/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/170621.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, June 21, 2017, Vol. 21, No. 171 Headlines 4K PROPERTIES: Hires United Brokers Group as Real Estate Broker 628 BROADWAY: Taps Scura Wigfield Heyer Stevens as Attorney A-OK ENTERPRISES: Taps Hinkle Law Firm as Chapter 11 Counsel AC I TOMS: Hires Brach Eichler as Special Litigation Counsel ADEPTUS HEALTH: Committee Hires CohnReznick as Financial Advisors ADEPTUS HEALTH: U.S. Trustee Forms 3-Member Equity Committee ADVANCED SOLIDS: Hires Pena and Grillo as Special Counsel AHMAD SALEHZADEH: Sale of White Plains Condo Apartments Approved ALLINGER PROPERTIES: Has $1.5-Mil. Deal for Mobile Home Park ALPINE FINANCE: Moody's Assigns B3 CFR, Outlook Stable AMERICA GREENER: U.S. Trustee Unable to Appoint Committee ANDERSON SHUMAKER: Wants Plan Exclusivity Extended to Aug. 22 AP&E PROPERTIES: Unsecureds to Get Full Payment in 5 Years APOLLO ENDOSURGERY: Files Preliminary Prospectus for Common Shares ASCEND LEARNING: S&P Affirms 'B' CCR; Outlook Stable BAY INDUSTRIAL: Seeks to Hire Carmody as New Legal Counsel BERNARD L. MADOFF: Criticism Mounts on $4-Bil. Compensation Fund BERTELLI REALTY: Unsecured Claims Total $16,000 Under New Plan BLEACHER CREATURES: Hires Viniar & Company as Tax Accountant BLUE STAR: Wants Exclusive Plan Filing Deadline Moved to Aug. 18 BOWLMOR AMF: Moody's Affirms B3 CFR Following Acquisition CALIFORNIA PROTON: Needs Until Sept. 27 to File Chapter 11 Plan CAMPBELLTON-GRACEVILLE: Committee Taps Broad and Cassel as Counsel CAPITAL REGION YMCA: Hires Woodward Law Firm as Bankr. Counsel CARIBBEAN FLEET: Hires Santos Berrios Law as Bankruptcy Counsel CARVER BANCORP: Director William J. "Bill" Taggart Dies CINRAM GROUP: Taps JM Zell Partners as Real Estate Consultant CODA OCTOPUS: Posts $1.3 Million Net Income for Second Quarter COLONNADE ACQUISITION: Case Summary & 6 Unsecured Creditors CORNERSTONE APPAREL: Papaya Chain in Ch. 11, Cuts 30 Store Leases CREATIVE REALITIES: Common Stock Uplisted to OTCQX CST INDUSTRIES: Taps Epiq Bankruptcy as Claims and Noticing Agent CTI BIOPHARMA: Lampert's BVF Partners Has 19.9% Stake as of June 9 CYTORI THERAPEUTICS: Will Hold 'Say-on-Pay' Votes Annually D.J. SIMMONS: Unsecureds to Get 23% Over 5 Years in Amended Plan DAKOTA PLAINS: Unsecureds' Estimated Recovery Unknown Under Plan DELCATH SYSTEMS: Four Proposals Approved at Annual Meeting DIFFUSION PHARMACEUTICALS: 5 Proposals Approved at Annual Meeting DIOCESE OF NEW ULM: Wants Plan Exclusivity Extended to Oct. 29 DIRECT FOODS: Hires Roussos, Glanzer & Barnhart as Counsel DOWLING COLLEGE: Needs Until October 25 to File Chapter 11 Plan DYNAMIC CONSTRUCTION: Hires Magee Goldstein Lasky as Counsel E. ALLEN REEVES: Auction Sale of Assets Approved EATERIES INC: Taps Hilco Real Estate as Real Estate Advisor ECLIPSE RESOURCES: Seven Well Moser Pad Turned to Sales ECOARK HOLDINGS: May Issue 4M Shares Under 2017 Incentive Plan ELO OUTPATIENT: Hires Boyer Law Firm as Bankr. Counsel EMPIRE RENTALS: Hires Lamey Law Firm as Counsel EMPIRE RENTALS: U.S. Trustee Forms 2-Member Committee EQT MIDSTREAM: Moody's Affirms Ba1 CFR; Outlook Remains Stable ESCONDIDO VENTURES: Proposes July 17 Auction for Businesses ESPLANADE HL: RL-Led Auction of Round Lake Property on July 6 EVEN ST. PRODUCTIONS: Taps Gelfand Rennert as Royalty Examiner EXPERIMENTAL MACHINE: July 21 Disclosure Statement Hearing FALCON GENOMICS: Exclusive Plan Filing Deadline Move to Aug. 27 FIAC CORP: Exclusive Plan Filing Period Extended Through June 30 FIRST QUALITY: Moody's Affirms Ba3 CFR; Outlook Stable FIRSTENERGY CORP: S&P Assigns 'BB+' Rating on New Unsec. Notes FIRSTRAIN INC: Taps Rosner Law Group as Legal Counsel FLOUR CITY BAGELS: Hearing on Plan Outline Set for June 22 FREDERICK'S OF HOLLYWOOD: Shareholder Class Suit Dismissed FREEDOM COMMUNICATIONS: Plan Filing Period Moved to Aug. 26 FUNCTION(X) INC: Defaults Under $3.24 Million Convertible Note FUNCTION(X) INC: Nasdaq Halts Delisting Action Pending Hearing GABEL LEASE: Plan Evidentiary Hearing on July 11 GARDA WORLD: Moody's Affirms B3 Corporate Family Rating GARDEN OF EDEN: Wants Plan Exclusivity Extended to Aug. 25 GARY DEAN ROGERS: Sale of Lubbock Property for $154K Approved GARY DEAN ROGERS: Sale of Personal Property for $144K Approved GARZA CONTRACTING: Taps Belden Blaine as Legal Counsel GLYECO INC: Has Rights Offering for 40 Million Shares GOD'S CHARIOTS: LaGree Baptist Church Buying Bronx Property for $4M GOD'S HOUSE OF REFUGE: Taps Kosto & Rotella as Legal Counsel GONZO PACIFIC: Hires Maui Lifestyle Realty as Real Estate Broker GONZO PACIFIC: Taps Ramon J. Ferrer as Legal Counsel GORDMANS STORES: Intends to File Chapter 11 Plan by Oct. 9 GRANDPARENTS.COM INC: Taps Genovese Joblove as Special Counsel GV HOSPITAL: Affiliate Taps Partners Healthcare as Appraiser HAE SUNG CORP: Taps Woodstone Capital as Real Estate Broker HALKER CONSULTING: Taps R2 Advisors as Financial Advisor HAREMU HOLDINGS: Hires Boyer Law Firm as Chapter 11 Counsel HAWK MERGER: Moody's Assigns B2 Corporate Family Rating HUDSON HOSPITALITY: Hires W&I's Matthew Walston as CRO HUDSON HOSPITALITY: Hires Walston & Ignagni as Accountants HUDSON HOSPITALITY: Hires Zeisler & Zeisler as Attorneys ILLINOIS: Deficit Balloons to $15B; On Verge of Bankruptcy IRASEL SAND: Case Summary & 20 Largest Unsecured Creditors JACUZZI BRANDS: S&P Assigns 'B' CCR; Outlook Stable JETBLUE AIRWAYS: Moody's Hikes CFR to Ba1; Outlook Stable JT TRANSIT: Amends Plan to Reduce Unsecureds' Recovery to 0.05% JUROMA PROPERTIES: July 27 Plan Confirmation Hearing Set KURT KUHLMAN: Johnson Buying Berkshire Property for $174K LA SABANA: July 12 Disclosure Statement Hearing LAMPLIGHT CONDOMINIUM: Taps Franklin Pilicy as Special Counsel LANCASTER FINE: Hires EisnerAmper as Financial Advisors LANCASTER FINE: Hires Maschmeyer Karalis as Counsel MAGNUM MOVERS: Unsecureds to Recoup 25% Under Chapter 11 Plan MAHOPAC FARMS: Intends to File Chapter 11 Plan by September 14 MAISON HUGO: Taps Pick & Zabicki as Legal Counsel MELINDA CORTEZ: Lee Buying San Francisco Property for $805K METRO HOUSING: Hires Nager Law as Counsel METROPARK USA: $12K Sale of Interchange Claim to Cranehill Okayed MINI MASTER: Master Group Buying Chevrolet Silverado Pickup for $2K MOSAIC MANAGEMENT: Trustee Retains Bast Amron as Counsel MOSAIC MANAGEMENT: Trustee Retains GlassRatner as Financial Advisor NATIONAL EVENTS: Falcon Seeks Approval to Seize Remaining Assets NORTH COAST TOOL: June 23-26 Online Auction of Excess Equipment OASIS OUTSOURCING: Moody's Affirms B2 CFR; Outlook Stable OCEAN BLUE: Hires Robert S. Altagen as Counsel OCEAN RIG: Highland Won't Object to Cayman Proceedings Recognition OGDENSBURG CITY: Moody's Lowers $3.3MM GOLT Rating to Ba1 OIL PATCH TRANSPORTATION: Taps Gerger Law Firm as Legal Counsel ORAMA HOSPITALITY: Hires John W. Sywilok as Attorney ORANGE ACRES: Hires Stichter Riedel as Counsel PARAGON OFFSHORE: Taps Korn Ferry as Executive Search Advisors PARETEUM CORP: Registers 3.5 Million Shares Under 2017 LTIP PARFUMS HOLDING: S&P Assigns 'B' CCR; Outlook Negative PATRIOT ONE: Has Until June 22 to Exclusively File Plan PERSONAL SUPPORT: Hires Friedman Schuman as Special Counsel PETTERS COMPANY: Fraud Suit vs. GE Finance Heads to Trial PHILADELPHIA HEALTH: Has Until Aug. 27 to Exclusively File Plan PME MORTGAGE: Case Summary & 20 Largest Unsecured Creditors PRECISE CORPORATE: Amends Chapter 11 Plan of Liquidation PRIMELINE UTILITY: Moody's Revises Outlook to Neg. & Affirms B3 CFR RACEWAY MARKET: Seeks August 27 Plan Solicitation Period Extension RENNOVA HEALTH: Falls Short of Nasdaq's Minimum Bid Price Rule RGL RESERVOIR: S&P Lowers CCR to 'CCC-' on Weak Performance RICE ENERGY: Moody's Puts B1 CFR on Review for Upgrade RICE ENERGY: S&P Puts 'B+' CCR on CreditWatch Positive RIO RANCHO: Hires Langley & Chang as Counsel RXI PHARMACEUTICALS: Has Continuous Offering for 1.3M Shares SAEXPLORATION HOLDINGS: Michael Faust Named Lead Director SAEXPLORATION HOLDINGS: Will Pay $2.4M Executive Bonuses in Cash SAN BERNARDINO, CA: Officially Exits Bankruptcy SCARBOROUGH & HARGETT: Trustee Selling All Assets for $275K SCOTT MEDICAL: Taps Steidl and Steinberg as Legal Counsel SEACREST EQUITIES: Hires MYC & Associates as Real Estate Broker SEANERGY MARITIME: Inks Time Charter Contract for M/V Partnership SECOND CHANCES: Taps Pepper & Nason as Counsel SNAP INTERACTIVE: Registers 871K Shares for 2016 LTIP STEVENSON INVESTMENT: Taps Michael Jay Berger as Legal Counsel STONE OAK: Hires Diller and Rice as Counsel SUGARMAN'S PLAZA: $8M Private Sale of Flea Market Property Okayed SUGARMAN'S PLAZA: Taps Eckert Seamans as Special Counsel SUNGARD AVAILABILITY: Moody's Rates Proposed Secured Loans 'B1' T K MINING: Sale of All Assets for $950K to Pay Creditors Approved TAPESTRY CHARTER: S&P Assigns 'BB+' Rating on 2017A/B Revenue Bonds TD MANUFACTURING: U.S. Trustee Unable to Appoint Committee TIDEWATER INC: Hires Ernst & Young as Tax Advisor TITLE ROVER: Hires Baker & Associates as Attorneys TOISA LIMITED: Seeks to Hire MSI as Maritime Consultant TOYS R US: S&P Affirms 'B-' CCR & Revises Outlook to Negative TRINITY INDUSTRIES: Fitch Affirms BB+ Sub. Convertible Notes Rating VANGUARD HEALTHCARE: Taps Cherry & Assoc. as Real Estate Broker VANITY SHOP: Seeks Sept. 27 Plan Filing Exclusivity Extension VISION CONSTRUCTION: Hires Langley & Banack as Attorneys WEATHERFORD INTERNATIONAL: 9 Directors Elected at Annual Meeting WELLNESS MERGER: Moody's Assigns B3 CFR; Outlook Stable WENDY TAYLOR: Taps Boyer Law Firm as Legal Counsel WEST BATON: Hires Hannis T. Bourgeois as Accountant WESTERN HIPERBARIC: Taps Justiniano Law Offices as Legal Counsel WINDMILL RESERVE: Solicitation Period Extended Through July 8 WIZ-X INC: Unsecureds to Get Full Payment Over 60 Months WOLVERINE TAXI: Case Summary & Largest Unsecured Creditors WOMEN'S HEALTH: Hires Boyer Law Firm as Bankruptcy Counsel [*] Study Says Early Closures on Insolvent Banks Could Cut Costs ********* 4K PROPERTIES: Hires United Brokers Group as Real Estate Broker --------------------------------------------------------------- 4K Properties, Ltd seeks authority from the US Bankruptcy Court for the District of Arizona to employ Shane Cook of United Brokers Group for the purpose of listing, marketing and ultimately selling its real property located at 4286 E. Washington Court, Gilbert, AZ 85234. The Debtor agrees to pay broker a total commission of 6% of the purchase price. Shane Cook attests that he is disinterested person, as that term is defined in 11 U.S.C. Sec. 101(14), and do not hold or represent an interest adverse to the estate with respect to the matter on which he is to be employed. The Broker can be reached through: Shane Cook UNITED BROKERS GROUP 3303 South Lindsay Road, Suite #108 Gilbert, AZ 85297 Phone: 480-539-4775 Mobile: 480-703-3316 Email: shane@ubgre.com About Opt Co. Opt Co. operates as a painting contractor. It offers exterior, interior, custom homes, garage epoxy, and fences painting and coating services. It serves industrial, commercial, and residential customers in the State of New York. Most of the principal assets of Opt Co. and its affiliates are located at 5136 S. Desert View Apache Junction, Arizona. Opt Co. and eight of its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case Nos. 17-06091 to 17-06098, and 17-06100) on May 31, 2017. Joseph Cook, personal representative of estate of Allan Kauffman, signed the petitions. Debtors Opt Co, 4K Builders, Inc., Blu Enterprises, Inc., Vintage Millworks, Inc., Southwest Renewable Resources, LLC, Optco Residential Painting, LLC, Arizona Natural Resources Products, LLC, and Arizona Steel Finishing, LLC, each listed under $50,000 in assets and $1 million to $10 million in liabilities. Debtor 4K Properties, Ltd listed under $50,000 in assets and $10 million to $50 million in liabilities. Judge Brenda Moody Whinery presides over the cases. 628 BROADWAY: Taps Scura Wigfield Heyer Stevens as Attorney ----------------------------------------------------------- 628 Broadway, LLC, seeks authority from the US Bankruptcy Court for the District of New Jersey to employ Scura, Wigfield, Heyer, Stevens & Cammarota, LLP as chapter 11 counsel for the Debtor-in-Possession. Professional services to be rendered by Scura Wigfield are: a. to give advice to the Debtor regarding its powers and duties as Debtor in the operation of its business; b. to represent the Debtor in bankruptcy matters and adversary proceedings; and c. to perform all legal services for the Debtor which may be necessary. The proposed arrangement for compensation are: Partners $425 per hour Associates $375 per hour Paralegals $150 per hour Scura Wigfield has also received an $11,000 retainer inclusive of the filing fee. 628 Broadway, LLC is a single member limited liability company with Anthony Enrico being the only member. Scura Wigfield represented Anthony Enrico in a prior Chapter 11 Bankruptcy. The case was ultimately dismissed on June 29, 2010. Aside from that, the firm also represents Anthony Enrico in a Chapter 11 case concurrently with the Debtor, and his wife, Maria Enrico, in a pending Chapter 13 Bankruptcy proceeding. David L. Stevens, Esq. attests that Scura Wigfield is disinterested as the term is defined under 11 U.S.C. Section 101(14). The Firm can be reached through: David L. Stevens, Esq Scura, Wigfield, Heyer, Stevens & Cammarota, LLP 1599 Hamburg Turnpike P.O. Box 2031 Wayne, New Jersey 07470 Phone: 973-696-8391 About 628 Broadway 628 Broadway listed its business as a single asset real estate (as defined in 11 U.S.C. Section 101(51B)) whose principal assets are located at 628 Broadway Paterson, NJ 07514. 628 Broadway sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 17-21047) on May 30, 2017. The petition was signed by Anthony Enrico, president. David L. Stevens, Esq. at Scura, Wigfield, Heyer, Stevens & Cammarota, LLP represents the Debtor. The case is assigned to the Hon. Stacey L. Meise. At the time of the filing, the Debtor estimated its assets at $500,000 to $1 million and its liabilities at $1 million to $10 million. A-OK ENTERPRISES: Taps Hinkle Law Firm as Chapter 11 Counsel ------------------------------------------------------------ A-OK Enterprises, LLC, et al. seek permission from the US Bankruptcy Court for the District of Kansas to employ Edward J. Nazar of Hinkle Law Firm LLC as counsel. Professional services to be rendered by Hinkle Law Firm are: a. advise the Debtors of their right, power and duty as Debtor-in-possession, including those with respect to the continued operation and management of its business and property; b. advise the Debtors concerning and assisting in the negotiation and documentation of financing agreements, cash collateral orders and related transactions; c. investigate into the nature and validity of liens asserted against the property of the Debtors, and advising the Debtors concerning the enforceability of said liens; d. investigate and advise the Debtors concerning and taking such action as may be necessary to collect income and assets in accordance with applicable law, and recover property for the benefit of Debtor's estates; e. prepare on behalf of the Debtors such applications, motions, pleadings, orders, notices, schedules and other documents as may be necessary and appropriate, and reviewing the financial and other reports to be filed; f. advise the Debtors concerning and preparing responses to applications, motions, pleadings, notices and other documents which may be filed and served; g. counsel the Debtors in connection with the formulation, negotiation and promulgation of plan or plans or reorganization and related documents; and h. perform other legal services for and on behalf of the Debtors as may be necessary or appropriate in the administration of the case. The firm's professionals who will perform majority of services and their hourly rate are: Edward J Nuzar $350 Martin R. Ufford $315 W. Thomas Gilman $315 Nicholas R. Grillot $265 Edward J Nuzar attests that the attorneys and the firm are "disinterested persons" as the term is defined in Section 101(14) of the Bankruptcy Code and do not represent any interest adverse to the Debtors and their estates. The Firm can be reached through: Edward J. Nazar HINKLE LAW FIRM LLC 1617 North Waterfront Parkway, Suite 400 Wichita, KS 67206-6639 Tel: 316-267-2000 Fax: 316-264-1518 Email: enazar@hinklaw.com About A-OK Enterprises Based in Wichita, Kansas, A-OK Enterprises, LLC, and four affiliates, including A-OK, Inc., sought Chapter 11 protection (Bankr. D. Kan. Lead Case No. 17-11096) on June 9, 2017. The petitions were signed by Bruce R. Harris, president, and 98.64% owner of the Debtors. The Hon. Dale L. Somers is the case judge. Hinkle Law Firm, L.L.C., is the counsel to the Debtor, with the engagement led by Edward J. Nazar, Esq. AC I TOMS: Hires Brach Eichler as Special Litigation Counsel ------------------------------------------------------------ AC I Toms River, LLC, seeks permission from the US Bankruptcy Court for the Southern District of New York to employ a special litigation counsel. The Debtor wants to employ Brach Eichler LLC to continue to represent it in connection with a foreclosure action pursuant to the provisions of Sec. 327(e) of the Bankruptcy Code including but not limited to preparing, filing and prosecuting a motion for reconsideration or modification of the January 8, 2016 judgement entered in favor of RCG and against the Debtor in the Foreclosure Action. The principal attorneys and paralegals presently designated to the Debtor's matters are: Bob Kasolas, Esq. $395 per hour Carl J. Soranno, Esq. $500 per hour Paraprofessionals $205 per hour Bob Kasolas, Esq. attests that no attorney in his firm is involved in representing the Debtor in the Foreclosure Action, is related to any US Bankruptcy Judge or District Judge for the Southern District of New York or the US Trustee for the Southern District of New York. The Firm can be reached through: Bob Kasolas, Esq. BRACH EICHLER LLC 101 Eisenhower Parkway Roseland, NJ 07068 Phone: 973-228-5700 Fax: 973-228-7852 Email: bkasolas@bracheichler.com About AC I Toms AC I Toms River LLC owns the real property and improvements thereon located at 1400 Hooper Avenue, Toms River, New Jersey, from which the shopping center commonly known as Hooper Commons operates. The property consists of 28 storefronts, of which 25 are occupied. The anchor tenants at the property are Dollar Tree, DSW and Michaels. The property is currently the subject of a foreclosure action commenced by RCG. CBRE is the court-appointed rent receiver who currently manages the property. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 16-22023) on Jan. 8, 2016, disclosing under $1 million in both assets and liabilities. Arnold Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck, PC, serves as the Debtor's bankruptcy counsel. A Receiver has been appointed for the Debtor's property. No official committee of unsecured creditors has been appointed in the case. ADEPTUS HEALTH: Committee Hires CohnReznick as Financial Advisors ----------------------------------------------------------------- The Official Committee of Unsecured Creditors of ADPT DFW Holdings LLC, Adeptus Health and their debtor-affiliates, seeks authorization from the U.S. Bankruptcy Court for the Northern District of Texas to retain CohnReznick as financial advisors for the Committee, nunc pro tunc to May 4, 2017. The Committee requires CohnReznick to: a. gain an understanding of the Debtors' corporate structure; b. identify strategic case issues; c. prepare an independent valuation of the Debtors' operations (the "Valuation Services"); d. gain an understanding of the Debtors' accounting and cash management systems; e. assess the Debtors' proposed Debtor-in-Possession financing; f. perform an assessment of the Debtors' short-term budget; g. ascertain net cash flow available; h. assess the Debtors' business plan; i. assess accounts receivable, inventory and liquidity; j. monitor the Debtors' weekly operating results; k. analyze the Debtors' budget to actual results; l. assess/monitor the Debtors' sales process and list of buyers; m. identify and quantify recoverable assets; n. investigate potential avoidance action claims; o. investigate transactions with non-debtor entities; p. analyze proposed Plan of Reorganization or Liquidation and Disclosure Statement; q. prepare and update dividend analysis; r. communicate findings to the committee; s. provide expert, independent analyses and a third-party perspective to decision-making throughout the bankruptcy process; t. provide a market check "plus" with respect to the Debtors' pre-petition marketing process (the "Market Test Services"); and, u. render assistance as the Committee and its counsel may deem necessary. The Committee proposes that CohnReznick's compensation have three components: (a) Financial Advisory Services, (b) Valuation Services, and (c) Market Test Services. (A) Financial Advisory Services Partners $610-$815 Managers/Senior Managers/Directors $450-$650 Other Professional Staff $300-$440 Paraprofessionals $205 CohnReznick has agreed that its maximum fees for the Financial Advisory Services to be rendered to the Committee, excluding the Valuation Services and the Market Test Services, the "Monthly Fee Cap" will not exceed the amounts identified below, provided that any unused amount related to the Monthly Fee Cap in any month will be applied forward or back to months should the fee for services rendered in a month exceeded its Monthly Fee Cap: Monthly Fee Cap Month 1 $225,000 Month 2 $200,000 Month 3 $175,000 Month 4 and beyond $150,000 (B) Valuation Services Independent Valuation $400,000 Rebuttal Valuation $225,000 (C) Market Test Services Minimum Transaction Fee to engage in the Market Test $150,000 Transaction Fee if an alternative transaction to the Deerfield transaction is identified $750,000 CohnReznick will also be reimbursed for reasonable out-of-pocket expenses incurred. Chad J. Shandler, partner of CohnReznick 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. CohnReznick can be reached at: Chad J. Shandler CohnReznick LLP 1301 Avenue of the Americas New York, NY 10019 Tel: (646) 834-4194 Fax: (646) 365-3341 About Adeptus Health & ADPT DFW Holdings LLC Adeptus Health LLC -- http://www.adpt.com/-- through its subsidiaries, owns and operates hospitals and free standing emergency rooms in partnership with various healthcare providers. Adeptus Health Inc. is a holding company whose sole material asset is a controlling equity interest in Adeptus Health LLC. Lewisville, Texas-based ADPT DFW Holdings LLC and its affiliates, including Adeptus Health, Inc., and Adeptus Health LLC, each filed Chapter 11 bankruptcy petitions (Bankr. N.D. Tex. Lead Case No. 17-31432) on April 19, 2017, listing $798.7 million in total assets and $453.48 million in total debt as of Sept. 30, 2016. Andrew Hinkelman, chief restructuring officer, signed the petitions. Judge Stacey G. Jernigan presides over the cases. Elizabeth Nicolle Boydston, Esq., Kristian W. Gluck, Esq., John N. Schwartz, Esq., Timothy S. Springer, Esq., and Louis R. Strubeck, Jr., Esq., at Norton Rose Fulbright US LLP serve as the Debtors bankruptcy counsel. The Debtors have tapped DLA Piper LLP (US) as special counsel; FTI Consulting, Inc., as chief restructuring officer; Houlihan Lokey, Inc., as investment banker; and Epiq Systems as claims and noticing agent. On May 1, 2017, a nine-member official unsecured creditors committee was formed in the case. The committee tapped Akin Gump Strauss Hauer & Feld LLP as counsel. ADEPTUS HEALTH: U.S. Trustee Forms 3-Member Equity Committee ------------------------------------------------------------ The Office of the U.S. Trustee on June 19 appointed these companies to serve on Adeptus Health Inc.'s official committee of equity security holders: The equity committee members are: (1) Wexford Spectrum Investors LLC Arthur Amron, Vice-President 411 West Putnam Avenue Greenwich, CT 06830 Phone: 203-862-7012 Fax: 203-862-7312 Email: aamron@wexford.com (2) Reef Road Capital LLC Richard Kearney 747 Third Avenue, 19th Floor New York, NY 10017 Office: 212-257-4498 Cell: 914-588-9693 Email: rk@reefroadcap.com (3) MarlinPatterson Global Opportunities Master Fund LP Alexander DeFelice 520 Madison Avenue, 35th Floor New York, NY 10022 Office: 212-651-9507 Cell: 917-533-3872 Fax: 212-651-4011 Email: defelice@matlinpatterson.com About Adeptus Health Adeptus Health LLC -- http://www.adpt.com/-- through its subsidiaries, owns and operates hospitals and free standing emergency rooms in partnership with various healthcare providers. Adeptus Health Inc. is a holding company whose sole material asset is a controlling equity interest in Adeptus Health LLC. Lewisville, Texas-based ADPT DFW Holdings LLC and its affiliates, including Adeptus Health, Inc., and Adeptus Health LLC, each filed Chapter 11 bankruptcy petitions (Bankr. N.D. Tex. Case No. 17-31432) on April 19, 2017, listing $798.7 million in total assets and $453.48 million in total debt as of Sept. 30, 2016. Andrew Hinkelman, chief restructuring officer, signed the petitions. Judge Stacey G. Jernigan presides over the cases. Elizabeth Nicolle Boydston, Esq., Kristian W. Gluck, Esq., John N. Schwartz, Esq., Timothy S. Springer, Esq., and Louis R. Strubeck, Jr., Esq., at Norton Rose Fulbright US LLP serve as the Debtors' bankruptcy counsel. The Debtors have tapped DLA Piper LLP (US) as special counsel; FTI Consulting, Inc., as chief restructuring officer; Houlihan Lokey, Inc., as investment banker; and Epiq Systems as claims and noticing agent. On May 1, 2017, a nine-member official unsecured creditors committee was formed in the case. The committee tapped Akin Gump Strauss Hauer & Feld LLP as counsel. Daniel T. McMurray has been named as Patient Care Ombudsman in the Debtors' cases. ADVANCED SOLIDS: Hires Pena and Grillo as Special Counsel --------------------------------------------------------- Advanced Solids Control, LLC seeks authorization from the U.S. Bankruptcy Court for the Western District of Texas to employ Pena and Grillo PLLC as special counsel. The Debtor requires Pena and Grillo to give the Debtor legal advice with respect to the adversary styled Advanced Solids Control, LLC vs. K.A.T. Energy Services, LLC, Case No.175022, which is pending before this Court. The law firm of Langley & Banack,Inc, has been representing the Debtor in this adversary on an hourly basis. Pena and Grillo is proposing to represent the Debtor on a contingency basis. Pena and Grillo is to assume all responsibility for representing the Debtor in the adversary proceeding referred to above. The Debtor and Pena and Grillo have agreed that the law firm will be compensated by the estate according to the contingency fee agreement, upon approval of the Bankruptcy Court. Kevin W. Grillo and the law firm of Pena and Grillo have agreed to accept this matter on a 36% contingent fee agreement of any monies, interest or property received. The contingency fee agreement with Pena and Grillo does not include all amounts recovered to date (accounts receivable, equipment, etc.). No retainer has been given to the law firm of Pena and Grillo by the Debtor. Kevin W. Grillo, Esq., partner of Pena and Grillo PLLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Pena and Grillo may be reached at: Kevin W. Grillo, Esq. Pena and Grillo PLLC 1240 3rd Street Corpus Christi, TX 78404 Tel: (361) 792-3915 About Advanced Solids Control Advanced Solids Control, LLC, is an oilfield service company specializing in solids control for land-based oil and gas drilling operations. Advanced Solids sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 16-52748) on Dec. 2, 2016. W. Lynn Frazier, managing member, signed the petition. The Debtor estimated assets of $0 to $50,000 and $500,001 to $1,000,000 in debt. The Debtor tapped William R. Davis, Jr., Esq., at Langley & Banack, Inc., as counsel. AHMAD SALEHZADEH: Sale of White Plains Condo Apartments Approved ---------------------------------------------------------------- Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York authorized Ahmad Salehzadeh's sale of his right, title and interest in two condominium apartments and the rights appurtenant thereto, located at 312 Main Street, White Plains, New York: (i) apartment 3C to Amir Hanna for $205,000 and (ii) 5C to Akrim Wassef for $205,000. The hearings on the Motion were held on May 23, 2017 and June 16, 2017. The sales are free and clear of all Liens and Claims. The Debtor is authorized to pay reasonable, ordinary and customary closing costs from the respective sale proceeds, including the broker's commissions to Coldwell Banker Residential Brokerage to the extent they have been approved by the Court (with the amount thereof otherwise to be held in escrow, subject to subsequent Court approval), transfer taxes and reasonable title charges. No professional fees (other than the broker's commission) will be paid from the proceeds of sale of Apartment 5C and the Debtor will not seek professional fees from the sale of Apartment 5C. Within 10 days after the closing, the Debtor will tender the remaining proceeds emanating from the sale of Apartment 5C to Wells Fargo Bank, N.A. c/o Frenkel Lambert, Weiss, Weisman & Gordon, 53 Gibson Street, Bay Shore, New York. The 10 days after the closing of the proposed sales, the counsel for the Debtor will file a closing statement with the Court reflecting the sale of Apartment 3C and 5C, and serve a copy on the Office of the United States Trustee. The 14-day stay of the Order under Fed. R. Bankr. P. 6004(h) is waived, for cause, and the Order is effective immediately upon its entry. Ahmad Salehzadeh sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 14-22666) on May 14, 2014. ALLINGER PROPERTIES: Has $1.5-Mil. Deal for Mobile Home Park ------------------------------------------------------------ Allinger Properties, LLC, asks the U.S. Bankruptcy Court for the Eastern District of Michigan to authorize the sale of Dutch Village Mobile Home Park located at 2198 E. Mt. Morris Rd, Mt. Morris, Genesee Township, Michigan, to Clark Dong for $1,500,000. The Debtor operates the park that currently contains 140 rented mobile homes. This park is the Debtor's only current asset. The Debtor has been actively seeking to sell the property, and has previously retained a real estate brokerage firm. It has received an offer for $1,500,000 dollars from a California based investor, Mr. Dong, on behalf of an entity to be formed. This agreement was executed by the Court's deadline of June 1, 2017, which deadline was set forth in the Court's order of Dec. 20, 2016. Mr. Dong has entered into a Purchase Agreement. The Debtor has provided the signed Agreement to secured tax creditors Genesee County and Genesee Township, and to the mortgage holder, Dutch Village Mobile Home Park, LLC, prior to filing the Motion. The Debtor's Counsel has also spoken to counsel for the County and Dutch Village prior to filing the Motion. The salient terms of the Agreement are: a. Purchased Asset: Dutch Village Mobile Home Park located at 2198 E. Mt. Morris Rd, Mt. Morris, Genesee Township, Michigan b. Purchase Price: $1,500,000 c. Buyer: Clark Dong d. Seller: Allinger Properties, LLC e. Deposit: $20,000 f. Terms: Free and clear of interests other than those of the Debtor g. Closing: The parties will close the transaction on or, at the Purchaser's option, within 30 days of the completion of all conditions set forth in the Agreement. h. Closing adjustments: The following will be apportioned on the closing statement against amounts due Seller at Closing: (i) all taxes and special assessments of whatever nature and kind that have become due and payable or are delinquent as of the Closing Date will be paid and discharged by Seller; (ii) all tenant security deposits, cleaning deposits, if any, and other deposits of whatever nature and kind whatsoever, and whether or not refundable, will be assumed by the Purchaser with credit against amounts due at Closing; (iii) all rents and other income collected by the Seller up to the Closing Date that are allocable to the period commencing with and after the Closing Date and the full amount of all security deposits, pet deposits, and other deposits held by the Seller will be paid by the Seller to the Purchaser; (iv) the Seller will pay in full, not later than Closing, all outstanding bills of utility companies and service providers through the Closing Date; and (v) the Seller will pay all brokerage commissions due in connection with the transaction. i. Duration of offer: The offer may be revoked by the Purchaser at any time before acceptance of the Agreement by the Seller and will automatically expire 10 days from the date of the Agreement if not accepted by Seller within that time. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Allinger_Properties_206_Sales.pdf The Debtor does not know the exact amounts currently claimed by the secured creditors, Genesee County, Genesee Township and Dutch Village, but believes that the total amount may exceed the purchase price. Without knowing the balances claimed, the Debtor is not a position to propose an allocation of the proceeds but asks that the Court either determines the allocation or approves a consensual allocation if such agreement can be obtained. The Purchaser can be reached at: Clark Dong 19233 Mountain Way Los Gatos, CA 95030 E-mail: clark_dong@yahoo.com About Allinger Properties Allinger Properties, LLC is a Michigan limited liability company. The company operates the Dutch Village Mobile Home Park in Genesee Township, Michigan that currently contains 140 rented mobile homes. Allinger Properties sought Chapter 11 protection (Bankr. E.D. Mich. Case No. 12-31397) on March 30, 2012, disclosing assets of $1,221,000 and liabilities of $2,679,000. The petition was signed by Amos Allinger, manager. Judge Daniel S. Opperman is assigned to the case. The Debtor tapped Peter T. Mooney, Esq., at Simen, Figura & Parker, as counsel. ALPINE FINANCE: Moody's Assigns B3 CFR, Outlook Stable ------------------------------------------------------ Moody's Investors Service assigned a B3 Corporate Family Rating (CFR) and a B3-PD Probability of Default Rating (PDR) for Alpine Finance Merger Sub LLC. In the same rating action, Moody's assigned B2 ratings to the company's proposed senior secured (first lien) bank credit facilities ($125 million revolver due 2022, $700 million term loan due 2024), and a Caa2 rating for its proposed $300 million issuance of senior unsecured notes due 2025. The ratings outlook is stable. In April 2017, the company entered into a definitive agreement governing its purchase by Blackstone and Canada Pension Plan Investment Board from current owners Providence Equity Partners and Ontario Teachers' Pension Plan. The proposed leveraged buyout will be funded with proceeds from the aforementioned term loan and notes offering, along with $1.34 billion of equity contribution from the new sponsors. Notwithstanding the equity component of the purchase price, the proposed transaction reflects aggressive financial policies and a significant increase in debt (up more than 60%) and ensuing financial leverage (nearly 9 times Moody's-adjusted pro forma debt-to-EBITDA, vs. 5.6 times). "The B3 rating reflects Moody's expectation that Ascend Learning will sustain strong operating trends through 2018 as revenue grows organically in the mid-to-high single-digit percent range, and earnings benefit from price increases and volume gains, resulting in leverage declining towards the 7 times level over the next 12 to 18 months," according to Moody's lead analyst Natalia Gluschuk. The following rating actions were taken on Alpine Finance Merger Sub LLC: Corporate Family Rating, assigned B3 Probability of Default Rating, assigned B3-PD Proposed $125 million Senior Secured First Lien Revolving Credit Facility due 2022, assigned B2 (LGD3) Proposed $700 million Senior Secured First Lien Term Loan B due 2024, assigned B2 (LGD3) Proposed $300 million Senior Unsecured Notes due 2025, assigned Caa2 (LGD5) Outlook, assigned Stable All existing ratings for Ascend Learning, LLC remain unchanged and will be withdrawn upon closing of the transaction and the accompanying repayment of rated debt. RATINGS RATIONALE The B3 CFR reflects Ascend Learning's very high leverage following the proposed transaction, demonstrating the comparatively aggressive financial policies undertaken with this LBO, which itself follows the company's history of debt-financed dividends and acquisitions. Ascend Learning's high leverage and increased debt service limits its financial flexibility and capacity to withstand changes in the competitive environment in which it operates. The rating reflects Moody's view that while the company will strengthen its balance sheet over the next year, its aggressive financial policies and growth through debt-funded acquisitions will result in leverage remaining at high levels long term. The rating also reflects the company's small scale, with revenue of about $377 million in the twelve-month period ended March 2017. However, the rating is supported by Ascend Learning's track record of strong operating performance and its ability to deleverage as earnings grow over time, an established position within its niche market, good operating margins, a diverse customer base, and the subscription like-nature of revenues. Moody's expects organic revenue growth annually through 2018, driven by strong trends in the Clinical Healthcare, Fitness & Wellness and Professional Certification & Licensure businesses in which the company operates. The rating also reflects the company's very good liquidity profile, which includes strong levels of operating cash flow. The stable ratings outlook reflects Moody's expectation that the company will continue to generate strong free cash flow and deleverage its balance sheet towards the 7 times level or lower over the forward rating horizon. Ratings could be downgraded if the company's financial leverage remains elevated (debt to EBITDA does not steadily decline at least towards 7 times), or if its liquidity profile deteriorates as a result of reduced operating cash flows and/or limited revolver availability. Ratings could also be downgraded if the company engages in aggressive shareholder return initiatives such as dividends or additional debt-funded acquisitions of size. Ratings could be upgraded if the company demonstrates continued top line growth, consistent strong free cash flow generation, and maintenance of conservative financial policies. Quantitatively, ratings could be upgraded if Moody's-adjusted debt-to-EBITDA approaches 5 times, EBITDA less capex-to-interest exceeds 1.75 times, and free cash flow-to-debt rises to the high single-digit range. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Ascend Learning provides technology-based learning solutions and educational content for healthcare and other vocational fields. The company operates in four segments: Clinical Healthcare (mostly nursing test preparation), Fitness & Wellness (certification for health and wellness careers), Professional Certification & Licensure (certification and test preparation for safety, insurance and other careers), and Content Solutions (mostly healthcare content). In the LTM period ended March 31, 2017, the company generated approximately $377 million of revenue. AMERICA GREENER: U.S. Trustee Unable to Appoint Committee --------------------------------------------------------- An official committee of unsecured creditors has not yet been appointed in the Chapter 11 cases of America Greener Technologies, Inc. and its affiliates as of June 19, according to a court docket. About America Greener Technologies America Greener Technologies, Inc. -- http://www.americagreener.com/-- supplies and installs Polarchem non-toxic, a biodegradable system for online cleaning of boiler tube and heat transfer surfaces. It also provides Polarchem G3 chemical composition products for use in natural gas boilers and low sulfur combustion applications that experience soot fouling. America Greener Technologies, Inc., based in Mesa, Ariz., filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 17-04140) on April 18, 2017. The Hon. Paul Sala presides over the case. Jonathan P. Ibsen, Esq., at Canterbury Law Group, LLP, serves as bankruptcy counsel. America Greener Technologies Corporation and AGT Soft Wave Inc., wholly owned subsidiaries of the Company, also filed voluntary Chapter 11 petitions on the same day. All three cases are jointly administered. In its petition, America Greener Technologies, Inc. estimated assets of less than $50,000 and liabilities of $1 million to $10 million. AGT Soft Wave listed assets and liabilities of less than $1 million. The petitions were signed by Russ Corrigan, president and CEO. A list of America Greener Technologies Inc.'s list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/azb17-04140.pdf ANDERSON SHUMAKER: Wants Plan Exclusivity Extended to Aug. 22 ------------------------------------------------------------- Anderson Shumaker Company asks the U.S. Bankruptcy Court for the Northern District of Illinois to extend the exclusive period for the Debtor to file a plan of reorganization and disclosure statement to Aug. 22, 2017, from June 23, 2017, and the exclusive period for the Debtor to solicit acceptances of the plan through Oct. 23, 2017, from Aug. 22, 2017. The Court entered an order on Feb. 24, 2017, giving the Debtor until June 23 to file a plan of reorganization and disclosure statement. The exclusive period by which the Debtor may file a plan of reorganization and disclosure statement also expires on June 23, and the exclusive period by which the Debtor only may gain acceptances to a plan of reorganization expires on Aug. 22. The Debtor says it is in the process of compiling financial information in connection with its plan of reorganization, and in the process of starting negotiations with Associated Bank, the Debtor's primary lender, and the Official Committee of Unsecured Creditors with a view towards a consensual plan of reorganization. The Debtor is also exploring the possibility of a sale of assets or a refinancing of the Associated Bank debt, and therefore, the Debtor is in need of additional time to file its plan of reorganization and disclosure statement. The Debtor has not previously requested an extension of the Exclusive Periods or the filing of a plan. The Debtor assures the Court that it is paying its bills as they become due, all operating reports have been timely filed and all quarterly trustee fees have been timely paid. The Debtor says that this request is not being made for the purpose of causing undue delay and believes that the requested extensions are in the best interests of the estate and its creditors. About Anderson Shumaker Based in Chicago, Illinois, Anderson Shumaker Company provides open die forgings and custom forgings in various shapes and finishes using stainless steel, aluminum, carbon steel and various grades of alloy steel. Anderson Shumaker filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-05206) on Feb. 23, 2017. The petition was signed by Richard J. Tribble, chief executive officer. At the time of filing, the Debtor had $1 million to $10 million in estimated assets and $10 million to $50 million in estimated liabilities. The case is assigned to Judge Donald R Cassling. Scott R. Clar, Esq. and Brian P. Welch, Esq. at Crane, Heyman, Simon, Welch & Clar serve as counsel to the Debtor. RSM US LLP is the Debtor's accountant. U.S. Trustee Patrick S. Laying on March 9, 2017, appointed five creditors to serve on an official committee of unsecured creditors. The committee members are: (1) Electralloy, G.O. Carlson, Inc.; (2) Carlson Tool & Manufacturing Corp.; (3) Progressive Steel Treating, Inc.; (4) Haynes International, Inc.; and (5) Ellwood Group. Shelly A. DeRousse, Esq., Devon J. Eggert, Esq., Elizabeth L. Janczak, Esq., and Trinitee G. Green, Esq., at Freeborn & Peters LLP serve as counsel to the Committee. AP&E PROPERTIES: Unsecureds to Get Full Payment in 5 Years ---------------------------------------------------------- AP&E Properties, LLC's amended disclosure statement dated June 9, 2017, a full-text copy of which is available at http://bankrupt.com/misc/wvsb16-50282-74.pdfproposes to pay general unsecured creditors a distribution of $15.75, to be distributed pro-rata on a quarterly basis for five years for a total of $315. Secured creditor Branch Banking & Trust Company will be paid the following: * with respect to the Debtor's loan in the secured amount of $55,292.57, secured by the property located at 515 Temple St., 304 Temple St., and 100 Catlett St., BB&T will be paid $428.35 per month beginning on March 20, 2017, and ending on February 20, 2037, at 6.99% interest rate; * with respect to the Debtor's loan in the secured amount of $63,549.96, secured by the property located at 202 Wyoming St., 400 Hartley St., 100 Catlett St., BB&T will be paid $492.32 per month beginning on March 20, 2017, and ending on February 20, 2037, at 6.99% interest rate; * with respect to the Debtor's loan in the secured amount of $98,127.28, secured by the property located at 106 Stanley St., 134 Quarry St., 215 Murray St., and 100 Catlett St., BB&T will be paid $760.19 per month beginning on March 20, 2017, and ending on February 20, 2037, at 6.99% interest rate; * with respect to the Debtor's loan in the secured amount of $32,752.80, secured by the property located at Virginia St., BB&T will be paid $239.40 per month beginning on March 20, 2017, and ending on February 20, 2037, at 6.25% interest rate; * with respect to the Debtor's loan in the secured amount of $31,047.67, secured by the property located at Virginia St., BB&T will be paid $204.90 per month beginning on March 20, 2017, and ending on February 20, 2037, at 5% interest rate; and * with respect to the Debtor's loan in the secured amount of $138,382.02, secured by the property located at 194 Central Ave., BB&T will be paid $962.89 per month beginning on March 20, 2017, and ending on February 20, 2037, at 5.64% interest rate. The business generates $6,000 in gross revenues per month. About AP&E Properties AP&E Properties, LLC, is a residential rental business located in Beckley, West Virginia. James P. Wills is the sole member and manager of the business. Mr. Wills was a Sargent Major in the U.S. Army who retired Dec. 31, 2016. AP&E's woes started when the local college went bankrupt. AP&E Properties sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 16-50282) on Nov. 15, 2016. The petition was signed by James Phillip Wills. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. The Debtor is represented by George L. Lemon, Esq., at Lemon Law Office. No statutory committee of unsecured creditors has been appointed in the case. APOLLO ENDOSURGERY: Files Preliminary Prospectus for Common Shares ------------------------------------------------------------------ Apollo Endosurgery, Inc. filed with the Securities and Exchange Commission a Form S-1 registration statement relating to the proposed offering of an undetermined shares of its common stock. The Company's common stock is listed on the NASDAQ Global Market under the symbol "APEN." On June 13, 2017, the last reported sale price of the Company's common stock was $6.87 per share. A full-text copy of the preliminary prospectus is available for free at: https://is.gd/fqIEEK About Apollo Endosurgery, Inc. Apollo Endosurgery, Inc. -- http://www.apolloendo.com/-- is a medical device company focused on less invasive therapies for the treatment of obesity, a condition facing over 600 million people globally, as well as other gastrointestinal disorders. Apollo's device based therapies are an alternative to invasive surgical procedures, thus lowering complication rates and reducing total healthcare costs. Apollo's products are offered in over 80 countries today. Apollo's common stock is traded on NASDAQ Global Market under the symbol "APEN". On Dec. 29, 2016, a wholly owned subsidiary of Lpath, Inc. merged with and into Apollo Endosurgery, Inc. resulting in Original Apollo becoming a wholly owned subsidiary of Lpath. At the Effective Time, Lpath effected a name change to "Apollo Endosurgery, Inc." Each share of Original Apollo common stock (after adjusting for the 1-for-5.5 reverse split of common stock effected by the Issuer immediately following consummation of the Merger) was exchanged for 0.31632739 shares of the Issuer's common stock at the Effective Time of the Merger. Apollo Endosurgery reported a net loss attributable to common stockholders of $41.16 million on $64.86 million of revenues for the year ended Dec. 31, 2016, compared to a net loss attributable to common stockholders of $36.38 million on $67.79 million of revenues for the year ended Dec. 31, 2015. As of March 31, 2017, Apollo Endosurgery had $88.57 million in total assets, $54.10 million in total liabilities and $34.47 million in total stockholders' equity. ASCEND LEARNING: S&P Affirms 'B' CCR; Outlook Stable ---------------------------------------------------- S&P Global Ratings affirmed its 'B' corporate credit rating on Burlington, Mass.-based Ascend Learning LLC. The outlook is stable. S&P also assigned its 'B+' issue-level and '2' recovery ratings to the company's proposed senior secured first-lien credit facilities, which consist of a $125 million revolving credit facility due in 2022 (undrawn at close) and a $700 million term loan due in 2024. The '2' recovery rating indicates S&P's expectation for substantial recovery (70%-90%; rounded estimate: 70%) of principal in the event of a payment default. Additionally, S&P assigned its 'CCC+' issue-level and '6' recovery ratings to the company's proposed $300 million senior unsecured notes due in 2025. The '6' recovery rating indicates S&P's expectation for negligible recovery (0%-10%; rounded estimate: 0%) of principal in the event of a payment default. S&P will withdraw its ratings on Ascend's existing credit facilities after the first- and second-lien debt are repaid. "Our affirmation of the 'B' corporate credit rating on Ascend reflects our expectation that despite its higher debt burden following the LBO, the company will continue to profitably grow its business, improve EBITDA margins, generate meaningful FOCF, and reduce leverage over the next 12 to 18 months," said S&P Global Ratings credit analyst Kathryn Archibald. The proposed capital structure will increase reported debt to $1 billion from about $610 million as of March 31, 2017. Pro forma for the transaction, adjusted leverage would increase to about 9.6x from the 6x area prior to the acquisition. The stable rating outlook on Ascend Learning reflects S&P Global Ratings' expectation that employment growth trends in the health care industry and growth in professional certifications will result in mid- to high-single-digit percentage organic revenue growth, EBITDA-margin improving toward the low-30% area, and FOCF to debt exceeding 6% in 2018. S&P do not expect that Ascend Learning will pay shareholder dividends in the foreseeable future. S&P could lower its corporate credit rating on Ascend Learning over the next year if the company's revenue and EBITDA growth stalls, and S&P expects FOCF to fall below 5% on a sustained basis (excluding the negative FOCF impact from the transaction costs associated with the proposed capital structure). This could result from pricing pressure or lost business due to increased competition or operational missteps, significant debt-funded acquisitions, and dividend payments. Although unlikely over the next 12 months, S&P could consider an upgrade if it concludes that the company has shifted its financial policy such that it will reduce and sustain S&P's adjusted leverage in the 5x-area while generating FOCF to debt above 10%. BAY INDUSTRIAL: Seeks to Hire Carmody as New Legal Counsel ---------------------------------------------------------- Bay Industrial Safety Services Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Illinois to hire a new legal counsel. The company proposes to hire Carmody MacDonald P.C. to replace its previous counsel Desai Eggmann Mason LLC. Most of the attorneys at Desai Eggmann merged their practices with Carmody effective November 1, 2016, according to court filings. The rates charged by Carmody range from $180 per hour for junior associates to $375 per hour for senior attorneys. The hourly rate for the attorney who will serve as lead counsel is $350 while the hourly rates for legal assistants range from $100 to $175. Robert Eggmann, Esq., disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert E. Eggmann, Esq. Carmody MacDonald P.C. 120 South Central Avenue, Suite 1800 St. Louis, MO 63105 Tel: 314-854-8600 Fax: 314-854-8660 Email: ree@carmodymacdonald.com About Bay Industrial Safety Services Inc. Based in Robinson, Illinois, Bay Industrial Safety Services Inc., filed for Chapter 11 bankruptcy (Bankr. S.D. Ill. Case No. 14-60259) on July 3, 2014. Judge Laura K. Grandy presides over the bankruptcy case. In its petition, the Debtor listed total assets of $581,239 and total liabilities of $1.78 million. The petition was signed by Glenn Parker, president. Robert E. Eggmann, Esq., at Desai Eggmann Mason LLC, had served as the Debtor's counsel. The Debtor later hired Carmody MacDonald P.C. to replace Desai Eggmann after most of the attorneys at Desai Eggmann merged their practices with Carmody effective November 1, 2016. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/ilsb14-60259.pdf BERNARD L. MADOFF: Criticism Mounts on $4-Bil. Compensation Fund ---------------------------------------------------------------- Andrew Scurria, writing for The Wall Street Journal Pro Bankruptcy, reported that the U.S. Department of Justice is coming under criticism over a $4 billion compensation fund for Bernard L. Madoff's victims that hasn't handed out a cent four years after its creation. According to the report, in a Justice Department budget hearing last week, Deputy Attorney General Rod Rosenstein told a congressional panel he would "figure out why it's taking so long" for money to flow from the agency's Madoff Victim Fund to thousands of investors who took losses in Mr. Madoff's Ponzi scheme. The report related that a court-supervised liquidation overseen by trustee Irving Picard has generated $11.6 billion to make up for investors' losses, $9.7 billion of which has been distributed, but the separate Justice fund, created in 2013, hasn't paid out anything while its administrator, former Securities and Exchange Commission Chairman Richard Breeden, sorts through roughly 65,500 victim claims. The Journal pointed out that victims are keenly interested in the $4 billion settlement pot, and so is Wall Street. Many Madoff investors sold their claims to hedge funds, some of which have been urging the Justice Department to release the money and change its approach to who should get paid, according to people familiar with the matter, the report further related. The Justice Department said that the victim fund was entering the "payment phase" after having taken formal action on close to 60,000 petitions, the report said. It said it remains "on track" to make initial payments this year, though another 5,800 applications totaling $9.8 billion are still under review, the report added. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). From recoveries in lawsuits coupled with money advanced by SIPC, Mr. Picard has commenced distributions to victims. As of March 31, 2017, the SIPA Trustee has recovered, from pre-litigation and other settlements, nearly $11.6 billion -- more than 66% of the currently estimated principal amount lost in the Ponzi scheme by those who filed claims. Following the eight distribution of $252 million on Feb. 2, 2017, the Trustee has made total distributions of $9.725 billion, with 1,336 BLMIS accounts fully satisfied. The 1,336 fully satisfied accounts represent nearly 60% of accounts with allowed claims. BERTELLI REALTY: Unsecured Claims Total $16,000 Under New Plan -------------------------------------------------------------- Bertelli Realty Group, Inc., filed a second amended plan of reorganization and accompanying disclosure statement to provide additional information relating to the treatment of claims and the operation of the Debtor's business. According to the Second Amended Disclosure Statement, Class 3 General Unsecured Claims total about $16,000. The previously filed Disclosure Statement did not disclose the total amount of Class 3 Claims. All allowed Class 3 Claims will be paid in full, in four equal payments, the first due within 45 days of the effective date of the order confirming the Debtor's Plan or within 10 days of a final order determining the amount owed on the claim. The previously filed Disclosure Statement provided that the first payment will be due within 30 days of the effective date. The Debtor also disclosed, in relation to its financial feasibility, that it is receiving financing that will pay all secured, administrative and priority claims upon confirmation and to make the initial distribution to the unsecured creditors. A full-text copy of the Second Amended Disclosure Statement dated June 9, 2017, is available at: http://bankrupt.com/misc/mab16-31081-71.pdf About Bertelli Realty Group Bertelli Realty Group, Inc., is a corporation whose principal asset is at 935 - 979 Main Street, Springfield, Massachusetts. The Main Street Building is a building in downtown Springfield, and one block from the MGM project being built in Springfield. Bertelli Realty Group filed a Chapter 11 petition (Bankr. D. Mass. Case No. 16-31081) on Dec. 21, 2016. The petition was signed by Brent J. Bertelli, president. The Debtor disclosed total assets at $1.80 million and total liabilities at $585,088. The Debtor is represented by Louis S. Robin, Esq., at the Law Offices of Louis S. Robin. BLEACHER CREATURES: Hires Viniar & Company as Tax Accountant ------------------------------------------------------------ Bleacher Creatures, LLC, seeks permission from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ Viniar & Company as tax accountant to the Debtor and Debtor-in-Possession, nunc pro tunc to May 19, 2017. The Debtor requires Viniar to prepare: a. the Debtor's 2016 Form 1065 US Return of Partnership Income; b. state partnership income tax returns for Pennsylvania, California, and New York; and c. amended 2015 tax returns. Viniar will charge $2,000 to prepare amended 2015 tax returns and $5,500 to prepare tax returns for the year ended December 31, 2016. Viniar will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert A. Viniar, CPA, principal at Viniar & Company, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Viniar may be reached at: Robert A. Viniar, CPA Viniar & Company 222 S. US Highway 1, Suite 7 Tequesta, FL 33469 Phone: (561) 746-8550 About Bleacher Creatures Bleacher Creatures, LLC -- https://www.bleachercreatures.com/ -- produces a variety of children's toys and fan enthusiast products through partnerships with professional sports leagues and entertainment companies. Bleacher Creatures are true-to-life plush figures of the greatest athletes and entertainment icons, allowing young fans (those who are young at heart) to put their passion in play. Bleacher Creatures sought Chapter 11 protection (Bankr. E.D. Pa. Case No. 17-13162) on May 2, 2017. Matthew S. Hoffman, president, signed the petition. The Debtor disclosed assets at $1.57 million and liabilities at $1.88 million as of March 31, 2017. Judge Jean K. FitzSimon is assigned to the case. The Debtor tapped Michael Jason Barrie, Esq., at Benesch Friedlander Coplan & Arnoff LLP, as counsel. The Debtor engaged Gregory Weinberg of GMW Organization, LLC ("GMW") as its investment banker. BLUE STAR: Wants Exclusive Plan Filing Deadline Moved to Aug. 18 ---------------------------------------------------------------- Blue Star Group, Inc., et al., filed with the U.S. Bankruptcy Court for the District of Maryland a second motion for an order extending their exclusive period to file a plan of reorganization to and including Aug. 18, 2017, from June 19, 2017, and the exclusive solicitation period to and including Oct. 17, 2017, from Aug. 18, 2017. The Debtors say that the size and complexity of this case alone supports a finding of cause to extend the Exclusive Periods. As reflected in the schedules filed in this case, these six jointly administered Chapter 11 proceedings involve several million dollars in assets and roughly $6 million in liabilities. Since the Petition Date, the Debtors have taken significant steps toward restructuring their businesses and advancing these cases forward: (a) on multiple occasions the Debtors have sought and obtained authorization to use cash collateral. Shortly after its Chapter 11 filing, the Debtors requested and obtained authorization to pay prepetition accrued wages, payroll taxes and employee benefits, and to pay certain de minimus pre-petition driver expenses incurred in the ordinary course of business. On Dec. 22, 2016, the Court approved a stipulation and consent order between the Debtors and their secured lenders, Capital Bank, N.A., and Zvi Guttman, collateral agent for the benefit of the unsecured creditors pursuant to the Fourth Amended Plan, authorizing the use of cash collateral from the Petition Date through Jan. 15, 2017. Finally, on Jan. 13, 2017, the Court approved a Consent Order authorizing the continued use of cash collateral through March 19, 2017, and on March 21, 2017, the Court approved a Consent Order authorizing the continued use of cash collateral through June 30, 2017. Accordingly, during the Exclusive Proposal Period as extended, the Debtors have taken steps to ensure their ability to use cash collateral to cover ongoing expenses of operations; (b) during the Exclusive Proposal Period, the Debtors retained, with court approval, various professionals to assist in their reorganization efforts. These include the retention of: (1) Tydings & Rosenberg LLP as their general bankruptcy counsel; (2) Simon Krowitz Meadows & Bortnick, P.A., as their accountants; (3) Mulhern, Patterson & Marshall, LLP, as their special counsel for Corporate, Regulatory and Litigation matters; and (4) Suzanne Sparrow as their Financial Advisor; (c) since the Petition Date, the Debtors have worked closely with both the Bank and the Collateral Agent. Both the Bank and the Collateral Agent have consented to the Debtors' use of cash collateral and both the Bank and the Collateral Agent have fully supported the Debtors' efforts to effect a successful reorganization; and (d) since the Petition Date, the Debtors have operated in a slightly profitable manner. As set forth in the Monthly Operating Reports that have been filed in these cases, through April 30, 2017, the Debtors have generated more than $20,000 in net income. Since the Petition Date, the Debtors continued to operate in a slightly profitable manner. Initially, the Debtors determined that the best means to be able to reorganize and repay creditors in full would be through Lease-Sale Programs with respect to both Vehicles and Passenger Vehicle Licenses (PVLs). On March 9, 2017, the Court entered an Order Granting Debtors' motion for authority to operate Lease-Sale Programs with respect to Passenger Vehicle Licenses and Vehicles. However, while the Lease-Sale Programs have continued to generate some driver interest, the Lease-Programs have failed to meet the Debtors' expectations. Consequently, the Debtors have decided to investigate other options to repay creditors. The Debtors have explored selling their business as a going concern. The Debtors are currently in discussions with two potential buyers and are hopeful that these discussions will result in a substantial offer that will provide the Debtors with a viable alternative in the event that the Lease-Sales Programs continue to lag. The Debtors say that in such circumstances, it would be premature to expect the Debtors to be in a position at this time to file Plans of Reorganization. The short additional extension of the Exclusive Periods is expected to provide the Debtor with a better gauge as to whether a sale as a going concern will generate a larger repayment to creditors than continuing with the Lease-Sale Programs. To terminate the Exclusive Periods now would defeat the very purpose of Section 1121 of the Bankruptcy Code -- to afford the Debtors a meaningful and reasonable opportunity to propose plans of reorganization. About Blue Star Group Blue Star Group, Inc., Barwood, Inc., Checker Transportation Company, Inc., City Lease, Inc., Fleet Tech, Inc., and Silver Spring Transportation Company, each filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Lead Case No. 16-26548) on Dec. 20, 2016. The petitions were signed by Lee Barnes, president. The cases are assigned to Judge Thomas J. Catliota. The Debtors are represented by Alan M. Grochal, Esq., Marissa K Lilja, Esq., and Joseph Michael Selba, Esq., of Tydings & Rosenberg, LLP. As of Dec. 31, 2015, the Debtors and certain non-debtor driver partners had approximately $4.5 million in assets and approximately $5.4 million in liabilities. The Debtors have 57 employees as of the bankruptcy filing. In its petition, Blue Star Group listed under $50,000 in assets and under $10 million in liabilities. Barwood Inc. listed under $10 million in assets, and under $500,000 in liabilities. Fleet Tech listed under $100,000 in both assets and liabilities. The Debtors hire Suzanne Sparrow as financial advisor, SKMB, P.A., as accountant. By order entered Dec. 22, 2016, the Court granted the Debtors' emergency motion for entry of an order Pursuant to Rule 1015(b) of the Federal Rules of Bankruptcy Procedure directing Joint Administration of the Debtors' reorganization cases, with the case of Blue Star Group, Inc., to serve as the lead case. BOWLMOR AMF: Moody's Affirms B3 CFR Following Acquisition --------------------------------------------------------- Moody's Investors Service has affirmed Bowlmor AMF Corps.'s (Bowlmor AMF) B3 corporate family rating (CFR). As part of the rating action, Moody's has assigned a B2 rating to its subsidiary's new 1st lien credit facility which includes a $535 million seven year term loan B and a $50 million five year revolver and a Caa2 rating to the $160 million eight year 2nd lien term loan. The rating outlook is stable. The use of proceeds of the financing is to help fund the acquisition of the company by Atairos Group, Inc., repay the existing 1st and 2nd lien debt, fund a transaction related management incentive bonus, and pay other transaction related expenses. The acquisition is also funded by an equity investment from Atairos and a rollover of the existing CEO's equity position into the company. The ratings on the existing 1st and 2nd lien debt will be withdrawn upon repayment. The financing will increase outstanding debt by $97 million and cause leverage to increase to 7.4x (including Moody's standard lease adjustments) from 6.9x as of the end of March 2017. Moody's took the following actions: Bowlmor AMF Corp. Corporate Family Rating, affirmed B3 Probability of Default Rating, affirmed B3-PD Outlook, stable Kingpin Intermediate Holdings LLC $50 million 1st lien Revolving Credit Facility due 2022, Assigned B2, LGD3 $535 million 1st lien term loan due 2024, Assigned B2, LGD3 $160 million 2nd lien term loan due 2025, Assigned Caa2, LGD5 The assigned ratings are subject to review of final documentation and no material change in the terms and conditions of the transaction as provided to Moody's. RATINGS RATIONALE Bowlmor AMF's B3 CFR reflects the high pro-forma leverage of 7.4x as of 4/2/17 (including Moody's standard adjustments that capitalize the net present value of future minimum lease commitments) or 6.7x excluding lease adjustments. The sensitivity to the economy for leisure bowlers is also reflected in the rating. The ratings receive support from the strong operating performance and management team which has achieved substantial cost savings over the past several years while increasing revenue. Bowlmor has had success increasing higher margin casual bowlers which are likely to spend more than traditional league bowlers. Management has also demonstrated good discipline with their discount policy, raised prices, and grown its group events and private parties business. Capital expenditures to upgrade current locations have also contributed to growth and are expected to continue going forward. Moody's anticipates leverage to decline going forward from modest revenue growth and good cost management that will lead to further improvement in EBITDA levels. Moody's anticipates that Bowlmor AMF will have good liquidity over the next 12 months, supported by a substantial cash balance pro-forma for the transaction and an undrawn $50 million revolver. The company generated limited free cash flow in recent periods as capex is spent rebranding and upgrading its properties, but Moody's expects cash flow to improve modestly going forward given the expected growth in EBITDA. Cash flow will also be very seasonal with peak operations in the company's fiscal 2nd and 3rd quarters (the quarters ending in December and March). The company is expected to spend an amount similar to historical levels on capex going forward. A portion of the equity becomes redeemable in future periods which elevates the potential for additional debt issuance over time. The stable outlook reflects Moody's expectation that Bowlmor AMF will continue to achieve positive organic revenue growth and operating improvements that will lead to higher EBITDA which Moody's projects will cause leverage to decline to approximately 7x (including Moody's standard lease adjustments) over the next twelve months. Moody's could upgrade Bowlmor AMF's ratings if leverage were to decrease below 6.75x (including Moody's lease adjustments) on a sustainable basis with free cash flow to debt (as calculated by Moody's) well above 2%. Positive organic revenue growth with a good liquidity position would also be required as would confidence that the sponsor would not pursue future debt financed, equity friendly transactions. Moody's could downgrade the company's ratings if performance were to deteriorate due to poor operational performance or an economic decline that raised concern about the ability of the company to service its debt or if leverage increased above 8x (including Moody's standard adjustments). A weak liquidity position would also put negative pressure on the ratings. Bowlmor AMF is a leading bowling center operator in the US with additional locations in Canada and Mexico. The company was created following the acquisition of AMF by Strike Holdings LLC (Bowlmor) in 2013. The company acquired 85 bowling centers from Brunswick Corporation in September 2014. The combined company operates bowling centers under the AMF, Brunswick Zone, Brunswick Zone XL, Bowlero, and Bowlmor brands. Prior to the acquisition of the company by Bowlmor, AMF Bowling Worldwide, Inc. filed for bankruptcy protection in 2001 and 2012. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. CALIFORNIA PROTON: Needs Until Sept. 27 to File Chapter 11 Plan --------------------------------------------------------------- California Proton Treatment Center, LLC requests the U.S. Bankruptcy Court for the District of Delaware to extend the exclusive periods to file and solicit acceptances of a Chapter 11 Plan through and including September 27, 2017 and November 27, 2017, respectively. The Debtor claims that it has commenced this Chapter 11 Case to facilitate a sale of the Proton Center and the other Assets. As such, the Debtor says that after seeking the Court's approval for the sale of substantially all of its Assets, the Court inked its approval through the Sale Order entered on April 12, 2017. Prior to the entry of the Sale Order, the Debtor relates that it has focused its efforts on developing a process for the auction and sale of substantially all of its assets and on resolving its dispute with Scripps relating to the Adversary Proceeding. Now that the Court has approved the Sale Order, the Debtor plans to focus its efforts on closing the sale, obtaining a final resolution of its dispute with Scripps, and on formulating and confirming a chapter 11 plan. Given that the Court has already approved a sale process for the potential sale of substantially all of the Debtor’s assets in this short time, the Debtor believes that drafting a viable chapter 11 plan, as well as the solicitation of votes to approve such plan, will require time beyond the current 120- and 180-day Exclusivity Periods. The Debtor anticipates that the requested extensions will provide it with sufficient time. The Debtor tells the Court that it is seeking an extension of the exclusive periods in order to maintain a framework conducive to an orderly, efficient, and cost-effective confirmation process and to enable the Debtor to consummate the sale and prosecute a plan without the distractions and costs attendant to competing plans of reorganization. About California Proton Treatment Center California Proton Treatment Center filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 17-10477) on March 1, 2017, estimating its assets and debt at $100 million to $500 million. The petition was signed by Jette Campbell, chief restructuring officer. Judge Selber Silverstein presides over the case. Locke Lord LLP serves as the Debtor's general counsel. The Debtor hired Polsinelli PC as co-counsel with Locke Lord; Cain Brothers & Company, LLC as investment banker; and Carl Marks Advisory Group LLC as financial advisor. On March 16, 2017, the Office of the U.S. Trustee appointed Melanie L. Cyganowski as patient care ombudsman. No request for the appointment of a trustee or an examiner has been made in this Chapter 11 Case, and no committees have been appointed or designated. CAMPBELLTON-GRACEVILLE: Committee Taps Broad and Cassel as Counsel ------------------------------------------------------------------ The Official Committee of General Unsecured Creditors appointed in the reorganization case of Campbellton-Graceville Hospital Corporation seeks permission from the US Bankruptcy Court for the Northern District of Florida, Tallahassee Division, to retain Broad and Cassel LLP as counsel. The professional services to be rendered by the Firm are: a. analyze all material aspects of Debtor's post-petition financial condition and the operation of its business, with emphasis on evaluating the ability of the Debtor to remain in chapter 11, and to successfully reorganize; b. participate in formulation and negotiation of a plan of reorganization, to the extent that this is in the best interests of the Committee's constituency; c. analyze insider and affiliate relationships to Debtor, both pre-petition and post-petition, based upon the will of the Committee and the Court; d. analyze documents reflecting the Debtors' assets and liabilities, including rights and remedies as against insider business entities, insiders, and creditors; and e. address all other requirements consistent with the provisions of Bankruptcy Code Sec. 1103(c). The Firm's Standard hourly rates are: Frank P. Terzo Shareholder $595 Michael D. Lessne Shareholder $350 Michael J. Niles Associate $225 Frank P. Terzo, partner of Broad and Cassel LLP, attests that the firm, its members, associates and counsel are "disinterested persons" within the meaning of Bankruptcy Code Sec. 101(14), as modified by Bankruptcy Code Sec. 1107 (b). The Firm can be reached through: Frank P. Terzo, Esq. Broad and Cassel LLP 100 S.E. 3rd Avenue, Suite 2700 Fort Lauderdale, FL 33394 Phone: 954.764.7060 Fax: 954.761.8135 Email: fterzo@broadandcassel.com About Campbellton-Graceville Campbellton-Graceville Hospital Corporation filed a Chapter 11 bankruptcy petition (Bankr. N.D.Fla. Case No. 17-40185) on April 17, 2017. The Hon. Karen K. Specie presides over the case. Berger Singerman LLP represents the Debtor as counsel. In its petition, the Debtor estimated $1 million to $10 million in assets and $1 million to $10 million to $50 million in liabilities. The petition was signed by Marshall Glade of GlassRatner Advisory & Capital Group, LLC, chief restructuring officer. An official committee of unsecured creditors has been appointed in the case. CAPITAL REGION YMCA: Hires Woodward Law Firm as Bankr. Counsel -------------------------------------------------------------- Capital Region Young Men's Christian Association, Inc. d/b/a Capital Region Family Health and Fitness, seeks permission from the US Bankruptcy Court for the Northern District of Florida, Tallahassee Division, to employ Thomas Woodward Law Firm, PLLC and Thomas B. Woodward as attorney. CRYMCA has encountered financial problems and filed for emergency relief under the provisions of the US Bankruptcy Code. The Attorney is to give legal advice, counsel and assistance to the Debtor in connection with these areas, as Debtor-in-possession. The firm will be paid at these rates: the attorney at $400.00 per hour; and legal research assistant at $100.00 per hour. Thomas B. Woodward attests that he has no connection with the Debtor, the creditors, or any other party in interest, or its respective attorney, other than previously representing the Debtor in filing the initial pleadings and in matters preliminary. The Firm can be reached through: Thomas B. Woodward, Esq. THOMAS WOODWARD LAW FIRM, PLLC 104 West 4th Avenue Tallahassee, FL 32303 Phone: 850-296-1344 Fax: 844-741-5720 E-mail: woodylaw@embarqmail.com About Capital Region YMCA Capital Region Young Men's Christian Association, Inc. is a non profit organization serving communities in the State of Florida. It offers day camps, aquatics, youth sports, health and fitness, and community programs. Based in Tallahassee, Florida, Capital Region Young Men's Christian Association, Inc. dba Capital Region Family Health and Fitness filed a Chapter 11 petition (Bankr. N.D. Fla. Case No. 17-40248) on June 9, 2017. The Hon. Karen K. Specie presides over the case. Thomas B. Woodward, Esq., at Thomas B. Woodward, 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 Aaron Boyette, chief volunteer officer. CARIBBEAN FLEET: Hires Santos Berrios Law as Bankruptcy Counsel --------------------------------------------------------------- Caribbean Fleet Wash Services Inc d/b/a Caribe Fleet Wash seeks permission from the US Bankruptcy Court for the District of Puerto Rico to employ Mr. Juan A. Santos Berrios as attorney. Professional services that Mr. Santos will render are: a. give the Debtor legal advice with respect to its powers and duties in the continued operation of its business and the management of the assets of the estate; b. assist and advise the Debtor in the preparation of the required petition for relief, list and required schedules, statements and required exhibits to complete the filing requirements of this bankruptcy case; c. prepare on behalf of the Debtor all necessary applications, motions, answer to motions and replies; reports, and other legal documents related to the proceeding before the Court; d. represent the Debtors in all legal matters pending before the commonwealth of Puerto Rico Courts on the date the case was filed and file and purse on behalf of the Debtor, legal actions filed against the Debtor or on behalf of the interest of the Debtor and the estate which may be filed in the Commonwealth of Puerto Rico Courts. Mr. Santos' hourly rate is $200.00 per hour. The firm's rate is $150 per hour for Associate Staff Attorney and $100 per hour for Legal and Financial Assistants. The firm has been paid a $10,000 retainer. Juan A. Santos Berrios attests that he is a disinterested person pursuant to 11 U.S.C. Sec. 101(14). The Counsel can be reached through: Juan A. Santos Berrios SANTOS BERRIOS LAW OFFICES LLC PO BOX 9102 Humacao, PR 00792 Tel: 787-285-1001 Fax : 787-285-8358 Email: santosberriosbk@gmail.com About Caribbean Fleet Wash Services Caribbean Fleet Wash Services, Inc., based in Bayomon, Puerto Rico, filed a Chapter 11 petition (Bankr. D.P.R. Case No. 17-03232) on May 8, 2017. Juan A. Santos Berrios, Esq., at Santos Berrios Law Offices LLC, serves as bankruptcy counsel. In its petition, the Debtor listed under $1 million in both assets and liabilities. CARVER BANCORP: Director William J. "Bill" Taggart Dies ------------------------------------------------------- Carver Bancorp, Inc., announced with great sadness, the passing of William J. "Bill" Taggart, director of the Board. Mr. Taggart passed away unexpectedly Thursday at his home in Atlanta. "We are deeply saddened by the passing of Bill Taggart," stated Michael T. Pugh, president, chief executive officer and director of the Company. "Bill had an impressive career with more than 30-years of experience at Fortune-500 companies, higher education, boutique firms and federal government agencies where he made a positive impact to society and business alike, particularly in the Atlanta region." Mr. Taggart joined the Company's board in January 2017 and was also serving as interim president of Morehouse College. He had previously served as the president and CEO of Atlanta Life Financial Group and the chief operating officer for the Office of Federal Student Aid, which is a position appointed by the U.S. Secretary of Education. About Carver Bancorp Carver Bancorp, Inc. is the holding company for Carver Federal Savings Bank, a federally chartered stock savings bank. Carver was founded in 1948 to serve African-American communities whose residents, businesses, and institutions had limited access to mainstream financial services. In light of its mission to promote economic development and revitalize underserved communities, Carver has been designated by the U.S. Department of the Treasury as a community development financial institution. Carver is the largest African- and Caribbean-American managed bank in the United States, with nine full-service branches in the New York City boroughs of Brooklyn, Manhattan, and Queens. For further information, please visit the Company's website at www.carverbank.com. Carver Bancorp reported a net loss attributable to the Company of $170,000 for the year ended March 31, 2016, following a net loss attributable to the Company of $272,000 for the year ended March 31, 2015. As of Dec. 31, 2016, Carver had $698.9 million in total assets, $647.5 million in total liabilities ,and $51.42 million in total equity. KPMG LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2016, citing that the Company has deferred interest payments on its junior subordinated debentures through March 31, 2016. Under the terms of the debentures, the Company may defer payments for up to twenty consecutive quarters without creating an event of default. Payment for the twentieth quarterly interest deferral period is due in September 2016 and is subject to approval by the Company's banking regulator. The auditors said the ability of the Company to meet its debt service obligations raises substantial doubt about its ability to continue as a going concern. CINRAM GROUP: Taps JM Zell Partners as Real Estate Consultant ------------------------------------------------------------- Cinram Group, Inc. seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire JM Zell Partners, Ltd. as real estate consultant. The company and its affiliates require the services of the firm to review and analyze claims tied to their real estate in Huntsville, Alabama, and in Hanover and Olyphant, Pennsylvania. The hourly rates charged by the firm range from $78 to $595. Marc Sobel, executive vice-president of JM Zell, disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Marc A. Sobel JM Zell Partners, Ltd. 2900 K. Street, NW, Suite 525 Washington D.C. 20007 Main: 202-682-8722 Fax: 202-682-8751 About Cinram Group Inc. Cinram Group, Inc., based in Livingston, New Jersey, and its affiliates filed a Chapter 11 petition (Bankr. D.N.J. Lead Case No. 17-15258) on March 17, 2017. The petition was signed by Glenn Langberg, chief executive officer. Cinram Group, Inc. estimated $1 million to $10 million in both assets and liabilities. Cinram Operations, Inc. estimated assets of $1 million to $10 million and liabilities of less than $50,000. Cinram Property Group, LLC listed assets of $10 million to $50 million and liabilities of less than $50,000. The Hon. Vincent F. Papalia presides over the jointly administered cases. Kenneth A. Rosen, Esq., at Lowenstein Sandler, LLP, serves as bankruptcy counsel to the Debtors. On April 3, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Cole Schotz P.C. serves as bankruptcy counsel. The committee hired EisnerAmper LLP as its financial advisor. CODA OCTOPUS: Posts $1.3 Million Net Income for Second Quarter -------------------------------------------------------------- Coda Octopus Group, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $1.27 million on $5.27 million of net revenues for the three months ended April 30, 2017, compared to net income of $1.58 million on $5.74 million of net revenues for the three months ended April 30, 2016. For the six months ended April 30, 2017, the Company reported net income of $2.84 million on $10.63 million of net revenues compared to net income of $1.87 million on $10.52 million of net revenues for the six months ended April 30, 2016. As of April 30, 2017, Coda Octopus had $25.15 million in total assets, $11.47 million in total liabilities, and $13.67 million in total stockholders' equity. At April 30, 2017, the Company had an accumulated deficit of $37.48 million, working capital surplus of $11.27 million and stockholders' equity of $13.68 million. For the 2017 half year period, the Company generated cash flow from operations of $2.502 million. On April 28, 2017, the Company and its wholly-owned US based subsidiaries, Coda Octopus Products, Inc., and Coda Octopus Colmek, Inc., entered into a loan agreement with HSBC Bank N.A. for a loan in the principal amount of $8,000,000. The annual interest rate is fixed at 4.56%. Commencing on May 28, 2017, and continuing on the 28th day of each month thereafter, the Company is required to make monthly principal and interest payments of $149,350 until April 28, 2022. In addition, within 30 days after the delivery to the Lender of the Company's annual audited financial statements, the Company is required to make an annual principal payment of $700,000 during the term of the Loan. Such annual payments will reduce the principal balance of the principal outstanding. As a result, it is expected that the Loan will be repaid within a period of approximately 45 months. The Loan may be prepaid in whole or in part at any time subject to a break funding charge as detailed in the promissory note evidencing the Loan. This Loan is also guaranteed jointly and severally by each of the overseas subsidiaries of Coda Octopus Group, Inc. The obligations in connection with the repayment of the Loan are secured by all assets of Coda Octopus Group, Inc and its US Subsidiaries. The Company's foreign subsidiaries are joint and several guarantors of the obligations. The proceeds from the Loan were used to repay in its entirety the outstanding principal balance of $8,000,000 under secured debentures that were issued by the Company in February 2007 and that were most recently held by CCM Holdings, LLC. Accrued and unpaid interest under the Debentures of approximately $1.133 million was satisfied through the issuance to CCM of 1,000 shares of Series C Convertible Preferred Stock, par value $0.001, with a stated value of $1,000 each. The Company paid the balance in cash. A full-text copy of the Form 10-Q is available for free at: https://is.gd/37yoRa About Coda Octopus Headquartered in Lakeland, Florida, Coda Octopus Group, Inc., was formed under the laws of the State of Florida in 1992. The Company is a developer of underwater technologies and equipment for imaging, mapping, defense and survey applications. The Company's subsidiaries are based in Florida, Utah, United Kingdom, Australia and Norway. * * * This concludes the Troubled Company Reporter's coverage of Coda Octopus until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. COLONNADE ACQUISITION: Case Summary & 6 Unsecured Creditors ----------------------------------------------------------- Debtor: Colonnade Acquisition, LLC 245 Jess Jo Parkway Branson, MO 65616 Business Description: Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)) Chapter 11 Petition Date: June 19, 2017 Case No.: 17-60677 Court: United States Bankruptcy Court Western District of Missouri (Springfield) Judge: Hon. Arthur B. Federman Debtor's Counsel: Diana P. Brazeale, Esq. BRAZEALE LAW FIRM, LLC 1484 Highway 248, Suite 105 Branson, MO 65616 Tel: 417-334-7494 Fax: 417-334-7405 E-mail: diana@brazealelaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Inderjit Grewal, member. The Debtor's list of six unsecured creditors is available for free at http://bankrupt.com/misc/mowb17-60677.pdf CORNERSTONE APPAREL: Papaya Chain in Ch. 11, Cuts 30 Store Leases ----------------------------------------------------------------- Cornerstone Apparel, Inc., operator of the 80-store apparel chain Papaya Clothing, has sought Chapter 11 bankruptcy protection and quickly filed a motion to reject leases for eight stores it is currently operating and exit another 22 it has already shut down. After opening its first retail store approximately 18 years ago in 1999, Papaya Clothing grew to over 100 retail locations throughout the United States. The Company vacated 22 stores prepetition and is presently operating 80 stores. Approximately 50 of the Company's new retail stores were opened within the last six years. The expansion effort took a heavy financial toll on the business operations of the Debtor as a whole as it incurred construction and other "start up" costs with the opening of each new store as well as a significant increase in operating expenses typically associated with a retail store chain operation. The high cost of expansion combined with decreasing store sales as a result of a general industry-wide shift in consumer shopping preferences from in-store to online shopping, and the resulting increased competition, has left Cornerstone with insufficient liquidity to meet all of its financial obligations. While the Debtor has already closed a number of its less profitable retail store locations, leaving open approximately 80 retail stores as of the Petition Date, the Debtor requires time to evaluate the viability of the remaining retail stores and identify other ways to decrease operational costs and increase profitability. In order to preserve the Debtor's rights under its lease agreements and to have an opportunity to restructure its business and financial affairs and ultimately reorganize, the Debtor filed this Chapter 11 bankruptcy case. 8 Stores Up for Closure The Debtor is seeking authority to reject up to eight of unexpired non-residential real property leases relating to retail stores, which the Debtor is operating as of the Petition Date: 1. Landlord: Tucson Premium Outlets LLC Store Name: Tucson Premium Outlet Address: 6401 West Marana Center Blvd Tucson, Arizona 2. Landlord: EMI Santa Rosa Limited Partnership Store Name: Santa Rosa Plaza Address: 1003A Santa Rosa Plaza, in Santa Rosa, California 3. Landlord: Roseville Shoppingtown LLC Store Name: Westfield Galleria at Roseville Address: 1151 Galleria Blvd, in Roseville, California. 4. Landlord: Opry Mills Mall Limited Partnership Store Name: Opry Mills Address: 127 Opry Mills Dr., in Nashville, Tennessee 5. Landlord: Galleria at Wolfchase LLC Store Name: Wolfchase Galleria Address: 2760 N. Germantown Plwy, in Memphis, Tennessee 6. Landlord: New Rivercenter Mall II, LP Store Name: River Center Address: 849 E. Commerce St., in San Antonio, Texas. 7. Landlord: Paragon Outlet White Marsh LLC Store Name: Paragon Outlet Baltimore Address: [Mall Not Yet Built] 8. Landlord: Paragon Outlets Rosenberg Limited Store Name: Paragon Outlet Houston Address: [Mall Not Yet Built] While the Debtor is currently still operating out of Rejected Operating Retail Stores, the retail operations for these stores have been, and continue to be, unprofitable. After taking into account the corporate overhead expenses attributable to each of the Debtor's retail stores, the Debtor has concluded that these stores simply are not profitable enough to sustain and will only serve to deplete the Debtor's resources if the Debtor does not immediately reject the Lease associated therewith. The Debtor wants the rejection of the leases be deemed effective as of June 30, 2017. The Debtor has paid rent for the Rejected Operating Retail Stores through June 30, 2017. 22 Stores Already Closed The Debtor seeks also approval from the Court to reject 22 of the Debtor's unexpired non-residential real property leases relating to the Debtor's retail stores which the Debtor vacated and is no longer operating as of the Petition Date: 1. Landlord: East Mesa Mall LLC Store Name: Superstition Springs Address: 6555 E. Southern Ave, Mesa, Arizona 2. Landlord: Westday Associates Limited Partnership Store Name: Paradise Valley Mall Address: 4568 E. Cactus Rd. #B022, Phoenix, Arizona 3. Landlord: Desert Sky Mall LLC and JCP Realty TIC LLC Store Name: Desert Sky Mall Address: 7611 W. Thomas Rd. #G5, Phoenix, Arizona. 4. Landlord: Temecula Towne Center Associates LLC Store Name: Promenade Mall Address: 40820 Winchester Rd., Temecula, California 5. Landlord: Newage PHM LLC Store Name: Puente Hills Mall Address: 1600 Azusa Ave, City of Industry, California 6. Landlord: Macerich Lakewood LP Store Name: Lakewood Center Address: 500 Lakewood Center Dr. #C-103 Lakewood, California 7. Landlord: Imperial Valley Mall II LP Store Name: Imperial Valley Mall Address: 3451 S. Dogwood Rd #1140 El Centro, California 8. Landlord: Santa Anita Fashion Park LLC Store Name: Westfield Santa Anita Address: 400 South Baldwin Rd. #1100 Arcadia, California 9. Landlord: Parkway Plaza LP Store Name: Parkway Plaza Address: 467 Parkway Plaza #N16 El Cajon, California 10. Landlord: Antelope Valley Mall LLC Store Name: Antelope Valley Mall Address: 1233 Rancho Vista Rd. #409 Palmdale, California 11. Landlord: Colorado Mills Mall Limited Partnership Store Name: Colorado Mills Address: 14500 W. Colfax Avenue Lakewood, Colorado 90401 12. Landlord: Seminole Towne Center Limited Partnership Store Name: Seminole Town Center Address: 257 Towne Center Circle Sanford, Florida 32771 13. Landlord: TM Wellington Green Mall LP Store Name: Mall at Wellington Green Address: 10300 W. Forest Hill Blvd., Wellington, Florida 14. Landlord: Citrus Park Mall Owner LLC Store Name: Westfield Citrus Park Address: 8021 Citrus Park Town C. Blvd, Citrus Park, Florida 15. Landlord: Arbor Place II LLC Store Name: Arbor Place Mall Address: 1080 Douglas Blvd., Douglasville, Georgia 16. Landlord: Outlet Mall of Savannah LLC Store Name: Tanger Outlets Savannah Address: 200 Tanger Outlet Blvd., Pooler, Georgia 17. Landlord: Tanger National Harbor LLC Store Name: Tanger Outlet National Harbor Address: 6800 Oxon Hill Road National Harbor, Maryland 18. Landlord: Pyramid Wanden Company LP Store Name: Walden Galleria Address: One Walden Galleria Buffalo, New York 19. Landlord: Carousel Center Company LP Store Name: Destiny USA Address: 9090 Carousel Center Dr. Syracuse, New York 20. Landlord: Clackamas Mall LLC Store Name: Clackamas Mall Address: 12000 SE 82nd Ave. Portland, Oregon 21. Landlord: Parks at Arlington LLC Store Name: Parks at Arlington Address: 3811 So. Cooper St., Arlington, Texas 22. Landlord: Spotsylvania Mall Company Store Name: Spotsylvania Towne Center Address: 3102 Plank Road, Fredericksburg, Virginia 22407 About Cornerstone Apparel Cornerstone Apparel, Inc. operates a chain of apparel stores under the name Papaya Clothing -- http://www.papayaclothing.com/-- that cater to teens, juniors and the "young at heart", and focuses on the 16 to 25 year old age group. Papaya is headquartered in Commerce, California, and currently has a workforce of 1,300 employees. As of June 15, 2017, Papaya owns and operates more than 80 retail stores located shopping centers and malls throughout the United States. Cornerstone Apparel filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-17292) on June 15, 2017. The petition was signed by Tae Y. Yi, president. The Debtor estimated assets of $1 million to $10 million and debt of $10 million to $50 million The Hon. Vincent P. Zurzolo is the case judge. The Debtor tapped Levene, Neale, Bender, Yoo & Brill L.L.P as counsel. CREATIVE REALITIES: Common Stock Uplisted to OTCQX -------------------------------------------------- Creative Realities, Inc., disclosed in a Form 8-K report filed with the Securities and Exchange Commission that it received written notice that the Company's common stock had been up-listed and approved for trading on OTCQX, the highest tier of the OTC Markets, under its existing symbol "CREX." The Company had previously traded on the OTCQB. The OTCQX marketplace is considered by the Securities and Exchange Commission (SEC) as an "established public market" for the purpose of determining the public market price when registering securities for resale with the SEC. Because the OTCQX generally increases transparency by maintaining higher reporting standards and requirements and imposing management certification and compliance requirements, the majority of broker-dealers trade stocks on the OTCQX marketplace. Historically, this has resulted in greater liquidity and awareness for companies that reach the OTCQX market tier. The Company believes that trading on the OTCQX will likely enhance trading liquidity, broaden its shareholder base and enhance shareholder value. The Company also believes that, as it continues to focus on building a digital marketing business that delivers long-term shareholder value, this up-listing to the OTCQX will also serve as a stepping stone to meeting the requirements for eventual admission to the NASDAQ or another national stock exchange in the future. About Creative Realities, Inc. Creative Realities, Inc., is a Minnesota corporation that provides innovative shopper marketing and digital marketing technology and solutions to retail companies, individual retail brands, enterprises and organizations throughout the United States and in certain international markets. Creative Realities have expertise in a broad range of existing and emerging shopper and digital marketing technologies, as well as the related media management and distribution software platforms and networks, device management, product management, customized software service layers, systems, experiences, workflows, and integrated solutions. Its technology and solutions include: digital merchandising systems and omni-channel customer engagement systems, interactive digital shopping assistants, advisors and kiosks, and other interactive marketing technologies such as mobile, social media, point-of-sale transactions, beaconing and web-based media that enable its customers to transform how they engage with consumers. Creative Realities reported a net loss attributable to common shareholders of $6.37 million on $13.67 million of total sales compared to a net loss attributable to common shareholders of $8.31 million on $11.47 million of total sales for the year ended Dec. 31, 2015. The Company's balance sheet at March 31, 2017, showed $24.19 million in total assets, $17.93 million in total liabilities, $3.68 million in convertible preferred stock and $2.58 million in total shareholders' equity. CST INDUSTRIES: Taps Epiq Bankruptcy as Claims and Noticing Agent ----------------------------------------------------------------- CST Industries Holdings, Inc. et al. seek permission from the US Bankruptcy Court for the District of Delaware to employ Epiq Bankruptcy Solutions, LLC as claims and noticing agent. Professional services that the agent will render are: a. prepare and serve required notices and documents in the chapter 11 cases in accordance with the Bankruptcy Code and the Bankruptcy Rules in the form and manner directed by the Debtors and/or the Court; b. maintain an official copy of the Debtors' schedules of assets and liabilities and statement of financial affairs, listing the Debtors’ known creditors and the amounts owed; c. maintain (i) a list of all potential creditors, equity holders and other parties-in-interest; and (ii) a "core" mailing list consisting of all parties described in Bankruptcy Rule 2002(i), (j) and (k) and those parties that have filed a notice of appearance pursuant to Bankruptcy Rule 9010; update said lists and make said lists 4 available upon request by a party-in-interest or the Clerk; d. furnish a notice to all potential creditors of the last date for the filing of proofs of claim and a form for the filing of a proof of claim, after such notice and form are approved by this Court, and notify said potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules, which may be effected by inclusion of such information on a customized proof of claim form provided to potential creditors; e. maintain a post office box or address for the purpose of receiving claims and returned mail, and process all mail received; f. for all notices, motions, orders or other pleadings or documents served, prepare and file or caused to be filed with the Clerk an affidavit or certificate of service within 7 business days of service; g. process all proofs of claim received, including those received by the Clerk's Office, and check said processing for accuracy, and maintain the original proofs of claim in a secure area; h. maintain the official claims register for each Debtor on behalf of the Clerk on a case specific website; upon the Clerk's request, provide the Clerk with certified, duplicate unofficial Claims Registers; and specify in the Claims Registers the information for each claim docketed; i. implement necessary security measures to ensure the completeness and integrity of the Claims Registers and the safekeeping of the original claims; j. record all transfers of claims and provide any notices of such transfers as required by Bankruptcy Rule 3001(e); k. relocate, by messenger or overnight delivery, all of the court-filed proofs of claim to the offices of Claims and Noticing Agent, not less than weekly; l. upon completion of the docketing process for all claims received to date for each case, turn over to the Clerk copies of the Claims Registers for the Clerk's review (upon the Clerk's request); m. monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on and/or changes to the Claims Registers; n. assist in the dissemination of information to the public and respond to requests for administrative information regarding the case as directed by the Debtors or the Court, including through the use of a case website and/or call center; o. if the case is converted to chapter 7, contact the Clerk's Office within three days of the notice to Claims and Noticing Agent of entry of the order converting the 6 case; p. 30 days prior to the close of these cases, to the extent practicable, request that the Debtors submit to the Court a proposed Order dismissing the Claims and Noticing Agent and terminating the services of such agent upon completion of its duties and responsibilities and upon the closing of these cases; q. within seven days of notice to Claims and Noticing Agent of entry of an order closing the chapter 11 cases, provide to the Court the final version of the Claims Registers in an electronic format along with images of all claims in numeric order as of the date immediately before the discharge of the Claims and Noticing Agent or close of the chapter 11 cases; and r. at the close of these cases, box and transport all original documents, in proper format, as provided by the Clerk's Office, to (i) the Federal Archives Record Administration, located at Central Plains Region, 200 Space Center Drive, Lee's Summit, MO 64064 or (ii) any other location requested by the Clerk's Office. Kathryn Tran, Senior Consultant at Epiq Bankruptcy Solutions, LLC, attests that Epiq and each of its employees are "disinterested persons," as that term is defined in 11 U.S.C. Section 101(14). The Agent's claim administration hourly rates are: Clerical/Administrative Support $25-$45 IT/Programming $65-$85 Case Managers $70-$165 Consultants/Directors/Vice Presidents $160-$190 Solicitation Consultant $190 Executive Vice President, Solicitation $215 Communication Consultant $395 The Agent can be reached through: Kathryn Tran Epiq Bankruptcy Solutions, LLC 777 Third Avenue, 12th Floor New York, NY 10017 Phone: 212 225 9200 Direct: 347 867 5858 Email: ktran@epiqsystems.com About CST Industries CST Industries, Inc. -- https://www.cstindustries.com/ -- is a global manufacturer of factory coated bolted steel storage tanks, aluminum geodesic domes and specialty covers. The Company has five manufacturing facilities and technical design centers and multiple regional sales offices located throughout North America and the United Kingdom. International offices are located in Argentina, Australia, Brazil, India, Japan, Malaysia, Mexico, Myanmar, Panama, Singapore, South Africa, Spain, United Kingdom, United Arab Emirates and Vietnam. Currently, more than 368,000 CST tanks and covers have been installed in 125 countries throughout the world. CST Holdings, Inc., parent of CST Industries and CST Power & Construction, Inc., is a privately held corporation that is majority-owned by funds affiliated with The Sterling Group, a Houston, Texas-based private equity firm which owns approximately 60% of CST Holdings' stock. The Sterling Group has held a majority of CST Holdings' stock since 2006. CST Industries Holdings Inc., CST Industries, Inc., and CST Power & Construction, Inc. sought Chapter 11 protection (Bankr. D. Del. Case Nos. 17-11292 to 17-11294) on June 9, 2017. The petitions were signed by Timothy J. Carpenter, chief executive officer. The Debtors have sought joint administration of their Chapter 11 cases. CST estimated assets of $50 million to $100 million and debt of $100 million to $500 million. Potter Anderson & Corroon LLP, is the Debtors' co-general counsel, with the engagement led by R. Stephen McNeill, Esq., Jeremy William Ryan, Esq., and David Ryan Slaugh, Esq. Hughes Hubbard & Reed LLP is also the Debtors' co-general counsel. CDG Group, LLC, is the Debtors' financial advisor. Epiq Bankruptcy Solutions, LLC is the claims and noticing agent. CTI BIOPHARMA: Lampert's BVF Partners Has 19.9% Stake as of June 9 ------------------------------------------------------------------ In an amended Schedule 13D filed with the Securities and Exchange Commission, these reporting persons disclosed beneficial ownership of shares of common stock of CTI BioPharma Corp. as of June 9, 2017: Shares Percentage Beneficially of Name Owned Shares ---- ------------ ---------- Biotechnology Value, L.P. 3,566,549 8.3% Biotechnology Value Fund II, L.P. 2,295,083 5.3% Biotechnology Value Trading Fund 651,074 1.5% BVF Partners OS Ltd 651,074 1.5% BVF Partners L.P. 8,596,357 19.99% BVF INC. 8,596,357 19.99% Mark N. Lampert 8,596,357 19.99% Matthew D. Perry 43,139 Less than 1% Mr. Lampert, as a director and officer of BVF Inc. may be deemed to beneficially own the 8,596,357 Shares beneficially owned by BVF Inc., excluding, 383,333 Shares of Common Stock issuable upon the conversion of certain Series N3 Preferred Stock, representing percentage ownership of approximately 19.99% of the Shares outstanding. The aggregate percentage of Shares reported owned by each person named herein is based on a denominator that is the sum of: (i) 28,389,186 Shares outstanding as of June 13, 2017, which is the total number of Shares outstanding as advised by the Issuer and (ii) 14,616,633 Shares issued upon the conversion of certain Series N3 Preferred Stock. On June 9, 2017, CTI entered into a letter agreement with certain of the Reporting Persons pursuant to which CTI has agreed to, upon certain of the Reporting Persons' election and subject to any board and committee approvals, exchange shares of Common Stock purchased by certain of the Reporting Persons directly from the Issuer or underlying convertible preferred stock purchased by certain of the Reporting Persons directly from the Issuer, including the shares of Common Stock underlying the Series N3 Preferred Stock offered in the offering, into shares of a convertible non-voting preferred stock with substantially similar terms as the Series N3 Preferred Stock in this offering, including a conversion "blocker" of the Issuer's Common Stock. Such right would terminate if at any time BVF Partners' beneficial ownership of the Issuer's Common Stock falls below 5%. The Issuer will take commercially reasonable efforts to cooperate to effectuate such exchange, provided that it does not adversely affect the Issuer and complies with applicable federal and state securities laws. Also on June 9, 2017, in connection with the letter agreement, the Reporting Persons converted 6,175 Shares of Series N3 Preferred Stock into 4,116,666 Shares of Common Stock in accordance with the Beneficial Ownership Limitation. A full-text copy of the regulatory filing is available at: https://is.gd/ASz7qY About CTI BioPharma CTI BioPharma Corp. (NASDAQ and MTA: CTIC) -- http://www.ctibiopharma.com/-- formerly known as Cell Therapeutics, Inc., is a biopharmaceutical company focused on the acquisition, development and commercialization of novel targeted therapies covering a spectrum of blood-related cancers that offer a unique benefit to patients and healthcare providers. The Company has a commercial presence in Europe and a late-stage development pipeline, including pacritinib, CTI's lead product candidate that is currently being studied in a Phase 3 program for the treatment of patients with myelofibrosis. CTI BioPharma is headquartered in Seattle, Washington, with offices in London and Milan under the name CTI Life Sciences Limited. CTI Biopharma reported a net loss attributable to common shareholders of $52 million on $57.40 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss attributable to common shareholders of $122.6 million on $16.11 million of total revenues for the year ended Dec. 31, 2015. As of March 31, 2017, CTI Biopharma had $44.66 million in total assets, $55.03 million in total liabilities and a $10.37 million total shareholders' deficit. CYTORI THERAPEUTICS: Will Hold 'Say-on-Pay' Votes Annually ---------------------------------------------------------- Cytori Therapeutics, Inc., disclosed in an amended Form 8-K report filed with the Securities and Exchange Commission its decision on the frequency of the conduct of future stockholder advisory votes to approve the Company's executive compensation. As previously reported in the Original Form 8-K, in a non-binding advisory vote on the frequency of future say on pay votes held at the 2017 Annual Meeting, 4,375,325 shares voted for one every year, 111,718 shares voted for every two years, 505,577 shares voted for every three years, 239,428 shares abstained and there were 10,371,088 broker non-votes. The Company has considered the outcome of this advisory vote and has determined, as was recommended with respect to this proposal by the Company's board of directors in the proxy statement for the 2017 Annual Meeting, that the Company will hold future say on pay votes on an annual basis until the occurrence of the next advisory vote on the frequency of say on pay votes. The next advisory vote regarding the frequency of say on pay votes is required to occur no later than the Company's 2023 Annual Meeting of Stockholders. About Cytori Based in San Diego, California, Cytori Therapeutics (NASDAQ: CYTX) -- http://www.cytori.com/-- provides patients and physicians around the world with medical technologies, which harness the potential of adult regenerative cells from adipose tissue. The Company's StemSource(R) product line is sold globally for cell banking and research applications. Cytori reported a net loss of $22.04 million for the year ended Dec. 31, 2016, compared to a net loss of $18.74 million for the year ended Dec. 31, 2015. As of March 31, 2017, Cytori had $29.77 million in total assets, $22.40 million in total liabilities and a $7.36 million in total stockholders' equity. BDO USA, LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, stating that the Company has suffered recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. D.J. SIMMONS: Unsecureds to Get 23% Over 5 Years in Amended Plan ---------------------------------------------------------------- D.J. Simmons Company Limited Partnership, Kimbeto Resources, LLC, and D.J. Simmons, Inc., filed an amended plan of reorganization and accompanying disclosure statement, proposing to pay holders of general unsecured claims within five years through payment of 23% of each holder's allowed claim. The Plan calls for the Debtors to initially continue operations as the operator of its oil and gas properties. After satisfying the Claims filed by the Department of Interior/Office of Natural Resources Revenue, the Debtors will transfer to the Bank of Oklahoma certain oil and gas properties secured by the Bank of Oklahoma's debt. The Debtors will provide interest payments and a balloon payment for its real property secured by the Crane/Adams Trusts. Regarding unencumbered oil and gas properties, Debtors will liquidate these properties and comply with all state and federal regulations, to minimize potential claims by governmental agencies that would significantly impact the recovery to unsecured creditors in a chapter 7 liquidation. The Debtors will liquidate all remaining assets, whether real or personal property or otherwise, except for DJS Co. LP's approximate 45% interest in Twin Stars Compression, LLC. The Debtors will satisfy certain classes of creditors in full, and provide not less than 23% of Allowed Class 5 unsecured claims in full satisfaction of their claims. Holders of General Unsecured Claims (Class 5) will be paid over time with quarterly payments distributed on a pro rata basis 21 days after each quarter, commencing in October 2018. All claims will be satisfied in full upon receipt of final payment. If all creditors are not satisfied in full by August 31, 2022, equity interest holders will not retain their interests in any Debtor. A full-text copy of the Amended Disclosure Statement dated June 9, 2017, is available at: http://bankrupt.com/misc/cob16-11763-328.pdf About D.J. Simmons Company LP Farmington, New Mexico-based D.J. Simmons Inc. -- http://www.djsimmons.com/-- is an independent oil and gas exploration and production company. D.J. Simmons and its affiliates have oil and natural gas reserves from approximately 100 wells operated by DJS, Inc., and 500 wells operated by third parties in Colorado, New Mexico, Utah, and Texas. Kimbeto Resources, LLC, owns 13 wells in Rio Arriba County, New Mexico. DJS, Inc., also operates the wells owned by Kimbeto. D.J. Simmons Company Limited Partnership holds most of the oil and gas and other assets. Kimbeto holds oil, gas, and other related assets on land owned by the Jicarilla Apache Tribe. DJS, Inc, operates the Assets and employs a small administrative staff. DJS Co. LP, Kimbeto and DJS, Inc., filed Chapter 11 petitions (Bankr. D. Colo. Case Nos. 16-11763, 16-11765 and 16-11767) on March 1, 2016. The cases are jointly administered under Lead Case No. 16-11763. The petitions were signed by John Byrom, president of DJS, Inc. DJS Co. LP disclosed $9.94 million in total assets and $12.9 million in total liabilities. Kimbeto disclosed $976,190 in total assets and $9.81 million in total liabilities. Ethan Birnberg, Esq., at Lindquist & Vennum LLP, serves as the Debtors' counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 cases. DAKOTA PLAINS: Unsecureds' Estimated Recovery Unknown Under Plan ---------------------------------------------------------------- Dakota Plains Holdings, Inc., et al., filed an amended disclosure statement dated June 9, 2017, a full-text copy of which is available at http://bankrupt.com/misc/mnb16-43711-167.pdf Class 4 General Unsecured Claims, estimated to be in excess of $69 million, are impaired. The Debtors said they are unable to provide an estimate of the likely net proceeds from the liquidation of the Liquidating Trust Assets because the primary asset of the Liquidating Trust will be causes of action. In accordance with a Court-approved plan support agreement, World Fuel Services Corporation, et al., will receive an Allowed Unsecured Claim in the amount of $15 million, which will be treated as an Allowed Unsecured Claim in Class 4. The Prepetition Secured Lender will retain its lien and (a) receive all cash subject to its lien on the effective date, except for an amount equal to $30,000 (the "Liquidating Trust Carveout"), and, (b) at the election of the Prepetition Lenders, either: (i) the proceeds of liquidation of all other Estate Assets subject to the Prepetition Lenders' Lien; or (ii) return of the Prepetition Lenders' collateral as the indubitable equivalent of the portion of the Secured Claim with the return to occur on the Effective Date. To the extent the Prepetition Lenders elect to have the Liquidating Trustee administer and collect on the Prepetition Lenders' non-cash collateral, the Liquidating Trustee and the Prepetition Lenders will first reach agreement as to the Prepetition Lenders payment of the fees and costs associated with liquidating the Prepetition Lenders' non-cash collateral. The Prepetition Lenders Deficiency Claim will be treated as an Allowed General Unsecured Claim in Class 4. About Dakota Plains Holdings Dakota Plains Holdings, Inc. (NYSE MKT: DAKP) -- http://www.dakotaplains.com/-- is an integrated midstream energy company whose headquarters are located in Wayzata, Minnesota. Founded in 2008, Dakota Plains owns and operates a 200-acre rail terminal (the "Pioneer Terminal") in the heart of the Bakken and Three Forks plays of the Williston Basin in North Dakota -- Mountrail, McKenzie, Williams and Dunn. The Pioneer Terminal is located at the terminus of the Canadian Pacific line and has strategic proximity to the only Missouri River Bridge crossing for nearly 80 miles. Dakota Plains Holdings and six of its wholly owned subsidiaries filed voluntary Chapter 11 petitions (Bankr. D. Minn. Lead Case No. 16-43711) on Dec. 20, 2016, initiating a process intended to preserve value and accommodate an eventual going-concern sale of Dakota Plains' business operations. The petitions were signed by Marty Beskow, CFO. Dakota Plains Holdings disclosed $3.08 million in assets and $75.38 million in liabilities as of the bankruptcy filing. The cases are assigned to Judge Michael E. Ridgway. Baker & Hostetler LLP is the Debtors' legal counsel. Ravich Meyer Kirkman McGrath Nauman & Tansey serves as co-counsel. Canaccord Genuity Inc. serves as the Debtors' financial advisor and investment banker. Carlson Advisors is the Debtors' accountant. James Thornton is the Debtors' special purpose counsel. No official unsecured creditors committee has been appointed in the case. * * * At an auction of substantially all of the Debtors' assets on Jan. 23, 2017, BioUrja Trading, LLC, emerged as the highest and best bid in the amount of $10.850 million. Following a hearing on Jan. 27, 2017, the Court entered an order approving the auction results and authorized the sale of substantially all of the assets to BioUrja. Following the closing of the sale, the Debtors will no longer operate, but will continue to liquidate any remaining assets and claims up until such assets are transferred to the Liquidating Trust in accordance with the Plan. DELCATH SYSTEMS: Four Proposals Approved at Annual Meeting ---------------------------------------------------------- Delcath Systems, Inc. held its 2017 annual meeting of stockholders on June 16, 2017, at which the stockholders: (1) elected Harold S. Koplewicz, M.D. as a Class II director, for a three year term; (2) approved, on an advisory basis, the compensation of the Company's named executive officers; (3) approved, on an advisory basis, the yearly frequency of "say-on-pay" votes on executive compensation; and (4) ratified the appointment of Grant Thornton, LLP as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2017. The proposal to approve an amendment to the Company's amended and restated certificate of incorporation to effect a reverse stock split of the Company's common stock, such split to combine a whole number of outstanding shares of the Company's common stock in a range of not less than fifty shares and not more than five hundred shares, in the discretion of the Board, and to grant authorization to the Board to determine, in its sole discretion, whether to implement the reverse stock split, as well as its specific timing, was not approved, as such proposal received fewer votes in favor than the required majority of the total number of outstanding shares as of the record date required by Delaware law. About Delcath Systems Delcath Systems, Inc., is an interventional oncology Company focused on the treatment of primary and metastatic liver cancers. The Company's investigational product -- Melphalan Hydrochloride for Injection for use with the Delcath Hepatic Delivery System (Melphalan/HDS) -- is designed to administer high-dose chemotherapy to the liver while controlling systemic exposure and associated side effects. The Company has commenced a global Phase 3 FOCUS clinical trial for Patients with Hepatic Dominant Ocular Melanoma (OM) and a global Phase 2 clinical trial in Europe and the U.S. to investigate the Melphalan/HDS system for the treatment of primary liver cancer (HCC) and intrahepatic cholangiocarcinoma (ICC). Melphalan/HDS has not been approved by the U.S. Food & Drug Administration (FDA) for sale in the U.S. In Europe, its system has been commercially available since 2012 under the trade name Delcath Hepatic CHEMOSAT Delivery System for Melphalan (CHEMOSAT), where it has been used at major medical centers to treat a wide range of cancers of the liver. Delcath Systems reported a net loss of $17.97 million on $1.99 million of product revenue for the year ended Dec. 31, 2016, compared to a net loss of $14.70 million on $1.74 million of product revenue for the year ended Dec. 31, 2015. As of March 31, 2017, Delcath had $31.03 million in total assets, $31.62 million in total liabilities and a total stockholders' deficit of $586,000. Grant Thornton LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has incurred recurring losses from operations and as of Dec. 31, 2016, has an accumulated deficit of $279.2 million. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. DIFFUSION PHARMACEUTICALS: 5 Proposals Approved at Annual Meeting ----------------------------------------------------------------- The 2017 annual meeting of stockholders of Diffusion Pharmaceuticals Inc. was held on June 15, 2017, at which the stockholders: (1) approved the proposed terms of an offering of up to $20 million, which contemplates the issuance and sale of (i) shares of the Company's Series B convertible preferred stock, $0.001 par value per share, each share of Series B Preferred Stock being initially convertible into one share of the Company's common stock, par value $0.001 per share, subject to adjustment, (ii) for each share of Series B Preferred Stock purchased in this Offering, a 5-year warrant to purchase one share of Common Stock, and (iii) the issuance of such number of shares of Common Stock issuable upon conversion of the Series B Preferred Stock and exercise of the Warrants, exceeding 19.9% of the Company's outstanding common stock; (2) authorized the adjournment of the Annual Meeting, if necessary or appropriate, if a quorum is present, to solicit additional proxies if there are insufficient votes at the Annual Meeting in favor of the Offering Proposal; (3) elected David G. Kalergis, Isaac Blech, John L. Gainer, Ph.D., Robert Adams, Mark T. Giles and Alan Levin as directors to serve as directors until the Company's 2018 Annual Meeting of Stockholders or until their respective successors are elected and qualified; (4) ratified the selection of KPMG LLP as the Company's independent registered public accounting firm for the year ending Dec. 31, 2017; and (5) approved, on an advisory basis, the compensation of the Company's named executive officers during the year ended Dec. 31, 2016, as disclosed in the Proxy Statement. About Diffusion Pharmaceuticals Diffusion Pharmaceuticals, as surviving entity in its merger with RestorGenex, is a clinical stage biotechnology company focused on extending the life expectancy of cancer patients by improving the effectiveness of current standard-of-care treatments including radiation therapy and chemotherapy. Diffusion is developing its lead drug, trans sodium crocetinate (TSC), for use in the many cancer types in which tumor hypoxia (oxygen deprivation) is known to diminish the effectiveness of current treatments. TSC targets the cancer's hypoxic micro-environment, re-oxygenating treatment-resistant tissue and making the cancer cells more vulnerable to the therapeutic effects of treatments such as radiation therapy and chemotherapy, without the apparent addition of any serious side effects. TSC has potential application in other indications involving hypoxia, such as stroke and neurodegenerative diseases. Diffusion reported a net loss of $18.03 million for the year ended Dec. 31, 2016, compared to a net loss of $6.71 million for the year ended Dec. 31, 2015. As of March 31, 2017, Diffusion had $36.34 million in total assets, $55.46 million in total liabilities, and a total stockholders' deficit of $19.11 million. KPMG LLP, in McLean, Virginia, 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, has limited resources available to fund current research and development activities, and will require substantial additional financing to continue to fund its research and development activities. The conditions raise substantial doubt about its ability to continue as a going concern. DIOCESE OF NEW ULM: Wants Plan Exclusivity Extended to Oct. 29 -------------------------------------------------------------- The Diocese of New Ulm asks the U.S. Bankruptcy Court for the District of Minnesota to extend the period within which the Debtor has the exclusive right to file a Chapter 11 plan until Oct. 29, 2017, and the exclusive period in which the Debtor may obtain acceptances of the plan until Dec. 28, 2017. The Court will hold a hearing on the extension request at 10:30 a.m. on June 29, 2017. Currently, pursuant to 11 U.S.C. Section 1121, the exclusive period that the Diocese has to file a plan will end on July 1, 2017, and the exclusive period to obtain acceptances of a plan will end on Aug. 30, 2017. On March 3, 2017, the Debtor filed a motion for order directing mediation and appointing the Hon. Gregg W. Zive to serve as mediator. On March 23, 2017, the Court entered an order directing mediation and appointing mediator. In accordance with that court order, mediation will commence as ordered by Judge Zive. Mediation has not yet commenced. The Debtor expects that any plan it proposes will be greatly informed and influenced by the mediation process, which will afford the opportunity to negotiate with key parties, including related to the terms of a plan. Mediation will not commence before the expiration of the 120-day exclusivity period. The Debtor assures the Court that it is paying its bills as they become due. The Debtor has not previously sought an extension of the exclusivity periods. The Debtor's counsel discussed the extension requested with counsel for the Official Committee of Unsecured Creditors, and the Debtor believes that the Committee has no objection to the relief requested. The Debtor says that the status of this case and the factors identified support the conclusion that an extension of the exclusivity period and solicitation period is warranted in the Debtor's case, including because: -- the Debtor actively sought the appointment of a mediator and a court order for mediation, which the Debtor hopes will result in a negotiated, consensual framework for a plan. Mediation has been ordered, but not yet commenced. Absent the requested extension, the 120-day exclusive period for filing a plan would expire prior to the mediation taking place, which could force the Diocese to prematurely prepare a plan without the benefit of the mediation procedure and its forum for negotiations with key parties; -- less than four months have passed since the Debtor filed for relief under Chapter 11. Given that the Bankruptcy Code allows for extensions up to 18 months after the Petition Date, the Debtor's requested extension of 90 days is reasonable; -- the Debtor has managed the bankruptcy case in good faith. In the less than four months since the case was filed, the Debtor has devoted substantial time and effort to dealing with many matters, including but not limited to: (a) preparing and presenting first day motions; (b) finalizing and filing the schedules of assets and liabilities, and statement of financial affairs; (c) obtaining court approval of deadlines for filing timely proofs of claim and related claim procedures; (d) distribution of notice thereof; (e) retaining multiple professionals; (f) obtaining the court order for mediation; (g) negotiating various issues with the Committee and counsel for certain sexual abuse claimants; and (h) undertaking initial communications with various insurance companies; -- the extension is not being sought in order to pressure creditors. Indeed, the Debtor's creditors will best be served by additional time to negotiate and by avoiding the cost and delay of competing plans; and -- postpetition payments have been made as they have become due. In sum, the Diocese believes that the extensions sought in the motion will be beneficial to it as well as creditors and other parties in interest; will provide time to proceed with the mediation and attempt to reach a consensus regarding plan terms; will allow the plan to be based on more accurate information because the claims deadline will have passed; and will result in a more efficient use of its assets for the benefit of all creditors. The Debtor says that the possibility of multiple plans would inevitably lead to unnecessary and costly adversarial confrontations that would likely cause a dramatic increase in the professional fee burden borne by the Diocese and a concomitant deterioration in asset values. The Debtor recognizes that the value of its assets will be adversely affected by any unnecessary delay in the Chapter 11 process and would be prejudicial to all parties in interest. About Diocese of New Ulm The Diocese of New Ulm sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Minn. Case No. 17-30601) on March 3, 2017. The petition was signed by Monsignor Douglas L. Grams, vice general. The case is assigned to Judge Robert J. Kressel. At the time of the filing, the Debtor estimated assets of $10 million to $50 million and liabilities of less than $50,000. James L. Baillie, Esq., at Fredrikson & Byron, P.A., serves as the Debtor's legal counsel. DIRECT FOODS: Hires Roussos, Glanzer & Barnhart as Counsel ---------------------------------------------------------- Direct Foods, LLC, seeks authorization from the U.S. Bankruptcy Court for the Eastern District of Virginia to employ Roussos, Glanzer & Barnhart, PLC as counsel for the Debtor-in-Possession. The Debtor requires Roussos Glanzer to: a. prepare the petition, lists, schedules and statements required by 11 U.S.C. sec 521; the pleadings, motions, notices and orders required for the orderly administration of the estate; and ensure the progress of its case; and consult with and advise the Debtor in the reorganization of its financial affairs and/or the liquidation of its assets. b. prepare for, prosecute, defend, and represent the Debtor's interests in all contested matters, adversary proceedings, and other motions and applications arising under, arising in, or related to its case. c. advise and consult concerning administration of the estate in this case, concerning the rights and remedies with regard to the Debtor's assets; concerning the claims of administrative, secured, priority, and unsecured creditors and other parties in interest. d. investigate the existence of other assets of the estate; and, if any exist, take appropriate action to have the same turned over to the estate. e. prepare a Disclosure Statement and Plan for the Debtor, and negotiate with all creditors and parties in interest who may be affected thereby; obtain confirmation of a Plan, and perform all acts reasonably calculated to permit the Debtor to perform such acts and consummate a Plan. Roussos Glanzer will seek compensation for professionals and paraprofessionals based upon hourly rates multiplied by the number of hours engaged in the matters. Roussos Glanzer has received a total of $8,000.00, as a retainer, as well as for costs to be expended and services to be rendered incident to the representation of the Debtor to provide legal advice, assist in negotiations, provide other necessary legal assistance as needed and to assist in the filing of a chapter 11 case. From this retainer, these payments were disbursed: Roussos Glanzer, $4,338.75 for fees; $1,717.00, the court costs associated with the filing of the Debtor's chapter 11 case; $7.95 to Virginia State Corporation Commission for Certificate in Good Standing, leaving a balance on retainer of $1,936.30. Roussos Glanzer will also be reimbursed for reasonable out-of-pocket expenses incurred. Kelly M. Barnhart, Esq., member of Roussos, Glanzer & Barnhart, PLC, 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. Roussos Glanzer may be reached at: Kelly M. Barnhart, Esq. Roussos, Glanzer & Barnhart, PLC 580 E. Main St., Ste. 300 Norfolk, VA 23510 Tel: (757) 622-9005 Fax: (757) 624-9257 E-mail: barnhart@rgblawfirm.com About Direct Foods, LLC Direct Foods, LLC filed a Chapter 11 bankruptcy petition (Bankr. E.D.Va. Case No. 17-72036) on June 1, 2017. Kelly M. Barnhart, Esq., at Roussos, Glanzer & Barnhart, PLC serves as bankruptcy counsel. The Debtor's assets and liabilities are both below $1 million. DOWLING COLLEGE: Needs Until October 25 to File Chapter 11 Plan --------------------------------------------------------------- Dowling College, f/d/b/a Dowling Institute, f/d/b/a Dowling College Alumni Association, f/d/b/a CECOM, a/k/a Dowling College, Inc., asks the U.S. Bankruptcy Court for the Eastern District of New York to extend the exclusive periods during which only the Debtor may file a chapter 11 plan and solicit acceptances thereto for an additional 90 days -- through and including October 25, 2017 and December 26, 2017, respectively. Unless extended, the Debtor's exclusive filing period will expire on July 27, 2017, and the Debtor's exclusive solicitation period will expire on September 27. The Debtor also seeks a 90-day extension of the exclusive periods to afford ample opportunity for the filing and reviewing of claims filed against the estate, and to negotiate the terms of a confirmable chapter 11 plan with the Official Committee of Unsecured Creditors and the Lender parties to the Debtor-in-Possession Multi-Draw Term Loan. Pursuant to the Bar Date Order issued on January 13, 2017, the Court established March 10, 2017, as the general bar date and May 30, 2017 as the governmental bar date. The Debtor relates that first few months of this Chapter 11 Case was dominated by: (a) the Debtor's efforts to sell certain property, including the Debtor's main campus located at 150 Idle Hour Boulevard, Oakdale, New York 11769 and 32 parcels of predominantly residential property adjacent to the Oakdale Campus; and (b) the Debtor's efforts to obtain and use cash collateral. The Debtor expects that the closing of the Oakdale Campus will occur on or about June 20, 2017, and that 10 parcels of the Residential Portfolio have been sold to date. The Debtor also expects to begin a marketing and sale process in earnest for the 105 acres of land and improvements located at 1300 William Floyd Parkway, Shirley, Town of Brookhaven, New York during the third quarter of 2017 with a potential conclusion during the fourth quarter of 2017. While the general bar date and governmental bar date have passed, the Debtor claims that its professionals have not yet had a chance to fully review and analyze the filed claims. As such, the Debtor contends that extension of the exclusive periods will enable the Debtor to analyze the full universe of claims against the estate prior to proposing a chapter 11 plan. In addition, as of June 16, 2017, the Court has only authorized the use of cash collateral on an interim basis through June 23. Currently, the Debtor tells the Court that it continues to work with the DIP Lenders and the Committee towards a consensual final order authorizing the Debtor to use cash collateral. The Debtor also relates that the DIP Lenders and the Committee are currently negotiating toward what the Debtor hopes will be a global resolution of all claims and challenges that the Committee might assert in relation to the financing arrangements of the Debtor, related lien priority and proceeds distribution. The Debtor is hopeful that such a global resolution may pave the way for a consensual chapter 11 plan confirmation before this Court. However, the Debtor asserts that it needs additional time to discuss, formulate and negotiate that settlement and related plan terms with the Committee and the DIP Lenders. About Dowling College Dowling College was founded in 1955 as part of Adelphi College's outreach to Suffolk County, New York. Dowling College became the first four-year, degree-granting liberal arts institution in the county. It purchased the former W.K. Vanderbilt estate in Oakdale in 1962. Dowling College sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 16-75545) on Nov. 30, 2016, estimating assets of $100 million to $500 million and debt of less than $100 million. The Debtor is represented by Klestadt Winters Jureller Southard & Stevens, LLP. Ingerman Smith, LLP and Smith & Downey, PA have been tapped as special counsel. Robert Rosenfeld of RSR Consulting, LLC, serves as its chief restructuring officer while Garden City Group, LLC serves as its claims and noticing agent. The Debtor has also hired FPM Group, Ltd., as consultants; Eichen & Dimeglio, PC as accountants; A&G Realty Partners, LLC and Madison Hawk Partners, LLC as real estate advisors; and Hilco Streambank and Douglas Elliman serve as brokers. Judge Robert E. Grossman presides over the Debtor's bankruptcy case. The Office of the U.S. Trustee on Dec. 9, 2016, appointed three creditors of Dowling College to serve on the official committee of unsecured creditors. The Committee named SilvermanAcampora LLP as its counsel. DYNAMIC CONSTRUCTION: Hires Magee Goldstein Lasky as Counsel ------------------------------------------------------------ Dynamic Construction Services, Inc., seeks authorization from the U.S. Bankruptcy Court for the Western District of Virginia to employ Magee Goldstein Lasky & Sayers, PC as counsel for the Debtor effective the Petition Date. The Debtor requires Magee Goldstein to: a. advise the Debtor with respect to its powers and duties as debtor in possession in the continued management and operation of its business and properties; b. advise and consult on the conduct of the Bankruptcy Case, including all of the legal and administrative requirements of operating in chapter 11; c. attend meetings and negotiate with representatives of the Debtor's creditors and other parties in interest; d. take all necessary action to protect and preserve the Debtor's estate, including prosecuting actions on the Debtor's behalf, defend any actions commenced against the Debtor, and represent the Debtor's interests in negotiations concerning all litigation in which the Debtor is involved, including objections to claims filed against the Debtor's estates; e. prepare all pleadings, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtor's estate; f. represent the Debtor in connection with obtaining postpetition financing, if necessary; g. advise the Debtor in connection with any potential sale of assets; h. appear before the Court to represent the interests of the Debtor's estate before the Court; i. take any necessary action on behalf of the Debtor to negotiate, prepare on behalf of the Debtor, and obtain approval of a chapter 11 plan and documents related thereto; and j. perform all other necessary or otherwise beneficial legal services to the Debtor in connection with prosecution of this Bankruptcy Case, including (i) analyzing the Debtor's leases and contracts and the assumptions, rejections, or assignments thereof, (ii) analyzing the validity of liens against the Debtor; and (iii) advising the Debtor on corporate and litigation matters. Magee Goldstein will be paid at these hourly rates: Attorneys $200-$375 Paralegal and paraprofessional $115 Prior to the Petition Date, the firm agreed to accept $26,700.00 from the Debtor. As of the Petition Date, $11,808.50 remains in the Debtor's retainer account at the firm. Magee Goldstein will also be reimbursed for reasonable out-of-pocket expenses incurred. Andrew S. Goldstein, Esq., shareholder in the law firm of Magee Goldstein Lasky & Sayers, 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. Magee Goldstein may be reached at: Andrew S. Goldstein, Esq. Magee Goldstein Lasky & Sayers, P.C. P.O. Box 404 Roanoke, VA 24003-0404 Tel: (540) 343-9800 Fax: (540) 343-9898 E-mail: agoldstein@mglspc.com About Dynamic Construction Headquartered in Greenville, Virginia, Dynamic Construction Services, Inc., is a small business Debtor as defined in 11 U.S.C. Section 101(51D). It listed its business under the utility system construction category. It is a full service utility and wireless communications contractor serving the mid-Atlantic region for the last 10 years. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. W.D. Va. Case No. 17-50566) on June 2, 2017, estimating its assets and liabilities at between $1 million and $10 million. The petition was signed by Charles Spangler, Jr., president. Judge Rebecca B. Connelly presides over the case. Andrew S Goldstein, Esq., at Magee Goldstein Lasky & Sayers, P.C., serves as the Debtor's bankruptcy counsel. E. ALLEN REEVES: Auction Sale of Assets Approved ------------------------------------------------ Judge Ashely M. Chan of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania authorized E. Allen Reeves, Inc., to hold an auction and sell its assets to Calvin Group, Inc.. The sale is free and clear of any and all liens, encumbrances, interests and claims. The purchase prices to be achieved at the Auction for the Assets are the highest and best offers that the Debtor will receive for the Assets and constitute purchases in good faith and for fair value. The Buyers found at the Auction are good faith purchasers of the Assets. The stay provisions set forth in Federal Rule of Bankruptcy Procedure 6004(h) are waived and closing may occur immediately. About E. Allen Reeves Founded in 1918, E. Allen Reeves, Inc., is a commercial and residential contractor based in Abington, Pennsylvania. E. Allen Reeves sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 17-11354) on Feb. 27, 2017. Robert N. Reeves, Jr., president, signed the petition. At the time of the filing, the Debtor estimated assets and liabilities at $1 million to $10 million. The case is assigned to Judge Ashely M. Chan. The Debtor hired Ciardi Ciardi & Astin, P.C. as legal counsel; Kreischr Miller as accountant; and Davis Bucco, Esq., as special counsel. EATERIES INC: Taps Hilco Real Estate as Real Estate Advisor ----------------------------------------------------------- Eateries, Inc. and GRP of Zanesville, LLC, seek permission from the US Bankruptcy Court for the Western District of Oklahoma to employ Hilco Real Estate, LLC to provide consulting and marketing services as well as assist with the restructuring negotiations of certain leasehold interests. Specifically, Hilco will: a) meet with the Debtors to ascertain the Debtors' goals, objectives and financial parameters; b) mutually agree with the Debtors with respect to a strategic plan for restructuring the Leases; c) on the Debtors' behalf, negotiate the terms of restructuring agreements with the landlords under the Leases, in accordance with the Strategy; d) on the Debtors' behalf, and at the direction of the Debtors, market for sale the liquor licenses owned by the Debtors in Butler, Pennsylvania; e) provide written reports periodically to the Debtors regarding the status of such negotiations and marketing; and f) assist the Debtors in closing the pertinent Lease restructuring agreements and liquor license sales. For each Lease that becomes a Restructured Lease, Hilco shall earn a fee equal to the Restructured Lease Savings Fee. The amounts payable on account of a Restructured Lease shall be paid in monthly installments, commencing upon the closing of the transaction having the effect of restructuring the Lease and continuing on the first calendar day of each month thereafter, in an amount equal to the lesser of (x) the Restructured Lease Savings Fee which remains due and owing or (y) 100% of the Company's monthly realized Restructured Lease Savings for such Lease until the full amount of the Restructured Lease Savings Fee for such Lease is paid in full; provided, however, that any amounts still payable to Hilco on account of any Restructured Leases shall be immediately due and owing in full upon the expiration of the Term. Ryan Lawlor, Vice President and Assistant General Counsel of Hilco Trading, LLC, attests that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Hilco can be reached through: Hilco Real Estate, LLC 5 Revere Drive, Suite 206 Northbrook, IL 60062 Tel. (847) 418-2086 Email: RLawlor@hilcoglobal.com About Eateries Inc. Eateries, Inc. and GRP of Zanesville, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Okla. Case No. 17-11444) on April 18, 2017. The petitions were signed by William C. Liedtke, III, vice-president. The cases are assigned to Judge Sarah A. Hall. The Debtors have employed Crowe & Dunlevy as bankruptcy counsel and D.R. Payne & Associates, Inc. as financial advisor and accountant. At the time of the filing, Eateries estimated assets of less than $1 million and liabilities of $1 million to $10 million. GRP of Zanesville estimated assets of less than $50,000 and liabilities of $1 million to $10 million. Eateries, which operates under the names Garfield's Restaurant & Pub and S&B Burger Joint of Carbondale, IL, owns 11 different restaurants on leased premises. GRP of Zanesville is a small business debtor. Hestia Holdings, LLC holds 100% stake in Eateries. Eateries previously filed a Chapter 11 petition on Dec. 28, 2012 (Bankr. W.D. Okla. Case No. 12-16224) and on May 11, 2009 (Bank. W.D. Okla. Case No. 09-12499). ECLIPSE RESOURCES: Seven Well Moser Pad Turned to Sales ------------------------------------------------------- Eclipse Resources Corporation provides an operational update and announced its participation in the following upcoming investor conferences. Upcoming Conferences Include: * Wednesday June 21, 2017 (Houston, TX) - Tudor Pickering "Hotter 'n Hell" Conference. Benjamin W. Hulburt (Chairman, President and CEO) will participate and host one-on-one meetings. * Thursday June 22, 2017 (Pittsburgh, PA) - DUG East Conference. Benjamin W. Hulburt (Chairman, President and CEO) will deliver the day two opening keynote address. * Wednesday June 28, 2017 (New York, NY) - J.P. Morgan Energy Conference. Benjamin W. Hulburt (Chairman, President and CEO) will participate and host one-on-one meetings. Operational Update The Company has recently turned its seven well Moser pad to sales, located in the Company's Utica Shale dry gas window acreage in eastern Monroe County, Ohio. The Moser pad wells are currently producing approximately 100 MMcf per day collectively as the Company continues to implement its "engineered" flowback procedure designed to bring the wells up to target production rates while preserving fracture conductivity and minimizing formation damage. These wells were completed using a number of new completions techniques, which may form the basis of future completion designs beyond the Company's "Generation-3" design that resulted in the Company increasing all of its Utica Shale type well expectations over the course of the year. The Company also announced that it has successfully drilled its third and newest "Super-Lateral" well, the Outlaw C 11H, with a total measured depth of approximately 27,750 feet and a lateral extension of approximately 19,500 feet in 17 days from spud to TD in the Company's Utica Shale Condensate area, setting a new lateral length record for the Company. Commenting on the operational activity, Benjamin W. Hulburt, Eclipse Resources chairman, president and CEO, said the following, "I remain extremely pleased with our team's operational cadence, and look forward to assessing the results from the seven well Moser pad. This pad, which contains 7 gross (7.0 net) wells with an average lateral length of approximately 7,200 feet, has recently been turned to sales slightly ahead of schedule, with starting pressures ranging up to approximately 7,500 pounds (psi). Building upon our Gen-3 frack design, this pad includes wells which are designed to test higher proppant volumes, engineered stage lengths and the use of diversion chemicals. Although extremely early in the life of these new exciting wells, we are initially very intrigued with what we are seeing. Based on the results of these wells so far, the continued performance of our Gen-3 wells, and the team's ability to shorten our cycle times, I expect our production in the third quarter 2017 to be at least 350 MMcfe per day. "I am also pleased to announce that we have drilled our third "Super-Lateral" well, with a record setting lateral length of approximately 19,500 feet in 17 days. This well, located in the Utica Condensate area, along with the recently drilled 19,300 foot Great Scott 3H well are expected to begin completions in the third quarter of this year. Additionally, we have completed the drilling of our second Marcellus Condensate well and are excited to begin applying our innovative completion techniques to this portion of our acreage during the third quarter 2017. These Marcellus wells should allow us to further prove-up this area of our acreage that includes over 70 risked 10,000 foot lateral locations that can be developed in conjunction with our Dry Gas Utica position in this area of southeastern Ohio." About Eclipse Resources Eclipse Resources Corporation is an independent exploration and production company engaged in the acquisition and development of oil and natural gas properties in the Appalachian Basin. As of Dec. 31, 2015, the Company had assembled an acreage position approximating 220,000 net acres in Eastern Ohio. Eclipse Resources reported a net loss of $203.80 million on $235.03 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss of $971.4 million on $255.3 million of total revenues for the year ended Dec. 31, 2015. As of March 31, 2017, Eclipse had $1.2 billion in total assets, $616.46 million in total liabilities and $583.82 million in total stockholders' equity. * * * As reported by the TCR on July 11, 2016, Moody's Investors Service upgraded Eclipse Resources' Corporate Family Rating (CFR) to 'Caa1' from 'Caa2' and Probability of Default Rating to 'Caa1-PD' from 'Caa2-PD'. "The upgrade to Caa1 reflects Eclipse's improved liquidity and good visibility to fund a more robust drilling program through 2017 than we had previously anticipated, largely the result of $123 million in proceeds raised from its equity issuance. With considerable cash balances and improving cash margins on its production, Eclipse is poised to return to a production growth trajectory that should allow for meaningful deleveraging," noted John Thieroff, Moody's VP-Senior Analyst. In June 2016, S&P Global Ratings raised its corporate credit rating on State College, Pa.-based Eclipse Resources Inc. to 'CCC+' from 'CC'. "The rating action reflects our opinion that Eclipse is unlikely to pursue further distressed debt transactions given the lack of bondholders' appetite for a distressed exchange--as demonstrated by the early termination of the company's exchange offer in February--and the increase in its bond price over the past three months," said S&P Global Ratings credit analyst Christine Besset. ECOARK HOLDINGS: May Issue 4M Shares Under 2017 Incentive Plan -------------------------------------------------------------- Ecoark Holdings, Inc., filed a Form S-8 registration statement with the Securities and Exchange Commission to register 4,000,000 shares of the Company's common stock issuable under the 2017 Omnibus Incentive Plan. The proposed maximum aggregate offering price is $17.8 million. A full-text copy of the prospectus is available for free at https://is.gd/UN7odu About Ecoark Holdings Ecoark Holdings, Inc., is a technology solutions company. The Company offers technologies to fight waste in operations, logistics, and supply chains worldwide. It provides pallet-level time and temperature tracking, pre-cool prioritization and monitoring, pallet routing, real-time in-transit monitoring, remote visibility, and quality management solutions. Ecoark reported a net loss of $25.23 million on $14.40 million of revenues for the year ended Dec. 31, 2016, compared to a net loss of $10.47 million on $7.67 million of revenues for the year ended Dec. 31, 2015. As of March 31, 2017, Ecoark had $20.24 million in total assets, $5.40 million in total liabilities, and $14.83 million in total stockholders' equity. KBL, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has incurred substantial losses and needs to obtain additional financing to continue the development of their products. The lack of profitable operations raises substantial doubt about the Company's ability to continue as a going concern. ELO OUTPATIENT: Hires Boyer Law Firm as Bankr. Counsel ------------------------------------------------------ ELO Outpatient Surgery Center, LLC, seeks permission from the US Bankruptcy Court for the Middle District of Georgia to employ Boyer Law Firm, LLC as attorney. The Debtor requires Boyer Law to: 1. provide legal advice with respect to its powers and duties as Debtor-in-possession in the continued operation of its business and management of its property; 2. prepare on its behalf, as Debtor-in-possession, necessary applications, answers, reports, and other legal papers; 3. prepare motions, pleadings, and applications, and to conduct examinations incidental to the administration of the Debtor's estate; 4. take any and all necessary action instant to the proper preservation and administration of the estate; 5. assist the Debtor-in-possession with the preparation and filing of a Statement of Financial Affairs and Schedules and Lists as are appropriate; 6. take whatever action is necessary with reference to the use by the Debtor of his property pledged as collateral, including cash collateral, to preserve the same for the benefit of the Debtor; 7. assert, as directed by the Debtor, all claims the Debtor has against others; and 8. perform all other legal services for the Debtor as Debtor-in-Possession which may be necessary. The firm's Wesley J. Boyer is presently designated to represent the Debtor at $340 per hour. Wesley J. Boyer attests that he is not aware of any interest, connection or relationship which may be relevant to determining whether the firm is disinterested, other than the trustee is a partner in the firm, except that the firm also represents The Women's Health Institute of Macon, PC (Case No. 17-51196) and Haremu Holdings, LLC (Case No. 17-51195) in pending Chapter 11 cases in this Court. They are related medical entities with many common creditor. The Firm can be reached through: Wesley J. Boyer, Esq. BOYER LAW FIRM, LLC 348 Cotton Avenue, Suite 200 Macon, GA 31201 Tel: (478) 742-6481 Email Wes@WesleyJBoyer.com About ELO Outpatient Surgery Center Macon, Georgia-based Haremu Holdings, LLC, The Women's Health Institute of Macon, PC, and ELO Outpatient Surgery Center, LLC, filed separate Chapter 11 bankruptcy petitions (Bankr. M.D. Ga. Case Nos. 17-51195, 17-51196 and 17-51197) on June 5, 2017. The cases are assigned to Judge James P. Smith. The cases are not jointly administered. Women's Health Institute of Macon PC is a group practice with one location specializing in family medicine and Obstetrics and Gynecology. ELO Outpatient Surgery Center provides ambulatory surgical services. Emeka Umerah is the managing member for each entity. Ms. Umerah signed the petitions. The Debtors are represented by Wesley J. Boyer, Esq., at Boyer Law Firm, L.L.C., in Macon, Georgia. At the time of filing, Haremu disclosed $1 million to $10 million in assets and liabilities; Women's Health disclosed $1 million to $10 million in assets and $500,000 to $1 million in liabilities; and ELO Outpatient disclosed $100,000 to $500,000 in assets and liabilities. EMPIRE RENTALS: Hires Lamey Law Firm as Counsel ----------------------------------------------- Empire Rentals, LLC, seeks permission from the US Bankruptcy Court for the District of Minnesota to employ Lamey Law Firm, P.A. as their Chapter 11 counsel. John D. Lamey, III of Lamey Law Firm, P.A., attests that his firm has reviewed the creditors in the case and other parties in interest, and it does not have any relationship with any of those parties. The current hourly rate of the John D. Lamey, III is $335.00. The billing rate for associate attorneys or contract attorneys is $250.00 per hour. The billing rate for law clerks is $150.00 per hour, and paralegals are $130.00 per hour. The Firm can be reached through: John D. Lamey, III, Esq. LAMEY LAW FIRM, P.A. 980 Inwood Ave N Oakdale, MN 55128 Tel: 651-209-3550 E-mail: bankrupt@lameylaw.com About Empire Rentals, LLC Empire Rentals listed its business as a single asset real estate as defined in 11 U.S.C. Section 101(51B). The Company has fee simple interests in real properties located in Vermillion Township, Minnesota, valued at $2.82 million. The Debtor filed a Chapter 11 petition (Bankr. D. Minn. Case No. 17-31929) on June 9, 2017. The Hon. Kathleen H Sanberg presides over the case. John D. Lamey, III, Esq., at Lamey Law Firm, P.A., serves as bankruptcy counsel. In its petition, the Debtor estimated $3.22 million in assets and $1.71 million in liabilities. The petition was signed by Vernon Napper, chief manager. EMPIRE RENTALS: U.S. Trustee Forms 2-Member Committee ----------------------------------------------------- The U.S. Trustee for Region 12 on June 19 appointed two creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Empire Rentals LLC. The committee members are: (1) United Capital Partners, Inc. 7528 Autoclub Circle Bloomington, MN 55438 Contact Person: Kevin Sayre Phone: 612-247-7477 Email: ksayre52@yahoo.com (2) Schwartz Law Firm 600 Inwood Ave. N Suite 130 Oakdale, MN 55128 Contact Person: Brandon M. Schwartz Phone: 651-528-6800 Email: brandon@mdspalaw.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 Empire Rentals Empire Rentals LLC owns and rents 41 studio apartments at is property located at 4526-4532 East 200th Street, Vermillion Towhship, Minnesota. The Debtor filed a Chapter 11 petition (Bankr. D. Minn. Case No. 17-31929) on June 9, 2017. The petition was signed by Vernon Napper, chief manager. The Debtor disclosed $3.22 million in assets and $1.71 million in liabilities. The case is assigned to Judge Kathleen H Sanberg. The Debtor is represented by John D. Lamey, III, Esq., at Lamey Law Firm, P.A. EQT MIDSTREAM: Moody's Affirms Ba1 CFR; Outlook Remains Stable -------------------------------------------------------------- Moody's Investors Service affirmed EQT Midstream Partners, LP's (EQM) ratings, including its Ba1 Corporate Family Rating (CFR), Ba1-PD Probability of Default Rating (PDR), Ba1 senior unsecured notes rating and its SGL-3 Speculative Grade Liquidity Rating. EQM's rating outlook remains stable. These rating actions were prompted by EQT Corporation's (EQT, Baa3 stable) announcement that it will acquire Rice Energy Inc. (Rice, B1 review for upgrade) in a stock and cash transaction valued at $6.7 billion. EQT will also assume or refinance approximately $1.5 billion of net debt and preferred equity. Closing is expected in the fourth quarter of 2017, subject to each company's shareholder approval and customary regulatory and other closing conditions. "EQT's acquisition of Rice adds significant Marcellus midstream assets in Pennsylvania and Utica midstream assets in Ohio," commented Amol Joshi, Moody's Vice President. "While these assets will initially reside at EQT, Moody's expects some or all of these assets to be owned by EQM over time potentially improving EQM's credit profile depending on funding sources and EQM's pro forma capital structure." Issuer: EQT Midstream Partners, LP Ratings Affirmed: Corporate Family Rating, Affirmed at Ba1 Probability of Default Rating, Affirmed at Ba1-PD Senior Unsecured Regular Bonds/Debentures, Affirmed at Ba1 (LGD4) Speculative Grade Liquidity Rating, Affirmed SGL-3 Outlook Action: Outlook, Remains Stable RATINGS RATIONALE The acquisition of Rice does not immediately affect EQM's asset base, since Rice's midstream assets will be initially acquired by EQT. Rice's acquisition does not affect EQT's ratings despite the modest increase in leverage from Rice's debt, and from a potential cash outlay for the acquisition, assuming about 20% cash funding to acquire Rice equity. This transaction could be credit positive for EQM if Rice's midstream assets are acquired or dropped down into EQM over time. While EQM maintains a conservative balance sheet at this time, EQM's future credit profile will also depend on its funding sources for any such asset acquisitions or drop downs. EQM's Ba1 CFR reflects its standalone credit profile of Ba2 with one notch of ratings uplift to reflect its strategic importance to EQT and the continued support of the partnership's growth through EQT's development of its Marcellus acreage. The rating also incorporates Moody's expectations that future growth, both organic and through dropdowns and acquisitions, will be funded using a balanced proportion of debt and equity capital at EQM. The company's asset base benefits from its close proximity to rising production volumes in the Marcellus Shale and the critical nature of its pipelines for moving natural gas within the region to long haul pipelines. The fee-based nature of its revenues, long-term contracts that mitigate volume risk and relatively low financial leverage further support its ratings. The ratings are restrained by EQM's basin concentration and the large scale and inherent execution risk of its Mountain Valley Pipeline joint venture, a project to construct a new interstate natural gas pipeline, where EQM serves as the operator and largest equity owner. Both EQM's revolver and senior notes are unsecured and are pari passu. Accordingly the senior notes are rated Ba1, the same as the CFR under Moody's Loss Given Default Methodology. EQM is expected to have adequate liquidity into 2018, as reflected in its SGL-3 rating. The company had $42 million of cash and full availability under its $750 million committed revolving credit facility at March 31, 2017. EQM will spend approximately $550 to $600 million of capex in 2017, including capital contributions dedicated to its Mountain Valley Pipeline project. Cash and availability under the revolver should be sufficient to cover its capital outspend in 2017, and Moody's expects EQM to opportunistically access the equity and debt capital markets to fund acquisitions and organic growth capital spending on a long-term basis. There is one financial covenant governing the credit facility - a maximum consolidated Debt/EBITDA ratio of 5.0x, stepping up to 5.5x during an acquisition period. The partnership should have ample headroom for compliance with this covenant into 2018 based on current capital spending plans. There are no debt maturities until February 2019 when the credit facility matures. The stable outlook is based on Moody's expectations that EQM will continue to fund its growth in a balanced manner, maintaining conservative financial leverage relative to its peers as it grows both its asset base and earnings. The ratings could be upgraded if EQT is upgraded or there is sufficient clarity regarding the project cost and funding plans for EQM's large pipeline projects to establish that debt/EBITDA is likely to remain at or below 3.5x. Moody's assume continued ownership and support from EQT although an upgrade of EQT's ratings would not necessarily result in an upgrade of EQM's ratings. If future asset purchases from EQT or organic growth projects do not have sufficient equity funding then leverage could rise and pressure the ratings. Debt/EBITDA sustained above 4.5x could result in a ratings downgrade. A downgrade of EQT below a Ba1 CFR would result in a downgrade of EQM's ratings. The principal methodology used in these ratings was Midstream Energy published in May 2017. EQM is a master limited partnership controlled by EQT, that owns and operates interstate pipelines and gathering lines primarily serving Marcellus Shale production. EQT GP Holdings, LP (EQGP) owns EQM's approximately 1.8% general partner ownership interest and about 27% of EQM's limited partner interest. EQT controls EQGP and thereby EQM through its ownership of EQGP's GP interest. EQT owns about 90% of EQGP's LP interest. ESCONDIDO VENTURES: Proposes July 17 Auction for Businesses ----------------------------------------------------------- Escondido Ventures, LLC, and its debtor-affiliates ask the U.S. Bankruptcy Court for the Western District of Texas to authorize bidding procedures in connection with their sale of its business by auction. Following the Petition Date, the Debtors determined that the best and most efficient exit strategy for its successful emergence from Chapter 11 will likely be through a sale of its Businesses as a going concern. They have moved expeditiously to initiate and implement a process to identify and communicate with parties who might be interested in acquiring the Businesses. Even though the Debtors are in the early stages of the sale process, several parties have expressed interest in purchasing the Businesses under 11 U.S.C. Section 363. Due to a number of factors, including the importance of eliminating continuing uncertainty which might harm the Businesses, the Debtors believe that any purchaser of the Businesses will likely want to close a transaction expeditiously and in no event later than Aug. 5, 2017. By the Motion, they ask the entry of one or more orders following the conclusion of the Sale Hearing authorizing them to sell the Businesses and consummate such other related and necessary transactions in connection therewith to a purchaser approved by the Court. The sale to a purchaser of the assets and the possible assumption and assignment of executory contracts will be on an "as is, where is" basis. Furthermore, the sale of the Businesses is to be free and clear of any and all liens, claims, interests and encumbrances. The sale of the Businesses as proposed is reasonable and proper, and is in the best interests of Debtors, their creditors and the estates. Accordingly, ample cause exists for the proposed sale of the Businesses and the assumption and assignment of the executory contracts. The Debtors ask authorization to take such action and to execute and deliver any approved agreement of purchase and sale and such other documents, agreements and instruments as may be necessary or advisable to effectuate the terms thereof or any other Court approved sale, provided that the Debtors may not agree to any material modification to an approved agreement of purchase and sale or ancillary documents without order of the Court. The Debtors expect to receive bids for the purchase of the Businesses by the Bid Deadline. In such event, prior to the Auction Sale, they will identify the highest and best offer and such highest and best offer will be subject to overbid at the auction. Any entity who wishes to make an offer to acquire the Businesses is invited to conduct due diligence, at their own expense, prior to the Sale Hearing. All bidders will be given an equal and fair opportunity to gather information which they feel is necessary to formulate a bid for the acquisition of the Businesses. When making a bid, such third party bidders will utilize the form of asset purchase agreement approved by the Court. The salient terms of the Bidding Procedures are: a. Bid Deadline: July 12, 2017 at 4:00 p.m (CDT) b. Deposit: $50,000 c. Auction: The auction sale will be conducted at 1:30 p.m. (CDT) on July 17, 2017 d. Bid Increments: $25,000 e. At the Sale Hearing, the Debtors will seek Court approval for the sale of the Businesses to one or more proposed Purchasers on terms and conditions as set forth in any agreement reached with such prospective purchasers, and the Debtors will also seek approval of one or more back-up bids. f. Closing: No later than Aug. 5, 2017 The Debtors are simultaneously submitting with the Motion a proposed order and Notice of Hearing shortening notice and providing notice of the proposed sale procedures and the Procedures Hearing scheduled to consider same, which they proposes to serve on all parties. The Debtors believe that the sale of the Businesses as requested and set forth in detail in any agreement with a proposed purchaser will provide a significantly greater realization for Businesses than the liquidation value that would be obtained if the Businesses were not sold expeditiously in the manner requested. Because of the need to close the transaction contemplated as promptly as possible, the Debtors ask that the Court orders and directs that the Order approving the Motion will not be automatically stayed for 10 days. About Escondido Ventures Headquartered in Killeen, Texas, Rockey's Moving & Storage -- http://www.rockeysmoving.com/-- moves household goods for families, military personnel, commercial offices and medical facilities. Its turnkey services include, but are not limited to packing, crating, storing and relocating to new home or office. Rockey's Moving owns and operates its own fleet of over 100 move vans for local moves, 25 tractors and 40 trailers for interstate relocation. Rockeys Van Lines is a licensed and bonded freight shipping and trucking company running freight hauling business from Killeen, Texas. Escondido Ventures, LLC, holds 100% membership interest in Escondido Ventures, LLC, Killeen Diesel Service, LLC, Rockey's Moving & Storage, LLC and Rockey's Moving & Storage, LLC. On May 31, 2017, Escondido Ventures and affiliates Centex Moving, Killeen Diesel, Rockey's Moving, and Rockey's Van sought Chapter 11 protection (Bankr. W.D. Tex. Lead Case No. 17-51358). The petitions were signed by Barcley Houston, authorized representative for each of the Debtors. On June 7, 2017, the Court entered an order jointly administering the five bankruptcy proceedings. Centex Moving, Rockey's Moving and Escondido Ventures estimated assets and liabilities between $1 million and $10 million. Killeen Diesel and Rockey's Van estimated assets between $100,000 and $500,000 and liabilities between $1 million and $10 million. Judge Ronald B. King presides over the cases. William B. Kingman, Esq., at Law Offices of William B. Kingman, PC, serves as the Debtors' bankruptcy counsel. The Debtors are operating their businesses as Debtors-in-Possession pursuant to Sec. 107(a) and 1108 of the Bankruptcy Code. No trustee, examiner, or committee of unsecured creditors has been appointed in these bankruptcy cases. No request has been made for the appointment of a trustee or examiner. ESPLANADE HL: RL-Led Auction of Round Lake Property on July 6 ------------------------------------------------------------- Judge Carol A. Doyle of the U.S. Bankruptcy Court for the Northern District of Illinois authorized the bidding procedures of Esplanade HL, LLC ("EHL") and its debtor-affiliates, in connection with their sale of 171 W. Belvidere Road, LLC's commercial real property in Round Lake, Illinois, to RL Commons, LLC or its designee or assignee for $1,440,000, subject to overbid. The Assumption and Assignment Procedures for the assumption and assignment of the Lease are authorized, approved, and made part of the Order as fully set forth. The salient terms of the Bidding Procedures are: a. Initial Bid: $1,440,000 b. Good Faith Deposit: $100,000 c. Bid Deadline: July 5, 2017 at 5:00 p.m. (CST) d. Auction: July 6, 2017 at 10:00 a.m. (CST) at the offices of Goldstein & McClintock LLLP, 111 West Washington Street, Suite 1221, Chicago, Illinois e. Minimum Overbid and Bid Increments: Initial overbid must be equal to the Purchase Price plus the Termination Fee plus the amount of $25,000 f. Termination Fee: If Initial Bidder is not the Successful Bidder at the Auction and an alternative transaction is consummated, the Initial Bidder will become entitled to a termination fee in accordance with the Agreement. g. Closing of Sale: The Closing of the purchase and sale of the Purchased Property to the Successful Bidder will on the 30th day following the entry of the Order of the Court approving the Agreement unless otherwise agreed to by the parties. The initial objection deadline to the Assumed Leases is July 5, 2017 at 5:00 p.m. (CST). The supplemental objection deadline to the Assumed Leases is July 12, 2017. A copy of the Bidding Procedures and the Assumption and Assignment Procedures attached to the Order is available for free at: http://bankrupt.com/misc/Esplanade_HL_170_Order.pdf The Debtor is authorized to take such steps, expend such sums of money, and do such other things as may be necessary to implement and effect the terms and requirements established by the Order. Subject to the final determination of the Court, the Debtor is authorized to (a) determine (after consultation with First Midwest Bank), in its discretion, which of the Qualified Bids submitted for the Auction is the highest or otherwise best offer, and (b) properly reject any and all bids that, in the Debtor's discretion (after consultation with First Midwest Bank), are (i) inadequate or insufficient; (ii) not in conformity with the requirements of the Bankruptcy Code, or the terms and conditions of the Bidding Procedures; or (iii) contrary to the best interests of the Debtor, its estate, and creditors. The Break-up Fee and other bid protections as set forth in the Bidding Procedures are approved and the Debtor is authorized to pay any and all amounts owing to the Purchaser in accordance with the terms of the Bidding Procedures, including the Break-up Fee, without further order of the Court. If the Purchaser becomes entitled to payment from the Debtor under the Bidding Procedures for the Break-up Fee, the Break-up Fee will be paid upon consummation, and from the proceeds, of a transaction with a buyer other than the Purchaser. The Auction Notice, in substantially the same form as annexed to the Motion as Exhibit D, is sufficient to provide effective notice of the Bidding Procedures, the Auction, and the Sale to all interested parties, and is approved. Within three days of the entry of the Order, the Debtor will serve the Auction Notice upon all Notice Parties, including all entities known to the Debtor who have expressed an interest in a transaction with respect to the Property during the last 12 months. On July 12, 2017 at 10:30 a.m. (CT), the Sale Hearing will be held to consider the issuance and entry of an Order, inter alia, approving the Sale of the Property of the Debtor free and clear of liens, claims, and encumbrances. About Esplanade HL Esplanade HL, LLC, 2380 Esplanade Drive, LLC, 9501 W. 144th Place, LLC, and 171 W. Belvedere Road, and LLC, Big Rock Ranch, LLC each filed chapter 11 petitions (Bankr. N.D. Ill. Case Nos. 16-33008, 16-33010, 16-33011, 16-33013, and 16-33015, respectively) on Oct. 17, 2016. The petitions were signed by William Vander Velde III, sole member and manager. Big Rock Ranch estimated assets at $500,000 to $1 million and liabilities at $100,000 to $500,000. The cases are jointly administered and are pending before the Honorable Carol A. Doyle. The Debtors are represented by Harold D. Israel, Esq. and Sean P. Williams, Esq., at Goldstein & McClintock, LLLP. EVEN ST. PRODUCTIONS: Taps Gelfand Rennert as Royalty Examiner -------------------------------------------------------------- Even St. Productions Ltd. and Majoken, Inc. have filed an application seeking approval from the U.S. Bankruptcy Court for the Central District of California to hire Gelfand, Rennert & Feldman, LLC. The Debtors require the services of the firm to examine royalty statements issued by Sony Music Entertainment. Gelfand's primary task is to identify and quantify underpayments by Sony Music of amounts to which the Debtors may be entitled for the period July 1, 2013 to December 31, 2016. The primary person who will be providing the services is Steve Isaacson whose hourly rate is $310. Gelfand has requested a retainer in the amount of $15,000, and an additional $5,000 upon delivery of a draft report to the Debtors. Gelfand is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Steve Isaacson Gelfand, Rennert & Feldman 139 5th Avenue New York, NY 10010-7113 Phone: (212) 307-8080 About Even St. Productions Even St. Productions Ltd. and Majoken, Inc. sought Chapter 11 protection (Bankr. C.D. Cal. Case Nos. 13-24363 and 13-24389) on May 31, 2013, in Los Angeles. Even St. and Majoken each estimated assets and debts of $1 million to $10 million. Krikor J. Meshefejian, Esq., and David L. Neale, Esq., at Levene Neale Bender Rankin & Brill, LLP, serve as counsel to the Debtors. The Debtors hired BPE&H as accountant, and Loeb & Loeb LLP as special counsel. On October 21, 2016, the Debtors filed a Chapter 11 plan of liquidation and disclosure statement. EXPERIMENTAL MACHINE: July 21 Disclosure Statement Hearing ---------------------------------------------------------- The hearing to consider the approval of the Disclosure Statement explaining Experimental Machine, Inc.'s Chapter 11 Plan will be held in Courtroom 2A of the U.S. Bankruptcy Court, U.S. Courthouse, 101 West Lombard Street, Baltimore, Maryland, on July 21, 2017 at 10:00 am. July 14, 2017, is fixed as the last day for filing and serving in accordance with Federal Bankruptcy Rule 3017(a) written objections to the Disclosure Statement. The Troubled Company Reporter has reported that the Debtor's Plan allocates payments to creditors over 48 months from proceeds of operations and from the sale of equipment. For the first 6 months of the Plan, the Debtor pays secured creditors and leasehold creditors 55%-75% of their regular, prepetition monthly amount. The Plan then increases the monthly payments to secured creditors and leasehold creditors to their full prepetition payments for the remainder of the term of the obligation. The Debtor begins making monthly payments to unsecured claims on a pro rata basis in January 2019 as secured and leasehold claims become satisfied. All claims will be paid in full (100%) by the conclusion of the Debtor's Plan. Class X claims shall consist of all general unsecured claims. The total amount of unsecured claims is estimated to be approximately $630,000. A large portion of the unsecured claims is the claim of Merritt Properties, the Debtor's landlord, for $196,743. The Debtor is also projecting Merritt Properties will have a lease rejection claim of $250,000. The Debtor will pay interest on unsecured claims at the Treasury rate being .45%. The Debtor estimates total payouts to general unsecured claims will be $640,000 which will pay all claims in full. The Reorganized Debtor will make payments directly to the holders of the Class III through Class X claims. The Effective Date will be the 15th day after entry of the Confirmation Order. Payments will be made on the 15th day of each month beginning in the same month as the Effective Date of the Plan or July 2017, whichever is later. The payments to the creditors shall be derived from operational revenues. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/mdb16-25294-87.pdf About Experimental Machine Experimental Machine, Inc., in 1975 opened its doors to provide commercial precision machining services and high-end commercial mold and die work. In 2009, the Company expanded into military defense work. The Company leases a facility on McCormick Road in Hunt Valley, Maryland. Kirk Schmidt is the Company's sole owner and officer. Through 2014, the Company's growth was constant and demand was heavy; however, there was an unexpected sales down-turn. This reduction in work caused the Company to experience an annual sales reduction from $4.3 million to $2.3 million, and caused the Debtor to reduce its employees from over 40 to about 20. This down-turn in work was a result of the military sequester of the federal budget. The Debtor believes that military spending will soon resume to pre-sequester levels with the new Administration and Congress. Experimental Machine filed a chapter 11 petition (Bankr. D. Md. Case No. 16-25294) on Nov. 18, 2016. Michael S. Myers, Esq., at Scarlett, Croll & Myers, P.A., is the Debtor's counsel. Clark Machinery Sales, LLC, serves as sales broker and Bruce Caulk, C.P.A. and his firm Naden/Lean, LLC serves as accountant to the Debtor. FALCON GENOMICS: Exclusive Plan Filing Deadline Move to Aug. 27 --------------------------------------------------------------- Judge Carlota M. Bohn of the U.S. Bankruptcy Court for the Western District of Pennsylvania extended the deadline, as well as the exclusivity period, for Falcon Genomics Inc. to file a Chapter 11 Plan and Disclosure Statement to August 29, 2017. The Troubled Company Reporter has previously reported that the Debtor requested for an extension of the exclusivity deadline, contending that although it was not operating at this time, it had multiple strategies employed in order to fund a feasible reorganization Plan. According to Falcon Genomics, among other things, the Debtor has considered these strategies to get it to a point where it can fund a feasible Plan: (1) The Debtor 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 will be reasonable chance that it will receive this grant. (2) The Debtor marketed its patented and non-patented intellectual property for either a sale or for operating funds from a potential investor or partner. The Debtor had several meetings with respect to the plan of action and is moving forward on that front. (3) The principals of the Debtor were considering funding a Plan from their own ongoing resources and income. The Debtor noted that as of May 17, 2017, no creditors participated in its Chapter 11 process other than filing proofs of claim. 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. FIAC CORP: Exclusive Plan Filing Period Extended Through June 30 ---------------------------------------------------------------- Judge Brendan L. Shannon of the U.S. Bankruptcy Court for the District of Delaware extended the exclusive periods during which FIAC Corp. and its affiliated Debtors may file a chapter 11 plan and solicit acceptances of that plan, through and including June 30 and August 28, 2017, respectively. The Troubled Company Reporter has previously reported that the Debtors asked for an extension to preserve their exclusivity in the event that the Plan is not confirmed and/or unexpected issues or objections arise in connection therewith. The Debtors filed their Joint Plan of Reorganization, and the related disclosure statement contemporaneously within the exclusivity motion, and a hearing to approve the Disclosure Statement was scheduled for June 14, 2017. The Debtors related that the since the commencement of the Chapter 11 Cases, they devoted substantial time and resources to, among other things: (a) stabilizing business operations; (b) obtaining postpetition financing; (c) working with and responding to numerous requests and inquiries from the Equity Committee as well as other creditors and other parties in interests; (d) responding to the Equity Committee's discovery; (e) marketing and obtaining approval of the Sale to L-3 Communications Corporation for a purchase price of $117.5 million; (f) closing the Sale on January 5, 2017; (g) negotiating terms of consensual post-Sale use of cash collateral; (h) participating in the negotiation and settlement of the Equity Committee's motion to reduce the postpetition rate of interest on secured claims held by DMRJ Group, LLC and Montsant Partners, LLC. (i) making significant progress in the claims reconciliation process filing numerous claim objections and notices of satisfaction; (j) analyzing remaining executory contracts and filed motions to reject contracts that were no longer beneficial to the Debtors' estates; (k) engaging in protracted settlement discussions with the Equity Committee and the DMRJ Parties in connection with the Standing Motion; (l) participating in mediation, with the Honorable Allen Gropper as mediator, with the Equity Committee and the DMRJ Parties that ultimately resulted in the Settlement Agreement between the Debtors, the Equity Committee, the DMRJ Parties and Platinum Partners Value Arbitrage Fund L.P., which resolves, among other things, issues related to the claims of the DMRJ Parties and Platinum and the Permitted Causes of Action; (m) engaging in discussions with the Equity Committee regarding the terms and the structures of the Plan; and (n) drafting and filing the Plan and the Disclosure Statement. About FIAC Corp. fka IMX Acquisition IMX Acquisition Corp., also known as Ion Metrics Inc., and its affiliates, comprise a leading designer and manufacturer of systems and sensors that detect trace amounts of explosives and drugs. Their products, which include handheld and desktop detection devices, are used in a variety of security, safety, and defense industries, including aviation, transportation, and customs and border protection. The Debtors have sold more than 5,000 of their detection products to customers such as the United States Transportation Security Administration, the Canadian Air Transportation Security Authority, and major airports in the European Union. IMX Acquisition Corp. sought Chapter 11 protection (Bankr. D. Del. Case No. 16-12238) on Oct. 10, 2016. Its affiliates, Implant Sciences, C Acquisition Corp. and Accurel Systems International Corp. also sought Chapter 11 protection. The cases are assigned to Judge Brendan Linehan Shannon. IMX estimated assets and liabilities in the range of $100 million to $500 million. The Debtors tapped Paul V. Shalhoub, Esq. and Debra C. McElligott, Esq., and Jennifer J. Hardy, Esq., at Willkie Farr & Gallagher, LLP, as counsel. The petitions were signed by William J. McGann, president. Andrew Vara, acting U.S. trustee for Region 3, on Oct. 24, 2016, appointed Harold Coe and four others to serve on the official committee of equity security holders. Co-counsel to the Official Committee of Equity Security Holders are William R. Baldiga, Esq., and Gerard T. Cicero, Esq., at Brown Rudnick LLP, in New York, and Sunni P. Beville, Esq., at Brown Rudnick in Boston; and Mark Minuti, Esq., at Saul Ewing LLP, in Wilmington, Delaware. The Equity Committee tapped FTI Consulting, Inc., as financial advisor. The Committee also hired Higgs & Johnson to serve as its special counsel. Tannor Partners Credit Fund, LP., the New DIP Lender, is represented in the case by Andrew M. Felner, Esq., at Sheppard, Mullin, Richter & Hampton, LP. * * * L3 Technologies on Jan. 5, 2017, disclosed that it has completed its acquisition of the explosives trace detection (ETD) business of Implant Sciences. L3 had entered into an asset purchase agreement (APA) to acquire certain assets of Implant for $117.5 million in cash, plus the assumption of specified liabilities. The Debtors have changed their names following the sale: FIAC Corp. from IMX Acquisition Corp.; Secure Point Technologies from Implant Sciences; FCAC Corp. from C Acquisition Corp.; and FASIC Corp. from Accurel Systems International Corporation. FIRST QUALITY: Moody's Affirms Ba3 CFR; Outlook Stable ------------------------------------------------------ Moody's Investors Service affirmed the Ba3 Corporate Family Rating ("CFR") and Ba3-PD Probability of Default Rating on First Quality Finance Company, Inc. ("First Quality"). At the same time Moody's upgraded the company's existing $600 million guaranteed notes due 2021 to B1 from B2 and assigned a B1 rating to the company's proposed 8-year $500 million guaranteed senior unsecured notes. The proceeds of the note offering will be used to repay outstanding debt under First Quality's revolving credit facility and for general corporate purposes. The rating outlook is stable. Moody's took the following rating actions on First Quality Finance Company, Inc.: Ratings Upgraded: $600 million guaranteed senior unsecured notes due 2021 to B1 (LGD5) from B2 (LGD5) Rating assigned: Proposed $500 million guaranteed senior unsecured notes due 2025 at B1 (LGD5) Ratings affirmed: Corporate Family Ratings at Ba3; Probability of Default Rating at Ba3-PD. The rating outlook is stable RATINGS RATIONALE First Quality's Ba3 CFR and the rating affirmation reflects the company's good market position in private label absorbent hygiene and paper-based products, solid market share and moderate leverage. First Quality's product portfolio consists of non-discretionary products that are less sensitive to economic cycles, thus allowing the company to maintain consistent margins and customer demand. Moody's expects the company to maintain moderate leverage at around 3.5x over the next 12-18 months despite the continued debt financed expansions to its operations. These strengths are tempered by a focus on mature and slowly growing product categories, competition from larger and more diversified branded suppliers, high customer concentration and exposure to volatile commodity prices. The rating also reflects Moody's expectation that the company will generate negative free cash flow over the next several years given its significant capital investment plans and aggressive dividend payouts to its family owners. That said Moody's expects free cash flow will ultimately be positive as capital spending subsides and the investments lead to volume and revenue growth. The rating further reflects potential event risk associated with family ownership and acquisitions. First Quality's liquidity is adequate despite the projected negative free cash flow given that the company will have significant availability under its new $775 million five-year revolver that is expected to be largely available following the proposed refinancing. Moody's also believes the company has flexibility to bolster liquidity by reducing discretionary capital spending and non-tax related owner distributions. The stable rating outlook reflects Moody's expectation that First Quality will continue to generate positive operating cash flow and revenue growth from its private label and branded products. The stable outlook also reflects Moody's view that the company will maintain debt to EBITDA within a relatively tight range even as it entertains future acquisition opportunities. Moody's could downgrade the ratings if the company fails to sustain profitable revenue growth from its incremental capital investments, experiences operating difficulties, increased competition or higher commodity costs which cause earnings to deteriorate or sustains debt-to-EBITDA above 4.5x. Liquidity deterioration could also lead to a downgrade. Moody's could upgrade the ratings if the company consistently generates positive free cash flow, demonstrates a track record of more conservative financial policies, improves its liquidity position, and/or successfully manages capacity expansion while sustaining earnings growth. The principal methodology used in these ratings was Global Packaged Goods published in January 2017. The First Quality Group of Companies, based in Great Neck, NY, is a manufacturer of private label and branded personal care products for the retail and healthcare markets, as well as industrial products. The company is privately owned by the Damaghi family. There is no consolidated parent and the audited financial statements reflect the combined group operations, which is a collection of related entities. Annualized revenues approximate $2.4 billion. FIRSTENERGY CORP: S&P Assigns 'BB+' Rating on New Unsec. Notes -------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' senior unsecured debt rating to U.S. utility holding company FirstEnergy Corp.'s (FE) proposed senior unsecured notes based on the terms and conditions of the company's preliminary prospectus. S&P expects the company could issue as much as $3 billion in senior unsecured notes in multiple tranches, with maturities ranging from 5 to 30 years. FE will use the net proceeds to repay its 2.75% series A notes due 2018, for general corporate purposes, and to repay short-term borrowings under its revolving credit facilities. FE's debt issuance proceeds are expected to be used primarily for refinancing, consistent with S&P's current base-case assumptions. The issuer credit rating on FE is 'BBB-' with a negative outlook. The negative outlook continues to largely reflect the risks and uncertainties associated with the company's efforts to divest its challenged merchant generation business. RATINGS LIST FirstEnergy Corp. Issuer Credit Rating BBB-/Negative/-- New Ratings FirstEnergy Corp. Senior Unsecured Notes BB+ Senior Unsecured Notes BB+ Senior Unsecured Notes BB+ FIRSTRAIN INC: Taps Rosner Law Group as Legal Counsel ----------------------------------------------------- FirstRain, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire The Rosner Law Group LLC to, among other things, give legal advice regarding its duties under the Bankruptcy Code, and take all necessary actions in connection with any Chapter 11 plan. The principal attorneys and paralegals presently designated to represent the Debtor and their standard hourly rates are: Frederick B. Rosner, Esq. $375 Scott Leonhardt, Esq. $350 Jason Gibson, Esq. $325 Fred Sassler, Paralegal $200 Rosner received a retainer in the amount of $100,000. Frederick Rosner, Esq., owner of the firm, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Rosner can be reached through: Frederick B. Rosner, Esq. Scott J. Leonhardt, Esq. Jason A. Gibson, Esq. The Rosner Law Group LLC 824 N. Market Street, Suite 810 Wilmington, DE 19801 Phone: (302) 319-6300 Email: gibson@teamrosner.com About FirstRain Inc. Headquartered in San Mateo, California, FirstRain, Inc. -- http://www.firstrain.com/-- is an enterprise software company whose core IP is in data science and software algorithms that can discover, read, discern and summarize useful insights about companies and markets from a vast universe of content across the global web and social media. FirstRain offers marketing, sales, financial, and enterprise intelligence and integration services to customers in the United States and India. FirstRain Inc. has a wholly owned subsidiary in India, FirstRain Software Centre Private Limited ("FirstRain India"), that provides support and development services to the Debtor (its sole customer) on a cost plus basis. FirstRain, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 17-11249) on June 5, 2017. Vivie Lee, chief executive officer, signed the petition. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. The Hon. Laurie Selber Silverstein is the case judge. The Debtor tapped Wilson Sonsini Goodrich & Rosati, PC, as corporate counsel, and JND Corporate Restructuring as claims and noticing agent. On June 5, 2017, the Debtor filed a disclosure statement, which explains its proposed Chapter 11 plan of reorganization. FLOUR CITY BAGELS: Hearing on Plan Outline Set for June 22 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of New York is set to hold a hearing on June 22, at 1:30 p.m., to consider approval of the disclosure statement, which explains the proposed Chapter 11 plan for Flour City Bagels, LLC. The hearing will take place at 1550 U.S. Courthouse, 100 State Street Rochester, New York. About Flour City Bagels Headquartered in Fairport, New York, Flour City Bagels, LLC, operates 32 bakeries that serve "New York Style" bagels, coffee, drinks, soups, salads, sandwiches, fresh fruit, and a variety of other related items. In 1993, it opened its commissary in Rochester, at which it produces bagels for sale at all of its 32 bakeries. It employs 425 people. Flour City Bagels sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.Y. Case No. 16-20213) on March 2, 2016, estimating both assets and debt in the range of $10 million to $50 million. Kevin Coyne, the manager, signed the petition. Judge Paul R. Warren is assigned to the case. The Debtor is represented by Stephen A. Donato, Esq., and Camille W. Hill, Esq., at Bond, Schoeneck & King, PLLC, and Harry W. Greenfield, Esq., Jeffrey Toole, Esq., and Heather E. Heberlein, Esq., at Buckley King. The Debtor retained Phoenix Management Services, LLC, as financial advisor; Phoenix Capital Resources as investment banker; Insero & Co. CPAs, LLP, as accounting services provider; and Kittel Branagan & Sargent as tax consultant. The official committee of unsecured creditors hired Gardere Wynne Sewell LLP as bankruptcy counsel, Gordorn & Schaal, LLP as local counsel, and Corporate Recovery Associates, LLC, as business and financial advisor. No trustee or examiner has been appointed in the case. On Dec. 20, 2016, a group of creditors led by United Capital Business Lending Inc. filed their proposed plan of reorganization for the Debtor. On the same date, Canal Mezzanine Partners II, LP, and MRM Real Estate Fund I, LLC, proposed their plan of sale and subsequent liquidation for the company. FREDERICK'S OF HOLLYWOOD: Shareholder Class Suit Dismissed ---------------------------------------------------------- This Notice contains important information regarding the dismissal of a putative class action concerning the acquisition of Frederick's of Hollywood Group, Inc. The purpose of this notice is to inform former stockholders of Fredericks' of Hollywood Group, Inc., about developments with respect to the litigation in the Supreme Court of New York styled In re Frederick's of Hollywood Group, Inc. Shareholder Litigation, Consolidated Index No.: 0650252/2014 (the "Action"). The Action was brought on behalf of minority shareholders of Frederick's of Hollywood Group, Inc., challenging a "going-private" transaction wherein Defendants would acquire the Company for $0.27 per share in cash for each outstanding share; During the course of litigation, Frederick's filed a bankruptcy petition with the U.S. Bankruptcy Court for the District of Delaware (Case No. 15-10836) on April 19, 2015, effectively staying the Action. The bankruptcy case closed May 25, 2016, following a Chapter 11 liquidation of the Company's debt. In the aftermath of the Chapter 11 wind-up of Frederick's, the parties to the Action collectively decided to discontinue the Action subject to the approval of the Court in the Action (the "Court"). As such, on Dec. 20, 2016, the parties to the Action submitted a "Stipulation of Discontinuance," subject to Court approval, intending that that the Action and all claims and counterclaims be discontinued against all defendants without prejudice as to any plaintiff or other stockholder of Frederick's and without costs to any party; By Order dated March 1, 2017, the Court declined to accept the Stipulation of Discontinuance, among other reasons, because it did not provide for notice of the discontinuance to the putative class of Frederick's stockholders. The parties subsequently agreed upon, and the Court approved, a form of notice to be disseminated by press release and the posting on the website of Pomerantz LLP and WeissLaw LLP concerning the discontinuance. Accordingly, on June 14, 2017, the Court entered an Order directing the parties to provide the notice contained herein. After thirty days of the dissemination of this notice, and upon a joint submission by the parties, the Court will discontinue the Action without prejudice as to any of the claims asserted therein by plaintiffs on their individual behalf or the putative class of Frederick's on whose behalf the Action originally was brought. Each party will bear its own costs. If you have any questions regarding the Action, please contact the attorneys below: Attorneys for Plaintiffs: POMERANTZ LLP Gustavo F. Bruckner 600 Third Avenue, 20th Fl. New York, New York 10016 Tel: (212) 661-1100 - and - WEISSLAW LLP Richard A. Acocelli 1500 Broadway, 16th Floor New York, New York 10036 Tel: (212) 682-3025 Attorneys for Defendants: KRAMER LEVIN NAFTALIS & FRANKEL LLP John P. Coffey 1177 Avenue of the Americas New York, New York 10036 Telephone: (212) 715-9100 About Frederick's Frederick's of Hollywood Group Inc., sells women's apparel and related products under its proprietary Frederick's of Hollywood brand. Frederick's had more than 200 brick-and-mortar stores at its peak. At present it sells its products at its online shop at http://www.fredericks.com/ On April 19, 2015, Frederick's of Hollywood and five affiliates each filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code. The cases are pending approval to be jointly administered under Case No. 15-10836 before the Honorable Kevin Gross (Bankr. D. Del.). The Company disclosed $36.5 million in assets and $106 million in debt as of the bankruptcy filing. The material debt obligations principally consist of $33 million in loans under a secured credit agreement, $16.2 million in unsecured promissory notes, and $56.7 million in trade debt and liabilities to landlords. The Debtors tapped Milbank, Tweed, Hadley & McCloy LLP, as bankruptcy counsel; Richards, Layton & Finger, P.A., as local counsel; Consensus Advisory Services LLC as investment banker and financial advisor; and Kurtzman Carson Consultants LLC, as claims and noticing agent. FREEDOM COMMUNICATIONS: Plan Filing Period Moved to Aug. 26 ----------------------------------------------------------- Judge Mark S. Wallace of the U.S. Bankruptcy Court for the Central District of California extended the exclusivity period by which Freedom Communications, Inc. and its affiliated Debtors, together with the Official Committee of Unsecured Creditors, may file a joint chapter 11 plan and solicit acceptances of their joint plan, to and including August 26, 2017 and October 25, 2017, respectively. The Troubled Company Reporter has previously reported that the Debtors and the Committee sought an extension of the exclusivity periods in order to: (a) procure the time they need to attempt to resolve the remaining outstanding issues, including the LMG Adversary Proceeding, (b) recover other assets for the benefit of creditors, and (c) continue with their claim review so that they can prepare a plan that will ensure the fair and efficient treatment of all valid creditors' claims in these Cases. LMG National Publishing, Inc. initiated an adversary proceeding against debtors Victor Valley Publishing Company, Victorville Publishing Company, Daily Press LLC, Freedom Communications, Inc., Freedom SPV I, LLC and Freedom SPV V, LLC for declaratory judgment. The case is assigned adversary number 8:17-ap-01016 MW. The Freedom Debtors filed on April 13, 2017, a motion for summary judgment, and the hearing on the motion for summary judgment has been scheduled for June 21, 2017. The Court has also scheduled a pretrial conference for December 6, 2017. The Debtors related that approximately 650 claims were filed as of May 24, 2017, and they had been diligently working to review, analyze and object to certain claims. In that regard, the Debtors had continued to file claim objections, most recently, on February 2, 2017. The Claim Objections were heard on March 6 and 8, and orders were entered resolving the Claim Objections. However, the Debtors continued to review other claims filed against the Debtors' estates for other potential objections. In addition, the Debtors stated they are actively pursuing the recovery of substantial tax refunds from the State Board of Equalization. This process may include Bankruptcy Court intervention. About Freedom Communications Headquartered in Santa Ana, California, Freedom Communications, Inc., owned two daily newspapers -- The Press-Enterprise in Riverside, California and The Orange County Register in Santa Ana, California. Freedom Communications and 24 of its affiliates sought Chapter 11 bankruptcy protection in California with the intention of selling their assets to a group of local investors led by Rich Mirman, Freedom's chief executive officer and publisher. Freedom Communications, Inc., et al., filed Chapter 11 bankruptcy petitions (Bankr. C.D. Cal. Lead Case No. 15-15311) on Nov. 1, 2015. Richard E. Mirman, the CEO, signed the petition. Freedom Communications Holdings estimated assets and liabilities in the range of $10 million to $50 million. The Debtors are represented by William N. Lobel, Esq., Alan J. Friedman, Esq., Beth E. Gaschen, Esq., and Christopher J. Green, Esq., at Lobel Weiland Golden Friedman LLP. The Debtors employed GlassRatner Advisory & Capital Group LLC as financial advisor and consultant; and Donlin, Recano & Company, Inc., as the noticing, claims and balloting/solicitation agent. FTI Consulting, Inc. was tapped to review Pension Benefit Guaranty Corporation (PBGC) Claims. The Official Committee of Unsecured Creditors is represented in the case by Robert J. Feinstein, Esq. and Jeffrey W. Dulberg, Esq., at Pachulski Stang Ziehl & Jones LLP. * * * In April 2016, Freedom Communications completed the sale of its operating businesses and real estate assets to Digital First Media Inc., following a bankruptcy auction. Digital First Media's $51.8 million bid was approved by the Bankruptcy Court in Santa Ana, after the U.S. Department of Justice filed an antitrust lawsuit against the highest bidder, Tribune Publishing. The final sale to Digital First Media closed on March 31, 2016 for $49.8 million, according to FTI Capital Advisors, which was retained to conduct a formal sale process. Tribune tendered a $56 million bid but the U.S. government argued a sale to Tribune would give it a monopoly on major newspapers in Southern California. First Media publishes the Los Angeles Daily News, Long Beach Press-Telegram and other Southern California papers. Digital First Media, a business name of MediaNews Group, offers news reporting and third party advertising and directory opportunities through its more than 800 multi-platform products which include web, mobile, tablet and print. FUNCTION(X) INC: Defaults Under $3.24 Million Convertible Note -------------------------------------------------------------- Function(x) Inc. received notice on June 1, 2017, that the Company was in default under the $3.24 million 12% Senior Convertible Note due June 1, 2017, for non-payment and the applicable grace period of five business days following the due date has lapsed. As a result, the Company is responsible to pay the Mandatory Default Amount in cash or by conversion into shares of common stock, or any combination thereof, at Holder's option. That amount includes principal and accrued and unpaid interest, default interest (2%) and other costs, expenses and liquidated damages due in respect of the Note, as disclosed in a Form 8-K report filed with the Securities and Exchange Commission. About Function(x)Inc. Based in New York, FunctionX Inc (NASDAQ:FNCX) is a diversified media and entertainment company. The Company conducts three lines of businesses, which are digital publishing through Wetpaint.com, Inc. (Wetpaint) and Rant, Inc. (Rant); fantasy sports gaming through DraftDay Gaming Group, Inc. (DDGG), and digital content distribution through Choose Digital, Inc. (Choose Digital). The Company's segments include Wetpaint, which is a media channel reporting original news stories and publishing information content covering television shows, music, celebrities, entertainment news and fashion; Choose Digital, which is a business-to-business platform for delivering digital content; DDGG, which is a business-to-business operator of daily fantasy sports, and Other. The Company's digital publishing business also includes Rant, which is a digital publisher that publishes original content in over 13 verticals, such as in sports, entertainment, pets, cars and food. The Company incurred a net loss of $63.68 million for the year ended June 30, 2016, compared to a net loss of $78.53 million for the year ended June 30, 2015. As of Dec. 31, 2016, Function(x) had $31.80 million in total assets, $27.94 million in total liabilities and $3.85 million in total stockholders' equity. BDO USA, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2016, citing that the Company has suffered recurring losses from operations and at June 30, 2016, has a deficiency in working capital that raise substantial doubt about its ability to continue as a going concern. FUNCTION(X) INC: Nasdaq Halts Delisting Action Pending Hearing -------------------------------------------------------------- Function(X) Inc. received a notice from the Nasdaq Hearings Panel on June 14, 2017, granting the Company's request for a stay of any action with respect to de-listing of the Company's common stock on The NASDAQ Stock Market LLC pending the outcome of the Company's hearing before the Panel and any extension granted by the Panel. The hearing is currently scheduled for June 29, 2017. About Function(x)Inc. Based in New York, FunctionX Inc (NASDAQ:FNCX) is a diversified media and entertainment company. The Company conducts three lines of businesses, which are digital publishing through Wetpaint.com, Inc. (Wetpaint) and Rant, Inc. (Rant); fantasy sports gaming through DraftDay Gaming Group, Inc. (DDGG), and digital content distribution through Choose Digital, Inc. (Choose Digital). The Company's segments include Wetpaint, which is a media channel reporting original news stories and publishing information content covering television shows, music, celebrities, entertainment news and fashion; Choose Digital, which is a business-to-business platform for delivering digital content; DDGG, which is a business-to-business operator of daily fantasy sports, and Other. The Company's digital publishing business also includes Rant, which is a digital publisher that publishes original content in over 13 verticals, such as in sports, entertainment, pets, cars and food. The Company incurred a net loss of $63.68 million for the year ended June 30, 2016, compared to a net loss of $78.53 million for the year ended June 30, 2015. As of Dec. 31, 2016, Function(x) had $31.80 million in total assets, $27.94 million in total liabilities and $3.85 million in total stockholders' equity. BDO USA, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2016, citing that the Company has suffered recurring losses from operations and at June 30, 2016, has a deficiency in working capital that raise substantial doubt about its ability to continue as a going concern. GABEL LEASE: Plan Evidentiary Hearing on July 11 ------------------------------------------------ On June 6, 2017, the U.S. Bankruptcy Court for the District of Kansas held a continued hearing on the adequacy of Gabel Lease Service, Inc.'s Amended Disclosure Statement dated May 25, 2017, and the objections of the Official Committee of Unsecured Creditors, the U.S. Trustee, and creditor Larson Engineering, Inc. As directed by the Court at the hearing and subject to further modification of the Amended Disclosure Statement by June 9, 2017, the parties have submitted an Agreed Order on the adequacy of the Amended Disclosure Statement as further modified and the Court approved the Amended Disclosure Statement as further modified as containing adequate information. An evidentiary hearing to consider confirmation of the Debtor's Amended Plan will be held on July 11, 2017, at 9:00 a.m. Objections to the Amended Plan must be filed on or before July 6. July 6 is fixed as the last day for receipt of acceptances or rejections of the Amended Plan. In the Second Amended Disclosure Statement, the Debtor disclosed that it has filed monthly reports, which reflect the financial status of its operations post-petition. The Debtor also filed a profit-and-loss statement and balance sheet ending September 31, 2016, which was immediately before the Petition Date, and the Debtor's profit-and-loss statement and balance sheet ending May 31, 2017. The Debtor said the purpose of providing this information is for the Debtor's creditors to compare its post-petition operations to its cash-flow projections to assist the creditors in considering the likelihood of the Debtor meeting those cash-flow projections. A full-text copy of the Second Amended Disclosure Statement dated June 9, 2017, is available at: http://bankrupt.com/misc/ksb16-11948-219.pdf About Gabel Lease Service Gabel Lease Service, Inc., operates as a roustabout company in and around Ness City, Kansas. GLS also sells pumping units to customers. Due to the current economic climate, GLS' business suffered a significant decrease in cash flow. The drop in oil-and-gas prices has decreased the frequency in which GLS provides roustabout services to customers and decreased the number of customers willing to purchase pumping units from the company. In early 2016, Larson Engineering, Inc., d/b/a Larson Operating Co., filed suit against GLS in Ness County District Court, alleging that it purchased 28 Gabel pumping units in 2008 and 2009 from GLS and took delivery of only 5 pumping unit over a 5-year period. Eventually, on Dec. 7, 2015, Larson claims it demanded the delivery of the remaining units and filed suit when GLS failed to do so. Facing the Larson suit and other cash-flow problems, GLS filed a Chapter 11 petition (Bankr. D. Kan. 16-11948) on Oct. 5, 2016. The petition was signed by Brian Gabel, president. At the time of filing, the Debtor estimated assets of less than $500,000 and liabilities of $1 million to $10 million. Judge Robert E. Nugent presides over the case. The Debtor tapped Nicholas R. Grillot, Esq., at Hinkle Law Firm, LLC, as bankruptcy counsel. The Debtor hired Keenan Law Firm, P.A. as special counsel; and Adams, Brown, Beran & Ball, Chtd. as its accountant. On Nov. 21, 2016, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee retained Tom R. Barnes II, Esq., at Stumbo Hanson, LLP, as its legal counsel. On March 20, 2017, the Debtor filed a Chapter 11 plan of reorganization and disclosure statement. GARDA WORLD: Moody's Affirms B3 Corporate Family Rating ------------------------------------------------------- Moody's Investors Service affirmed Garda World Security Corporation's (Garda) B3 corporate family rating (CFR), B3-PD probability of default rating, B1 ratings on its secured credit facilities, and Caa2 rating on its 8.75% senior unsecured notes, and downgraded the rating on the company's 7.25% senior unsecured notes to Caa2 from Caa1. The ratings outlook remains stable. "The downgrade of the 7.25% unsecured notes, which were not tendered by the holders in the May 2017 refinancing, reflect the equalization of the rating between those notes and the new 8.75% senior unsecured notes" said Peter Adu, Moody's AVP. Ratings Affirmed: Corporate Family Rating, B3 Probability of Default Rating, B3-PD US$232.5M Senior Secured Revolver due May 2022, B1 (LGD2) US$1006M (US$862M outstanding) Senior Secured Term Loan B due May 2024, B1 (LGD2) C$100M Senior Secured Term Loan B due May 2024, B1 (LGD2) US$500M 8.75% Senior Unsecured Notes due May 2025, Caa2 (LGD5) Rating Downgraded: US$174.4M (US$440M face amount) 7.25% Senior Unsecured Notes due November 2021, to Caa2 (LGD5) from Caa1 (LGD5) Outlook: Remains Stable RATINGS RATIONALE Garda's B3 CFR primarily reflects its elevated leverage (pro forma adjusted Debt/EBITDA of 7x for LTM Q3/2017), appetite for debt-financed acquisitions, reputational risk stemming from exposure to high-threat projects in the Middle East and Africa, and low organic growth prospects in its two businesses - cash services and protective services. These attributes are mitigated by the company's good liquidity, relatively stable businesses with high contract renewal rates and recurring revenue, strong market positions, and good geographic diversity. Moody's expects leverage to fall towards 6.5x in the next 12 to 18 months, but not below, as the company has not demonstrated a willingness to repay debt beyond mandatory requirements. Garda has good liquidity. The company's sources of liquidity exceed C$250 million compared to mandatory debt repayments of about C$15 million for the next 4 quarters. Garda's liquidity is supported by more than C$170 million of revolver availability and cash of about C$45 million after closing the May 2017 refinancing, together with C$40 million of expected free cash flow for the next four quarters. Garda's US$232.5 million (C$310 million) revolver due in 2022 is subject to a springing maximum first lien secured leverage covenant when drawings and letters of credit exceed a certain threshold. Moody's expects cushion in excess of 20% for the next 4 quarters, if applicable. Garda has limited ability to generate liquidity from asset sales as most of its assets are encumbered. The outlook is stable because Moody's expects leverage to be sustained towards 6.5x within the next 12 to 18 months. An upgrade to B2 would be considered if Garda maintains good liquidity and sustains adjusted Debt/EBITDA below 6x (pro forma 7x) and EBITA/Interest above 2x (pro forma 1.5x). The rating could be downgraded to Caa1 if liquidity worsens, possibly due to negative free cash flow generation on a consistent basis or if adjusted Debt/EBITDA was sustained towards 8x (pro forma 7x) and EBITA/Interest below 1x (pro forma 1.5x). The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Garda World Security Corporation, headquartered in Montreal, Quebec, is a provider of cash services in North America (including armored cars), protective services in Canada (including airport pre-board screening at 28 of Canada's airports) and international protective services in high risk countries. Revenue for the fiscal year ended January 31, 2017 was about C$2.5 billion and was split 40% and 60% respectively between cash services and protective services. Rhone Capital owns 61% of the company and management 39%. GARDEN OF EDEN: Wants Plan Exclusivity Extended to Aug. 25 ---------------------------------------------------------- Garden of Eden Enterprises, Inc., et al., ask the U.S. Bankruptcy Court for the Southern District of New York to extend the Debtors' exclusive plan filing period until Aug. 25, 2017, and the exclusive period for the Debtors to solicit acceptance of the plan until Oct. 23, 2017. A hearing to consider the Debtors' request will be held on July 11, 2017, at 11:00 a.m. Objections to the Debtors' request must be filed by July 5. As reported by the Troubled Company Reporter on May 1, 2017, the Court previously extended the exclusive period during which only the Debtors may file a Plan of reorganization, and solicit acceptances to that Plan, to and including June 26, 2017, and Aug. 24, 2017. Since the Petition Date, the Debtors have been evaluating their store sales and the costs to support each store location. The Debtors have been in negotiations with their respective Landlords for their store locations whereby the Debtors are seeking rent modifications and extensions of the lease term as well as negotiating payment terms with respect to the pre-petition cure amounts which would be required to be paid upon the assumption of each lease. Simultaneously, the Debtors have commenced discussions with their secured creditors regarding long term payment plans necessary to confirm a plan of reorganization. The Debtors have kept the Committee apprised of these events and believe once the Debtors have resolved their outstanding lease issues with their respective landlords they will be in a position to formulate a plan of reorganization. The additional time requested is necessary to enable the Debtors to evaluate their businesses and formulate and negotiate a plan of reorganization with its secured creditors and the Committee. About Garden of Eden Enterprises Garden of Eden Enterprises, Inc., Broadway Specialty Food, Inc., Coskun Brothers Specialty, and Garden of Eden Gourmet Inc. filed chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 16-12488, 16-12490, 16-12491, 16-12492, respectively) on Aug. 29, 2016. The petitions were signed by Mustafa Coskun, president. The cases are assigned to Judge James L. Garrity Jr. Doing business as Garden of Eden, the Debtors operate three upscale full-service specialty-food retail stores at leased premises in New York. The Debtor Garden of Eden Enterprises is the parent operating company of the Debtors, and maintains its place of business at 720 Anderson Avenue, Cliffside Park, New Jersey 07010. Clifford A. Katz, Esq., and Scott K. Levine, Esq., of Platzer, Swergold, Levine, Goldberg, Katz & Jaslow, LLP, serve as counsel to the Debtors. At the time of filing, the Debtors disclosed $8.05 million in assets and $8.29 million in liabilities. A list of the Debtors' 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/nysb16-12488.pdf U.S. Trustee William K. Harrington on Sept. 15, 2016, appointed three creditors to serve on the official committee of unsecured creditors of Garden of Eden Enterprises, Inc., et al. The Official Committee retained Sullivan & Worcester LLP as counsel. GARY DEAN ROGERS: Sale of Lubbock Property for $154K Approved ------------------------------------------------------------- Judge Tony M. Davis of the U.S. Bankruptcy Court for the Western District of Texas authorized Gary Dean Rogers' sale of his interest in real property including improvements commonly referred to as 5006 Jarvis Street, Lubbock, Texas, to Bingkun Ma and Xiangge Wang for $153,500. Rod Reynolds of Lyons Realty will be paid a commission equal to 5% of the Purchase Price at closing. Rod Reynolds of Lyons Realty is authorized to pay a commission equal to 3% of the Purchase Price from the Commission to the Buyers' broker at closing. The sale of the Lubbock Property by the Debtor to the Buyers will be made "as is" with no representations or warranties of any kind, except as set forth in the Contract; and free and clear of all liens, claims, encumbrances, and other interests. The Debtor has the authority to pay all ad valorum taxes on the Lubbock Property at closing, if any, and the Estate's portion of all normal and customary closing costs and fees. After payment of the Commission, and all ad valorum taxes on the Lubbock Property at closing, if any, and the Estate's portion of all normal and customary closing costs and fees, the DIP and the respective title company are ordered to deposit the remaining net proceeds of the sale into the Hughes Watters Askanase IOLTA trust account. Such net sales proceeds will not be distributed from the Hughes Watters Askanase IOLTA trust account without further order of the Court. The Debtor will not pay at closing any and all purported liens that the Debtor believes are invalid, disputed and/or avoidable. The 14-day stay requirements of Bankruptcy Rule 6004(h) are waived. About Gary Dean Rogers Gary Dean Rogers -- also known as G D Rogers, doing business as Rogers Construction, doing business as Rogers General Construction -- sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 16-10404) on April 4, 2016. Wayne Kitchens, Esq., at Hughes Watters Askanase, LLP, serves as counsel. GARY DEAN ROGERS: Sale of Personal Property for $144K Approved -------------------------------------------------------------- Judge Tony M. Davis of the U.S. Bankruptcy Court for the Western District of Texas authorized Gary Dean Rogers' sale of his interest in various items of personal property, including vehicles, to Eddie Johnson or his designee for $143,600. A copy of the list of personal property to be sold is available for free at: http://bankrupt.com/misc/Gary_Roger_225_Sales.pdf The sale of the Property by the Debtor to the Buyer will be made "as is, where is" with no representations or warranties of any kind, express or implied; and free and clear of all liens, claims, encumbrances, and other interests, if any. The Debtor has the authority to pay all normal and customary closing costs and fees (if any). The Debtor will not pay at closing any and all purported liens that the Debtor believes are invalid, disputed and/or avoidable (if any). The Debtor that Glasscock County and the Internal Revenue Service each assert a lien interest in the Property. The Debtor, Glasscock County and the Internal Revenue Service have agreed that the Debtor will distribute the net proceeds from the sale, after payment of all normal and customary closing costs and fees, if any, in the following manner: (i) $56,000 to Glasscock County; and (ii) the remaining portion of the Purchase Price to the Internal Revenue Service. Such amounts paid to Glasscock County and the Internal Revenue Service will be applied to their respective secured claims in this Bankruptcy Case. The 14-day stay requirements of Bankruptcy Rule 6004(h) are waived. About Gary Dean Rogers Gary Dean Rogers -- also known as G D Rogers, doing business as Rogers Construction, doing business as Rogers General Construction -- sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 16-10404) on April 4, 2016. Wayne Kitchens, Esq., at Hughes Watters Askanase, LLP, serves as counsel. GARZA CONTRACTING: Taps Belden Blaine as Legal Counsel ------------------------------------------------------ Garza Contracting, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of California to hire legal counsel. The Debtor proposes to hire Belden Blaine Raytis, LLP to assist in the preparation of a bankruptcy plan, and provide other legal services related to its Chapter 11 case. T. Scott Belden, Esq., the attorney primarily responsible for representing the Debtor, will charge $350 per hour. The hourly rates charged by the firm range from $225 to $275 for its other attorneys and from $65 to $125 for legal assistants. The firm received a retainer in the amount of $32,000. Belden does not hold or represent any interest adverse to the Debtor's bankruptcy estate or creditors, according to court filings. The firm can be reached through: T. Scott Belden, Esq. Belden Blaine Raytis, LLP P.O. Box 9129 Bakersfield, CA 93389 Tel: 661-864-7826 Email: sbelden@beldenblaine.com About Garza Contracting Inc. Founded in 2002, Garza Contracting, Inc. is engaged in farm labor contracting and is based in Bakersfield, California. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Calif. Case No. 17-11918) on May 16, 2017. Irma Garza, president, signed the petition. At the time of the filing, the Debtor estimated its assets and debts at $1 million to $10 million. Judge Fredrick E. Clement presides over the case. GLYECO INC: Has Rights Offering for 40 Million Shares ----------------------------------------------------- GlyEco, Inc., filed with the Securities and Exchange Commission an amended Form S-1 registration statement relating to the distribution, at no charge, to the Company's holders of its common stock non-transferable subscription rights to purchase an aggregate of up to 40,000,000 shares of its common stock, par value $0.0001 per share. "In this rights offering, you will receive 0.3067 of a subscription right for every one share of common stock that you own, as of 5:00 p.m., Eastern Time, on June 16, 2017, the record date. Each whole subscription right will entitle you to purchase one share of our common stock at a subscription price of $0.08 per share, which we refer to as the "basic subscription privilege." The per share subscription price was determined by our board of directors after a review of recent historical trading prices of our common stock. We will not issue fractional shares of common stock, rounded down to the nearest whole number a holder would otherwise be entitled to purchase. "If you exercise your subscription rights in full, and other stockholders do not fully exercise their subscription rights, you will be entitled to an over-subscription privilege to purchase a portion of the unsubscribed shares of common stock at the subscription price, subject to proration and ownership limitations, which we refer to as the "over-subscription privilege." To the extent you properly exercise your over-subscription privilege for an amount of shares that exceeds the number of unsubscribed shares available to you, any excess subscription payment received by the rights agent will be returned promptly, without interest or penalty. If all of the rights are exercised, the total purchase price of the shares offered in the rights offering would be $3,200,000. The net proceeds to the Company, after deducting offering expenses of $25,000, would be $3,175,000." The Company is not entering into any standby purchase agreement or similar agreement with respect to the purchase of any shares of its common stock not subscribed for through the basic subscription privilege or the over-subscription privilege. Therefore, there is no certainty that any shares will be purchased pursuant to the rights offering and there is no minimum purchase requirement as a condition to accepting subscriptions. The subscription rights will expire void and worthless if they are not exercised by 5:00 p.m., Eastern Time, on the date that is four weeks from the date of effectiveness of this Registration Statement, unless we extend the subscription rights offering period. The Company may extend the expiration of the rights offering and the period for exercising your subscription rights in its sole discretion. All exercises of subscription rights are irrevocable, even if the Company extends the expiration of the rights offering. The Company has contracted with Olde Monmouth Stock Transfer Co., Inc. to serve as the rights agent for the rights offering. The rights agent will hold in escrow the funds the Company receives from subscribers until it completes, abandons or terminates the rights offering. "If you want to participate in this rights offering and you are the record holder of your shares, we recommend that you submit your subscription documents to the rights agent well before that deadline. If you want to participate in this rights offering and you hold shares through your broker, dealer, custodian bank or other nominee, you should promptly contact your broker, dealer, custodian, bank or other nominee and submit your subscription documents in accordance with the instructions and within the time period provided by your broker, dealer, custodian bank or other nominee. "We are not requiring an overall minimum subscription to complete the rights offering. However, we reserve the right to terminate the rights offering for any reason at any time before it expires. If we terminate the rights offering, all subscription payments received will be returned promptly, without interest or penalty." The Company's common stock is quoted on the OTC Pink Sheets under the symbol "GLYE". The closing price of the Company's common stock on the Pink Sheets on June 12, 2017, was $0.083 per share. A full-text copy of the prospectus is available for free at: https://is.gd/fvrrIv About GlyEco, Inc. Phoenix, Ariz.-based GlyEco, Inc., is a green chemistry company formed to roll-out its proprietary and patent pending glycol recycling technology that transforms waste glycols, a hazardous material, into profitable green products. Glyeco reported a net loss of $2.26 million on $5.59 million of net sales for the year ended Dec. 31, 2016, compared to a net loss of $12.45 million on $7.36 million of net sales for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Glyeco had $14.10 million in total assets, $8.30 million in total liabilities and $5.80 million in total stockholders' equity. KMJ Corbin & Company LLP, in Costa Mesa, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has experienced recurring losses from operations, has negative operating cash flows during the year ended Dec. 31, 2016, has an accumulated deficit of $36,815,063 as of Dec. 31, 2016, and is dependent on its ability to raise capital. These factors raise substantial doubt about the Company's ability to continue as a going concern. GOD'S CHARIOTS: LaGree Baptist Church Buying Bronx Property for $4M ------------------------------------------------------------------- God's Chariots To The Heavenly Highway, Inc., asks the U.S. Bankruptcy Court for the Southern District of New York to authorize the sale of commercial real property located at 844-862 St. Anns Avenue, Bronx, New York, to LaGree Baptist Church for $4,000,000. A hearing on the Motion is set for July 18, 2017 at 10:00 a.m. The objection deadline is July 11, 2017, at 4:30 p.m. The Debtor owns the property, in Bronx, New York, which has eight commercial units, four of which are occupied by the Debtor. Originally, the Debtor had tenants in several of the commercial spaces but in anticipation of selling the Property, the Debtor decided not to enter into any new leases as each tenant left. The commercial spaces have been vacant since prior to the Petition Date. To the best of its knowledge, the Property is encumbered by one lien, held by for NYCTL 2015-A Trust and The Bank of New York Mellon, as Collateral Agent and Custodian. As a not-for-profit corporation, the Debtor's assets, and/or income are not distributable to, and do not inure to, the benefit of its members or officers. It primarily depends upon grants and donations to fund its operating expenses. The Debtor's primary financial difficulties have arisen from, among other things, its inability to generate sufficient revenue to meet operating expenses. A contributing factor to this financial situation was the lack of viable commercial tenants for the retail space of the Property. The Debtor's bankruptcy case was caused by its inability to meet certain tax obligations to the City of New York, which resulted in the commencement of a foreclosure action in July 2016 and appointment of a receiver in December 2016. Its case was filed to avoid the loss of the Property, its only asset of value in foreclosure due to obligations owed to the City of New York. On June 1, 2017, the Debtor filed an application to retain Chattel Real Estate as its exclusive real estate broker with respect to the marketing and sale of the Property. Chattel's retention is pending. As set forth in the Chattel Application, Chattel's commission for the sale of the Property is 3% of the gross purchase price for the Property. Over the course of the last nine months, Chattel extensively marketed the Property for sale. Thanks to Chattel's efforts, the Debtor was able to enter into the Purchase Agreement with the Buyer to sell the Property for a purchase price of $4,000,000, free and clear of all liens, claims, encumbrances and interests, if any. Based on the Debtor's own investigation, the Purchase Price is consistent with "comparables" for the area and is fair and reasonable. The salient terms of the Agreement are the following: (a) Purchase Price - $4,000,000; and (b) assets to be sold: (i) real estate commonly known as 844-862 St. Anns Avenue, Bronx, New York (approximate lot size of 10,699 square feet); and (ii) de minimis furnishings, if any. The Purchase Agreement contains a notation that the sale is subject to approval by the Court. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Gods_Chariots_23_Sales.pdf The proposed sale will constitute a sale of substantially all of the Debtor's assets. The Debtor asks that any Order approving the sale of the Property be effective immediately by providing that the stay under Bankruptcy Rule 6004(h) is waived. The waiver of the stay is imperative as the Buyer would like to proceed with the closing on the sale of the Property as soon as reasonably possible. The Purchaser is represented by: Bruce Bozeman, Esq THE BOZEMAN LAW FIRM, LLP 6 Gramatan Ave. Mount Vernon, NY 10550 Telephone: (914) 867-7522 About God's Chariots To The Heavenly Highway Inc. God's Chariots To The Heavenly Highway Inc. is a religious corporation that was formed in early 2014. It holds title to the property, which has eight commercial units, located at 844 St. Ann's Avenue in Bronx County. God's Chariots sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 16-13585) on Dec. 27, 2016. Bernel-Arthur Richardson, administrator, signed the petition. The Debtor estimated assets of less than $1 million and liabilities of less than $500,000. Judge Stuart M. Bernstein presides over the case. The Law Office of Anthony M. Vassallo serves as the Debtor's bankruptcy counsel. GOD'S HOUSE OF REFUGE: Taps Kosto & Rotella as Legal Counsel ------------------------------------------------------------ God's House of Refuge Christian Center, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire Kosto & Rotella P.A. to, among other things, give legal advice regarding its duties under the Bankruptcy Code, examine claims of creditors, and assist in the preparation of a plan of reorganization. The hourly rates charged by the firm are: Raymond Rotella $400 Lawrence Kosto $350 Associate Attorney $300 Paralegal $100 The firm will be employed under a general retainer of $4,500, which includes the filing fee. Kosto & Rotella attorneys do not represent any interest adverse to the Debtor or its bankruptcy estate, according to court filings. The firm can be reached through: Raymond J. Rotella, Esq. Kosto & Rotella P.A. 619 East Washington Street P.O. Box 113 Orlando, FL 32802 Phone: (407) 425-3456 Fax: (407) 423-5498 About God's House of Refuge Christian Center Inc. Based in Cocoa, Florida, God's House of Refuge Christian Center, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 17-03291) on May 19, 2017. Byron Jones, president, signed the petition. At the time of the filing, the Debtor estimated its assets and debts at $1 million to $10 million. GONZO PACIFIC: Hires Maui Lifestyle Realty as Real Estate Broker ---------------------------------------------------------------- Gonzo Pacific, LLC, seeks permission from the US Bankruptcy Court for the District of Hawaii to employ Malia Cordero of Maui Lifestyle Realty to sell the property located at 138 Aliiolani Street Pukalani, Hawaii. For its services, the firm will be paid a 6% commission, which can be split with the buyer's agent. Malia Cordero attests that she has no connection with the Debtor, its creditors, any other party in interest, their respective attorneys and accountants, the US Trustee, or any person employed in the Office of the US Trustee, except to the extent that she may be employed by a trustee in unrelated bankruptcy cases or proceedings. The Realtor can be reached through: Malia Cordero MAUI LIFESTYLE REALTY 123 Maui St Wailuku, HI 96793 Phone: (808) 205-2771 About Gonzo Pacific Gonzo Pacific, LLC, based in Honolulu, Hawaii, filed a Chapter 11 petition (Bankr. D. Hawaii Case No. 17-00506) on May 23, 2017. Ramon J. Ferrer, Esq. at the Law Office of Ramon J . Ferrer, serves as bankruptcy counsel. The Debtor listed under $1 million in both assets and liabilities. GONZO PACIFIC: Taps Ramon J. Ferrer as Legal Counsel ---------------------------------------------------- Gonzo Pacific, LLC seeks approval from the U.S. Bankruptcy Court for the District of Hawaii to hire legal counsel. The Debtor proposes to hire the Law Office of Ramon J. Ferrer to assist in the preparation of a plan of reorganization, and provide other legal services related to its Chapter 11 case. Ramon Ferrer, Esq., will charge an hourly fee of $300 for his services while paralegals will charge $125 per hour. The firm has received $5,000 in compensation as of June 8. Mr. Ferrer disclosed in a court filing that he and his firm do not hold any interest adverse to the Debtor's bankruptcy estate or creditors. The firm can be reached through: Ramon J. Ferrer, Esq. Law Office of Ramon J. Ferrer 135 South Wakea Avenue, Suite 204 Kahului, Hawaii 96732 Tel: (808) 298-7277 Email: ramonlawfirm@hotmail.com About Gonzo Pacific LLC Gonzo Pacific, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Haw. Case No. 17-00506) on May 23, 2017. Pancho Delos Santos, manager, signed the petition. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. GORDMANS STORES: Intends to File Chapter 11 Plan by Oct. 9 ---------------------------------------------------------- G-Estate Liquidation Stores, Inc., formerly known as Gordmans Stores, Inc., and their debtor-affiliates ask the U.S. Bankruptcy Court for the District of Nebraska for an extension of the periods during which only the Debtors have the exclusive right to file a chapter 11 plan, and to solicit acceptances of a filed plan through October 9 and December 8, 2017, respectively. Since the Petition Date, the Debtors have actively worked towards a successful conclusion of these chapter 11 cases and have sought to accomplish many of the milestones in these cases on a consensual basis with their major stakeholders, including the Committee. The Debtors relate that they have commenced these chapter 11 cases with a stalking horse agreement to dispose of their assets through a whole-company liquidation. As demanded by the challenging retail environment facing the Debtors' business, the Debtors allege that they have successfully negotiated and finalized a going-concern sale of approximately half of their store footprint, obtained the Court's approval, and closed on the sale and liquidation transactions providing for the value-maximizing disposition of their most significant assets. In addition, the Debtors relate that they have worked collaboratively with their secured lenders and the creditors' committee to implement the above transactions with a high degree of consensus and minimal cost to the estate. Indeed, the Debtors contend that they have successfully negotiated with their key creditors the terms of the payoff of the Debtors' secured debt that cut off significant interest expense and has saved the estates millions of dollars. In connection with their asset sale, the Debtors tell the Court that they have negotiated the consensual post-closing assumption and assignment of 53 store leases and one distribution center, and pursuant to the amended liquidation agency agreement, the Debtors have rejected 48 store leases and one distribution center. The Debtors are still awaiting approval from the Court to reject two more store leases. The Debtors contend that they have continued to negotiate with interested parties, including the committee, vendors, utility providers, and landlords, regarding certain claims against the Debtors' estates. The Debtors also contend that they have prepared a chapter 11 plan and related disclosure statement to resolve their estates and maximize the value of distributions available for their creditors. The Debtors claim that with the aim of filing that plan in the very near term, they have provided a draft to the creditors' committee on April 28, 2017 and received comments back from the committee on May 12, 2017. However, the Debtors maintain that they are presently engaged in discussions with the committee in efforts to obtain its support of the plan. To that end, the Debtors request an appropriate extension of their exclusivity to permit them time to finalize a plan and analyze and address any related issues. The Debtors have consulted with the creditors' committee about the requested extension, and the committee has indicated that it has no objection to and supports such request. The Debtors believe that extending the exclusivity periods will afford the Debtors and their stakeholders time to evaluate and finalize their chapter 11 plan, solicit creditor votes, and obtain confirmation of a value-maximizing transaction, and orderly wind down of the Debtors' business operations, unhindered by competing plans. About Gordmans Stores, Inc. Gordmans, Inc. -- http://www.gordmans.com/-- was a retail company engaged in the sale of apparel, home goods, and other merchandise. Founded in 1915, Gordmans operates 106 stores in 62 markets and 22 states throughout the United States and through e-commerce operations. Gordmans Stores, Inc., and five of its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Neb. Lead Case No. 17-80304) on March 13, 2017. Andrew T. Hall, president, CEO and secretary, signed the petitions. At the time of the filing, the Debtors disclosed $274 million in assets and $131 million in liabilities. The cases are assigned to Judge Thomas L. Saladino. The Debtors engaged Patrick J. Nash, Jr., Esq., Brad Weiland, Esq., and Jamie R. Netznik, Esq., of Kirkland & Ellis LLP, as bankruptcy counsel. The Debtors also hired Joyce A. Dixon, Esq. at Kutak Rock LLP as local counsel; Duff & Phelps as financial advisor; Clear Thinking Group LLC as restructuring advisor; and Epiq Bankruptcy Solutions LLC, as claims and noticing agent. On March 15, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The Committee hired Frost Brown Todd LLC, as counsel, Brian J. Koenig, Esq. at Koley Jessen, P.C., L.L.O., as local counsel; and Province Inc., as financial advisor. * * * Houston, Texas-based Stage Stores and a joint venture of liquidators Tiger Capital Group and Great American Group were declared winning bidders for Gordmans' assets at an auction in March 2017. Stage Stores said at that time it plans to operate at least 50 of Gordmans' 105 locations and keep the warehouse in Omaha as a going concern. Stage operates about 800 locations nationwide under the Peebles, Bealls and Goody's brands, among others. The winning bid amounted to $75.6 million, good enough to snare Gordmans' inventory at all stores, its fixtures, furniture, office equipment and other assets, according to a report by the Omaha World-Herald. Gordmans Stores changed its name to G-Estate Liquidation Stores, Inc., following the asset sale. GRANDPARENTS.COM INC: Taps Genovese Joblove as Special Counsel -------------------------------------------------------------- Grandparents.com, Inc., and its debtor-affiliates seek permission from the U.S. Bankruptcy Court for the Southern District of Florida to employ David C. Cimo, Esq., Marilee A. Mark, Esq., and the Law Firm of Genovese Joblove & Battista, P.A. as special litigation counsel and conflicts counsel for the Debtors nunc pro tunc to April 14, 2017. The Debtors require the firm to conduct due diligence, investigate, analyze, and to the extent appropriate, pursue the Litigation Claims. David C. Cimo, Esq. attests that his firm is "disinterested" as such term is defined in 11 U.S.C. Sec. 101(14). The Firm will be retained under a graduated contingency fee proposal per the below percentages calculated based upon gross recoveries in respect of all Litigation Claims: Phase of Litigation Percentage ------------------- ---------- Pre-suit 27.5% Post-suit/prestart of trial 33.5% Post-start of trial 38.5% With respect to the Conflict Litigation Claims, the Debtors propose that compensation be awarded and paid on an hourly fee basis as their counsel to perform the conflicts counsel services that will be necessary during the administration of the bankruptcy cases. The Firm can be reached through: David C. Cimo, Esq. GENOVESE JOBLOVE & BATTISTA, P.A. 100 S.E. Second Street, 44th Floor Miami, FL 33131 Tel: (305) 349-2300 Fax: (305) 349-2310 Email: dcimo@gjb-law.com About Grandparents.com, Inc. New York-based Grandparents.com, Inc., together with its consolidated subsidiaries, is a family-oriented social media company that through its Web site, http://www.grandparents.com/, serves the age 50+ demographic market. The website offers activities, discussion groups, expert advice and newsletters that enrich the lives of grandparents by providing tools to foster connections among grandparents, parents, and grandchildren. Granparents.com, Inc. and Grand Cards LLC filed separate Chapter 11 petitions (Bankr. S.D. Fla. Case Nos. 17-14711 and 17-14704, respectively) on April 14, 2017. The petitions were signed by Joshua Rizack, chief restructuring officer, The Rising Group Consulting, Inc. The Hon. Laurel M. Isicoff presides over the cases. The Debtors listed combined assets of $1 million and combined liabilities of $24.9 million. The Debtors are represented by Steven R. Wirth, Esq. and Eyal Berger, Esq., at Akerman LLP. GV HOSPITAL: Affiliate Taps Partners Healthcare as Appraiser ------------------------------------------------------------ An affiliate of GV Hospital Management, LLC received approval from the U.S. Bankruptcy Court for the District of Arizona to hire Partners Healthcare Group. The firm will conduct an appraisal of the medical equipment and related personal property owned by GV affiliate Green Valley Hospital LLC. PHG has agreed to conduct the appraisal for a fixed fee of $15,050, plus expenses which are estimated at $4,200. Should personnel from the firm be required to testify in court or at deposition, the firm will bill at $125 per hour. Thomas Stewart, a PHG employee, disclosed in a court filing that his firm has no connection with Green Valley, its affiliates or creditors. The firm can be reached through: Thomas R. Stewart Partners Healthcare Group 7101 Executive Center Drive, Suite 123 Brentwood, TN 37027 Phone: (615) 370-5014 About GV Hospital Management LLC Green Valley Hospital -- http://www.greenvalleyhospital.com/-- is a licensed and general acute care hospital open 24 hours a day, seven days a week. It cost more than $75 million to construct and equip. The facility opened in May of 2015. The hospital is a 49-bed general acute care hospital with a 12-bed emergency department. The hospital currently has 337 employees and has credentialed over 232 physicians on its medical staff. GV Hospital Management, LLC d/b/a Green Valley Hospital, and its affiliates Green Valley Hospital, LLC d/b/a Green Valley Hospital and GV II Holdings, LLC, filed Chapter 11 petitions (Bankr. D. Ariz. Case Nos. 17-03351, 17-03353 and 17-03354, respectively) on April 3, 2017. Grant Lyon, chairman of the Board, signed the petitions. The cases are jointly administered. GV Hospital Management estimated $50 million to $100 million in assets and liabilities. Green Valley Hospital estimated $1 million to $10 million in assets and up to $100 million in liabilities. GV II Holdings estimated under $1 million in assets and $50 million to $100 million in liabilities. The cases are assigned to Judge Scott H. Gan. The Debtors are represented by S. Cary Forrester, Esq., and John R. Worth, Esq., at Forrester & Worth, as bankruptcy counsel. The Office of the U.S. Trustee on May 17 appointed four creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of GV Hospital Management, LLC, and its affiliates. HAE SUNG CORP: Taps Woodstone Capital as Real Estate Broker ----------------------------------------------------------- Hae Sung Corp. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Woodstone Capital, Inc. as its real estate broker. The firm will assist the Debtor in the sale of its real property located at 1424-1426 Nostrand Avenue, Brooklyn, New York. Woodstone has agreed to accept a commission of 3.75%, subject to only a slight increase if the buyer also employs a broker. Natan Ferszt, a broker employed with Woodstone, disclosed in a court filing that his firm does not represent or hold any interest adverse to the Debtor or its bankruptcy estate. The firm can be reached through: Natan Ferszt Woodstone Capital, Inc. 1113 Clarkson Avenue Brooklyn, NY 11212 About Hae Sung Corp. Hae Sung Corp, based in Brooklyn, NY, filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 17-42591) on May 23, 2017. In its petition, the Debtor estimated $2.50 million in assets and $2.32 million in liabilities. The petition was signed by Kwang Sook Kim, president. The Hon. Elizabeth S. Stong presides over the case. Joel Alan Gaffney, Esq., at Law Office of Gregory Messer, PLLC, serves as bankruptcy counsel. HALKER CONSULTING: Taps R2 Advisors as Financial Advisor -------------------------------------------------------- Halker Consulting LLC received approval from the U.S. Bankruptcy Court for the District of Colorado to hire r2 advisors llc as financial advisor. The firm will provide the Debtor with strategic advisory and turnaround restructuring services; assist in the preparation of projections, budgets and other financial reporting; and provide other financial advisory services related to its bankruptcy plan. The hourly rates charged by the firm are: Thomas Kim $350 Christopher Erickson $200 Anne O'Donnell $100 Thomas Kim, managing director of r2 advisors, disclosed in a court filing that he and other employees of the firm are "disinterested persons" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Thomas M. Kim r2 advisors llc 1350 17th Street, Suite 206 Denver, CO 80202 Tel: (303) 865-8460 Email: info@r2llc.com About Halker Consulting LLC Halker Consulting LLC is a nationwide provider of multi-disciplined engineering, design, project management, procurement and field services for oil & gas, and other energy industry sectors. It specializes in oil and gas surface facilities design and engineering. The company was founded in 2006 by Matt Halker. It is based in Centennial, Colorado with field operations in Midland, Texas, Greeley, Colorado, Durango, Colorado, and Dickinson, North Dakota. Halker Consulting sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Col. Case No. 17-15141) on June 1, 2017. The petition was signed by its manager Matthew Halker who filed a separate Chapter 11 petition (Bankr. D. Col. Case No. 17-15143). At the time of the filing, Halker Consulting disclosed $1.55 million in assets and $3.63 million in liabilities. Judge Michael E. Romero presides over the case. Kutak Rock LLP represents the Debtor as bankruptcy counsel. On June 1, 2017, the Debtor and Mr. Halker filed a disclosure statement, which explains their joint Chapter 11 plan of reorganization. HAREMU HOLDINGS: Hires Boyer Law Firm as Chapter 11 Counsel ----------------------------------------------------------- Haremu Holdings, LLC, seeks permission from the US Bankruptcy Court for the Middle District of Georgia to employ Boyer Law Firm, LLC as attorney. The Debtor requires Boyer Law to: 1. give it legal advice with respect to its powers and duties as Debtor-in-possession in the continued operation of its business and management of its property; 2. prepare on its behalf, as Debtor-in-possession, necessary applications, answers, reports, and other legal papers; 3. prepare motions, pleadings, and applications, and to conduct examinations incidental to the administration of the Debtor's estate; 4. take any and all necessary action instant to the proper preservation and administration of the estate; 5. assist the Debtor-in-possession with the preparation and filing of a Statement of Financial Affairs and Schedules and Lists as are appropriate; 6. take whatever action is necessary with reference to the use by the Debtor of its property pledged as collateral, including cash collateral, to preserve the same for the benefit of the Debtor; 7. assert, as directed by the Debtor, all claims the Debtor has against others; and 8. perform all other legal services for the Debtor as Debtor-in-Possession which may be necessary. The firm's Wesley J. Boyer is presently designated to represent the Debtor at $340 per hour. Mr. Boyer attests that he is not aware of any interest, connection or relationship which may be relevant to determining whether the firm is disinterested, other than the trustee is a partner in the firm, except that the firm also represents The Women's Health Institute of Macon, PC (Case No. 17-51196) and ELO Outpatient Surgery Center, LLC (Case No. 17-51197) in pending Chapter 11 cases in this Court. They are related medical entities with many common creditor. The Firm can be reached through: Wesley J. Boyer, Esq. BOYER LAW FIRM, LLC 348 Cotton Avenue, Suite 200 Macon, GA 31201 Tel: (478) 742-6481 Email Wes@WesleyJBoyer.com About Haremu Macon, Georgia-based Haremu Holdings, LLC, The Women's Health Institute of Macon, PC, and ELO Outpatient Surgery Center, LLC, filed separate Chapter 11 bankruptcy petitions (Bankr. M.D. Ga. Case Nos. 17-51195, 17-51196 and 17-51197) on June 5, 2017. The cases are assigned to Judge James P. Smith. The cases are not jointly administered. Women's Health Institute of Macon PC is a group practice with one location specializing in family medicine and Obstetrics and Gynecology. ELO Outpatient Surgery Center provides ambulatory surgical services. Emeka Umerah is the managing member for each entity. Ms. Umerah signed the petitions. The Debtors are represented by Wesley J. Boyer, Esq., at Boyer Law Firm, L.L.C., in Macon, Georgia. At the time of filing, Haremu disclosed $1 million to $10 million in assets and liabilities; Women's Health disclosed $1 million to $10 million in assets and $500,000 to $1 million in liabilities; and ELO Outpatient disclosed $100,000 to $500,000 in assets and liabilities. HAWK MERGER: Moody's Assigns B2 Corporate Family Rating ------------------------------------------------------- Moody's Investors Service assigned new ratings for Hawk Merger Sub, Inc., including a Corporate Family Rating and Probability of Default Rating of B2 and B2-PD, respectively. Moody's also assigned B2 ratings for the company's proposed secured (first lien) bank credit facilities, including a 7-year $1.36 billion term loan and a 5-year $200 million revolver. The ratings outlook is stable. At the close of this transaction and concurrent with the repayment of existing debt, all ratings for the pre-LBO rated entity Intrawest Resorts Holdings, Inc. (old) will be withdrawn. The newly formed entity controlled by KSL Capital Partners LLC (KSL) and Henry Crown & Company will facilitate an agreed LBO of Intrawest Resorts Holdings, Inc. (Intrawest, B2 stable) in a multi-part deal valued at $2.6 billion in aggregate. Squaw Valley Ski Holdings (unrated) -- the parent company of Squaw Valley / Alpine Valley resort and an affiliate of KSL -- will become a part of the new Hawk entity at closing. Additionally, Mammoth Resorts -- the owner of Mammoth Mountain Ski Area, Snow Summit, Bear Mountain, and June Mountain -- has entered into a definitive agreement to be acquired, as well. The acquisition plan calls for Hawk to be merged into Intrawest at closing with Intrawest being the surviving company. The transaction is expected to close by the end of the third quarter of calendar 2017 and is subject to certain closing conditions including regulatory approvals. The borrower has indicated that the Mammoth Resorts acquisition may not close on the transaction closing date as a result of delayed regulatory approvals. In such an event, $470 million of the term loan facility will become available as a delayed draw term loan facility for use within 90 days of the initial closing date. As such, only an $890 million term loan facility would then be funded on the closing date. Should the transaction close with the structure as currently contemplated but Mammoth Resorts is not acquired within the 90 day time frame, the B2 CFR rating will be unaffected. "The combination of these three entities will create one of the leading players in the North American ski market," said Brian Silver, Vice President and Moody's lead analyst for Intrawest. "The company's larger scale also encompasses improved geographic diversification, but high financial leverage out of the box is a tempering consideration and Moody's would need to see healthy deleveraging and successful integration of the acquired assets prior to any potential upward ratings consideration," added Silver. The following ratings have been assigned for Hawk Merger Sub, Inc. (to be merged into Intrawest Resorts Holdings, Inc.): Corporate Family Rating, B2 Probability of Default Rating, B2-PD $1,360 million senior secured first lien term loan B due 2024, B2 (LGD3) $200 million senior secured first lien revolving credit facility due 2022, B2 (LGD3) Outlook, Stable The following ratings for Intrawest Resorts Holdings, Inc. (old) remain unchanged and will be withdrawn upon closing of the transaction: Corporate Family Rating, B2 Probability of Default Rating, B2-PD; $25 million senior secured first lien super-priority revolving credit facility due 2018, Ba2 (LGD1) $600 million senior secured first lien term loan due 2020, B2 (LGD3) $55 million senior secured first lien LC facility due 2018, B2 (LGD3) Outlook, Stable RATINGS RATIONALE Hawk's B2 Corporate Family Rating broadly reflects the company's elevated debt leverage pro forma for its LBO, the high degree of seasonality inherent in its operations, and expectations for top-line and earnings volatility as a ski resort operator. Following the debt and equity funded combination of Intrawest, Mammoth Resorts, and Squaw Valley - Alpine Meadows, total leverage will be elevated with Moody's adjusted debt-to-EBITDA of 5.9x for the twelve months ended March 31, 2017. The rating also incorporates the ski industry's sensitivity to both discretionary consumer spending patterns and weather conditions, as well as the potential for integration issues. These factors are partially offset by the combined company's increased size and market import with an extended footprint, and the potential for meaningful post-LBO synergies. The company is well positioned in the North American ski industry, as evidenced by its ownership of twelve mountain resorts, including four of the top ten in the US and two of the top three in Canada in terms of skier visits. Positive ratings consideration is also given to the long-term stable fundamentals of the ski industry, in part due to high barriers to entry, as well as the company's geographically diverse ski resort operations. New ownership creates some strategic uncertainty with respect to financial policies and prospective anticipated acquisitions going forward, but dividends are not expected in the near-term as managemenet will focus on deleveraging the balance sheet. The company is expected to maintain a good liquidity profile supported by free cash flow generation and access to its new $200 million revolving credit facility. The stable ratings outlook reflects Moody's expectation that visitation trends will remain relatively healthy, assuming normalized snow conditions, and that revenue and earnings will grow moderately during the next 12-18 months. The outlook also assumes that consumer spending will not weaken materially. The ratings could be upgraded if the company improves leverage such that Moody's-adjusted debt-to-EBITDA is sustained below 5.0 times while good liquidity is maintained. Ratings could be downgraded should the company not meet expectations and debt-to-EBITDA is sustained above 6.5 times and/or EBITA-to-interest approaches 1.0 time. Additionally, should liquidity weaken or more aggressive financial policies be employed, ratings could also come under downward pressure. The principal methodology used in these ratings was Business and Consumer Service Industry, published in October 2016. Controlled by KSL Capital Partners and Henry Crown & Company, and formed solely for the purpose of acquiring Intrawest, Mammoth Resorts, and Squaw Valley (and having not been engaged in any business except for activities related to its formation, completing the contemplated transactions and arranging the related financing), Hawk Merger Sub, Inc. is a wholly owned subsidiary of Hawk Holding Company, LLC. Upon completion of the transaction, Hawk Merger Sub, Inc. will cease to exist as a separate entity. Also owned by an investor group comprised of KSL Capital Partners and Henry Crown & Company and headquartered in Denver, Colorado, Intrawest Resorts Holdings, Inc. (Intrawest) is one of North America's premier mountain resort and adventure companies. Intrawest operates twelve mountain resorts in the US and Canada including Mammoth and June Mountains in California, Big Bear Mountain Resorts in California, Squaw Valley & Alpine Meadows in California, Steamboat and Winter Park in Colorado, Stratton in Vermont, Snowshoe in West Virginia, Mont Tremblant in Quebec, and Blue Mountain in Ontario. The company also owns Canadian Mountain Holidays, which is a heli-skiing operator and aviation business, and a comprehensive set of real estate businesses. Real estate includes the management of condo/hotel properties through Intrawest Hospitality Management, and sales and marketing of residential real estate through Playground. During the twelve months ended March 31, 2017, the company generated reported revenue of approximately $942 million. HUDSON HOSPITALITY: Hires W&I's Matthew Walston as CRO ------------------------------------------------------ Hudson Hospitality Holdings, LLC seeks permission from the U.S. Bankruptcy Court for the District of Connecticut to employ Matthew J. Walston of Walston & Ignagni, PC as its Chief Restructuring Officer. The Debtor requires Mr. Walston with the assistance of W&I to: a. assist the Debtor in the preparation of its bankruptcy schedules; b. assist the Debtor in the preparation of cash requirements, financial projections, and company budgets; c. make recommendations concerning various alternatives in eliminating costs in order to maximize short and long term cash flow and in executing cost-reduction measures; d. assist the Debtor's counsel in the formulation and execution of the overall strategy and alternatives for the various potential sale opportunities the Debtor is currently contemplating or may contemplate in the future; e. assess and analyze the sale or potential sale of the Debtor, as a going concern and as an asset sale with any potential buyers or brokers; f. assist in and/or negotiating with lenders and creditors; and g. assist in any other matters that fall within Walston's expertise and pursuant to the Debtor's counsel direction. Walston will charge the Debtor at a rate of $325.00 per hour. Matthew J. Walston, CPA, principal of Walston & Ignani PC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Walston & Ignagni may be reached at: Matthew J. Walston, CPA Walston & Ignagni PC 1695 Ellington Rd, Suite 202 South Windsor, CT 06074 Phone: (860) 644-7444 About Hudson Hospitality Holdings, LLC Hudson Hospitality Holdings, LLC filed a Chapter 11 bankruptcy petition (Bankr. D. Conn. Case No. 17-20717) on May 17, 2017. The Hon. James J. Tancredi presides over the case. Zeisler & Zeisler PC represents the Debtor as counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Madeline Penachio-Konigsberg, sole member. Hudson Hospitality has employed Matthew J. Walston of Walston & Ignagni, PC as its Chief Restructuring Officer. The firm also has been tapped as the Debtor's accountants. HUDSON HOSPITALITY: Hires Walston & Ignagni as Accountants ---------------------------------------------------------- Hudson Hospitality Holdings, LLC seeks authorization from the U.S. Bankruptcy Court for the District of Connecticut to employ Walston & Ignagni, PC as accountants for the Debtor. The Debtor requires Walston & Ignagni to: a. prepare tax returns; b. file tax documents if requested; c. assist in the preparation of financial reports; d. assist with corporate accounting and financing functions, accounting and financial consulting; e. prepare valuation reports and monthly room occupancy reports; and f. perform general accounting and financial services as may be requested or deemed necessary and in the interest of the Debtor. Walston & Ignagni will be paid at these hourly rates: Partners $300 Staff $135 Matthew J. Walston, CPA, principal of Walston & Ignagni PC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. The Debtor is concurrently seeking to employ Matthew J. Walston, CPA, who is a principal of Walston & Ignagni, as its chief restructuring officer. Walston & Ignagni may be reached at: Matthew J. Walston, CPA Walston & Ignagni PC 1695 Ellington Rd, Suite 202 South Windsor, CT 06074 Phone: (860) 644-7444 About Hudson Hospitality Holdings, LLC Hudson Hospitality Holdings, LLC filed a Chapter 11 bankruptcy petition (Bankr. D. Conn. Case No. 17-20717) on May 17, 2017. The Hon. James J. Tancredi presides over the case. Zeisler & Zeisler PC represents the Debtor as counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Madeline Penachio-Konigsberg, sole member. Hudson Hospitality has employed Matthew J. Walston of Walston & Ignagni, PC as its Chief Restructuring Officer. The firm also has been tapped as the Debtor's accountants. HUDSON HOSPITALITY: Hires Zeisler & Zeisler as Attorneys -------------------------------------------------------- Hudson Hospitality Holdings, LLC seeks authorization from the U.S. Bankruptcy Court for the District of Connecticut to employ Zeisler & Zeisler, PC as attorneys for Debtor. The Debtor requires Zeisler & Zeisler to: a. advise the Debtor of its rights, powers and duties as a debtor and a debtor-in-possession continuing to operate and manage its business and property; b. advise the Debtor concerning and assisting in the negotiation and documentation of financing agreements, debt restructuring, cash collateral orders and related transactions; c. review the nature and validity of liens asserted against the property of the Debtor and advise the Debtor concerning the enforceability of such liens; d. advise the Debtor concerning the actions that it might take to collect and to recover property for the benefit of the Debtor's estate; e. prepare on behalf of the Debtor certain necessary and appropriate applications, motions, pleadings, draft orders, notices, schedules, and other documents, and review all financial and other reports to be filed in this chapter 11 case; f. advise the Debtor concerning, and preparing responses to, applications, motions, pleadings, notices, and other papers which will be filed and served in this Chapter 11 case; g. counsel the Debtor in connection with the formulation, negotiation, and promulgation of a plan of reorganization and related documents; and h. perform all other legal services for and on behalf of the Debtor which will be necessary or appropriate in the administration of this Chapter 11 case. Zeisler & Zeisler will charge the Debtor for its legal services on an hourly basis in accordance with its ordinary and customary hourly rates in effect on the date services are rendered. The Debtor has provided Zeisler & Zeisler a retainer of $38,283.00 to secure payment of allowed fees and expenses of the firm. Zeieler & Zeisler will also be reimbursed for reasonable out-of-pocket expenses incurred. James Berman, Esq., a partner of the law firm of Zeisler & Zeisler, 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. Zeisler & Zeisler may be reached at: James Berman, Esq. Joanna M. Kornafel, Esq. Zeisler & Zeisler, P.C. 10 Middle Street, 15th Floor Bridgeport, CT 06604 Tel: (203) 368-4234 Fax: (203) 367-9678 Email: jberman@zeislaw.com jkornafel@zeislaw.com About Hudson Hospitality Holdings, LLC Hudson Hospitality Holdings, LLC filed a Chapter 11 bankruptcy petition (Bankr. D. Conn. Case No. 17-20717) on May 17, 2017. The Hon. James J. Tancredi presides over the case. Zeisler & Zeisler PC represents the Debtor as counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Madeline Penachio-Konigsberg, sole member. Hudson Hospitality has employed Matthew J. Walston of Walston & Ignagni, PC as its Chief Restructuring Officer. The firm also has been tapped as the Debtor's accountants. ILLINOIS: Deficit Balloons to $15B; On Verge of Bankruptcy ---------------------------------------------------------- The state of Illinois' unpaid backlog has risen to more than $15 billion as of June 19, 2017, up from $14.3 billion in May, according to the Illinois Comptroller. If the state were to enter its third fiscal year with no budget, the deficit would grow to $7.7 billion and the state's unpaid bills would rise to $22.7 billion by June 2018, Independent organization Illinois Policy Institute said. Gov. Bruce Rauner, a first-term Republican, has been at a gridlock with legislative Democrats since taking office in 2015. If lawmakers don't reach agreement by July 1, Illinois will enter a third year without a budget. The state has been forced to conduct business under court-ordered spending and stop-gap measures. According to The Trumpet, while the Democrats continue to push for more government spending, the governor keeps pushing for a more balanced budget. The latest budget, which proposed a $7 billion deficit, was struck down by the state senate after the governor threatened to veto it. Lawmakers are set to begin on June 21 in Springfield a special session called by Gov. Bruce Rauner to focus on the state budget. The General Assembly has until the end of the month to put together a balanced budget before the end of the fiscal year, June 30. According to The Associated Press, Gov. Rauner called for lawmakers to set aside partisan differences, asking the Democrat-controlled Legislature to pass a balanced budget introduced by Republicans. The Republicans' proposed compromised budget plan includes a four-year property tax freeze term limits on legislative leaders an statewide office holders, and a four-year income tax increase. Representatives Tony McCombie and Mike Halpin said they are hopeful this next round of budget sessions will be successful, especially because the General Assembly cannot override another veto from the governor, WQAD News 8 reported. "Right now, our state is in real crisis, and the actions we take in the days ahead will determine how history remembers us," Gov. Rauner said in a brief address on the eve of the special sessions. "We can all do better. We must all do better for the citizens of Illinois. We've asked the General Assembly to come together in a special session for the next 10 days, not as Democrats and Republicans but as leaders who share bipartisan concern for our state's future." With already more than $15 billion in overdue bills and bills continuing to pile up, credit rating agencies have warned they will downgrade the state's rating to junk without a budget. No U.S. state has ever filed bankruptcy and under current law, states, unlike cities and county governments, cannot legally declare bankruptcy. But Congress could amend federal law to give Illinois this option. In May 2017, the commonwealth Puerto Rico sought what's essentially bankruptcy relief via a U.S. Congressional rescue law known as the Puerto Rico Oversight, Management, and Economic Stability Act ("PROMESA"). About the State of Illinois Illinois is a state in the Midwestern region of the United States, achieving statehood on Dec. 3, 1818 and was the 21st state to enter the Union. The name "Illinois" comes from a Native American word meaning "tribe of superior men." Louis Joliet and Father Marquette were the first Europeans to arrive in Illinois in 1673. The state motto is "State Sovereignty, National Union." Illinois is the fifth most populous state in the country with almost 12.9 million people. Abraham Lincoln and three other U.S. Presidents have called Illinois home, including Ulysses S. Grant, Ronald Reagan and Barack Obama. The General Assembly adopted the state slogan, "Land of Lincoln" in 1955. Springfield is the state capital and home to more Abraham Lincoln sites than any other place in the United States. IRASEL SAND: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Irasel Sand, LLC 117 Katherine Lane Dilley, TX 78017 Business Description: Irasel Sand, LLC is a Texas limited liability company, organized in 2014 as a joint venture between Irabel, Inc. and Select Sand LLC. Irasel Sand previously filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 17-31148) on Feb. 27, 2017. Chapter 11 Petition Date: June 19, 2017 Case No.: 17-51420 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Judge: Hon. Ronald B. King Debtor's Counsel: Dean William Greer, Esq. DEAN W. GREER 2929 Mossrock, Suite 117 San Antonio, TX 78230 Tel: 210-342-7100 Fax: 210-342-3633 E-mail: dwgreer@sbcglobal.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Louis R. Butler, CEO of managing member. The Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/txwb17-51420.pdf JACUZZI BRANDS: S&P Assigns 'B' CCR; Outlook Stable --------------------------------------------------- S&P Global Ratings said it assigned its 'B' corporate credit rating to Chino Hills, Calif.-based Jacuzzi. The outlook is stable. At the same time, S&P assigned its 'B' issue-level rating to Jacuzzi's proposed $170 million first-lien senior secured term loan due in 2023. The '3' recovery rating on the facility indicates S&P's expectation for meaningful (50%-70%; rounded estimate: 55%) recovery in the event of a payment default. "The stable outlook reflects our expectation that Jacuzzi will generate earnings that will result in pro forma leverage of 4x-5x during the next 12 months," said S&P Global Ratings credit analyst Kimberly Garen. "We expect that current favorable economic conditions (wage growth, employment growth, and new home construction) will lead to increased sales over the next 12 months." S&P could lower the ratings on Jacuzzi if debt to EBITDA increased above 7x, which S&P believes could occur because of weak earnings, debt-funded acquisitions, or shareholder returns. S&P also could lower the ratings if liquidity became constrained, which could occur if availability on the asset-backed lending facility fell to $0 and free cash flow fell to break-even levels. S&P believes that a downgrade from weaker earnings, resulting in a 300 basis points decline in EBITDA margins, would stem from an unexpected pullback in demand relative to S&P's base-line forecast due to lower employment or a decrease in housing starts. S&P is unlikely to upgrade the company over the next 12 months given its ownership by private equity firms. However, S&P could raise its rating if Jacuzzi's operating performance is much better than S&P expects, such that debt leverage is sustained well below 5x and funds from operations to debt above 12%, and if S&P gains confidence that the company's owners are not likely to have aggressive strategies such as short- to intermediate-term holding periods and the use of debt or debt-like instruments to maximize shareholder returns. Any upgrade would also require, in S&P's view, further evidence that Jacuzzi could maintain leverage below 5x even if housing starts slow. JETBLUE AIRWAYS: Moody's Hikes CFR to Ba1; Outlook Stable --------------------------------------------------------- Moody's Investors Service upgraded its debt ratings of JetBlue Airways, Corp.(JetBlue): Corporate Family Rating to Ba1 from Ba3, Probability of Default to Ba1-PD from Ba3-PD and Speculative Grade Liquidity to SGL-1 from SGL-2. Moody's also assigned a Baa3 rating to the company's $425 million revolving credit facility due in 2021. The rating outlook is stable. RATINGS RATIONALE "The upgrade to Ba1 considers JetBlue's strengthened balance sheet that will allow it to sustain Debt to EBITDA below 2 times in upcoming years with Brent up to $70 per barrel, and below 2.5 times during periods of weaker economic or industry fundamentals and or Brent prices above $70 per barrel," said Moody's Senior Credit Officer, Jonathan Root. At $1.3 billion at March 31, 2017, funded debt is $900 million lower than at December 31, 2014. The company has prioritized a stronger balance sheet since 2014 and Moody's expects that to continue. Of the about $1.2 billion of cumulative free cash flow generated in 2015 and 2016, about $250 million went to the balance sheet, about $375 million to share repurchases and the remainder to debt reduction. Debt further declined by about $154 million in this two-year period from convertible debt being settled with the company's shares. Going forward, Moody's anticipates that more of free cash flow will be used for share repurchases since financial leverage, measured by Debt-to-Capital, of 34%, has reached the mid-point of JetBlue's desired range of 30% to 40%. This equates to Debt to EBITDA of about 1.7 times (Moody's adjusted) at March 31, 2017 when including the $453 million construction obligation on the company's balance sheet in adjusted debt. Debt to EBITDA is 1.5 times excluding the construction obligation. Moody's expects credit metrics to modestly temper in upcoming quarters from higher fuel expense and capex-driven, about breakeven free cash flow in 2017, though remain at levels which firmly support the Ba1 rating. At March 31, 2017, EBITDA margin was 27%, EBIT to Interest was 6.5 times and Retained Cash Flow to Net Debt was over 80%. The upgrade also reflects the improvements in JetBlue's business profile of recent years, gained from: 1) network expansion from each of its focus cities, 2) leading domestic market position in Boston, 3) the Mint business-class product, 4) an improving brand and 5) an expanded base of operating profit as the company has doubled in size since 2008. In 2017, passengers carried will have almost doubled since 2008, reaching over 40 million. The Mint product and having the largest economy class row spacing of the US airlines helps strengthen the brand. The company remains primarily a leisure-focused airline with a strong base of VFR (visiting friends and relatives) traffic, but the expansion of Mint should continue to attract more business travelers. "Moody's expects that industry fundamentals will remain favorable through at least 2018, allowing JetBlue to maintain very competitive traffic performance and profit margins, supporting cash flow generation," said Root. The rating recognizes that estimated free cash flow will be about breakeven in 2017 because of a one-year step-up in capital expenditures, but that free cash flow will exceed $350 million in 2018. JetBlue's smaller scale and more limited network relative to those of the larger US airlines, Delta, American, United and Southwest balance the supportive rating factors, notwithstanding the strength of its credit metrics. The upgrade of the Speculative Grade Liquidity rating reflects the strong cash balance, the ability to generate recurring annual free cash flow of more than $300 million following 2017, the upsizing of the revolving credit facility to $425 million and a substantial base of unencumbered assets, anchored by more than 100 unencumbered Airbus A320 or A321 aircraft, many of which are less than four years old. The stable outlook reflects Moody's expectation of sustained demand for US domestic air travel and a continuing focus by JetBlue on achieving targeted returns on invested capital, which should allow the company to sustain its strong credit metrics. Moody's expects no upwards pressure on the rating for at least the next two if not three years. The ratings could be downgraded if unrestricted cash is sustained below $650 million or share repurchases are funded with debt. Sustained negative free cash flow could also weigh on the ratings as could Debt to EBITDA sustained above 3.5 times, EBIT to Interest below 3.5 times, an EBITDA margin of less than 17% or Retained Cash Flow to Net Debt of below 45%. While not expected, the creation of a hub in Boston or Fort Lauderdale by a larger competitor could also pressure the ratings as could the inability to increase fares when costs increase, whether fuel, labor or others. The following summarizes rating action: Upgrades: Issuer: JetBlue Airways Corp. -- Probability of Default Rating, Upgraded to Ba1-PD from Ba3-PD -- Speculative Grade Liquidity Rating, Upgraded to SGL-1 from SGL-2 -- Corporate Family Rating, Upgraded to Ba1 from Ba3 Assignments: Issuer: JetBlue Airways Corp. -- Senior Secured Bank Credit Facility, Assigned Baa3 (LGD 3) Outlook Actions: Issuer: JetBlue Airways Corp. -- Outlook, Remains Stable JetBlue Airways Corp., based in Long Island City, New York, operates a low-cost, point-to-point airline from its primary focus cities, New York from John F. Kennedy International airport, Boston, Fort Lauderdale and Los Angeles. JetBlue serves 101 cities with an average of 1,000 daily flights. The company reported revenue of $6.6 billion in the last 12 months to March 2017. The principal methodology used in these ratings was Global Passenger Airlines published in May 2012. JT TRANSIT: Amends Plan to Reduce Unsecureds' Recovery to 0.05% --------------------------------------------------------------- JT Transit, LLC, filed an amended disclosure statement dated June 8, 2017, a full-text copy of which is available at: http://bankrupt.com/misc/txwb16-51994-60.pdf Creditors in Class 5 - General Unsecured Creditors may elect, by making that election in writing on the Ballot cast in connection with this Plan, to receive either: (1) 0.05% of the allowed amount of those claims (i.e. an amount equivalent to 0.005 x allowed amount of claim), payable in equal monthly installments, beginning with the first month following the Effective Date and thereafter for 60 months total; or (2) alternatively, the Creditor may elect to reduce its claim to $1,000 and be paid in full under the treatment provided to Claimants in Class No. 4 - 1122(b) Convenience Class. Creditors in Class 4 are creditors holding allowed claims in the amount of $1,000 or less. The Debtor will pay the allowed amount of these claims in full according to the following payment schedule: (A) 1/2 of the allowed amount of each claim within 180 days of the Effective Date; and (B) the remaining 1/2 of each claim will be paid within 1 year of the Effective Date. The prior-filed Plan provided that Class 5 creditors may elect to receive either: 1% of the allowed amount of such claims, with payments made pro rata on a quarterly basis from a fund established by the Debtor remitting into such fund the sum of $100 per month for 60 months; or creditor may elect to reduce its claim to $1,000 and be paid in full under treatment provided to Claimants in Class No. 4. About JT Transit JT Transit, LLC, is a corporation based in San Antonio, Texas, which has been involved in the transportation and hauling industry since November, 2012. JT operates primarily in the State of Texas and, at times, in surrounding states, primarily transporting frac sand. JT operates up to 6 trucks and trailers at any given time. JT Transit, LLC, sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 16-51994) on Sept. 5, 2016. The petition was signed by Kenneth W Newman, member. The Debtor estimated assets at $100,000 to $500,000 and liabilities at $1 million to $10 million. The case is assigned to Judge Craig A. Gargotta. The Debtor is represented by Anthony H. Hervol, Esq. at the Law Office of Anthony H. Hervol. JUROMA PROPERTIES: July 27 Plan Confirmation Hearing Set -------------------------------------------------------- The Disclosure Statement explaining Juroma Properties, LLC, and Toz-Bel, LLC's Small Business Plan dated May 17, 2017, was conditionally approved by the bankruptcy judge. July 20, 2017, is fixed as the last day for filing and serving written objections to the Disclosure Statement and confirmation of the Plan. July 20 is also fixed as the last day for filing written acceptances or rejections of the Plan. A hearing will be held on July 27, at 11:00 a.m., for final approval of the Disclosure Statement, if a written objection has been timely filed, and for confirmation of the Plan. About Juroma Properties Juroma Properties, LLC and its affiliated debtors filed chapter 11 petitions (Bankr. D.N.J. Lead Case No. 16-17985) on April 26, 2016. The petitions were signed by Julio Maldonado, member. Juroma Properties estimated assets at $0 to $50,000 and liabilities at $500,001 to $1 million at the time of the filing. The Debtors are represented by David L. Stevens, Esq., at Scura, Wigfield, Heyer & Stevens. KURT KUHLMAN: Johnson Buying Berkshire Property for $174K --------------------------------------------------------- Judge Kathryn C. Ferguson of the U.S. Bankruptcy Court for the District of New Jersey will convene a hearing on July 18, 2017 at 10:00 a.m. to consider Kurt Kuhlman's private sale of real property located at 107 Akins Road, Berkshire, New York, to Mark Johnson for $174,000, subject to overbid. The objection deadline is July 11, 2017. One of the significant assets of the Debtor's estate consists of his ownership interest in the property at Berkshire, New York (the "Property"). On Schedule D of his petition, the Debtor lists Bank of America Home Loans ("BOA") as having a secured claim in the amount of approximately $50,000. On May 3, 2017, the Court entered an order authorizing the retention of NY Land Quest, LLC, to assist the Debtor in marketing and selling the Property. After marketing the Property, the Debtor's realtor garnered an offer from the Buyer to purchase the Property. The Debtor engaged in arm's-length negotiations with the Buyer pursuant to which the Debtor agreed to sell the Property to the Buyer for $174,000, free and clear of any liens, claims, interests and encumbrances, pursuant to the terms of the proposed Agreement of Sale. Despite the best efforts by the Debtor to assist in the marketing and sale of the Property, the Buyer has been the only party to be forthcoming with a firm offer despite showings to other prospective buyers. After carefully evaluating the Buyer's offer and the potential for additional offers, the Debtor has determined that the price offered by the Buyer is the highest and best price he can obtain for the Property under the circumstances. The salient terms of the Agreement of Sale are: a. Parties: The seller under the Agreement of Sale is Kurt Kuhlman and the Purchaser is Mark Johnson. b. Property: The land together with the buildings, structures and improvements thereon and the appurtenances thereto, situated at Tax map ID# part of 31.00-1-19.11 on the Tax Map for the Town of Berkshire, County of Tioga and State of New York and more commonly known as 107 Akins Road, Berkshire, New York. c. Purchase Price: $174,000 d. Deposit: The sum of $1,000 was paid by the Buyer, which will be held by the Buyer's attorney. e. "As Is, Where Is": The Buyer agrees to accept the Property in its "as is" condition. The Debtor makes no representations or warranties whatsoever. f. Court Approval: The sale of the estate's interest in the Property is subject to Court approval. A copy of the Agreement of Sale attached to the Motion is available for free: http://bankrupt.com/misc/Kurt_Kuhlman_57_Sales.pdf The breakdown of sale proceeds will be: i. Sale Price: $174,000 ii. Real Estate Broker's Commission: $12,180 iii. Subtotal: $161,820 iv. Less mortgage: $50,000 v. Net Proceeds to the Estate (estimated): $111,820 The Debtor will accept all higher and better offers on the estate's interest in the Property up to and including the hearing date. All bidders must have certified funds on the hearing date in order to bid. A notice of the private sale is being sent by the Bankruptcy Clerk, as to generate a court notice to all creditors. In addition, service will be effectuated on persons knowingly expressing an interest in the Property to the broker or who have filed a notice of appearance, in anticipation of receiving the highest and best offer. The Debtor says there is more than adequate business justification to sell the Property. Based upon an analysis of the Debtor's professionals, the sale of the Property to the Buyer, pursuant to the terms and conditions set forth in the Agreement of Sale, is in the best interest of the estate. Without any other potential buyers, it is unlikely the estate would receive any benefit from further attempts to market and sell the Property. Here, the sale price is greater than the aggregate amount of any liens on the Property. The Debtor asks the Court to waive the 14-day stay under Bankruptcy Rule 6004(h) so that the Debtor and the Buyer can close the proposed Sale Transaction as soon as possible after the entry of the Sale Order. Kurt M. Kuhlman sought Chapter 11 protection (Bankr. D.N.J. Case No. 17-10431) on Jan. 9, 2017. Counsel for the Debtor: Brian W. Hofmeister, Esq. LAW FIRM OF BRIAN W. HOFMEISTER, LLC 3131 Princeton Pike Building 5, Suite 110 Lawrenceville, NJ 08648 Telephone: (609) 890-1500 Facsimile: (609) 890-6961 E-mail: bwh@hofmeisterfirm.com LA SABANA: July 12 Disclosure Statement Hearing ----------------------------------------------- A hearing on approval of disclosure statement explaining La Sabana Development LLC's plan of reorganization is scheduled for July 12, 2017, at 09:00 a.m., to consider and rule upon the adequacy of the disclosure statement and the information contained therein, to consider objections to the disclosure statement, and such other matters as may properly come before the court. Objections to the form and content of the disclosure statement should be in writing and filed with the court and served upon parties in interest at their address of record not less than 14 days prior to the hearing. Objections not timely filed and served will be deemed waived. The Troubled Company Reporter has reported that the Fifth Amended Disclosure Statement explaining the Plan provides that Class 3 General Unsecured Claims -- totaling $639,487.63 -- are impaired by the Plan. This Class will not receive any distribution under the Plan. The Debtor's Plan of Liquidation will be funded with proceeds from the sale of its real estate property, as per the 363 motion filed on May 17, 2017. All of the proceeds received from said sale will be paid to secured creditor PRCI LOAN, LLC, who consented to the sale. The Fifth Amended Disclosure Statement is available at: http://bankrupt.com/misc/prb15-08743-143.pdf About La Sabana Development La Sabana Development LLC is a limited liability corporation, duly registered and authorized to do business in the Commonwealth of Puerto Rico. It is engaged in the business of developing residential units. La Sabana Development filed a Chapter 11 petition (Bankr. D.P.R. Case No. 15-08743) on Nov. 4, 2015. Cleofe Rubi-Gonzalez, president, signed the petition. The Debtor estimated assets and liabilities ranging from $10 million to $50 million. The case is assigned to Judge Mildred Caban Flores. The Debtor's counsel is Hector Eduardo Pedrosa Luna, Esq., at The Law Offices of Hector Eduardo Pedrosa Luna, in San Juan, Puerto Rico. LAMPLIGHT CONDOMINIUM: Taps Franklin Pilicy as Special Counsel -------------------------------------------------------------- Lamplight Condominium Association, Inc., seeks authority from the US Bankruptcy Court for the District of Connecticut to employ a special counsel. The Association seeks to employ the Law Office of Franklin G. Pilicy, P.C. as its special counsel for litigation and collection matters and other general counsel matters specifically related to Association activities. On behalf of the Association, the firm will: a. collect unpaid common charges and another sum due the Association; b. foreclose the Condominium Lien for unpaid common charges and other sums due the Association; c. review Condominium documents including declaration, by-laws and rules and regulation; d. amend and/or update Condominium documents; e. review changes to the Common Interest Ownership Act and how such changes will impact your Association; f. enforce Condominium documents including rules and regulations; g. review Contracts with service providers including landscaping, snowplowing, trash removal contracts; h. represent Associations when there is need to obtain a loan from a bank; and i. assist Board of Directors meetings and Unit Owner meetings, if requested. At present, the hourly rate for Frankin G. Pilicy PC is $250 per hour. Charles Ryan attests that Pilicy is a "disinterested person" within the meaning of 11 U.S.C. Sec. 101(14). The Counsel can be reached through: Charles Ryan, Esq. FRANKLIN G. PILICY PC 365 Main Street P.O. Box 760 Watertown, CT 06795-0760 Tel: 860-274-0018 Fax: 860-274-0061 Email: cryan@pilicy.com About Lamplight Condominium Association Lamplight Condominium Association, Inc., a non-stock corporation based in Connecticut, manages the common elements of Lamplight Condominiums located in East Hartford, Connecticut. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case No. 17-20078) on January 22, 2017, listing under $1 million in both assets and liabilities. The Debtor hired Grafstein & Arcaro, LLC as legal counsel, and Lloyd Langhammer, Esq., as special counsel. No examiner, trustee or committee has been appointed in the case. LANCASTER FINE: Hires EisnerAmper as Financial Advisors ------------------------------------------------------- Lancaster Fine Foods, Inc., and Earth Pride Organics, LLC, seek permission from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ EisnerAmper LLP as financial advisors. The Debtors require EisnerAmper to: a. assist the management team and other professionals, as necessary, with its liquidity, financial, operational and strategic planning including the development of a Chapter 11 strategy; b. develop and/or provide support in the development of a rolling cash flow budget and variance analysis; c. assist in the negotiations with the various stakeholders, including stockholders, creditors, employees, and other parties, as necessary; d. work with management and stakeholders to develop and negotiate a plan reorganization for the Debtors; e. assist in the administration of bankruptcy filings including Schedules of Assets and Liabilities Statement of Financial Affairs, the Initial Monthly Operating Report and Monthly Operating Reports; f. work with as Official Committee for Unsecured Creditors, if appointed, to facilitate the flow of information; g. provide additional assistance as directed by the Debtors' management, Board of Directors and legal counsel; and h. render any other requested services. EisnerAmper will be paid at these hourly rates: Partners/Principals/Managing Directors $460-$600 Directors/Managers?Senior Managers $275-$475 Paraprofessionals/Staff $125-$275 EisnerAmper's Robert D. Katz will lead the project. Mr. Katz's standard billing rate is $530 per hour. EisnerAmper has requested a post-petition retainer from the Debtors in the amount of $16,000 to which the Debtors consent. EisnerAmper will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert D. Katz, managing director of EisnerAmper 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. EisnerAmper may be reached at: Robert D. Katz EisnerAmper LLP One Logan Square, Suite 3000 130 North 18th Street Philadelphia, PA 19103-2757 Tel: (215) 881-8800 Fax: (215) 881-8801 About Earth Pride and Lancaster Fine Foods Earth Pride Organics, LLC -- http://earthprideorganics.com-- is a family owned holding company that includes American Specialty Foods, Lancaster Fine Foods, EPX Trucking and CO Nolt's Bakery Supply. Headquartered in Lancaster, Pennsylvania, each EPO subsidiary shares the commonality of specialty food and creates a vertically integrated organization. Lancaster Fine Foods, Inc. -- http://www.lancasterfinefoods.com-- manufactures and sells food, offering barbecue sauces, mustards, salsas, marinades, hot sauces, chutneys, cheese spreads, and other common condiments. Earth Pride and Lancaster Fine Foods sought Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case Nos. 17-13816 and 17-13819) on May 31, 2017, each estimating assets and liabilities between $1 million and $10 million. The petitions were signed by Michael S. Thompson, managing member. Judge Eric L. Frank presides over the cases. Paul Brinton Mashchmeyer, Esq., at Maschmeyer Karalis P.C., serves as the Debtors' bankruptcy counsel. LANCASTER FINE: Hires Maschmeyer Karalis as Counsel --------------------------------------------------- Lancaster Fine Foods, Inc., and Earth Pride Organics, LLC, seek permission from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ Maschmeyer Karalis PC as counsel. The Debtors require Maschmeyer Karalis to: a. advise the Debtors of their rights, powers, and duties as debtors-in-possession in continuing to operate and manage their assets; b. advise the Debtors concerning, and assist in the negotiation and documentation of the use of cash collateral and/or debtor-in-possession financing, debt restructuring and related transactions; c. review the nature and validity of agreements relating to the Debtors' businesses and advise the Debtors in connection therewith; d. review the nature and validity of liens, if any, asserted against the Debtors and advise as to the enforceability of such liens; e. advise the Debtors concerning the actions they might take to collect and recover property for the benefit of their estates; f. prepare on the Debtors' behalf all necessary and appropriate applications, motions, pleadings, orders, notices, petitions, schedules, and other documents, and review all financial and other reports to be filed in the Debtors' Chapter 11 cases; g. advise the Debtors concerning, and prepare responses to, applications, motions, pleadings, notices and other papers which may be filed in the Debtors' Chapter 11 cases; h. counsel the Debtors in connection with formulation, negotiation and promulgation of a plan of reorganization and related documents; and i. perform all other legal services for and on behalf of the Debtors, which may be necessary or appropriate in the administration of their Chapter 11 case. Maschmeyer Karalis will be paid at these hourly rates: Shareholders $530 Associates $315-$445 Paralegals $130 Prior to the filing of the Petition, Lancaster Fine Foods, Inc., paid Maschmeyer Karalis the sum of $50,000 as retainer from which $14,580.50 in Pre-petition fees and $3,447.96 in costs (includes the filing fee) were deducted leaving $31,971.54. Maschmeyer Karalis will also be reimbursed for reasonable out-of-pocket expenses incurred. Paul B. Maschmeyer, Esq., shareholder of Maschmeyer Karalis 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. Maschmeyer Karalis can be reached at: Paul B. Maschmeyer, Esq. Maschmeyer Karalis PC 1900 Spruce Street Philadelphia, PA 19103 Tel: (215) 546-4500 Fax: (215) 985-4175 About Earth Pride and Lancaster Fine Foods Earth Pride Organics, LLC -- http://earthprideorganics.com-- is a family owned holding company that includes American Specialty Foods, Lancaster Fine Foods, EPX Trucking and CO Nolt's Bakery Supply. Headquartered in Lancaster, Pennsylvania, each EPO subsidiary shares the commonality of specialty food and creates a vertically integrated organization. Lancaster Fine Foods, Inc. -- http://www.lancasterfinefoods.com-- manufactures and sells food, offering barbecue sauces, mustards, salsas, marinades, hot sauces, chutneys, cheese spreads, and other common condiments. Earth Pride and Lancaster Fine Foods sought Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case Nos. 17-13816 and 17-13819) on May 31, 2017, each estimating assets and liabilities between $1 million and $10 million. The petitions were signed by Michael S. Thompson, managing member. Judge Eric L. Frank presides over the cases. Paul Brinton Mashchmeyer, Esq., at Maschmeyer Karalis P.C., serves as the Debtors' bankruptcy counsel. MAGNUM MOVERS: Unsecureds to Recoup 25% Under Chapter 11 Plan ------------------------------------------------------------- Magnum Movers, LLC, filed with the U.S. Bankruptcy Court for the Western District of Texas a plan of reorganization and disclosure statement proposing to pay a 25% distribution of allowed general unsecured claims, to be distributed in quarterly payments out of future business operations. General unsecured creditors will receive 100% of their allowed claims in 48 equal monthly installments, due on the 25th day of the quarter, starting on the 25th of the month following the Effective Date and on the 25th of each quarter thereafter. There are only two claims in this class: James McKnight, Brown & Ortiz, PC, for legal services in the amount of $14,000 and Ray Arriola for mechanic services in the amount of $500. The total amount of $14,500 will be paid in monthly payments of $400 per month. Holders of priority tax claims will receive the present value of their claim, in regular installments paid over a period not exceeding five years from the order of relief. Select First Homes, LLC's secured claim in the amount of $109,013 is impaired. The Debtor disputes the amount owed and has causes of action against Claimant concerning the acquisition of the property. The Debtor valued the property on its schedules at $350,000. To the extent the claim is allowed, it will be amortized over 20 years at 6.5% fixed interest. The monthly payments in the approximate amount of $800 will be paid on the 15th day of the month and on the 15th day of each month thereafter until paid. DeAnn Lopez will retain her interest subject to re-vesting. Ms. Lopez will continue to operate the Debtor's business. Payments and distributions under the Plan will be funded from operations. A full-text copy of the Disclosure Statement dated June 9, 2017, is available at http://bankrupt.com/misc/txwb16-52753-25.pdf About Magnum Movers Magnum Movers, LLC, operates a furniture moving business in Bexar County, Texas. It purchased a property at 1604 Military Highway in San Antonio, Texas from Select First Homes, LLC, in 2015. Magnum was advised that the property was platted and zoned for commercial use, which was incorrect. Magnum has to spend several thousands of dollars so that it could operate its moving business on the property. Magnum Movers filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tex. Case No. 16-52753) on Dec. 2, 2016, disclosing less than $1 million in both assets and liabilities. The Debtor is represented by the Law Offices of Dean William Greer, Esq., in San Antonio, Texas. MAHOPAC FARMS: Intends to File Chapter 11 Plan by September 14 -------------------------------------------------------------- Mahopac Farms LLC asks the U.S. Bankruptcy Court for the Eastern District of New York to extend for an additional 90 days, the exclusive periods during which only the Debtor may file its plan of reorganization and solicit acceptances or rejections to the plan, through September 14 and November 13, 2017, respectively. The Debtor submits that it has operated a Key Food supermarket at 1001 Route 6, Mahopac, NY 10541 in the Lake Plaza Shopping Center, and has occupied the premises pursuant to a lease with Lake Plaza Shopping Center LLC. However, the Debtor contends that Lake Plaza has exercised its right of early termination of the Lease and provided the Debtor with six months' notice, demanding surrender of possession on April 30, 2017. The Debtor contends that it filed for Chapter 11 in order to maintain the status quo while it litigated the issue involving Lake Plaza's refusal to pay certain "Reimbursables" to which it is entitled. The Debtor also contends that it commenced an adversary proceeding challenging Lake Plaza's entitlement to terminate the Lease in view of its own anticipatory breach for failure to pay the "Reimbursables," or alternatively, seeking collection of the full extent and scope of the "Reimbursables." The Debtor claims that it has settled the dispute by agreeing to vacate the Premises -- the Debtor has recently vacated the Premises on June 15, 2017 -- in return for the payment of $500,000, and a reservation of rights with respect to the disputed portion of the "Reimbursables," which will be resolved through the pending adversary proceeding. In the meantime, the Debtor maintains that it is making preparation to propose a plan to deal with its remaining creditors in light of the store closure. As part of this process, the Debtor says it has moved to establish a bar date so that the extent of the claims will be known. Accordingly, the Debtor asserts that the plan cannot be finalized since the claims have not yet been filed and the final amount to be received from Lake Plaza is not yet resolved. While the Debtor believes that it is unlikely that any other entity will seek to file a plan, the Debtor claims, however, that maintaining an orderly process is necessary and that without the extension of the exclusive periods the case could become unsettled . A hearing will be held on August 1, 2017 at 10:30 a.m. to consider extension of the Debtor's exclusive periods. Any objections to the proposed extension must be filed no later than July 25. About Mahopac Farms LLC Mahopac Farms LLC operates the 24,000 square-foot Key Food supermarket located at the Lake Plaza Shopping Center in Mahopac, New York. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 17-40678) on February 16, 2017. The petition was signed by Mike Hassen, manager. Kevin J. Nash, Esq. at Goldberg Weprin Finkel Goldstein LLP as legal counsel. The case is assigned to Judge Elizabeth S. Stong. At the time of the filing, the Debtor disclosed $1.84 million in assets and $809,036 in liabilities. MAISON HUGO: Taps Pick & Zabicki as Legal Counsel ------------------------------------------------- Maison Hugo LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire Pick & Zabicki LLP to, among other things, give legal advice regarding its duties under the Bankruptcy Code, analyze claims of creditors, and assist in the preparation of a plan of reorganization. The hourly rates charged by the firm are: Partners $350 - $425 Associates $250 Paraprofessionals $125 Pick & Zabicki received a $10,000 retainer from Hugo Restaurant Consulting LLC, managing member of the Debtor. Douglas Pick, Esq., disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Douglas J. Pick, Esq. Eric C. Zabicki, Esq. Pick & Zabicki LLP 369 Lexington Avenue, 12th Floor New York, NY 10017 Phone: (212) 695-6000 Email: ezabicki@picklaw.net About Maison Hugo LLC Maison Hugo LLC, which operates a modern French brasserie, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-11554) on June 5, 2017. Florian Hugo, managing member, signed the petition. At the time of the filing, the Debtor estimated assets and liabilities of less than $50,000. MELINDA CORTEZ: Lee Buying San Francisco Property for $805K ----------------------------------------------------------- Melinda Bilgera and Alex C. Cortez ask the U.S. Bankruptcy Court for the Northern District of California to authorize the sale of real property commonly known as Unit 112 Russ Street, San Francisco, California, identified as Lot 276; Block 3731, to Mark Lee for $805,000, subject to overbid. A hearing on the Motion is set for July 15, 2017 at 10:00 a.m. The Debtors filed the bankruptcy case to stop the foreclosure sale scheduled on the Subject Property. They converted said Subject Property into a condominium building prepetition; the only work that remained outstanding on the condominium conversion project was the finalization and recording of CC&Rs and related condo-map. The CC&Rs and final condo map were recorded on Feb. 22, 2017 in the San Francisco Assessor-Recorder's office as Doc 2017-K4111072-00. As of the Feb. 22, 2017 recording date, 112-114A Russ Street was subdivided into the following four separate Parcel ID/ Lot-Block numbers: (i) Lot 276; Block 3731 ("112 Russ"); (ii) Lot 277; Block 3731; (iii) Lot 278; Block 3731; and (iv) Lot 279; Block 3731. These parties hold claims of lien against the Subject Property: a. Yeva, Inc., doing business as Saxe Mortgage Co., Record No. 2013-J645804, in the estimated amount of $1,498,680 as of March 7, 2017. b. Yeva, Inc., doing business as Saxe Mortgage Co., Record No. 2014-J894505, in the amount of $2,494,468 as of March 7, 2017. c. Ann La Morena Rohlin, Record No. 2015-K122503, in the amounto f $74,959 (Claim 4-1). d. Boris Govzman, Sofia Fridman and Natalie Govzman, Record No. 2016-K184188, in the amount of $130,000. e. Arcon Construction Corp., Record No. 2016-K222980, in the amount of $22,223. f. Franchise Tax Board Chief Counsel/Franchise Tax Board, Record No. 2016-K353319, in the amount of $4,486 (Claim 6-1). g. Greenbanker-Stanley Lo, Record No. 2017-K447905-00, in the amount of $5,075. Tim Brown is the Broker employed by the Chapter 11 estate of the Debtors and Debtors-in-Possession and principle of the brokerage firm Brown & Co. Regarding the 112 Russ, the total time on market was 151 days until they received the instant offer. For the three last weekends in May there was very little activity on this unit. The open house on May 14 had no prospective Buyers turn up. This led the Debtors to reduce the price of the unit, slightly by $15,000 from $840,000 to $825,000 on June 1, 2017. As a result of the recent price decrease two offers were received from different brokers. The first offer was for $840,000 however it required the sale of the Buyer's home in Oakland as a contingency of the purchase. The other offer was for $800,000 from a Buyer that had previously written an offer back in March at a price of $825,000 (when the list price was $885,000). The Sellers issued a Multiple Counter Offer to each Buyer. The Buyer with the higher price had a contingency involving testing the parking spaces. The Buyer did this whilst the counter offer was still active and unfortunately discovered his car would not fit in the available spaces. The Buyer withdrew his offer, not wishing to park his Tesla on the street. This left the other Buyer – Mr. Lee ("Nominee") as the only contender. Mr. Lee increased his offer to $805,000, and signed an As-Is Addendum, which the Sellers accepted subject to Court approval under the guidance of their broker. Mr. Lee, the Buyer/Nominee, is a single man and appears a solid Buyer, although he has a normal set of contingencies, including finance and inspection. He has demonstrated a lengthy interest in the property and will close the deal if the Court approves the sale. Thus, for the foregoing reasons, it is the Broker's professional opinion that the proposed transaction represents fair market value and more time on the market would not guarantee a higher price. The proposed purchase price if $805,000, with financing, "as is," free and clear of claims of lien and other interests, with a deposit figure already held in escrow in the amount of $10,000. The proposed all-cash purchase agreement details are the following: (i) initial deposit - $10,000; (ii) financing of New First Loan - $636,150; (iii) cash balance payable prior to close escrow - $158,850. The anticipated settlement/close date is the end of July 2017. The Estimated Seller's Statement anticipates proceeds of $756,584 payable to SAXE to pay down SAXE's senior and junior liens. The DIP proposes to have all net proceeds remain in the appropriate escrow or trust account, until the disputed lien controversies resolve, such that the DIP must obtain prior Court approval before making any distributions outside of the items identified in the Seller's Closing Statement any other "ordinary course" related transactional costs necessary to close the transaction. A copy of the Purchase Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Melinda_Cortez_112_Sales.pdf From said proceeds, the DIP proposes to pay the brokers' commissions of 5% split 50/50 between the buyers' broker and the sellers' broker. Additionally, as the Declaration of Melinda Cortez illustrates, there may exist certain statutorily "super-priority" local utility and city tax liens, which liens, if not already paid, would need to be paid out of escrow. Ms. Cortez estimates the total costs of said liens at $19,512 but maintains that said statutory liens were already paid in full pre-petition; indeed, the estimated closing statement from Old Republic Title Co. also appears to indicate the same. However, to the extent any of said liens remain outstanding, said liens would need to be paid out of escrow. Any and all parties are encouraged to overbid, pursuant to the schedule outlined in the accompany Notice and Opportunity for Overbid. It reasonable to anticipate overbids given the low level of comparable inventory in the South of Market space in San Francisco. Notice of Hearing on the Motion with opportunity for overbid has been served on the U.S. Trustee, all parties requesting special notice, and the creditor matrix. The Debtors respectfully submit that it is in the best interests of the estate to encourage overbids as to the Subject Property not at the cost of jeopardizing its sale as a whole. The Debtors asks the Court to waive the stay provisions of Bankruptcy rule 6004(h). Melinda Bilgera Cortez and Alex C. Cortez sought Chapter 11 protection (Bankr. N.D. Cal. Case No. 16-31253) on Nov. 20, 2016. The Debtors tapped Matthew D. Metzger, Esq., at Belvedere Legal, PC, as counsel. METRO HOUSING: Hires Nager Law as Counsel ----------------------------------------- Metro Housing Project LLC seeks authorization from the U.S. Bankruptcy Court for the District of Maryland to employ Alon J. Nager and Nager Law Group, LLC as counsel. The Debtor requires Nager Law to: (a) provide legal advice concerning the continued possession and management of its properties; (b) prepare all schedules and statements required by the Bankruptcy Code, Bankruptcy Rules or Local Bankruptcy Rules; (c) represent the Debtor in connection with any proceedings for relief from stay which may be instituted in this Court; (d) represent the Debtor at any meetings of creditors convened pursuant to Section 341 of the Bankruptcy Code; (e) prepare on behalf of the Debtor of all necessary applications, motions, answers, orders, reports and other legal papers and advice and assistance to and representation of the Debtor in preparing, filing and prosecuting a disclosure statement and plan under Chapter 11; (f) provide possible representation of the Debtor in collateral litigation before the Bankruptcy Court and other courts; and (g) provide other legal services, which may be necessary, and to generally represent, advise and assist the Debtor in carrying out its duties under the Bankruptcy Code. Nager Law will be paid at these hourly rates: Alon Nager $350 Attorneys $300 Paralegals $150 Support Staff $75 Nager Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Alon J. Nager, owner of Nager Law, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. Nager Law can be reached at: Alon J. Nager NAGER LAW GROUP LLC 8180 Lark Brown Road, Suite 201 Elkridge, MD 21075 Tel: (443) 701-9669 E-mail: alon@nagerlaw.com About Metro Housing Project LLC Metro Housing Project, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 17-17618) on June 2, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Alon Nager, Esq., at Nager Law Group. METROPARK USA: $12K Sale of Interchange Claim to Cranehill Okayed ----------------------------------------------------------------- Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York authorized Metropark USA, Inc.'s sale of its claims or rights to payment in connection with facts and rights ("Interchange Claim") at issue in the class action case pending as In re: Payment Card Interchange Fee and Merchant Discount Antitrust Litigation, MDL No. 1720 (E.D.N.Y.) to Cranehill Capital, LLC for $12,000. A hearing on the Motion was held on June 2, 2017 at which the Buyer appeared and offered a higher bid than Oak Point Partners, Inc.'s $10,000 offer for the Interchange Claims. The sale is free and clear of liens, claims, interests and encumbrances. The 14-day stay under Bankruptcy Rule 6004(h) is waived, for cause, and the Order is effective immediately upon its entry the Debtor's request to recover its reasonable, necessary costs and expenses of sale, including, without limitation, counsel fess related to making the Motion, from the sale proceeds is granted. Within 14 days of entry of the Order, the Debtor's counsel will file a Certification of the foregoing costs and expenses on notice to the Second Secured Lien Holders and, if the Second Secured Lien Holders do not file an objection to such Certification within 14 days after the filing of the Certification, the costs and expenses in the amount set forth in the Certification will be allowed pursuant to 11 U.S.C. Section 506(c), deducted from the sale proceeds and paid to counsel for the Debtor without further order of the Court. About Metropark USA Metropark USA, Inc. -- http://www.metroparkusa.com/-- is a Los Angeles retail chain with 70 stores in 21 states. Metropark was founded in 2004 to capitalize on the large Gen Y segment (the 25-35 year old customer) in demand for fashion-forward apparel and accessories. Its headquarters, distribution centers, and e-commerce site located in Los Angeles, California. Metropark filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 11-22866) on April 26, 2011. The Debtor disclosed total assets of $28,933,805 and total debt of $28,697,006 as of April 2, 2011. Ashford-Schael LLC is serving as counsel to the Debtor, with the engagement led by Courtney A. Schael, Esq., in Westfield, New Jersey. CRG Partners Group, LLC, is the Debtor's financial advisor. Great American Group Real Estate, LLC, doing business as GA Keen Realty Advisors, is the Debtor's special real estate advisor. Blakeley & Blakeley, LLP, in Irvine, Calif., is counsel to the Official Committee of Unsecured Creditors, with the engagement headed by Ronald A. Clifford, Esq. MINI MASTER: Master Group Buying Chevrolet Silverado Pickup for $2K ------------------------------------------------------------------- Mini Master Concrete Services, Inc., asks the U.S. Bankruptcy Court for the District of Puerto Rico to authorize the private sale of 2003 Chevrolet Silverado pickup, Serial No. 1GCEC14X03Z314550, to Master Group Corp. for $2,000. Objections, if any, must be filed within 21 days after service. The Debtor owns the unencumbered Vehicle for which it has no use and must be sold to maximize its estate in line with its Liquidating Plan and preclude its further deterioration. It has received an offer from the Buyer to purchase the Vehicle for $2,000, free and clear of any interest. The Buyer's president and principal shareholder, Eng. Ricardo Cardona, is married to Ana Maria Maldonado Taylor, daughter of Bess M Taylor Mitchell, the Debtor's principal shareholder. The Debtor considers the Buyer's offer to be reasonable and fair. Maintaining the Vehicle, not in use by the Debtor, is causing unnecessary administrative expenses such as security, insurance and property taxes, which are burdensome to the its estate. The Debtor must sell the Vehicle as expeditiously as possible, in order to maximize its value and avoid its deterioration, particularly considering that it is no longer in operations. Therefore, it is in the best interest of its estate and its creditors that the Vehicle be sold as proposed. The Purchaser can be reached at: MASTER GROUP CORP. 425 St. 693 PMB 240 Dorado, PR 00646-4802 Telephone: (787) 740-5254 About Mini Master Concrete Services On June 28, 1972, Mini Master Concrete Services, Inc., was incorporated under the laws of Puerto Rico, by late Eng. Victor S. Maldonado Davila, to be primarily engaged in the processing, production, and sale of ready-mixed concrete. In 1973, Mini Master made its first incursion in the aggregates business by leasing a property in Morovis, Puerto Rico, where it began a small and simple operation of sand extraction to provide its own raw materials for its concrete operations and those of its affiliate, Master Concrete Corporation. On Dec. 11, 2013, Mini Master and its affiliates, Master Concrete Corporation ("Master") and Master Aggregates Toa Baja Corporation ("Master Aggregates"), filed voluntary petitions for relief pursuant to Chapter 11 of the Bankruptcy Code with the Bankruptcy Court. The three cases were substantially consolidated, with Mini Master as the surviving entity in Case No. 13-10302 After the confirmation of the Debtor's Plan in said case, the Debtor opened another concrete plant in an effort to increase its revenues and comply with its consolidated confirmed Plan. Notwithstanding, the economic factors, coupled with 2016 as the worst year in concrete sales in Puerto Rico during the past 11 years, caused the Debtor to continue the difficulties to comply with its obligations in the ordinary course of business and with the payments under the Debtor's confirmed Plan. Accordingly, Mini Master pursued a second Chapter 11 case, filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 16-09956) on Dec. 22, 2016. The petition was signed by Carmen M. Betancourt, president. The Debtor disclosed total assets of $15.78 million and total liabilities of $5.46 million. Judge Mildred Caban Flores over the new case. Charles A. Cuprill, Esq., at PCS Law Offices, serves as counsel to the Debtor. On April 28, 2017, the Debtor filed a Chapter 11 plan and disclosure statement, which contemplates the sale of substantially all of the Debtor's assets. The plan proposes to pay Class 4 general unsecured creditors 1.75% of their claims from a $50,000 carve out to be reserved from the proceeds generated from the sale of the Debtor's assets. MOSAIC MANAGEMENT: Trustee Retains Bast Amron as Counsel -------------------------------------------------------- Margaret J. Smith, the Investment Trustee, named pursuant to the Mosaic Investment Trust Agreement, seeks approval from the US Bankruptcy Court for the Western District of Florida, West Palm Division, to retain BAST AMRON LLP as counsel to the Investment Trustee and Investment Trust nunc pro tunc to June 1, 2017. The professional services to be rendered by Bast Amron are: a) advise and assist the Investment Trustee in securing her rights and performing her duties under the Investment Trust Agreement; b) advise and consult with the Investment Trustee concerning various legal, financial and operational issues arising in the administration of the trust; c) advise and consult with the Investment Trustee concerning the trust beneficiaries' rights and remedies with regard to the assets of the trust; d) investigate, prosecute, defend and represent the Investment Trustee's interests in actions arising from or related to the trust assets, or in the recovery of potential assets of the Investment Trust; e) assist in the preparation of such pleadings, motions, notices and orders as are required for the orderly administration of the rights of the Investment Trust, Investment Trustee, and the trust beneficiaries; f) enforce and/or collect any judgments or settlements, holding title to the trust assets for the benefit of the trust beneficiaries and the preservation and protection of same in accordance with the Confirmation Order and Investment Trust Agreement; g) assist the Investment Trustee in creating reserves and making distributions to the trust beneficiaries based on their respective entitlement to receive distributions; h) assist the Investment Trustee in managing and administering the affairs of the trust, enter into and execute agreements, pay fees and expenses in connection with the trust, and maximize value of the trust assets; and i) perform such other services and take all other actions necessary to carry out the duties imposed on the Investment Trustee in the Investment Trust Agreement and as are in the best interests of the Investment Trustee and the trust beneficiaries. Bast Amron's partners currently bill at rates ranging from $410 to $525 per hour, its associates bill at rates from $175 to $395 per hour, and its paralegals and other billable staff from $75 to $230 per hour. Jeffrey P. Bast, Esq. attests that Bast Amron is a "disinterested person" as that term is defined under Sec. 101(14) of the Bankruptcy Court and as required for retention as Counsel to the Investment Trustee by Sec. 327 pf the Bankruptcy Code. The Firm can be reached through: Jeffrey P. Bast, Esq. BAST AMRON LLP SunTrust International Center One Southeast Third Avenue, Suite 1400 Miami, FL 33131 Tel: 305-379-7904 Fax: 305-379-7905 Email: jbast@bastamron.com About Mosaic Management Group Founded in 2001, Mosaic Management was a financial services organization that provided management oversight and administration services for portfolios of life insurance policies. Mosaic Alternative was established in the British Virgin Islands in 2003 under the name of Mosaic Caribe Ltd., with the model of promoting international sales of life settlement products to prospective investors. Mosaic was engaged in the business of buying existing life insurance policies, and then selling fractional interests in those policies to others. In the typical life settlement transaction, Mosaic purchased policies from the insureds for a cash settlement for an amount in excess of the contract's cash surrender value but less than its death benefit. To fund these purchases and its business operations, Mosaic sold fractionalized interests in the policies' future benefits to "investors" or "purchasers" -- i.e., Investors, Landau Investors, and Lapolla Investors. Mosaic Management Group, Inc., and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 16-20833) on Aug. 4, 2016. The petitions were signed by Charles Thomas Ryals, president and chief executive officer. Judge Erik P. Kimball presides over the case. The Debtors had the law firm of Berger Singerman LLP as general bankruptcy counsel when they sought bankruptcy protection. However, when Andrew Murphy assumed leadership of the Debtors, the Debtors terminated Berger Singerman and hired Tripp Scott, P.A., as general bankruptcy counsel. Furr & Cohen, P.A. is counsel to the Official Committee of Unsecured Creditors. Bast Amron LLP represents the Official Committee of Investor Creditors. MOSAIC MANAGEMENT: Trustee Retains GlassRatner as Financial Advisor ------------------------------------------------------------------- Margaret J. Smith, the Investment Trustee named pursuant to the Mosaic Investment Trust Agreement, seeks approval from the US Bankruptcy Court for the Western District of Florida, West Palm Division, to retain GlassRatner Advisory & Capital Group, LLC as financial advisor to the Investment Trustee and Investment Trust nunc pro tunc to June 1, 2017. The professional services to be rendered by GlassRatner are: a) assist the Investment Trustee in the implementation of and administration of those portions of the Plan to be performed by her; b) assist and cooperate with the Investment Trustee in the administration of the assets transferred to the Investment Trust, including prosecution of claims objections and preparation of necessary reports; c) assist the Investment Trustee with the review and analysis of the Debtors' records relating to avoidance actions and other potential causes of action as set forth in the Plan, and d) provide other agreed-upon services as requested by the Investment Trustee. The current standard hourly rates for GlassRatner consultants are: Alan R. Barbee Principal $450/hr. Teresa Licamara Senior Managing Director $350/hr. --- Senior Associates $240 to $350/hr. --- Associates $135 to $325/hr. Alan R. Barbee attests that the firm is "disinterested" as such term is defined in 11 U.S.C. Sec. 101(14), and has no connection with the Debtors, their creditors or any other party in interest. The Firm can be reached through: Alan R. Barbee GlassRatner Advisory & Capital Group LLC 1400 Centrepark Boulevard, Suite 860 West Palm Beach, FL 33401 Phone: (561) 932-0785 Mobile: (561) 398-2025 Email: abarbee@glassratner.com About Mosaic Management Group Founded in 2001, Mosaic Management was a financial services organization that provided management oversight and administration services for portfolios of life insurance policies. Mosaic Alternative was established in the British Virgin Islands in 2003 under the name of Mosaic Caribe Ltd., with the model of promoting international sales of life settlement products to prospective investors. Mosaic was engaged in the business of buying existing life insurance policies, and then selling fractional interests in those policies to others. In the typical life settlement transaction, Mosaic purchased policies from the insureds for a cash settlement for an amount in excess of the contract's cash surrender value but less than its death benefit. To fund these purchases and its business operations, Mosaic sold fractionalized interests in the policies' future benefits to "investors" or "purchasers" -- i.e., Investors, Landau Investors, and Lapolla Investors. Mosaic Management Group, Inc., and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 16-20833) on Aug. 4, 2016. The petitions were signed by Charles Thomas Ryals, president and chief executive officer. Judge Erik P. Kimball presides over the case. The Debtors engaged the law firm of Berger Singerman LLP as general bankruptcy counsel when they sought bankruptcy protection. However, when Andrew Murphy assumed leadership of the Debtors, the Debtors terminated Berger Singerman and hired Tripp Scott, P.A., as general bankruptcy counsel. Furr & Cohen, P.A. is counsel to the Official Committee of Unsecured Creditors. Bast Amron LLP represents the Official Committee of Investor Creditors. NATIONAL EVENTS: Falcon Seeks Approval to Seize Remaining Assets ---------------------------------------------------------------- Tom Corrigan, writing for The Wall Street Journal Pro Bankruptcy, reported that private equity firm Falcon Investment Advisors LLC is seeking court approval to seize the remaining assets of National Events Holdings LLC, saying it has been left holding the bag after pumping $44 million into the allegedly fraudulent event-ticketing business led by former New York math teacher Jason Nissen. According to the report, other lenders are also owed millions of dollars, but Falcon says many of them have already been able to recoup at least some of what they are owed. Falcon Strategic Partners IV LP, which also owns a minority stake in the ticketing business, hasn't been repaid a penny, the report related. Court papers show Falcon lent the company a total of $40 million in 2015 and another $4 million earlier this year, the report further related. Those amounts don't include fees, expenses and penalties the firm says it is also owed, the report said. About National Events National Events Holdings, LLC, et al., operate together a ticket broker and wholesale distributor of tickets for sporting and theatrical events that was formed in 2006. The Debtors provide ticketing services for all concert, theater and sporting event tickets, as well as various V.I.P. hospitality packages that deliver exclusive access to big name events, including hotels, celebrity meet and greets and exclusive parties. National Events Holdings, et al., filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 17-11556) on June 5, 2017. The Debtors are represented by Stephen B. Selbst, Esq., and Hanh V. Huynh, Esq., at Herrick, Feinstein LLP, in New York. NORTH COAST TOOL: June 23-26 Online Auction of Excess Equipment --------------------------------------------------------------- Judge Thomas P. Agresti of the the U.S. Bankruptcy Court for the Western District of Pennsylvania authorized North Coast Tool, Inc.'s auction sale of its excess equipment to be conducted by Mike Peterson Auction & Realty Service. The auction sale will take place online on June 23, 2017 to June 26, 2017. Advertisement of the auction will be made by Peterson in the manner customarily used to advertise equipment auctions. A list of the excess equipment to be sold attached to the Motion is available for free at: http://bankrupt.com/misc/North_Coast_83_Sales.pdf That the net proceeds of the auction, after payment of expenses directly related to the sale, will be distributed by Peterson to Northwest Bank to the extent of the outstanding indebtedness of the Debtor. Peterson will file a Report of Sale within 15 days of the conclusion of the auction. The Court will retain jurisdiction to the extent that there is any dispute over the propriety of the sale price or the propriety of the amounts paid to Northwest Bank and the application to the Debtor's outstanding obligation. About North Coast Tool North Coast Tool, Inc., is a Pennsylvania corporation, having a primary business address located at 2705 West 17th Street, Erie, Pennsylvania, engaged in certain manufacturing business. North Coast Tool sought Chapter 11 protection (Bankr. W.D. Pa. Case No. 17-10342) on April 5, 2017. Daniel P. Foster, Esq., at Foster Law Offices, is the Debtor's bankruptcy counsel. Michael Moore is the Debtor's accountant. No official committee of unsecured creditors has been appointed in the case. OASIS OUTSOURCING: Moody's Affirms B2 CFR; Outlook Stable --------------------------------------------------------- Moody's Investors Service affirmed Oasis Outsourcing Holdings, Inc.'s B2 Corporate Family Rating ("CFR") and upgraded the company's Probability of Default Rating ("PDR") from B3-PD to B2-PD. Concurrently, Moody's assigned a B1 rating to the company's proposed first lien term loan and revolving credit facility and a Caa1 rating to the proposed second lien term loan. The rating action follows Oasis' announcement of plans to refinance its debt structure to fund an acquisition and return capital to its existing shareholders, resulting in an increase in adjusted total leverage of roughly 1x to more than 6x (LTM as of April 2, 2017). The outlook remains stable. Despite the negative implications of a more aggressively levered capital structure, the affirmation of the B2 CFR reflects the company's still healthy free cash generation and Moody's expectation that the company will delever to under 6x over the next year. Additionally, the pending acquisition further enhances Oasis' scale and adds greater customer diversity to its business. The upgrade of the PDR reflects the proposed transition of Oasis's outstanding loans to a dual class of secured debt and the addition of first-loss support provided by the planned second lien facility. Moody's will withdraw the existing ratings on the company's first lien credit facilities upon completion of the planned financing. Moody's affirmed the following ratings: Corporate Family Rating-B2 Moody's upgraded the following ratings: Probability of Default Rating-Upgraded to B2-PD from B3-PD Moody's assigned the following ratings: $60 million First Lien Senior Secured Revolving Credit Facility expiring 2022, B1 (LGD3) $325 million First Lien Senior Secured Term Loan due 2023, B1 (LGD3) $85 million Second Lien Senior Secured Term Loan due 2024, Caa1 (LGD6) Outlook is Stable RATINGS RATIONALE The B2 CFR reflects Oasis' high pro forma leverage and limited scale relative to PEO industry leader Automatic Data Processing's ("ADP") TotalSource division and #2 player TriNet HR Corp. ("TriNet") in a highly competitive industry with relatively low barriers to entry. The rating also considers the risks related to Oasis' sizable revenue concentration in Florida, which accounts for about 25% of revenues, as well as the considerable turnover in the company's core small and medium-sized business customer base. However, the uncertainties associated with the company's credit profile are partially offset by the business visibility provided by Oasis' recurring revenue sales model and consistent net customer growth trends which have helped the company improve its market presence and generate healthy adjusted revenue growth (less wages, pass-throughs, and direct client expenses) over the last several years. This top-line expansion, coupled with modest capital expenditures, has also supported Oasis' healthy free cash flow production (before dividends) which should exceed 5% of total debt (Moody's adjusted) over the next 12-18 months. Oasis' good liquidity position is supported by an estimated $90 million in cash on the company's balance sheet (pro forma for the acquisition, dividend, and bank debt refinancing) and Moody's expectation that Oasis' will generate free cash flow before dividends of approximately $25 million over the next 12 months. The company's liquidity is also bolstered by an undrawn $60 million revolving credit facility. Borrowings under the credit facility are subject to a maximum net leverage ratio. Moody's expects Oasis to remain in compliance with this ratio over the next 12-18 months. The stable outlook reflects Moody's expectation that Oasis will generate mid-single digit sales growth over the next year driven by low single digit net new clients additions and expanding payrolls of existing clients. This enhanced scale should produce improving profit margins and free cash flow due to limited working capital and capital expenditure requirements while reducing debt to EBITDA (Moody's adjusted) to the high 5x level. What Could Change the Rating -- Up The rating could be upgraded if Oasis profitably expands its market share and follows a conservative financial policy of aggressively reducing debt and foregoing equity distributions. An upgrade may be considered if debt to EBITDA (Moody's adjusted) falls below 4.5x. What Could Change the Rating -- Down The rating could be downgraded if Oasis adopts more aggressive financial policies or experiences a weakening competitive position, as evidenced by flat revenues or declining margins, or fails to reduce debt such that debt to EBITDA (Moody's adjusted) is sustained above 6x. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Oasis provides outsourced human resource functions, including payroll, benefits acquisition, and regulatory compliance management, primarily to small and mid-sized businesses. In 2017, Moody's expects the company's pro forma revenues to approximate $345 million. OCEAN BLUE: Hires Robert S. Altagen as Counsel ---------------------------------------------- Ocean Blue Capital, LLC seeks authorization from the U.S. Bankruptcy Court for the Central District of California to employ the Law Offices of Robert S. Altagen, Inc., a Professional Corporation as counsel. The Debtor requires Altagen to: a. give the Debtor legal advice with respect to the Debtor's powers and duties as Debtor-in-Possession in the continued operation of the Debtor's business and management of the Debtor's property; b. consult with the Debtor, the United States Trustee and other parties-in-interest in the administration of the case; c. investigate the acts, conduct, liabilities, assets and financial condition of the Debtor, the operation of the Debtor's business and any other matter relevant to the case; d. prepare on behalf of the Debtor as Debtor-in-Possession all necessary applications, answers, motions, orders, reports and other legal papers; e. participate in the Debtor's formulation of a Plan of Reorganization and any amendments thereto, if so required, and to collect and file with the Court acceptances and/or rejections of said Plan(s); f. provide general legal representations of the Debtor in all aspects relating to the Debtor's bankruptcy proceeding; and g. perform other services as are appropriate regarding Altagen's capacity as counsel in this case. Altagen will be paid at these hourly rates: Robert S. Altagen $400 Attorney $225 Paralegal $150 The Debtor has agreed to pay Altagen an initial retainer of $7,500 which will be deposited into Altagen's Client Trust Fund. Robert S. Altagen, Esq., of the the Law Offices of Robert S. Altagen, Inc., a Professional Corporation, assured the Court that the firm does not represent any interest adverse to the Debtor and its estates. Altagen may be reached at: Robert S. Altagen, Esq. Law Offices of Robert S. Altagen, Inc., PC 1111 Corporate Center, Suite 201 Monterey Park, CA 91754 Tel: (323) 268-9588 Fax: (323) 268-8742 E-mail: robertaltagen@altagenlaw.com About Ocean Blue Capital, LLC Ocean Blue Capital, LLC filed a Chapter 11 bankruptcy petition (Bankr. C.D.Cal. Case No. 17-15725) on May 9, 2017. Robert S. Altagen, Esq., at the Law Offices of Robert S. Altagen, Inc., PC serves as bankruptcy counsel. The Debtor's assets and liabilities are both below $1 million. OCEAN RIG: Highland Won't Object to Cayman Proceedings Recognition ------------------------------------------------------------------ Ocean Rig UDW Inc., an international contractor of offshore deepwater drilling services, on June 19, 2017, disclosed that Highland Capital Management LP has advised the Company that it will not object to the recognition by the U.S. Bankruptcy Court of the provisional liquidation and scheme of arrangement proceedings (the "Cayman Proceedings") before the Grand Court of the Cayman Islands (the "Cayman Court") as foreign main or foreign nonmain proceedings. Highland has advised the U.S. Bankruptcy Court that it has terminated all discovery efforts and that it will not object to the recognition of the Cayman Proceedings of the Company and its subsidiaries, Drill Rigs Holdings Inc. ("DRH"), Drillships Financing Holding Inc. ("DFH"), and Drillships Ocean Ventures Inc., ("DOV," and together with UDW, DRH and DFH, the "Scheme Companies") at the recognition hearing scheduled for August 16, 2017 (the "Recognition Hearing"). As previously announced, the Company has settled with an ad hoc group of creditors of DRH who have acceded to the Restructuring Agreement dated March 23, 2017 (as amended from time to time, the "RSA") and fully support the proposed schemes of arrangement (the "Schemes") in respect of the Scheme Companies. As a result, no discovery is being undertaken in connection with the Recognition Hearing and the Scheme Companies are not aware of any party that intends to object to the recognition of the Cayman Proceedings by the U.S. Bankruptcy Court. Highland has reserved the right to challenge the Schemes in the Cayman Proceedings, to continue to appeal aspects of the order of the U.S. Bankruptcy Court granting provisional relief in favor of the Scheme Companies, and to object to any subsequent request in the Chapter 15 proceedings for an order giving full force and effect in the U.S. to the Schemes if sanctioned by the Cayman Court. The Company on June 19 disclosed that creditors holding in excess of 90% of the affected claims of each Scheme Company have signed or acceded to the RSA and support the Schemes. Of the approximately $3.7 billion of affected debt under the UDW Scheme, as of June 19, 2017 creditors holding no less than 94.42% of such debt have signed or acceded to the RSA and support the restructuring. Of the approximately $1.9 billion of affected debt under the DFH Scheme, as of June 19, 2017 creditors holding no less than 98.87% of such debt have signed or acceded to the RSA and support the restructuring. Of the approximately $1.3 billion of affected debt under the DOV Scheme, as of June 19, 2017 creditors holding no less than 97.07% of such debt have signed or acceded to the RSA and support the restructuring. Of the approximately $460 million of affected debt under the DRH scheme, as of June 19, 2017, creditors holding no less than 92.43% of such debt have signed or acceded to the RSA. The Schemes will affect only financial indebtedness. Operations will continue unaffected. Trade creditors and vendors will continue to be paid in the ordinary course of business and will not be affected by any of the Schemes. If the Schemes are sanctioned, the Scheme Companies will be substantially deleveraged through an exchange of approximately $3.7 billion principal amount of debt for (i) new equity of the Company, (ii) approximately $288 million of cash, and (iii) $450 million of new secured debt. Further Information Cayman Proceedings On May 22, 2017, the Scheme Companies issued a practice statement letter advising their affected creditors of their intention to schedule a hearing before the Cayman Court (the "Directions Hearing") for authority to convene meetings of creditors (the "Creditors Meetings") to consider the Schemes and for approval to circulate an explanatory statement (the "Explanatory Statement") to affected creditors to enable such creditors to make an informed decision about the merits of the Schemes. The Directions Hearing has been scheduled for July 11, 12 and 13, 2017. If authority is granted to convene the Creditors' Meetings, the Explanatory Statement will be provided to all affected creditors in advance of the meetings. The Creditors' Meetings are anticipated to be held approximately four weeks after the conclusion of the Directions Hearing. If the Schemes are approved by the requisite vote of the affected creditors at the Creditors' Meetings, a hearing to request final approval of the Schemes will be held before the Cayman Court on September 4, 5, and 6, 2017. George Economou, Chairman and CEO, commented: "The high level of support (over 90%) from creditors of each of the Scheme Companies and Highland's decision to drop its objections to recognition, is a testament to the fairness and robustness of our proposed restructuring plan. We are looking forward to completing the process and meeting the challenges of our competitive market with top tier operations, attractive assets and a healthy balance sheet, and to becoming the preferred drilling contractor for our customers." Simon Appell and Eleanor Fisher as JPLs of the Scheme Companies commented: "We are very pleased that Highland has withdrawn its objections to recognition of the Cayman Proceedings and that such a high level of creditor support has been obtained for this complex restructuring." Documents and further information relating to the Restructuring is available on a website maintained by Prime Clerk, the Company's Information Agent LLC at https://cases.primeclerk.com/oceanrig. About Ocean Rig UDW Inc. Ocean Rig. (NASDAQ: ORIG) -- http://www.ocean-rig.com/-- is an international offshore drilling contractor providing oilfield services for offshore oil and gas exploration, development and production drilling, and specializing in the ultra-deepwater and harsh-environment segment of the offshore drilling industry. On March 24, 2017, the Debtors filed winding up petitions with the Cayman Court and issued summonses for the appointment of joint provisional liquidators for the purpose of the Restructuring. By orders of the Cayman Court dated March 27, 2017, Simon Appell and Eleanor Fisher were appointed as the JPLs and duly authorized foreign representatives, and the Cayman Provisional Liquidation Proceedings were commenced. Simon Appell and Eleanor Fisher of AlixPartners, LLP, in their capacities, as the joint provisional liquidators and authorized foreign representatives, filed for Chapter 15 protection for Ocean Rig and its affiliates (Bankr. S.D.N.Y. Lead Case No. 17-10736) to seek recognition of the Cayman proceedings. The JPLs' U.S. counsel are Evan C. Hollander, Esq., and Raniero D'Aversa Jr., Esq., at Orrick, Herrington & Sutcliffe LLP, in New York. OGDENSBURG CITY: Moody's Lowers $3.3MM GOLT Rating to Ba1 --------------------------------------------------------- Moody's Investors Service has downgraded the city of Ogdensburg, NY's general obligation limited tax (GOLT) rating to Ba1 from Baa2, affecting $3.3 million in rated debt. The outlook remains negative. The downgrade to Ba1 is driven by the city's narrow financial position and the challenges it faces in achieving structurally balanced operations. The city's options for addressing the growing revenue/expenditure mismatch are limited as its property tax levy is constrained by the New York State constitutional tax limit and an already high tax rate for its area. The city is eligible to receive financial assistance from the NYS Financial Restructuring Board, which could provide some improvement to the city's weak operating flexibility, characterized by strained liquidity levels and reliance on annual cash-flow note borrowing. The rating also reflects the city's small tax base with a high percentage of tax-exempt property, below average wealth and income levels, and a growing debt burden that will pressure future budgets. Rating Outlook The negative outlook reflects Moody's expectations that the city will remain challenged to restore structural balance and rebuild financial flexibility. Factors that Could Lead to an Upgrade - Established trend of structurally balanced operations - Growth in reserves and liquidity resulting in greater financial flexibility Factors that Could Lead to a Downgrade - Further weakening of liquidity and reserves in fiscal 2017 - Failure to achieve structurally balanced operations in fiscal 2018 Legal Security The GOLT debt is secured by a general obligation pledge as limited by the Property Tax Cap - Legislation (Chapter 97 (Part A) of the Laws of the State of New York, 2011). Use of Proceeds Not applicable. Obligor Profile The city is located in St. Lawrence County along the Canadian border, one hour south of Ottawa, Canada. The city's population was 11,029 as of the 2014 Census estimate. Methodology The principal methodology used in this rating was US Local Government General Obligation Debt published in December 2016. OIL PATCH TRANSPORTATION: Taps Gerger Law Firm as Legal Counsel --------------------------------------------------------------- Oil Patch Transportation, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire The Gerger Law Firm PLLC to, among other things, give legal advice regarding its duties under the Bankruptcy Code, and assist in the preparation of a plan of reorganization. Alan Gerger, Esq., the attorney designated to represent the Debtor, will charge an hourly fee of $400. Paraprofessionals will charge $105 per hour. Prior to its bankruptcy filing, the Debtor paid the firm $10,000 as a retainer deposit. The firm does not represent any interest adverse to the Debtor or its bankruptcy estate, according to court filings. The firm can be reached through: Alan Sanford Gerger, Esq. The Gerger Law Firm PLLC 2211 Norfolk Houston, TX 77098 Tel: 713-300-1430 Fax: 888-317-0281 Email: asgerger@gerglaw.com About Oil Patch Transportation Oil Patch Transportation filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 17-80152) on May 16, 2017. The Company says it is a small business debtor as defined in 11 U.S.C. Section 101(51D). It was founded in 2006 and is engaged in the business of arranging transportation of freight and cargo. The Debtor serves the oil and gas industry in Brazoria County, Texas and the surrounding counties. The Debtor operates on a fiscal year of July through June. Gross income for fiscal year 2015 was $9,609,160, and for 2016, it was $4,998,418. Robert Smith, president, signed the petition. At the time of filing, the Debtor disclosed $2.87 million in total assets and $2.48 million in total liabilities. The case is assigned to Judge Marvin Isgur. ORAMA HOSPITALITY: Hires John W. Sywilok as Attorney ---------------------------------------------------- Orama Hospitality Group, Ltd seeks authority from the US Bankruptcy Court for the District of New Jersey to employ John W. Sywilok, Esq. and John W. Sywilok LLC as chapter 11 counsel. The firm will represent the Debtor in filing the Petition under Chapter 11 and do legal action to file a Plan of reorganization and to seek confirmation of the Plan. The Debtor has paid the sum of $11,700 as of June 6, 2017 as retainer. The firm will bill for its services at the rate of $400.00 per hour. John W. Sywilok, Esq. attests that his firm, its members, shareholders, partners, associated, officers and/or employees are disinterested under 11 U.S.C. Section 101(14). The Firm can be reached through: John W. Sywilok, Esq. JOHN W. SYWILOK LLC 51 Main Street Hackensack, NJ 07601 Tel: (201) 487-9390 E-mail: sywilokattorney@sywilok.com About Orama Hospitality Group Based in Edgewater, New Jersey, Orama Hospitality Group, Ltd. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 17-21720) on June 6, 2017. John W. Sywilok, Esq. at John W. Sywilok LLC represents the Debtor. At the time of the filing, the Debtor estimated its assets and liabilities under $1 million. ORANGE ACRES: Hires Stichter Riedel as Counsel ---------------------------------------------- Orange Acres Ranch Homeowners Association, Inc., seeks authorization from the U.S. Bankruptcy Court for the Middle District of Florida to employ Stichter, Riedel, Blain & Postler, PA as counsel, nunc pro tunc to May 18, 2017. The Debtor requires Stichter Riedel to: a. render legal advice with respect to the Debtor's powers and duties as debtor in possession, the continued operation of the Debtor's business, and the management of its property; b. prepare on behalf of the Debtor necessary motions, applications, orders, reports, pleadings, and other legal papers; c. appear before the Court and the United States Trustee to represent and protect the interests of the Debtor; d. assist with and participate in negotiations with creditors and other parties in interest in formulating a plan of reorganization, draft such a plan and a related disclosure statement, and take necessary legal steps to confirm such a plan; e. represent the Debtor in all adversary proceedings, contested matters, and matters involving administration of this case; f. represent the Debtor in negotiations with potential financing sources and preparing contracts, security instruments, or other documents necessary to obtain financing; and g. perform all other legal services that may be necessary for the proper preservation and administration of this Chapter 11 case. The Debtor has agreed to compensate Stichter Riedel on an hourly basis in this case in accordance with Stichter Riedel's ordinary and customary rates which are in effect on the date the services are rendered, subject only to approval of this Court. Prior to the Petition Date, Stichter Riedel received the sum of $15,000 from the Debtor. Stichter Riedel will also be reimbursed for reasonable out-of-pocket expenses incurred. Scott A. Stichter, Esq., at the law firm of Stichter Riedel Blain & Postler, P.A., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Stichter Riedel may be reached at: Scott A. Stichter, Esq. Stichter Riedel Blain & Postler, P.A. 110 East Madison Street, Suite 200 Tampa, FL 33602 Tel: (813) 229-0144 Email: sstichter@srbp.com About Orange Acres Ranch Homeowners Orange Acres Ranch Homeowners Association, Inc., is listed as a Florida Not For Profit Corporation, which owns and operates a mobile home park known as Orange Acres Ranch. The Park consists of 210 lots, including 73 unimproved lots. The Park amenities include a clubhouse and swimming pool. Orange Acres Ranch Homeowners Association filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-04326) on May 18, 2017. The petition was signed by Brent Geary, president. At the time of filing, the Debtor estimated assets and liabilities of $1 million to $10 million. The case is assigned to Judge Michael G. Williamson. The Debtor is represented by Scott A. Stichter, Esq., at Stichter Riedel Blain & Postler, P.A. PARAGON OFFSHORE: Taps Korn Ferry as Executive Search Advisors -------------------------------------------------------------- Paragon Offshore PLC and its affiliated debtors seek permission from the US Bankruptcy Court for the District of Delaware, to employ Korn Ferry International, Inc. as executive search advisors to the Debtors nunc pro tunc to May 5, 2017, to identify and retain six new directors for the Board of Reorganized Paragon and in accordance with the terms and conditions set forth in that certain engagement letter dated as of June 6, 2017. The Debtors require Korn Ferry to: (a) identify qualified candidates based on defined criteria and competencies; (b) screen and interview candidates; (c) present Paragon with information on the best-qualified candidates; (d) conduct reference checks on successful candidates; and (e) facilitate offer negotiations. Korn Ferry shall be entitled to a fixed fee of $300,000 for the search for six members of the Board of Directors of Paragon Offshore Limited, plus a flat service fee of $18,000 relating to search services. Korn Ferry may assist with the search for a CEO and/or CFO, and shall be entitled to a fee of 25% of the first-year cash compensation of such CEO and/or CFO. In addition, Korn Ferry shall be entitled to reimbursement for its reasonable and documented out-of-pocket expenses such as candidate and consultant travel, accommodations and video conferencing. Robert Hallagan, Vice Chairman and Co-Leader of the Board Services Practice, attests that Korn Ferry is a "disinterested person" as that term is defined in Sec. 101(14) of the Bankruptcy Code. The Firm can be reached through: Robert Hallagan Korn Ferry International, Inc. One International Place 10th Floor, Suite 1020 Boston, MA 02110 Phone: 617-790-5790 Email: robert.hallagan@kornferry.com About Paragon Offshore Houston, Texas-based Paragon Offshore plc (OTC: PGNPQ) -- http://www.paragonoffshore.com/-- is a global provider of offshore drilling rigs. Paragon is a public limited company registered in England and Wales. Paragon Offshore Plc, et al., filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10385 to 16-10410) on Feb. 14, 2016, after reaching a deal with lenders on a reorganization plan that would eliminate $1.1 billion in debt. The petitions were signed by Randall D. Stilley as authorized representative. Judge Christopher S. Sontchi is assigned to the cases. The Debtors reported total assets of $2.47 billion and total debt of $2.96 billion as of Sept. 30, 2015. The Debtors engaged Weil, Gotshal & Manges LLP as general counsel; Richards, Layton & Finger, P.A. as local counsel; Lazard Freres & Co. LLC as financial advisor; Alixpartners, LLP, as restructuring advisor; PricewaterhouseCoopers LLP as auditor and tax advisor; and Kurtzman Carson Consultants as claims and noticing agent. No request has been made for the appointment of a trustee or an examiner in the cases. On Jan. 27, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Paul, Weiss, Rifkind, Wharton & Garrison LLP serves as main counsel to the Committee and Young Conaway Stargatt & Taylor, LLP acts as co-counsel. The committee retained Ducera Partners LLC as financial advisor. Counsel to JPMorgan Chase Bank, N.A. (a) as administrative agent under the Senior Secured Revolving Credit Agreement, dated as of June 17, 2014, and (b) as collateral agent under the Guaranty and Collateral Agreement, dated as of July 18, 2014, are Sandeep Qusba, Esq., and Kathrine A. McLendon, Esq., at Simpson Thacher & Bartlett LLP. PJT Partners serves as its financial advisor. Delaware counsel to JPMorgan Chase Bank, N.A. are Landis Rath & Cobb LLP's Adam G. Landis, Esq.; Kerri K. Mumford, Esq.; and Kimberly A. Brown, Esq. Counsel to Cortland Capital Market Services L.L.C. as administrative agent under the Senior Secured Term Loan Agreement, dated as of July 18, 2014, are Arnold & Porter Kaye Scholer LLP's Scott D. Talmadge, Esq.; Benjamin Mintz, Esq.; and Madlyn G. Primoff, Esq. Delaware counsel to Cortland Capital Market Services L.L.C. are Potter Anderson & Corroon LLP's Jeremy W. Ryan, Esq.; Ryan M. Murphy, Esq.; and D. Ryan Slaugh, Esq. Counsel to Deutsche Bank Trust Company Americas as trustee under the Senior Notes Indenture, dated as of July 18, 2014, for the 6.75% Senior Notes due 2022 and the 7.25% Senior Notes due 2024, are Morgan, Lewis, & Bockius LLP's James O. Moore, Esq.; Glenn E. Siegel, Esq.; and Joshua Dorchak, Esq. Freshfields Bruckhaus Deringer LLP serves as legal counsel to the Term Loan Agent and FTI Consulting, Inc. serves as its financial advisor. * * * Under the Consensual Plan of Reorganization announced May 2, 2017, approximately $2.4 billion of previously existing debt will be eliminated in exchange for a combination of cash and to-be-issued new equity. If confirmed, the Secured Lenders will receive their pro rata share of $410 million in cash and 50% of the new, to-be-issued common equity, subject to dilution. The Bondholders will receive $105 million in cash and an estimated 50% of the new, to-be-issued common equity, subject to dilution. The Secured Lenders and Bondholders will each appoint three members of a new board of directors to be constituted upon emergence of the Company from bankruptcy and will agree on a candidate for Chief Executive Officer who will serve as the seventh member of the board of directors of the Company. As a necessary component of the Consensual Plan, Paragon Offshore filed before the High Court of Justice, Chancery Division, Companies Court of England and Wales an application for administration in the United Kingdom and sought an order appointing two partners of Deloitte LLP as administrators of the company. The application was granted on May 23, 2017. Neville Barry Kahn and David Philip Soden were appointed Joint Administrators of Paragon Offshore Plc on May 23, 2017. The affairs, business and property of the Company are managed by the Joint Administrators. The Joint Administrators act as agents of the Company and contract without personal liability. Paragon Offshore said June 7, 2017, that the Bankruptcy Court has approved the company's consensual plan of reorganization. Under the Consensual Plan, which the company announced May 2,2017, Paragon's existing equity will be deemed worthless and the company's secured creditors and unsecured bondholders will receive equity in a new reorganized parent company. PARETEUM CORP: Registers 3.5 Million Shares Under 2017 LTIP ----------------------------------------------------------- Pareteum Corp filed with the Securities and Exchange Commission a Form S-8 registration statement to register 3,500,000 shares of common stock issuable under the Company's 2017 Long-Term Incentive Plan. The proposed maximum aggregate offering price is $2.52 million. A full-text copy of the prospectus is available at: https://is.gd/P8nufg About Pareteum Corp New York-based Pareteum Corporation (NYSEMKT: TEUM), formerly known as Elephant Talk Communications, Inc. -- http://www.pareteum.com/ -- is an international provider of business software and services to the telecommunications and financial services industry. Pareteum incurred a net loss of $31.44 million for the year ended Dec. 31, 2016, compared with a net loss of $5 million for the year ended Dec. 31, 2015. As of March 31, 2017, Pareteum had $13.10 million in total assets, $16.33 million in total liabilities and a total stockholders' deficit of $3.23 million. Squar Milner, LLP, in Los Angeles, California, 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, has an accumulated deficit of $287,080,234 and has negative working capital. This raises substantial doubt about the Company's ability to continue as a going concern. PARFUMS HOLDING: S&P Assigns 'B' CCR; Outlook Negative ------------------------------------------------------ S&P Global Ratings assigned its 'B' corporate credit rating on Stamford, Conn.-based Parfums Holding Co. Inc. The outlook is negative. S&P also affirmed 'B' corporate credit rating on Parfums Acquisition Company, Inc. and revised the outlook to negative. At the same time, S&P assigned its 'B' issue-level rating to the proposed $595 million first-lien credit facilities consisting of a $65 million senior secured revolving credit facility due in 2022 and a $530 million first-lien term loan due in 2024. The recovery rating is '3', reflecting S&P's expectation for meaningful (50%-70%, rounded estimate 50%) recovery in the event of a payment default. In addition, S&P assigned its 'CCC+' issue-level rating to the proposed $220 million second-lien term loan due 2025. The recovery rating is '6', reflecting S&P's expectation for negligible (0%-10%, rounded estimate 0%) recovery in the event of a payment default. S&P's ratings assume the transaction closes on substantially the terms presented to S&P. Pro forma funded debt outstanding is about $775 million. S&P expects to withdraw its corporate credit rating on Parfums Acquisition Company Inc. and issue-level ratings on the existing revolver and first-lien term loan once the transaction closes and its credit facilities have been repaid. "Our ratings on Parfums reflect the company's weak credit ratios, financial sponsor ownership, small scale, significant customer concentration, limited brand equity, and narrow business focus in the beauty and personal care industry," said S&P Global Ratings credit analyst Katherine Heng. Pro forma for the transaction, debt to EBITDA will be in the low-8x area compared to 3x as of March 31, 2017. Though S&P forecasts credit metrics will improve over the next 12 months through a combination of profit growth and debt reduction, S&P believes the financial sponsor, CVC Capital Partners, will shape the company's financial policy and operate with high leverage. S&P believes cash flow will be directed towards acquisitions rather than debt repayment. S&P's negative outlook reflects the potential for a lower rating over the next 12 months if Parfums does not improve its credit ratios, including sustaining debt to EBITDA below the mid-7x level. This could occur if there are unfavorable changes to the company's relationship with Wal-Mart or if competition from Parfums' larger peers intensifies. The outlook is negative, and reflects S&P's belief that while the company has executed well on its operating plans and generates good cash flow, there is the potential for a lower rating over the next 12 months if Parfums does not strengthen its credit ratios, including sustaining debt to EBITDA below the mid-7x area. S&P could lower the rating if operating performance deteriorates, leading to a material decline in EBITDA and free cash flow generation. This could occur if there are unfavorable changes to the company's relationship with Wal-Mart or if competition from Parfums' larger peers intensifies. S&P could also lower the rating if the company's financial policy becomes more aggressive, and the company does not improve its debt to EBITDA below the mid-7x area in the next 12 months. S&P could revise the outlook to stable if the company improves debt to EBITDA close to 7x through a combination of profit growth and debt reduction while maintaining free cash flow around $30 million to $40 million. S&P estimates that pro forma EBITDA would need to improve by about 15% or pro forma debt would need to be reduced by $100 million for the company to achieve debt to EBITDA in the 7x area. PATRIOT ONE: Has Until June 22 to Exclusively File Plan ------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Pennsylvania has extended, at the behest of Patriot One, Inc., the time in which only the Debtor may file its Disclosure Statement and Plan of Reorganization until June 22, 2017. As reported by the Troubled Company Reporter on May 25, 2017, the Debtor requested the Court to extend the time in which only the Debtor may file its Disclosure Statement and Plan of Reorganization by a period of 30 days. The Debtor has recently resolved a dispute with Cleveland Brothers Equipment Co., Inc., which resolution is important to the formation of a plan. Since the Court's approval of the settlement with Cleveland Brothers Equipment, the Debtor has been working on formulating and finalizing its Plan. Accordingly, the Debtor requires additional time to finalize its Plan of Reorganization. About Patriot One, Inc. Patriot One, Inc., filed Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 16-23160) on Aug. 26, 2016. The Petition was signed by David W. Yurkovich, Jr., President. At the time of filing, the Debtor had less than $50,000 in estimated assets and $500,000 to $1 million in estimated liabilities. The Debtor is represented by Robert O Lampl, Esq., at Robert O Lampl, Attorney at Law. The Debtor tapped David Manes, Esq., at Kraemer, Manes & Associates LLC as its a special counsel. The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Debtor's case. PERSONAL SUPPORT: Hires Friedman Schuman as Special Counsel ----------------------------------------------------------- Personal Support Medical Suppliers, Inc., et al., seek permission from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ Friedman, Schuman, Applebaum & Nemeroff, PC as special counsel. The Debtors tell the Court that they are not sufficiently familiar with the risk and consequence of negotiating healthcare contracts without the assistance of counsel. The Debtors require Friedman to provide proper legal counsel to the Debtors. Friedman lawyers and paraprofessionals who will work on the Debtors' cases and their hourly rates are: David A Applebaum, Esq. $395 Kerry S. Schuman, Esq. $415 Robert Alston, Esq. $350 Jeffrey S. Feldman, Esq. $355 Leona Mogavero, Esq. $340 Kathy Acosta, Paralegal $165 Prior to the filing of the bankruptcy case, Friedman represented the Debtors in various legal matters over the course of 14 years, and, as of the Petition Date, the Debtors owed $7,652.75 for these services. Prior to the filing, the Firm was paid $0 within the 90 days preceding the Petition Date. David A Applebaum, Esq., shareholder of Friedman, Schuman, Applebaum & Nemeroff, 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. Friedman is aware that the the Debtors will be unable to pay any fees to Friedman until further order of this court. Friedman can be reached at: David A Applebaum, Esq. Friedman, Schuman, Applebaum & Nemeroff, PC 101 Greenwood Avenue, 5th Floor Jenkintown, PA 19046 Phone: (215) 690-3805 Fax: (215) 635-7212 About Personal Support Medical Suppliers Personal Support Medical Suppliers, Inc., and Care for You Home Medical Equipment, LLC, doing business as Community Care Partners, are both home medical equipment organizations operating in the greater Philadelphia Region and New York with offices in Philadelphia and Seneca, Pennsylvania. The Debtors filed Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 17-12833 and 17-12836) on April 24, 2017. David Halooka, president, signed the petitions. At the time of filing, the Debtors each estimated assets and liabilities at $1 million to $10 million. The Hon. Ashely M. Chan is the case judge. Albert A. Ciardi, III, Esq., at Ciardi Ciardi & Astin, P.C., serves as counsel to the Debtors. The Debtors hired Momentum Advisors Services, LLC, Inc. as their financial advisor. No trustee, examiner or creditors' committee has been appointed in the Debtors' cases. PETTERS COMPANY: Fraud Suit vs. GE Finance Heads to Trial --------------------------------------------------------- Katy Stech, writing for The Wall Street Journal Pro Bankruptcy, reported that a lawsuit against General Electric Co.'s finance unit over its relationship with convicted businessman Thomas Petters, whose $40 billion empire collapsed in 2008, will move to trial as a result of a bankruptcy judge's ruling. According to the report, in a 34-page ruling, Judge Paul Hyman refused to dismiss a federal lawsuit that accused the General Electric unit of conspiring to commit fraud by keeping quiet in 2000 when its employees allegedly discovered that Mr. Petters was operating a Ponzi scheme. The dispute will head to a jury in a trial that has yet to be scheduled, the report related. The lawsuit was filed by two Florida hedge funds that lost about $650 million in the scheme, the report further related. Lawyers for the GE unit argued that Mr. Mukamal didn't have the authority to pursue the suit because the power to do so remained with another trustee who took over Mr. Petters' bankrupt companies. Judge Hyman rejected that argument in his ruling, the report said. About Petters Company Based in Minnetonka, Minn., Petters Group Worldwide LLC is a collection of some 20 companies, most of which make and market consumer products. It also works with existing brands through licensing agreements to further extend those brands into new product lines and markets. Holdings include Fingerhut (consumer products via its catalog and Web site), SoniqCast (maker of portable, WiFi MP3 devices), leading instant film and camera company Polaroid (purchased for $426 million in 2005), Sun Country Airlines (acquired in 2006), and Enable Holdings (online marketplace and auction for consumers and manufacturers' overstock inventory). Founder and chairman Tom Petters formed the company in 1988. Petters Company, Inc., is the financing and capital-raising unit of Petters Group Worldwide. Thomas Petters, the founder and former CEO of Petters Group, has been indicted and a criminal proceeding against him is proceeding in the U.S. District Court for the District of Minnesota. Petters Company, Petters Group Worldwide and eight other affiliates filed separate petitions for Chapter 11 protection (Bankr. D. Minn. Lead Case No. 08-45257) on Oct. 11, 2008. In its petition, Petters Company estimated its debts at $500 million and $1 billion. Parent Petters Group Worldwide estimated its debts at not more than $50,000. Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing business as Sun Country Airlines, Inc., and MN Airline Holdings, Inc., filed separate petitions for Chapter 11 bankruptcy protection(Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and 08-35198) on Oct.6, 2008. Petters Aviation is a wholly owned unit of Thomas Petters Inc. and owner of MN Airline Holdings, Sun Country's parent company. The Official Committee of Unsecured Creditors is represented by David E. Runck, Esq., Lorie A. Klein, Esq., at Fafinski Mark & Johnson, P.A. Trustee Douglas A. Kelley is represented by James A. Lodoen, Esq., Mark D. Larsen, Esq., Kirstin D. Kanski, Esq., Adam C. Ballinger, Esq., at Lindquist & Vennum LLP. PHILADELPHIA HEALTH: Has Until Aug. 27 to Exclusively File Plan --------------------------------------------------------------- The Hon. Magdeline D. Coleman of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania has extended, at the behest of North Philadelphia Health System, the exclusive period for the Debtor to propose a plan of reorganization until Aug. 27, 2017, and the period within which the Debtor can exclusively solicit acceptances of a plan until Oct. 26, 2017. The Debtor has until Aug. 27, 2017, to file either a plan or a motion to further extend the Debtor's exclusive periods setting forth cause for further extension. If a motion to further extend the Debtor's exclusive periods is filed, the hearing on that request will be held on Sept. 13 at 11:00 am. If no plan or further extension request is filed by Aug. 27, the Debtor's exclusive period to file a plan will expire. As reported by the Troubled Company Reporter on April 27, 2017, the Debtor sought the extension of the exclusive periods. The Debtor said that it has been in bankruptcy for approximately three months, but it has made significant progress in administering its Chapter 11 case, specifically, it has been engaged in extensive negotiations with its key creditors, and these negotiations have been time consuming and, in some instances, contentious -- unfortunately, not all creditors agree with the Debtor's proposed course of action. 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. PME MORTGAGE: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: PME Mortgage Fund Inc 40432 Big Bear Blvd Big Bear Lake, CA 92315 Type of Business: PME Mortgage Fund is a privately held company in Big Bear Lake, CA. PME Mortgage Fund is an affiliate of hard-money lender Pacific Mortgage Exchange, Inc., which has provided hard money loan programs for over 30 years. Pacific Mortgage Exchange on average gives a loan approval (or denial) within 24 hours of initial contact with a loan agent. Chapter 11 Petition Date: June 19, 2017 Case No.: 17-15082 Court: United States Bankruptcy Court Central District of California (Riverside) Debtor's Counsel: Derrick Talerico, Esq. David B. Zolkin, Esq. ZOLKIN TALERICO LLP 12121 Wilshire Blvd., Suite 1120 Los Angeles, CA 90025 Tel: 424-500-8552 E-mail: dtalerico@ztlegal.com dzolkin@ztlegal.com Estimated Assets: $10 million to $50 million Estimated Debt: $10 million to $50 million The petition was signed by Nicholas Rubin, chief restructuring officer. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/cacb17-15082.pdf Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Jerry and Florie Goulding Note Payable $412,848 PO Box 8173 Truckee, CA 96162 James and Samme McKain Note Payable $345,576 2730 Snow Cap CT Pinyon Hills, CA 92372 Thomas A Whittemore Note Payable $325,342 5022 Harlan DR Klamath Falls, OR 97603 Charles D Whittemore JR Note Payable $324,489 PO Box 7672 Klamath Falls, OR 97602 Hixon Family Trust Note Payable $322,784 c/o Pamela Hixson co-trustee 998 Grandview DR Ivins, UT 84738 Lon and Yolanda Remington Note Payable $229,834 Prince Family Revocable Trust Note Payable $215,612 Sandra Petrucelli Note Payable $210,972 Patricia Wild Note Payable $204,928 Robert Phipps Note Payable $197,102 George and Anita Hayek Contract $190,630 Trustees of Hayek Family Trust Butahn Backstrom Note Payable $187,065 Harvey Clarida Note Payable $185,049 Margaret Agee Note Payable $183,545 Kristy and Russell Cordell Note Payable $179,830 Kies Family Trust Note Payable $172,935 Kadrien Schilling Note Payable $168,663 Eileen Doerschler Note Payable $167,737 Allan and Rochelle Blair Note Payable $167,315 Linda Martin Note Payable $167,315 PRECISE CORPORATE: Amends Chapter 11 Plan of Liquidation -------------------------------------------------------- Precise Corporate Staging LLC, Dedicated Staging, LLC, and DavMar Investments, LLC, filed a first amended plan of liquidation and accompanying disclosure statement on June 9, 2017, a redlined version of which is available at: http://bankrupt.com/misc/azb16-14281-211.pdf The Debtors disclosed that Video West is an attractive potential purchaser in part because it is willing to buy the lighting, audio and visual equipment in bulk, reducing the cost to the Debtors' estate because the sale will not require a broker or liquidator. A bulk purchase is also advantageous because it can be done quickly, as opposed to over time, the Debtors said. The Debtors added that because the value of the equipment likely will not generate any return to any creditor outside of Western State Bank, the Debtors have permitted WSB to market the equipment to the extent it deems fit. Should WSB believe there is value in the equipment above the stalking horse of Video West, it can use use its right to credit bid for the equipment and post-acquisition market and sell it as it considers appropriate. If the sale of the equipment concludes without Video West acquiring the equipment and no auction takes place in all likehood due to a lack of qualified bidders, the Debtors will abandon the equipment to WSB, or transfer the equipment to WSB through an agreement. The Debtors said they have sought the employment of a commercial real estate broker, J&J Commercial Properties, Inc., to market and sell the Property, which has been listed and marketed for $2,950,000. The commission fee for the sale of the Property is 6%. Counsel for the Debtors hold a retainer since the Petition Date in the approximate amount of $36,349. WSB has contested the right of the Debtors to apply the retainer to satisfy its fee and costs awards in these bankruptcy cases. The Debtors said they hope to resolve the issues relating to the retainer with WSB during the liquidation of the assets of the Debtors. The Debtors also believe that the sale of the Property should generate proceeds sufficient to satisfy fee awards for the Debtors' counsel. If the Debtors are unable to come to an agreement with WSB on the retainer and the proceeds from the sale of the Property are not sufficient to satisfy the fees of counsel for the Debtors, then the Debtors will be compelled to litigate the retainer issues. The Debtors also disclosed that South Pacific Financial Corp. filed a claim relating to certain real property located in Pinal County because it appears Debra Busbey, although with no relationship to the Debtors, and unbeknownst to the Debtors, transferred property to the Debtors to avoid collection by South Pacific Financial Corp. Among other things, South Pacific Financial Corp. has agreed to withdraw its claim and the Debtors have agreed to allow relief from the automatic stay to pursue its rights and remedies under state law. The Debtors further disclosed that their principals, David and Marla Stern, filed for Chapter 7 bankruptcy protection in April 2017 (Case No. 17-04424). The Debtors said the Sterns have and will continue to serve the Debtors through the confirmation of the plan. 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. Precise Corporate Staging, et al., 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 Dec. 20, 2016. The cases are jointly administered. Precise Corporate's petition was signed by its managing member, Marla Stern. At the time of filing, Precise Corporate estimated assets of less than $100,000 and liabilities of $1 million to $10 million. The Debtors tapped John C. Smith, Esq., at Smith & Smith Law Offices, PLLC, as counsel. No trustee or examiner has been appointed in the Debtors' cases. PRIMELINE UTILITY: Moody's Revises Outlook to Neg. & Affirms B3 CFR ------------------------------------------------------------------- Moody's Investors Service changed its ratings outlook for PrimeLine Utility Services LLC to negative from stable, and affirmed all existing ratings, including the company's B3 Corporate Family Rating (CFR) and Caa1-PD Probability of Default Rating, as well as the B3 ratings for its senior secured credit facilities. The negative outlook primarily reflects the risk that recent weakness in operating performance and associated deterioration of credit metrics may continue in the second half of the year, according to the rating agency. Nonetheless, the rating affirmations reflect Moody's view that the fundamentals of the electrical transmission infrastructure industry remain relatively healthy, and further that underperformance in PrimeLine's key mid-Atlantic markets could be due to transitory factors. There have been recent indications that activity has begun to recover in these markets. If this trend persists, then the company should be to achieve stronger operating results and evidence credit metrics that are more in line with current ratings by the end of this year. However, if that does not occur, and weakness is expected to persist into 2018, Moody's suggested that PrimeLine's ratings could then be downgraded. Moody's took the following rating actions for PrimeLine Utility Services LLC: Corporate Family Rating, affirmed B3 Probability of Default Rating, affirmed Caa1-PD $60 million senior secured first lien Revolving Credit Facility due 2020, affirmed B3 (LGD3) $430 million ($424.49 million outstanding) senior secured first lien Term Loan B due 2022, affirmed B3 (LGD3) Outlook, changed to Negative from Stable RATINGS RATIONALE PrimeLine's B3 CFR broadly reflects the company's small scale and limited diversity, both geographically and from a service line perspective, and both of which have been factors in its recent weak operating performance. The company derives a majority of its revenue from electrical utilities, namely for transmission and distribution work, and is regionally concentrated in the mid-Atlantic, Northeast, Southern and central Midwest regions of the United States. Its operating earnings began to deteriorate in the second half of 2016, as transmission work in the mid-Atlantic region weakened due to a number of utilities diverting spending to other projects and due to M&A activity among utilities. As a result, Moody's adjusted leverage ratio was well in excess of the 6.0x downside ratings trigger for the LTM period ended March 31, 2017. It also exceeded this threshold on a pro forma basis, including the EBITDA from the Chainco and Safeway acquisitions which were completed in August 2016. Moody's believes that the recent weak trend in the company's earnings has likely continued in the second quarter and its key credit metrics will likely deteriorate further in the near term, but that the beginning of a potential recovery may come as soon as the second half of 2017. There are reasons to believe that PrimeLine's electrical transmission business could improve during the remainder of the year, based on recent indicators of improved activity and the favorable dynamics of the industry, which is supported by the aging of power lines and other infrastructure, and the trend towards outsourcing of maintenance work by utilities. This could support a return to earnings growth and credit metrics more in line with the B3 CFR. The company's adequate liquidity profile is supported by healthy cash balances and the expectation of modestly positive free cash flow in 2017. However, liquidity provisions are somewhat constrained by the company's limited ability to borrow funds under the revolver due to the probability that it would breach a covenant if utilization exceeds 30% of the facility commitment. Although unlikely in the near-term, the ratings could experience upward pressure if the company increases its scale and geographic diversification while maintaining strong margins, generates positive free cash flow and reduces its leverage ratio (Debt/EBITDA) to less than 4.0 times. Negative rating pressure could mount if deteriorating operating results, significant debt financed acquisitions or shareholder dividends result in funds from operations (cash flow from operations before working capital changes) remaining below 10% of outstanding debt or the leverage ratio persisting above 6.0 times. A significant reduction in borrowing availability or liquidity could also result in a downgrade. The principal methodology used in these ratings was Construction Industry published in March 2017. Headquartered in Seattle, Washington, PrimeLine Utility Services LLC is a domestically focused provider of design and engineering services, storm restoration services and the installation, maintenance and repair of transmission, substation and distribution infrastructure to electric utilities. Pro-forma for the most recent acquisitions of Chainco and Safeway, PrimeLine's revenue for the LTM ended March 31, 2017 was approximately $509 million. Private equity company First Reserve is the financial sponsor of PrimeLine. RACEWAY MARKET: Seeks August 27 Plan Solicitation Period Extension ------------------------------------------------------------------ Raceway Market Land, LLC requests the U.S. Bankruptcy Court for the Southern District of Indiana to extend the exclusive period in which Debtor may solicit acceptances to its First Amended Chapter 11 Plan of Reorganization for a period of 70 days from the current solicitation deadline of June 16, 2017 -- to and including August 27, 2017. The Debtor filed its Chapter 11 Plan of Reorganization on April 18, 2017, well within 120 days from the Petition Date. The Debtor believes that the requested extension is consistent with sound case management, and will allow its management and other parties in interest adequate time within which to focus on the development, negotiation and documentation of a confirmable plan of reorganization and solicitation of acceptances thereof. The Debtor tells the Court that it has been proceeding toward a sale or refinance of the property. The Debtor says it has filed a motion seeking the employment of CBRE to market the property. The Debtor adds that it has also been further investigating possibilities for auction of the property should CBRE not be successful. About Raceway Market Headquartered in Indianapolis, Indiana, Raceway Market Land, LLC, filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 16-09541) on Dec. 20, 2016, listing $4.25 million in total assets and $5.74 million in total liabilities. The petition was signed by Craig W. Johnson, president. Judge Robyn L. Moberly presides over the case. Andrew T. Kight, Esq., at Taft Stettinius & Hollister LLP serves as the Debtor's bankruptcy counsel. RENNOVA HEALTH: Falls Short of Nasdaq's Minimum Bid Price Rule -------------------------------------------------------------- Rennova Health, Inc., was notified by Nasdaq on June 12, 2017, that the bid price of the Company's common stock closed below the minimum $1.00 per share requirement for continued inclusion under Nasdaq Rule 5550(a)(2). In accordance with Nasdaq Rule 5810(c)(3)(A), the Company has 180 calendar days, or until Dec. 11, 2017, to regain compliance. If at any time before Dec. 11, 2017, the bid price of the Company's common stock closes at $1.00 per share or more for a minimum of 10 consecutive business days, the Company will regain compliance with the Rule. If the Company does not regain compliance by Dec. 11, 2017, an additional 180 days may be granted to regain compliance, so long as the Company meets The Nasdaq Capital Market initial listing criteria (except for the bid price requirement). As previously announced, the Securities Purchase Agreement, dated as of June 2, 2017, between the Company and the accredited investors party thereto, provides that the Company will hold a meeting of stockholders at the earliest practicable date to obtain stockholder approval of at least a 1-for-8 reverse split of the Company's common stock. Promptly following receipt of such stockholder approval, the Company will cause the reverse split to occur. Issuance of Common Stock Okayed Rennova held a special meeting of stockholders on June 16, 2017, at which the stockholders approved, for the purpose of Nasdaq Listing Rule 5635(d), the issuance of shares of the Company's common stock underlying Senior Secured Original Issue Discount Convertible Debentures and three series of Warrants issued by the Company pursuant to the terms of that certain Securities Purchase Agreement, dated as of March 15, 2017, and those certain Exchange Agreements, dated as of March 15, 2017, between the Company and the investors named therein, in an amount in excess of 19.99% of the Company's common stock outstanding before the issuance of such Senior Secured Original Issue Discount Convertible Debentures and Warrants. About Rennova Health Rennova Health, Inc. -- http://www.rennovahealth.com/-- provides industry-leading diagnostics and supportive software solutions to healthcare providers, delivering an efficient, effective patient experience and superior clinical outcomes. Through an ever-expanding group of strategic brands that work in unison to empower customers, it is creating the next generation of healthcare. Rennova Health reported a net loss of $32.61 million on $5.24 million of net revenues for the year ended Dec. 31, 2016, compared with a net loss of $35.96 million on $18.39 million of net revenues for the year ended Dec. 31, 2015. As of March 31, 2017, Rennova Health had $8.31 million in total assets, $73.64 million in total liabilities and a total stockholders' deficit of $65.33 million. Green & Company, CPAs, in Temple Terrace, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has significant net losses and cash flow deficiencies. Those conditions raise substantial doubt about the Company's ability to continue as a going concern. RGL RESERVOIR: S&P Lowers CCR to 'CCC-' on Weak Performance ----------------------------------------------------------- S&P Global Ratings lowered its long-term corporate credit rating on Calgary, Alta.-based RGL Reservoir Management Inc. to 'CCC-' from 'CCC+'. The outlook is negative. At the same time, S&P Global Ratings lowered its issue-level rating on RGL's first-lien term loan (the facility also includes a US$45 million revolver) to 'CC' from 'CCC'. The '5' recovery rating on the debt is unchanged, indicating modest (10%-30%; rounded estimate 20%) recovery in the event of a default. "The downgrade reflects our view that a default or a distressed exchange appears to be inevitable in the near term, absent unanticipated significantly favorable changes in the company's circumstances," said S&P Global Ratings credit analyst Abidali Maredia. S&P views RGL's existing capital structure as unsustainable and believe the company will likely pursue options to potentially restructure its balance sheet. The negative outlook reflects S&P's expectation that RGL could announce a distressed exchange or a restructuring. The negative outlook reflects S&P's view that RGL's liquidity will continue to deteriorate and that the company could announce a default or a distressed exchange over the next six months. S&P could lower its ratings on RGL if the company missed an interest payment or S&P expected a default to be a virtual certainty, regardless of the time to default. S&P views an upgrade as unlikely given the company's weak liquidity and unsustainable capital structure but S&P could consider it if favorable business conditions lead to cash flow generation that sufficiently covers the company's debt service obligations. -- S&P has completed its review and its '5' recovery rating on RGL's first-lien credit facility is unchanged. -- The recovery rating corresponds with a modest (10%-30%; rounded to 20%) recovery and an issue-level rating that is one notch below the long-term corporate credit rating on the company. -- Key factors that lead to the simulated default include continued weak oil prices that result in continued lower capital spending and delay in projects by E&P companies. -- S&P has valued the company on a going-concern basis using a 5.5x multiple of S&P's projected emergence EBITDA; S&P believes RGL's creditors would realize greater recovery through the company's sale or reorganization as a going concern rather than liquidation. -- In a default scenario, S&P assumes the company can no longer fund its debt obligations and capital expenditure requirements, and has exhausted available liquidity. -- Simulated year of default: 2017 -- EBITDA multiple: 5.5x -- Net enterprise value (after 5% administrative costs): C$111 million -- Valuation split in % (obligors/non-obligors): 100/0 ------------------------------------------------------- -- Collateral value available to secured creditors: C$111 million -- Secured first-lien debt claims: C$534 million -- Recovery expectations: 10%-30% (rounded estimate 20%) All debt amounts include six months of prepetition interest. RICE ENERGY: Moody's Puts B1 CFR on Review for Upgrade ------------------------------------------------------ Moody's Investors Service affirmed EQT Corporation's (EQT) Baa3 senior unsecured ratings. EQT's rating outlook remains stable. At the same time, Moody's placed under review for upgrade Rice Energy Inc.'s (Rice) ratings, including its B1 Corporate Family Rating (CFR), B1-PD Probability of Default Rating, and B3 senior unsecured notes ratings. Rice's SGL-2 rating remains unchanged. These rating actions were prompted by EQT's announcement that it will acquire Rice in a stock and cash transaction valued at $6.7 billion. EQT will also assume or refinance approximately $1.5 billion of net debt and preferred equity. Closing is expected in the fourth quarter of 2017, subject to each company's shareholder approval and customary regulatory and other closing conditions. "With the acquisition of Rice, EQT will enhance its Marcellus footprint in Pennsylvania and gain geographical diversification from Rice's Utica assets in Ohio," commented Amol Joshi, Moody's Vice President. "While the transaction is leveraging, the use of EQT's equity and balance sheet cash to partially fund the acquisition will mitigate some near-term deterioration in EQT's cash flow-based credit metrics." Issuer: EQT Corporation Ratings Affirmed: Senior Unsecured Regular Bonds/Debentures, Affirmed at Baa3 Senior Unsecured Medium-Term Note Program, Affirmed at (P)Baa3 Senior Unsecured Shelf, Affirmed at (P)Baa3 Outlook Action: Outlook, Remains Stable Issuer: Rice Energy Inc. Ratings On Review for Upgrade: Corporate Family Rating, Placed on Review for Upgrade, currently B1 Probability of Default Rating, Placed on Review for Upgrade, currently B1-PD Senior Unsecured Regular Bonds/Debentures, Placed on Review for Upgrade, currently B3 (LGD5) Ratings Unchanged: Speculative Grade Liquidity Rating, SGL-2 Outlook Action: Outlook, Changed to Ratings Under Review from Stable RATINGS RATIONALE The acquisition of Rice does not affect EQT's ratings despite the modest increase in leverage from Rice's debt, and from a potential cash outlay for the acquisition, assuming about 20% cash funding to acquire Rice equity. Moody's expects EQT's consolidated retained cash flow (RCF) to debt to deteriorate somewhat, but still remain at healthy levels. The acquisition provides strategic benefits, including increased reserves and production scale, consolidation of EQT's acreage footprint while providing some asset diversification into Ohio, and potential material operational and capital synergies including the ability to drill longer laterals. Nonetheless, the achievement of synergies will entail integration and execution risk in a volatile environment for natural gas prices. At the same time, significant growth in Marcellus and Utica natural gas production volumes, including the combined company's own production growth, could generate fundamental challenges with respect to takeaway capacity, basis differentials and marketing, in addition to continued pressure on natural gas prices due to supply demand imbalances. Finally, significant capital spending is required to support the pro forma company's expected growth trajectory, and this could strain EQT's balance sheet without sufficient retained cash flow or equity funding. Rice's rating review reflects Rice's expected improvement in credit profile as part of EQT, a company with significantly larger size and scale and a higher credit rating. At a minimum, EQT's acquisition of Rice is expected to give an uplift to Rice's ratings because of the strategic importance of the acquisition and significant portion of equity funding by EQT. The review will focus on the pro forma capital structure of the combined company, and whether Rice's debt is retired or remains outstanding. If Rice's debt is retired, Moody's will likely withdraw its ratings. In the event that Rice's' debt is not retired at or following the closing, the outcome of the review will depend upon whether or not the Rice debt is guaranteed by EQT, and if not guaranteed then the level of financial and operational disclosures available with respect to Rice following the close of the acquisition in order to maintain a rating. EQT's Baa3 rating reflects its high quality acreage position and low cost structure that allows it to replace production and reserves even in a weak natural gas price environment. The company's cost structure and overall credit profile benefit from the ownership of strategic transportation and storage assets through EQT Midstream Partners, LP (EQM, Ba1 stable), that move its production volumes to market at low cost. These midstream assets also have substantial asset value to support debt and generate third party cash flow. The company maintains good cash flow-based leverage metrics relative to its peers, although somewhat weakened by this acquisition. Moody's expects these metrics to remain healthy through 2017, supported by EQT's consistent hedging practices and multiple sources of capital to mitigate the risks of persistently low natural gas prices on its financial metrics. EQT has adequate liquidity to cover its anticipated capital spending in excess of operating cash flows and dividends into 2018. At March 31, 2017, the company had $899 million of total cash and cash equivalents, as well as full availability on its $1.5 billion committed revolving credit facility that matures in February 2019. Moody's expects some revolver drawings and usage of balance sheet cash to fund the cash portion of the Rice acquisition. Also, the company will likely generate negative free cash flow factoring in its 2017 capital spending budget; however, Moody's expects that funding requirement to be primarily met through future capital markets issuances, by accessing its revolver, or potential future non-core asset sales. EQT's credit facility contains a debt to capital limitation of 65%. The company was well within compliance of that covenant at 31 March 2017 and Moody's expects that to continue into 2018. As of March 31, 2017, EQM had full availability under its own $750 million revolving facility maturing in February 2019. EQT has no material debt maturities until 2018 when $200 million of 5.15% senior notes mature in March and $500 million of 6.5% senior notes mature in April. In terms of alternate sources of liquidity, EQT has substantial natural gas reserves and acreage which could be sold or borrowed against to provide additional liquidity if necessary. The company also could sell additional portions of its LP ownership in EQT GP Holdings, LP. EQT's rating outlook is stable. EQT's ratings could be upgraded if RCF/debt is sustained above 35% and the leveraged full cycle ratio (LFCR) is greater than 1.5x. EQT's ratings could be downgraded if RCF/debt is sustained below 25%. The principal methodology used in these ratings was Independent Exploration and Production Industry published in May 2017. EQT Corporation is an independent exploration and production (E&P) company focused in the Appalachian Basin. Rice Energy Inc. is an independent E&P company engaged in the acquisition, exploration and development of natural gas and oil properties in the Appalachian Basin. RICE ENERGY: S&P Puts 'B+' CCR on CreditWatch Positive ------------------------------------------------------ S&P Global Ratings placed its ratings, including the 'B+' corporate credit rating, on U.S.-based oil and gas exploration and production company Rice Energy Inc. on CreditWatch with positive implications. "The CreditWatch placement follows the announcement that Rice has entered into a definitive agreement to be acquired by U.S.-based oil and gas exploration and development company EQT Corp. for a purchase price of $6.7 billion," said S&P Global Ratings credit analyst Michael McConnell. The transaction expands EQT's footprint in the Marcellus and Utica shales which are adjacent to Rice Energy upstream and midstream assets. S&P expects the transaction to close in the fourth quarter of 2017. Following completion of the transaction, which S&P expects to occur in the fourth quarter of 2017, S&P expects to resolve the CreditWatch placement. Assuming the transaction closes and all debt at Rice Energy is repaid, S&P would likely raise the ratings on Rice Energy to bring them in line with the levels of EQT post-transaction. S&P would then withdraw all our ratings on Rice Energy, assuming all of its debt has been fully repaid. If the transaction does not close, S&P would likely affirm the current 'B+' corporate credit rating assuming operating performance and credit measures remain in line with S&P's expectations. RIO RANCHO: Hires Langley & Chang as Counsel -------------------------------------------- Rio Rancho Super Mall, LLC seeks authorization from the U.S. Bankruptcy Court for the Central District of California to employ the Law Offices of Langley & Chang as counsel. The Debtor requires Langley & Chang to: a. give advice and counsel to the Debtor in connection with legal issues, including the use, sale or lease of property of the estate, adequate assurance of utilities, use of cash collateral and post-petition financing, request for security interest, relief from the automatic stay, special treatment, payment of pre-petition obligations; b. negotiate with creditors holding secured and unsecured claims; c. prepare and present a plan of reorganization and disclosure statement; d. possible prosecution of claims of estate; e. object to claims as may be appropriate; and f. in general, act as counsel on behalf of the Debtor in any and all bankruptcy law and related matters which may arise in the course of this case. Langley & Chang lawyers and paraprofessionals who will work on the Debtor's case and their hourly rates are: Christopher Langley $425 Steven P. Chang $425 David Shevitz $325 Heidi Cheng $320 Paraprofessionals $150 Langley & Chang received $30,000 in funds prior to the Petition Date in connection with its representation of the Debtor. As of the Commencement of the case, Langley & Chang unused retainer balance remaining is $0. Steven P. Chang, Esq., principal at Law Offices of Langley & Chang, 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. Langley & Chang may be reached at: Steven P. Chang, Esq. Christopher Langley, Esq. Heidi Cheng. Esq. Law Offices of Langley & Chang 13200 Crossroads Parkway North, Suite 165 City of Industry, CA 91746 Tel: (626) 281-1232 Fax: (626) 281-2919 E-mail: schang@spclawoffice.com chris@langleylegal.com heidi@spclawoffice.com About Rio Rancho Super Mall, LLC Rio Rancho Super Mall, LLC filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 17-11053) on February 13, 2017. The Hon. Mark D. Houle presides over the case. The Law Offices of Langley & Chang represents the Debtor as counsel. The Debtor disclosed total assets of $7.65 million and total liabilities of $12.69 million. The petition was signed by Kwang S. Kim, manager. RXI PHARMACEUTICALS: Has Continuous Offering for 1.3M Shares ------------------------------------------------------------ RXi Pharmaceuticals Corporation filed a post-effective amendment no. 1 to its registration statement on Form S-1 and its registration statement on Form S-1MEF pursuant to the undertakings in the Registration Statements to update and supplement the information contained in the Registration Statements, which were previously declared effective by the Securities and Exchange Commission, on May 27, 2015. The Registration Statements registered the offer and sale of 2,600,000 units, at a public offering price of $4.00 per unit, consisting of one share of common stock, a 13-month overallotment purchase right to purchase one-half of one share of common stock at price of $4.55 per full share of common stock and a five-year warrant to purchase one-half of one share of common stock at price of $5.20 per full share of common stock. The Registration Statements also registered on a continuous basis 2,600,004 shares of common stock underlying shares of the Overallotment Purchase Rights and 2015 Warrants. During the year ended Dec. 31, 2015, 43,500 Overallotment Purchase Rights were exercised for gross proceeds of $198,000. The Company's remaining outstanding Overallotment Purchase Rights of 1,256,502 expired on July 2, 2016, and were not exercised. No additional securities are being registered under this Amendment. The Amendment was filed to (i) update the contents of the prospectus contained in the Registration Statements pursuant to Section 10(a)(3) of the Securities Act in respect of the continuous offering pursuant to Rule 415 of up to 1,300,002 shares of common stock of the Company issuable upon exercise of outstanding unexercised 2015 Warrants previously registered on the Registration Statements, (ii) incorporate certain information from the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2017 that was filed with the SEC on May 11, 2017, (iii) incorporate certain information from the Company's Annual Report on Form 10-K for the year ended December 31, 2016 that was filed with the SEC on March 30, 2017, (iv) incorporate certain information from the Company's Definitive Proxy Statement on Schedule 14A that was filed with the SEC on April 27, 2017, and (v) make an election to incorporate by reference information filed after the effective date of this Amendment pursuant to Item 12(b) of Form S-1 and make conforming changes to the undertakings included in Item 17 of this Amendment. The warrants have an exercise price of $5.20 and will expire five years from the date of issuance. The Company issued all of these warrants as part of a public offering that closed on June 2, 2015. No securities are being offered pursuant to this prospectus other than the 1,300,002 shares of the Company's common stock that will be issued upon the exercise of those warrants. The Company's common stock and warrants issued as part of an underwritten public offering that closed on Dec. 21, 2016, are currently listed on The NASDAQ Capital Market under the symbol "RXII" and "RXIIW", respectively. The closing price of the Company's common stock on June 15, 2017, as reported by NASDAQ, was $0.56 per share. A full-text copy of the amended prospectus is available at: https://is.gd/gm7s2M About RXi RXi Pharmaceuticals Corporation is a biotechnology company focusing on discovering and developing therapies primarily in the areas of dermatology and ophthalmology. The Company develops therapies based on siRNA technology and immunotherapy agents. Its clinical development programs include RXI-109, a self-delivering RNAi compound, which is in Phase IIa clinical trial that is used to prevent or reduce dermal scarring following surgery or trauma, as well as for the management of hypertrophic scars and keloids; and Samcyprone, an immunomodulation agent, which is in Phase IIa clinical trial for the treatment of various disorders, such as alopecia areata, warts, and cutaneous metastases of melanoma. The Company's preclinical program includes the development of products for ocular indications with RXI-109, including retinal and corneal scarring. Its discovery stage development programs include a dermatology franchise for the discovery of collagenase and tyrosinase targets for its RNAi platform; and ophthalmology franchise, a program for the discovery of sd-rxRNA compounds for oncology indications, including retinoblastoma. The company was incorporated in 2011 and is headquartered in Marlborough, Mass. RXi reported a net loss applicable to common stockholders of $11.06 million on $19,000 of net revenues for the year ended Dec. 31, 2016, compared to a net loss applicable to common stockholders of $10.43 million on $34,000 of net revenues for the year ended Dec. 31, 2015. As of March 31, 2017, RXi had $10.51 million in total assets, $2.26 million in total liabilities, all current, and $8.24 million in total stockholders' equity. SAEXPLORATION HOLDINGS: Michael Faust Named Lead Director --------------------------------------------------------- The Board of Directors of SaExploration Holdings, Inc., appointed Michael Faust as the lead independent director of the Board, as disclosed in a Form 8-K report filed with the Securities and Exchange Commission. Mr. Faust has served as a director of the Company and as a member of the Audit Committee of the Board since his appointment to the Board on Jan. 11, 2017. The lead independent director's responsibilities include, but are not limited to, (a) coordinating the activities of the independent directors, (b) setting the agenda for Board meetings in coordination with the Company's executive management, (c) chairing executive sessions of the independent directors of the Board, and (d) performing such other duties as are assigned to him from time to time by the Board. About SAExploration Holdings Based in Houston, Texas, SAExploration Holdings, Inc. (NASDAQ: SAEX) is an internationally-focused oilfield services company offering a full range of vertically-integrated seismic data acquisition and logistical support services in Alaska, Canada, South America, and Southeast Asia to its customers in the oil and natural gas industry. In addition to the acquisition of 2D, 3D, time-lapse 4D and multi-component seismic data on land, in transition zones between land and water, and offshore in depths reaching 3,000 meters, the Company offers a full-suite of logistical support and in-field data processing services. The Company operates crews around the world that are supported by over 29,500 owned land and marine channels of seismic data acquisition equipment and other leased equipment as needed to complete particular projects. SAExploration reported a net loss attributable to the Company of $25.03 million on $205.56 million of revenue from services for the year ended Dec. 31, 2016, compared to a net loss attributable to the Company of $9.87 million on $228.13 million of revenue from services for the year ended Dec. 31, 2015. As of March 31, 2017, SAExploration had $217.12 million in total assets, $169.67 million in total liabilities and $47.45 million in total stockholders' equity. * * * In June 2016, S&P Global Ratings lowered its corporate credit rating on SAExploration Holdings to 'CC' from 'CCC-'. At the same time, S&P lowered the issue-level rating on the company's senior secured notes to 'CC' from 'CCC-'. The outlook remains negative. The downgrade follows SAExploration's announcement that it plans to launch an exchange offer to existing holders of its 10% senior secured notes for shares of common equity and a new issue of second-lien notes. Following the rating action, S&P withdrew the corporate credit and issue-level ratings at the company's request. In September 2016, Moody's Investors Service withdrew SAExploration's 'Caa2' Corporate Family Rating and other ratings. SAEXPLORATION HOLDINGS: Will Pay $2.4M Executive Bonuses in Cash ---------------------------------------------------------------- The Board of Directors of SAExploration Holdings, Inc., determined that the entire amount of the cash performance awards for 2016 payable to Jeff Hastings, the Company's chief executive officer and chairman of the Board of Directors; Brian Beatty, the Company's chief operating officer; and Brent Whiteley, the Company's chief financial officer, general counsel and secretary, under their respective Amended and Restated Employment Agreements with the Company dated Aug. 3, 2016, will be paid by the Company in cash. It was previously anticipated that 33.33% of those awards ($321,029, $321,029 and $172,569 for Messrs. Hastings, Beatty and Whiteley, respectively) would be settled in equity of the Company. As a result, Messrs. Hastings, Beatty and Whiteley will receive, all in cash, total cash performance awards for 2016 of $963,087, $963,087 and $517,707, respectively. About SAExploration Holdings Based in Houston, Texas, SAExploration Holdings, Inc. (NASDAQ: SAEX) is an internationally-focused oilfield services company offering a full range of vertically-integrated seismic data acquisition and logistical support services in Alaska, Canada, South America, and Southeast Asia to its customers in the oil and natural gas industry. In addition to the acquisition of 2D, 3D, time-lapse 4D and multi-component seismic data on land, in transition zones between land and water, and offshore in depths reaching 3,000 meters, the Company offers a full-suite of logistical support and in-field data processing services. The Company operates crews around the world that are supported by over 29,500 owned land and marine channels of seismic data acquisition equipment and other leased equipment as needed to complete particular projects. SAExploration reported a net loss attributable to the Company of $25.03 million on $205.56 million of revenue from services for the year ended Dec. 31, 2016, compared to a net loss attributable to the Company of $9.87 million on $228.13 million of revenue from services for the year ended Dec. 31, 2015. As of March 31, 2017, SAExploration had $217.12 million in total assets, $169.67 million in total liabilities and $47.45 million in total stockholders' equity. * * * In June 2016, S&P Global Ratings lowered its corporate credit rating on SAExploration Holdings to 'CC' from 'CCC-'. At the same time, S&P lowered the issue-level rating on the company's senior secured notes to 'CC' from 'CCC-'. The outlook remains negative. The downgrade follows SAExploration's announcement that it plans to launch an exchange offer to existing holders of its 10% senior secured notes for shares of common equity and a new issue of second-lien notes. Following the rating action, S&P withdrew the corporate credit and issue-level ratings at the company's request. In September 2016, Moody's Investors Service withdrew SAExploration's 'Caa2' Corporate Family Rating and other ratings. SAN BERNARDINO, CA: Officially Exits Bankruptcy ----------------------------------------------- San Bernardino, California, is officially out of bankruptcy after five years, and on June 15, 2017, the city started payments to creditors under the terms of its bankruptcy exit plan that the court approved in January. "On June 15, 2017, San Bernardino officially exited bankruptcy. This is a major accomplishment for all of those who have sacrificed during the restructuring process. I am sincerely grateful for the patients, dedication and sacrifice made by our residents, creditors, employees, and businesses. We have laid the necessary foundation on which to continue rebuilding our City," Mayor R. Carey Davis said in a statement. "We now confidently look to the future for San Bernardino, focusing on achieving the goals we adopted in our strategic plan. This is a significant moment for our City; I look forward to continuing toward establishing San Bernardino as a place of hope and opportunity for the residents and stakeholders of this great City." The City Council is scheduled to vote June 21, 2017, on how to spend the city's still-limited revenue. The city is expected adopt a $160 million operating budget for the new fiscal year that begins July 1. The budget calls for $119.8 million in general fund spending, which results in a projected surplus of $108,600, and hits the target of a 15 percent reserve. "While the City's momentum has improved significantly, it would be overly optimistic to suggest that decades of decline can be reversed overnight. In fact, the City's Bankruptcy Plan of Adjustment is very realistic in showing only modest budgetary growth over the entire 20-year period," City Manager Mark Scott said in his budget message. "The proposed 2017-18 Budget is balanced and maintains the target 15% General Fund reserve. This needs to be understood, however, within the entire fiscal context. Among California's largest cities, San Bernardino is without doubt among the lowest in Government Revenues Per Capita and in City Employees Per Capita. Furthermore, our average household income is low and our poverty rate is high. Very frankly, to "catch up" with other communities, we will need to out-perform them with lesser resources. Those are the circumstances we face as we enter the new fiscal year. San Bernardino has great, positive momentum, but we also have lower than average resources, and we will have to operate within our means." About San Bernardino San Bernardino, California, filed an emergency petition for municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 12-28006) on Aug. 1, 2012. San Bernardino, a city of about 210,000 residents roughly 65 miles (104 km) east of Los Angeles, estimated assets and debt of more than $1 billion in the bare-bones bankruptcy petition. The city council voted on July 10, 2012, to file for bankruptcy. The move allowed San Bernardino to bypass state-required mediation with creditors and proceed directly to U.S. Bankruptcy Court. The city is represented that Paul R. Glassman, Esq., at Stradling Yocca Carlson & Rauth. San Bernardino joined two other California cities in bankruptcy: Stockton, an agricultural center of 292,000 east of San Francisco, and Mammoth Lakes, a mountain resort town of 8,200 south of Yosemite National Park. The City was granted Chapter 9 protection on Aug. 28, 2013. The City filed on May 14, 2015, a Plan to exit court protection. The Plan proposes to some bondholders a penny on the dollar but maintains pension benefits for retired city workers. The Plan proposes to make full payments into the pension fund run by California Public Employees' Retirement System. SCARBOROUGH & HARGETT: Trustee Selling All Assets for $275K ----------------------------------------------------------- John Paul H. Cournoyer, Trustee for Scarborough & Hargett Funeral Home, Inc., asks the U.S. Bankruptcy Court for the Middle District of North Carolina to authorize the sale of substantially all assets of the Debtor to Scarborough & Hargett Celebration of Life Center, Inc., for $275,000. Shortly after his appointment, the Trustee determined that the chapter 7 liquidation value for the Debtor's assets was approximately $231,381 calculated as follows: Cash (as of 2/28/2017) $100,399 A/R (as of 2/2/2017, discounted 30%) $ 79,102 Met Life stock $ 5,522 ($54 share price as of 3/15/2017) Furniture, equipment, supplies, and $ 5,000 other tangible personal property 6433 Guess Road (tax value) $ 24,340 Vehicles (value per balance sheet, $ 17,018 discounted 30%) -------- Total $231,381 The Trustee has also determined that the going concern value of the Debtor is largely contingent upon the involvement and reputation of its principals -- Mr. John C. Scarborough III and Ms. Queen M. B. Scarborough. He does not believe a third party would be willing to purchase the Debtor's assets for greater that the liquidation value, since the continued involvement of the Scarboroughs is essential to maintaining the company' operations and profitability. The North Carolina Department of Revenue ("NCDOR") asserts a secured claim in the bankruptcy case. However, the file-stamp on the docketed certificates of tax liability indicates that they were recorded on March 2, 2016, which is only nine days prior to the Petition Date. The Trustee contends that this secured claim is avoidable under 11 U.S.C. Section 547. Therefore, this secured claim is in bona fide dispute and there is a basis to sell the Debtor's assets free and clear of NCDOR's asserted lien. The Trustee is unaware of any other secured claims against the Debtor's assets, and there are no filed claims asserting any security interests except for the claim of NCDOR. The Debtor asks approval of the sale of substantially all of the Debtor's assets free and clear of all claims, liens encumbrances and interests. Subject to the Court's approval, the Trustee has entered into an Asset Purchase Agreement with the Purchaser to sell substantially all of the Debtor's assets for the principal sum of $275,000, plus an "earnout" expected to generate an additional $25,000 in funds for the bankruptcy estate. The Purchaser is an entity owned by the Scarboroughs. The Purchase Price will be paid as follows: (i) the sum of $75,000 will be paid in cash at Closing, and (ii) the remaining principal balance of $200,000 will be paid in 42 equal monthly installments, beginning on the later of (i) Aug. 1, 2017, or (ii) the first day of the month immediately following the entry of the Sale Order, with interest at the rate of 8% per annum. The bankruptcy estate will also be entitled to the lesser of (i) $25,000 or (ii) 15% of the Purchaser's net income received in the 42 month period immediately following the entry of the Sale Order. The Earnout will be paid in 42 monthly installments. As security to ensure payment of the Promissory Note, the Purchaser will execute and deliver at Closing a Security Agreement securing all assets, and a Deed of Trust with respect to the parcel of land located at 6433 Guess Road, Durham, North Carolina. As additional security to ensure payment of the Promissory Note, John C. Scarborough III will execute and deliver at Closing a personal guaranty, and Queen M.B. Scarborough will execute and deliver a Deed of Trust with respect to the parcel of land located at 1408 Fayetteville Street, Durham, North Carolina, with a tax value of $253,776. The assets to be purchased consist of all of the Debtor's (i) tangible personal property, including but not limited to vehicles, furniture, equipment, inventory and supplies; (ii) accounts receivable; (iii) cash; (iv) Met Life stock; (v) the real property located at 6433 Guess Road, Durham, North Carolina; (vi) proprietary information, intellectual property, trade secrets and confidential information, including but not limited to the "Scarborough & Hargett Funeral Home" name (and any versions, derivatives or similar variations), any other logos, symbols, emblems, insignia or similar names; and (vi) all books and records related to the Sale Assets and the operation of the Seller's business. The Sale Assets will be sold "as is, where is," without any representation as to warranty or fitness, subject to wear and tear, and free and clear of all Liens. The Trustee believes that the sale proposed is in the best interests of the bankruptcy estate since it will result in more value for creditors than a chapter 7 liquidation. Additional, he believes the sale proposed is the only way to realize the Debtor's going concern value, since the Debtor's operations and value cannot be maintained without the involvement of the Scarboroughs. The APA further provides that the Debtor will assume and assign to Purchaser at Closing all of the Debtor's leases and executory contracts. The Assumed Leases consist of the following: (i) leases with TCF Equipment Finance for the lease of a 2015 Cadillac limousine, a 2015 Cadillac limousine, a 2009 Cadillac hearse, and a 2015 Cadillac hearse; and (ii) that certain rental agreement for the building located at 923-B Fayetteville Street, Durham, North Carolina, with United Publishers, Inc. The Trustee is not aware of any other leases or executory contracts other than those specifically identified. The Debtor is current and not in default in its obligations under the Assumed Leases, and therefore it is anticipated that there will not be any cure costs or other cure obligations. However, in the event that it is determined that there are cure costs, the APA provides that such costs will be paid by the Purchaser. The Purchaser is owned by the Scarboroughs, and the terms of the APA facilitate the Purchaser's ability to be adequately capitalized. There is adequate assurance of further performance by the Purchaser. A copy of the APA attached to the Motion is available for free at: http://bankrupt.com/misc/Scarborough_Hargett_109_Sales.pdf The Purchaser can be reached at; SCARBOROUGH & HARGETT CELEBRATION OF LIFE CENTER, INC. Attn: Queen M. B. Scarborough 309 North Queen Street Durham, NC 27701 About Scarborough & Hargett Scarborough & Hargett Funeral Home Inc. is a North Carolina corporation organized in February 1958. However, the first funeral home was started in 1871. It is a 4th generation funeral home service located at 932 Old Fayetteville Street, Suite B, Durham, North Carolina. In 18888, Joseph Crooms Hargett, the father-in-law, formed a partnership with John Clarence Scarborough, Sr., the son-in-law, as Scarborough and Hargett Undertakers. The company moved to Durham in 1900 and has been providing services to African American families continuously for the past 142 years. Scarborough & Hargett Funeral Home sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 16-80220) on March 11, 2016. The petition was signed by J. C. Scarborugh III, president. The Debtor estimated assets of $50,000 to $100,000 and debts of $1 million to $10 million. The Debtor was represented by Florence A. Bowens, Esq. The case is assigned to Judge Catharine R. Aron. No official committee of unsecured creditors has been appointed in the case. John Paul H. Cournoyer, Esq., was appointed as chapter 11 trustee for the Debtor on Feb. 21, 2017. Counsel for the Trustee: John Paul H. Cournoyer, Esq. NORTHEN BLUE, LLP 1414 Raleigh Road, Suite 435 Chapel Hill, NC 27517 Telephone: (919) 968-4441 E-mail: jpc@nbfirm.com SCOTT MEDICAL: Taps Steidl and Steinberg as Legal Counsel --------------------------------------------------------- Scott Medical Health Center, P.C. seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to hire legal counsel. The Debtor proposes to hire Steidl and Steinberg, P.C. to give legal advice regarding its duties under the Bankruptcy Code, and provide other legal services related to its Chapter 11 case. Christopher Frye, Esq., the attorney designated to represent the Debtor, will charge an hourly fee of $300. The firm received a retainer of $10,000, plus the filing fee of $1,717 from the Debtor. Steidl and Steinberg is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Christopher M. Frye, Esq. Steidl & Steinberg 2830 Gulf Tower 707 Grant Street Pittsburgh, PA 15219 Phone: 412- 391-8000 Email: chris.frye@steidl-steinberg.com About Scott Medical Health Center Scott Medical Health Center, P.C. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 17-22357) on June 7, 2017. Gary T. Hieronimus, president, signed the petition. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. SEACREST EQUITIES: Hires MYC & Associates as Real Estate Broker --------------------------------------------------------------- Seacrest Equities LLC seeks authorization from the U.S. Bankruptcy Court for the Eastern District of New York to retain MYC & Associates as real estate broker. The Debtor owns certain real property is a large vacant residence in Huntington, New York. The Debtor filed the case and its Chapter 11 Plan to sell the Property in an orderly way to pay all creditors as much possible consistent with the priorities in the Bankruptcy Code. The Debtor requires the Broker to market and sell the Property. The Broker shall be entitled to 2% commission if there is no co-broker, and 3% if there is co-broker. In addition, the Debtor shall reimburse the Broker up to $10,000 for expenses. Marc P. Yaverbaum, member of the firm MYC & Associates, 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 Debtor and its estates. The Broker may be reached at: Marc P. Yaverbaum MYC & Associates, Inc. 1110 South Avenue, Suite 22 Staten Island, NY 10314 Tel: (347) 273-1258 About Seacrest Equities Seacrest Equities LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 16-43956) on Sept. 1, 2016. The petition was signed by Lorenzo Deluca, managing member. The case is assigned to Judge Carla E. Craig. At the time of the filing, the Debtor disclosed $1.5 million in assets and $4.54 million in liabilities. Mark A. Frankel, Esq., at Backenroth Frankel & Krinsky, LLP, serves as the Debtor's bankruptcy counsel. SEANERGY MARITIME: Inks Time Charter Contract for M/V Partnership ----------------------------------------------------------------- Seanergy Maritime Holdings Corp. has entered into a time charter contract with a major European utility and energy company for its recently delivered Capesize vessel. The 2012-built M/V Partnership will commence a period employment of about twelve to eighteen months and is expected to generate approximately $8.8 million of gross revenue, assuming the full 18 months employment. Stamatis Tsantanis, the Company's chairman & chief executive officer, commented, "We are pleased to announce a period employment contract for our most recent Capesize acquisition. The strong rate achieved supports our projections for continued improvement in the Capesize market and overall dry bulk sector. "Assuming the full 18 months employment, this time charter is expected to generate approximately $8.8 million of gross revenue, offering a considerable return on our most recent investment." About Seanergy Maritime Holdings Corp. Seanergy Maritime Holdings Corp. -- http://www.seanergymaritime.com/-- is an international shipping company that provides marine dry bulk transportation services through the ownership and operation of dry bulk vessels. The Company currently owns a modern fleet of eleven dry bulk carriers, consisting of nine Capesizes and two Supramaxes, with a combined cargo-carrying capacity of approximately 1,682,582 dwt and an average fleet age of about 8.1 years. The Company is incorporated in the Marshall Islands with executive offices in Athens, Greece and an office in Hong Kong. The Company's common shares and class A warrants trade on the Nasdaq Capital Market under the symbols "SHIP" and "SHIPW", respectively. Seanergy incurred a net loss of US$24.62 million in 2016 following a net loss of US$8.95 million in 2015. As of Dec. 31, 2016, Seanergy had US$257.53 million in total assets, US$226.70 million in total liabilities, and US$30.83 million in total stockholders' equity. SECOND CHANCES: Taps Pepper & Nason as Counsel ---------------------------------------------- Second Chances WV, LLC, seeks permission from the US Bankruptcy Court for the Southern District of West Virginia to employ William W. Pepper, Andrew S. Nason, Daniel Lattanzi and Emmett Pepper of the firm Pepper and Nason as its attorneys. The Debtor needs Pepper and Nason to: a. give it legal advice with respect to its powers and duties as debtor-in-possession in the continued operation of its business and management of its property; b. prepare on its behalf as debtor-in-possession necessary application, answers, orders, reports and other legal papers; c. perform all other legal services for the debtor-in-possession which may be necessary; d. perform all other legal services for the debtor-in-possession. The Firm's current hourly rates are: William W. Pepper $350.00 Andrew S. Nason $350.00 Daniel Lattanzi $250.00 Emmett Pepper $200.00 William W. Pepper, Andrew S. Nason, Daniel Lattanzi and Emmett Pepper, attest that they have no business relationship with the Debtor and at the time the bankruptcy processing was filed, the firm was owed no money by the Debtor. The Firm can be reached through: William W. Pepper, Esq. Andrew S. Nason, Esq. Daniel Lattanzi, Esq. Emmett Pepper, Esq. PEPPER & NASON 8 Hale Street Charleston, WV 25301 Tel: 346-0361 About Second Chances WV Second Chances WV, LLC, based in Jumping Branch, West Virginia, filed a Chapter 11 petition (Bankr. S.D. W.Va. Case No. 17-50174) on June 9, 2017. William W. Pepper, Esq., at Pepper & Nason, serves as bankruptcy counsel. The Debtor listed under $1 million in both assets and liabilities. SNAP INTERACTIVE: Registers 871K Shares for 2016 LTIP ----------------------------------------------------- Snap Interactive, Inc. filed a Form S-8 registration statement with the Securities and Exchange Commission to register 871,428 shares of common stock issuable under the Company's 2016 Long-Term Incentive Plan. The proposed maximum aggregate offering price is $2.91 million. On June 7, 2016, the Company filed a Registration Statement on Form S-8 to register 571,430 shares of Common Stock issuable pursuant to awards under the 2016 Plan, including (i) 428,572 shares of Common Stock issuable pursuant to the terms of the 2016 Plan and (ii) 142,858 shares of Common Stock that may be recycled into the 2016 Plan upon the forfeiture, expiration, cancellation or cash settlement of awards issued under the Snap Interactive, Inc. 2011 Amended and Restated Long-Term Incentive Plan. On April 10, 2017, the Company's Board of Directors adopted, subject to stockholder approval, the 2016 Plan Amendment to increase the total number of shares of Common Stock issuable pursuant to awards under the 2016 Plan by 871,428 shares to a total of 1,300,000 shares that may be increased by an indeterminate number of shares of Common Stock underlying awards issued under the 2011 Plan that are forfeited, expired, cancelled or settled in cash. On May 25, 2017, at the Company's 2017 Annual Meeting of Stockholders, a majority of its stockholders voted to approve the 2016 Plan Amendment and the 2016 Plan Amendment became effective. A full-text copy of the Form S-8 prospectus is available at: https://is.gd/s3QZyz About Snap Interactive Snap Interactive, Inc. -- http://www.snap-interactive.com/-- is an Internet software company. Under its registered trademarks, the Company develops and operates computer software that enables spontaneous global real time audio/video conversation via the internet and operates a portfolio of dating applications. On Oct. 7, 2016, Snap Interactive and its wholly owned subsidiary, Snap Mobile Limited completed a business combination with privately-held A.V.M. Software, Inc. and its wholly owned subsidiaries, Paltalk Software Inc., Paltalk Holdings, Inc., Tiny Acquisition Inc., Camshare, Inc. and Fire Talk LLC in accordance with the terms of an Agreement and Plan of Merger, by and among SNAP, SAVM Acquisition Corporation, SNAP's former wholly owned subsidiary, AVM and Jason Katz, pursuant to which AVM merged with and into SAVM Acquisition Corporation, with AVM surviving as a wholly owned subsidiary of SNAP. A.V.M Software, Inc. and Tiny Acquisition Inc. were formed under the laws of the State of New York, and Snap Interactive, Inc. Paltalk Software Inc., Paltalk Holdings, Inc., Camshare, Inc. and Fire Talk LLC were formed under the laws of the State of Delaware. Snap Mobile Limited is a United Kingdom corporation. As of March 12, 2017, the Company had 57 employees. The Company believes that its future success depends in part on its continued ability to hire, assimilate and retain qualified personnel. The Company attracts and retains employees by offering training, bonus opportunities, competitive salaries and a comprehensive benefits package. Snap Interactive reported a net loss of $1.45 million on $20.98 million of total revenue for the year ended Dec. 31, 2016, compared with a net loss of $265,926 on $20.12 million of total revenue for the year ended Dec. 31, 2015. As of March 31, 2017, Snap Interactive had $26.71 million in total assets, $6.59 million in total liabilities and $20.11 million in total stockholders' equity. STEVENSON INVESTMENT: Taps Michael Jay Berger as Legal Counsel -------------------------------------------------------------- Stevenson Investment Group, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire the Law Offices of Michael Jay Berger to, among other things, give legal advice regarding its duties under the Bankruptcy Code, review claims, communicate with creditors, and prepare a plan of reorganization. The hourly rates charged by the firm are: Michael Jay Berger $525 Sofya Davtyan $400 Ori Blumenfeld $395 Crystle Lindsey $350 Carolyn Afari $350 Paralegals $200 Law Clerks $200 Th firm received a $20,000 retainer from the Debtor, and $1,717 for the filing fee from Mark Limon, the Debtor's managing member. Mr. Berger disclosed in a court filing that he has no prior connections with the Debtor or any of its creditors. The firm can be reached through: Michael Jay Berger, Esq. Law Offices of Michael Jay Berger 9454 Wilshire Boulevard, 6th floor Beverly Hills, CA 90212 Phone: (310) 271-6223 Email: michael.berger@bankruptcypower.com About Stevenson Investment Group Stevenson Investment Group, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 17-16716) on May 31, 2017. Mark Limon, managing member, signed the petition. At the time of the filing, the Debtor estimated assets of less than $100,000 and liabilities of less than $500,000. STONE OAK: Hires Diller and Rice as Counsel ------------------------------------------- Stone Oak Investment LLC seeks authorization from the U.S. Bankruptcy Court for the Northern District of Ohio to employ Diller and Rice LLC and Eric R. Neuman as counsel. The Debtor requires Diller and Rice to: (a) consult with and aid in the preparation and implementation of a plan of reorganization; and (b) represent the Debtor in all matters relating to such proceedings. Diller and Rice will be paid on an hourly rate: Eric R. Neuman $275 Steven L. Diller $300 Administrative Assistant $100 Diller and Rice will also be reimbursed for reasonable out-of-pocket expenses incurred. The Debtor has paid the firm a retainer fee of $10,000. Of this retainer, the sum of $1,717 was utilized to pay for the filing fee of this case. Eric Neuman, an associate at Diller & Rice, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. Diller and Rice can be reached at: Eric Neuman DILLER & RICE, LLC 124 E Main Street Van Wert, OH 45891 Tel: (419) 238-5025 Fax: (419) 238-4705 Email: eric@drlawllc.com About Stone Oak Investment LLC Stone Oak Investment, LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ohio Case No. 17-31741) on June 1, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Eric R. Neuman, Esq., at Diller and Rice. SUGARMAN'S PLAZA: $8M Private Sale of Flea Market Property Okayed ------------------------------------------------------------------ Judge Elizabeth S. Stong of the U.S. Bankruptcy Court for the Eastern District of New York authorized Sugarman's Plaza Ltd. Partnership's private sale of substantially all assets to Steve Deutsch, or an entity to be formed by him, for $8,000,000. The sale is free and clear of all liens, claims and encumbrances. The Debtor operates a business located at 600 Scranton Carbondale Highway, Archbald, Pennsylvania ("Premises"). The Premises consist of approximately 455,000 square feet of land (approximately 58.6 acres) containing a store, warehouse, office space and parking lot. A flea market operates on the site pursuant to an oral month-to-month lease with the Debtor. The Debtor be, and it is, authorized to close the sale on June 30, 2017; however, should the parties determine that an extension of time is needed, it may be obtained on consent of the Debtor, the Purchaser and Sugarman Equities, LLC without the need for a further order of the Court. The Debtor be, and it is, authorized and entitled to pay all entities holding valid liens against the Property, including, without limitation, Sugarman Equities in the amount of $3,850,000, transfer taxes, and/or real estate taxes, at the closing of the Sale. The net proceeds generated from the sale of the Property will be deposited into an IOLTA account under the control of (a) the Law Office of Ira R. Abel or (b) special real estate counsel for the Debtor until further order of the Court. The stay required by Bankruptcy Rule 6004(h) is waived and the parties may close the sale at their earliest convenience. About Sugarman's Plaza LP Sugarman's Plaza Limited Partnership operates a business located at 600 Scranton Carbondale Highway, Archbald PA 18403. The premises consist of approximately 455,000 square feet of land containing a store, warehouse, office space and parking lot. It rents the premises to various tenants. Sugarman's Plaza LP sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 16-42496) on June 7, 2016. The petition was signed by Chaim Laufer, general partner of TSC Associates. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. The case is assigned to Judge Elizabeth S. Stong. David Carlebach, Esq., at The Carlebach Law Group, originally served as bankruptcy counsel to the Debtor. Carlebach was later substituted by Ira R. Abel, Esq., at the Law Office of Ira R. Abel No official committee of unsecured creditors has been appointed in the case. SUGARMAN'S PLAZA: Taps Eckert Seamans as Special Counsel -------------------------------------------------------- Sugarman's Plaza Limited Partnership seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Eckert Seamans Cherin & Mellott, LLC as special real estate counsel. The firm will provide legal services in connection with the sale of substantially all of the Debtor's properties. Eckert will be compensated based on its customary hourly rates but not to exceed $370 per hour. The firm's customary hourly rates: Partners $215 - $835 Associates $155 - $765 Legal Assistants/Aides $145 - $205 James Diamond, Esq., disclosed in a court filing that his firm does not hold any interest adverse to the Debtor or its bankruptcy estate. The firm can be reached through: James A. Diamond, Esq. Eckert Seamans Cherin & Mellott, LLC 213 Market Street, 8th Floor Harrisburg, PA 17101 Phone: 717-237-6000 Fax: 717-237-6019 About Sugarman's Plaza LP Sugarman's Plaza Limited Partnership operates a business located at 600 Scranton Carbondale Highway, Archbald PA 18403. The premises consist of approximately 455,000 square feet of land containing a store, warehouse, office space and parking lot. It rents the premises to various tenants. Sugarman's Plaza LP sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 16-42496) on June 7, 2016. The petition was signed by Chaim Laufer, general partner of TSC Associates. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. The case is assigned to Judge Elizabeth S. Stong. David Carlebach, Esq., at The Carlebach Law Group, originally served as bankruptcy counsel to the Debtor. Carlebach was later substituted by Ira R. Abel, Esq., at the Law Office of Ira R. Abel. The Debtor also hired Phillip M. Stern and Co. as its accountant; CPG Interactive as email marketing service provider; and NAI Hanson as real estate broker. No official committee of unsecured creditors has been appointed in the case. On September 2, 2016, the Debtor filed a disclosure statement, which explains its proposed Chapter 11 plan of reorganization. SUNGARD AVAILABILITY: Moody's Rates Proposed Secured Loans 'B1' --------------------------------------------------------------- Moody's Investors Service assigned a B1 rating (LGD2) to Sungard Availability Services Capital, Inc.'s proposed senior secured revolving credit facility and senior secured term loan. All other ratings, including the B3 corporate family rating (CFR), and the stable outlook remain unchanged. The proposed refinancing will extend the maturity of its existing $896 million Term Loan B to September 2021 (from March 2019) and revolver (downsized to $50 million from $250 million) to September 2020. RATINGS RATIONALE While the extension of the senior secured credit facilities by 2.5 years is credit positive as it removes near-term refinancing risk, the new debt comes at a higher cost with tighter covenants. The expected coupon will be L+700 (up from L+500), subject to a pricing step-down, with financial maintenance covenants (Secured Net Leverage) for both the new revolver and term loan, compared to a springing covenant on the revolver only for the facilities being replaced. In addition, there will likely be lower general baskets for debt incurrence, liens, and restricted payments, as well as a higher initial excess cash flow sweep requirement with step-downs. The B3 CFR reflects Moody's expectation that Sungard AS will maintain adjusted debt to EBITDA in the mid 5x level over the next year, with flat to modest declines in profitability as the company benefits from net cost savings from restructuring actions. The transformation of Sungard AS' business model will continue to be challenged by the expected run off of the traditional data recovery business and pressures on co-location pricing. At the same time, the revenue base is supported by long-term relationships, a solid market position in the recovery business, and relatively low customer concentration. The rating also considers the high (albeit moderating) capital requirements associated with supporting multiple recovery and data centers. The stable outlook reflects Moody's expectation of low to mid-single digit revenue declines in 2017 followed by stabilization in 2018, with low to mid-single digit operating margins. With the higher interest cost from the new term loan, Moody's projects negative free cash flow of over $20 million in 2017 with break-even cash flow in 2018. Despite the lack of free cash flow and downsizing of the revolver, Moody's views liquidity as good given the large cash balance (e.g., at least $100 million of cash over the next year) and the ability to sell assets to repay some debt. Sungard AS' ratings could be upgraded with consistent revenue and profitability growth (in the low single digits), positive cash flow, and adjusted debt to EBITDA below 4 times on a sustained basis. The ratings could be downgraded if the prospects of a rebound in revenue and profit growth appears unlikely by the end of 2018, monthly recurring revenues decline significantly, adjusted debt to EBITDA exceeds 6 times, or liquidity deteriorates. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Sungard Availability Services is a provider of disaster recovery services and managed IT services and is owned by a consortium of private equity investors (including Bain, Blackstone, KKR, Silver Lake, Texas Pacific Group, GS Partners, and Providence Equity). T K MINING: Sale of All Assets for $950K to Pay Creditors Approved ------------------------------------------------------------------ Judge Elizabeth E. Brown of the U.S. Bankruptcy Court for the District of Colorado authorized T K Mining Services, LLC's private sale of substantially all assets to Compliance Staffing Agency, LLC for $950,000, subject to reductions or increases based on the value of "Net Working Capital Assets." A sale hearing was held on June 15, 2017. The sale is free and clear of all liens, claims, interests, encumbrances and other liabilities of any kind or nature whatsoever. As soon as practicable after entry of the Order, but no later than three days before the Sale Hearing, the Debtor will file with the Court and serve on all Contract Notice Parties, an Assumption Notice. Notwithstanding anything to the contrary in the Sale Order, the APA or any sale documents, the allocation of the proceeds of the Sale will be determined and fixed by further Order of the Court. The stay of orders authorizing the use, sale or lease of property as provided for in Fed. R. Bank. P. 6004(h) will not apply to the Sale Order, and the Sale Order is immediately effective and enforceable upon entry and its provisions will be self-executing, and the automatic stay of Orders authorizing the sale, use or lease of property from the Debtor's estate, as set forth in Fed. R. Bank. P. 6004 will not apply to the Order. About T K Mining Services T K Mining Services, LLC, is engaged in the business of providing mining services from its Delta, Colorado location. T K Mining Services sought Chapter 11 protection (Bankr. D. Col. Case No. 16-21016) on Nov. 10, 2016. The petition was signed by Keith Burhdorf, manager. The Debtor estimated assets of $500,000 to $1 million and debt of $1 million to $10 million. The case is assigned to Judge Elizabeth E. Brown. The Debtor tapped Thomas F. Quinn, Esq., at Thomas F. Quinn, P.C. as counsel. No trustee, examiner, or statutory creditors' committee has been appointed in the Chapter 11 case. TKM continues to operate its business in the ordinary course. TAPESTRY CHARTER: S&P Assigns 'BB+' Rating on 2017A/B Revenue Bonds ------------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' long-term rating to Buffalo and Erie County Industrial Land Development Corp., N.Y.'s series 2017A tax-exempt and series 2017B taxable revenue bonds issued for Tapestry Charter School (TCS or the school). The outlook is stable. "Among other factors, the rating reflects our view of the school's credit weaknesses, including its high leverage relative to rated peer schools and the rating median, as well as academic performance that lags state averages based on the Common Core curriculum," said S&P Global Ratings credit analyst Shivani Singh. "The rating is also based on our view of the school's credit strengths, including its long operating history with growing enrollment and sound student retention, as well as full-accrual operating surpluses in the past three fiscal years," she added. The bonds are secured by a first lien on gross revenues of TCS, a first mortgage lien, a debt service reserve fund funded at maximum annual debt service, and a repair and replacement fund. The stable outlook reflects S&P's expectation that, during the one-year outlook period, the school will maintain healthy enrollment in line with management projections, continue to report operating surpluses on full-accrual basis, and sustain its days' cash on hand around the current assessment range. S&P also expects TCS' lease-adjusted MADS to be sustained near current levels, and for the school to complete its construction project on time and on budget, with a seamless transition to the new facility. S&P's outlook does not factor in further issuance of additional debt. S&P considers a positive rating action over the outlook period as unlikely. TCS is a K-12 school in Buffalo, N.Y., and primarily serves students from the Buffalo school system. TD MANUFACTURING: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------------- An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of TD Manufacturing LLC as of June 19, according to a court docket. About TD Manufacturing LLC Based in Greeley, Colorado, TD Manufacturing LLC -- http://www.t-dmanufacturing.com/-- operates a metal manufacturing and powder coating shop that specializes in plasma table cutting, welding, sand blasting, and powder coating. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 17-14243) on May 9, 2017. The petition was signed by Luke Yockim, manager. At the time of the filing, the Debtor disclosed $286,671 in assets and $1.40 million in liabilities. The case is assigned to Judge Michael E. Romero. Aaron A. Garber, Esq., at Buechler & Garber, LLC, serves as the Debtor's bankruptcy counsel. TIDEWATER INC: Hires Ernst & Young as Tax Advisor ------------------------------------------------- Tidewater Inc., et al., seek authority from the United States Bankruptcy Court for the District of Delaware to employ Ernst & Young LLP to provide tax advisory services nunc pro tunc to May 17, 2017. Tidewater and the firm are parties to a Master Services Agreement, dated May 30, 2017; a Tax Advisory Services - On Call Advice Statement of Work dated May 30, 2017; and a Provision Review Statement of Work dated May 30, 2017. The parties' Agreements provide that: a. The Tax Advisory Services SOW is intended to be used for engagements to respond to general tax questions and assignments that are expected, at the beginning of the project, to involve total professional time not to exceed (with respect to the specific project) $25,000 professional fees. b. The projects covered by the Tax Advisory Services SOW include assistance with tax issues by answering one-off questions, drafting memos describing how specific tax rules work, assisting with general transactional issues, and assisting the Debtors in connection with its dealings with tax authorities (other than representing the Debtors in an examination or an appeal before the IRS or other taxing authority). c. Specific tasks that may be involved in connection with the Services include the following: participating in meetings and telephone calls with the Debtors; participating in meetings and telephone calls with taxing authorities and other third parties where EY LLP is not representing the Debtors in an examination or an appeal before the taxing authority; reviewing transaction-related documentation; researching technical issues; and preparing technical memoranda, letters, e-mails, and other written documentation. As set forth in detail in the Provision Review SOW, EY LLP will perform these tax advisory services in accordance with the terms and conditions set forth in the Master Service Agreement: a. review of the tax provision for the years ended March 31, 2017; b. review of tax accrual calculations, including but not limited to items such as book to tax differences, as requested by the Debtors for use in its preparation of its U.S. GAAP tax provision, book income tax accruals and related SEC footnote and MD&A disclosures; c. review of the Debtors' federal, state and/or local items, if any, of benefit/exposure that may be subject to tax authority challenge; d. review of the tax provision working papers prepared by the Debtors; and e. review of the deferred tax assets and liabilities, including any required valuation allowance. Hourly rates for EY LLP services are: Partner/Principal $670 Executive Director $610 Senior Manager $580 Manager $470 Senior $380 Staff $230 Charles A. Giraud, partner of Ernst & Young LLP, attests that EY LLP is "disinterested" as such term is defined in section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of the Bankruptcy Code, and as required under section 327(a) of the Bankruptcy Code. The Firm can be reached through: Charles A. Giraud Ernst & Young LLP 3900 One Shell Square, 701 Poydras Street New Orleans, LA 70139 Tel: 504-501-4200 Fax: 504-596-4233 About Tidewater Inc. Founded in 1955, Tidewater, Inc. (NYSE: TDW) is a publicly traded international petroleum service company headquartered in New Orleans, Louisiana, U.S. It operates a fleet of ships, providing vessels and marine services to the offshore petroleum industry. Tidewater Inc. and its affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 17-11132) on May 17, 2017. The petitions were signed by Bruce Lundstrom, executive vice president, general counsel and secretary. Tidewater, Inc. disclosed $4.31 billion in total assets and $2.34 billion in debt as of Dec. 31, 2016. The Debtors tapped Weil, Gotshal & Manges LLP as counsel; Richards, Layton & Finger, P.A., as co-counsel; Jones Walker LLP, as corporate counsel; AlixPartners, LLP, as financial advisors; Lazard Freres & Co. LLC, as investment banker; KPMG LLP, as restructuring tax consultant; Deloitte & Touche LLP as auditor and tax consultant; and Epiq Bankruptcy Solutions, LLC, as administrative advisors, and claims and solicitation agent. TITLE ROVER: Hires Baker & Associates as Attorneys -------------------------------------------------- Title Rover, LLC seeks authorization from the U.S. Bankruptcy Court for the Southern District of Texas to employ Baker & Associates as attorneys. The Debtor requires Baker to: a. analyze the financial situation, and rendering advice and assistance to the Debtor; b. advise the Debtor with respect to its duties as a debtor; c. prepare and file of all appropriate petitions, schedules of assets and liabilities, statements of affairs, answers, motions and other legal papers; d. represent the Debtor at the first meeting of creditors and such other services as may be required during the course of the bankruptcy proceedings; e. represent the Debtors in all proceedings before the Court and in any other judicial or administrative proceeding where the rights of the Debtor may be litigated or otherwise affected; f. prepare and file of a Disclosure Statement and Chapter 11 Plan of Reorganization; and g. assist to the Debtor in any matters relating to or arising out of the captioned case. Baker lawyers and paraprofessionals who will work on the Debtor's case and their hourly rates are: Reese W. Baker, attorney $450 Ryan Lott, attorney $310 Karen Rose, attorney $375 George Rick Carte, of counsel $350 Tammy Chandler, paralegal $125 Jennifer Hunt, paralegal $125 Amanda Ginesta, paralegal $125 Gabby Martinez, paralegal $125 Katherine Wright, paralegal $125 Susanne Taylor, paralegal $150 Angela Harpin, paralegal $150 Alfredo Cruz, paralegal $150 Baker received from the Debtors the total amount of $8,717.00 prior to filing the chapter 11 case. The total pre-petition fees and expenses were $3,199.50. (including the filing fee $1,717.00). The remaining amount of $5,517.50 will remain deposited in the IOLTA. Baker will also be reimbursed for reasonable out-of-pocket expenses incurred. Reese W. Baker, Esq., partner in the firm of Baker & Associates, 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 it estates. Baker may be reached at: Reese W. Baker, Esq. Baker & Associates 5151 Katy Freeway, Suite 200 Houston, TX 77007 Tel: (713) 869-9200 Fax: (713) 869-9100 About Title Rover, LLC Title Rover, LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D. Tex. Case No. 17-32881) on May 4, 2017. The Hon. Karen K. Brown presides over the case. Baker & Associates represents the Debtor as counsel. In its petition, the Debtor estimated $1 million to $10 million in assets and $100,000 to $500,000 in liabilities. The petition was signed by Mark Willis, president. TOISA LIMITED: Seeks to Hire MSI as Maritime Consultant ------------------------------------------------------- Toisa Limited seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Maritime Strategies International Ltd. as maritime consultant. The firm will provide these services in connection with the Chapter 11 cases of the company and its affiliates: (a) perform current valuations of the Debtors' vessels; (b) create a form vessel valuation report, which contains an opinion as to the value of each individual vessel, and earnings and valuation forecasts; (c) provide expert testimony at any deposition, hearing or trial; and (d) prepare and submit additional ad hoc support, analysis and clarification that the Debtors may require, including discovery and expert witness testimony preparations and report critiquing. The Debtors will pay MSI an initial retention fee of $20,000. If fees and expenses exceed this amount, they will be invoiced separately. The firm will also receive $1,200 valuation fee for each vessel, and $55,000 for formal valuation report. If required to give expert testimony, the Debtors will pay MSI $850 per hour. Moreover, if required to provide additional consultation work, the firm will be paid an hourly fee of $600. Adam Kent, director of MSI, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Adam Kent Maritime Strategies International Ltd. 6 Baden Place, Crosby Row London SE1 1YW, UK Tel: +44 (0)207 940 0070 Fax: +44 (0)207 940 0071 Email: info@msiltd.com About Toisa Limited Toisa Limited owns and operates offshore support vessels for the oil and gas industry. Toisa Limited and its affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 17-10184) on Jan. 29, 2017. The petitions were signed by Richard W. Baldwin, deputy chairman. In its petition, Toisa Limited estimated $1 billion to $10 billion in both assets and liabilities. The cases are assigned to Judge Shelley C. Chapman. Togut, Segal & Segal LLP serves as bankruptcy counsel to the Debtors. The Debtors hired PJT Partners LP as investment banker; Scura Paley Securities LLC as financial advisor; and Kurtzman Carson Consultants LLC as administrative agent, and claims and noticing agent. On May 18, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. TOYS R US: S&P Affirms 'B-' CCR & Revises Outlook to Negative ------------------------------------------------------------- S&P Global Ratings said it affirmed its ratings on Toys "R" Us Inc., including the 'B-' corporate credit rating, and revised the outlook to negative. "The outlook revision to negative reflects our view of the potential for challenges to a timely refinancing over the next year of the 2018 debt maturities, given the volatile capital market environment for most leveraged specialty retailers," said S&P Global Ratings credit analyst Robert Schulz. S&P based the affirmation on existing liquidity, and expected operational progress to support refinancing. S&P notes market prices for the 2018 and 2019 maturities appear to be near par. The rating on Toys reflects ongoing intense competition from online and large big-box retailers that will pressure market share and revenues, but also expectations for modest free operating cash flow in 2017 after inventory growth in 2016 used cash. Inventory issues remain a risk and the company remains dependent on the holiday season for a majority of EBITDA and cash flow. Considerable asset ownership is largely encumbered by secured debt. The rating outlook on Toys is negative. S&P expects a modest decline in profits in 2017 mainly driven by low-single-digit revenue declines, partly offset by cost reductions. S&P assumes positive free operating cash flow will be over $100 million. S&P assumes the company will act to refinance its May and October 2018 maturities over the coming quarters. S&P would lower the rating if what it sees as the risks (market conditions and company performance) to Toys' ability to refinance 2018 debt maturities or otherwise sustain its debt capital structure should escalate. The company has significant debt maturities in 2019, so continued gradual improvement, including prospects for a good performance for the 2017 holiday season, and favorable credit market conditions in the coming year remain important. S&P would lower the rating if it came to believe Toys' could not refinance the 2018 maturities at par. Performance factors that S&P would watch for would be 2017 EBITDA (before our adjustments) of over $675 million or higher and positive free cash flow. S&P estimates that a sales decline of more than 3.5% and gross margin compression of around 50 basis points could lead to that scenario. Given the company's weak credit, metrics industry competition and 2019 maturities, S&P do not expect to consider a stable outlook over at least the next year. TRINITY INDUSTRIES: Fitch Affirms BB+ Sub. Convertible Notes Rating ------------------------------------------------------------------- Fitch Ratings has affirmed the long-term Issuer Default Rating (IDR) for Trinity Industries, Inc. (Trinity) at 'BBB-'. In addition, Fitch has affirmed the senior unsecured revolving credit facility at 'BBB-' and Trinity's subordinated convertible notes at 'BB+'. The Rating Outlook is Stable. KEY RATING DRIVERS Weak End Markets: End-market weakness is constraining demand in Trinity Industries, Inc.'s manufacturing operations, particularly in the rail and inland barge segments, both of which could see sales declines of over 40% or more in 2017 following 30%-plus declines in 2016. The energy equipment segment is expected to see moderately lower sales, while demand for the construction products group is expected to be flat. Trinity also faces the potential for a sizable payout related to ongoing guardrail litigation. Drop in Railcar Orders: The rail group, which accounted for 65% of sales in the manufacturing segment in 2016, is the key area of weakness. A sharp drop in new railcar orders beginning in 2015, particularly oil and gas tank cars, will be partially mitigated over the near term by a sizable backlog, which as of March 31, 2017 totaled approximately 26,420 railcars. Guardrail Litigation: Guardrail litigation represents a significant rating concern following an award against Trinity in October 2014 under the federal False Claims Act. The final judgment against the company was $682.4 million, against which Trinity posted a $686 million bond. In August 2015, the company filed an appeal with the U.S. Court of Appeals for the Fifth Circuit and a final judgment is expected at any time, which could be followed by additional appeals. There are also a number of state cases as well as product liability and class action lawsuits that are currently stayed pending resolution of the appeal, and that could increase the ultimate liability. Sufficient Liquidity: Fitch expects Trinity would have sufficient cash liquidity to cover the False Claims Act judgment if necessary. Trinity also faces the possible put of its $450 million of subordinated convertible notes on June 1, 2018, which, together with a related tax liability, could be covered by existing liquidity. Rating Concerns: The ratings incorporate a high level of cyclicality in Trinity's railcar and barge segments. Fitch could take a negative rating action in the event a recovery is delayed or should there be an adverse outcome of guardrail litigation and related claims that leads to materially reduced liquidity or higher leverage. These concerns are mitigated by low leverage and the unencumbered assets at Trinity Industries Leasing Company (TILC) that are an additional source of funding for Trinity. Weaker Credit Metrics: Fitch expects debt/EBITDA for the manufacturing operations will increase from 1.7x at the end of 2016 to the high-3x range at the end of 2017, on flat debt levels and lower EBITDA. Leverage is expected to improve in 2018 assuming repayment of the subordinated convertible notes at least in part with existing cash. EBITDA/interest for the manufacturing operations remains healthy, in excess of 10x. LEASING BUSINESS Substantial Leasing Business: Trinity has a substantial railcar leasing business that broadens the company's industry presence and scale and helps to mitigate the impact of cyclicality at the railcar and other manufacturing operations. Fitch views TILC as a core part of Trinity's railcar business, reflecting strong operational and financial linkages between the two companies. TILC generates railcar orders for Trinity as it obtains lease commitments from customers, and reduces Trinity's overall cyclicality by providing a relatively stable source of earnings. In addition, TILC increases Trinity's presence in the railcar market by providing customers with a single source for purchasing and financing railcars. No Formal Support: TILC does not benefit from a formal support agreement from Trinity, although Fitch believes Trinity would support TILC because of its important role in its parent's railcar business. An important rating consideration is Trinity's ability to maintain a strong balance sheet that reduces risks related to potential disruptions to TILC's funding sources or an unexpected decline in the credit quality of TILC's lease portfolio. Good Leasing Asset Quality: TILC's credit profile is characterized by its good asset quality, solid liquidity and low leverage. Its operating performance is driven by core leasing and management services plus gains from asset sales. TILC performed relatively well during the previous downturn including low write-offs and the ability to remarket railcars within the fleet. Low Financial Leverage at TILC: TILC's leverage (debt/equity) was 1.8x as of year-end 2016. Under Fitch's criteria for rating non-financial corporates, Fitch calculates an appropriate target debt-to-equity ratio for a finance subsidiary based on asset quality, funding and liquidity. In TILC's case, Fitch calculated a target leverage ratio of 4x. DERIVATION SUMMARY The rating considers the cyclical weakness in Trinity's end-markets, most notably the market for rail cars, and reasonable credit metrics given the stage of cycle. The Stable Outlook reflects the company's railcar backlog, which is helping to mitigate a sharp slowdown in new orders, and the company's healthy liquidity position to fund operations and contingent liabilities (comprising the potential put of the subordinated convertible notes in 2018 and the potential future payment of the guardrail judgment). KEY ASSUMPTIONS Fitch's key assumptions within Fitch ratings case for the issuer's manufacturing operations include: -- Revenues decline by around 27% in 2017 as railcar and barge demand declines, before stabilizing in 2018 and recovering in 2019. -- EBITDA margins narrow by more than 500bps in 2017 due to lower sales, a mix change to lower-priced cars, pricing pressures and negative operating leverage. -- Assumed repayment of the $450 million of subordinated convertible notes in 2018. Together with a related tax liability, this will be funded with cash on hand, existing liquidity facilities and, potentially, new financings. -- Debt/EBITDA increases from 1.7x at the end of 2016 to around 3.8x at the end of 2017, before improving in 2018. RATING SENSITIVITIES Future Developments That May, Individually or Collectively, Lead to Positive Rating Action -- An upgrade is unlikely in the medium term based on the cyclicality of Trinity's manufacturing business and potential funding and credit risk at TILC. Future Developments That May, Individually or Collectively, Lead to Negative Rating Action -- The company loses the guardrail litigation on appeal, resulting in higher debt and leverage. -- Mid-cycle manufacturing debt/EBITDA above 1.0x-1.5x and above 3.0x through a downturn. -- A material increase in leverage at TILC. -- Large debt-funded acquisitions and/or share repurchases. -- EBITDA margins for the manufacturing segment of 10% or lower on a sustained basis. -- The need for substantial support for TILC. LIQUIDITY Trinity had healthy liquidity totaling $1.3 billion as of March 31, 2017. This included $779 million in cash and marketable securities as well as a $600 million revolver that had $508 million available after $92 million of letters of credit. The cash is in excess of the company's operating needs, which Fitch estimates at $150 million to $200 million for its manufacturing business. The corporate maturity schedule is favorable with the revolver as the nearest maturity in May 2020. Overseas cash is immaterial. TILC uses a $1 billion warehouse facility expiring in April 2018 ($798 million was available as of March 31, 2017) and intercompany loans to fund railcar purchases on an interim basis until permanent funding is obtained from securitizations or sales to investment vehicles (RIVs). Trinity does not have a legal obligation to repay TILC's nonrecourse debt, but Fitch expects the parent would support TILC if necessary. Trinity had $3.1 billion of debt as of March 31, 2017, composed of $850 million of corporate debt and $2.2 billion of debt at TILC (primarily nonrecourse equipment notes). The corporate debt, which is the focus of this analysis, is made up of $400 million of senior notes and $450 million of convertible subordinated notes. Both the senior notes and the revolver are guaranteed by the following 100%-owned subsidiaries: TILC, Trinity Marine Products, Trinity North American Freight Car, Inc., Trinity Rail Group, LLC, Trinity Tank Car, Inc., Trinity Meyer Utility Structures LLC, and Trinity Structural Towers, Inc. Trinity faces a contingent liability with respect to its $450 million of convertible subordinated notes due in 2036, which are puttable on June 1, 2018. Fitch believes Trinity would have sufficient liquidity between its excess cash and borrowing facilities to handle this liability, and a related tax liability, should it be necessary. Trinity could call the notes on or after 6/1/2018. FULL LIST OF RATING ACTIONS Fitch has affirmed Trinity's ratings as follows: -- Long-term IDR at 'BBB-'; -- Senior unsecured revolving credit facility at 'BBB-'; -- Senior unsecured notes at 'BBB-'; -- Subordinated convertible notes at 'BB+'. The Rating Outlook is Stable. VANGUARD HEALTHCARE: Taps Cherry & Assoc. as Real Estate Broker --------------------------------------------------------------- Vanguard Healthcare, LLC, et al. seek permission from the US Bankruptcy Court for the Middle District of Tennessee, Nashville Division, to employ a real estate consultant. The Debtors desire to employ Cherry & Associates to serve as their broker with respect to the Debtors' sublease of certain office space located at 6 Cadillac Drive, Brentwood Tennessee; and the Debtors' lease of new space. Services to be provided by Cherry & Associates are: 1. provide market information; 2. use all diligence in locating properties which meets the Debtors' requirements and approval and solicit the cooperation of other licensed real estate brokers; 3. provide all necessary services for the relocation, renewal and re-acquisition for the Debtors; 4. solicit from prospective landlords, owners, and developers, proposals which meet the Debtors' objectives for space needs and lease terms and conditions; 5. prepare comparative financial analyses which are required for the evaluation of site alternatives; 6. participate in any negotiations for the lease of properties acceptable to Debtors; 7. use professional knowledge and skills in assisting the Debtors throughout the transaction; 8. exercise duties to the Debtors common to all consumers as well as those duties reserved for agent-client relationships; and 9. assist in the negotiation of the lease document. The firm will be paid a sublease commission of 6% of the total sublease value of base rent over the full sublease term, or 2% if there is a separate broker involved for the sublessee in the transaction. Mylinda J. Vick attests that her firm has no interest materially adverse to the interests of the Debtors' estate or of any class of creditors or equity security holders, by reason of any direct or indirect relation to, connection with, or interest in, the Debtors or of any other reason. The Firm can be reached through: Mylinda J. Vick CHERRY & ASSOCIATES 209 29th Avenue North, Suite 150 Nashville, TN 37203 Phone: 615-366-1098 About Vanguard Healthcare Vanguard is a long-term care provider headquartered in Brentwood, Tennessee, providing rehabilitation and skilled nursing services at 14 facilities in four states (Florida, Mississippi, Tennessee and West Virginia). Vanguard Healthcare, LLC, and 17 of its subsidiaries each filed a Chapter 11 bankruptcy petition (Bankr. M.D Tenn. Lead Case No. 16-03296) on May 6, 2016. The petitions were signed by William D. Orand, the CEO. The cases are assigned to Judge Randal S. Mashburn. Vanguard estimated assets in the range of $100 million to $500 million and liabilities of up to $100 million. The Debtors hired Bradley Arant Boult Cummings LLP as counsel and BMC Group as noticing agent. On May 24, 2016, the U.S. trustee for Region 8 appointed an official committee of unsecured creditors. Bass, Berry & Sims PLC serves as its legal counsel. VANITY SHOP: Seeks Sept. 27 Plan Filing Exclusivity Extension ------------------------------------------------------------- Vanity Shop of Grand Forks, Inc. requests the U.S. Bankruptcy Court for the District of North Dakota to extend its exclusive periods to file a Chapter 11 plan of liquidation and to solicit acceptances thereof, to September 27, 2017 and November 26, 2017, respectively. The Debtor relates that it has successfully conducted store closing sales at all of its retail locations over the course of a month and a half and generated $15.7 million in gross sales. The Debtor has paid its secured lender in full together with substantially all of the costs, expenses and tax obligations generated during the store closing sales and had approximately $7.7 million in cash as of the filing of the April 2017 monthly operating report. Currently, the Debtor has cash of approximately $7.4 million. The Debtor further relates that more than 225 proofs of claim have been filed as of June 7, 2017 and the general claims bar date does not expire until July 3. As such, the Debtor needs additional time to analyze the proofs of claim filed in the case to decide how to best structure a plan of liquidation. The Debtor tells the Court that it is contemplating a plan that would have an initial interim distribution for undisputed claims and reserving a sufficient pool of funds to allow for a final "true-up" distribution after claim objections have been resolved. The Debtor anticipates filing objections to various landlord claims as exceeding the Bankruptcy Code's limitation on rejection damages. The Debtor asserts that this will have an impact on a plan of liquidation which has interim distributions and additional time is needed to analyze the various landlord proofs of claim. The Debtor also anticipates that secured creditor TGC, LP will file a proof of claim in excess of $5 million, which claim will be critical for voting purposes on a plan of liquidation. Likewise, the Unsecured Creditors' Committee has indicated its intention to pursue subordination and/or a finding that the debt owed by Debtor to TGC, LP is invalid and unenforceable. Accordingly, the Debtor needs additional time to negotiate a resolution of TGC, LP's claim because it will have a significant impact on the treatment of the unsecured creditors and voting for a liquidation plan. About Vanity Shop of Grand Forks Based in Fargo, North Dakota, Vanity Shop of Grand Forks, Inc. filed a Chapter 11 petition (Bankr. D. N.Dak. Case No. 17-30112) on March 1, 2017. The petition was signed by James Bennett, chairman of the Board of Directors. In its petition, the Debtor estimated assets of less than $100,000 and liabilities of $10 million to $50 million. Judge Shon Hastings presides over the case. Caren Stanley, Esq., at Vogel Law Firm, serves as the Debtor's bankruptcy counsel. The Debtor hired Eide Bailly, LLP as auditor; Bell Bank as trustee for the ERISA Plan; Jill Motschenbacher as accountant; and Hilco IP Services LLC d/b/a Hilco Streambank, as IP consultant. On March 10, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee hired Fox Rothschild LLP as bankruptcy counsel, BGA Management, LLC, as financial advisor, and Brady Martz & Associates PC, as accountant. VISION CONSTRUCTION: Hires Langley & Banack as Attorneys -------------------------------------------------------- Vision Construction Company Inc. filed an emergency application with the U.S. Bankruptcy Court for the Western District of Texas, seeking authority to employ Langley & Banack Inc. as attorneys. The Debtor requires Langley & Banack to: (a) take all necessary action to protect and preserve the estate of the Debtor, including the prosecution of actions, the defense of any action commenced against the Debtor, the negotiation of disputes in which the Debtor is involved, and the preparation of objections to claims filed; (b) prepare on behalf of the Debtor all necessary motions, applications, answers, orders, reports, and papers in connection with the administration and prosecution of the Debtor's Case; (c) advise the Debtor in respect of bankruptcy, real estate, oil and gas, regulatory, labor law, intellectual property, licensing and tax matters or other such services as requested; and (d) perform all other necessary legal services in connection with the case. Langley & Banack will be paid at these hourly rates: R. Glen Ayers, Shareholder $375 Natalie F. Wilson, Associate $275 Gricelda M. Gonzalez, Legal Assistant $100 Langley & Banack will also be reimbursed for reasonable out-of-pocket expenses incurred. R. Glen Ayers, shareholder of Langley & Banack, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. The Langley & Banack can be reached at: R. Glen Ayers, Esq. LANGLEY & BANACK INC. 745 E Mulberry Ave, Suite 900 San Antonio, TX 78212 Tel: (210) 736-6600 Fax: (210) 735-6889 E-mail: gayers@langleybanack.com About Vision Construction Company Inc. Vision Construction Company, Inc., based in San Antonio, Tex., filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 17-51263) on June 2, 2017. The Hon. Ronald B. King presides over the case. R. Glen Ayers, Jr., Esq., at Langley & Banack, Inc., 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 Noel Flores, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/txwb17-51263.pdf WEATHERFORD INTERNATIONAL: 9 Directors Elected at Annual Meeting ---------------------------------------------------------------- At the 2017 annual general meeting of shareholders of Weatherford International plc held on June 15, 2017, the shareholders: (a) elected Mohamed A. Awad, David J. Butters, John D. Gass, Sir Emyr Jones Parry, Francis S. Kalman, William E. Macaulay, Mark A. McCollum, Robert K. Moses, Jr. and Dr. Guillermo Ortiz as directors; (b) ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm and auditor for the financial year ending Dec. 31, 2017, and authorized the board of directors of the Company, acting through the Audit Committee, to determine auditor's remuneration; (c) adopted an advisory resolution approving compensation of the named executive officers; (d) adopted an advisory resolution recommending shareholder approval of the compensation of the named executive officers every year; and (e) approved an amendment to the Weatherford International plc 2010 Omnibus Incentive Plan. The Board considered the outcome of the vote on Item 4 above and, consistent with its recommendation to shareholders, determined that the Company will hold future non-binding advisory votes to approve the compensation of the Company's named executive officers every year until the Board otherwise determines that a different frequency for such non-binding advisory votes is in the best interest of the Company or until the next required vote on the frequency of those votes. The Plan Amendment increases the number of shares available for issuance under the Plan by 21,000,000 shares, bringing the total number of shares authorized for issuance under the Plan from 43,144,000 to 64,144,000. In addition, the Amendment revises the tax withholding provisions of the Plan to allow maximum statutory withholding in certain circumstances. About Weatherford Ireland-based Weatherford International plc (NYSE: WFT) -- http://www.weatherford.com/-- is one of the largest multinational oilfield service companies providing innovative solutions, technology and services to the oil and gas industry. The Company operates in over 100 countries and has a network of approximately 1,000 locations, including manufacturing, service, research and development, and training facilities and employs approximately 31,000 people. Weatherford International reported a net loss attributable to the Company of $3.39 billion on $5.74 billion of total revenues for the year ended Dec. 31, 2016, compared to a net loss attributable to the Company of $1.98 billion on $9.43 billion of total revenues for the year ended Dec. 31, 2015. As of March 31, 2017, Weatherford had $12.16 billion in total assets, $10.47 billion in total liabilities and $1.69 billion in total shareholders' equity. * * * In November 2016, Fitch Ratings has downgraded the ratings for Weatherford and its subsidiaries, including the companies' Long-Term Issuer Default Ratings (IDRs) to 'CCC' from 'B+'. In November 2016, S&P Global Ratings lowered its corporate credit rating on Weatherford International to 'B+' from 'BB-'. "The downgrade reflects our revised free operating cash flow estimates for Weatherford following weaker-than-anticipated cash inflows in the third quarter," said S&P Global Ratings credit analyst Carin Dehne-Kiley. WELLNESS MERGER: Moody's Assigns B3 CFR; Outlook Stable ------------------------------------------------------- Moody's Investors Service assigned a B3 Corporate Family Rating ("CFR") and a B3-PD Probability of Default rating to Wellness Merger Sub, Inc. (Parfums). At the same time, Moody's assigned a B2 rating to Wellness Merger Sub, Inc.'s proposed $65 million revolving credit facility, a B2 rating to the company's senior secured first lien term loan, and a Caa2 rating to the company's senior secured second lien term loan. Wellness Merger Sub, Inc. will merge into Parfums Holdings Company, Inc. immediately following the acquisition and Parfums Holdings Company, Inc. will be the surviving entity. Parfums Holdings Company, Inc. is the indirect parent of Parfums Acquisition Company, Inc. (PAC). The rating outlook is stable. Private equity firm CVC Capital Partners ("CVC") will use proceeds from a draw on the $65 million revolver and proceeds from a first lien term loan, a second lien term loan, and an equity contribution to fund the acquisition of PAC and its related subsidiaries. Existing debt at Parfums de Coeur, Ltd (d/b/a PDC Brands), a subsidiary of Parfums Holdings Company, Inc., will be repaid at closing. Moody's will withdraw its ratings at Parfums Acquisition Company, Inc. and Parfums de Coeur Ltd when the transaction closes. Parfum's B3 CFR is one notch lower than PAC's existing B2 CFR. This reflects the substantial amount of additional debt in the capital structure, which will significantly increase leverage and cash interest expense. Specifically, Moody's expects Parfum's pro-forma debt to EBITDA leverage to be approximately 9.6x (as of March 31, 2017 and incorporating Moody's standard adjustments) as compared to existing leverage of about 3.3x at PAC. The increase in cash interest expense is slightly below PAC's free cash flow over the last 12 months. Ratings Assigned: Wellness Merger Sub, Inc. (to merge with Parfums Holdings Company, Inc. immediately after the acquisition): Corporate Family Rating at B3 Probability of Default Rating at B3-PD Senior Secured Revolving Credit Facility at B2 (LGD 3) Senior Secured First Lien Term Loan at B2 (LGD 3) Senior Secured Second Lien Term Loan at Caa2 (LGD 5) The ratings outlook is stable Ratings Unchanged and to be withdrawn at closing: Parfums Acquisition Company, Inc.: - Corporate Family Rating at B2 - Probability of Default Rating at B2-PD Parfums de Coeur, Ltd. (d/b/a PDC Brands): - Senior secured revolver due 2020 at B2 (LGD4) - Senior secured term loan due 2022 at B2 (LGD4) Stable rating outlook RATINGS RATIONALE The B3 CFR reflects Parfum's high financial leverage, small scale, aggressive acquisition strategy, and event risk related to its majority ownership by a financial sponsor. Demand for the company's products are also vulnerable to shifts in consumer preferences, weakness in household income, retailers' shelf space allocation and marketing support. The mass fragrance, bath, multicultural hair care and beauty segments are also highly competitive and Parfums faces steep competition from branded product companies that are significantly larger, more diverse, financially stronger, and which have much greater investment capacity. These factors are partially balanced by the company's projected ability to generate free cash flow, good geographic and product diversification and solid organic growth in several of the company's key product categories. The rating is also supported by Parfum's good liquidity and Moody's expectation that recent acquisitions, distribution gains and product development will support earnings growth over the next 12 to 18 months such that the company will reduce debt-to-EBITDA to a roughly 7.0x range by the end of 2018 and annual free cash flow of approximately $10-$20 million. Parfums has a limited track record at its current operating scale and the majority of its operations were assembled through a series of acquisitions over the last five years. The management team has delivered strong growth in a favorable economic environment and through actions such as increasing distribution and focusing on products with favorable demographic support. However, the company does not have a track record operating the current portfolio of brands through a range of economic and competitive environments and Moody's expects growth to gradually moderate toward levels consistent with the slower category growth. The stable rating outlook reflects Moody's view that, while financial leverage is high, solid earnings growth and positive free cash flow should allow Parfums to de-leverage quickly over the next 12-18 months. Customer or competitor actions that pressure Parfums' revenue and EBITDA through a deterioration in market share, retail distribution or pricing could result in a downgrade. Acquisitions, shareholder distributions, earnings weakness or other actions that prevent the company from reducing its debt-to-EBITDA, or a deterioration in liquidity could also result in a downgrade. An upgrade could be considered if Parfums demonstrates a track record of profitable growth at its current scale, and maintains more conservative financial policies including debt-to-EBITDA below 6.0x, free cash flow to debt above 6%, and good liquidity for Moody's to consider an upgrade. The principal methodology used in these ratings was Global Packaged Goods published in January 2017. Wellness Merger Sub, Inc./Parfums Holdings Company, Inc., headquartered in Stamford, CT, develops, markets and sells fragrance, bath care and specialty bath and hair care products to mass market consumers. Key brands include Dr. Teal's, Cantu, Body Fantasies, Calgon, BODman, and Bodycology. Parfums is currently majority-owned by Yellow Wood Partners, and will be majority owned by CVC Partners Partners upon close of the acquisition. The company generates annual revenues of about $350 million. WENDY TAYLOR: Taps Boyer Law Firm as Legal Counsel -------------------------------------------------- Wendy Taylor Homes, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Georgia to hire legal counsel. The Debtor proposes to hire Boyer Law Firm LLC to give legal advice regarding its duties under the Bankruptcy Code, and provide other legal services related to its Chapter 11 case. Wesley Boyer, Esq., the attorney designated to represent the Debtor, will charge an hourly fee of $340. Mr. Boyer disclosed in a court filing that his firm does not hold or represent any interest adverse to the Debtor's bankruptcy estate. The firm can be reached through: Wesley J. Boyer, Esq. Boyer Law Firm LLC 348 Cotton Avenue, Suite 200 Macon, GA 31201 Phone: (478) 742-6481 Email: Wes@WesleyJBoyer.com About Wendy Taylor Homes Inc. Wendy Taylor Homes, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 17-51204) on June 5, 2017. Wendy Taylor, authorized representative, signed the petition. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. WEST BATON: Hires Hannis T. Bourgeois as Accountant --------------------------------------------------- West Baton Rouge Credit, Inc., seeks authorization from the U.S. Bankruptcy Court for the Middle District of Louisiana to employ Hannis T. Bourgeois, LLP as accountant. The Debtor requires Bourgeois to prepare necessary accounting and tax returns, and monthly Chapter 11 operating reports during the course of this Chapter 11 case. Bourgeois will be paid at these hourly rates: Partner $225 Senior Manager $150 Staff Accountant $100 Bookkeeper $75 David Wascom, CPA, of the firm of Hannis T. Bourgeois, 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. Bourgeois may be reached at: David Wascom, CPA Hannis T. Bourgeois, LLP 2322 Tremont Dr, # 200 Baton Rouge, LA 70809 Phone: (225) 928-4770 About West Baton Rouge Credit, Inc. Based in Port Allen, Louisiana, West Baton Rouge Credit, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. La. Case No. 17-10227) on March 14, 2017. The petition was signed by Todd Cutrer, president. The case is assigned to Judge Douglas D. Dodd. Pamela Magee, Esq., based in Baton Rouge, Louisiana, serves as the Debtor's bankruptcy counsel. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. Henry G. Hobbs, Jr., Acting U.S. Trustee for Region 5, on May 2 appointed five creditors of West Baton Rouge Credit, Inc., to serve on the official committee of unsecured creditors. WESTERN HIPERBARIC: Taps Justiniano Law Offices as Legal Counsel ---------------------------------------------------------------- Western Hiperbaric Services, P.S.C. and its affiliates filed separate applications seeking court approval to hire legal counsel in connection with their Chapter 11 cases. In their applications filed with the U.S. Bankruptcy Court in Puerto Rico, the Debtors propose to hire Justiniano Law Offices to, among other things, give advice on the operation of their businesses, examine and prosecute claims, and assist in the preparation of a plan of reorganization. Justiniano will charge an hourly fee of $250 for its services. The firm's attorneys do not have any connection with the Debtors or any of their creditors, according to court filings. Justiniano can be reached through: Gloria Justiniano Irizarry, Esq. Justiniano Law Offices Calle A. Ramirez, Silva #8 Mayaguez, PR 00680-4714 Phone: (787) 222-9272 and 805-2945 Email: Justinianolaw@gmail.com About Western Hiperbaric Services P.S.C. Western Hiperbaric Services P.S.C., Hyperbarics and Wound Care Centers of Puerto Rico Corp., Outpatient Alternatives Corp., and Ponce Hyperbaric & Wound Care Center sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 17-04062 to 17-04065) on June 6, 2017. Javier Sosa Faria, president, signed the petitions. At the time of the filing, the Debtors estimated their assets and liabilities of less than $1 million. WINDMILL RESERVE: Solicitation Period Extended Through July 8 ------------------------------------------------------------- The Hon. Raymond B. Ray of the U.S. Bankruptcy Court for the Southern District of Florida granted on June 15 Windmill Reserve Corp.'s second motion to extend the exclusive period for soliciting acceptances to the Debtor's Chapter 11 plan through and including July 8, 2017. The exclusive period within which only the Debtor may file a Chapter 11 plan is extended through and including May 8, 2017. As reported by the Troubled Company Reporter on April 18, 2017, the Debtor sought an extension of the exclusivity periods, given the recent closing of the sale of 22 lots in the Windmill Reserve community in Weston, Florida, to 13 Floor Acquisitions LLC for $5,950,000. The sale closed on March 31, 2017. The Debtor told the Court that it has started preparing a plan of liquidation. On April 25, 2017, the Debtors filed its plan of liquidation. A copy of the disclosure statement is available for free at https://is.gd/0KjwKZ About Windmill Reserve Corp. Windmill Reserve Corp., fka Estates of Swan Lake Corp., is a Florida corporation that owns and developed the "Windmill Reserve" community in Weston, Florida. "Windmill Reserve" consists of 94 single family home sites, 72 of which have been sold and improved. The Debtor holds title to 22 lots in the community. The Debtor also owns two lots used for mitigation and located in Miramar, Florida. The Debtor filed a voluntary Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 16-20986) on Aug. 8, 2016. The petition was signed by Philip J. Von Kahle as president. The Debtor listed total assets of $15.53 million and total debts of $42.89 million. The case is assigned to Judge Raymond B Ray. Berger Singerman LLP serves as the Debtor's counsel. The Office of the U.S. Trustee on Sept. 23 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Windmill Reserve Corp. WIZ-X INC: Unsecureds to Get Full Payment Over 60 Months -------------------------------------------------------- Wiz-X, Inc., filed with the U.S. Bankruptcy Court for the Western District of Tennessee a small business plan of reorganization and accompanying disclosure statement proposing to pay general unsecured creditors in full over 60 months from the effective date of the Plan without interest. Class 2 Secured Claims will be treated as follows: * The Internal Revenue Service is owed $29,475.88 as a secured claim. This claim will be paid in equal installments of $568.86 until paid in full. * The Shelby County Trustee is owed ad valorem personalty taxes in the amount of $1,675.24 as a secured claim. This claim will be paid out in 60 equal installments of $40.00 per monthly with statutorily included interest of 12%. * The City of Memphis is owed ad valorem personalty taxes of $2,367.34 as a secured claim. This claim will be paid out in 60 equal installments of $ 57.00 per month with statutorily included interest of 12%. Class 3 Unsecured Priority Claims will be treated as follows: * The Internal Revenue Service is owed $10,853.13 as a priority claim. This claim will be paid in 60 equal monthly installments amortized based on the Federal Interest Rate in effect on the Effective Date of the Plan. Class 3 is deemed to be impaired. * The State of Tennessee Dept. of Revenue is owed $52,316.06 as a priority claim. This claim will be paid in 60 equal monthly installments beginning on the Effective Date of the Plan. Class 3 is deemed to be impaired. The two equity security holders, Donald Pendergrass and Linda Montgomery, will retain their interest in consideration of their continuing guarantees of debt and services to be rendered in the future on behalf of the Debtor. A full-text copy of the Disclosure Statement dated June 9, 2017, is available at http://bankrupt.com/misc/tnwb16-28955-57.pdf About Wiz-X Inc. Wiz-X, Inc., maintains its principal place of business at 1999 Madison Avenue, Memphis, Tennessee and is a tobacco and gift shop company with 4 employees, and 2 owners. It primarily focuses on the sales of tobacco, paraphernalia and gifts. Wiz-X is a corporation whose two stock holders are Donald Pendergrass and Linda Montgomery. Wiz-X, Inc., filed a chapter 11 petition (Bankr. W.D. Tenn. Case No. 16-28955-E) on Sept. 30, 2016. The Debtor is represented by Earnest E. Fiveash, Esq. The Debtor has continued normal operations during the Chapter 11 case. No official committee of unsecured creditors has been appointed in the case. WOLVERINE TAXI: Case Summary & Largest Unsecured Creditors ---------------------------------------------------------- Lead Debtor: Wolverine Taxi LLC 25 E 86th Street, 9F New York, NY 10028 Business Description: Taxi and Limousine Service Chapter 11 Petition Date: June 19, 2017 Affiliated debtors that simultaneously filed Chapter 11 petitions on June 19, 2017: Debtor Case No. ------ -------- Wolverine Taxi LLC 17-22500 Ben-Khe Trans. Corp. 17-22502 Bimbo Taxi, LLC 17-22503 Byblos Taxi Inc. 17-22505 London Taxi LLC 17-22506 Cartier Taxi Inc. 17-22507 Dragonfly Taxi Inc. 17-22510 Ducati Taxi Inc. 17-22511 Moth Taxi LLC 17-22513 Golden Beetle Taxi LLC 17-22514 Grasshopper Taxi LLC 17-22515 Jolly Hacking Corp. 17-22516 NY Kind Taxi Corp. 17-22517 Pelican Taxi LLC 17-22519 Privet Taxi Inc. 17-22520 Purlie Trans Corp. 17-22521 Split Transit Inc. 17-22522 Trestomos Trans Inc. 17-22523 Saint Tropez Taxi Inc. 17-22524 Wasp Taxi LLC 17-22525 Court: United States Bankruptcy Court District of New Jersey (Newark) Judge: Hon. Vincent F. Papalia Debtors' Counsel: Joseph J. DiPasquale, Esq. TRENK, DIPASQUALE, DELLA FERA & SODONO, P.C. 347 Mt. Pleasant Ave, Suite 300 West Orange, NJ 07052 Tel: 973-243-8600 Fax: 973-243-8677 E-mail: jdipasquale@trenklawfirm.com Debtors' Special Litigation Counsel: COLE SCHOTZ, P.C. - and - FOX ROTHSCHILD LLP Estimated Estimated Assets Liabilities --------- ----------- Wolverine Taxi $100K-$500K $1M-$10M Ben-Khe Trans. $100K-$500K $1M-$10M The petitions were signed by Evgeny A. Freidman, managing member. Wolverine Taxi's list of six unsecured creditors is available for free at http://bankrupt.com/misc/njb17-22500.pdf Ben-Khe Trans' list of nine unsecured creditors is available for free at http://bankrupt.com/misc/njb17-22502.pdf Pending bankruptcy cases of affiliates: Petition Debtor Court Date Case No. ------ ----- -------- -------- Hypnotic Taxi LLC, et al (-Ch 7) E.D.N.Y. 7/22/15 15-43300 Red Bull Taxi Inc. S.D.N.Y. 11/14/16 16-13153 Taxopark Inc. S.D.N.Y. 12/23/16 16-13570 WOMEN'S HEALTH: Hires Boyer Law Firm as Bankruptcy Counsel ---------------------------------------------------------- The Women's Health Institute of Macon, P.C. seeks permission from the US Bankruptcy Court for the Middle District of Georgia to employ Boyer Law Firm, LLC as attorney. The Debtor requires Boyer Law to: 1. give the Debtor legal advice with respect to its powers and duties as Debtor-in-possession in the continued operation of its business and management of its property; 2. prepare on behalf of the Debtor, as Debtor-in-possession, necessary applications, answers, reports, and other legal papers; 3. prepare motions, pleadings, and applications, and conduct examinations incidental to the administration of the Debtor's estate; 4. take any and all necessary action instant to the proper preservation and administration of the estate; 5. assist the Debtor-in-possession with the preparation and filing of a Statement of Financial Affairs and Schedules and Lists as are appropriate; 6. take whatever action is necessary with reference to the use by the Debtor of his property pledged as collateral, including cash collateral, to preserve the same for the benefit of the Debtor; 7. assert, as directed by the Debtor, all claims the Debtor has against others; and 8. perform all other legal services for the Debtor as Debtor-in-Possession which may be necessary. Wesley J. Boyer is presently designated to represent the Debtor at $340 per hour. Wesley J. Boyer attests that the firm and its attorneys represent no other entity in connection with the case, are disinterested persons as that term is defined in 11 U.S.C. Section 101(14), represent of hold no interest adverse to the interest of the estate with respect to the matters on which it is to be employed. The Firm can be reached through: Wesley J. Boyer, Esq. BOYER LAW FIRM, LLC 348 Cotton Avenue, Suite 200 Macon, GA 31201 Tel: (478) 742-6481 Email Wes@WesleyJBoyer.com About Women's Health Haremu Holdings, LLC, The Women's Health Institute of Macon, PC, and ELO Outpatient Surgery Center, LLC, filed separate Chapter 11 bankruptcy petitions (Bankr. M.D. Ga. Case Nos. 17-51195, 17-51196 and 17-51197) on June 5, 2017. The cases are assigned to Judge James P. Smith. The cases are not jointly administered. Women's Health Institute of Macon PC is a group practice with one location specializing in family medicine and Obstetrics and Gynecology. ELO Outpatient Surgery Center provides ambulatory surgical services. Emeka Umerah is the managing member for each entity. The Debtors are represented by Wesley J. Boyer, Esq., at Boyer Law Firm, L.L.C., in Macon, Georgia. At the time of filing, Haremu disclosed $1 million to $10 million in assets and liabilities; Women's Health disclosed $1 million to $10 million in assets and $500,000 to $1 million in liabilities; and ELO Outpatient disclosed $100,000 to $500,000 in assets and liabilities. The petitions were signed by Emeka Umerah, managing member. [*] Study Says Early Closures on Insolvent Banks Could Cut Costs ---------------------------------------------------------------- Billions of dollars could be saved if Congress revises a law to allow regulators to be more aggressive in reducing losses from insolvent banks, according to a recent study co-authored by a faculty member from Florida Atlantic University's College of Business. The paper, published in the July 2017 issue of the Journal of Banking & Finance, calls for the adoption of a new capital ratio that accounts for nonperforming loans and loan-loss reserves. Rebel Cole, Ph.D., professor and Kaye Family Endowed Chair of Finance at FAU's College of Business, and Lawrence J. White, Ph.D., the Robert Kavesh Professor of Economics at New York University's Stern School of Business, examined data from the years 2007-2014, during which U.S. bank regulators closed 433 commercial banks and 77 savings institutions. The Federal Deposit Insurance Corporation (FDIC), the deposit insurer for these institutions, has estimated that closure costs totaled $77.5 billion. "We found regulators were not closing banks in a timely fashion based upon the bank's publicly available reported financial condition," Mr. Cole said. Messrs. Cole and White argue that regulators acted too slowly to close financially troubled banks and that earlier closures would have significantly reduced the FDIC's closure costs. They propose using the existing minimum capital-to-asset ratio of 2 percent, but measuring capital using the "nonperforming asset coverage ratio" (NACR), a capital ratio that employs standardized write-down "haircuts" for a bank's nonperforming assets. The Financial Choice Act legislation recently passed by the U.S. House of Representatives as a replacement for the Dodd-Frank Act includes a provision calling for the comptroller general of the United States to conduct a study to assess the benefits and feasibility of replacing the current capital ratios with the nonperforming asset coverage ratio outlined in the paper. Messrs. Cole and White found that that the 433 banks closed by regulators during 2007-2014 breached the 2 percent thresholds, on average, between 12 and 18 months earlier than the actual closure date. Their empirical analysis indicates the savings from closing earlier, based on the benchmarks they propose, could have been as great as 37 percent, or about $18.5 billion. "Our alternative capital ratios could prevent regulators from granting forbearance to insolvent banks, a practice that proved very costly during the past decade," Mr. Cole said. ********* 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 ***