
of prepayment. If any notice is given, the amount specified in the
notice will be due and payable on the date specified therein,
together with any amounts payable, accrued interest to the date on
the amount prepaid and any outstanding fees and expenses then due
and owing. Repayment of the obligations, including any prepayment
of obligations, will be applied in the following order of
priority:
(i) first, to the payment of all costs and expenses that are
due and payable to the Lender on such date under and in
respect of the Credit Agreement, including but not
limited to reasonable attorneys' fees and costs incurred
by counsel to Lender; and
(ii) second, to the payment of the outstanding principal
amount of all of the Loans that are due and payable to
the Lender on the date, together with all accrued and
unpaid interest thereon.
The Debtor will utilize the proceeds of the Loan in accordance with
the cash budget solely for (i) paying expenses incurred for the
administration of the Chapter 11 case, including paying reasonable
compensation of professional fees and expenses and (ii) repaying
the Loans; provided that Borrower shall be permitted to pay
compensation and reimbursement of expenses allowed, allowable or
authorized by the Court and payable under Bankruptcy Code Sections
330 and 331, all in accordance with the Cash Budget.
The maturity date of the loan is on the earlier of April 18, 2018,
or the Effective Date of a confirmed Reorganization Plan.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/nvb17-11942-93.pdf
The Lender can be reached at:
Service Campaign Corporation
P.O. Box 18136
Las Vegas, Nevada 89114
Attn: John Kilduff
E-mail: jkilduff@bishopgorman.org
Lender's counsel:
Robert M. Charles, Jr.
LEWIS ROCA ROTHGERBER CHRISTIE LLP
3993 Howard Hughes Parkway, Suite 600
Las Vegas, Nevada 89169
E-mail: rcharles@lrrc.com
About Bishop Gorman Development Corp.
Bishop Gorman Development Corporation is a charitable organization
with its principal assets located at 5959 S. Hualapai Way, Las
Vegas, Nevada 89148.
Bishop Gorman Development Corporation filed for Chapter 11
bankruptcy protection (Bankr. D. Nev. Case No. 17-11942) on April
17, 2017, estimating assets and liabilities between $100 million
and $500 million each. Deacon Aruna Silva, executive director,
signed the petition.
Judge August B. Landis presides over the case.
Brett A. Axelrod, Esq., at Fox Rothschild LLP, serves as the
Debtor's bankruptcy counsel.
BRUGNARA PROPERTIES: Case Summary & 2 Top Unsecured Creditors
-------------------------------------------------------------
Debtor: Brugnara Properties VI
224 Sea Cliff Avenue
San Francisco, CA 94121
Business Description: Brugnara Properties VI owns and operates a
residential property.
Case No.: 17-30501
Chapter 11 Petition Date: May 22, 2017
Court: United States Bankruptcy Court
Northern District of California (San Francisco)
Judge: Hon. Hannah L. Blumenstiel
Debtor's Counsel: David N. Chandler, Esq.
DAVID N. CHANDLER, P.C.
1747 4th St.
Santa Rosa, CA 95404
Tel: (707) 528-4331
Email: DChandler1747@yahoo.com
Estimated Assets: $10 million to $50 million
Estimated Debts: $10 million to $50 million
The petition was signed by Katherine Brugnara, president.
Debtor's List of Two Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Ali Sharhan $2,000
490 Post St.
San Francisco, CA 94102
Darren Bruey $2,500
4455 Paradise Rd.
Las Vegas, NV
89169-6574
Previous bankruptcy filing by the Debtor: On Sept. 17, 2010, the
Company sought bankruptcy protection (Bankr. N.D. Cal. Case No.
10-33637), which case was converted to a Chapter 7 liquidation..
The Company filed another Chapter 11 case on Dec. 31, 2014 (Bankr.
N.D. Cal. Case No. 14-31867), which case has been dismissed by a
judge.
CENTRAL GROCERS: Hires Conway MacKenzie's Donald Harer as CRO
-------------------------------------------------------------
Central Grocers, Inc. and its debtor-affiliates seek permission
from the U.S. Bankruptcy Court for the District of Delaware to
employ Conway MacKenzie Management Services, LLC to provide a chief
restructuring officer and temporary staff, nunc pro tunc to May 4,
2017.
On April 4, 2017, Central Grocers, Inc., et al., retained Conway
MacKenzie Management Services, LLC ("CMS") to provide the Debtors
with Temporary Staff and appoint Donald E. Harer as the CRO,
pursuant to an engagement letter between CMS and the Debtors (the
"Engagement Letter").
The Debtors submit that the assistance of the Temporary Staff is
also necessary to enable the Debtors to maximize the value of their
estates and successfully consummate the proposed sale of
substantially all of their assets.
The Debtors require CMS's Mr. Harer as CRO and the temporary staff
to:
a. provide advice and assistance to senior management with
respect to the management and operation of day-to-day business;
b. analyze short-term cash flows, financing requirements,
liquidity requirements and fixed/variable cost structure, and
provide ideas and recommendations for improvements to short-term
liquidity outlook;
c. oversee all cash and liquidity management and approve all
cash expenditures;
d. monitor compliance with budgeted expense items;
e. assist in the preparation of 13-week budgets, cash flows
and other financial reporting;
f. assist in the development of a program for weekly cash
forecast updates to 13-week budgets with variance analysis for
previous weeks;
g. analyze and assist with analysis of retirement and pension
obligations including in connection with any negotiations with any
unions;
h. assist in connection with any and all sales and marketing
processes with respect to business lines, stores, and other
assets;
i. identify potential future operational improvements, cost
reductions, and future restructuring opportunities;
j. in connection with these chapter 11 cases: (i) advise and
assist in preparation for potential chapter 11 filings; (ii) assist
in obtaining court approval for use of cash collateral or other
financing including developing forecasts and information; (iii)
testify, to the extent required, in connection with any bankruptcy
or other court proceeding; (iv) assist with respect to
bankruptcy-related claims management and reconciliation processes;
(v) participate in the formulation, development, negotiation and
implementation of a reorganization plan; (vi) assist management,
where appropriate, in communications and negotiations with
constituents; and (vii) interface with creditors, any official
committee of unsecured creditors, and other constituencies in the
chapter 11 cases and assist in the preparation of reports to and
negotiations with such constituencies;
k. assist in preparing reporting and summarizing findings
based on the above scope of work; and
l. perform other services as deemed reasonably appropriate
and as agreed to by the CRO.
CMS professionals who will work on the Debtors' case and their
hourly rates are:
Donald E. Harer, Chief Restructuring Officer $695
Alpesh Amin, Asst. Chief Restructuring Officer $595
Mike Musso, Restructuring Director $595
John Cannon, Restructuring Director $550
Matt D. Sedigh, Restructuring Director $550
Dan Johnson, Restructuring Director $430
Harry Bramson, Restructuring Manager $400
Jennifer Chiang, Restructuring Manager $400
Joseph Wirija, Restructuring Manager $400
Hourly rates for other Temporary Staff that may work on the
engagement, subject to approval by the Board, range from $230 to
$875.
CMS will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Donald E. Harer, managing director of Conway MacKenzie Management
Services, LLC, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.
CMS may be reached at:
Donald E. Harer
Conway MacKenzie Management Services, LLC
77 West Wacker Drive, Suite 4000
Chicago, IL 60601
Tel: (312) 220-0100
Fax: (312) 220-0101
E-mail: DHarer@ConwayMacKenzie.com
About Central Grocers
Joliet, Illinois-based Central Grocers, Inc. --
http://www.central-grocers.com/-- is a supplier to independent
grocery stores in the Midwestern United States. Formed in 1917,
Central Grocers is organized as a retail cooperative (co-op) owned
by the independent supermarket retailers that Central supplies.
Central Grocers is the seventh largest grocery cooperative in the
United States. It supplies over 400 stores in the Chicago area
with groceries, produce, fresh meat, service deli items, frozen
foods, ice cream and exclusively the Centrella Brand distributor.
Sales have grown to $2.0 billion per year over the past 94 years.
Central Grocers sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-10993) on May 4,
2017. Eleven affiliates of the company also filed separate Chapter
11 petitions (Bankr. D. Del. Case Nos. 17-10992, 17-10994 to
17-11003). The petitions were signed by Donald E. Harer, chief
restructuring officer.
The cases are assigned to Judge Brendan Linehan Shannon.
Weil, Gotshal & Manges LLP serves as the Debtors' bankruptcy
counsel. The Debtors have also hired Richards, Layton & Finger
P.A. as local counsel; Lavelle Law, Ltd., as general corporate
counsel; Conway Mackenzie Inc. as financial advisor; and Peter J.
Solomon Company as investment banker.
At the time of the filing, the Debtors estimated their assets and
debts at $100 million to $500 million.
CENTRAL GROCERS: Hires Peter J. Solomon Co. as Investment Banker
----------------------------------------------------------------
Central Grocers, Inc. and its debtor-affiliates seek permission
from the U.S. Bankruptcy Court for the District of Delaware to
employ Peter J. Solomon Company as investment banker, nunc pro tunc
to May 4, 2017.
The Debtors require PJSC to:
a. advise and assist the Company in reviewing the Company's
long-term strategic objectives and restructuring plan, including
evaluating the Company's financial alternatives;
b. take on primary responsibility for the implementation of,
and overseeing possible Transactions, including developing general
strategy for accomplishing and consummating such a Transaction and
identifying and screening potential Counterparties to such
Transactions;
c. prepare descriptive data concerning the Company and its
assets, including evaluation materials relating to any proposed
Transaction for distribution and presentation to potential
Counterparties;
d. consult with and advise the Company concerning
opportunities for consummating one or more strategic Transactions,
including advising and assisting management of the Company in
making presentations to the Company's Boards of Directors;
e. advise and assist the Company in the course of any
negotiations of a sale or other strategic Transaction with a
potential Counterparty, including in the execution of and closing
under definitive agreements relating to a proposed Transaction;
f. at the Company's request, render an Opinion with respect to
the fairness, from a financial point of view, of the consideration
proposed to be received by the Company in connection with a Sale
Transaction;
g. advise and assist the Company in connection with various
aspects of their chapter 11 cases, including with respect to
seeking debtor-in-possession financing and developing and seeking
approval of a chapter 11 plan; and
h. render such other financial advisory and investment banking
services as may, from time to time, be agreed to by the Company and
PJSC.
The Debtors have agreed to pay PJSC the proposed compensation and
expense reimbursements in the Engagement Letter (the "Fee
Structure"):
a. Monthly Fee. A monthly advisory fee (the "Monthly Advisory
Fee") equal to $150,000.00 payable upon the Company's execution of
the Engagement Letter and thereafter in advance on each monthly
anniversary of the effective date of the Engagement Letter.
b. Transaction Fee. In the event of any Sale Transaction or
Restructuring Transaction (each as defined in the Engagement
Letter), a transaction fee (the "Transaction Fee") equal to the
greater of (i) $4 million, or with respect to only a Sale
Transaction, (ii) the sum of (x) 2.10% of the Aggregate
Consideration (as defined in the Engagement Letter) paid or payable
in connection with a Sale Transaction up to an Aggregate
Consideration (as defined in the Engagement Letter) of $250 million
plus (y) 4% of the amount, if any, by which the Aggregate
Consideration exceeds $250 million, less the Applicable Credit
Amount (as defined in the Engagement Letter).
c. Opinion Fee. In the event that the Company requests PJSC to
render an Opinion, a fee equal to $250,000.00 (the "Opinion Fee"),
which Opinion Fee shall be payable on the earlier to occur of (i)
the date upon which PJSC advises the Company that PJSC is prepared
to render an Opinion, and (ii) the date upon which PJSC advises the
Company that, having considered the matter, PJSC is unable to
render an Opinion.
d. Financing Fee. In the event of any Financing Transaction
(as hereinafter defined), in each case, a financing fee (the
"Financing Fee") equal to the applicable percentage below of the
gross proceeds of, or if greater, maximum lending or funding
commitments under such Financing Transaction:
i. 1% for senior secured debt;
ii. 3% for junior secured debt or any unsecured debt,
including subordinated or mezzanine debt, or unitranche debt; and
iii. 5% for common, preferred or other equity, including
securities or debt convertible into equity or equity-linked debt;
provided that any proceeds or commitment received from any of the
Company’s current lenders shall be excluded in determining the
Financing Fee.
e. Expense Reimbursement. Whether or not any Transaction (as
defined in the Engagement Letter) is proposed or consummated, the
Company shall reimburse PJSC on a monthly basis for its reasonable
out-of-pocket expenses incurred in connection with the provision of
services under the Engagement Letter, including, among other
things, the consummation of any Transaction contemplated or
attempted thereby and the reasonable fees, disbursements, and other
charges of PJSC's counsel. Notwithstanding the foregoing,
reimbursable expenses, excluding the reasonable fees,
disbursements, and other charges of PJSC’s counsel in connection
with an Opinion requested by the Company, shall not exceed
$30,000.00 in the aggregate without the Company's consent, which
shall not be unreasonably withheld.
Scott Moses, managing director and the head of the Food Retail and
Investment Banking practice at Peter J. Solomon Company, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
PJSC can be reached at:
Scott Moses
Peter J. Solomon Company
1345 Avenue of the Americas
New York, NY 10105
Phone: (212) 508-1675
E-mail: smoses@pjsc.com
About Central Grocers
Joliet, Illinois-based Central Grocers, Inc. --
http://www.central-grocers.com/-- is a supplier to independent
grocery stores in the Midwestern United States. Formed in 1917,
Central Grocers is organized as a retail cooperative (co-op) owned
by the independent supermarket retailers that Central supplies.
Central Grocers is the seventh largest grocery cooperative in the
United States. It supplies over 400 stores in the Chicago area
with groceries, produce, fresh meat, service deli items, frozen
foods, ice cream and exclusively the Centrella Brand distributor.
Sales have grown to $2.0 billion per year over the past 94 years.
Central Grocers sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-10993) on May 4,
2017. Eleven affiliates of the company also filed separate Chapter
11 petitions (Bankr. D. Del. Case Nos. 17-10992, 17-10994 to
17-11003). The petitions were signed by Donald E. Harer, chief
restructuring officer.
The cases are assigned to Judge Brendan Linehan Shannon.
Weil, Gotshal & Manges LLP serves as the Debtors' bankruptcy
counsel. The Debtors have also hired Richards, Layton & Finger
P.A. as local counsel; Lavelle Law, Ltd., as general corporate
counsel; Conway Mackenzie Inc. as financial advisor; and Peter J.
Solomon Company as investment banker.
At the time of the filing, the Debtors estimated their assets and
debts at $100 million to $500 million.
CENTRAL GROCERS: Hires Prime Clerk as Administrative Advisor
------------------------------------------------------------
Central Grocers, Inc., et al., seek permission from the U.S.
Bankruptcy Court for the District of Delaware to employ Prime Clerk
LLC as administrative advisor, nunc pro tunc to May 4, 2017.
The Debtors require Prime Clerk to:
a. assist with, among other things, solicitation, balloting
and tabulation of votes, and prepare any related reports, as
required in support of confirmation of a chapter 11 plan, and in
connection with such services, process requests for documents from
parties in interest, including, if applicable, brokerage firms,
bank back-offices and institutional holders;
b. prepare an official ballot certification and, if necessary,
testify in support of the ballot tabulation results;
c. assist with the preparation of the Debtors’ schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith;
d. provide a confidential data room, if requested;
e. manage and coordinate any distributions pursuant to a
chapter 11 plan; and
f. provide such other processing, solicitation, balloting and
other administrative services described in the Engagement
Agreement, but not included in the Section 156(c) Application, as
may be requested from time to time by the Debtors, the Court or the
Office of the Clerk of the Bankruptcy Court (the "Clerk").
Prime Clerk will be paid at these rates:
Claim and Noticing Rates
Analyst $25-$45
Technology Consultant $35-$95
Consultant/Senior Consultant $65-$165
Director $170-$195
Chief Operating Officer and
Executive Vice President No charge
Solicitation, Balloting and Tabulation Rates
Solicitation Consultant $190
Director of Solicitation $210
Printing and Noticing Services
Printing $0.10 per page
Customization/Envelope Printing $0.05 each
Document folding and inserting No charge
Postage/Overnight Delivery Preferred Rates
E-mail Noticing No charge
Fax Noticing 0.08 per page
Proof of Claim Acknowledgment Card No charge
Envelopes Vary by Size
Newspaper and Legal Notice Publishing
Coordinate and publish
legal notices Available on
request
Case Website
Case Website setup No charge
Case Website hosting No charge
Update case docket and claims register No charge
Client Access
Access to secure client
login (unlimited users) No charge
Client customizable reports on demand
or via scheduled email
delivery (unlimited quantity) No charge
Real time dashboard analytics
measuring claim and
ballot information and
document processing status No charge
Data Administration and Management
Inputting proofs of claim
and ballots Standard hourly
rates
Electronic Imaging $0.12 per image
Data Storage, maintenance and security $0.10/record/month
Virtual Data Rooms Available on
request
On-line Claim Filing Services
On-line claim filing No charge
Call Center Services
Case-specific voice-mail box No charge
Interactive Voice Response (“IVR”) No charge
Monthly maintenance No charge
Call center personnel Standard Hourly
Rates
Live chat Standard Hourly
Rates
Disbursement Services
Check issuance and/or Form 1099 Available on
request
W-9 mailing and maintenance
of TIN database Standard hourly
rate
Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Michael J. Frishberg, co-president and chief operating offices of
Prime Clerk 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.
Prime Clerk may be reached at:
Michael J. Frishberg
Prime Clerk LLC
830 3rd Avenue, 9th floor
New York, NY 10022
Tel: 212.257.5445
E-mail: mfrishberg@primeclerk.com
About Central Grocers
Joliet, Illinois-based Central Grocers, Inc. --
http://www.central-grocers.com/-- is a supplier to independent
grocery stores in the Midwestern United States. Formed in 1917,
Central Grocers is organized as a retail cooperative (co-op) owned
by the independent supermarket retailers that Central supplies.
Central Grocers is the seventh largest grocery cooperative in the
United States. It supplies over 400 stores in the Chicago area
with groceries, produce, fresh meat, service deli items, frozen
foods, ice cream and exclusively the Centrella Brand distributor.
Sales have grown to $2.0 billion per year over the past 94 years.
Central Grocers sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-10993) on May 4,
2017. Eleven affiliates of the company also filed separate Chapter
11 petitions (Bankr. D. Del. Case Nos. 17-10992, 17-10994 to
17-11003). The petitions were signed by Donald E. Harer, chief
restructuring officer.
The cases are assigned to Judge Brendan Linehan Shannon.
Weil, Gotshal & Manges LLP serves as the Debtors' bankruptcy
counsel. The Debtors have also hired Richards, Layton & Finger
P.A. as local counsel; Lavelle Law, Ltd., as general corporate
counsel; Conway Mackenzie Inc. as financial advisor; and Peter J.
Solomon Company as investment banker. Prime Clerk serves as claims
and noticing agent.
At the time of the filing, the Debtors estimated their assets and
debts at $100 million to $500 million.
CENTRAL GROCERS: Hires Richards Layton as Co-Counsel
----------------------------------------------------
Central Grocers, Inc. and its debtor-affiliates seek permission
from the U.S. Bankruptcy Court for the District of Delaware to
retain Richards, Layton & Finger, PA as co-counsel, nunc pro tunc
to May 4, 2017.
The Debtors require RL&F to:
a. advise the Debtors of their rights, powers and duties as
debtors and debtors in possession under chapter 11 of the
Bankruptcy Code;
b. take action to protect and preserve the Debtors' estates,
including the prosecution of actions on the Debtors' behalf, the
defense of actions commenced against the Debtors in these chapter
11 cases, the negotiation of disputes in which the Debtors are
involved and the preparation of objections to claims filed against
the Debtors;
c. assist in preparing on behalf of the Debtors all motions,
applications, answers, orders, reports and other papers in
connection with the administration of the Debtors' estates;
d. prosecute on behalf of the Debtors any chapter 11 plan that
may be proposed by the Debtors and seeking approval of all
transactions contemplated therein and in any amendments thereto;
and
e. perform other necessary or desirable legal services in
connection with these chapter 11 cases.
RL&F also may perform all other services assigned by the Debtors,
in consultation with Weil, Gotshal & Manges LLP ("Weil Gotshal"),
the Debtors' co-counsel with RL&F.
RL&F lawyers and paraprofessionals who will work on the Debtors'
case and their hourly rates are:
Mark D. Collins $900
Paul N. Heath $725
Brett M. Haywood $385
David T. Queroli $320
M. Lynzy McGee $250
RL&F professionals hourly rates:
Directors $610-$900
Counsel $560-$575
Associates $320-$550
Paraprofessionals $250
Prior to the Commencement Date, the Debtors paid RL&F a total
retainer of $125,000.
RL&F will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Paul N. Heath, Esq., director of the firm of Richards, Layton &
Finger, PA, 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.
Consistent with the United State Trustees' Appendix B - Guidelines
for Reviewing Applications for Compensation and Reimbursement of
Expenses Filed Under 11 U.S.C. Sec. 330 by Attorneys in Larger
Chapter 11 Cases, which became effective on November 1, 2013, Mr.
Heath attested that:
a. RL&F did not agree to any variations from, or alternatives
to, its standard or customary billing arrangements for this
engagement;
b. None of RL&F's professionals included in this engagement
have varied their rate based on the geographic location for these
chapter 11 cases;
c. RL&F has represented the Debtors since April 24, 2017.
Other than periodic adjustments, the billing rates and material
financial terms of RL&F's engagement have not changed postpetition
from the prepetition arrangement; and
d. RL&F, in conjunction with the Debtors and Weil Gotshal, is
developing a prospective budget and staffing plan for these chapter
11 cases.
By separate applications, the Debtors also seek to employ, among
others, (i) Weil Gotshal, as bankruptcy co-counsel; (ii) Peter J.
Solomon Company, as investment banker; (iii) Prime Clerk LLC, as
administrative advisor; and (iv) representatives of Conway
Mackenzie Management Services, LLC, as CRO and temporary staff.
RL&F may be reached at:
Paul N. Heath, Esq.
Richards, Layton & Finger, PA
One Rodney Square
920 North King Street
Wilmington, DE 19801
Tel: (302) 651-7590
Fax: (302) 498-7701
E-mail: heath@rlf.com
About Central Grocers
Joliet, Illinois-based Central Grocers, Inc. --
http://www.central-grocers.com/-- is a supplier to independent
grocery stores in the Midwestern United States. Formed in 1917,
Central Grocers is organized as a retail cooperative (co-op) owned
by the independent supermarket retailers that Central supplies.
Central Grocers is the seventh largest grocery cooperative in the
United States. It supplies over 400 stores in the Chicago area
with groceries, produce, fresh meat, service deli items, frozen
foods, ice cream and exclusively the Centrella Brand distributor.
Sales have grown to $2.0 billion per year over the past 94 years.
Central Grocers sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-10993) on May 4,
2017. Eleven affiliates of the company also filed separate Chapter
11 petitions (Bankr. D. Del. Case Nos. 17-10992, 17-10994 to
17-11003). The petitions were signed by Donald E. Harer, chief
restructuring officer.
The cases are assigned to Judge Brendan Linehan Shannon.
Weil, Gotshal & Manges LLP serves as the Debtors' bankruptcy
counsel. The Debtors have also hired Richards, Layton & Finger
P.A. as local counsel; Lavelle Law, Ltd., as general corporate
counsel; Conway Mackenzie Inc. as financial advisor; and Peter J.
Solomon Company as investment banker. Prime Clerk serves as claims
and noticing agent.
At the time of the filing, the Debtors estimated their assets and
debts at $100 million to $500 million.
CENTRAL GROCERS: Hires Weil Gotshal & Manges as Attorneys
---------------------------------------------------------
Central Grocers, Inc. and its debtor-affiliates seek permission
from the U.S. Bankruptcy Court for the District of Delaware to
retain Weil, Gotshal & Mange LLP as attorneys, nunc pro tunc to May
4, 2017.
The Debtors require Weil to:
a. prepare and negotiate on behalf of the Debtors, as debtors
in possession, all necessary motions, applications, answers,
orders, reports, and other papers in connection with the
administration of the Debtors' estates;
b. prepare and negotiate on behalf of the Debtors, as debtors
in possession, all papers and transaction documents in connection
with the consummation of one or more sales of substantially all of
the Debtors' assets;
c. prepare and negotiate on behalf of the Debtors, as debtors
in possession, all papers and transaction documents in connection
with obtaining postpetition financing and use of cash collateral;
d. take all necessary action to protect and preserve the
Debtors' estates, including the prosecution of actions on the
Debtors' behalf, the defense of any actions commenced against the
Debtors, the negotiation of disputes in which the Debtors are
involved and the preparation of objections to claims filed against
the Debtors' estates;
e. take all necessary actions in connection with any chapter
11 plan and related disclosure statement and all related documents,
and such further actions as may be required in connection with the
administration of the Debtors' estates; and
f. perform all other necessary legal services in connection
with the prosecution of these chapter 11 cases.
Weil will be paid at these hourly rates:
Members/Counsel $940-$1,400
Associates $510-$930
Paraprofessionals $220-$375
Weil received payments totaling $2,485,968.54 for professional
services performed and expenses incurred, including in preparation
for the commencement of these chapter 11 cases, during the ninety
(90) days before the Commencement Date.
As of the Commencement Date, Weil holds an advance payment retainer
of $821,969.43.
Weil will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Sunny Singh, Esq., member of the firm of Weil, Gotshal & Mange 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.
The following is provided in response to the request for additional
information set forth in D1 of the U.S. Trustee's Appendix B
Guidelines:
-- Weil was engaged by the Debtors in January 2017. In October
2016, before the Commencement Date, Weil increased its standard
billing rates for its professionals in the ordinary course. The
billing rates and material financial terms of Weil’s engagement
have not changed postpetition from the prepetition arrangements or
rates established in October 2016.
-- Weil, in conjunction with the Debtors, is developing a
prospective budget and staffing plan for these chapter 11 cases.
Weil and the Debtors will review such budget after the close of the
budget period to determine a budget for the following period.
In addition to this Application, the Debtors have filed, or expect
to file shortly, applications to employ: (a) Richards, Layton &
Finger, P.A. ("RLF"), as co-counsel; (b) Peter J. Solomon Company,
as investment banker, (c) Conway MacKenzie, as restructuring
advisors; and (d) Prime Clerk, LLC, as claims and noticing agent
and administrative agent.
Weil can be reached at:
Sunny Singh, Esq.
Weil, Gotshal & Mange LLP
767 Fifth Avenue
New York, NY 10153
Tel: (212) 310-8547
E-mail: sunny.singh@weil.com
About Central Grocers
Joliet, Illinois-based Central Grocers, Inc. --
http://www.central-grocers.com/-- is a supplier to independent
grocery stores in the Midwestern United States. Formed in 1917,
Central Grocers is organized as a retail cooperative (co-op) owned
by the independent supermarket retailers that Central supplies.
Central Grocers is the seventh largest grocery cooperative in the
United States. It supplies over 400 stores in the Chicago area
with groceries, produce, fresh meat, service deli items, frozen
foods, ice cream and exclusively the Centrella Brand distributor.
Sales have grown to $2.0 billion per year over the past 94 years.
Central Grocers sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-10993) on May 4,
2017. Eleven affiliates of the company also filed separate Chapter
11 petitions (Bankr. D. Del. Case Nos. 17-10992, 17-10994 to
17-11003). The petitions were signed by Donald E. Harer, chief
restructuring officer.
The cases are assigned to Judge Brendan Linehan Shannon.
Weil, Gotshal & Manges LLP serves as the Debtors' bankruptcy
counsel. The Debtors have also hired Richards, Layton & Finger
P.A. as local counsel; Lavelle Law, Ltd., as general corporate
counsel; Conway Mackenzie Inc. as financial advisor; and Peter J.
Solomon Company as investment banker. Prime Clerk serves as claims
and noticing agent.
At the time of the filing, the Debtors estimated their assets and
debts at $100 million to $500 million.
CHIEFTAIN SAND: Seeks to Hire KPMG as Auditor
---------------------------------------------
Chieftain Sand and Proppant, LLC et al., seek permission from the
U.S. Bankruptcy Court for the District of Delaware to employ KPMG
LLP as auditor, nunc pro tunc to April 14, 2017.
The Debtors require KPMG to:
a. perform an audit of consolidated statement of net
liabilities in liquidation of the Debtors as of December 31, 2016,
and the related consolidated statement of changes in net
liabilities in liquidation for the period from December 13, 2016 to
December 31, 2016; and perform an audit of consolidated balance
sheets as of December 12, 2016, December 31, 2015 and 2014, and the
related consolidated statements of operations, changes in members'
deficit, and cash flows for the period from January 1, 2016 to
December 12, 2016 and for each of the years in the two-year period
ended December 31, 2015, and the related notes to the consolidated
financial statements; and
b. assist the Debtors in preparing the consolidated financial
statements and related notes, using the draft financial statements
provided by management by providing word processing and
reproduction assistance.
In addition, KPMG will provide such other consulting, advice,
research, planning, and analysis regarding audit services as may be
necessary, desirable or requested from time to time.
The Debtors will compensate KPMG at the rate of $300 per hour.
KPMG will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Paul D. Patefield, CPA, partner of KPMG 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.
KPMG may be reached at:
Paul D. Patefield, CPA
KPMG LLP
4200 Wells Fargo Center
90 South 7th Street
Minneapolis, MN 55402-3900
Tel: +1 612-305-5000
About Chieftain Sand and Proppant, LLC
Chieftain Sand and Proppant, LLC, is a privately-owned producer of
hydraulic fracturing sand("Frac Sand"), a monocrystalline sand used
as a proppant (a solid material, typically sand, designed to keep
an induced hydraulic fracture open) to enhance oil and gas product
recovery in petroleum-rich unconventional shale deposits. Frac
Sand is known as a "proppant" because it props the fractures open
by forming a network of pore spaces that allow petroleum fluids to
flow out of the rock and into the well.
Chieftain Sand and Proppant, LLC and affiliate Chieftain Sand and
Proppant Barron, LLC, sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 17-10064) on Jan. 9, 2017. Judge Kevin Gross presides
over the cases.
The Debtors hired Gibbons P.C. as counsel; Eisner Amper LLP as
financial advisor; Tudor Pickering Holt Co. as investment bankers;
and Donlin, Recano & Company, Inc., as claims and noticing agent.
* * *
On March 27, 2017, the Bankruptcy Court approved the sale of
substantially all of the assets of Chieftain Sand and Proppant, LLC
to Mammoth Energy Services, Inc., for $35.25 million. Mammoth
intends to finance the $35.25 million purchase price with cash on
hand and borrowings under its revolving credit facility.
CONTINENTAL EXPLORATION: Trustee Selling Interests in Wells
-----------------------------------------------------------
Jason R. Searcy, the Chapter 11 trustee of Continental Exploration,
LLC, asks the U.S. Bankruptcy Court for the Eastern District of
Texas to authorize the sale to XTO Energy, Inc. of interests in
various oil and gas wells which are operated by the Buyer, or one
of its related entities for $525,000, subject to higher and better
offers.
A portion of the Debtor's estate consists of these property
interests. These property interests are located in wells
throughout the State of Oklahoma and generally consist of small
working interests.
A copy of the list and description of the properties ("Property")
to be sold attached to the Motion is available for free at:
http://bankrupt.com/misc/Continental_Exploration_412_Sales.pdf
The Trustee has been tendered an offer of $525,000 by XTO to
purchase the Property. He desires to accept the Offer and sell the
Property to XTO. The sale will be in the best interest of the
estate.
A portion of the Property is subject to a valid and existing deed
of trust lien in favor of Wells Fargo Bank, N.A. These interests
and the value allocated to each by XTO in its Offer total $306,804
of the proposed purchase price and are the following: (i) Murphy
01-34H35 - $2,977; (ii) Wiggins 01-12 H - $33,020; (iii) Dutton
01-15H - $39,934; (iv) Robinson 01-24-H - $12,260; (v) Wiggins
2-12H - $4,827; (vi) Wiggins 3-12H - $2,697; (vii) Wiggins 4-12H -
$3,271; (viii) Winford 01-27H - $80,246; (ix) Holly 1-34H27 (ORI) -
$2; (x) Holly 1-34H27 (WI) - $82,939; (xi) Winkler 1-25H30X29 -
$13,145; (xii) Rhea 1-19H - $5,705; (xiii) Luke Trust 01-17H16 -
$7,116; (xiv) Ratcliffe 11-2H - $4,253; (xv) Watkins 1-3H2 -
$13,885; and Bynum 2-2H - $528.
The remainder of the Property is not subject to any valid lien
claims. The sale requested is sought to be free and clear of all
liens, claims, and encumbrances.
In the event any third party desires to make an offer to purchase
the Property, they may tender a written offer for the Property to
the Trustee and provide proof of ability to perform on or before 21
days following the filing of the Motion. Such offer must be for
all of the Property to be considered and must, in the Trustee's
sole determination, be sufficiently greater than the offer of XTO
to justify the time and expense of accepting. In the event such
qualified third party offers are timely received by the Trustee,
the Trustee will file a notice of same with the Court.
The Trustee respectfully asks the Court to enter an Order approving
the sale of the Property to XTO, or is designee, or to a successful
higher bidder, free and clear of liens, claim and encumbrances; and
for such other and further relief as is just.
About Continental Exploration
Continental Exploration, LLC, sought Chapter 11 protection (Bankr.
E.D. Tex. Case No. 15-41607) on Sept. 2, 2015. The Debtor
estimated assets and liabilities in the range of $0 to $50,000.
Eric A. Liepins, Esq., at Eric A. Liepins P.C., served as the
Debtor's counsel.
On Oct. 26, 2015, a motion to appoint a trustee was filed in the
case. On Dec. 30, 2015, an order directing the appointment of a
Chapter 11 trustee was filed; and subsequent thereto, on Jan. 4,
2016, Jason R. Searcy was appointed to serve as the Chapter 11
Trustee.
The Chapter 11 Trustee tapped his own firm, Searcy & Searcy, P.C.,
as counsel.
DOMINION PAVING: Sale of Paver to Smith Paving for $139K Approved
-----------------------------------------------------------------
Judge Keith L. Phillips of the U.S. Bankruptcy Court for the
Eastern District of Virginia authorized Dominion Paving & Sealing,
Inc.'s sale of Volvo Paver, VIN # VCEP441000S375159, to Smith
Paving and Asphalt for $139,000.
The sale is free and clear of all Claims.
The Debtor is directed to remit the proceeds of the sale to First
Citizens Bank ("FCB") for application to the outstanding debt owed
by the Debtor to FCB.
The Order will take effect upon entry and will not be automatically
stayed pursuant to Bankruptcy Rules 600(h) and or 7062.
About Dominion Paving
Dominion Paving & Sealing, Inc. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Case No. 15-32966) on
June 10, 2015. The petition was signed by Stephen H. Parham,
president.
The case is assigned to Judge Keith L. Phillips. LeClairRyan, A
Professional Corporation is the Debtor's bankruptcy counsel.
At the time of the filing, the Debtor estimated its assets at $1
million to $10 million. The Debtor did not provide its liability
estimates.
On August 8, 2016, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization. The plan
proposes to pay general unsecured creditors 35% of their claims.
EAST WEST COPOLYMER: Panel Hires Taylor Porter as Counsel
---------------------------------------------------------
The Official Committee of Unsecured Creditors of East West
Copolymer, LLC, seeks authorization from the U.S. Bankruptcy Court
for the Middle District of Louisiana to employ Taylor, Porter,
Brooks & Phillips LLP as counsel for the Committee.
The Committee requires Taylor Porter to:
a. assist and advise the Official Committee of Unsecured
Creditors ("UCC") in its consultations with he Debtor relative to
the overall administration of the estate;
b. represent the UCC at hearings to be held before the Court
and communicate with the UCC regarding the matters heard and issues
raised, as well as decisions and considerations of the Court;
c. assist and advise the UCC in its examination and analysis
of the Debtor's conduct and financial affairs;
d. review and analyze all applications, orders, operating
reports, schedules and statements of affairs filed and to be filed
with the Court by the Debtor or other interested parties in this
case; advise the UCC as to the necessity and propriety of the
foregoing and their impact upon the rights of the creditors, and
upon the case generally; and, after consultation with and approval
of the UCC or its designee(s), consent to appropriate orders on its
behalf or otherwise objecting thereto;
e. assist the UCC in preparing appropriate legal pleadings and
proposed orders as may be required in support of positions taken by
the UCC and prepare witnesses and review documents relevant
thereto;
f. coordinate the receipt and disseminate information prepared
by and received from other professionals retained by the Debtor, as
well as such information as may be received from independent
professionals engaged by the UCC and other committees, as
applicable;
g. advise and assist the UCC in the negotiation with respect
to any proposed plan or plans or reorganization;
h. assist and advise the UCC with regard to communications to
the creditors regarding the UCC's efforts, progress and
recommendations with respect to matters arising in the case as well
as any proposed plans of reorganization; and
i. assist the UCC generally by providing such other services
as may be in the interest of the parties represented by the UCC.
Taylor Porter lawyers and professionals who will work on the
Debtor's cases and their hourly rates are:
Michael A. Crawford, partner $360
Vincent V. Tumminello, III, associate $245
Paraprofessionals $120
Michael A. Crawford, Esq., partner with Taylor, Porter, Brooks &
Phillips 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.
Taylor Porter may be reached at:
Michael A. Crawford, Esq.
Taylor, Porter, Brooks & Phillips LLP
450 Laurel Street, Suite 800
Baton Rouge, LA 70801
Tel: (225) 381-0201
Fax: (225) 346-8049
E-mail: mike.crawford@taylorporter.com
About East West Copolymer, LLC
East West Copolymer, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. M.D. La. Case No. 17-10327) on April 7, 2017. Stewart
Robbins & Brown, LLC represents the Debtor as counsel.
In its petition, the Debtor estimated $1 million to $10 million in
assets and $10 million to $50 million in liabilities. The petition
was signed by Gregory Nelson, manager.
ELECTRONIC SERVICE: Seeks Authorization to Use Cash Collateral
--------------------------------------------------------------
Electronic Service Products Corporation seeks authorization from
the U.S. Bankruptcy Court for the District of Connecticut to use
cash collateral in which PNL Asset Management LP and CTCIC may
assert or have lien, in the ordinary course of its business.
The Debtor is in immediate need of the use of cash collateral in
order to pay ongoing operating expenses including payroll, rent,
taxes, insurance, procurement of supplies and materials, utilities,
and other ongoing operating expenses. The proposed interim
operating budget reflects total expenses in the aggregate sum of
$37,617.
The Debtor acknowledges that PNL Asset Management LP and CTCIC may
have liens against the cash collateral, and as such, the Debtor
proposes to provide adequate protection to PNL Asset Management LP
& CTCIC, in the form of replacement liens in the Debtor's
postpetition cash, receivables, and other assets to the same
extent, and with the same priority as they held over the Debtor's
assets on the Petition Date.
The Debtor says use of cash collateral will enable it to continue
the orderly operation of its business and avoid and immediate and
complete shutdown of its operations. The Debtor believes that if
it is allowed to continue ongoing operations, the Debtor will be
able to meet its current operating expenses and begin to accumulate
funds necessary to provide compensation for creditors under a plan
of reorganization.
A hearing to consider the Debtor's motion will be held on May 24,
2017, at 9:30 a.m.
A full-text copy of the Motion, dated May 18, 2017, is available at
https://is.gd/1WZ0Z7
About Electronic Service Products
Founded in 1992, Electronic Service Products Corporation is engaged
in the wholesale distribution of electronic parts and electronic
communications equipment.
Electronic Service Products filed a Chapter 11 petition (Bankr. D.
Conn. Case No. 17-30704) on May 12, 2017. William Hrubiec,
president, signed the petition. The Debtor estimated $100,000 to
$500,000 in assets and $1 million to $10 million in liabilities.
The case is assigned to Judge Ann M. Nevins.
The Debtor is represented by William E. Carter, Esq. at the Law
Office of William E. Carter, LLC.
EMAS CHIYODA: Hires KPMG Singapore as Tax Advisors
--------------------------------------------------
Emas Chiyoda Subsea Limited, and its debtor-affiliates filed a
supplemental application seeking approval from the U.S. Bankruptcy
Court for the Southern District of Texas to expand the scope of
employment of KMPG Services Pte. Ltd., to include tax advisory
services.
The Debtors require KMPG (Singapore) to provide certain tax
services with respect to matters that may arise in connection with
the proposed restructuring of external and intercompany debt and a
potential restructuring of the members of the Group including, but
not limited to the following:
a. analysis of any Section 382 issues, including a sensitivity
analysis to reflect the Section 382 impact of the proposed and/or
hypothetical equity transactions pursuant to the Proposed
Restructuring;
b. analysis of "net unrealized built-in gains and losses" and
Notice 2003-65, as applied to the ownership change, if any,
resulting from or in connection with the Proposed Restructuring;
c. analysis of tax attributes including net operating losses,
tax basis in assets, and tax basis in stock of subsidiaries;
d. analysis of cancellation of debt ("COD") income, including
the application of Section 108 and consolidated tax return
regulations relating to the restructuring of nonintercompany debt
and the completed capitalization/settlement of intercompany debt;
e. analysis of the application of the attribute reduction
rules under Section 108(b) and Treasury Regulation Section
1.1502-28, including a benefit analysis of Section 108(b)(5) and
1017(b)(3)(D) elections;
f. analysis of the tax implications of any dispositions of
assets and/or subsidiary stock pursuant to the Proposed
Restructuring;
g. analysis of potential bad debt and retirement tax losses;
h. analysis of any proofs of claim from tax authorities, if
any; and
i. analysis of the tax treatment of bankruptcy related costs.
KMPG (Singapore) will be paid at these hourly rates:
Partners/Executive Directors SG$1,440
Directors SG$1,000
Associate Directors SG$850
Managers/Assistant Managers SG$450–SG$630
Senior Associates/Associates SG$122-SG$315
The majority of fees to be charged for the Tax Advisory Services
reflect a reduction of approximately 6% - 10% from KPMG
(Singapore)'s normal and customary rates.
KMPG (Singapore) will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Graham Hunter Martin, CPA, executive director of KPMG Services Pte.
Ltd., a Singapore incorporated company and an independent member
firm of the KPMG network affiliated with KPMG International
Cooperative ("KPMG International"), a Swiss entity, 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.
KMPG (Singapore) may be reached at:
Graham Hunter Martin, CPA
KPMG Services Pte. Ltd.
16 Raffle Quay #22-00
Hong Leong Building
Singapore 048581
About Emas Chiyoda Subsea Limited
EMAS CHIYODA Subsea Limited and its affiliates filed voluntary
Chapter 11 petitions (Bankr. S.D. Tex. Lead Case No. 17-31146) on
Feb. 27, 2017. The Company is an international heavy lift subsea,
offshore and onshore contractor offering engineering, procurement,
construction, transportation, installation, and commissioning
services at every stage of the project lifecycle to deliver complex
construction projects for customers. The cases are assigned to
Judge Marvin Isgur.
The Debtors are represented by George N. Panagakis, Esq., Justin M.
Winerman, Esq., and Roy Leaf, Esq., at Skadden, Arps, Slate,
Meagher & Flom LLP, in Chicago, Illinois; Dominic McCahill, Esq.,
and Kathlene Burke, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, in London. The Debtors' co-counsel is John F. Higgins, Esq.,
Joshua W. Wolfshohl, Esq., Aaron J. Power, Esq., Brandon J. Tittle,
Esq., and Eric M. English, Esq., at Porter Hedges LLP, in Houston,
Texas.
The Debtors' managerial service provider is KPMG Services PTE. LTD.
The Debtors' claims and noticing agent is Epiq Bankruptcy
Solutions, LLC, WongPartnership LLP, as special Singapore counsel.
The Debtors' estimated assets is $500 million to $1 billion and its
estimated Liabilities is $100 million to $500 million.
Judy A. Robbins, the U.S. Trustee for Region 7, on March 21
appointed five creditors of EMAS CHIYODA Subsea Limited, et al., to
serve on the official committee of unsecured creditors.
ERATH IRON: Wants to Use Cash Collateral Through Sale Date
----------------------------------------------------------
Erath Iron and Metal, Inc., and Erath Iron and Metal, RE LLC, ask
the U.S. Bankruptcy Court for the Northern District of Texas for
approval to use cash collateral on an interim basis to prevent
immediate and irreparable harm to the Debtors' estate.
The Debtors submit that they are working with Coleman County State
Bank to continue the consensual use of cash collateral, but out of
an abundance of caution, the Debtors are seeking authority to
continue to use case collateral on an interim basis through the
proposed sale date, July 15, 2017.
The Debtor's cash flow projections for the period from May 19
through June 16, 2017, reflects an aggregate sum of $436,949
original cash disbursements and $378,565 adjusted cash
disbursements.
The Debtors have previously been granted authority to use cash
collateral on an interim basis from March 1 through April 21, 2017.
At that time, however, Coleman County State Bank filed a notice of
termination of authority to use cash collateral. Subsequently,
since May 7, 2017, the Debtors have been using the cash collateral
pursuant to a consensual agreement with Coleman County State Bank.
The Debtors have filed a motion to approve a sale of substantially
all of their assets and the motion is set for hearing on May 19,
2017. However, the Debtors anticipate certain unforeseen
complications with moving forward with their motion to for approval
of a 11 U.S.C. Sec. 363 sale and the Debtors have filed a motion to
continue the hearing on that motion for a period of two weeks.
Coleman County State Bank's interest will be adequately protected
by continuing in place the liens and security interest in place and
in effect on the Petition Date, or as may be ordered otherwise by
the Court.
The Debtor also requests entry of a cash collateral order on a
final basis after appropriate notice and a hearing. Without entry
of the cash collateral order as a final Order, the Debtor will be
unable to fund operations during the pendency of the Chapter 11
case, and Debtor's ability to reorganize will be substantially
impaired.
A full-text copy of the Debtor's Motion, dated May 18, 2017, is
available at https://is.gd/aEwnD2
About Erath Iron and Metal
Based in Stephenville, Texas, Erath Iron and Metal, Inc., buys and
sells metal recyclable material in Erath Bosque, Eastland, Johnson,
Stephens and Howard Counties, Texas.
Erath Iron and Metal, Inc., and related entity Erath Iron and
Metal, RE LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Tex. Lead Case No. 17-40693) on Feb. 22, 2017.
Nicolle Boyd, president, signed the petitions. At the time of the
filing, the Debtor disclosed $21.87 million in assets and $4.73
million in liabilities.
Judge Mark X. Mullin is the case judge.
The Debtor is represented by Russell W. King, Esq., and Tracy L.
King, Esq., at King Law Offices, P.C.
No trustee, examiner or creditors' committee has been appointed in
the case.
ERIE STREET: Ch.11 Trustee Hires FrankGecker as Counsel
-------------------------------------------------------
Frances Gecker, the Chapter 11 Trustee for Erie Street Investors,
LLC, et al., asks the U.S. Bankruptcy Court for the Northern
District of Illinois for authority to retain FrankGecker LLP as her
counsel.
The Chapter 11 Trustee is a partner of FrankGecker LLP.
The Chapter 11 Trustee requires FrankGecker to:
a. assist the Trustee in her investigation of the Debtors'
assets and liabilities;
b. investigate, and where appropriate, prosecute avoidance
actions and other adversary proceedings;
c. assist the Trustee with managing the Real Property;
d. meet and negotiate with creditors and their representatives
and other interested parties regarding matters relating to the
administration of the Debtors' estates;
e. advise the Trustee with respect to the negotiation and
formulation of a plan of liquidation and/or the disposition of the
Real Property;
f. advise the Trustee on matters relating to the evaluation of
the assumption, rejection, or assignment of unexpired leases and
executory contracts; and
g. perform all other legal services as required.
FrankGecker LLP lawyers and professionals who will work on the
Debtors' cases and their hourly rates are:
Frances Gecker, Partner $800
Jeremy C. Kleinman, Associate $450
Reed Heiligman, Associate $400
Michael Matlock, Paralegal $200
FrankGecker will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Reed Heiligman, Esq., attorney at FrankGecker 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.
FrankGecker may be reached at:
Reed Heiligman, Esq.
FrankGecker LLP
325 North LaSalle Street, Suite 625
Chicago, IL 60654
Tel: (312) 276-1400
E-mail: rheiligman@fgllp.com
About Erie Street Investors, LLC
Erie Street Investors, LLC, and several affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. N.D. Ill. Lead Case No.
17-10554) on April 3, 2017. The affiliates are LaSalle Investors,
LLC, WSC Parking Fund I, George Street Investors, LLC, and
Sheffield Avenue Investors, LLC. The cases are jointly
administered. Arthur Holmer, managing member of Weiland Ventures,
LLC, signed the petitions.
Erie Street Investors and LaSalle Investors each disclosed between
$10 million and $50 million in both assets and liabilities. WSC
Parking Fund listed between $1 million and $10 million in both
assets and liabilities.
The cases are assigned to Judge Deborah L. Thorne. The Debtors are
represented by Scott R Clar, Esq., at Crane, Heyman, Simon, Welch &
Clar.
FALCON GNEMONICS: Wants to Move Plan Filing Period to August 27
---------------------------------------------------------------
Falcon Genomics Inc. requests the Bankruptcy Court for the Western
District of Pennsylvania to extend the exclusive period to file a
Chapter 11 Plan and Disclosure Statement in its case until August
27, 2017.
The Debtor also requests that a hearing be scheduled and/or an
Order be entered extending the deadline to August 29, 2017 prior to
the expiration of the 300-day deadline of June 28, 2017.
The Debtor is a "Small Business" as defined in 11 U.S.C. Section
101(51D) and (51C). As a Small Business, the Debtor has 300 days
from the date of the bankruptcy filing to file a Plan and
Disclosure Statement unless that deadline is extended by the Court
prior to the expiration of the deadline.
The Debtor has previously requested and was granted an extension of
time to file the Plan and Disclosure Statement on or before May 29,
2017.
The Debtor contends that it is not operating at this time but has
multiple strategies employed in order to fund a feasible
reorganization Plan. Among other things, the Debtor has considered
these strategies to get the Debtor to a point where it can fund a
feasible Plan:
(1) The Debtor has applied for a grant with Cornell University
for operating funds of over $200,000 which would give the Debtor
the ability to operate and fund a Plan over time. The Debtor
believes that there is a reasonable chance that it will receive
this grant.
(2) The Debtor is marketing its patented and non-patented
intellectual property for either a sale or for operating funds from
a potential investor or partner. The Debtor has had several
meetings with respect to the plan of action and is moving forward
on that front.
(3) The principals of the Debtor are considering funding a
Plan from their own ongoing resources and income.
In addition, the Debtor contends that as of May 17, 2017, no
creditors have participated in its Chapter 11 process other than
filing proofs of claims.
About Falcon Genomics
Falcon Genomics, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 16-23254) on September 1,
2016. The petition was signed by Rula Abbud-Antaki, president. The
case is assigned to Judge Carlota M. Bohm. The Debtor is
represented by Christopher M. Frye, Esq., and Kenneth Steidl, Esq.,
at Steidl & Steinberg.
At the time of the filing, the Debtor estimated its assets at $10
million to $50 million and debts at $100,000 to $500,000.
No official committee of unsecured creditors has been appointed in
the case.
FARR ENTERPRISES: Disclosures OK'd; Plan Hearing on June 30
-----------------------------------------------------------
The Hon. J. Craig Whitley of the U.S. Bankruptcy Court for the
Western District of North Carolina has approved Farr Enterprises,
Inc.'s disclosure statement dated May 11, 2017, referring to the
Debtor's Chapter 11 plan.
A hearing to consider the confirmation of the Plan is set for June
30, 2017, at 10:30 a.m. Objections to the plan confirmation must
be filed by June 23, 2017, which is also the last day for filing
written acceptances or rejections of the Plan.
About Farr Enterprises, Inc.
Farr Enterprises Inc. filed a Chapter 11 bankruptcy petition
(Bankr. W.D.N.C. Case No. 16-40291) on July 1, 2016. The petition
was signed by Laura Aulgur, president. Hon. Craig J. Whitley
presides over the case. Edward C. Hay, Jr., Esq., at Pitts, Hay &
Hugenschmidt P.A. represents the Debtor as counsel. In its
petition, the Debtor estimated $2.11 million in assets and $1.9
million in liabilities.
FOLTS HOME: Needs Assistance at Social Work Department, PCO Says
----------------------------------------------------------------
Krystal Wheatley, the Patient Care Ombudsman appointed for Folts
Home, et al., has filed a Second Report before the U.S. Bankruptcy
Court for the Northern District of New York on May 10, 2017.
The PCO followed up with a resident regarding a prior medication
related complaint. The PCO also addressed the ongoing medical
concerns with the resident council President of Folts skilled
nursing.
During the visit, the PCO consulted the resident that brought
previous medication-related issues in the adult home section. The
PCO gave the resident further information on how to contact the
Department of Health and guided the resident to use specific
details when speaking with them. According to the Report, the
resident stated she would call the hotline herself as she felt
timely medication availability continued to be a concern for
herself and other residents despite previous staff efforts to
resolve the issue.
The PCO reported that a social worker was granted permission by the
administrator to hire a part-time social worker to assist her and
another social worker in the facility. The PCO noted that the
social work department needs assistance in the rehabilitation unit
and could recently hire part time to help address their needs. The
social worker also expressed, despite the status of the facility,
that they continue to have many new resident admissions.
A full-text copy of the PCO Report is available for free at:
http://bankrupt.com/misc/nynb17-60139-132.pdf
About Folts Home
Folts Home is a New York not-for-profit corporation and the owner
of a 163-bed long-term residential health care and rehabilitation
facility located at 100-122 North Washington Street, Herkimer, New
York. In addition to long-term skilled nursing and residential
care, Folts Home provides memory care to residents with dementia,
palliative care and respite care and operates an adult day care
program. Folts Home also offers rehabilitation services, such as
physical, occupational and speech therapy, on both inpatient and
out-patient bases. Currently, Folts Home has approximately 218
active employees. Approximately 124 of the employees are full-time,
60 are part-time and 34 employees are employed on a per diem basis.
None of Folts Home's employees are represented by labor unions.
Folts Adult Home, Inc. ("FAH"), also known as Folts-Claxton, is a
New York not-for-profit corporation and the owner of an 80-bed
adult residential center that was constructed in 1998 and is
located at 104 North Washington Street, Herkimer, New York. FAH
residents reside in separate apartments and are provided services
such as daily meals, laundry, housekeeping and medication
assistance. FAH has approximately 22 active employees.
Approximately 12 are full-time employees and 10 are part-time
employees. None of FAH's employees are represented by labor
unions.
Folts Home and FAH currently have average daily censuses of 145 and
69, respectively. Folts Home has 3 major payors: Medicare, Medicaid
and Excellus/Blue Cross. The majority of FAH residents Are
government subsidized, with 58% covered by Social Security
Insurance and 42% private pay.
Folts Home and Folts Adult Home, Inc., filed separate, voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. N.D.N.Y. Case Nos. 17-60139 and 17-60140, respectively) on
Feb. 16, 2017. The Chapter 11 cases are being jointly administered
under Bankruptcy Rule 1015(b) pursuant to an order of the Court.
Folts Home and Folts Adult Home, Inc., through duly-appointed
receivers HomeLife at Folts, LLC and HomeLife at Folts-Claxton,
LLC, continue to operate their skilled nursing home and adult
residence businesses, respectively, and manage their properties as
debtors in possession.
William K. Harrington, the U.S. Trustee for Region 2, appointed
Krystal Wheatley as patient care ombudsman for the Debtors.
GILLESPIE OFFICE: Disclosures OK'd; Plan Hearing on July 10
-----------------------------------------------------------
The Hon. August B. Landis of the U.S. Bankruptcy Court for the
District of Nevada has approved Gillespie Office and Systems
Furniture, Inc.'s amended disclosure statement filed on May 10,
2017, referring to the Debtor's plan of reorganization.
A hearing on the confirmation of the Plan will be held on July 10,
2017, at 9:30 a.m. Any objections to confirmation of the Plan, and
any briefs in support of confirmation, must be filed by June 26,
2017.
Any declarations in support of, or in opposition to, confirmation
of the Plan must be filed by June 26, 2017. Any objections to the
declarations must be filed by July 3, 2017. Any reply in support
of confirmation of the Plan must be filed by July 3, 2017.
All ballots for the acceptance or rejection of the Debtor's Plan
must be received by the Debtor's counsel by June 26, 2017.
About Gillespie Office and Systems Furniture
Gillespie Office and Systems Furniture, Inc., does business as A&B
Printing, located at 2908 South Highland Drive, Set. B, Las Vegas,
Nevada. The Company has been providing printing and mailing
services to customers in Las Vegas since 1979.
Gillespie Office and Systems Furniture filed a Chapter 11
bankruptcy petition (Bankr. D. Nev. Case No. 16-11943) on April 11,
2016. The petition was signed by Kathleen L. Gillespie, president.
The Debtor estimated assets and liabilities at $500,001 to $1
million at the time of the filing.
Morris, Polich & Purdy serves as bankruptcy counsel to the Debtor
in place of the law firm of Larson and Zirzow, effective as of June
17, 2016. Levy Law, LLC, serves as special counsel while Holland &
Hart serves as insurance defense litigation counsel to the Debtor.
Serl, Keefer, Welter CPAs, LLP, has been tapped as accountant.
No request has been made for the appointment of a trustee or
examiner, and no official committees have been appointed in this
Chapter 11 case.
GOODMAN AND DOMINGUEZ: Creditor Seeks Ch. 11 Trustee Appointment
----------------------------------------------------------------
Creditor Sandy's Discount Shoes Inc., d/b/a Sandy's Wholesale Shoe
Division, asked the U.S. Bankruptcy Court for the Southern District
of Florida to enter an order vacating the Confirmation Order of the
Chapter 11 bankruptcy case and appointing a Chapter 11 Trustee for
Goodman Dominguez, Inc.
The Court entered the Order Confirming the Plan Proponents' Second
Amended Plan of Reorganization last November 4, 2016, pursuant to
the Chapter 11 of the Bankruptcy Code.
Based on the Report, the appointment of a chapter 11 trustee is
necessary to improve the Debtors' performance. Likewise, the
Creditor believes that the trustee appointment is especially
warranted in light of the Debtors' inability to formulate a
business plan and make operating projections which have a longevity
of more than several months, along with the continuing enormous
operating losses being sustained by the estates.
The Creditor is represented by:
Kristopher E. Aungst, Esq.
Angelo Castaldi, Esq.
TRIPP SCOTT, P.A.
110 S.E. 6th Street, 15th Floor
Fort Lauderdale, FL 33301
Tel.: 954-525-7500
Fax: 954-761-7500
Email: kea@trippscott.com
axm@trippscott.com
About Goodman and Dominguez
Goodman and Dominguez, Inc. -- dba Traffic, Traffic Shoe, Goodman &
Dominguez, Inc., Traffic Shoes, and Traffic Shoe, Inc. -- is a
retailer headquartered in Medley, Florida. It operates 83 stores in
malls across nine states and Puerto Rico. It also sells its teen
fashion products at http://www.trafficshoe.com.
Goodman and Dominguez, Inc, et al., filed Chapter 11 petitions
(Bankr. S.D. Fla. Case No. 16-10056) on Jan. 4, 2016. Judge Robert
A. Mark presides over the case. Lawyers at Meland Russin & Budwick,
P.A., represent the Debtors.
In its petition, Goodman and Dominguez estimated $1 million to $10
million in both assets and liabilities. The petition was signed by
David Goodman, president.
GREAT FALLS DIOCESE: Guadalupe Church Property Selling for $335K
----------------------------------------------------------------
Roman Catholic Bishop of Great Falls, Montana (Diocese of Great
Falls - Billings) asks the U.S. Bankruptcy Court for the District
of Montana to authorize the private sale of real property known as
"Our Lady of Guadalupe Church" located in Billings, Yellowstone
County, Montana, to Larry P. Noonan for $335,000.
The Our Lady of Guadalupe Church includes a church building and
residential building. There are two lots, one at 13,480 square
feet, which houses the 7,135 square foot church building, which was
built in 1953. The church building is of wood framed construction,
and is now vacant. The adjacent lot is 6,065 square feet, and
houses a single family home of wood frame construction, which is
roughly 2,000 square feet. The home was built in 1958.
The Diocese proposes to sell the Our Lady of Guadalupe Church, and
adjoining residential real property. The net proceeds from the
sale of Our Lady of Guadalupe Church and residence will be
earmarked for Mary Queen of Peace Parish, and will be deposited
into a DIP account, and will bear interest. Such account will not
be used pending further order of the Court.
The Purchaser has entered an Agreement to Sell and Purchase with
the Debtor for the purchase of the property for $335,000, to be
paid in full at closing. The Agreement will be extended, if
necessary, to close after Court approval. The Debtor intends to
close no later than 10 days after Court approval. Closing will
take place at American Title and Escrow, 1001 S. 24th St. West,
Suite 200, Billings, Montana.
The Purchaser is an independent party by the name of Larry P.
Noonan, although it is understood that via assignment the owner of
the property will be A.W.A.R.E., Inc., which is an entity unrelated
to the Debtor.
NAI Business Properties and Matt Robertson have been employed as
realtor. Per listing agreement, NAI Business Properties is
entitled to a commission of 5% of the sales price, or $16,750. NAI
Business Properties will make further application to be paid out of
proceeds of sale. Title insurance and other closing costs are
estimated at $5,000 and will be paid at closing and out of proceeds
of sale.
A copy of the Agreements attached to the Motion is available for
free at:
http://bankrupt.com/misc/ROMAN_CATHOLIC_111_Sales.pdf
The determination of the initial sales price of the property, which
was $369,000, was determined from an appraisal done by Dave Thomas
of Thomas Appraisals of approximately one year before listed.
There have been three offers on the property since Dec. 1, 2015,
two have been withdrawn, and the last is the offer of the
Purchaser. The property has been shown over 30 times, and marketed
on LoopNet.
The property, Our Lady of Guadalupe Church, is one of three
churches that have been consolidated into the Mary Queen of Peace
Parish.
The Official Committee of Creditors has reviewed the Motion and has
no objection to the sale; provided that the order approving the
sale expressly provide: (i) that the net proceeds of the sale are
deposited in a segregated interest bearing DIP account; (ii) that
the order approving the Motion states that the approval is not
determinative of the interests of Mary Queen of Peace Parish; and
(iii) that all of the estate's rights and remedies applicable to
the property sold pursuant to the Motion are applicable to the net
proceeds of sale.
The Diocese believes that the transactions sought to be approved
are in the best interest of the Creditors of the Diocese.
Accordingly, the Debtor asks the Court to approve the relief
sought.
About The Roman Catholic Bishop
of Falls, Montana
The Roman Catholic Bishop of Falls, Montana, a Montana Religious
Corporate Sole, aka Diocese of Great Falls-Billings --
http://www.dioceseofgfb.org/-- filed a Chapter 11 bankruptcy
petition (Bankr. D. Mont. Case No. 17-60271) on March 31, 2017.
Bishop Michael W. Warfel signed the petition.
The Debtor disclosed $20.75 million in total assets and $14.78
million in total liabilities as of the bankruptcy filing.
The Hon. Benjamin P. Hursh presides over the case.
Bruce Alan Anderson, Esq., at Elsaesser Jarzabek Anderson Elliott
& MacDonald, CHTD.; and Gregory J. Hatley, Esq., at Davis Hatley
Haffeman & Tighe PC, serve as counsel to the Debtor.
GRIFFITH STERNBERG: Hires Realty USA as Realtor
-----------------------------------------------
Griffith Sternberg, LLC seeks authorization from the U.S.
Bankruptcy Court for the Western District of New York to employ
Realty USA as realtor.
The Debtor owns a property at 523 West Church Street, Elmira, NY
14905.
The Debtor requires Realty USA to market the Property.
Realty USA will be compensated in the form of a commission of 8% of
the net selling price.
Keith Gustin, broker at Realty USA, assured the Court that the firm
does not represent any interest adverse to the Debtor and its
estates.
Realty USA may be reached at:
Keith Gustin
Realty USA
215 West Church Street
Elmira, NY 14901
Phone: 607-739-7899
E-mail: kgustin@realtyusa.com
About Griffith Sternberg
Griffith Sternberg, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. W.D.N.Y. Case No. 16-21029) on Sept. 13, 2016, estimating
assets and liabilities between $50,001 to $100,000. The petition
was signed by Denice A. Hamm, managing member. David L. Rasmussen,
Esq., at Davidson Fink, LLP, serves as the Debtor's bankruptcy
counsel.
GULFMARK OFFSHORE: $35M Loan From Affiliate Has Interim Approval
----------------------------------------------------------------
The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District
of Delaware has authorized GulfMark Offshore Inc. on an interim
basis to tap up to $20 million of $35 million of an intercompany
postpetition loan, which is extended by GulfMark Rederi AS, a
non-debtor affiliate in Norway, from financing originally issued by
DNB Bank ASA.
A hearing to consider the final approval of the DIP Intercompany
Facility is scheduled for June 16, 2017, at 9:00 a.m., prevailing
Eastern Time.
The Court's authorization for the Debtor to execute and enter into,
and in each case perform other and further acts as may be necessary
or appropriate in connection therewith: (a) the amended and
restated parent guarantee between the Debtor and DNB, dated as of
May 18, 2017, with respect to Rederi's obligations to DNB under the
second amended and restated multi-currency credit facility
agreement, dated as of May 18, 2017, consenting to Rederi's
assignment to DNB, and grant a security interest to DNB in, all of
Rederi's right, title, and interest in and to the DIP Intercompany
Finance Documents and the DIP court orders pursuant to the
assignment and security agreement, dated as of May 18, 2017.
The secured parties will be granted superpriority administrative
claim and first priority liens on and security interests in the DIP
collateral, including the distribution account.
All proceeds of the DIP Intercompany Facility and all proceeds of
the DIP collateral will be segregated and deposited in an account
and will be available for further disbursements only in accordance
with the terms and conditions of the interim court order, the DIP
Intercompany Credit Agreement, and the rolling budget.
Rederi has indicated a willingness to on-lend the funds it receives
from DNB under the NOK Facility to the Debtor in accordance with
the DIP Intercompany Credit Agreement and the other DIP
Intercompany Finance Documents and subject to (i) (a) in the case
of $20 million in DIP Intercompany Extensions of Credit, the entry
of the interim court order and (b) in the case of the remaining DIP
Intercompany Extensions of Credit available under the IDP
Intercompany Finance Documents, entry of the final court order,
(ii) satisfaction conditions set forth in the DIP Intercompany
Credit Agreement, and (iii) findings by the Court that financing is
essential to the Debtor's estate, that each of the secured parties
is a good faith financier, and that the secured parties' claims,
superpriority claims, security interests and liens and other
protections granted pursuant to the interim court order and the DIP
Intercompany Facility will not be affected by any subsequent
reversal, modification, or amendment of, as the case may be, the
interim court order, the final court order or any other court
order.
The DIP collateral will mean (i) the distribution account, (ii) 65%
of the voting equity and 100% of the non-voting equity in GulfMark
Capital, LLC, GulfMark Foreign Investments, and GM Offshore, Inc.,
and (iii) cash collateral securiting letters of credit issued by
DNB funded with proceeds of DIP Intercompany Extensions of Credit
pursuant to the DIP Intercompany Credit Agreement.
Copies of the Debtor's motion and court order are available at:
http://bankrupt.com/misc/deb17-11125-14.pdf
http://bankrupt.com/misc/deb17-11125-62.pdf
The Debtor said in its motion that the maturity date for the
Facility is the earliest of: (i) Aug. 18, 2017 (provided, that
following the satisfaction of the conditions set forth in the New
Norwegian Facility, the date will be deemed extended to Nov. 18,
2017); (ii) if the final court order is not entered within 45 days
following the Commencement Date, then 45 days following the
Commencement Date; (iii) the effective date of the plan of
reorganization in the Chapter 11 case; (iv) the date of the sale of
substantially all assets of (a) GulfMark Americas, (unless the
proceeds of the sale pay off the Norwegian Facility in full and all
commitments in respect thereof are terminated), (b) GulfMark
Parent, (c) GulfMark Rederi, or (d) GulfMark UK Ltd.; (v) the date
of dismissal or conversion of the Chapter 11 case; and (vi) the
date on which all DIP Intercompany Extensions of Credit become due
and payable in full, whether by acceleration or otherwise.
The Facility will have interest rate of Libor + 8.00%, payable
monthly in arrears.
The DIP milestones are:
(i) by not later than five days after the Commencement Date,
the Court will have entered the interim court order;
(ii) by not later than 45 days after the Commencement Date,
the Court will have entered the final court order;
(iii) by seven days after the Commencement Date, but in no
event later than May 28, 2017, the filing of an
Acceptable Plan of Reorganization, Disclosure Statement,
and a motion seeking a hearing to consider the adequacy
of the Disclosure Statement and approval of the
solicitation procedures;
(iv) by 45 days after the Commencement Date, but in no event
later than July 7, 2017, entry of an order by the Court
approving the Disclosure Statement and the Debtor's
solicitation procedures; provided, that the Debtor will
use commercially reasonable efforts to seek entry of the
foregoing court order as soon as reasonably practicable
before July 7, 2017;
(v) within 20 business days following entry of the court
order approving the Disclosure Statement, but in no event
later than Aug. 4, 2017, the Debtor will complete
solicitation with respect to an Acceptable Plan of
Reorganization;
(vi) by 90 days after the Commencement Date, but in no event
later than Aug. 21, 2017, the Court will have entered an
order confirming the Acceptable Plan of Reorganization;
provided, that the Debtor will use commercially
reasonable efforts to seek entry of the foregoing court
order as soon as reasonably practicable before Aug. 21,
2017; and
(vii) by 14 days after entry of an order confirming the
Acceptable Plan of Reorganization, but in no event later
than Sept. 4, 2017, consummation of the Acceptable Plan
of Reorganization, including irrevocable payment in full
in cash of all obligations on the date of consummation.
The Court also entered an interim order authorizing the Debtor to
continue to participate in the Debtor's existing cash management
system, including the continued maintenance of existing bank
accounts, and the continued transferring of funds between the
Debtor and its non-debtor affiliates in the ordinary course of
business, consistent with its prepetition practices with
modifications.
A final hearing to consider the continued use of cash management
system is set for June 16, 2017, at 9:00 a.m. (Prevailing Eastern
Time). Any objections or responses to the Debtor's request must be
filed by June 9, 2017, at 4:00 p.m. (Prevailing Eastern Time).
A copy of the court order is available at:
http://bankrupt.com/misc/deb17-11125-61.pdf
The Debtor is authorized to continue to manage its cash pursuant to
the Cash Management System maintained by the Debtor before the
commencement date, as modified by requirements under the DIP
intercompany credit facility, and to collect and disburse cash in
accordance with the Cash Management System.
The Debtor and the banks may, without further court order, agree to
and implement changes to the Cash Management System and procedures
in the ordinary course of business and consistent with past
practices, subject to the terms of the DIP Intercompany Credit
Facility and the terms of the orders authorizing the same.
The banks are authorized to continue to honor transfers, as
directed by the Debtor, of funds among the bank accounts and from
the bank accounts to the Debtor and its Non-Debtor Affiliates,
subject to the terms of the DIP Intercompany Credit Facility and
the DIP court orders.
The Debtor is authorized to continue (a) to engage in the ordinary
course intercompany transactions in an aggregate amount not to
exceed $5,000 before entry of a final court order by the Court and
(b) to lend to Non-Debtor Affiliates in an aggregate amount
consistent with the DIP budget and to document lending by
intercompany loans in accordance with the Debtor's prepetition
practices and subject to any and all limitations set forth in the
DIP Intercompany Credit Agreement.
Intercompany claims against the Debtor by any Non-Debtor Affiliate
that arise postpetition from the Intercompany Transactions are
granted administrative claim status; provided that intercompany
transactions that are borrowings by the Debtor under the DIP
Intercompany Credit Agreement will have the priority provided for
in the DIP court orders.
The Debtor will maintain accurate records of all Intercompany
Transactions so that all postpetition transfers and transactions
will be adequately and promptly documented in, and readily
ascertainable from, its books and records, to the same extent
maintained by the Debtor before the Commencement Date.
The Debtor's time to comply with Section 345(b) of the U.S.
Bankruptcy Code is extended for a period of 45 days from the May
18, 2017 court order; provided, however, that the extension is
without prejudice to the Debtor's right to request a further
extension of the Extension Period or to seek a waiver of Section
345(b) of the Bankruptcy Code.
About Gulfmark Offshore
Based in Houston, Texas, GulfMark Offshore, Inc., provides offshore
marine support and transportation services primarily to companies
involved in the offshore exploration and production of oil and
natural gas. The Company's vessels transport materials, supplies
and personnel to offshore facilities, and also move and position
drilling and production facilities. The majority of the Company's
operations are conducted in the North Sea, offshore Southeast Asia
and offshore the Americas. The Company currently operates a fleet
of 73 owned or managed offshore supply vessels, or OSVs, in the
following regions: 30 vessels in the North Sea, 13 vessels offshore
Southeast Asia, and 30 vessels offshore the Americas.
GulfMark Offshore, Inc. filed for bankruptcy protection (Bankr. D.
Del., Case No. 17-11125) on May 17, 2017. Quintin V. Kneen,
president and chief executive officer, signed the petition.
As of March 31, 2017, the Debtor listed total assets of $1.07
billion and total debt of $737,131,000.
Mark D. Collins, Esq., Zachary I. Shapiro, Esq., Brett M. Haywood,
Esq. and Christopher M. De Lillo, Esq., of Richards, Layton &
Finger, P.A., as well as Gary T. Holtzer, Esq., Ronit J. Berkovish,
Esq., and Debora A. Hoehne, Esq., of Weil Gotshal & Manges LLP
serve as counsel to the Debtor. The Debtor has also tapped Blank
Rome LLP as corporate counsel; Alvarez & Marsal North America, LLC
as financial advisor; Evercore Group L.L.C. as investment banker;
Ernst & Young LLP as restructuring consultant; KPMG US LLP as
auditor and tax consultant; and Prime Clerk LLC as claims and
noticing agent.
HALT MEDICAL: Hires Drinker Biddle as Counsel
---------------------------------------------
Halt Medical, Inc., seeks authorization from the U.S. Bankruptcy
Court for the District of Delaware to employ Drinker Biddle & Reath
LLP as counsel, nunc pro tunc to April 12, 2017.
The Debtor requires Drinker Biddle to:
a. assist in the preparation of the Debtor's schedules of
assets and liabilities and related statements;
b. advise the Debtor with respect to its powers and duties as
debtor in possession;
c. prepare necessary motions, applications, answers, proposed
orders, reports, and other papers to be filed by the Debtor in
order to prosecute the Chapter 11 Case;
d. appear before the Court to advocate the interests of the
Debtor and its estate;
e. negotiate with the Debtor's creditors and taking the
necessary legal steps to formulate, confirm and consummate a
chapter 11 plan, if feasible;
f. prosecute and defend any adversary proceedings commenced in
the Chapter 11 Case; and
g. assist in the performance of all other necessary and proper
legal services for the Debtor to prosecute its Chapter 11 Case
effectively.
Drinker Biddle will be paid at these hourly rates:
Attorneys $390-$950
Paraprofessionals $205-$350
Drinker Biddle will also be reimbursed for reasonable out-of-pocket
expenses incurred.
During the 90-day period prior to the Debtor's petition date,
Drinker Biddle received a retainer in the amount of $75,000.00 (the
"Prepetition Retainer") on March 30, 2017, for legal services or
expenses provided or incurred before the Petition Date. The firm
applied $56,340.50 on April 11, 2017 to pay incurred and estimated
incurred fees and expenses arising prior to the Petition Date.
Steven K. Kortanek, Esq., partner with the law firm of Drinker
Biddle & Reath 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.
The Debtor is also represented by Cooley LLP, whom the Debtor is
proposing to engage in the Chapter 11 Case as special corporate
counsel under the Bankruptcy Code.
Drinker Biddle may be reached at:
Steven K. Kortanek, Esq.
Drinker Biddle & Reath LLP
222 Delaware Ave., Ste. 1410
Wilmington, DE 19801-1621
Phone: (302) 467-4238
E-mail: Steven.Kortanek@dbr.com
About Halt Medical Inc.
Halt Medical, Inc., sought bankruptcy protection (Bankr. D. Del.,
Case No. 17-10810) on April 12, 2017. Kimberly Bridges-Rodriguez,
president and CEO, signed the petition. Judge Laurie S. Silverstein
presides over the case. At the time of the filing, the Debtor
estimated $1 million to $10 million in assets and $100 million to
$500 million in liabilities.
The Debtor is represented by Steven K. Kortanek, Patricia A.
Jackson and Joseph N. Argentina Jr. of Drinker Biddle & Reath LLP,
and Robert L. Eisenbach III and Michael Klein of Cooley LLP.
Canaccord Genuity Inc. serves as investment banker, and Donlin,
Recano & Company, Inc., as claims and noticing agent.
The U.S. Trustee has been unable to form an official unsecured
creditors committee in the case.
HARDROCK HDD: People's United Equipment Wants to Prohibit Cash Use
------------------------------------------------------------------
People's United Equipment Finance Corp. asks the U.S. Bankruptcy
Court for the Eastern District of Michigan to prohibit HardRock
HDD, Inc.'s use of cash collateral.
PUEFC has filed a motion for relief from the automatic stay, saying
that it is a secured creditor of the Debtor and its Co-Debtor,
Patrick Leasing, L.L.C., with debt due as of the Petition Date in
the amount of $311,582.80. PUEFC has a security interest in
specific collateral as described in the stay lift motion as well as
the blanket collateral also defined in the stay lift motion. The
Blanket Collateral includes accounts, accounts receivable, and
deposit accounts. PUEFC's pre-Petition security interest in cash
collateral continues after filing.
PUEFC does not consent to the Debtor using cash collateral.
PUEFC is represented by:
David M. Black, Esq.
SOMMERS SCHWARTZ, P.C.
One Towne Square, Suite 1700
Southfield, MI 48076
Tel: (248) 355-0300
E-mail: dblack@sommerspc.com
Hardrock HDD, Inc., is a privately held utility contractor based in
Jackson, Michigan.
Affiliates HardRock HDD, Inc. (Bankr. E.D. Mich. Case No.
17-46425), Patrick Leasing, L.L.C. (Bankr. E.D. Mich. Case No.
17-46440), and Patrick Horizontal Drilling, L.L.C. (Bankr. E.D.
Mich. Case No. 17-46446) filed for Chapter 11 bankruptcy protection
on April 28, 2017. The petitions were signed by Jeffery Patrick,
authorized agent.
Judge Phillip J. Shefferly presides over the cases.
Thomas R. Morris, Esq., at Silverman & Morris, P.L.L.C., serves as
the Debtors' bankruptcy counsel.
HardRock HDD estimated assets and liabilities between $1 million
and $10 million. Patrick Leasing estimated assets between $500,000
and $1 million and liabilities between $1 million and $10
million.
Patrick Horizontal estimated its assets at between $100,000 and
$500,000 and liabilities at between $1 million and $10 million.
HARTFORD, CT: Soliciting Proposals From Bankruptcy Firms
--------------------------------------------------------
Hartford, Connecticut is on the verge of bankruptcy, with the city
leaders now soliciting proposals from law firms that specialize in
Chapter 9 bankruptcy, the Harford Courant reports.
Mayor Luke Bronin has hinted for months that the city could file
for bankruptcy, and he recently confirmed that the cash-strapped
city has been in talks with law firms.
The city could hire an attorney as early as this week, the Hartford
Courant reported, citing sources with knowledge of the plans said.
"We have not engaged bankruptcy counsel, but we have had initial
conversations with firms that have experience in Chapter 9 and
municipal restructuring," Mayor Bronin said Tuesday. "Given the
uncertainty of the state budget process and the depth of the state
budget crisis, it shouldn't surprise anyone that we might engage
counsel in the near future."
Several council members have opposed a prospective Chapter 9 filing
for the city at this time.
"I was told it was possible that a decision would be made before
the end of this week," Council President Thomas "TJ" Clarke II said
Tuesday. "It's premature. We haven't exhausted every option and
every avenue for us to go down this road."
$65M Deficit in 2018
According to the Courant, Hartford faces a $65 million deficit in
2018 and a $14 million shortfall this year. Mayor Bronin has
proposed cuts and concessions from the unions, but is still seeking
$40 million in additional state aid to close next year's budget
gap. The city resorted to short-term borrowing to cover costs such
as payroll payments this year.
Mayor Bronin last week transmitted an amended budget to the Town
Clerk in response to the City Council's amendments to his
Recommended Budget for Fiscal Year 2018. Mayor Bronin said on May
19, "With my response to the City Council's amendments, we are
nearing a budget agreement, and I expect that the City Council will
vote on a final budget on Monday. The budget we will adopt
represents a serious, responsible approach to our deep fiscal
crisis. It makes reductions on top of last year's nearly $20
million in difficult cuts, but it continues to fund essential
services, including public safety. Over the last year we have
confronted Hartford's longstanding budget problems directly and
honestly. We will continue to govern with discipline and with a
willingness to make tough changes, because taxpayer dollars should
be treated with respect. I appreciate the diligence and care with
which the City Council has approached the budget process, and look
forward to our continued work to put Hartford on a sustainable
fiscal path."
Cities that have filed for Chapter 9 bankruptcy include Detroit;
Stockton; San Bernardino, Calif.; and Central Falls, R.I.
About Hartford, Connecticut
Hartford is Connecticut's capital city. It's an 18-square-mile
city that is home to 125,000 residents. Hartford birthplace of the
Boys & Girls Club, the first FM station to begin broadcasting in
the world, and President Theodore Roosevelt's first automobile
ride.
Luke Bronin is the 67th mayor of the City of Hartford. He was
sworn in on January 1, 2016.
HME HOLDINGS: Hearing on Disclosures Approval Set for July 27
-------------------------------------------------------------
The Hon. Enrique S. Lamoutte Inclan of the U.S. Bankruptcy Court
for the District of Puerto Rico has scheduled for July 27, 2017, at
10:00 a.m., the hearing to consider the approval of the disclosure
statements filed by HME Holdings, Inc., P.J. Rosaly Enterprises,
Inc., and Islandwide Logistics, Inc., referring to the plans of
reorganization filed by the Debtors.
Objections to the form and content of the Disclosure Statements
must be filed not less than 14 days prior to the hearing.
About HME Holdings,
P.J. Rosaly & Islandwide Logistics
HME Holdings, Inc.; P.J. Rosaly Enterprises, Inc. dba Islandwide
Express; and Islandwide Logistics, Inc., filed separate chapter 11
petitions (Bankr. D.P.R. Case Nos. 16-07686, 16-07690 and 16-07693)
on Sept. 28, 2016. The petitions were signed by Ivan Marin,
president and authorized representative for each Debtor. The cases
are jointly administered.
The Debtors are represented by Carmen D. Conde Torres, Esq., and
Luisa S. Valle Castro, Esq., at C. Conde & Associates.
Together, the three entities form the Islandwide Group. HME
provides management services for its two related parties:
Islandwide Logistics, Inc., and P.J. Rosaly Enterprises, Inc. It
runs the human resources, business development, information and
technology, finance and accounting departments for both P.J. Rosay
Enterprises and Islandwide Logistics.
PJ Rosaly specializes in providing next day, same day delivery
services to its clients, as well as temperature controlled
deliveries. It is also engaged by the main banks in the island and
provide internal messenger and clearing house services to these
institutions.
Islandwide Logistics operates more than 300,000 square feet of
warehouse space dedicated to providing its clients with inventory
management that includes full inventory systems integration,
electronic order processing, RF capability and retail time
sensitive delivery service. Logistics' distribution center is
designed to ensure the uninterrupted flow of the supply-chain RF
Capable Warehouses.
HME estimated assets at $100,000 to $500,000 and liabilities at $1
million to $10 million at the time of the filing. PJ Rosaly
estimated assets and liabilities at $1 million to $10 million.
Islandwide Logistics estimated assets and liabilities at $1 million
to $10 million at the time of the filing.
No official committee of unsecured creditors has been appointed in
the cases.
HOOPER HOLMES: Incurs $3.12 Million Net Loss in First Quarter
-------------------------------------------------------------
Hooper Holmes, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $3.12 million on $7.60 million of revenues for the three months
ended March 31, 2017, compared to a net loss of $3.42 million on
$7.24 million of revenues for the three months ended March 31,
2016.
As of March 31, 2017, Hooper Holmes had $13.60 million in total
assets, $18.25 million in total liabilities, and a total
stockholders' deficit of $4.65 million.
Following are conditions and events which require management's
consideration:
* The Company had a working capital deficit of $10.5 million
with $0.2 million in cash and cash equivalents at March 31,
2017. The Company had $4.9 million of payables at March 31,
2017, that were past due-date terms. The Company is working
with its vendors to facilitate revised payment terms; however,
the Company has had certain vendors who have threatened to
terminate services due to aged outstanding payables and in
order to accelerate invoice payments. If services were
terminated and the Company wasn't able to find alternative
sources of supply, this could have a material adverse impact
on the Company's business.
* The Company's net cash used in operating activities during the
three month period ended March 31, 2017, was $3.2 million, and
without giving consideration to the Merger, current
projections indicate that the Company will have continued
negative cash flows for the foreseeable future.
* The Company incurred a loss from continuing operations of $3.2
million for the three month period ended March 31, 2017, and
without giving consideration to the Merger, current
projections indicate that the Company will have continued
recurring losses for the foreseeable future.
* The Company had $4.0 million of outstanding borrowings under
the 2016 Credit and Security Agreement with SCM, with unused
borrowing capacity of $0.2 million as of March 31, 2017. As
of May 12, 2017, after the close of the Merger, on a combined
basis, the Company had borrowed the maximum available amount
under the borrowing capacity. Any borrowings on the unused
borrowing capacity are at the discretion of SCM.
* The Company owed approximately $3.7 million at March 31, 2017,
under an existing term loan, which is governed by the terms of
a credit agreement with SWK Funding LLC and was used to fund
the cash component of the acquisition of Accountable Health
Solutions, Inc. in 2015.
* Each of these debt agreements contain certain financial
covenants, including various affirmative and negative
covenants including minimum aggregate revenue, adjusted
EBITDA, and consolidated unencumbered liquid assets
requirements, which the Company did not comply with as of
March 31, 2017, and current projections indicate that it will
not be able to meet the current June 30, 2017, debt covenants
outlined in Note 8 to the condensed consolidated financial
statements. However, in conjunction with the Merger
Agreement, the March 31, 2017, covenant violations have been
waived and the covenants going forward were revised. The
Company does anticipate meeting the revised covenants going
forward. Noncompliance with these covenants constitutes an
event of default. If the Company is unable to comply with
financial covenants in the future and in the event that it was
unable to modify the covenants, find new or additional
lenders, or raise additional equity, SCM reserves the right to
terminate access to the unused borrowing capacity under the
2016 Credit and Security Agreement, while both lenders reserve
the right to accelerate the repayment of all amounts
outstanding and exercise remedies with respect to collateral,
which would have a material adverse impact on the Company's
business. Additionally, the negative covenants set forth in
these debt agreements with SCM and SWK prohibit the Company
from incurring additional debt of any kind without prior
approval from the lenders. For additional information
regarding the 2016 Credit and Security Agreement, the Credit
Agreement, and the related covenants.
* The Company has contractual obligations related to an
operating lease for the Company's headquarters and employment
contracts which could adversely affect liquidity.
Management's plans
The Company expects to continue to monitor its liquidity carefully,
work to reduce this uncertainty, and address its cash needs through
a combination of one or more of the following actions:
* On May 11, 2017, the Company closed the merger agreement with
Piper Merger Corp., Provant Health Solutions, LLC, and
Wellness Holdings, LLC that had been previously signed on
March 7, 2017. In conjunction with the Merger, new debt
agreements were signed which reset all of the debt covenants,
and the Company anticipates being able to meet the revised
covenants. The Company expects the Merger to increase the
scale of the Company, improving gross margins due to combined
revenues and operational synergies decreasing costs. While
the Company expects its financial condition to improve after
the Merger, Provant has a history of operating losses as
well, and the Company will be incurring significant costs and
additional debt for the transaction.
* The Company will continue to seek additional equity
investments. During the three month period ended March 31,
2017, the Company was able to raise $1.3 million of
additional equity through the issuance of common stock and
warrants, net of issuance costs.
* The Company reached settlement agreements for the remaining
lease obligations owed under three operating leases for
spaces the Company no longer utilizes. The terms of the
three lease settlements reduce the Company's obligation by
approximately $0.7 million compared to the original stated
lease terms.
* The Company will continue to aggressively seek new and return
business from its existing customers and expand its presence
in the health and wellness marketplace;
* The Company will continue to analyze and implement further
cost reduction initiatives and efficiency improvements,
including post-closing synergies related to the Merger.
Management's assessment and conclusion
Management has determined, based on its recent history and
liquidity issues, that it is not probable that management's plans
will sufficiently alleviate or mitigate, to a sufficient level the
relevant conditions or events. Accordingly, management of the
Company has concluded that there is substantial doubt about the
Company's ability to continue as a going concern within one year
after the date the financial statements are available to be widely
distributed to all shareholders and other financial statement
users.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/xYD9y9
About Hooper Holmes
Hooper Holmes, Inc., provides health risk assessment services and
wellness as well as health improvement services with its
acquisition of Accountable Health Solutions, Inc. (AHS). The
Olathe, Kansas-based Company provides these services to individuals
as part of health and wellness programs offered through corporate
and government employers, and to clinical research organizations.
Hooper Holmes reported a net loss of $10.32 million on $34.27
million of revenues for the year ended Dec. 31, 2016, compared to a
net loss of $10.87 million on $32.11 million of revenues for the
year ended Dec. 31, 2015.
Mayer Hoffman McCann P.C., in Kansas City, Missouri, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company has suffered recurring losses from operations, negative
cash flows from operations and other related liquidity concerns,
which raises substantial doubt about the Company's ability to
continue as a going concern.
INTERPACE DIAGNOSTICS: Posts $2.4-M Net Income for First Quarter
----------------------------------------------------------------
Interpace Diagnostics Group, Inc., a fully integrated commercial
company that provides clinically useful molecular diagnostic tests
and pathology services for improved patient diagnosis and
management, announced financial results and business progress for
the quarter ended March 31, 2017, as well as recent
accomplishments.
"Continued commercial progress while managing costs to acceptable
levels resulted in good financial performance for the quarter,"
said Jack Stover, Interpace's president & CEO. Our restructuring
and recapitalization plans were transformational and included
raising over $14 million in new capital since late December,
completely eliminating over $9.3 million of secured debt, reducing
total liabilities by over $12 million since year end and adding in
excess of $24 million to stockholders' equity at March 31, 2017
while terminating significant future potential royalties and
milestones related to assets acquired in 2014," noted Stover.
"Additionally, gaining reimbursement for our ThyraMIR assay with
UnitedHealthcare, the largest healthcare insurer in the US, was
critically important," added Mr. Stover.
For the three months ended March 31, 2017, the Company reported
net income of $2.41 million on $3.47 million of net revenue
compared to a net loss of $4.78 million on $3.03 million of net
revenue for the same period in 2016.
As of March 31, 2017, the Company hasd $46.97 million in total
assets, $22.40 million in total liabilities and $24.56 million in
total stockholders' equity.
Q1 2017 Financial Performance
* Income from Continuing Operations grew to $1.9 million in
2017 up from $ (4.0) million in the prior year's quarter due
principally to a $5.8 million reduction in fair value of
contingent consideration as a result of the reduction of
potential royalties and milestones related to assets acquired
in 2014.
* Total Assets grew by $5.2 million while at the same time
total liabilities were reduced by over $12 million compared
to year end.
* Cash balances improved to over $7 million at quarter's end.
* Net cash used in operations for the quarter amounted to $4.1
million in Q1-2017 as compared to $4.0 million in 2016.
Included in cash used in the first quarter of 2017 was
approximately $2.5 million of expenditures related to
discontinued operations, transaction fees and payment
obligations carried over from the contract sales organization
(CSO) business we sold in 2015.
* Total stockholders' equity grew by over $18 million since year
end 2016.
* Adjusted EBITDA, which the Company believes is a meaningful
supplemental disclosure that may be 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-month
periods ended March 31, 2017, and 2016 was $(1.1) million and
$(2.6) million,respectively, demonstrating continued operating
improvement.
First Quarter 2017 and Recent Business Highlights
* Announced that UnitedHealthcare, the largest health plan in
the United States, has agreed to cover Interpace's ThyraMIR
test for all of United's members nationwide. Interpace's
ThyGenX and ThyraMIR thyroid assays are now covered for
approximately 250 million patients nationwide.
* Entered into an agreement with a major Healthcare system in
Philadelphia for our two molecular tests for indeterminate
thyroid nodules, ThyGenX and ThyraMIR.
* The European Patent Office granted a Patent for use of
microRNAs for distinguishing benign from malignant thyroid
neoplasms. This patent covers the underlying technology of
the Company's ThyraMIR microRNA Classifier.
* Entered into an exclusive distribution agreement in Israel
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.
* Announced entree into expanding the Company's commercial
footprint internationally as a result of the adoption of the
ThyGenX test by Dr. Richard Payne of Montreal, Quebec. This
is the Company's initial step in launching its Thyroid
products in Canada.
* Participated in a major awareness campaign on Endocrine Health
published in a "special insert" in in the March 17-19th
edition of USA Today
* Six abstracts were accepted and presented as posters at the
Digestive Disease Week (DDW) meeting being held May 6th-9th,
2017 in Chicago, Illinois. Three of the accepted abstracts
address the clinical utility of PancraGEN in assessing long-
term risk of malignancy in pancreatic cystic lesions in
various real-world clinical scenarios and include data from
370 patients who underwent multiple PancraGEN tests over the
course of 3 years. Three additional posters describe the
expanded use of PancraGEN as an ancillary test for solid
lesions of the pancreas and bile duct using the Company's
unique method for testing free-DNA obtained from bile duct
brushings and fine needle aspirates. Notably, the abstracts
describe results from a registry study of over 200 patients
and a prospective study of 100 patients who received such
testing for solid pancreaticobiliary lesions.
A full-text copy of the press release is available for free at:
https://is.gd/3lTPfN
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 $8.33 million on $13.08 million of
net revenue for the year ended Dec. 31, 2016, compared with a net
loss of $11.35 million on $9.43 million of net revenue for the year
ended Dec. 31, 2015.
BDO USA, LLP, in Woodbridge, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has suffered recurring
losses from continuing operations that raise substantial doubt
about its ability to continue as a going concern.
J&J UNDERCAR: Hearing on Plan Outline Approval Set for June 22
--------------------------------------------------------------
The Hon. Vincent F. Papalia of the U.S. Bankruptcy Court for the
District of New Jersey has scheduled for June 22, 2017, at 11:00
a.m., the hearing to consider the approval of J&J Undercar
Specialists, Inc.'s disclosure statement, referring to the Debtor's
plan of reorganization.
Objections to the adequacy of the Disclosure Statement must be
filed no later than 14 days prior to the hearing.
Hawthorne, New Jersey-based J&J Undercar Specialists, Inc., filed
for Chapter 11 bankruptcy protection (Bankr. D.N.J. Case No.
15-12179) on Feb. 6, 2015, estimating its assets and liabilities at
between $100,001 and $500,000.
Anthony Sodono, III, Esq., at Trenk, Dipasquale, Della Fera &
Sodono serves as the Debtor's bankruptcy counsel.
JACK BRESLIN: DOJ Watchdog Ordered to Appoint Trustee or Examiner
-----------------------------------------------------------------
Judge Mike K. Nakagawa of the U.S. Bankruptcy Court for the
District of Nevada entered an Order directing the U.S. Trustee to
appoint a trustee or examiner for Jack L. Breslin and Julie A.
Breslin.
The Order was made pursuant to the City National Bank's Motion for
Appointment of Examiner or Trustee for the Debtors.
Movant City National Bank is represented by:
Bob L. Olson, Esq.
Blakeley E. Griffith, Esq.
Charles E. Gianelloni, Esq.
SNELL & WILMER L.L.P.
3883 Howard Hughes Parkway, Suite 1100
Las Vegas, NV 89169
Tel.: (702) 784-5200
Fax: (702) 784-5252
Email: bolson@swlaw.com
bgriffith@swlaw.com
cgianelloni@swlaw.com
The Debtors are represented by:
Samuel A. Schwartz, Esq.
SCHWARTZ FLANSBURG PLLC
6623 South Las Vegas Blvd., Suite 300
Las Vegas, NV 89119
Tel.: (702) 385-5544
The Chapter 11 bankruptcy case is, In re Jack L. Breslin and Julie
A. Breslin (Bankr. D. Nev. Case No. 17-10173-mkn).
JACK COOPER: Further Extends Notes Tender Offer to May 31
---------------------------------------------------------
Jack Cooper Enterprises, Inc. and Jack Cooper Holdings Corp.
announced a third extension of the cash tender offer to purchase
any and all of the JCEI 10.50%/11.25% Senior PIK Toggle Notes due
2019 and exchange offer for any and all of the JCHC 9.25% Senior
Secured Notes due 2020 for cash and warrants to purchase shares of
non-voting common stock of JCEI. The Offers are now scheduled to
expire at 5:00 p.m., New York City time, on Wednesday, May 31,
2017, unless further extended or earlier terminated in accordance
with the offer to purchase and offering memorandum.
Prior to the extension, the Offers were scheduled to expire at 5:00
p.m., New York City time, on Monday, May 22, 2017.
As of 5:00 p.m., New York City time, on May 19, 2017, 51.37% of the
JCEI Notes had been validly tendered and not withdrawn, thereby
satisfying the JCEI Notes Consent Condition. However, as of 5:00
p.m., New York City time, on May 19, 2017, 0.00% of the JCHC Notes
had been validly tendered and not withdrawn and, accordingly, the
requisite amount of JCHC Notes necessary to satisfy the JCHC Notes
Consent Condition, had not been validly delivered and not
withdrawn. The withdrawal deadlines for the Offers have not been
extended.
The Company also announced that it continues to engage in on-going
discussions with representatives of an ad hoc group of holders of
JCHC Notes regarding the terms of the Offers and potential
alternative deleveraging transactions. The Ad Hoc Group represents
that its members own approximately 85% of the JCHC Notes and
approximately 33% of the JCEI Notes (or approximately 68% of the
JCEI Notes not previously tendered).
There can be no assurance that the Company will complete the Offers
or reach an agreement regarding a potential alternative
deleveraging transaction with the Ad Hoc Group.
The Offers, as announced by the Company on April 3, 2017, include
related solicitations of consents to amend the JCEI Notes and JCHC
Notes and related indentures as described in the Offering
Memorandum and to release the collateral securing the JCHC Notes.
Pursuant to the indenture governing Jack Cooper Holdings Corp.'s
9.25% Senior Secured Notes due 2020 and the indenture governing
Jack Cooper Enterprises, Inc.'s 10.50%/11.25% senior PIK toggle
notes due 2019, the Company provided presentation materials to
supplement the discussion regarding financial performance for the
period ended March 31, 2017. These materials are available for
free at https://is.gd/uaCq9V
About Jack Cooper
Jack Cooper Enterprises, Inc., is the direct parent of Jack Cooper
Holdings Corp., based in Kansas City, MO, a leading provider of
over-the-road transportation of automobiles, SUVs and light trucks
in the U.S. and Canada.
Jack Cooper reported a net loss of $33.27 million on $667.84
million of operating revenues for the year ended Dec. 31, 2016,
compared to a net loss of $69.91 million on $728.58 million of
operating revenues for the year ended Dec. 31, 2015.
As of Dec. 31, 2016, Jack Cooper had $279.11 million in total
assets, $628.96 million in total liabilities and a total
stockholders' deficit of $349.85 million.
* * *
As reported by the TCR on Dec. 14, 2016, S&P Global Ratings said it
has lowered its corporate credit rating on Jack Cooper Holdings
Corp. to 'SD' from 'CC'. "The downgrade follows Jack Cooper's
announcement that it has completed the exchange of its senior
unsecured PIK toggle notes due 2019 for a combination of cash and
warrants in a transaction that we consider a distressed exchanged,"
said S&P Global credit analyst Michael Durand.
In November 2016, Moody's Investors Service downgraded the ratings
of Jack Cooper Enterprises, Inc., including its Probability of
Default Rating ("PDR") to 'Ca-PD' from 'Caa2-PD' and its Corporate
Family Rating ("CFR") to 'Caa3' from 'Caa2'.
JEFF SUSA: DOJ Watchdog Ordered to Appoint Trustee or Examiner
--------------------------------------------------------------
Judge Mike K. Nakagawa of the U.S. Bankruptcy Court for the
District of Nevada entered an Order directing the U.S. Trustee to
appoint a trustee or examiner for Jeff Susa and Jill Susa.
The Order was made pursuant to the City National Bank's Motion for
Appointment of Examiner or Trustee for the Debtors.
Movant City National Bank is represented by:
Bob L. Olson, Esq.
Blakeley E. Griffith, Esq.
Charles E. Gianelloni, Esq.
SNELL & WILMER L.L.P.
3883 Howard Hughes Parkway, Suite 1100
Las Vegas, NV 89169
Tel.: (702) 784-5200
Fax: (702) 784-5252
Email: bolson@swlaw.com
bgriffith@swlaw.com
cgianelloni@swlaw.com
The Debtors are represented by:
James E. Greene, Esq.
Samuel A. Schwartz, Esq.
GREENE INFUSO, LLP
3030 South Jones Blvd. #101
Las Vegas, NV 89146
Tel.: (702) 570-6000
The Chapter 11 bankruptcy case is, In re: Jeff Susa and Jill Susa
(Bankr. D. Nev. Case No. 17-10173).
JLC TRANSPORTS: Unsecureds to Recover 100% Over Five Years
----------------------------------------------------------
JLC Transports, LLC, filed with the U.S. Bankruptcy Court for the
Western District of Texas a disclosure statement dated May 15,
2017, referring to the Debtor's plan of reorganization.
The Debtor will pay 100% of the allowed unsecured claims in Class 3
over five years without interest. Payments will be made in the
combined amount of $1,976.19 per month starting on the 15th day of
the first full month following the Effective Date with like
payments to be on the 15th day of each succeeding month thereafter
until paid in full. All payments will be shared pro rata amongst
the Class 3 creditors. This class is impaired. About $118,571.12
of the $298,615.36 Class 3 General Unsecured Claims will be treated
under the Plan.
Plan payments will come from future rental income of the Debtor.
The Disclosure Statement is available at:
http://bankrupt.com/misc/txwb16-31646-40.pdf
About JLC Transports
JLC Transports, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W. D. Texas Case No. 16-31646) on Oct. 13,
2016. The petition was signed by Fernando Vasquez, president.
The case is assigned to Judge Christopher H. Mott.
At the time of the filing, the Debtor estimated its assets and
liabilities at $1 million to $10 million.
KEN'S CUSTOM: Has Approval on Further Cash Use Until June 30
------------------------------------------------------------
Judge Deborah L. Thorne of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized Ken's Custom Upholstery
Inc. to use the cash collateral of the Internal Revenue Service
through June 30, 2017.
The Debtor is authorized to use cash collateral to pay the ordinary
and necessary post petition expenses related to the operation of
its upholstery business at 22771 Citation Road, Frankfort, IL.
The IRS is granted valid, perfected and enforceable post-petition
replacement liens on all proceeds of existing collateral, and all
new collateral, to the same extent that it had perfected liens
prepetition to the extent that the use of the cash collateral
results in any decrease in the value of the IRS' liens in said cash
collateral. In addition, the Debtor will make monthly adequate
protection payments in the amount of $970 to the IRS.
A further hearing on the Debtor's continuing use of cash collateral
will be held on June 29, 2017, at 10:30 a.m.
A full-text copy of the Order, dated May 18, 2017, is available at
https://is.gd/vJnPoV
About Ken's Custom Upholstery
Ken's Custom Upholstery Inc. is an Illinois corporation that
operates an upholstery business in Frankfort, Illinois. Its
customers include commercial entities such as hotels and
restaurants, and consumer customers.
Ken's Custom Upholstery filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Ill. Case No. 16-35268) on Nov. 4, 2016. The petition
was signed by its President, Kenneth Kovie. The Debtor estimated
assets at $50,000 to $100,000 and liabilities at $100,000 to
$500,000.
The Debtor tapped David P. Lloyd, Esq., at David P. Lloyd Ltd., as
counsel, and Eileen Carrero and Eileen Carrero Financial Services
LLC as its accountant.
KINGDOM REAL ESTATE: Philip Parker to be Fully Paid in 1 Yr. at 5%
------------------------------------------------------------------
Kingdom Real Estate Holdings & Wealth Management, LLC, filed with
the U.S. Bankruptcy Court for the Northern District of Texas a
second amended disclosure statement dated May 15, 2017, referring
to the Debtor's plan of reorganization.
Class 4, which will consist of the allowed secured claim of Philip
Parker in the estimated amount of $850,000, will be impaired by the
Plan and will be paid once allowed as follows:
a. the claim will be in the amount of $198,000 and will be
paid out fully over a period of 12 months, with interest
at a rate of 5% per annum, accruing as of the confirmation
date. Payments (constituting payments of both principal
and interest) will be made in equal monthly payments based
on a standard 1-year amortization. The first payment is
due on the first day of the first month following the
Effective Date and all subsequent payments will continue
on the first day of each month thereafter until the
allowed amount of the claim is paid in full;
b. the balance of this claim will be paid as part of Class 6
as an unsecured claim. Lonesome Dove Joint Venture/Philip
Parker will retain his lien on the Debtor's property to
secure such claim in the amount of $198,000;
c. there will be no prepayment penalty if this claim is paid
early; and
d. should this section of the Plan for treatment of Lonesome
Dove contradict any other provision in the Plan, the
provisions of this Section will control.
The Plan will be funded from the continuing operations of the
Debtor.
During the five-year term of the Plan, the Debtor will host 5K runs
and events along with Events by Kristin Company for success of the
Plan and simultaneously will be working with the Engineering Firm
of Charles Starn, P.E., to set forth a plan to the US Army Corps of
Engineers to address the flow easement issues, so Kingdom Real
Estate Holdings can proceed to the development the property. Once
the flow easement issues are resolved, Debtor intends to develop
the Property into commercial/residential master plan with two high
rise condominium towers totaling 300 units and a 300 suite resort.
The Second Amended Disclosure Statement is available at:
http://bankrupt.com/misc/txnb16-44990-44.pdf
As reported by the Troubled Company Reporter on April 17, 2017, the
Debtor has filed a Chapter 11 plan of reorganization that proposes
to set aside $100,000 to pay its unsecured creditors. Under the
Plan, creditors holding Class 6 general unsecured claims allowed by
the Court will receive a monthly payment of $5,000 for 20 months.
These creditors assert $1.65 million in total claims.
About Kingdom Real Estate Holdings
Kingdom Real Estate Holdings & Wealth Management, LLC, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N. D.
Texas Case No. 16-44990) on Dec. 30, 2016. The petition was
signed by John Aflatouni, managing member.
The case is assigned to Judge Russell F. Nelms. Joyce W. Lindauer
Attorney, PLLC represents the Debtor as bankruptcy counsel.
At the time of the filing, the Debtor estimated assets of less than
$500,000 and liabilities of $1 million to $10 million.
LABORATORIO CLINICO: Hires Ada M. Conde as Attorney
---------------------------------------------------
Laboratorio Clinico Los Robles, Inc., seeks authorization from the
U.S. Bankruptcy Court for the District of Puerto Rico to employ Ada
M. Conde-Vidal as attorney for Debtor.
The Debtor requires Conde-Vidal to administer the bankruptcy case
because Debtor is not sufficiently familiar with the law to be able
to plan and conduct the proceeding herein without competent
counsel.
The Debtor will pay Conde-Vidal $5,000 plus reimbursement of
expenses.
Ada M. Conde-Vidal, Esq., assured the Court that he is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.
Conde-Vidal may be reached at:
Ada M. Conde-Vidal, Esq.
Estudio Legal 1611 Corp.
PO Box 13268
1418 Ponce de Leon Ave., Suite 203
San Juan, PR 00908
Tel: (787) 721-0401
E-mail: estudiolegal1611@gmail.com
Laboratorio Clinico Los Robles, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D.P.R. Case No. 17-03196) on May 5, 2017, listing
under $1 million in both assets and liabilities. Ada M Conde,
Esq., at Estudio Legal 1611 Corp, serves as bankruptcy counsel.
LAMAD MINISTRIES: Liquidating Agent Hires McNair as Accountant
--------------------------------------------------------------
Fife M. Whiteside, Liquidating Agent of Lamad Ministries/Seasons
Christian Care Center, Inc., asks the U.S. Bankruptcy Court for the
Middle District of Georgia for permission to employ McNair,
McLemore, Middlebrooks & Co., LLC as his accountants.
The Liquidating Agent requires the Accountant to:
a. prepare or correct of all delinquent and current tax
returns which need to be filed;
b. provide additional services as may be implied by the
services outlined before above, or as on issues that may be
discovered in preparation of all delinquent and current tax
returns;
c. provide advice on all matters in any way arising out of or
related to the matters set forth above.
The Accountant will be paid at these hourly rates:
Entry Level Staff $100
Senior Staff $115
Supervising Staff $145
Managers $180
Partners/Directors up to $285
Christopher S. Edwards, partner at McNair, McLemore, Middlebrooks &
Co., 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.
Accountant may be reached at:
Christopher S. Edwards
McNair, McLemore, Middlebrooks & Co., LLC
389 Mulberry Street
Post Office Box One
Macon, GA 31202
Tel: (478) 746-6277
Fax: (478) 741-835
About Lamad Ministries
Albany, Georgia-based Lamad Ministries/Seasons Christian Care
Center, Inc., does business as Seasons Christian Care Center,
DayStar Ministries, Lamad Media Ministry and Lamad Chapel. Lamad
Ministries owns and operates assisted living facilities.
Lamad Ministries filed for Chapter 11 bankruptcy (Bankr. M.D. Ga.
Case No. 14-10449) on April 1, 2014. Judge James D. Walker Jr.
presides over the case. David S. Ballard, Esq., and Walter W.
Kelley, Esq., at Kelley, Lovett and Blakey, serve as Lamad's
counsel. The Debtor listed total assets of $4.59 million and
liabilities of $12.17 million. The petition was signed by Dr.
Charles William Eidenire, president. A list of the Debtor's 20
largest unsecured creditors is available for free at
http://bankrupt.com/misc/gamb14-10449.pdf
LEHMAN BROTHERS: Seeks Court Approval of $2.416B RMBS Settlement
----------------------------------------------------------------
Lehman Brothers Holdings Inc., as plan administrator under the
Modified Third Amended Joint Chapter 11 Plan of Lehman Brothers
Holdings Inc. and its affiliated debtors, at a hearing on July 6,
2017, at 10:00 a.m. ET, will seek approval from the Honorable
Shelley C. Chapman of a settlement that would estimate the claims
by trustees of residential mortgage-backed securitizations ("RMBS")
to $2.416 billion.
Objections, if any, to the Motion are due no later than June 22,
2017 at 12:00 noon (EDT).
Prepetition, certain of the LBHI Debtors were the seller, sponsor,
and/or depositor for certain residential mortgage-backed
securitizations (collectively, the "RMBS"). Certain trustees for
the RMBS filed proofs of claim in the bankruptcy proceeding
asserting claims arising out of, among other things, alleged
breaches of representations and warranties concerning the mortgage
loans by certain of the LBHI Debtors under the governing
agreements. Claims asserting approximately $37 billion in
repurchase claims arising from approximately 406 trusts and
approximately 1.8 million mortgage loans were filed.
The claims related to the covered loans, which are being resolved
by the RMBS Settlement Agreement, are a subset of the total
universe of the alleged claims. As of March 17, 2017, the 244 of
the Trusts asserted RMBS Claims in the Protocol on account of the
Covered Loans aggregating a total of alleged purchase price of
approximately $16.772 billion.
The Trustees, on behalf of the Trusts, have until June 1, 2017, to
elect to participate in the RMBS Settlement Agreement.
If approved, the RMBS Settlement Agreement would establish a
streamlined process to determine and resolve the claims that were
submitted through the Protocol for alleged breaches of
representations and warranties concerning mortgage loans in certain
residential mortgage-backed securitizations ("RMBS").
The RMBS Settlement Agreement does not "settle and compromise" the
allowed amount of the Trustees' claims. Instead, pursuant to the
RMBS Settlement Agreement, the Plan Administrator has agreed to a
process in which it will request the Court to estimate and allow
the Covered Loan Claims that the Trustees submitted through the
Protocol in the aggregate amount of $2.416 billion, without
prejudice to the rights of the Trustees to argue that the amount
should be higher.
Although the Plan Administrator believes that the value of the
contractual remedy for the claims for breach submitted in the
Protocol is far less than $2.416 billion, the Plan Administrator
agreed to this path in exchange for (i) the Trustees' agreement to
a streamlined estimation process subject to a limited right to
appeal that will allow the Court to resolve such claims fairly,
finally and expeditiously and (ii) the Institutional Investors'
agreement to recommend to the Trustees that they accept the terms
of the RMBS Settlement Agreement and also that the Institutional
Investors advise the Court that allowance of the Covered Loan
Claims at an amount not less than $2.416 billion reflects a fair
and reasonable resolution. The compromises set forth in the RMBS
Settlement Agreement are fair and reasonable and will, among other
things, both significantly accelerate Plan distributions that
otherwise might be delayed for years and save many millions of
dollars in litigation costs.
The Plan Administrator has been working to resolve the Trustees'
claims at a fair and reasonable level for over five years. For a
variety of reasons, prior settlement efforts have failed. Notably,
these failures occurred while other large financial institutions,
like JPMorgan, Citibank and Bank of America, were able to resolve
similar type claims (at levels comparable to those offered by the
Plan Administrator). Observing the market resolving similar large
put-back claims, the Plan Administrator reached out to counsel to
the Institutional Investors, who hold or represent holders of the
largest economic stakes in big bank RMBS, including those sponsored
by the LBHI Debtors,3 and began exploring settlement.
From January 2015 through October 2015, the Plan Administrator and
the Institutional Investors engaged in a confidential mediation
under the auspices of JAMS mediator, David Geronemus. That process
produced an agreement between the Plan Administrator and the
Institutional Investors to allow both the Covered Loan Claims and
the Transferor Loan Claims in the amount of $2.44 billion, and the
Institutional Investors presented that agreement to the Trustees
for their consideration at the end of October 2015. Thereafter, the
Trustees engaged multiple experts to assist them in their
evaluation of the settlement agreement. In early February 2016,
the Trustees informed the Plan Administrator and the Institutional
Investors of the number of Trusts for which they believed such
settlement would be recommended for acceptance by their expert.
Even though the agreement and settlement of the claims for $2.44
billion was supported by the Institutional Investors, the number of
Trusts for which the settlement was going to be recommended for
acceptance fell below an acceptable threshold to the Plan
Administrator.
Accordingly, the Plan Administrator ultimately withdrew the
proposed settlement agreement in early April 2016.
The Plan Administrator and the Institutional Investors nevertheless
remained committed to consummating their agreement as promptly and
efficiently as possible.
Armed with results from the Court ordered Protocol, the Plan
Administrator was in a unique and unprecedented position. The
universe of mortgage loan files supporting the Trustees' put-back
claims had been fixed by the Protocol. Moreover, all of the loan
files submitted by the Trustees, together with the evidence and
arguments proffered by the Trustees in support of their claims, had
been reviewed by the Plan Administrator. Unlike prior motions to
seek estimation of the claims, estimation was now possible because
of the data provided by the Protocol.
The estimation process contemplated by the RMBS Settlement
Agreement was developed to enable the Plan Administrator to request
the allowance of the claims asserted by the Trustees in the
Protocol at a level the Institutional Investors would accept, while
at the same time allowing the Trustees to attempt to prove the
claims at a higher amount. The Plan Administrator believes that
the unique process proposed by the RMBS Settlement Agreement is the
best possible path forward in view of the existing facts and
circumstances. Among other things, the agreed upon process allows
the Plan Administrator to seek the allowance of the Covered Loan
Claims at what it considers the very high end of an acceptable
settlement of the claims, while at the same time within the
acceptable range of the largest economic stakeholders (i.e., the
Institutional Investors). In addition, the estimation process
largely eliminates the risks of appeal and therefore will allow the
Plan Administrator to achieve finality, avoid continued litigation,
and stem the continued incurrence of substantial ongoing litigation
and costs relating to resolving these claims. It also allows the
parties to leverage the extensive efforts made through the Protocol
to date as a comprehensive basis for estimation of the asserted
claims.
Pursuant to the terms of the RMBS Settlement Agreement, the
Trustees may condition their acceptance of the settlement on
certain findings (the "Trustee Findings") being made with respect
to their determination to enter into the settlement. Similarly, it
is a condition to the LBHI Debtors' obligations under the
settlement that the Court make certain findings (the "Debtors'
Findings") with respect to their decision to enter into the RMBS
Settlement Agreement.
The required findings generally require that the Court determine
that the Trustees, on the one hand, and the Plan Administrator, on
the other, have acted reasonably and in good faith in agreeing to
the RMBS Settlement Agreement. The record fully supports both the
Trustee Findings and the Debtors' Findings.
By order dated April 6, 2017, the Court scheduled a hearing to
consider this Motion for July 6 and approved the form and manner of
notice for the Settlement Hearing. The Debtors and the RMBS
Trustees will provide the notice of the Settlement Hearing and the
RMBS Settlement Agreement in the manner required by the Scheduling
Order. Although the Trustees have until the June 1, 2017 Acceptance
Date to provide written notice to the Institutional Investors and
the Plan Administrator of their acceptance or rejection of the RMBS
Settlement Agreement, the Plan Administrator believes that they
have agreed to a process that will provide certificateholders with
more certain and favorable economics than they would achieve
through completing Steps 3, 4 and 5 of the Protocol and therefore
believes that the Trustees will accept the modification to the
Protocol embodied in the RMBS Settlement Agreement. Thus, the Plan
Administrator is moving for approval of the RMBS Settlement
Agreement concurrently with the Trustees' review and consideration
of the proposed settlement so that the Estimation Proceeding can
take place in October 2017 as provided in the RMBS Settlement
Agreement (assuming this Motion is approved).
A full-text copy of the Motion is available at:
http://bankrupt.com/misc/Lehman_55232_M_RMBS_Deal.pdf
Institutional Investors that are parties to the RMBS Settlement are
BlackRock Financial Management Inc.; Goldman Sachs Asset
Management, L.P.; Invesco Advisers, Inc.; Kore Advisors, L.P.;
Pacific Investment Management Company LLC; Sealink Designated
Activity Company, through its investment manager Neuberger Berman
Europe Limited; The TCW Group, Inc. on behalf of itself and its
subsidiaries; and Western Asset Management Company.
Attorneys for Lehman Brothers:
WILLKIE FARR & GALLAGHER LLP
787 Seventh Avenue
New York, New York 10019
Tel: (212) 728-8000
Fax: (212) 728-8111
Paul V. Shalhoub
Todd G. Cosenza
- and -
ROLLIN BRASWELL FISHER LLC
8350 East Crescent Parkway, Suite 100
Greenwood Village, CO 80111
Tel: (303) 945-7415
Fax: (303) 974-7468
Michael A. Rollin
Maritza Dominguez Braswell
Attorneys for the Institutional Investors:
GIBBS & BRUNS LLP
1100 Louisiana, Suite 5300
Houston, Texas 77002
Attn: Kathy Patrick, Esq.
Robert Madden, Esq.
Attorneys for the Trustees:
CHAPMAN & CUTLER LLP
111 West Monroe Street
Chicago, Illinois 60603
Attn: Franklin H. Top III, Esq.
Scott A. Lewis, Esq.
MORGAN, LEWIS & BOCKIUS LLP
101 Park Avenue, New York, New York 10178
Attn: Michael S. Kraut, Esq.
SEWARD & KISSEL LLP
1 Battery Park Plaza
New York, New York 10004
Attn: M. William Munno, Esq.
Daniel E. Guzman, Esq.
ALSTON & BIRD LLP
1201 West Peachtree Street, Suite 4900
Atlanta, Georgia 30309
Attn: John C. Weitnauer, Esq.
HOLWELL SHUSTER & GOLDBERG LLP
750 Seventh Avenue, 26th Floor
New York, New York 10019
Attn: Michael S. Shuster, Esq.
- and -
NIXON PEABODY LLP
437 Madison Avenue
New York, New York 10022
Attn: Dennis Drebsky, Esq.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more than
150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in U.S.
history. Several other affiliates followed thereafter.
Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC
sought for bankruptcy protection in December 2009.
The Debtors' bankruptcy cases were assigned to Judge James M. Peck.
Judge Shelley Chapman took over the case after Judge Peck retired
from the bench to join Morrison & Foerster.
A team of Weil, Gotshal & Manges, LLP, lawyers led by the late
Harvey R. Miller, Esq., serve as counsel to Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, served
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., served as the
Committee's investment banker.
On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S.
District Court for the Southern District of New York, entered an
order commencing liquidation of Lehman Brothers, Inc., pursuant to
the provisions of the Securities Investor Protection Act (Case No.
08-CIV-8119 (GEL)). James W. Giddens was appointed as trustee for
the SIPA liquidation of the business of LBI. He is represented by
Hughes Hubbard & Reed LLP.
LIGHTING SCIENCE: Reports $7.79 Million Net Loss for First Quarter
------------------------------------------------------------------
Lighting Science Group Corporation filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $7.79 million on $9.33 million of revenue for the three
months ended March 31, 2017, compared to a net loss of $4.72
million on $17.09 million of revenue for the three months ended
March 31, 2016.
As of March 31, 2017, Lighting Science had $27.30 million in total
assets, $51.39 million in total liabilities, $563.99 million in
total redeemable preferred stock, and a $588.09 million in total
stockholders' deficit.
As of March 31, 2017, and Dec. 31, 2016, as required by the
Company's five-year term loan with Medley Capital Corporation, the
Company was required to maintain a minimum restricted cash balance
of $3.0 million to collateralize the Medley Term Loan.
The Company has experienced significant historical net losses as
well as negative cash flows from operations since its inception,
resulting in an accumulated deficit of $855.4 million and
stockholders' deficit of $588.1 million as of March 31, 2017. As
of March 31, 2017, the Company had cash and cash equivalents of
$1.8 million and an additional $3.0 million in restricted cash
subject to a cash collateral dominion agreement pursuant to the
Medley Term Loan. The Company's cash expenditures primarily relate
to procurement of inventory and payment of salaries, employee
benefits and other operating costs.
The Company's primary sources of liquidity have historically been
borrowings from various lenders and sales of the Company's common
stock, par value $0.001 per share, and Convertible Preferred Stock
to, and short-term loans from, affiliates of Pegasus Capital
Advisors, L.P., including Pegasus Partners IV, L.P., LSGC Holdings,
LLC, LSGC Holdings II, LLC, LSGC Holdings III, LLC and PCA LSG
Holdings, LLC. Pegasus is the Company's controlling stockholder
and has led a majority of the Company's capital raises.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/JrfkSC
About Lighting Science
Lighting Science Group Corporation is a provider of light emitting
diode (LED) lighting technology. The Company designs, develops,
manufactures and markets illumination solutions that use LEDs as
exclusive light source. The Company's product portfolio includes
offerings, such as replacement lamps, luminaires and biological
lighting. LED-based retrofit lamps (replacement bulbs) are used in
existing light fixtures, as well as LED-based luminaires (light
fixtures).
Lighting Science reported a net loss of $20.21 million for the year
ended Dec. 31, 2016, compared to a net loss of $27.08 million for
the year ended Dec. 31, 2015.
LINDERIAN COMPANY: Unsecureds to Recoup 15% Under Plan
------------------------------------------------------
The Linderian Company, Ltd., and LDI Management, Inc., filed with
the U.S. Bankruptcy Court for the Eastern District of Texas a
disclosure statement dated May 15, 2017, referring to the Debtors'
joint plan of reorganization.
Under the Plan, holders of general unsecured claims will recover
15%.
Class 5 General Unsecured Claims are estimated at $395,218.91.
Class B General Unsecured Claims are estimated at $69,000.
The Plan vests the assets of the Debtors' estates in the
Reorganized Debtors to be administered by the Reorganized Debtors.
On the Effective Date, all real and personal property of the
Debtors, including but not limited to all estate actions, will vest
in the Reorganized Debtors, and it is contemplated that no further
reorganization or conversion need or will occur. From and after
the Effective Date, the Reorganized Debtors will be authorized to
operate, and will be authorized to make the distributions required
under, and implement the provisions of, the Plan.
The Disclosure Statement is available at:
http://bankrupt.com/misc/txeb16-60031-155.pdf
About The Linderian Company
The Linderian Company, Ltd., based in Longview, Texas, filed a
Chapter 11 petition (Bankr. E.D. Tex. Case No. 16-60031) on Jan.
19, 2016. Mark A. Castillo, Esq., at Curtis Castillo PC 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 Greg Sechrist, managing partner.
LSB INDUSTRIES: Unit Will Sell All Assets to BKV for $16.2 Million
------------------------------------------------------------------
Zena Energy L.L.C., an Oklahoma limited liability company which is
an indirect, wholly owned subsidiary of LSB Industries, Inc.,
entered into a purchase and sale agreement with BKV Chelsea, LLC, a
Delaware limited liability company on May 11, 2017.
Under the terms of the Purchase and Sale Agreement, Zena has agreed
to sell to BKV substantially all of its assets, including Zena's
right, title, and interest in all of its oil and natural gas
properties located in Wyoming County, Pennsylvania for a purchase
price of $16,250,000, subject to customary adjustments to reflect
the operation of the Properties prior to Closing. Pursuant to the
Agreement, BKV placed a total of $812,500 in escrow as a
performance deposit which will be applied to the Purchase Price at
closing or released to the Purchaser, as the case may be, if
closing fails to occur and either the Purchaser or Zena terminates
the Agreement in accordance with the terms thereof. Upon
completion of the sale, the Company will no longer own any material
oil and natural gas assets.
The Purchase and Sale Agreement contains customary representations,
warranties, covenants and indemnities by the parties thereto, and
the closing of the transaction contemplated by the Purchase and
Sale Agreement is subject to the satisfaction of certain customary
closing conditions.
About LSB Industries
Oklahoma City-based LSB Industries, Inc. (NYSE:LXU) and its
subsidiaries are involved in manufacturing and marketing
operations. LSB is primarily engaged in the manufacture and sale
of chemical products and the manufacture and sale of water source
and geothermal heat pumps and air handling products.
LSB reported net income attributable to common stockholders of
$64.76 million for the year ended Dec. 31, 2016, compared to
a net loss attributable to common stockholders of $38.03 million in
2015.
* * *
In October 2016, S&P Global Ratings lowered its rating on LSB
Industries to 'CCC' from 'B-'. "Despite using the climate control
business sale proceeds to repay some debt, the company's metrics
have weakened due to plant operational issues and a depressed
pricing environment, which have led to depressed EBITDA
expectations," said S&P Global Ratings credit analyst Allison
Schroeder.
In November 2016, Moody's Investors Service downgraded LSB's
corporate family rating (CFR) to 'Caa1' from 'B3', its probability
of default rating to 'Caa1-PD' from 'B3-PD', and the $375 million
guaranteed senior secured notes to 'Caa1' from 'B3'. LSB's Caa1
CFR rating reflects Moody's expectations that the combined
uncertainty over operational reliability and the compressed
margins, resulting from the low nitrogen fertilizer pricing
environment, could result in continued weak financial metrics for
a protracted period.
MARRONE BIO: Incurs $7.62 Million Net Loss in Third Quarter
-----------------------------------------------------------
Marrone Bio Innovations, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $7.62 million on $4.15 million of total revenues for
the three months ended March 31, 2017, compared to compared to a
net loss of $9.27 million on $2.66 million of total revenues for
the three months ended March 31, 2016.
The balance sheet as of March 31, 2017, showed $43.02 million in
total assets, $80.24 million in total liabilities, and a total
stockholders' deficit of $37.21 million.
Since its inception, the Company's operations have been financed
primarily by net proceeds from public offerings of common stock and
private placements of convertible preferred stock, convertible
notes and promissory notes, and term loans, as well as proceeds
from the sale of its products and payments under strategic
collaboration and distribution agreements and government grants.
As of March 31, 2017, the Company's cash and cash equivalents
totaled $1.8 million, and it had additional $3.0 million of
restricted cash that it is contractually obligated to maintain in
accordance with its debt agreements. Unless Five Star Bank extends
its waiver of the applicable covenant, or the Company enters into
strategic agreements that include significant cash payments
upfront, significantly increase revenues from sales or raise
additional capital through the issuance of equity, the Company will
exceed the maximum debt-to-worth requirement under its promissory
note to them upon the expiration of the current waiver on Oct. 1,
2018. As of March 31, 2017, the Company had an accumulated deficit
of $242.3 million, and it estimates that it will continue to incur
losses, which will further increase its accumulated deficit.
"Based on this cash on hand and our expectation that it will
continue to incur significant operating losses, we do not have the
capital to finance operations for the next twelve months. These
circumstances raise substantial doubt about our ability to continue
as a going concern, which depends on our ability to obtain further
waivers of our covenants, enter into strategic agreements that
include significant cash payments upfront and/or raise additional
capital. There is no assurance that we will be able to obtain
waivers of our debt covenants or raise capital, or if we are able
to raise capital, that it will be on favorable terms. Adequate
funds for these and the other purposes may not be available to us
when needed or on acceptable terms, and we may need to raise
capital that may not be available on favorable or acceptable terms,
if at all. If we cannot raise money when needed, we may have to
reduce or slow sales and product development activities, further
reduce operating expenses and/or reduce capital investment."
"Since our inception, we have incurred significant net losses, and
we expect to incur additional losses related to the continued
development and expansion of our business. Our liquidity may be
negatively impacted as a result of slower than expected adoption of
our products. We have certain strategic collaboration and
distribution agreements under which we receive payments for the
achievement of certain testing validation, regulatory progress and
commercialization events. As of March 31, 2017, we had received an
aggregate of $3.9 million in payments under these agreements. In
addition, there will be an additional $0.3 million in payments due
on certain anniversaries of regulatory approval and an additional
$1.1 million in payments under these agreements that we could
potentially receive if the testing validation, regulatory progress
and commercialization events occur."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/vau5gi
About Marrone Bio
Marrone Bio makes bio-based pest management and plant health
products. Bio-based products are comprised of naturally occurring
microorganisms, such as bacteria and fungi, and plant extracts.
The Company's current products target the major markets that use
conventional chemical pesticides, including certain agricultural
and water markets, where the Company's bio-based products are used
as alternatives for, or mixed with, conventional chemical products.
The Company also targets new markets for which (i) there are no
available conventional chemical pesticides or (ii) the use of
conventional chemical pesticides may not be desirable or
permissible either because of health and environmental concerns
(including for organically certified crops) or because the
development of pest resistance has reduced the efficacy of
conventional chemical pesticides. All of the Company's current
products are approved by the United States Environmental Protection
Agency and registered as "biopesticides."
Marrone Bio reported a net loss of $31 million on $14 million total
revenues for the year ended Dec. 31, 2016, compared with a net loss
of $43.7 million on $9.8 million total revenue for the year ended
Dec. 31, 2015.
Ernst & Young LLP issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2016,
stating that the Company has incurred losses since inception, has a
net capital deficiency, and has additional capital needs that raise
substantial doubt about its ability to continue as a going concern.
MARSH SUPERMARKETS: Amended Notice of Committee Appointment Filed
-----------------------------------------------------------------
The Office of the U.S. Trustee on May 19 filed an amended notice of
appointment of official committee of unsecured creditors in the
Chapter 11 cases of Marsh Supermarkets Holding, LLC, and its
affiliates.
The amended notice indicated that the Committee was appointed for
the Chapter 11 cases of Marsh Supermarkets Holding, LLC. The
original notice of appointment indicated that the Committee was
appointed for the Chapter 11 of Marsh Supermarkets Holding, Inc.
The agency announced that these creditors were appointed to serve
on the committee:
(1) Central States, Southeast and
Southwest Areas Pension Fund
Attn: Brad Berliner
9377 West Higgins Road
Rosemont, IL 60018
Phone: 847-939-2478
Fax: 847-518-9797
(2) Supervalu, Inc.
Attn: Bruce Besanko
11840 Valley View Road
Eden Prairie, MN 55344
Phone: 952-828-4082
Fax: 952-906-6510
(3) AmerisourceBergen Drug Company
Attn: Chris Fleming
225 Washington Street
Conshohocken, PA 19428
Phone: 610-727-7161
(4) Yorktown Grocery Management, LLC
Attn: Dee Headley
Cushman & Wakefield as Receiver
One American Square, Suite 1300
Indianapolis, IN 46282
Phone: 317-236-6433
(5) Donya Partners
Attn: Safaa Elnaggar
18 Royal Vale Dr.
Oakbrook, IL 60523
Phone: 630-309-3006
Fax: 630-734-3006
(6) PepsiCo, Inc.
Attn: W. Conrad Ragan
1100 Reynolds Blvd.
Winston-Salem, NC 27105
Phone: 336-896-5699
Fax: 336-896-6003
(7) Pension Benefit Guaranty Corporation
Attn: Cassandra Guichard
1200 K. Street, NW
Washington, DC 20005
Phone: 202-326-4000 Ext. 4923
Fax: 202-326-4112
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 Marsh Supermarkets
Headquartered in Indianapolis, Indiana, Marsh Supermarkets --
http://www.marsh.net-- is an independent grocery retailer with the
substantial majority of their stores operating under the Marsh
Supermarkets banner, and a handful of stores operate as O'Malia
Food Markets. The stores are primarily operated through debtors
Marsh Supermarkets Company, LLC, Marsh Supermarkets, LLC and
O'Malia Food Markets, LLC. Marsh Supermarkets was publicly traded
until May 2006, when it was acquired by affiliates of Sun Capital
Partners IV, LP and certain independent investors.
Marsh Supermarkets Holding, LLC, and its affiliates filed Chapter
11 petitions (Bankr. D. Del. Case Nos. 17-11066 through 17-11081)
on May 11, 2017. The petitions were signed by Lee A. Diercks of
Clear Thinking Group LLC, chief restructuring officer. Judge
Brendan Linehan Shannon presides over the cases.
At the time of filing, Marsh Supermarkets Holding estimated less
than $50,000 in assets and $50 million to $100 million in debt. As
of the petition date, the Debtors operate a total of 60 stores in
Indiana and Ohio, and have a workforce of approximately 4,400
employees.
The Debtors tapped Shane M. Reil, Esq., Robert S. Brady, Esq.,
Michael R. Nestor, Esq., Robert F. Poppiti, Jr., Esq., and Ashley
E. Jacobs, Esq. at Young Conaway Stargatt & Taylor, LLP as counsel;
Clear Thinking Group as restructuring advisors; Peter J.
Solomon Company as investment banking advisor; and Prime Clerk
LLC as claims and noticing agent.
No official committee has been appointed and no request has been
made for the appointment of a trustee or examiner.
MCGEE TRUCKING: Hires Klein & Sheridan as Attorney
--------------------------------------------------
McGee Trucking, LLC seeks authorization from the U.S. Bankruptcy
Court for the Southern District of West Virginia to employ Klein &
Sheridan, LC as attorney.
The Debtor requires Klein & Sheridan to render all matters arising
under the Bankruptcy Code and the petition filed by the Debtor.
The Debtor will compensate Klein & Sheridan at $250 per hour.
Megan A. Patrick, Esq., of Klein & Sheridan, LC , 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.
Klein & Sheridan may be reached at:
Megan A. Patrick, Esq.
Klein & Sheridan, LC
3566 Teays Valley Road
Hurricane, WV 25526
Tel: (304) 526-7111
E-mail: mpatrick@kswvlaw.com
About McGee Trucking LLC
McGee Trucking LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. W.Va. Case No. 17-30185) on April 24,
2017. At the time of the filing, the Debtor estimated assets of
less than $100,000 and liabilities of less than $500,000.
MEDEX TRANSPORTATION: Wants to Use Cash Collateral
--------------------------------------------------
Medex Transportation Services, Inc., asks the U.S. Bankruptcy Court
for the Southern District of Texas for authorization to use cash
collateral.
The Debtor's business includes liens on real and personal and
intangible property which are subject to security interests and
liens granted by Debtor to various creditors including Ford Motor
Credit Company, Ally Financial, Chrysler Capital, Lone Star
National Bank and Internal Revenue Service.
The proceeds of the trucks and vans generated in the ordinary
course of business constitute cash collateral. In the course of
its operations, Debtor is continuing operations and collecting
profits on a daily basis.
The Debtor has no source of income other than from the continued
operations and collection of accounts receivable. If the Debtor is
not permitted to use proceeds, it will have to close down
operations without paying employees, and without replacing any
trucks, vans, medical equipment or paying any expenses. The
expenses include, but are not limited to employee salaries, payroll
taxes, maintenance, vehicle expenses, telecommunications, and other
administrative expenses.
In the event Debtor is authorized to use cash collateral, lien
holders are adequately protected by the value of the trucks and
vans. The Debtor will provide continuing post-petition liens to
the lienholders to the extent the lienholders have valid
pre-petition security interests in the cash collateral.
A copy of the budget is available at:
http://bankrupt.com/misc/txsb17-70151-16.pdf
About Medex Transportation
Medex Transportation Services, Inc., is a privately held company in
Mcallen, Texas, providing ambulance services.
Medex sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Tex. Case No. 17-70151) on April 20, 2017. The
petition was signed by Jose Luis
Yruegas, president. The Debtor estimated assets of $1 million to
$10 million and liabilities of $500,000 to $1 million.
The case is assigned to Judge Eduardo V. Rodriguez.
Antonio Villeda, Esq., of Villeda Law Group, serves as the
Debtor's
legal counsel.
MMX SUDESTE: Administrator Seeks U.S. Recognition of Brazil Case
----------------------------------------------------------------
The administrator of Brazilian company MMX Sudeste Mineracao S.A.
filed a Chapter 15 petition for the company in the U.S. to seek
U.S. recognition of its court-approved reorganization pending in
Brazilian court.
The court-appointed administrator of MMX is currently conducting an
investigation into possible wrongdoings by controlling shareholders
and manager of the Debtor over a failed expansion project that
forced the company to run out of cash.
"[T]he Debtor was part of a larger scheme involving the EBX Group
to defraud investors in connection with the Expansion Project. As
judicial administrator, I need to conduct an analysis of the Debtor
and its related entities, to understand the activities related to
the Expansion Project that led to the filing of the Brazilian
Proceeding. In particular, I need to investigate the business,
affairs, and worldwide dealings of the Debtor's principals and
other relevant related companies to, among other things,
reconstruct their affairs in relation to the Debtor, the Expansion
Project, and the resulting Brazilian Proceeding," Bernardo Bicalho
Alvarenga Mendes, the judicial administrator, explains.
"Additionally, I have learned through other investigations that
assets of the Debtor may be concealed in foreign tax havens by
using names of the relatives of the Debtor's principals and
offshore entities. As a result, I need to investigate the nature
and extent of any activities undertaken in the United States that
may be related to the Debtor and the assets of the Debtor. Also. I
need to investigate the possibility that assets in the United
States may have been acquired using funds belonging to the
Debtor."
"Thereafter, I would hope to make recoveries to the extent
possible, including by filing proceedings and asserting such
proprietary claims as may be available to me in the United States.
I may also bring claims against any third parties that are subject
to suit and may have damaged or owe money to the Debtor in the
U.S., which may be subject for tracing claims."
A hearing will be held on June 8, 2017, at 2:30 pm., at C. Clyde
Atkins U.S. Courthouse, Courtroom 4, in Miami, Florida, on the
verified petition for recognition of the foreign proceeding.
Expansion Project
Incorporated in 2005, MMX Sudeste is in the business of extracting
iron ore from mining units located in the metropolitan region of
Belo Horizonte, known as the most prominent mining zone in Brazil.
The Debtor holds mining rights in these mining units until the year
2034 pursuant to leasing agreements entered into with Companhia de
Mineracao Serra das Farofas (CEFAR).
Since its inception, the Debtor had a sizable mining operation with
the capacity to produce approximately l0.8 million tons of iron ore
per year. Further, the Debtor also owned ore extraction rights in
Chile and in Bom Sucesso, in the state of Minas Gerais, Brazil.
The iron ore extracted by the Debtor is used in the production of
steel.
The Debtor is owned and controlled by Bike Furkhen Batista
("Batista"), who directly holds 0.0 l % ownership in the Debtor,
and through his indirect control of MMX Mineracao e Metalicos S.A.
("Mineracao"), holds an additional 99.99% ownership in the Debtor.
Mineracao is publicly traded in the Brazilian stock market and
routinely used the Debtor's information in its investment
materials.
In 2008, the Debtor sought to expand its production to 40 million
tons of iron ore per year. Its main strategy to attain that goal
was the expansion of the Serra Azul Unit iron ore production,
located in the State of Minas Gerais, Brazil. The Debtor also
sought to operate the Pau de Vinho mine, which the Debtor predicted
would produce approximately an additional eight million tons per
year. The expansion plan also included the construction of
ore-pipelines, ports and railways to provide the necessary
infrastructure to accommodate such production expansion, all of
which required licensing, among other things. The new processing
plant was projected to be Operating by 2014, with an estimated
production of approximately 29 million tons of iron ore per year.
In total, the Debtor disclosed a business plan expecting to yield a
yearly production of 36 million tons of iron ore.
The Expansion Project, according to the Administrator, ultimately
failed to meet expectations. Rather than producing the projected
36 million tons of iron ore per year, the Debtor produced only 8
million tons. Further, the Debtor was subject to substantial fines
due to breaches of distribution and logistics contracts. The
foregoing required the Debtor to revalue assets, undertake
significant write-offs, and seek further investments.
The Debtor continued to suffer due to a lack of liquidity and the
Debtor ultimately ran out of cash and funding.
Brazilian Proceeding
On Oct. 16, 2014, MMX Sudeste filed a petition with the First
Business Court of the Judicial District of Belo Horizonte -- Minas
Gerais for an order authorizing the reorganization of the Debtor
under the applicable Brazilian law.
On Oct. 22, 2014, the Brazilian Court entered a judgment approving
the application for reorganization of the Debtor. Pursuant to the
judgment, Bernardo Bicalho Alvarenga Mendes was appointed as
"judicial administrator" of the Debtor.
The Debtor filed the Brazilian Proceeding in 2014 in an effort to
continue its Expansion Project. Notwithstanding its economic
difficulties, in its reorganization request, the Debtor painted a
favorable future with regard to the Expansion Project based on its
claimed viability and promise. The Debtor represented that the
Expansion Project would create about 3,000 jobs in addition to tax
revenue of R$40 million Reais per year.
During his initial investigations, the Administrator discovered
information that suggested the wrongdoing as to assets of the
Debtor in benefit of its shareholders, directors, officers, and
other members of its governing body, in furtherance of which he
sought and obtained court approval to put together an investigatory
team. Additional investigations under Mr. Mendes' supervision
revealed that the corporate form of the Debtor was ignored in the
ordinary course of the Debtor's activities and that the Debtor's
shortage of credit, which led to the Brazilian Proceeding. was the
direct result of the wrongdoings committed by the Debtor's
controlling shareholders, managers and other related entities.
Consequently, the Administrator filed a Request to Pierce the
Corporate Veil and Damages with Request for Urgent Provisional
Relief (the "Piercing Motion"). The Brazilian court granted the
motion finding, among other things, that the controlling
shareholders of the Debtor ignored the corporate formality of the
Debtor by producing artificially inflated accounting and financial
statements of the Debtor, thereby contributing to the ultimate need
for reorganization.
About MMX Sudeste Mineracao
Brazilian company MMX Sudeste Mineracao S.A. is engaged in the
extraction and sale of iron ore. It was founded in 2005 and owns
mines in Minas Gerais and Mato Grosso do Sul States. MMX has an
installed capacity to produce about 7 million metric tons of iron
ore per year in its two systems: the Southeast System and the
Corumba System. In February 2011, MMX acquired the mining rights
for the Pau de Vinho Mine, which belongs to Mineracao Usiminas, for
30 years. The mine is located in the area adjacent to the Serra
Azul Unit, which greatly facilitates its operation.
The administrator of MMX Sudeste Mineracao S.A., filed a Chapter 15
bankruptcy petition (Bankr. S.D. Fla. Case No. 17-16113) on May 15,
2017, to seek U.S. recognition of its proceedings before Brazil's
First Business Court of Belo Horizonte (Case No.
0024.14.298.866-6).
Bernardo Bicalho Alvarenga Mendes, the duly appointed judicial
administrator in the Brazilian case, was appointed foreign
representative authorized to sign the Chapter 15 petition.
Annette C Escobar, Esq., and Gregory S. Grossman, Esq., at Sequor
Law, P.A., is U.S. counsel to the Administrator.
NAPOLEON ART: U.S. Trustee Forms 5-Member Committee
---------------------------------------------------
The U.S. Trustee for Region 2 on May 19 appointed five creditors to
serve on the official committee of unsecured creditors in the
Chapter 11 case of Napoleon Art & Productions, Inc.
The committee members are:
(1) Jack Jushi-Powell
210 Clinton Ave, Apt 1D
Brooklyn, NY 11205
Tel: (347) 714-4184
(2) Mark C. Miller
Famous Frames, Inc.
5839 Green Valley Circle, # 104
Culver City, CA 90230
Tel: (310) 642-2721
(3) Zach Hyer
3215 30th Street, Apt B24
Astoria, NY 11106
Tel: (518) 965-3388
(4) Eric M. Watts
15 E. Wall Street
Bethlehem, PA 18018
Tel: (610) 868-8767
(5) Nathan Scholtens
238 Lafayette Ave, # 2
Brooklyn, NY 11238
Tel: (917) 349-6921
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 Napoleon Art & Productions
Based in New York, Napoleon Art & Productions Inc. operates a
production company that makes commercials and handles all aspects
of production.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 17-10990) on April 11, 2017. The
petition was signed by Marty Napoleon, president. At the time of
the filing, the Debtor estimated its assets and debts at $1 million
to $10 million.
The case is assigned to Judge Martin Glenn.
No trustee or examiner has been appointed in the Debtor's case.
NET ELEMENT: Incurs $2.53 Million Net Loss in First Quarter
-----------------------------------------------------------
Net Element, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.53 million on $13.56 million of total revenues for the three
months ended March 31, 2017, compared to a net loss of $1.88
million on $11.26 million of total revenues for the three months
ended March 31, 2016.
As of March 31, 2017, Net Element had $22.98 million in total
assets, $19.53 million in total liabilities, and $3.45 million in
total stockholders' equity.
Recent highlights:
* Unified Payments launched Multi Currency Processing (MCP) to
allow online merchants to price their goods and services in
over 90 local currencies and expand their global reach
* Digital Provider expanded its Direct Carrier Billing (DCB)
services to Poland and Turkey integrating its proprietary
Trinity Platform with all major operators in the region such
as T-Mobile and Orange, allowing access to 113.5 million
mobile users in these markets
* Unified Payments announced comprehensive Point-of-Sale (POS)
program during its 2017 launch series at the annual Northeast
Acquirers Association (NEAA) conference in Boston,
Massachusetts
* PayOnline launched Apple Pay support in Russia
* Unified Payments launched payment acceptance for ReservHotel,
a leading provider of travel distribution and booking
solutions for hotels worldwide
* Digital Provider announced partnership programs targeting
content providers, mobile network operators and mobile
application developers at GSMA Mobile World Congress 2017 in
Barcelona, Spain
* PayOnline launched Instant Credit, an innovative microcredit
solution available to online consumers that can help increase
conversion rates and merchants' revenues
* PayOnline launched payment acceptance for Sutochno.ru, the
leading C2C short-term accommodation booking service in
Russia
"The first quarter of the year is one of the slowest quarters of
the year for processing and we remain focused on continued growth
and innovation to differentiate our product offerings and provide
superior products and services to our expanding customer base,"
commented Oleg Firer, CEO of Net Element. "We are undertaking
several strategic changes in the mobile solutions segment, which
should yield results in the third-quarter of this year."
"We currently believe that we will require an additional $4.8
million to finance continuing operations as currently conducted
over the next 12 months," the Company stated in the Form 10-Q
filing. "In addition, we have a payment obligation of
approximately $1.8 million associated with our PayOnline
acquisition. These conditions raise substantial doubt about our
ability to continue as a going concern.
"Additional funds may be raised through debt financing and/or the
issuance of equity securities, there being no assurance that any
type of financing on terms satisfactory to us will be available or
otherwise occur. Debt financing must be repaid regardless of
whether we generate revenues or cash flows from operations and may
be secured by substantially all of our assets. Any equity
financing or debt financing that requires the issuance of equity
securities or warrants to the lender would cause the percentage
ownership by our current stockholders to be diluted, which dilution
may be substantial. Also, any additional equity securities issued
may have rights, preferences or privileges senior to those of
existing stockholders. If such financings are not available when
required or are not available on acceptable terms, we may be unable
to implement our business plans or take advantage of business
opportunities, any of which could have a material adverse effect on
our business, financial condition, results of operations and/or
prospects and may ultimately require us to suspend or cease
operations, which could cause investors to lose the entire amount
of their investment."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/Vu6Spf
About Net Element
Miami, Fla.-based Net Element International, Inc., formerly Net
Element, Inc., currently operates several online media Web sites in
the film, auto racing and emerging music talent markets.
Net Element reported a net loss of $13.61 million on $54.28 million
of total revenues for the 12 months ended Dec. 31, 2016, compared
to a net loss of $13.32 million on $40.23 million of total revenues
for the 12 months ended Dec. 31, 2015.
Daszkal Bolton LLP's report on the Company's consolidated financial
statements for the year ended Dec. 31, 2016, contains an
explanatory paragraph expressing substantial doubt as to the
Company's ability to continue as a going concern. The independent
auditors stated that the Company's recurring losses from operations
and working capital and accumulated deficits raise substantial
doubt about its ability to continue as a going concern.
NORTH PHILADELPHIA: Has Final Nod to Use Cash Collateral
--------------------------------------------------------
The Hon. Magdeline D. Coleman of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania has entered a final order
authorizing North Philadelphia Health System's use of cash
collateral.
The Debtor requires use of the Patient Revenues (which include all
funds received on account of patient care associated with former
residents of Norristown State Hospital), the distribution and the
escrow, as well as any proceeds thereof, in which the secured
parties may assert liens and security interests in order to
preserve the value of its business and assets and to avoid
immediate and irreparable harm to the Debtor's estate and to meet
its operating obligations. If the Debtor is unable to pay amounts
that come due, it will not be able to continue to operate and
provide much needed services to the citizens of Philadelphia.
The Debtor has an immediate need to use Cash Collateral to, among
other things, fund its obligations and pay other operating expenses
that come due.
The Debtor may use any of the proceeds of the Charles English Trust
in its possession, as all issues involving the Charles English
Trust have been resolved pursuant to the terms of the DIP court
order or prior agreement of the parties.
On May 5, 2017, the Debtor closed on its DIP financing.
A copy of the final court order is available at:
http://bankrupt.com/misc/paeb16-18931-371.pdf
About North Philadelphia Health System
North Philadelphia Health System, a Pennsylvania non-profit,
non-stock, non-member corporation, operates the Girard Medical
Center, a state-licensed 65-person private psychiatric hospital,
and the Goldman Clinic, a medically assisted treatment center
located Philadelphia, Pennsylvania.
North Philadelphia Health System sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 16-18931) on
Dec. 30, 2016. The petition was signed by George Walmsley III,
president & CEO. The Debtor estimated assets and liabilities at
$10 million to $50 million.
The case is assigned to Judge Magdeline D. Coleman.
The Debtor have hired Dilworth Paxson LLP as counsel and Buzby &
Kutzler, Attorneys at Law as special counsel.
The Office of the U.S. Trustee has appointed four creditors of
North Philadelphia Health System to serve on the official
committee of unsecured creditors.
NUVERRA ENVIRONMENTAL: U.S. Trustee Forms 3-Member Committee
------------------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, on May 19 appointed
three creditors to serve on the official committee of unsecured
creditors in the Chapter 11 case of Nuverra Environmental
Solutions, Inc.
The committee members are:
(1) Wilmington Trust Company, N.A.
as Indenture Trustee
Attn: Rita Marie Ritrovato
1100 North Market Street, 5th Floor
Wilmington, DE 19890
Phone: 302-636-5137
Fax: 302-636-4140
(2) SG Aurora Master Fund L.P.
c/o S. Goldman Asset Management, LLC
Attn: Sheldon Goldman
825 Third Avenue, 34th Floor
New York, NY 10022
Phone: 212-404-5740
(3) 9zs LLC
Attn: Pat Zavoral and John Zavoral
210 11th Street
Fargo, ND 58102
Phone: 701-799-4766
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 Nuverra Environmental Solutions
Nuverra Environmental Solutions, Inc. (OTCQB: NESC) provides
environmental solutions to customers focused on the development and
ongoing production of oil and natural gas from shale formations.
The Scottsdale, Arizona-based Company operates in shale basins
where customer exploration and production activities are
predominantly focused on shale and natural gas.
Nuverra Environmental Solutions, Inc., and its affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-10949) on
May 1, 2017.
As of March 31, 2017, Nuverra had $342.6 million in total assets
and $534.5 million in total liabilities.
The Hon. Kevin J. Carey is the case judge.
Shearman & Sterling LLP serves as bankruptcy counsel to the
Debtors, with the engagement led by Fredric Sosnick, Esq., Sara
Coelho, Esq., and Stephen M. Blank, Esq.
The Debtor hired Young Conaway Stargatt & Taylor, LLP as local
bankruptcy co-counsel; AP Services, LLC as restructuring advisor;
Lazard Freres & Co. LLC and Lazard Middle Market LLC as investment
banker; and Prime Clerk LLC as claims and noticing agent.
OAKRIDGE HOLDINGS: Case Summary & Largest Unsecured Creditors
-------------------------------------------------------------
Affiliated debtors that filed separate Chapter 11 bankruptcy
petitions:
Debtor Case No.
------ --------
Oakridge Holdings, Inc. 17-31669
3255 Sibley Memorial Hwy
St Paul, MN 55121
Tel: 651-454-5143
Stinar HG, Inc. 17-31670
dba Stinar Corporation
3255 Sibley Memorial Hwy
St Paul, MN 55121
Tel: 651 454 5143
Business Description: Oakridge Holdings, Inc. is the parent of
of a manufacturer of aviation ground support
equipment. On June 29, 1998, the Company
acquired all of the assets of Stinar
Corporation, a Minnesota corporation.
Stinar is a global manufacturer of ground
support equipment for the aviation industry
which is used for servicing, loading, and
maintaining all types of aircraft for both
commercial and government aviation companies
and airports.
Web site:
http://www.oakridgeholdingsinc.com/
Chapter 11 Petition Date: May 22, 2017
Court: United States Bankruptcy Court
District of Minnesota (St Paul)
Judge: Hon. Kathleen H Sanberg
Debtors' Counsel: Kenneth Edstrom, Esq.,
SAPIENTIA LAW GROUP
120 South 6th Street, Suite 100
Minneapolis, MN 55402
Tel: 612-756-7108
Email: kene@sapientialaw.com
Total Total
Assets Liabilities
---------- -----------
Oakridge Holdings $990,237 $2.17M
Stinar HG, Inc. $8.22M $2.91M
The petition was signed by Robert C. Harvey, CEO & president.
A list of Oakridge Holdings's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/mnb17-31669.pdf
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mnb17-31670.pdf
OLIVE BRANCH: Seeks Permission to Use Cash Collateral Until July 31
-------------------------------------------------------------------
Olive Branch Real Estate Development LLC seeks authorization from
the U.S. Bankruptcy Court for the District of New Hampshire for the
continued use of cash collateral in the ordinary course of business
for the period June 1, 2017 through July 31, 2017.
The Debtor believes that Louis A. Porrazzo and James Bascom hold a
first priority lien on the prepetition cash collateral,
particularly, the real estate at 832 Route 3, Holderness, New
Hampshire. Thus, the Debtor has no cash with which to operate
other than cash collateral. The Debtor asserts that access to cash
is necessary to pay operating expenses and payments, and monthly
mortgage payments.
The Debtor needs the use of the cash collateral from the rent
received to pay its postpetition obligations. Pursuant to its
60-day operating budget which sets forth, among other things, the
Debtor's estimated cash receipts and cash disbursements for the
period June 1, 2017 through July 31, 2017 as to its Holderness
property.
As shown in its budget, the Debtor projects that it will generate
$800 in income from rent from June, 2017 and $800 in income from
rent from July, 2017. The budget also shows total cash paid out in
the aggregate sum of $3,300 for June 2017 and $3,300 for July
2017.
Accordingly, the Debtor requests authorization to use the income
generated from its rent for the months of June and July 2017 as
cash collateral for monthly mortgage and expenses through July 31,
2017. The Debtor submits that its principal will contribute funds
to pay the remaining projected monthly bills for property.
The Debtor proposes to grant each of the secured co-lenders, Mr.
Porrazzo and Mr. Bascom, a replacement lien on the estate's
postpetition accounts receivable and the cash proceeds, which will
have the same priority, validity, and enforceability as such
existing lien on the prepetition cash collateral, but will only be
recognized to the extent of the diminution in value of the
prepetition cash collateral resulting from the Debtor's use of cash
collateral during the budget period.
The Debtor has filed its Chapter 11 Plan of Reorganization and
Disclosure Statement. The hearing on the adequacy of the
Disclosure Statement has taken place and a plan confirmation
hearing is currently scheduled for July 12, 2017
A full-text copy of the Debtor's Motion, dated May 18, 2017, is
available at https://is.gd/7uX3Ht
A copy of the Debtor's Budget is available at https://is.gd/lAjrkI
About Olive Branch Real Estate Development
Olive Branch Real Estate Development, LLC, is a real estate
development company with a principal address of 832 Route 3, Unit
#1, Holderness, New Hampshire. It is owned and operated by Gerard
M. Healey. The business has been in operation since 2011.
Olive Branch Real Estate Development filed a Chapter 11 petition
(Bankr. D.N.H. Case No. 16-11444) on Oct. 13, 2016. The petition
was signed by Gerard M. Healey, managing member. At the time of
filing, the Debtor estimated assets of less than $50,000 and
estimated liabilities of less than $500,000.
The Debtor is represented by S. William Dahar II, Esq., at Victor
W. Dahar, P.A.
On March 30, 2017, the Debtor filed a disclosure statement and
proposed Chapter 11 plan of reorganization.
OLYMPIA OFFICE: Hires Kidder Mathews as Real Estate Broker
----------------------------------------------------------
Olympia Office LLC, et al., seek permission from the U.S.
Bankruptcy Court for the Eastern District of New York to employ
Kidder Mathews as real estate broker to the Debtors and
Debtors-in-Possession.
The Debtors own the real properties known as and located at: (a)
5000 Capital Boulevard Southeast, Tumwater, Washington 98502; (b)
640 Woodland Square Loop Southeast, Lacey, Washington 98503; (c)
637 Woodland Square Loop Southeast, Lacey, Washington 98503; (d)
629 Woodland Square Loop Southeast, Lacey, Washington 98503; (e)
4565 7th Avenue Southeast, Lacey, Washington 98503; (f) 645
Woodland Square Loop Southeast, Lacey, Washington 98503; (g) 805
South Mission Street, Wenatchee, Washington 98801; and (h) 8830
25th Avenue Southwest, Seattle, Washington 98106.
The Debtors require Kidder to market and sell the Properties.
Kidder will be compensated in the form of a commission of 1.5% of
the purchase price of the Properties, whether the Properties are
sold individually or in bulk.
Kidder will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Evan Parker, vice president and partner of Kidder Mathews, 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.
Kidder may be reached at:
Evan Parker
Kidder Mathews
1559 Irving Street SW, Suite 200
Olympia, WA 98512
Tel: (360) 705-0174
Fax: (360) 705-9860
E-mail: eparker@kiddermathews.com
About Olympia Office
Olympia Office LLC, based in Cedarhurst, NY, filed a Chapter 11
petition (Bankr. E.D.N.Y. Case No. 16-74892) on Oct. 20, 2016. The
petition was signed by Sung II Han, vice president. The Hon. Alan
S Trust presides over the case. In its petition, the Debtor
estimated $10 million to $50 million in both assets and
liabilities.
The affiliates of Olympia Office LLC: WA Portfolio LLC; Mariners
Portfolio LLC; and Seahawk Portfolio LLC filed separate Chapter 11
bankruptcy petitions (Bankr. E.D.N.Y. Case Nos. 16-75515, 16-75516
and 16-75517, respectively) on Nov. 28, 2016. At the time of
filing, each of the debtor-affiliates had $10 million to $50
million in estimated assets and $50 million to $100 million in
estimated liabilities.
The Debtors are represented by Jordan Pilevsky, Esq., at Lamonica
Herbst & Maniscalco LLP. The Debtors employ Mike Livingston and
Kiemle & Hagood Company as real estate broker.
An official committee of unsecured creditors has not been appointed
in the Chapter 11 case.
ONCOBIOLOGICS INC: Incurs $8.04 Million Net Loss in 2nd Quarter
---------------------------------------------------------------
Oncobiologics, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $8.04 million on $303,141 of collaboration revenues for the
three months ended March 31, 2017, compared with a net loss of
$3.54 million on $994,894 of collaboration revenues for the three
months ended March 31, 2016.
For the six months ended March 31, 2017, the Company reported a net
loss of $27.14 million on $606,281 of collaboration revenues
compared to a net loss of $20.40 million on $1.98 million of
collaboration revenues for the same period during the prior year.
As of March 31, 2017, the Company had $17.46 million in total
assets, $44.31 million in total liabilities, and a total
stockholders' deficit of $26.85 million.
The Company has incurred substantial losses and negative cash flows
from operations since its inception and has an accumulated deficit
of $174.5 million as of March 31, 2017. The Company has
substantial indebtedness that includes $10.0 million of senior
secured notes due in December 2017 and $4.6 million in notes
payable to stockholders that are payable on demand. There can be
no assurance that the holders of the stockholder notes will not
exercise their right to demand repayment. These factors raise
substantial doubt about the Company's ability to continue as a
going concern.
The Company anticipates incurring additional losses until such
time, if ever, that it can generate significant sales of its
products currently in development. Management believes that the
Company's existing cash of $0.1 million as of March 31, 2017, and
the $3.5 million of cash proceeds in April 2017 from the issuance
of additional senior secured notes and warrants will be sufficient
to fund its operations through May 2017. Substantial additional
financing will be needed by the Company to fund its operations and
to commercially develop its product candidates. Management is
currently evaluating different strategies to obtain the required
funding for future operations. These strategies may include, but
are not limited to: payments from current and potential new
strategic research and development, licensing and/or marketing
arrangements with pharmaceutical companies, private placements of
equity and/or debt, public offerings of equity and/or debt
securities, generating revenue by using the capabilities of its
BioSymphony platform to provide development and manufacturing
services for a fee to other pharmaceutical companies developing
mAbs, the potential disposition of some of its assets, and
exploring additional cost reduction opportunities.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/JK2EdE
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.
OVERTON & OGBURN: Hearing on Disclosures Approval Set for July 13
-----------------------------------------------------------------
The Hon. David E. Rice of the U.S. Bankruptcy Court for the
District of Maryland has scheduled for July 13, 2017, at 11:00 a.m.
the hearing to consider the approval of Overton & Ogburn
Associates, Inc.'s disclosure statement dated May 11, 2017,
referring to the Debtor's Chapter 11 plan.
June 19, 2017, is the last day for filing objections to the
Disclosure Statement.
About Overton & Ogburn Associates
Overton & Ogburn Associates, Inc., is a Maryland Corporation formed
in 1976 with its principal office at 4626 Annapolis Road,
Bladensburg, Maryland 20781. It is owned by John A. Overton. It
is licensed to handle construction projects in the Commonwealth of
Virginia and also owns a parcel of real property, commonly known as
909 Baltimore Boulevard, Westminster, Carroll County, Maryland
21157, improved by an office building.
Overton & Ogburn Associates filed a Chapter 11 petition (Bankr. D.
Md. Case No. 16-14029) on March 29, 2016. The petition was signed
by John Overton Jr., president. The case is assigned to Judge
David E. Rice. At the time of filing, the Debtor had both assets
and liabilities estimated at $1 million to $10 million.
The Debtor engaged Alan M. Grochal, Esq., at Tydings & Rosenberg,
LLP, as counsel. The Debtor has retained Lee & Associates
Chesapeake Region, LLC as sales and leasing agent.
PLASTIC2OIL INC: Incurs $403,000 Net Loss for First Quarter
-----------------------------------------------------------
Plastic2Oil, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $403,306 for the three months ended March 31, 2017, compared to
a net loss of $669,550 for the same period during the prior year.
For the three months ended March 31, 2017, and 2016 the Company had
no revenue. The company's processors were idle for all of 2016 and
remained idle during the three months ended March 31, 2017.
As of March 31, 2017, Plastic2Oil had $2.04 million in total
assets, $12.96 million in total liabilities and a total
stockholders' deficit of $10.92 million.
"We do not have sufficient cash to operate our business which has
forced us to suspend our operations until such time as we receive a
capital infusion or cash advances on the sale of our processors. We
intend to source additional capital through the sale of our equity
and debt securities and other financing methods. We plan to use
the cash proceeds from any financing to complete the repairs on
Processors #3 to resume production of fuels for pilot runs and
customer demonstrations. At March 31, 2017, we had a cash balance
of $151,257. Our principal sources of liquidity in 2017 and 2016
were the proceeds from the sales of the property located at 1783
Allanport Road, Thorold, Ontario Canada and related party
short-term loans from our chief executive officer and issuance of
secured promissory notes, respectively.
"...[O]ur processors are currently idle and, thus, we are not
producing fuel or generating fuel sales or processor sales. Our
current cash levels are not sufficient to enable us to make the
required repairs to our processors or to execute our business
strategy as described in this Report. As a result, we intend to
seek significant additional capital through the sale of our equity
and debt securities and other financing methods to enable us to
make the repairs, to meet ongoing operating costs and reduce
existing liabilities. We also intend to seek cash advances or
deposits under any new processor sale agreements and/or related
technology licenses. Management currently anticipates that the
processors will remain idle until the company can raise additional
capital. Due to the many factors and uncertainties involved in
capital markets transactions, there can be no assurance that we
will raise sufficient capital to allow us to resume operations in
2017, or at all. In the interim, we anticipate that our level of
operations will continue to be nominal, although we plan to
continue to market our P2O processors with the intention of making
P2O processor sales and technology licenses.
"Our limited capital resources, lack of Revenue and recurring
losses from operations raise substantial doubt about our ability to
continue as a going concern and may adversely affect our ability to
raise additional capital."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/ZPy0hO
About Plastic2Oil
Plastic2Oil, Inc., formerly JBI Inc., is a North American fuel
company that transforms unsorted, unwashed waste plastic into
ultra-clean, ultra-low sulphur fuel without the need for
refinement. The Company's Plastic2Oil (P2O) is a process designed
to provide immediate economic benefit for industry, communities
and government organizations with waste plastic recycling
challenges. It is also focused on the creation of green
employment opportunities and a reduction in the cost of plastic
recycling programs for municipalities and business. The Company's
fuel products include No. 6 Fuel, No. 2 Fuel (diesel, petroleum
distillate), Naphtha, Petcoke (carbon black) and Off-Gases. No. 6
Fuel is heavy fuel used in industrial boilers and ships. No. 2
Fuel is a mid-range fuel known as furnace oil or diesel. Naphtha
is a light fuel that is used as a cut feedstock for ethanol or as
white gasoline in high and regular grade road certified fuels.
Plastic2Oil reported a net loss of $5.70 million on $21,950 of
total sales for the year ended Dec. 31, 2016, compared to a net
loss of $4.32 million on $16,728 of total sales for the year ended
Dec. 31, 2015.
D. Brooks and Associates CPA's, P.A., in West Palm 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 negative cash flows from operations
since inception, has net losses from continuing operations, and has
a working capital deficit and an accumulated deficit. These
factors raise substantial doubt about the Company's ability to
continue as a going concern and to operate in the normal course of
business. The Company has funded its activities to date almost
exclusively from equity financings, loans form related party and
issuance of secured long-term debt.
PM HOLDINGS: Hires Hoff Law as Bankruptcy Counsel
-------------------------------------------------
PM Holdings, LLC, seeks authority from the U.S. Bankruptcy Court
for the Southern District of Texas to employ Hoff Law Offices,
P.C., as bankruptcy counsel to the Debtor.
PM Holdings requires Hoff Law to represent the Debtor in the
Chapter 11 bankruptcy proceedings.
Hoff Law will be paid at the hourly rate of $300.
Hoff Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jessica L. Hoff, partner of Hoff Law Offices, P.C., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Hoff Law can be reached at:
Jessica L. Hoff, Esq.
HOFF LAW OFFICES, P.C.
14 Inverness Drive East, Suite H-236
Englewood, CO 80112
Tel: (303) 803-4438
Fax: (303) 648-4478
E-mail: jhoff@hofflawoffices.com
About PM Holdings, LLC
PM Holdings, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 17-32327) on April 16,
2017, disclosing under $1 million in both assets and liabilities.
The petition was signed by David Piper, owner. The Debtor is
represented by Jessica L. Hoff, Esq., at of Hoff Law Offices, P.C.
PRECISE CORPORATE: Hires J&J Commercial as Real Estate Broker
-------------------------------------------------------------
Precise Corporate Staging, LLC, et al., seek permission from the
U.S. Bankruptcy Court for the District of Arizona to employ J&J
Commercial Properties Inc., as real estate broker.
The Debtor owns a real property located at 1530 W. 10th Place,
Temple, AZ 85281.
The Property is the location where the Debtors house their
equipment for their audio, lighting, and visual business. The
Debtors further conduct general business from the Property.
The Debtors require J&J Commercial to market and sell the Property
to satisfy the liens of JP Morgan Chase and the Maricopa County
Treasurer.
J&J Commercial will be paid 6% of the gross selling price of the
Property.
Leroy Breinholt, broker at J&J Commercial Properties 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 does not
represent any interest adverse to the Debtors and their estates.
J&J Commercial may be reached at:
Leroy Breinholt
J&J Commercial Properties Inc.
2323 W. University Drive
Temple, AZ 85281
Tel: (480) 966-2301
About Precise Corporate
Precise Corporate Staging LLC, Dedicated Staging, LLC, and DavMar
Investments, LLC, collectively own and manage an audio/visual
staging business that coordinates and provides lighting, audio, and
visual for conferences, concerts, and similar events in Arizona and
across the United States.
The Debtors filed voluntary petitions for relief under Chapter 11
of the Bankruptcy Code (Bankr. D. Ariz. Case Nos. 16-14281,
16-14283, and 16-14284) on December 20, 2016.
The Debtors filed Motions to Authorize and Direct Joint
Administration, Transfer of Assignment of Cases to One Judge, and
Use of a Consolidated Caption before Judge Paul Sala, which was
granted on Dec. 21, 2016.
Precise Corporate's petition was signed by its managing member,
Marla Stern. The Debtors are represented by John C. Smith, Esq.,
at Gerald & Smith Law Offices, PLLC. At the time of filing,
Precise Corporate had $50,000 to $100,000 in estimated assets and
$1 million to $10 million in estimated liabilities.
No request has been made for the appointment of a trustee or an
examiner and none has been appointed in this case.
PRINT HARMONY: Court to Hold Plan Confirmation Hearing Today
------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida will
hold a hearing today, at 9:30 a.m., to consider approval of the
proposed Chapter 11 plan for Print Harmony, LLC.
The hearing will be held at Sam M. Gibbons United States
Courthouse, Courtroom 8A, 801 N. Florida Avenue, Tampa, Florida.
The court will also consider at the hearing the final approval of
Print Harmony's disclosure statement, which it conditionally
approved on April 27.
About Print Harmony LLC
Print Harmony, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 15-06982) on July 6,
2015. The petition was signed by Jason Gabay, managing member.
The case is assigned to Judge Michael G. Williamson.
At the time of the filing, the Debtor estimated its assets and
debts at $1 million to $10 million.
PROINOS BREAKFAST: Has Final Authorization to Use Cash Collateral
-----------------------------------------------------------------
Judge K. Rodney May of the U.S. Bankruptcy Court for the Middle
District of Florida has authorized Proinos Breakfast Club, Inc., to
use cash collateral on a final basis.
The Debtor is authorized to use cash collateral to pay: (a) amounts
expressly authorized by the Court, including payments to the U.S.
Trustee for quarterly fees; (b) the current and necessary expenses
set forth in the budget, plus an amount not to be exceed 10% for
each line item; and (c) additional amounts as may be expressly
approved in writing by CAN Capital Asset Servicing.
The Debtor owed CAN Capital an outstanding balance of $26,002, as
of the Petition Date. Accordingly, the Debtor is directed to make
adequate protection payments to CAN Capital in the amount of $1,500
per month until confirmation of the Debtor's Plan or further order
of the Court. All adequate protection payments will be applied to
the debt owed as of the Petition Date.
Each creditor with a security interest in the cash collateral will
have a perfected postpetition lien against cash collateral to the
same extent and with the same validity and priority as the
prepetition lien, without the need to file or execute any document
as may otherwise be required under applicable non-bankruptcy law.
The Debtor will grant CAN Capital access to its business records
and premises for inspection. In addition, the Debtor will maintain
insurance coverage for its property in accordance with the
obligations under the loan and security documents with CAN
Capital.
A full-text copy of the Final Order, dated May 18, 2017, is
available at https://is.gd/e7vuYQ
About Proinos Breakfast Club
Proinos Breakfast Club, Inc., operates a family restaurant serving
breakfast and lunch in leased premises at 201 West Bay Drive, Suite
E-5, Largo FL 33770 and has only one location. It is owned and
managed by George Soulellis.
Proinos Breakfast Club filed a Chapter 11 petition (Bankr. M.D.
Fla. Case No. 17-01819) on March 7, 2017. George Soulellis,
President, signed the petition. At the time of filing, the Debtor
estimated assets and liabilities to be less than $50,000.
The Debtor is represented by Jake C. Blanchard, Esq., at Blanchard
Law, P.A.
PUERTO RICO: AFSCME Wants to Be Part of Official Retiree Panel
--------------------------------------------------------------
Servidores Publicos Unidos Council 95 of the American Federation of
State, County & Municipal Employees ("AFSCME"), AFL-CIO, along with
SPU's Retiree Chapter said in a court filing that AFSCME should be
considered for representation on any proposed retired committee
that will be formed in Puerto Rico's Title III cases.
AFSCME is the exclusive collective bargaining representative for
approximately 12,000 active Commonwealth employees who participate
in and earned accrued vested benefits administered by, and
deposited property into individual retirement accounts held at, the
Commonwealth's Employee Retirement System ("ERS").
Separately, the SPU Retiree Chapter represents dues-paying retired
members and other retirees receiving benefits administered by ERS
who have expressed an interest in being represented by the SPU
Retiree Chapter in this Title III case.
Between the Active AFSCME employees and the ERS retirees, AFSCME
represents at least 25,000 active and retired participants in and
beneficiaries of the ERS for purposes of these proceedings with
vested claims to earned retirement benefits administered by ERS, as
well as property deposited at ERS in the form of wage deductions to
individual retirement accounts.
The Ad Hoc Committee for the Protection of Accrued Retirement
Benefits of Puerto Rico's Public Employees and Retirees filed a
motion asking the U.S. District Court for the Commonwealth of
Puerto Rico for entry of an order directing the appointment of an
official retiree committee with respect to the interests of Puerto
Rico's public employees and retirees as holders of accrued pension
and other retirement benefits. However, it also wants the District
Court to enter an order specifically appointing the members of the
Ad Hoc Retiree Committee to serve as the members of the Official
Retiree Committee.
AFSCME, and the other largest non-teacher labor unions of
Commonwealth employees under Law 45 -- the Service Employees
International Union (SEIU) and the United Automobile, Aerospace and
Agricultural Implement Workers of America (UAW) -- are not
currently members of the Ad Hoc Retiree Committee.
AFSCME supports the Retiree Committee Motion. AFSCME believes that
the claims of retired public employees holding accrued retirement
benefits would benefit from committee representation to protect
their interests in these proceedings. In fact, AFSCME has already
discussed with the movants that AFSCME and other retiree groups
would be welcomed by the movants on their committee should the
Retiree Committee Motion be granted by the Court in its entirety.
As the Retiree Committee Motion states, to date, the Ad Hoc Retiree
Committee "has not turned away any Retiree organization or
association wishing to join the Committee", and AFSCME understands
that the Ad Hoc Retiree Committee would continue that policy of
openness if it were designated as the official Retiree Committee by
the Court.
Alternatively, should the Court grant the Retiree Committee Motion
in part, forming a retiree committee but leaving to the U.S.
Trustee the selection process for determining who serves on that
committee, AFSCME would hope to be considered by the U.S. Trustee
for service on that committee either itself, through its retiree
chapter or through individual AFSCME retirees.
AFSCME says it fully intends to protect the Active AFSCME Employees
and ERS Retirees throughout this process, including, to the extent
permitted, through the retiree committee process. AFSCME submits
that its presence on any such committee would facilitate the
committee fully and adequately representing the constituents on
whose behalf it is convened. Certain public Commonwealth employees
in Puerto Rico have the right to, and do, collectively bargain with
their Commonwealth employer through an elected exclusive
representative under Commonwealth Law 45 of 1998, as amended ("Law
45").
AFSCME Complaint
AFSCME says it has been involved in representing the claims at
issue here prior to the Commonwealth's invocation of Title III of
PROMESA. Absent the opportunity for meaningful alternative dispute
resolution, on April 12, 2017, SPU, along with an individual Active
AFSCME Employee (SPU member) and two ERS Retirees (who are both SPU
Retiree Chapter members), filed a complaint in federal district
court challenging the legality of the pension cuts proposed by the
Oversight Board. See Servidores Publicos Unidos de Puerto Rico v.
Financial Oversight and Management Board, Case No. 3:17-cv-01483
(FAB) (D.P.R.).
AFSCME believes that this restructuring process would benefit from
a constructive forum for it to work to resolve the issues raised in
AFSCME's complaint, which was automatically stayed upon the filing
of the Title III petition. AFSCME understands the serious and
difficult issues facing Puerto Rico and wants to take advantage of
the opportunity presented here for communication and frank
negotiations -- perhaps assisted by a Court-appointed mediator.
AFSCME's attorneys:
SAUL EWING LLP
Sharon L. Levine, Esq.
Dipesh Patel, Esq.
1037 Raymond Blvd., Suite 1520
Newark, NJ 07102
Tel: (973) 286-6713
Fax: (873) 286-6821
E-mail: slevine@saul.com
dpatel@saul.com
- and -
AMERICAN FEDERATION OF STATE, COUNTY
& MUNICIPAL EMPLOYEES, AFL-CIO
Judith Rivlin, Esq.
Teague P. Paterson, Esq.
Matthew S. Blumin, Esq.
1101 17th Street NW, Suite 900
Washington, D.C. 20036
Tel: (202) 775-5900
Fax: (202) 452-0556
E-mail: jrivlin@afscme.org
tpaterson@afscme.org
mblumin@afscme.org
- and -
Manuel A. Rodriguez Banchs, Esq.
P.O. Box 368006
San Juan, Puerto Rico 00936
Tel: (787) 764-8896
Fax: (787) 721-0975
E-mail: manuel@rodriguezbanchs.com
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States. The chief of state is the President of the
United States of America. The head of government is an elected
Governor. There are two legislative chambers: the House of
Representatives, 51 seats, and the Senate, 27 seats. The
governor-elect is Ricardo Antonio "Ricky" Rossello Nevares, the son
of former governor Pedro Rossello.
In 2016, the U.S. Congress passed PROMESA, which, among other
things, created the Financial Oversight and Management Board and
imposed an automatic stay on creditor lawsuits against the
government, which expired May 1, 2017.
The members of the oversight board are: (i) Andrew G. Biggs, (ii)
Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J.
Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and
(vii) David A. Skeel Jr.
On May 3, 2017, the Commonwealth of Puerto Rico filed a petition
for relief under Title III of the Puerto Rico Oversight,
Management, and Economic Stability Act ("PROMESA"). The case is
pending in the United States District Court for the District of
Puerto Rico under case number 17-cv-01578. A copy of Puerto
Rico's PROMESA petition is available at
http://bankrupt.com/misc/17-01578-00001.pdf
On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation
(COFINA) commenced a case under Title III of PROMESA (D.P.R. Case
No. 17-01599). Joint administration has been sought for the
Title III cases.
On May 21, 2017, two more agencies -- Employees Retirement System
of the Government of the Commonwealth of Puerto Rico and Puerto
Rico Highways and Transportation Authority (Case Nos. 17-01685 and
17-01686) -- commenced Title III cases.
U.S. Chief Justice John Roberts has named U.S. District Judge
Laura Taylor Swain to preside over the Title III cases.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose LLP; and Hermann D. Bauer, Esq.,
at O'Neill & Borges LLC are onboard as attorneys.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains a case web site at:
https://cases.primeclerk.com/puertorico
Jones Day is serving as counsel to certain ERS bondholders.
Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General
Obligation Bondholders.
PUERTO RICO: HTA and ERS Case Summary & List of Unsec. Creditors
----------------------------------------------------------------
Agencies of the Commonwealth of Puerto Rico that filed filing a
voluntary petitions for relief under Title III of the Puerto Rico
Oversight, Management, and Economic Stability Act ("PROMESA") on
May 21, 2017:
Entity Case No.
------ --------
Puerto Rico Highways and Transportation Authority 17-01686
P.O. Box 41269, Minilas Station
San Juan, Puerto Rico
Employees Retirement System of
the Government of the Commonwealth of Puerto Rico 17-01685
P.O. Box 42003
San Juan, Puerto Rico
Related entities that earlier filed Title III Petition Under
PROMESA:
Petition
Entity Case No. Date
------ -------- ----
Commonwealth of Puerto Rico 17-03283 May 3, 2017
Puerto Rico Sales Tax Financing Corp 17-03284 May 5, 2017
About HTA and ERS: The Puerto Rico Highways and Transportation
Authority (HTA) was created to assume
responsibility for the construction and
maintenance of roads and highways and related
transportation facilities in Puerto Rico. The
Employees Retirement System (ERS) is a trust by
law in 1951 by the Legislature of the
Commonwealth of Puerto Rico to provide pension
and other benefits to retired employees of the
government of the Commonwealth and its
instrumentalities.
Court: United States District Court
District of Puerto Rico
150 Carlos Chardon Street
San Juan, PR 00918-1767
http://www.prd.uscourts.gov/
Judge: Judge Laura Taylor Swain
Attorneys for the
Financial Oversight and
Management Board: Martin J. Bienenstock, Esq.
Scott K. Rutsky, Esq.
Philip M. Abelson, Esq.
PROSKAUER ROSE LLP
11 Times Square, New York NY 10036
Tel: (212) 969-3000
Fax: (212) 969-2900
E-mail: mbienenstock@proskauer.com
srutsky@proskauer.com
pabelson@proskauer.com
Co-Attorneys for the
Oversight Board: Hermann D. Bauer, Esq.
O'NEILL & BORGES LLC
250 Munoz Rivera Ave., Suite 800
San Juan, PR 00918-1813
Tel: (787) 764-8181
Fax: (787) 753-8944
E-mail: hermann.bauer@oneillborges.com
Oversight Board's
Strategic Consultant: McKINSEY & CO.
Oversight Board's
Municipal Investment
Banker: CITIGROUP GLOBAL MARKETS
Oversight Board's
Financial Advisor: ERNST & YOUNG
Counsel to the
Puerto Rico Fiscal
Agency and Financial
Advisory Authority: John J. Rapisardi, Esq.
Suzzanne Uhland, Esq.
Peter Friedman, Esq.
O'MELVENY & MYERS LLP
7 Times Square
New York, NY 10036
Tel: 212.326.2000
Fax: 212.326.2061
E-mail: jrapisardi@omm.com
suhland@omm.com
pfriedman@omm.com
Claims &
Noticing
Agent: PRIME CLERK LLC
The petitions were signed by Jaime El Koury, general counsel.
Copies of the petitions are available at:
http://bankrupt.com/misc/ERS_Petition.pdf
http://bankrupt.com/misc/HTA_Petition.pdf
A. HTA's List of Creditors Who Have the 20 Largest Unsecured
Claims and Are Not Insiders:
Entity Nature of Claim Amount
------ --------------- ------
AUTORIDAD DE ENERGIA ELECTRICA Trade Creditor $46,037,043
PO BOX 364267
SAN JUAN, PR 00936-4267
Attn: CYNTHIA MORALES COLON
Fax: 787-521-4120
E-mail: c_morales@aeepr.com
ADMINISTRACION SISTEMA
DE RETIRO DEL GOBIERNO Government $14,454,532
EDIFICIO INTENDENTE RAMÍREZ
PDA 1
SAN JUAN PR 00905-4515
Attn: CECILE TIRADO
Fax: 787-294-1391
E-mail: mguzman@retiro.pr.gov
SECRETARIO TRIBUNAL DE
SAN JUAN Government $3,559,792
268 AVE MUÑOZ RIVERA
SAN JUAN PR 00921
Attn: JOSE SILVA JIMÉNEZ
Fax: 787-754-0769
E-mail: josesilvajimenez@ramajudicial.pr
GILA LLC Trade Debt $3,354,906
METRO OFFICE PARK CALLE 1
BUILDING 3 STE 200
GUAYNABO PR 00968
Attn: LUIS ALBERTO SÁNCHEZ
Fax: 787-522-7010
E-mail: luisalberto.sanchez@gilacorp.com
FIRST TRANSIT, INC. Trade Debt $1,981,901
MARGINAL AVE MARTINEZ
NADAL ESQ PR-19
SAN JUAN PR 00920
Attn: JULIO BADIA
Fax: 787-622-6163
E-mail: julio.badia@firstgroup.com
AUT EDIFICIOS PÚBLICOS Government $1,977,922
CENTRO GUBERNAMENTAL
MINILLAS EDIF NORTE PISO 17
SAN JUAN PR 00940
Attn: AMILCAR GONZÁLEZ ORTÍZ
Fax: 787-724-1533
E-mail: amgonzalez@aep.pr.gov
FERROVIAL AGROMAN Trade Debt $1,884,822
1250 PONCE DE LEON AVE SAN
JOSÉ BUILDING SUITE 901-902
SAN JUAN PR 00907
Attn: MANUEL SANCHEZ PEREIRA
Fax: 787-725-5530
E-mail: msanchez.portugal@ferrovial.com
DEL VALLE GROUP, S.P. Trade Debt $1,186,270
STATE RD 864 KM 0.6 BO
CAMPANILLAS
TOA BAJA PR 00949
Attn: RAFAEL A CALDERON
Fax: 787-794-3239
E-mail: rcalderon@delvallegroup.net
CONSTRUCTORA I. MELÉNDEZ Trade Debt $961,828
15 BETANCES STE 3
SANTA ISABEL PR 00926
Attn: ABIMAEL MELÉNDEZ
Fax: 787-645-6475
E-mail: cimelendez@coqui.net
cimoc@coqui.net
THE ENIAC CORPORATION Trade Debt $512,403
# 27 CALLE GONZÁLEZ GIUSTI 600
ST
GUAYNABO PR 00968
Attn: ALBILDA BOSH
Fax: 787-793-4255
E-mail: albilda.bosh@enia-corp.com
L.P.C.& D., INC Trade Debt $458,667
PO Box 2025
Las Piedras, PR 00771
Attn: JORGE L. GONZÁLEZ CRESPO
Fax: 787-733-4808
E-mail: jorge@lpcdinc.com
PUERTO RICO TELEPHONE CO Trade Debt $452,087
1515 F.D. ROOSEVELT AVE
GUAYNABO PR 00968
Attn: ANA M . BETANCOURT
Fax: 787-793-6265
E-mail: abetancourt@claropr.net
TAMRIO INC. Trade Debt $421,994
CALLE ROCHERLICE #31 PARQUE
INDUSTRIAL DEL OESTE
MAYAGUEZ PR 00680
Attn: CLAUDIO TORRES
Fax: 787-265-6885
E-mail: ctorres@tamrio.com
SUPER ASPHALT
PAVEMENT CORP. Trade Debt $311,200
BO CAIMITO CARR 1 KM 18.5
SAN JUAN PR 00926
Attn: PARIDE MAZZA
Fax: 787-720-2350
E-mail: jose@superasphalt.net
ACI-HERZOG A JOINT VENTURE Trade Debt $262,550
24 ROAD 21 MARTÍNEZ NADAL AVE.
GUAYNABO, PR 00966
Attn: LUIS VILLARES
Fax: 787-625-0464
E-mail: luis.villares@aciherzog.com
CD BUILDERS, INC Trade Debt $230,544
BO CELADA CARR 9945 KM 2.4
GURABO PR 00778
Attn: ISMAEL CARRASQUILLO
Fax: 787-737-2143
E-mail: cdbuilders@live.com
BETTERRECYCLING CORP. Trade Debt $224,908
MARG 65 DE INF. CALLE ANDES
URB MC
SAN JUAN PR 00928
Attn: MARISEL RIVERA
Fax: 787-282-6408
E-mail: mrivera@emdi.net
BERMUDEZ, LONGO, DIAZMASSO, S.E. Professional Svcs $195,835
CALLE SAN CLAUDIO CARR 845
AVE PRINCIPAL KM 0.5
SAN JUAN PR 00926
Attn: CARMELO DIAZ
Fax: 787-760-1230
E-mail: cdiaz@blbmpr.com
GLOBAL INSURANCE AGENCY INC Professional Svcs $182,205
257 CALLE DE RECINTO SUR
SAN JUAN PR 00901-1914
Attn: VIVIAN PEREZ
Fax: 787-722-4894
E-mail: vperez@globalinsagency .com
PEERLESS OIL & CHEMICALS, INC. Trade Debt $171,590
671 ROAD 337
PEÑUELAS PR 00624-7513
Attn: SONIA CONCEPCION
E-mail:
sonia.concepcion@peerlessoil.com
B. ERS's List of Creditors Who Have the 20 Largest Unsecured
Claims and Are Not Insiders:
Entity Nature of Claim Amount
------ --------------- ------
ARROYO FLORES
CONSULTING GROUP INC. Professional Svcs. $91,350
AVE LOMAS VERDES 1820 LOCAL 3
SAN JUAN, PR 00926
Attn: REINALDO ARROYO
E-mail: arroyo@afcg.biz
TAPLIN, CANIDA AND HABACHT Professional Svcs. $53,652
1001 BRICKELL BAY DR., SUITE 2100
MIAMI, FL 33131
Attn: TERE ALVAREZ CANIDA CFA
Fax: 305-379-4452
E-mail: tac@tchinc.com
AUTORIDAD FINANCIAMIENTO
VIVIENDA Government $51,673
606 AVE BARBOSA EDIF JUAN C
CORDERO
SAN JUAN, PR 00936
Attn: MELVIN GONZALEZ PEREZ
E-mail: melvin.gonzalez@afv.pr.gov
DATABASE MARKETING SERVICES Trade Debt $43,648
ZONA INDUSTRIAL AMELIA 20
CALLE DIANA
GUAYNABO, PR 00968
Attn: KENNETH SEWELL
Fax: 787-720-0576
E-mail: ksewell@databasepr.com
OL MAINTENANCE Trade Debt $24,620
W E34 AVE COSTO STA JUANITA
BAYAMON, PR 00956
Attn: JUAN CALO CALDERON
Fax: 787-779-8510
E-mail: olmaintenance@yahoo.com
THE BANK OF NEW YORK MELLON Professional Svcs. $23,333
225 LIBERTY STREET
NEW YORK, NY 10286
Attn: JON BANGOR VICE PRESIDENT
Fax: 1-615-779-5109
E-mail: debbi.reid@bnymellon.com
POPULAR ASSET MANAGEMENT Professional Svcs. $22,062
209 MUÑOZ RIVERA AVE 9TH FLOOR
HATO REY, PR 00918
Attn: JAVIER RUBIO CFA
Fax: 787-754-4777
E-mail: jrubio@bppr.com
SANTANDER ASSET MANAGEMENT Professional Svcs. $21,373
SANTANDER TOWER SAN PATRICIO
B7 CALLE TABONUCO STE 1800
GUAYNABO, PR 00968
Attn: DESIREE MIESES
Fax: 787-296-5435
E-mail: Dmieses@sampr.com
CHICAGO EQUITY PARTNERS Professional Svcs $20,870
180 N LA SALLE STREET SUITE 3800
CHICAGO, IL 60601
Attn: MARTY DOROW
Fax: 312-629-2728
E-mail: mdorow@chicagoequity.com
ALPHA GUARDS MGT INC Trade Debt $18,595
49 CALLE MAYAGUEZ PISO 3
HATO REY, PR 00917
Attn: JORGE MORALES LABOY
Fax: 787-294-6984
E-mail: alphaguards@aol.com
MESIROW FINANCIAL
INVESTMENT MGT INC. Professional Svcs $18,018
353 N. CLARK ST.
CHICAGO, IL 60654
Attn: LUIS VILLAREJO
Fax: 787-281-6157
E-mail: lvillarejo@mesirowfinancial.com
STATE STREET GLOBAL ADVISORS Professional Svcs $17,655
3475 PIEDMONT ROAD, NE SUITE 1920
ATLANTA, GA 30305
Attn: MICHAEL HALEY
Fax: (404) 442-0501
E-mail: Michael_Haley@ssga.com
AIR CHILLER MECHANICAL CONST.INC. Trade Debt $13,175
CAGUAS INDUSTRIAL COMM PARK
BO RIO CAÑO CARR 1 LOCAL 1
CAGUAS, PR 00725
Attn: JULIA TOLENTINO
Fax: 787-744-4969
E-mail: airchmech@aol.com
NETWAVE EQUIPMENT CORP. Professional Svcs $9,186
316 AVE DE LA CONSTITUCION
SAN JUAN, PR 00901
Attn: MELISSA PIOVANNETTI
Fax: 787-722-4843
E-mail: melissa@nustream.com
MAINLINE INFORMATION SYSTEMS Trade Debt $8,466
1700 SUMMIT LAKE DR
TALLAHASSEE, FL 32317
Attn: MARTHA LUCIA RODRIGUEZ
Fax: 888-381-6851
E-mail: marthalucia@mainline.com
PUERTO RICO ATTORNEYS
AND COUNSELORS AT LAW PSC Professional Svcs $6,781
203 CALLE ELEONOR ROOSEVELT
HATO REY, PR 00918-3006
Attn: JOSE F CHAVES CARABALLO
Fax: 787-764-9120
E-mail: chaves@fc-law.com
MARTA GISELA ALVAREZ Professional Svcs $5,500
URB GARDEN HILLS A 19 CALLE
SERANIA,
GUAYNABO PR 00966
Attn: MARTA GISELA ALVAREZ
E-mail: alvamarta@gmail.com
BELTRAN BELTRAN AND ASSOC PSC Professional Svcs $5,275
623 AVE. PONCE DE LEON
EXECUTIVE BUILDING, SUITE 1100A
SAN JUAN, PR 00917
Attn: CARLOS BELTRAN
Fax: 787-919-0645
E-mail: beltranbeltranassociates@gmail.com
HERNANDEZ GUTIERREZ LAW Professional Svcs $3,897
PONCE DE LEON AVE. FIRST
FEDERAL BUILDING SUITE 713-715
SAN JUAN, PR 00909
Attn: MARIANA HERNANDEZ
E-mail: mhernandez@mihglaw.com
BANCO POPULAR DE PR Professional Svcs $3,640
206 AVE MUÑOZ RIVERA
SAN JUAN, PR 00919
Attn: CARLOS GARCIA ALVIRA
Fax: 787-764-4318
E-mail: carlos.garcia3@popular.com
PUERTO RICO: Pension System & Highway Agency Enter Bankruptcy
-------------------------------------------------------------
The federal board overseeing Puerto Rico's restructuring is
enlarging the Commonwealth's court-supervised bankruptcy, placing
its pension system and its transportation agency under court
protection.
The Financial Oversight and Management Board filed Title III cases
for the Employees Retirement System, known as ERS, and the Highways
and Transportation Authority, known as HTA, on May 21, 2017.
The Oversight Board sent the Puerto Rico government and its
sales-tax bond issuer, known as COFINA, early this month.
"This is part of a court-supervised process within a framework that
provides for an orderly restructuring of the debt of each entity
and allows as much creditor consensus as possible," said a
spokesman for Puerto Rico's fiscal agency, according to reporting
by Andrew Scurria at MarketWatch.
According to the MarketWatch report, the pension system's
bankruptcy has implications for hundreds of thousands of government
retirees and pensioners who are up against bondholders in the
renegotiation of Puerto Rico's debts. So far, the oversight board
has signaled it wanted more of the restructuring burden to fall on
financial creditors compared with retirees, proposing a 10% cut in
pension benefits while allocating less than a quarter of the debt
service owed for the next 10 years.
The latest filings could set the stage for an unconventional fight
between retirees and the very lenders whose money was supposed to
sustain them, an indication of just how complex Puerto Rico's debt
structure is, according to reporting by Reuters' Nick Brown.
Puerto Rico has $70 billion in public debt, a 45 percent poverty
rate and unemployment more than twice the U.S. average. In
addition, the island has $49 billion of pension liabilities, only
approximately 1.57% of which were funded as of June 30, 2015.
Reuters relates that ERS is unique in that it also owes $3.1
billion in bond debt, the result of a financing effort in 2008 that
was meant to plug its growing funding gap. The structure of the
bonds, which gives holders a lien on employer pension
contributions, is exceedingly rare, and means bondholders may be
battling with retirees for recoveries. ERS was on track to deplete
its reserves this month, potentially triggering a default, Moody's
Investors Service said in February.
HTA owes some $6 billion in debt -- including more than $46 million
to Puerto Rico's power utility, PREPA.
The debt restructuring petitions were filed in the U.S. District
Court in Puerto Rico on May 3, 2017, and was made under Title III
of last year's U.S. Congressional rescue law known as the Puerto
Rico Oversight, Management, and Economic Stability Act
("PROMESA").
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States. The chief of state is the President of the
United States of America. The head of government is an elected
Governor. There are two legislative chambers: the House of
Representatives, 51 seats, and the Senate, 27 seats. The
governor-elect is Ricardo Antonio "Ricky" Rossello Nevares, the
son of former governor Pedro Rossello.
In 2016, the U.S. Congress passed PROMESA, which, among other
things, created the Financial Oversight and Management Board and
imposed an automatic stay on creditor lawsuits against the
government, which expired May 1, 2017.
The members of the oversight board are: (i) Andrew G. Biggs, (ii)
Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J.
Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and
(vii) David A. Skeel Jr.
On May 3, 2017, the Commonwealth of Puerto Rico filed a petition
for relief under Title III of the Puerto Rico Oversight,
Management, and Economic Stability Act ("PROMESA"). The case is
pending in the United States District Court for the District of
Puerto Rico under case number 17-cv-01578. A copy of Puerto
Rico's PROMESA petition is available at
http://bankrupt.com/misc/17-01578-00001.pdf
On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation
(COFINA) commenced a case under Title III of PROMESA (D.P.R. Case
No. 17-01599). Joint administration has been sought for the
Title III cases.
On May 21, 2017, two more agencies -- Employees Retirement System
of the Government of the Commonwealth of Puerto Rico and Puerto
Rico Highways and Transportation Authority (Case Nos. 17-01685 and
17-01686) -- commenced Title III cases.
U.S. Chief Justice John Roberts has named U.S. District Judge
Laura Taylor Swain to preside over the Title III cases.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose LLP; and Hermann D. Bauer, Esq.,
at O'Neill & Borges LLC are onboard as attorneys.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains a case web site at:
https://cases.primeclerk.com/puertorico
Jones Day is serving as counsel to certain ERS bondholders.
Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General
Obligation Bondholders.
PUERTO RICO: US Trustee to Solicit Three Official Committees
------------------------------------------------------------
Guy G. Gebhardt, Acting United States Trustee for Region 21, said
he intends to solicit for and appoint three official committees in
the Title III cases under PROMESA of the Commonwealth of Puerto
Rico and the Puerto Rico Sales Tax Financing Corporation (COFINA):
(1) a committee of general unsecured creditors in the
Commonwealth's case;
(2) a committee of retirees in the Commonwealth's case; and
(3) a committee of general unsecured creditors in COFINA's case
(recognizing there may be an insufficient number of unsecured
creditors qualified or willing to serve).
The United States Trustee expects to complete the committee
solicitation process no later than June 16, 2017, and will hold one
or more formation meetings as soon as possible after the
solicitation is complete.
The Ad Hoc Committee for the Protection of Accrued Retirement
Benefits of Puerto Rico's Public Employees and Retirees had filed a
motion asking the U.S. District Court for the Commonwealth of
Puerto Rico for entry of an order directing the appointment of an
official retiree committee with respect to the interests of Puerto
Rico's public employees and retirees as holders of accrued pension
and other retirement benefits.
Cesar Castillo, which has an unsecured claim of $6,008,918, filed a
motion requesting Court appointment of an official unsecured
creditors' committee.
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States. The chief of state is the President of the
United States of America. The head of government is an elected
Governor. There are two legislative chambers: the House of
Representatives, 51 seats, and the Senate, 27 seats. The
governor-elect is Ricardo Antonio "Ricky" Rossello Nevares, the
son of former governor Pedro Rossello.
In 2016, the U.S. Congress passed PROMESA, which, among other
things, created the Financial Oversight and Management Board and
imposed an automatic stay on creditor lawsuits against the
government, which expired May 1, 2017.
The members of the oversight board are: (i) Andrew G. Biggs, (ii)
Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J.
Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and
(vii) David A. Skeel Jr.
On May 3, 2017, the Commonwealth of Puerto Rico filed a petition
for relief under Title III of the Puerto Rico Oversight,
Management, and Economic Stability Act ("PROMESA"). The case is
pending in the United States District Court for the District of
Puerto Rico under case number 17-cv-01578. A copy of Puerto
Rico's PROMESA petition is available at
http://bankrupt.com/misc/17-01578-00001.pdf
On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation
(COFINA) commenced a case under Title III of PROMESA (D.P.R. Case
No. 17-01599). Joint administration has been sought for the
Title III cases.
On May 21, 2017, two more agencies -- Employees Retirement System
of the Government of the Commonwealth of Puerto Rico and Puerto
Rico Highways and Transportation Authority (Case Nos. 17-01685 and
17-01686) -- commenced Title III cases.
U.S. Chief Justice John Roberts has named U.S. District Judge
Laura Taylor Swain to preside over the Title III cases.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose LLP; and Hermann D. Bauer, Esq.,
at O'Neill & Borges LLC are onboard as attorneys.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains a case web site at:
https://cases.primeclerk.com/puertorico
Jones Day is serving as counsel to certain ERS bondholders.
Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General
Obligation Bondholders.
QUALITY CONSERVATION: Hires Sun Mergers & Acquisition as Broker
---------------------------------------------------------------
Quality Conservation Services, Inc., seeks authorization from the
U.S. Bankruptcy Court for the District of New Jersey to employ Sun
Mergers & Acquisition as business broker.
The Debtor requires Sun to:
a. assist with the sale of the Debtor's assets under section
363 of the Bankruptcy Code, including, but not limited to,
participating in meetings with the Debtor and its professionals
assisting in the development of marketing materials, market to a
potential buyer list, maintain documents for a data room, assist
with the development of a strategic buyer list;
b. assist in the preparation and coordination of due diligence
visits by potential purchasers; and
c. assist in Debtor's evaluation of and negotiation with
prospective purchasers.
The Debtor will pay Sun a contingent commission fee of 6% of first
$5 million, 5% of next $5million, and 4% thereafter of the total
consideration based on its success in closing a sale of the
Debtor's assets.
Prior to the Petition Date, the Debtor paid Sun a non- refundable
retention fee of $25,000 for the preparation of solicitation
materials and commencing and proceeding with the solicitation
process. To the extent Sun earns a commission fee, the commission
fee will be reduced by the $25,000 previously paid.
Stephen Goldberg, managing partner of Sun Mergers & Acquisitions,
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.
Sun may be reached at:
Stephen Goldberg
Sun Mergers & Acquisitions
411 Route 17 South, Suite 300
Hasbrouck Heights, NJ 07604
Tel: (800) 232-0180
E-mail: sg@sunmerger.com
About Quality Conservation
Founded in 1997, Quality Conservation Services, Inc. --
www.qualityconservationservices.com -- is a mid-sized organization
in the special trade contractors industry located in Oak Ridge,
NJ.
The Company and its affiliate sought bankruptcy protection on May
2, 2017 (Bankr. D. N.J, Case No. 17-19063). The petition was
signed by Samuel Galpin, chief executive officer. Hon. Vincent F.
Papalia presides over the case.
The Debtors listed total estimated assets of $1 million to $10
million and total estimated liabilities of $1 million to $10
million.
Norris Mclaughlin & Marcus, PA serves as lead bankruptcy counsel to
the Debtors, and Morris S. Bauer, Esq. serves as local counsel.
R & A PROPERTIES: Case Summary & 3 Unsecured Creditors
------------------------------------------------------
Debtor: R & A Properties, Inc.
10626 Justin Drive
Urbandale, IA 50322
Business Description: R & A Properties listed its business as a
single asset real estate as defined in
11 U.S.C. Section 101(51B)). The Debtor
has a fee simple interest in a property
located at 4764 NE 22nd Street, Des Moines,
Iowa, 50313 (District 270/Parcel 01345-501-
001 in Polk County) valued at $0. It also
has a fee simple interest in a property
located at 1711 Euclid Avenue, Des Moines,
Iowa, 530313 (District 070/Parcel 01218-002-
001 in Polk County) valued at $141,000.
The Debtor also has a fee simple interest
in a parcel of real estate in Polk County
consisting of 1.263 acres adjacent to 4764
NE 22nd Street, Des Moines, Iowa (District
270/Parcel 01094-003-002) with an assessed
value of $35,200.
Case No.: 17-01000
Chapter 11 Petition Date: May 22, 2017
Court: United States Bankruptcy Court
Southern District of Iowa (Des Moines)
Judge: Hon. Anita L. Shodeen
Debtor's Counsel: Terry L Gibson, Esq.
WANDRO & ASSOCIATES, P.C.
2501 Grand Avenue, Ste B
Des Moines, IA 50312
Tel: (515) 281-1475
Fax: (515) 281-1474
E-mail: tgibson@2501grand.com
Total Assets: $192,307
Total Liabilities: $2.54 million
The petition was signed by Robert J. Colosimo, treasurer and
director.
A copy of the Debtor's list of three unsecured creditors is
available for free at http://bankrupt.com/misc/iasb17-01000.pdf
RATAMESS CHIROPRACTIC: Disclosures Conditionally Okayed
-------------------------------------------------------
The Hon. David R. Duncan of the U.S. Bankruptcy Court for the
District of South Carolina has conditionally approved Ratamess
Chiropractic Clinic, P.C.'s disclosure statement dated May 9, 2017,
referring to the Debtor's Chapter 11 plan dated May 9, 2017.
A hearing to consider the final approval of the Disclosure
Statement and the confirmation of the Plan will be held on June 22,
2017, at 10:30 a.m. Objections to the Disclosure Statement and
plan confirmation must be filed by June 16, 2017.
Written acceptances or rejections fo the Plan must be filed by June
16.
Ratamess Chiropractic Clinic, PC, filed for Chapter 11 bankruptcy
protection (Bankr. D. S.C. Case No. 16-04993) on Sept. 30, 2016.
ROMAN HILL: Amends Plan to Add Blue Vine's Secured Claim
--------------------------------------------------------
Roman Hill, LLC, amended the disclosure statement explaining its
amended Chapter 11 plan to add a creditor to Class 4 (Junior
Priority Prepetition Asserted Secured Claims) and to correct a
number of typos throughout the original Disclosure Statement.
Blue Vine's $10,364 secured claim was added to Class 4. The Debtor
says its assets are fully secured and encumbered by the Class 4
claims.
The Internal Revenue Service has filed a proof of claim in the
amount of $4,821. The Debtor believes this claim has been filed in
error and will, if determined to be in the best business judgment
of the Debtor, object to the IRS's priority claim. If the IRS's
claim is allowed, it will be paid upon terms consistent with
Section 1129(a)(9)(C) of the Bankruptcy Code.
A full-text copy of the Amended Disclosure Statement dated May 12,
2017, is available at:
http://bankrupt.com/misc/ganb17-53700-26.pdf
About Roman Hill LLC
Roman Hill, LLC, is a company owned by Roman Hill, an emergency
room physician. It is the former company that Dr. Hill operated
his medical practice out of.
Roman Hill, LLC, sought protection under Chapter 11 of the
Bankruptcy
Code (Bankr. N.D. Ga. Case No. 17-53700) on March 1, 2017. At the
time of the filing, the Debtor estimated assets of less than $1
million.
The Debtor is represented by Will B. Geer, Esq., at The Law Office
of Will B. Geer, LLC.
No trustee has been appointed in the Debtor's case.
RPM HARBOR: Creditors Panel Hires Levene Neale as Counsel
---------------------------------------------------------
The Official Committee of Unsecured Creditors of RPM Harbor
Services, Inc., seeks authorization from the U.S. Bankruptcy Court
for the Central District of California to retain Levene, Neale,
Bender, Yoo & Brill, LLP as counsel for the Committee.
The Committee requires Levene Neale to:
a. advise the Committee with regard to the requirements of the
Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules and the Office
of the United States Trustee ("OUST") as they pertain to the
Committee;
b. advise the Committee with regard to the rights, claims and
interests of creditors and certain rights and remedies of the
Debtor's bankruptcy estate; and
c. represent the Committee in any proceeding or hearing in the
Bankruptcy Court involving the Debtor's estate unless the Committee
is represented in such proceeding or hearing by other special
counsel;
d. conduct all services related to adversary proceedings in
this case, except to the extent that any such adversary proceeding
is in an area outside of Levene Neale's role or expertise;
e. prepare and assist the Committee in the preparation of
reports, applications, pleadings and orders including, but not
limited to, applications to employ professionals, and respond to
pleadings filed by any other party in interest in this case,
including the Debtor;
f. assist the Committee to evaluate any sale or other
disposition of assets in this case;
g. assist the Committee to evaluate the existence of any
assets and/or causes of action to pursue and representing the
Committee in connection with the pursuit of any such causes of
action;
h. assist the Committee with respect to any plan of
reorganization; and
i. perform any other services which may be appropriate in
Levene Neale's representation of the Committee during this
bankruptcy case.
Levene Neale lawyers and paraprofessionals who will work on the
Debtor's case and their hourly rates are:
David W. Levene $595
David L. Neale $595
Ron Bender $595
Martin J. Brill $595
Timothy J. Yoo $595
Gary E. Klausner $595
Edward M. Wolkowitz $595
David B. Golubchik $595
Beth Ann R. Young $575
Monica Y. Kim $575
Daniel H Reiss $575
Irving M. Gross $575
Philip A. Gasteier $575
Eve H. Karasik $575
Todd A. Frealy $575
Kurt Ramlo $575
Jacqueline L. Rodriguez $555
Juliet Y. Oh $555
Todd M. Arnold $555
Carmela T. Pagay $555
Anthony A. Friedman $535
Krikor J. Meshefejian $535
John-Patrick M. Fritz $535
Lindsey L. Smith $475
Jeffrey Kwong $375
Paraprofessionals $250
Levene Neale will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Daniel H. Reiss, Esq., partner in the law firm of Levene, Neale,
Bender, Yoo & Brill 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.
Levene Neale can be reached at:
Daniel H. Reiss, Esq.
Levene, Neale, Bender, Yoo & Brill LLP
10250 Constellation Boulevard, Suite 1700
Los Angeles, CA 90067
Tel: (310) 229-1234
Fax: (310) 229-1244
E-mail: dhr@LNBYB.com
About RPM Harbor Services Inc.
Based in Long Beach, California, RPM Harbor Services Inc. provides
container delivery to import and export customers in California.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Case No. 17-14484) on April 12, 2017. The
petition was signed by Shawn Duke, president.
At the time of the filing, the Debtor estimated its assets and
debts at $1 million to $10 million.
The case is assigned to Judge Julia W. Brand.
SANCTUARY CARE: DOJ Watchdog Appoints Susan Boxton as PCO
---------------------------------------------------------
William K. Harrington, the United States Trustee, appoints Susan
Buxton, the Long-Term Care Ombudsman for the State of New
Hampshire, as the Patient Care Ombudsman for Sanctuary Care, LLC,
and Sanctuary at Rye Operations, LLC.
Susan Buxton can be reached at:
Susan Buxton
State Long-Term Care Ombudsman
New Hampshire Office of the State Long-Term Care Ombudsman
129 Pleasant Street
Concord, NH 03301-3857
Tel.: (603) 271-4704
Email: susan.buxton@dhhs.nh.gov
About Sanctuary Care, LLC
Sanctuary at Rye Operations, LLC and and its affiliate Sanctuary
Care, LLC filed separate Chapter 11 bankruptcy petitions (Bankr.
D.N.H. Case Nos. 17-10590 and 17-10591, respectively), on April 25,
2017. The Petition was signed by Alice Katz, chief restructuring
officer. The Debtor is represented by Peter N. Tamposi, Esq. at the
Tamposi Law Group.
The Company owns Sanctuary Care, a memory assisted adult care
facility located in Rockingham County, New Hampshire.
At the time of filing, Sanctuary at Rye listed $382,830 in total
assets and $16,610,000 in liabilities. Sanctuary Care listed
$5,010,000 in total assets and $16,050,000 in liabilities.
SERO TRANSPORT: Hires Slipakoff and Slomka as Counsel
-----------------------------------------------------
Sero Transport Inc., seeks authorization from the U.S. Bankruptcy
Court for the Northern District of Georgia to employ Slipakoff and
Slomka PC as counsel.
The Debtor requires Slipakoff and Slomka to:
a. prepare pleadings and applications;
b. conduct examinations and hearings and file all relevant
responses;
c. advise the Debtor of its rights, duties and obligations as
a debtor-in-possession;
d. consult with the Debtor and represent it with respect to a
Chapter 11 plan;
e. perform those legal services incidental and necessary to
the day-to-day operations of the Debtor's business, institute and
prosecute of necessary legal proceedings, and general business and
corporate legal advice and assistance;
f. take any and all other action incident to the proper
preservation and administration of the Debtor's estate and
business.
Slipakoff and Slomka will be paid at these hourly rates:
Attorney $300
Legal Assistants $185
The Debtor paid Slipakoff and Slomka the amount of $5,000 to the
Law Firms' trust account after applying $1,717 of this amount
toward the filing fee, and $1,500 for pre-petition consultation,
planning, foreclosure defense, and petition preparation.
Slipakoff and Slomka will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Howard P. Slomka, member of Slipakoff and Slomka, PC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its states.
Slipakoff and Slomka can be reached at:
Howard P. Slomka, Esq.
Slipakoff and Slomka PC
1069 Spring Street NW, Suite 200
Atlanta, GA 30309
Tel (678) 732-0001
E-mail: HS@myatllaw.com
About Sero Transport
Sero Transport Inc. filed a Chapter 11 bankruptcy petition (Bankr.
N.D. Ga. Case No. 17-57062) on April19, 2017. Howard P. Slomka,
Esq., at Slipakoff and Slomka PC serves as bankruptcy counsel.
The Debtor's assets and liabilities are both below $1 million.
SKIP BARBER RACING SCHOOL: In Chapter 11, Aims for Quick Sale
-------------------------------------------------------------
Skip Barber Racing School, the largest school in the U.S. for
high-performance driving, sought Chapter 11 protection on May 22,
2017, with plans to sell the business.
The Company plans to sell its business on an expedited basis.
There are several parties interested in the Company and conducting
the sale in chapter 11 should help increase the likelihood of a
sale, Michael Culver, the managing member, said in a statement.
In schedules attached to the petition, the Company disclosed that
its assets total $5,284,000, which include $1,489,500 worth of
automobiles, $1.6 million in auto parts, and a $2 million value on
the Skip Barber Racing School brand name and training techniques.
The Debtor estimated its liabilities at $10 million to $50 million.
It owes $1.225 million Lime Rock Park of Connecticut, a track
owned by company founder Skip Barber. It also owes track rent to
Road Atlanta, County of Monterey, Green Savoree-Mid Ohio LLC, Palm
Beach International Raceway, Virginia International Raceway, and
Willow springs Int'l Raceway for track rent.
Former professional racer John "Skip" Barber founded the school in
1975 with two borrowed Formula Ford race cars and four students.
The business grew to a fleet of 225 vehicles and more than 400
employees who conduct courses at 30 American racing tracks.
In 1999, Mr. Barber sold an 80 percent stake in the School to
privately-held fund Sports Capital Partners for an amount between
$25 million and $35 million.
Debt Woes
"As in the recent past, the Company's challenges are its debt
structure coupled with high operating leverage, in other words high
fixed costs. This filing is a critical step in the Company moving
forward with a comprehensive settlement between our Company, its
major debt holders and vendors including tracks, and attracting new
investment via a sale. The Company believes that earlier efforts
to locate investment into the Company were hindered by its balance
sheet. Consequently the Company did not have access to new capital
to fund product improvements and to grow capacity. This initiative
will result in an orderly financial restructuring. The entity
acquiring the Company's assets will likely have a significantly
de-levered balance sheet and access to new capital. Until the sale,
the Company will continue to conduct its operations as a
debtor-in-possession and expects to the sales process to take
approximately two months," Michael Culver said.
"The Company believes that any buyer will continue to invest in the
assets with a view towards strategic growth. We believe that any
strategic buyer will look to honor the Company's obligations to its
customers. We want to take this opportunity, on behalf our
employees and Instructors who have dealt with many challenges to
thank you for staying the course and believing in our Company."
The Company expects to continue operations in the ordinary course
of business. To that end, the Company believes:
a) Employee pay will not be compromised and will be treated as a
priority by the Court;
b) The Company will ask the Court for authority to treat
Instructors and other critical contractors as a priority so that
pre-filing amounts due may be paid as funds allow and amounts going
forward i.e. postpetition will be honored again as the Company
generates cash from operations; and
c) Customer deposits will be honored.
About Skip Barber Racing School
Skip Barber Racing School LLC is a Braselton, Georgia-based racing
school. It operates a fully integrated system of racing schools,
driving schools, racing championships, corporate events and OEM
events across North America, teaching emergency braking, skid and
slide control, proper cornering techniques, an understanding of
vehicle dynamics, and a variety of other car-control skills.
Skip Barber Racing School filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 17-35871) on May 22, 2017. The petition
was signed by Michael Culver, managing member.
The Hon. Cecelia G. Morris is the case judge.
Forchelli, Curto, Deegan, Schwartz, Mineo & Terrana, LLP, is
serving as counsel to the Debtor.
The Debtor estimated $1 million to $10 million in assets and $10
million to $50 million in debt.
SKIP BARBER: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Skip Barber Racing School LLC
162 Amenia Union Road
Amenia, NY 12501
Business Description: Since 1975, Skip Barber Racing School
operates a fully integrated system of racing
schools, driving schools, racing
championships, corporate events and special
projects across North America. Skip
Barber Racing School launched the auto
racing careers of Ryan Hunter-Reay, Marco
Andretti, Scott Speed, A.J. Allmendinger,
Raphael Matos, John Edwards, Conor Daly,
Josef Newgarden, Spencer Pigot and many
more.
Web site: http://www.skipbarber.com/
Case No.: 17-35871
Chapter 11 Petition Date: May 22, 2017
Court: United States Bankruptcy Court
Southern District of New York (Poughkeepsie)
Judge: Hon. Cecelia G. Morris
Debtor's Counsel: Gerard R. Luckman, Esq.
FORCHELLI, CURTO, DEEGAN, SCHWARTZ,
MINEO & TERRANA, LLP
333 Earle Ovington Blvd., Suite 1010
Uniondale, NY 11553
Tel: (516) 248-1700
Fax: (516) 248-1729
E-mail: GLuckman@Forchellilaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Michael Culver, managing member.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nysb17-35871.pdf
SOMNANG REALTY: Case Summary & 8 Unsecured Creditors
----------------------------------------------------
Debtor: Somnang Realty LLC
11757 Beach Blvd.
Jacksonville, FL 32246
Business Description: Somnang Realty is the fee simple owner of
properties located at: (a) 2137 Lake Vilma
Drive, Orlando, FL 32835; (b) 11209 Spinning
Reel Cir., Orlando, FL 32825-7229; (c)
12352 N Sondra Cove Trail, Jacksonville FL
32225; and (d) 3970 Pine High Rd,
Jacksonville FL 32225. In the aggregate,
the properties are valued at $952,934.
The Debtor has a checking account balance
of $3,247 at Wells Fargo.
Case No.: 17-01850
Chapter 11 Petition Date: May 22, 2017
Court: United States Bankruptcy Court
Middle District of Florida (Jacksonville)
Debtor's Counsel: Taylor J King, Esq.
MICKLER & MICKLER
5452 Arlington Expressway
Jacksonville, FL 32211
Tel: 904-725-0822
Fax: 904-725-0855
E-mail: tjking@planlaw.com
Total Assets: $956,181
Total Liabilities: $1.07 million
The petition was signed by Sophal Kheng, authorized member.
A copy of the Debtor's list of eight unsecured creditors is
available for free at http://bankrupt.com/misc/flmb17-01850.pdf
SPECTRUM HEALTHCARE: Wants to Use Cash Collateral
-------------------------------------------------
Spectrum Healthcare, LLC, et al., ask the U.S. Bankruptcy Court for
the District of Connecticut for authorization to use cash
collateral, which will allow the Debtors to continue to operate
their businesses and, more particularly, to pay for the ordinary
and necessary expenses that the Debtors must pay to continue in
operation.
A hearing on the continued use of cash collateral has been
scheduled for May 24, 2017, at 10:00 a.m.
These parties have or may claim an interest: (i) MidCap Funding IV
Trust, a Delaware statutory trust, as assignee of MidCap Financial,
LLC; (ii) CCP Finance I, LLC, as assignee of Nationwide Health
Properties, LLC, as lender under the NHP Loan; (iii) CCP Park Place
7541 LLC and CCP Torrington LLC, as assignees of NHP with respect
to the NHP Lease; (iv) Midland States Bank, as assignee of Love
Funding Corporation; (v) the Secretary of Housing and Urban
Development as additional secured party with LFC, now Midland; and
(vi) the State of Connecticut, Department of Revenue Services.
The Debtors also ask the Court to allow them to grant, as adequate
protection, replacement or substitute liens to the secured parties
and for Midcap, the payment of adequate protection payments of
$5,000 per week.
The duration of cash collateral use is expected to be for an
approximate two month period to July 31, 2017.
The Debtors have been diligently pursuing a sale of their
facilities and corresponding assets. Among other things, the
Debtors have established a secure website with an abundance of due
diligence material for interested parties to review, have been
providing tours of their facilities to prospective purchasers and
fielding requests for information from them, have placed sale
advertisements in the The Wall Street Journal, and have been
updating the various creditor constituencies on the status of the
sale process on a regular basis.
The Debtors propose these modifications to the sale milestones: (i)
the deadline for identifying a stalking horse bidder for Spectrum
Torrington and Spectrum Hartford will be June 2, 2017, (ii) the
deadline for filing a sales procedure motion will be June 7, 2017,
(ii) the deadline for obtaining court approval of sale procedures
will be June 16, 2017, (iii) the deadline for obtaining court
approval of the sale(s) will be July 10, 2017; and the deadline for
closing will be July 14, 2017. With these exceptions the Debtors
propose that their use of cash collateral be authorized for the
next approximate two-month period (to July 31, 2017).
A copy of the Debtor's request is available at:
http://bankrupt.com/misc/ctb16-21635-373.pdf
About Spectrum Healthcare
Spectrum Healthcare, LLC, and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case Nos.
16-21635 to 16-21639) on Oct. 6, 2016. The petitions were signed
by Sean Murphy, chief financial officer.
The Debtors are represented by Elizabeth J. Austin, Esq., Irve J.
Goldman, Esq., and Jessica Grossarth, Esq., at Pullman & Comley,
LLC. Blum, Shapiro & Co., P.C. serves as their accountant and
financial advisor.
At the time of filing, the Debtors listed these assets and
liabilities:
Total Estimated
Assets Liabilities
---------- -----------
Spectrum Healthcare $282,369 $500K-$1M
Spectrum Healthcare Derby $2,068,467 $1M-$10M
Spectrum Healthcare Hartford $4,188,568 N/A
Spectrum Healthcare Manchester, LLC $2,729,410 N/A
Spectrum Healthcare Torrington, LLC $3,321,626 N/A
Spectrum Healthcare and its affiliates previously filed Chapter 11
petitions (Bankr. D. Conn. Case No. 12-22206) on Sept. 10, 2012.
William K. Harrington, the United States Trustee for the District
of Connecticut, appointed Nancy Shaffer, M.A., a member of the
Connecticut Long Term Care Ombudsman's Office, as the Patient Care
Ombudsman for Spectrum Healthcare Derby, LLC, Spectrum Healthcare
Hartford, LLC, Spectrum Healthcare Manchester, LLC, and Spectrum
Healthcare Torrington, LLC.
STEVE'S FROZEN: Can Continue Using Cash Collateral Until July 18
----------------------------------------------------------------
Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern
District of Florida has authorized Steve's Frozen Chillers, Inc.,
to continue using the cash collateral of BFG Investment Holdings,
LLC, to pay the ordinary and necessary operating expenses of its
business, through July 18, 2017.
The Debtor and BFG Investment reached an agreement with respect to
the Debtor's continued use of cash collateral. Pursuant to the
parties' stipulation, BFG Investment has agreed to permit the
Debtor to use cash collateral consistent with the budget, which
includes payments on the leased premises and payment of the loan on
the protopac packaging equipment.
BFG Investment is granted a valid and effective replacement
security interests in and liens on all property of the Debtor to
the same extent, and with the same priority, as the liens held by
BFG on the property of the Debtor as of the Petition Date. In
addition, the Debtor will pay $13,000 per month in adequate
protection payments to BFG on June 10, 2017 and July 10, 2017.
As further adequate protection for the extent of the use of cash
collateral, BFG Investment will have an administrative expense
claim for the diminution in the cash collateral resulting by and
through the Debtor's use of cash collateral, subject to payment for
U.S. Trustee fees and Court costs.
The Court will hold a non-evidentiary, preliminary hearing on July
12, 2017 at 2:00 p.m. during which time, the Court will consider
the Debtor's continued use of cash collateral after the termination
date.
A full-text copy of the Stipulation and Agreed Order, dated May 18,
2017, is available at https://is.gd/tjhTE0
BFG Investment Holdings is represented by:
Jonathan M. Sykes, Esq.
BURR & FORMAN LLP
200 South Orange Avenue, Suite 800
Orlando, FL 32801
Telephone: (407) 540-6600
Facsimile: (407) 540-6601
E-mail: jsykes@burr.com
About Steve's Frozen Chillers
Founded in 2001, Steve's Frozen Chillers, Inc. --
http://stevesfrozenchillers.com/-- offers more than 20 flavors of
frozen drink mixes, both for alcoholic drinks and non-alcoholic,
including frozen cappuccinos, frozen energy drinks and skinny iced
coffee. In 2016, the Company recorded gross revenue of $2.56
million compared to gross revenue of $3.09 million in 2015.
Steve's Frozen Chillers, Inc., filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 17-13690) on March 27, 2017. The petition was
signed by Steven D Schoenberg, CEO. At the time of filing, the
Debtor had $744,658 in assets and $1.94 million in liabilities.
The case is assigned to Judge Erik P. Kimball.
Angelo A. Gasparri, Esq., at the Law Office of Angelo A. Gasparri,
is serving as bankruptcy counsel to the Debtor.
THRU INC: Disclosures OK'd; Plan Confirmation Hearing on June 27
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas has
approved Thru, Inc.'s amended disclosure statement in support of
the Debtor's amended plan of reorganization.
The hearing on the confirmation of the Plan will be held on June
27, 2017, at 9:30 a.m. Central Time. Objections to the
confirmation of the Plan must be filed by June 15, 2017.
Ballots must be submitted by June 15, 2017.
Motions requesting temporary allowance or reclassification of a
claim or interest for purposes of voting must be filed by June 5,
2017.
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 a 2015 litigation
between Thru and Dropbox. To preserve the value of its assets and
restructure its financial affairs following entry of that judgment,
Thru 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.
Bryan Cave LLP, is serving as bankruptcy counsel to the Debtor,
with Keith Miles Aurzada, Esq., and Michael P. Cooley, Esq.,
leading the engagement.
TLD BAR: Rigdon Wants to Use Cash Collateral for Property Repairs
-----------------------------------------------------------------
Bettye Rigdon asks the U.S. Bankruptcy Court for the Northern
District of Texas for permission to use cash collateral to make
repairs to the Property, and to compel Ocwen Loan Servicing LLC to
immediately endorse and return each of the Insurance Checks upon
receipt to the Debtor.
Ocwen Loan Servicing, the servicing agent for a first-lien mortgage
holder on the Debtor's personal residence located at 7300 Overhill
Road, Fort Worth, Texas, asserts a secured claim in the amount of
$64,174. In addition, the Internal Revenue Service asserts a claim
against the Debtor in the total amount of $550,977, secured in part
by the subject property.
The Debtor's property has sustained substantial hail and windstorm
damage on March 29, 2017 and the Debtor's insurance company
estimates the cost to repair the damage will exceed $83,000.
Accordingly, the insurance company issued a check payable jointly
to the Debtor and her mortgage servicing company, Ocwen Loan
Servicing for $57,928. The Debtor expects the insurance company to
issue additional checks once repairs have been completed, or
possibly, once the repairs have commenced.
However, Ocwen Loan Servicing has declined to endorse the first
insurance check, and as a result, the Debtor has been unable to
begin most of the necessary repairs of her residence. Arguably, the
proceeds of the insurance checjs constitute the cash collateral of
Ocwen Loan Servicing and the IRS.
The Debtor has previously agreed with the IRS in the Wise County
Cash Collateral Order to use her best efforts to place her
residence on the market by May 31, 2017. As such, because of the
damage to her residence and the delay in having access to the
insurance proceeds to make the necessary repairs, the Debtor also
requests the Court to extend such deadline to June 30, 2017.
A full-text copy of the Debtor's Motion, dated May 18, 2017, is
available at https://is.gd/I4Y2uY
About TLD Bar Ranch
TLD Bar Ranch, L.P., and its affiliate Carousel Properties, LLC,
filed Chapter 11 petitions (Bankr. N.D. Tex. Case No. 16-44622 and
16-44621, respectively) on Dec. 2, 2016. The petitions were signed
by Bettye Jean Rigdon, manager of BJR Re Management, LLC, as the
general partner of TLD Bar Ranch L.P. and president of Carousel
Properties, LLC.
Bettye Jeanne Rigdon also commenced her own Chapter 11 case (Bankr.
N.D. Tex. Case No. 16-44620) on Dec. 2, 2016.
The cases are jointly administered under Bettye Jeanne Rigdon, Case
No. 16-44620, and are assigned to Judge Mark X. Mullin.
TLD Bar Ranch estimated assets at $1 million to $10 million and
liabilities at $500,000 to $1 million at the time of the filing.
Carousel Properties estimated $1 million to $10 million in assets
and liabilities.
Jeff P. Prostok, Esq., at Forshey & Prostok, LLP, is serving as
counsel to the Debtors.
TONAWANDA AUTO: Seeks Interim Permission to Use Cash Collateral
---------------------------------------------------------------
Tonawanda Auto Sales & Service, Inc., seeks interim authorization
from the U.S. Bankruptcy Court for the Western District of New York
to use the cash collateral in which the NYS Department of Taxation
and Finance, Nextgear Capital, Inc., and KeyBank N.A., f/k/a First
Niagara Bank have or allege to have a lien in order to continue
operations of the Debtor as a going concern.
Pursuant to a Notice of Tax Warrant filed by the NYS Dept. of
Finance for tax liabilities of the Debtor, the NYS Dept. of Finance
asserts liens encumbering certain property belonging to the Debtor
and securing unpaid taxes, penalties and interest owed by the
debtor.
The Debtor has previously entered into a Demand Promissory Note
with Nextgear Capital in the amount of $100,000, which is secured
by the Debtor's assets, cross-collateralized against several assets
of insiders. The Debtor has also entered into a Line of Credit
with KeyBank for the amount of $50,000, which is secured by the
Debtor's assets, and cross-collateralized against several assets of
insiders.
Accordingly, the Debtor proposes to give NYS Dept. of Finance,
Nextgear Capital and KeyBank with rollover replacement liens on the
same types and kinds of property on which the creditors assert
liens prepetition, to the extent of cash collateral actually used.
The Debtor's counsel has not had the opportunity, prior to the
filing of its Motion, to communicate with counsel for NYS Dept. of
Finance, Nextgear Capital and KeyBank regarding these offers of
adequate protection but will attempt to do so in advance of the
initial hearing on the Motion.
A hearing on the Motion will be held on the May 31, 2017 at 10:00
p.m.
A full-text copy of the Debtor's Motion, dated May 18, 2017, is
available at https://is.gd/VLf63F
Tonawanda Auto Sales & Service's attorneys:
Robert B. Gleichenhaus, Esq.
GLEICHENHAUS, MARCHESE & WEISHAAR, P.C.
930 Convention Tower, 43 Court Street
Buffalo, New York 14202
Phone: (716) 845-6446
About Tonawanda Auto Sales & Service
Tonawanda Auto Sales & Service, Inc., is a privately owned New York
State Limited Liability Company with its principal place of
business in Tonawanda, New York and its principal assets located in
Erie County. The Company is in the business of operating an used
auto sales and service business and activities incidental thereto.
Tonawanda Auto Sales & Service, Inc., d/b/a E&M Auto Sales, filed a
Chapter 11 petition (Bankr. W.D.N.Y. Case No. 17-10860) on April
27, 2017. Eiad M. Musleh, president, signed the petition. The
Debtor estimated assets and liabilities between $100,000 and
$500,000. The case is assigned to Judge Michael J. Kaplan. The
Debtor is represented by Robert B. Gleichenhaus, Esq. at
Gleichenhaus, Marchese & Weishaar, P.C.
UNILIFE CORP: Ch. 11 Examiner Sought over Mismanagement, Misconduct
-------------------------------------------------------------------
Kahle Automation, S.r.l., a party-in-interest of a Chapter 11
bankruptcy case, asks the U.S. Bankruptcy Court for the District of
Delaware to enter an order directing the appointment of a Chapter
11 Examiner for Unilife Corporation.
The Motion states that, although the Debtor has represented in its
U.S. Securities and Exchange Commission filings that it previously
conducted an investigation with the assistance of outside counsel
and accountants, it is critical that a completely independent,
credible report be performed as soon as possible which, among other
things, analyzes the existence of claims which the bankruptcy
estate may have against any current and/or former officers and
directors of Debtors who participated in knowingly permitted, or
negligently failed to prevent or remedy the misconduct that was
described in the Debtors' SEC filings.
The Movant also notes that the examiner's investigation will
include the analysis of prepetition insider transactions involving
the allegations of self-dealing and similar financial misconduct,
in addition to such other pre- and/or post-petition misconduct and
mismanagement as may become known to the examiner during the course
of the investigation.
Further, the Movant believes that an examiner could assess the
extent to which there has been an additional misconduct or
mismanagement which was not reported in SEC filings.
The Movant is represented by:
Gary D. Bressler, Esq.
300 Delaware Avenue, Suite 770
Wilmington, DE 19801
Tel: (302) 300-4515
Fax: (302) 654-4031
Email: gbressler@mdmc-law.com
About Unilife Corporation
Unilife Corporation -- http://www.unilife.com-- is a U.S.-based
developer and commercial supplier of injectable drug delivery
systems. Unilife has a portfolio of innovative, differentiated
products with a primary focus on wearable injectors. Products
within each platform are customizable to address specific customer,
drug and patient requirements.
Unilife Corporation filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 17-10805) on April 12, 2017. John Ryan, chief
executive officer, signed the petition.
The Hon. Laurie Selber Silverstein presides over the case.
Cozen O'Connor, Esq., serves as counsel to the Debtor.
The Debtor disclosed total assets of $82.98 million and total
liabilities of $201.0 million.
UNITED ROAD: SSG Capital Acted as Investment Banker in Asset Sale
-----------------------------------------------------------------
SSG Capital Advisors, LLC acted as the investment banker to United
Road Towing, Inc. in the sale of substantially all of its assets to
an affiliate of Medley Capital Corporation. The sale was
effectuated through a Chapter 11 Section 363 process in the U.S.
Bankruptcy Court for the District of Delaware. The transaction
closed in April 2017.
URT is the largest national provider of comprehensive vehicle
management solutions. The Company is a leader in towing, recovery,
impound and vehicle management solutions in both the private and
public sectors. Headquartered outside of Chicago, Illinois with
operations throughout ten major markets in eight states, URT
operates the largest platform in the localized and highly
fragmented towing and recovery services industry. Among the
Company's diverse service offerings are towing / recovery, vehicle
storage, shop / road service, freeway service patrol and disaster
response.
Formed in 2005 following its divestment from United Road Services,
Inc., URT grew rapidly, opened new operations and made multiple
acquisitions. The Great Recession negatively impacted URT's
customers across all segments, leading to budget shrinkage and
decreasing the volume of tow service and vehicles available for
storage / auction. In response, URT rationalized underperforming
locations and focused on profitable operations, however the Company
faced liquidity constraints which limited further expansion. A
lack of capital and unresolved litigation prompted the Company to
file for Chapter 11 protection in February 2017 to preserve the
value of its business. SSG was retained as URT's exclusive
investment banker to explore strategic alternatives, including a
sale of some or all of the business. The sale process attracted
significant interest and resulted in a competitive auction process,
in which Medley's going-concern offer was deemed the highest and
best price for substantially all of the Company's assets. SSG's
ability to solicit offers in a fast-tracked process and its
experience with Section 363 sale processes enabled the Company to
maximize value for stakeholders while preserving jobs.
Other professionals who worked on the transaction include:
* Daniel J. McGuire, Carrie V. Hardman and Grace D. D'Arcy of
Winston & Strawn LLP, co-counsel to United Road Towing, Inc.;
* M. Blake Cleary, Craig D. Grear, Ryan M. Bartley, Michael S.
Neiburg and Kenneth A. Listwak of Young Conaway Stargatt, & Taylor,
LLP, co-counsel to United Road Towing, Inc.;
* Mark Samson of Getzler Henrich & Associates LLC, financial
advisor to United Road Towing, Inc.;
* Patrick J. Fodale of Loughlin Management Partners + Company,
independent board member to United Road Towing, Inc.;
* Steven E. Fox of Riemer & Braunstein LLP, counsel to United
Road Towing, Inc.'s senior lender;
* Jeffrey N. Pomerantz, Richard E. Mikels, Maxim B. Litvak and
Peter J. Keane of Pachulski Stang Ziehl & Jones LLP, counsel to the
Official Committee of Unsecured Creditors;
* Edward T. Gavin IV and Stanley W. Mastil of Gavin Solmonese,
financial advisor to the Official Committee of Unsecured Creditors;
and
* Maria J. DiConza, Ejim Peter Achi, Richard C. Kim, Airi
Hammalov and Wabi Jain of Greenberg Traurig, LLP, counsel to Medley
Capital Corporation.
About United Road Towing
Headquartered in Mokena, Illinois, United Road Towing, Inc. dba
Good Buy Auto Auction, UR Vehicle Management Solutions, Quality
Towing, United Road Vehicle Management Solutions, and dba United
Road Towing-San Antonio -- and its affiliates provide towing,
recovery, impound, and vehicle management solutions services to
both the private and public sector. Through a portfolio of local
and regional brands operating across 10 different regions in eight
different states, the Company dispatches approximately 500,000
tows, manage over 200,000 impounds and sell over 38,000 vehicles
annually across the U.S.
United Road Towing, Inc., along with affiliates, filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case No. 17-10249) on Feb.
6, 2017. The petitions were signed by Michael Mahar, chief
financial officer. United Road estimated assets between $10
million and $50 million and debt between $50 million and $100
million.
Judge Laurie Selber Silverstein presides over the cases.
Daniel J. McGuire, Esq., Grace D. D'Arcy, Esq., and Carrie V.
Hardman, Esq., at Winston & Strawn LLP, serve as Debtors' general
counsel.
M. Blake Cleary, Esq., Ryan M. Bartley, Esq., and Andrew Magaziner,
Esq., at Young Conaway Stargatt & Taylor, LLP, serve as the
Debtors' Delaware counsel.
Getzler Henrich & Associates LLC is the Debtors' financial
advisor.
SSG Advisors LLC is the Debtors' investment banker.
Rust Consulting/Omni Bankruptcy is the Debtors' noticing, claims
and balloting agent.
Andrew R. Vara, Acting U.S. Trustee for Region 3, on Feb. 16, 2017,
appointed five creditors to serve on the official committee of
unsecured creditors appointed in the Chapter 11 cases of United
Road Towing, Inc., and its affiliates. The Committee retained
Pachulski Stang Ziel & Jones LLP as counsel, and Gavin/Solmonese
LLC as financial advisor.
WELLMAN DYNAMICS: Panel Files Liquidation Plan for WDMA
-------------------------------------------------------
The Official Committee of Unsecured Creditors appointed for Wellman
Dynamics Machinery & Assembly Inc. filed a plan of liquidation and
disclosure statement for WDMA, proposing to liquidate WDMA Assets
pursuant to a sale.
Class 3 General Unsecured Claims will be paid by the Liquidation
Trustee from the General Unsecured Allowance and Available Cash.
The Liquidation Trustee will make distribution on Allowed General
Unsecured Claims from the Unsecured Allowance and Available Cash,
on the later of (i) the Effective Date, or as soon as practicable
after the Effective Date or (ii) five days after entry of a Final
Order Allowing such Claim, and thereafter from Available Cash as
set forth in the Plan.
A full-text copy of the Committee's Disclosure Statement for WDMA
dated May 12, 2017, is available at:
http://bankrupt.com/misc/iasb16-01827-111.pdf
About Wellman Dynamics Corp.
Headquartered in Creston, Iowa, Wellman Dynamics Corporation
produces highly complex precision aluminum and magnesium sand
castings for the aerospace and defense industries. Its largest
casting weighs approximately 630 pounds and its most complex
casting requires a mold that is hand assembled from 125 individual
intricate components, virtually all of which are designed and
manufactured in-house. The Debtor owns the only molds for 79% of
its products. In some cases, although another tool exists, the
Debtor is still the sole source on 94% of its castings. Every
U.S.
military helicopter program relies upon the Debtor's castings
produced in Creston, Iowa.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Iowa Case No. 16-01825) on Sept. 13, 2016. Judge Anita L. Shodeen
presides over the case.
The Debtor's counsel is Jeffrey D. Goetz, Esq., and Krystal R.
Mikkilineni, Esq., at Bradshaw, Fowler, Proctor & Fairgrave, P.C.,
in Des Moines, Indiana.
On Jan. 11, 2017, Wellman Dynamics Corp. filed its Chapter 11
plan of reorganization and disclosure statement.
The U.S. trustee for Region 12 on March 22 appointed seven
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 cases of Wellman Dynamics Corp. and Wellman
Dynamics Machinery & Assembly, Inc.
WEST VIRGINIA HIGH: Wants Acces to Cash Collateral Until December
-----------------------------------------------------------------
West Virginia High Technology Consortium Foundation and HT
Foundation Holdings, Inc., seek authorization from the U.S.
Bankruptcy Court for the Northern District of West Virginia for the
continued use of the cash collateral of Huntington National Bank
through Dec. 31, 2017.
The Debtors only seek to use the rental income for the reasonable,
necessary costs and expenses of preserving the Real Property
similar to what could be surcharged to Huntington National Bank's
collateral. The proposed budget reflects the Debtor's operational
expenses for the months of May through December 2017, in the
aggregate sum of $840,761.
The Debtors relate that Huntington National Bank has previously
filed an opposition to the Debtors' cash collateral motion, but the
Court granted the Debtors authority to use cash collateral on an
interim basis. Thereafter, on Nov. 23, 2016, the Court entered a
consent order and stipulation of the parties amending the interim
order and continuing the final hearing to Dec. 2, 2016.
On Dec. 2, 2016, the Debtors filed a Joint Chapter 11 Plan of
Reorganization and corresponding Disclosure Statement and
thereafter, on Feb. 3, 2017, they filed their Amended Joint Chapter
11 Plan of Reorganization and First Amended Disclosure Statement.
The Court entered an order requiring the Debtors to file a further
amended Disclosure Statement on or before May 31, 2017.
The Debtors have continued to work toward a successful
reorganization and require the continued use of Huntington National
Bank's cash collateral in order to do so.
Pursuant to the Final Order entered by the Court on Dec. 15, 2016,
the Debtors are authorized to use the cash collateral of Huntington
National Bank through May 31, 2017 and requires monthly adequate
protection payments by the Debtors to Huntington in the amount of
$70,000.
As such, the Debtors have attempted to negotiate a consensual
agreement with Huntington National Bank for an extension of the use
of cash collateral, but has been unable to do so.
A full-text copy of the Debtor's Motion, dated May 18, 2017, is
available at https://is.gd/ACe915
A copy of the Debtor's Budget is available at https://is.gd/PQJqbN
About West Virginia High
West Virginia High Technology Consortium Foundation and HT
Foundation Holdings, Inc., filed chapter 11 petitions (Bankr. N.D.
W.Va. Case Nos. 16-00806 and 16-00807) on Aug. 4, 2016. The
petitions were signed by James L. Estep, president and CEO. The
Debtors estimated $10 million to $50 million in assets and
liabilities.
The Hon. Patrick M. Flatley presides over the case.
David B. Salzman, Esq., at Campbell & Levine, LLC, serves as
bankruptcy counsel to the Debtors. The Debtors hired Rolston &
Company as real estate appraiser; Easter Valley, LLC as real estate
broker; and Arnett Carbis Toothman, LLP as accountants.
* * *
On Feb. 3, 2017, the Debtors filed with the Bankruptcy Court a
First Amended Disclosure Statement and Joint Plan of
Reorganization. Under the Amended Plan, each holder of a Class 6
General Unsecured Claim will receive an amount equal to 100% of the
unpaid amount of their Allowed General Unsecured Claim over 3 years
in 12 consecutive, equal, quarterly installments, with the first
payment due no later than 60 days after the Effective Date.
A full-text copy of the 1st Amended Disclosure Statement is
available at http://bankrupt.com/misc/wvnb1-16-00806-249.pdf
WESTCHESTER NEUROLOGICAL: Hires Penachio Malara as Counsel
----------------------------------------------------------
Westchester Neurological Consultant, PC seeks authorization from
the U.S. Bankruptcy Court for the Southern District of New York to
employ Penachio Malara, LLP as counsel for the Debtor.
The Debtor requires Penachio to:
a. assist in the administration of the Chapter 11 proceeding,
the preparation of operating reports and complying with applicable
laws and rules;
b. set a bar date, review claims and resolve claims which
should be disallowed
c. address lease issue; and
d. assist in reorganization and confirming a Chapter 11 plan or
exit strategy.
Penachio lawyers and professionals who will work on the Debtor's
case and their hourly rates are:
Anne Penachio $450
Francis Malara $325
Joseph Garland, of counsel $450
Paralegals $150
Prior to the filing, Penachio was paid $15,000, which include the
filing fee.
Anne Penachio, Esq., of Penachio Malara, 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.
Penachio may be reached at:
Anne Penachio, Esq.
Penachio Malara, LLP
235 Main Street
White Plains, NY 10601
Tel: (914) 946-2889
About Westchester Neurological Consultant
Westchester Neurological Consultant, PC filed a Chapter 11
bankruptcy petition (Bankr. S.D.N.Y. Case No. 17-22508) on March
31, 2017. Anne Penachio, Esq., at Penachio Malara, LLP serves as
bankruptcy counsel.
The Debtor's assets and liabilities are both below $1 million.
WESTECH CAPITAL: Unsecureds to be Paid From Revested Debtor's Cash
------------------------------------------------------------------
Gregory Milligan, Trustee of Westech Capital Corp., filed with the
U.S. Bankruptcy Court for the Western District of Texas an amended
disclosure statement describing his plan of reorganization for the
Debtor.
Under the Plan, Class 5 Unsecured Claims Creditors will be paid
over time from cash of the Revested Debtor remaining after the
payment of post-confirmation operations, Class 2, 3 and 4 Claims.
These claims are impaired.
Class 5 Claims include all Allowed Unsecured Claims that have not
been subordinated by agreement or order of the Court. Class 5
Claims will be paid in priority, after post-confirmation operating
expenses and Class 1 through Class 4 Claims, up to 100% of the
Allowed Class 5 Claims, without interest, attorney's fees or costs,
and from time to time from the assets of the Revested Debtor, in
the sole discretion of the Plan Trustee.
The total amount of proofs of claim filed, including contingent
claims, plus claims scheduled by the Debtor as undisputed is
$12,774,834.48. The Trustee estimates that the allowed claims
entitled to payment under the plan will ultimately be a small
fraction of that amount.
John Gorman filed proofs of claim totaling $9,724,712.80. The
Trustee does not believe that these claims are valid for the
reasons set forth in the history of the Debtor section of this
Disclosure Statement. Moreover, Mr. Gorman's claims are subject to
offset against claims by the Debtor against him, and are subject to
subordination. The Debtor does not believe that the claims of John
Randolph ($261,981) or Craig Biddle ($42,500) are valid because
they arise out of their employment by Westech's subsidiary, Tejas,
not Westech, and their claims arise out of compensation alleged
owed them by Tejas. The Trustee will object to these claims. The
Trustee has not yet completed his review of claims for possible
objections, but notes there are some claims that appear to be
duplicates, and the claims of Salamone and Halder are subject to
offset against claims by the Debtor against them, and
subordination.
If the Trustee's litigation is successful and his claims objections
are sustained, the maximum amount of allowed claims in this class
will be no more than $1 million. If the Trustee's litigation is
not successful and his claims objections are not sustained, then
the holders of some or all of those claims will be entitled to
participate in the distributions to Class 5 Creditors to the extent
the Court finds that the claims are valid.
Upon the Effective Date of the Plan, all property of the estate,
will vest in the Reorganized Debtor subject to the control and
treatment by the Plan Trustee, including the continuation of the
standing for the Plan Trustee to represent the Reorganized Debtor
in any case pending on the Effective Date or brought subsequent to
the Effective Date.
The Revested Debtor will be funded from cash on hand, asset sales,
expected litigation recoveries, and future business opportunities,
all of which may be used in the Plan Trustee's sole discretion to
pay all management, operating, litigation, and professional
expenses incurred by the Revested Debtor. The restrictions on
stock transfers currently in effect will continue in order to
preserve the Debtor's net operating losses unless and until the
Plan Trustee ends limitation.
Upon Confirmation, all voting or voting rights agreements are
cancelled and terminated or rejected as will be reflected in
amended bylaws of the Revested Debtor.
The Disclosure Statement is available at:
http://bankrupt.com/misc/txwb16-10300-294.pdf
As reported by the Troubled Company Reporter on April 17, 2017, the
Trustee filed with the Court a disclosure statement describing his
plan of reorganization for the Debtor, under which the Debtor will
continue post-confirmation as the Revested Debtor to be managed and
controlled by the Trustee as Plan Trustee without change of
ownership or equity (except as may be approved by the Plan Trustee
after Confirmation of the Plan), for the purpose of liquidating all
claims, assets, opportunities, and operations of the Debtor, as
well as management of those assets for the ultimate distribution to
allowed claims of creditors and interests holders. The Trustee was
not yet done with review of the claims.
About Westech Capital Corp.
Westech Capital Corp is a financial services holding company. Its
primary business operating subsidiary is Tejas Securities Group,
Inc.
Westech Capital Corp., fka Tejas, Inc., filed for Chapter 11
bankruptcy (Bankr. W.D. Tex. Case No. 16-10300) on March 14, 2016.
The petition was signed by Gary Salamone, CEO.
Westech estimated $1 million to $10 million in both assets and
liabilities.
Stephen A. Roberts, Esq., at Strasburger & Price, serves as
counsel.
WESTMORELAND RESOURCE: Reports $8.81 Million Net Loss for Q1
------------------------------------------------------------
Westmoreland Resource Partners, LP, filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $8.81 million on $74.80 million of total revenues for
the three months ended March 31, 2017, compared to a net loss of
$8.85 million on $92.48 million of total revenues for the three
months ended March 31, 2016.
As of March 31, 2017, the Company had $375.58 million in total
assets, $414.03 million in total liabilities and a total
Westmoreland Resource Partners, LP deficit of $38.45 million.
"We anticipate that our cash from operations, cash on hand and
available borrowing capacity will be sufficient to meet our
investing, financing, and working capital requirements for the
foreseeable future," the Company stated in the filing.
"Our business is capital intensive and requires substantial capital
expenditures for, among other things, purchasing, maintaining and
upgrading equipment used in developing and mining our coal, and
acquiring reserves. Our principal liquidity needs are to finance
current operations, replace reserves, fund capital expenditures,
including costs of acquisitions from time to time, service our debt
and pay quarterly cash distributions to our unitholders. Our
primary sources of liquidity to meet these needs have been cash
generated by our operations, borrowings under the 2014 Financing
Agreement, and availability under our Revolving Credit Facility.
"Our ability to satisfy our working capital requirements, meet debt
service obligations and fund planned capital expenditures
substantially depends upon our future operating performance, which
may be affected by prevailing economic conditions in the coal
industry. To the extent our future operating cash flow or access
to financing sources and the costs thereof are materially different
than expected, our future liquidity may be adversely affected."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/oriOzh
About Westmoreland Resource
Oxford Resource Partners, LP, now known as Westmoreland Resource
Partners, LP -- http://www.westmorelandMLP.com/-- is a producer of
high value steam coal, and is the largest producer of surface mined
coal in Ohio.
Westmoreland Resource reported a net loss of $31.58 million on
$349.34 million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $33.68 million on $384.70 million of
total revenues for the year ended Dec. 31, 2015.
WL MECHANICAL: Has Nod to Use Pearl Capital's Cash Collateral
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Virginia has
granted WL Mechanical Corp., trading as Westlake Heating and Air
Conditioning, approval to use cash collateral.
Pearl Capital Business Funding, a New York Limited Liability
Company (Pearl) has a prepetition lien on Debtor's receivables and
that it is in the best interest of the Debtor's estate, its
creditors and other parties-in-interest to authorize the Debtor to
use the cash collateral in the operation of its business.
The Debtor is authorized to use Cash Collateral in the normal
course of its business, and to make adequate Protection payments to
Pearl Capital.
The Debtor's right to collect and use Cash Collateral will apply
retroactively to the Petition Date.
For the purpose of providing adequate protection for any interest
in the collateral, the secured creditor is granted, as security to
the extent of the diminution in the value of its collateral, a
valid, perfected and enforceable security interest in and upon the
Debtor's accounts receivable and inventory created after the
Petition Date to the same extent, nature and priority held by the
secured creditor by virtue of the Pre-Petition Loan Documents.
About WL Mechanical Corporation
WL Mechanical Corporation, trading as Westlake Heating and Air
Conditioning, filed a Chapter 11 bankruptcy petition (Bankr. W.D.
Va. Case No. 17-70312) on March 9, 2017, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by Richard E. B. Foster, at Richard E. B. Foster, PLLC.
WL MECHANICAL: May Use Max Advance's Cash Collateral
----------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Virginia has
granted WL Mechanical Corp., trading as Westlake Heating and Air
Conditioning, to use cash collateral.
Having reviewed the Debtor's motion, it appears to the Court that
Max Advance, LLC, a New York Limited Liability Company has a
prepetition lien on Debtor's receivables and that it is in the best
interest of the Debtor's estate, its creditors and other parties in
interest to authorize the Debtor to use the cash collateral in the
operation of its business.
The Debtor is authorized to use Cash Collateral in the normal
course of its business, and to make adequate protection payments to
Max Advance.
The Debtor's right to collect and use Cash Collateral will apply
retroactively to the Petition Date.
For the purpose of providing adequate protection for any interest
in the collateral, the secured creditor is granted, as security to
the extent of the diminution in the value of its collateral, a
valid, perfected and enforceable security interest in and upon the
Debtor's accounts receivable and inventory created after the
Petition Date to the same extent, nature and priority held by the
secured creditor by virtue of the Pre-Petition Loan Documents.
As reported by the Troubled Company Reporter on April 17, 2017, the
Debtor sought court authorization to use Max Advance's cash
collateral to continue operating. As of the date of the filing of
the Petition the balance owed Max Advance was $67,647. The Debtor
requires the use of its accounts receivables and contract rights in
order to continue operating.
About WL Mechanical Corporation
WL Mechanical Corporation trading as Westlake Heating and Air
Conditioning, filed a Chapter 11 bankruptcy petition (Bankr. W.D.
Va. Case No. 17-70312) on March 9, 2017, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by Richard E. B. Foster, at Richard E. B. Foster, PLLC.
WSC PARKING: Cash Collateral Motion Withdrawn
---------------------------------------------
Judge Deborah L. Thorne of the U.S. Bankruptcy Court for the
Northern District of Illinois entered an order saying that the cash
collateral motion filed by LaSalle Investors, LLC, and WSC Parking
Fund I is withdrawn.
About Erie Street Investors
Erie Street Investors, LLC, and several affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. N.D. Ill. Lead Case No.
17-10554) on April 3, 2017. The affiliates are LaSalle Investors,
LLC, WSC Parking Fund I, George Street Investors, LLC, and
Sheffield Avenue Investors, LLC. The cases are jointly
administered. Arthur Holmer, managing member of Weiland Ventures,
LLC, signed the petitions.
Erie Street Investors and LaSalle Investors each disclosed between
$10 million and $50 million in both assets and liabilities. WSC
Parking Fund listed between $1 million and $10 million in both
assets and liabilities.
The cases are assigned to Judge Deborah L. Thorne. The Debtors are
represented by Scott R Clar, Esq., at Crane, Heyman, Simon, Welch &
Clar.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.
Copyright 2017. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.
*** End of Transmission ***