/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/170817.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, August 17, 2017, Vol. 21, No. 228 Headlines 1776 AMERICAN: YU HonKit Buying Houston Property for $495K 21ST CENTURY: Chapter 11 Plan to Eliminate Over $500MM in Net Debt ATOPTECH INC: Unsecureds to Recover 100% Under Plan BAKER READY: Case Summary & 20 Largest Unsecured Creditors BIOCLINICA HOLDING: S&P Alters Outlook to Negative & Affirms B- CCR BLACK DIAMOND HOSPITALITY: US Trustee Unable to Appoint Committee CAMBER ENERGY: Board Chairman Zeidman Resigns CAMBER ENERGY: Fails to Comply with NYSE's Listing Standards CAMBER ENERGY: Former CEO Inks Separation Agreement CAMBER ENERGY: Gets $6 Million Funding Commitment From Vantage CAMBER ENERGY: Issues 13.49 Million Common Shares to Investor CLINE GRAIN: Sets Sale Procedures for 172 Acres of Farm Land COATES INTERNATIONAL: Reports $3.9M Net Loss in Second Quarter CROSSROADS SYSTEMS: 210 RSA to Provide $4MM Equity Investment CYPRESS COVE: Fitch Affirms BB+ Rating on Two Bond Tranches DELL INC: Fitch Affirms BB+ IDR on VMware Note Offer DOLLAR MART: Plan Outline Okayed; Pretrial Conference on Sept. 14 DOMINICA LLC: Unsecureds to Get Up to 100% with 3.5% Interest EARTH PRIDE: U.S. Trustee Forms 5-Member Committee ELECTRO RENT: S&P Affirms 'B' Corp Credit Rating, Outlook Stable ENOVA INTERNATIONAL: Moody's Rates New $250MM Unsec. Notes 'Caa1' ENOVA INTERNATIONAL: S&P Rates New $250MM Sr. Unsecured Notes 'B-' FIRSTENERGY SOLUTIONS: S&P Lowers Issuer Credit Rating to CCC- FTS INT'L: S&P Raises CCR to 'B-' on Revised Revenue Assumptions GARDEN OF EDEN: Retains Grafe Auction to Sell Coskun's NY Equipment GATEWAY MEDICAL: Unsecureds to Get Full Payment by April 2018 GENON ENERGY: U.S. Trustee Unable to Appoint Committee GREEN WIZARD: Case Summary & 13 Unsecured Creditors GTHCC INC: Case Summary & 6 Unsecured Creditors HARRY DAWSON: Beck Buying Medicine Lodge Property for $135K HOME MARK: Case Summary & 4 Unsecured Creditors HUNDRED OAKS: Taps Teague & Wetsel as Legal Counsel INT'L MANUFACTURING: Suit vs. ZB, et al., Remanded to State Court KALOBIOS PHARMACEUTICALS: Amends 7.3M Shares Resale Prospectus KALOBIOS PHARMACEUTICALS: Changes Name to "Humanigen, Inc." KAYE & SONS: Seeks to Hire Greg T. Murray as Accountant LKQ CORP: S&P Raises $600MM Senior Unsecured Notes Rating to 'BB-' MASON'S TRANSPORT: Sept. 13 Plan Confirmation Hearing MOBILESMITH INC: Incurs $1.6 Million Net Loss in Second Quarter MUNSTER SCHOOL: S&P Alters Outlook to Pos., Affirms BB Bonds Rating NORBORD INC: S&P Hikes CCR to 'BB' on Strong OSB Prices NUVERRA ENVIRONMENTAL: Plan Will Not Harm D. Hargreaves, Court Says OMNICOMM SYSTEMS: Posts $2.67 Million Net Income in Second Quarter ONEMAIN HOLDINGS: S&P Affirms 'B' ICR on Declining Leverage ONSITE TEMP: Latest Plan Hikes Payments to Unsecured Creditors PAVEMENT MARKINGS: Case Summary & 20 Largest Unsecured Creditors PAWN AMERICA: Committee Taps Platinum Mgmt. as Financial Advisor PCM DEVELOPMENT: Queens Property Up for Sept. 15 Auction PETER RES: Proposes AJ Wilner Auction of Property on Sept. 6 PHOENIX MANUFACTURING: Proposes New Treatment for Unsecured Claims PREMIUM COMMERCIAL: Taps Hooper & Rodgers as Accountant PRESTIGE INDUSTRIES: Ryder Transportation Leaves Creditors' Panel PROSPECTOR OFFSHORE: U.S. Trustee Unable to Appoint Committee RADNET MANAGEMENT: Moody's Cuts Rating on 1st Lien Loans to 'B1' REYNOLDS PROTECTION: Texas Comptroller To Be Paid Over 10 Yrs. RO & SONS: Latest Exit Plan to Pay IRS' Unsecured Claim in Full ROBERT DONEHEW: McLonglin Buying Golf Cart EZGO for $2K ROBERT T. WINZINGER: Aug. 22 Meeting Set to Form Creditors' Panel SEARS CANADA: Chairman Preps Going-Concern Bid SHORT BARK: Diversitex Resigns from Creditors' Committee STOLLINGS TRUCKING: Hearing on Plan Outline Set for Sept. 13 TARTAN PINES: Case Summary & 15 Unsecured Creditors TK HOLDINGS: Tort Panel Taps Alvarez & Marshal as Fin'l Advisor TKL ASSOCIATES: U.S. Trustee Unable to Appoint Committee TOMS SHOES: S&P Lowers CCR to 'CCC+' Amid Weak Second Quarter TOPS HOLDING II: S&P Hikes CCR to 'CCC+' Following Debt Exchange TRANS-LUX CORP: Reports $1.25 Million Net Loss for Second Quarter UTE LAKE RANCH: Scott Land to Auction Ranch on Aug. 22 VERMILLION INC: Incurs $2.36 Million Net Loss in Second Quarter WINDMILL RUN: Fannie Mae to Get $210K in Attorney's Fees WORLD OF DISCOVERY: Unsecureds to Recoup 15.98% Under Plan ZONOFF INC: ADT to Hold Public Auction on August 30 [*] Spokane Bankruptcy Lawyer Gets 2-Year Suspension [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 1776 AMERICAN: YU HonKit Buying Houston Property for $495K ---------------------------------------------------------- 1776 American Property IV, LLC, and its debtor-affiliates ask the U.S. Bankruptcy Court for the Southern District of Texas to authorize the sale of real property located at Lot 2, Block 16, Houston, Harris County, Texas, also known as 5634 Westbrook Way, Houston, Harris County, Texas, to YU HonKit or assigns for $495,000. A hearing on the Motion is set for Sept. 11, 2017 at 10:30 a.m. Objections, if any, must be filed within 21 days of the date of service notice. Collectively, as of the Petition Date, the Debtors owned 116 rental single family homes/apartment units, five single family homes, and 76 vacant lots. In addition, Debtors 1776 IV, 1776 V, 1776 VII and 1776 VIII hold promissory notes and profit sharing arrangements with various builders on approximately 58 lots. 1776 V currently owns the nine family residences located in the Edison Park Subdivision. The Property is subject to a mortgage, which is secured by a first lien deed of trust held by PS Funding, Inc. The mortgage is reflected by a promissory note in the original principal amount of $350,000. The obligor on the Note is First Chapel Development and the holder of the Note is PS Funding, Inc. The current principal balance of the Note is approximately $364,000, plus fees and related charges. The sales proceeds will be sufficient to pay-off the Note in full at closing. The Property will be sold, transferred and conveyed free and clear of liens, claims, and encumbrances. All liens will attach to the proceeds of the sale or be paid through the closing by the title company. The parties expect the sale closing will be Sept. 30, 2017. The Debtor is represented by David Hashem an RE/MAX Executives, in the transaction. The Buyer is not represented by a broker. Pursuant to the Order Authorizing Application to David Hashem and RE/MAX, the Debtors ask approval of the 3% commission to their broker. From the proceeds of the sale, the Debtors propose to pay at closing (i) the 2016 and pro-rata 2017 ad-valorem property taxes owed on the Property at the closing; (ii) the Note and accrued interest and fees in full; (iii) other secured claim on the property, including past due HOA assessments; and (iv) the customary closing costs and fees. The Debtors ask the Court to waive any 14-day stay imposed by Bankruptcy Rules 6004 and 6006. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/American_Properties_374_Sales.pdf The Purchaser can be reached at: YU HonKit E-mail: titushkyu@gmail.com Sugar Land, TX 77479 About 1776 American Properties IV 1776 American Properties IV LLC and its 12 affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-30422) on Jan. 27, 2017. The petitions were signed by Jeff Fisher, director. 1776 American Properties IV estimated assets of $1 million to $10 million and liabilities of less than $50,000. The cases are assigned to Judge Karen K. Brown. Josh T. Judd, Esq., at Andrews Myers PC, serves as the Debtors' bankruptcy counsel. No trustee or examiner has been appointed in the bankruptcy cases and no official committee of unsecured creditors has been established. 21ST CENTURY: Chapter 11 Plan to Eliminate Over $500MM in Net Debt ------------------------------------------------------------------ 21st Century Oncology Holdings, Inc., and its debtor-affiliates filed with the U.S. Bankruptcy Court for the Southern District of New York a disclosure statement dated Aug. 13, 2017, referring to the Debtors' joint Chapter 11 plan of reorganization. If confirmed and consummated, the Plan will eliminate more than $500 million in net debt from the Debtors' balance sheet, provide the Debtors with the capital necessary to fund distributions to the Debtors' creditors, and provide the Debtors with working capital necessary to fund ongoing operations. Class 6 General Unsecured Claims are impaired by the Plan. Each holder of an Allowed General Unsecured Claim will receive, in full and complete satisfaction, settlement, discharge and release of, and in exchange for, its Allowed General Unsecured Claim, its pro rata share of either: 1) if Allowed General Unsecured Claim (i) is less than or equal to $1,000,000 and the holder has not properly made the new common stock election on a properly cast ballot or (ii) is greater than $1,000,000 and the holder has properly made the convenience claim election on a properly cast ballot (provided, that in making such election, the holder has agreed to reduce the amount of Allowed General Unsecured Claim for purposes of voting and distributions under the Plan to $1,000,000), its pro rata share of the convenience claim distribution; or 2) if the Allowed General Unsecured Claim (i) is greater than $1,000,000 and the holder has not properly made the convenience claim election on a properly cast ballot or (ii) is less than or equal to $1,000,000 and the holder has properly made the new common stock election on a properly cast ballot, its pro rata share of the new common stock equity pool (subject to dilution on account of the shares of new common stock issuable upon conversion of the new preferred equity, the shares of new common stock issuable upon exercise of the new warrants, and the management incentive plan equity). The new common stock in the new common stock equity pool will be distributed on a pro rata basis to (a) holders of allowed note claims and (b) holders of Allowed General Unsecured Claims that receive shares of the new common stock equity pool in accordance with the terms of the Plan. For the avoidance of doubt, if any holder in Class 6 holds more than one Allowed General Unsecured Claim, its Allowed General Unsecured Claims will not be aggregated for purposes of any distribution to be made under this clause1(f). The Debtors intend to emerge from Chapter 11 pursuant to the Plan on an expedited timeline within six to nine months following the Petition Date. Objections to the Plan must be filed by Oct. 26, 2017, at 4:00 p.m., prevailing Eastern Time. The deadline to vote on the Plan with respect to Classes 3, 4, 5, 6, and 10 is Oct. 26, 2017, at 5:00 p.m. (Prevailing Eastern Time). A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/nysb17-22770-311.pdf About 21st Century Oncology 21st Century Oncology Holdings, Inc., is a global provider of integrated cancer care services. As of March 31, 2017, the company operated 179 treatment centers, including 143 centers located in 17 U.S. states and 36 centers located in seven countries in Latin America. 21st Century and 59 U.S. affiliates filed Chapter 11 petitions under the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-22770) on May 25, 2017. The cases are pending before the Hon. Judge Robert D. Drain. Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP serves as the Debtor's bankruptcy counsel. At the time of the filing, the Debtors estimated their assets and debts at $1 billion to $10 billion. The Debtor employed Kurtzman Carson Consultants LLC as claims and noticing agent. On June 8, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The Committee has tapped Morrison & Foerster LLP as counsel and Berkeley Research Group, LLC and financial advisor. ATOPTECH INC: Unsecureds to Recover 100% Under Plan --------------------------------------------------- ATopTech, Inc., filed with the U.S. District Court for the Northern District California a disclosure statement dated Aug. 13, 2017, referring to the Debtor's Chapter 11 plan of liquidation. Class 4 General Unsecured Claims are impaired by the Plan. Class 4 consists of all General Unsecured Claims, including the APKS General Unsecured Claim. The APKS General Unsecured Claim is an Allowed General Unsecured Claim in Class 4 under the Plan. Unless otherwise agreed by the holder of a General Unsecured Claim and the Debtor and Synopsys, on the Initial Distribution Date, each holder of an Allowed General Unsecured Claim in Class 4 will receive, subject to the terms of the Plan, on account of and in settlement and release of claim, its pro rata share of cash or other assets remaining, pro rata with the Synopsys Claim in Class 3, after the establishment of the wind-down budget reserve and disputed claims reserves. Following the initial distribution date, the responsible person will make distributions to holders of Allowed General Unsecured Claims as distributable cash becomes available until holders of Allowed General Unsecured Claims have received 100% of the amount of their claims or the final distribution date occurs; provided, however, that if there are available funds from the wind-down budget reserve after all allowed fee claims, allowed administrative claims, allowed priority tax claims, allowed secured claims, allowed priority claims and the Synopsys Claim have been paid in full, holders of Allowed General Unsecured Claims also will receive interest on their claims at the judgment rate, pro rata with Class 3 and Class 5 Claim holders. Prior to the Effective Date of the Plan, the Debtor will continue to wind down its business. If the Plan is confirmed, the Estate will continue to be liquidated in accordance with the Plan, the Wind-Down Budget and applicable law, and the operations of the Debtor will be overseen by the responsible person who will have responsibility for the management, control and operation thereof, will make any and all distributions required or permitted to be made under the Plan, and may use, acquire and dispose of property free of any restrictions of the U.S. Bankruptcy Code or the Bankruptcy Rules, subject to the Plan and Wind-Down Budget. The net proceeds from the Sale total approximately $34,608,000. These proceeds will be used to fund the plan, including Distributions on account of allowed claims. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/deb17-10111-431.pdf About ATopTech, Inc. ATopTech, Inc. -- http://www.atoptech.com/-- is in the business of IC physical design. ATopTech maintains a strong IP portfolio that includes seven U.S. patents. It operates out of Santa Clara, California, where its headquarter office is located. It also operates a branch comprised of two offices, located in Taiwan, which handle sales, customer support, research, and software development. In addition, it is the 100% owner of four subsidiaries: ATopTech Co., Ltd., in Japan, ATopTech Korea Ltd. in South Korea, ATopTech Design Automation Pvt. Ltd. in India and ATopTech Design Solutions Israel Ltd. in Israel. ATopTech, Inc., sought Chapter 11 protection (Bankr. D. Del. Case No. 17-10111) on Jan. 13, 2017. Claudia Chen, vice president, finance, signed the petition. The Debtor estimated assets and liabilities of $10 million to $50 million. Judge Mary F. Walrath is the case judge. ATopTech has employed Dorsey & Whitney as bankruptcy counsel, and Cowen and Company as its investment banker. Wilson Sonsini Goodrich & Rosati, Professional Corporation, serves as corporate and transactional counsel to ATopTech. Grant Thornton serves as tax counsel; and Arnold & Porter serves as litigation counsel. Epiq Bankruptcy serves as claims and notice agent. BAKER READY: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Baker Ready Mix LLC d/b/a Baker Ready Mix & Building Materials P.O. Box 52182 New Orleans, LA 70152 Type of Business: Founded in 2003, Baker Ready Mix, LLC -- http://www.bakerreadymix.com-- is engaged in the manufacturing of Portland cement concrete. Chapter 11 Petition Date: August 15, 2017 Case No.: 17-12166 Court: United States Bankruptcy Court Eastern District of Louisiana (New Orleans) Judge: Hon. Elizabeth W. Magner Debtor's Counsel: Edwin M. Shorty, Jr., Esq. EDWIN M. SHORTY, JR. & ASSOCIATES 650 Poydras Street, Suite 2515 New Orleans, LA 70130 Tel: (504) 207-1370 Fax: (504) 207-0850 E-mail: eshorty@eshortylawoffice.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $100 million to $500 million The petition was signed by Arnold Baker, owner. The Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/laeb17-12166.pdf BIOCLINICA HOLDING: S&P Alters Outlook to Negative & Affirms B- CCR ------------------------------------------------------------------- S&P Global Ratings said it affirmed its 'B-' corporate credit rating on global clinical trial solutions provider BioClinica Holding I L.P. and revised the outlook to negative from stable. The revised outlook for BioClinica reflects reduced cushion to absorb booking weakness, project delays, cancellations, and working capital fluctuation. S&P said, "We see additional risk to our expectations for essentially flat cash flows, given much slower than expected bookings in eHealth, project delays in Global Clinical Research (GCR) that could continue, and a multi-period decline in net bookings in the imaging segment. We believe the risk is compounded given that our cash flow expectations require working capital inflows of about $15 million, mostly from customer deposits. Although BioClinica has historically generated working capital inflows, as more bookings shift to clinical research, we believe there is a greater risk of cash flow deficits if new bookings slow as the company executes on prepaid portions of contracts. "The negative outlook reflects risk to our base-case expectations, given underperformance in the eHealth segment, negatively trending net bookings in the imaging segment, and cash flow and liquidity that could be materially affected by working capital swings if client prepayments slow. "We could consider a downgrade if bookings weaken, especially in imaging, leading to revised expectation of sustained discretionary cash flow deficits. In this scenario, we would consider BioClinica's capital structure to be unsustainable. "In a less likely scenario, we could consider a multiple-notch downgrade if we believe liquidity could be consumed over the next 12 months such that the liquidity sources over uses ratio approaches 1x. This could be caused by an EBITDA decline that reduces cash flow generation, causes working capital outflows, and reduces access to the revolver. "We will revise the outlook to stable if bookings strengthen and we expect cash flows to strengthen, relying less on working capital inflows. In this scenario, we would expect trailing-12-month net book to bill consistently above 1.15x, translating to about $5 million to $10 million in discretionary cash flow. We would also expect to see EBITDA growth across the three reporting segments driven by both revenue growth and efficiency improvements." BLACK DIAMOND HOSPITALITY: US Trustee Unable to Appoint Committee ----------------------------------------------------------------- The Office of the U.S. Trustee on Aug. 15 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Black Diamond Hospitality, LLC. About Black Diamond Hospitality Black Diamond Hospitality, LLC, is a privately held company that operates vacation lodges in Longview, Texas. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 17-16234) on July 6, 2017. Rashad Khan, authorized representative, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of $1 million to $10 million. Lee M. Kutner, Esq., at Kutner Brinen, P.C., serves as the Debtor's legal counsel. Judge Joseph G. Rosania Jr. presides over the case. CAMBER ENERGY: Board Chairman Zeidman Resigns --------------------------------------------- Fred Zeidman, has tendered his resignation as Chairman and as a member of the Board of Directors of Camber Energy, Inc., effective Aug. 7, 2017, as disclosed in a Form 8-K report filed with the Securities and Exchange Commission. About Camber Energy Based in Houston, Texas, Camber Energy (NYSE MKT: CEI) -- http://www.camber.energy/-- is a growth-oriented, independent oil and gas company engaged in the development of crude oil and natural gas in the Austin Chalk and Eagle Ford formations in south Texas, the Permian Basin in west Texas, and the Hunton formation in central Oklahoma. Lucas Energy changed its name to Camber Energy, Inc., effective Jan. 5, 2017, to more accurately reflect the Company's strategic shift from its Austin Chalk and Eagleford roots to an expanding addition of shallow oil and gas reserves with longer-lived, lower-risk production profiles. Camber reported a net loss of $89.12 million on $5.30 million of total net operating revenues for the year ended March 31, 2017, compared to a net loss of $25.44 million on $968,146 of total net operating revenues for the year ended March 31, 2016. As of March 31, 2017, Camber Energy had $39.85 million in total assets, $50.42 million in total liabilities and a total stockholders' deficit of $10.56 million. GBH CPAs, PC -- http://www.gbhcpas.com/-- in Houston, Texas, issued a "going concern" opinion on the consolidated financial statements for the year ended March 31, 2017, citing that the Company has incurred significant losses from operations and had a working capital deficit at March 31, 2017. These factors raise substantial doubt about the Company's ability to continue as a going concern. CAMBER ENERGY: Fails to Comply with NYSE's Listing Standards ------------------------------------------------------------ Camber Energy, Inc., announced that on Aug. 3, 2017, it was notified by the NYSE American that the Company was not in compliance with certain of the Exchange's continued listing standards as set forth in Part 10 of the NYSE American Company Guide. Specifically, Camber is not in compliance with Sections 1003(a)(i) through (iii) of the Company Guide in that it reported a stockholders' deficit of $10.6 million as of March 31, 2017, and net losses in its five most recent fiscal years then ended, meaning that the Company (i) had stockholders' equity of less than $2,000,000 and sustained losses from continuing operations and/or net losses in two of its three most recent fiscal years; (ii) had stockholders' equity of less than $4,000,000 and sustained losses from continuing operations and/or net losses in three of its four most recent fiscal years; and (iii) had stockholders' equity of less than $6,000,000 and sustained losses from continuing operations and/or net losses in its five most recent fiscal years. In order to maintain its listing on the Exchange, the Exchange has requested that the Company submit a plan of compliance by Sept. 5, 2017, addressing how it intends to regain compliance with Sections 1003(a)(ii) and (iii) of the Company Guide by Aug. 3, 2018. The Company's management is beginning its analysis regarding submission of a Plan to the Exchange by the required due date. Receipt of the letter does not have any immediate effect on the listing of the Company's shares on the Exchange, except that until the Company regains compliance with the Exchange's listing standards, a "BC" indicator will be affixed to the Company's trading symbol. The Company's business operations, SEC reporting requirements and debt instruments are unaffected by the notification, provided that if the Plan is not acceptable, or the Company does not make sufficient progress under the Plan or reestablish compliance by Aug. 3, 2018, then the Company will be subject to the Exchange's delisting procedures. The Company may then appeal a staff determination to initiate such proceedings in accordance with the Exchange's Company Guide. The Company further announced that as it attempts to continue its cost-cutting initiatives and revenue enhancing objectives, it is evaluating all strategic alternatives. About Camber Energy Based in Houston, Texas, Camber Energy (NYSE MKT: CEI) -- www.camber.energy -- is a growth-oriented, independent oil and gas company engaged in the development of crude oil and natural gas in the Austin Chalk and Eagle Ford formations in south Texas, the Permian Basin in west Texas, and the Hunton formation in central Oklahoma. Lucas Energy changed its name to Camber Energy, Inc., effective Jan. 5, 2017, to more accurately reflect the Company's strategic shift from its Austin Chalk and Eagleford roots to an expanding addition of shallow oil and gas reserves with longer-lived, lower-risk production profiles. Camber reported a net loss of $89.12 million on $5.30 million of total net operating revenues for the year ended March 31, 2017, compared to a net loss of $25.44 million on $968,146 of total net operating revenues for the year ended March 31, 2016. As of March 31, 2017, Camber Energy had $39.85 million in total assets, $50.42 million in total liabilities and a total stockholders' deficit of $10.56 million. GBH CPAs, PC -- http://www.gbhcpas.com/-- in Houston, Texas, issued a "going concern" opinion on the consolidated financial statements for the year ended March 31, 2017, citing that the Company has incurred significant losses from operations and had a working capital deficit at March 31, 2017. These factors raise substantial doubt about the Company's ability to continue as a going concern. CAMBER ENERGY: Former CEO Inks Separation Agreement --------------------------------------------------- In connection with the departure of Mr. Anthony C. Schnur as chief executive officer of Camber Energy, Inc. on June 2, 2017, Mr. Schnur entered into a Severance Agreement and Release with the Company, whereby: (i) his employment agreement with the Company was terminated; (ii) he entered into a mutual release with the Company; (iii) he was granted 120,000 shares of unregistered common stock (to be issued in installments of 10,000 per month) and a monthly cash payment of $14,000 for 12 months; and (iv) he was granted reimbursement of the payment of his COBRA premiums through (a) the one year anniversary of the termination or (b) until he is eligible to participate in the health insurance plan of another employer, whichever is sooner, and provided that the amount of those health benefits will reduce his monthly cash payment. To date the Company has not issued any of shares to Mr. Schnur, of which 20,000 are due, which shares the Company plans to issue shortly, subject to NYSE American listing approval. About Camber Energy Based in Houston, Texas, Camber Energy (NYSE MKT: CEI) -- www.camber.energy -- is a growth-oriented, independent oil and gas company engaged in the development of crude oil and natural gas in the Austin Chalk and Eagle Ford formations in south Texas, the Permian Basin in west Texas, and the Hunton formation in central Oklahoma. Lucas Energy changed its name to Camber Energy, Inc., effective Jan. 5, 2017, to more accurately reflect the Company's strategic shift from its Austin Chalk and Eagleford roots to an expanding addition of shallow oil and gas reserves with longer-lived, lower-risk production profiles. Camber reported a net loss of $89.12 million on $5.30 million of total net operating revenues for the year ended March 31, 2017, compared to a net loss of $25.44 million on $968,146 of total net operating revenues for the year ended March 31, 2016. As of March 31, 2017, Camber Energy had $39.85 million in total assets, $50.42 million in total liabilities and a total stockholders' deficit of $10.56 million. GBH CPAs, PC -- www.gbhcpas.com -- in Houston, Texas, issued a "going concern" opinion on the consolidated financial statements for the year ended March 31, 2017, citing that the Company has incurred significant losses from operations and had a working capital deficit at March 31, 2017. These factors raise substantial doubt about the Company's ability to continue as a going concern. CAMBER ENERGY: Gets $6 Million Funding Commitment From Vantage -------------------------------------------------------------- Effective on Aug. 2, 2017, Camber Energy, Inc., entered into an agreement with Vantage Fund, LLC, pursuant to which Vantage agreed to provide up to $6 million of funding to the Company, in the sole discretion of Vantage, with $400,000 provided in the initial tranche. The consideration for the Initial Tranche of funding was the assignment to Vantage of all of the Company's rights and ownership in its wholly-owned subsidiary Camber Permian II, LLC which included leaseholds and potential participation rights. The Vantage Agreement contained customary indemnification requirements. Vantage also has the right pursuant to the Vantage Agreement to fund up to $300,000 of additional funding in the form of a convertible promissory note, secured by a second lien on the Company's Jackrabbit project. The Vantage Note is subject to mutually acceptable terms, provided that such note will have a term of no more than 2 years, an annual interest rate of no less than 6% per annum, and a conversion price equal to the closing price of the Company's common stock on the day prior to funding. If funded, an additional condition to the Vantage Note will be that Vantage or its assigns will have the right to acquire the Jackrabbit project at market price and a right of first refusal to purchase the Jackrabbit project upon any sale thereof. The Company agreed to grant Vantage three year warrants to purchase shares of common stock in connection with any funding, equal to the equivalent value of warrants, plus 20%, with an exercise price equal to the closing price of the Company's common stock on the day immediately prior to funding. For example, in connection with the funding of the Initial Tranche, which occurred on Aug. 2, 2017, the Company granted Vantage warrants to purchase 1,600,000 shares of common stock with an exercise price of $0.25 per share. The Company also agreed to register any of the shares issued upon exercise of the Vantage Warrants under the Securities Act of 1933, as amended, within 30 days from the date of its exercise. About Camber Energy Based in Houston, Texas, Camber Energy (NYSE MKT: CEI) -- http://www.camber.energy/-- is a growth-oriented, independent oil and gas company engaged in the development of crude oil and natural gas in the Austin Chalk and Eagle Ford formations in south Texas, the Permian Basin in west Texas, and the Hunton formation in central Oklahoma. Lucas Energy changed its name to Camber Energy, Inc., effective Jan. 5, 2017, to more accurately reflect the Company's strategic shift from its Austin Chalk and Eagleford roots to an expanding addition of shallow oil and gas reserves with longer-lived, lower-risk production profiles. Camber reported a net loss of $89.12 million on $5.30 million of total net operating revenues for the year ended March 31, 2017, compared to a net loss of $25.44 million on $968,146 of total net operating revenues for the year ended March 31, 2016. As of March 31, 2017, Camber Energy had $39.85 million in total assets, $50.42 million in total liabilities and a total stockholders' deficit of $10.56 million. GBH CPAs, PC -- http://www.gbhcpas.com/-- in Houston, Texas, issued a "going concern" opinion on the consolidated financial statements for the year ended March 31, 2017, citing that the Company has incurred significant losses from operations and had a working capital deficit at March 31, 2017. These factors raise substantial doubt about the Company's ability to continue as a going concern. CAMBER ENERGY: Issues 13.49 Million Common Shares to Investor ------------------------------------------------------------- Camber Energy entered into a securities purchase agreement on April 6, 2016, with an accredited institutional investor, pursuant to which the Company sold and issued, among other things, a warrant to initially purchase 1,384,616 shares of common stock at an exercise price equal to $3.25 per share. On Oct. 7, 2016, the Investor exercised the First Warrant in full and was due 1,384,616 shares of common stock upon exercise thereof and an additional 2,542,735 shares of common stock in consideration for the conversion premium due thereon. A total of 810,000 shares were issued to the Investor on Oct. 7, 2016, with the remaining shares being held in abeyance until such time as it would not result in the Investor exceeding its beneficial ownership limitation (4.99% of the Company's outstanding common stock). Pursuant to the terms of the First Warrant, the number of shares due in consideration for the conversion premium increases as the annual rate of return under the First Warrant increases, including by 10% upon the occurrence of certain triggering events (which had occurred by the Oct. 7, 2016, date of exercise), to 17% per annum upon the exercise of the First Warrant. Additionally, as the conversion rate for the conversion premium is currently 85% of the lowest daily volume weighted average price during the measuring period, less $0.10 per share of common stock not to exceed 85% of the lowest sales prices on the last day of such period less $0.10 per share, the number of shares issuable in connection with the conversion premium increases as the trading price of the Company's common stock decreases, and the trading price of its common stock has decreased since the date the First Warrant was exercised, triggering a further reduction in the conversion price of the conversion premium and an increase in the number of shares due to the Investor in connection with the conversion of the amount owed in connection with the conversion premium. Additionally, the measurement period for the calculation of the lowest daily volume weighted average price currently continues indefinitely. As of Aug. 10, 2017, a total of 13,495,154 shares of common stock had been issued to the Investor in connection with the exercise of the First Warrant of the approximately 36,112,243 shares which were alleged due (21,232,473 shares remain to be issued to the Investor, which shares are currently held in abeyance until such time as it would not result in the Investor exceeding its beneficial ownership limitation (4.99% of the Company's outstanding common stock)) as of Aug. 10, 2017 (subject to increases as the value of its common stock decreases). The 13,495,154 shares of common stock issued in connection with the exercise of the First Warrant include (a) 810,000 shares of common stock issued in connection with a conversion notice dated on or around Oct. 11, 2016; (b) 870,000 shares of common stock issued in connection with a conversion notice dated on or around Oct. 20, 2016; (c) 920,000 shares of common stock issued in connection with a conversion notice dated on or around Oct. 28, 2016; (d) 480,000 shares of common stock issued in connection with a conversion notice dated on or around Nov. 15, 2016; (e) 990,000 shares of common stock issued in connection with a conversion notice dated on or around Nov. 17, 2016; (f) 930,000 shares of common stock issued in connection with a conversion notice dated on or around Dec. 1, 2016; (g) 1,453,154 shares of common stock issued in connection with a conversion notice dated on or around April 26, 2017; (h) 1,572,000 shares of common stock issued in connection with a conversion notice dated on or around May 4, 2017; (i) 1,650,000 shares of common stock issued in connection with a conversion notice dated on or around June 30, 2017; (j) 1,740,000 shares of common stock issued in connection with a conversion notice dated on or around July 18, 2017; (k) 1,000,000 shares of common stock issued in connection with a conversion notice dated on or around July 28, 2017; and (l) 1,080,000 shares of common stock issued in connection with a conversion notice dated on or around Aug. 9, 2017. The sales and issuances of the securities described above have been determined to be exempt from registration under the Securities Act of 1933, as amended, in reliance on Sections 3(a)(9) and 4(a)(2) of the Securities Act, Rule 506 of Regulation D promulgated thereunder and Regulation S promulgated thereunder, as transactions by an issuer not involving a public offering. The warrant holder has represented that it is an accredited investor, as that term is defined in Regulation D, it is not a U.S. Person, and that it is acquiring the securities for its own account. About Camber Energy Based in Houston, Texas, Camber Energy (NYSE MKT: CEI) -- http://www.camber.energy/-- is a growth-oriented, independent oil and gas company engaged in the development of crude oil and natural gas in the Austin Chalk and Eagle Ford formations in south Texas, the Permian Basin in west Texas, and the Hunton formation in central Oklahoma. Lucas Energy changed its name to Camber Energy, Inc., effective Jan. 5, 2017, to more accurately reflect the Company's strategic shift from its Austin Chalk and Eagleford roots to an expanding addition of shallow oil and gas reserves with longer-lived, lower-risk production profiles. Camber reported a net loss of $89.12 million on $5.30 million of total net operating revenues for the year ended March 31, 2017, compared to a net loss of $25.44 million on $968,146 of total net operating revenues for the year ended March 31, 2016. As of March 31, 2017, Camber Energy had $39.85 million in total assets, $50.42 million in total liabilities and a total stockholders' deficit of $10.56 million. GBH CPAs, PC -- http://www.gbhcpas.com/-- in Houston, Texas, issued a "going concern" opinion on the consolidated financial statements for the year ended March 31, 2017, citing that the Company has incurred significant losses from operations and had a working capital deficit at March 31, 2017. These factors raise substantial doubt about the Company's ability to continue as a going concern. CLINE GRAIN: Sets Sale Procedures for 172 Acres of Farm Land ------------------------------------------------------------ Allen L. Cline and Teresa A. Cline and Michael B. Cline and Kimberly A. Cline ask the U.S. Bankruptcy Court for the Southern District of Indiana to authorize the sale of approximately 172 acres of farm land at auction. Prior to the Auction the Individual Debtors will make an effort to sell all or a part of the Farm Land by a private sale or series of private sales if they determine such sales would provide a better result for them, the creditors and the estate. In addition to the Sale Motion, the Individual Debtors are also filing an application to hire Halderman Real Estate Services, Inc. to market and conduct the proposed auction on Nov. 15, 2017. The determination of whether or not to include any parcel in the Auction sale will be made no later than Oct. 1, 2017. Accordingly, the Debtors propose to sell more of the Farm Land than is likely to ultimately be included in the auction. The Debtors believe the sale of the Farm Land is in the best interest of the estate and creditors. The Farm Land is being sold at the Auction "as-is" with no express or implied warranty. The Bidders will have the opportunity prior to the auction to complete their due diligence of the Farm Land at their own expense. The Auctioneer will have the exclusive right to sell the Farm Land from Oct. 1, 2017 through the Auction and may only sell the Farm Land at the contemplated Auction. There are no contingencies of sale, including the buyer seeking financing. All the debt of the Individual Debtors has been fully disclosed in their schedules. All claims bar dates have passed. These are the only mortgages, liens, charges, interests in and encumbrances on the Farm Land: a. A mortgage from the Individual Debtors in favor or Wells Fargo Bank, National Association, dated March 27, 2014 and filed on May 5, 2014, and recorded in Instrument No. 2014001703 in Putnam County, Indiana. The Individual Debtors do not have a payoff amount from Wells, but upon information and belief that amount will be, after distribution of proceeds from the sale of certain grain elevator properties, between $1,900,000 and $2,000,000, which will continue to accrue interest as well as additional attorney fees and expenses. b. A mortgage from the Individual Debtors in favor or Wells, dated March 27, 2014 and filed on May 5, 2014, and recorded in Instrument No. 201402096 in Montgomery County, Indiana. c. A mortgage from the Individual Debtors in favor or Metropolitan Life Insurance Co., dated March 4, 2015 and filed on March 5, 2015, and recorded in Instrument No. 2015000961 in Putnam County, Indiana. The Individual Debtors do not have a payoff amount from MetLife, but upon information and belief that amount is approximately $6,570,000 as of Aug. 30, 2017, and will continue to accrue interest as well as additional attorney fees and expenses. By virtue of an inter-creditor agreement, Wells has subordinated its mortgages to MetLife. d. A mortgage from the Individual Debtors in favor or MetLife, dated March 4, 2015 and filed on March 5, 2015, and recorded in Instrument No. 201501205 in Montgomery County, Indiana. e. The Indiana Department Revenue ("IDR") has filed 23 warrants in Putnam and Montgomery Counties dated from Feb. 8, 2016 to Dec. 21, 2016 against the Individual Debtors. If validly perfected, the liens would attach to all the Farm Land being sold, with the exception of the 40 acre parcel in Boone County, Indiana. The warrant details are attached to the IDR proofs of claim filed on June 6, 2017. The IDR asserts a secured claim of $58,154. f. The Internal Revenue Service has filed four liens in Putnam and Montgomery Counties on Sept. 26, 2016 against Allen L. Cline and Teresa A. Cline only. If validly perfected, the liens would attach to all the Farm Land being sold, with the exception of the 40 acre parcel in Boone County, Indiana. The IRS lien details are attached to the IRS proof of claim filed on Feb. 1, 2017. The amounts of the lien have been substantially reduced by prior sales of vehicles in the jointly administered In Re Cline Transport, Inc. case. The Individual Debtors estimate the current balance due under the liens is $315,032. g. Everett L. Bamish is the vendor on approximately 40 acres of the Farm Land in Boone County, Indiana and 319.55 acres of the farm land in Montgomery County, Indiana and together with the Bamish Boone Collateral, and Allen L. Cline and Teresa A. Cline are the buyers. Allen L. Cline and Teresa A. Cline have approximately $2,000,000 - $2,500,000 in equity in that property over and above that which they still owe Mr. Bamish on the land contract, which is $1,065,888 according to his proof of claim, filed on April 25, 2017. h. Mr. Bamish's lender, Fountain Trust Co. has filed a mortgage and an assignment of the land contract on Bamish Collateral. The mortgage was filed on Oct. 5, 2012 in Montgomery County, Indiana as Instrument No. 201205768. The assignment was filed on Oct. 5, 2012 in Montgomery County, Indiana as Instrument No. 201205769. The mortgage and assignment appear to secure a loan of $564,000 and that is the maximum amount of the mortgage. Any amounts owed to Fountain Trust are included in and not in addition to the remaining balance due Everett Bamish on the land contract. MetLife has a first priority lien on all the Farm Land with the exception of the Bamish Collateral. Wells Fargo has a second priority lien on the MetLife Collateral with the exception of two parcels commonly referred to as "Jerry Smith's Farm" and "Purcell's Farm." The liens of the IDR and the IRS would appear to be third priority liens on the MetLife Collateral and second priority liens on the Bamish Montgomery Collateral. Given the number of liens filed by the IDR and IRS at about the same period in time, the Individual Debtors are not able at this point to provide an opinion on the priority of liens. The Individual Debtors do however estimate enough funds are available from the sale of Farm Land to more than pay off any and all such liens, presuming the amounts stated as the balance for such liens is approximately correct. Bamish/Fountain Trust have a first priority lien on the Bamish Collateral only. There may be covenants and restrictions that run with the land. The Individual Debtors are not seeking to sell free and clear of any such covenant or restriction. Potential bidders will be advised of such covenants and restrictions in title work obtained as part of the auction and the purchase agreement they sign will indicate the same. Title work reviewed by the Individual Debtors disclosed no such covenants or restrictions. MetLife and Wells Fargo should be entitled to exercise credit bid for the total amount of their remaining claim, less any amounts received by private sales, which will have closed no later than Nov. 15, 2017. The auction to be conducted will be a "multi parcel auction" whereby individual farms will be separately auctioned from the whole or larger tracts which will also be auctioned. At the end of the auction, the Individual Debtors will accept the largest dollar amount consisting of either: (i) one bid for all parcels; or (ii) a combination of parcels by multiple bids. Because MetLife has the first lien on the MetLife Collateral, the right of Wells to credit bid would also require Wells to pay MetLife in cash in full as part of such exercise. Bamish would retain his right to credit bid on the Bamish Collateral. It is submitted that the IDR and IRS should not be permitted to exercise their credit bid rights as such exercise would unduly complicate the auction and would require them to pay in cash MetLife and Wells on the MetLife Collateral, and Bamish on the Bamish Collateral. The Auctioneer will have the exclusive right to sell the Farm Land from Sept. 13, 2017 through the Auction and may only sell the Farm Land at the public Auction subject to any prior contracts which have been approved by the Court and are pending closing. On Sept. 13, 2017, following a hearing to approve private sales, the Individual Debtors will advise which properties are under contract for private sale and which are not. Those not under private contract will be included in the Auction. On Oct. 1, 2017, if buyers of properties under private sale contract have not eliminated any financing contingency, such properties will be included in the Auction. Any private sale agreement executed by the Individual Debtors will include provisions in such contract that comport to these timelines and contingency elimination. The Auctioneer will control all aspects of the Auction. In exchange for auction services, the Auctioneer will be paid a commission according to its auction contract as follows: 2.5% commission if the total acres sold at auction are greater than 800; 3.25% commission if the total acres sold at auction are less than 800 but greater than 300; and a 3.9% commission if less than 300 total acres are sold at auction. References to "acres" are to total acres, and not just tillable acres. At the option of the Individual Debtors, 1% of the Commission may be structured as a buyer's premium to further reduce the Commission payable by the estates. As the Auction will be an absolute auction, there will be no marketing expense charged by the Auctioneer. Considering the size of the Auction and the value of the Farm Land, the Individual Debtors submit the terms for Commission are fair. The salient terms of the Bidding Procedures: a. Bidders will have the opportunity, prior to the Auction, to complete their due diligence of the Farm Land at their own expense. b. Any successful buyer will be required to provide a non-refundable deposit on the day of sale and a second deposit within 48 hours of the sale bringing the total deposit amount to 10% of the total purchase price. Final payment is due at closing, on or within 30 days. c. Bidders will sign a form when they come to inspect to waive liability for injury at the Individual Debtors' property. d. The Individual Debtors anticipate executing DIP deeds, purchase agreements, vendor's affidavits and Indiana Sales Disclosure Forms in reference to any sale and closing in order to transfer title. e. All sales are as-is, where-is with no warranties. f. The Individual Debtors anticipate that they will pay real property taxes through the date of closing (they are current). Other closing charges the Individual Debtors will incur will include the cost of title work and title company closing costs. These costs will be deducted from proceeds due the seller prior to paying any secured claim. g. The sale will have to be subject to the rights of the current tenants to harvest the 2017 crop, with all rents coming to the estate. h. The Individual Debtors anticipate requiring bidders to sign a term sheet prior to bidding that requires them to agree to the non-refundability of their deposit on certain terms. i. The record of all sales will be kept to allow parties to determine which funds belong to which individual estate, if necessary. If a winning bid is selected that is for parcels belonging to more than one estate, the issue of resolution of which estate the funds belong to will be reserved for Court determination. The Individual Debtors by Sale Motion are asksing authority to allow MetLife and Wells to be paid in full at any closings or closing without the need of further Court hearing or order. It is in the best interests of the estate to pay those claims as soon as possible, as they are both over-secured and therefore post-petition interest, attorney fees and costs accrue on the claims. The Individual Debtors propose to sell the Farm Land free and clear of liens, claims, interests and encumbrances, with valid liens to attach to the proceeds of the sale. The Individual Debtors ask the Court to waive the 14-day stay imposed by Rule 6004(h) of the Federal Rules of Bankruptcy Procedure if no objections are filed or pending at the time of the hearing on the Motion. A copy of the list of parcels of the Farmland attached to the Motion is available for free at: http://bankrupt.com/misc/Cline_Grain_396_Sales.pdf About Cline Grain, et al. Cline Grain, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Case Nos. 17-80004) on Jan. 3, 2017. Chapter 11 petitions were also simultaneously filed by Cline Transport, Inc. (Case No. 17-80005), New Winchester Properties, LLC (17-80006), Michael B. Cline and Kimberly A. Cline (Case No. 17-00013) and Allen L Cline and Teresa A. Cline (Case No. 17-00014). Allen Cline, as authorized representative, signed the petitions. On Jan. 10, 2017, the Court ordered the joint administration of all the Debtors' cases under Case No. 17-80004. The Debtors each estimated $1 million to $10 million in debt. Cline Grain estimated up to $50,000 in assets, Cline Transport estimated up to $1 million, and New Winchester estimated $10 million to $50 million. The cases are assigned to Judge Jeffrey J. Graham. The Debtors are represented by Jeffrey M. Hester, Esq., at Hester Baker Krebs LLC. No official committee of unsecured creditors has been appointed in the Chapter 11 cases. COATES INTERNATIONAL: Reports $3.9M Net Loss in Second Quarter -------------------------------------------------------------- Coates International, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $3.97 million on $4,800 of total revenues for the three months ended June 30, 2017, compared with a net loss of $1.25 million on $4,800 of total revenues for the three months ended June 30, 2016. For the six months ended June 30, 2017, the Company reported a net loss of $4.81 million on $9,600 of total revenues compared to a net loss of $3.41 million on $9,600 of total revenues for the six months ended June 30, 2016. As of June 30, 2017, Coates had $2.30 million in total assets, $7.86 million in total liabilities and a total stockholders' deficiency of $5.55 million. The Company's cash position at June 30, 2017, was $21,106, an increase of $11,943 from the cash position of $9,163 at Dec. 31, 2016. The Company had negative working capital of ($5,787,845) at June 30, 2017, which represents a decrease in its working capital of ($376,734) compared to the ($5,411,111) of negative working capital at Dec. 31, 2016. The Company's current liabilities of $6,001,628 at June 30, 2017, increased by $342,844 from $5,658,784 at Dec. 31, 2016. This net increase resulted from (i) a $243,535 increase in deferred compensation payable, (ii) a $163,387 net increase in the derivative liability related to convertible promissory notes and (iii) a $66,844 increase in the carrying amount of convertible promissory notes, net of unamortized discount, offset by (iv) a ($100,396) decrease in accounts payable and accrued liabilities and (v) repayment of ($30,526) of promissory notes to related parties. Operating activities utilized cash of ($551,041) for the six months ended June 30, 2017, an increase of ($245,183) from the cash utilized for operating activities of ($305,858) for the six months ended June 30, 2016. Cash utilized by operating activities in the six months ended June 30, 2017, resulted primarily from (i) a cash basis net loss of ($675,475), after adding back (deducting) non-cash stock-based compensation expense of $3,211,556, interest accrued, but not paid of $593,543, an increase in embedded derivative liabilities related to convertible notes of $163,387, a non-cash loss on conversion of convertible notes of $160,747, depreciation and amortization of $24,497 and non-cash licensing revenues of ($9,600) and (ii) changes in current assets and liabilities, including an increase in other assets of ($2,889), a decrease of ($116,213) in accounts payable and accrued liabilities and an increase in deferred compensation payable of $243,535. No cash was used in investing activities for the six months ended June 30, 2017. Cash provided by financing activities for the six months ended June 30, 2017, amounted to $562,984, an increase of $269,609 from the cash provided by financing activities of $293,375 for the six months ended June 30, 2016. This was comprised of proceeds from issuances of convertible promissory notes aggregating $628,700, issuances of promissory notes to related parties of $43,340, receipt of proceeds in 2017 from common stock issued in 2016 under an equity purchase agreement of $42,944 and proceeds from issuances of $30,000 of promissory notes, partially offset by repayments of principal and interest on promissory notes held by related parties of ($122,000), repayment of promissory notes of ($30,000) and principal repayments of ($30,000) on a mortgage loan payable. Going Concern The Company has incurred net recurring losses since inception, amounting to ($70,146,694) as of June 30, 2017 and had a stockholders' deficiency of ($5,558,514). The Company will need to obtain additional working capital in order to continue to cover its ongoing cash expenses. During 2017, the Company restricted variable costs to only those expenses that are necessary to perform activities related to efforts to negotiate sublicenses for distribution of our CSRV products, raising working capital to enable the Company to commence limited production of its CSRV system technology products, research and development and general administrative costs in support of such activities. The Company's financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Sources of working capital and new funding being pursued by the Company include (i) a $1 million licensing fee currently due to the Company from Secure Supplies, but not recorded on its financial statements as a receivable, (ii) deposits for orders from Secure Supplies for Hydrogen Gen Sets, (iii) issuances of promissory notes to related parties and convertible promissory notes, (iv) proceeds from sales of CSRV Gen Sets, (v) new equity investments, (vi) new borrowing arrangements and (vii) up front licensing fees from prospective new sublicensees. There can be no assurance that the Company will be successful in securing any of these sources of additional funding. In this event, the Company may be required to substantially or completely curtail its operations, which could have a material adverse effect on our operations and financial condition. During the period from July 1, 2017, to Aug. 9, 2017, the Company raised a total $49,500 of new working capital from issuance of two back-end, collateralized, convertible promissory notes and issuance of a $6,000 promissory note to Bernadette Coates. At June 30, 2017, current liabilities amounted to $6,001,628, comprised of deferred compensation of $1,515,852, promissory notes due to related parties aggregating $1,424,173, legal and professional fees of $1,373,181, accrued interest expense of $514,765, accrued general and administrative expenses of $357,974, a derivative liability related to convertible promissory notes of $316,859, deposits of $150,595, accrued research and development expenses of $114,859, convertible promissory notes, net of unamortized discount of $112,645, the current portion of license deposits of $60,725 and the current portion of a mortgage loan amounting to $60,000. A full-text copy of the Form 10-Q is available for free at: https://is.gd/2zfCwm About Coates Based in Wall Township, N.J., Coates International, Ltd. (OTC BB: COTE) -- http://www.coatesengine.com/-- was incorporated on Aug. 31, 1988, for the purpose of researching, patenting and manufacturing technology associated with a spherical rotary valve system for internal combustion engines. This technology was developed over a period of 15 years by Mr. George J. Coates, who is the President and Chairman of the Board of the Company. The Coates Spherical Rotary Valve System (CSRV) represents a revolutionary departure from the conventional poppet valve. It changes the means of delivering the air and fuel mixture to the firing chamber of an internal combustion engine and of expelling the exhaust produced when the mixture ignites. Coates reported a net loss of $8.35 million on $29,200 of total revenues for the year ended Dec. 31, 2016, compared to a net loss of $10.20 million on $94,200 of total revenues for the year ended Dec. 31, 2015. MSPC, in Cranford, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company continues to have negative cash flows from operations, recurring losses from operations, and a stockholders' deficiency. These conditions raise substantial doubt about the Company's ability to continue as a going concern. CROSSROADS SYSTEMS: 210 RSA to Provide $4MM Equity Investment ------------------------------------------------------------- Crossroads Systems, Inc., and 210/CRDS Investment LLC filed with the U.S. Bankruptcy Court for the Western District of Texas a disclosure statement dated Aug. 13, 2017, in support of the Debtor's prepackaged plan of reorganization. The Prepackaged Plan effectuates the terms of an agreement with 210/CRDS Investment LLC that will (i) provide the Debtor with an equity investment of $4 million and additional financing of $10 million which will allow the Debtor to monetize its patents, make profitable acquisitions, run the Debtor's business and fund necessary capital expenditures all to maximize shareholder return; (ii) retire all issued and outstanding preferred stock; (iii) pay all administrative, secured, priority, general unsecured, and subordinated claims in full; and (iv) allow common shareholders to retain their interests. All classes of claims, including Class 3 General Unsecured Claims, are unimpaired under the Plan. Each holder of an Allowed General Unsecured Claim will receive in full satisfaction, settlement, release, and discharge of and in exchange for the Allowed General Unsecured Claim, as soon as reasonably practicable after the later of (a) the Effective Date, (b) the allowance date, (c) the date the Allowed General Unsecured Claim becomes due and owing in the ordinary course of business, and (d) the date as is mutually agreed upon by the Debtor or the Reorganized Debtor and the holder of the Allowed General Unsecured Claim, either (a) at the sole discretion of the Debtor or the Reorganized Debtor, as applicable, (i) cash equal to the unpaid portion of Allowed General Unsecured Claim or (ii) Reinstatement of the Allowed General Unsecured Claim; or (b) other treatment as may be agreed to by the Debtor and the holder of Allowed General Unsecured Claim in writing. All cash necessary for the Debtor to make distributions under the Prepackaged Plan will be obtained from the Debtor's existing Cash balances, the SPA Purchase Consideration, or the liquidation of property of the Estate. On the Effective Date, except as otherwise expressly provided in the Prepackaged Plan, title to all Estate property, including all Causes of Action, will vest in the Reorganized Debtor free and clear of all liens, claims, charges or other encumbrances of any kind, except pursuant and subject to the terms and conditions of the SPA, the loan documents, or the SPA Ancillary Documents. On and after the occurrence of the Effective Date, except as otherwise provided in the Prepackaged Plan, the Reorganized Debtor may operate its business and may use, acquire, and dispose of its assets free of any restrictions of the U.S. Bankruptcy Code or Bankruptcy Rules. Without limiting the foregoing, the Reorganized Debtor may pay the charges that it incurs on or after the Effective Date for professionals' fees, disbursements, expenses or related support services without application to the Court. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/txwb17-51926-2.pdf 210/CRDS Investment is represented by: Michael A. Rosenthal, Esq. Matthew G. Bouslog, Esq. GIBSON, DUNN & CRUTCHER LLP 200 Park Avenue New York, New York 10166-0193 Tel: (212) 351-4000 Fax: (212) 351-4035 E-mail: mrosenthal@gibsondunn.com mbouslog@gibsondunn.com About Crossroads Systems Crossroads Systems, Inc., is an intellectual property licensing company. The Debtor's intellectual property assets are identified in two distinct categories: the first category is known as the 972 patent family and the second category is known as the non-972 patents. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 17-51926). The Debtor is represented by: Eric Terry, Esq. ERIC TERRY LAW, PLLC 3511 Broadway Street San Antonio, Texas 78209 Tel: (210) 468-8274 Fax: (210) 319-5447 E-mail: eric@ericterrylaw.com CYPRESS COVE: Fitch Affirms BB+ Rating on Two Bond Tranches ----------------------------------------------------------- Fitch Ratings has affirmed the 'BB+' rating on the following bonds issued by Lee County Florida Industrial Development Authority (IDA) on behalf of Cypress Cove at HealthPark Florida, Inc.: -- $19.5 million series 2014; -- $62.9 million series 2012. The Rating Outlook is revised to Negative from Stable. SECURITY The bonds are secured by a pledge of gross revenues, an assignment of the obligor's interest in a ground lease on land on which the community is located, and debt service reserve funds. KEY RATING DRIVERS NEGATIVE OUTLOOK: The Negative Outlook reflects increased debt and operating risks at Cypress Cove's skilled nursing (SNF) facility renovation and independent living unit (ILU) expansion (the Villas) projects that will increase debt by $15 million. While the use of debt contributes to some increased financial risk, it also allows Cypress Cove to retain additional liquidity through project completion. Operating risks include service disruption, construction and fill-up risk. ELEVATED DEBT PROFILE: Cypress Cove's $84 million of debt is high at fiscal year-end (September) 2016, as measured by debt-to-net available of 9.3x. The Negative Outlook reflects $7.2 million in upcoming draws on a $7.5 million SNF loan and $7.5 million of temporary debt for the ILU Villas expansion during fiscal 2017 and 2018. Cypress Cove anticipates retiring the $7.5 million of temporary debt in 2019 with initial entrance fees from the Villas project. LIGHT LIQUIDITY: Unrestricted cash and investments of $22.8 million at June 30, 2017 equated to 252 days cash on hand (DCOH), reduced from 280 DCOH at fiscal year-end (September) 2014 and unfavorable to the below investment grade ('BIG') median of 256 DCOH. Cypress Cove projects stable liquidity over the next several years through project construction and fill-up, followed by a period liquidity growth, which Fitch considers consistent with anticipated occupancy trends. Cash growth has been suppressed by high levels of capital spending including Cypress Cove's $2.5 million investment in its SNF renovation project during the current fiscal year. SOLID CASH FLOWS AND OCCUPANCY: Cypress Cove generated a solid $6.7 million in net entrance fee receipts through the nine-month interim period (ended June 30, 2017). Strong ILU occupancy has resulted in good top-line revenue growth and solid cash flow generation over the recent past. Cypress Cove has a track record of managing to expectations as indicated by strong SNF and assisted living unit (ALU) occupancy and strong progress in achieving occupancy stabilization of its new 44-unit memory care facility by fiscal 2018. LEE MEMORIAL HEALTH SYSTEM AFFILIATION: Lee Healthcare Resources (LHR) is the sole corporate member of Cypress Cove. LHR is a support organization for both Cypress Cove and Lee Memorial Health System (LMHS), a four-hospital system located in Lee County, FL. While Cypress Cove is not part of LMHS, the two organizations mutually benefit from their close working relationship. Cypress Cove is located on land owned by LHR for which it pays an annual ground lease payment, of approximately $1 million, which is subordinate to debt service payments. RATING SENSITIVITIES SUCCESSFUL PROJECT COMPLETION; TEMPORARY DEBT RETIREMENT: Removal of the Negative Outlook is sensitive to completion of the SNF and Villas projects on time and within budget and to Cypress Cove's planned retirement of its $7.5 million of temporary debt in 2019. DELL INC: Fitch Affirms BB+ IDR on VMware Note Offer ---------------------------------------------------- Fitch Ratings has affirmed the 'BB+' Long-Term Issuer Default Rating (IDR) and issue ratings for Dell Technologies following VMware, Inc.'s announcement it will issue senior unsecured notes. The Rating Outlook is Stable. Fitch's actions affect $53.8 billion of total debt, including the revolving credit facility (RCF). KEY RATING DRIVERS FCF Debt Reduction Priority: Fitch expects continued debt reduction through the intermediate term following the repayment of $7 billion since the EMC Corp. (EMC) deal closed on Sept. 7, 2016 with free cash flow (FCF) and $5.3 billion of net proceeds from divestitures. VMware's senior notes issuance should be modestly leveraging for Dell on a consolidated basis, given expectations VMware will use a portion of net proceeds to repay $1.23 billion of a $1.5 billion inter-company loan with EMC, which Fitch expects will be used to repay a portion of Dell's mirror loan. However, Dell has more than $3 billion of legacy senior notes due in the first half of fiscal 2019 and, in conjunction with term loan amortization and prepayments with FCF or net proceeds from incremental asset sales, core leverage (total debt to operating EBITDA, excluding debt and profitability related to Dell Financial Services) should approximate 4x exiting fiscal 2018 and below 3.5x exiting fiscal 2019. Share Gains Driven Revenue Growth: Fitch expects low single digit overall intermediate-term revenue growth, driven in large part by continued share gains amidst challenging demand environments. Fitch expects strong operating performance in the Client Solutions Group (CSG) segment from continued unit and revenue share consolidation in personal computers (PC), as well as higher peripherals and service attach rates. While PC units grew year-over-year in the first calendar quarter of 2017 for the first time since 2012, Fitch still expects low single digit unit declines for all of 2017. Fitch also expects Dell to hold share in enterprise servers given the company's recent new product set launch, despite tepid enterprise spending as customer focus information technology (IT) investments on software-defined, hyper-converged and hybrid cloud. Mixed ISG Performance: Despite solid performance in industry standard servers, Fitch expects overall performance at Dell's Infrastructure Solutions Group (ISG) will remain mixed from uneven buying patterns by large cloud server providers (CSP) and negative revenue growth from legacy storage technologies more than offsetting robust adoption of new storage solutions. Fitch expects CSPs white boxing hardware will also remain a headwind in ISG. Rapidly growing all flash arrays (AFA), hyper-converged and software-defined solutions are increasing as a share of Dell's storage business but remain insufficient to offset traditional and hybrid solutions, which still constitute just under half of Dell's storage mix in the near term. Nonetheless, Dell's technology leadership should drive solid performance once the business reaches its revenue inflection point, which Fitch expects in the intermediate term.. Hybrid Cloud Drives VMware: VMware should continue its strong operating performance, driven by robust adoption of the company's networking, hybrid cloud and software-as-a-service (SaaS) offerings. Fitch expects VMware will grow by mid- to high-single digits overall and double digits in hybrid and SaaS, leveraging the company's large and diversified installed base of virtualization and management customers. VMware's $1 billion of cross selling opportunities with Dell, given historically low penetration rates, should also boost organic revenue. Solid operating EBITDA growth at VMware should benefit Dell's credit protection measures, given Fitch credits Dell with 82% of VMware's operating results. However, Fitch's rating case does not assume dividends or incremental inter-company loans to Dell, although Fitch believes the absence of restrictions on restricted payments and inter-company loans in VMware's senior unsecured notes indenture provides Dell with mechanisms to access VMware's cash. At the same time, Fitch recognizes the leakage resulting from dividends on the VMware Class A common stock may reduce its likelihood. Profit Expansion Headwinds: Fitch expects operating EBITDA growth and margin expansion from Dell's $2 billion of acquisition-related annual cost synergies, which Dell should achieve on a run-rate basis in fiscal 2018. However, elevated NAND and DRAM prices due to supply shortages will be at least a near-term headwind. Infrastructure Solutions Group segment margins were down 60 basis points year-over-year in the first fiscal quarter ended Feb. 3, 2017 due to higher commodity prices, which Fitch expects to crimp margin expansion in fiscal 2018 due to challenges raising prices. As a result, Fitch now expects operating EBITDA just over $10 billion for fiscal 2018 and more than $11 billion for fiscal 2019, versus prior expectations for operating EBITDA approaching $12 billion in fiscal 2019. Operating EBITDA margins expand slightly in fiscal 2018 but exceed 13% beyond the near term. DERIVATION SUMMARY Fitch's affirmation reflects expectations that Dell's continued focus on debt reduction with FCF and net proceeds from asset sales in conjunction with operating EBITDA growth from positive organic revenue growth and realization of cost synergies will yield strengthening credit metrics. Fitch expects more modest debt reduction in fiscal 2018, pro forma for the VMware senior notes issuance and repayment of a portion of the mirror loan. However, Fitch estimates more than $3 billion of debt reduction and further operating EBITDA growth in the first half of fiscal 2019 resulting in core leverage below 3.5x in the near term. The ratings also reflect Fitch expectations for positive organic revenue growth from share gains in PCs and servers, higher attach rates and solid growth at VMware. Fitch also believes moderate linkage between Dell and VMware provides meaningful contingent liquidity for Dell. KEY ASSUMPTIONS Fitch's key assumptions within its ratings case for the issuer include: -- Positive organic revenue growth, driven by share gains in PCs, at least holding share in x86 servers and mid- to high-single digit growth in at VMware. The company's performance in storage products should strengthen through the intermediate term as robust growth in all flash arrays and software-defined offset legacy storage solutions. -- Profitability expansion from cost reductions, which should be $800 million on a run rate basis exiting in fiscal 2018. These will be partially offset by headwinds from elevated NAND and DRAM prices due to supply shortages, which should ease in the second half of fiscal 2018. -- Dell will use FCF and any incremental asset sale net proceeds for debt reduction, which pro forma for VMware's senior notes issuance still should result in lower core debt by the first half of fiscal 2019. RATING SENSITIVITIES Positive rating actions could occur if: -- Fitch believes greater than expected debt reduction from FCF, resulting in the expectation total leverage will be sustained below 3x in the near term; and -- Positive revenue growth from profitable market share gains, despite challenging demand dynamics across its largest end markets. Negative rating actions could occur if: -- Pre-dividend FCF margin sustained below 2%, from lower than anticipated revenue; or -- Core leverage above 3.5x respectively from weaker than expected profitability or lower than anticipated debt reduction. LIQUIDITY Liquidity was adequate as of May 5, 2017 and supported by: -- $11.2 billion of cash, cash equivalents and short-term investments, the majority of which was offshore and $3.3 billion of which was attributable to VMware. -- $2.7 billion of availability under the $3.2 billion RCF expiring 2021. Fitch's expectations for $4 billion of normalized FCF also supports liquidity, as does Dell's moderate to strong parent-subsidiary linkage with VMware, which provide contingent liquidity given VMware's $7.7 billion of offshore cash. FULL LIST OF RATING ACTIONS Fitch affirms the following ratings: Dell Technologies, Inc. -- Long-Term Issuer Default Rating (IDR) at 'BB+'; Dell Inc. -- Long-Term IDR at 'BB+'; -- Legacy senior unsecured notes at 'BB/RR5'. Dell International LLC -- Long-Term IDR 'BB+'; -- Senior secured revolving credit facility at 'BBB-/RR1'; -- Senior secured term loans at 'BBB-/RR1'; -- Senior secured notes at 'BBB-/RR1'; -- Senior unsecured notes at 'BB+/RR4'. EMC Corp. -- Long-Term IDR at 'BB+'; -- Senior secured notes at 'BBB-/RR1'; -- Senior unsecured notes at 'BB+/RR4'; -- Legacy senior unsecured notes at 'BB/RR5'. The Rating Outlook is Stable. Fitch's actions affect $53.8 billion of total debt, including the revolving credit facility (RCF). DOLLAR MART: Plan Outline Okayed; Pretrial Conference on Sept. 14 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Tennessee will hold a pretrial conference on confirmation of Dollar Mart Grocery & Wholesale's Chapter 11 plan of reorganization on Sept. 14, 2017. The court on August 7 approved the company's disclosure statement, allowing it to start soliciting votes from creditors. The order set a September 5 deadline for creditors to file their objections and cast their votes accepting or rejecting the plan. No unsecured claims have been filed against Dollar Mart but the plan provides a treatment for such claims. Under the plan, creditors holding Class 4 unsecured claims will be paid in full. Dollar Mart has average gross monthly income of $4,000 from its lease with Cash and Carry, Inc., which is sufficient to fund the plan, according to court filings. About Dollar Mart Grocery Dollar Mart Grocery & Wholesale, a joint partnership between Alaa E. Noeman and Raid Tabbaa, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 16-29498) on Oct. 17, 2016. The petition was signed by Alaa E. Noeman and Tabbaa Raid, joint partners. At the time of the filing, the Debtor estimated assets and liabilities of less than $50,000. Judge George W. Emerson, Jr. presides over the case. Toni Campbell Parker, Esq., at the Law Firm of Toni Campbell Parker serves as the Debtor's attorney. On June 23, 2017, the Debtor filed its proposed Chapter 11 plan of reorganization and disclosure statement. DOMINICA LLC: Unsecureds to Get Up to 100% with 3.5% Interest ------------------------------------------------------------- Dominica LLC filed with the U.S. Bankruptcy Court for the District of Massachusetts its first amended disclosure statement dated Aug. 12, 2017, referring to the Debtor's first amended Chapter 11 plan of reorganization. Class 4 General Unsecured Claims are impaired under the Plan. In full and complete satisfaction, settlement, release and discharge, each holder of an Allowed General Unsecured Claims will receive a pro rata share of $2,000 on the Effective Date and $5,000 upon one year from the Effective Date. In sum, holders of Allowed General Unsecured Claims will share in a pro rata pool of $7,000 up to no more than 100% dividend of each Class 4 Claim along with interest at a rate of 3.5% per annum. Fourteen days prior to the commencement of the hearing on Plan confirmation, the disbursing agent will receive from the Debtor and Plan Proponent into the Creditor Distribution Fund an amount necessary under the Plan to be made on the Effective Date. The source of payment in order to have cash on hand at the Effective Date will be from the Debtor and Plan Proponent. Within 30 of the Effective Date, the Plan Proponent will fund the Disbursing Agent the monies still due and owing under the Plan. The Debtor will be responsible for timely payment of quarterly fees incurred pursuant to 28 U.S.C. 1930(a)(6) until its case is converted to Chapter 7, closed or dismissed. A full-text copy of the First Amended Disclosure Statement is available at: http://bankrupt.com/misc/mab16-13461-93.pdf As reported by the Troubled Company Reporter on Dec. 26, 2016, the Debtor filed with the Court a disclosure statement regarding the Debtor's Chapter 11 plan of reorganization, which proposed that the holder of Class 1 - Santander Bank Claim receive upon the entry of a final court order allowing the Class 1 Claim payment, which would be in accordance with existing mortgage modified to fix the maturity date of the loan to 20 years from the Effective Date, set the amount due and owing to $80,000, and fix the interest rate to 5% per annum fixed (not variable) paid monthly in the amount of $527.96. About Dominica LLC Dominica LLC owns and manages the three family house known and numbered as 20 Sutton Street, Boston (Mattapan) Massachusetts. Dominica LLC filed a Chapter 11 petition (Bankr. D. Mass. Case No. 16-13461) on Sept. 8, 2016. The petition was signed by Evangeline Martin, manager. The Debtor estimated assets and liabilities at $500,001 to $1 million at the time of the filing. Michael Van Dam, Esq., at Van Dam Law LLP, is serving as Bankruptcy counsel to the Debtor. EARTH PRIDE: U.S. Trustee Forms 5-Member Committee -------------------------------------------------- The Office of the U.S. Trustee on August 14 appointed five creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of Earth Pride Organics, LLC, and Lancaster Fine Foods, Inc. The committee members are: (1) Michael Coutu, V. P. Finance Catania Spagna Corporation 3 Nemco Way Ayer, MA 01432 Phone: 978.772.7900 Fax: 978.772.7970 Email: mcoutu@cataniaoils.com (2) David Triglia, Controller AMD Oil Sales, LLC 90 North Franklin Turnpike Ramsey, NJ 07446 Phone: 201.327.0642 Fax: 201.327.1814 Email: davidt@amdoilsales.com (3) Stephen J. Scherf, President Asterion, Inc. 215 South Broad Street, Suite 301 Philadelphia, PA 19107 Phone: 215.893.9923 Fax: 215.893.9901 Email: sscherf@asterionconsulting.com (4) Tim Cost 365 Royal Tern Road South Pointe Vedra Beach, FL 32082 Phone: 215.668.1567 Email: tcost24@gmail.com (5) Jason Saul, V. P. Engineering Stokes Material Handling 1000 Cross Keys Drive Doylestown, PA 18901 Phone: 215.340.2200 Email: jsaul@stokesmhs.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 Earth Pride Organics LLC Earth Pride Organics, LLC -- http://earthprideorganics.com/-- is a family owned holding company that includes American Specialty Foods, Lancaster Fine Foods, EPX Trucking and C.O. 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. Lead Case No. 17-13816) 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 bankruptcy cases. Paul Brinton Mashchmeyer, Esq., at Maschmeyer Karalis P.C., serves as the Debtors' bankruptcy counsel. The Debtors hired Trout Ebersole & Groff LLP as accountant and EisnerAmper LLP as financial advisor. ELECTRO RENT: S&P Affirms 'B' Corp Credit Rating, Outlook Stable ---------------------------------------------------------------- S&P Global Ratings affirmed its 'B' corporate credit rating on U.S.-based Electro Rent Corp. The outlook is stable. S&P said, "At the same time, we affirmed our 'B' issue-level rating on the company's first-lien credit facility and 'B-' issue-level rating on the company's second-lien term loan (including the proposed add-on). The '3' recovery rating on the first-lien credit facility is unchanged, indicating our expectation for meaningful (50%-70%; rounded estimate: 65%) recovery in the event of default. The '5' recovery rating on the second-lien credit facility is unchanged, reflecting our expectation of modest (10%-30%; rounded estimate: 10%) recovery in the event of a default. "The rating affirmation and outlook reflect our expectation that the company's operating performance will continue to improve, which will partially offset the increase in leverage from the debt-financed dividend to the financial sponsor. Specifically, we expect that the transaction will weaken the company's debt-to-EBITDA metric to the low-6x area from the mid-5x area at the end of June 30, 2017, pro forma for the Microlease acquisition. This level of leverage provides the company with some (albeit meaningfully reduced) cushion compared to our downside ratings trigger of 6.5x to absorb potential lower demand or integration missteps associated with the acquisition. Under our forecast, we expect Electro Rent's high debt leverage will modestly improve to under 6x in 2018, as the company continues to realize cost synergies from its acquisition of Microlease and experiences organic growth. Although costs to achieve acquisition synergies have been slightly higher than originally expected, we continue to believe that the company will successfully integrate Microlease and realize anticipated synergies by early 2018. We expect the company to continue to maintain EBITDA margins in the low-30% area in 2017, improving to the high-30% area in 2018, after integration. "The stable outlook on Electro Rent reflects our expectation that the company will maintain leverage of between 5.5x and 6.5x and a FFO-to-total debt ratio of between 8% and 10% over the next 12 months, pro forma for the Microlease acquisition. These credit measures are supported by our expectation for modest revenue growth and a moderate improvement in the company's profitability from the realization of synergies associated with the Microlease acquisition and management's operational cost improvements. "We could lower our rating on Electro Rent by one notch if the company's operating performance declined due to lower demand for equipment rentals, the loss of key customers, or if the company experienced difficulty integrating Microlease such that it increased its adjusted debt-to-EBITDA metric to more than 6.5x and we expected it to remain there. We could also lower our rating if the company pursued debt-financed acquisitions or additional shareholder returns that increase its leverage above 6.5x on a sustained basis. "Although unlikely over the next 12 months, we could raise our rating on Electro Rent by one notch if the company significantly increased its revenue base and expanded its margins in line with those of its larger equipment rental peers. We could also raise the rating if we expected that Electro Rent's total debt-to-EBITDA metric would remain below 5x over the economic cycle and believed that the company was committed to maintain financial policies that would support this level of leverage." ENOVA INTERNATIONAL: Moody's Rates New $250MM Unsec. Notes 'Caa1' ----------------------------------------------------------------- Moody's Investors Service affirmed Enova International Inc.'s corporate family and senior unsecured ratings at Caa1, with a stable outlook. In the same rating action, Moody's assigned a Caa1 rating, with a stable outlook, to Enova's new $250 million 7-year senior unsecured notes. Issuer: Enova International, Inc. Assignments: -- US$250M Senior Unsecured Regular Bond/Debenture, Assigned Caa1, Stable Affirmations: -- Corporate Family Rating, Affirmed Caa1, Stable -- Senior Unsecured Regular Bond/Debenture, Affirmed Caa1, Stable Outlook Actions: -- Outlook, Remains Stable RATINGS RATIONALE The rating affirmation, with a stable outlook, reflects the additional laddering of Enova's debt maturities, as well as its moderate leverage, which will slightly increase after the new debt issuance. A portion of the proceeds from the planned $250 million note issuance will be used to partially prepay the existing $500 million senior unsecured notes maturing in 2021. Enova's ratings continue to be constrained by a significant regulatory risk to the payday lender industry. If implemented in the form close to the proposal published in June 2016, the CFPB's rules will significantly reduce the profitability of payday lenders, given the emphasis on loan affordability and restrictions on re-borrowings, and will require drastic changes to the lenders' business models and capital structures. Moody's believes that Enova is better positioned to withstand the reduced profitability impact of the new rules than its branch-based peers, given its scalable online model with a lower fixed cost base, as well as its lower reliance on payday loans compared to most other peers. Nevertheless, Enova's weak capitalization remains a rating constraint given the transition risk it presents to the new lending business model. As of 30 June 2017, the company's tangible common equity represented 0.4% of its tangible assets. While a significant improvement from negative 7.6% a year ago, Moody's views it as weak for a company with a significant proportion of longer-term lending products in its loan portfolio. Enova's ratings could be upgraded if Moody's comes to believe that a probability of passing of the CFPB's final rule in the form similar to the proposal published in June 2016 is significantly diminished, or if the implementation of the final rule is substantially delayed. Similarly, if the CFPB makes changes to the final rule such that it will place fewer limitations on payday and title lenders' current activities than contemplated by the proposal, Enova's ratings could also be upgraded. In absence of these developments, Enova's ratings could be upgraded if it builds up its tangible common equity to at least 4% of tangible assets through earnings retention. The company will also need to demonstrate a successful transition to underwriting-based lending to comply with the CFPB's rules, as evidenced by solid and stable profitability with minimum amounts of restructuring and other unforeseen operating expenses. Enova's ratings could be downgraded if the company's profitability and leverage meaningfully deteriorate, and if its liquidity materially weakens. The principal methodology used in these ratings was Finance Companies published in December 2016. ENOVA INTERNATIONAL: S&P Rates New $250MM Sr. Unsecured Notes 'B-' ------------------------------------------------------------------ S&P Global Ratings affirmed its 'B' issuer credit rating on Enova International Inc. The outlook remains negative. At the same time, S&P assigned its 'B-' issue rating on the company's new $250 million senior unsecured notes due 2024. The recovery rating is '5'. The '5' recovery rating indicates our expectation for modest (10%-15%) recovery in the event of a payment default. S&P said, "Our rating action follows the company's announcement that it plans to raise $250 million of unsecured notes due in 2024. The company plans to use $155 million of the notes to repurchase some of its existing notes due in 2021. The remaining amount, net of fees and expenses, will be for general corporate purposes. "Although we take a positive view of the company extending and staggering its maturity profile, we view the additional leverage negatively because of broader uncertainty about the timing and magnitude of the the Consumer Financial Protection Bureau's (CFPB) proposed rule changes. In July, the CFPB proposed rules that seek to ban companies from arbitration clauses. "The negative outlook reflects S&P Global Ratings' view that Enova's credit profile could deteriorate within the next year to a level weaker than the current rating would suggest because of adverse regulatory reform. We expect debt to adjusted EBITDA to remain between 4x-5x as the company balances cost controls (related to new customer acquisitions and marketing spend) and executes some of its non-payday new initiatives. "We may downgrade the company over the next 12 months if we believe the company will not be in a position to generate enough EBITDA to maintain leverage below 5.0x. We could also lower the rating if regulatory, operational, or funding challenges arise. "There is limited potential for us to revise our outlook on Enova to stable before the final CFPB rules have been announced. As a result, a revision to stable largely hinges on the magnitude of regulatory changes that we expect to alter products and collection activities to less favorable terms." FIRSTENERGY SOLUTIONS: S&P Lowers Issuer Credit Rating to CCC- -------------------------------------------------------------- S&P Global Ratings said it lowered its issuer credit rating on FirstEnergy Solutions Corp. to 'CCC-' from 'CCC'. The outlook is negative. S&P said, "We also lowered the rating on the company's secured debt to 'CCC+' from 'B-' and on its unsecured debt to 'CCC-' from 'CCC'. The recovery ratings of '1' and '4' on secured and unsecured debt, respectively, are unchanged. S&P said, "The rating action stems from the recent announcement by FirstEnergy Solutions that it was pursuing exchange discussions with its creditors. This announcement appears to potentially accelerate the timeframe to default, which we had previously believed would immediately precede 2018 maturities. An exchange that provides less than full compensation would be considered an event of default under our criteria; given our current low recovery expectations for this portfolio, as well as bond spreads indicating severe distress, we expect that any exchange would be for less than full compensation. It's not clear, currently, how long it will take for these events to transpire, but, even absent an agreement with the creditors, we expect that the company will file for bankruptcy in advance of its 2018 maturities. While uplift for nuclear assets via either a state subsidy or the Department of Energy study is possible, we consider neither in our base case, and believe that even these would not forestall bankruptcy indefinitely. "The negative outlook reflects our expectation that the issuer could potentially file for bankruptcy or enter into a distressed exchange within the next six months. "We could lower the ratings if the timeline of a possible restructuring accelerates or if the issuer makes an announcement to this effect. "We could revise the outlook to stable if leverage decreased sharply or if liquidity improved intermittently." FES and affiliates own or lease and operate power plants in the U.S. with a combined capacity of about 13,000 megawatts (MW), but for purposes of this analysis we exclude Allegheny Energy Supply. Parent FirstEnergy Corp. and its other regulated subsidiaries do not guarantee any of FES' debt or lease liabilities and it is unlikely that there would be a compelling economic reason to provide additional support to the entities if it comes under stress. FTS INT'L: S&P Raises CCR to 'B-' on Revised Revenue Assumptions ---------------------------------------------------------------- S&P Global Ratings raised its corporate credit rating on Fort Worth, Texas-based FTS International Inc. (FTSI) to 'B-' from 'CCC+'. The outlook is stable. S&P said, "At the same time, we raised our rating on the company's senior secured floating-rate notes to 'B+' from 'B'. The recovery rating on this debt remains '1', indicating very high (90%-100%; rounded estimate: 95%) recovery in the event of a payment default. We also raised our rating on FTSI's second-lien senior secured debt to 'CCC+' from 'CCC'. The recovery rating on this debt remains '5', indicating our expectation of modest (10%-30%; rounded estimate: 15%) recovery in the event of a payment default. "The upgrade reflects increased assumptions for revenues and margins for FTSI due to renewed drilling activity in the U.S. onshore oil and gas industry. Based on our current crude oil price assumptions of $50 per barrel (bbl) for the remainder of 2017 and 2018, we expect U.S. drilling activity to remain broadly stable and to continue to support the operating performance of oilfield services companies. We now forecast FTSI to generate annual EBITDA of about $250 million, resulting in debt leverage of about 5x, which we view as sustainable. "Our stable outlook on FTSI reflects our expectation that debt to EBITDA will remain around 5x and that the company will maintain adequate liquidity. "We could lower our ratings on FTSI if we expected leverage to increase above 6x for a sustained period, or if liquidity deteriorated materially. This would most likely occur if commodity prices fell such as to cause a material drop in U.S. drilling activity and demand for oilfield services. "We could raise the rating on FTSI if the company reduced leverage to less than 4x for a sustained period. This would most likely occur if U.S. fracking market conditions improved more than we currently expect, or if the company could significantly reduce debt, either by using proceeds from an IPO, or an equity infusion by a strategic investor." GARDEN OF EDEN: Retains Grafe Auction to Sell Coskun's NY Equipment ------------------------------------------------------------------- Garden of Eden Enterprises, Inc., and affiliates ask the U.S. Bankruptcy Court for the Southern District of New York to authorize them to retain retain Grafe Auction Co. as Auctioneer and to conduct the auction sale of Coskun Brothers Specialty Food, Inc.'s equipment located at 170 West 23rd Street, New York, New York ("Location"). Coskun occupies the Location in accordance with the terms of a non-residential real property lease with Landlord 7th and 23 Associates, L.P. since the year 2006. For approximately the past 10 years Coskun has operated at the location and generally paid rent in accordance with the terms of the Lease. Based upon a number of factors, including the opening of several larger chain grocery stores around the Location, which created direct competition with Coskun, for the past several years, it struggled to achieve profitability at the Location. Recognizing that the continued loses required it to substantially reduce overhead in order to continue at this Location, the Debtor reached out to the Landlord in the hope that an agreed reduction in rent could permit it to continue to operate at the Location for its benefit and its creditors. Unfortunately, the Debtor and the Landlord were unable to reach a satisfactory agreement with respect to a reduction in the rent required under the Lease and the time to assume/reject the Lease expired on June 27, 2017 pursuant to the terms of the Stipulation dated May 26, 2017 extending the Debtor's time to assume or reject the Lease. As a result of the rejection of the Lease for the Location and the inability to reach an agreement with its Landlord, the Landlord moved on Shorten Time to compel the Debtor to vacate the Location and surrender the Location, which the Debtor occupies pursuant to the rejected Lease back to the Landlord. A hearing on the Landlord's motion is scheduled to be heard by the Court on Aug. 10, 2017 at 4:00 p.m. Recognizing that the Debtor was not going to be able to reach an agreement with the Landlord, on Aug. 2, 2017 the Debtor closed down its operations to the public and began relocating its perishable and non perishable inventory to its other two operating locations. However, it is unable to dispose of the physical equipment (display cases, refrigeration units, cash registers and miscellaneous equipment used in the operation of its business) located at the Location without the authority of the Court to sell same. In addition, the Debtor has some miscellaneous computers, supplies and office furnishings. The Debtor, in consultation with Noah Bank, American Express Co. and the Committee, have determined that the best way to maximize the estate's value is to conduct an auction sale of its Equipment and return the Location back to the Landlord as quickly as possible. By the Motion, the Debtor asks authority to retain the Auctioneer and conduct an auction of Equipment at the Location. The Auctioneer is a well-known auction company which regularly conducts auctions in supermarket/grocery store cases in the Southern and Eastern Districts of New York most recently the A&P Supermarket stores. It has agreed to conduct the Auction in accordance with the local rules of the Court. In addition, pursuant to a letter proposal dated August 2017, proposes to charge the Debtor as provided in the agreement which includes a commission in the amount of 10% and a buyer's premium in the amount of 15%, plus expense reimbursement as provided therein. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Garden_of_Eden_162_Sales.pdf Coskun proposes to sell the Equipment free and clear of all liens, claims, encumbrances and other interests. Both Noah Bank and American Express have has consented to the sale of the Property free and clear of Liens. The Debtor's intent to hold the proceeds of the auction sale pending further Order of the Court. The Auctioneer: GRAFE AUCTION CO. 1025 Industrial Drive Spring Valley, MN 55975 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. GATEWAY MEDICAL: Unsecureds to Get Full Payment by April 2018 ------------------------------------------------------------- Gateway Medial Center II, LLC, and its debtor-affiliate filed with the U.S. Bankruptcy Court for the Western District of Washington a joint disclosure statement dated Aug. 2, 2017, referring to the Debtors' joint Chapter 11 plan dated Aug. 2, 2017. Class 5 consists of all General Unsecured Claims. The Debtors estimate claims under this Class 5 total approximately $15,532. All Allowed General Unsecured Claims will be paid in full. Interest will accrue on and after the Effective Date on the unpaid balance of each Class 5 Claim at the Federal Judgment Rate until the claim is paid in full. First, the Debtors will pay all Allowed Class 5 Claims in existence on the Effective Date as follows. Within 45 days of the Effective Date, the Debtors will pay each holder of a Class 5 Claim an amount equal to 80% of his or her allowed claim. By no later than April 30, 2018, the Debtors will pay each holder of a Class 5 Claim the remaining 20% of his or her allowed claim. Second, the Debtors will pay all Allowed Class 5 Claims that arise after the Effective Date as a result of a rejection of a lease, as follows. The Debtors will pay the holders of an Allowed Class 5 Claim asserted after the Effective Date in full by the later of (a) April 30, 2018, or (b) allowance of 30 days after Class 5 Creditor's proof of claim. As detailed in the Plan, all necessary elements exist in this case to warrant substantive consolidation of the Debtors' respective bankruptcy estates. Substantive consolidation will result in a savings on professional fees to the estates of the Debtors by (among other savings) making claims administration and the preparation, negotiation, and confirmation of the Plan and Disclosure Statement more simplified, efficient, and less costly. More fundamentally, substantive consolidation will facilitate the full payment to Maxim and the unsecured creditors of both of the Debtors. There is insufficient equity in the assets of the Gateway Estate to pay the secured claims of the Clark County Treasurer, Opus, and Maxim. As such, in a liquidation of Gateway, Maxim, would not be fully paid and Gateway's unsecured creditors would receive nothing. In stark contrast, there is sufficient equity in a substantively consolidated case of the combined estates to pay all of the Debtors' creditors' allowed claims in full. Under the Plan, each of the Debtors would continue to exist in accordance with the laws of the State of Washington and pursuant to their respective Operating Agreements. Under the Plan, Debtors will continue to work with the Broker to market and sell the Property. The Custodial Receiver will remain in control of and continue to manage the Debtors' property as well as all leases, rents, issues, and profits of the property and accrued proceeds and profits held by the Receiver, subject to use by the Custodial Receiver for the improvement and maintenance of the properties to be determined in consultation with and with input from Daniel J. Boverman. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/wawb17-41780-77.pdf About Gateway Medical Gateway is a Washington limited liability company formed on May 28, 2004. Gateway Medical Center, LLC owns a medical office building located at 2501 NE 134th St., Vancouver, Washington. It is adjacent to a medical office building owned by affiliate Gateway Medical Center II, LLC, located at 2621 NE 134th St., Vancouver, Washington. Gateway Medical Center, LLC, and Gateway Medical Center II, LLC, filed separate Chapter 11 petitions (Bankr. W.D. Wash. Case Nos. 17-41779 and 17-41780, respectively), on May 4, 2017. At the time of filing, Gateway Medical Center had $1 million to $10 million in estimated assets and Gateway Medical Center II had $10 million to $50 million in estimated assets. Both Debtors have liabilities estimated to be between $1 million to $10 million. The petitions were signed by Daniel J. Boverman, manager. The cases are assigned to Judge Brian D Lynch. The Debtor is represented by Tara J. Schleicher, Esq., at Farleigh Wada Witt. No trustee or examiner has been appointed. GENON ENERGY: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------ The Office of the U.S. Trustee on Aug. 15 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 cases of Genon Energy Inc. and its debtor-affiliates. About GenOn Energy GenOn Energy, Inc., is a wholesale power generation corporation with 15,394 megawatts in generating capacity, operating operate 32 power plants in eight states. GenOn is subsidiary of NRG Energy Inc., which is a competitive power company that produces, sells and delivers energy and energy services, primarily in major competitive power markets in the U.S. GenOn is the product of two mergers since 2010. First, on Dec. 3, 2010, two wholesale power generation companies -- RRI Energy, a company formerly known as Reliant Energy, and Mirant Corporation -- completed an all-stock, tax-free merger with Mirant becoming RRI's wholly-owned subsidiary. Following the merger, RRI took its current name: GenOn. NRG, through a wholly-owned subsidiary, and GenOn completed a stock-for-stock merger in a $6 billion deal, with GenOn continuing as the surviving company on December 14, 2012. NRG, as consideration for acquiring GenOn's entire equity, issued 0.1216 shares of NRG common stock for each outstanding share of GenOn. In structuring the merger, NRG "ring-fenced" GenOn's debt, leaving GenOn's creditors without recourse against NRG's assets in the event of GenOn's default. As of March 31, 2017, GenOn Energy had $4.81 billion in total assets, $4.51 billion in total liabilities and $304 million in total stockholders' equity. GenOn Energy, Inc. ("GenOn"), GenOn Americas Generation, LLC ("GAG") and 60 of their directly and indirectly-owned subsidiaries commenced the Chapter 11 cases in Houston, Texas (Bankr. S.D. Tex. Lead Case No. 17-33695) on June 14, 2017, to implement a restructuring plan negotiated with stakeholders prepetition. The Debtors' cases have been assigned to Judge David R. Jones. Kirkland & Ellis LLP is the Debtors' bankruptcy counsel. Zack A. Clement, PLLC, is the local counsel. Rothschild Inc. is the financial advisor and investment banker. McKinsey Recovery & Transformation Services U.S. is the restructuring advisor. Epiq Systems, Inc., is the claims and noticing agent. Special Counsel to the GAG Steering Committee is Quinn Emanuel Urquhart & Sullivan, LLP. The Steering Committee of GAG Noteholders is comprised of Benefit Street Partners LLC, Brigade Capital Management, LP, Franklin Mutual Advisers, LLC, and Solus Alternative Asset Management LP, each on behalf of itself or certain affiliates, and/or accounts managed and/or advised by it or its affiliates. Counsel to the GenOn Steering Committee and the GAG Steering Committee are Keith H. Wofford, Esq., Stephen Moeller-Sally, Esq., and Marc B. Roitman, Esq., at Ropes & Gray LLP. Counsel for NRG Energy, Inc., are C. Luckey McDowell, Esq., and Ian E. Roberts, Esq., at Baker Botts L.L.P. GREEN WIZARD: Case Summary & 13 Unsecured Creditors --------------------------------------------------- Debtor: Green Wizard Tire Recyclers, LLC 3433 Lithia Pinecrest Road Valrico, FL 33596-6302 Type of Business: Green Wizard owns a recycling center in Tampa, Florida. It is a small business debtor as defined in 11 U.S.C. Sec. 101(51D). Chapter 11 Petition Date: August 15, 2017 Case No.: 17-07160 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Debtor's Counsel: David W Steen, Esq. DAVID W STEEN, P.A. 2901 W. Busch Boulevard, Suite 311 Tampa, FL 33618 Tel: (813) 251-3000 E-mail: dwsteen@dsteenpa.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Edward Beauchaine, manager. The Debtor's list of 13 unsecured creditors is available for free at http://bankrupt.com/misc/flmb17-07160.pdf GTHCC INC: Case Summary & 6 Unsecured Creditors ----------------------------------------------- Debtor: GTHCC, Inc. 4300 West Wall Street Midland, TX 79703 Type of Business: Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)) Chapter 11 Petition Date: August 15, 2017 Case No.: 17-51942 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Judge: Hon. Craig A. Gargotta Debtor's Counsel: Glen R. Ayers, Jr., 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 Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Jarnail Sihota, president. The Debtor's list of six unsecured creditors is available for free at http://bankrupt.com/misc/txwb17-51942.pdf HARRY DAWSON: Beck Buying Medicine Lodge Property for $135K ----------------------------------------------------------- Harry W. Dawson filed a notice with the U.S. Bankruptcy Court for the District Court of Kansas disclosing his sale of interest in the real property located at 21 NW Tomahawk, Medicine Lodge, Barber County, Kansas, to George H. Beck, Jr., for $135,000, subject to overbid. A hearing on the Motion is set for Sept. 14, 2017 at 10:30 a.m. Objection deadline is Aug. 31, 2017. The sale of the Property is with assumption and assignment of ground lease of all rights of the Debtor under the Lease and Agreement dated June 11, 2013 with Mildred Meairs. The Lease and Agreement is for an initial term of 99 years from June 11, 2013, with an option to extend for an additional 99 years by payment of $100. The "lease" portion of the Lease and Agreement is essentially a ground lease for the lot, together with a right of way and easement for use of a lake on the total 390 acres owned by Meiars and/or her heirs. The Debtor owns a house on the lot. The Debtor has received an offer of $135,000 for the Debtor's interest from Beck and sale will be to Beck for this amount unless higher bids are received. The sale will be "as is" and the Buyer is to accept the property in its current condition. No express or implied warranty will be given. No survey will be provided or requested. The sale price is to be paid in cash at closing. The closing costs will be split 50/50 between the Buyer and the Seller. The Debtor will provide a policy of title insurance showing merchantable title free and clear of liens. Any owner (Buyer's) title insurance will be paid solely by the Buyer. All property taxes as to the Property and all Annual Charges will be pro-rated to date of closing. The Debtor also asks the Court to authorize the assumption and assignment of any part of the Lease and Agreement constituting an unexpired lease or executory contract to the Buyer. The Debtor will cure all material monetary defaults consisting of (i) any Annual Charges described in the Lease and Agreement ($1,103 per year subject to certain adjustments), and (ii) all unpaid property taxes as to the Property. No other cure will be required. The cure amounts will be paid at closing from the sale proceeds. The Debtor proposes to sell the Property free and clear of liens. The Property is subject to these liens and encumbrances: a. Judgment against Harry W. Dawson, et al, in favor of Harold H. Beuttenmuller, Initial Order dated June 26, 2016, Barber County, Kansas, District Court Case No. 2015CV30. b. Suit pending, Happy State Bank, Plft., vs. Harry W. Dawson, et al, Petition filed Sept. 28, 2015, Barber County, Kansas, District Court Case No. 2015CV32. c. Suit pending, David M. Chacko, M.D., Ph.D., Plft., vs. Harry W. Dawson, et al, Defts., Petition filed Nov. 19, 2015, Barber County, Kansas District Court Case No. 2015CV37. d. Judgment against Harry W. Dawson, in favor of Rhonda Noland, pursuant to Journal Entry of Judgment filed Dec. 4, 2015, Barber County, Kansas, District Court Case No. 2015MV03. This case was upgraded to a Chapter 60 case from Barber County, Kansas, District Court Case No. 2015SC18. e. Suit pending, Simmons First National Bank, Pltf., vs. Harry W. Dawson, et al, Defts., Petition filed Jan. 11, 2016, Barber County, Kansas, District Court Case No. 2016CV01. f. Suit pending, Ally Bank, Pltf, vs. Harry W. Dawson, et al, Defts., Petition filed March 14, 2016, Barber County, Kansas, District Court Case No. 2016CV07. g. Judgment against Harry Dawson, in favor of South Central Wireless, d/b/a SCTelcom, as evidence by Order Granting Judgment, filed April 6, 2016, Barber County, Kansas, District Court Case No. 2016LM02. h. Suit pending, Deb Alexander, Isabella Tre Meairs, Madelynn Rose Meairs, Michaela Leann Meairs, Lindsey Marie Meairs, Ronda Noland, Amanda Roy, Kyle Vick and Ronda Noland as Trustee of the Testamentary Trust of Mildred L. Meairs, Plfts., vs. Harry W. Dawson, et al, Defts., Petition filed Sept. 16, 2016, Barber County, Kansas, District Court Case No. 2016CV19. i. Unpaid personal property taxes against Harry W. Dawson, for delinquent 2016 personal property taxes, warrant No. 160075. This tax is not a judgment against real estate until it is filed in the District Court of Barber County, Kansas. j. Personal property tax judgment against Harry W. Dawson for delinquent 2015 personal property taxes, warrant No. 150118. The personal property taxes for 2016 are not a lien, and the personal property taxes for 2015 may not be a lien depending on the validity, and date of the filing of any tax warrants as to the same. The Court will determine the validity and amount of any claimed lien(s) which will then attach to the proceeds. Any party-in-interest may bid more by submitting a bid in $1,000 (over the $135,000 notice price), to the Debtor's counsel, J. Michael Morris of Klenda Austerman, LLC. Any such bid(s) must be submitted no later than Sept. 5, 2017, at 1:30 p.m. The bidding will continue until a high bid is reached, and sale will be to the party presenting the highest bid. From the sale proceeds, the Debtor proposes to pay (i) $1,000 for the attorney's fee of the Debtor's counsel; (ii) $250 for the Certificate of Title; and (iii) the property taxes and cure amounts. Harry W Dawson sought Chapter 11 protection (Bankr. D. Kan. Case No. 16-10634) on April 12, 2016. The Debtor tapped Eric W. Lomas, Esq., at Klenda Austerman, LLC, as counsel. HOME MARK: Case Summary & 4 Unsecured Creditors ----------------------------------------------- Debtor: Home Mark Homes, Inc. 509 Drum Point Road Brick, NJ 08723 Type of Business: Home Mark Homes is a home building contractor based in Brick, New Jersey. It is a small business debtor as defined in 11 U.S.C. Section 101(51D). Chapter 11 Petition Date: August 15, 2017 Case No.: 17-26564 Court: United States Bankruptcy Court District of New Jersey (Trenton) Judge: Hon. Michael B. Kaplan Debtor's Counsel: Amit Deshmukh, Esq. DESH LAW 1200 US 46 West, Ste 130 Clifton, NJ 07042 Tel: 862-213-4960 Fax: 973-779-7062 E-mail: amitdeshmukh@desh-law.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Dennis Robert McKenna, president. The Debtor's list of four unsecured creditors is available for free at http://bankrupt.com/misc/njb17-26564.pdf HUNDRED OAKS: Taps Teague & Wetsel as Legal Counsel --------------------------------------------------- Hundred Oaks Office Park, LLC has filed with the U.S. Bankruptcy Court for the Western District of Oklahoma an amended application to employ Teague & Wetsel, PLLC as its legal counsel. The firm will, among other things, give legal advice to the Debtor regarding its duties under the Bankruptcy Code; assist in any non-bankruptcy related matters; and prepare a plan of reorganization. Charles Wetsel, Esq., the attorney who will be handling the case, will charge an hourly fee of $275. Paralegals will charge $100 per hour. Teague & Wetsel has no connection with creditors or their attorneys that would create a conflict in representing the Debtor, according to court filings. The firm can be reached through: Charles E. Wetsel, Esq. Teague & Wetsel, PLLC 1741 West 33rd Street, Suite 120 Edmond, OK 73013 Telephone: (405) 285-9200 Telecopier: (405) 509-2362 (direct) Email: cwetsel@teaguewetsel.com About Hundred Oaks Office Park Hundred Oaks Office Park, LLC is a privately held company in Jersey City, New Jersey, categorized under office buildings and parks. It is a single asset real estate as that term is defined in 11 U.S.C. Section 101(51B). The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Okla. Case No. 17-13186) on August 9, 2017. Dale F. Jackson, manager, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets of $10 million to $50 million and liabilities of $1 million to $10 million. Judge Janice D. Loyd presides over the case. INT'L MANUFACTURING: Suit vs. ZB, et al., Remanded to State Court ----------------------------------------------------------------- Judge Robert S. Bardwil of the U.S. District Court for the Eastern District of California remands the adversary proceeding styled In re: INTERNATIONAL MANUFACTURING GROUP, INC., Debtor. JTS COMMUNITIES, INC., et al., Plaintiffs, v. ZB, N.A., et al., Defendants, Case No. 14-25820-D-11, Adv. Pro. No. 17-2109-D, (Bankr. E.D. Cal.) to the Sacramento County Superior Court. In the bankruptcy case in which the instant adversary proceeding is pending, a Plan Administrator has been appointed pursuant to the plan of liquidation that was filed on October 12, 2016, and confirmed two and a half months later. The Plan Administrator was not a party to the state court action before it was removed and is not a party to the instant adversary proceeding. However, both the Plaintiffs and the Defendants in the adversary proceeding are party-defendants in separate adversary proceedings brought by the then-Chapter 11 Trustee before the plan was confirmed and since maintained by the Plan Administrator. In essence, it is based on these "connections" with the bankruptcy case that the Defendants removed the instant action from the state court and now opposes remand. The Defendants also rely on the pendency of the underlying bankruptcy case itself, the pendency of the related bankruptcy case of Deepal Wannakuwatte, the proofs of claim filed by the Plaintiffs in the underlying case, and a putative class action recently filed against the Defendants in the District Court for this district as "connections" supporting their position that the Court has "related to" jurisdiction over the removed state court action. The Court finds, however, that those proceedings are not sufficient, either individually or in total, to support "related to" jurisdiction of the removed State Court Action, while the Plaintiffs' claims are all state law claims -- there are no issues of bankruptcy law. Further, the Court determines that the claims are not asserted in any of the proceedings relied on by the Defendants. The Court points out that the Plan Administrator's claims against the Plaintiffs in the instant adversary proceeding concern the relationship between the Plaintiffs, on the one hand, and the Debtor, its principal, and his Ponzi scheme, on the other, whereas the Plan Administrator's claims against ZB, N.A. in the other -- separate -- adversary proceeding concern the relationship between the Debtor, its principal, and the Ponzi scheme, on the one hand, and the Defendant ZB, N.A., on the other. The Court notes that two individual defendants in the removed state court action are not parties to either of the plan administrator's adversary proceedings. Although the Plan Administrator's complaints mention the letter of credit arrangements that are an element in the Plaintiffs' allegations in the State Court Action, the Plaintiffs' allegations against the Defendants do not form any part of the allegations in either of the Plan Administrator's adversary proceedings. The Court maintains that the "bad acts" that the State Court Plaintiffs allege the Defendants committed against them play virtually no role in the adversary proceedings and the liability, if any, of the defendants to the plaintiffs will not be adjudicated in those adversary proceedings. Finally, the Court posits that the outcome of the State Court Action will have no impact on the interpretation, implementation, consummation, execution, or administration of the confirmed liquidating plan, as required for the Court to exercise jurisdiction in this post-confirmation action. At most, a judgment in favor of the plaintiffs in the state court action, if collected, could possibly reduce the amount of their claims against the bankruptcy estate in this case and thereby increase the dividend to other creditors. Accordingly, the Court concludes that it does not have subject matter jurisdiction of the removed State Court Action because the action is not "related to" the bankruptcy case or the plan. However, for the sake of completeness, the Court says that it will briefly address the issues of abstention and equitable remand, raised by the parties. The Court cannot abstain because there is no pending State Court Action for the court to abstain from -- "abstention can exist only where there is a parallel proceeding in state court." Finally, even if the Court had "related to" jurisdiction of the removed State Court Action, the court would remand the action. The Court holds that the Defendants' position that remand of the State Court action might result in inconsistent results as between that action and the Plan Administrator's adversary proceedings does not outweigh the considerations in favor of remand. The Defendants suggest the state court action implicates the Plaintiffs' good faith defense to the fraudulent transfer claims in the Plan Administrator's adversary proceeding against them and the Defendants' in pari delicto defense to the fraudulent transfer claims against them in the other adversary proceeding. A full-text copy of the Memorandum Decision dated August 3, 2017, is available at https://is.gd/xiAbTP from Leagle.com. About International Manufacturing Deepal Wannakuwatte, the mastermind of a $150 million Ponzi scheme, put himself and his company, International Manufacturing Group Inc., into Chapter 11 after he pleaded guilty to one count of wire fraud and agreed to a 20-year prison sentence. The bankruptcy filing was part of his plea bargain with federal prosecutors. Mr. Wannakuwatte is the former owner of the Sacramento Capitols tennis team. Mr. Wannakuwatte initiated his personal Chapter 11 case on May 30, 2014. Hank Spacone was appointed as trustee for Wannakuwatte's Chapter 11 estate. Betsy Kathryn Wannakuwatte and Sarah Kathryn Wannakuwatte also have pending Chapter 7 cases. Mr. Wannakuwatte also submitted a Chapter 11 bankruptcy petition for IMG on May 30, 2014 (Bankr. E.D. Cal. Case No. 14-25820) in Sacramento. The case is assigned to Judge Robert S. Bardwil. The Debtor tapped Marc A. Caraska, in Sacramento, as counsel. In June 2014, Beverly N. McFarland was appointed as Chapter 11 trustee for IMG. She tapped Felderstein Fitzgerald Willoughby & Pascuzzi LLP as her bankruptcy counsel; Diamond McCarthy LLP as Her special litigation counsel; Gabrielson & Company as accountant; and Karen Rushing as bookkeeper outside the ordinary course of business. The U.S. Trustee for Region 7 appointed a three-member unsecured creditors panel in IMG's case comprising of Byron Younger, Janine Jones, and Steve Whitesides. KALOBIOS PHARMACEUTICALS: Amends 7.3M Shares Resale Prospectus -------------------------------------------------------------- KaloBios Pharmaceuticals, Inc., filed with the Securities and Exchange Commission an amended Form S-1 registration statement relating to the resale or other disposition, from time to time, by entities affiliated with Black Horse Capital LP, Nomis Bay LTD, Cortleigh Limited, H&M Ventures II LLC and Savant Neglected Diseases, LLC of up to 7,347,035 shares of common stock, par value $0.001, of KaloBios Pharmaceuticals, Inc., which consist of (i) 7,147,035 shares of common stock issued in connection with the Company's emergence from bankruptcy pursuant to an April 2016 securities purchase agreement; and (ii) 200,000 shares of common stock issuable upon the exercise of a common stock purchase warrant, issued to Savant Neglected Diseases, LLC. The Company is not selling any common stock under this prospectus and it will not receive any of the proceeds from the sale of any shares of common stock by the selling stockholders. However, the Company will generate proceeds from any cash exercise of the warrant. All expenses of registration incurred in connection with this offering are being borne by the Company. All selling and other expenses incurred by the selling stockholders will be borne by the selling stockholders. Kalobios' common stock is listed for quotation on the OTCQB Venture Market operated by OTC Markets Group, Inc., under the symbol "KBIO". On July 3, 2017, the last reported sale price per share of its common stock on the OTCQB was $1.95. A full-text copy of the Form S-1/A is available for free at: https://is.gd/LiJmLn About KaloBios Pharmaceuticals KaloBios Pharmaceuticals, Inc. (OTC: KBIO) -- http://www.kalobios.com/-- is an emerging biopharmaceutical company focused on advancing medicines for patients with neglected and rare diseases through innovative and responsible business models. Lead compounds in the KaloBios portfolio are benznidazole for the potential treatment of Chagas disease in the U.S., and the proprietary monoclonal antibodies, lenzilumab and ifabotuzumab (formerly KB004), for the potential treatment of various solid and hematologic cancers such as CMML and potentially juvenile myelomonocytic leukemia, or JMML. KaloBios on Dec. 29, 2015, filed a voluntary petition for bankruptcy protection under Chapter 11 of Title 11 of the United States Bankruptcy Code (Bankr. D. Del. Case No. 15-12628). The Company was represented by Eric D. Schwartz of Morris, Nichols, Arsht & Tunnell. KaloBios emerged from Chapter 11 bankruptcy six months later. The Company has acquired the rights from Savant Neglected Diseases LLC to develop benznidazole for the treatment of Chagas disease. Kalobios reported a net loss of $27.01 million for the year ended Dec. 31, 2016, compared to a net loss of $35.37 million for the year ended Dec. 31, 2015. As of March 31, 2017, Kalobios had $6.03 million in total assets, $14.89 million in total liabilities, and a total stockholders' deficit of $8.86 million. HORNE LLP, in Ridgeland, Mississippi, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, noting that the Company has recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. KALOBIOS PHARMACEUTICALS: Changes Name to "Humanigen, Inc." ----------------------------------------------------------- KaloBios Pharmaceuticals, Inc., amended its Amended and Restated Certificate of Incorporation to change its corporate name to Humanigen, Inc., effective Aug. 7, 2017. The corporate name change was effected pursuant to Section 242 of the Delaware General Corporation Law by filing a Certificate of Amendment to the Amended and Restated Certificate of Incorporation with the Delaware Secretary of State. In addition, effective Aug. 7, 2017, the Company amended and restated its Amended and Restated Bylaws, as amended, to reflect the corporate name change. Effective Aug. 7, 2017, the Company's common stock, which trades on the OTCQB Venture Market, ceased trading under the ticker symbol "KBIO" and commenced trading under the ticker symbol "HGEN". Along with the ticker change, the Company's common stock has been assigned a new CUSIP number of 444863 10 4. The name change does not affect the rights of the Company's security holders. Outstanding stock certificates representing shares of common stock of the Company will continue to be valid and need not be exchanged in connection with the name change. About KaloBios Pharmaceuticals KaloBios Pharmaceuticals, Inc. (OTC: KBIO) -- http://www.kalobios.com/-- is an emerging biopharmaceutical company focused on advancing medicines for patients with neglected and rare diseases through innovative and responsible business models. Lead compounds in the KaloBios portfolio are benznidazole for the potential treatment of Chagas disease in the U.S., and the proprietary monoclonal antibodies, lenzilumab and ifabotuzumab (formerly KB004), for the potential treatment of various solid and hematologic cancers such as CMML and potentially juvenile myelomonocytic leukemia, or JMML. KaloBios on Dec. 29, 2015, filed a voluntary petition for bankruptcy protection under Chapter 11 of Title 11 of the United States Bankruptcy Code (Bankr. D. Del. Case No. 15-12628). The Company was represented by Eric D. Schwartz of Morris, Nichols, Arsht & Tunnell. KaloBios emerged from Chapter 11 bankruptcy six months later. The Company has acquired the rights from Savant Neglected Diseases LLC to develop benznidazole for the treatment of Chagas disease. Kalobios reported a net loss of $27.01 million for the year ended Dec. 31, 2016, compared to a net loss of $35.37 million for the year ended Dec. 31, 2015. As of March 31, 2017, Kalobios had $6.03 million in total assets, $14.89 million in total liabilities and a total stockholders' deficit of $8.86 million. HORNE LLP, in Ridgeland, Mississippi, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, noting that the Company has recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. KAYE & SONS: Seeks to Hire Greg T. Murray as Accountant ------------------------------------------------------- Kaye & Sons Site Development LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire an accountant. The Debtor proposes to employ Greg T. Murray, PLLC to, among other things, review accounting reports and recommend entries required to reflect its current financial condition; prepare its monthly operating reports, tax returns and cash flow projections; and supervise the preparation of all payroll tax and sales tax reporting forms. The firm will charge $200 per hour for its services. If services are required to support litigation efforts leading to court testimony, the hourly rate will be $275. Murray does not hold or provide accounting services to any entity that holds an interest adverse to the Debtor's estate, according to court filings. The firm can be reached through: Greg T. Murray Greg T. Murray, P.L.L.C. 1503 Tarton Lane San Antonio, TX 78231 Tel: (210) 413-9162 Fax: (210) 492-6389 Email: greg@gregmurraycpa.com About Kaye & Sons Site Development Kaye & Sons Site Development, LLC, based in Corpus Christi, Texas, filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 17-20283) on June 24, 2017. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Douglas Kaye, managing member. Judge Marvin Isgur presides over the case. Thomas Rice, Esq., at Pulman Cappuccio Pullen Benson & Jones, LLP, serves as bankruptcy counsel. LKQ CORP: S&P Raises $600MM Senior Unsecured Notes Rating to 'BB-' ------------------------------------------------------------------ S&P Global Ratings raised its issue-level rating on LKQ Corp.'s $600 million 4.75% senior unsecured notes due in 2023 to 'BB-' from 'B+' and revised the recovery rating to '5' from '6'. S&P said, "The '5' recovery rating indicates our expectation for modest (10%-30%; rounded estimate: 10%) recovery in the event of a default. "The issue-level rating on Milan-based subsidiary LKQ Italia Bondco S.p.A.'s EUR 500 million 3.875% senior unsecured notes due in 2024 remains 'BB', and the recovery rating is '4', indicating our expectation for average (30%-50%; rounded estimate: 45%) recovery in the event of a default. LKQ Italia is an indirectly wholly owned subsidiary of LKQ Corp. "The improvement in the issue-level and recovery ratings for the $600 million senior unsecured notes is due to a change in our assumptions regarding the enterprise value of the non-guarantors. As the company expands its business in Europe, we expect more of the firm's value to be derived from the operations of its non-guarantor and, therefore, would flow to unsecured claimants in the event of a bankruptcy. The issue-level rating on LKQ's revolver remains 'BB+' with a '2' recovery rating, although the rounded estimate of recovery moves down to 75% from 80%. "Our ratings on LKQ Corp. reflect the company's leading position as a distributor of alternative replacement products for the automotive industry in the U.S. and Europe, which allows it to achieve competitive efficiencies in its distribution network and procurement. Our ratings also take into account its lack of large near-term debt maturities as well as our assumption that its credit metrics and free cash flow are sustainable." RECOVERY ANALYSIS Key analytical factors -- S&P valued the company on a going-concern basis using a 6x multiple of our projected emergence EBITDA. -- S&P estimates that for the company to default, EBITDA would need to decline significantly (approximately 48%), representing a significant deterioration from the current state of its business. Simulated default and valuation assumptions -- Simulated year of default: 2022 -- EBITDA at emergence: $442 million -- EBITDA multiple: 6x Simplified waterfall -- Net enterprise value (after 5% administrative costs): $2.521 billion -- Valuation split (obligors/nonobligors): 70%/30% -- Priority claims: $171 million -- Collateral value available to secured creditors: $1,921 million -- Secured first-lien debt: $2,663 million --Recovery expectations: 70%-90% (rounded estimate: 75%) -- Collateral value available to euro notes: $286 million -- Senior unsecured debt: $582 million --Recovery expectations: 30%-50% (rounded estimate: 45%) -- Total value available to unsecured claims: $176 million -- Senior unsecured debt and pari passu claims: $1,734 million -- Recovery expectations: 10%-30% (rounded estimate: 10%) Note: All debt amounts include six months of prepetition interest. The collateral value equals asset pledge from obligors after priority claims plus equity pledge from nonobligors after nonobligor debt. RATINGS LIST LKQ Corp. Corporate Credit Rating BB/Stable/-- Ratings Raised; Recovery Ratings Revised LKQ Corp. To From Senior Unsecured BB- B+ Recovery Rating 5 (10%) 6 (5%) Ratings Affirmed; Recovery Expectations Revised LKQ Corp. LKQ Delaware LLP To From Senior Secured BB+ BB+ Recovery Rating 2 (75%) 2 (80%) Ratings Affirmed LKQ Corp. LKQ Italia Bondco S.p.A. Senior Unsecured BB Recovery Rating 4 (45%) MASON'S TRANSPORT: Sept. 13 Plan Confirmation Hearing ----------------------------------------------------- The Hon. Frank W. Volk of the U.S. Bankruptcy Court for the Southern District of West Virginia has conditionally approved Mason's Transport Inc.'s amended disclosure statement dated Aug. 2, 2017, referring to the Debtor's Chapter 11 plan dated July 28, 2017. A hearing will be held on Sept. 13, 2017, at 1:30 p.m., to consider the final approval of the Amended Disclosure Statement and confirmation of the Plan. Objections to the Disclosure Statement and plan confirmation must be filed by Sept. 11, 2017, which is also the last day to file acceptances or rejections of the Plan. Under the Plan, the Class U-1 unsecured claim of B&M Oil -- which has filed a proof of claim in the sum of $118,000 -- will be compromised at the sum of $93,486. The Debtor has entered into a compromise with B&M Property Management which will provide for a $7,500 lump sum down payment with the remaining claim of $85,986 to be paid by both Mason's Transport, Inc., and John Stephen Mason over a period of five years with monthly payments in the amount of $1,475. With respect to this payment, both John Stephen Mason and Mason's Transport, Inc., will each remain liable for the full amount of B&M Property Management's claim but each will be entitled to a credit for the amounts paid to B&M Property Management by the other against a total amount due. This class is impaired. The Plan will be funded by cash flow generated from the Debtor's business based upon a going concern. Upon the effective date, all property of the estate, wherever situated, will be vested in the Debtor, free and clear of all liens, claims and interests except as may otherwise be provided by the Plan. To the extent necessary, the Debtor may sell certain surplus equipment to augment Plan payments. A full-text copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/wvsb16-50052-89.pdf As reported by the Troubled Company Reporter on Aug. 4, 2017, the Debtor filed with the Court a disclosure statement describing its plan of reorganization, which proposes that Mack Financial be paid the sum of $36,000 to be paid quarterly, without interest, in the amount of $1,500 per quarter over 20 quarters, and that non-insider unsecured creditors receive a dividend of 48% based upon 20 quarterly payments, without interest, of $3,000 per quarter. About Mason's Transport Mason's Transport, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.W. Va. Case No. 16-50052) on March 4, 2016. The Debtor is a corporation, which began business in Raleigh County, West Virginia, in 2004. It operates from Bolt, Raleigh County, and has always been engaged in the coal hauling business. MOBILESMITH INC: Incurs $1.6 Million Net Loss in Second Quarter --------------------------------------------------------------- Mobilesmith, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.64 million on $638,941 of total revenue for the three months ended June 30, 2017, compared to a net loss of $1.98 million on $498,323 of total revenue for the three months ended June 30, 2016. For the six months ended June 30, 2017, the Company reported a net loss of $3.64 million on $1.04 million of total revenue compared to a net loss of $4.11 million on $969,453 of total revenue for the same period a year ago. The Company's balance sheet at June 30, 2017, showed $1.64 million in total assets, $51.22 million in total liabilities and a total stockholders' deficit of $49.58 million. "We have not yet achieved positive cash flows from operations, and our main source of funds for our operations continues to be the sale of our notes under the Convertible Note Facilities. We continue to rely on this source until we are able to generate sufficient cash from revenues to fund our operations or obtain alternate sources of financing. We believe that anticipated cash flows from operations, and additional issuances of notes, of which no assurance can be provided, together with cash on hand, will provide sufficient funds to finance our operations at least for the next 12 months from the date of this report on Form 10-Q. Changes in our operating plans, lower than anticipated sales, increased expenses, or other events may cause us to seek additional equity or debt financing in future periods. There can be no guarantee that financing will be available to us under the Convertible Note Facilities or otherwise on acceptable terms or at all. Additional equity and convertible debt financing could be dilutive to the holders of shares of our common stock, and additional debt financing, if available, could impose greater cash payment obligations and more covenants and operating restrictions. "Nonetheless, there are factors that can impact our ability to continue to fund our operating activities for the next twelve months. These include: * Our ability to expand revenue volume; * Our ability to maintain product pricing as expected, particularly in light of increased competition and its unknown effects on market dynamics; * Our continued need to reduce our cost structure while simultaneously expanding the breadth of our business, enhancing our technical capabilities, and pursing new business opportunities. "In addition, we have an outstanding Loan and Security Agreement (the "LSA") with Comerica Bank in the amount of $5 million, which matures in June of 2018 and is secured by an extended irrevocable letter of credit issued by UBS AG (Geneve, Switzerland) ("UBS AG") with a renewed term expiring on May 31, 2018, which term is renewable for one year periods, unless notice of non-renewal is given by UBS AG at least 45 days prior to the then current expiration date. If UBS were to elect to not renew the irrevocable letter of credit issued by it beyond May 31, 2018, the currently scheduled expiration date, then such non-renewal will result in an event of default under the LSA, at which time all amounts outstanding under the LSA of approximately $5 million will become due and payable. Currently, the letter of credit is automatically extended for one year periods, unless notice of non-renewal is given by UBS AG at least 45 days prior to the then current expiration date. As of the date of this report on Form 10Q, no such notice has been provided to us nor have we been provided with any indication that we are to receive notice of non-renewal of the letter of credit. "Additionally, all notes issued under the 2007 and 2014 NPAs mature on November 14, 2018 and Comerica LSA matures on June 6, 2018. "In July of 2017 the Company consolidated multiple notes issued to the same noteholders under 2007 NPA or 2014 NPA into single note to each such shareholder so as to consolidate quarterly interest payments. All of the other terms and conditions, including the maturity date, remain in effect. The consolidated notes will continue to pay quarterly interest on a calendar quarter basis. Due to transition of quarterly payments to a calendar basis, the Company's interest payments on the consolidated notes is expected to decrease by approximately $350,000 for the year ending Dec. 31, 2017." Uses of Cash During the six months ended June 30, 2017, the Company used in operating activities approximately $4.0 million, which was offset by $1.8 million in cash collected from its customers, netting approximately $2.1 million of net cash used in operating activities. Approximately $1.8 million of this amount was used to pay interest payments on the convertible notes and bank debt; approximately $1.6 million for payroll, benefits and related costs; approximately $201,000 was used for non-payroll related sales and marketing efforts, such as tradeshows and marketing campaigns and approximately $416,000 was used for other non-payroll development and general and administrative expenses, which included among other things: infrastructure costs, rent, insurance, legal, professional, compliance, and other expenditures. During the six months ended June 30, 2016, the Company used in operating activities approximately $3.7 million, which was offset by $1.2 million in cash collected from our customers, netting approximately $2.5 million of net cash used in operating activities. Approximately $1.6 million was used to pay interest payments on the convertible notes and bank debt; approximately $1.6 million was used for payroll, benefits and related costs; approximately $246,000 was used on non-payroll related sales and marketing efforts, such as tradeshows and marketing campaigns and approximately $365,000 was used for other non-payroll development and general and administrative expenses, which included among other things: infrastructure costs, rent, insurance, legal, professional, compliance, and other expenditures. Capital Expenditures and Investing Activities The Company's capital expenditures are limited to the purchase of new office equipment and new mobile devices that are used for testing. Cash used for investing activities was not significant and we do not plan any significant capital expenditures in the near future. A full-text copy of the Form 10-Q is available for free at: https://is.gd/2fsVuO About MobileSmith, Inc. Raleigh, North Carolina-based MobileSmith, Inc., was incorporated as Smart Online, Inc. in 1993 and changed its name to MobileSmith, Inc. effective July 1, 2013. The company develops and markets software products and services tailored to users of mobile devices. Its flagship product, MobileSmith(R) Platform is an app development platform that enables organizations to rapidly create, deploy and manage custom, native smartphone and tablet apps deliverable across iOS and Android mobile platforms. Mobilesmith reported a net loss of $7.50 million on $1.86 million of total revenue for the year ended Dec. 31, 2016, compared to a net loss of $7.71 million on $1.82 million of total revenue for the year ended Dec. 31, 2015. Cherry Bekaert LLP, in Raleigh, North Carolina, 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 and has a working capital deficiency as of Dec. 31, 2016. These conditions raise substantial doubt about the Company's ability to continue as a going concern. MUNSTER SCHOOL: S&P Alters Outlook to Pos., Affirms BB Bonds Rating ------------------------------------------------------------------- S&P Global Ratings revised its outlook to positive from stable and affirmed its 'BB' underlying rating on Munster School Building Corp., Ind.'s first-mortgage bonds, issued for School Town of Munster (the school corporation or district). In addition, S&P affirmed its 'AA+' long-term program rating, with a stable outlook, on previously rated bonds. "The positive outlook on the underlying reflects our view that there is one-in-three chance the rating could improve over the next two years," said S&P Global Ratings credit analyst Anna Uboytseva. S&P said, "We view the alignment between revenues and expenditures as much improved due largely to the districts success in obtaining new referendum levies and the administration's heightened emphasis on correcting the district's fiscal structure in the past two budgets. The positive outlook reflects our belief that there is a one-in-three chance the underlying rating could be raised in the next two years. Eliminating the chronic operating fund deficit could strengthen credit quality by improving the district's ability to fund its obligations -- including its high debt service costs -- under a variety of economic and revenue scenarios." The school corporation is located in Lake County, approximately 24 miles southeast of Chicago. The district serves an estimated population of 23,456 and its boundaries are coterminous with those of the town of Munster. NORBORD INC: S&P Hikes CCR to 'BB' on Strong OSB Prices ------------------------------------------------------- S&P Global Ratings said it raised its long-term corporate credit rating on Toronto-based Norbord Inc. to 'BB' from 'BB-'. The outlook is stable. S&P said, "At the same time, S&P Global Ratings raised its issue-level rating two notches on the company's senior secured notes to 'BB+' from 'BB-', reflecting a one-notch uplift from the corporate credit rating and a one notch uplift from the revision of the recovery rating on the notes to '2' from '3'. A '2' recovery rating indicates our expectation for substantial (70%-90%; rounded estimate 70%) recovery in a default scenario. "The upgrade reflects the strength in Norbord's credit measures, which we believe the company will sustain through 2018 due to continuing favorable oriented strand board (OSB) market conditions. We estimate the company will generate adjusted debt-to-EBITDA at about 1x in 2017 and 2018, with funds from operations (FFO)-to-debt averaging 70% in the same period--in line with our previous upgrade trigger. We consider these ratios strong for Norbord's financial risk profile, but incorporate the high sensitivity of the company's cash flow and credit measures to historically volatile OSB prices into our ratings. "The stable outlook reflects our view that the continued growth in U.S. housing starts will support average OSB prices at levels that will enable Norbord to generate credit measures considered strong for the ratings in 2017 and 2018. We estimate the company will generate adjusted debt to EBITDA of about 1x in 2017 and 2018, and average adjusted FFO-to-debt in excess of 70%. However, the outlook also incorporates Norbord's high sensitivity to significant OSB price volatility. "We could lower the rating on Norbord if we believe the company will generate core credit ratios materially below our expectations over the next 12 months, including adjusted debt-to-EBITDA approaching 4x. In this scenario, we would expect the housing market to demonstrate meaningful weakness or an increase in industry capacity that results in a material decline in OSB prices. "Although unlikely over the next 12 months, we could raise the rating on Norbord if we believe the company will generate and maintain adjusted debt-to-EBITDA below 1.5x on a sustained basis. We believe this could occur if U.S. housing market fundamentals materially exceeded our expectations, or if the expected increase in industry capacity does not materialize, resulting in OSB prices that are significantly higher than our forecast. We could also consider an upgrade if further debt repayment reduces our view of the volatility of Norbord's financial risk profile." NUVERRA ENVIRONMENTAL: Plan Will Not Harm D. Hargreaves, Court Says ------------------------------------------------------------------- Judge Richard G. Andrews of the U.S. District Court for the District of Delaware denied Appellant David Hargreaves' Motion seeking a stay of the Bankruptcy Court's July 25, 2017, Order confirming the Amended Prepackaged Plans of Reorganization of Nuverra Environmental Solutions, Inc., and its affiliated debtors, since he failed to establish that he will suffer irreparable harm in absence of a stay. The Confirmation Order approved a plan of reorganization pursuant to which the Debtors' secured creditors will not receive 100% recovery on their secured claims. Unsecured creditors are "out of the money" with respect to any recovery in this case because their claims sit behind over $500 million of secured claims in a company that has an uncontroverted value of $300 million. To enable the business to reorganize, secured creditors made a "gift" under the plan to general unsecured creditors who would otherwise receive no distribution under the Bankruptcy Code's priority scheme. Despite the fact that unsecured creditors would receive no distribution absent the gift, Mr. Hargreaves has appealed the Confirmation Order based on the fact that the plan places general unsecured claims of the same priority into two separate classes and provides disparate treatment. Class A6, comprised of holders of 9.875% unsecured senior notes due 2018 ("2018 Notes"), will receive an approximate 4%-6% recovery on account of their claims by virtue of the gift. Class A7, on the other hand, comprised of trade and other creditors, whose claims arise from the Debtors' day to day operations, will receive a 100% recovery by virtue of the gift. Mr. Hargreaves is a holder of approximately $450,000 of the 2018 Notes, or 1% of the claims in Class A6. Class A6 voted to reject the plan, while Class A7 voted to accept it. Mr. Hargreaves was the sole objector at the hearing on plan confirmation and argued, inter alia, that the plan: (a) improperly classified his claim separately from other general unsecured claims; (b) unfairly discriminated against Class A6; and (c) violated the requirement that a non-consensual plan be fair and equitable. The Bankruptcy Court determined that separate classification of trade creditors and noteholders was reasonable on the basis that trade creditors were critical to the success of the reorganized debtors. The Bankruptcy Court applied the Markell test and determined that while the disparate treatment of the two classes raised a presumption of unfair discrimination, that presumption was rebutted because class A6 is "indisputably out of the money and not, otherwise, entitled to any distribution under the bankruptcy code's priority scheme and provided further that the proposed classification and treatment of the unsecured creditors fosters a reorganization of these debtors." The Bankruptcy Court also rejected Mr. Hargreaves' argument that the gift was from estate property, violated the absolute priority rule, and thus the plan was not "fair and equitable." On appeal, Mr. Hargreaves argued that the Bankruptcy Court erred in finding that the presumption was rebutted and the gift "constituted no unfair discrimination" because "class A6 was indisputably out of the money and not, otherwise, entitled to any distribution under the Bankruptcy Code's priority scheme and provided further that the proposed classification and treatment of other unsecured creditors fosters a reorganization of these debtors." Mr. Hargreaves argues that the Bankruptcy Court's reliance on the gifting doctrine was error because "Offing is simply wrong as a matter of law." In support, Mr. Hargreaves argues that, in Armstrong World Industries, Inc., 432 F.3d 502 (3d Cir. 2005), the Third Circuit held that "vertical class skipping" -- the gifting of a distribution from a senior class of creditors in a manner that skips over an intermediary junior class, such that it violates the absolute priority rule --" is not allowed if the gift is property of the estate." In determining that the plan did not unfairly discriminate, the Bankruptcy Court relied on In re Genesis Health Ventures, Inc., 266 B.R. 591 (Bankr. D. Del. 2001), where the bankruptcy court confirmed a similar plan, under which secured lenders made a gift from their own recovery to certain, but not all, classes of general unsecured creditors, premised upon the assumption that even if senior lenders received all the debt and equity distributed under the plan, the senior lenders' claims still would not be satisfied in full. Thus, the Genesis held that the presumption of unfair discrimination is rebutted where the distribution is based on the agreement of senior lenders to allocate a portion of the value to which they would have otherwise been entitled under the Bankruptcy Code. The Court determines that Mr. Hargreaves has failed to establish that he would suffer irreparable harm in the absence of a stay. To do so, the Court maintains that Mr. Hargreaves must establish a resulting injury "that cannot be redressed by a legal or equitable remedy." Mr. Hargreaves merely argues that if no stay is granted, and the plan is consummated, he may be barred from arguing the merits of his appeal based on equitable mootness. The Court holds that the possibility that an appeal may become moot does not alone constitute irreparable harm for purposes of obtaining a stay. The Court points out that if the plan goes effective, Mr. Hargreaves will be entitled to the same distribution as other Class A6 creditors. The Court notes that Mr. Hargreaves does not argue that he ultimately is entitled to the full payment of his claim. The Debtors argue the company's valuation is uncontroverted, and it is undisputed that unsecured creditors are entitled to no distribution under the Bankruptcy Code. Thus, the Court concludes that even if Mr. Hargreaves succeeded on appeal, unsecured creditors would receive no value under a new proposed plan or in a liquidation. The Court agrees with the Debtors that "because there is no value that Mr. Hargreaves is entitled to seek or likely to obtain in this appeal, Mr. Hargreaves cannot establish that he will suffer irreparable harm." The appeals case is DAVID HARGREAVES, Appellant, v. NUVERRA ENVIRONMENTAL SOLUTIONS, INC., et al., Appellees, Cv. No. 17-1024-RGA, (D. Del.). A full-text copy of the Memorandum Order dated August 3, 2017, is available at https://is.gd/e3DAnN from Leagle.com. Appellant David Hargreaves is represented by: Steven K. Kortanek, Esq. Drinker Biddle & Reath LLP 222 Delaware Ave., Ste. 1410 Wilmington, DE 19801-1621 Phone: (302) 467-4238 Email: steven.kortanek@dbr.com About Nuverra Environmental Nuverra Environmental Solutions, Inc. (OTCQB: NESC) provides environmental solutions to customers focused on the development and ongoing production of oil and natural gas from shale formations. The Scottsdale, Arizona-based Company operates in shale basins where customer exploration and production activities are predominantly focused on shale and natural gas. Nuverra Environmental Solutions and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-10949) on May 1, 2017. The Hon. Kevin J. Carey presides over the cases. As of March 31, 2017, Nuverra had $329.80 million in total assets and $534.5 million in total liabilities. Shearman & Sterling LLP serves as bankruptcy counsel to the Debtors, with the engagement led by Fredric Sosnick, Esq., Sara Coelho, Esq., and Stephen M. Blank, Esq. Young Conaway Stargatt & Taylor, LLP and Shearman & Sterling LLP is the Debtors' co-counsel. AP Services, LLC, is the Debtors' restructuring advisor. Lazard Freres & Co. LLC and Lazard Middle Market LLC is the investment banker. Prime Clerk LLC is the claims and noticing agent. On May 19, 2017, the U.S. Trustee appointed an official committee of unsecured creditors. As of July 2017, David Hargreaves has resigned from the Committee. Kilpatrick Townsend & Stockton LLP is counsel and Batuta Capital Advisors LLC is financial advisor to the Committee. Landis Rath & Cobb LLP serves as Delaware counsel. OMNICOMM SYSTEMS: Posts $2.67 Million Net Income in Second Quarter ------------------------------------------------------------------ OmniComm Systems, Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $2.67 million on $7.72 million of total revenues for the three months ended June 30, 2017, compared to a net loss of $1.99 million on $5.30 million of total revenues for the three months ended June 30, 2016. For the six months ended June 30, 2017, the Company reported net income of $2.75 million on $13.45 million of total revenues compared to a net loss of $2.87 million on $10.46 million of total revenues for the six months ended June 30, 2016. As of June 30, 2017, OmniComm had $7.10 million in total assets, $25.29 million in total liabilities and a total shareholders' deficit of $18.19 million. "Our primary sources of working capital are funds from operations and borrowings under our revolving Line of Credit. In the event that the Line of Credit is called for any reason, Mr. [Cornelis F.] Wit has pledged to replace the borrowing capacity under the Line of Credit with a promissory note that utilizes the same maturity date and interest rate as the Line of Credit. "To satisfy our capital requirements, we may seek additional financing. There can be no assurance that any such funding will be available to us on favorable terms or at all. If adequate funds are not available when needed, we may be required to delay, scale back or eliminate some or all of our research and product development and marketing programs. If we are successful in obtaining additional financings, the terms of such financings may have the effect of diluting or adversely affecting the holdings or the rights of the holders of our securities or result in increased interest expense in future periods." At June 30, 2017, the Company owed $1,242,500 in notes payable all of which are unsecured. "Because of the losses we have experienced from operations we have needed to continue utilizing the proceeds from the issuance of debt and the sale of equity securities to fund our working capital needs. We have used a combination of equity financing, short-term bridge loans and long-term loans to fund our working capital needs. Other than our revenues, current capital and capital we may raise from future debt or equity offerings, the $5,000,000 revolving line of credit with The Northern Trust Company ($1,600,000 of which is outstanding as of June 30, 2017) or short-term bridge loans, we do not have any additional sources of working capital. "We may continue to require substantial funds to continue our research and product development activities and to market, sell and commercialize our technology. We may need to raise substantial additional capital to fund our future operations. Our capital requirements will depend on many factors, including the problems, delays, expenses and complications frequently encountered by companies developing and commercializing new technologies; the progress of our research and product development activities; the rate of technological advances; determinations as to the commercial potential of our technology under development; the status of competitive technology; the establishment of collaborative relationships; the success of our sales and marketing programs; the cost of filing, prosecuting, defending and enforcing intellectual property rights; and other changes in economic, regulatory or competitive conditions in our planned business. Estimates about the adequacy of funding for our activities are based upon certain assumptions, including assumptions that our research and product development programs relating to our technology can be conducted at projected costs and that progress towards broader commercialization of our technology will be timely and successful. There can be no assurance that changes in our research and product development plans or other events will not result in accelerated or unexpected expenditures. "While we have not sought capital from venture capital or private equity sources we believe that those sources of capital remain available although possibly under terms and conditions that might be disadvantageous to existing investors. "To satisfy our capital requirements, including ongoing future operations, we may seek to raise additional financing through debt and equity financings. There can be no assurance that any such funding will be available to us on favorable terms or at all. If adequate funds are not available when needed, we may be required to delay, scale back or eliminate some or all of our research and product development programs, and our business operations. If we are successful in obtaining additional financings, the terms of such financings may have the effect of diluting or adversely affecting the holdings or the rights of our stockholders or impose restrictive covenants that may adversely impact our business. Further, there can be no assurance that even if such additional capital is obtained or planned cost reductions are implemented, that we will achieve positive cash flow or profitability or be able to continue as a business. "While several of our officers and directors have historically, either personally or through funds with which they are affiliated, provided substantial capital either in the form of debt or equity financing there can be no assurance that they will continue to provide any such funding to us on favorable terms or at all." A full-text copy of the Form 10-Q is available for free at: https://is.gd/wZZOvQ About OmniComm Systems Ft. Lauderdale, Fla.-based OmniComm Systems, Inc. -- http://www.omnicomm.com/-- is a healthcare technology company that provides Web-based electronic data capture ("EDC") solutions and related value-added services to pharmaceutical and biotech companies, clinical research organizations, and other clinical trial sponsors principally located in the United States and Europe. OmniComm reported net income of $101,880 on $25.41 million of total revenues for the year ended Dec. 31, 2016, compared with net income of $2.58 million on $20.71 million of total revenues for the year ended Dec. 31, 2015. As of June 30, 2017, the Company was in default on principal and interest payments owed totaling $140,689 on its 10% Convertible Notes that were issued in 1999. ONEMAIN HOLDINGS: S&P Affirms 'B' ICR on Declining Leverage ----------------------------------------------------------- S&P Global Ratings said it affirmed its 'B' issuer credit ratings on OneMain Holdings Inc., OneMain Financial Holdings Inc., and Springleaf Finance Corp. The outlook on each entity remains stable. The ratings affirmations reflect OneMain's ongoing efforts to reduce its financial leverage in line with our expectations. As of June 2017, debt to adjusted total equity decreased to 10.3x from 10.8x as of year-end 2016 and about 12.0x the same time last. S&P said, "We believe OneMain's leverage will continue to decline as earnings bolster equity. The management team is targeting leverage (debt to tangible equity) of 7.0x (about 7.5x based on S&P Global Ratings' calculation) by the second half of 2018." Over the first six months of 2017, the company issued $1 billion of 6.125% senior secured notes due 2022 and used about $466 million of the proceeds to partially retire the $1.3 billion of 2017 unsecured maturities. The company also accessed the asset-backed securitized (ABS) market and issued about $900 million at a weighted average rate of about 3.0%. For the second half of 2017, the firm has about $800 million in unsecured debt maturities and no unsecured debt maturities in 2018. S&P said, "We don't expect the firm to have difficulty in funding its upcoming 2017 unsecured maturities because it can draw on its $4.8 billion conduit facilities. As of June 2017, the firm had about $14.7 billion of debt outstanding, of which 55% was ABS and 45% was unsecured debt. We continue to expect the firm to be dependent on the securitization market to fund its receivables growth." As of June 2017, net consumer and insurance receivables grew about 4% to $13.9 billion, while gross yield decreased to 24% from 25% compared to the same time last year. The decrease in yield was due to the firm increasing its secured lending, which was 40% at the end of June 2017 compared to 36% at the end 2016. Going forward, as the company further grows its secured lending book, S&P expects gross yields to remain around the mid-20s with net charge-offs around 7%, for a risk-adjusted yield in the high teens. The stable outlook reflects S&P Global Ratings' expectations that over the next 12 months, OneMain will maintain its competitive position in nonprime consumer lending, continue to gradually reduce its leverage to below 10.0x, and that net charge-offs will remain below 10% on a consistent basis. S&P said, "We could lower the rating over the next 12 months if debt-to-adjusted total equity were to rise substantially above 12.0x with no cogent plan for reducing leverage. We could also lower the rating if net charge-offs rise above 10% on a sustained basis. Also, we could lower the rating if competitors encroach on OneMain's market share in the subprime installment lending industry, negatively affecting earnings. "We could raise the rating if OneMain reduces debt to adjusted total equity to below 8.0x while maintaining its well-diversified funding profile." ONSITE TEMP: Latest Plan Hikes Payments to Unsecured Creditors -------------------------------------------------------------- Onsite Temp Housing Corp.'s general unsecured creditors will receive payment of $300,000 under the company's latest plan to exit Chapter 11 protection. Under the latest plan, monthly payments of $5,000 will be made to holders of Class 26 general unsecured claims pro-rata. Payments will begin 30 days after the effective date of the plan, according to Onsite Temp Housing's latest plan filed on August 8 with the U.S. Bankruptcy Court in Arizona. The original plan filed on Feb. 7. 2017, had proposed to pay a total of $200,040 to general unsecured creditors, and make monthly payments of $3,334, pro rata. Class 26 consists of all undisputed unsecured debt that is not insider or lessee debt. It also includes all the unsecured claims in Classes 2 and 5, and in Classes 7 to 23. Assuming Onsite Temp Housing does not object to any proofs of claim, these claims total approximately $4,112,574. A copy of the First Amended Disclosure Statement is available for free at https://is.gd/G0QSb1 About Onsite Temp Onsite Temp Housing Corporation, based in Phoenix, Arizona, provides temporary housing solutions to the insurance, construction, mining and natural disaster sectors in the form of RV travel trailers. Onsite Temp Housing filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 16-10790) on Sept. 20, 2016. The petition was signed by Donald Kaebisch, authorized representative. In its petition, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Paul Sala presides over the case. Harold E. Campbell, Esq., at Campbell & Coombs, P.C., serves as bankruptcy counsel. No official committee of unsecured creditors has been appointed in the case. * * * On Feb. 7, 2017, the Debtor filed a Chapter 11 plan of reorganization and disclosure statement. PAVEMENT MARKINGS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Pavement Markings Northwest, Inc. 4850 Henry St. Boise, ID 83709 Case No.: 17-01071 Type of Business: Pavement Markings provides highway, street, and bridge construction services. Chapter 11 Petition Date: August 15, 2017 Court: United States Bankruptcy Court District of Idaho (Boise) Judge: Hon. Terry L Myers Debtor's Counsel: Matthew Todd Christensen, Esq. ANGSTMAN JOHNSON, PLLC 3649 N. Lakeharbor Lane Boise, ID 83703 Tel: 208-384-8588 Fax: 208-853-0117 E-mail: mtc@angstman.com info@angstman.com Total Assets: $2.21 million Total Liabilities: $2.82 million The petition was signed by Greg Harp, president. The Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/idb17-01071.pdf PAWN AMERICA: Committee Taps Platinum Mgmt. as Financial Advisor ---------------------------------------------------------------- The official committee of unsecured creditors of Pawn America Minnesota LLC seeks approval from the U.S. Bankruptcy Court in Minnesota to hire a financial advisor. The committee proposes to employ Platinum Management, LLC to provide these services in connection with the Chapter 11 cases of Pawn America and its affiliates: (a) assess value of the Debtors' assets, including accounts receivable, inventory and fixed assets; (b) assess value of the Debtors' businesses as a going concern; (c) prepare liquidation waterfall; (d) review the Debtors' plan disclosure; (e) evaluate the Debtors' plan projections and assess plan feasibility; and (f) determine the adequacy of consideration for creditors. Patrick Brennan and Ronald Leaf, the Platinum Management advisors who will be providing the services, will each charge $350 per hour. Mr. Brennan disclosed in a court filing that his firm does not represent any interest adverse to the Debtors or their estates. The firm can be reached through: Patrick Brennan Platinum Management, LLC 12301 Whitewater Drive, Suite 10 Minnetonka, MN 55343 Phone: 952-829-5700 / 952-259-3232 Fax: 952-829-9103 Email: Pat.Brennan@thePlatinumGrp.com About Pawn America Founded in 1991, Pawn America -- http://www.pawnamerica.com/-- is engaged in the business of retail sale of used merchandise, antiques, and secondhand goods. It currently operates 24 stores in Minnesota, Wisconsin, South Dakota, and North Dakota and employs more than 500 people. It also founded and operates Payday America, CashPass and MyBridgeNow. Pawn America Minnesota, LLC, d/b/a Pawn America, and its affiliates Pawn America Wisconsin, LLC, and Exchange Street, Inc. filed Chapter 11 petitions (Bankr. D. Minn. Lead Case No. 17-31145) on April 12, 2017. The petitions were signed by Bradley K. Rixmann, chief manager. At the time of filing, each of the Debtors estimated $10 million to $50 million in both assets and liabilities. Stinson Leonard Street LLP serves as bankruptcy counsel to the Debtors. BGA Management, LLC, is the Debtors' financial advisor. On April 25, 2017, the U.S. Trustee for Region 12 appointed an official committee of unsecured creditors. Foley & Mansfield, PLLP, is bankruptcy counsel to the committee. On August 10, 2017, the Debtors filed their joint Chapter 11 plan of reorganization and liquidation. PCM DEVELOPMENT: Queens Property Up for Sept. 15 Auction -------------------------------------------------------- Arthur N. Terranova, Esq., as Referee, will sell at public auction to the highest bidder at the Queens County Supreme Court, 88-11 Sutphin Boulevard, Jamaica, New York in Court Room #25, on September 15, 2017 at 10:00 a.m., the premises identified as Block 2611 and Lot 35, and appearing on the Queens County Tax Assessment Map 46-73 Metropolitan Avenue, Ridgewood, New York. The sale will be conducted in pursuance and by virtue of a judgment of foreclosure and sale duly granted by the Supreme Court of Queens County, New York, on July 5, 2017, in the case, NYCTL 2015-A TRUST AND THE BANK OF NEW YORK MELLON, AS COLLATERAL AGENT AND CUSTODIAN, PLAINTIFF v. PCM DEVELOPMENT LLC, et al., DEFENDANTS. INDEX NO. 707790-2016, pending before the Supreme Court of New York, Queens County. The Property is sold subject to the terms and conditions of the filed judgment and terms of sale. Approximate amount of judgment is $502,284.65 plus interest and costs. Attorneys for Plaintiff: Phillips Lytle LLP 28 East Main Street, Suite 1400 Rochester, New York 14614 Telephone: (585)758-2110 PETER RES: Proposes AJ Wilner Auction of Property on Sept. 6 ------------------------------------------------------------ Judge Rosemary Gambardella of the U.S. Bankruptcy Court for the District of New Jersey will convene a hearing on Sept. 6, 2017, at 11:00 a.m., to consider the bidding procedures of Peter S. and Barbara A. Res in connection with their sale of the residential property located at 91 Ogle Road, Old Tappan, New Jersey, at auction. On June 15, 2015, the Court authorized the retention of Sotheby's Realty to assist with the sale of the Debtors' Property. The Property is custom-built home in good condition; however it suffers from being situated next to high-power utility lines. The Debtors have retained a series of brokers since June 2015. The Property was originally listed for $2,375,000 and following a series of price reductions it was last listed for $1,735,000. Despite the price reductions, they have been unable to procure any written offer for the purchase of the Property. Article 2.5 of the confirmed chapter 11 plan of the Debtors required that no later than July 6, 2017, they would make either a motion to approve a proposed sale, or, in the event no contract for the purchase had been obtained by this date, the Debtors would motion for approval of procedures to sell and establish an auction date. An order authorizing the retention of AJ Wilner Auctions has been entered. Selene Finance LP holds a first mortgage on the New Jersey Property. Bank of America, N.A. filed a proof of claim, Claim Number Nine in the Debtors' Claim Registry, on March 15, 2014 reflecting that it was owed $697,936. On Sept. 16, 2015, Bank of America transferred its claim to Selene. The confirmation order required that the first mortgage held by Selene was to be paid in full at closing. Bank of America also holds a second mortgage on the New Jersey Property in the amount of $519,742. Bank of America has filed a proof of claim regarding this debt, Claim Number Six in the Debtors' Claim Registry on April 23, 2014, reflecting that it is owed $519,742. The Plan provided that after payment to the first mortgage holder, and payment for approved administrative expenses to professionals, Bank of America would be paid the from the net sale proceeds resulting from the sale the Property. The Property may be encumbered by certain other liens, including (i) any and all unpaid property taxes and (ii) any and all unpaid municipal charges for water and/or sewer. The Debtors propose to sell the Property at a public auction and asks that the Court establishes a date to approve the results thereof at a hearing held following the auction. The Property will be sold free and clear of all liens, claims, interests and encumbrances, with all such liens, claims, interests and encumbrances to attach to the proceeds of the sale. After payment of approved professional fees, the proceeds will be distributed in accordance with the Plan and confirmation order amending the Plan. The salient terms of the Bidding Procedures are: a. "AS IS, WHERE IS": The Property, or any part of it, will be sold "as is, where is," with all faults known or unknown. The Debtors make no representations or warranties, express or implied. b. Deposit: 10% of the total purchase price c. Credit Bid: Any creditor with an allowed claim secured by the Property has the right but not the obligation to credit bid for the Property. Selene and Bank of America are deemed Qualified Bidders. d. Auction: The Auction will be conducted by AJ Wilner Auctions at the Property location on Sept. 6, 2017 at 11:00 a.m., or such other date and time as may be fixed by the Court. e. Opening Bid: $1,000,000 f. Bid Increments: $10,000 g. Closing: The closing of the sale of the Property will take place in accordance with the Asset Purchase Agreement. From the sale proceeds, the Debtors propose to pay the compensation to retained professionals for approved fees and costs from sale. The Debtors submit that establishing the procedures described for bidding on the Property at the Auction will allow them, and ultimately the Court, to promptly review, analyze and compare all bids received and determine if a bid or bids are in the best of their interests and its bankruptcy estate. The Debtors ask that upon approval of the sale, the 14-day period pursuant to Rule 6004(h) be waived by the Court. Peter S. Res & Barbara A. Res sought Chapter 11 protection (Bankr. D.N.J. Case No. 14-12776). David L. Stevens, Esq., at Scura, Wigfield, Heyer, Stevens & Cammarota, LLP, serves as counsel to the Debtors. Sotheby's Realty is the Debtors' broker. AJ Wilner Auctions is the auctioneer. PHOENIX MANUFACTURING: Proposes New Treatment for Unsecured Claims ------------------------------------------------------------------ Phoenix Manufacturing Partners LLC filed its latest joint Chapter 11 plan of reorganization, which proposes a new treatment for general unsecured claims. Under the latest plan, each holder of an allowed Class 9 general unsecured claim will be paid its pro rata share of a base recovery of $589,800, with no interest. Beginning on the first day of the first month after the effective date of the plan, the reorganized company will remit $7,830 per month for one year and then $10,330 per month for four years to the official overseeing the creditor trust who will be responsible for distributing funds to claimants quarterly. Each general unsecured creditor will also be paid its pro rata share of (i) the new value contribution of $200,000 (less the administrative claim for fees of Dickinson Wright PLLC, the creditors' committee's legal counsel, and less the amounts spent by the creditor trustee); (ii) net recoveries of avoidance actions and litigation claims (less the amounts spent by the creditor trustee); (iii) 15% of any remaining sale proceeds; (iv) 15% of any remaining refinance proceeds; and (vi) 15% of any "scoop funds." The base recovery plus the new value contribution combined will yield a 19% recovery. Meanwhile, Class 8 secured claim of CAN Capital Asset Servicing Inc. and Class 10, which consists of convenience claims, were removed from the plan. The U.S. Bankruptcy Court in Arizona had earlier ruled that CAN Capital has no secured claim. To the extent the company has an unsecured claim that is allowed, it will be treated as a Class 9 general unsecured claim. Claims that would have qualified to be in Class 10 will be treated as Class 9 general unsecured claims, according to Phoenix Manufacturing's latest disclosure statement filed on August 8. A copy of the Second Amended Disclosure Statement is available for free at https://is.gd/ovRqpI About Phoenix Manufacturing Partners Phoenix Manufacturing Partners LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 16-04898) on May 3, 2016. Its affiliates Joined Alloys, LLC, and DLS Precision Fab, LLC, filed for Chapter 11 protection (Case Nos. 16-06107 and 16-06109) on May 27, 2016. The petitions were signed by Joe Yockey, president & managing member. The cases are jointly administered under Case No. 16-04898 and are assigned to Judge Edward P. Ballinger, Jr. Phoenix Manufacturing estimated assets of less than $50,000 and debts of $10 million to $50 million. Joined Alloys and DLS Precision estimated both assets and liabilities in the range of $1 million to $10 million. Bradley J. Stevens, Esq., at Jennings, Strouss & Salmon, P.L.C., A Professional Limited Liability Company, serves as the Debtors' bankruptcy counsel. Joshua P. Hayes of Eide Bailly, LLP, was tapped as accountant, and Cunningham & Associates was tapped as appraiser. DLS Precision Fab, LLC, d/b/a Di-Matrix Precision Manufacturing, hired Donald P. Johnsen, Esq., at Gallagher & Kennedy, P.A., as special counsel. An official committee of unsecured creditors has been appointed in the Debtors' cases. Dickinson Wright, PLLC, is bankruptcy counsel to the committee. On Nov. 30, 2016, the Debtors filed a proposed joint Chapter 11 plan of reorganization and disclosure statement. PREMIUM COMMERCIAL: Taps Hooper & Rodgers as Accountant ------------------------------------------------------- Premium Commercial Plumbing, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire an accountant. The Debtor proposes to employ Hooper & Rodgers, P.C. to give financial advice; prepare its tax returns, quarterly reports and any necessary financial records; and provide other accounting services. The standard hourly rates for Hooper & Rodgers accountants and paraprofessionals range from $125 for bookkeeping-related services and $225 for the preparation of tax returns. Carrie Rodgers, a certified public accountant, disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Carrie Rodgers Hooper & Rodgers, P.C. 947 West Ralph Hall Parkway, Suite 103 Rockwall, TX 75032 Tel: (972) 771-0222 Fax: (972) 771-0225 Email: lauren@hoopercpa.com Email: carrie@hoopercpa.com About Premium Commercial Plumbing Headquartered in Caddo Mills, Texas, Premium Commercial Plumbing, Inc., formerly known as Shadetree Electric Of Arkansas Inc., is a nonresidential building operator whose principal assets are located at 4717 State Highway 34 S Greenville, Texas. Premium Commercial filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 17-32426) on June 22, 2017, estimating its assets and liabilities at between $1 million and $10 million each. The petition was signed by Roy Wilcox, president. Judge Harlin DeWayne Hale presides over the case. Nathan M. Nichols, Esq., and Rosa R. Orenstein, Esq., at Orenstein Law Group, P.C., serve as the Debtor's bankruptcy counsel. PRESTIGE INDUSTRIES: Ryder Transportation Leaves Creditors' Panel ----------------------------------------------------------------- Ryder Transportation Services has resigned from the Official Committee of Unsecured Creditors of Prestige Industries, LLC, effective Aug. 8, 2017. The committee members now include: (1) Minda Supply Co. Attn: Eric Mindich 380 Franklin Tpke Mahwah, NJ 07430 Tel: (201) 335-0236 (2) American Packaging Distributors Corp Attn: Robert Moses 831 Lincoln Avenue, Suite 7 West Chester, PA 19380 Tel: (610) 918-1988 Fax: (610) 918-1989 (3) Public Service Electric & Gas Company Attn: Suzanne Klar, Esq. 80 Park Plaza, TSD Newark, NJ 07102 Tel: (973) 430-6483 Fax: (973) 645-1103 (4) Tingue, Brown & Co. Attn: John J. Hurst 535 N. Midland Avenue Saddle Brook, NJ 07663 Tel: (201) 475-7648 Fax: (201) 796-5820 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 Prestige Industries, LLC Prestige Industries LLC, based in North Bergen, New Jersey, filed a Chapter 11 petition (Bankr. D. Del. Case No. 17-10186) on Jan. 30, 2017. The petition was signed by Jonathan Fung, CEO/CFO. The Debtor is represented by Peter C. Hughes, Esq., at Dilworth Paxson LLP. The Debtor engaged SSG Advisors, LLC, as its investment banker. The case is assigned to Judge Kevin Gross. The Debtor estimated assets and debt at $10 million to $50 million at the time of the filing. Andrew Vara, acting U.S. Trustee for Region 3, on Feb. 10 appointed five creditors of Prestige Industries LLC to serve on the official committee of unsecured creditors. The Committee hired Lowenstein Sandler LLP as counsel, Whiteford, Taylor & Preston LLC as Delaware and conflict counsel, Province, Inc., as financial advisor. PROSPECTOR OFFSHORE: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------- The Office of the U.S. Trustee on Aug. 15 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Prospector Offshore Drilling S.a r.l. About Paragon Offshore Paragon Offshore -- http://www.paragonoffshore.com/-- is a provider of standard specification offshore drilling units serving the oil and gas industry. The Company's fleet consists of 32 jackups and six floaters (four drillships and two semisubmersibles). In addition, Paragon is the majority shareholder of Prospector Offshore Drilling S.A., a publicly traded offshore drilling company on the Oslo Axess stock exchange that owns and operates two high specification jackups. Paragon also performs drilling operations on the Hibernia Platform offshore Eastern Canada. The Company operates in significant hydrocarbon-producing geographies throughout the world, including Mexico, Brazil, the North Sea, West Africa, the Middle East, India and Southeast Asia. Paragon's shares are traded on the New York Stock Exchange under the symbol 'PGN.' On Feb. 14, 2016, Paragon Offshore plc and certain of its affiliates ("First Filers") each commenced a voluntary case under Chapter 11 of the Bankruptcy Code. Prospector Offshore Drilling S.a r.l. aka Prospector Offshore Drilling S.A.; Prospector Rig 1 Contracting Company S.a r.l.; Prospector Rig 5 Contracting Company S.a r.l.; and Paragon Offshore plc (in administration) filed separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 17-11572, 17-11573, 17-11574 and 17-11575, respectively) on July 20, 2017. Judge Christopher S. Sontchi is assigned to the cases. The petitions were signed by Lee M. Ahlstrom as senior vice president and chief financial officer. At the time of filing, the Debtors reported estimated assets and liabilities ranging between $1 billion to $10 billion. The Debtors engaged Gary T. Holtzer, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP as counsel; and Mark D. Collins, Esq., Amanda R. Steele, Esq., and Joseph C. Barsalona II, Esq., at Richards, Layton & Finger, P.A., as co-counsel. The Debtors tapped Lazard Freres & Co. LLC as financial advisor; Alixpartners, LLP, as restructuring advisor; and Kurtzman Carson Consultants as claims and noticing agent. RADNET MANAGEMENT: Moody's Cuts Rating on 1st Lien Loans to 'B1' ---------------------------------------------------------------- Moody's Investors Service affirmed RadNet Management, Inc.'s B2 Corporate Family Rating and downgraded the first lien revolver and term loan to B1 from Ba3 following the expected repayment of its second lien debt from proceeds of a proposed $170 million add-on to the first lien term loan. The new capital structure will consist of all first lien debt. Concurrently, Moody's also affirmed the company's B2-PD Probability of Default Rating and the SGL-2 Speculative Grade Liquidity rating. The rating outlook is stable. "Moody's views the refinancing as a credit positive and believes the company remains well positioned at the B2 Corporate Family Rating," stated Moody's analyst Todd Robinson. This transaction results in about $3 million in annual interest savings and an extended maturity profile with no material increase in total debt," continued Todd Robinson. The downgrade of the first lien debt reflects the lack of loss absorption previously provided by the second lien term loan. Ratings affirmed: -- Corporate Family Rating, at B2 -- Probability of Default Rating, at B2-PD -- Speculative Grade Liquidity Rating, at SGL-2 Ratings downgraded: -- $117 Million Senior Secured Revolving Credit Facility, to B1 (LGD 3) from Ba3 (LGD 3) -- Senior Secured First Lien Term Loan (including the $170 million add-on), to B1 (LGD 3) from Ba3 (LGD 3) The following ratings will be withdrawn when repaid: -- Senior Secured Second Lien Term Loan, Caa1 (LGD 5) The rating outlook is stable. RATINGS RATIONALE The B2 CFR reflects RadNet's high leverage, modest size and significant geographic concentration with the vast majority of its facilities in California, New York and Maryland. Moody's estimates that the company's debt to EBITDA is 4.7 times at June 30, 2017 pro forma for the refinancing. Furthermore, Moody's expects that reimbursement rates will be flat to slightly down as the government is focused on reducing healthcare costs. However, the rating is supported by RadNet's strong position in its primary markets as its cluster strategy and multi-modality sites provide a competitive advantage. The company also derives the majority of its revenue from the stable and higher margin commercial insurers. The stable outlook reflects Moody's expectation that the company's leverage will improve, but remain high, geographic concentration will remain significant and reimbursement pressures will persist. The ratings could be upgraded if free cash flow to debt is sustained above 5% and if debt to EBITDA falls below 4.0 times for a sustained period. Furthermore, the expectation of a disciplined growth strategy and a stable reimbursement environment is needed for an upgrade. The ratings could be downgraded if debt to EBITDA increases to above 6.0 times or if EBITA to interest expense falls to around 1.0 times. In addition, if the company's liquidity position deteriorates or if adverse developments in the reimbursement environment are expected to materially impact RadNet's financial position the ratings could be downgraded. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. RadNet (NASDAQ: RDNT) provides diagnostic imaging services through a network of imaging facilities located in California, Maryland, Florida, Delaware, New Jersey, and New York. Revenues are around $944 million. REYNOLDS PROTECTION: Texas Comptroller To Be Paid Over 10 Yrs. -------------------------------------------------------------- Reynolds Protection, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Texas a disclosure statement dated Aug. 2, 2017, referring to the Debtor's plan of reorganization. Class 2 Allowed Secured Claims of the Texas Comptroller of Public Accounts will be paid once allowed over 10 years from the date of the order for relief, with interest on the amounts at the rate of 4.75% per annum by the Debtor. The estimated amount in this class is $417,000. The Texas Comptroller will not be subject to setoff rights of the Debtors. Payments will commence on the 20th day of the month following the Effective Date and continue on the twentieth day of each month thereafter until paid in full. In the event of a default under the plan, counsel for holder of a claim in this class will provide notice of the default via facsimile to counsel for the Debtor. A failure by the reorganized Debtor to make a payment to the Texas Comptroller of Public Accounts pursuant to the terms of the Plan will be an Event of Default. If the reorganized debtor fails to cure an Event of Default as to payments within 10 days after receipt of written notice of default from the Texas Comptroller of Public Accounts, then the Texas Comptroller of Public Accounts may (a) enforce the entire amount of its claim; (b) exercise any and all rights and remedies the priority tax creditors may have under applicable state law; and (c) seek such relief as may be appropriate in the Court. The reorganized debtor will have the opportunity to cure two times over the life of the Plan. In the event of the third default, the Texas Comptroller of Public Accounts may proceed with the state law remedies for collection of all amounts due under state law. The Comptroller will retain its liens to secure its claims until paid in full under the Plan. The Class 2 Claims are impaired. The Plan will be funded from the continuing operations of the Debtor's business. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/txnb17-30761-54.pdf As reported by the Troubled Company Reporter on Aug. 11, 2017, the Debtor previously filed a disclosure statement dated July 31, 2017, referring to the Debtor's plan of reorganization, which proposed that each holder of a Class 5 General Unsecured Claim be paid its pro rata share of $500 a month over 60 months, starting on the 20th of the month following the Effective Date and continuing on the 20th day of each month thereafter until paid in full pursuant to the Plan. Class 5 is impaired by the Plan. About Reynolds Protection Reynolds Protection LLC filed a voluntary Chapter 11 Bankruptcy petition in the United States Bankruptcy Court for the Northern District of Texas, Dallas Division (Bankr. N.D. Tex. Case No. 17-30761) on March 2, 2017. The Debtor is represented by Joyce W. Lindauer, Esq., of Joyce W. Lindauer Attorney, PLLC. RO & SONS: Latest Exit Plan to Pay IRS' Unsecured Claim in Full --------------------------------------------------------------- Ro & Sons, Inc. will pay in full the general unsecured claim of the Internal Revenue Service under its latest plan to exit Chapter 11 protection. The restructuring plan proposes to pay the IRS 100% of its Class 7 unsecured claim, with 3% interest in 72 months. The agency will receive a monthly payment of $30, according to Ro & Sons' latest disclosure statement filed on August 8 with the U.S. Bankruptcy Court for the Southern District of Texas. A copy of the latest disclosure statement is available for free at https://is.gd/Bi0wk4 IRS asserts a claim in the amount of $1,690. It was not classified as a Class 7 general unsecured claim in the original plan, court filings show. About Ro & Sons Inc. Ro & Sons, Inc., d/b/a Motel 9, owns two motel properties in Laredo, Texas. The Debtor filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 16-50241), on Dec. 6, 2016. The petition was signed by Pablo E. Rodriguez, president. At the time of filing, the Debtor had total assets of $4.04 million and total liabilities of $1.57 million. The case is assigned to Judge Eduardo V. Rodriguez. The Debtor is represented by Carl Michael Barto, Esq. at the Law Offices of Carl M. Barto. On July 6, 2017, the Debtor filed a disclosure statement and Chapter 11 plan of reorganization. ROBERT DONEHEW: McLonglin Buying Golf Cart EZGO for $2K ------------------------------------------------------- Robert H. Donehew asks the U.S. Bankruptcy Court for the Northern District of Florida to authorize the sale of Golf Cart EZGO Gas ST Sport 2 + 2 to Maureen McLonglin for $2,000. Objections, if any, must be filed within 21 days from the date of service. The Debtor owns the Property which is valued at $2,000 as reflected in his previously filed Schedule B. There is no lienholder. The Debtor has received an offer from the Buyer to purchase the Property. No party-in-interest is being adversely affected by the sale. The proceeds of the sale will be place in the DIP account. Robert Holton Donehew sought Chapter 11 protection (Bankr. N.D. Fla. Case No. 17-50121) on March 31, 2017. The Debtor tapped Charles M. Wynn, Esq., at Charles M. Wynn Law Offices, P.A., as counsel. ROBERT T. WINZINGER: Aug. 22 Meeting Set to Form Creditors' Panel ----------------------------------------------------------------- Andy Vara, Acting United States Trustee for Region 3, will hold an organizational meeting on August 22, 2017, at 11:00 a.m. in the bankruptcy case of Robert T. Winzinger, Inc.. The meeting will be held at: United States Bankruptcy Court 402 East State Street, Room 129 Trenton, New Jersey 08608 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About Robert T. Winzinger Founded in 1960, Robert T. Winzinger, Inc. -- http://winzinger.com/ -- is a full-service contractor for roads, excavation, land development and demolition, utility and marine construction, and recycling technologies. Winzinger is certified as a W.B.E. with the NJ Dept. of Treasury - Division of Property Management & Construction; Licensed Contractor with City of Philadelphia; Small Business Enterprise with the City of Philadelphia; Small Business Enterprise with the State of New Jersey; Public Works Contractor with the State of New Jersey; Home Improvement Contractor with the State of New Jersey Division of Consumer Affairs; and Maintains a Certificate of Employee Report with the State of New Jersey. Robert T. Winzinger, Inc., filed a Chapter 11 petition (Bankr. D.N.J. Case No. 17-25972) on Aug. 7, 2017. The petition was signed by Audrey Winzinger, vice president, secretary, and treasurer. At the time of filing, the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. The case is assigned to Judge Kathryn C. Ferguson. The Debtor is represented by David A. Kasen, Esq., at Kasen & Kasen. SEARS CANADA: Chairman Preps Going-Concern Bid ---------------------------------------------- Andrew Scurria, writing for The Wall Street Journal Pro Bankruptcy, reported that Sears Canada Inc.'s executive chairman, Brandon Stranzl, is preparing to submit an offer that would preserve the retailer as a going concern. According to the report, citing a memorandum filed in its insolvency proceedings, the goal of the proposal "is to facilitate a path for Sears Canada to emerge from CCAA so that all of us can continue with the company's reinvention plans." The report related that interested parties have until Aug. 31 to bid for all or part of Sears Canada, which was spun off from the U.S.-based Sears Holdings Corp. in 2012. Any sale agreement would require court approval, the report further related. Mr. Stranzl will remain executive chairman while he steps away from the day-to-day operations to focus on developing his bid, a Sears Canada spokesman said, the report noted. The two largest Sears Canada shareholders, hedge-fund managers Eddie Lampert and Bruce Berkowitz, last month called off a potential joint bankruptcy deal, though each of them could still bid individually, the report said. More than 20 potential buyers had expressed interest in purchasing all or part of the company, the report added. About Sears Canada Sears Canada Inc. is an independent Canadian digital and store-based retailer and technology company whose head office is based in Toronto. Sears Canada's unique brand format offers premium quality Sears Label products, designed and sourced by Sears Canada, and of-the-moment fashion and home decor from designer labels in The Cut @Sears. Sears Canada also has a top ranked appliance and mattress business in Canada. Sears Canada is undergoing a reinvention, including new customer experiences at every touchpoint, a new e-commerce platform, new store concepts, and a new set of customer service principles designed to deliver WOW experiences to customers. Information can be found at sears.ca/reinvention. Sears Canada operates as a separate entity from its U.S.-based co-founder, now known as Sears Holdings Corporation, based in Illinois. The Company's balance sheet as of April 29, 2017, showed total assets of C$1.187 billion against total liabilities of C$1.107 billion. Amid mounting losses and liquidity constraints Sears Canada and certain of its subsidiaries on June 22, 2017, applied to the Ontario Superior Court of Justice (Commercial List) for protection under the Companies' Creditors Arrangement Act ("CCAA"), in order to continue to restructure its business. Sears Canada and its subsidiaries on June 22, 2017, were granted an order (the "Initial Order") under the Companies' Creditors Arrangement Act (the "CCAA"). Pursuant to the Initial Order, FTI Consulting has been appointed Monitor. Sears Canada and certain of its subsidiaries have obtained orders from the Ontario Superior Court of Justice (Commercial List) extending the stay period provided by the Initial Order to Oct. 4, 2017, under the Companies' Creditors Arrangement Act. The Company has engaged BMO Capital Markets, as financial advisor, and Osler, Hoskin & Harcourt LLP, as legal advisor. The Board of Directors and the Special Committee of the Board of Directors of the Company has retained Bennett Jones LLP, as legal advisor. FTI Consulting is the Court-appointed monitor. The Monitor tapped Norton Rose Fulbright Canada LLP as counsel. SHORT BARK: Diversitex Resigns from Creditors' Committee -------------------------------------------------------- The Office of the U.S. Trustee on August 14 announced that Diversitex Inc. is no longer a member of the official committee of unsecured creditors in the Chapter 11 cases of Short Bark Industries, Inc., and its affiliates. Diversitex resigned from the committee on August 12, according to a court filing. The remaining members of the committee are Global Enterprises, Atlantic Diving Supply Inc., Milliken & Company, MMI Textiles Inc., SSM Industries Inc., and Southern Mills Inc. About Short Bark Industries Short Bark Industries, Inc. -- http://www.shortbark.com/-- provides military apparels for the Department of Defense, law enforcement industry. The company's manufactured items in the military category include military MOLLE, medium and large rucksacks, assault packs, IWCS, ACU, ABU, BDU, helmet covers, FROG, A2CU and more. It offers men and boys suits, over garments, bag, and coats. The company holds over 120,000+ square feet of manufacturing capacity with operations in Florida, Puerto Rico and Tennessee. Short Bark and EXO SBI, LLC, sought bankruptcy protection (Bankr. D. Del., Lead Case No. 17-11502) on July 10, 2017. The petitions were signed by Phil Williams, CEO and chairman. The Debtors listed total assets of $10 million to $50 million and total liabilities of $10 million to $50 million. Bielli & Klauder, LLC serves as lead bankruptcy counsel to the Debtors. The Debtors hired SSG Advisors, LLC and Young America Capital, LLC as investment banker. On July 18, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. STOLLINGS TRUCKING: Hearing on Plan Outline Set for Sept. 13 ------------------------------------------------------------ The Hon. Frank W. Volk of the U.S. Bankruptcy Court for the Southern District of West Virginia has scheduled for Sept. 13, 2017, at 1:30 p.m., a hearing to consider the adequacy of Stollings Trucking Co., Inc.'s disclosure statement dated July 20, 2017, referring to the Debtor's plan of reorganization. Objections to the Disclosure Statement must be filed by Sept. 6, 2017. As reported by the Troubled Company Reporter on Aug. 2, 2017, the Debtor filed with the Court a Chapter 11 plan that is based upon the liquidation of its assets. Under the plan, unsecured creditors can only be paid if there are sufficient monies left over after payment of tax liens, priority claims, secured claims and administrative expenses. Distributions to unsecured creditors, which assert $3,869,427 in claims, will be accomplished through a liquidating trust. About Stollings Trucking Stollings Trucking Company, Inc., began its operations in 1990. Throughout the years, the Debtor both hauled coal and mined coal for its own profit. As it grew, it acquired more equipment and rolling stock. The Debtor also obtained mining permits on property in Logan County, West Virginia, and was a party to coal leases. Stollings Trucking sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 15-20624) on Dec. 7, 2015. Rhonda Marcum, president, signed the petition. At the time of the filing, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Frank W. Volk presides over the case. Joseph W. Caaldwell, Esq., at Caldwell & Riffee, in Charleston, WV., is serving as counsel to the Debtor. TARTAN PINES: Case Summary & 15 Unsecured Creditors --------------------------------------------------- Debtor: Tartan Pines Development Co., Inc. 423 Tartan Way Enterprise, AL 36330 Case No.: 17-11565 Business Description: Tartan Pines Development Co., Inc. is a real estate developer which was incorporated in 1998 and is based in Enterprise, Alabama. It is a small business debtor as defined in 11 U.S.C. Section 101(51D). Chapter 11 Petition Date: August 15, 2017 Court: United States Bankruptcy Court Middle District of Alabama (Dothan) Judge: Hon. William R. Sawyer Debtor's Counsel: Kaz J. Espy, Esq. ESPY, METCALF & ESPY, P.C. PO Drawer 6504 326 North Oates Street 36303 Dothan, AL 36302-6504 Tel: 334-793-6288 Fax: 334-712-1617 E-mail: lynnia@espymetcalf.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Robert Bishop, director. The Debtor's list of 15 unsecured creditors is available for free at http://bankrupt.com/misc/almb17-11565.pdf TK HOLDINGS: Tort Panel Taps Alvarez & Marshal as Fin'l Advisor --------------------------------------------------------------- The Official Committee of Tort Claimant Creditors of TK Holdings Inc., et al., seeks authority from the U.S. Bankruptcy Court for the District of Delaware to retain Alvarez & Marshal North America, LLC as financial advisor to the Committee, effective July 9, 2017. Services to be rendered by Alvarez & Marshal are: 1. assist in the assessment and monitoring of cash flow budgets, liquidity and operating results; 2. assist in the review of Court disclosures, including the Schedules of Assets and Liabilities, the Statements of Financial Affairs, Monthly Operating Reports, and Periodic Reports; 3. assist in the review of the Accommodation Agreement, Access Agreement, other customer agreements, and provide relevant testimony as needed; 4. assist in the review of the Debtor's cost/benefit evaluations with respect to the assumption or rejection of executory contracts and/or unexpired leases; 5. assist in the analysis of any assets and liabilities and any proposed transactions for which Court approval is sough; 6. assist in the review of the Debtors' proposed key employee retention plan and key employee incentive plan; 7. attend meetings with the Debtors, the Debtor's lenders and creditors, potential investors, the Committee and any other official committees organized in the Chapter 11 cases, the US Trustee, other parties in interest, and professionals hired; 8. assist in the review of any tax issues; 9. assist in the investigation and pursuit of avoidance actions; 10. assist in the review of the claims reconciliation and estimation process; 11. assists in the review of the Debtors' business plan; 12. assist in the review of the sales or dispositions of the Debtors' assets, including allocation of sale proceeds; 13. monitor other insolvency proceedings in ther jurisdictions related to Takata Corp and its subsidiaries; 14. assist in the review and/or preparation of information ans analysis necessary for the confirmation of a plan in these chapter 11 cases; and 15. render other general business consulting or other assistance as the Committee or its counsel may deem necessary, consistent with the role of a financial advisor and not duplicative of services provided by other professionals in these chapter 11 cases. Alvarez & Marshal's hourly rates are: Managing Directors $800-$950 Directors $625-$775 Associates $475-$600 Analysts $375-$450 Mark Greenberg, managing director at Alvarez & Marshal North America, LLC, attests that the firm has no connection with the Debtors, their creditors, or other parties in interest, and does not represent any other entity having an adverse interest in connection with the chapter 11 cases. The Firm can be reached through: Mark Greenberg Alvarez & Marshal North America, LLC 600 Madison Avenue, 8th Floor New York, NY 10022 Tel: 212 759 4433 Fax: 212 759 5532 Email: mgreenberg@alvarezandmarshall.com About Takata Corp Japan-based Takata Corporation (TYO:7312) -- http://www.takata.com/en/-- develops, manufactures and sells safety products for automobiles. The Company offers seatbelts, airbags, steering wheels, child seats and trim parts. Headquartered in Tokyo, Japan, Takata operates 56 plants in 20 countries with approximately 46,000 global employees worldwide. The Company has subsidiaries located in Japan, the United States, Brazil, Germany, Thailand, Philippines, Romania, Singapore, Korea, China and other countries. Takata Corp. filed for bankruptcy protection in Tokyo and the U.S., amid recall costs and lawsuits over its defective airbags. Takata and its Japanese subsidiaries commenced proceedings under the Civil Rehabilitation Act in Japan in the Tokyo District Court on June 25, 2017. Takata's main U.S. subsidiary TK Holdings Inc. and 11 of its U.S. and Mexican affiliates each filed voluntary petitions under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-11375) on June 25, 2017. Together with the bankruptcy filings, Takata announced it has reached a deal to sell all its global assets and operations to Key Safety Systems (KSS) for US$1.588 billion. Nagashima Ohno & Tsunematsu is Takata's counsel in the Japanese proceedings. Weil, Gotshal & Manges LLP and Richards, Layton & Finger, P.A., are serving as counsel in the U.S. cases. PricewaterhouseCoopers is serving as financial advisor, and Lazard is serving as investment banker to Takata. Ernst & Young LLP is tax advisor. Prime Clerk is the claims and noticing agent. Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel, KPMG is serving as financial advisor, Jefferies LLC is acting as lead financial advisor. UBS Investment Bank also provides financial advice to KSS. On June 28, 2017, TK Holdings, as the foreign representative of the Chapter 11 Debtors, obtained an order of the Ontario Superior Court of Justice (Commercial List) granting, among other things, a stay of proceedings against the Chapter 11 Debtors pursuant to Part IV of the Companies' Creditors Arrangement Act. The Canadian Court appointed FTI Consulting Canada Inc. as information officer. TK Holdings, as the foreign representative, is represented by McCarthy Tetrault LLP. The U.S. Trustee has appointed an Official Committee of Unsecured Trade Creditors and a separate Official Committee of Tort Claimants. Pachulski Stang Ziehl & Jones LLP represents the Official Committee of Tort Claimants as bankruptcy counsel. The Official Committee of Unsecured Creditors has selected Christopher M. Samis, Esq., L. Katherine Good, Esq., and Kevin F. Shaw, Esq., at Whiteford, Taylor & Preston LLC, in Wilmington, Delaware; Dennis F. Dunne, Esq., Abhilash M. Raval, Esq., and Tyson Lomazow, Esq., at Milbank Tweed Hadley & McCloy LLP, in New York; and Andrew M. Leblanc, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Washington, D.C., as its bankruptcy counsel. TKL ASSOCIATES: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------- The Office of the U.S. Trustee on August 14 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of TKL Associates, LLC. About TKL Associates LLC TKL Associates, LLC, an Alaska Limited liability company filed a Chapter 11 bankruptcy petition (Bankr. D. Alaska Case No. 17-00253) on July 12, 2017. Judge Gary Sparker presides over the case. Dorsey & Whitney LLP represents the Debtor as counsel. In its petition, the Debtor estimated $1 million to $10 million in assets and $500,000 to $1 million in liabilities. The petition was signed by Drew H. Butterwick, sole member. TOMS SHOES: S&P Lowers CCR to 'CCC+' Amid Weak Second Quarter ------------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Los Angeles-based TOMS Shoes LLC to 'CCC+' from 'B-'. The outlook is negative. S&P said, "At the same time, we lowered our issue-level rating on the company's $306.5 million senior secured term loan due in 2020 to 'CCC+' from 'B-'. The '4' recovery rating indicates our expectation that lenders could expect average (30%-50%; rounded estimate: 30%) recovery in the event of payment default." The company had about $320 million in reported debt outstanding as of June 30, 2017. The downgrade reflects the sharp decline in TOMS' sales to the wholesale channel, resulting in substantially lower profitability than our forecast, an unsustainable capital structure, negative FOCF, and reduced liquidity. S&P said, "The company's wholesale orders are down significantly from our expectation as retail partners rationalize their inventories. We lowered our revenue and EBITDA expectations for 2017 and 2018, and expect that financial leverage will be sustained at a very high level, around 13x. Moreover, we believe that the company will continue to rely on revolver borrowings to finance its seasonal operational and investment requirements during the next 12 months. We forecast its free cash flows will be negative in 2017 and marginally positive in 2018. "The outlook is negative, reflecting our expectation that the company's recovery will be difficult because of the weak retail environment and that if it cannot reverse current trends it will be increasingly likely the company will undertake a subpar debt exchange to address its significant debt burden and improve its liquidity positon. "We would lower ratings if the company's sales and EBITDA do not improve in the next few quarters and cause ABL access to become limited, or if it can't generate positive free cash flow in 2018. Even though the company does not have a near-term debt maturity, we could also lower ratings if we believe it is likely it will engage in a distressed debt exchange. "We could revise our outlook to stable if operating performance improves such that the fixed-charge ratio improves to the 1x area, which would likely be the result of better operating performance, and it generates positive free cash flow. For this to happen, management would need to lower the company's cost base and stabilize its decline in the wholesale segment. A stable outlook would also require our expectation that the company can address its 2019 ABL maturity absent a subpar debt exchange." TOPS HOLDING II: S&P Hikes CCR to 'CCC+' Following Debt Exchange ---------------------------------------------------------------- S&P Global Ratings raised its corporate credit rating on Williamsville, N.Y.-based Tops Holding II Corp. to 'CCC+' from 'SD'. The outlook is negative. S&P said, "At the same time, we raised our issue-level rating on the company's senior unsecured notes due 2018 to 'CCC-' from 'D'. The '6' recovery rating remains unchanged, indicating our expectation for negligible (0%-10%; rounded estimate: 0%) recovery in the event of a payment default. "Additionally, we affirmed our ratings on Tops Holding LLC, including the 'CCC+' corporate credit rating. "The upgrade follows our reassessment of Tops' competitive position, liquidity, and capital structure, which we reviewed after the company completed its recent exchange offer. The completed tender offer reduces Tops Holding II Corp.'s near-term debt maturity, with approximately $9 million in unsecured notes remaining that come due June 2018 ($85.5 million prior to the exchange). The new notes, co-issued by Tops Holding LLC and Tops Markets II Corp., offered in the exchange are due in 2021, but there will be three sinking fund payments due in 2018, 2019, and 2020. We believe the mandatory debt payments in 2018 will represent a significant call on liquidity. Additionally, the company's debt leverage remains high at 9.9x on a pro-forma basis as of April 22, 2017, and free operating cash flow (FOCF) generation remains weak. As a result, the 'CCC+' rating reflects our expectation that the company's capital structure will remain unsustainable unless operating performance and cash flow generation meaningfully improve. "The negative outlook reflects our expectations that operating performance will continue to be challenged by elevated competitive activity, pressuring store traffic and resulting in heightened promotional pricing, causing credit protection metrics to remain weak. "We could lower our ratings on Tops if operating performance deteriorates, cash flow generation does not improve, and liquidity becomes strained, causing us to reevaluate the company's ability to meet its contractual interest and sinking fund payments. "Although unlikely over the next 12 months, we could revise our outlook to stable if the company's soft performance trends reverse, including positive same-store sales growth, stabilizing margins, and positive cash flow generation. This would likely be driven by successful implementation of the company's strategic initiatives in conjunction with improving industry conditions." TRANS-LUX CORP: Reports $1.25 Million Net Loss for Second Quarter ----------------------------------------------------------------- Trans-Lux Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.25 million on $3.97 million of total revenues for the three months ended June 30, 2017, compared to net income of $82,000 on $5.77 million of total revenues for the same period during the prior year. For the six months ended June 30, 2017, the Company recorded a net loss of $2.50 million on $7.05 million of total revenues compared to a net loss of $1.03 million on $9.61 million of total revenues for the six months ended June 30, 2016. As of June 30, 2017, Trans-Lux had $13.35 million in total assets, $17.15 million in total liabilities, and a total stockholders' deficit of $3.79 million. "We do not have adequate liquidity, including access to the debt and equity capital markets, to operate our business. The Company incurred a net loss of $2.5 million in the six months ended June 30, 2017 and has a working capital deficiency of $5.9 million as of June 30, 2017. As a result, our short-term business focus continues to be to preserve our liquidity position. Unless we are successful in obtaining additional liquidity, we believe that we will not have sufficient cash and liquid assets to fund normal operations for the next 12 months from the date of issuance of this Form 10-Q. "In addition, the Company's obligations under its pension plan exceeded plan assets by $4.2 million at June 30, 2017 and the Company has a significant amount due to its pension plan over the next 12 months. The Company is in default on its 8 1/4% Limited convertible senior subordinated notes due 2012 (the "Notes") and 9½% Subordinated debentures due 2012 (the "Debentures"), which have remaining principal balances of $387,000 and $220,000, respectively. As a result, if the Company is unable to (i) obtain additional liquidity for working capital, (ii) make the minimum required contributions to the defined benefit pension plan and/or (iii) make the required principal and interest payments on the Notes and the Debentures, there would be a significant adverse impact on the financial position and operating results of the Company. "In addition to the recently consummated $1.5 million loan from Arnold Penner as described in Note 6 -- Long-Term Debt, the Company is seeking additional financing in order to provide enough cash to cover our remaining current fixed cash obligations as well as providing working capital. However, there can be no assurance as to the amounts, if any, the Company will receive in any additional financings or the terms thereof and the Company has no agreements, commitments or understandings with respect to any such additional financing. To the extent the Company issues additional equity securities, it could be dilutive to existing shareholders. In addition, the Company's current outstanding debt and other obligations could limit its ability to incur more debt." A full-text copy of the Form 10-Q is available for free at: https://is.gd/AfaTOT About Trans-Lux Trans-Lux Corporation is a supplier of LED technology for displays and lighting applications. The Company designs, manufactures, distributes and services the elements of these systems that are real-time, programmable digital displays. These display systems utilize light emitting diode (LED) technologies. Trans-Lux reported a net loss of $611,000 for the year ended Dec. 31, 2016, compared to a net loss of $1.74 million on $23.56 million of total revenues for the year ended Dec. 31, 2015. Marcum LLP, in Hartford, CT, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that Company has suffered recurring losses from operations and has a significant working capital deficiency that raise substantial doubt about its ability to continue as a going concern. Further, the Company is in default of the indenture agreements governing its outstanding 9 1/2% subordinated debentures which were due in 2012 and its 8 1/4% limited convertible senior subordinated notes which were due in 2012 so that the trustees or holders of 25% of the outstanding Debentures and Notes have the right to demand payment immediately. Additionally, the Company has a significant amount due to their pension plan over the next 12 months. UTE LAKE RANCH: Scott Land to Auction Ranch on Aug. 22 ------------------------------------------------------ Scott Land Co. LLC is selling the Ute Lake Ranch, a 22,429.44-acre ranch and farm real estate near Logan, New Mexico, at an auction on Aug. 22, 2017. According to the broker, the Ranch is watered not only by wells and pipeline but also by the lake itself, and has excellent location and access via all-weather roads and pavement. Additional information on the property is available at https://is.gd/9gtoQm On the Net: http://www.scottlandcompany.com/ http://www.texascrp.com/ Contact: Ben G. Scott - Broker Krystal M. Nelson - NM QB #15892 Tel: 800-933-9698 About Ute Lake Ranch Ute Lake Ranch Inc. and DVR LLC, based in Englewood, Colo., filed Chapter 11 petitions (Bankr. D. Colo. Lead Case No. 16-17054) on July 18, 2016. Matthew T. Faga, Esq. and James T. Markus, Esq. at Markus Williams Young & Zimmerman LLC served as bankruptcy counsel. In their petitions, the Debtors estimated $1 million to $10 million in both assets and liabilities. The petitions were signed by Edward B. Cordes, authorized representative. On Oct. 26, 2016, the cases were converted to Chapter 7 liquidation. Judge Elizabeth E. Brown presides over the Chapter 7 cases. The Chapter 7 Trustee, Janice A. Steinle, is represented by: Philip A. Pearlman, Esq. Spencer Fane LLP 1700 Lincoln St., Ste. 2000 Denver, CO 80203 Tel: 303-839-3855 Fax: 303-839-3838 E-mail: ppearlman@spencerfane.com VERMILLION INC: Incurs $2.36 Million Net Loss in Second Quarter --------------------------------------------------------------- Vermillion, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.36 million on $898,000 of total revenue for the three months ended June 30, 2017, compared to a net loss of $3.74 million on $709,000 of total revenue for the three months ended June 30, 2016. For the six months ended June 30, 2017, the Company reported a net loss of $5.03 million on $1.62 million of total revenue compared to a net loss of $8.64 million on $1.21 million of total revenue for the same period a year ago. As of June 30, 2017, the Company had $8.17 million in total assets, $3.64 million in total liabilities and $4.52 million in total stockholders' equity. "We plan to continue to expend resources selling and marketing OVA1 and Overa, operating our IVD trial services business and developing additional diagnostic tests and service capabilities. "We have incurred significant net losses and negative cash flows from operations since inception. At June 30, 2017, we had an accumulated deficit of $390,589,000 and stockholders' equity of $4,527,000. As of June 30, 2017, we had $6,028,000 of cash and cash equivalents and $2,061,000 of current liabilities. Working capital was $4,552,000 and $3,547,000 at June 30, 2017, and December 31, 2016, respectively. "On February 17, 2017, the Company completed a private placement pursuant to which certain investors purchased Vermillion common stock and warrants to purchase shares of Vermillion common stock for net proceeds of approximately $5,127,000 after deducting offering expenses. "In March 2016, we entered into an agreement pursuant to which we may borrow up to $4,000,000 from the DECD. We received an initial disbursement of $2,000,000 in April 2016 under this agreement. The remaining $2,000,000 will be disbursed if and when we achieve certain future milestones. "We expect to incur a net loss and negative cash flows from operations in the remainder of 2017. Our management believes that successful achievement of our business objectives will require additional financing. Given these conditions, there is substantial doubt about our ability to continue as a going concern. The condensed consolidated financial statements have been prepared on a going concern basis and do not include any adjustments that might result from these uncertainties. "The Company expects to raise capital through a variety of sources, which may include the exercise of common stock warrants, equity offerings, debt financing, collaborations, licensing arrangements, grants and government funding and strategic alliances. However, additional funding may not be available when needed or on terms acceptable to the Company. If the Company is unable to obtain additional capital, it may not be able to continue sales and marketing, research and development, or other operations on the scope or scale of current activity and that could have a material adverse effect on the Company's business, results of operations and financial condition." Net cash used in operating activities was $4,191,000 for the six months ended June 30, 2017, resulting primarily from the net loss reported of $5,033,000 and changes in accounts payable, accrued and other liabilities of $504,000 partially offset by stock compensation expense of $671,000, depreciation and amortization of $401,000 and prepaid expenses of $218,000. Net cash used in operating activities was $8,455,000 for the six months ended June 30, 2016 resulting primarily from the net loss reported of $8,646,000 and changes in accounts payable, accrued and other liabilities of $835,000 partially offset by stock compensation expense of $600,000 and depreciation and amortization of $323,000. Net cash used in investing activities was $43,000 and $1,054,000 for the six months ended June 30, 2017 and 2016, respectively. The costs in 2016 resulted from purchases of property and equipment for the ASPiRA IVD laboratory. Net cash provided by financing activities was $5,020,000 for the six months ended June 30, 2017, which consisted primarily of proceeds from the sale of Vermillion common stock in our February 2017 private placement, net of issuance costs. Net cash provided by financing activities of $1,929,000 for the six months ended June 30, 2016 consisted primarily of proceeds from the DECD loan. A full-text copy of the Form 10-Q is available for free at: https://is.gd/MfI3u6 About Vermillion Vermillion, Inc., is dedicated to the discovery, development and commercialization of novel high-value diagnostic tests that help physicians diagnose, treat and improve outcomes for patients. Vermillion, along with its prestigious scientific collaborators, has diagnostic programs in oncology, hematology, cardiology and women's health. Vermillion, Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 09-11091) on March 30, 2009. Vermillion's legal advisor in connection with its successful reorganization efforts wass Paul, Hastings, Janofsky & Walker LLP. Vermillion emerged from bankruptcy in January 2010. The Plan called for the Company to pay all claims in full and equity holders to retain control of the Company. Vermillion reported a net loss of $14.96 million on $2.64 million of total revenue for the year ended Dec. 31, 2016, compared to a net loss of $19.11 million on $2.17 million of total revenue for the year ended Dec. 31, 2015. WINDMILL RUN: Fannie Mae to Get $210K in Attorney's Fees -------------------------------------------------------- In the adversary proceeding captioned WINDMILL RUN ASSOCIATES, LTD. Plaintiff(s), v. FEDERAL NATIONAL MORTGAGE ASSOCIATION, et al Defendant(s), Adversary No. 15-8013 (Bankr. S.D. Tex.), Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern District of Texas addresses and resolves cross motions for attorney's fees that were incurred during the course of a twenty-five-day trial. The motions concern fees incurred after August 30, 2016. Windmill Run Associates, LTD, operates an apartment complex as a low-income housing property in Sweeny, Texas. It was financed with the benefit of certain tax credits applicable to the low-income nature of the property. The Property secures a loan presently held by Fannie Mae. The parties' dispute arose from Windmill's alleged failure to make certain repairs to the property, which resulted in a demand by Fannie Mae's mortgage servicer, Oak Grove Commercial Mortgage, for Windmill to deposit funds to cover the cost of repairs. Windmill declined, and Fannie Mae posted the property for foreclosure. On August 29, 2015, Windmill commenced a chapter 11 case. Fannie Mae filed a proof of claim in Windmill's chapter 11 case asserting a secured claim in the amount of $1,767,945.61. In response, Windmill filed this adversary proceeding alleging several claims which, if successful, would offset Windmill's liability on Fannie Mae's claim. The trial in the adversary proceeding and the trial regarding Fannie Mae's 506(b) motion occurred contemporaneously. Judge Isgur finds that Fannie Mae is not entitled to fees for defending Windmill's claims in the adversary proceeding or for its fees attributable to its counterclaims. Nevertheless, it is entitled to that portion of the fees attributable to prosecuting its 506(b) motion. Accordingly, the Court must segregate the fees accrued at trial attributable to Fannie Mae's 506(b) motion. After a thorough analysis and upon review of the trial record and fee application, the Court finds that Fannie Mae is entitled to $199,430.254 in attorney's fees and $10,808.67 in expenses related to litigating its 506(b) motion. The adversary proceeding is WINDMILL RUN ASSOCIATES, LTD. Plaintiff(s), v. FEDERAL NATIONAL MORTGAGE ASSOCIATION, et al Defendant(s), Case No. 15-80319 (Bankr.S.D. Tex.). A full-text copy of Judge Isgur's Memorandum Opinion is available at https://is.gd/cAKlRi from Leagle.com. Windmill Run Associates, Ltd., Debtor, represented by Annie E. Catmull -- catmull@hooverslovacek.com -- Hoover Slovacek LLP, T. Josh Judd -- JJudd@andrewsmyers.com -- Andrews Myers PC & Edward L. Rothberg -- rothberg@hooverslovacek.com --Hoover Slovacek, LLP. US Trustee, U.S. Trustee, represented by Ellen Maresh Hickman -- ellen.hickman@usdoj.gov -- Office of the U.S. Trustee & Christine A. March -- Christine.a.march@usdoj.gov. -- Office of the US Trustee. About Windmill Run Windmill Run Associates, Ltd., based in Sweeny, TX, filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 15-80319) on August 29, 2015. The Hon. Letitia Z. Paul presides over the case. Edward L Rothberg, Esq., at Hoover Slovacek, LLP, serves as bankruptcy counsel. In its petition, the Debtor estimated $1 million to $10 million in assets and $1 million to $10 million in liabilities. The petition was signed by Frank Fonseca, president, operating G.P., Windmill Run Development, Inc. WORLD OF DISCOVERY: Unsecureds to Recoup 15.98% Under Plan ---------------------------------------------------------- World of Discovery, Inc., filed with the U.S. Bankruptcy Court for the District of Vermont an amended disclosure statement dated Aug. 2, 2017, referring to the Debtor's plan of reorganization dated Aug. 2, 2017. The anticipated Class 9 General Unsecured Claims total $205,721.82. Allowed General Unsecured Claims will be paid $32,883, 15.98% of their claims, paid monthly over a 12-month period during months 49 through 60 of the Plan. The monthly payment to Allowed General Unsecured Claims in Class 9 is anticipated to be approximately $2740.25 per month for 12 months. Class 9 is therefore impaired and the legal, equitable and contractual rights to which the holders of such claims have, are altered. A full-text copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/vtb16-11293-99.pdf As reported by the Troubled Company Reporter on June 23, 2017, the Debtor previously proposed a Chapter 11 plan of reorganization wherein the allowed Class 9 general unsecured claims would be paid $32,883 or 15.98% of their claims, paid monthly over a 12-month period during months 49 through 60 of the plan. About World of Discovery World of Discovery, Inc., was established in 2007 when Kim Dyer purchased a building located at Rte 131 in Weathersfield, Vermont, after running a successful registered in home childcare in Cavendish VT for four years. World of Discovery sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Vt. Case No. 16-11293) on June 30, 2016. The petition was signed by Kim Dyer, president. At the time of the filing, the Debtor estimated assets and liabilities of less than $1 million. The Debtor is represented by Rebecca Rice, Esq., at Cohen & Rice. ZONOFF INC: ADT to Hold Public Auction on August 30 --------------------------------------------------- Pursuant to Article 9 of the Delaware Uniform Commercial Code, the security agreement and intellectual property security agreement dated as of Nov. 5, 2014, and related loan documents among Zonoff Inc., as borrower and ADT LLC, on behalf of itself and ADT Holdings Inc., as secured party, ADT Holdings will offer for sale at a public auction all of its rights, title and interest in the collateral including, but not limited to: (1) all equipment; (2) all general intangibles; (3) all intellectual property, which consists primarily of Zonoff's software for service providers, integrators and OEM's who deliver connected home products and services to consumers; (4) all documents; and (5) various items of tangible and intangible personal property of Zonoff. Date and Time of Sale: Aug. 30, 2017, at 11:00 a.m. (prevailing Pacific Time) Location of Sale: Sherwood Partners Inc. 1100 La Avenida Street, Building A Mountain View, CA 94043 Alternatively, prospective buyers may provide bids telephonically by dialing (267) 930-4000 and entering access #123 283 772 promptly on the bid date. All inquiries concerning the notice of sale or for further information concerning the collateral should be made to: Time Cox Sherwood Partners Inc. 1100 La Avenida, Building A Mountain View, CA 94043 Tel: (650) 454-8033 Fax: (650) 454-8048 Email: tcox@shrwood.com Zonoff Inc. provides software platform that enables electronic device makers, service providers and retailers to deliver new products and services to the consumer mass market. [*] Spokane Bankruptcy Lawyer Gets 2-Year Suspension ---------------------------------------------------- The Idaho Supreme Court has issued a Disciplinary Order suspending Spokane attorney Noel J. Pitner from the practice of law for a period of two years, with all but nine months of that suspension withheld. The Disciplinary Order included a two-year disciplinary probation upon Mr. Pitner's reinstatement. The Disciplinary Order was entered Aug. 10, 2017. The Order followed a stipulated resolution of a disciplinary proceeding that related to Mr. Pitner's representation of two clients in separate bankruptcy matters. In the first matter, Mr. Pitner represented a client in her personal injury case and bankruptcy case. He obtained a settlement in the personal injury case and, before the Bankruptcy Court approved that settlement or his contingent fee in the personal injury case, he withdrew the settlement funds from his client trust account and used those funds to pay personal expenses. Mr. Pitner did not timely disburse the settlement funds to his client or third parties, respond to requests by the Bankruptcy Trustee for information relating to those disbursements, or comply with the Bankruptcy Court's orders requiring him to submit documentation confirming the disbursements. Mr. Pitner ultimately issued all required disbursements after depositing funds into his trust account from unspecified sources. In that matter, the Idaho Supreme Court found that Mr. Pitner violated I.R.P.C. 1.3 [A lawyer shall act with reasonable diligence and promptness in representing a client]; I.R.P.C. 1.15(a) [A lawyer shall hold property of clients or third persons that is in the lawyer's possession in connection with a representation separate from the lawyer's own property]; I.R.P.C. 1.15(b) [A lawyer may deposit the lawyer's own funds in a client trust account for the sole purpose of paying bank service charges]; I.R.P.C. 1.15(c) [A lawyer shall deposit into a client trust account legal fees and expenses paid in advance, to be withdrawn by the lawyer only as fees are earned or expenses incurred]; I.R.P.C. 1.15(d) [Upon receiving funds in which a client or third person has an interest, a lawyer shall promptly notify the client or third person, promptly deliver any funds or other property that the client or third person is entitled to receive and, upon request by the client or third person, promptly render a full accounting regarding such property]; I.R.P.C. 1.15(e) [A lawyer shall distribute all portions of property in his possession as to which the interests are not in dispute]; and I.R.P.C. 3.4(c) [A lawyer shall not knowingly disobey an obligation under the rules of a tribunal]. In the second matter, Mr. Pitner represented a client seeking to reopen her bankruptcy case to obtain a discharge. The client sent Mr. Pitner a check for the filing fee in May 2016. Mr. Pitner negotiated that check immediately, but did not deposit the funds into his trust account or file the client's motion to reopen her bankruptcy case until July 2016. Thereafter, Mr. Pitner failed to comply with the Bankruptcy Court's orders requiring him to submit records regarding his client's payment and his purported refund to the client of that payment. In that matter, the Idaho Supreme Court found that Mr. Pitner violated I.R.P.C. 1.3 [A lawyer shall act with reasonable diligence and promptness in representing a client]; I.R.P.C. 1.4 [A lawyer shall keep the client reasonably informed about the status of a matter and promptly comply with the client's reasonable requests for information]; I.R.P.C. 1.15(a) [A lawyer shall hold property of clients or third persons that is in the lawyer's possession in connection with a representation separate from the lawyer's own property]; I.R.P.C. 1.15(c) [A lawyer shall deposit into a client trust account legal fees and expenses paid in advance, to be withdrawn by the lawyer only as fees are earned or expenses incurred]; and I.R.P.C. 3.4(c) [A lawyer shall not knowingly disobey an obligation under the rules of a tribunal]. Mr. Pitner will serve a two-year probation following any reinstatement, subject to the conditions of probation specified in the Disciplinary Order. Those conditions include that Mr. Pitner will serve the period of withheld suspension if he admits or is found to have violated any of the Idaho Rules of Professional Conduct for which a public sanction is imposed for any conduct during his probation period. During his probation, Mr. Pitner must submit detailed monthly reports to Bar Counsel regarding his trust account, continue treatment with his health care provider, and ensure that treatment reports are provided by his health care provider to Bar Counsel on a quarterly basis. Inquiries about this matter may be directed to: Bar Counsel Idaho State Bar P.O. Box 895 Boise, Idaho 83701 Tel: (208) 334- 4500 [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Se Y. Oh Bankr. C.D. Cal. Case No. 17-13152 Chapter 11 Petition filed August 7, 2017 represented by: Stephen R. Wade, Esq. THE LAW OFFICES OF STEPHEN R WADE E-mail: srw@srwadelaw.com In re Go Snacks, Inc. Bankr. S.D. 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HUNTSMAN LOFGRAN, PLLC E-mail: sandy@huntsmanlofgran.com In re Michael Rodney Arends and Gabrielle R. Arends Bankr. W.D. Wash. Case No. 17-13561 Chapter 11 Petition filed August 11, 2017 represented by: Larry B. Feinstein, Esq. VORTMAN & FEINSTEIN E-mail: feinstein1947@gmail.com In re The Family For Life Foundation Bankr. N.D. Ohio Case No. 17-14759 Chapter 11 Petition filed August 12, 2017 See http://bankrupt.com/misc/ohnb17-14759.pdf represented by: Glenn E. Forbes, Esq. FORBES LAW LLC E-mail: bankruptcy@geflaw.net In re Duane S. Urquhart Bankr. S.D. Cal. Case No. 17-04846 Chapter 11 Petition filed August 13, 2017 represented by: Alan Vanderhoff, Esq. VANDERHOFF LAW GROUP E-mail: alan.vanderhoff@vanderhofflaw.com In re 625 Shelby LLC Bankr. E.D. Mich. Case No. 17-51541 Chapter 11 Petition filed August 13, 2017 See http://bankrupt.com/misc/mieb17-51541.pdf represented by: Akia Embry, Esq. THE EMBRY LAW GROUP E-mail: akiae.esq@gmail.com In re Greenshears, Inc Bankr. D.N.J. Case No. 17-26408 Chapter 11 Petition filed August 13, 2017 See http://bankrupt.com/misc/njb17-26408.pdf represented by: Kimberly A. Wilson, Esq. LAW OFFICES OF KIMBERLY A. WILSON, ESQ. E-mail: wilson.schroedinger@comcast.net In re Rancho Bernardino Bankr. D.N.M. Case No. 17-12069 Chapter 11 Petition filed August 13, 2017 represented by: Richard Leverick, Esq. E-mail: rleverick@levemuss.com In re Crossroads Systems, Inc. Bankr. W.D. Tex. Case No. 17-51926 Chapter 11 Petition filed August 13, 2017 See http://bankrupt.com/misc/txwb17-51926.pdf represented by: Eric Terry, Esq. ERIC TERRY LAW, PLLC E-mail: eric@ericterrylaw.com In re John R Dailey, Sr. and Peggy A Dailey Bankr. S.D. Ala. Case No. 17-03033 Chapter 11 Petition filed August 14, 2017 represented by: Robert M. Galloway, Esq. Galloway Wettermark Everest & Rutens, LLP E-mail: bgalloway@gallowayllp.com In re Nick Armik Nazarian Bankr. C.D. Cal. Case No. 17-12140 Chapter 11 Petition filed August 14, 2017 represented by: Vahe Khojayan, Esq. KG Law E-mail: vahe@lawyer.com In re Ganesh D. Arora and Shiwani K. Arora Bankr. M.D. Fla. Case No. 17-02961 Chapter 11 Petition filed August 14, 2017 represented by: Taylor J. King, Esq. LAW OFFICES OF MICKLER & MICKLER E-mail: tjking@planlaw.com In re Timothy John Mussell and Carol M. Mussell Bankr. D. Idaho Case No. 17-01055 Chapter 11 Petition filed August 14, 2017 represented by: Sarah B. Bratton, Esq. BRATTON LAW, PLLC E-mail: bratton.law.idaho@gmail.com In re Bear Metal Welding & Fabrication, Inc. Bankr. N.D. Ill. Case No. 17-24246 Chapter 11 Petition filed August 14, 2017 See http://bankrupt.com/misc/ilnb17-24246.pdf represented by: Abraham Brustein, Esq. DIMONTE & LIZAK, LLC E-mail: abrustein@dimonteandlizak.com In re Architectural Materials Co. Bankr. W.D. Mo. Case No. 17-60887 Chapter 11 Petition filed August 14, 2017 See http://bankrupt.com/misc/mowb17-60887.pdf represented by: David E. Schroeder, Esq. DAVID SCHROEDER LAW OFFICES, PC E-mail: bk1@dschroederlaw.com In re Thomas M. Casey and Rebecca R. Casey Bankr. D.N.J. Case No. 17-26429 Chapter 11 Petition filed August 14, 2017 represented by: Justin M Gillman, Esq. GILLMAN & GILLMAN E-mail: abgillman@optonline.net In re East Coast Laundry & Linen Service, Inc. Bankr. D.N.J. Case No. 17-26484 Chapter 11 Petition filed August 14, 2017 See http://bankrupt.com/misc/njb17-26484.pdf represented by: Carol L. Knowlton, Esq. GORSKI & KNOWLTON PC E-mail: cknowlton@gorskiknowlton.com In re ROLEV 2, LLC Bankr. D. Nev. Case No. 17-14422 Chapter 11 Petition filed August 14, 2017 See http://bankrupt.com/misc/nvb17-14422.pdf represented by: Roger P. Croteau, Esq. ROGER P. CROTEAU & ASSOCIATES LTD. E-mail: croteaulaw@croteaulaw.com In re GDP Enterprises Inc. Bankr. E.D.N.Y. Case No. 17-44204 Chapter 11 Petition filed August 14, 2017 See http://bankrupt.com/misc/nyeb17-44204.pdf represented by: Lawrence Morrison, Esq. MORRISON TENENBAUM PLLC E-mail: lmorrison@m-t-law.com In re Deusderys Wilson Ramos Melendez Bankr. D.P.R. Case No. 17-05677 Chapter 11 Petition filed August 14, 2017 represented by: Carlos L. Segarra, Esq. LCDO. CARLOS L. SEGARRA MATOS E-mail: clsegarra@yahoo.com In re David L. Hanks and Sandra B. Hanks Bankr. W.D. Tenn. Case No. 17-27085 Chapter 11 Petition filed August 14, 2017 represented by: Russell W. Savory, Esq. BEARD & SAVORY, PLLC E-mail: russ@bsavory.com In re Francois Stanislas Bellon Bankr. S.D. Tex. Case No. 17-34923 Chapter 11 Petition filed August 14, 2017 represented by: William Vincent Walker, Esq. E-mail: bill@wvwalker.com ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2017. All rights reserved. ISSN: 1520-9474. 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