/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/170906.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, September 6, 2017, Vol. 21, No. 248 Headlines 1111 MYRTLE AVENUE: Entitled to Retain $7.5MM Contract Deposit 30DC INC: Terminates Registration of Common Stock A GREENER GLOBE: Trustee May Obtain $2.6M Loan from Vindrauga ACTIVECARE INC: Requires Additional Time to File June 30 Form 10-Q ADAMIS PHARMACEUTICALS: Incurs $4.97M Net Loss in 2nd Quarter AIRPLANE LTD: UMB Bank Wants to Distribute $23M to Bondholders APOLLO MEDICAL: Incurs $3.83 Million Net Loss in June 30 Quarter ARCADIA BIOSCIENCES: Operating Cash Flow Raises Going Concern Doubt ARIZONA FUNDRAISING: Wants To Use Cash Collateral For 90 Days AVAYA INC: Plan Outline Okayed, Plan Hearing on Nov. 15 BAKKEN INCOME: Has Court's Okay to Use Cash Collateral BCC SANDUSKY: Ch.11 Trustee Taps Cushman & Wakefield as Broker BMB MUNAI: Reports $8.4 Million Net Income in First Quarter 2017 BOBALU INC: Taps Almeida & Davila as Legal Counsel C&D COAL: Kingston, RTB Holdings Oppose Approval of Plan Outline C&G'S MOUNTAIN: Taps Lefkovitz & Lefkovitz as Legal Counsel CALHOUN SATELLITE: Wants to Use Newtek Small's Cash Collateral CAMBRIDGE REALTY: Taps Richel Commercial as Realtor CANNELLE PATISSERIE: Gets Approval of Plan to Exit Bankruptcy CARLTON VOLLBERG: Court Dismisses R. Tompkins, et al.'s Suit CHRIS CARLSON: Taps Eron Law as Legal Counsel CIBER INC: Reaches Compromise With CenturyLink Entities CLASSICAL DEVELOPMENT: Plan Confirmation Hearing Set for Sept. 18 CORINDUS VASCULAR: Insufficient Capital Raise Going Concern Doubts CRCH LLC: Seeks to Hire Ervin Cohen as Legal Counsel DALE M. WILLIAMS: Taps R.A. Simasek as Accountant DAVID WINSTON: First Amended Disclosure Statement Filed DIAMONDHEAD CASINO: Reports $121K Net Loss in Second Quarter DIGIPATH INC: Incurs $409K Net Loss in Third Quarter DR. LUIS A. VINAS: Has Court's OK to Continue Using Cash Collateral DUNE ENERGY: Bankr. Judge Abstains from Suit vs. J. Watt, et al. EAST COAST FOODS: Trustee Loses Bid for Summary Judgment vs. Roscoe ENERGY FUTURE: Taps Shaw Fishman as Counsel in NextEra Rift EPICENTER PARTNERS: CPF Vaseo Plan to Provide $3.4-Mil. Exit Loan FANSTEEL INC: Court Denies Motion to Reopen Bankruptcy Cases FB COVENTRY: Court Denies Bid to Use Cash Collateral FB MALL: Bid to Use Cash Collateral Through Oct. 27 Denied FIRST NBC: Taps PricewaterhouseCoopers as Accountant FIRST PHOENIX-WESTON: No Recovery for Sabra on Contract Breach FORESIGHT ENERGY: Paid a Dividend of $0.0647 Per Common Unit FOREVERGREEN WORLDWIDE: Delays June 30 Form 10-Q Filing FOUNDATION HEALTHCARE: Seeks to Retain William Moore as CFO FULLCIRCLE REGISTRY: Long Resigns, Friedman is New CFO FUNCTION(X) INC: Common Stock Will be Delisted from Nasdaq FUNCTION(X) INC: Missed $934K Installment Payment to Stockholders FYNDERS INC: Wants to Use Rockland Trust, et al.'s Cash Collateral GENON ENERGY: Seeks Court Approval of Cash Incentive Plan GIUSEPPI DE RISI: Foreign Rep. Selling Lauderhill Property for $83K GLOBAL SOLUTIONS: Has Court's Final Nod to Use Cash Collateral GLYECO INC: Incurs $902K Net Loss in Second Quarter GOODWILL INDUSTRIES: Has Interim OK to Use Cash Collateral GRAND VIEW FINANCIAL: Taps Levene Neale as Legal Counsel GREENLEAF BULK: May Use Cash Collateral Through Oct. 31 GUP'S HILL PLANTATION: Sept. 7 Emergency Hearing on Disclosures HAMILTON ENGINEERING: Taps Whitestar as Financial Advisor HEBREW HEALTH: Patient Care Ombudsman Files Final Report HERON THERAPEUTICS: Capital Requirements Casts Going Concern Doubt HI-LO FARMS: Caterpillar's Civil Action Administratively Closed HOAG URGENT: Taps Keen-Summit as Investment Banker HOLBROOK DEVELOPMENT: Disallowance of Worker's Claim Reversed HOLSTED MARKETING: Disclosures OK'd; Plan Hearing on Sept. 26 HOOPER HOLMES: YTD New Contracts Rise to $13.6M in Annualized Value INCA REFINING: White Oak Entities to Provide DIP Financing INNOVOSCIENCES LLC: Taps Gettry Marcus as Accountant INSEEGO CORP: Recurring Losses Raise Going Concern Doubt IPASS INC: Limited Liquidity Raises Going Concern Doubt JENKINS NO. 1: Case Summary & 19 Largest Unsecured Creditors JMB/245 Park: Net Capital Deficiency Raises Going Concern Doubt K&J LANDSCAPE: Gets Court Approval of Chapter 11 Plan KATY INDUSTRIES: Retirees' Committee Taps WCSR as Legal Counsel KEVEN McKENNA: 1st Cir. Affirms Bar of Rooker-Feldman Suit LAYFIELD & BARRETT: Trustee Taps Pachulski Stang as Legal Counsel LEHMAN BROTHERS: LPTSI and LUK, Now Solvent, File Chapter 11 Cases LEHMAN BROTHERS: LUK and LPTSI Propose Claims Bar Dates LEXINGTON HOSPITALITY: Wants to Use Cash Collateral Until Sept. 30 LIVELY HOPE: Disclosures Conditionally OK'd; Sept. 28 Plan Hearing LOPEK COMPANIES: Subordinated Claimants to Get Nothing in New Plan MAP HOLDING: Oct. 5 Disclosure Statement Hearing METEX DEMOLITION: Tex. App. Reverses Denial of Summary Judgment MIAH INVESTMENTS: Voluntary Chapter 11 Case Summary MMM DIVERSIFIED: Oct. 3 Hearing on Disclosure Statement Approval MONAKER GROUP: Completes $3 Million Private Placement MOREHEAD MEMORIAL: May Use Cash Collateral Until Sept. 15 NEW CAL-NEVA: Pact With PENTA to Repair Property's Roof OK'd OMNI LION'S: Seeks Extension of Plan Filing Period to Oct. 4 PADCO PRESSURE: CKB Seeks Appointment of Ch. 11 Trustee PASSAGE VILLAGE: PCO Files Second 60-Day Report for Midland Meadows PORTRAIT INNOVATIONS: Case Summary & 20 Top Unsecured Creditors PORTRAIT INNOVATIONS: Files for Chapter 11 to Look for New Owners PROINOS BREAKFAST: Plan Outline Okayed, Plan Hearing on Oct. 5 PSH PROPERTIES: Plan Confirmation Hearing Set for Sept. 20 REPUBLIC AIRWAYS: Court Rejects JMI Bid to Allow Damages Claims RONIC INC: Taps Mendonca & Partners as Accountant RONIC INC: Wants to Use Bank of Princeton's Cash Collateral SCIENTIFIC GAMES: $3.28-Bil. Term Loans' Maturity Extended to 2024 SONSVEST LLC: Plan Outline Okayed, Plan Hearing on Oct. 5 SPECTRUM HEALTHCARE: May Continue Using Cash Collateral SPECTRUM HEALTHCARE: Quality of Care Maintained, PCO Reports SPENCER TRANSPORTATION: Unsecureds to be Paid from Available Funds STARPORT TRANSPORTATION: $1,500 Monthly for Sec. 506(b) Creditors T3M INC: Taps LKP Global as Special Counsel in Suit vs. Tsumpes TERRAVIA HOLDINGS: Seeks IP Suits Transfer to Bankr. Court TEXAS RHH: Sept. 21 Show Cause Hearing on PCO Appointment TMT USA: Procurement, 21 Debtors File Lender Settlement Plan TOWN CENTER FLATS: Seeks Review of 6th Cir. Ruling on Rent TRANSMISSION SOLUTIONS: Wants to Use Newtek's Cash Collateral TREY WEST: Case Summary & 5 Unsecured Creditors TROVAGENE INC: Needs More Capital to Continue as Going Concern VINCENT ABELL: Ct. Narrows Issues for Trial in Suit vs. Basnett VITAMIN WORLD: Plans to File for Bankruptcy WALTER INVESTMENT: Ernst & Young LLP Casts Going Concern Doubt WHEEL AND TIRE: Exit Plan to Pay Unsecured Claims $150K Per Month ********* 1111 MYRTLE AVENUE: Entitled to Retain $7.5MM Contract Deposit -------------------------------------------------------------- The claims in the adversary proceeding captioned 111 MYRTLE AVENUE GROUP LLC, Plaintiff-Seller, v. MYRTLE PROPERTY HOLDINGS LLC, Defendant. MYRTLE PROPERTY HOLDINGS LLC, Counter-Claimant, v. 1111 MYRTLE AVENUE GROUP LLC, Counter-Defendant, Adv. Pro. No. 15-01348 (MKV) (Bankr. S.D.N.Y) arise out of a failed real estate transaction involving a proposed sale by the Debtor-Plaintiff 1111 Myrtle Avenue Group LLC to Myrtle Property Holdings LLC of certain real property located on Myrtle Avenue in Brooklyn, New York. The Plaintiff-Seller contends that it was at all times ready, willing, and able to close on the sale of the Property, and that the Defendant refused to close, thereby breaching the Sale and Purchase Agreement. By reason of the alleged breach, the Plaintiff-Seller seeks to retain the $7.5 million contract deposit as damages in accordance with the liquidated damages provision of the Agreement. The Defendant contends that the Plaintiff-Seller improperly declared a Time of the Essence date for closing on the transfer improperly sought to impose a fee for the Plaintiff-Seller's consent to an intended assignment of the Agreement, and otherwise failed to satisfy conditions of the sale. The Defendant further contends that it was ready, willing, and able to close on the purchase of the Property. Judge Mary Kay Vyskocil of the U.S. Bankruptcy Court for the Southern District of New York finds that the Defendant-Purchaser breached the Agreement by appearing at, but refusing to proceed with, the closing. Accordingly, the Plaintiff-Seller is entitled to retain the $7.5 million contract deposit as liquidated damages pursuant to the Agreement. Judgment should be entered in favor of the Plaintiff-Seller in the amount of $7.5 million and the Defendant's counterclaims should be dismissed. In light of the Plaintiff having made out a prima facie case that the Defendant was in breach, the burden shifts to the Defendant to prove that it was ready, willing, and able to tender the purchase price at the closing. From the evidence presented, the only reasonable inference to be drawn is that the Defendant-Purchaser did not have the funds to close on the transaction on Law Day. The Court, therefore, finds that the Defendant has failed to demonstrate its ability or willingness to close on Law Day. The Court concludes that by failing to tender the purchase price at the valid time is of the essence closing, the Defendant materially defaulted on the Agreement. The Court rules that the Defendant-Purchaser's counterclaim for relief is dismissed. The Defendant-Purchaser concedes that if the Court were to determine that Purchaser was not ready, willing, and able to close, Purchaser is foreclosed from seeking specific performance under the Agreement. Defendant-Purchaser's acknowledgment that the Court may find it was not ready, willing, and able at the closing is also fatal to its claim for money damages. The Plaintiff has established both that Plaintiff-Seller tendered performance at the closing and that Defendant-Purchaser was not ready, willing, and able to close on Law Day. The Defendant-Purchaser has not rebutted this showing by proving that it was ready, willing, and able to close on Law Day. Accordingly, the Defendant is not entitled to specific performance or money damages. The bankruptcy case is In re: 1111 MYRTLE AVENUE GROUP LLC, Debtor. 1111 MYRTLE AVENUE GROUP LLC, Plaintiff-Seller, v. MYRTLE PROPERTY HOLDINGS LLC, Defendant. MYRTLE PROPERTY HOLDINGS LLC, Counter-Claimant, v. 1111 MYRTLE AVENUE GROUP LLC, Counter-Defendant, Case No. 15-12454 (MKV) (Bankr. S.D.N.Y). A full-text copy of Judge Vyskocil's Memorandum Opinion and Order dated August 25, 2017, is available at https://is.gd/ulVI5B from Leagle.com. Jaime Farias, Plaintiff, represented by Michael Jay Berger -- michael.berger@bankruptcypower.com Adrian Hernandez, Defendant, represented by Eric Bensamochan -- eric@eblawfirm.us About 1111 Myrtle Avenue Group 1111 Myrtle Avenue Group LLC owns a commercial property located at 1103-1111 Myrtle Avenue, Brooklyn, New York. The property is leased to two tenants: (a) the United States of America occupies most of the commercial space as a Social Security office, pursuant to a lease coming up for renewal, and (b) Eagle 99 Cents Store Inc., which runs a retail store, occupies the remainder of the premises. The Property is subject to a first mortgage lien securing a loan in the principal amount of $6,283,545 received from United International Bank ("UIB"). 1111 Myrtle Avenue Group LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 15-12454) on Sept. 1, 2015, after Myrtle Property Holdings LLC backed out of a deal to buy the Debtor's property. The petition was signed by Aaron C. Ambalu as manager. The Debtor disclosed total assets of $29.6 million and total liabilities of $6.23 million. The secured creditor is United International Bank, which is owed $6.18 million on a first mortgage. The Debtor won approval to hire Goldberg Weprin Finkel Goldstein LLP as counsel. 30DC INC: Terminates Registration of Common Stock ------------------------------------------------- 30DC, Inc. filed with the Securities and Exchange Commission a Form 15 notifying the termination of registration of its common stock under Section 12(g) of the Securities Exchange Act of 1934. As of Sept. 1, 2017, there were only 136 holders of records of the common shares. About 30DC Inc. New York-based 30DC, Inc., provides Internet marketing services and related training to help Internet companies in operating their businesses. 30DC reported a net loss of $1.59 million on $738,000 of total revenue for the year ended June 30, 2015, compared to net income of $58,918 on $2.35 million of total revenue for the year ended June 30, 2014. As of March 31, 2016, 30DC had $1.15 million in total assets, $2.55 million in total liabilities and a total stockholders' deficit of $1.39 million. MaloneBailey, LLP, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2015, citing that the Company has accumulated losses from operations since inception and has a working capital deficit as of June 30, 2015. These conditions raise substantial doubt about the Company's ability to continue as a going concern. A GREENER GLOBE: Trustee May Obtain $2.6M Loan from Vindrauga ------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of California authorized Russell Burbank, the Chapter 11 trustee for A Greener Globe, to (i) enter into the Loan and Option Agreement with Vindrauga Corp. to obtain $2.6 million postpetition financing; (ii) grant liens and security interests; and (iii) sell the two contiguous parcels of real property located in Roseville, California, pursuant to the Option Agreement. A hearing on the Motion was held on Aug. 22, 2017 at 10:30 a.m. The Trustee is authorized and directed to pay directly from the Interim Loan proceeds through escrow all amounts due or necessary to satisfy these obligations: a. All past due real property taxes in the estimated amount of $60,000; b. All amounts owed to Western Highland Mortgage Fund I, LLC secured by first and second deeds of trust against two contiguous parcels of real property located at 901 and 903 Galleria Blvd., Roseville, California, Assessor's Parcel Numbers 015-100-062-000 and 015-100-63-000 owned by the Debtor ("Real Property"), in the estimated amount of $1,141,157; c. All amounts owed to James R. Walsh secured by a third deed of trust against the Real Property, in the estimated amount of $415,000; and d. All amounts owed to Richard Steffan secured by a fourth deed of trust against the Real Property, in the estimated amount of $145,000. If a dispute arises regarding a payoff demand from one or more of the foregoing described, secured creditors, the Trustee may pay the undisputed portion of the payoff demand, but must set aside funds from the loan proceeds in a segregated account equal to 150% of the disputed portion of the payoff demand until the dispute is resolved, at which time the allowed balance owed will be paid to the secured creditor including all accrued interest, fees, costs and charges required to be paid thereon in accordance with the provisions of the secured creditor's loan documents or other documents evidencing the secure creditor's claim or at the rate provided by law, whichever is applicable. The secured creditor's lien or encumbrance will attach to the Set Aside and will further continue to attach to the cash collateral currently held by the Trustee in the approximate amount of $150,000 in the same order scope and priority as of the petition date. The reconveyance of the secured creditors' deeds of trust as required in connection with the Interim Loan will have the effect of releasing the liens on the Real Property only, and will not affect any lien(s) which may attach to the loan proceeds as provided. Provided that the payment from the Interim Loan to Western is a payment in full without dispute as to any amount in the payoff demand, such payment will be a final payment in full satisfaction of all obligations due Western. The payments from the Interim Loan to Walsh and Steffan will be interim payments subject to the Trustee's rights to surcharge their collateral. The Trustee is authorized to, and under the Agreement does, grant Vindrauga a lien on the Real Property, effective upon the funding of the Interim Loan, which lien is governed by the terms of the Interim Trust Deed. The Trustee is authorized to use cash collateral that is subject to the Interim Trust Deed in accordance with the terms of the Agreement, or otherwise subject to the written consent of Vindrauga, or pursuant to further order of the Court obtained after proper notice to Vindrauga. The Interim Trust Deed will be senior in priority to: (i) any security interest in the Real Property asserted by Central Valley Regional Water Quality Control Board; (ii) any security interest in the Real Property asserted by Daniel G. Sheehan; (iii) any security interest in the Real Property asserted by Jacklyn C. Sheehan; (iv) any security interest in the Real Property asserted by Robb Hewitt; and (v) any security interest in the Real Property asserted by Weintraub Tobin Chediak Coleman Grodin Law Corp. Concurrently with the funding of the Interim Loan, the Trustee will execute and deliver to Vindrauga an Option Agreement, granting to Vindrauga the right to purchase all of the bankruptcy estate's right, title and interest in and to the Real Property and all associated easements, licenses and other real and personal property interests ("Property") for the purchase price of $3,200,000 in cash, as is, and with all faults, and subject to the terms and conditions of the Purchase and Sale Agreement ("Option"). The Option will expire at 5:00 p.m. (PT) on the later of: (i) Dec. 31, 2017; or (ii) 120 days after delivery to Vindrauga of the report by Wallace-Kuhl & Associates as required by section 6 of the Agreement. The Option may be exercised at any time prior to its expiration, in the manner provided for under the Option Agreement. The tenns of the Option Agreement are approved. If Vindrauga properly and timely exercises the Option, the sale of the Property to Vindrauga under the terms of set forth in the Purchase and Sale Agreement is approved and confirmed. Pursuant to the Purchase and Sale Agreement, Vindrauga will be acquiring the Property "as is, where is, in its current condition, with all faults" and in reliance upon Vindrauga's own studies, investigations and due diligence, and without any warranty, express or implied. The sale is free and clear of liens, deeds, mortgages, encumbrances, interests, claims and security interests. The liens of the Water Resources Board will attach to the net proceeds of the sale of the Property pursuant to the Purchase and Sale Agreement with the same priority, validity, force, and effect, if any, as it now has in or against the Property, subject to all claims and defenses the Estate may possess with respect thereto. No additional overbidding will take place with respect to the Interim Loan, the Option Agreement or the sale of the Property to Vindrauga under the Option Agreement and Purchase and Sale Agreement. The provisions of Fed. R. Bankr. P 6004(h), which provides for an order authorizing the use, sale, or lease of property to be stayed until the expiration of 14 days after entry of the order, is waived for purposes of the transaction subject of the Order. About A Greener Globe A Greener Globe is a California corporation qualified to do business as a non-profit public benefit corporation. Incorporated on Dec. 7, 1993, the Company was formed to operate recycling centers, provide educational materials and information on conservation and recycling, and provide employment for physically and mentally challenged individuals. A Greener Globe sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 16-21900) on March 28, 2016, estimating under $1 million in both assets and liabilities. The Debtor was represented by W. Steven Shumway, Esq. On June 14, 2015, the Court approved the Office of the U.S. Trustee's appointment of Russell K. Burbank as the Chapter 11 trustee. The Trustee tapped Felderstein Fitzgerald Willoughby & Pascuzzi LLP as legal counsel, and Burr, Pilger Mayer, Inc., as his accountant. No official committee of unsecured creditors has been appointed in the case. ACTIVECARE INC: Requires Additional Time to File June 30 Form 10-Q ------------------------------------------------------------------ ActiveCare, Inc. filed a Form 12b-25 with the Securities and Exchange Commission notifying that it needs additional time to complete the presentation of its financial statements and the analysis thereof for the period ended June 30, 2017. About ActiveCare South West Valley City, Utah-based ActiveCare, Inc., develops and markets products for monitoring the health of and providing assistance to mobile and homebound seniors and the chronically ill. ActiveCare is organized into three businesses. The Stains and Reagents segment is engaged in the business of manufacturing and marketing medical diagnostic stains, solutions and related equipment to hospitals and medical testing labs. The CareServices segment is engaged in the business of developing, distributing and marketing mobile health monitoring and concierge services to distributors and customers. The Chronic Illness Monitoring segment is primarily engaged in the monitoring of diabetic patients on a real time basis. ActiveCare incurred a net loss attributable to common stockholders of $16.33 million for the year ended Sept. 30, 2016, following a net loss attributable to common stockholders of $12.82 million for the year ended Sept. 30, 2015. Tanner LLC, in Salt Lake City, Utah, issued a "going concern" opinion on the consolidated financial statements for the year ended Sept. 30, 2016, citing that the Company has recurring losses, negative cash flows from operating activities, negative working capital, negative total equity, and certain debt that is in default. These conditions, among others, raise substantial doubt about its ability to continue as a going concern. ADAMIS PHARMACEUTICALS: Incurs $4.97M Net Loss in 2nd Quarter ------------------------------------------------------------- Adamis Pharmaceuticals Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $4.97 million on $3.80 million of net revenue for the three months ended June 30, 2017, compared to a net loss of $5.71 million on $1.92 million of net revenue for the three months ended June 30, 2016. For the six months ended June 30, 2017, the Company reported a net loss of $10.74 million on $6.84 million of net revenue compared to a net loss of $12.12 million on $1.92 million of net revenue for the six months ended June 30, 2016. As of June 30, 2017, Adamis had $43.91 million in total assets, $10.11 million in total liabilities and $33.81 million in total stockholders' equity. The Company's cash was $11,742,900 and $5,095,760 at June 30, 2017, and Dec. 31, 2016, respectively, including approximately $1.0 million in restricted cash held by the Bear State Bank, N.A. as collateral for a $2.0 million working capital line. The Company has significant operating cash flow deficiencies. The Company will need additional funding for future operations and the expenditures that will be required to conduct clinical, development and regulatory activities relating to the Company's product candidates, commercially launch any products that may be approved by applicable regulatory authorities, market and sell products, satisfy existing obligations and liabilities, and otherwise support the Company's intended business activities and working capital needs. The preceding conditions raise substantial doubt about the Company's ability to continue as a going concern. Management's plans include attempting to secure additional required funding through equity or debt financings, sales or out-licensing of intellectual property assets, seeking partnerships with other pharmaceutical companies or third parties to co-develop and fund research, development or commercialization efforts, or similar transactions. The Company gives no assurance that it will be successful in obtaining the necessary funding to meet its business objectives. A full-text copy of the Form 10-Q is available for free at: https://is.gd/PrKpyT About Adamis San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTC QB: ADMP) -- http://www.adamispharmaceuticals.com/-- is a biopharmaceutical company engaged in the development and commercialization of specialty pharmaceutical and biotechnology products in the therapeutic areas of respiratory disease, allergy, oncology and immunology. Adamis reported a net loss applicable to common stock of $20.81 million on $6.47 million of net revenue for the year ended Dec. 31, 2016, compared to a net loss applicable to common stock of $13.57 million on $0 of net revenue for the year ended Dec. 31, 2015. Mayer Hoffman McCann P.C., in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has incurred recurring losses from operations, and is dependent on additional financing to fund operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. AIRPLANE LTD: UMB Bank Wants to Distribute $23M to Bondholders -------------------------------------------------------------- Jack Newsham, writing for Bankruptcy Law360, relates that UMB Bank NA, on behalf of lenders of Airplanes Ltd. of Jersey and Airplanes U.S. Trust of Delaware, asked a New York district judge to allow it to distribute the last $23.3 million it holds to bondholders. Airplanes Group is trying to reserve the funds for expenses that include administrative and cash management fees, legal expenses, tax- and audit-related outlays and paychecks for the company's directors, Law360 relates. UMB, however, insisted that the bondholders take priority over all expenses and that Airplanes Group no longer has a legal right to maintain any reserve, Law360 points out. The case is UMB Bank N.A. v. Airplanes Ltd. et al., Case No. 1:16-cv-07717, in the U.S. District Court for the Southern District of New York. Airplanes Limited, a limited liability company formed under the laws of Jersey, Channel Islands and Airplanes U.S. Trust, a Delaware business trust -- known together as the Airplanes Group (APG) -- were established in 1995 as special purpose vehicles in connection with a securitization of aircraft and related assets. Although APG -- http://www.airplanes-group.com/-- was in the business, through its subsidiaries, of acquiring, owning, leasing, and selling aircraft, at present APG owns no aircraft, either directly or indirectly, having sold the last of the aircraft in May 2016. APOLLO MEDICAL: Incurs $3.83 Million Net Loss in June 30 Quarter ---------------------------------------------------------------- Apollo Medical Holdings, Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $3.83 million on $41.57 million of net revenues for the three months ended June 30, 2017, compared to a net loss of $899,378 on $12.37 million of net revenues for the three months ended June 30, 2016. As of June 30, 2017, Apollo Medical had $43.29 million in total assets, $46.63 million in total liabilities and a total stockholders' deficit of $3.33 million. The Company has a net working capital deficit of approximately $3.1 million and an accumulated deficit of approximately $41.3 million as of June 30, 2017. The primary source of liquidity as of June 30, 2017, is cash and cash equivalents of approximately $31.2 million, which includes the capitation payments received from CMS. "The ability of the Company to continue as a going concern is dependent upon the Company's ability to increase revenue, reduce costs, attain a satisfactory level of profitability, obtain suitable and adequate financing, and further develop business," as stated in the regulatory filing. "In addition, the Company may have to reduce certain overhead costs through the deferral of salaries and other means, and settle liabilities through negotiation. There can be no assurance that management's plan and attempts will be successful. "The Company's ability to continue as a going concern also depends, in significant part, on its ability to obtain the necessary financing to meet its obligations and pay the Company's obligations arising from normal business operations as they come due. To date, the Company has funded the Company's operations from a combination of internally generated cash flow and external sources, including the proceeds from the issuance of equity and/or debt securities. The Company is substantially dependent upon the consummation of the Merger to meet the Company's liquidity requirements. The Company is currently exploring sources of additional funding. Without limiting its available options, future equity financings will most likely be through the sale of additional shares of its securities. It is possible that the Company could also offer warrants, options and/or rights in conjunction with any future issuances of its common stock. The Company's current sources of revenues are insufficient to cover its operating costs, and as such, has incurred an operating loss since its inception. Thus, until the Company can generate sufficient cash flows to fund operations, the Company remains substantially dependent on raising additional capital through debt and/or equity transactions. Currently, the Company does not have any commitments or assurances for the proposed Merger or additional capital, nor can the Company provide assurance that such financing will be available on favorable terms, or at all. If, after utilizing the existing sources of capital available to the Company, further capital needs are identified and the Company is not successful in obtaining the financing, it may be forced to curtail its existing or planned future operations." A full-text copy of the Form 10-Q is available for free at: https://is.gd/rM7CxQ About Apollo Medical Apollo Medical Holdings, Inc. and its affiliated physician groups -- http://apollomed.net/-- are patient-centered, physician-centric integrated population health management company working to provide coordinated, outcomes-based medical care in a cost-effective manner. Led by a management team with over a decade of experience, ApolloMed has built a company and culture that is focused on physicians providing high-quality medical care, population health management and care coordination for patients, particularly senior patients and patients with multiple chronic conditions. ApolloMed believes that the Company is well-positioned to take advantage of changes in the rapidly evolving U.S. healthcare industry, as there is a growing national movement towards more results-oriented healthcare centered on the triple aim of patient satisfaction, high-quality care and cost efficiency. Apollo Medical reported a net loss attributable to the Company of $8.96 million on $57.42 million of net revenues for the year ended March 31, 2017, compared to a net loss attributable to the Company of $9.34 million on $44.04 million of net revenues for the year ended March 31, 2016. BDO USA, LLP, in Los Angeles, California, expressed substantial doubt about the Company's ability to continue as a going concern in its report on the consolidated financial statements for the year ended March 31, 2017. The auditors said the Company has suffered recurring losses from operations and has generated negative cash flows from operations since inception, resulting in an accumulated deficit of $37.7 million as of March 31, 2017. ARCADIA BIOSCIENCES: Operating Cash Flow Raises Going Concern Doubt ------------------------------------------------------------------- Arcadia Biosciences, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $4.01 million on $991,000 of total revenues for the three months ended June 30, 2017, compared with a net loss of $4.55 million on $721,000 of total revenues for the same period in 2016. For the six months ended June 30, 2017, the Company listed a net loss of $8.22 million on $2.01 million of total revenues, compared to a net loss of $9.74 million on $1.57 million of total revenues for the same period in the prior year. The Company's balance sheet at June 30, 2017, showed $48.43 million in total assets, $33.67 million in total liabilities, and a stockholders' equity of $14.76 million. Since inception, the Company has financed its operations primarily through equity and debt financings. As of June 30, 2017, the Company had an accumulated deficit of $159.8 million, cash and cash equivalents of $13.4 million, and short-term investments of $30.7 million. The Company repaid its $25.0 million term loan and related interest, prepayment and end-of-term payments totaling $1.3 million with Silicon Valley Bank in July 2017. The Company's cash and investments combined with its anticipated cash used in operations raises substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: https://is.gd/GkOowO Based in Davis, Calif., Arcadia Biosciences, Inc., is an agricultural biotechnology trait company engaged in the development of traits that improve food, feed and fiber crops, and enhance the value of the resulting agricultural products. The Company's traits are focused on high-value enhancements that increase crop yields by enabling plants to more efficiently manage environmental and nutrient stresses, and that enhance the quality and nutritional value of agricultural products. Its distinct areas of focus are the improvement of crop yields by mitigating the impacts of abiotic stresses such as drought, heat, nutrient deficiency, water scarcity, and soil salinity and the enhancement of the nutritional quality of crops by changing the compositional quality of oilseeds and grains. ARIZONA FUNDRAISING: Wants To Use Cash Collateral For 90 Days ------------------------------------------------------------- Arizona Fundraising Solutions, Inc., asks for permission from the U.S. Bankruptcy Court for the District of Arizona to use cash collateral to pay the ordinary and necessary expenses of operating and maintaining the Debtor's business for a period of approximately 90 days. The Debtor says that in order to continue operations and preserve the value of its bankruptcy estate during these proceedings, it is necessary for the Debtor to use its cash-on-hand and the income derived from post-petition operations to pay the Debtor's ordinary and necessary expenses. The Debtor suspects that Wells Fargo Bank, National Association, and Apex Fun Run LLC assert a security interest in, among other things, the Debtor's cash, equipment, and accounts receivable, and contend that the income constitutes cash collateral. Apex has consented to the use of any asserted cash collateral in conformance with the budget. The Debtor says that it has not had sufficient time to determine the validity, priority, enforceability, or extent of any lien asserted by the Creditors, or any other party, and expressly reserves its rights to contest any such lien or otherwise object to the claim related thereto. According to the Debtor, it is crucial for the Debtor to have the use of the Income to operate and maintain its business in order to preserve its going-concern value while the Debtor proposes and implements a plan of reorganization or liquidation. The Debtor believes that its business operations would suffer immediate and irreparable harm if it is not allowed to use the income to pay the expenses. The Debtor is willing to grant the Creditors a replacement lien on its collateral, to the same extent, and with the same validity and priority, as held on the Petition Date. A copy of the Debtor's Motion is available at: http://bankrupt.com/misc/azb17-10016-8.pdf About Arizona Fundraising Solutions Headquartered in Scottsdale, Arizona, Arizona Fundraising Solutions, Inc. d/b/a Apex Fun Run RUN AZ -- http://apexfunrun.com/apexaz-- owns a fundraising franchise, which is operated under the auspices of a certain Franchise Agreement, dated as of Feb. 26, 2015, between Arizona Fundraising and Apex Fun Run LLC. Arizona Fundraising is engaged, generally, in organizing and managing fund-raising events for elementary schools. Arizona Fundraising filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 17-10016) on Aug. 25, 2017, estimating its assets at up to $50,000 and liabilities at between $1 million and $10 million. The petition was signed by Christopher J. Stewart, president. Judge Paul Sala presides over the case. Randy Nussbaum, Esq., and Wesley Denton Ray, Esq., at Sacks Tierney P.A., serve as the Debtor's bankruptcy counsel. AVAYA INC: Plan Outline Okayed, Plan Hearing on Nov. 15 ------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York is set to hold a hearing on November 15 to consider approval of the Chapter 11 plan of reorganization for Avaya Inc. and its affiliates. The court had earlier approved the companies' disclosure statement, allowing them to start soliciting votes from creditors. The order signed on August 25 set a November 1 deadline for creditors to file their objections to the plan. Creditors have until October 27 to cast their votes accepting or rejecting the plan. Class 6 general unsecured creditors will be paid 19.7% of their claims under the companies' latest restructuring plan filed on August 24. Under the plan, the companies increased the estimated amount to be recovered by unsecured creditors to 19.7% from 8.2%. The estimated amount reflects a preliminary estimate based on the initial review of the proofs of claim filed and claims scheduled, adjusting for certain multi-debtor, duplicative or amended claims, as well as certain litigation risk and other assumptions. As is customary for large technology companies, Avaya and its affiliates are party to a number of pending lawsuits, legal proceedings and claims. A number of the claims filed as a result of those proceedings contain estimates and allegations that the companies disagree with. The companies do not believe any reasonable outcome of any currently existing proceeding, even if determined adversely, would interfere with the feasibility of the plan. However, if they do not prevail in the pending lawsuits, legal proceedings and claims, then the actual recovery percentage for allowed general unsecured claims may be substantially lower than estimated, according to the companies' latest disclosure statement filed on August 24. A full-text copy of the disclosure statement is available for free at https://is.gd/6J7s74 About Avaya Inc. Avaya Inc., together with its affiliates, is a multinational company that provides communications products and services, including, telephone communications, internet telephony, wireless data communications, real-time video collaboration, contact centers, and customer relationship software to companies of various sizes. The Avaya Enterprise serves over 200,000 customers, consisting of multinational enterprises, small- and medium-sized businesses, and 911 services as well as government organizations operating in a diverse range of industries. It has approximately 9,700 employees worldwide as of Dec. 31, 2016. Avaya Inc. and 17 of its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-10089) on Jan. 19, 2017. The petitions were signed by Eric S. Koza, CFA, chief restructuring officer. Judge Stuart M. Bernstein presides over the cases. The Debtors have hired Kirkland & Ellis LLP as legal counsel; Centerview Partners LLC as investment banker; Zolfo Cooper LLC as restructuring advisor; PricewaterhouseCoopers LLP as auditor; KPMG LLP as tax and accountancy advisor; and The Siegfried Group, LLP, as financial services consultant. Prime Clerk LLC is their claims and noticing agent. On Jan. 31, 2017, the U.S. Trustee for Region 2, appointed an official committee of unsecured creditors. Morrison & Foerster is the creditors committee's counsel. On April 13, 2017, the Debtors filed their joint Chapter 11 plan of reorganization. Stroock & Stroock & Lavan LLP and Rothschild, Inc., serve as advisors to an ad hoc group -- Ad Hoc Crossholder Group -- comprised of holders of the Company's (i) 33.98% of the $3.235 billion total amount outstanding under loans issued pursuant to a Third Amended and Restated Credit Agreement, amended and restated as of December 12, 2012 (the "Prepetition Cash Flow Term Loans"); (ii) 28.38% of the $1.009 billion total principal amount outstanding under notes issued pursuant to an indenture for the 7.00% Senior Secured Notes Due 2019 (the "7.00% First Lien Notes"); (iii) 12.82% of the $290 million total principal amount outstanding under notes issued pursuant to an indenture for 9.00% Senior Secured Notes Due 2019 (the "9.00% First Lien Notes"); (iv) 83.70% of the $1.384 billion total amount outstanding under notes issued pursuant to an indenture for 10.5% Senior Secured Notes Due 2021 (the "Second Lien Notes"); and (v) 24% of the $725 million outstanding under loans issued under the Debtors' debtor-in-possession financing (the "DIP Facility") pursuant to a Superpriority Secured Debtor-In-Possession Credit Agreement, dated as of Jan. 24, 2017. BAKKEN INCOME: Has Court's Okay to Use Cash Collateral ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Colorado has granted Bakken Income Fund LLC authorization to use cash collateral until Aug. 31, 2017, in order to continue the Debtor's ordinary course business operations and to maintain the value of its bankruptcy estate. The Debtor's use of cash collateral will also terminate when the Debtor files a motion seeking to obtain any credit or incur any financing indebtedness that is secured by a lien on, or security interest in, the prepetition collateral which is senior to or pari passu with the prepetition liens or the adequate protection liens, or having administrative priority status which is senior to or pari passu with the adequate protection superpriority claims. BOKF, N.A., d/b/a Bank of Oklahoma f/k/a Bank of Oklahoma, NA, as lender, consented of use of cash collateral in the amount of $28,277.26 through Dec. 3, 2016, in accordance with approved budget. Since Dec. 3, 2016, the Debtor has used the Bank's cash collateral in an amount of no less than $120,000 and without the Bank's consent. The Debtor will make a one-time adequate protection payment to the Bank in the amount of $130,095, representing seven monthly payments of $18,585 for the months of December 2016 through June 2017. Going forward, Debtor will make monthly adequate protection payments to the Bank on the 15th day to each month, commencing July 15, 2017, in the amount of $18,585. The Debtor has not made the July and August 2017 adequate protection payments and is ordered to immediately pay to $37,170 to the Bank. BOKF, N.A., will have valid, binding, perfected, continuing, enforceable and non-avoidable replacement security interests in, and liens upon all of the Debtor's assets and property, including, without limitation, the prepetition collateral, except avoidance actions under Chapter 5 of the U.S. Bankruptcy Code, which will be senior to all other liens. The Adequate Protection Liens will be subject to prior payment of U.S. Trustee fees. To the extent that the Adequate Protection Liens and any adequate protection payments are insufficient to compensate BOKF, N.A., from any diminution in value of its interests in the prepetition collateral arising from the Debtor's use or disposition of cash collateral, the Secured Party is granted superpriority administrative expense claims in the Debtor's Chapter 11 case. The Secured Party's Adequate Protection Superpriority Claims will have priority over any and all claims against the Debtor by any affiliate or insider of Debtor, including but not limited to Coachman Energy Administrator, LLC, Bakken Drilling Fund III, Bakken Drilling Fund IV and Coachman Energy Land II, Coachman Energy Managing General Partners, LLC, and Coachman Energy Partners LLC, and including administrative expenses and adequate protection claims of the affiliate or insider, but subject to prior payment of the U.S. Trustee fees. The Debtor, as borrower, and the Bank are parties to that certain Credit Agreement, dated as of July 7, 2014, as modified by that certain Forbearance Agreement made as of Aug. 9, 2016. As of the Petition Date, the Debtor was indebted and liable to the Secured Party under the Credit Documents in the aggregate principal amount of not less than $2,216,967 plus any amounts unpaid, incurred, or accrued prior to the Petition Date in accordance with the credit documents. To secure the prepetition obligations, the Debtor granted to the Secured Party liens on and security interests in all of the Debtor's assets and property, including the assets and property as described in the credit documents, and the proceeds thereof. The Debtor acknowledges that all of its cash revenues are product and proceeds of the prepetition collateral. Zavanna, LLC, purports to hold, as operator of various oil and gas wells and other properties in which the Debtor has an interest, valid claims, entitlements that Zavanna claims would entitle it to priority of right and payment over the claims and liens of the Secured Party in and to the Prepetition Collateral. The adequate protection lien granted to Zavanna will rank in the same relative priority to the Adequate Protection Liens granted to the Secured Party as the Operator Rights purportedly held by Zavanna rank in relation to the Prepetition Liens on the Prepetition Collateral, as the priority is determined by a final court order not subject to appeal or by stipulation between Zavanna and the Secured Party. A copy of the Order is available at: http://bankrupt.com/misc/cob16-20212-138.pdf As reported by the Troubled Company Reporter on June 30, 2017, the Debtor sought court approval to use its cash collateral to fund its ordinary course operations through Aug. 15, 2017. About Bakken Income Fund Bakken Income Fund LLC is an oil and gas investment fund. It was formed in Colorado in 2011. Its corporate offices are located at 521 DTC Parkway, Suite 200, Greenwood Village, Colorado. Bakken Income Fund sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 16-20212) on Oct. 17, 2016. Randall Kenworthy, the managing member, signed the petition. The Debtor estimated its assets and liabilities at $1 million to $10 million. Judge Elizabeth E. Brown oversees the case. The Debtor tapped Courtney H. Gilmer, Esq., at Baker, Donelson, Bearman, Caldwell & Berkowitz, P.C. as lead bankruptcy counsel, and Brownstein Hyatt Farber Schreck, LLP as co-counsel. The Debtor also hired TenOaks Energy Advisors, LLC, as sales agent. No trustee, examiner or official creditors' committee has been appointed. BCC SANDUSKY: Ch.11 Trustee Taps Cushman & Wakefield as Broker -------------------------------------------------------------- The Chapter 11 trustee for BCC Sandusky Permanent, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Ohio to hire a real estate broker. Richard Nelson, the bankruptcy trustee, proposes to employ Cushman & Wakefield U.S., Inc. in connection with the sale of the Debtor's shopping center known as part of the Crossings of Sandusky. The property is located in Sandusky, Ohio. The firm will be paid either 1.5% of the gross sales price at the closing of the property if sold to an outside third-party, or a flat fee of $75,000, if the sale is a credit bid from the Debtor's lender. Cushman & Wakefield is "disinterested" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Douglas Bolton Cushman & Wakefield U.S., Inc. 201 E. 4th Street, Suite 1800 Cincinnati, OH 45202 About BCC Sandusky Permanent Based in Cincinnati, Ohio, BCC Sandusky Permanent LLC's business operation involves the lease of the structures and land on its real property known as the Crossings of Sandusky to the various retail-business establishments, which operate from the property. BCC Sandusky sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Case No. 17-30905) on March 30, 2017. The petition was signed by George W. Fels, co-manager. At the time of the filing, the Debtor estimated its assets and debt at $10 million to $50 million. The Chapter 11 case is assigned to Judge Mary Ann Whipple. The Debtor is represented by Steven L. Diller, Esq. and Eric R. Neumann, Esq., at Diller and Rice, LLC, and Raymond L. Beebe, Esq., at Raymond L. Beebe Co. On April 7, 2017, the Bankruptcy Court appointed NAI Daus as receiver for BCC Sandusky Permanent. The receiver hired Frost Brown Todd LLC as counsel. On July 14, 2017, by order of the court, Richard D. Nelson was appointed as Chapter 11 trustee for the Debtor. The trustee hired Business Property Specialist Inc. as property manager. BMB MUNAI: Reports $8.4 Million Net Income in First Quarter 2017 ---------------------------------------------------------------- BMB Munai, Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income attributable to common shareholders of $8.37 million on $13.55 million of total revenue for the three months ended June 30, 2017, compared to a net loss attributable to common shareholders of $1.24 million on $1.04 million of total revenue for the three months ended June 30, 2016. As of June 30, 2017, BMB Munai had $164.59 million in total assets, $106.58 million in total liabilities and $58.01 million in total stockholders' equity. As of June 30, 2017, the Company had cash and cash equivalents of $34.16 million, compared to cash and cash equivalents of $21.83 million, as of March 31, 2017. At June 30, 2017, the Company had total current assets (less restricted cash) of $150.05 million, and total current liabilities (less deferred distribution payment) of $98.04 million, resulting in working capital of $52 million. By comparison, at March 31, 2017, the Company had total current assets (less restricted cash) of $107.69 million and total current liabilities (less deferred distribution payment) of $68.54 million, resulting in working capital of $39.15 million. During the three months ended June 30, 2017, Mr. Turlov the Company's CEO and chairman made total capital contributions to the Company of $8.16 million. With the closing of the Freedom RU acquisition on June 29, 2017, the Company anticipates that commencing in the second fiscal quarter 2018, revenue generated by its subsidiaries will be sufficient to meet its liquidity and capital resources needs. A full-text copy of the Form 10-Q is available for free at: https://is.gd/YUIlMr About BMB Munai BMB Munai, Inc., is engaged in oil and natural gas exploration and production through Emir Oil LLP, which was sold to a third party entity in 2011. The Company has been focused on satisfying its post-closing undertakings in connection with the sale of Emir Oil, winding down its operations in Kazakhstan and exploring oil and gas opportunities. BMB Munai reported a net loss of $578,139 on $0 of revenues for the year ended March 31, 2017, compared to a net loss of $491,999 on $0 of revenues for the year ended March 31, 2016. BOBALU INC: Taps Almeida & Davila as Legal Counsel -------------------------------------------------- Bobalu Inc. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire legal counsel. The Debtor proposes to employ Almeida & Davila, P.S.C. to give legal advice regarding its duties under the Bankruptcy Code and provide other legal services related to its Chapter 11 case. The hourly rates charged by the firm are: Enrique Almeida Bernal $200 Zelma Carrasquillo $200 Associates $175 Paralegals $85 Almeida & Davila will receive a retainer in the mount of $7,000. Enrique Almeida Bernal, Esq., disclosed in a court filing that the members of his firm are "disinterested persons" as defined in section 101(14) of the Bankruptcy Code. Almeida & Davila can be reached through: Enrique M. Almeida Bernal, Esq. Almeida & Davila, P.S.C. P.O. Box 191757 San Juan, PR 00919-1757 Phone: (787) 722-2500 Fax: (787) 777-1376 Email: ealmeida@almeidadavila.com About Bobalu Inc. Bobalu Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. P.R. Case No. 17-06083) on August 29, 2017. Lourdes Milagros Santiago Torres, president, signed the petition. Judge Mildred Caban Flores presides over the case. At the time of the filing, Bobalu disclosed $45,275 in assets and $1.37 million in liabilities. Bobalu is a small business debtor as defined in 11 U.S.C. Section 101(51D). It previously sought bankruptcy protection (Bankr. D.P.R. Case No. 16-03662) on May 6, 2016. C&D COAL: Kingston, RTB Holdings Oppose Approval of Plan Outline ---------------------------------------------------------------- Kingston Coal Company and Kingston Gas LLC asked the U.S. Bankruptcy Court for the Western District of Pennsylvania to deny approval of the disclosure statement, which explains the Chapter 11 plan proposed by C&D Coal Company, LLC. In a court filing, the creditors' lawyer William Kelleher, Jr., Esq., at Cohen & Grigsby PC, complained the document does not contain necessary information to enable voting creditors to make an informed decision about the plan. "The disclosure statement is silent as to any details regarding the debtor's ability to realize the contemplated sale, the amounts creditors will be paid from the imagined sale and any specifics related to the sale," Mr. Kelleher said. The attorney also argued that the document "mischaracterizes Kingston Coal's claim as a claim fully secured by the coal and gas rights of debtor," pointing out that the creditor filed unsecured claims for breach of contract and for failure to make payments, mine diligently and maintain the coal leases. Another creditor RTB Holdings LLC also opposed the approval of the company's disclosure statement, saying it is "devoid of any specific information regarding the actual planned or likely treatment" of its secured claim. The next court hearing to consider approval of the disclosure statement is scheduled for September 14, at 2:00 p.m. Cohen & Grigsby maintains an office at: William Kelleher, Jr., Esq. Cohen & Grigsby PC Thomas D. Maxson, Esq. Helen Sara Ward, Esq. 625 Liberty Avenue Pittsburgh, PA 15222-3152 Phone: (412) 297-4703 Fax: (412) 209-1997 Email: wkelleher@cohenlaw.com Email: tmaxson@cohenlaw.com Email: hward@cohenlaw.com RTB Holdings is represented by: Mark A. Lindsay, Esq. Erica K. Dausch, Esq. Babst, Calland, Clements & Zomnir, P.C. Two Gateway Center – 6th Floor 603 Stanwix Street Pittsburgh, PA 15222 Phone: (412) 394-5400 Email: mlindsay@babstcalland.com Email: edausch@babstcalland.com About C&D Coal Company and Derry Coal Company C&D Coal Company, LLC, and Derry Coal Company, LLC, both based in Derry, PA, filed separate Chapter 11 petitions (Bankr. W.D Pa. Case Nos. 16-24726 and 16-24727) on Dec. 22, 2016. The petitions were signed by Jimmy Edward Cooper, managing member. The cases are not jointly administered. Judge Gregory L. Taddonio presides over the case of C&D. Judge Thomas P. Agresti was initially assigned to Derry Coal's case. Judge Taddonio later took over. The Debtors are represented by Robert O Lampl, Esq., at Robert O. Lampl, Attorney at Law. C&D listed $10 million to $50 million in both assets and liabilities. Derry Coal listed $1 million to $10 million in both assets and liabilities. On January 17, 2017, Andrew R. Vara, acting U.S. trustee for Region 3, appointed an official committee of unsecured creditors in C&D's case. The committee hired Whiteford, Taylor & Preston, LLC as counsel; and Albert's Capital Services, LLC as financial advisor. No official committee of unsecured creditors has been appointed in Derry Coal's case. The Debtors filed their proposed Chapter 11 plans and disclosure statements. C&G'S MOUNTAIN: Taps Lefkovitz & Lefkovitz as Legal Counsel ----------------------------------------------------------- C&G'S Mountain Music, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to employ Lefkovitz & Lefkovitz to, among other things, give legal advice regarding its duties under the Bankruptcy Code and assist in the preparation of a bankruptcy plan. The hourly rates charged by the firm are: Steven Lefkovitz $525 Associates $350 Paralegals $100 Lefkovitz received an initial retainer fee of $14,283, excluding court costs, the source of which is from the Debtor's assets. Steven Lefkovitz, Esq., disclosed in a court filing that he and his firm do not hold or represent any interest adverse to the Debtor's estate. The firm can be reached through: Steven L. Lefkovitz, Esq. Lefkovitz & Lefkovitz 618 Church Street, Suite 410 Nashville, TN 37219 Phone: (615) 256-8300 Fax: (615) 255-4516 Email: slefkovitz@lefkovitz.com About C&G'S Mountain Music C&G'S Mountain Music, LLC -- https://cgmountainmusic.com/ -- owns and operates music stores in Tennessee. It filed a voluntary chapter 11 bankruptcy case (Bankr. M.D. Tenn. Case No. 17-05869) on August 29, 2017, listing under $500,000 in both assets and liabilities. Judge Marian F Harrison presides over the case. Steven L. Lefkovitz, Esq., at Law Offices Lefkovitz & Lefkovitz, serves as the Debtor's counsel. CALHOUN SATELLITE: Wants to Use Newtek Small's Cash Collateral -------------------------------------------------------------- Calhoun Satellite Communications, Inc., seeks permission from the U.S. Bankruptcy Court for the Western District of Pennsylvania to use cash collateral. Essentially all the assets of the Debtor-in-Possession existing as of the commencement of this reorganization proceeding were subject as of such a date to Pre-Petition security interests and rights of Newtek Small Business Finance, LLC, to secure the indebtedness of both the Debtor and its parent company Transmission Solutions Group, Inc., a related Chapter 11 Debtor filed simultaneously with this case to Newtek, which the Debtor estimates was in the amount of $4.7 million. According to the Debtor, it is necessary for the continued operation of the Debtor to convert some or all of the pre-petition assets to cash and to use the same during the post-petition functioning of the Debtor. It is anticipated that Newtek will permit the use of pre-petition assets for post-petition purposes assuming the provision of adequate protection is secured through court order granting Newtek a security interest on all assets now or hereafter acquired or generated by the Debtor-in-Possession whether through the use of cash collateral, or otherwise to secure the amounts owing to Newtek, whether existing as of the commencement of these proceedings or thereafter incurred or arising, in consideration of the Debtor-in-Possession's use of cash arising from the collection or other conversion to cash of pre-petition assets. The consent of Newtek for use of cash collateral is for a period of 90 days from the Petition Date, provided that the use is solely in the ordinary course of business and for the necessary operating expenses. The Debtor proposes that Newtek be granted a valid, perfected and enforceable security interest in and upon all of the Debtor-in-Possession's tangible and intangible personal property. As further adequate protection, the Debtor-in-Possession will continue to make payments to Newtek in an amount equal to the payments required by the loan documents, which payments will be made in the time and in the manner set forth in the loan documents less principal payment, i.e., interest payments only. In addition, the Debtor immediately will bring current all interest in arrears under the loan documents. The Debtor-in-Possession agrees to grant to Newtek, as additional adequate protection, an administrative priority for the claim equivalent in priority to a claim under Section 364(c) (1) of the U.S. Bankruptcy Code. A copy of the Debtor's motion is available at: http://bankrupt.com/misc/pawb17-23389-19.pdf About Calhoun Satellite Communications Calhoun Satellite Communications, Inc., operates a satellite transmission business. Meanwhile, Transmission Solutions Group, Inc., was formed solely to hold Calhoun's stock. All of Transmission's creditors hold identical claims against Calhoun. Calhoun and Transmission sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Lead Case No. 17-23389) on Aug. 22, 2017. Kevin Husband, its president, signed the petitions. The Debtors estimated assets of less than $50,000 and liabilities of $1 million to $10 million. CAMBRIDGE REALTY: Taps Richel Commercial as Realtor --------------------------------------------------- Cambridge Realty Associates, LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire a realtor. The Debtor proposes to employ Richel Commercial Brokerage LLC in connection with the sale of its properties located at 1973 Route 34 and 1985 Route 34, Wall Township, New Jersey. The firm will get a commission of $110,000 from the sale of the 1973 Route property and a 5% commission for the other property. Steve Richel, a broker and principal of RCB, disclosed in a court filing that he and his firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Steve Richel Richel Commercial Brokerage LLC 106 Apple Street, Suite 100A Tinton Falls, NJ 07724 Phone: 732-720-0538 Email: srichel@richelcb.com About Cambridge Realty Associates LLC Cambridge Realty Associates, LLC, based in Sea Girt, New Jersey, filed a Chapter 11 petition (Bankr. D.N.J. Case No. 17-26154) on August 9, 2017. The petition was signed by Loretta Dweck, its managing member. In its petition, the Debtor estimated $5.53 million in assets and $2.99 million in liabilities. Judge Christine M. Gravelle presides over the case. Joseph Casello, Esq., at Collins Vella & Casello, LLC, serves as bankruptcy counsel. CANNELLE PATISSERIE: Gets Approval of Plan to Exit Bankruptcy ------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York approved the plan proposed by Cannelle Patisserie Inc. to exit Chapter 11 protection. The court gave the thumbs-up to the restructuring plan after finding that it satisfied the requirements for confirmation under the Bankruptcy Code. In the same filing, the court also gave final approval to the disclosure statement, which explains the restructuring plan. A copy of the plan confirmation order is available for free at https://is.gd/xcKyUL The restructuring plan proposes will pay creditors holding general unsecured claims 5% of the allowed claims or $11,926.33. These creditors will be paid in 12 equal monthly installments of $993.86 to be distributed pro rata, starting on the effective date of the plan, according to the plan filed on July 6. Cannelle Patisserie will fund the plan through its operations. Through April 30, 2017, the company has net income of $303,731 or $46,728 per month, which is enough to fund its obligations, according to the filing. About Cannelle Patisserie Inc. Cannelle Patisserie Inc. filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 16-44577) on October 11, 2016. The petition was signed by Jean-Claude Perrenau, president. At the time of the filing, the Debtor estimated assets of less than $100,000 and liabilities of less than $1 million. The Debtor is represented by Daniel C. Marotta, Esq. and Richard M. Gabor, Esq., at Gabor & Marotta LLC. On July 6, 2017, the Debtor filed its Chapter 11 plan of reorganization and disclosure statement. CARLTON VOLLBERG: Court Dismisses R. Tompkins, et al.'s Suit ------------------------------------------------------------ On June 3, 2016, Carlton Mark Vollberg filed a chapter 11 bankruptcy. On March 15, 2017, creditors Joseph Weaver, Ronald W. Tompkins, M.D., and Cardinal Management Services filed the adversary proceeding captioned RONALD W. TOMPKINS M.D., JOSEPH WEAVER, AND CARDINAL MANAGEMENT SERVICES, Plaintiffs, v. CARLTON MARK VOLLBERG, Defendant, Adversary Proceeding No. 1:17-ap-01011-SDR (Bankr. E.D. Tenn.), asking the court to determine the full extent of each of their debts, to determine any counterclaim that the Debtor may have against Plaintiffs, and to grant attorney's fees for the prosecution of the action. On May 1, 2017, the Defendant filed a motion to dismiss for failure to state a claim upon which relief can be granted. The Defendant asserts that dismissal is appropriate because the request for relief is outside the scope of the declaratory judgment provision in Federal Rule of Bankruptcy Procedure 7001, and the complaint fails to contain sufficient information to support a claim of a particular amount and to determine what collateral secures those loans. Judge Shelley D. Rucker of the U.S. Bankruptcy Court for the Eastern District of Tennessee dismisses the case sua sponte because it lacks subject matter jurisdiction. The Defendant's motion to dismiss will then be moot. Federal courts have limited jurisdiction. Before the court may consider any complaint, it must first determine that there is a case or controversy ripe for review. The court is not convinced the complaint in this case is ripe for review. The Supreme Court requires application of a two-part test to determine whether a case is ripe for judicial action: First, whether the issues are fit for judicial decision -- that is, whether there is a present case or controversy between the parties, and second, whether there is sufficient risk of suffering immediate hardship to warrant prompt adjudication -- that is, whether withholding judicial decision would work undue hardship on the parties. The Court finds that the action fails both prongs of the Supreme Court's test and is not ripe for review. Thus, the court must dismiss it. Because the court has determined that there is no case or controversy ripe for review, Plaintiffs are not entitled to their attorney's fees in this proceeding. The dismissal is without prejudice to Plaintiffs' ability to file a complaint should a case or controversy related to these issues become ripe in the future. The bankruptcy case is In re: CARLTON MARK VOLLBERG, Chapter 11, Debtors; RONALD W. TOMPKINS M.D., JOSEPH WEAVER, AND CARDINAL MANAGEMENT SERVICES, Plaintiffs, v. CARLTON MARK VOLLBERG, Defendant, No. 1:16-bk-12276-SDR (Bankr. E.D. Tenn.). A full-text copy of Judge Rucker's Memorandum dated August 25, 2017, is available at https://is.gd/lo3VD5 frome Leagle.com. Joseph Weaver, Plaintiff, represented by Harry W. Miller, III. Carlton Mark Vollberg, Defendant, represented by Jerrold D. Farinash -- jfarinash@kkflawfirm -- Farinash & Hayduk. Carlton Mark Vollberg sought Chapter 11 protection (Bankr. E.D. Tenn. Case No. 16-12276) on June 3, 2016. The Debtor tapped David J. Fulton, Esq., at Scarborough & Fulton as counsel. CHRIS CARLSON: Taps Eron Law as Legal Counsel --------------------------------------------- Chris Carlson Hot Rods, LLC seeks approval from the U.S. Bankruptcy Court for the District of Kansas to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to employ Eron Law P.A. to, among other things, give legal advice regarding its duties under the Bankruptcy Code; assist in the negotiation of financing agreements; and prepare a bankruptcy plan. The hourly rates charged by the firm are: David Prelle Eron Shareholder/CEO $300 January Bailey Associate $200 Laura Prelle Financial Administrator $100 Paralegal/Legal Assistant $85 David Prelle Eron, Esq., disclosed in a court filing that he and other attorneys or members of his firm do not hold or represent any interest adverse to the Debtor's estate. Eron Law can be reached through: David Prelle Eron, Esq. Eron Law, P.A. 229 E. William, Suite 100 Wichita, KS 67202 Phone: 316-262-5500 Fax: 316-262-5559 Email: david@eronlaw.net About Chris Carlson Hot Rods LLC Chris Carlson Hot Rods, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 17-11660) on August 28, 2017. Christopher Carlson, manager, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $500,000 and liabilities of less than $1 million. Judge Robert E. Nugent presides over the case. CIBER INC: Reaches Compromise With CenturyLink Entities ------------------------------------------------------- BankruptcyData.com reported that Ciber Inc. filed with the U.S. Bankruptcy Court a motion to approve a compromise, and for an order approving and authorizing its entry into a settlement and release agreement by and among Ciber, CiberGlobal, Savvis Communications and CenturyLink Communications. The motion explains, "Over the past several months, the Parties have engaged in extensive arm's-length negotiations over, among other things, the termination of services under the Total Advantage Agreement, the partial assumption and assignment of the Master Services and Reseller Agreement, and the resolution of the CenturyLink Entities' claims against the Debtors. As a result of these negotiations, the Parties reached agreement on the terms of the Proposed Settlement Agreement, which remains subject to Court approval and provides for, among other things, (a) the partial assumption by the Debtors and assignment to HTC of the Master Services and Reseller Agreement, (b) a cure payment by the Debtors to the CenturyLink Entities of $1,383,834.51, which HTC has funded via prepayment or will fund pursuant to the transition services agreement between the Debtors and HTC, and (c) the allowance of general unsecured claims in the aggregate amount of $388,358.47 in favor of various CenturyLink Entities. The Proposed Settlement Agreement also includes mutual releases by the Parties and provisions relating to the Debtors' continued access to certain Designated Circuits pursuant to the Total Advantage Agreement." The Court scheduled a Sept. 25, 2017 hearing to consider the compromise, with objections due by Sept. 14, 2017. About CIBER Inc. CIBER, Inc. -- http://www.ciber.com/-- is a global information technology consulting, services and outsourcing company. CIBER, Inc., and two other affiliates sought bankruptcy protection on April 9, 2017 (Bankr. D. Del. Lead Case No. 17-10772). The petition was signed by Christian Mezger, chief financial officer. The Debtors disclosed total assets of $334.2 million and total liabilities of $171.9 million as of Sept. 30, 2016. The Hon. Brendan Linehan Shannon presides over the case. Morrison & Foerster LLP is the Debtors' lead bankruptcy counsel. Polsinelli, PC, serves as co-counsel while Saul Ewing LLP serves as local counsel. The Debtors also hired Houlihan Lokey as investment banker and financial advisor; Alvarez & Marsal North America, LLC, as restructuring advisor; and Prime Clerk LLC as noticing and claims agent. An official committee of unsecured creditors has been appointed in the Chapter 11 case. The committee hired Perkins Coie, LLP, as bankruptcy counsel; Shaw Fishman Glantz & Towbin LLC as co-counsel; and BDO Consulting as financial advisor. CLASSICAL DEVELOPMENT: Plan Confirmation Hearing Set for Sept. 18 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas is set to hold a hearing on September 18 to consider approval of Classical Development, Ltd.'s Chapter 11 plan. The hearing will be held at 11:00 a.m., at Courtroom No. 403, Fourth Floor. The court on August 21 approved the company's disclosure statement, allowing it to start soliciting votes from creditors. The order set a September 13 deadline for creditors to file their objections and cast their votes accepting or rejecting the plan. The plan proposes to pay creditors in full from the sale of the company's two-storey building located at 1240 Clear Lake City Boulevard, in Houston, Texas. About Classical Development Ltd. Classical Development, Ltd. was formed in 2002 to operate the real property with improvements located at 1240 Clear Lake City Boulevard, Houston, Texas. The building was originally built in 2000 by Fred Forshey. In 2002, Mr. Forshey formed Forshey Piano Company as a Texas Corporation to operate his piano business. He then formed Music Management, LLC, which is the general partner of Classical Development. Classical Development has operated as the landlord to Forshey Piano Company. Classical Development sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 17-31113) on Feb. 27, 2017. The petition was signed by Mr. Forshey, president of Music Management. At the time of the filing, the Debtor disclosed $3.25 million in assets and $1.43 million in liabilities. Judge Karen K. Brown presides over the case. Cooper & Scully, PC, represents the Debtor as bankruptcy counsel. On May 25, 2017, the Debtor filed a Chapter 11 plan and disclosure statement. CORINDUS VASCULAR: Insufficient Capital Raise Going Concern Doubts ------------------------------------------------------------------ Corindus Vascular Robotics, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $8.41 million on $2.26 million of revenue for the three months ended June 30, 2017, compared with a net loss of $7.59 million on $508,000 of revenue for the same period in 2016. For the six months ended June 30, 2017, the Company listed a net loss of $18.30 million on $3.03 million of revenue, compared to a net loss of $15.22 million on $1.62 million of revenue for the same period in the prior year. The Company's balance sheet at June 30, 2017, showed $39.81 million in total assets, $7.80 million in total liabilities, and a stockholders' equity of $32.01 million. At June 30, 2017, The Company had cash and cash equivalents of $35.2 million and working capital of $31.2 million. The Company anticipates that these resources, along with cash generated from operations, will be sufficient to meet its cash requirements for at least 12 months from August 9, 2017, including funding anticipated losses and scheduled debt maturities. However, if the Company is unable to substantially achieve its operating plans, the Company's existing capital resources at June 30, 2017, would not be sufficient to support the current operating plan through August 9, 2018. The Company expects to seek additional funds from a combination of dilutive and non-dilutive financings in the future. Because such transactions has not been finalized, receipt of additional funding is not considered probable under current accounting standards. If the Company do not generate sufficient cash flows from operations or obtain sufficient funds when needed, the Company expects it would scale back its operating plan by deferring or limiting some or all of its capital spending and discretionary compensation payouts, reducing its spending on travel, clinical trial and prototypes, or eliminating planned headcount additions. Because such contingency actions has not been finalized (because the specifics would depend on the situation at the time), such actions also are not considered probable for purposes of current accounting standards. Because, under current accounting standards, neither future cash generated from operating activities, nor its contingency plans to mitigate the risk and extend cash resources through August 9, 2018, are considered probable, substantial doubt is deemed to exist about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: https://is.gd/Gb9Taf Corindus Vascular Robotics, Inc., is engaged in robotic-assisted vascular interventions. The Company's CorPath System is a medical device that brings robotic-assisted precision to radial, coronary and peripheral procedures. The workstation allows the physician greater control and the freedom from wearing heavy lead protective equipment that causes musculoskeletal injuries. It operates through the development, marketing and sales of robotic-assisted vascular interventions segment. The Company is based in Waltham, Mass. CRCH LLC: Seeks to Hire Ervin Cohen as Legal Counsel ---------------------------------------------------- CRCH, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to employ Ervin, Cohen & Jessup LLP to, among other things, give legal advice regarding its duties under the Bankruptcy Code; conduct examinations; and assist in the preparation and implementation of a plan of reorganization. The hourly rates charged by the firm for the services of its attorneys range from $250 to $750. Howard Camhi, Esq., the attorney who will be handling the case, will charge $475 per hour. Mr. Camhi disclosed in a court filing that his firm does not hold or represent any interest adverse to the Debtor's estate, creditors or equity security holders. The firm can be reached through: Howard I. Camhi, Esq., Ervin, Cohen & Jessup LLP 9401 Wilshire Boulevard, Ninth Floor Beverly Hills, CA 90212-2974 Tel: (310) 273-6333 Fax: (310) 859-2325 Email: hcamhi@ecjlaw.com About CRCH LLC CRCH, LLC owns a retail shopping center consisting of approximately 263,757 rentable square feet. The property is located at 12945-13225 Peyton Drive, Chino Hills, California. The Debtor listed its business as a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 17-20270) on August 21, 2017. Lloyd Lee, chief financial officer, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of $50 million to $100 million. Judge Barry Russell presides over the case. DALE M. WILLIAMS: Taps R.A. Simasek as Accountant ------------------------------------------------- Dale M. Williams, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire an accountant. The Debtor proposes to employ R.A. Simasek P.A. to prepare its tax returns for 2016 and pay the firm $1,500. Regis Simasek, an accountant and partner at R.A. Simasek, disclosed in a court filing that no member, associate or employee of the firm holds any interest adverse to the Debtor's estate or creditors. The firm can be reached through: Regis Simasek R.A. Simasek P.A. 601 North Ferncreek Avenue, Suite 110 Orlando, FL 32803 Phone: 407-894-5050 Fax: 407-894-5019 Email: marty@simasekcpa.com About Dale M. Williams Inc. Based in Orlando, Florida, Dale M. Williams Inc. filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-05561) on August 21, 2017. At the time of filing, the Debtor disclosed that it had estimated assets of less than $50,000 and liabilities of less than $500,000. The case is assigned to Judge Karen S. Jennemann. The Debtor is represented by Peter N. Hill, Esq., at Herron Hill Law Group, PLLC as bankruptcy counsel. DAVID WINSTON: First Amended Disclosure Statement Filed ------------------------------------------------------- David Winston Early Cabell Family L.P., Ltd., filed with the U.S. Bankruptcy Court for the Eastern District of Texas an amended disclosure statement, which provides latest update on its Chapter 11 case. The company disclosed that on August 24 it filed a motion to conditionally approve the disclosure statement in an effort to meet the proposed deadline by which it must achieve confirmation of the plan. David Winston is at risk of being unable to achieve confirmation by the September 29 deadline due to the delay resulting from its failed negotiations with lender Wells Fargo Bank, National Association and the lawsuit it filed for alleged breach by the bank under their loan agreements. The latest disclosure statement also contemplates that the plan will be funded by the "financial assets" and monies generated by the operations of Cabell Publishing Co., a wholly-owned subsidiary of David Winston. A full-text copy of the disclosure statement dated August 24 is available for free at https://is.gd/tKb03J About David Winston The David Winston Early Cabell Family Limited Partnership, Ltd. owns a commercial office building located at 304 Pearl Street, Beaumont, Texas 77701. The Debtor conducts no other business operations besides the management and leasing of the real property. The David Winston Early Cabell Family Limited Partnership, Ltd. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 16-10569) on Nov. 22, 2016. David W.E. Cabell, manager, signed the petition. At the time of the filing, the Debtor estimated assets and debt at $1 million to $10 million. Judge Bill Parker is the case judge. Brian A. Kilmer, Esq., at Kilmer Crosby & Walker PLLC, represents the Debtor as bankruptcy counsel. On August 4, 2017, the Debtor filed its proposed Chapter 11 plan of reorganization. DIAMONDHEAD CASINO: Reports $121K Net Loss in Second Quarter ------------------------------------------------------------ Diamondhead Casino Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss applicable to common stockholders of $120,976 for the three months ended June 30, 2017, compared to a net loss applicable to common stockholders of $88,968 for the three months ended June 30, 2016. The Company reported a net loss applicable to common stockholders of $235,041 for the six months ended June 30, 2017, compared to a net loss applicable to common stockholders of $473,416 for the same period during the prior year. As of June 30, 2017, Diamondhead had $5.57 million in total assets, $9.26 million in total liabilities and a $3.69 million total stockholders' deficiency. The Company has no operations and generates no operating revenues. During the six months ended June 30, 2017, the Company incurred net losses applicable to common shareholders, exclusive of the recording of change in the fair value of derivatives, of $680,843. The Company has had no operations since it ended its gambling cruise ship operations in 2000. Since that time, the Company has concentrated its efforts on the development of its Diamondhead, Mississippi Property. The development of the Diamondhead Property is dependent on obtaining the necessary capital, through equity and/or debt financing, unilaterally, or in conjunction with one or more partners, to master plan, design, obtain permits for, construct, staff, open, and operate a casino resort. In the past, in order to raise capital to continue to pay on-going costs and expenses, the Company has borrowed funds, through Private Placements of convertible instruments and other means. The Company is past due with respect to payment of significant principal and interest on most of these instruments. The Company is also in arrears with respect to payment of franchise taxes due to the State of Delaware for the years 2015 and 2016. In addition, the Company has also been unable to pay various routine operating expenses. At June 30, 2017, the Company had current liabilities totaling $9,113,892 and only $6,955 cash on hand. The Company said the above conditions raise substantial doubt as to its ability to continue as a going concern. A full-text copy of the Form 10-Q is available for free at: https://is.gd/x4QNwz About Diamondhead Casino Largo, Fla.-based Diamondhead Casino Corporation, from inception through approximately August of 2000, operated gaming vessels in international waters. The Company eventually divested itself of its gaming operations to satisfy financial obligations to its vendors, lenders and taxing authorities and to focus its resources on the development of a casino resort in Diamondhead, Mississippi. The Company owns, through its wholly-owned subsidiary, Mississippi Gaming Corporation, an approximate 404.5 acre tract of unimproved land in Diamondhead, Mississippi. The property is located at 7051 Interstate 10. The Company intends, in conjunction with unrelated third parties, to develop the site in phases beginning with a casino resort. The casino resort is expected to include a casino, a hotel and spa, pools, a sport and entertainment center, a conference center and a state-of-the-art recreational vehicle park. Diamondhead reported a net loss applicable to common stockholders of $1.28 million for the year ended Dec. 31, 2016, compared to net income applicable to common stockholders of $53,242 for the year ended Dec. 31, 2015. Friedman LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has incurred significant recurring net losses over the past several years. In addition, the Company has no operations, except for its efforts to develop the Diamondhead, Mississippi property. Those efforts may not contribute to the Company's cash flows for the foreseeable future. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company's continued existence is dependent upon its ability to raise the necessary capital with which to satisfy liabilities, fund future costs and expenses and develop the Diamondhead, Mississippi property. DIGIPATH INC: Incurs $409K Net Loss in Third Quarter ---------------------------------------------------- DigiPath, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $408,577 on $389,315 of revenues for the three months ended June 30, 2017, compared to a net loss of $1.09 million on $264,178 of revenues for the three months ended June 30, 2016. For the nine months ended June 30, 2017, the Company reported a net loss of $758,337 on $1.29 million of revenues compared to a net loss of $3.27 million on $507,430 of revenues for the same period a year ago. As of June 30, 2017, Digipath had $1.47 million in total assets, $174,721 in total liabilities and $1.29 million in total stockholders' equity. During the nine months ended June 30, 2017, net cash used in operating activities was $184,533, compared to net cash used in operating activities of $798,529 for the same period ended June 30, 2016. The decrease in cash used in operating activities is primarily attributable to the Company's 155% increase in revenues and the Company's 35% decrease in operating expenses from cost savings it implemented as the Company continued to develop our cannabis testing lab operations. During the nine months ended June 30, 2017, net cash used in investing activities was $136,894, compared to $69,068 for the same period ended June 30, 2016. The increase is attributable to greater investments made for cannabis testing equipment in the current period than was necessary in the previous period, as well as $57,876 of cash held and retained by its subsidiary, Digipath Corp., at the time of divestiture in the comparative period. As of June 30, 2017, the Company's balance of cash on hand was $113,963. The Company currently may not have sufficient funds to sustain its operations for the next twelve months and it may need to raise additional cash to fund its operations and expand its lab testing business. As the Company continues to develop its lab testing business and attempt to expand operational activities, the Company expects to continue to experience net negative cash flows from operations in amounts not now determinable, and will be required to obtain additional financing to fund operations through common stock offerings to the extent necessary to provide working capital. The Company has and expects to continue to have substantial capital expenditure and working capital needs. The Company has incurred recurring losses from operations resulting in an accumulated deficit, and, the Company's cash on hand is not sufficient to sustain operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. "Management is actively pursuing new customers to increase revenues. In addition, the Company is currently seeking additional sources of capital to fund short term operations. In the event sales do not materialize at the expected rates, management would seek additional financing or would attempt to conserve cash by further reducing expenses. There can be no assurance that we will be successful in achieving these objectives, becoming profitable or continuing our business without either a temporary interruption or a permanent cessation. In addition, additional financing may result in substantial dilution to existing stockholders," the Company said. A full-text copy of the Form 10-Q is available for free at: https://is.gd/HOmbRj About DigiPath Incorporated in Nevada on Oct. 5, 2010, DigiPath Inc. and its subsidiaries support the cannabis industry's best practices for reliable testing, cannabis education and training, and brings unbiased cannabis news coverage to the cannabis industry. Digipath reported a net loss of $3.69 million on $818,583 of revenues for the year ended Sept. 30, 2016, compared to a net loss of $4.33 million on $16,084 of revenues for the year ended Sept. 30, 2015. Anton & Chia, LLP, in Newport Beach, CA, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2016, citing that the Company has recurring losses and insufficient working capital, which raises substantial doubt about its ability to continue as a going concern. DR. LUIS A. VINAS: Has Court's OK to Continue Using Cash Collateral ------------------------------------------------------------------- The Hon. Paul G. Hyman, Jr., of the U.S. Bankruptcy Court for the Southern District of Florida has authorized Dr. Luis A. Vinas, MD, PA, to use cash collateral to fund ongoing ordinary and necessary operations for the period commencing on Aug. 1, 2017, and ending on Aug. 31, 2017. As reported by the Troubled Company Reporter on Aug. 31, 2017, the Debtor asked for the Court's permission to use cash collateral from Aug. 31, 2017, through Sept. 30, 2017. These entities who may claim an interest in cash collateral: King's Cash Group, LG Funding LLC, Pearl Capital Rivis Ventures, Bank United, and On Deck Capital. As adequate protection for any cash collateral expended by the Debtor, the Secured Claimants are granted a lien on all property owned by the Debtor, and acquired or generated post-petition by the Debtor's continued operations to the same extent, validity and priority, if any, and of the same kind and nature as the Secured Claimants had prior to the filing of this bankruptcy cases, to secure an amount of Secured Claimants respective prepetition claims in all post-petition cash collateral, including any aggregate diminution in value of the prepetition collateral resulting from the Debtor's use of the cash collateral. A copy of the court order is available at: http://bankrupt.com/misc/flsb17-14765-123.pdf About Dr. Luis A. Vinas, MD PA Dr. Luis A. Vinas, MD PA, is engaged in a healthcare business and is 100% owned by Dr. Luis A. Vinas. Dr. Vinas is Board Certified by The American Board of Plastic Surgery. For over two decades, Dr. Vinas has been nationally recognized for his surgical techniques and minimally invasive surgical procedures. Dr. Vinas is a plastic surgeon specializing in cosmetic and reconstructive surgery including facelifts, tummy tucks, breast augmentation, single-stage breast reconstruction, liposuction, body contouring, and anti-aging procedures. Dr. Luis A. Vinas, MD PA, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 17-14765) on April 17, 2017. Luis A Vinas, MD, president and 100% owner, signed the petition. The Debtor estimated assets of at least $50,000 and liabilities ranging from $1 million to $10 million. The case is assigned to Judge Paul G. Hyman, Jr. The Debtor is represented by Nicholas B. Bangos, Esq., at Nicholas B. Bangos, P.A. DUNE ENERGY: Bankr. Judge Abstains from Suit vs. J. Watt, et al. ---------------------------------------------------------------- Judge H. Christopher Mott of the United States Bankruptcy Court for the Western District of Texas, at the behest of Dan B. Lain, as Court-appointed Plan Trustee for Dune Energy, Inc., abstains jurisdiction over the adversary proceeding and remands the action styled Dan Lain, Trustee of the Dune Plan Trust v. James A. Watt, et al., cause no. 90698-CV, to the 149th District Court of Brazoria County, Texas, for adjudication and disposition. Shortly after the bankruptcy filing, the Debtors sought Court approval of bid procedures for the sale of their assets. Following the sale, the Debtors filed a Chapter 11 Plan and the Court confirmed the Plan on September 18, 2015. Consequently, the Plan created a Liquidating Trust to pursue the Debtors' remaining causes of action for the benefit of creditors. Dan B. Lain was appointed as the Plan Trustee. On March 6, 2017, the Plan Trustee filed a Suit against eighteen defendants in the 149th District Court of Brazoria County, Texas. A day later, on March 7, 2017, the Plan Trustee filed a First Amended Original Petition in the Suit. The eighteen Defendants named in the Suit are all former directors or officers of the Debtors. The Suit sets forth multiple causes of action against various Defendants based on alleged director and officer misconduct under Texas, Delaware, and common law. On March 24, 2017, the Defendants removed the Suit from the State Court to the U.S. District Court for the Southern District of Texas -- the federal judicial district that includes Brazoria County, Texas. On May 3, 2017, the U.S. District Court for the WDTX referred the Suit to this Court. On May 5, 2017, the removed Suit was docketed in this Court as adversary proceeding no. 17-01052. Soon thereafter, on June 19, 2017, the Plan Trustee filed a Motion to Remand or Abstain, requesting the Court remand the Suit to State Court based on three separate grounds: (1) lack of subject matter jurisdiction; (2) mandatory abstention; and (3) permissive abstention/equitable remand. The primary thrust of Plaintiff's argument is that since the Debtors' Plan has already been confirmed by the Court, "post-confirmation" bankruptcy jurisdiction in this Court is now limited and does not extend to the Suit filed against Defendants. The Court agrees with the Plan Trustee that Bankruptcy jurisdiction becomes more limited after confirmation of a bankruptcy plan. The Debtors' Plan was confirmed in September 2015, and the Plan Trustee filed the Suit against Defendants in March 2017. The Court easily finds that it has bankruptcy subject matter jurisdiction over the Suit filed by Plaintiff against Defendants as a "related to" proceeding considering that the Plan Trustee, Plaintiff is empowered to pursue and collect on the Debtors' causes of actions (including claims against Defendants in the Suit) and to distribute any net recoveries to pay creditors of the Debtors under the Plan. Without doubt, the Court maintains that the Suit "pertains to the implementation and execution" of the Debtors' Plan. The Court finds that post-confirmation "related to" bankruptcy jurisdiction exists over the Suit. However, the causes of action alleged in the Complaint are for breach of corporate fiduciary duties under Texas and Delaware statutory and common law; trust fund liability under state law; corporate waste under state law; gross negligence under state law; assumpsit and unjust enrichment under state law; common law fraud under state law; ultra vires conduct under state law; securities law violations under Texas state law; and constructive fraudulent transfers under Texas and Delaware state law. The Court determines that all of the causes of action in the Complaint are premised on pre-bankruptcy actions allegedly taken (and not taken) by Defendants -- all of the causes of action are based on state law. None of the causes of action in the Complaint are based on the Bankruptcy Code, and each would have an existence outside of bankruptcy. As a result, the Court concludes that, whether viewed separately or as a whole, the Suit is not within this Court's "core" bankruptcy jurisdiction -- they are only "related to" (non-core) proceedings based on state law. James A Watt, Defendant, represented by Kenneth J. Aulet, Brown Rudnick LLP, Alison P. Henderson, Porter Hedges LLP, John F. Higgins, IV, Porter Hedges LLP & Sigmund S. Wissner-Gross, Brown Rudnick LLP. Frank T Smith, Defendant, represented by Alison P. Henderson, Porter Hedges LLP. Steven Barrenchea, Defendant, represented by John F. Higgins, IV, Porter & Hedges LLP. About Dune Energy Dune Energy, Inc. (NYSE AMEX: DNE), is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. Affiliates Dune Energy, Inc. (Bankr. W.D. Tex. Case No. 15-10336), Dune Operating Company (Bankr. W.D. Tex. Case No. 15-10337), and Dune Properties, Inc. (Bankr. W.D. Tex. Case No. 15-10338) filed separate Chapter 11 bankruptcy petitions on March 8, 2015. The petitions were signed by James A. Watt, president and chief executive officer. Judge Christopher H. Mott presides over the case. Charles A. Beckham, Jr., Esq., Kourtney P. Lyda, Esq., and Kelli M. Stephenson, Esq., at Haynes And Boone, LLP, serve as the Debtors' bankruptcy counsel. Deloitte Transactions And Business Analytics LLP is the Debtors' restructuring advisors. Parkman Whaling LLC is the Debtors' sale professionals. The Debtors listed $229 million in total assets and $144 million in total debts as of Sept. 30, 2014. In their schedules, Dune Energy Inc., et al., disclosed $263,337,172 in assets and $107,981,306 in liabilities. The U.S. trustee overseeing the Chapter 11 case of Dune Energy appointed three creditors to serve on the official committee of unsecured creditors. EAST COAST FOODS: Trustee Loses Bid for Summary Judgment vs. Roscoe ------------------------------------------------------------------- In the adversary proceeding captioned Bradley D. Sharp, Chapter 11 Trustee, Plaintiff(s), v. Roscoe's Intellectual Properties LLC Defendant(s), Adv No. 2:17-ap-01001-BB (Bankr.C.D. Cal.), the chapter 11 trustee for East Coast Foods, Inc., moved for summary judgment avoiding a prepetition transfer of the Debtor's intellectual property to defendant Roscoe's Intellectual Properties under both actual fraud fraudulent transfer theories and constructive fraud fraudulent transfer theories. Judge Sheri Bluebond of the U.S. Bankruptcy Court for the Central District of California denies the Trustee's request for summary judgment on the Second Claim for Relief and grants summary judgment in the Trustee's favor on the First Claim for Relief. Judge Bluebond states that it is axiomatic that a court may not grant summary judgment where there is a genuine issue of material fact. Summary judgment is only appropriate where, based on the undisputed facts, movant is entitled to judgment as a matter of law. Summary judgment should be denied where, in order to rule in movant's favor, the court must weigh conflicting evidence or make credibility determinations. In light of these principles, it is a rare case in which a court may grant summary judgment under an actual fraud fraudulent transfer theory, but this is one such case. The undisputed facts of this case lead inexorably to the conclusion that the transfer of the Debtor's intellectual property to the Defendant on the eve of the Debtor's bankruptcy filing was a transfer made with the actual intent to hinder, delay or defraud the Debtor's creditors. Accordingly, summary judgment for the Trustee on his First Claim for Relief is warranted. However, genuine issues of material fact preclude the Court from granting the Trustee's motion for summary judgment on his Second Claim for Relief. The Court cannot determine on this record what the Intellectual Property was actually worth at the time of its transfer to the Defendant, whether the Debtor was insolvent at the time of the transfer, whether the Debtor was rendered insolvent by that transfer or whether the Debtor can be said to have failed any of the other tests of financial condition necessary to establish that a constructively fraudulent transfer occurred. Accordingly, the Court must deny the Trustee's motion for summary adjudication of the Second Claim for Relief. The bankruptcy is In re: East Coast Foods, Inc., Chapter 11, Debtor(s). Bradley D. Sharp, Chapter 11 Trustee, Plaintiff(s), v. Roscoe's Intellectual Properties LLC Defendant(s), Case No. 2:16-bk-13852-BB (Bankr. C.D. Cal.). A full-text copy of Judge Bluebond's Memorandum Decision dated August 25, 2017, is available at https://is.gd/9BMkjT from Leagle.com. Bradley D. Sharp, Chapter 11 Trustee, Plaintiff, represented by Uzzi O. Raanan, ESQ -- uraanan@dgdk.com -- Danning, Gill, Diamond & Kollitz, LLP & Zev Shechtman -- zshechtman@dgdk.com -- Danning, Gill, Diamond & Kollitz, LLP. Roscoe's Intellectual Properties LLC, Defendant, represented by Michael J. Conway – mconway@greenbass.com -- Greenberg & Bass LLP, James R. Felton – jfelton@greenbass.com -- & Douglas M. Neistat – dneistat@greenbass.com -- Greenberg & Bass, LLP. About East Coast Foods East Coast Foods Inc., a California corporation, is the owner and operator of four Roscoe' Chicken N' Waffles restaurants in Los Angeles area. East Coast Foods sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 16-13852) on March 25, 2016. The petition was signed by Herbert Hudson, president. The Debtor estimated assets of less than $50,000 and debt of $10 million to $50 million. The case is assigned to Judge Sheri Bluebond. The Debtor is represented by Vakhe Khodzhayan, Esq., at KG Law, APC. The Office of the U.S. Trustee on April 29, 2016, appointed five creditors to serve on an official committee of unsecured creditors. The committee hired Smiley Wang-Ekvall, LLP as counsel, and Force Ten Partners, LLC, as financial advisor. Bradley D. Sharp was appointed Chapter 11 trustee of the Debtor's estate on Sept. 28, 2016. Landegger Baron Law Group, ALC serves as the Chapter 11 Trustee's labor and employment counsel. The Chapter 11 Trustee retained Swicker & Associates Accountancy Corporation as his tax advisor. Greines, Martin, Stein & Richland LLP serves as the Chapter 11 Trustee's special counsel. ENERGY FUTURE: Taps Shaw Fishman as Counsel in NextEra Rift ----------------------------------------------------------- Energy Future Holdings Corp. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Shaw Fishman Glantz & Towbin LLC as special counsel. The firm will act as Delaware counsel on matters which Richards, Layton & Finger, P.A., the Debtor's Delaware counsel, has an "actual conflict." Shaw Fishman will, among other things, assist the Debtor in its complaint against NextEra Energy, Inc. over termination fees. Thomas Horan, Esq., the attorney who will be handling the case, will charge $495 per hour for his services. The hourly rates for other Shaw Fishman professionals that may be involved in this matter range from $390 to $725 for members and attorneys of counsel, $270 to $365 for associates, and $145 to $220 for paralegals. Mr. Horan disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Horan disclosed that his firm has not agreed to any variations from, or alternatives to, its standard billing arrangements. Mr. Horan also disclosed that his firm did not represent the Debtors in the 12 months prior to the petition date, and that the firm expects to work with the Debtors to develop a prospective budget and staffing plan. Shaw Fishman can be reached through: Thomas M. Horan, Esq. Shaw Fishman Glantz & Towbin LLC 300 Delaware Avenue, Suite 1370 Wilmington, DE 19801 Phone: (312) 666-2842 Fax: (312) 980-3888 About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep their businesses operating while reducing their roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in book value and liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. On May 13, 2014, the U.S. Trustee appointed the Official Committee of TCEH Unsecured Creditors in the Chapter 11 Cases. The TCEH Committee is composed of (a) the Pension Benefit Guaranty Corporation; (b) HCL America, Inc.; (c) BNY, as Indenture Trustee under the EFCH 2037 Notes due 2037 and the PCRBs; (d) LDTC, as Indenture Trustee under the TCEH Unsecured Notes; (e) Holt Texas LTD, d/b/a Holt Cat; (f) ADA Carbon Solutions (Red River); and (g) Wilmington Savings, as Indenture Trustee under the TCEH Second Lien Notes. The TCEH Committee retained Morrison & Foerster LLP as counsel; Polsinelli PC as co-counsel and conflicts counsel; Lazard Freres & Co. LLC as investment banker; FTI Consulting, Inc. as financial advisor; and Charles River Associates as an energy consultant. On Oct. 27, 2014, the U.S. Trustee appointed the Official Committee of Unsecured Creditors representing the interests of the unsecured creditors for EFH, EFIH, EFIH Finance, and EECI, Inc. The EFH/EFIH Committee is composed of (a) American Stock Transfer & Trust Company, LLC; (b) Brown & Zhou, LLC c/o Belleair Aviation, LLC; (c) Peter Tinkham; (d) Shirley Fenicle, as successor-in-interest to the Estate of George Fenicle; and (e) David William Fahy. The EFH/EFIH Committee retained Montgomery, McCracken, Walker & Rhodes, LLP as co-counsel and conflicts counsel; AlixPartners, LLP as restructuring advisor; Sullivan & Cromwell LLC as counsel; Guggenheim Securities as investment banker; and Kurtzman Carson Consultants LLC as noticing agent for both the TCEH Committee and the EFH/EFIH Committee. Given the size and complexity of the Chapter 11 Cases, the U.S. Trustee proposed, and the Debtors and the TCEH Committee agreed, to recommend that the Bankruptcy Court appoint a committee to, among other things, review and report as appropriate on fee applications and statements submitted by the professionals paid for by the Debtors' Estates. The Fee Committee is comprised of four members: (a) one member appointed by and representative of the Debtors (Cecily Gooch, Vice President and Special Counsel for Restructuring, Energy Future Holdings); (b) one member appointed by and representative of the TCEH Creditors' Committee (Peter Kravitz, Principal and General Counsel, Province Capital); (c) one member appointed by and representative of the U.S. Trustee (Richard L. Schepacarter, Trial Attorney, Office of the United States Trustee); and (d) one independent member (Richard Gitlin, of Gitlin and Company, LLC). The Fee Committee retained Godfrey & Kahn, S.C. as counsel; and Phillips, Goldman & Spence, P.A. as co-counsel. * * * On Aug. 29, 2016, Judge Sontchi confirmed the Chapter 11 exit plans of two of Energy Future Holdings Corp.'s subsidiaries, power generator Luminant and retail electricity provider TXU Energy Inc. (the "T-Side Debtors"). The Plan became effective on Oct. 3, 2016. On Aug. 20, 2017, Sempra Energy (NYSE: SRE) announced an agreement to acquire Energy Future Holdings Corp. (Energy Future), the indirect owner of 80 percent of Oncor Electric Delivery Company, LLC (Oncor), operator of the largest electric transmission and distribution system in Texas. Under the agreement, Sempra Energy will pay approximately $9.45 billion in cash to acquire Energy Future and its ownership in Oncor, while taking a major step forward in resolving Energy Future's long-running bankruptcy case. The enterprise value of the transaction is approximately $18.8 billion, including the assumption of Oncor's debt. EPICENTER PARTNERS: CPF Vaseo Plan to Provide $3.4-Mil. Exit Loan ----------------------------------------------------------------- CPF Vaseo Associates LLC, a secured creditor of Epicenter Partners LLC, increased the amount of exit loan it will provide to the company's affiliates to $3.4 million from $1.2 million. The $3.4 million loan will be provided to Sonoran Desert Land Investors LLC, East of Epicenter LLC, and Gray Phoenix Desert Ridge II, LLC, on the effective date of the Chapter 11 plan of reorganization proposed by CPF to the companies. It will be an additional advance under the $26.5 million note secured by all of CPF's liens in its collateral. The liquidating trustee may use the proceeds of the loan to pay administrative expense claims, priority claims, unsecured claims and fees and expenses of the liquidating trust to be established for Epicenter Partners' three affiliates on the effective date. The exit loan will bear interest at the same rate as the Class 2.2 secured claim after the effective date, according to documents filed by CPF in the U.S. Bankruptcy Court for the District of Arizona. The documents are available for free at: http://bankrupt.com/misc/Epicenter_3PModified082217.pdf http://bankrupt.com/misc/Epicenter_3PModified082417.pdf About Epicenter Partners Epicenter Partners LLC was formed in 2004 to acquire, manage, sell or hold land for investment. Gray Meyer Fannin LLC came into existence in 2001 and was originally formed to provide development services for affiliates. Both are fully owned by Gray/Western Development Company and managed, pursuant to that entity, by Bruce Gray. The companies sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Lead Case No. 16-05493) on May 16, 2016. Epicenter disclosed $143,212,665 in assets and $66,913,279 in liabilities. Epicenter and GMF tapped Thomas J. Salerno, Esq., at Stinson Leonard Street, LLP, as their Chapter 11 counsel. Mesch Clark Rothschild was later hired as substitute counsel to Stinson Leonard Street. On June 15, 2016, the Office of the U.S. Trustee appointed five creditors of Epicenter and GMF to serve on the official committee of unsecured creditors. The committee is represented by Michael W. Carmel, Ltd., as counsel. On November 22, 2016, Sonoran Desert Land Investors LLC, East of Epicenter LLC, and Gray Phoenix Desert Ridge II LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case Nos. 16-07659 to 16-07661). The cases are jointly administered with that of Epicenter. On February 6, 2017, CPF Vaseo Associates LLC, a secured creditor, proposed a plan of reorganization for Epicenter, Gray Meyer, Sonoran, East of Epicenter, and Gray Phoenix. On February 7, 2017, Sonoran, East of Epicenter and Gray Phoenix filed a plan of reorganization and disclosure statement proposing to pay their general unsecured creditors in full. The plan has been proposed for the three companies only. FANSTEEL INC: Court Denies Motion to Reopen Bankruptcy Cases ------------------------------------------------------------ Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware addresses the motion of Fansteel, Inc., for an order reopening bankruptcy cases to interpret and enforce confirmation orders and the second amended plan, and the objection to the motion filed by the U.S. on behalf of the Nuclear Regulatory Commission and the Oklahoma Department of Environmental Quality. Judge Carey rules that he will not reopen the bankruptcy case. When a former debtor seeks to reopen a case, the court should consider a variety of non-exclusive factors, including: (i) the length of time the case has been closed; (ii) whether a nonbankruptcy forum has the ability to determine the dispute to be posed by the debtor were the case reopened; (iii) whether prior litigation in bankruptcy court implicitly determined that the state court would be the appropriate forum to determine the rights, post-bankruptcy, of the parties; (iv) whether any parties would be prejudiced were the case reopened or not reopened; (v) the extent of the benefit which the debtor seeks to achieve by reopening; and (vi) whether it is clear at the outset that the debtor would not be entitled to any relief if the case were reopened. The court may deny a motion to reopen when no clear benefit is shown to the debtor's estate or the creditors. First, the Debtors' Second Amended Plan was confirmed on Dec. 23, 2003, nearly 14 years ago. Seven years have passed since the Debtors' bankruptcy case was closed. Courts have denied reopening cases when the amount of time since the case had been closed is far less than seven years. Although this Court has jurisdiction to enforce its confirmation orders, that jurisdiction is not exclusive. The second factor contemplates whether a nonbankruptcy forum has the ability to determine the dispute to be posed by the debtor were the case reopened. Certainly, any court of competent jurisdiction, bankruptcy or otherwise, is capable of adjudicating these issues. The topic at issue here does not implicate complicated issues. Clearly, the Iowa Bankruptcy Court, in which an open chapter 11 case is already pending, can proficiently interpret the Debtors' Second Amended Plan, Final Confirmation Order or anything else necessary to determine whether relief should be granted. A state court of competent jurisdiction would be equally as capable. Accordingly, it is clear that the Debtors have a reasonable alternative forum in which to raise the questions presented. Therefore, the circumstances weigh heavily in favor of denying the Motion to Reopen. A full-text copy of the Judge Carey's Opinion dated August 28, 2017, is available at: http://bankrupt.com/misc/deb02-10109-2384.pdf About Fansteel and Affiliates Headquartered in Creston, Iowa, Fansteel, Inc., manufactures aluminum and magnesium castings for the aerospace and defense industries. Fansteel has four locations in the USA and one in Mexico and has a workforce of more than 600 employees. Fansteel generated $87.4 million in revenue in 2015 on a consolidated basis. Wellman Dynamics Corporation contributed 67% of Fansteel's sales. The rest of the sales are generated from Intercast, a division of Fansteel, and other non-debtor subsidiaries. Fansteel, Wellman Dynamics, and Wellman Dynamics Machinery & Assembly, Inc. filed Chapter 11 petitions (Bankr. S.D. Iowa Case Nos. 16-01823, 16-01825 and 16-01827) on Sept. 13, 2016. The petitions were signed by Jim Mahoney, CEO. The cases are assigned to Judge Anita L. Shodeen. The Debtors disclosed total assets of $32.9 million and total debt of $41.97 million. The companies tapped Jeffrey D. Goetz, Esq., and Krystal R. Mikkilineni, Esq., at Bradshaw, Fowler, Proctor & Fairgrave, P.C., as counsel; RSM US LLP as tax advisor; Jeffrey Sands and Dorset Partners, LLC as business broker; and Mark J. Steger, Esq., at the Clark Hill Law Firm, as Environmental Counsel. The companies filed motions to jointly administer the cases pursuant to Bankruptcy Rule 1015(b), and the court ordered the joint administration on Oct. 17, 2016. The court subsequently entered an order on May 24, 2017, vacating its Oct. 17 order and discontinuing the joint administration of the cases under the lead case of Fansteel. On Sept. 23, 2016, the U.S. Trustee for Region 12 appointed an official committee of unsecured creditors in Fansteel's bankruptcy case. The committee retained Morris Anderson & Associates, Ltd., as financial advisor; and Archer & Greiner, P.C. and Nyemaster Goode, P.C., as counsel. In March 2017, the U.S. trustee announced that the unsecured creditors' committee of Fansteel would no longer serve as the official committee in its case and that it would be reconstituted as the official committee of unsecured creditors in the Chapter 11 cases of Wellman Dynamics and Wellman Dynamics Machinery. As of March 22, 2017, a new creditors' committee has not yet been appointed in Fansteel's bankruptcy case. Wellman Dynamics filed a Chapter 11 plan of reorganization and disclosure statement on January 11, 2017. On May 8, 2017, the creditors' committee of Wellman Dynamics filed a rival Chapter 11 plan of liquidation for the company. FB COVENTRY: Court Denies Bid to Use Cash Collateral ---------------------------------------------------- The U.S. Bankruptcy Court for the District of Rhode Island has denied without prejudice FB Coventry, LLC's motion for permission to use cash collateral as the Debtor failed to attach a budget for the period for which the continued use of cash collateral is sought. As reported by the Troubled Company Reporter on Aug. 16, 2017, the Debtor asked for court authorization to continue using the cash collateral of NextWave Enterprises, LLC; Rewards Network Establishment Services, Inc.; Vend Lease Company; and Sysco Boston, LLC for an additional 60 days, from Aug. 27, 2017 through Oct. 27, 2017 in order to continue operations and maintain its workforce while it proceeds to negotiate a plan. About FB Coventry FB Coventry, LLC dba Fat Belly's filed a Chapter 11 bankruptcy petition (Bankr. D.R.I. Case No. 17-10650) on April 24, 2017. The petition was signed by Scott Parker, manager. At the time of filing, the Debtor estimated less than $50,000 in assets and $100,000 to $500,000 in liabilities. Peter M. Iascone, Esq., at Peter Iascone & Associates, serves as bankruptcy counsel to the Debtor. Irving Shechtman & Company, Inc., has been tapped as appraisers. FB MALL: Bid to Use Cash Collateral Through Oct. 27 Denied ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of Rhode Island has denied FB Mall, LLC's motion for permission to use cash collateral of NextWave Enterprises, LLC, Rewards Network Establishment Services, Inc., Vend Lease Company, and Sysco Boston, LLC, for an additional 60 days, from Aug. 27, 2017, through Oct. 27, 2017, and to provide adequate protection to RN for the Debtor's use of cash collateral and grant replacement liens to RN. The Debtor failed to attach a budget for the period for which continued use of cash collateral is sought. The Court previously entered a final order on June 6, 2017, authorizing use of the RN's cash collateral. In addition the Court entered an order on July 10, 2017, authorizing the continued use of the RN's cash collateral. The court order authorized the Debtor's use of cash collateral through Aug. 26, 2017, with certain bi-weekly adequate protection payments to RN. FB Mall sought authorization to continue using cash collateral to continue to operate and continue its negotiation to propose a plan. About FB Mall Headquartered at Warwick, Rhode Island, FB Mall, LLC, filed a petition under Chapter 11 of the Bankruptcy Code (Bankr. D.R.I. Case No. 17-10601) on April 14, 2017. The petition was signed by Scott Parker, manager. At the time of filing, the Debtor estimated less than $50,000 in assets and $100,000 to $500,000 in liabilities. The Debtor's bankruptcy attorney is Peter M. Iascone, Esq., at Peter Iascone & Associates. Irving Shechtman & Company has been tapped by the Debtor as appraisers. FIRST NBC: Taps PricewaterhouseCoopers as Accountant ---------------------------------------------------- First NBC Bank Holding Company seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to hire an accountant. The Debtor proposes to employ PricewaterhouseCoopers LLP to conduct an analysis of its stock ownership history in order to determine whether an "ownership change" has occurred as a result of certain equity transactions, and determine the impact on its ability to utilize its NOLs. PwC will be paid a fixed fee of $95,000 for its analysis of the Debtor's stock ownership. In the event additional services are required, the firm will charge these hourly fees: Staff Level Core Team Specialists ----------- --------- ----------- Partner $615 $650 Managing Director $615 $650 Director $445 $475 Manager $390 $425 Senior Associate $260 $280 Associate $175 N/A Administrative $100 N/A Brian Hydrick, a partner at PwC, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Brian M. Hydrick PricewaterhouseCoopers, LLP 214 North Tryon Street, Suite 4200 Charlotte, NC 28202 Telephone: [1] (704) 344 7500 Telecopier: [1] (704) 344 4100 About First NBC Bank Holding First NBC Bank Holding Company -- http://www.firstnbcbank.com/-- is a bank holding company, headquartered in New Orleans, Louisiana, which offers a broad range of financial services through its wholly-owned banking subsidiary, First NBC Bank, a Louisiana state non-member bank. First NBC Bank's primary market is the New Orleans metropolitan area and the Florida panhandle. It serves its customers from its main office located in the Central Business District of New Orleans, 38 full service branch offices located throughout its market and a loan production office in Gulfport, Mississippi. First NBC Bank sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 17-11213) on May 11, 2017. The petition was signed by Lawrence Blake Jones, chief restructuring officer. The Debtor disclosed $6 million in assets and $65 million in liabilities as of May 10, 2017. The bankruptcy filing follows the appointment of the Federal Deposit Insurance Corporation as receiver of First NBC Bank, the Debtor's wholly owned subsidiary and principal asset, on April 28, 2017, for which the Debtor has previously announced that it does not expect any recovery. The case is assigned to Judge Elizabeth W. Magner. Steffes, Vingiello & McKenzie, LLC, is the Debtor's bankruptcy counsel. On May 18, 2017, the U.S. Trustee for Region 5 appointed an official committee of unsecured creditors. Jeffrey D. Sternklar LLC is the committee's legal counsel. No trustee or examiner has been appointed or designated in the case. FIRST PHOENIX-WESTON: No Recovery for Sabra on Contract Breach -------------------------------------------------------------- Judge Catherine J. Furay of the U.S. Bankruptcy Court for the Western District of Wisconsin has issued an order (a) denying the Motion for Claim estimation filed by Sabra Phoenix Wisconsin, LLC, (b) determining that Sabra Phoenix Wisconsin is not entitled to any claim for breach of contract, and (c) granting the Debtor First Phoenix-Weston, LLC's objection to that portion of Claim No. 16 for unliquidated damages related to the Option Agreement. In August 2012, Sabra Health Care REIT, Inc., Sabra Phoenix Wisconsin's corporate parent, and First Phoenix Group, LLC, one of the Debtor's original members, executed a Pipeline Agreement outlining circumstances that might result in potential business relationships between the parent companies. FP Group was developing senior housing facilities in the Upper Midwest primarily in Wisconsin and Minnesota. In relation thereto, the Pipeline Agreement contemplated that for each Approved Facility, FP Group would grant Sabra REIT an option to purchase the applicable Approved Facility. In addition, Sabra REIT was to grant FP Group an option to "Put" the applicable Approved Facility. Under the Put Option the Debtor had the opportunity to provide notice to Sabra Phoenix Wisconsin of its intention to sell to Sabra Phoenix Wisconsin. Under such notice, and subject to certain conditions, Sabra Phoenix Wisconsin would have been required to purchase. However, this notice could not be given until Stabilization occurred and it expired at the end of the Put Option Period. Stabilization never occurred. Following completion of construction, First Phoenix-Weston refinanced the Facility through a loan from Sabra Phoenix TRS. The Debtor borrowed $14,694,600 from Sabra Phoenix TRS Venture, LLC in November of 2013, which was documented by a Loan Agreement, Note, and Mortgage. In addition, an Option Agreement was executed the same day between the Debtor and Sabra Phoenix. Subsequently, the Loan Agreement and related documents -- including the Option Agreement -- were assigned to Sabra Phoenix Wisconsin, LLC by Sabra Phoenix TRS. On December 21, 2016, Sabra Phoenix Wisconsin, filed Proof of Claim No. 16 in the Debtors' case, claiming not less than $17,773,439. The Proof of Claim contains an addendum detailing the calculation of the stated amount and, further, asserts "an unliquidated, unsecured amount as damages for Debtors' pre-petition breach of the Option Agreement." The Debtors objected to Sabra's Proof of Claim No. 16. The objection focuses on the claim for additional sums related to the Option. The Court concludes that Sabra Phoenix Wisconsin is not entitled to an additional claim for the Debtor's alleged breach of the Option Agreement. The Court finds that the Option Agreement was inextricably linked to the Loan Agreement and served merely as additional security for the Loan transaction. The Court explains that the Loan Agreement was not effective until Sabra Phoenix Wisconsin and the Debtor entered into the Option Agreement. Thus, the Court maintains that there was no enforceable Loan Agreement until the Parties executed the Option Agreement. Under these circumstances, despite the presence of the Debtor's ability to "Put" the Facility to Sabra Phoenix Wisconsin, the Court finds the purpose of the Option Agreement was to satisfy a condition precedent to closing the Loan. Thus, the Option Agreement stands as additional security for the Loan transaction. The Court further finds a lack of consideration for the Second Amendment, that the Option was unconscionable, and that the Option impermissibly clogged the Debtor's right of redemption. Contrary to the Debtor's theory of the case, the Option did not expire upon Sabra Phoenix Wisconsin's failure to set a closing time. Regardless, the Court says that Sabra Phoenix Wisconsin is not entitled to damages under the Option. The Court points out that the Option and Loan were inextricably linked and intertwined. If these were two separate transactions, then the Court says consideration would have been required for the Option. However, the Court notes that there was no separate payment for the Option, only the Put feature. Even if the Put constituted consideration, it is not material to the issue before the Court because the original option term expired without exercise and the Put expired. The Court further explains that even if the Court finds the Put Option provided consideration for the Option Agreement and there were two separate transactions, it expired on May 5, 2015. Although the Parties amended the Option Agreement on May 5, 2015 to extend Sabra Phoenix Wisconsin's Call Option, but they did not extend the Debtor's Put Option. The Debtor never achieved Stabilization. Thus, the Court says that the Debtor could not exercise its Put Option. The Court finds that Sabra Phoenix Wisconsin's Call Option was set to expire within the Call Option Period, which expired 60 days after the Outside Stabilization Date of March 7, 2015 (in other words, May 5, 2015). On May 5, 2015, the Parties amended the Option Agreement to extend Sabra Phoenix Wisconsin's Call Option by linking it to the Loan Agreement's maturity date. The Parties' Third Modification of the Loan Agreement defines Maturity Date as, the earlier to occur of: (i) in the event that Sabra Phoenix Wisconsin (or its Affiliate) elects to purchase the Facility pursuant to the Option Agreement, the Purchase Closing Date for the Facility, or (ii) any earlier date on which the Loan will be required to be paid in full, whether by acceleration or otherwise, or Borrower elects to prepay the Loan in full. As such, Sabra Phoenix Wisconsin argues that since it is not seeking foreclosure or specific performance, the Debtor's right of redemption is not implicated. In addition, Sabra Phoenix Wisconsin explains that the Option Agreement was crafted in such a way that in the event it foreclosed on the Property, the Call Option Period would have terminated. In that case, Sabra Phoenix Wisconsin would have been barred from exercising its Call Option before the Debtor could redeem the property. The Court explains that the Third Modification tied the Maturity Date to the Purchase Closing Date upon Sabra Phoenix Wisconsin's exercise of its Call Option, which means that once Sabra Phoenix Wisconsin exercised its Call rights, the Loan matured on the Purchase Closing Date, effectively "clogging" the Debtor's ability to purchase the Facility without infringing upon Sabra Phoenix Wisconsin's Call rights. Thus, the Court finds that by linking the Loan Agreement's Maturity Date with the Call Option, the Option Agreement impermissibly clogged the Debtor's right of redemption. The Debtor contends the Option Agreement is unconscionable because it contemplates a windfall in favor of Sabra since Sabra could then recover under both the Option Agreement and the Loan. Whether under the original time period or the extended call period, the Debtor would be obligated to repay the Loan in the amount of $16,079,105 and transfer title to property valued at $13 million. The return on investment for Sabra Phoenix Wisconsin was $29,079,104, or, put another way, in excess of 100%. As such, the Court determines that the Debtor had no real power and the benefits were unreasonably favorable to Sabra Phoenix Wisconsin. A ROI in excess of 100% in approximately three years or less is the stuff that dreams are made of. The Court concludes there was an extreme imbalance of relative bargaining power considering that the Debtor urgently needed financing to repay the construction loan and there were no apparent alternative providers of financing available. Although the Court cannot conclude there was procedural unconscionability, the Court finds these terms commercially unreasonable. In one respect, the Court maintains that the Option Agreement is unconscionable because the terms are unreasonably favorable to Sabra Phoenix Wisconsin, which in effect, allow Sabra Phoenix Wisconsin to capitalize twice on the same transaction. A full-text copy of the Memorandum Decision dated August 14, 2017, is available at https://is.gd/e4T2ek from Leagle.com. First Phoenix-Weston, LLC, Debtor, represented by Justin M. Mertz, Michael Best & Friedrich LLP, Ian A.J. Pitz, Michael Best & Friedrich LLP & Ann Ustad Smith. U.S. Trustee's Office, U.S. Trustee, represented by Debra L. Schneider, Office of the U.S. Trustee & Thomas P. Walz, Office of the U.S. Trustee. About First Phoenix-Weston First Phoenix-Weston, LLC, and FPG & LCD, L.L.C., were formed in 2010 to organize, develop, and manage an assisted living and skilled nursing care facility near three major regional hospitals in Central Wisconsin including St. Clare's Hospital, which is just a block away. The Facility combines an assisted living facility together with a skilled nursing facility in a resort-like atmosphere for its patients. The business is commonly known as the "Stoney River" assisted living and rehab. The Facility is comprised of two integrated businesses: a 35-unit skilled nursing rehabilitation center (commonly referred to as the skilled nursing facility, or "SNF"), and a 60- unit assisted living facility (the "ALF"). First Phoenix-Weston, LLC, and FPG & LCD, L.L.C., filed Chapter 11 bankruptcy petitions (Bankr. W.D. Wisc. Case Nos. 16-12820 and 16-12821) on Aug. 15, 2016. The petitions were signed by Philip Castleberg, as part-owner. The Debtors estimate assets and liabilities in the range of $10 million to $50 million. Michael Best & Friedrich LLP serves as counsel to the Debtors. FORESIGHT ENERGY: Paid a Dividend of $0.0647 Per Common Unit ------------------------------------------------------------ Foresight Energy LP issued a notice on Sept. 1, 2017, to the holders of warrants to acquire newly issued common units of the Company disclosing that (i) the Company paid a dividend to the holders of its common units in an amount equal to $0.0647 per common unit, and (ii) as a result of the payment of the Dividend, the Company adjusted the exercise price applicable to the Warrants and number of common units issuable upon the exercise of each Warrant. The Exercise Price of each Warrant decreased to $0.8800 and the Number Issuable increased to 13.0. A full-text copy of the Notice is available for free at https://is.gd/zAuTnm About Foresight Energy Foresight Energy L.P. mines and markets coal from reserves and operations located exclusively in the Illinois Basin. As of Dec. 31, 2015, the Company has invested over $2.3 billion to construct state-of-the-art, low-cost and highly productive mining operations and related transportation infrastructure. The Company controls over 3 billion tons of proven and probable coal in the state of Illinois, which, in addition to making the Company one of the largest reserve holders in the United States, provides organic growth opportunities. The Company's reserves consist principally of three large contiguous blocks of uniform, thick, high heat content (high Btu) thermal coal which is ideal for highly productive long-wall operations. Thermal coal is used by power plants and industrial steam boilers to produce electricity or process steam. Foresight reported a net loss of $178.6 million in 2016 following a net loss of $38.68 million in 2015. As of June 30, 2017, Foresight had $2.82 billion in total assets, $1.94 billion in total liabilities and $872.04 million in total partners' capital. * * * In March 2017, the TCR reported that S&P Global Ratings affirmed its 'B-' corporate credit rating on Foresight Energy L.P. The rating outlook is revised to stable from negative. As reported by the TCR on March 6, 2017, Moody's Investors Service upgraded Foresight Energy L.P.'s Corporate Family Rating (CFR) to 'B3' from 'Caa1', and its probability of default rating (PD) to 'B3-PD' from 'Caa1-PD'. "The upgrade reflects the improved industry conditions and the company's solid contracted position, which drives Moody's expectations that Debt/ EBITDA, as adjusted, will decline from 5.9x at September 30, 2016 to roughly 4.5x by the end of 2017", says Anna Zubets-Anderson, the lead analyst for Foresight. The TCR reported by the TCR on March 3, 2017, that Fitch Ratings has assigned a first-time Long-Term Issuer Default Rating (IDR) of 'B-' to Foresight Energy LP and Foresight Energy LLC. Foresight Energy LLC's new senior secured first lien term loan and new revolving credit facility ratings are 'B+/RR2' and the new second lien notes rating is 'CCC/RR6'. The facilities are to be guaranteed by Foresight Energy LP. FOREVERGREEN WORLDWIDE: Delays June 30 Form 10-Q Filing ------------------------------------------------------- ForeverGreen Worldwide Corporation was unable, without unreasonable effort and expense, to file the Form 10-Q for the period ended June 30, 2017, within the prescribed time period due to its difficulty in obtaining and completing the financial and other information required for that report, according to a Form 12b-25 filed with the Securities and Exchange Commission. About ForeverGreen Worldwide Orem, Utah-based ForeverGreen Worldwide Corporation is a holding company that operates through its wholly owned subsidiary, ForeverGreen International, LLC. The Company's product philosophy is to develop, manufacture and market the best of science and nature through innovative formulations as it produces and manufactures a wide array of whole foods, nutritional supplements, personal care products and essential oils. For the year ended Dec. 31, 2016, ForeverGreen reported a net loss of $5.90 million on $40.27 million of net total revenues for the year ended Dec. 31, 2016, compared to a net loss of $2.62 million on $67.12 million of net total revenues for the year ended Dec. 31, 2015. Sadler, Gibb & Associates, LLC, in Salt Lake City, UT, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has suffered net losses since inception and has accumulated a significant deficit. These factors raise substantial doubt about its ability to continue as a going concern. FOUNDATION HEALTHCARE: Seeks to Retain William Moore as CFO ----------------------------------------------------------- Foundation Healthcare, Inc. and University General Hospital, LLC have filed an application seeking approval from the U.S. Bankruptcy Court for the Northern District of Texas to retain William Moore. Mr. Moore, a consultant for Spectrum Health Partners LLC, will continue to serve as chief financial officer of Foundation Healthcare. He has served as CFO since December 19 last year. Mr. Moore will not be involved directly in administering the bankruptcy cases, according to the application. In the same filing, the companies also asked the court to approve the post-petition fees and expenses previously paid to Spectrum in the ordinary course of business. Since the petition date, the firm received payments from the companies, which include $13,003.62 paid on August 3, and $15,300 paid on August 21. Currently, there is no outstanding balance for the firm's services. Mr. Moore disclosed in a court filing that he and his firm do not hold any adverse interest. The firm can be reached through: William Moore Spectrum Health Partners, LLC 109 International Dr Franklin, TN 37067 Tel: 615-778-4650 E-mail: wmoore@spectrumhpllc.com About University General Hospital and Foundation Healthcare University General Hospital LLC was a 69-bed health care facility located at 7501 Fannin Street, Suite 100 Houston, Texas. Prior to its closure in January 2017, University General Hospital offered a full array of equipment and services including inpatient and outpatient medical treatments and surgeries. Foundation Healthcare Inc., a publicly traded Oklahoma corporation, was in the business of owning and managing facilities which operated in the surgical segment of the healthcare industry. It has ceased to conduct business operations and has no employees. Foundation Healthcare currently only has a contracted interim Chief Financial Officer and a contracted Chief Restructuring Officer, and one part time assistant. University General Hospital, doing business as Foundation Surgical Hospital of Houston, and its affiliate Foundation Healthcare filed Chapter 11 petitions (Bankr. N.D. Tex. Case Nos. 17-42570 and 17-42571) on June 21, 2017. The petitions were signed by Richard Zahn, manager. The cases are jointly administered before Judge Russell F. Nelms with Foundation Healthcare's case as the lead. The Debtors are represented by Vickie L. Driver, Esq., at Husch Blackwell LLP. The Debtors hire Michael S. Miller of Ankura Consulting Group, LLC, as chief restructuring officer. The Debtors employed Eide Bailly LLP, as accountant and Donlin, Recano & Company, Inc., as their claims and noticing agent. At the time of filing, University General disclosed $1 million to $10 million in assets and $1 million to $50 million in liabilities. Foundation Healthcare disclosed $1 million to $10 million in assets and liabilities. University General Hospital, Inc., previously sought bankruptcy protection (Bankr. S.D. Tex. Case No. 15-31097) on Feb. 27, 2015. Foundation HealthCare completed its acquisition of University General Hospital in January 2016. Foundation HealthCare purchased the facility for $33 million in a court-approved sale. FULLCIRCLE REGISTRY: Long Resigns, Friedman is New CFO ------------------------------------------------------ Matthew Long resigned as chief financial officer, secretary and treasurer of FullCircle Registry, Inc., effective Aug. 31, 2017. Mr. Long is working closely with the Company to ensure a smooth transition of his responsibilities and will continue to do so until Oct. 31, 2017. Also, Mr. Long may be asked to remain in a consulting position throughout the remainder of calendar year 2017. The Board of Directors appointed Leigh Friedman to serve as chief financial officer, secretary and treasurer. Mr. Friedman currently resides in Meridian, Idaho. Prior to 2011, Leigh served as the general manager of the Georgetown 14 Cinemas in Indianapolis. Mr. Friedman also was the former owner & general manager of The Movie Buff Theater, which he opened in Indianapolis in 2011. The theater was later sold to Studio Movie Grill, after Mr. Friedman revived it operationally. The Company believes Mr. Friedman's knowledge of theater operations and marketing will be of great assistance to FullCircle moving forward. About FullCircle Registry Shelbyville, Kentucky-based FullCircle Registry, Inc. -- http://www.fullcircleregistry.co/-- targets the acquisition of small profitable businesses. FullCircle Registry is a holding company with three subsidiaries: FullCircle Entertainment, Inc., FullCircle Insurance Agency, Inc., and FullCircle Prescription Services, Inc. FullCircle's fully-owned subsidiary, FullCircle Entertainment, Inc., operates the Georgetown 14 Cinemas movie theater in Indianapolis, Indiana. The theater is currently transitioning to a new "Dine-in-Cinema LITE" business model. New food, recliner chairs and special events. Targeted completion is June, 2017. FullCircle Registry reported a net loss of $1.07 million on $1.08 million of revenues for the year ended Dec. 31, 2016, compared with a net loss of $695,700 on $1.14 million of revenues for the year ended Dec. 31, 2015. As of June 30, 2017, FullCircle had $4.44 million in total assets, $6.92 million in total liabilities and a total stockholders' deficit of $2.48 million. Somerset CPAs, P.C., issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016. The Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern, the auditors noted. FUNCTION(X) INC: Common Stock Will be Delisted from Nasdaq ---------------------------------------------------------- The Nasdaq Stock Market announced Aug. 30, 2017, that it will delist the common stock of Function(x) Inc. Function(x) Inc.'s stock was suspended on June 22, 2017, and has not traded on Nasdaq since that time. Nasdaq will file a Form 25 with the Securities and Exchange Commission to complete the delisting. The delisting becomes effective ten days after the Form 25 is filed. About Function(x) Based in New York, FunctionX Inc (NASDAQ:FNCX) is a diversified media and entertainment company. The Company conducts three lines of businesses, which are digital publishing through Wetpaint.com, Inc. (Wetpaint) and Rant, Inc. (Rant); fantasy sports gaming through DraftDay Gaming Group, Inc. (DDGG), and digital content distribution through Choose Digital, Inc. (Choose Digital). Wetpaint is a media channel reporting original news stories and publishing information content covering television shows, music, celebrities, entertainment news and fashion. Choose Digital is a business-to-business platform for delivering digital content. DDGG is a business-to-business operator of daily fantasy sports. The Company's digital publishing business also includes Rant, which is a digital publisher that publishes original content in over 13 verticals, such as in sports, entertainment, pets, cars and food. Function(x) incurred a net loss of $63.68 million for the year ended June 30, 2016, compared to a net loss of $78.53 million for the year ended June 30, 2015. As of Dec. 31, 2016, Function(x) had $31.80 million in total assets, $27.94 million in total liabilities and $3.85 million in total stockholders' equity. BDO USA, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2016, citing that the Company has suffered recurring losses from operations and at June 30, 2016, has a deficiency in working capital that raise substantial doubt about its ability to continue as a going concern. FUNCTION(X) INC: Missed $934K Installment Payment to Stockholders ----------------------------------------------------------------- As reported on its Current Report on Form 8-K filed on July 26, 2017, Function (x) Inc., entered into an Amendment and Mutual Release Agreement, dated as of July 19, 2017, with all holders of the Company's Series G Preferred Stock other than (i) affiliates of Robert FX Sillerman, the Company's executive chairman and chief executive officer, and (ii) the law firm that served as outside counsel to the Company in connection with the offering of the Series G Preferred Stock. Pursuant to the terms of the Agreement, the Company agreed to make a cash payment to each of the Holders in an aggregate amount equal to 90 percent of each such Holder's investment in the Company's Series G Preferred Stock (such Cash Payment to be made in four equal installments according to and in accordance with the terms of the Agreement). As also reported on the Current Report on Form 8-K filed on July 26, 2017, simultaneously with execution of the Agreement, Sillerman executed a Personal Guaranty, dated as of even date therewith, for the benefit of the Holders, guaranteeing the punctual payment, performance and observance when due, of each Installment Payment and all other sums due from the Company to the Holders arising under the Agreement. According to the terms of the Guaranty, if the Company was to fail to make any Installment Payment as required by the terms of the Agreement, notice of any such Missed Payment Default would be made to Sillerman by the Holders. If the missed Installment Payment were to be made by Sillerman within 10 ten days of the Missed Payment Default Notice, then the Company would no longer be deemed to be in default under the Agreement, and that Installment Payment will be deemed to have been timely paid by the Company. An Installment Payment of $934,362 was due and payable to the Holders under the Agreement on Aug. 28, 2017. The Company was unable to make such Installment Payment as required by the terms of the Agreement. A Missed Payment Default Notice was provided to Sillerman on Aug. 29, 2017, by the Holders pursuant to the Personal Guaranty. Sillerman has until Sept. 7, 2017, to make such payment. If the payment is so made, then the Installment Payment will be deemed to have been timely paid, the Company will not be deemed in default under the Agreement, and Sillerman will not be deemed to be in default under the Guaranty. Under the terms of the Agreement, if any Installment Payment remains unpaid by such date, all remaining unpaid Installment Payments (currently totaling $2,803,086 in the aggregate) are immediately due and payable by the Company and the releases given by the Holders pursuant to the Agreement are voided and will have no legal effect. About Function(x) Based in New York, FunctionX Inc (NASDAQ:FNCX) is a diversified media and entertainment company. The Company conducts three lines of businesses, which are digital publishing through Wetpaint.com, Inc. (Wetpaint) and Rant, Inc. (Rant); fantasy sports gaming through DraftDay Gaming Group, Inc. (DDGG), and digital content distribution through Choose Digital, Inc. (Choose Digital). Wetpaint is a media channel reporting original news stories and publishing information content covering television shows, music, celebrities, entertainment news and fashion. Choose Digital is a business-to-business platform for delivering digital content. DDGG is a business-to-business operator of daily fantasy sports. The Company's digital publishing business also includes Rant, which is a digital publisher that publishes original content in over 13 verticals, such as in sports, entertainment, pets, cars and food. Function(x) incurred a net loss of $63.68 million for the year ended June 30, 2016, compared to a net loss of $78.53 million for the year ended June 30, 2015. As of Dec. 31, 2016, Function(x) had $31.80 million in total assets, $27.94 million in total liabilities and $3.85 million in total stockholders' equity. BDO USA, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2016, citing that the Company has suffered recurring losses from operations and at June 30, 2016, has a deficiency in working capital that raise substantial doubt about its ability to continue as a going concern. FYNDERS INC: Wants to Use Rockland Trust, et al.'s Cash Collateral ------------------------------------------------------------------ Fynders, Inc., asks for authorization from the U.S. Bankruptcy Court for the District of Massachusetts to use cash collateral of secured creditor Rockland Trust Company, the Internal Revenue Service and the Massachusetts Department of Revenue. A copy of the Debtor's Motion is available at: http://bankrupt.com/misc/mab17-40400-105.pdf About Fynders, Inc. Fynders, Inc., runs restaurant located in West Boylston, Massachusetts operating under the name Finders Pub. Finders is located next door to its affiliated restaurant, Keepers, Inc., which does business as Keepers Pub. On June 23, 2010, Fynders and Keepers filed jointly administered petitions under Chapter 11 of the Bankruptcy Code, In re Fynders, Inc., 10-43170 and In re Keepers, Inc., 10-43171. The Court confirmed the Debtors' Combined Plan of Reorganization and Disclosure Statement on Dec. 21, 2010. Due to additional financial difficulties, Fynders, Inc., and Keepers again sought Chapter 11 protection (Bankr. D. Mass. Case No. 17-40400) on March 7, 2017. The petitions were signed by Kathleen McCormick, president. At the time of filing, Fynders disclosed $139,750 in total assets and $2.21 million in total liabilities. The cases are assigned to Judge Christopher J. Panos. David B. Madoff, Esq., at Madoff & Khoury LLP, is serving as counsel to the Debtors. Patrick J. Crowley of Hershman Fallatrom & Crowley, Inc., is the Debtors' accountant. An official creditors' committee has not been appointed in the cases. GENON ENERGY: Seeks Court Approval of Cash Incentive Plan --------------------------------------------------------- BankruptcyData.com reported that GenOn Energy filed with the U.S. Bankruptcy Court a motion for entry of an order authorizing and approving the Debtors' cash incentive plan. The motion explains, "To incentivize the Participants, the Cash Incentive Plan provides for a variable cash award (a) earned upon entry into definitive documentation for any Sale Transaction during a Participant's employment term (and payable subject to the closing of such Sale Transaction) (a 'Sale Bonus'); and (b) earned and payable upon the conclusion of a 90-day period following the Effective Date of the Plan (the 'VWAP Period') for measuring the achievement of certain performance objectives that increase distributable value under the Plan to Holders of GenOn Notes Claims (a 'Value Creation Bonus' and, together with a Sale Bonus, a 'Cash Incentive Bonus'). The size of the Sale Pool will vary depending on the aggregate amount of Sale Proceeds received. Importantly, however, the percentage of Sale Proceeds reserved for the Sale Pool will remain constant at 0.425% regardless of the amount of Sale Proceeds ultimately generated to afford the Debtors maximum flexibility in conducting the sale process, which may include multiple Sale Transactions at varying price points . . . . The size of the Value Creation Pool will vary depending on the aggregate amount of Value Creation above a baseline recovery threshold for Holders of GenOn Notes Claims under the Plan. This baseline recovery (the 'Threshold Plan Recovery') is based on the total distributable value to Holders of Allowed GenOn Notes Claims under the Plan assuming a 68 percent recovery on account of such claims (i.e., approximately $1.275 billion). Value Creation will be measured based on the market adjusted enterprise value (the 'Market AEV') of the Reorganized Debtors above the Threshold Plan Recovery during the VWAP Period." 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. GIUSEPPI DE RISI: Foreign Rep. Selling Lauderhill Property for $83K ------------------------------------------------------------------- Ronald Gagdon, agent for the foreign representative of Deloitte Restructuring, Inc., asks the U.S. Bankruptcy Court for the Southern District of Florida to authorize the sale of real property located at 3591 Environ Boulevard, A205, Lauderhill, Florida, to Arthur J. Allen Revocable Trust for $83,000. The Court issued an Order Granting Application to Employ Paul Bilodeau as Real Estate Broker on March 10, 2017 and an Order Granting Motion to Approve Procedures for the Sale of Certain Real Property on April 6, 2017, and the Property was listed for sale immediately thereafter. It ordered that the price should be listed for sale for a cash buyer at the price of $85,000, however after several months on the market, the Broker received only five offers to purchase the property each less than $60,000 each. On July 7, 2017, the Broker received an offer to purchase the Property for $83,000, which is just $2,000 less than the expected $85,000. The Foreign Representative has determined that it is in the best interest of the bankruptcy estate to accept this offer to avoid incurring additional interest, condominium maintenance and other costs related to maintaining the property while waiting for a better offer. Otherwise, the proposed sale meets all of the other procedures approved by the Court. The Court ruled in its Canadian Proceeding Order that interested parties were provided with sufficient notice of the Petition and these proceedings. The Order also granted the Foreign Representative the rights, powers, protections, privileges and immunities of a trustee in a bankruptcy in the United States. The mortgages and other liens and other encumbrances relating to the Property are: a. Mortgage by the Debtor's company J&LDR, LLC, a Florida limited liability company in favor of M&M Private Lending Group, LLC, a Florida limited liability company ("Lender") recorded on Dec. 24, 2014 in Official Records Book 51344 at Page 539 of Broward County, Florida. b. Assignment of Rents, Leases, Proﬁts and Contracts in favor of the Lender recorded in Ofﬁcial Records Book 51344 at Page 557 of Broward County, Florida. c. UCC-I Financing Statement in favor of the Lender recorded in Official Records Book 51344 at Page 564 of Broward County, Florida. d. Lis Pendens filed in the case styled Lakes of Environ Condominium Association, Inc. v. J & LDR, LLC, Broward County case number CACE 17-001888 recorded in the Official Records of Broward County, Florida as Instrument Number 1 14183966 and the Final Judgment of Foreclosure for the same case recorded as Instrument Number 114367075. e. 2016 Broward county property taxes. The salient terms of the Contract are: a. Anything and everything on the Property will be purchased as is where is, free and clear of all liens, claims and encumbrances. b. The purchase price will be $83,000. c. The transaction will close no later than 15 days after the entrance of an Order authorizing the sale by the Court. d. The Purchaser will pay cash for the Property with no financing contingency. e. The Purchaser has executed the Court's approved General Terms and Conditions of Sale which was incorporated into the Contract and in which the Purchaser has acknowledged that the sale of the Property is conditioned upon the entry of an Order of the Court authorizing the sale. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Giuseppi_De_Risi_33_Sales.pdf The sales proceeds will be distributed to the Foreign Representative to fund the payments of the Foreign Main Proceeding. The Foreign Representative asks authority to disburse the sales proceeds from the sale of the Property pursuant to the Foreign Main Proceeding and any other applicable order. The Foreign Representative further asks the Court to waive the stay requirement enumerated in Rule 6004(h) of the Federal Rule of Bankruptcy Procedure, such that entry of an order approving the Motion will not be subject to an automatic 14-day stay. About Giuseppi De Risi Giuseppi De Risi, also known as Joseph De Risi, and Lucrezia De Risi in the Foreign Main Proceeding are the sole members of J&LDR, LLC, an administratively dissolved Florida limited liability company. J&LDR is the owner of the property located at 3591 Environ Boulevard, A205, Lauderhill, Florida. On Oct. 28, 2016, Ronald Gagdon, agent for foreign representative of Deloitte Restructuring, Inc., filed a Chapter 15 Petition for debtor Giuseppi De Risi to seek recognition of a Canadian proceeding. The Order Recognizing Canadian Proceeding as Foreign Main Proceeding and Granting Relief in Aid Thereof ("Canadian Proceeding Order") was granted on Jan. 9, 2017. Paul Bilodeau was appointed as Real Estate Broker on March 10, 2017. Counsel for the Foreign Representative: Dean J. Trantalis, Esq. TRANTALIS AND ASSOCIATES 2301 Wilton Drive, Ste. C1-A Wilton Manors, FL 33305 Telephone: (954) 566-2226 E-mail: dean@trantalis.com brian@trantalis.com GLOBAL SOLUTIONS: Has Court's Final Nod to Use Cash Collateral -------------------------------------------------------------- The Hon. Dwight H. Williams, Jr., of the U.S. Bankruptcy Court for the Middle District of Alabama has entered an agreed final order permitting Global Solutions & Logistics, LLC's use of cash collateral incident to expenses incurred in the normal course of business. The Debtor may use cash collateral to pay post-petition expenses that have been incurred by the Debtor in the ordinary course of business and are reasonably necessary, including Debtor's bi-weekly payroll. The Debtor will pay all tax withholdings and other payments coincidental with the payment of payroll. SunTrust and Commercial Credit Group, Inc., are granted post-petition liens in cash collateral in the same priority as existed prior to the filing of the Debtor's petition. The post-petition liens are to protect SunTrust and CCG to the extent of any diminution in the value of its collateral on account of this court order; provided, however, that under no circumstance will the Debtor diminish cash collateral (defined for purposes of this section as the sum of cash, deposit accounts, and collectible accounts receivable) below $250,000. The Debtor will make adequate protection payments to SunTrust and CCG in accordance with the adequate protection orders previously entered. To the extent that a conflict arises between this court order and the adequate protection orders of SunTrust or CCG, as the case may be, the relevant adequate protection order will govern with respect to SunTrust or CCG. A copy of the court order is available at: http://bankrupt.com/misc/almb17-31659-89.pdf As reported by the Troubled Company Reporter on June 19, 2017, the Debtor asked for permission to use of SunTrust's cash collateral through June 30, 2017. About Global Solutions Alexanders Industrial Services in Phenix City, AL -- http://www.alexandersservices.com/-- is a veteran owned business that provides a full line of industrial services and cleaning, environmental services, and mechanical contracting to commercial clients, industrial facilities, and municipalities throughout the Southeast. Global Solutions & Logistics, LLC, dba Alexanders Industrial Services, dba A.I.S. filed a Chapter 11 petition (Bankr. M.D. Ala. Case No. 17-80775) on June 10, 2017. The petition was signed by Keith Williams, chief financial officer. The case is assigned to Judge Dwight H. Williams Jr. The Debtor is represented by William Wesley Causby, Esq., at Memory & Day. At the time of filing, the Debtor estimated less than $50,000 in assets and $1 million to $10 million in liabilities. No trustee or examiner has been appointed to date in the case. GLYECO INC: Incurs $902K Net Loss in Second Quarter --------------------------------------------------- Glyeco Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $902,226 on $2.91 million of net sales for the three months ended June 30, 2017, compared to a net loss of $1.04 million on $1.31 million of net sales for the three months ended June 30, 2016. For the six months ended June 30, 2017, GlyeCo reported a net loss of $2.01 million on $5.20 million of net sales compared to a net loss of $1.84 million on $2.75 million of net sales for the six months ended June 30, 2016. As of June 30, 2017, GlyeCo had $14.04 million in total assets, $9.75 million in total liabilities and $4.29 million in total stockholders' equity. For the six months ended June 30, 2017, and 2016, net cash used in operating activities was $1,546,034 and $1,373,535, respectively. The increase in cash used in operating activities is due to the increase in the Company's net loss as well as significant period over period changes in accounts receivables, inventories and accounts payable and accrued expenses. For the six months ended June 30, 2017, the Company used $649,613 in cash for investing activities, compared to the $295,305 used in the prior year's period. These amounts were comprised primarily of capital expenditures for equipment. For the six months ended June 30, 2017, $859,238 was provided by financing activities, compared to the $2,814,937 provided in the prior year's period. The 2016 amount is primarily comprised of the February rights offering. The 2017 amount is primarily comprised of the exercise of warrants and proceeds from a sale-leaseback, partially offset by the repayment of debt, including the 5% Notes. As of June 30, 2017, the Company had $3,345,485 in current assets, including $77,590 in cash, $1,326,549 in accounts receivable and $1,527,802 in inventories. Cash decreased from $1,413,999 as of Dec. 31, 2016, to $77,590 as of June 30, 2017, primarily due to cash used in operations. As of June 30, 2017, the Company had total current liabilities of $5,550,890, including accounts payable and accrued expenses of $1,691,546. As of June 30, 2017, the Company had total non-current liabilities of $4,200,450, consisting primarily of the non-current portion of its notes payable and capital lease obligations. As of June 30, 2017, the Company has yet to achieve profitable operations and is dependent on its ability to raise capital from stockholders or other sources to sustain operations and to ultimately achieve profitable operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. "Our plans to address these matters include achieving profitable operations, raising additional financing through offering our shares of the Company's capital stock in private and/or public offerings of our securities and through debt financing if available and needed," said the Company. "There can be no assurances, however, that the Company will be able to obtain any financings or that such financings will be sufficient to sustain our business operation or permit the Company to implement our intended business strategy. We plan to achieve profitable operations through the implementation of operating efficiencies at our facilities and increased revenue through the offering of additional products and the expansion of our geographic footprint through acquisitions, broader distribution from our current facilities and/or the opening of additional facilities." A full-text copy of the Form 10-Q is available for free at: https://is.gd/fatU5O About GlyEco, Inc. Phoenix, Ariz.-based GlyEco -- http://www.glyeco.com/-- is a specialty chemical company, leveraging technology and innovation to focus on vertically integrated, eco-friendly manufacturing, customer service and distribution solutions. The Company's eight facilities, including the recently acquired 14-20 million gallons per year, ASTM E1177 EG-1, glycol re-distillation plant in West Virginia, deliver superior quality glycol products that meet or exceed ASTM quality standards, including a wide spectrum of ready to use antifreezes and additive packages for antifreeze/coolant, gas patch coolants and heat transfer fluid industries, throughout North America. Glyeco reported a net loss of $2.26 million on $5.59 million of net sales for the year ended Dec. 31, 2016, compared to a net loss of $12.45 million on $7.36 million of net sales for the year ended Dec. 31, 2015. KMJ Corbin & Company LLP, in Costa Mesa, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has experienced recurring losses from operations, has negative operating cash flows during the year ended Dec. 31, 2016, has an accumulated deficit of $36,815,063 as of Dec. 31, 2016, and is dependent on its ability to raise capital. These factors raise substantial doubt about the Company's ability to continue as a going concern. GOODWILL INDUSTRIES: Has Interim OK to Use Cash Collateral ---------------------------------------------------------- The Hon. Bruce T. Beesley of the U.S. Bankruptcy Court for the District of Nevada has granted Goodwill Industries of Southern Nevada, Inc., authorization to use cash collateral through Sept. 1, 2017. A hearing to consider the Debtor's continued use of cash collateral was held on Aug. 30, 2017. As reported by the Troubled Company Reporter on Sept. 4, 2017, the Debtor sought court authorization to use cash collateral until Sept. 1, 2017. The Debtor requested authorization from the indenture trustee U.S. Bank National Association to use the cash collateral in the operation of the business, and the Indenture Trustee has required that the Debtor entering into a stipulation. The Indenture Trustee is granted additional and replacement valid, binding, enforceable, non-avoidable, and automatically perfected postpetition security interests in and liens, without the necessity of the execution by the Debtor of security agreements, control agreements, pledge agreements, financing statements, mortgages, or other similar documents, on all property, whether now owned or hereafter acquired or existing and wherever located, of the Debtor and the Debtor's estate. As further adequate protection, the Indenture Trustee is granted an allowed administrative expense claim in the case ahead of and senior to any and all other administrative expense claims in cases to the extent of any postpetition diminution in value. A copy of the Order is available at: http://bankrupt.com/misc/nvb17-14398-60.pdf About Goodwill Industries Founded in 1975 and headquartered in North Las Vegas, Nevada, Goodwill of Southern Nevada -- http://www.goodwill.vegas-- is a registered 501(c)(3) nonprofit, accepts the communities' gifts in the form of donated goods and sells those items to provide free job training and placement services for unemployed locals. In 2016, Goodwill of Southern Nevada served the job training needs of 14,465 and directly placed 3,004 individuals into local jobs. Goodwill also makes a significant impact on the environment through recycling and reuse practices. In 2016, there were 873,624 generous donors of goods who helped Goodwill divert over 26 million pounds from its local landfills. Goodwill Industries of Southern Nevada, Inc. -- d/b/a Goodwill of Southern Nevada, Goodwill Deja Blue Boutique, Goodwill Store/Donation Center, Goodwill Clearance Center, Goodwill Select, and Goodwill Donation Center -- filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 17-14398) on Aug. 11, 2017, estimating its assets and debts at between $10 million and $50 million. The petition was signed by John Hederman, interim chief executive officer. Judge Bruce T. Beeley presides over the case. Zachariah Larson, Esq., at Larson & Zirzow, LLC, serves as the Debtor's bankruptcy counsel. GRAND VIEW FINANCIAL: Taps Levene Neale as Legal Counsel -------------------------------------------------------- Grand View Financial LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Levene, Neale, Bender, Yoo & Brill LLP 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 the preparation of a plan of reorganization; and advise the Debtor regarding any potential sale of its properties. The hourly rates charged by the firm for the services of its attorneys range from $375 to $595. Paraprofessionals charge $250 per hour. Prior to the petition date, the Debtor provided the firm a retainer of $100,000 for pre-bankruptcy planning and payment of the filing fee. Todd Arnold, Esq., the attorney who will be handling the case, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Levene can be reached through: Todd M. Arnold, Esq. Levene, Neale, Bender, Yoo & Brill LLP 10250 Constellation Blvd., Suite 1700 Los Angeles, CA 90067 Tel: (310) 229-1234 Fax: (310) 229-1244 Email: tma@lnbyb.com About Grand View Financial LLC Grand View Financial LLC is a Wyoming limited liability company, which is in the business of acquiring distressed real property. The Debtor was formed in 2015. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 17-20125) on August 17, 2017. Steve Rogers, managing member, signed the petition. At the time of the filing, the Debtor disclosed $29.88 million in assets and $39.71 million in liabilities. Judge Julia W. Brand presides over the case. GREENLEAF BULK: May Use Cash Collateral Through Oct. 31 ------------------------------------------------------- The Hon. Jerry C. Olshue, Jr., of the U.S. Bankruptcy Court for the Southern District of Alabama has entered an interim order authorizing the use of cash collateral through Oct. 31, 2017. The Debtor acknowledges and admits it owes, without defense, offset or counterclaim, these prepetition secured obligations to People's United Equipment Finance Corp. through the Petition Date: i. PUEFC Note - 76572 $147,609.21 ii. PUEFC Note - 76613 $1,414.35 iii. PUEFC Note - 76709 $260,035.37 iv. PUEFC Note - 77199 $51,577.03 v. PUEFC Note - 77950 $76,862.82 vi. PUEFC Note - 82823 $491,035.23 vii. PUEFC Note - 87468 $131,022.48 The obligations of the Debtor to PUEFC are secured by: (i) first priority security interest in and against numerous tractors; and (ii) first priority blanket security interest in and against all assets of the Debtor. The Debtor admits, stipulates and agrees that: a. as of the Petition Date, the Debtor was unconditionally indebted and liable to PUEFC, without defense, counterclaim or offset of any kind to the PUEFC Notes and PUEFC Prepetition Collateral, and the monies due thereunder; b. the prepetition obligations are (i) in default and (ii) constitute legal, valid, binding, non-avoidable obligations of the Debtor; c. (i) no portion of the Prepetition Obligations, and the transactions contemplated thereby is subject to contest, attack, objection, recoupment, defense, setoff, counterclaim, avoidance, recharacterization, reclassification, reduction, disallowance, recovery, disgorgement, attachment, "claim", impairment, subordination or other challenge pursuant to the U.S. Bankruptcy Code or applicable non-bankruptcy law; (ii) the Debtor irrevocably waives, any right to challenge or contest in any way the perfection, validity, priority and enforceability of the Prepetition Obligations; d. as of the Petition Date, the Debtor has not brought and is not aware of any claims, objections, challenges, causes of action, including without limitation, avoidance claims under Chapter 5 of the Bankruptcy Code against PUEFC arising out of or related to the Prepetition Obligations. PUEFC is entitled to receive adequate protection on account of its interests in the PUEFC Prepetition Collateral pursuant to sections 361 and 363 of the Bankruptcy Code. In consideration for the use of the cash collateral and the PUEFC Vehicles in addition to the other protections provided in the cash collateral court orders, the Debtor agrees to pay PUEFC the sum of $30,000 per month due on the 1st day of September, October and November 2017, respectively; and resumption of full monthly payments under the Notes each following month until the Indebtedness and all Obligations under the loan documents are fully paid. The Debtor's right to use the PUEFC Prepetition Collateral will terminate at the option of PUEFC upon the occurrence of any of these events: (i) the Debtor fails to perform any duty or obligation in this order; (ii) the Debtor at any time discontinues or is ordered to discontinue the conduct of business in the ordinary course; (iii) the Debtor's case is converted to Chapter 7 case under the Bankruptcy Code; (iv) the Debtor fails to make monthly adequate protection payments to PUEFC; or (v) the automatic stay provided in 11 U.S.C. Section 362(a) will be terminated, annulled, modified or conditioned in favor of any other creditor with respect to the Debtor's inventory and receivables upon which PUEFC claims a lien. PUEFC is granted a valid, perfected and enforceable continuing replacement lien and security interest, equivalent to a lien granted under Section 364(c) of the Bankruptcy Code, in and upon all assets of the Debtor existing on or after the Petition Date of the same nature and type as the collateral securing the PUEFC claims. As additional adequate protection, and solely to the extent of any diminution in the aggregate value of the Debtor's use of PUEFC's cash collateral, PUEFC is granted a valid, perfected and enforceable continuing supplemental lien and security interest in all of the assets of the Debtor of any kind or nature whatsoever within the meaning of section 541 of the Bankruptcy Code, whether acquired or arising prepetition or postpetition, together with all proceeds, rents, products, and profits thereof inclusive of all causes of action of any kind or nature. The assets subject to the adequate protection liens will all be in addition to all other rights of PUEFC under the loan documents, including its liens and security interests in the PUEFC Prepetition Collateral. As additional adequate protection and in consideration for the use of the cash collateral by the Debtor, PUEFC will have a super-priority administrative expense claim pursuant to Section 507(b) of the Bankruptcy Code against all assets of the estates. A copy of the interim court order is available at: http://bankrupt.com/misc/alsb17-02668-29.pdf Greenleaf Bulk Carriers, Inc., is a trucking company in the Mobile County, Alabama. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ala. Case No. 17-02668) on July 17, 2017, estimating its assets and liabilities at between $1 million and $10 million. The petition was signed by Dale Rivers, president. Judge Jerry C. Oldshue presides over the case. Robert M. Galloway, Esq., and Willis J. Garrett, Esq., at Galloway, Wettermark, Everest & Rutens, LLP, serves as the Debtor's bankruptcy counsel. GUP'S HILL PLANTATION: Sept. 7 Emergency Hearing on Disclosures --------------------------------------------------------------- Judge David R. Duncan of the U.S. Bankruptcy Court for the District of South Carolina will convene an emergency hearing on Sept. 7, 2017, at 10:00 a.m. with regard to the fifth amended disclosure statement filed by Gup's Hill Plantation, LLC. Any objection, return or response to the Disclosure Statement shall be filed on or before the hearing on Sept. 7, 2017. About Gup's Hill Gup's Hill Plantation, LLC, owns a hotel called the Edgefield Inn, commercial and residential real estate properties, and timberland properties. Gup's Hill Plantation, LLC -- aka Edgefield Inn, LLC and aka Rainsford Holdings, LLC -- filed a Chapter 11 petition (Bankr. D. S.C. Case No. 15-04386) on Aug. 18, 2015. The petition was signed by Bettis C. Rainsford, sole member. The Hon. David R. Duncan presides over the case. Carl F. Muller, Esq., at Carl F. Muller, Attorney At Law, P.A., serves as the Debtor's counsel. HAMILTON ENGINEERING: Taps Whitestar as Financial Advisor --------------------------------------------------------- Hamilton Engineering, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire a financial advisor. The Debtor proposes to employ Whitestar Management Consultants, Inc. to provide these services related to its Chapter 11 case: (a) analyze the business, operations, properties, financial condition and prospects of the Debtor in order to develop alternative strategic approaches, which may include restructuring or replacing secured and unsecured debt, the sale of assets or business, recapitalization through the private placement of subordinated debt or equity securities, or reorganization; (b) advise the Debtor on the timing and probability of success for effecting different strategic alternatives, and in determining ranges of value for different alternatives and their impact on stakeholder value and creditor claims; (c) assist the Debtor in considering the desirability of effecting a transaction, financing or reorganization, in structuring terms consistent with the Debtor's and the stakeholders' financial and strategic objectives, and in negotiating and effecting such a transaction; (d) assist the Debtor in preparing cash budgets and managing cash resources; and (e) assist the Debtor in preparing financial information to be utilized in discussions with senior lenders, landlords and other secured and unsecured creditors. The hourly rates charged by the firm are: Laxson Boyd $350 Patrick Caracciolo $350 Staff Consultants $250 Support Staff/Analysts $175 The Debtor has agreed to pay the firm a retainer in the amount of $10,000. Laxson Boyd, president of Whitestar, disclosed in a court filing that the firm and its employees do not have any interest adverse to the Debtor's estate, creditors or equity security holders. Whitestar can be reached through: Laxson T. Boyd Whitestar Management Consultants, Inc. 2600 N. Mayfair Road, Suite 1020 Milwaukee, WI 53226 Phone: 414-257-1500 About Hamilton Engineering Inc. Founded in 1981, Hamilton Engineering is a family-owned, Livonia, Michigan-based, supplier of specially designed water heating and building heat applications throughout North and South America. Hamilton Engineering, Inc. filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 17-48381) on June 3, 2017. Shareholder Christina McIlhenney signed the petition. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. The case is assigned to Judge Maria L. Oxholm. The Debtor is represented by Ernest M. Hassan, III, Esq. and Elliot G. Crowder, Esq., at Stevenson & Bullock, P.L.C. On June 16, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The Committee hired Kerr Russell and Weber, PLC, as counsel. HEBREW HEALTH: Patient Care Ombudsman Files Final Report -------------------------------------------------------- Anne Cahill Kluetsch, the Patient Care Ombudsman for Hebrew Health Care, Inc., and its affiliates, filed a Final Report before the U.S. Bankruptcy Court for the District of Connecticut, which covers the period through the Effective Date of the reorganization plan of the facilities, August 14, 2017. Since the last reporting, July 14, 2017 the PCO has made on site visits to the Hospital, Out Patient Clinic, and the Adult Day Care Center on August 6 and August 16, 2017. During these visits the PCO has observed Patient care Rounds for the Behavioral Health Unit, observed therapeutic group activities on BHU, attended the Patient care rounds that are conducted daily on the Medical Health Unit, reviewed with the internal compliance monitoring team the Action Plan for assessment and improvement that the facility has developed and acting on. The plan includes review of systems: staffing, infection prevention and control, quality performance planning, education and training, admission and discharge planning, pharmacy services and medical practice reviews. The PCO has had discussions with the VP of Development, the board President, and CEO about the going forward planning, and learned that the biggest challenge continues to be census. The PCO notes that the board and the VP of Development and Marketing have initiated activities and plans to work on enhancing census beginning with community awareness. Hebrew Healthcare announced that the Plan of Reorganization has been confirmed by the bankruptcy court. Hebrew Healthcare has determined that with the reorganization a name change is in order and from now on will be known as Hebrew Senior Care. The restructuring enables Hebrew Senior Care to operate the service lines: hospital (MHU and BHU), geriatric physician practice including dementia services, senior day care and assisted living services. At this time the PCO observes that there is a healthy transition with oversight of the Action Plan without the necessity of the external Compliance officer. The PCO notes that the Internal Corporate Compliance Officer is willing to manage the oversight with the support of the Director of Quality, the Hospital Administrator/Director of Clinical Services. The PCO finds that there continues to be a staff which displays an attitude of respect in care as it is delivered with a kind and competent manner. The PCO also observes that there is the initial process to keep effective daily rounds for safety and Infection prevention/ control, and attention to patient and family concerns. The PCO also finds that there is appropriate staffing in place based on a review of census and acuity, as well as a process and a focus on review of regulatory compliance and survey readiness. The PCO has assessed that there is a board of directors and a leadership team working together to ensure the delivery of safe care and quality services. The organization continues to operationalize structure and processes for self-improvement. The PCO observations continue to indicate that care and essential services are being maintained safely and effectively with internal self-monitoring systems established and an active board reporting. A full-text copy of the Final Report dated August 22, 2017 is available for free at https://is.gd/qAMy3F About Hebrew Health Care, Inc. Hebrew Health Care, Inc. provides management, human resources and payroll services to its three subsidiaries Hebrew Life Choices Inc., Hebrew Community Services Inc., and Hebrew Home and Hospital, Incorporated. The three provides rehabilitation services. The Debtors filed Chapter 11 petitions (Bankr. D. Conn. Case Nos. 16-21311, 16-21312, 16-21313, and 16-21314, respectively) on Aug. 15, 2016. The petitions were signed by Bonnie Gauthier, CEO. Their cases are assigned to Judge Ann M. Nevins. At the time of the filing, Hebrew Health Care estimated assets at $1 million to $10 million and liabilities at $100,000 to $500,000; Hebrew Life Choices estimated assets at $10 million to $50 million and liabilities at $10 million to $50 million; Hebrew Community Services estimated assets at $500,000 to $1 million and liabilities at $100,000 to $500,000; and Hebrew Home and Hospital estimated assets at $1 million to $10 million and liabilities at $10 million to $50 million. The Debtors are represented by Elizabeth J. Austin, Esq., at Pullman and Comley, LLC. Altman and Company, LLC and Marcum, LLP serve as financial advisor and auditor, respectively. Kroll McNamara Evans & Delehanty LLP has been tapped to perform collection services. Zangari Cohn Cuthbertson Duhl & Grello P.C. has been tapped to replace Siegel O'Connor O'Donnell Beck P.C. as labor counsel. On August 30, 2016, the U.S. Trustee for Region 2 appointed an official committee of unsecured creditors. The committee hired Zeisler & Zeisler, P.C. as its legal counsel and EisnerAmper LLP as its financial advisor. Anne Cahill Kluetsch, director and senior consultant of Kluetsch & Associates, LLC, was appointed as patient care ombudsman. Ms. Kluetsch is represented by Coan, Lewendon, Gulliver & Miltenberger, LLC. HERON THERAPEUTICS: Capital Requirements Casts Going Concern Doubt ------------------------------------------------------------------ Heron Therapeutics, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $42.80 million on $8.51 million of revenues for the three months ended June 30, 2017, compared with a net loss of $43.23 million on $nil of revenues for the same period in 2016. For the six months ended June 30, 2017, the Company listed a net loss of $93.13 million on $12.14 million of revenues, compared to a net loss of $76.67 million on $nil of revenues for the same period in the prior year. The Company's balance sheet at June 30, 2017, showed $142.37 million in total assets, $73.29 million in total liabilities, and a stockholders' equity of $69.07 million. As of June 30, 2017, the Company's accumulated deficit was $679.1 million, and it had $109.3 million in cash, cash equivalents and short-term investments. The Company expects to satisfy its future cash needs through public or private equity offerings, debt financings, strategic collaborations and licensing arrangements, or other sources of financing. The Company cannot be certain that additional funding will be available to them on acceptable terms, or at all. The Company's ability to obtain new financing may be constrained by its failure to achieve significant business objectives, covenants applicable to its Senior Secured Convertible Notes and Subordinated Secured Promissory Note, and numerous other factors. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern within one year from the date this Quarterly Report on Form 10-Q is filed with the U.S. Securities and Exchange Commission ("SEC"). A copy of the Form 10-Q is available at: https://is.gd/Gyezvx Headquartered in San Diego, Calif., Heron Therapeutics, Inc., is a biotechnology company engaged in developing pharmaceutical products for patients suffering from cancer or pain. The Company's product candidates include SUSTOL, HTX-019 and HTX-011. All of its product candidates utilize science and technology platforms, including its Biochronomer drug delivery technology. HI-LO FARMS: Caterpillar's Civil Action Administratively Closed --------------------------------------------------------------- Magistrate Judge John C. Gargiulo of the U.S. District Court for the Southern District of Mississippi grants Plaintiff Caterpillar Financial Services Corporation's motion to stay proceedings and administratively close the case captioned CATERPILLAR FINANCIAL SERVICES CORPORATION, Plaintiff, v. HI-LO FARMS, INC. and MARTHA COLE, Defendants, Civil Action No. 1:17-cv-222-HSO-JCG (S.D. Miss.). Plaintiff sought to have the instant case stayed and administratively closed "to avoid any argument that it has violated or is violating the automatic stay" in the bankruptcy court. The District Court finds that there appears to be no further reason to maintain the file as an open one for statistical purposes. The case is, therefore, stayed pending the bankruptcy action. Plaintiff is directed to move to lift the stay and reopen the case when the bankruptcy action is concluded, so that appropriate action may be taken in this case. A copy of Magistrate Judge Gargiulo's Order dated August 29, 2017, is available at https://is.gd/yjJot3 from Leagle.com. Caterpillar Financial Services Corporation, Plaintiff, represented by Dean Sterling Kidd --skid@bakerdonelson -- BAKER, DONELSON, BEARMAN, CALDWELL & BERKOWITZ, PC. About Hi-Lo Farms Inc. Hi-Lo Farms, Inc. is a privately-held company in Gulfport, Mississippi, which is engaged in farming. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 17-51239) on June 23, 2017. Martha L. Cole, president, 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. Judge Katharine M. Samson presides over the case. HOAG URGENT: Taps Keen-Summit as Investment Banker -------------------------------------------------- Hoag Urgent Care-Tustin Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire an investment banker. In a court filing, Hoag Urgent proposes to employ Keen-Summit Capital Partners LLC to provide these services to the company and its affiliates related to their Chapter 11 cases: (1) review documents related to marketing or sale the Debtors or their assets; (2) work with the Debtors and their financial advisors to develop due diligence materials, an offering memorandum, and a data room, and develop and implement a marketing plan in conjunction with the Debtors; (3) solicit offers and advise the Debtors with respect to any transaction, and assist them in negotiating and implementing the terms of a proposed transaction. (4) run any auction or overbid process in accordance with court-approved bidding procedures. (5) communicate with the Debtors and their professionals and advisors regularly regarding the status of the firm's efforts. (6) work with the Debtors' counsel and other professionals to implement transactions and advise them with respect to the review of documents or assist in resolving problems that may arise related to a proposed transaction. The transaction fees will be 5% of the gross proceeds of any transaction, unless it is closed with one of two prior prospects identified by the Debtors, in which case Keen-Summit will receive 3%, rather than 5%, of gross proceeds. The firm will also be paid a $30,000 advisory fee up-front to be credited against any transaction fee. Matthew Bordwin, managing director of Keen-Summit, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Matthew Bordwin Keen-Summit Capital Partners LLC 1460 Broadway New York, NY 10036 Tel: (646) 381-9201 Email: hbordwin@Keen-Summit.com About Hoag Urgent Care-Tustin Inc. Newport Beach, California-based Hoag Urgent Care-Tustin, Inc. and its affiliates filed Chapter 11 bankruptcy petitions (Bankr. C.D. Cal. Case No. 17-13077) on Aug. 2, 2017. The petitions were signed by Dr. Robert C. Amster, president. The Debtors disclosed that they had estimated assets and liabilities of $1 million to $10 million. Judge Theodor Albert presides over the cases. Michael T. Delaney, Esq., and Ashley M McDow, Esq., at Baker & Hostetler LLP, serve as bankruptcy counsel for the Debtors. HOLBROOK DEVELOPMENT: Disallowance of Worker's Claim Reversed ------------------------------------------------------------- Sonam Gyalpo appeals from the Bankruptcy Court's ruling in which it disallowed his claim for unpaid wages in the amount of $25,161.21 against debtor Holbrook Development Corp. In particular, Gyalpo challenges the legal standard applied by the Bankruptcy Court to determine that he was not an "employee" of the debtor. The appellant also contends that a remand is warranted to consider new evidence that appellant has uncovered in a separate litigation against debtor in which its owner and general manager purportedly contradict the debtor's position before the Bankruptcy Court. Judge Bianco rules, under de novo review, that the Bankruptcy Court did not apply the correct legal standard in determining that appellant was not an employee of the debtor. Therefore, its order is reversed and the case is remanded for further proceedings consistent with this Memorandum and Order. In the absence of any guidance from the Second Circuit regarding the applicable standard for analyzing the legal issues in the context of a bankruptcy proceeding, it appears that the Bankruptcy Court applied general, common law agency principles to determine whether appellant was an "employee" of the debtor. However, this Court concludes that the Bankruptcy Court should apply the applicable standards utilized under the Fair Labor Standards Act and the New York Labor Law, including the rules regarding the burden of proof under those statutory frameworks, in deciding appellant's claim. Thus, the Court remands to the Bankruptcy Court to apply that legal standard to the facts and, on remand, the Bankruptcy Court should also consider any new evidence on this issue presented by the appellant. The appeals case is SONAM GYALPO, Appellant, v. HOLBROOK DEVELOPMENT CORP., Appellee, No. 15-cv-5664 (SJF)(GRB) (E.D.N.Y) A full-text copy of Judge Bianco's Memorandum and Order dated August 29, is available at https://is.gd/DY66ip from Leagle.com. Sonam Gyalpo, Appellant, represented by Holly Meredith Martin -- holly.martin@kayescholer.com Kaye -- Scholer LLP. Sonam Gyalpo, Appellant, represented by Kara Eileen Neaton -- kara.neaton@kayescholer.com -- Kaye Scholer LLP, Richard Elliot Blum, The Legal Aid Society & Scott David Talmadge -- scott.talmadge@kayescholer.com -- Kaye Scholer LLP. Holbrook Development Corp., Appellee, represented by Michael J. Macco -- mmacco@maccosternlaw.com -- Macco & Stern LLP & Richard L. Stern -- rstern@maccosternlaw.com -- Macco & Stern LLP. United States Trustee, Appellee, represented by Christine Black, Office of the U.S. Trustee. Holbrook Development Corp. filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y Case No. 8-14-75671) on Dec. 24, 2014. HOLSTED MARKETING: Disclosures OK'd; Plan Hearing on Sept. 26 ------------------------------------------------------------- The Hon. James L. Garrity, Jr., of the U.S. Bankruptcy Court for the Southern District of New York has approved Holsted Marketing, Inc.'s disclosure statement dated dated as of June 30, 2017, referring to the Debtor's plan of reorganization dated June 30, 2017. The plan confirmation hearing is scheduled for Sept. 26, 2017, at 10:00 a.m. (Eastern Standard Time). Objections to the confirmation of the Plan must be filed by Sept. 19, 2017, at 4:00 p.m. (Eastern Standard Time). Replies to objections to confirmation of the Plan must be filed by Sept. 22, 2017, at 4:00 p.m. To be counted as votes to accept or reject the Plan, all ballots must be submitted by 4:00 p.m. (Eastern Standard Time) on Sept. 19, 2017. As reported by the Troubled Company Reporter on July 19, 2017, the Debtor filed with the Court a disclosure statement for their plan of reorganization, dated June 30, 2017. The Plan provides for the reorganization of the Debtor by the use of the Exit Facility, which will provide the necessary cash to fund the Effective Date Payment. From the Effective Date, Payment, the Debtor will pay the DIP obligations, Administrative Expenses, Priority Claims and the $100,000 payment to the Unsecured Creditor Fund. About Holsted Marketing Founded in 1971, Holsted Marketing, Inc., a New York-based multi-channel direct-marketing company, has supplied fashion jewelry and accessories to millions of customers in the United States, Canada and the United Kingdom. Holsted Marketing filed its second Chapter 11 petition (Bankr. S.D.N.Y. Case No. 16-11683) on June 8, 2016. The petition was signed by Roy Rathbun, senior vice president of finance and IT. The case is assigned to Judge James L. Garrity, Jr. The Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. The Debtor hired Leonard Harris, CPA, as accountant. The Office of the U.S. Trustee appointed an official committee of unsecured creditors in the case. The committee retained Troutman Sanders, LLP, as counsel. HOOPER HOLMES: YTD New Contracts Rise to $13.6M in Annualized Value ------------------------------------------------------------------- Hooper Holmes, Inc., announced new sales wins and increased access to capital as the Company heads into its high demand and historically strong performing third and fourth quarters. "We continue to see robust demand for our services. In the past three weeks, we have added new customers with contracts with an annual value of $1.7 million, bringing the total annual value of contracts won year-to-date to $13.6 million. Our sales success helps bolster our confidence in our performance for both 2017 and 2018. We continue to project at least $54 million in revenue and $3 million in adjusted EBITDA for the last nine months of 2017. In addition, we are ahead of plan on achieving $7 million in annualized synergy savings from our recent merger with Provant Health Solutions," said Henry E. Dubois, chief executive officer of Hooper Holmes. To provide flexibility and control of access to capital, Hooper Holmes has entered into common stock purchase agreement and registration rights agreements with Lincoln Park Capital Fund LLC (LPC), a long-only Chicago-based institutional investor and existing shareholder in the Company. Pursuant to the Agreements, the Company has the right, at its sole discretion, to sell LPC up to $10 million of equity over a 36-month period. Mr. Dubois continued, "This commitment creates optionality that could improve our ability to serve new and existing customers as we expand our revenue base. While we believe our current business plan provides sufficient liquidity under our projections, the flexibility gained by this transaction will benefit our Company and our shareholders alike." According to the terms of the Agreements and following the effectiveness of a related registration statement, the Company will control the timing of any future investment and LPC will be obligated to make purchases at a purchase price based on the prevailing market prices of the Company's shares at the time of each sale by Hooper to LPC. In consideration for entering into the Agreements and committing to fund up to $10.0 million, the Company has issued shares of the Company's common stock to LPC as a commitment fee. About Lincoln Park Capital Fund Lincoln Park Capital Fund, LLC, is an institutional investor headquartered in Chicago, Illinois. LPC's experienced professionals manage a portfolio of investments in public and private entities. These investments are in a wide range of companies and industries emphasizing life sciences, specialty financing, energy and technology. LPC's investments range from multiyear financial commitments to fund growth to special situation financings to long-term strategic capital offering companies certainty, flexibility and consistency. About Hooper Holmes Hooper Holmes, Inc., provides health risk assessment services and wellness as well as health improvement services with its acquisition of Accountable Health Solutions, Inc. (AHS). The Olathe, Kansas-based Company provides these services to individuals as part of health and wellness programs offered through corporate and government employers, and to clinical research organizations. Hooper Holmes reported a net loss of $10.32 million on $34.27 million of revenues for the year ended Dec. 31, 2016, compared to a net loss of $10.87 million on $32.11 million of revenues for the year ended Dec. 31, 2015. As of June 30, 2017, Hooper Holmes had $31.89 million in total assets, $31.91 million in total liabilities and a total stockholders' deficit of $25,000. Mayer Hoffman McCann P.C., in Kansas City, Missouri, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has suffered recurring losses from operations, negative cash flows from operations and other related liquidity concerns, which raises substantial doubt about the Company's ability to continue as a going concern. INCA REFINING: White Oak Entities to Provide DIP Financing ---------------------------------------------------------- INCA Refining, LLC, and West Bank Land Company, LLC, ask the U.S. Bankruptcy Court for the Eastern District of Louisiana for permission to incur postpetition financing by White Oak Strategic Master Fund, L.P., White Oak Opportunity SRV, L.P., and White Oak Strategic II SRV, L.P. The White Oak Entities, who own the majority of membership interests in each of the Debtors and have creditor claims claims against each of the Debtors in excess of $102 million secured by a third mortgage on the real estate in St. James Parish, Louisiana, will pay directly all administrative expenses of the Debtors. The payment of these expenses will be considered loans by the White Oak Entities to the Debtors entitled to administrative expense priority. The White Oak Entities will be entitled to seek reimbursement of the expenses that they pay directly upon creation of a liquid estate in these cases and upon filing an application for the reimbursement. Prior to and ever since the filing of these cases, neither of the Debtors has had any liquid assets to pay administrative expenses in these cases. The Debtors have determined that the only way to fund these administrative expenses is pursuant to loans by the White Oak Entities by the White Oak Entities paying directly for these expenses. The Debtors say they do not have the ability to obtain such a loan from any other source because the White Oak Entities will not be repaid these loans unless a liquid estate is created in these cases, and no other creditors would be willing to make the loans on such terms. The Debtors say that the direct payment of expenses of the Debtors as loans to the Debtors will fund the administrative expenses necessary to prosecute these cases and will preserve the value of estate assets of the estates of each of the Debtors. A copy of the Debtors' motion is available at: http://bankrupt.com/misc/laeb17-11182-72.pdf About INCA Refining An involuntary Chapter 11 petition was filed against INCA Refining, LLC and West Bank Land Company LLC (Bankr. E.D. La. Case No. 17-11182 and 17-11183) on May 9, 2017. The petitioning creditors were White Oak Strategic Master Fund, L.P., and related entities. The case is assigned to Judge Jerry A. Brown. Motions by the White Oak Entities to appoint a Chapter 11 trustee in each case, after hearing on Aug. 2, 2017, were denied, and orders denying those motions were entered in each case on Aug. 4, 2017. Pursuant to orders for relief, the Debtors are and have been debtors-in-possession with control over administration of their estates pursuant to 11 U.S.C. Sec. 1107. The White Oak Entities own the majority of the membership interests in each of the Debtors, control the majority of managers of the Board, and have creditor claims against each of the Debtors in excess of $102 million secured by a third mortgage on the real estate in St. James Parish, Louisiana. INNOVOSCIENCES LLC: Taps Gettry Marcus as Accountant ---------------------------------------------------- InnovoSciences LLC seeks approval from the U.S. Bankruptcy Court for the District of Connecticut to hire an accountant. The Debtor proposes to employ Gettry Marcus CPA, P.C. to, among other things, prepare its tax returns and give advice on financial and tax-related matters. The hourly rates charged by the firm are: Senior Accountants/CPA $275 - $495 Staff Accountants $150 - $240 Support Staff $125 - $150 Peter Marx, a certified public accountant employed with Gettry Marcus, disclosed in a court filing that he and other employees of the firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Peter S. Marx Gettry Marcus CPA, P.C. 1407 Broadway, 40th Floor New York, NY 10018 Tel: 212-302-6000 Email: info@gettrymarcus.com About InnovoSciences LLC InnovoSciences LLC -- http://www.innovosci.com/-- is a privately held company committed to solving problems in healthcare through innovation. Its core focus is on the development of technologies in the field of aerosol generation and surgical instruments. It is a small business Debtor as defined in 11 U.S.C. Section 101(51D). The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case No. 17-50946) on August 3, 2017. Michael Breede, managing member, signed the petition. At the time of the filing, the Debtor disclosed $98,241 in assets and $2.52 million in liabilities. Judge Julie A. Manning presides over the case. Attorney Joseph J. D'Agostino, Jr., LLC represents the Debtor as bankruptcy counsel. INSEEGO CORP: Recurring Losses Raise Going Concern Doubt -------------------------------------------------------- Inseego Corp., filed its quarterly report on Form 10-Q, disclosing a net loss of $12.04 million on $59.91 million of total net revenues for the three months ended June 30, 2017, compared with a net loss of $2.69 million on $62.81 million of total net revenues for the same period in 2016. For the six months ended June 30, 2017, the Company listed a net loss of $28.15 million on $115.30 million of total net revenues, compared to a net loss of $14.59 million on $129.75 million of total net revenues for the same period in the prior year. The Company's balance sheet at June 30, 2017, showed $161.50 million in total assets, $196.61 million in total liabilities, and a stockholders' deficit of $35.10 million. For the three months ended June 30, 2017 and 2016, the Company incurred a net loss of $12.0 million and $2.7 million, respectively. The Company has a history of operating and net losses and overall usage of cash from operating and investing activities. In June 2017, the Company terminated the proposed sale of its MiFi Business due to delays and uncertainty in securing approval of the sale from the Committee on Foreign Investment in the United States ("CFIUS"). The Company also announced in June 2017 another round of expense cuts to help it achieve profitability and positive cash flow in the near term. The Company's ability to transition to attaining profitable operations is dependent upon achieving a level and mix of revenues adequate to support its declining cost structure. If events or circumstances occur such that the Company does not meet its operating plan as expected, the Company may be required to reduce planned research and development activities, incur additional restructuring charges or reduce other operating expenses which could have an adverse impact on its ability to achieve its intended business objectives. The Company's management believes that its cash and cash equivalents, together with anticipated cash flows from operations, will not be sufficient to meet its working capital needs, including repayment of the Term Loan on May 8, 2018, for the next twelve months following the filing date of this report without additional sources of cash. These conditions raise substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: https://is.gd/qg8ojl Inseego Corp., formerly Novatel Wireless, Inc., is a provider of software-as-a-service (SaaS) and solutions for the Internet of Things (IoT). The Company offers a range of products, including mobile hotspots, universal serial bus (USB) modems, embedded modules, integrated asset-management and mobile tracking machine-to-machine (M2M) devices, communications and applications software and cloud services. The Company sells its telematics solutions under the Ctrack brand, including its fleet management, asset tracking and monitoring, stolen vehicle recovery, and usage-based insurance platforms. The Company is headquartered in San Diego, California. IPASS INC: Limited Liquidity Raises Going Concern Doubt ------------------------------------------------------- iPass Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $5.27 million on $13.47 million of revenue for the three months ended June 30, 2017, compared with a net loss of $1.38 million on $16.50 million of revenue for the same period in 2016. For the six months ended June 30, 2017, the Company listed a net loss of $9.58 million on $27.76 million of revenue, compared to a net loss of $5.11 million on $31.23 million of revenue for the same period in the prior year. The Company's balance sheet at June 30, 2017, showed $24.25 million in total assets, $14.25 million in total liabilities, and a stockholders' equity of $10.00 million. The Company's history of losses, limited liquidity and other factors raise substantial doubt about the Company's ability to continue as a going concern. In order for the Company to continue operations beyond the next twelve months and be able to discharge its liabilities and commitments in the normal course of business it may need to raise additional capital or implement additional cost cutting measures. A copy of the Form 10-Q is available at: https://is.gd/Sj7a4d Redwood Shores, Calif.-based iPass Inc. is a provider of global mobile connectivity, offering simple, secure, always-on Wi-Fi access on any mobile device. Built on a software-as-a-service ("SaaS") platform, the iPass cloud-based service keeps its customers connected by providing unlimited Wi-Fi connectivity on unlimited devices. iPass is the world's largest Wi-Fi network, with more than 60 million hotspots in more than 120 countries, at airports, hotels, train stations, convention centers, outdoor venues, inflight, and more. JENKINS NO. 1: Case Summary & 19 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Jenkins No. 1, LLC 2601 Ridgmar Plaza, Suite 201 Fort Worth, TX 76116-2686 Case No.: 17-33411 Type of Business: Jenkins No. 1, LLC, filed as a Domestic Limited Liability Company in the State of Texas on June 9, 2016, according to public records filed with Texas Secretary of State. Chapter 11 Petition Date: September 4, 2017 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Hon. Stacey G. Jernigan Debtor's Counsel: Charles Brackett Hendricks CAVAZOS HENDRICKS POIROT & SMITHAM, P.C. 900 Jackson St., Suite 570 Dallas, TX 75202 Tel: (214) 573-7302 Fax: (214) 573-7399 E-mail: chuckh@chfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Curtis Overstreet, manager. The Debtor's list of 19 largest unsecured creditors is available for free at http://bankrupt.com/misc/txnb17-33411.pdf JMB/245 Park: Net Capital Deficiency Raises Going Concern Doubt --------------------------------------------------------------- JMB/245 Park Avenue Associates, Ltd., filed its quarterly report on Form 10-Q, disclosing a net income of $11,226,018 on $11,342,371 of total income for the three months ended June 30, 2017, compared with a net income of $6,980 on $94,637 of total income for the same period in 2016. For the six months ended June 30, 2017, the Company listed a net income of $11,167,010 on $11,435,979 of total income, compared to a net loss of $72,048 on $185,159 of total income for the same period in the prior year. The Company's balance sheet at June 30, 2017, showed $2,258,935 in total assets, $245,616 in total liabilities, and a stockholders' equity of $2,013,319. The Partnership discontinued the application of the equity method of accounting, recorded its investment at zero, and no longer recognizes its share of earnings or losses from BFP, LP or BFP/JMB, because the Partnership has no future funding obligations to BFP, LP or BFP/JMB, and has no influence or control over the day-to-day affairs of BFP, LP or BFP/JMB. Before the sale of the property, the Partnership's future liquidity and ability to continue as a going concern was dependent upon JMB for continued advances and the receipt of the cumulative annual preferred return on the Class J shares of BFP/JMB. JMB's advances, as well as consolidated balances from prior notes, were evidenced by a demand note, dated December 1, 2004, which Demand Note was secured by the Partnership's indirect interest in BFP/JMB. JMB was under no obligation to make further advances and has the right to require repayment of the Demand Note together with accrued and unpaid interest at any time. This uncertainty and the fact that the Partnership has a net capital deficiency raised substantial doubt about the Partnership's ability to continue as a going concern. A copy of the Form 10-Q is available at: https://is.gd/eqmzLX JMB/245 Park Avenue Associates, Ltd., through its subsidiary, JMB 245 Park Avenue Holding Company, LLC, owns 0.5% general partner interest in Brookfield Financial Properties, L.P. that holds investments in an office building. The company is involved in the rental of properties to various commercial companies; and the sale or disposition of such real estate properties. JMB Park Avenue, Inc., serves as the general partner of the partnership. The company was founded in 1983 and is based in Chicago. K&J LANDSCAPE: Gets Court Approval of Chapter 11 Plan ----------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey approved the Chapter 11 plan proposed by K&J Landscape Management, Inc. The court gave the thumbs-up to the plan after finding that it satisfied the requirements for confirmation under section 1129 of the Bankruptcy Code. In the same filing, the court also gave final approval to the disclosure statement, which explains the plan. The disclosure statement was conditionally approved on April 4. About K&J Landscape K&J Maintenance is a fully insured, licensed business in New Jersey, a member of the Professional Landscape Alliance, and a certified hardscape installer from Interlocking Concrete Pavement Institute. The Debtor is a family-owned business operating for over 20 years. It focuses on delivering personal service to residential and commercial customers. The Debtor filed a Chapter 11 petition (Bankr. D.N.J. Case No. 16-27235) on September 8, 2016, represented by John F. Bracaglia, Jr., Esq., at Mauro, Savo, Camerino, Grant & Schalk. On March 13, 2017, the Debtor filed a Chapter 11 plan and disclosure statement. KATY INDUSTRIES: Retirees' Committee Taps WCSR as Legal Counsel --------------------------------------------------------------- The committee representing retired workers of Katy Industries, Inc. seeks approval from the U.S. Bankruptcy Court in Delaware to hire legal counsel. The committee proposes to employ Womble Carlyle Sandridge & Rice, LLP to provide legal advice regarding its duties under the Bankruptcy Code; analyze any proposal to modify or eliminate retirement benefits; and give advice regarding any bankruptcy plan proposed for Katy Industries and its affiliates. The hourly rates charged by the firm are: Partners $320 - $775 Of Counsel $225 - $770 Senior Counsel $125 - $550 Counsel $100 - $545 Associates $220 - $495 Paralegals $50 - $395 Womble Carlyle does not hold or represent any interest adverse to the Debtors, according to court filings. The firm can be reached through: Kevin Mangan, Esq. Womble Carlyle Sandridge & Rice, LLP 222 Delaware Avenue, Suite 1501 Wilmington, DE 19801 Phone: (302) 252-4361 / (302) 252-4320 Fax: (302) 661-7729 / (302) 252-4330 Email: kmangan@wcsr.com Email: hsasso@wcsr.com About Katy Industries Katy Industries, Inc. -- http://www.katyindustries.com/-- a publicly traded Delaware corporation, and its wholly-owned direct and indirect subsidiaries ("Company"), were organized as a Delaware corporation in 1967. The Company is a well-known manufacturer, importer, and distributor of commercial cleaning and consumer storage products as well as a contract manufacturer of structural foam products. It distributes its products across the United States and Canada. It is best known for such brands as Continental, Huskee, Color Guard, Wilen, Muscle Mop, Contico, Tuffbin, and SilverWolf, among many others. The Company operates three manufacturing facilities located in Jefferson City, Missouri, Tiffin, Ohio, and Fort Wayne, Indiana, with its corporate headquarters located in St. Louis, Missouri. Katy Industries, Inc., and its affiliates filed a voluntary petition for relief under the Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-11101) on May 14, 2017. The petitions were signed by Lawrence Perkins, chief restructuring officer. Katy Industries disclosed $821,321 in assets and $58,421,346 in liabilities. Stuart M. Brown, Esq., at DLA Piper LLP (US) represent the Debtors as bankruptcy counsel. The Debtors hired JND Corporate Restructuring as their claims and noticing agent. On July 31, 2017, the Office of the U.S. Trustee formed a committee of retirees. KEVEN McKENNA: 1st Cir. Affirms Bar of Rooker-Feldman Suit ---------------------------------------------------------- Keven A. McKenna was suspended from practicing law for one year by the Rhode Island Supreme Court. He subsequently filed a federal suit against 23 judicial officers and administrators who had participated in his disciplinary proceedings, seeking, among other things, reinstatement of his license and money damages. McKenna alleged that by revoking his license, the defendants violated the principle of separation of powers under the Rhode Island Constitution, and infringed upon his First, Seventh, and Fourteenth Amendment rights under the U.S. Constitution. The district court dismissed all of McKenna's claims, primarily on the grounds that the Rooker-Feldman doctrine bars this suit. The U.S. Court of Appeals, First Circuit, affirms the decision of the district court. The Rooker-Feldman doctrine, which is derived from two U.S. Supreme Court cases prevents "lower federal courts . . . from exercising appellate jurisdiction over final state-court judgments." McKenna's only rejoinder -- that the Rooker-Feldman doctrine does not apply here because his suspension hearings did not constitute a judicial proceeding -- is plainly contradicted by Feldman itself. There, the U.S. Supreme Court held that proceedings in the District of Columbia Court of Appeals surrounding Feldman's petition to be admitted to the District's bar, without sitting for the exam, was judicial in nature. Application of the Rooker-Feldman doctrine is particularly appropriate here because McKenna's separation of powers claim is based on an interpretation of the Rhode Island Constitution. And in this case, the Rhode Island Supreme Court -- the ultimate arbiter of the meaning of that constitution -- itself expressly dismissed McKenna's constitutional challenge. The district correctly held that McKenna's suit is barred by the Rooker-Feldman doctrine. Accordingly, the First Circuit affirms the dismissal of McKenna's claims. The case is KEVEN A. McKENNA, Plaintiff, Appellant, v. DAVID CURTIN; LAURA A. PISATURO; JOHN SHEKARCHI; MARIA BUCCI; DAVID CAPRIO; RICHARD S. HUMPHREY; MATTHEW F. CALLAGHAN; FRANK CONNOR; ANTHONY F. AMALFETANO; JOHN MORAN; PAUL TAVARES; DANIEL EGAN; WILLIAM RAMPONE; PAUL A. SUTTELL; MAUREEN McKENNA GOLDBERG; WILLIAM P. ROBINSON, III; FRANCIS X. FLAHERTY; GILBERT V. INDEGLIA; DEBRA SAUNDERS; WILLIAM SMITH; SCOTT R. JENSEN; MARC DESISTO, Defendants, Appellees, HELEN McDONALD, Defendant, No. 17-1006 (1st Cir.). A full-text copy of the First Circuit's Decision dated August 25, 2017, is available at https://is.gd/1CS1RS from Leagle.com. Keven A. McKenna on brief pro se. Michael W. Field, Assistant Attorney General of Rhode Island, and Peter F. Kilmartin, Attorney General of Rhode Island, on brief for appellees. About Keven A. McKenna Keven A. McKenna P.C. filed a Chapter 11 bankruptcy petition for his law firm (Bankr. D. R.I. Case No. 10-10256) on Jan. 25, 2010, and for himself (Bankr. D. R.I. Case No. 10-10274) the next day. Mr. McKenna disclosed $751,000 in assets and $45,700 in liabilities in his bankruptcy petition. His firm estimated debts between $100,000 and $500,000. At the behest of the Official Committee of Unsecured Creditors, the Bankruptcy Court on Nov. 18, 2010, appointed Providence bankruptcy lawyer Thomas P. Quinn as Chapter 11 trustee of McKenna PC to take over management of the law firm. Chief District Judge Mary M. Lisi affirmed the Chapter 11 trustee appointment order in a May 31, 2011 Memorandum and Order. On May 4, 2011, the U.S. Trustee's Motion to Convert the individual case to Chapter 7 was granted, for cause, on the ground that Mr. McKenna failed to meet the requirements of 11 U.S.C. Sections 1121(e) and 1129(e), i.e., filing a confirmable reorganization plan within the applicable time limits. Lisa A. Geremia, Esq., was appointed Chapter 7 Trustee. LAYFIELD & BARRETT: Trustee Taps Pachulski Stang as Legal Counsel ----------------------------------------------------------------- The Chapter 11 trustee for Layfield & Barrett, APC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire his own firm as legal counsel. Richard Pachulski, the bankruptcy trustee, proposes to employ Pachulski Stang Ziehl & Jones LLP to, among other things, give legal advice regarding the requirements under the Bankruptcy Code; investigate fraudulent transfers; and represent him in any potential sale of the Debtor's assets. The attorneys who are expected to provide the services and their hourly rates are: Ira Kharasch $1,025 Debra Grassgreen $975 Malhar Pagay $750 The hourly rate for paralegals assigned to the case is $350. Malhar Pagay, Esq., disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Pachulski can be reached through: Malhar S. Pagay, Esq. Pachulski Stang Ziehl & Jones LLP 10100 Santa Monica Blvd., 13th Floor Los Angeles, California 90067 Tel: (310) 277-6910 Fax: (310) 201-0760 About Layfield & Barrett APC Certain creditors of Layfield & Barrett, APC filed an involuntary Chapter 7 case on August 3, 2017. The Debtor moved for conversion of the case to one under Chapter 11 of the Bankruptcy Code. On August 11, 2017, the case was converted to a Chapter 11 case (Bankr. C.D. Calif. Case No. 17-19548). Judge Neil W. Bason presides over the case. Havkin & Shrago, Attorneys at Law represents the Debtor as bankruptcy counsel. LEHMAN BROTHERS: LPTSI and LUK, Now Solvent, File Chapter 11 Cases ------------------------------------------------------------------ The administrators of what's left of defunct investment bank Lehman Brothers Holdings Inc., commenced on Aug. 31, 2017, chapter 11 cases for two Lehman entities that have ongoing operations, namely Lehman Brothers U.K. Holdings (Delaware) Inc. and Lehman Pass-Through Securities Inc. to determine any valid against the two entities. Currently, the business of each of LUK and LPTSI consists of managing a portfolio of global assets. They each employ two employees and operate out of LBHI's corporate offices. LUK's principal assets are debt and equity positions and include: (i) claims against certain non-controlled foreign affiliates of the LBHI Debtors; (ii) an equity investment in New Omaha Holdings L.P., a Delaware limited partnership that holds Class B Common Stock in First Data Corporation; and (iii) claims against LBHI and certain other LBHI Debtors. LPTSI's principal assets are primarily real-estate-related assets and include: (i) a portfolio of approximately 1,400 residential-mortgage- backed securities; (ii) loan receivables from Huntlee Pty Limited, an Australian real-estate development company; (iii) an equity interest in a lender to certain French real- estate companies; (iv) claims against a certain non-controlled foreign affiliate of the LBHI Debtors; and (v) a limited partner interest in Silverpeak Legacy Pension Partners III, L.P., a Delaware limited partnership that invests in commercial real-estate assets globally, which LPTSI holds through a wholly owned nondebtor subsidiary. In addition, LUK's and LPTSI's assets include net operating loss carryforwards for federal, New York State, and New York City income tax purposes, the value of which is uncertain and depends in part on their ability to utilize losses to offset income, tax rates, and any applicable limitations. The primary business objective of each of LUK and LPTSI is to manage and maximize the value of its portfolio of assets. This includes interacting with borrowers, joint venture partners, and other parties related to the assets; monitoring the real-estate development projects; assessing key variables that influence the recovery values of such entities' assets; and evaluating market conditions in order to determine whether to hold or sell. Neither LUK nor LPTSI has secured debt. LUK's only known unsecured debt consists of the LUK Receivable. LPTSI's only known unsecured debt consists of the LPTSI Receivable and an unsecured obligation to LUK. LUK and LPTSI are not aware of any other outstanding claims against their estates. Neither has preferred stock outstanding. Both LUK and LPTSI hold adequate unencumbered cash on their balance sheets to fund their operations for the anticipated duration of these chapter 11 cases. Accordingly, neither LUK nor LPTSI presently requires postpetition financing. The lack of secured debt obviates the need for Bankruptcy Court authorization to use cash in the ordinary course of business. Claims Bar Date The multiple objectives of LUK and LPTSI in the Chapter 11 cases include: (i) confirming and finally establishing that the liabilities on their balance sheets are their only liabilities; (ii) identifying any unknown claims, executory contracts, or unexpired leases that may exist; (iii) providing appropriate treatment for their respective obligations under a chapter 11 plan; and (iv) preserving the value of their assets. Ascertaining certainty of the Debtors' liabilities and preservation of asset value will also enable the LBHI plan administrator to obtain the maximum value from LBHI's remaining equity interests in LUK and LPTSI. In furtherance of the stated goals of the chapter 11 cases, the Debtors have filed a bar date motion. The Debtors, the Plan Administrator, and Brookfield intend to evaluate all of the claims that are filed prior to the bar date, continue to invest in and maximize the value of LUK and LPTSI's assets, and pay allowed claims. The purposes of chapter 11 -- maximizing value, granting a fresh start, and treating creditors appropriately -- will be fulfilled. Lehman Entities Commencing on Sept. 15, 2008, LBHI, et al., commenced what the Bankruptcy Court has referred to as the largest and most complex chapter 11 cases in history. Subsequently, a substantial number of LBHI's foreign subsidiaries, including broker-dealer affiliates worldwide, commenced or were placed into various insolvency proceedings across the globe. In the United States, LBHI's primary broker-dealer affiliate was placed into a liquidation proceeding under the Securities Investor Protection Act of 1970. The vast majority of LBHI's affiliates, however, did not commence chapter 11 cases or other insolvency proceedings. Since commencement of the LBHI Cases, certain entities were sold, others were dissolved, and others continue to operate and manage their assets in the ordinary course, with the overarching goal being to monetize assets and distribute the proceeds to creditors. On Dec. 6, 2011, the Bankruptcy Court confirmed the Modified Third Amended Joint Chapter 11 Plan for Lehman Brothers Holdings Inc. and Its Affiliated Debtors. The LBHI Plan became effective on March 6, 2012. Pursuant to section 6.1 of the LBHI Plan, LBHI became the "Plan Administrator," authorized to "exercise its reasonable business judgment to direct and control the wind down, liquidation, sale and/or abandoning of the assets of the [LBHI] Debtors and/or Debtor-Controlled Entities under the Plan and in accordance with applicable law as necessary to maximize Distributions to holders of Allowed Claims [against the LBHI Debtors]." Since the effective date of the LBHI Plan, the Plan Administrator has made twelve distributions to creditors of the LBHI Debtors from proceeds of the liquidation of assets and other cash receipts of the LBHI Debtors and their subsidiary Debtor-Controlled Entities. Through April 6, 2017, the Plan Administrator has distributed approximately $86.1 billion to third party creditors and an additional approximately $30.5 billion on account of claims owned by LBHI affiliates. The Plan Administrator continues its charge to make significant distributions over time to the many creditors worldwide. LUK and LPTSI Prior to the commencement of the LBHI Debtors' chapter 11 cases, LUK was a wholly owned, direct subsidiary of LBHI and the direct and indirect parent company of a substantial portion of LBHI's European operations. During the same period, LPTSI was a direct subsidiary of Lehman Commercial Paper Inc. ("LCPI"), which was an indirect subsidiary of LBHI and is an LBHI Debtor. Since the commencement of the LBHI Debtors' cases, LUK and LPTSI's balance sheets have been incorporated into the balance sheets filed on the docket of the LBHI Debtors' chapter 11 cases. As disclosed in publicly filed balance sheets and cash-flow forecasts, the LBHI Debtors and the Debtor-Controlled Entities have a variety of complex assets with a range of durations, including certain assets with restrictions on transferability or that are highly illiquid. When the LBHI Plan was confirmed, both LUK and LPTSI were insolvent. Neither LUK nor LPTSI had any third-party (i.e., non-affiliate) debt. LBHI was a significant creditor of both LUK and LPTSI. In carrying out its obligations pursuant to the LBHI Plan, the Plan Administrator has continuously conducted various marketing processes for certain of the remaining assets of the LBHI Debtors and a number of the Debtor-Controlled Entities. The Plan Administrator determined that the value of a number of significant remaining assets of the LBHI Debtors and the Debtor-Controlled Entities could be both maximized and realized sooner if sold together. As a result, over the past 18 months, the Plan Administrator developed a plan and implemented a marketing process in an attempt to sell a number of remaining financial assets and certain Debtor-Controlled Entities. Accordingly, in August 2016, the Plan Administrator caused LBHI to acquire from LCPI 100% of LCPI's equity interests in LPTSI for a nominal amount. At that time, the equity of LPTSI had no value since LPTSI was insolvent. Thereafter, the Plan Administrator caused LBHI to contribute approximately $3.65 million in cash to LPTSI as a capital contribution, which LPTSI used to satisfy in full LPTSI's debt obligations to its former parent, LCPI. The Plan Administrator also caused LBHI to forgive approximately $93 million of LPTSI's debt to it and contribute various assets to LPTSI. The result of these actions was to render LPTSI solvent and create value in LBHI's equity in LPTSI. Similarly, in September 2016, the Plan Administrator caused LBHI to contribute an approximately $8 billion subordinated receivable from LUK as a capital contribution to LUK. Thereafter, the Plan Administrator caused LBHI to contribute various assets to LUK. The effect of these actions was to render LUK solvent and create value in LBHI's common equity interests in LUK. As the marketing process progressed, the Plan Administrator along with potential buyers identified certain assets and Debtor-Controlled Entities that could be included in potential transactions. As a result, the Plan Administrator caused LUK, LPTSI, and certain LBHI Debtors and Debtor-Controlled Entities to engage in transfers of assets amongst themselves. These transactions included contributions of assets to and from LUK and LPTSI. In addition, the Plan Administrator and potential buyers evaluated a number of alternative transaction structures. The Plan Administrator determined that the risk of unknown or latent claims against LUK, LPTSI and other Debtor-Controlled Entities, among other things, could materially decrease the sale value of those entities and their assets. Ultimately, after several months of arm's-length negotiations with Brookfield Asset Management Inc., a global alternative asset-management company ("BAM") and certain of its affiliates, the Plan Administrator and the BAM parties agreed on a transaction, which included certain elements of LBHI, et al.'s reorganizations together with a planned restructuring in the chapter 11 cases of LUK and LPTSI. On July 19, 2017, LBHI, LUK, LPTSI, BAM, Brookfield LUK Holdings LLC ("LUK Buyer"), Brookfield LPTSI Holdings LLC ("LPTSI Buyer" and, together with LUK Buyer, "Brookfield"), and certain other Brookfield affiliates entered into a Stock and Note Purchase Agreement (the "SNPA"). The SNPA was signed on July 19, 2017, and the closing of the SNPA occurred on August 10, 2017. Pursuant to the SNPA, LUK Buyer acquired from LBHI 45% of LBHI's common equity interest in LUK and a $177.5 million unsecured receivable from LUK (the "LUK Receivable"), and LPTSI Buyer acquired from LBHI 45% of LBHI's common equity interest in LPTSI and a $45.8 million unsecured receivable from LPTSI (the "LPTSI Receivable"). At the close of the transaction, LBHI unlocked and generated $485 million in cash proceeds plus up to an additional $80 million of contingent, deferred consideration based on LUK's future collection on a certain asset. LBHI may also realize value over time for its remaining 55% equity interest in each of LUK and LPTSI. The rights and obligations of LBHI in its capacity as an equity owner of LUK and LPTSI, and LUK Buyer and LPTSI Buyer in their capacities as equity owners of LUK and LPTSI, respectively, are controlled by governance agreements entered into contemporaneously with the closing of the SNPA. LUK and LPTSI are each governed by a four-person board of directors, two of whom are appointed by LBHI and two of whom are appointed by Brookfield. All four directors must vote unanimously for LUK or LPTSI, as applicable, to take corporate action. These chapter 11 cases were commenced with the unanimous consent of the directors of both LUK and LPTSI. A copy of the affidavit in support of the first day motions is available at: http://bankrupt.com/misc/Lehman_UK_1st_Day_Affidavit.pdf LUK Buyer can be reached at: Brookfield LUK Holdings LLC c/o Brookfield Asset Management Inc. Brookfield Place, 181 Bay Street, Ste 300 Toronto, Ontario M5J 2T3 Attn: A.J. Silber LPTSI Buyer can be reached at: Brookfield LPTSI Holdings LLC c/o Brookfield Asset Management Inc. Brookfield Place, 181 Bay Street, Ste 300 Toronto, Ontario M5J 2T3 Attn: A.J. Silber Counsel to LUK Buyer and LPTSI Buyer: Kirkland & Ellis LLP 601 Lexington Avenue New York, NY 10022 Attn: Christopher Marcus, P.C. AnnElyse S. Gibbons, Esq. About LUK and LPTSI Lehman Brothers U.K. Holdings (Delaware) Inc. and Lehman Pass-Through Securities Inc. manage a portfolio of global assets. Both LUK and LPTSI were entities managed and controlled by Lehman Brothers Holdings Inc. They are "debtor-controlled entities" under LBHI's confirmed plan. LUK and LPTSI commenced Chapter 11 cases (Bankr. S.D.N.Y. Case Nos. 17-12442 and 17-12443) on Aug. 31, 2017. LUK and LPTSI tapped Weil, Gotshal & Manges LLP as bankruptcy counsel. Epiq Bankruptcy Solutions, LLC, is the claims and noticing agent, and maintains the Web site http://dm.epiq11.com/#/case/LUK LUK estimated assets of $500 million to $1 billion, and debt of $100 million to $500 million About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers Holdings filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases were assigned to Judge James M. Peck. Judge Shelley Chapman took over the case after Judge Peck retired from the bench to join Morrison & Foerster. A team of Weil, Gotshal & Manges, LLP, lawyers led by the late Harvey R. Miller, Esq., serve as counsel to Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, served as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., served as the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens was appointed as trustee for the SIPA liquidation of the business of LBI. He is represented by Hughes Hubbard & Reed LLP. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. * * * As of April 2017, trustee for the liquidation of broker LBI, has completed five interim distributions to unsecured general creditors with allowed claims, bringing the cumulative payout on these allowed claims to 39 percent, or approximately $8.8 billion. In April 2017, the team winding down LBHI paid $3 billion to creditors, the 12th distribution since Lehman's collapse in 2008. This brought the total payout to more than $116.6 billion. Bondholders were projected to receive about 21 cents on the dollar when Lehman's bankruptcy plan went into effect in early 2012. The 12th distribution raised the bondholders' recovery to 41.8 cents on the dollar. LEHMAN BROTHERS: LUK and LPTSI Propose Claims Bar Dates ------------------------------------------------------- Lehman Brothers U.K. Holdings (Delaware) Inc. ("LUK") and Lehman Pass-Through Securities Inc. ("LPTSI") ask the U.S. Bankruptcy Court for the Southern District of New York to establish: (i) Nov. 14, 2017 at 5:00 p.m. (Eastern Time) as the deadline for each person or entity (including, without limitation, individuals, partnerships, corporations, joint ventures, and trusts), other than governmental units, to file a proof of claim in respect of a prepetition claim, including, for the avoidance of doubt, secured claims, priority claims, and claims arising under section 503(b)(9) of the Bankruptcy Code, against any of the Debtors (the "Bar Date"); (ii) Nov. 14, 2017 at 5:00 p.m. (Eastern Time) as the deadline for each person or entity (including, without limitation, individuals, partnerships, corporations, joint ventures, and trusts), including Governmental Units, to file a notice of the existence of an executory contract or unexpired lease (a "Contract Notice") to which such person or entity and a Debtor are parties, unless such executor contract or unexpired lease has been scheduled on the applicable Debtor's Schedule G (Executory Contracts and Unexpired Leases) (such date, the "Contract Notice Deadline"); and (iii) Feb. 27, 2018 at 5:00 p.m. (Eastern Time) as the deadline for Governmental Units to file a Proof of Claim in respect of a prepetition claim against any of the Debtors (the "Governmental Bar Date"). Each Proof of Claim must be filed: (a) electronically through the website of the Debtors' Court- approved claims and noticing agent, Epiq Bankruptcy Solutions, LLC, using the interface available on such website located at http://dm.epiq11.com/LUK(the "Electronic Filing System") under the link entitled "Submit a Claim"; (b) by mailing the original Proof of Claim either by U.S. Postal Service mail or overnight delivery on or before the applicable Bar Date, or (c) by delivering the original Proof of Claim by hand. Proofs of claim may be mailed either by U.S. Postal Service mail or overnight delivery on or before the applicable Bar Date to: * If by First-Class Mail: Lehman Brothers U.K. Holdings (Delaware) Inc. and Lehman Pass-Through Securities Inc. c/o Epiq Bankruptcy Solutions, LLC P.O. Box 4412 Beaverton, OR 97079-4412 * If by Overnight Delivery: Lehman Brothers U.K. Holdings (Delaware) Inc. and Lehman Pass-Through Securities Inc. c/o Epiq Bankruptcy Solutions, LLC 10300 SW Allen Blvd Beaverton, OR 97005 Each Proof of Claim may be filed by delivering the original Proof of Claim by hand to either (x) Lehman Brothers U.K. Holdings (Delaware) Inc. and Lehman Pass-Through Securities Inc. c/o Epiq Bankruptcy Solutions, LLC, 10300 SW Allen Blvd, Beaverton, OR 97005 or (y) the United States Bankruptcy Court, Southern District of New York, One Bowling Green, New York, New York 10004. About LUK and LPTSI Lehman Brothers U.K. Holdings (Delaware) Inc. and Lehman Pass-Through Securities Inc. manage a portfolio of global assets. Both LUK and LPTSI were entities managed and controlled by Lehman Brothers Holdings Inc. They are "debtor-controlled entities" under LBHI's confirmed plan. LUK and LPTSI commenced Chapter 11 cases (Bankr. S.D.N.Y. Case Nos. 17-12442 and 17-12443) on Aug. 31, 2017. LUK and LPTSI tapped Weil, Gotshal & Manges LLP as bankruptcy counsel. Epiq Bankruptcy Solutions, LLC, is the claims and noticing agent, and maintains the Web site http://dm.epiq11.com/#/case/LUK LUK estimated assets of $500 million to $1 billion, and debt of $100 million to $500 million. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers had been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers Holdings filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases were assigned to Judge James M. Peck. Judge Shelley Chapman took over the case after Judge Peck retired from the bench to join Morrison & Foerster. A team of Weil, Gotshal & Manges, LLP, lawyers led by the late Harvey R. Miller, Esq., served as counsel to Lehman. Epiq Bankruptcy Solutions served as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, served as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., served as the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens was appointed as trustee for the SIPA liquidation of the business of LBI. He is represented by Hughes Hubbard & Reed LLP. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. * * * As of April 2017, trustee for the liquidation of broker LBI, has completed five interim distributions to unsecured general creditors with allowed claims, bringing the cumulative payout on these allowed claims to 39 percent, or approximately $8.8 billion. In April 2017, the team winding down LBHI paid $3 billion to creditors, the 12th distribution since Lehman's collapse in 2008. This brought the total payout to more than $116.6 billion. Bondholders were projected to receive about 21 cents on the dollar when Lehman's bankruptcy plan went into effect in early 2012. The 12th distribution raised the bondholders' recovery to 41.8 cents on the dollar. LEXINGTON HOSPITALITY: Wants to Use Cash Collateral Until Sept. 30 ------------------------------------------------------------------ Lexington Hospitality Group, LLC, asks for permission from the U.S. Bankruptcy Court for the Eastern District of Kentucky to modify cash collateral budget and extend cash collateral use through September 30, 2017. As reported by the Troubled Company Reporter on Aug. 21, 2017, the Debtor sought court authorization to use cash collateral to meet its postpetition obligations and to pay its expenses, general and administrative operating expenses, and other necessary costs and expenses of operating the hotel, including taxes and insurance and other expenses incurred during the pendency of the bankruptcy case. PCG Credit Partners, LLC, may claim an interest in cash collateral pursuant to a UCC-1 financing statement filed of record with the Kentucky Secretary of State that encumbers inventory, equipment, and accounts amongst other property. The Debtor has paid its adequate protection payment under the existing court order and seeks to modify the existing budget and extend cash collateral use through September or the date of an evidentiary hearing if necessary. The Debtor and cash collateral creditor were not able to reach agreement on the existing budget on all expenditures, primarily, sums due and owing under the Debtor's contract with the Lexington Legends. While the Debtor believes maintaining its relationship with the Legends is important to its operations, the Cash Collateral Creditor does not take a favorable view of the contract and its necessity. Additional refinement of the budget was necessary as the Debtor's comptroller has been out of the office due to significant health issues, so issues concerning the budget have been difficult to resolve in his absence. The Debtor requests authority to specifically pay any sums due under its contract with the Lexington Legends and for authority to modify and extend cash collateral use. The Debtor believes the Cash Collateral Creditor is protected by an equity cushion based on the most recent appraisal. The Debtor is willing to negotiate additional adequate protection payments with Cash Collateral Creditor. The Debtor requests there be a reasonable monthly carve-out request for professionals and U.S. Trustee fees in the budget in a reasonable amount between $5,000 and $10,000 monthly. Payment of these fees will be necessary to continue this proceeding. To the extent an agreement cannot be reached with Cash Collateral Creditor, Debtor requests an evidentiary hearing. A copy of the Debtor's request is available at: http://bankrupt.com/misc/kyeb17-51568-56.pdf About Lexington Hospitality Headquartered in Aurora, Illinois, Lexington Hospitality Group LLC -- http://www.clarionhotellexingtonky.com/-- owns the Clarion Hotel Conference Center South, a hotel located at 5532 Athens Boonesboro Road Lexington, Kentucky, known as Clarion Hotel Conference Center South. The Hotel, located in the heart of the bluegrass and 'Horse Capital of the World,' has 149 well-appointed guest rooms, an indoor heated pool and hot tub, a seasonal outdoor pool, a fitness center and an on-site restaurant and bar. Lexington Hospitality filed for Chapter 11 bankruptcy protection (Bankr. E.D. Ky. Case No. 17-51568) on Aug. 3, 2017, estimating its assets and liabilities at between $1 million and $10 million each. The petition was signed by Kenneth Moore/Janee Hotel Corporation, manager. Judge Gregory R. Schaaf presides over the case. Laura Day DelCotto, Esq., Jamie L. Harris, Esq., and Sara A. Johnston, Esq., at Delcotto Law Group PLLC, serve as the Debtor's bankruptcy counsel. LIVELY HOPE: Disclosures Conditionally OK'd; Sept. 28 Plan Hearing ------------------------------------------------------------------ The Hon. Mary Jo Heston of the U.S. Bankruptcy Court for the Western District of Washington has conditionally approved Lively Hope Church of God in Christ's disclosure statement dated Aug. 15, 2017, referring to the Debtor's Chapter 11 plan dated Aug. 15, 2017. The hearing on the final approval of the Disclosure Statement and confirmation of the Plan will be held on Sept. 28, 2017, at 11:00 a.m. Objections to the final approval of the Disclosure Statement and plan confirmation must be filed by Sept. 21, 2017. Sept. 21 is also fixed as the last day for filing written acceptance or rejection of the Plan. About Lively Hope Church of God in Christ Lively Hope Church is a Christ centered ministry, sowing hope and reaching souls to become saved, vibrant, and sustainable in this world through prayer and the Word of God. It listed its business is a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). The Church owns a fee simple interest in a property in Spanaway, WA 98387 valued at $1.9 million. Lively Hope Church of God in Christ, based in Spanaway, WA, filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 17-42381) on June 21, 2017. The Hon. Mary Jo Heston presides over the case. Darrel B. Carter, Esq., at CBG Law Group, PLLC, serves as bankruptcy counsel. In its petition, the Debtor estimated $1.93 million in assets and $1.33 million in liabilities. The petition was signed by Robert E Jones, president. LOPEK COMPANIES: Subordinated Claimants to Get Nothing in New Plan ------------------------------------------------------------------ Lopek Companies, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Texas a disclosure statement for its amended plan of reorganization dated June 20, 2017. Only holders of allowed Claims in Classes 1A, 1B, 1C, 1D.1 to 1D.10, 1E.1 to 1E.8, 3, 4A and 4B (including all subclasses thereof) are entitled to vote on the Plan because such Classes are the only Classes that are "impaired," and that will receive or retain property under the Plan. The initial filing asserted that only holders of allowed Claims in Classes 3, and 4 (including all subclasses thereof) are entitled to vote on the Plan. Class 4B under the amended plan consists of the subordinated claims. This class will be paid in full after all allowed class 4A claims are paid in full. The estimated allowed claim for this class is $355,000 and its estimated distribution is $0. No estimated amount and estimated distribution were provided in the previous plan for this class. As previously reported by The Troubled Company Reporter on June 27, 2017, the initial plan proposed to pay Class 4A general unsecured creditors in full to be distributed pro rata from the unsecured creditor pool. The estimated claim of this class is $346,417.59. A full-text copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/txnb16-34818-11-36.pdf The Court will continue hearing on the Lopek's Chapter 11 small business plan and small business disclosure statement on September 29, at 01:30 PM. As of September 1, 2017, In re HD Retail Repair, LLC, Case No. 16-34817-BJH-11, is no longer be Jointly Administered with In re Lopek Companies, LLC, Case No. 16-34818-BJH-11. The Clerk of the Court is directed to enter on the In re Lopek Companies, LLC, Case No. 16-34818- BJH-11 docket the following information: In re Lopek Companies, LLC, Case No. 16- 34818-BJH-11, was formerly jointly administered with In re HD Retail Repair, LLC, Case No. 16-34817-BJH-11. In re HD Retail Repair, LLC, Case No. 16-34817-BJH-11 was the lead case until In re HD Retail Repair, LLC, Case No. 16-34817-BJH-11, was dismissed by order of the Court. A hearing was held on Aug. 25 on the motion to dismiss or convert the Chapter 11 case of HD Retail. The motion to convert HD Retail's Chapter 11 case to a case under Chapter 7 was denied. The Court, on September 1, entered an agreed order dismissing HD Retail's Chapter 11 case without prejudice. About Lopek Companies Lopek Companies, LLC, and HD Retail Repair LLC are in the business of facilities maintenance for retail outlets. HDRR provides facilities maintenance services to all Home Depot stores nationwide. Lopek provides facilities maintenance services to several local dealerships. HD Retail and Lopek Companies filed Chapter 11 petitions (Bankr. N.D. Tex. Case No. 16-34817 and 16-34818) on Dec. 16, 2016. The petitions were signed by Kevin Loper, president. The cases are assigned to Judge Stacey G. Jernigan. The Debtors have requested joint administration of their Chapter 11 cases. The Debtors are represented by Roberth Thomas DeMarco, Esq., at DeMarco Mitchell, PLLC. Lopek Companies estimated assets at $0 to $50,000 and liabilities at $1 million to $10 million at the time of the filing. MAP HOLDING: Oct. 5 Disclosure Statement Hearing ------------------------------------------------ Judge Jerrold N. Poslusny Jr. of the U.S. Bankruptcy Court for the District of New Jersey will convene a hearing on Oct. 5, 2017, at 10:00 a.m., on the adequacy of the disclosure statement filed MAP Holding Company, LLC. Written objections to the adequacy of the Disclosure Statement shall be filed no later than 14 days prior to the hearing unless otherwise directed by the court. MAP Holding Company, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 17-18967) on May 1, 2017, listing under $1 million in both assets and liabilities. David A. Kasen, Esq., at Kasen & Kasen, serves as counsel. METEX DEMOLITION: Tex. App. Reverses Denial of Summary Judgment --------------------------------------------------------------- The appeals case captioned LANDMARK AMERICAN INSURANCE CO. AND SENECA SPECIALTY INSURANCE CO., Appellants, v. EAGLE SUPPLY & MANUFACTURING L.P. F/K/A EAGLE CONSTRUCTION & ENVIRONMENTAL SERVICES, L.P., AND METEX DEMOLITION, LLC, Appellees, No. 11-14-00262-CV (Tex. App.) is a permissive appeal brought from the denial of two motions for summary judgment filed by liability insurers. The insurers contend that, as a matter of law, the trial court does not have subject-matter jurisdiction to adjudicate claims brought directly against them by an injured party to access liability insurance coverage. The Court of Appeals of Texas, Eleventh District, reversed and rendered in part and remanded in part. In the summer of 2011, Eagle contracted with Metex Demolition, LLC, for the sale of personal property from the power plants in Texas. The contracts also required Metex to perform various demolition, cleanup, and remediation services at the power plants. The contracts required Metex to obtain liability insurance for the demolition work. Landmark issued a pollution liability policy to Metex, and Seneca issued a general commercial liability insurance policy to Metex. This appeal arises from Eagle's contention that Metex damaged its property while performing services under the contracts and that Landmark and Seneca are contractually liable for these property damages under the liability insurance policies. Eagle also asserted that Metex breached payment obligations under the contracts. Eagle's claims for breach of contract against Metex are not covered by Landmark's and Seneca's insurance policies. Upon consideration of the arguments and evidence presented, the Court concludes that the trial court erred in denying Landmark's and Seneca's motions for summary judgment pertaining to Eagle's claims against Landmark and Seneca. Eagle is not a first-party claimant entitled to bring a direct cause of action under either the Landmark policy or the Seneca policy. Furthermore, the judgments upon which Eagle relies do not constitute sufficient judgments permitting it to bring a direct action as a judgment creditor against Landmark and Seneca. Accordingly, the Court renders judgment in favor of Landmark and Seneca on Eagle's claims for relief against them. However, a remand is necessary because Metex's claims against Landmark and Seneca remain pending in the trial court. A full-text copy of the Court's Opinion dated August 25, 2017, is available at https://is.gd/y4Vumk from Leagle.com. Michael A. Yanof -- myanoff@fsalaw.com -- Linda Szuhy -- lszuhy@thompsoncoe.com -- J. Richard Harmon, Cassie J. Dallas, for Landmark American Insurance Company, Appellant. Randal L. Dean -- rdean@brownpruitt.com -- Misty Michelle Pratt, for Eagle Supply & Manufacturing L.P., Appellee. Randal L. Dean, Misty Michelle Pratt, for Metex Demolition, LLC, Appellee. Cathlynn H. Cannon -- cathlynn.cannon@wilsonelser.com -- for Seneca Specialty Insurance Company, Appellant. About Metex Demolition Metex Demolition, based in Dallas, Texas, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 12-31963) on March 30, 2012. Judge Barbara J. Houser oversees the case. Joyce W. Lindauer, Esq., serves as Metex's counsel. In its petition, Metex estimated under $10 million in both assets and debts. The Foxhall and Metex petitions were signed by Suleman Sohani, as manager/CEO. MIAH INVESTMENTS: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: MIAH Investments LLC 3800 Hopper Rd. Houston, TX 77093 Tel: 281-977-6572 Type of Business: Founded in 2009, Miah Investments, LLC listed its business as a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). The Company's principal place of business is 3800 Hopper Rd, Houston, Texas, 77093. It previously sought bankruptcy protection on July 9, 2013 (Bankr. W.D. Tex. Case No. 13-34109). Chapter 11 Petition Date: September 4, 2017 Case No.: 17-35239 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Hon. Karen K. Brown Debtor's Counsel: Kevin M Chavez, Esq. KEVIN M CHAVEZ P. O. Box 772962 Houston, TX 77215 Tel: 832-209-2209 Fax: 866-929-1647 E-mail: kevin@rhemalegal.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Sam A. Paiz, Sr., president. The Debtor did not file a list of its 20 largest unsecured creditors on the Petition Date. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/txsb17-32529.pdf MMM DIVERSIFIED: Oct. 3 Hearing on Disclosure Statement Approval ---------------------------------------------------------------- Judge Brenda K. Martin of the U.S. Bankruptcy Court for the District of Arizona will convene a hearing on Oct. 3, 2017, at 1:30 p.m. to consider approval of the disclosure statement filed by MMM Diversified LLC on July 31, 2017. The last day for filing and serving written objections to the disclosure statement is fixed at seven days prior to the hearing. The Troubled Company Reporter previously reported that holders of Class 7 Unsecured Claims will be paid within 12 months from the date of confirmation. Interest will be paid to unsecured creditors from the confirmation date at 3.5%. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/azb16-10976-81.pdf About MMM Diversified MMM Diversified, LLC, is an Arizona limited liability company. The business of the Debtor is buying, renting and selling real property. The real property presently owned by the Debtor is residential. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 16-10976) on Sept. 23, 2016. The petition was signed by Michael F. Sprinkle, managing member. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. The Debtor is represented by Carmichael & Powell P.C. No official committee of unsecured creditors has been appointed in the Debtor's case. MONAKER GROUP: Completes $3 Million Private Placement ----------------------------------------------------- Monaker Group, Inc., completed its previously announced private placement equity financing with a group of institutional and accredited individual investors for gross proceeds of $3.0 million. Certain insiders and board members also participated in the offering, representing $635,000 or approximately 21%, of the offering amount. "This new capital provides us the means to further strengthen our B2B alternative lodging rental platform for mainstream travel companies eager to enter the vacation rental space, as well as prepare us for an up listing to the Nasdaq Capital Market," noted Monaker CEO, Bill Kerby. "We believe this successful funding reflects the confidence of institutional investors in our unique business model and recognition of how our customizable booking platform -- the first to offer 1.4 million instantly-bookable alternative lodging properties -- will be a true game changer for the travel industry." Under the terms of a Common Stock and Warrant Purchase Agreement, purchasers in the offering received securities comprised of one common share and one warrant for a purchase price of $2.00. Each warrant entitles the holder to purchase one common share at an exercise price of $2.10 per share, with an expiration date five years from the date of the offering. The securities purchase agreement also requires Monaker to apply for a listing of its common shares on the NASDAQ Capital Market within 60 days following the closing of the offering, along with other terms and conditions as provided in the Form 8-K the company filed today with the U.S. Securities and Exchange Commission, which is available at www.sec.gov. Monaker intends to use the net proceeds to expand its technology division and alternative lodging rentals offering, and for general corporate purposes. About Monaker Monaker Group, Inc., formerly known as Next 1 Interactive, Inc. -- http://www.monakergroup.com/-- is a technology-driven travel company focused on delivering innovation to alternative lodging rentals (ALR) market. The Monaker Booking Engine (MBE) delivers instant booking of more than 1.5 million vacation rental homes, villas, chalets, apartments, condos, resort residences and castles. MBE offers travel distributors and agencies an industry-first: a customizable instant booking platform for ALR. Monaker's NextTrip.com B2C website, powered by the MBE, is the first to offer significant instantly-bookable ALR products along with mainstream travel products and services, all on a single site. NextTrip also features rich content, imagery and high-quality video to enhance a traveler's booking experience and assist in the search, decision and buying process for both individuals and groups. Monaker reported a net loss of $7.10 million on $400,277 of revenues for the year ended Feb. 28, 2017, compared to a net loss of $4.55 million on $544,658 of revenues for the year ended Feb. 29, 2016. As of May 31, 2017, Monaker had $2.11 million in total assets, $2.91 million in total liabilities and a total stockholders' deficit of $804,603. LBB & Associates Ltd. LLP, in Houston, Texas, stated in its report on the Company's consolidated financial statements for the year ended Feb. 28, 2017, that the Company's accumulated deficit and limited financial resources raise substantial doubt about the Company's ability to continue as a going concern. MOREHEAD MEMORIAL: May Use Cash Collateral Until Sept. 15 --------------------------------------------------------- The Hon. Benjamin A. Kahn of the U.S. Bankruptcy Court for the Middle District of North Carolina entered on Aug. 30, 2017, an agreed interim order authorizing Morehead Memorial Hospital to use cash collateral through and including Sept. 15, 2017. A hearing to consider the continued use of the cash collateral is scheduled for Sept. 13, 2017, at 9:30 a.m. A copy of the Order is available at: http://bankrupt.com/misc/ncmb17-10775-187.pdf As reported by the Troubled Company Reporter on July 26, 2017, the Court authorized the Debtor to use from July 10, 2017, through and including Aug. 11, 2017, the cash collateral of Berkadia Commercial Mortgage, LLC, and First-Citizens Bank & Trust Company in order to continue its operations, meet its payroll, and other necessary, ordinary course business expenditures, administer and preserve the value of its estate, and maintain adequate access to cash in amounts customary and necessary for companies of this size in this industry to maintain customer and vendor confidence. The Lenders consent to the Debtor's use of the cash collateral. On Aug. 23, 2017, the Court extended the Debtor's cash collateral use through Sept. 1, 2017. A copy of the court order is available at http://bankrupt.com/misc/ncmb17-10775-166.pdf The Debtor assigns, and pledges to First-Citizens valid, perfected, and enforceable liens and security interests in all of the rents received from the Thompson Street Building and Dayspring Building on and after the Petition Date and all of the Debtor's right, title, and interest in, to, and under the First-Citizens Pre-Petition Collateral, to the extent same existed on the Petition Date and the proceeds, products, offspring, rents, and profits of all of the foregoing, all as may otherwise be described in the First-Citizens Secured Financing Agreements and Assignments. The Debtor grants, assigns, and pledges to Berkadia Commercial Mortgage, LLC, and The Department of Housing and Urban Development valid, perfected, and enforceable liens and security interests in all of the Debtor's accounts receivable created from and after the Petition Date and all of the Debtor’s right, title, and interest in, to, and under the Berkadia Pre-Petition Collateral, to the extent same existed on the Petition Date and the proceeds, products, offspring, rents, and profits of all of the foregoing, all as may otherwise be described in the Berkadia Secured Financing Agreements. The Berkadia Note Obligations and the First-Citizens Note Obligations are granted and entitled to status as an administrative expense claim pursuant to Section 507(b) of the Bankruptcy Code, with priority over all other administrative expense claims, now existing or hereafter arising, of the kind specified in or ordered pursuant to Sections 105, 326, 330, 331, 351, 503(b), 506(c), 507(a), and 1114 of the Bankruptcy Code. About Morehead Memorial Hospital Founded in 1924, Morehead Memorial Hospital -- http://www.morehead.org/-- is a North Carolina non-profit corporation that owns and operates a 108-bed general acute care community hospital on a 22-acre campus located at 117 East Kings Highway, Eden, North Carolina. Within the Hospital Real Property, Morehead Memorial also owns and operates a 121-bed skilled nursing facility. It also owns several other parcels of real property located in Eden that are contiguous to, or in the general vicinity of, the Hospital Real Property. Morehead Memorial Hospital filed for Chapter 11 bankruptcy protection (Bankr. M.D.N.C. Case No. 17-10775) on July 10, 2017, estimating its assets and liabilities at between $10 million and $50 million. The petition was signed by Dana M. Weston, chief executive officer. Judge Benjamin A. Kahn presides over the case. Thomas W. Waldrep, Jr., Esq., Jennifer B. Lyday, Esq., and Francisco T. Morales, Esq., at Waldrep LLP, serve as the Debtor's bankruptcy counsel. The Debtor also hired Womble Carlyle Sandridge & Rice, LLP, as special counsel; Grant Thornton LLP as financial advisor; Hanlon Hammond Camp LLC as investment banker and operational and strategic advisor; and Donlin, Recano & Company, Inc., as claims and noticing agent. On July 24, 2017, William Miller, the bankruptcy administrator for the Middle District of North Carolina, appointed an official committee of unsecured creditors. The Committee retained law firms Nelson Mullins Riley & Scarborough LLP, and Sills Cummis & Gross, P.C., as co-counsel. NEW CAL-NEVA: Pact With PENTA to Repair Property's Roof OK'd ------------------------------------------------------------ The Hon. Gregg W. Zive of the U.S. Bankruptcy Court for the District of Nevada has granted New Cal-Neva Lodge, LLC's request for authorization to enter into a contract with The PENTA Building Group, LLC, to repair the roof of the Debtor's property. The Court will conduct a final hearing on the Debtor's request on Sept. 14, 2017, at 9:00 a.m. Objections to the request must be filed by Sept. 11, 2017, at 5:00 p.m. The Debtor is authorized to enter into the PENTA Roof Contract that includes these essential terms in addition to other terms entered into by the parties supplementally: a. PENTA will engage Commercial Roofers, Inc., to repair the roof, using 25 the scope of work and specifications set forth in the CRI proposal; b. the PENTA Roof Contract will be a lump sum contract of $520,600, excepting only the metal substrate contingency, with respect to which there will be a $30,000 allowance; c. subject to force majeure events including delays related to material or weather, completion of the repairs will occur within 60 days; d. the contract price and schedule will include permits and insurance (if required); e. the contract will be assignable to any purchaser of the Debtor's assets, and PENTA will agree to obtain the lien releases requested by any purchaser; f. PENTA will use all commercially reasonable efforts to insure the roof warranty is transferable to any purchaser; g. there will be no change orders other than change orders agreed to between Penta and any subsequent purchaser, which will be at the cost of the purchaser; h. any decisions to be made by "Owner" under the contract will be made by the Debtor and the Official Unsecured Creditors' Committee; i. the contract will be governed by the laws of the State of Nevada and all disputes will be resolved by the Court; and j. Penta and the Debtor will enter into a supplemental short form contract with respect to the terms and other customary terms, including a waiver of consequential damages. PENTA will fund the costs of the roof repair pursuant to the PENTA Roof Contract, with interest at 8% to accrue beginning upon completion of the work under the PENTA 22 Roof Contract. Payment of PENTA's contract cost under the PENTA Roof Contract will be entitled to administrative priority pursuant to Section 364(c)(1), with priority and super-priority over any and all priority claims, administrative expenses, or any other claims against the Debtor 26 other than the super-priority administrative claim of Hall CA-NV, LLC, under the Financing Stipulations. The Debtor is authorized to grant PENTA, and PENTA will have, a super-priority security interest and lien in all of the Debtor's present and future assets of equal priority with the lien previously granted to Hall CA-NV, LLC, under the Financing Stipulations, to the extent of the obligations incurred under the PENTA Roof Contract. According to the Debtor, linchpin of the Committee/Lawrence Plan -- the only option currently available to maximize estate recoveries -- is the commitment of Lawrence Investments, LLC, to serve as the stalking horse purchaser pursuant to the Lawrence Asset Purchase Agreement. The Lawrence Asset Purchase Agreement is conditioned expressly on commencing roof repairs with a reasonably projected completion date of Oct. 15, 2017. Although Hall consistently represented that it would finance the cost of repairs, at the last minute, Hall has refused to extend the financing unless the repairs are performed under a contract that is not workable within the time limitations set by the Lawrence Asset Purchase Agreement, and which Lawrence has deemed unacceptable. Hall and Ladera Development, LLC, made loans to the Debtor to finance the renovation of the Resort. PENTA is the prime contractor for the renovation of the Resort. The Debtor, Hall, Ladera, PENTA and the Official Committee of Unsecured Creditors previously agreed to permit Debtor to use the Lenders' cash collateral and for Hall to advance, in its discretion, certain funds to pay expenses for the preservation of Debtor's principal assets and other limited administrative expenses, by a series of stipulations that were approved by the Court. The Fourth Extended Financing Stipulation covers the three-month period June through August 2017, and expires by its terms on Aug. 1, 2017, unless extended by the Stipulation Parties. Hall is considering whether to extend the term of the stipulation past Aug. 31, and has not informed the Debtor or other parties of its decision. Because the Stipulation Parties were unable to agree on the scope of repairs to the roof of the Resort at the time of the Fourth Extended Stipulation, the Fourth Extended Stipulation does not specifically include the cost of such repairs but instead provides a procedure by which, if all Stipulation Parties could agree on the scope and cost of work "to repair, maintain or preserve the Property", those expenditures would be funded by Hall and covered by the lien and super priority administrative expense protections for Hall under the Fourth Extended Stipulation and its predecessors. The Debtor has negotiated an agreement with PENTA that serves as the only viable option to satisfy the roof repair condition in a manner acceptable to Lawrence. PENTA has conditioned that work on receiving the same assurances of payment that Hall would have had -- a super-priority lien and a super-priority administrative expense claim. Without authorization to enter into the PENTA Roof Contract on these terms, Lawrence is likely to exercise its right to cancel its bid, which would be fatal to the Committee/Lawrence Plan and a competitive auction process. The Debtor said it has no income from operations and no unencumbered assets. It is poised to realize significant value -- substantially in excess of the "as is" value of the Cal Neva Lodge & Casino of $30 million established by Hall's own appraisal -- from a sale of its only assets under the pending Committee/Lawrence Plan, with a prospect of overbids that could generate an even greater return. The Debtor has been unable to obtain unsecured credit allowable under Section 503(b)(1) as an administrative expense, or credit secured by a junior lien on property of the estate. At the last minute, Hall has refused to extend financing to pay for the roof repairs within the time frame required by the Lawrence Asset Purchase Agreement; it says it will only fund a contract that doesn't meet the Lawrence requirements. The proposed financing terms are necessary to induce PENTA to extend the credit necessary to make the roof repairs, which in turn are essential to realization of a greater return -- by at least several million dollars -- than Hall's appraiser's as-is value of the property. The protection for Hall's interest in its collateral comes from the incremental increased value that the sale under the Plan will realize. The Debtor assured the Court that the priority and super-priority treatment and liens to be granted to PENTA are limited to the obligations incurred under the PENTA Roof Contract. PENTA's position on its pre-petition claims is not improved. The Debtor has not made any of the stipulations or waivers that typically are required by secured lenders providing post-petition financing, including with respect to the validity of PENTA's pre-petition liens or the deadline to challenge such liens. Finally, the liens of Hall and Ladera, as well as any other secured creditor of which the Debtor is not aware, are adequately protected because the roof repairs are necessary to maintain and preserve the Property and make possible consummation of the Lawrence Asset Purchase Agreement which will maximize the value of the Debtor's assets for all secured creditors, including Hall. Copies of the Debtor's motion and the court order are available at: http://bankrupt.com/misc/nvb16-51282-821.pdf http://bankrupt.com/misc/nvb16-51282-831.pdf About New Cal-Neva Lodge New Cal-Neva Lodge, LLC, based in Saint Helena, California, primary asset is a 191-room resort and casino known as the Cal Neva Lodge & Casino. New Cal-Neva Lodge filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 16-10648) on July 28, 2016. In its petition, New Cal-Neva estimated $50 million to $100 million in assets and $10 million to $50 million in liabilities. The petition was signed by Robert Radovan, president and secretary. Judge Thomas E. Carlson presides over the case. Keller & Benvenutti LLP serves as bankruptcy counsel to the Debtor. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Sept. 13, 2016. The committee retained Pachulski Stang Ziehl & Jones LLP, as legal counsel; Province, Inc., as financial advisor; and Fennemore Craig P.C. as Nevada counsel. * * * New Cal-Neva filed a Chapter 11 plan of reorganization for the company and its parent Cal Neva Lodge, LLC. On Jan. 6, 2017, Leslie P. Busick and several other creditors proposed a Chapter 11 plan of reorganization for New Cal-Neva. The group is represented by the Law Offices of Alan R. Smith. On March 21, 2017, Ladera Development, LLC, filed a Chapter 11 plan of reorganization for New Cal-Neva and its parent. OMNI LION'S: Seeks Extension of Plan Filing Period to Oct. 4 ------------------------------------------------------------ Omni Lion's Run L.P. and Omni Lookout Ridge, L.P., filed a motion asking the U.S. Bankruptcy Court for the Western District of Texas to extend their exclusive plan filing period to Oct. 4, 2017, and the solicitation period to Dec. 4, 2017. The Debtors have proposed a joint plan of reorganization and have moved for joint administration of their cases. The relief requested will enable the two cases to run on exactly parallel paths. The requested extension coincides with the deadlines in the later-filed of the two cases, Omni Lookout Ridge L.P. Attorney for Omni Lookout Ridge, L.P., and Omni Lion's run, L.P.: Ron Satija, Esq. HAJJAR PETERS LLP 3144 Bee Caves Rd Austin, Texas 78746 Tel: 512.637.4956 Fax: 512.637.4958 Email: rsatija@legalstrategy.com About Omni Lion's Run Omni Lion's Run, L.P., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 17-60329) on May 2, 2017. Drew G. Hall, manager, signed the petition. Judge Ronald B. King presides over the case. At the time of the filing, the Debtor estimated assets and liabilities of less than $50,000. PADCO PRESSURE: CKB Seeks Appointment of Ch. 11 Trustee ------------------------------------------------------- Cross Keys Bank asks the U.S. Bankruptcy Court for the Western District of Louisiana to direct the appointment of a Chapter 11 Trustee to assess, and then perhaps to manage, the business and affairs of Padco Pressure Control, LLC. Cross Keys Bank relates that the Debtor owns certain equipment, which at one time, the Debtor used to perform certain jobs and/or leased it to oil and gas companies, typically on a daily rate basis, to perform certain oil and gas service work on natural gas and/or oil wells ("PPC Equipment "). Cross Keys Bank asserts it has a valid, effective and first-ranking security interests in the PPC Equipment. Cross Keys Bank is by far the largest creditor in the case, with a claim as of the Petition Date in the amount of $2,879,499.93, which is secured, in part, by the PPC Equipment and the Debtor's accounts receivable. Cross Keys Bank contends that since the Petition Date, the Debtor purports to have continued in possession of its property, but it has not operated and managed its business as a debtor in possession. Because the Debtor has not engaged in any postpetition business to manage or operate, in effect, Cross Keys Bank asserts that the Debtor has impermissibly "parked" its assets in the Court since the Petition Date. Recently, however, Cross Keys Bank learns that the Debtor's majority member, Michael Carr, testified under oath that all of the Debtor's equipment was located either at a yard in Minden, Louisiana or on the yard of a company owned by and allegedly known as Completion Service Group (a company purportedly owned by Kary Bryce) near Minden, Louisiana, and that some of it was in the process of being moved to west Texas. Thus, Cross Keys Bank believes that Mr. Carr has not accounted for all the PPC Equipment and many items of the PPC Equipment are not at any of the three yards where the Debtor indicated it was located. Cross Keys Bank notes that the Debtor's schedules also reflect miscellaneous secured claims that total $2,500,000, as well as a list of priority claims of $44,060 and general unsecured claims of $3,047,088. Cross Keys Bank also notes that the Debtor's schedules value the PPC Equipment at only $488,929, but the Debtor has not provided Cross Keys Bank with an insurance certificate indicating that the insured value of the PPC Equipment postpetition was $796,613. As such, it is impossible for Cross Keys Bank to determine if the Debtor has accounted for all the PPC Equipment or valued it properly. Despite having full access to the PPC Equipment, Cross Keys Bank complains that the Debtor has not generated any postpetition income (other than $57.44 in "miscellaneous income" June, 2017), based on its monthly operating reports. Cross Keys Bank further complains that the Debtor's monthly operating reports for the postpetition period from October 4, 2017 through July 31, 2017 reflect no accounting and essentially no income. Cross Keys Bank contends that due to the Debtor's failure to use the PPC Equipment postpetition, the PPC Equipment may not be put back into operation without performing expensive mechanical integrity tests to make certain it is still in usable condition. Cross Keys Bank is uncertain whether the PPC Equipment should be liquidated or leased pursuant to a plan in order to generate income sufficient to pay Cross Keys Bank and the unsecured creditors since the Debtor has failed to engage in any postpetition operations since the Petition Date (or failed to report the income, if any, generated by the PPC Equipment postpetition). Because the Debtor cannot explain its dismal postpetition history of any utilization of the PPC Equipment nor the fact that it has not been able to generate any meaningful postpetition income to pay Cross Keys Bank and the other unsecured creditors, Cross Keys Bank believes that a trustee should be appointed so as to determine what has happened to the PPC Equipment, and provide other information necessary for the creditors to make an informed decision about whether the Debtor's reorganization is feasible. Cross Keys Bank is represented by: R. Joseph Naus, Esq. WIENER, WEISS & MADISON A Professional Corporation 333 Texas Street, Suite 2350 (71101) P. O. Box 21990 Shreveport, Louisiana 71120-1990 Telephone: (318) 226-9100 Facsimile: (318) 424-5128 Email: rjnaus@wwmlaw.com About Padco Pressure Control PADCO Pressure Control, L.L.C., based in Lafayette, LA, filed a Chapter 11 petition (Bankr. W.D. La. Case No. 16-51381) on October 4, 2016. The Hon. Robert Summerhays presides over the case. Thomas E. St. Germain, member of Weinsten & St. Germain, LLC, as bankruptcy counsel. In its petition, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Michael Carr, chief executive officer. No official committee of unsecured creditors has been appointed in the case. PASSAGE VILLAGE: PCO Files Second 60-Day Report for Midland Meadows ------------------------------------------------------------------- Suzanne E. Messenger, the appointed Patient Care Ombudsman for Passage Midland Meadows Operations, LLC, files with the U.S. Bankruptcy Court for the Southern District of West Virginia a second 60-day report for Passage Midland Meadows. The Passage Midland Meadows Operation in Ona, WV, licensed by the West Virginia Office of Health Facility Licensure and Certification ("OHFLAC") as a large assisted living residence with an Alzheimer's unit, offers a spectrum of senior care. The OHFLAC received no complaints regarding the care and services provided by Midland Meadows during the reporting period. The PCO observed that both the assisted living and Alzheimer's units of Midland Meadows are fully staffed with no vacancies. The PCO also observed that cottage residents do not receive direct services. The PCO reported that there were no bankruptcy related concerns after the PCO interviewed long-standing and newly hired staff. A staff noted, however, that the method of pay has recently changed from direct deposit to paper checks -- which is an inconvenience -- the PCO received no other concerns with such change. The PCO noted that there were no residents reported staffing-related concerns. The West Virginia Long-Term Care Ombudsman Program did not receive any complaints regarding Midland Meadows for the reporting period. The Ombudsman has conducted a monitoring visit on August 8, 2017, and found no issues or problems were reported. The PCO noted two allegations of abuse and/or neglect. One allegation involved a resident who did not receive medical treatment as ordered during a power outage, but the resident did not sustain physical injury. The second allegation concerned a resident wearing a monitoring device who left the building unnoticed. While out of the building, the resident sustained a significant injury requiring medical treatment. The PCO observed that these incidents were not due to shortage of operating funds or otherwise related to the bankruptcy. However, the PCO will increase monitoring visits the next reporting session to assure adequate resident protection. The PCO observed that resident medical records are stored in central locations in their respective units and confidentiality of these records appears well maintained. The PCO reported that various staffs were interviewed and all report having adequate supplies to perform their duties with no change post-filing. The PCO observed the meal service, which appeared fresh, appetizing and of appropriate portions. The PCO claimed that the administration reports vendor relationships and an improvement in the availability of petty cash. The PCO reported that the Resident activities, including the Friday restaurant outings, are continuing without issues. The PCO reported that, in general, the physical plant, facility van and property appear clean and well-maintained. The PCO observed that the Residents appear clean and cared for. A full-text copy of the PCO's Second 60-day Report, dated August 11, 2017, is available at https://is.gd/xv5IEa About Passage Midland, et al. Passage Healthcare -- http://passagehealthcare.net-- is a senior living care provider founded in 2013 by Andrew Turner and William Lasky. Passage Midland Meadows Operations, LLC, and three affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D. W.Va. Lead Case No. 17-30092) on March 13, 2017. The debtor-affiliates are Passage Healthcare Property, LLC; Passage Longwood Manor Operations, LLC; and Passage Village of Laurel Run Operations, LLC. The petitions were signed by Andrew Turner, member-manager of Passage Healthcare, LLC, manager of Passage Midland. Passage Midland estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities as of the bankruptcy filing. The Hon. Frank W. Volk presides over the cases. Jackson Kelly PLLC is the Debtors' bankruptcy counsel. Capozzi Adler, PC, is the Debtors' special counsel, required to provide services related to Pennsylvania regulatory and licensing compliance and Medicare, and Medicaid payment and compliance. Judy A. Robbins, the U.S. Trustee for Region 4, appointed Margaret Barajas as the Patient Care Ombudsman for two of the Debtors: Passage Village of Laurel Run Operations and Passage Longwood Manor Operations. An official committee of unsecured creditors has not been appointed in the Debtors' cases. PORTRAIT INNOVATIONS: Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------------- Lead Debtor: Portrait Innovations, Inc. 2016 Ayrsley Town Blvd., Suite 200 Charlotte, NC 28273 Type of Business: Portrait Innovations -- http://www.portraitinnovations.com/-- provides in-studio photography sessions to consumers on both a walk-in and appointment basis. The Company offers a variety of portrait packages and other products such as canvases, mugs, calendars and holiday cards to its customers after the session's completion, as well as through its online portal, www.portraits.com. The Company also provides mobile app, maternity photo services, baby photo services, child photo services, graduation photo services, wedding photo services and family photo services. Portrait Innovations was founded in 2000 in Charlotte, North Carolina. As of the Petition Date, Portrait Innovations operated more than 119 studios in 31 states. Chapter 11 Petition Date: September 1, 2017 Debtor-affiliates that simultaneously filed Chapter 11 petitions: Debtor Case No. ------ -------- Portrait Innovations, Inc. 17-31455 Portrait Innovations Holding Company 17-31456 Court: United States Bankruptcy Court Western District of North Carolina (Charlotte) Judge: Hon. Craig J. Whitley Debtors' Counsel: John R. Miller, Jr., Esq. Paul R. Baynard, Esq. Benjamin E. Shook, Esq. RAYBURN COOPER & DURHAM, P.A. 1200 The Carillon 227 West Trade Street Charlotte, NC 28202 Tel: 704-334-0891 E-mail: jmiller@rcdlaw.net pbaynard@rcdlaw.net bshook@rcdlaw.net Debtors' Claims, Ballot and Notice Agent: RUST CONSULTING/OMNI BANKRUPTCY Web site: http://omnimgt.com Innovations, Inc.'s estimated assets: $10 million to $50 million Innovations, Inc.'s estimated liabilities: $10 million to $50 million Innovations Holding's estimated assets: $10 million to $50 million Innovations Holding's estimated liabilities: $10 million to $50 million The petitions were signed by John Grosso, president and chief executive officer. Full-text copies of the petitions are available for free at: http://bankrupt.com/misc/ncwb17-31455.pdf http://bankrupt.com/misc/ncwb17-31456.pdf Portrait Innovations, Inc.'s list of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 168th and Dodge, LP Lease $10,837 Access Point, Inc. Trade $113,693 ARC SWWMGPA001, LLC Lease $11,320 Authority HVAC Trade $11,059 Brixmor/IA Clearwater Mall, LLC Lease $14,237 Brookfield Square Joint Venture Lease $14,914 CBL & Associates Management, Inc. Color Centric Colorcentric Trade $71,923 Corporation Diskcopy LLC Trade $23,213 East Market Retail, L.C. Lease $11,482 EZ Prints Holdings, Inc. Trade $192,096 Fujifilm North America Corporation Trade $279,193 Box 200232 Pittsburgh, PA 15251-0232 Dennis Woodard Tel: 770-737-2091 Granite Telecommunications, LLC Trade $50,124 IMI Colorado Springs, LLC Trade $10,435 Kogi Mobile LLC Trade $15,200 Levis Commons, LLC Lease $10,314 Northcross Land & Development, LLC Lease $11,799 Office Depot Trade $17,815 Park West Retail I, LLC Lease $10,276 PricewaterhouseCoopers LLP Trade $15,140 Proximity Costa Rica LLC $49,065 Portrait Innovations Holding's list of 20 largest unsecured Creditor has a single entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Internal Revenue Service Tax $67,740 Ogden, UT 84201-0039 PORTRAIT INNOVATIONS: Files for Chapter 11 to Look for New Owners ----------------------------------------------------------------- After recently shuttering 63 studios, Portrait Innovations, Inc. sought Chapter 11 protection to effectuate a restructuring transaction whereby substantially all of its assets will be transferred to a newly created entity, and the equity of the reorganized debtor will be sold to new equity ownership through a rapid but thorough marketing and auction process. Its parent Portrait Innovations Holding Company also filed for Chapter 11. Portrait Innovations believes that potential bidders will see value in the Debtors' long history of successful operations, reputation for quality service and beautiful studio spaces, and plan for the Walmart business expansion which has a higher gross margin percentage than the free-standing Portrait Innovation studios. Portrait Innovations -- http://www.portrait.com/-- was founded in 2000 in Charlotte, North Carolina, and has grown into one of the nation's largest and most successful professional portrait studio operators in the nation. As of the Petition Date, Portrait Innovations operates more than 119 studios in 31 states. In 2014, Portrait Innovations had more than 196 studios in 40 states. Most of the studios are located in upscale, mixed-use commercial locations and their traditional retail park locations, however in late 2016, the Company began opening locations in Walmart Supercenters. Portrait Innovations currently operates 3 very successful Walmart studios, and plans to invest significantly in the Walmart studio model going forward. In order for the Debtors to successfully complete an auction process, they must preserve their ongoing business operations by instilling confidence in employees, vendors and landlords (including Walmart) that their businesses will be stable during the reorganization process. With such stability in mind, the Debtors seek to continue to operate in the ordinary course of business during and subsequent to the Chapter 11 cases, and have filed a number of motions on the Petition Date, seeking the Court's authority to take steps necessary to ensure a seamless transition into the Chapter 11 cases. A copy of the affidavit in support of the first day motions is available at: http://bankrupt.com/misc/Portrait_17_1st_Day_Affidavit.pdf Events Leading to Bankruptcy Filing John Grosso, president and CEO, explains that the Company's operating model, focusing on retail locations in power centers and lifestyle centers as well as expanding its online offerings, was very successful through the end of the 2015 fiscal year. For example, the Company had income from operations and adjusted earnings before interest, depreciation and amortization of $8.5 and $19.0 million in fiscal year 2014, and $4.0 and $ 13.6 million in fiscal year 2015. In the second half of the 2016 fiscal year, Portrait Innovations began seeing a significant decline in visitors to their lifestyle and power center locations. The trend of declining retail customers is not unique to Portrait Innovations and has impacted brick and mortar retailers throughout the US as evidenced by the numerous bankruptcy filings in the recent past. Facing this sharp decline in customer traffic, the Company determined to reduce costs, in particular the cost of rents, which make up a significant portion of the Debtors' operating expenses. In recent months, the Company has attempted negotiations with landlords, first directly, and since July 2017 with the help of Hilco Real Estate, LLC. The Company has had only limited success in renegotiating leases rates to a level that would allow these studios to operate profitably, and determined to shutter underperforming stores if sufficient rent reductions or other concessions from landlords could not be negotiated. Prior to the Petition Date, the Company determined that it is in the Company's best interest to close 63 additional underperforming studios in lifestyle and power retail centers across the United States. In the weeks preceding the Petition Date, the Company ceased operations in the Closed Studios, liquidated the equipment in those locations, and surrendered the premises to the applicable landlords. In late 2016, the Company opened three pilot studios in Walmart Supercenters. Results from these locations have exceeded the Company's expectations. The Company and Walmart have agreed to build and open seven additional studios in Walmart Supercenters prior to the beginning of the holiday season, which is historically the most profitable time period for the Company's business. Each Walmart studio requires approximately $95,000 in capital investment. Liquidity constraints stemming from the inability to properly scale lease obligations to sales levels in non-Walmart stores have prevented the Company from pursuing an aggressive Walmart growth strategy, despite the fact that results indicate, and management believes, that extensive expansion of the Walmart business presents an excellent business opportunity for the Company. Prepetition Assets and Debt The Company owns photographic equipment in each leased studio, and receives payment from customers primarily through credit card transactions. The Company also owns certain intellectual property and is the counterparty to certain contracts the Company believes have value. As of the August 30, 2017, the Company held approximately $1,350,000 in cash, excluding cash in transit. The Debtors are party to a Note Purchase Agreement (the "NPA") dated as of February 26, 2015 by and between the Debtors as issuers, and CapitalSouth Partners SBIC Fund III, L.P. ("Capital F und HI"), CapitalSouth Partners Fund II Limited Partnership ("Fund II"), as purchasers, and Capital Fund, HI, as Collateral Agent (in such capacity, the "Noteholder Agent"), pursuant to which the Debtors issued 12.00% Senior Secured Subordinated Promissory Notes (the "Notes"), which are secured by liens on substantially all of the Debtors' property. Capital Fund H, Capital Fund HI, and CapitalSouth Partners Florida Sidecar Fund II, L.P. collectively hold 100% of the Notes. As of the Petition Date, the outstanding principal balance of the Notes was approximately 1 5 million. Portrait Innovations Holding Company's sole business is ownership of the Portrait Innovations equity interests. Holdings is owned by various investors: Southeastern Private Investment Fund IV (40.6%), Emergo Alpha Fund Limited (39.1%), John Grosso (10.7%), Johnny Grosso, III (3.5%), Hentom, LLC (2.0%), Thomas Henson (0.1%), John Davis (3.6%) and all other shareholders (0.4%). Plan Negotiation Process By the early summer of 2017, it had become clear to the Debtors that they had insufficient capital to expand the Walmart business quickly enough to compensate for the seventy or more unprofitable or marginally profitable Portrait Innovations retail studios. Therefore, in early July 2017, the Debtors engaged Piper Jaffray as investment bankers to seek new equity investors or capital for the Debtors. The Debtors believed, based on May 2017 operational results, they would have adequate cash flow to permit Piper Jaffiay to go to the market seeking bids in late summer and pursue a transaction into late fall, around the time the profitable holiday season would start. Shortly after Piper's engagement, however, the Debtors saw a significant and unexpected further drop in revenue from June 2017 operational results. After re-evaluating their projections based on June and early July results, the Debtors determined that continued decline in revenue and profits meant that there would not be sufficient liquidity to allow Piper J affray to complete its transaction process, and made the decision to pursue a wholesale restructuring of the Debtors' operations and balance sheet. Therefore, in mid-July 2017, the Debtors approached the Noteholders, as their senior secured lender, to discuss options for the Debtors in light of their likely inability to continue operations long enough to complete the Piper Jaffray process or reach the profitable holiday season. The Noteholders expressed interest in providing debtor-in-possession financing for a bankruptcy proceeding for the Debtors, and also expressed interest in serving as the stalking horse bidder in a bankruptcy sale process. The Debtors' board determined that, in light of the worse than expected financial results for June 2017, pursuing a pre-negotiated plan with the Noteholders that contemplated the sale or transfer of the Debtors' assets, subject to a competitive bidding process with the Noteholders serving as the stalking horse bidder, would be the best way to maximize value for all constituencies. In the absence of new financing, management believes the Debtors would have been forced to cease operations in the early fall of 2017 and liquidate their assets. In late July 2017, the Debtors and the Noteholders began negotiating (i) the terms for a plan of reorganization, whereby the Debtors would eliminate underperforming stores, close locations, and reduce operating costs, (ii) debtor-in-possession financing to fund the administrative costs of these Chapter 11 Cases and the Debtors' ongoing operations, and (iii) bidding procedures and the marketing and auction process whereby the Debtors, with Piper Jaffray's assistance, would continue and complete their marketing process in an effort to realize the highest and best value for their assets. Those negotiations culminated in a Restructuring Support Agreement, which the Debtors and Noteholders executed prior to filing these cases, and which incorporates the DIP Term Sheet, Plan Term Sheet and Bidding Procedures (all as defined in the Restructuring Support Agreement). Proposed Path for Chapter 11 Cases Through the Chapter 11 cases, the Debtors seek to restructure their obligations and improve the Company's cash flow. In particular, the Debtors seek to reject the leases for the Closed Studios, and to evaluate other marginal locations and perhaps reject additional leases. The Debtors seek to attract new Capital for their business through a transfer of substantially all of their assets to the Reorganized Debtors and sale of the equity interests in the Reorganized Debtor to the highest bidder. The Noteholders have submitted a stalking horse bid for the Debtors' assets. Only with new ownership and a restructured balance sheet will the Company have the capital needed to pursue an expansion of facility outstanding as of the Petition Date. About Portrait Innovations Based in Charlotte, North Carolina, Portrait Innovations Inc. -- http://www.portraitinnovations.com/-- provides in-studio photography sessions to consumers on both a walk-in and appointment basis. The Company offers a variety of portrait packages and other products such as canvases, mugs, calendars and holiday cards to its customers after the session's completion, as well as through its online portal, http://www.portraits.com/ As of Sept. 1, 2017, Portrait operated more than 119 studios in 31 states. On Sept. 1, 2017, Portrait Innovations, Inc. and parent Portrait Innovations Holding Company filed voluntary petitions under the provisions of Chapter 11 of the United States Bankruptcy Code (Bankr. W.D.N.C. Lead Case No. 17-31455). The petitions were signed by John Grosso, president and chief executive officer. Each of the Debtors estimated assets and debt of $10 million to $50 million. The Hon. Craig J. Whitley is the case judge. Rayburn Cooper & Durham, P.A., serves as counsel to the Debtors. Rust Consulting/Omni Bankruptcy is the claims and noticing agent. PROINOS BREAKFAST: Plan Outline Okayed, Plan Hearing on Oct. 5 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida will consider approval of the Chapter 11 plan of reorganization for Proinos Breakfast Club, Inc., at a hearing on October 5. The hearing will be held at 10:00 a.m., at Courtroom 9B, 801 North Florida Avenue, Tampa, Florida. The court will also consider at the hearing final approval of the company's disclosure statement, which it conditionally approved on August 23. Creditors are required to file their ballots accepting or rejecting the plan no later than eight days before the hearing. Objections to the plan must be filed no later than seven days prior to the hearing. On August 21, 2017, the Debtor filed a disclosure statement, which explains its proposed Chapter 11 plan of reorganization. About Proinos Breakfast Club Proinos Breakfast Club, Inc., operates a family restaurant serving breakfast and lunch in leased premises at 201 West Bay Drive, Suite E-5, Largo FL 33770 and has only one location. It is owned and managed by George Soulellis. Proinos Breakfast Club filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-01819) on March 7, 2017. George Soulellis, president, signed the petition. At the time of filing, the Debtor estimated assets and liabilities to be less than $50,000. The Debtor is represented by Jake C. Blanchard, Esq., at Blanchard Law, P.A. PSH PROPERTIES: Plan Confirmation Hearing Set for Sept. 20 ---------------------------------------------------------- Judge Robert L. Jones of the U.S. Bankruptcy Court for the Northern District of Texas approved PSH Properties, LLC's combined disclosure statement and plan of reorganization filed on July 31, 2017. The plan confirmation hearing will be on Sept. 20, 2017, at 1:30 p.m., at the George Mahon Federal Building, 1205 Texas Avenue, Room 314, Lubbock, Texas, 79401-4002. The deadline to object to the confirmation of the plan is Sept. 18, 2017. The Troubled Company Reporter previously reported that under the plan, Class 5 Unsecured Claims total $109,731.92. The claimants will receive 100% of their respective claims over a 10-year term (accruing interest from the petition date), to be paid on a monthly basis, starting Oct. 10, 2017, at 3% interest. Subsequent payments will be made on the 10th of each month thereafter. A full-text copy of the Combined Disclosure Statement and Plan is available at: http://bankrupt.com/misc/txnb17-50102-40.pdf About PSH Properties PSH Properties, LLC, is a small nonresidential building operator located in Lubbock, Texas. PSH sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-50102) on April 10, 2017. The petition was signed by David Hodges, managing member. The case is assigned to Judge Robert L. Jones. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. REPUBLIC AIRWAYS: Court Rejects JMI Bid to Allow Damages Claims --------------------------------------------------------------- Judge Sean H. Lane of the U.S. Bankruptcy Court for the Southern District of New York addresses Jet Midwest, Inc.'s motion for allowance of an unsecured rejection damages claim. JMI seeks allowance of its claim for damages arising from Republic Airways Holdings and affiliates' rejection of an unexpired lease of nonresidential real property, despite having missed the deadline for filing such a claim. The debtors oppose the motion, arguing that JMI received proper notice of the deadline. Upon analysis of the case, Judge Lane denied the motion. Under Bankruptcy Rule 3003(c)(2) "[a]ny creditor or equity security holder whose claim or interest is not scheduled or scheduled as disputed, contingent, or unliquidated shall file a proof of claim or interest within the time prescribed by subdivision (c)(3) of this rule; any creditor who fails to do so shall not be treated as a creditor with respect to such claim for the purposes of voting and distribution." Judge Lane finds that JMI fails to satisfy the requirements for an informal proof of claim. Most obviously, JMI failed to take any action to preserve its interests and put the Debtors on notice of its claim. Instead, JMI relies on an action taken by the Debtors: the filing of the Rejection Motion. But JMI cites no authority--and the Court is aware of none--where a creditor relied upon actions of a debtor to satisfy the requirement for filing a claim. The Court also considers the length of JMI's delay and its impact on the case. There is no concrete formula governing when the lateness of a claim is "substantial." JMI missed the Rejection Bar Date here by over five months, an inexcusable amount of time given these circumstances. Thus, the Court denies the motion. The Debtors shall submit a proposed order on five days' notice. The proposed order must be submitted by filing a notice of the proposed order on the docket, with a copy of the proposed order attached as an exhibit to the notice. A full-text copy of Judge Lane's Memorandum Decision dated August 28, 2017, is available at: http://bankrupt.com/misc/nysb16-10429-1902.pdf Attorneys for the Reorganized Debtors: Bruce R. Zirinsky, Esq. Sharon J. Richardson, Esq. Gary D. Ticoll, Esq. ZIRINSKY LAW PARTNERS PLLC 375 Park Avenue, Suite 2607 New York, New York 10152 bzirinsky@zirinskylaw.com srichardson@zirinskylaw.com gticoll@zirinskylaw.com -and- Christopher K. Kiplok, Esq. Erin E. Diers, Esq. Daniel M. Nuzzaci, Esq. HUGHES HUBBARD & REED LLP One Battery Park Plaza New York, New York 10004 chris.kiplok@hugheshubbard.com erin.diers@hugheshubbard.com daniel.nuzacco@hugheshubbard.com Attorneys for Jet Midwest, Inc.: James F.B. Daniels, Esq. MCDOWELL RICE SMITH & BUCHANAN, P.C. 604 West 47th Street, Suite 350 Kansas City, Missouri 64112 jdaniels@mcdowellrice.com About Republic Airways Based in Indianapolis, Indiana, Republic Airways Holdings Inc., (OTCMKTS:RJETQ) owns Republic Airline and Shuttle America Corporation. Republic Airline and Shuttle America -- http://www.rjet.com/-- offer approximately 1,000 flights daily to 105 cities in 38 states, Canada, the Caribbean and the Bahamas through Republic's fixed-fee codeshare agreements under major airline partner brands of American Eagle, Delta Connection and United Express. Republic Airways Holdings Inc. and six affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 16-10429) on Feb. 25, 2016. The petitions were signed by Joseph P. Allman as senior vice president and chief financial officer. Judge Sean H. Lane has been assigned the cases. As of Jan. 31, 2016, on a consolidated basis, Republic had assets and liabilities of $3,561,000,000 and $2,971,000,000 (unaudited), respectively. Zirinsky Law Partners PLLC and Hughes Hubbard & Reed LLP are serving as Republic's legal advisors in the restructuring. Seabury Group LLC is serving as financial advisor. Deloitte & Touche LLP is the independent auditor. Prime Clerk is the claims and noticing agent. The U.S. Trustee for Region 2 appointed seven creditors of Republic Airways Holdings Inc. to serve on the official committee of unsecured creditors. The Committee retained Morrison & Foerster LLP as attorneys and Imperial Capital, LLC, as investment banker and co-financial advisor. * * * The Debtors filed a Plan under which unsecured creditors will either receive a distribution of 45% in cash or 41%-48% new common stock under the plan. A full-text copy of the Disclosure Statement explaining the Plan terms is available at: http://bankrupt.com/misc/nysb16-10429-1312.pdf The Debtors believe that they will have sufficient cash resources to make the payments required pursuant to the plan, repay and service debt obligations, and maintain operations on a going-forward basis. On April 20, 2017, the Bankruptcy Court approved the Plan. The Troubled Company Reporter, citing BankruptcyData.com, reported that Republic Airways Holdings' Plan became effective on May 1, 2017, and Republic Airways Holdings emerged from Chapter 11 protection. RONIC INC: Taps Mendonca & Partners as Accountant ------------------------------------------------- Ronic Inc. and Aiello Realty Holding LLC seek approval from the U.S. Bankruptcy Court for the District of New Jersey to hire an accountant. The Debtors propose to employ Mendonca & Partners Certified Public Accountants LLC to, among other things, assist in financial reporting; prepare tax returns; and give advice on reorganization strategies. The hourly rates charged by the firm are: Junior Accountant $125 Staff Accountant $150 Senior Accountant $200 Partner $300 Senior Partner $350 Amedeo Luongo, a partner at Mendonca, disclosed in a court filing that he and his firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Amedeo Luongo Mendonca & Partners Certified Public Accountants LLC 1030 Salem Road Union, NJ 07083-7058 Tel: (908)352-9797 Fax: (908)351-4520 About Ronic Inc. Ronic Inc. d/b/a Venice Bakery -- http://www.venicebakery.net-- owns a wholesale and retail bakery offering a wide array of baked breads, Italian pastries, cakes, cookies and coffee. Its bread is baked and delivered daily to New Jersey, New York and Pennsylvania areas. Based in Garfield, New Jersey, Ronic and Aiello Realty Holding LLC filed Chapter 11 petitions (Bankr. D.N.Y. Lead Case No. 17-26758) on August 17, 2017. The petition was signed by Nicola Aiello, its president. In its petition, Ronic Inc.'s estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Aiello Realty had estimated assets and liabilities of $1 million to $10 million. Judge Stacey L. Meisel presides over the case. Daniel M. Eliades, Esq., at LeClairRyan, a Professional Corporation, serves as the Debtor's bankruptcy counsel. RONIC INC: Wants to Use Bank of Princeton's Cash Collateral ----------------------------------------------------------- Ronic Inc., d/b/a Venice Bakery, et al., seek authority from the U.S. Bankruptcy Court for the District of New Jersey to use in the ordinary course of their business cash collateral, which consists of The Bank of Princeton's interests in the Debtor's cash and accounts receivable. The Debtors assure the Court that BOP is adequately protected by the assets securing its debt, the replacement liens proposed to be granted to BOP, and the periodic payments to be made to BOP. The Debtors say that based on equity cushion alone, the Debtors should be granted authority to use the cash collateral. However, the Debtors propose to grant to BOP replacement liens on its collateral and provide it with period payments going forward. In addition to the proposed replacement liens and its equity cushion, BOP will be protected as a result of periodic payments made by the Debtors to BOP. The Debtors propose to pay BOP $15,000 over seven weeks. These payments may serve to offset any increase in the amount of BOP's claim on a going forward basis, while the Debtors formulate their reorganization plans. As of the Petition Date, the Debtors do not have sufficient unencumbered cash to fund their business operations. Absent the ability to use cash collateral, the Debtors will be unable to pay insurance, wages, rent, utility charges, and other critical operating expenses. The Debtors tell the Court that without access to cash collateral, the Debtors will not be able to maintain their business operations and continue their restructuring efforts, and would likely be forced to cease operations and liquidate. In such event, the Debtors' estates would be immediately and irreparably harmed. The Debtors cannot obtain funds sufficient to administer their estates and operate their business other than by obtaining the relief requested pursuant to Section 363 of the U.S. Bankruptcy Code. The Debtors' use of the cash collateral will allow the Debtors to continue their operations while BOP's interests are protected. A copy of the Debtors' Motion is available at: http://bankrupt.com/misc/njb17-26759-9.pdf About Ronic Inc. Ronic Inc., d/b/a Venice Bakery -- http://www.venicebakery.net-- owns a wholesale and retail bakery offering a wide array of fresh baked breads, Italian pastries, cakes, cookies and coffee. Its bread is baked and delivered fresh daily -- seven days a week to New Jersey, New York and Pennsylvania areas. Ronic Inc., based in Garfield, New Jersey, and affiliate Aiello Realty Holding LLC each filed a Chapter 11 petition (Bankr. D.N.J. Case Nos. 17-26758 and 17-26759) on Aug. 17, 2017. The petitions were signed by Nicola Aiello, the Debtors' president. Ronic Inc. estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities, and Aiello Realty estimated both $1 million to $10 million in assets and liabilities. The Hon. Stacey L. Meisel presides over the cases. Daniel M. Eliades, Esq., at LeClairRyan, a Professional Corporation, serves as the Debtors' bankruptcy counsel. SCIENTIFIC GAMES: $3.28-Bil. Term Loans' Maturity Extended to 2024 ------------------------------------------------------------------ Scientific Games Corporation announced that its wholly owned subsidiary, Scientific Games International, Inc., completed an amendment to its credit agreement that extended the maturity of its $3.283 billion of existing term loans and reduced the applicable interest rate on the term loans to a rate of LIBOR plus 325 basis points with no LIBOR floor. All of the term loans under the credit agreement are now scheduled to mature on Aug. 14, 2024 (subject to accelerated maturity under certain circumstances). "Our ongoing attention toward improving operating execution, generating stronger cash flows and deleveraging our balance sheet has enabled us to amend our credit agreement on more favorable terms," said Kevin Sheehan, chief executive officer of Scientific Games. "Moreover, by improving our capital structure, future cash flow is further strengthened." About Scientific Games Las Vegas, Nevada-based Scientific Games Corporation (NASDAQ:SGMS) -- http://www.ScientificGames.com/-- is a developer of technology-based products and services and associated content for worldwide gaming, lottery and interactive markets. The Company's portfolio includes gaming machines, game content and systems; table games products and shufflers; instant and draw-based lottery games; server-based lottery and gaming systems; sports betting technology; loyalty and rewards programs; and interactive content and services. Scientific Games reported a net loss of $353.7 million on $2.88 billion of total revenue for the year ended Dec. 31, 2016, compared to a net loss of $1.39 billion on $2.75 billion of total revenue for the year ended Dec. 31, 2015. * * * In November 2014, Moody's Investors Service downgraded Scientific Games' Corporate Family Rating to 'B2' from 'B1' following the announcement that the company had completed its merger with Bally Technologies, Inc. In July 2017, S&P Global Ratings affirmed its ratings on Scientific Games, including its 'B' corporate credit rating. The outlook is stable. "The affirmation of our 'B' corporate credit rating reflects our expectation for adjusted EBITDA coverage of interest to remain around 2x through 2018 and for the company to prioritize the use of free cash flow for debt repayment, which we believe partially mitigates currently high leverage. We are forecasting adjusted debt to EBITDA to be in the low- to mid-7x area in 2017 and around 7x in 2018, given our forecast for only modest EBITDA growth and debt reduction." SONSVEST LLC: Plan Outline Okayed, Plan Hearing on Oct. 5 --------------------------------------------------------- The U.S. Bankruptcy Court for the District of South Carolina is set to hold a hearing on October 5 to consider approval of the Chapter 11 plan of reorganization for Sonsvest Holdings, LLC. The court had earlier approved the company's disclosure statement, allowing it to start soliciting votes from creditors. The order signed on August 25 set a September 29 deadline for creditors to file their objections and cast their votes accepting or rejecting the plan. Sonsvest Holdings had earlier disclosed in a court filing that it made certain revisions to the plan and disclosure statement. The company disclosed that it revised Article V of the disclosure statement and Article III of the plan to state that while it has no currently pending contracts for sale of its property, the first sale is projected to occur within 120 days of approval of the plan. The company made a clarification that any sale that conveys subdivided portions of the property will not be permitted without express written authority from First Palmetto. Sonsvest Holdings also revised Article II of the plan and Article V of the disclosure statement to indicate that First Palmetto reserves all rights to pursue deficiency judgments against Fred McCutcheon, Sr., as guarantor on the note in the event a deficiency results from the sale of the property, according to the court filing. A copy of the addendum to the plan is available for free at https://is.gd/47POSv About Sonsvest Holdings LLC Sonsvest Holdings, LLC filed a Chapter 11 bankruptcy petition (Bankr. D. S.C. Case No. 17-01698) on April 4, 2017. The Hon. David R. Duncan presides over the case. McCarthy, Reynolds & Penn, LLC represents the Debtor as counsel. The Debtor disclosed total assets of $1.85 million and total liabilities of $1.42 million. The petition was signed by Fred J. McCutcheon, Sr., owner. On July 5, 2017, the Debtor filed its proposed Chapter 11 plan of reorganization. SPECTRUM HEALTHCARE: May Continue Using Cash Collateral ------------------------------------------------------- The Hon. James J. Tancredi of the U.S. Bankruptcy Court for the District of Connecticut has entered a thirteenth order authorizing Spectrum Healthcare LLC, and its debtor-affiliates to use cash collateral of MidCap Funding IV LLC, as assignee of MidCap Financial, LLC, CCP Finance I, LLC, as assignee of Nationwide Health Properties, LLC, as lender under the NHP Loan, CCP Park Place 7541 LLC and CCP Torrington 7542 LLC as agents for NHP with respect to the NHP Lease, Love Funding Corporation, the Secretary of Housing and Urban Development as additional secured party with LFC, and the State of Connecticut Department of Revenue Services. A hearing on the continued use of cash collateral will be held on Sept. 27, 2017, at 11:00 a.m. The Debtors are authorized to pay only their current expenses as reflected in the budget, which Budget will include payment of $5,000 per week for use-and-occupancy to the CCP Landlords; provided, however, that Spectrum Manchester Realty or its assignee, MidCap, as the case may be, and the CCP Landlords reserve the right to assert any accrued but unpaid rent or other lease obligations owed or to become owed to them, respectively, as administrative expense claims. The Administrative Rent Claims will be subordinate to any unpaid, non-professional administrative expenses at the conclusion of the sale process or any wind down process that may occur in these cases, except, as to the subordination, to the extent of $6,000 per week of rent for each of the CCP Landlords and Spectrum Manchester Realty or its assignee, MidCap, as the case may be, starting as of Jan. 13, 2017; provided further, however, that (i) the Administrative Rent Claims will only be payable upon further court order to the extent that funds are available to pay the Administrative Rent Claims; and (ii) nothing herein will affect any rights of the CCP Landlords, Spectrum Manchester Realty or its assignee, Midcap, or any other party. The Debtors are authorized to adequately protect Secured Parties by (a) granting to them replacement liens on the Collection Accounts and the debtor-in-possession accounts of the Debtors, nunc pro tunc to the Petition Date, to the same extent (if any) and with the same validity, enforceability and priority as the MidCap Prepetition Liens, the NHP Prepetition Liens, the CCP Landlords' Prepetition Liens and the LFC Prepetition Liens had against the Debtors' deposit accounts and other assets prior to the Petition Date, and (b) making weekly adequate protection payments of $10,000 to Midcap starting Sept. 21, 2017, and continuing weekly through the duration of this court order. The Secured Parties are granted an additional replacement lien in cash collateral, accounts including health-care insurance receivables and governmental healthcare receivables and all proceeds thereof whether deposited in the Collections Accounts, any payment account or elsewhere, and other collateral in which each of the Secured Parties held a security interest prepetition, whether acquired before or after the Petition Date. A copy of the Order is available at: http://bankrupt.com/misc/ctb16-21635-548.pdf As reported by the Troubled Company Reporter on Aug. 14, 2017, the Court previously authorized the Debtors to use cash collateral and to pay only their current expenses as reflected in the budget, which will include payment of $10,000 per week of rent or use-and-occupancy to CCP Park Place 7541 LLC and CCP Torrington 7542 LLC. About Spectrum Healthcare Spectrum Healthcare LLC is a nursing home operator, owning six nursing facilities have 716 beds and employing 725 people. Spectrum Healthcare LLC and its affiliates previously filed Chapter 11 petitions (Bankr. D. Conn. Lead Case No. 12-22206) on Sept. 10, 2012. Spectrum Healthcare, LLC, and its affiliates again sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case Nos. 16-21635 to 16-21639) on Oct. 6, 2016. The petitions were signed by Sean Murphy, chief financial officer. Spectrum Healthcare, LLC, disclosed $282,369 in assets and estimated less than $1 million in liabilities. Affiliate Spectrum Healthcare Derby disclosed $2,068,467 in assets and estimated less than $10 million in debt. The Debtors are represented by Elizabeth J. Austin, Esq., Irve J. Goldman, Esq., and Jessica Grossarth, Esq., at Pullman & Comley, LLC. Blum, Shapiro & Co., P.C., serves as their accountant and financial advisor. William K. Harrington, the U.S. Trustee for the District of Connecticut, appointed Nancy Shaffer, M.A., a member of the Connecticut Long Term Care Ombudsman's Office, as the Patient Care Ombudsman for the Debtors. SPECTRUM HEALTHCARE: Quality of Care Maintained, PCO Reports ------------------------------------------------------------ Nancy Shaffer, the patient care ombudsman for Spectrum Health Care LLC and affiliates, filed a report regarding the quality of patient care provided by Spectrum Healthcare Derby, LLC, Spectrum Healthcare Hartford, Spectrum Healthcare Manchester, and Spectrum Healthcare Torrington to their residents. The PCO notes that each nursing home has no vendor, physical plant, or supply issues. Overall, the quality of care provided by the facilities is maintained. The PCO and the Regional Ombudsmen will continue to monitor the quality of care and services provided to the residents of the nursing homes and will report any changes to the Court. A full-text copy of the PCO's Report dated August 29, 2017, is available at: http://bankrupt.com/misc/nysb16-10429-1902.pdf About Spectrum Healthcare Spectrum Healthcare, LLC, and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case Nos. 16-21635 to 16-21639) on Oct. 6, 2016. The petitions were signed by Sean Murphy, chief financial officer. The Debtors are represented by Elizabeth J. Austin, Esq., Irve J. Goldman, Esq., and Jessica Grossarth, Esq., at Pullman & Comley, LLC. Blum, Shapiro & Co., P.C. serves as their accountant and financial advisor. At the time of filing, the Debtors listed these assets and liabilities: Total Estimated Assets Liabilities ---------- ----------- Spectrum Healthcare $282,369 $500K-$1M Spectrum Healthcare Derby $2,068,467 $1M-$10M Spectrum Healthcare Hartford $4,188,568 N/A Spectrum Healthcare Manchester, LLC $2,729,410 N/A Spectrum Healthcare Torrington, LLC $3,321,626 N/A Spectrum Healthcare and its affiliates previously filed Chapter 11 petitions (Bankr. D. Conn. Case No. 12-22206) on Sept. 10, 2012. William K. Harrington, the U.S. Trustee for the District of Connecticut, appointed Nancy Shaffer, M.A., a member of the Connecticut Long Term Care Ombudsman's Office, as the Patient Care Ombudsman for Spectrum Healthcare Derby, LLC, Spectrum Healthcare Hartford, LLC, Spectrum Healthcare Manchester, LLC, and Spectrum Healthcare Torrington, LLC. SPENCER TRANSPORTATION: Unsecureds to be Paid from Available Funds ------------------------------------------------------------------ Spencer Transportation, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Alabama filed a disclosure statement for its chapter 11 plan of reorganization, dated August 30, 2017, which the Debtor believes will maximize the value of its assets. Class 4 under the plan consists of all Allowed Unsecured Claims against Debtor. The Debtor estimates that the total amount of General Unsecured Claims is approximately $144,034.06, which amount may be increased or decreased based upon Claim Contests or failure to file a Proof of Claim. Unless such Holder agrees to other treatment, each Holder of an Allowed Class 4 Claim will be paid pro rata from the Available Funds after all Allowed Administrative Expense Claims and Allowed Class 1, 2, and 3 Claims receive the treatment they are entitled to under the Plan, to the extent funds are available and until such Claims are paid in full. The distribution of Available Funds to this Class will be in the sole discretion of the Debtor, and the Debtor will be entitled to keep a reserve of Available Funds up to $10,000 if available; subsequent distributions will be made from Available Funds as they are replenished from Net Income. Such subsequent distributions may be multiple in nature until all the Allowed Claims in this Class are paid in full. The Debtor, through its sole member Dwayne Haney, will continue operation of Debtor's business. Through continued operation, the Debtor will generate Net Income, which will be used as Available Funds to make the payments to Holders of Allowed Claims. A full-text copy of the Disclosure Statement dated August 30, 2017, is available at: http://bankrupt.com/misc/alnb17-70012-11-162.pdf About Spencer Transportation Spencer Transportation, LLC, filed a Chapter 11 petition (Bankr. N.D. Ala. Case No. 17-70012), on Jan. 4, 2017. The petition was signed by its Manager, Dwayne F. Haney. At the time of filing, the Debtor had less than $50,000 in estimated assets and $500,000 to $1 million in estimated liabilities. The Debtor is represented by Lee R. Benton, Esq., at Benton & Centeno, LLP. STARPORT TRANSPORTATION: $1,500 Monthly for Sec. 506(b) Creditors ----------------------------------------------------------------- Starport Transportation, Inc., filed with the U.S. Bankruptcy Court for the Western District of Missouri a combined plan and disclosure statement, dated August 30, 2017. The Debtor commenced its adequate protection payments to creditors in April 2017. With the exception of MHC Financial, the Debtor negotiated its Adequate Protection Payments with each creditor and an Adequate Protection Payment agreement was filed with the court. Payments under the plan have been either pre-negotiated with the creditor per the Adequate Protection Payment stipulation or have been proposed in this plan based on the current fair market value of the vehicle and an interest rate to be paid over three years. For the period of November 2017 through November 2022, the Debtor will pay $1,500 per month to allowed 11 USC section 506(b) claims, and, after these claims are paid as allowed, then to unsecured claims on a pro rata basis. In the event that income from operations is not sufficient to pay $1,500 per month to these creditors, the Debtor will pay the net from operations after overhead and secured creditor payments first to section 506(b) claims, then pro rata to unsecured claims. Payments and distributions under the Plan will be funded by ongoing operations. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/mowb17-60184-11-69.pdf About Starport Transportation Starport Transportation, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W. D. Mo. Case No. 17-60184) on February 28, 2017. The petition was signed by Michael Dean Moss, president. The case is assigned to Judge Arthur B. Federman. The Debtor is represented by Angela D. Acree, Esq., at JB James Law Firm, PC. At the time of the filing, the Debtor disclosed $1.01 million in assets and $2.3 million in liabilities. T3M INC: Taps LKP Global as Special Counsel in Suit vs. Tsumpes --------------------------------------------------------------- T3M Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire LKP Global Law, LLP as special counsel. The firm will represent the Debtor in its case against William Tsumpes, former director, in Orange County Superior Court (Case No. 30-2015-00817371]. The case asserts claims for breach of fiduciary duty and fraud. LKP has agreed to accept a flat fee of $200,000. Kevin Leung, Esq., a partner at LKP, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Kevin Leung, Esq. LKP Global Law, LLP 1901 Avenue of the Stars, Suite 480 Los Angeles, CA 90272 Office: (424) 238-1890 Email: kleung@LKPGL.com About T3M Inc. Founded in 2006 in Costa Mesa, California, and previously known as T3 Motion, Inc., T3M Inc. designs, manufactures and markets personal mobility vehicles powered by electric motors to the professional and consumer markets. Its initial product is the T3 Series, a three wheel, electric stand-up vehicle powered by a quiet, zero-gas emission electric motor that is designed specifically for public and private security personnel. T3M Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 17-14082) on May 15, 2017. Mi "Michael" Zhang, president, signed the petition. The Debtor estimated assets and debt at $1 million to $10 million as of the bankruptcy filing. Judge Scott H. Yun presides over the case. Aram Ordubegian, Esq., and M. Douglas Flahaut, Esq., at Arent Fox LLP, serve as the Debtor's legal counsel. LKP Global Law LLP is the Debtor's special litigation counsel. TERRAVIA HOLDINGS: Seeks IP Suits Transfer to Bankr. Court ---------------------------------------------------------- Jeff Montgomery, writing for Bankruptcy Law360, reports that TerraVia Holdings Inc. is seeking the transfer of two intellectual property lawsuits brought by Roquette Freres S.A. to the U.S. Bankruptcy Court for the District of Delaware. The case is Roquette Freres SA v. TerraVia Holdings Inc., case number 1:14-cv--1442, in the U.S. District Court for the District of Delaware. The lawsuits were brought against TerraVia predecessor, Solazyme Inc., in 2014, where Roquette sought to retain intellectually property it gained through a joint venture with Solazyme for the production of food starches from algae, Law360 relates. Court rulings have rejected Roquette's claims., Law360 cites. TerraVia is concerned that the patent dispute might discourage potential bidders of its assets under a Chapter 11 auction, Law360 relates. About TerraVia Headquartered in South San Francisco, California, TerraVia Holdings, Inc. (NASDAQ:TVIA) -- http://www.terravia.com/-- is a plant-based food, nutrition and specialty ingredients company that harnesses the power of algae, the mother of all plants and earth's original superfood. TerraVia also manufactures a range of specialty personal care ingredients for key strategic partners. On Aug. 2, 2017, TerraVia Holdings, Inc., and its wholly owned U.S. subsidiaries filed voluntary petitions under chapter 11 of title 11 of the United States Code (Bankr. D. Del. Lead Case No. 17-11655). The subsidiary debtors in the Chapter 11 cases are Solazyme Brazil LLC and Solazyme Manufacturing 1, LLC. The Debtors sought bankruptcy protection after reaching a deal to sell the assets to Corbion N.V. for $20 million in cash plus the assumption of liabilities. The Debtors hired Davis Polk & Wardwell LLP as their lead counsel and Richards, Layton & Finger, P.A., as co-counsel. Kurtzman Carson Consultants LLC is the Debtors' claims agent. No official committee of unsecured creditors has been appointed in the Chapter 11 case. TEXAS RHH: Sept. 21 Show Cause Hearing on PCO Appointment --------------------------------------------------------- Judge Mark X. Mullin of the U.S. Bankruptcy Court for the Northern District of Texas has issued an order setting a hearing on September 21, 2017 at 1:30 p.m. to determine whether or not the appointment of a patient care ombudsman is necessary for the protection of patients of Texas RHH, LLC. About Texas RHH Texas RHH is in the home health care services business. Texas RHH is affiliated with Misty Brady, who sought bankruptcy protection on March 20, 2017 (Bankr. N.D. Tex. Case No. 17-41120) and PB Chaney, LLC, which filed for bankruptcy protection on July 3, 2017 (Bankr. N.D. Tex. Case No. 17-42793). Texas RHH filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 17-43385), on August 21, 2017. The Petition was signed by Misty Brady, member. The case is assigned to Judge Mark X. Mullin. The Debtor is represented by Gregory Wayne Mitchell, Esq. at The Mitchell Law Firm, L.P. At the time of filing, the Debtor had $500,000 to $1 million in estimated assets and $1 million to $10 million in estimated liabilities. TMT USA: Procurement, 21 Debtors File Lender Settlement Plan ------------------------------------------------------------ TMT Procurement Corporation and its debtor affiliates filed with the U.S. Bankruptcy Court for the Southern District of Texas a disclosure statement for their proposed lender settlement plan of liquidation dated August 30, 2017. Prior to the Petition Date, the Debtors owned 16 Vessels and provided worldwide sea borne transportation for various sectors of maritime transportation, including the bulk, ore, oil, and vehicle sectors. Mr. Nobu Su is a direct or indirect shareholder of each of the Debtors and was the authorized agent of the Debtors for the first year of the Chapter 11 Cases. He resigned as of May 12, 2014, and was replaced by Mr. Esben Christensen, who is the “Designee” with sole authority over the Debtors from May 12, 2014, at 6:00 p.m. to present. All 16 Vessels were sold during the course of the Chapter 11 Cases, so that the Debtors' current primary asset is Cash. Some, but not all, of the Debtors have Cash available for distribution. Specifically, there are 3 types of Debtors that have Cash available for distribution, referred to as the "Cash Debtors." The first type of Cash Debtor is those Debtors with excess proceeds from the sale of their respective Vessels (and certain other available Cash), consisting of A Duckling Corporation, A Ladybug Corporation, A Handy Corporation, B Handy Corporation, and F Elephant Inc. The second type of Cash Debtor is those Debtors who will receive a Cash distribution from other Debtors as a result of Debtor Affiliate Claims against such Debtors, consisting of C Handy Corporation and RoRo Line Corporation. The third type of Cash Debtor is Great Elephant Corporation, which received the proceeds of an insurance settlement. The remaining Debtors do not have any Cash available for distribution at this time. As a result of the Bankruptcy Court's comments on June 13, 2017, the Debtors approached the Lenders and the Committee as to a potential settlement that could lead to an alternative plan. The parties reached agreement, and the Plan encompasses the agreement they reached. In an effort to make the Plan fully consensual, the Plan incorporates a proposed settlement with Mr. Su that provides the same $1,000,000 to the Su Parties that had been included in the Su Parties Settlement Plan. If the Su Parties do not accept the Proposed Su Parties Settlement, there will be considerable Estate Professional Fees incurred in litigating the confirmability of the Plan with the Su Parties. However, in the Debtors' view, the Estate Professional Fees will be materially lower than would have been incurred in litigating the Su Parties Settlement Plan with the Lenders. The Debtors also believe that, more likely than not, the Lender Settlement Plan is confirmable even if the Su Parties do object. Taking into account the likely lower expense and likely greater prospects for Confirmation, the Debtors have concluded that proceeding with the Plan will, if the Plan is confirmed, result in the same or better recoveries (depending on the Debtor involved) than would be received by creditors in a Chapter 7. The Plan establishes a "Plan Account," that will be managed by a "Plan Administrator," to make distributions from time-to-time of the Cash held by the Cash Debtors as of the Effective Date or received by the Debtors after the Effective Date. In addition to Cash on hand as of the Effective Date, it is also possible that one or more of the Debtors might receive net recoveries after the Effective Date from certain Causes of Action that are preserved under the Plan. The Plan Administrator will be appointed as the Debtors' representative with exclusive authority and standing to analyze and potentially pursue Preserved Causes of Action. To be conservative but not as an admission, the Disclosure Statement assumes that there will not be any net proceeds recovered from Preserved Causes of Action. However, the Debtors believe that some of the Preserved Causes of Action may be available as a defense and/or offset against some of the Claims against and Interests in the Debtors. The Plan has three primary purposes. First, the Plan is based on the "Lender Settlement," which is a global settlement between the Debtors, the Official Committee of Unsecured Creditors, and the Lenders. The Lender Settlement grants to the Lenders a release of all Causes of Action the Debtors have or may have against the Lender Release Persons, in exchange for a release by the Lenders of all Causes of Action the Lenders have or may have against the Estate Releases Persons. Second, the Plan proposes the "Proposed Su Parties Settlement," which would result in the release by the Debtors and all of the Lenders other than the BWAC Lender of all actual and potential Causes of Action they have or may have against the Su Release Persons in exchange for a release by the Su Parties of all actual and potential Causes of Action they have or may have against the Estate Release Persons and the Debtor Releases. The Proposed Su Parties Settlement also includes a distribution from FEI and AHC to or for the benefit of the Su Parties in the amount of $1,000,000. Third, once all Claims and Expenses with potential priority ahead of unsecured Claims are resolved, the Plan proposes to distribute the remaining Cash on hand to the holders of those Claims to the extent they are Allowed, together with the potential distribution of a portion of any net recoveries from Preserved Causes of Action to the holders of Allowed Claims against the Debtor(s) receiving any such recoveries. There are also unsecured Claims held by one Debtor against another Debtor, all of which are treated as subordinated. There are also certain unsecured Claims held by a Non-Debtor Affiliate of shareholder Mr. Nobu Su that are treated as subordinated due to the contractual subordination provisions in the Lender Facilities for Lenders who have not been paid in full. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/txsb13-33763-2848.pdf About TMT Group Known in the industry as TMT Group, TMT USA Shipmanagement LLC and its affiliates own 17 vessels. Vessels range in size from 27,000 dead weight tons (dwt) to 320,000 dwt. TMT USA and 22 affiliates, including C. Ladybug Corporation, sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 13-33740) in Houston, Texas, on June 20, 2013, after lenders seized seven vessels. Two of the cases were dismissed on July 23, 2013. The remaining 21 cases are jointly administered under TMT Procurement Corporation, Bankruptcy Case Number 13-33763. The Debtors are: (1) A Whale Corporation; (2) B Whale Corporation; (3) C Whale Corporation; (4) D Whale Corporation; (5) E Whale Corporation; (6) G Whale Corporation; (7) H Whale Corporation; (8) A Duckling Corporation; (9) F Elephant Inc; (10) A Ladybug Corporation; (11) C Ladybug Corporation; (12) D Ladybug Corporation; (13) A Handy Corporation; (14) B Handy Corporation; (15) C Handy Corporation; (16) B Max Corporation; (17) New Flagship Investment Co., Ltd; (18) RoRo Line Corporation; (19) Ugly Duckling Holding Corporation; (20) Great Elephant Corporation; and (21) TMT Procurement Corporation. The cases of TMT Shipmanagement LLC, (Case No. 13-33740), and F Elephant Corporation, (Case No. 13-33749). TMT filed a lawsuit in U.S. bankruptcy court aimed at forcing creditors to release the vessels so they can return to generating income. Judge Marvin Isgur presides over the case. TMT tapped attorneys from Bracewell & Giuliani LLP as bankruptcy counsel, and AlixPartners as financial advisors. The U.S. Trustee, in July 2013, appointed an official committee to represent the interests of all unsecured creditors. The Committee consists of China Shipping Car Carrier; Hyundai Samho Heavy Industries Co., Ltd.; KPI Bridge Oil Limited and KPI Bridge Oil Singapore Pte Ltd; Omega Bunker S.R.L.; China Ocean Shipping Agency Shanghai d/b/a Penavico Shanghai; Songa Shipping Pte, Ltd.; and Universal Marine Service Co., Ltd. In addition, Scandinavian Bunkering AS was appointed as an alternate, non-voting member of the Committee. The Committee retained Kelley, Drye & Warren LLP as its principal investigation/litigation counsel, Seward & Kissel LLP as its principal bankruptcy/restructuring/maritime counsel, and FTI Consulting as its financial advisor. The Bankruptcy Court permitted Seward & Kissel to withdraw as Committee counsel on April 2, 2015. An Examiner was appointed to review Estate Professional Fees and to provide a report as to the Non-Debtor Affiliate Avoidance Actions. Prior Filed Plans Handy Debtors -- AHC, BHC, and CHC -- confirmed a joint plan of reorganization on April 8, 2014. However, the "effective date" under the joint plan did not occur and, the plan was terminated, followed by the sale of the Vessels owned by AHC, BHC, and CHC. Mr. Su, on July 2, 2014, filed plans of reorganization for BWAC, GWAC, and HWAC. The plans could not proceed, however, because the Vessels owned by BWAC, GWAC and HWAC were sold shortly after the Plans were filed. The Debtors, on April 10, 2015, filed two joint plans of reorganization. Proceedings on the plans and related disclosure were postponed and, ultimately, the Debtors withdrew the plan. As a result of the 2017 Mediation, the Debtors filed the Su Parties Settlement Plan, which incorporated a settlement in principle among the Debtors, the Committee, and the Su Parties. The Debtors and the Committee, in the exercise of their business judgment and their fiduciary duties, decided not to pursue the Su Parties Settlement Plan. TOWN CENTER FLATS: Seeks Review of 6th Cir. Ruling on Rent ---------------------------------------------------------- Cara Salvatore, writing for Bankruptcy Law360, reports that Town Center Flats LLC has asked the U.S. Supreme Court to review a Sixth Circuit ruling which states that in Chapter 11 bankruptcies of real estate properties, lenders who are assigned rents can have exclusive dibs on them, and they are not property of the bankruptcy estate. Law360 relates that after TCF defaulted on a $5.3 million construction loan, lender ECP Commercial was assigned the rents that apartment tenants would pay to TCF, a 53-unit apartment building in Detroit. A bankruptcy court ruled that despite the perfected assignment, after TCF filed for Chapter 11, the rents were still part of TCF's bankruptcy estate as cash collateral. But the Sixth Circuit ruled that ECP had total interest over the rents, Law360 cites. The case is Town Center Flats v. ECP Commercial II, Case No. 17-183, before the Supreme Court of the United States. About Town Center Flats Town Center Flats, LLC, based in Shelby Township, MI, filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 15-41307) on Jan. 31, 2015. The petition was signed by Vincent Di Lorenzo, principal. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. Walter Shapero presides over the case. Robert N. Bassel, Esq., serves as bankruptcy counsel to the Debtor. TRANSMISSION SOLUTIONS: Wants to Use Newtek's Cash Collateral ------------------------------------------------------------- Transmission Solutions Group, Inc., seeks authority from the U.S. Bankruptcy Court for the Western District of Pennsylvania to use cash collateral. According to the Debtor, it is necessary for the continued operation of the Debtor to convert some or all of the prepetition assets to cash and to use the same during the post-petition functioning of the Debtor. The Debtor anticipated that Newtek Small Business Finance, LLC, will permit the use of prepetition assets for postpetition purposes assuming the provision of adequate protection is secured through court order granting Newtek a security interest on all assets now or hereafter acquired or generated by the Debtor-in-Possession whether through the use of cash collateral, or otherwise to secure the amounts owing to Newtek. According to the Debtor, the consent of Newtek for use of cash collateral is for a period of 90 days from the Petition Date, provided that the use is solely in the ordinary course of business and for the necessary operating expenses. Essentially all the assets of the Debtor-in-Possession existing as of the commencement of this reorganization proceeding were subject as of such a date to prepetition security interests and rights of Newtek to secure the indebtedness of both the Debtor and its wholly owned subsidiary company Calhoun Satellite Communications, Inc., a related Chapter 11 Debtor filed simultaneously with this case to Newtek, which the Debtor estimates was in the amount of $4.7 million. The Debtor proposes that Newtek be granted a valid, perfected and enforceable security interest in and upon all of the Debtor-in-Possession's tangible and intangible personal property. As further adequate protection, the Debtor-in-Possession will continue to make payments to Newtek in an amount equal to the payments required by the loan documents, which payments will be made in the time and in the manner set forth in the loan documents less principle payment, i.e., interest payments only. In addition, the Debtor immediately will bring current all interest in arrears under the loan documents. A copy of the Debtor's Motion is available at: http://bankrupt.com/misc/pawb17-23388-17.pdf About Transmission Solutions Group Transmission Solutions Group, Inc., currently operates a satellite transmission business located at 1007 Old Route 119, in Hunker, PA, among other things, provides satellite transmission services for network and cable television companies. Transmission Solutions filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 17-23388) on Aug. 22, 2017. The Debtor hired Dennis J. Spyra, Esq., as bankruptcy counsel. TREY WEST: Case Summary & 5 Unsecured Creditors ----------------------------------------------- Debtor: Trey West Vacations, L.L.C. P.O. Box 1746 Medina, TX 78055 Type of Business: Trey West Vacations is in the tourist agency arranging transport, lodging and car rental business. It owns in fee simple interest 291 acreage valued at $6 million. The Company posted gross revenue of $3.10 million for 2016 and gross revenue of $3.38 million for 2015. Chapter 11 Petition Date: September 4, 2017 Case No.: 17-52110 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Judge: Hon. Craig A. Gargotta Debtor's Counsel: Dean William Greer, Esq. DEAN W. GREER 2929 Mossrock, Suite 117 San Antonio, TX 78230 Tel: 210-342-7100 Fax: 210-342-3633 E-mail: dwgreer@sbcglobal.net Total Assets: $9.42 million Total Liabilities: $5.99 million The petition was signed by Robert J. Jenkins, Jr., president. The Debtor's list of five unsecured creditors is available for free at http://bankrupt.com/misc/txwb17-52110.pdf TROVAGENE INC: Needs More Capital to Continue as Going Concern -------------------------------------------------------------- Trovagene, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $8.04 million on $102,011 of total revenues for the three months ended June 30, 2017, compared with a net loss of $10.20 million on $103,400 of total revenues for the same period in 2016. For the six months ended June 30, 2017, the Company listed a net loss of $18.04 million on $197,049 of total revenues, compared to a net loss of $20.46 million on $223,886 of total revenues for the same period in the prior year. The Company's balance sheet at June 30, 2017, showed $12.56 million in total assets, $9.05 million in total liabilities, and a stockholders' equity of $3.51 million. The Company has incurred net losses since its inception and has negative operating cash flows. Based on its current business plan and assumptions, the Company expects to continue to incur significant losses and require significant additional capital to further advance its clinical trial programs and support its other operations. Considering the Company's current cash resources, including the net proceeds received from the offering of its equity securities in July 2017, management believes the Company's existing resources will be sufficient to fund the Company's planned operations until the first quarter of 2018. In addition, the Company has based its cash sufficiency estimates on its current business plan and its assumptions that may prove to be wrong. The Company could utilize its available capital resources sooner than it currently expects, and it could need additional funding to sustain its operations even sooner than currently anticipated. These circumstances raise substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: https://is.gd/N3LYHj Trovagene, Inc., is a precision medicine biotechnology company headquartered in San Diego, California. The Company's primary focus is to develop oncology therapeutics for improved cancer care, incorporating its proprietary Precision Cancer Monitoring(R) ("PCM") diagnostic technology in tumor genomics. The Company's PCM technology enables detection and quantitation of oncogene mutations in various solid tumor and hematological malignancies to identify clinically actionable markers for predicting patient response to cancer therapeutics. Trovagenes lead product candidate, PCM-075, was licensed from Nerviano Medical Sciences S.r.l. ("Nerviano"), a leading European oncology research and discovery organization, and is being developed for the treatment of patients with acute myeloid leukemia ("AML"). VINCENT ABELL: Ct. Narrows Issues for Trial in Suit vs. Basnett --------------------------------------------------------------- Roger Schlossberg, the Chapter 11 trustee for the estate of Vincent L. Abell, filed a four-count complaint against defendant Jocelyn Cordice Basnett seeking a declaratory judgment and quiet title to a parcel of real property located at 1416 Half Street, SW, Washington, D.C. 20024. Judge Thomas J. Catliota of the U.S. Bankruptcy Court for the District of Maryland addresses the Plaintiff's motion for summary judgment and an amended opposition and cross-motion for summary judgment filed by the Defendant as those papers have been further amended and supplemented in the record. The Plaintiff contends the Property was acquired by the debtor, Vincent Abell, pursuant to a deed dated July 14, 2004, and recorded on March 23, 2007. The Defendant asserts she holds legal title to the Property by way of an unsigned deed dated Nov. 3, 2004, recorded that same date. She also contends the Abell Deed was obtained by fraud and that she timely rescinded the sale agreement that led to the Abell Deed. The court held two hearings on summary judgment and provided the Defendant numerous opportunities to file documents to support her position. Judge Catliota denies the cross-motions for summary judgment, but in doing so, narrows the issues for trial. On summary judgment, the court does not to make credibility determinations, weigh the evidence, or draw inferences from the facts. Therefore, the court concludes that the issue of whether the Defendant had a reasonable opportunity to obtain knowledge about the true nature of the documents before signing them will be left for trial. The court reaches the same conclusion on the Defendant's contention that she timely rescinded the sales transaction. She states that she exercised her right to cancel the contract through numerous phone calls to Calvin Baltimore prior to the cancellation date, and left numerous messages that she was canceling any agreement she signed with Baltimore and was not moving forward. Her statements are not contrary to the signed Sale Agreement because the cancellation would have occurred after the agreement was signed. They are, however, inconsistent with the Lease and Option Agreement, which are not notarized or witnessed. The Defendant would have had no need to sign those documents if she had rescinded the transaction. In her response to the requests for admissions, however, the Defendant states that she did not sign the Lease and the Option Agreement, and they are a forgery and a fraud. Therefore, the question of whether the Defendant rescinded the Sale Agreement will be left for trial. The validity and priority of the Defendant's Deed need to be resolved in this proceeding only if the court finds, after trial, that the Abell Deed is valid. If the court determines the Abell Deed is not valid, then the estate would appear to hold no interest in or claim against the Property, and the validity of the Defendant's Deed is not a matter for this court. If the court determines the Abell Deed is valid, then the validity of the Defendant's Deed and the priority between the two deeds must be resolved. For these reasons, the court denies the cross-motions for summary judgment. In doing so, however, the court concludes that Daniel Crowley remained the personal representative of Carl Basnett's -- the Defendant's husband -- estate as of July 14, 2004. Therefore, he was authorized to sign the Abell Deed. The court further concludes that the questions of whether the Abell Deed was obtained by fraud and whether the Defendant rescinded the Sale Agreement that led to the Abell Deed will be left for trial. Finally, the court determines that the Defendant cannot assert the status as a bona fide purchaser for value. The adversary proceeding is Roger Schlossberg, Trustee, Plaintiff, v. Jocelyn Cordice Basnett, Defendant, Adversary No. 14-00056 (Bankr. D. Md.). The bankruptcy case is In re: Vincent L. Abell, Chapter 11, Debtor. Roger Schlossberg, Trustee, Plaintiff, v. Jocelyn Cordice Basnett, Defendant, No. 13-13847-TJC (Bankr. D. Md.). A full-text copy of Judge Catliota's Memorandum Decision dated August 29, 2017, is available at https://is.gd/KFEu9N from Leagle.com. Roger Schlossberg, Trustee, Plaintiff, represented by Richard Marc Goldberg – rmg@shapirosher.com -- Shapiro Sher Guinot & Sandler & Frank J. Mastro, Schlossberg & Mastro. Roger Schlossberg, Trustee, Plaintiff, is represented by Jean Evelyn Lewis, Esq. -- jlewis@kg-law.com -- Kramon & Graham, P.A., Catherine Mary Manofsky, Esq. -- cmanofsky@kg-law.com -- Kramon & Graham, P.A., Justin Akihiko Redd, Esq. -- Kramon & Graham, P.A., David J. Shuster, Esq. -- dshuster@kg-law.com -- Kramon and Graham. Vincent L Abell, Defendant, is represented by Lawrence A. Katz, Esq. -- lkatz@hf-law.com -- Hirschler Fleischer, Philip James McNutt, Esq. -- Pmcnutt@HughesBentzen.com -- Hughes & Bentzen, PLLC, James R. Schraf, Esq. -- jschraf@yvslaw.com -- Yumkas, Vidmar, Sweeney & Mulrenin, LLC. Marta Bertola, Defendant, is represented by Christopher Hamlin. James Esten Abell, Defendant, is represented by Robert Norman Levin, Esq. -- Robert N. Levin, P.C., Richard M. McGill, Esq. -- Law Offices of Richard M. McGill, John Thomas Szymkowicz, Esq. -- jp@szymkowicz.com -- Szymkowicz & Szymkowicz, LLP. Fela Bertola, Defendant, is represented by James Greenan, McNamee, Hosea, et. al., Leah Victoria Lerman, McNamee, Hosea, et. al.. Caniss Construction, Inc., Defendant, is represented by Kevin M. Tabe, Tabe and Associates, PC. Adebowale Adeleke, Dismissed 4/30/2015, Defendant, is represented by Marc A. Ominsky, The Law Offices of Marc A. Ominsky. Maria-Theresa Wilson, Intervenor-Plaintiff, is represented by Randell C. Ogg, The Law Offices of Randell C. Ogg. About Vincent L. Abell The bankruptcy case is In re Vincent L. Abell, (Bankr. D. Md. Case No. 13-13847. VITAMIN WORLD: Plans to File for Bankruptcy ------------------------------------------- Long Island, New York-based Vitamin World Inc., a 345-store retailer of vitamins and nutritional supplements, is planning to file for bankruptcy to exit burdensome leases negotiation by its previous owners. "This action will empower us to move forward as a stronger organization that can and will continue to service our millions of loyal customers with premium offerings via retail and online channels," CEO Michael Madden said in a statement. Vitamin World, which was formerly owned by vitamin manufacturing giant Nature's Bounty, is planning to file for bankruptcy as early as next week, Soma Biswas, writing for The Wall Street Journal Pro Bankruptcy, reported. Private equity firm Centre Lane Partners acquired Vitamin World from global vitamin maker NBTY Inc in 2016 for $25 million. NBTY, which was then controlled by Carlyle Group LP, sold the business and kept core brands such as Nature's Bounty and Sundown Naturals. Mr. Madden said Vitamin World intends to seek bankruptcy protection after it was unable to strike out-of-court deals with majority of its landlords to amend costly leases. "For the past 18 months, we have tried to work with the landlords to restructure problematic lease agreements that were negotiated by the previous ownership," Mr. Madden, a turnaround expert who was named president and CEO of the company in May 2016, told the Journal. "While a handful of landlords cooperated, the vast majority have not," he said in a statement. "At this time we have no other option than to restructure the company's real estate portfolio by filing for Chapter 11 protection." According to CNBC, Vitamin World has hired RCS Real Estate Advisors to negotiate with landlords on leases, and the law firm Katten Muchin Rosenman LLP for the bankruptcy filing. Specialty retailers selling vitamins, and supplements have been under pressure due to declining mall traffic and competition from online retailers. Vitamin World -- http://www.vitanminworld.com/-- was founded by Arthur Rudolph in 1976 in a kiosk in Williamsville, New York. WALTER INVESTMENT: Ernst & Young LLP Casts Going Concern Doubt -------------------------------------------------------------- Walter Investment Management Corp. filed with the U.S. Securities and Exchange Commission its amended annual report on Form 10-K/A, disclosing a net loss of $833.86 million on $995.72 million of total revenues for the year ended December 31, 2016, compared with net loss of $263.19 million on $1.27 billion of total revenues for the year ended December 31, 2015. The Company's independent accountants Ernst & Young LLP, in Tampa, Fla., states that on July 31, 2017 the Company entered into a Restructuring Support Agreement ("RSA") that provides for a prepackaged plan of restructuring ("prepackaged plan") in the event the Company is unsuccessful in otherwise restructuring its corporate debt. The prepackaged plan would provide court relief under the provisions of Chapter 11 of Title 11 of the United States Bankruptcy Code. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at December 31, 2016, showed $16.46 billion in total assets, $16.48 billion in total liabilities, and a stockholders' deficit of $24.44 million. A copy of the Form 10-Q is available at: https://is.gd/Bduzos Walter Investment Management Corp. is an independent servicer and originator of mortgage loans and servicer of reverse mortgage loans. Based in Fort Washington, Pennsylvania, the Company has approximately 4,500 employees and services a diverse loan portfolio. WHEEL AND TIRE: Exit Plan to Pay Unsecured Claims $150K Per Month ----------------------------------------------------------------- Unsecured creditors of Wheel and Tire Superstore, LLC, will receive a monthly payment of $150,000 beginning in October next year, according to the company's proposed Chapter 11 plan of reorganization. Under the plan, creditors holding allowed Class 8 unsecured claims will receive $150,000 in monthly payments to be distributed pro rata beginning in October 2018 and continuing through September 2020. Beginning October 2020, unsecured creditors will be paid $11,500 per month pro rata until all the claims are paid in full. The plan will be funded from income generated from the operation of the company's business. The company believes it could generate sufficient resources to pay creditors, according to its disclosure statement filed on August 24 with the U.S. Bankruptcy Court for the Western District of Texas. A full-text copy of the disclosure statement is available for free at https://is.gd/Z1PKhW About Wheel and Tire Superstore Based in Buda, Texas, Wheel and Tire Superstore, LLC -- fka Tires To You, LLC, fdba 4Tires2U, and fdba Small Town Tires -- filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tex. Case No. 17-50096) on Jan. 11, 2017. The petition was signed by Monica Grace, managing member. In its petition, the Debtor estimated assets of less than $50,000 and liabilities of less than $10 million. Judge Craig A. Gargotta presides over the case. Michael J. O'Connor, Esq., at the Law Office of Michael J. O'Connor, serves as the Debtor's Chapter 11 counsel. ********* 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. 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