/raid1/www/Hosts/bankrupt/TCR_Public/170911.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, September 11, 2017, Vol. 21, No. 253
Headlines
309 BARONNE: Plan Exclusivity Period Extended for 2 Months
471 HAWORTH: Exclusive Plan Filing Period Extended to November 1
97 2ND: U.S. Trustee Unable to Appoint Committee
ALL STAR MEDICAL: Asks for Court OK to Use Cash Collateral
AMERIFLEX ENGINEERING: Hires Huntsberger as Special Counsel
AMG INTERNATIONAL: Panel Taps Rabinowitz Lubetkin as Attorney
ANDERSON SHUMAKER: Can Use Associated Bank Cash Until Sept. 15
APOLLO MEDICAL: Unit Hikes Revolving Credit Facility to $3M
ARIZONA FUNDRAISING: Hires Sacks Tierney as Counsel
ARMINDA GROUP: Terminates Top Management
ASSOCIATED THORACIC: Hearing on Plan Outline Set for Oct. 12
AVALON CARE: Voluntary Chapter 11 Case Summary
AVATAR HOLDCO: S&P Assigns 'B' Corp Credit Rating, Outlook Stable
AVAYA INC: Seeks November 30 Plan Exclusivity Extension
AVON PRODUCTS: S&P Affirms 'B' CCR & Alters Outlook to Stable
AZMM LLC: Case Summary & 5 Unsecured Creditors
BADLANDS ENERGY: Hires R2 Advisors as Financial Consultants
BALLANTRAE LLC: Disclosure Statement Hearing Set for Oct. 4
BLACK IRON: Needs Until January 2018 to File Reorganization Plan
BLUE BEE: Exclusive Plan Filing Deadline Extended Until Oct. 16
BRIAR HILL: Wants to Use Cash Collateral Until Sept. 25
BRIGHT MOUNTAIN: Reports $875K Net Loss for Second Quarter
CAREFOCUS CORP: Hires A.J. Siddiqui as Accountant
CAREFOCUS CORP: Hires Steve B. Nosek as Bankruptcy Counsel
CAYOT REALTY: Post-Confirmation Funds To Be Taken From Rent Payment
CHELLINO CRANE: Exclusive Plan Filing Deadline Moved to Nov. 3
COMPREHENSIVE VASCULAR: Needs Time to Close Asset Sale, File Plan
CORBETT-FRAME INC: Has Court's Interim Nod to Use Cash Collateral
CROSSROADS SYSTEMS: Hires Eric Terry Law as Counsel
CROWN SPRING: Disclosures OK'd; Plan Hearing on Sept. 28
CRYSTAL LAKE GOLF: Has Interim OK to Use Cash Until Sept. 14
DATABRIDGE PARENT: S&P Gives B- Corp Credit Rating, Outlook Stable
DATASTARUSA INC: Seeks Permission to Use IRS Cash Collateral
DB DATACENTER: Moody's Assigns 1st-Time B3 Corporate Family Rating
DECATUR ATHLETIC: Withdraws Bid to Extend Plan Exclusivity
DEFINITIONS PRIVATE: Intends to File Plan by January 2018
DEWEY & LEBOUEF: No Need to Visit Prior Rulings, Gov't Lawyers Say
DYNAMIC INTERNATIONAL: Hires Grigorian & Associates as Tax Advisor
EMERALD CASINO: Susan Flynn Tries to Block Bankr. Trustee's Claim
ERIE STREET: U.S. Trustee Forms 5-Member Equity Committee
EXCO RESOURCES: Borrows $88M Under Revolving Credit Facility
FISH & FISHER: Accounting Firm Entitled to Compensation
FORD STEEL: Has Authority to Use Up to $380K in Cash Collateral
FRIENDSHIP VILLAGE: Exclusive Plan Filing Period Moved to Oct. 17
FUNCTION(X) INC: Non-Filing of Form 10-Q Triggers Note Default
GENERAL MOTORS: 2009 Sale Order Enforced as to Reichwaldt Group
GENERAL WIRELESS: Seeks December 4 Plan Exclusivity Extension
GIGA-TRONICS INC: Granted 'Conditional' Listing OK by Nasdaq
GRANDPARENTS.COM INC: Disclosure OK'd; Plan Hearing on Sept. 15
GREEN TERRACE: Hires Davenport as Property Manager
GROW CONDOS: CFO Charles Mathews Quits
H.C. JEFFRIES: Permitted to Access Up To $129K in Cash Collateral
HAGHIGHI FAMILY: Case Summary & 10 Unsecured Creditors
HAGHIGHI FAMILY: Hires Jason A. Burgess as Bankruptcy Counsel
HALT MEDICAL: Exclusive Plan Filing Deadline Moved to October 9
HAMPSHIRE GROUP: Unsecureds to Recoup Up to 17% Under Plan
HARTFORD COURT: Unsecureds to Recoup Up to 60% Over Five Years
HELIOS AND MATHESON: MoviePass Tops 300,000 Paying Subscribers
HOUSTON AMERICAN: All 5 Proposals Passed at Annual Meeting
HOVNANIAN ENTERPRISES: Incurs $337.2 Million Net Loss in Q3
ILLINOIS STAR: Seeks Oct. 31 Plan Extension, Negotiations Underway
JAMES THEODORE: Entitled to Discharge of Personal Liability
KAZBAR LLC: U.S. Trustee Unable to Appoint Committee
KERSEY-BORAH: Exclusive Plan Filing Period Moved to December 4
LOVE GRACE: Hearing on Plan Outline Approval Set for Oct. 11
LUV-IT FROZEN: Has Until November 18 Plan to File Chapter 11 Plan
MARKET SQUARE: Allowed to Use Cash Collateral Through Sept. 30
MARSH SUPERMARKETS: Wants Plan Filing Deadline Moved to Jan. 8
MAXIMUS III: Case Summary & 4 Unsecured Creditors
MCAADS.COM LLC: Hires Suzy Tate as Bankruptcy Counsel
MCCLATCHY CO: Closes Sacramento Sale-Leaseback & KS Building Sale
MCCLATCHY CO: Will Trade on NYSE American Starting Sept. 12
MELI INVESTMENTS: Hurricane Irma Delays Finalization of Exit Plan
MENA STEEL BUILDINGS: Unsecureds to Recoup 100% Over 5 Years
METCOM NETWORK: Exclusive Plan Filing Deadline Moved to Oct. 2
MGM GROWTH: S&P Rates New $350MM Sr. Unsec. Notes 'BB-'
MINI MASTER: Allowed Unsecured Claims Amount Increased to $1.1MM
MITEL NETWORKS: S&P Assigns 'B+' CCR, Outlook Stable
MOUNTAIN CREEK RESORT: Has Until Jan. 10 to File Chapter 11 Plan
MUSCLEPHARM CORP: Chairman Proposes Notes Restructuring
NANDINI INC: Hires Purcell Krug & Haller as Bankruptcy Counsel
NEW CAL-NEVA: Plan Outline by Committee & Lawrence Investments OK'd
NOUVEAU INVESTMENTS: Wants Authority to Use Cash Collateral
NUTRITION PARENT: S&P Gives 'B' Corp Credit Rating, Outlook Stable
OPTIMAL HEALTH: U.S. Trustee Unable to Appoint Committee
OTS CAPITAL: Seeks Plan Exclusivity Thru Dec. 10, Plan Talks Go On
PATIO MARKET: Voluntary Chapter 11 Case Summary
PEABODY ENERGY: Court Okays $43M Settlement With Gov't
PHOENIX OF TENNESSEE: Case Summary & 20 Top Unsecured Creditors
PNEUMA INTERNATIONAL: Seeks Authorization to Use Cash Collateral
PPI DIRECT: Case Summary & 20 Largest Unsecured Creditors
PROSPECTOR OFFSHORE: AlixPartners Tapped as Restructuring Advisor
PROSPECTOR OFFSHORE: Hires Richards Layton as Co-Counsel
PROSPECTOR OFFSHORE: Hires Weil Gotshal as Bankruptcy Counsel
PROSPECTOR OFFSHORE: Taps Kurtzman as Administrative Advisor
PUERTO RICO: Peerless Oil Takes Ferrovial Agroman's Place in Panel
REDIGI INC: Hurricane Irma Delays Solicitation of Plan Votes
RMS TITANIC: Exclusive Plan Filing Deadline Moved to Oct. 20
ROCK ELITE: Names Richard Cohen as Special Counsel
RUPARI FOOD: Exclusive Plan Filing Period Extended Until Oct. 12
SAMSON RESOURCES: Del. Court Dismisses C. Williams' Appeal
SANTA ROSA ANIMAL: Unsecureds to Recoup 75% in 4 Bi-Annual Payments
SELFRIDGE PARTNERS: Case Summary & 4 Unsecured Creditors
SERENITY HOMECARE: Seeks Permission to Use Cash Collateral
SEVEN OAKS: Disclosures OK'd; Plan Confirmation Hearing on Oct. 17
SHEET METAL AIR: Seeks Authorization Cash Collateral Use
SIGNAL BAY: All Five Proposals Approved at Annual Meeting
STATION CASINOS: S&P Rates New $550MM Senior Unsecured Notes 'B-'
T&C GYMNASTICS: Can Continue Using Cash Collateral Until Oct. 18
TALEN ENERGY: S&P Lowers Unsecured Guaranteed Notes Rating to 'B+'
TOTAL OFFICE: Plan and Disclosures Hearing Set for Sept. 27
TOWERSTREAM CORP: Reduces Headcount by 35% to Cut Costs
TOYS 'R' US: S&P Lowers CCR to 'CCC+', On CreditWatch Negative
TRONOX LTD: S&P Rates New $2.15-Bil. Term Loan Due 2024 'BB-'
UNIVERSAL SOFTWARE: Files First Amended Chapter 11 Liquidating Plan
UNIVERSAL SOLAR: Changes Name to "The Arminda Group, Inc."
WEEKLEY HOMES: SP Puts B+ CCR on Watch Neg on Hurricane Aftermath
WEST TEXAS BULLDOG: Hires Jesse Blanco as Counsel
WET SEAL: Exclusive Plan Filing Period Extended to Nov. 29
Y & Z WORLD: U.S. Trustee Unable to Appoint Committee
ZYNEX INC: May Issue 6.1M Shares Under Stock Plan & Option Pacts
[^] BOND PRICING: For the Week from September 4 to 8, 2017
*********
309 BARONNE: Plan Exclusivity Period Extended for 2 Months
----------------------------------------------------------
The Hon. Jerry A. Brown of the U.S. Bankruptcy Court for the
Eastern District of Louisiana granted 309 Baronne St., L.L.C. an
additional 60 days in which to file a Disclosure Statement and
Chapter 11 Plan of Reorganization.
As previously reported by the Troubled Company Reporter on Aug. 11,
2017, the Debtor told the Court that it needed an additional 60
days to make further assessments and inquiries in which to
adequately prepare a disclosure statement and plan which may have
alternative courses of action and repayment proposals.
The Debtor related that its building has been damaged by the
substantial construction, demolition, and renovation activities
conducted in connection with the construction of the 217 Room NOPSI
Hotel Development at 317-311 Baronne Street, New Orleans,
Louisiana. On July 19, 2017, the Debtor filed an application to
employ Jeffrey P. Green of the Law Firm of Ron Austin & Associates,
L.L.C., to act as special counsel with regard to the Debtor's
claims for damages. The Debtor also related that the Special
Counsel has been in the process of analyzing and preparing a
suggested plan of action with the Debtor's manager and the Debtor's
reorganization counsel.
Accordingly, the Debtor said that additional time is needed for
special counsel, the Debtor's bankruptcy counsel and the Debtor's
manager to coordinate regarding the claims of the estate and how to
best incorporate its claims into its plan of reorganization.
About 309 Baronne St., L.L.C.
309 Baronne St., L.L.C., based in New Orleans, Louisiana, filed a
Chapter 11 petition (Bankr. E.D. La. Case No. 17-10888) on April
10, 2017. Markus E. Gerdes, Esq., at Gerdes Law Firm, L.L.C.,
serves as bankruptcy counsel. The Debtor hired the Law Firm of Ron
Austin & Associates, L.L.C., as special counsel.
In its petition, the Debtor estimated $1 million to $10 million in
assets and $100,001 to $500,000 in liabilities. The petition was
signed by Harry E. Cantrell, Jr., managing member.
471 HAWORTH: Exclusive Plan Filing Period Extended to November 1
----------------------------------------------------------------
The Hon. Stacey L. Meisel of the U.S. Bankruptcy Court for the
District of New Jersey extended the time during which 471 Haworth
Avenue, LLC has the exclusive right to file a Plan through November
1, 2017.
The Troubled Company Reporter has previously reported that the
Debtor requested for a 90-days exclusivity extension since the
Debtor anticipated it will obtain a Contract for Sale of the
Property in the near future and that the sale will resolve all
outstanding obligations. The Debtor told the Court that it has
listed its Property for sale at a list price exceeding the liens on
the Property with an appointed realtor. However, without an
extension, the Debtor's exclusive right to file a Plan was slated
to expire on August 2, 2017.
About 471 Haworth Avenue
471 Haworth Avenue, LLC is a single-asset real estate LLC in the
Chapter 11 case within the meaning of Bankruptcy Code. It owns the
Property at 471 Haworth Ave., Haworth, NJ 07641.
471 Haworth Avenue sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.J. Case No. 17-10165) on January 4,
2017. The petition was signed by Richard Rotonde, member.
The case is assigned to Judge Stacey L. Meisel.
Justin M Gillman, Esq., at Gillman & Gillman, serves as the
Debtor's counsel. The Debtor tapped Terrie O'Connor Realtors to
market and sell the Debtor's property located at 471 Haworth Ave,
Haworth, New Jersey.
At the time of the filing, the Debtor disclosed $2.10 million in
assets and $1.46 million in liabilities.
No trustee or examiner has been appointed in Debtor's case, and no
Creditors' Committee has been formed.
97 2ND: U.S. Trustee Unable to Appoint Committee
------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of 97 2nd LLC as of September 8,
according to a court docket.
97 2nd is represented by:
Ted J. Donovan, Esq.
Goldberg Weprin Finkel Goldstein LLP
1501 Broadway, 22nd Floor
New York, NY 10036
Tel: (212)-301-6943
Fax: (212)-422-6836
Email: Tdonovan@gwfglaw.com
About 97 2nd LLC
97 2nd LLC claims to be the rightful owner of the real property
located at 97 2nd Avenue, New York, which is improved by a
residential apartment building occupied by nine residential tenants
and one commercial tenant. The Debtor said that in recent weeks,
the property has been improperly commandeered by entities
controlled by a certain Michael Shah, necessitating the filing of
the Chapter 11 case.
More particularly, Mr. Shah's involvement began when his company,
DS 97 2nd Avenue Note Purchaser LLC, initially acquired the
underlying mortgage debt originally held by Signature Bank in the
total amount of $9.5 million earlier this year. Mr. Shah's
acquisition of the mortgages was effectuated pursuant to a certain
Assignment of Mortgage dated April 17, 2017. The current principal
balance due under the mortgages is approximately $9,164,699 as of
July 11, 2017.
The Debtor intends to seek buyers for the property so it can
effectuate an immediate sale under a plan of reorganization.
The Debtor's primary assets consist of its legal equitable interest
in the property valued at $15.1 million.
Pending the anticipated recapture of the property, the Debtor has
no immediate income or expenses but intends to file a budget once
the property is returned to its estate.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 17-74756) on August 3, 2017. Tim
Ziss, restructuring manager, signed the petition.
Judge Robert E. Grossman presides over the case.
At the time of the filing, the Debtor disclosed $15.1 million in
assets and $9.88 million in liabilities.
ALL STAR MEDICAL: Asks for Court OK to Use Cash Collateral
----------------------------------------------------------
All Star Medical, LLC, seeks permission from the U.S. Bankruptcy
Court for the Northern District of Alabama to use cash collateral.
Pre-petition, the Debtor entered into various credit transactions
with Progress Bank, VGM Financial Services, TCF National Bank,
Invacare Corporation and De Lange Laden. Each of these companies
has filed multiple liens against the Debtor's accounts and accounts
receivables owned by the Debtor.
The Debtor may use cash collateral only to satisfy (i) those
expenses reasonable and necessary to the operation and maintenance
of Debtor's business as shown on the budget; (ii) the Statutory
Fees; and (iii) the allowed fees and expenses payable under
Sections 330 and 331 of the U.S. Bankruptcy Code to any
professional persons retained by a court order.
As additional adequate protection for the use of the cash
collateral derived from the Debtor's accounts receivable and
proceeds thereof, properly perfected creditors are granted, as of
the Petition Date, replacement liens. The rights of the Debtor to
use cash collateral will automatically terminate: (a) if the Debtor
makes any payment which is not authorized by the Court's order, (b)
if any representation or warranty made by the Debtor will have been
false when made, (c) upon the dismissal or conversion of the
Chapter 11 case to a Chapter 7 case or appointment of a trustee
without the consent of the creditors or the entry of any order
determining that creditor's liens and security interests are
subordinate to the interests of any other creditor, or (d) if
Debtor's counsel receives written notice from creditors of a
violation of any other provisions of the order approving the use of
cash collateral and the violation is not cured within three
business days of receipt by Debtor's counsel of notice.
The Debtor has an immediate need for authority to use the cash
collateral in its ongoing business operations. If the Debtor does
not receive authority forthwith it will have to close down without
further prospects of reorganization.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/alnb17-82507-14.pdf
About All Star Medical, LLC
All Star Medical, LLC -- http://www.allstarmedical.com/-- is a
locally owned and operated medical equipment company located in
Albertville, Cullman, Huntsville and Madison, Alabama. It is a
durable medical equipment company. It provides home medical
equipment and medical supplies like respiratory equipment,
wheelchairs, hospital beds and medical supplies to patients
throughout north Alabama. It has offices in Albertville, Cullman,
Huntsville, and Madison. Its main office is located at 2407 South
Memorial Parkway, Huntsville, Alabama, 35805.
All Star Medical filed a Chapter 11 bankruptcy petition (Bankr.
N.D. Ala. Case No. 17-82507) on Aug. 24, 2017. The Hon. Clifton R.
Jessup Jr. presides over the case. In its petition, the Debtor
indicated $1.37 million in total assets and $2.12 million in total
liabilities. The petition was signed by Philip Garmon, owner.
Kevin D. Heard, Esq., at Heard, Ary & Dauro, LLC, serves as the
Debtor's bankruptcy counsel.
AMERIFLEX ENGINEERING: Hires Huntsberger as Special Counsel
-----------------------------------------------------------
Ameriflex Engineering, LLC seeks authorization from the U.S.
Bankruptcy Court for the District of Oregon to employ Thomas A.
Huntsberger, PC as its special counsel to substitute Ball Janik,
LLP.
The Debtor's appointed counsel, Farleigh Wada Witt, has connections
to Wells Fargo and its representation of the Debtor may exceed the
scope of the Farleigh Wada Witt/Wells Fargo conflicts waiver.
Additionally, David Criswell, former special counsel for the
Debtor, is no longer with Ball Janik and is now with the firm of
Lane Powell. Lane Powell also has connections to Wells Fargo.
Ameriflex requires Huntsberger to provide representation of the
Debtor with respect to issues related to Wells Fargo Capital
Finance Corporation and for no other purpose.
The Debtor has agreed to compensate Huntsberger at $350 per hour,
and subject to change from time to time, subject to review and
approval by the Bankruptcy Court.
Thomas A. Huntsberger, Esq., of Thomas A. Huntsberger, PC, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Huntsberger LLP may be reached at:
Thomas A. Huntsberger, Esq.
Thomas A. Huntsberger, PC
870 W. Centenial Blvd.
Springfield, OR 97477
Phone: (541) 746-6574
Fax: (541) 746-3201
Email: tom@tahpc.com
About Ameriflex Engineering
Ameriflex Engineering LLC -- http://rhboats.com/and
http://fishrite-boats.com/-- is engaged in the design, development
and manufacturing of boats. The Company was created in 2008 with
the acquisition of the assets of then struggling River Hawk Boats,
Inc. Cajon, Inc. and Pacific Diamond & Precious Metals each own
50% membership interest in the Debtor.
The Debtor filed a Chapter 11 petition (Bankr. D. Or. Case
No.17-60837), on March 22, 2017. The petition was signed by
Pacific Diamond & Precious Metals, Inc., member. At the time of
filing, the Debtor estimated assets and liabilities between $1
million and $10 million.
The case is assigned to Judge Thomas M. Renn. The Debtor hired
Tara J. Schleicher, Esq., at Farleigh Wada Witt, as bankruptcy
counsel; Ball Janik LLP as special counsel; and Cramer & Associates
as accountant.
No trustee, examiner or committee has been appointed.
AMG INTERNATIONAL: Panel Taps Rabinowitz Lubetkin as Attorney
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of AMG International,
Inc. seeks authorization from the U.S. Bankruptcy Court for the
District of New Jersey to retain Rabinowitz, Lubetkin & Tully, LLC
as counsel to the Committee, nunc pro tunc to August 21, 2017.
The Committee requires Rabinowitz Lubetkin to:
(a) provide the Committee with legal advice with respect to its
powers and duties in all matters pertaining to the Debtor's
bankruptcy case;
(b) prepare, on behalf of the Committee, all necessary
applications, pleadings, orders, reports and other legal
papers required or appropriate in connection with the
Debtor's bankruptcy case;
(c) represent the Committee in any adversary proceedings either
commenced by it or against it in the above-captioned case;
and
(d) perform all other legal services for the Committee which
may be reasonable or necessary herein in the exercise of
its duties to represent the interests of all general
unsecured creditors.
Rabinowitz Lubetkin will be paid at these hourly rates:
Partners $325-$550
Associates $195-$325
Paralegal $150
Rabinowitz Lubetkin will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Jeffrey A. Cooper, partner of Rabinowitz Lubetkin, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estate.
Rabinowitz Lubetkin can be reached at:
Jeffrey A. Cooper, Esq.
RABINOWITZ, LUBETKIN & TULLY, LLC
293 Eisenhower Parkway, Suite 100
Livingston, NJ 07039
Tel: (973) 597-9100
About AMG International
Freeman-CMA -- http://www.freeman-cma.com/-- is a designer,
manufacturer, marketer and distributor of award and recognition
products including trophy components, plastic and metal figures,
resin awards, plastic and metal engraving stock, ribbons and
medals, plaques, clocks, pen sets and executive gift items. The
Company distributes one of the largest product lines in the awards
and recognition industry throughout both the United States and
Canada, as well as internationally.
AMG International, Inc., dba Freeman-CMA and dba Freeman Products
Worldwide, filed a Chapter 11 petition (Bankr. D.N.J. Case No.
17-25816) on Aug. 3, 2017. The petition was signed by
Jean-Francois Lefebvre, president. At the time of filing, the
Debtor estimated $1 million to $10 million in assets and $1
million
to $10 million in liabilities. The case is assigned to Judge Hon.
John K. Sherwood. Gibbons, PC and SEESE, P.A., serve as counsel
to
the Debtor.
ANDERSON SHUMAKER: Can Use Associated Bank Cash Until Sept. 15
--------------------------------------------------------------
Judge Donald R. Cassling of the U.S. Bankruptcy Court for the
Northern District of Illinois has entered a sixth interim order
authorizing Anderson Shumaker to use cash collateral of Associated
Bank, N.A. solely for the period from the Petition Date through the
earliest to occur of: (i) 5:00 p.m. Central Time on September 15,
2017, and (ii) the termination date.
The hearing to consider entry of a final authorization of the
Debtor's cash collateral use will take place on Sept. 12, 2017 at
10:00 a.m. Objections are due on Sept. 11.
The approved Budget provides total expenses of $247,969 for week
ending Aug. 18, $322,879 for week ending Aug. 25, and $228,876 for
week ending Sept. 1, 2017.
As of the Petition Date, the Debtor was indebted and liable to
Associated Bank in the aggregate principal amount of at least
$11,086,103. As security for the payment of the Prepetition Loan
Debtor, the Debtor granted Associated Bank with security interests
in and liens upon all or substantially all of the Debtor's
property. Consequently, Associated Bank holds valid, duly
perfected, first-priority liens upon and security interest in and
to all the cash of the Debtor.
Accordingly, the Debtor will make monthly adequate protection
payments of $38,000 to Associated Bank in immediately available
funds. Associated Bank also will receive (i) a replacement lien in
the prepetition collateral and in the post-petition property of the
Debtor of the same nature and to the same extent and in the same
priority it had in the prepetition collateral, and to the extent
the liens and security interests extend to property pursuant to
Section 552(b) of the U.S. Bankruptcy Code, and (ii) an additional
continuing valid, binding, enforceable, non-avoidable, and
automatically perfected postpetition security interest in and lien
on all cash or cash equivalents, whether now owned or in existence
on the Petition Date or thereafter acquired or existing and
whatever located, of the Debtor.
In addition, Associated Bank will be deemed to have an allowed
superpriority adequate protection claim to the extent the adequate
protection lien is not adequate to protect Associated Bank against
the diminution in value of the prepetition collateral.
The Debtor is authorized to maintain no more than $10,000 in its
account with Forest Park, and will immediately transfer any funds
to the Debtor's operating account maintained with Associated Bank.
A full-text copy of the Sixth Interim Order, dated August 24, 2017,
is available at https://is.gd/JOPy2X
About Anderson Shumaker
Based in Chicago, Illinois, Anderson Shumaker Company provides open
die forgings and custom forgings in various shapes and finishes
using stainless steel, aluminum, carbon steel and various grades of
alloy steel.
Anderson Shumaker filed a Chapter 11 petition (Bankr. N.D. Ill.
Case No. 17-05206) on Feb. 23, 2017. The petition was signed by
Richard J. Tribble, its chief executive officer. At the time of
filing, the Debtor had $1 million to $10 million in estimated
assets and $10 million to $50 million in estimated liabilities.
The case is assigned to Judge Donald R Cassling.
Scott R. Clar, Esq. and Brian P. Welch, Esq. at Crane, Heyman,
Simon, Welch & Clar serve as counsel to the Debtor. RSM US LLP is
the Debtor's accountant. The Debtor employs CFO Advise LLC as its
financial advisor.
U.S. Trustee Patrick S. Laying on March 9, 2017, appointed five
creditors to serve on an official committee of unsecured creditors.
The committee members are: (1) Electralloy, G.O. Carlson, Inc.;
(2) Carlson Tool & Manufacturing Corp.; (3) Progressive Steel
Treating, Inc.; (4) Haynes International, Inc.; and (5) Ellwood
Group.
Shelly A. DeRousse, Esq., Devon J. Eggert, Esq., Elizabeth L.
Janczak, Esq., and Trinitee G. Green, Esq., at Freeborn & Peters
LLP, serve as counsel to the Committee.
APOLLO MEDICAL: Unit Hikes Revolving Credit Facility to $3M
-----------------------------------------------------------
Apollo Medical Management, Inc., a wholly owned subsidiary of
Apollo Medical Holdings, Inc., entered into Amendment No. 1 to
Intercompany Revolving Loan Agreement between ("Lender") Maverick
Medical Group, Inc. ("Borrower"), an affiliate of the Company, and
AMM, and Amendment No. 1 to Subordination Agreement between MMG and
AMM.
The Loan Agreement Amendment amended the Intercompany Revolving
Loan Agreement, dated as of Nov. 22, 2016, between AMM and MMG to
increase the revolving loan commitment by AMM under the Loan
Agreement from $2,000,000 to $3,000,000.
The Subordination Agreement Amendment amended the Subordination
Agreement, dated as of Nov. 22, 2016, between AMM and MMG to
reflect the increase in the revolving loan commitment by AMM under
the Loan Agreement from $2,000,000 to $3,000,000.
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. 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.
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.
ARIZONA FUNDRAISING: Hires Sacks Tierney as Counsel
---------------------------------------------------
Arizona Fundraising Solutions, Inc. seeks authorization from the
U.S. Bankruptcy Court for the District of Arizona to employ Sacks
Tierney P.A. as counsel.
The Debtor requires Sacks Tierney to:
(a) advise and assist the Debtor with respect to the
obligations and limitations imposed upon it as a Debtor in
bankruptcy;
(b) advise the Debtor with respect to the continued operation
of its business while in bankruptcy;
(c) advise the Debtor with respect to the treatment of claims
against its bankruptcy estate and the assumption or
rejection of executory contracts;
(d) prepare pleadings and applications, and attend all hearings
and examinations necessary to the proper administration of
the Debtor's bankruptcy proceedings;
(e) advise and assist the Debtor in the formulation and
presentation of a plan of reorganization or liquidation;
and
(f) any other necessary action concerning any of the above-
mentioned matters.
Sacks Tierney's professionals will charge at hourly rates ranging
between $125 and $525 per hour.
Sacks Tierney will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Randy Nussbaum of Sacks Tierney assured the Court that the firm is
a "disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code and does not represent any interest adverse
to the Debtor and its estate.
Sacks Tierney can be reached at:
Randy Nussbaum, Esq.
Wesley D. Ray, Esq.
SACKS TIERNEY P.A.
4250 N. Drinkwater Blvd., 4th Floor
Scottsdale, AZ 85251-3693
Tel: (480) 425-2600
Fax: (480) 970-4610
About Arizona Fundraising Solutions
Arizona Fundraising Solutions, Inc. dba Apex Fun Run RUN AZ, based
in Scottsdale, Ariz., filed a Chapter 11 petition (Bankr. D. Ariz.
Case No. 17-10016) on August 25, 2017. The Hon. Paul Sala preside
over the case. Randy Nussbaum, Esq. and Wesley Denton Ray, Esq. at
Sacks Tierney P.A., serve as bankruptcy counsel.
In its petition, the Debtors estimated $0 to $50,000 in assets and
$1 million to $10 million in liabilities. The petition was signed
by Christopher J. Stewart, president.
ARMINDA GROUP: Terminates Top Management
----------------------------------------
The Arminda Group, Inc.'s Board of Directors elected to remove Mr.
Weilei Lv as the Company's chief financial officer; Wensheng Chen
as the chairman of the Board of Directors, chief operating officer;
and Ling Chen as the president, secretary and director effective
June 14, 2017.
Also on that date, the Company's Board of Directors appointed Paul
Landrew as the president, treasurer, secretary and director. In
addition, Elbert Hamilton was appointed as a Board member.
About Arminda Group
The Arminda Group, Inc., formerly Universal Solar Technology, Inc.,
was incorporated in the State of Nevada on July 24, 2007. It
operates through its wholly owned subsidiary, Kuong U Science &
Technology (Group) Ltd., a company incorporated in Macau, the
People's Republic of China on May 10, 2007, and its subsidiary,
Nanyang Universal Solar Technology Co., Ltd., a wholly foreign
owned enterprise registered on Sept. 8, 2008 under the wholly
foreign-owned enterprises laws of the PRC.
Universal Solar primarily manufactures, markets and sells silicon
wafers to manufacturers of solar cells. In addition, the Company
manufactures photovoltaic modules with solar cells purchased from
third parties.
Universal Solar reported a net loss of $1.28 million in 2013
following a net loss of $5.66 million in 2012.
Paritz & Company, P.A., in Hackensack, New Jersey, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2013. The independent auditors noted that
the Company had not generated cash from its operation, had a
stockholders' deficiency of $ 10,663,106 and had incurred net loss
of $11,175,906 since inception. These circumstances, among others,
raise substantial doubt about the Company's ability to continue as
a going concern.
ASSOCIATED THORACIC: Hearing on Plan Outline Set for Oct. 12
------------------------------------------------------------
The Hon. Brenda K. Martin of the U.S. Bankruptcy Court for the
District of Arizona has scheduled for Oct. 12, 2017, the hearing to
consider the approval of Associated Thoracic & Cardiovascular
Surgeons, Ltd., and Herman Pang's disclosure statement dated Aug.
11, 2017, referring to the Debtors' Chapter 11 plan dated Aug. 11,
2017.
The hearing previously set for Oct. 3, 2017, at 1:30 p.m. is
vacated.
As reported by the Troubled Company Reporter on Aug. 21, 2017, the
Debtors filed with the Court a joint disclosure statement in
support of their proposed plan of reorganization. Under the Plan,
the Class 2-M Allowed Unsecured Claims of Creditors of Pang may
elect (at their sole option) to be treated in accordance with Class
2-L, or they will be treated in accordance with Class 2-M. Class
2-M Creditors will be paid a pro-rata share from Pang's Excess Cash
Flow, on a semi-annual basis (with payments to be sent out for the
prior half-year by Feb. 15 and Aug. 15), after all senior allowed
claims (including Class 2-L) have been paid in accordance with the
terms of the Plan, until the allowed unsecured claim have been paid
in total the value of Pang's liquidation equity as calculated in
Pang's Disclosure Statement.
About Associated Thoracic
Associated Thoracic & Cardiovascular Surgeons, Ltd., filed a
Chapter 11 petition (Bankr. D. Ariz. Case No. 16-11909) on Oct. 14,
2016, estimating $500,000 to $1 million and liabilities at $1
million to $10 million. The petition was signed by Herman Pang,
president.
Mr. Pang commenced his own Chapter 11 case (Bankr. D. Ariz. Case
No. 16-11910) on Oct. 17, 2016.
The cases are jointly administered and are assigned to Judge Brenda
K. Martin.
The Debtors are represented by Lamar D. Hawkins, Esq., at Aiken
Schenk Hawkins & Ricciardi, P.C.
AVALON CARE: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Avalon Care Center - Chandler, L.L.C.
206 N. 2100 W.
Salt Lake City, UT 84116
Case No.: 17-27825
Type of Business: Avalon Care Center - Chandler, L.L.C.
is in the skilled nursing care facilities
business. It is an affiliate of Avalon Care
Center - Chowchilla, LLC, which sought
bankruptcy protection on July 17, 2017
(Bankr. E.D. Cal. Case No. 17-12721).
Chapter 11 Petition Date: September 7, 2017
Court: United States Bankruptcy Court
District of Utah (Salt Lake City)
Judge: Hon. Joel T. Marker
Debtor's Counsel: George B. Hofmann, Esq.
COHNE KINGHORN, P.C.
111 East Broadway, 11th Floor
Salt Lake City, UT 84111
Tel: (801) 363-4300
Fax: (801) 363-4378
E-mail: ghofmann@cohnekinghorn.com
- and -
Jeffrey L. Trousdale, Esq.
COHNE KINGHORN, P.C.
111 E. Broadway, 11th Floor
Salt Lake City, UT 84111
Tel: 801-363-4300
E-mail: jtrousdale@cohnekinghorn.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Anne Stuart, authorized signatory.
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/utb17-27825.pdf
AVATAR HOLDCO: S&P Assigns 'B' Corp Credit Rating, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B' corporate credit rating to
Washington, D.C-based Avatar Holdco LLC (also known as EAB). The
rating outlook is stable.
S&P said, "At the same time, we assigned our 'B' issue-level rating
and '3' recovery rating to the company's proposed $610 million
senior secured first-lien facilities, which consists of a $70
million revolving credit facility and a $540 million term loan. The
'3' recovery rating indicates our expectation for meaningful
(50%-70%; rounded estimate: 55%) recovery of principal in the event
of a payment default. The borrower of the credit facilities is
Avatar Purchaser Inc."
U.S.-based research, software, and technology-enabled service
provider Avatar Holdco LLC (also known as EAB) is issuing its
proposed $610 million senior secured first-lien credit facilities
(comprising a $70 million revolving credit facility and a $540
million term loan) and a $260 million second-lien term loan as part
of its leveraged buyout by Vista Equity Partners.
S&P said, "Our corporate credit rating on EAB reflects the
company's limited geographic diversification, small size, and
narrow product focus, high forecasted leverage in the mid-11x area,
and financial sponsor ownership. The rating also reflects the
company's leading market position in the niche research, software,
and technology-enabled service segment; its high customer retention
rates at over 90%; and its subscription-based business model and
multiyear contracts, which provide good revenue visibility, and
healthy EBITDA margins and free operating cash flow (FOCF)
generation.
"The stable outlook reflects our expectation that EAB will
experience high-single-digit percentage revenue growth over next
two years, driven by cross selling of its products to existing
customers and modest growth in its client base. We also expect that
the company will maintain FOCF to debt of about 5% and adequate
liquidity over the next 12 months.
"We could lower our corporate credit rating on EAB if we expect
lower revenue growth or declines in EBITDA margins such that FOCF
to debt declines below 5% on a sustained basis or if the company's
liquidity position weakens. This could occur if increased
competition or insourcing of services result in high client
attrition.
"An upgrade is unlikely over the next 12 months due to the
company's high leverage, aggressive financial policy, and accretion
of dividends on the preferred stock, which we treat as debt. In
addition, an upgrade would depend on the company pursuing a less
aggressive financial policy and maintaining FOCF to debt above 10%
on a sustained basis."
AVAYA INC: Seeks November 30 Plan Exclusivity Extension
-------------------------------------------------------
Avaya Inc. and its affiliated debtors ask the U.S. Bankruptcy Court
for the Southern District of New York to extend their exclusive
periods to file and solicit acceptances of a Chapter 11 Plan
through and including November 30, 2017, and January 31, 2018,
respectively.
A hearing to consider the Debtors' request will take place on
September 13, 2017 at 10:00 a.m.
The Debtors contend that since their last exclusivity extension was
granted on July 26, 2017, they have:
(a) continued to make swift progress in the reconciliation of
their claims pool through their ongoing reconciliation of claims
filed against these chapter 11 estates by filing three separate
omnibus claims objections (covering 853 of 1,923 total claims);
(b) commenced a claims objection process with respect to the
administrative expense and claims allowance demanded by SAE Power
Incorporated and SAE Power Company;
(c) addressed expiration of their assumption/rejection
deadline with respect to their nonresidential real property
leases;
(d) successfully negotiated and filed their First Amended
Joint Chapter 11 Plan of Reorganization of Avaya Inc. and Its
Debtor Affiliates with the support of holders of over 55 percent of
First Lien Debt and 7% of Second Lien Debt;
(e) successfully negotiated a Stipulation of Settlement with
Pension Benefit Guaranty Corporation resolving the treatment of the
Debtors' qualified pension liabilities;
(f) completed successful negotiations with the Official
Committee of Unsecured Creditors through improved recoveries and
additional modifications to their Amended Plan; and
(g) obtained Court approval with respect to their Disclosure
Statement for the First Amended Joint Chapter 11 Plan of
Reorganization of Avaya Inc. and Its Debtor Affiliates and Plan
Support Agreement.
The Debtors will commence solicitation on their Amended Plan in the
near term, in accordance with the Disclosure Statement Order.
The Debtors claim that a brief exclusivity extension will permit
them to build on this progress without substantial disruption or
delay that would result if parties were permitted to file competing
plans at this critical juncture. The Debtors assert that continued
exclusivity will permit them to continue forward in preparation for
their November 15, 2017 confirmation hearing. Likewise, continued
exclusivity will foster the Debtors' ability to engage creditor
constituencies to further develop consensus around the Amended Plan
if at all reasonably possible.
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.
AVON PRODUCTS: S&P Affirms 'B' CCR & Alters Outlook to Stable
-------------------------------------------------------------
S&P Global Ratings affirmed its ratings, including the 'B'
corporate credit rating, on U.K.-based Avon Products Inc. and
revised the outlook to stable from positive.
S&P said, "We also affirmed our 'BB-' issue-level ratings with a
'1' recovery rating (90%-100%, rounded estimate 95%) on the
company's $400 million revolving credit facility and $500 million
senior secured notes.
"Concurrently, we affirmed our 'B' issue-level rating with a '4'
recovery rating (30%-50%, rounded estimate 40%) on Avon's four
tranches of senior unsecured notes.
"The outlook revision reflects our belief that Avon's operating
performance will remain volatile in the upcoming quarters as the
company navigates challenging macroeconomic conditions in key
markets, faces increasing competition, and suffers repercussions
from recent execution missteps. We now forecast modestly weaker
credit protection measures with debt leverage just slightly below
5x versus our previous forecast that leverage will improve toward
mid-4x. In addition, we forecast cushion to the company's financial
covenants will fall below 15% when the covenants becomes more
restrictive at the end of fiscal 2017.
"The outlook is stable, reflecting our expectations that the
company will modestly stabilize performance during the second half
of 2017 as it works to remediate execution missteps and continues
to invest in product innovation and digital capabilities in order
to engage and build its active representatives base.
"We could lower the ratings if the company is unable to execute on
its growth strategy and fails to innovate its product offering and
engage its representative base. This coupled with increasing
competition in the industry would hinder the company's efforts to
revive sales and restore margins, resulting in the company's free
operating cash flow generation approaching break-even levels and
cushion to the company's financial covenants narrowing toward 5%.
"We estimate that absent any EBITDA improvement in the second half
of 2017, the company will have about 5% cushion to its debt
leverage ratio covenant at December 2017 fiscal year end.
"A positive rating action is not likely over the next 12 months
because of challenges the company is facing while it works to
restore its sales growth. We could consider a higher rating over
the next couple of years if the company's execution of growth
strategy, supports consistent cash flow generation and improvement
of credit ratios, such that debt leverage declines and is sustained
below 4x. In addition, we would require the company to maintain at
least 15% cushion to its financial covenants at all times."
AZMM LLC: Case Summary & 5 Unsecured Creditors
----------------------------------------------
Debtor: AZMM, LLC
c/o Demetri Marinakis
1601 123rd Ave SE
Bellevue, WA 98005
Type of Business: AZMM, LLC listed its business as a
single asset real estate (as defined in 11
U.S.C. Section 101(51B)) whose principal
assets are located at 125 Central Ave N
Kent, WA 98032. The Company previously
sought bankruptcy protection on Aug. 10,
2016 (Bankr. W.D. Wash. Case No. 16-14118).
AZMM is an affiliate of Demetrios Marinakis
and Tami Marinakis, who jointly filed for
Chapter 11 protection on June 23, 2016
(Bankr. W.D. Wash. Case No. 16-13338).
Chapter 11 Petition Date: September 7, 2017
Case No.: 17-13947
Court: United States Bankruptcy Court
Western District of Washington (Seattle)
Judge: Hon. Christopher M Alston
Debtor's Counsel: David C. Smith, Esq.
LAW OFFICES OF DAVID SMITH, PLLC
201 St Helens Ave
Tacoma, WA 98402
Tel: 253-272-4777
E-mail: ecf@davidsmithlaw.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Demetrios G. Marinakis, member-manager.
The Debtor's list of five unsecured creditors is available for free
at http://bankrupt.com/misc/wawb17-13947.pdf
BADLANDS ENERGY: Hires R2 Advisors as Financial Consultants
-----------------------------------------------------------
Badlands Energy, Inc. and its debtor-affiliates seek authorization
from the U.S. Bankruptcy Court for the District of Colorado to
employ R2 Advisors, LLC as their financial consultant, nunc pro
tunc to the August 11, 2017 petition date.
The Debtors require R2 Advisors to assist the Debtor in maximizing
value for their assets and operations.
R2 Advisors will be paid at these hourly rates:
Thomas M. Kim, managing director $350
Other Directors $200
Analysts $100
R2 Advisors will also be reimbursed for reasonable out-of-pocket
expenses incurred.
On or about June 28, 2017, R2 Advisors received a retainer totaling
$15,000 and holds $5,565 remaining as of the Petition Date.
Thomas M. Kim, managing director of R2 Advisors, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estate.
R2 Advisors can be reached at:
Thomas M. Kim
R2 ADVISORS LLC
1350 17th St., #206
Denver, CO 80202
Tel: (303) 865-8460
About Badlands Energy
Denver, Colorado-based Badlands Energy, Inc. --
http://badlandsenergy.framezart.com/-- is an E&P company that has
been involved in the Uinta Basin for over a decade. The Company
also operates in California and has been involved in exploration
projects in Wyoming and Nevada.
Initially operating as a public company known as Gasco Energy,
Inc., the Company underwent a restructuring that was completed in
October 2013. This resulted in a recapitalization followed by
taking the company private. The final step in this was a name
change to Badlands Energy, Inc.
Badlands Energy, Inc., Badlands Production Co., Badlands
Energy-Utah, LLC, and Myton Oilfield Rentals, LLC sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case Nos.
17-17465, 17-17467, 17-17469 and 17-17471) on Aug. 11, 2017. The
petitions were signed by Richard Langdon, president and CEO.
Badlands Energy estimated assets at $10 million to $50 million and
liabilities at $50 million to $100 million; Badlands Production's
assets at $1 million and $10 million and liabilities at $10
million to $50 million; Badlands Energy-Utah's assets at $1 million
to $50 million; and Myton Oilfield Rentals' assets at $100,000 to
$500,000 and liabilities at $10 million to $50 million.
The cases are assigned to Judge Kimberley H. Tyson. The Debtors
tapped Theodore J. Hartl, Esq., at Lindquist & Vennum LLP, in
Denver, as counsel.
BALLANTRAE LLC: Disclosure Statement Hearing Set for Oct. 4
-----------------------------------------------------------
Ballantrae, LLC, filed with the U.S. Bankruptcy Court for the
Southern District of Florida on August 31, 2017, its
bankruptcy-exit plan and accompanying disclosure statement.
The Court has set a hearing for Oct. 4, 2017, at 2:00 p.m. in
Flagler Waterview Building, 1515 N Flagler Dr Room 801 Courtroom B,
West Palm Beach, FL, 33401, to consider approval of the Disclosure
Statement. Objections to the Disclosure Statement are Sept. 27.
Judge Erik P. Kimball, who oversees the case, issued an order on
August 29, 2017, extending Ballantrae, LLC's exclusivity period for
the filing of a plan of reorganization and disclosure statement
until August 31, 2017.
The Troubled Company Reporter has previously reported that the
Debtor asked the Court to extend the exclusivity period for the
filing of a plan of reorganization and disclosure statement, saying
that its reorganization will be dependent on the fall enrollment of
children and the expected tuition it will receive. The Debtor
further said it will not know its expected income until the end of
August 2017.
About Ballantrae, LLC
Ballantrae, LLC, has a fee simple interest in a property located at
5397 Roebuck Road, Jupiter, Florida. It operates a pre-school/day
care facility doing business as Oceanside Academy School at the
property.
Ballantrae, LLC, filed a Chapter 11 petition (Bankr. S.D. Fla. Case
No. 17-13427) on March 22, 2017. The petition was signed by
Corinne Gates, Manager Member. At the time of filing, the Debtor
had $2.03 million in total assets and $3.42 million in total
liabilities.
The Debtor tapped Brian K. McMahon, Esq., at Brian K. McMahon, as
counsel.
BLACK IRON: Needs Until January 2018 to File Reorganization Plan
----------------------------------------------------------------
Black Iron, LLC requests the U.S. Bankruptcy Court for the District
of Utah to extend the Plan Proposal Period through January 27,
2018, and the Plan Solicitation Period through March 28, 2018.
Under the Bankruptcy Code, the Debtor has the exclusive right to
(a) file plan of reorganizations or liquidation through September
29, 2017, and (b) solicit and obtain acceptances for a plan through
November 28, 2017. This request for an extension of the Exclusivity
Periods is the Debtor's first extension request.
The Debtor contends that the complex issues and contentious nature
of the legacy litigation demonstrate the need for additional time
for the Debtor to consult and negotiate with the parties. The
Debtor tells the Court that it has spent substantial time since the
Petition Date addressing the complex legacy and pending
litigation.
The Debtor avers that it has taken steps to remove or refer to this
Court all substantive litigation matters relating to its estate and
its assets within approximately the first 60 days of filing. As
such, the Debtor anticipates that it will continue to make
significant progress toward completing a consensual restructuring
and emerging from chapter 11 with improved operations. Because
there has been little time since the Petition Date, the Debtor
believes that this factor favors the requested extension.
About Black Iron LLC
Black Iron, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Utah Case No. 17-24816) on June 1, 2017.
Steve L. Gilbert, manager, signed the petition. At the time of the
filing, the Debtor estimated its assets and debts at $1 million to
$10 million.
Judge William T. Thurman presides over the case.
The Debtor is represented by Adelaide Maudsley, Esq. and Ralph R.
Mabey, Esq. at Kirton McConkie P.C. The Debtor tapped Hires Gary
Thorup, Esq. at Durham Jones to serve as its special litigation
counsel; WSRP, LLC as its accountant; and Alysen Tarrant as its
environmental consultant.
BLUE BEE: Exclusive Plan Filing Deadline Extended Until Oct. 16
---------------------------------------------------------------
Judge Sandra R. Klein of the U.S. Bankruptcy Court for the Central
District of California extended for approximately 60 days the
exclusive periods during which only Blue Bee, Inc. d/b/a ANGL may
file a plan of reorganization and obtain acceptances of such plan,
to and including October 16, 2017 and December 15, 2017,
respectively.
The Troubled Company Reporter has previously reported that the
Debtor asked the Court to further extend its exclusive periods by
approximately 60 days, as it requires additional time to complete
its review of the proofs of claim that have been filed by creditors
in the Debtor's case -- which claims will need to be accounted for
in any Plan -- to evaluate and determine the feasibility of
potential terms of a Plan, to evaluate its business operations and
to prepare accurate cash flow forecasts in support of a Plan, and
to prepare and file a Plan as well as the accompanying disclosure
statement and other documents related thereto.
The Debtor related that shortly after the Petition Date, it began
the process of analyzing the financial performance of each of its
21 Retail Stores -- on a store-by-store basis -- to determine which
of the Retail Stores were currently profitable or potentially
profitable if rent concessions could be successfully negotiated
with the landlords, and which of the Retail Stores were not
profitable and therefore needed to be closed on an expeditious
basis.
Ultimately, as a result of the Debtor's analysis of the business
operations of the Retail Stores and negotiation with certain of its
landlords for rent concessions and other lease modifications, the
Debtor ultimately elected to close (and reject the corresponding
leases for) eight of its Retail Stores, leaving the Debtor with a
total of thirteen currently operating Retail Stores.
The Debtor said that on July 31, 2017, the Court entered an order
authorizing it to assume the real property leases for nine of the
Operating Retail Stores, thereby concluding the Debtor's analysis
and final determination regarding the assumption or rejection of
the leases for the Retail Stores.
In addition, pursuant to the January 25, 2017 Order, the Court
established March 31, 2017 as the Claims Bar Date. The Debtor said
it has begun reviewing the proofs of claim that have been filed by
creditors and is in the process of determining the total amount and
types of claims that will need to be accounted for in the Debtor's
plan of reorganization.
About Blue Bee, Inc.
Blue Bee, Inc., dba ANGL, filed a Chapter 11 petition (Bankr. C.D.
Cal. Case No. 16-23836) on Oct. 19, 2016. Headquartered near
downtown Los Angeles, California in Vernon, California, Blue Bee is
a retailer doing business under the "ANGL" brand offering stylish
and contemporary women's clothing at reasonable prices to its
fashion-savvy customers.
As of the bankruptcy filing date, the Debtor owns and operates 21
retail stores located primarily in shopping malls throughout the
state of California. Since the opening of its first Retail Store in
1992 along Melrose Avenue in Los Angeles, California, the Debtor
has focused on bringing designer fashion to a wider audience.
The Debtor is the successor-in-interest to Angl, Inc., a California
corporation, which was founded by Jeff Sunghak Kim and his wife,
Young Ae Kim, and was dissolved on Aug. 30, 2013. Substantially all
of the assets of Angl were transferred to, and substantially all of
the liabilities of Angl were assumed by, the Debtor (which was
formed on Aug. 30, 2013) for tax and other corporate restructuring
and marketing purposes. The same corporate directors and officers
of Angl have acted as the corporate directors and officers of the
Debtor. Jeff Sunghak Kim and his wife, Young Ae Kim, continue to
be actively involved in the Debtor's business operations as the
President and Secretary of the Debtor, respectively.
The bankruptcy petition was signed by Jeff Sungkak Kim, president.
The Debtor is represented by Juliet Y. Oh, Esq., at Levene, Neale,
Bender, Yoo & Brill LLP. The case is assigned to Judge Sandra R.
Klein. The Debtor estimated assets and liabilities at $1 million
to $10 million.
BRIAR HILL: Wants to Use Cash Collateral Until Sept. 25
-------------------------------------------------------
Briar Hill Foods, LLC, Bias Realty, Ltd., Jack Coffy, LLC, Thorne
Management, Inc., and CPW Properties, Ltd, ask for permission from
the U.S. Bankruptcy Court for the Northern District of Ohio to use
from Aug. 25, 2017, through Sept. 25, 2017, cash collateral of The
Huntington National Bank, N.A., for administrative and related
general business expenses necessary to continue the Debtors'
limited operations.
As adequate protection, Huntington will be granted replacement
liens.
The Debtors need to be able to use cash collateral in order to
maintain operations pending a sale of the properties. The Debtors
are in immediate need of cash to pay necessary business expenses,
to continue their operations and to avoid immediate and irreparable
harm to their bankruptcy estates. It is imperative that the
Debtors obtain authority to use the cash collateral in order to
continue to operate their businesses and to fund the costs
associated with operations and the administration of the Chapter 11
case and in accordance with the budget.
Other than the Thorne Management collections, which are minimal,
the Debtors are not operating. In addition to the collection and
use of the Thorne Management receivables, the Debtors seek to use
the amounts remaining under the Advance in order to maintain
operations, including for payment of the necessary expenses set
forth in the budget.
A copy of the Debtors' motion is available at:
http://bankrupt.com/misc/ohnb17-61896-4.pdf
About Briar Hill Foods
Briar Hill Foods, LLC, and several affiliates filed separate
voluntary petition for reorganization under Chapter 11 (Bankr. N.D.
Ohio Case No. 17-61892) on Aug. 5, 2017. The other debtors are
Bias Realty, Ltd. (Bankr. N.D. Ohio Case No. 17-61893); Jack Coffy,
LLC (Bankr. N.D. Ohio Case No. 17-61894); CPW Properties, Ltd.
(Bankr. N.D. Ohio Case No. 17-61895); Thorne Management, Inc.
(Bankr. N.D. Ohio Case No. 17-61896).
At the time of filing, Briar Hill's estimated assets are $1 million
to $10 million and estimated debt is $10 million to $50 million.
Bias Realty's estimated assets are $500,000 to $1 million and
estimated debt is $1 million to $10 million.
Judge Russ Kendig presides over the cases.
The Debtors are represented by Marc B. Merklin, Esq. at Brouse
McDowell, LPA, as their bankruptcy counsel.
BRIGHT MOUNTAIN: Reports $875K Net Loss for Second Quarter
----------------------------------------------------------
Bright Mountain Media, Inc., filed with the Securities and Exchange
Commission on Aug. 21, 2017, its quarterly report on Form 10-Q for
the quarter ended June 30, 2017. The filing of the Form 10-Q was
delayed as the Company needed additional time to complete the
financial statements to be included in the Form 10-Q.
Bright Mountain reported a net loss attributable to common
shareholders of $874,687 on $666,821 of total revenues for the
three months ended June 30, 2017, compared to a net loss
attributable to common shareholders of $642,104 on $459,170 of
total revenues for the three months ended June 30, 2016.
For the six months ended June 30, 2017, Bright Mountain reported a
net loss attributable to common shareholders of $1.55 million on
$1.32 million of total revenues compared to a net loss attributable
to common shareholders of $1.39 million on $883,585 of total
revenues for the six months ended June 30, 2016.
As of June 30, 2017, Bright Mountain had $2.51 million in total
assets, $1.87 million in total liabilities and $634,972 in total
shareholders' equity.
As of June 30, 2017 the Company had a balance of cash and cash
equivalents of $101,029 and working capital of $197,418 as compared
to cash and cash equivalents of $162,795 and working capital of
$355,344 at Dec. 31, 2016. The Company's current assets decreased
13.2% at June 30, 2017, from Dec. 31, 2016, which reflects the
decrease in cash, accounts receivable, prepaid expenses and
inventories. The Company's current liabilities decreased 2.2% at
June 30, 2017, from Dec. 31, 2016, which primarily reflects a
decreases in accounts payable and premium finance loan payable,
offset by increases in accrued interest, including to a related
party, and deferred rent. The Company does not have any external
sources of liquidity and are dependent upon loans from its Chief
Executive Officer. In addition to the amounts owed Mr. Speyer, in
November 2016 the Company borrowed $500,000 from an unrelated third
party under a promissory note which matures in November 2017. The
Company's operations do not provide sufficient cash to pay its cash
operating expenses.
"If we are unable to increase our revenues to a level which
provides sufficient funds to pay our operating expenses without
relying upon loans from a related party, as well as to pay our
obligations as they become due, our ability to continue to leverage
our resources and implement our plans for continued growth are in
jeopardy," the Company said.
Net cash flows used in operating activities totaled $948,512 and
$911,503 for the six month periods ending June 30, 2017, and 2016,
respectively. During the six months ended June 30, 2017, the
Company used cash primarily to fund its net loss of $1,557,180
for the period as well as an increases in accrued interest,
including to a related party. Cash used during the six months
ended June 30, 2016, was primarily attributable to operational
losses during the period.
Net cash flows used in investing activities totaled $14,035 and
$136,858 for the first six months of 2017 and 2016, respectively.
Cash used included the purchase of fixed assets in 2017 and 2016
and in 2016, $131,237 attributable to the purchase of two
websites.
Net cash flows provided from financing activities totaled $901,051
and $748,663 during the six month periods ending June 30, 2017, and
2016, respectively. During the first six months of 2017, the
Company received $950,000 under a series of 6% and 12% 5 year
convertible notes issued to the Company's Chief Executive Officer.
This figure was reduced by the repayments of $48,949 in insurance
premium financing notes. During the first six months of 2016, the
Company sold $500,000 in debt and issued $300,000 in 12%, 5 year
convertible notes issued to our Chief Executive Officer. This
figure was reduced by the repayments of $51,337 in insurance
premium financing notes.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/FnRkpo
About Bright Mountain
Based in Boca Raton, Fla., Bright Mountain Media, Inc., a media
holding company, owns and manages Websites in the United States.
It operates through two segments, Product Sales and Services. The
company develops Websites, which provide information and news to
military, law enforcement, first responders, and other public
sector employees; and information, including originally written
news content, blogs, forums, career information, and videos.
Bright Mountain reported a net loss attributable to common
shareholders of $2.94 million on $1.49 million of product sales for
the year ended Dec. 31, 2016, compared to a net loss attributable
to common shareholders of $2.01 million on $1.41 million of product
sales for the year ended Dec. 31, 2015.
Liggett & Webb, P.A., in Boynton Beach, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has a net
loss of $2,667,051 and used cash in operations of $1,860,515 and an
accumulated deficit of $8,824,806 at Dec. 31, 2016. These matters
raise substantial doubt about the Company's ability to continue as
a going concern.
CAREFOCUS CORP: Hires A.J. Siddiqui as Accountant
-------------------------------------------------
CareFocus Corporation seeks authorization from the U.S. Bankruptcy
Court for the District of Minnesota to employ A.J. Siddiqui Tax &
Accounting Office as its accountant.
The Debtor requires A.J. Siddiqui CPA to prepare financial
information, income statements, projections, tax returns and U.S.
Trustee Reports.
A.J. Siddiqui CPA will be charging the Debtor $3,000 for the 2017
year end work and $2,500 per month for the monthly payroll,
Medicare Cost Reporting, bankruptcy court reporting forms,
preparation of balance sheets and income statements and bank
account reconciliations.
A.J. Siddiqui CPA holds a pre-bankruptcy claim against the Debtor
in the amount of $4,840. A.J. Siddiqui has agreed to waive his
pre-bankruptcy claim.
A.J. Siddiqui CPA, A.J. Siddiqui Tax & Accounting Office, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
A.J. Siddiqui CPA may be reached at:
A.J. Siddiqui CPA
A.J. Siddiqui Tax & Accounting Office
2429 University Ave W Suite 100, St. Paul, MN 55114
Tel: (651)642-1331
Fax: (651)645-8434
About CareFocus
CareFocus Corporation filed a Chapter 11 bankruptcy petition
(Bankr. D.Minn. Case No. 17-32654) on August 18, 2017. Steven B.
Nosek, Esq., at Steven B. Nosek, PA serves as its bankruptcy
counsel. The Debtor's assets and liabilities are both below $1
million.
CAREFOCUS CORP: Hires Steve B. Nosek as Bankruptcy Counsel
----------------------------------------------------------
CareFocus Corporation seeks authorization from the U.S. Bankruptcy
Court for the District of Minnesota to employ Steve B. Nosek, PA as
Chapter 11 attorneys.
The Debtor requires Nosek to formulate a Plan of Reorganization of
its present debts.
Nosek lawyers who will work on the Debtor's case and their hourly
rates are:
Steven B. Nosek $300
Yvonne R. Doose $200
Steve B. Nosek, Esq., at Steve B. Nosek, PA, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Nosek may be reached at:
Steven B. Nosek, Esq.
Yvonne R. Doose, Esq.
Steven B Nosek, P.A.
2855 Anthony Lane South, Suite 201
St. Anthony, MN 55418
Phone: (612) 335-9171
E-mail: snosek@visi.com
About CareFocus
CareFocus Corporation filed a Chapter 11 bankruptcy petition
(Bankr. D.Minn. Case No. 17-32654) on August 18, 2017. Steven B.
Nosek, Esq., at Steven B. Nosek, PA serves as its bankruptcy
counsel. The Debtor's assets and liabilities are both below $1
million.
CAYOT REALTY: Post-Confirmation Funds To Be Taken From Rent Payment
-------------------------------------------------------------------
Cayot Realty, Inc., filed with the U.S. Bankruptcy Court for the
Southern District of New York an amended disclosure statement to
accompany its plan of reorganization, dated Aug. 21, 2017.
The Class 4 Interest Holder will retain his Interest in the
Reorganized Debtor. The Interest Holder is also the sole
stockholder of Realty, which will take title to the Property at
closing. This Class is not impaired by the Plan.
The Debtor will realize the funds to pay allowed administration
claims, allowed tax claims and the allowed secured claims upon the
financing of the Debtor's property, which consists of 36 trailers
and two buildings. All monies will be distributed in accordance
with the terms of the Plan. Ongoing funds to pay post-confirmation
mortgage payments, taxes and insurance, will be obtained from the
payment of rent.
Immediately following the Filing Date, the Debtor negotiated with
Wells Fargo for the use of cash collateral. With the inclusion of
Sterling, the consensual use of cash collateral was approved.
Thus, the Debtor has collected its rents, paid its real property
taxes, insurance, license extension fees and its monthly mortgage
obligation to Wells Fargo in an amount of $14,893.93 and in an
amount of $300 to Sterling.
The Debtor has sought to refinance the Property with the intent of
satisfying the Class 1, 2 and Class 3 Creditors in full. Northwind
(or an affiliate designee) has agreed to the financing of the
Property which, on the Effective Date, will be transferred to
Realty, in an amount of $2.5 million. The funds generated
therefrom will, upon closing at a date not more than 60 days after
Confirmation, pay all Allowed Creditors in full, and the Class 4
Interest Holder will retain his equity position in the Debtor,
receive no compensation therefore, and be the sole stockholder of
Realty. The rents will pay the new secured monthly mortgage
obligation.
A full-text copy of the Amended Disclosure Statement is available
at:
http://bankrupt.com/misc/nysb16-22664-67.pdf
As reported by the Troubled Company Reporter on July 12, 2017, the
Debtor filed with the Court an amended disclosure statement to
accompany its plan of reorganization, dated June 30, 2017. This
version of the plan provided that the holders of Class 3 Allowed
Unsecured Claims will be paid in full at closing plus interest at
the Federal Statutory rate in effect as of the Filing Date. Class 3
Claims are estimated at $16,000.
About Cayot Realty
Cayot Realty Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 16-22664) on May 16,
2016. The petition was signed by Charles L. Cayot III, president.
The case is assigned to Judge Robert D. Drain. The Debtor
disclosed total assets of $3.02 million and total debts of $2.15
million.
The Debtor tapped Kurtzman Matera P.C. as its counsel.
On April 7, 2017, the Debtor filed a Chapter 11 plan of
reorganization and disclosure statement.
CHELLINO CRANE: Exclusive Plan Filing Deadline Moved to Nov. 3
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois has
extended, at the behest of Chellino Crane Inc., et al., the
exclusive plan filing period through Nov. 3, 2017, and the
exclusive solicitation period through Jan. 3, 2018.
As reported by the Troubled Company Reporter on Sept. 1, 2017, the
Debtors asked the Court to move the Exclusive Filing Period through
Jan. 3, 2018, and the Exclusive Solicitation Period through March
1, 2018, saying that the requested extension will allow them
sufficient time to run an effective plan process in these cases,
whatever course they take. The Debtors are currently pursuing a
sale to a stalking horse buyer, subject to higher and better bids.
If this sale process goes forward, then the Debtors intend to
pursue a liquidating Chapter 11 plan. If, however, the sale
process does not proceed, then the Debtors may pursue a standalone
reorganization.
About Chellino Crane Inc.
Headquartered in Joliet, Illinois, Chellino Crane Inc. and its
affiliates operate cranes for refineries owned by some of the
largest downstream oil and gas refineries in the world. Chellino
consists of two divisions: a Crane Division focused on providing
customers with a full range of crane services, and a Heavy
Haul/Heavy Lift Division, which specializes in transport and heavy
lift or rigging services. Sam Chellino began operating the company
in 1947, and to this day the company is family-owned and operated.
Chellino and four of its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 17-14200) on
May 5, 2017. The petitions were signed by Gregory Chellino,
president.
At the time of the filing, Chellino Crane estimated its assets and
liabilities at $50 million to $100 million.
Judge Carol A. Doyle presides over the cases. The Debtors hired
Sugar Felsenthal Grais & Hammer LLP as lead counsel; Akerman LLP as
special counsel; Conway MacKenzie, Inc., as financial advisor; and
Epiq Bankruptcy Solutions, LLC as noticing, claims and balloting
agent.
On May 17, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee tapped
Brown Rudnick LLP to serve as co-counsel with Freeborn & Peters
LLP; Emerald Capital Advisors Corp. as financial advisor; and
FocalPoint Securities, LLC, as investment banker.
COMPREHENSIVE VASCULAR: Needs Time to Close Asset Sale, File Plan
-----------------------------------------------------------------
Comprehensive Vascular Surgery of Georgia, Inc. requests the U.S.
Bankruptcy Court for the Northern District of Georgia to further
extend the exclusive period to file a Chapter 11 plan to December
26, 2017, as well as the exclusive period to solicit acceptances of
the Debtor's proposed Chapter 11 plan to February 24, 2018.
A hearing to consider extension of the Debtor's exclusivity periods
will take place on September 21, 2017 at 10:30 a.m.
The Debtor is a medical practice specializing in vascular surgery
and related services, and its primary place of business is located
at 150 Country Club Drive, Suite 100, Stockbridge, GA 30281.
The Debtor contends that it is making significant progress in its
efforts to sell the medical office building in which it operates --
the Debtor's principal tangible asset. The Debtor tells the Court
that it expects to soon file a motion for authority to sell its
medical office building, the proceeds of which are anticipated to
satisfy all claims against the Debtor. Accordingly, the Debtor
submits that it is making good faith progress toward
reorganization, and is demonstrating reasonable prospects for
filing a viable plan.
The Debtor contends that it is not seeking this extension to put
pressure on its creditors, but rather it needs more time than is
afforded by the current Exclusive Periods to finalize the sale of
its medical office building, obtain adequate information for a
plan, and to prepare appropriate court filings for a plan.
In addition, the Debtor maintains that the Bar Date just passed on
August 28, 2017, and the Debtor is currently evaluating the claims
filed in an ongoing effort to work with its creditors to negotiate
and hopefully resolve their claims.
About Comprehensive Vascular Surgery of Georgia
Comprehensive Vascular Surgery of Georgia, Inc. provides in-patient
and out-patient vascular surgery services and related diagnostic
evaluation and therapeutic services.
Comprehensive Vascular Surgery of Georgia, Inc., filed a Chapter 11
petition (Bankr. N.D. Ga. Case No. 17-53761) on March 1, 2017. The
Debtor estimated $1 million to $10 million in assets and
liabilities. The petition was signed by Albert T. Tagoe, M.D.,
CEO.
The Debtor is represented by Bryan E. Bates, Esq. at Dentons US LLP
as counsel. The Debtor hired Shane Investment Property Group, LLC,
as commercial real estate broker.
CORBETT-FRAME INC: Has Court's Interim Nod to Use Cash Collateral
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Kentucky has
authorized Corbett-Frame, Inc., to use cash collateral from the
Petition Date through any final hearing date.
Objections will be noticed for hearing on Sept. 21, 2017, at 9:00
a.m. This court order will be final without further hearing if no
objections are filed within 14 days of the Aug. 28 entry.
As reported by the Troubled Company Reporter on Aug. 21, 2017, the
Debtor sought court permission to use cash collateral to meet its
post-petition obligations and to pay its expenses, general and
administrative operating expenses, and other necessary costs and
expenses, including taxes and insurance and other expenses incurred
during the pendency of the bankruptcy case.
The Debtor believes that US Bank, N.A, David Yurman Enterprises,
LLC, High Speed Capital, Fox Capital Bizfi, and Crestview Financial
may claim an interest in cash collateral.
As adequate protection for any diminution in the value of the cash
collateral, US Bank and David Yurman are granted a lien of the same
type of property/collateral as existed prepetition, subject only to
any valid and enforceable, perfected, and non-avoidable liens of
other secured creditors.
As additional adequate protection, the Debtor will continue to
account for all cash use, and the proposed cash use as set forth in
the budget is being incurred primarily to preserve property of the
Estate. The Debtor will make the adequate protection payments to
US Bank as set forth on the budget on or before Sept. 25, 2017.
A copy of the Order is available at:
http://bankrupt.com/misc/kyeb17-51607-35.pdf
About Corbett-Frame
Corbett-Frame, Inc., d/b/a Corbett-Frame Jewelers, owns a jewelry
store in Lexington, Kentucky offering contemporary designer
collections & customized pieces. The Company is a small business
debtor as defined in 11 U.S.C. Section 101(51D).
Corbett-Frame filed a Chapter 11 petition (Bankr. E.D. Ky. Case No.
17-51607) on Aug. 9, 2017. The petition was signed by Jennifer
Lykins, president. At the time of filing, the Debtor estimated
assets and liabilities between $1 million and $10 million. The
case is assigned to Judge Gregory R. Schaaf. The Debtor is
represented by Jamie L. Harris, Esq. at the Delcotto Law Group
PLLC.
CROSSROADS SYSTEMS: Hires Eric Terry Law as Counsel
---------------------------------------------------
Crossroads Systems, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Western District of Texas to employ Eric
Terry Law, PLLC as counsel for Debtor.
The Debtor requires Terry to:
a. provide legal advice with respect to the Debtor's
powers and duties as debtor in possession in the
continued operation of its business, management of
its properties and the sale of its assets;
b. prepare and pursue relief associated with maximizing
the value of the assets of the Debtor's estate,
whether via a sale of all assets or through
confirmation of a plan after approval of a disclosure
statement;
c. prepare on the Debtor's behalf necessary applications,
motions, answers, orders, reports and other legal
papers seeking relief that, in the Debtor’s business
judgment, is necessary and proper;
d. appear in Court and to protect the interests of the
Debtor before the Court; and
e. perform all other legal services for the Debtor that
may be necessary and proper in these proceedings
consistent with the Debtor's status in chapter 11.
The Debtor and Eric Terry have agreed to a fee reduction from his
standard rate of $425 per hour to a rate of $350 per hour for this
engagement.
Eric Terry has received a retainer in the amount of $20,950.00 in
connection with its engagement by the Debtor.
Eric Terry, Esq., the firm's sole attorney in the firm of Eric
Terry Law PLLC, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Eric Terry may be reached at:
Eric Terry, Esq.
Eric Terry Law PLLC
3511 Broadway
San Antonio, TX 78209
Telephone: (210) 468-8274
Facsimile: (210)-319-5447
About Crossroads Systems Inc.
Crossroads Systems, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Tex. Case No. 17-51926) on August 13,
2017. Jennifer Crane, chief financial officer, 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
$50,000.
Judge Ronald B. King presides over the case. Eric Terry Law, PLLC
represents the Debtor as bankruptcy counsel.
CROWN SPRING: Disclosures OK'd; Plan Hearing on Sept. 28
--------------------------------------------------------
The Hon. H. Christopher Mott of the U.S. Bankruptcy Court for the
Western District of Texas has approved Crown Spring, Inc.'s
disclosure statement dated Aug. 25, 2017, referring to the Debtor's
Chapter 11 plan of reorganization dated Aug. 25, 2017.
A hearing to consider the confirmation of the Plan will be held on
Sept. 28, 2017, at 10:00 a.m. (CT).
Objections to the plan confirmation must be filed by Sept. 26,
2017, at 5:00 p.m.
Sept. 26, 2017 at 5:00 p.m. (CT) is also fixed as the last day for
submitting ballots for acceptances or rejections of the Plan.
As reported by the Troubled Company Reporter on Sept. 4, 2017, the
Debtor filed with the Court a first amended disclosure statement
regarding its Chapter 11 plan of reorganization, dated Aug. 25,
2017, which mentions, among other things, a settlement reached with
Semiserve, Inc., Stuart Proctor, and Kirsteen Proctor.
The terms of the Debtor's proposed Plan Settlement Term Sheet with
Proctor Parties states that the payment schedule for the Proctor
Parties in Class 4 will be amended to reflect: (i) the first
payment for Class 4 (contemplated to be in September 2017) and the
March 2018 payment will be in the amount of $200,000 each; (ii) the
regular monthly payment for Class 4 will be increased to $50,000
per month, except for the first payment and the March 2018 payment;
(iii) the claim amount for Class 4 will be increased by $35,000 to
reflect accrued attorneys' fees incurred by the Proctor Parties;
(iv) interest on the Class 4 Claim will begin to accrue on the date
of the entry of the Proctor judgment of May 4, 2017; and (v) for
purposes of clarification, the Allowed Class 4 Claim will comprise
of the Prepetition Judgment amount of $2,155,500.77, interest
accruing beginning May 4, 2017, at 10% per annum on the unpaid
principal amount of the Prepetition Judgment, and the agreed-upon
attorney fee amount of $35,000.
About Crown Spring Inc.
Crown Spring, Inc., which conducts business under the names
Retronix International Inc. and Retronix Semiconductor, is a global
provider of engineering services and a general contractor company
serving the semiconductor and high-tech manufacturing industries.
The Debtor offers labor, equipment and facility support for some of
the world's leading OEMs and IDMs.
Based in Austin, Texas, the Debtor sought protection under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 17-10723) on
June 9, 2017. Anthony Boswell, president, signed the petition.
At the time of the filing, the Debtor estimated $1 million to $10
million in assets and liabilities.
Lynn Hamilton Butler, Esq., at Husch Blackwell LLP serves as the
Debtor's legal counsel.
Judge Christopher H. Mott presides over the case.
CRYSTAL LAKE GOLF: Has Interim OK to Use Cash Until Sept. 14
------------------------------------------------------------
Judge Christopher J. Panos of the U.S. Bankruptcy Court for the
District of Massachusetts authorized Crystal Lake Golf Club, LLC,
to use cash collateral through the conclusion of a continued
hearing scheduled for Sept. 14, 2017 at 2:30 p.m.
The use of cash collateral will be under the same terms and
conditions set forth in the Court's Order (i) regarding Motion to
Convert Case under Chapter 7 or, in the alternative, to Dismiss
Case and (ii) authorizing Crystal Lake Golf Club LLC's further use
of cash collateral and for adequate protection therefor through
August 25, 2017
Absent further order of the Court, further adequate protection
payments will not be made to Pentucket Bank.
The Debtor is allowed to accept any Memberships or payments for
Memberships provided that any funds received are deposited in
escrow with the Counsel to the Debtor pending further order of the
Court.
A full-text copy of the Order, dated August 24, 2017, is available
at https://is.gd/iCeMd2
About Crystal Lake Golf Club
Crystal Lake Golf Club, LLC, filed a Chapter 11 petition (Bankr. D.
Mass. Case No. 16-41324) on July 27, 2016. The petition was signed
by Michael J. Maroney, managing member. The Debtor estimated
assets at $500,000 to $1 million and liabilities at $1 million to
$10 million at the time of the filing. The case is assigned to
Judge Christopher J. Panos. The Debtor's counsel is Richard A.
Mestone, Esq., at Mestone & Associates LLC. Jeffrey M. Dennis,
CPA, is the Debtor's accountant.
DATABRIDGE PARENT: S&P Gives B- Corp Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings assigned its 'B-' corporate credit rating to
Dallas-based DataBridge Parent Inc. (DataBank). The outlook is
stable.
S&P said, "At the same time, we assigned a 'B-' issue-level rating
and '3' recovery rating to the company's proposed senior secured
first-lien credit facilities, which consist of a $50 million
revolving credit facility maturing in 2022 and a $230 million
first-lien term loan maturing in 2024. The '3' recovery rating
indicates our expectation for meaningful (50%-70%; rounded
estimate: 60%) recovery for lenders in the event of a payment
default."
The company's proposed $100 million senior secured second-lien term
loan is unrated.
S&P said, "The rating on DataBank primarily reflects its relatively
small scale in the fragmented and competitive data center industry,
meaningful geographic concentration, exposure to economically
sensitive small and midsize business customers, and our expectation
that leverage will be elevated in the mid-7x area in 2017 with
negative FOCF. These risks are somewhat offset by good revenue
visibility provided by multiyear contracts and strong demand for
data center services.
"The stable outlook reflects our belief that the company will
maintain adequate liquidity over the next 12 months, despite our
expectation that elevated capital expenditures to support expansion
activity will lead to negative FOCF and leverage in the mid-7x area
in 2017. In addition, healthy demand for data center solutions
should result in revenue growth in the low-double-digit percent
area in 2017.
"We could lower the rating if the company adds data center capacity
more speculatively and demand for this capacity does not fully
materialize, or if increased competition leads to an uptick in
churn or pricing pressure, resulting in lower EBITDA that
ultimately hurts the company's liquidity position and makes the
capital structure unsustainable over the longer term.
"Although unlikely over the next year, we could consider an upgrade
if the company reduced leverage considerably below 6.5x with a
commitment to sustain such improved credit measures. Alternatively,
we could also consider an upgrade if the company materially
improves scale and geographic diversification, which would
strengthen its business relative to peers'."
DATASTARUSA INC: Seeks Permission to Use IRS Cash Collateral
------------------------------------------------------------
DataStarUSA, Inc., seeks authorization from the U.S. Bankruptcy
Court for the Eastern District of Texas to use the cash collateral
of the Internal Revenue Service in the amounts set forth in the
Budget to make its payroll and continue operations.
The operating budget for the period from Aug. 25, 2017 to Sept. 25,
2017 provides total cash expenditure of in the aggregate amount of
$26,287.
The Debtor contends that its entire chance of reorganizing depends
on its ability to immediately obtain use the alleged collateral.
The IRS asserts liens in among other things the accounts receivable
and inventory of Debtor. The Debtor contends that it has immediate
need to use the cash collateral of the IRS to maintain operations
of the business because the continued operations of the Debtor will
necessitate the use of the cash collateral. Accordingly, the
Debtor is willing to provide the IRS with replacement liens.
A full-text copy of the Debtor's Motion, dated Aug. 24, 2017, is
available at https://is.gd/zHr5CW
A copy of the Debtor's Budget is available at https://is.gd/toAvVU
About DataStarUSA Inc.
DataStarUSA, Inc., provides construction products and services. It
is a small business debtor as defined in 11 U.S.C. Section
101(51D).
DataStarUSA sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Texas Case No. 17-41826) on Aug. 24, 2017. Jon
Marshall, president, signed the petition.
The Debtor estimated assets of less than $50,000 and liabilities of
$1 million to $10 million.
The Debtor is represented by Eric A. Liepins, Esq., at Eric A.
Liepins, P.C.
DB DATACENTER: Moody's Assigns 1st-Time B3 Corporate Family Rating
------------------------------------------------------------------
Moody's Investors Service has assigned a first-time B3 corporate
family rating (CFR) and a B3-PD probability of default rating (PD)
to DB DataCenter Holdings, Inc.. Moody's has also assigned a B2
(LGD3) rating to the company's proposed $280 million senior secured
1st lien credit facility which consists of a $230 million 7 year
term loan and a $50 million 5 year revolver. The company has also
proposed a $100 million 2nd lien 7.5 year term loan, which will be
unrated by Moody's. The proceeds from the secured credit facilities
will be used to refinance existing debt and to fund future growth
initiatives and operational needs. The outlook is stable.
Issuer: DB DataCenter Holdings, Inc.
Assignments:
-- Corporate Family Rating, Assigned B3
-- Probability of Default Rating, Assigned B3-PD
-- Senior Secured 1st Lien Bank Credit Facilities, Assigned B2
(LGD3)
Outlook Actions:
-- Outlook, Assigned Stable
RATINGS RATIONALE
DataBank's B3 CFR reflects its small scale, high leverage and
negative free cash flow resulting from high capital intensity.
These limiting factors are offset by DataBank's stable base of
contracted recurring revenues, relatively high margins, and a broad
and robust product suite in the high-growth, niche market of
communications infrastructure solutions. Although Moody's
anticipates strong EBITDA growth, capital spending and potential
future acquisitions will prevent the company from generating free
cash flow for at least the next two years.
Moody's expects DataBank will maintain high capital spending for
the next several years, investing in growth within its footprint
and to take advantage of discrete market expansion opportunities.
Moody's anticipates the company will fund its plans with additional
debt and equity such that leverage does not increase. Moody's
expects DataBank's leverage to be above 7x (Moody's adjusted) at
year-end 2017. Incremental debt to finance cash deficits will delay
a meaningful improvement in leverage, and Moody's expects
DataBank's leverage (Moody's adjusted) will not fall below 7x until
early 2019. The near term cash flow deficit and very high leverage,
combined with the company's small scale, constrain the rating at
B3.
Moody's expects DataBank to have adequate liquidity over the next
twelve months. Following the transaction close, DataBank will have
approximately $69 million of cash on the balance sheet and an
undrawn $50 million revolving credit facility. Moody's expects
heavy capital investment will consume the majority of cash holdings
and over 75% of the revolver over the next 18 months. The revolver
will contain a springing leverage covenant to be tested when more
than 30% of the revolver is utilized and Moody's expects the
covenant to be set with ample cushion in the new credit agreement.
The ratings for the debt instruments reflect both the probability
of default of DataBank, to which Moody's assigns a PDR of B3-PD,
and individual loss given default assessments. The senior secured
first lien credit facilities are rated B2 (LGD3), one notch higher
than the CFR, given the loss absorption provided by the 2nd lien
facility. The senior secured first lien credit facilities are
guaranteed on a senior basis by and secured by a first priority
interest in substantially all domestic subsidiaries and guaranteed
by the holding company, DataBridge Parent, Inc.
The stable outlook reflects Moody's view that DataBank will
continue to produce strong revenue and EBITDA growth while
aggressively growing the business. The outlook also reflects
Moody's expectations that leverage (Moody's adjusted) will fall
below 7x by early 2019.
The B3 rating could be upgraded if leverage was on track to fall
below 5x (Moody's adjusted) and free cash flow was positive, both
on a sustainable basis. The rating could be downgraded if liquidity
deteriorates or if leverage is not on track to move below 7x
(Moody's adjusted) by early 2019. DataBank's liquidity position
will have an outsized influence on the future ratings, given its
small size and Moody's forecast for cash deficits. Any
deterioration in liquidity relative to Moody's initial forecast
would result in a downward rating action.
The principal methodology used in these ratings was Global
Communications Infrastructure Rating Methodology published in June
2011.
Based in Dallas, Texas, DataBank is a provider of enterprise-class
data center, cloud and interconnection services, offering customers
100% uptime availability of data, applications and infrastructure
in six U.S. markets.
DECATUR ATHLETIC: Withdraws Bid to Extend Plan Exclusivity
----------------------------------------------------------
During the hearing held on September 6, 2017, the Hon. Clifton R.
Jessup Jr. of the U.S. Bankruptcy Court for the Northern District
of Alabama approved the request made by Decatur Athletic Club,
LLC's attorney for leave to withdraw the Motion to Extend Time to
File Disclosure Statement and Plan and Extend Exclusivity Period.
The Troubled Company Reporter has previously reported that the
Debtor asked the Court for additional time to review its current
financial situation necessary for the filing of a plan and
disclosure statement. Specifically, the Debtor asked the Court to
extend the deadline and exclusivity period for filing a disclosure
statement and Chapter 11 plan, an additional 30 days, making the
deadline Oct. 5, 2017.
The Debtor said it is currently negotiating the terms and
conditions of its equipment leases and its real estate lease. The
Debtor also said that the conclusion of these negotiations will
dictate the focus of the disclosure statement and plan in this
matter.
The Debtor assured the Court that the requested extension will not
pose a substantial hardship to the creditors.
About Decatur Athletic Club
Decatur Athletic Club, LLC owns the Pulse Fitness Center, a health
center located at 1801 Beltline Road SW, Suite 420, Decatur,
Alabama.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ala. Case No. 17-81439) on May 10, 2017. Jeremy
Goforth, its owner, signed the petition.
Stuart M. Maples, Esq., at Maples Law Firm, PC, serves as the
Debtor's bankruptcy counsel.
At the time of the filing, the Debtor estimated assets of $1
million to $10 million and liabilities of less than $500,000.
Judge Clifton R. Jessup Jr. presides over the case.
DEFINITIONS PRIVATE: Intends to File Plan by January 2018
---------------------------------------------------------
Definitions Private Training Gyms, Inc. requests the U.S.
Bankruptcy Court for the Southern District of New York to extend
for 120 days the time within which the Debtor has the exclusive
right to file a plan of reorganization, through and including
January 25, 2018.
A hearing to consider extending the Debtor's exclusive periods will
take place on September 21, 2017 at 10:00 a.m.
Absent the requested extension, the Debtor's exclusivity period
expires on September 27. The Debtor contends that this is its
first request for an extension of the exclusivity period.
The Debtor relates that since it has been in bankruptcy, it has
been focused on increasing its revenue so that it can remain
current on its pot-petition obligations, while also determining a
strategy towards reorganization.
To that end, the Debtor tells the Court that it has managed to
remain current on its lease obligations to 17-19 Associates and 133
E. 58th Street, although not always timely paid, the rent to the
landlords was still paid in the months that they were due. The
Debtor contends that it has also filed a motion to extend its
deadline to assume or reject leases. As part of that motion, the
Debtor has submitted a proposed business plan to parties in
interest, including 17-19 Associates and 133 E. 58th Street, which
lays out what the Debtor believes is a viable means towards
assuming leases, and a payment plan for priority tax claims and
unsecured creditors.
The Debtor relates that the proposed business plan, which would
form the basis for a plan of reorganization, provides for the
assumption of the leases by payment of an agreed cure amount,
through a combination of cash from the Debtor's operations and
outside investment. In relation thereto, the Debtor has made offers
to the Union Square Landlord towards determining an appropriate
cure amount and payment terms. Should the lease election period be
extended, the Debtor submits that it should be able to file a plan
of reorganization within the proposed exclusivity period.
Ultimately, the Debtor needs time to continue to improve its
business and continue negotiations with its landlords towards
assumption of the leases.
Also, the Debtor says that it has resolved the motion to convert
filed by Itria Ventures, LLC and has submitted a proposed
stipulation to the Court for approval.
The Debtor avers that although its case is not a complicated case,
it needs time to effectively improve its business to the point
where it can assume the leases and file a confirmable plan of
reorganization. The Debtor claims that it has seen its revenue
increase since its filing, with the exception of July and August,
which are typically down months for the Debtor.
In the meantime, it is critical that the Debtor maintain the
exclusive right to file a plan, so that the Debtor does not have to
use estate resources in filing a plan that may be premature.
About Definitions Private Training Gyms
Definitions Private Training Gyms, Inc. aka Definitions Funding
Inc. c/o PovoL And Co., operates a private training gym out of
leased premises located in New York.
The Debtor filed a petition under Chapter 11 of the Bankruptcy Code
(Bankr. S.D.N.Y. Case No. 17-10848) on March 31, 2017. The case is
assigned to Judge James L. Garrity Jr.
The Debtor estimated $500,000 to $1 million in assets and $1
million to $10 million in liabilities.
The Debtor tapped Arnold Mitchell Greene, Esq., at Robinson Brog
Leinwand Greene Genovese & Gluck, P.C., serves as bankruptcy
counsel.
The petition was signed by Joseph B. Barron, president.
No trustee, examiner or committee has been appointed in the
Debtor's Chapter 11 case.
DEWEY & LEBOUEF: No Need to Visit Prior Rulings, Gov't Lawyers Say
------------------------------------------------------------------
Stewart Bishop, writing for Bankruptcy Law360, reports that
Manhattan prosecutors told a New York state judge that former Dewey
& LeBoeuf Chief Financial Officer Joel Sanders is just rehashing
already-decided arguments. According to Law360, Mr. Sanders is
trying to nix his conviction for fraud and conspiracy. Law360
states that the government lawyers contend that it's clear their
case at trial was legally sufficient, and there's no reason to
revisit the court's prior rulings finding the case up to snuff.
About Dewey & LeBoeuf
Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 12-12321) in 2012 to complete the wind-down of its
operations. The Firm had struggled with high debt and partner
defections. Dewey disclosed debt of $245 million and assets of
$193 million in its Chapter 11 filing late evening on May 29, 2012.
The petition was signed by Jonathan A. Mitchell, chief
restructuring officer.
Dewey & LeBoeuf LLP operated as a prestigious, New York City-based,
law firm that traced its roots to the 2007 merger of Dewey
Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird
-- and LeBoeuf, Lamb, Green & MacCrae LLP originally founded in
1929. In recent years, more than 1,400 lawyers worked at the firm
in numerous domestic and foreign offices.
At its peak, Dewey employed about 2,000 people with 1,300 lawyers
in 25 offices across the globe. When it filed for bankruptcy, only
150 employees were left to complete the wind-down of the business.
Dewey's offices in Hong Kong and Beijing are being wound down.
The partners of the separate partnership in England are in process
of winding down the business in London and Paris, and
administration proceedings in England were commenced May 28. All
lawyers in the Madrid and Brussels offices have departed. Nearly
all of the lawyers and staff of the Frankfurt office have departed,
and the remaining personnel are preparing for the closure. The
firm's office in Sao Paulo, Brazil, is being prepared for closure
and the liquidation of the firm's local affiliate. The partners of
the firm in the Johannesburg office, South Africa, are planning to
wind down the practice.
The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA for $6 million. The
Pension Benefit Guaranty Corp. took $2 million of the proceeds as
part of a settlement.
Judge Martin Glenn oversees the case.
Albert Togut, Esq., at Togut, Segal & Segal LLP, represents the
Debtor. Epiq Bankruptcy Solutions LLC serves as claims and notice
agent.
JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the
lenders under the Revolver Agreement, hired Kramer Levin Naftalis &
Frankel LLP. JPMorgan, as Collateral Agent for the Revolver
Lenders and the Noteholders, hired FTI Consulting and Gulf Atlantic
Capital, as financial advisors. The Noteholders hired Bingham
McCutchen LLP as counsel.
The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners. The creditors committee hired Brown Rudnick LLP led by
Edward S. Weisfelner, Esq., as counsel. The Former Partners hired
Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt &
Winters, LLP, as counsel.
FTI Consulting, Inc., was appointed secured lender trustee for the
Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named
Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A.
Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at
Togut, Segal & Segal LLP, serve as counsel to the Liquidation
Trustee.
Dewey's liquidating Chapter 11 plan was approved by the bankruptcy
court in February 2013 and implemented in March. The plan created
a trust to collect and distribute remaining assets. The firm
estimated that midpoint recoveries for secured and unsecured
creditors under the plan would be 58.4 percent and 9.1%,
respectively.
DYNAMIC INTERNATIONAL: Hires Grigorian & Associates as Tax Advisor
------------------------------------------------------------------
Dynamic International Airways, LLC seeks authorization from the
U.S. Bankruptcy Court for the Middle District of North Carolina to
employ Grigorian & Associates, Inc., a California Corporation, as
its tax advisor.
The Debtor requires Grigorian to:
a. assist in the preparation of federal and state corporate
income tax returns for Debtor for the tax year ended December 31,
2016;
b. assist in identifying nexus issues regarding whether or not
the Debtor is liable for state income or franchise tax or if the
Debtor has a filing requirement in various taxing jurisdictions;
c. assist in the preparation of the Debtors's quarterly
estimated tax declarations for the year ending December 31, 2017;
and
d. provide other tax advisory services as the Debtor's
management may deem necessary.
Grigorian will be paid at these hourly rates:
Partner $300
Senior Manager $250
Senior Staff $185
Staff $165
Grigorian received $75,000 for services rendered relating to the
Debtor's 2016 income tax return and IRS examination of the Debtor's
Excise Tax filings.
Grigorian will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Edmond Grigorian, CPA, a managing director of Grigorian &
Associates, Inc., a California Corporation, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Grigorian may be reached at:
Edmond Grigorian, CPA
Grigorian & Associates, Inc.
15910 Ventura Blvd., Suite 1000
Encino, CA 91436
Tel: (310) 820-1055
About Dynamic International Airways
Dynamic International Airways, LLC owns and operates a full-service
aviation enterprise, and is a licensed and certificated air
carrier. It was formed in 2010 and operates in High Point, North
Carolina.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D.N.C. Case No. 17-10814) on July 19, 2017. The
case is assigned to Judge Catharine R. Aron. At the time of the
filing, the Debtor disclosed that it had estimated assets of $10
million to $50 million and liabilities of $50 million to $100
million.
The Debtor hired Bell Davis & Pitt, PA, and Garman Turner Gordon
LLP, as attorneys, and MJAC L.L.C., d/b/a Allison Consulting, as
financial advisor.
An official committee of unsecured creditors has been appointed in
the Debtor's case. The committee hired Saul Ewing LLP and Poyner
Spruill LLP as its bankruptcy counsel.
EMERALD CASINO: Susan Flynn Tries to Block Bankr. Trustee's Claim
-----------------------------------------------------------------
Rick Archer, writing for Bankruptcy Law360, reports that Susan
Flynn, widow of Emerald Casino Inc. executive Donald Flynn, asked
an Illinois district court to block an attempt by the Debtor's
bankruptcy trustee to collect a portion of a $45 million judgment
from her husband's estate. It is a probate court matter, Law360
states, citing Mrs. Flynn. According to the report, Mrs. Flynn
said the millions in assets the trustee is seeking to satisfy a
judgment that found her late husband partly to blame for the
Debtor's demise are either part of Mr. Flynn's estate or have
already been distributed.
About Emerald Casino
Emerald Casino Inc.'s bankruptcy case (Bankr. N.D. Ill. Case No.
02-22977) started in 2002 and went forward under Chapter 11 of the
Bankruptcy Code. In 2007, Emerald's bankruptcy case was converted
to one under Chapter 7, and the United States Trustee appointed
Frances Gecker as the Chapter 7 trustee.
The case is, EMERALD CASINO, INC., Chapter 7, Plaintiff, Debtor.
FRANCES GECKER, not individually but solely as chapter 7 trustee
for the bankruptcy estate of Emerald Casino, Inc., Plaintiff, v.
DONALD F. FLYNN, KEVIN F. FLYNN, KEVIN LARSON, JOHN P. McMAHON,
JOSEPH F. McQUAID, WALTER HANLEY, and PEER PEDERSEN, Defendants,
Bankr. Adv. No. 08 A 00972, No. 11 C 4714 (N.D. Ill.). A copy of
the Court's Sept. 30, 2014 Memorandum Opinion and Order is
available at http://is.gd/xaqfiFfrom Leagle.com.
Emerald's bankruptcy case (Bankr. N.D. Ill. Case No. 02-22977)
began in 2002 and went forward under Chapter 11 of the Bankruptcy
Code. In 2007, Emerald's bankruptcy case was converted to one
under Chapter 7, and the United States Trustee appointed Frances
Gecker as the Chapter 7 trustee.
ERIE STREET: U.S. Trustee Forms 5-Member Equity Committee
---------------------------------------------------------
The Office of the U.S. Trustee on September 8 appointed five equity
holders to serve on the official committee of non-insider equity
holders in the Chapter 11 cases of Erie Street Investors, LLC, and
its affiliates.
The committee members are:
(1) David Howlett
Email: ddhowlett@gmail.com
(2) Josh Lewis Joshua
Email: JoshuaJLewis@yahoo.com
(3) Saliba Co.
Attention: Robert Saliba
Email: bsaliba@salibaco.com
(4) Robert Berman Real Estate LP
Attention: Adam Berman
Email: printum@aol.com
(5) AFG Real Estate Opportunity Fund LP
Attention: Jonathan Kuhn
(by proxy, Scott Schaeffers, Esq.
Email: jKuhn@alleghenyfinancial.com
Email: sschaefers@brotschulpotts.com
Mr. Howlett will serve as interim committee chairman.
About Erie Street Investors LLC
Erie Street Investors, LLC, and its affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. N.D. Ill. Lead Case No.
17-10554) on April 3, 2017. The affiliates are LaSalle Investors,
LLC, WSC Parking Fund I, George Street Investors, LLC, and
Sheffield Avenue Investors, LLC. Arthur Holmer, managing member of
Weiland Ventures, LLC, signed the petitions.
Erie Street Investors and LaSalle Investors each disclosed between
$10 million and $50 million in both assets and liabilities. WSC
Parking Fund listed between $1 million and $10 million in both
assets and liabilities.
The cases are assigned to Judge Deborah L. Thorne. The Debtors are
represented by Crane, Heyman, Simon, Welch & Clar.
Frances Gecker was appointed as Chapter 11 trustee for the Debtors
on May 16, 2017. The trustee hired Ascend Property Management LLC
as the Debtors' property manager; and Jones Lang LaSalle Americas
(Illinois), L.P., as real estate broker.
On June 21, 2017, the Debtors filed a Chapter 11 plan of
reorganization and disclosure statement.
EXCO RESOURCES: Borrows $88M Under Revolving Credit Facility
------------------------------------------------------------
EXCO Resources, Inc., announced that the Board of Directors of the
Company has delegated authority to the Audit Committee of the
Board, which is comprised of EXCO's four independent directors, to
explore strategic alternatives to strengthen the Company's balance
sheet and maximize the value of the Company.
The Company, at the direction of the Audit Committee, has retained
PJT Partners LP as financial advisors and Alvarez & Marsal North
America, LLC as restructuring advisors. The Company continues to
retain Kirkland & Ellis LLP as its legal advisor to assist the
Audit Committee and management team with the strategic review
process.
On Sept. 7, 2017, the Company borrowed approximately $88 million
under its Amended and Restated Credit Agreement, representing the
remaining undrawn amount available under the Revolving Credit
Facility. As of Sept. 7, 2017, following the funding of this
borrowing, the aggregate principal amount of borrowings under the
Revolving Credit Facility were approximately $150.0 million,
including letters of credit, and the Company's current cash balance
was approximately $145.0 million. The funds are intended to be
used for general corporate purposes.
About EXCO
EXCO Resources, Inc. -- http://www.excoresources.com/-- is an oil
and natural gas exploration, exploitation, acquisition, development
and production company headquartered in Dallas, Texas with
principal operations in Texas, Louisiana and Appalachia.
EXCO Resources reported a net loss of $225.3 million on $271
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $1.19 billion on $355.70 million of total
revenues for the year ended Dec. 31, 2015.
As of June 30, 2017, Exco Resources had $696.3 million in total
assets, $1.43 billion in total liabilities and a total
stockholders' deficit of $741.12 million.
KPMG LLP, in Dallas, Texas, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, citing that probable failure to comply with a financial
covenant in its credit facility as well as significant liquidity
needs, raise substantial doubt about the Company's ability to
continue as a going concern.
* * *
In December 2016, Moody's Investors Service downgraded EXCO
Resources' corporate family rating to 'Ca' from 'Caa2'. "EXCO's
downgrade reflects its eroded liquidity position which is
insufficient to fully fund development expenditures at the level
required to stem ongoing production declines," commented Andrew
Brooks, Moody's vice president. "Absent an injection of additional
liquidity, the source of which is not readily identifiable, EXCO
could face going concern risk as it confronts an unsustainable
capital structure."
In March 2017, S&P Global Ratings raised its corporate credit
rating on EXCO Resources to 'CCC-' from 'SD' (selective default).
The rating outlook is negative. "The upgrade reflects our
reassessment of our corporate credit rating on EXCO after the
company exchanged most of its outstanding 12.5% second-lien secured
term loans for $683 million new 1.75-lien secured payment-in-kind
(PIK) term loans," said S&P Global Ratings' credit analyst
Alexander Vargas.
FISH & FISHER: Accounting Firm Entitled to Compensation
-------------------------------------------------------
Judge Edward Ellington of the U.S. Bankruptcy Court for the
Southern District of Mississippi addresses the U.S. Trustee's
Motion to Reconsider and the Response in Opposition to the U. S.
Trustee's Motion to Reconsider Final Judgment filed by Horne LLP,
the accounting firm for the bankruptcy estate.
In its Motion, the U.S. Trustee alleges that since Horne was never
employed by the estate, Horne was not entitled to be compensated.
Therefore, the UST requests that the Court reconsider its award of
fees and expenses to Horne. In its Response, Horne alleges that the
services it provided benefitted the estate and its creditors,
therefore, Horne should be allowed its fees and expenses and the
Motion should be denied.
After considering all testimony and evidence presented and
arguments of both sides, Judge Ellington ruled in favor of Horne
and denied the U.S. Trustee's motion.
The Court, in its discretion, concluded that Horne was entitled to
some compensation, but not to all of the compensation it requested.
The Court denied fees in the amount of $178.54 which were incurred
after the Court entered its order vacating the Order Authorizing
Employment of Horne CPA Group as Accountants, Auditors and Tax
Consultants for the Trustee. As for the fees requested for work
performed after the Order Authorizing was entered on August 18,
2019, and before Dec. 17, 2010, when the Court vacated the Order
Authorizing and denied the application to employ Horne, the Court
ordered that $4000 of Horne's application would be denied as a
sanction for Horne's failure to make a full disclosure to the
Court.
The Court found that the Motion revels no basis for the Court to
alter or amend its Order. The Motion does not demonstrate that the
Court made a manifest error of law or fact as contemplated by Rule
59(e).
To the extent the Court has not addressed any of the parties' other
arguments or positions, it has considered them and determined that
they would not alter the result.
A full-text copy of Judge Ellington's Memorandum Opinion dated
Sept. 1, 2017, is available at:
http://bankrupt.com/misc/mssb09-02747-1246.pdf
U. S. Trustee
Hon. Ronald H. McAlpin Assistant
ronald.mcalpin@usdoj.gov
501 East Court Street, Suite 6-430
Jackson, MS 39201
Chapter 11 Trustee
Hon. James W. O'Mara
omaraj@phelps.com
4270 I-55 North
Jackson, MS 39211-6391
Attorney for Horne LLP:
Hon. Luke Dove
1020 Highland Colony Parkway, Suite 412
Ridgeland, MS 39157
On Aug. 7, 2009, Merchants & Farmers Bank and two other creditors
filed an involuntary Chapter 7 petition (Bankr. S.D. Miss. Case No.
09-02747) against Fish & Fisher. An order for relief was entered on
Sept. 23, 2009. At the behest of Fish & Fisher, the Court converted
the case to a Chapter 11 case on March 2, 2010.
FORD STEEL: Has Authority to Use Up to $380K in Cash Collateral
---------------------------------------------------------------
Judge Karen K. Brown of the U.S. Bankruptcy Court for the Southern
District of Texas authorized Ford Steel LLC to utilize the sum of
$379,970 of funds post-petition to meet the expenses set forth on
the Budget.
The approved Budget reflects total operating expenses of $43,185
during week ending August 25, 2017, $286,085 during week ending
September 1, 2017 and $50,700 during week ending September 8, 2017.
The Bank & Trust of Bryan/College Station and the Internal Revenue
Service will have valid, post-petition replacement liens to the
same extent, validity, and priority as those held pre-petition
provided that (a) the quarterly fees payable to the U.S. Trustee;
and (b) a $2,000 per month carve out for fees and expenses of the
Debtor's Counsel to be held in trust pending further Order of the
Court.
The Texas Comptroller of Public Accounts is not precluded from
pursuing such funds collected by the Debtor that qualify as the
State of Texas' trust funds. In addition, any pre-petition State of
Texas trust fund taxes in the possession of the Debtor will be
turned over to the Comptroller if the Debtor is holding any such
funds.
If the Debtor continues to operate and collect sales tax
post-petition, then within 5 business days of the entry of this
Order: (a) the Debtor will establish a "Sales Tax Escrow Account"
at an approved depository institution into which all sales taxes
collected by the Debtor will be deposited; (b) once the Sales Tax
Account is established, the Debtor will deposit all sales tax
collected by it directly into the Sales Tax Account; and (c) within
48 hours of Debtor's receipt of the monthly statement for the Sales
Tax Account, the Debtor will provide a copy via email to counsel
for the Comptroller by email.
A final hearing on the Debtor's Motion for Use of Cash Collateral
will be held on September 14, 2017 at 11:00 a.m.
A full-text copy of the Order, dated August 24, 2017, is available
at https://is.gd/jiRxga
About Ford Steel LLC
Ford Steel LLC -- http://www.fordsteelllc.com-- is an AISC
certified steel fabricator using state of the art CNC machinery.
The Company fabricates platforms, skids, ladders,
communication/broadcast towers, custom fabrications & more. Its
office and plant are conveniently located only 30 miles north of
Houston and the Port of Houston, allowing not only nationwide
delivery but worldwide as well.
On Aug. 24, 2006, H.C. Jeffries Tower Company, Inc., established in
1979, purchased a fabrication plant, which is now Ford Steel, LLC.,
a part of the H.C. Jeffries Tower Company Group. Since the
purchase, the 55,000 square foot facility has grown to 100,000
square feet with over 60 employees. Ford Steel, LLC has an
extensive clientele list including ExxonMobil, Optimized Process
Designs, LyondellBasell, Integrated Flow Solutions and Alimak Hek,
to name a few.
Herbert C. Jeffries owns 86% of Ford and Steve Bales owns the
remaining 14% of that company.
Ford Steel, LLC, filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 17-35028) on Aug. 21, 2017. The petition was signed by Herbert
C. Jeffries, managing member. The case is assigned to Judge Karen
K. Brown. The Debtor is represented by Julie Mitchell Koenig, Esq.
at Cooper & Scully, PC. At the time of filing, the Debtor
estimated $10 million to $50 million in both assets and
liabilities.
FRIENDSHIP VILLAGE: Exclusive Plan Filing Period Moved to Oct. 17
-----------------------------------------------------------------
The Hon. LaShonda Hunt of the U.S. Bankruptcy Court for the
Northern District of Illinois has extended the exclusive period
during which Friendship Village of Mill Creek, NFP may file a plan
of reorganization through October 17, 2017, as well as the
exclusive period to solicit acceptances of any plan which it files
within the foregoing period, through December 16.
The Troubled Company Reporter has previously reported that the
Debtor sought plan exclusivity extension that will facilitate the
negotiations over the final form of the Debtor's proposed plan of
reorganization, which have been ongoing with the Debtor's principal
secured creditor and bond trustee, UMB Bank, N.A.
The Debtor has told the Court that the Bond Trustee has requested
that the Debtor's exclusive rights to file a plan and solicit
acceptances thereof be terminated immediately if the Debtor's right
to use the Bond Trustee's cash collateral terminates under the
provisions of a final court order authorizing the Debtor to use
cash collateral entered on May 11, 2017, as that court order may be
amended and extended from time to time. The Debtor has agreed to
this condition and request of the Bond Trustee.
The Debtor has said it intends to file a plan of reorganization in
a form which is acceptable to the Bond Trustee, together with a
disclosure statement and other materials which would facilitate a
confirmation hearing in mid-October of 2017.
About Friendship Village of Mill Creek
Friendship Village of Mill Creek, NFP, doing business as
GreenFields of Geneva, owns and operates a continuing care
retirement community located in Geneva, Illinois, known as
GreenFields of Geneva ("Campus"). The Campus is improved with a
building which includes (i) 147 independent living units, (ii) 51
assisted living units, (iii) 26 memory support-assisted living
units, (iv) 43 nursing beds, and (v) related common areas and
parking. Approximately 270 senior citizens reside at the Campus.
Friendship Village of Mill Creek sought Chapter 11 protection
(Bankr. N.D. Ill. Case No. 17-12470) on April 20, 2017.
* * *
GreenFields of Geneva has filed a motion to sell substantially all
assets to Friendship Senior Options ("FSO") for $52,800,000,
subject to overbid. In connection with the sale process, the
Debtor proposed a July 19, 2017 deadline for bids and an auction on
July 26.
Stahl Cowen Crowley Addis, LLC, is serving as counsel to the
Debtor, with the engagement led by Bruce Dopke, Esq., Kevin V.
Hunt, Esq., and Melissa J. Lettiere, Esq., in Chicago, Illinois.
FUNCTION(X) INC: Non-Filing of Form 10-Q Triggers Note Default
--------------------------------------------------------------
As reported on its current report on Form 8-K filed on July 7,
2017, Function (x) Inc. entered into a securities purchase
agreement, dated July 3, 2017, with Iliad Research and Trading,
L.P., a Utah limited partnership, whereby Iliad purchased a secured
convertible promissory note of the Company, dated July 3, 2017, in
the aggregate principal amount of $4,410,000.
Pursuant to the terms of the Purchase Agreement, no later than
Sept. 1, 2017, the Company was required to have made all filings
with the Securities and Exchange Commission required of the Company
pursuant to the Securities Exchange Act of 1934, as amended, so as
to be deemed in compliance with the current public information
requirements of Rule 144. As of Sept. 1, 2017, the Company was
unable to file its Quarterly Report on Form 10-Q for the period
ending March 31, 2017, as required by the Exchange Act, Therefore,
the Investor may declare that an "Event of Default" has occurred
and, in that case, will have the option of: (i) immediately
accelerating the Note by written notice to the Company and, in such
event, the Company will be obligated to pay the Investor an
aggregate amount equal to the "Mandatory Default Amount" (as such
term is defined in the Note); or (ii) increasing the Outstanding
Balance (as such term is defined in the Note) by applying the
Default Effect without accelerating the Note. The Investor will
also have the right to increase the interest rate on the
Outstanding Balance (as such term is defined in the Note) to the
lesser of (x) 22% per annum or (y) the maximum rate permitted under
applicable law.
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.
GENERAL MOTORS: 2009 Sale Order Enforced as to Reichwaldt Group
---------------------------------------------------------------
Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York granted the Motion to Enforce the Bankruptcy
Court's July 5, 2009, Sale Order and Injunction and the Rulings in
Connection Therewith, With Respect to the Reichwaldt Plaintiff
filed on July 28, 2017, by General Motors LLC.
The Motion was supported by several exhibits, including the
complaint filed by Kaitlyn Reichwaldt in the State Court of Cobb
County, Georgia, and removed to the U.S District Court for the
Northern District of Georgia. Reichwaldt filed an opposition to the
Motion.
In one of her arguments, Reichwaldt contends that res judicata does
not apply to her because she had not yet been injured and had not
filed suit against New GM when Judge Gerber decided in 2015 that
New GM did not assume liability for punitive damages. But
Reichwaldt's lawsuit against New GM has been pending since May
2016, and her counsel did receive notice of the December 2016 order
to show cause, which specifically identified the issue whether
Post-Closing Accident Plaintiffs may assert claims for punitive
damages against New GM based on conduct of Old GM. Reichwaldt's
Georgia counsel -- Butler Wooten -- chose not to respond to the
December 2016 OSC, but the law firm of Goodwin Proctor, Butler
Wooten's bankruptcy counsel in New York, did appear and actively
participated in the briefing and argument concerning the December
2016 OSC, which led to the June 2017 Opinion and the July 2017
Opinion. The July 2017 Opinion concluded that New GM did not
contractually assume liability for punitive damages; and it also
held that under applicable bankruptcy law, New GM was not liable
for punitive damages based on Old GM's conduct
Reichwaldt further argues that res judicata applies only to the
June 2017 Opinion's finding that punitive damages are contrary to
the Bankruptcy Code's priority scheme while attempting to peel off
the contract interpretation finding as non-binding. But the
December 2016 OSC clearly identified the availability of punitive
damages as a 2016 Threshold Issue. If Reichwaldt had arguments to
make about punitive damages based on contract interpretation or
otherwise, the time to make such arguments was in connection with
the 2016 Threshold Issues, not now. Accordingly, because she could
have raised her arguments and did not, Reichwaldt is bound by this
Court's holding in the July 2017 Opinion that New GM did not
contractually assume liability for punitive damages based on Old
GM's conduct.
This Court held that Judge Gerber's decision remains law of the
case and will, therefore, be followed, as regards all
parties--whether part of this case in 2015 or not. While she
asserts contract interpretation arguments that were made and
rejected in 2015, Reichwaldt offers no reason for the Court to
reverse course from its own decision just last month. The Court's
decision that punitive damages based on Old GM's conduct are barred
by the Bankruptcy Code's priority scheme is likewise law of the
case and should not be revisited.
In conclusion, Judge Glenn orders that the Plaintiff and her
counsel in the Reichwaldt Action are stayed and enjoined from
prosecuting the Reichwaldt Action in the Georgia Federal Court
pending further order of the Court.
A full-text copy of Judge Glenn's Memorandum Opinion and Order
dated August 31, 2017, is available at:
http://bankrupt.com/misc/nysb09-50026-14087.pdf
Attorneys for General Motors LLC:
Arthur Steinberg, Esq.
Scott Davidson, Esq.
KING & SPALDING LLP
1185 Avenue of the Americas
New York, NY 10036
asteinberg@kslaw.com
sdavidson@kslaw.com
-and-
Richard C. Godfrey, Esq.
Andrew B. Bloomer, Esq.
KIRKLAND & ELLIS LLP
300 North LaSalle
Chicago, IL 60654
richard.godfrey@kirkland.com
andrew.bloomer@kirkland.com
Attorneys for Kaitlyn Reichwaldt:
James E. Butler, Jr., Esq.
Robert H. Snyder, Jr., Esq
BUTLER WOOTEN & PEAK LLP
105 Thirteenth Street
Columbus, GA 31901
About Motors Liquidation
General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009. The Honorable Robert E. Gerber presides over the
Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assisted the Debtors in their restructuring efforts. Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, served as the
Chief Executive Officer for Motors Liquidation Company. GM was
also represented by Jenner & Block LLP and Honigman Miller Schwartz
and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP provided
legal advice to the GM Board of Directors. GM's financial advisors
were Morgan Stanley, Evercore Partners and the Blackstone Group
LLP. Garden City Group was the claims and notice agent of the
Debtors.
The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured Creditors
Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis &
Frankel LLP served as bankruptcy counsel to the Creditors
Committee. Attorneys at Butzel Long served as counsel on supplier
contract matters. FTI Consulting Inc. served as financial advisors
to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin &
Drysdale, Chartered, represented the Asbestos Committee. Legal
Analysis Systems, Inc., served as asbestos valuation analyst.
The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan
was declared effect on March 31.
On Dec. 15, 2011, Motors Liquidation Company was dissolved. On the
Dissolution Date, pursuant to the Plan and the Motors Liquidation
Company GUC Trust Agreement, dated March 30, 2011, between the
parties thereto, the trust administrator and trustee -- GUC Trust
Administrator -- of the Motors Liquidation Company GUC Trust,
assumed responsibility for the affairs of and certain claims
against MLC and its debtor subsidiaries that were not concluded
prior to the Dissolution Date.
GENERAL WIRELESS: Seeks December 4 Plan Exclusivity Extension
-------------------------------------------------------------
General Wireless Operations Inc., d/b/a Radioshack, and its
affiliated debtors ask the U.S. Bankruptcy Court for the District
of Delaware to extend by 90 days the period during which the
Debtors have the exclusive right to file a chapter 11 plan through
December 4, 2017, and the period during which the Debtors have the
exclusive right to solicit acceptances of such plan through
February 4, 2018.
The Debtors contend that they filed the proposed Joint Plan of
Reorganization as well as the related proposed Disclosure Statement
on August 17, 2017. Also on August 17, the Debtors filed a Plan
Solicitation Procedures Motion.
The Solicitation Procedures Motion was scheduled to be heard on
September 7 and if granted, the Debtors aver that they will
promptly commence the solicitation process with respect to the
Proposed Plan in advance of a combined disclosure statement and
confirmation hearing on October 25.
The Debtors tell the Court that the Plan was filed with the support
of two key creditor constituencies: the Official Committee of
Unsecured Creditors and the Debtors' second lien lenders (which,
with the payment in full of the Debtors' prior first lien lenders,
are now the Debtors' senior secured lenders).
As such, the Debtors claim that they are actively pursuing
confirmation of a Proposed Plan which enjoys significant creditor
support, and hope to emerge from Chapter 11 in the coming months.
Absent the extensions requested, however, the Debtors' Exclusive
Periods would expire on September 5, 2017 and November 4, 2017,
respectively.
According, the Debtor is asking the Court for this extension that
will allow the Debtors to seek confirmation of the Proposed Plan
at the Combined Hearing, including any adjournments, without the
Exclusive Periods expiring.
About General Wireless
Based in Fort Worth, Texas, General Wireless Operations Inc., doing
business as RadioShack -- http://www.RadioShack.com/-- operates a
chain of electronics stores. Its predecessor, RadioShack Corp.,
then with 4,000 locations, sought Chapter 11 protection (Bankr. D.
Del. Case No. 15-10197) in February 2015 and announced plans to
close underperforming stores.
In March 2015, General Wireless, a Standard General affiliate, won
court approval to purchase RadioShack Corp.'s assets, gaining
ownership of around 1,700 RadioShack locations. Two years later,
General Wireless commenced its own bankruptcy case, announcing
plans to close 200 of 1,300 remaining stores.
General Wireless Operations Inc., and its affiliates based in Fort
Worth, Texas, filed a Chapter 11 petition (Bankr. D. Del. Lead Case
No. 17-10506) on March 8, 2017. In its petition, General Wireless
estimated $100 million to $500 million in both assets and
liabilities. Bradford Tobin, SVP and general counsel, signed the
petitions.
The Debtors tapped Pepper Hamilton LLP as legal counsel; Loughlin
Management Partners & Company, Inc., as financial advisor; and
Prime Clerk, LLC, as claims and noticing agent.
On March 17, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee selected
Kelley Drye & Warren LLP as its lead counsel; Klehr Harrison Harvey
Branzburg LLP as local counsel; Bartlit Beck Herman Palenchar &
Scott LLP, as special counsel; and Berkeley Research Group LLC as
financial advisor.
GIGA-TRONICS INC: Granted 'Conditional' Listing OK by Nasdaq
------------------------------------------------------------
Giga-tronics Incorporated received on Sept. 5, 2017, another
decision letter from The NASDAQ Stock Market following a progress
update on Aug. 31, 2017. The Nasdaq Hearings Panel has determined
to grant the request of the Company for continued listing on
NASDAQ, subject to certain conditions.
The Company had previously reported on May 8, 2017, that NASDAQ had
initiated proceedings to delist the Company from NASDAQ for its
failure to comply with its bid price rule; and its failure to
comply with the required minimum of either $2,500,000 in
shareholders' equity, $35,000,000 market value of listed securities
or $500,000 net income from continuing operations.
The Company's continued listing is conditioned on its taking steps
to correct these deficiencies by certain deadlines and to provide
reports or disclosures of events that may favorably or unfavorably
affect the Company's ability to do so. These conditions and
deadlines include obtaining shareholder approval of a reverse stock
split at the Oct. 11, 2017, meeting of shareholders, promptly
effecting the reverse split, completing a financing to increase
equity to at least $2,500,000 by Oct. 31, 2017, providing plans and
assumptions for maintaining this level of equity for at least one
year and providing evidence of a closing bid price of $1.00 or more
for a minimum of 10 prior consecutive trading days by Oct. 31,
2017. If the Company is unable to demonstrate compliance with all
requirements for continued listing, its securities may be delisted
from NASDAQ.
The Company said there can be no assurance that its plans to comply
with the required bid price, minimum shareholders' equity, market
value of listed securities or net income from continuing operations
will be successful. If the Company's Common Stock ceases to be
listed for trading on the Nasdaq Capital Market, the Company
expects that its Common Stock would be traded on the
Over-the-Counter Markets on or about the same day.
About Giga-tronics
Headquartered in Dublin, California, Giga-tronics Incorporated
(NASDAG:GIGA) produces electronic warfare instruments used in the
defense industry and YIG RADAR filters used in fighter jet
aircraft. It designs, manufactures and markets the new Advanced
Signal Generator (ASG) for the electronic warfare market, and
switching systems that are used in automatic testing systems
primarily in aerospace, defense and telecommunications.
Giga-tronics reported a net loss of $1.54 million for the year
ended March 25, 2017, a net loss of $4.10 million for the year
ended March 26, 2016, and a net loss of $1.67 million for the year
ended March 28, 2015.
As of June 24, 2017, Giga-Tronics had $9.06 million in total
assets, $8.39 million in total liabilities and $668,000 in total
shareholders' equity.
GRANDPARENTS.COM INC: Disclosure OK'd; Plan Hearing on Sept. 15
---------------------------------------------------------------
The Hon. Laurel M. Isicoff of the U.S. Bankruptcy Court for the
Southern District of Florida has approved Grandparents.com, Inc.,
and Grand Card, LLC's disclosure statement.
A hearing on the plan confirmation is scheduled for Sept. 15, 2017,
at 9:30 a.m. Objections to the plan confirmation must be filed by
Sept. 8, 2017.
Objections to claims must be filed by Sept. 12, 2017.
As reported by the Troubled Company Reporter on Aug 24, 2017, the
Debtors filed with the Court a first amended joint disclosure
statement with respect to their first amended joint plan of
liquidation. This new liquidating plan estimates that the
projected range of recovery for Class 3 general unsecured claimants
may be as little as 1% and as high as 79.5%.
About Grandparents.com Inc.
New York-based Grandparents.com, Inc., together with its
consolidated subsidiaries, is a family-oriented social media
company that through its Web site -- http://www.grandparents.com/
-- serves the age 50+ demographic market. The website offers
activities, discussion groups, expert advice and newsletters that
enrich the lives of grandparents by providing tools to foster
connections among grandparents, parents, and grandchildren.
Granparents.com, Inc., and Grand Cards LLC filed separate Chapter
11 petitions (Bankr. S.D. Fla. Case Nos. 17-14711 and 17-14704,
respectively) on April 14, 2017. The petitions were signed by
Joshua Rizack, chief restructuring officer, The Rising Group
Consulting, Inc. The Hon. Laurel M. Isicoff presides over the
cases.
The Debtors listed combined assets of $1 million and combined
liabilities of $24.9 million.
The Debtors are represented by Steven R. Wirth, Esq., and Eyal
Berger, Esq., at Akerman LLP. They have also tapped Genovese
Joblove & Battista, P.A., as special litigation counsel and
conflicts counsel, and EisnerAmper LLP as accountants and financial
advisor.
GREEN TERRACE: Hires Davenport as Property Manager
--------------------------------------------------
Green Terrace Condominium Association, Inc. seeks authorization
from the U.S. Bankruptcy Court for the Southern District of Florida
to employ Davenport Property Management as property manager for 90
days, nunc pro tunc to July 21, 2017.
The Debtor requires Davenport as its property manager of its 84
unit residential condominium association located at 2800 Georgia
Avenue, West Palm Beach, Florida.
Davenport will charge the Debtor a fixed monthly fee of $3,500, as
compensation for its management of the Property.
Philip Farnhill, owner of Davenport, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estate.
Davenport can be reached at:
Philip Farnhill
DAVENPORT PROPERTY MANAGEMENT GROUP
6620 Lake Worth Road
Lake Worth, FL 33467
Tel: (561) 642-5080
Fax: (561) 642-5481
About Green Terrace Condominium
Green Terrace Condominium Association, Inc., based in West Palm
Beach, Fla., filed a Chapter 11 petition (Bankr. S.D. Fla. Case No.
17-19188) on July 21, 2017. In its petition, the Debtor estimated
less than $500,000 in assets and $1 million to $10 million in
liabilities. The petition was signed by Kolman Kenigsberg as
receiver for the Debtor.
Judge Paul G. Hyman, Jr. presides over the case. Eric A Rosen,
Esq., at Fowler White Burnett, P.A., serves as bankruptcy counsel.
The Debtor's list of 16 unsecured creditors is available for free
at http://bankrupt.com/misc/flsb17-19188.pdf
GROW CONDOS: CFO Charles Mathews Quits
--------------------------------------
Charles B. Mathews resigned as chief financial officer of Grow
Condos, Inc., effective as of Aug. 31, 2017. Mr. Mathews's
resignation from the Company did not result from any disagreement
with the Company on any matter related to the Company's operations,
policies, or practices, the Company stated in a Form 8-K report
filed with the Securities and Exchange Commission.
About Grow Condos
Grow Condos, Inc., was incorporated on Oct. 22, 1999, as Calibrus,
in the State of Nevada. From its inception, the Company was a call
center that contracted out as a customer contact center for a
variety of business clients throughout the United States. Over
time the Company's main business became a third party verification
service. After making a sale on the telephone, a company would
send the call to a Company operator to confirm the order. This
process protected both the customer and the company selling
services from telephone sales fraud.
While continuing to operate as a call center, in 2008 the Company
expanded its business plan to include the development of a social
networking site called JabberMonkey (Jabbermonkey.com) and the
development of a location based social networking application for
smart phones called Fanatic Fans.
Grow Condos reported a net loss of $1.49 million for the year ended
June 30, 2016, a net loss of $251,338 for the year ended June 30,
2015, and a net loss of $11.18 million for the year ended June 30,
2014.
H.C. JEFFRIES: Permitted to Access Up To $129K in Cash Collateral
-----------------------------------------------------------------
Judge Karen K. Brown of the U.S. Bankruptcy Court for the Southern
District of Texas authorized H.C. Jeffries Tower Company, Inc., to
utilize the sum of $128,816 of funds post-petition to meet the
expenses set forth on the Budget.
The Bank & Trust of Bryan/College Station and the Internal Revenue
Service will have valid, postpetition replacement liens to the same
extent, validity, and priority as those held prepetition provided
that (a) the quarterly fees payable to the U.S. Trustee; and (b) a
$2,000 per month carve out for fees and expenses of the Debtor's
Counsel to be held in trust pending further Order of the Court.
The Texas Comptroller of Public Accounts is not precluded from
pursuing such funds collected by the Debtor that qualify as the
State of Texas' trust funds. In addition, any prepetition State of
Texas trust fund taxes in the possession of the Debtor will be
turned over to the Comptroller if the Debtor is holding any such
funds.
If the Debtor continues to operate and collect sales tax
post-petition, then within 5 business days of the entry of this
Order: (a) the Debtor will establish a "Sales Tax Escrow Account"
at an approved depository institution into which all sales taxes
collected by the Debtor will be deposited; (b) once the Sales Tax
Account is established, the Debtor will deposit all sales tax
collected by it directly into the Sales Tax Account; and (c) within
48 hours of Debtor's receipt of the monthly statement for the Sales
Tax Account, the Debtor will provide a copy via email to counsel
for the Comptroller by email.
A final hearing on the Debtor's Motion for Use of Cash Collateral
will be held on Sept. 14, 2017 at 11:00 a.m.
A full-text copy of the Order, dated August 24, 2017, is available
at https://is.gd/9zDcs5
About H.C. Jeffries Tower
H.C. Jeffries Tower Company, Inc. - http://www.hcjeffries.com/-
specializes in broadcast tower erection, fabrication,
manufacturing, maintenance, management, retrofitting, repair, and
can handle most any of tall tower needs. The H.C. Jeffries Tower
Company has been providing tower fabrication, erection and
maintenance for the tall tower TV, FM and other broadcast service
industries since 1979. Herbert C Jeffries owns 100% of Tower.
H.C. Jeffries Tower Company filed a Chapter 11 petition (Bankr.
S.D. Tex. Case No. 17-35027) on Aug. 21, 2017. The petition was
signed by Herbert C. Jeffries, president. The Debtor estimated $1
million to $10 million in assets and liabilities. The case is
assigned to Judge Karen K. Brown. The Debtor is represented by
Julie Mitchell Koenig, Esq., at Cooper & Scully, PC.
HAGHIGHI FAMILY: Case Summary & 10 Unsecured Creditors
------------------------------------------------------
Debtor: Haghighi Family and Sports Medicine, P.A.
dba Haghighi Family & Sports Medicine
9191 RG Skinner Parkway, Suite 901
Jacksonville, FL 32256
Type of Business: Haghighi Family & Sports Medicine
owns a medical clinic in Jacksonville,
Florida. It is a small business Debtor as
defined in 11 U.S.C. Section 101(51D).
Chapter 11 Petition Date: August 18, 2017
Case No.: 17-03033
Court: United States Bankruptcy Court
Middle District of Florida (Jacksonville)
Judge: Hon. Paul M. Glenn
Debtor's Counsel: Jason A Burgess, Esq.
THE LAW OFFICES OF JASON A. BURGESS, LLC
1855 Mayport Road
Atlantic Beach, FL 32233
Tel: 904-372-4791
Fax: 904-853-6932
E-mail: jason@jasonaburgess.com
Total Assets: $249,621
Total Liabilities: $1 million
The petition was signed by Dr. Michael Haghighi, president.
The Debtor's list of 10 unsecured creditors is available for free
at http://bankrupt.com/misc/flmb17-03033.pdf
HAGHIGHI FAMILY: Hires Jason A. Burgess as Bankruptcy Counsel
-------------------------------------------------------------
Haghighi Family and Sports Medicine, PA seeks authorization from
the U.S. Bankruptcy Court for the Middle District of Florida to
employ The Law Offices of Jason A. Burgess, LLC as counsel for the
Debtor-in-Possession, nunc pro tunc to August 18, 2017.
The Debtor requires Jason A. Burgess to:
a. give advice to the Debtor with respect to its powers and
duties as debtor-in-possession and the continued management of its
business;
b. advise the Debtor with respect to its responsibilities in
complying with the US Trustee's Operating Guidelines and Reporting
Requirements and with the Local Rules of the Court;
c. prepare motions, pleadings, orders, applications,
disclosure statements, plans of reorganization, commence adversary
proceedings, and prepare other such legal documents necessary in
the administration of this case;
d. protect the interest of the Debtor in all matters pending
before the Court; and
e. represent the Debtor in negotiations with their creditors
and in preparation of the disclosure statement and plan of
reorganization.
Prior to the Petition Date, the Debtor and Jason A. Burgess agreed
to a minimum fee for representation, subject to Court approval, in
this Chapter 11 bankruptcy case. The agreed minimum fee is
$10,000.
Jason A. Burgess has been paid $11,717, and that $1,717 was paid on
behalf of the Debtor for the filing fee required to commence this
Chapter 11 bankruptcy case.
Jason A. Burgess, Esq., a member of The Law Offices of Jason A.
Burgess, LLC, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Jason A. Burgess may be reached at:
Jason A. Burgess, Esq.
The Law Offices of Jason A. Burgess, LLC
1855 Mayport Road
Atlantic Beach, FL 32233
Phone: (904) 372-4791
Fax: (904) 853-6932
Haghighi Family and Sports Medicine, P.A. filed for Chapter 11
bankruptcy petition (Bankr. M.D. Fla. Case No. 17-03033) on August
18, 2017, listing under $500,000 in assets and $1,000,001 to $10
million in liabilities. The Hon. Paul M Glenn presides over the
case. Jason A Burgess, Esq., at The Law Offices Of Jason A.
Burgess, LLC, serves as the Debtor's counsel. Sonny F. Martin,
CPA, CGMA was retained as the Debtor's Certified Public Accountant.
HALT MEDICAL: Exclusive Plan Filing Deadline Moved to October 9
---------------------------------------------------------------
The Hon. Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware has extended the exclusive periods during
which only Halt Medical, Inc., now known as HMI Liquidating Inc.
may file and solicit acceptances of a plan through and including
October 9, 2017 and December 8, 2017, respectively.
The Troubled Company Reporter has previously reported that the
Debtor sought exclusivity extension, claiming that the extensions
requested will allow the plan process to move forward without the
risk of substantial additional costs and disruption that could
follow an expiration of either of the Exclusive Periods.
The Debtor asserted that its case is large and complex considering
that its business operates in regulated markets in the United
States, European Union, Canada, Mexico, and Israel. Its funded debt
is very significant in size in excess of $155 million in
prepetition secured debt, plus new money advanced post-petition
under the Debtor's $4,160,000 DIP Facility.
The Debtor said it has timely, if not earlier than in a typical
chapter 11 sale case, achieved key early case milestones that have
established the foundation for a successful chapter 11 sale case:
(1) a prompt and uncontroversial final DIP financing
order;
(2) timely filing of the Debtor's schedules and statement
of financial affairs; and
(3) closing of the sale of substantially all of the
Debtor's assets.
By order entered on June 8, 2017, the Court approved the sale of
substantially all of the Debtor's assets. The sale closed on June
23. With the sale process completed, the Debtor has now been
focusing upon winding up this Chapter 11 Case in a responsible,
cost-effective manner. Until the outcome of the sale process became
known, the potential form of any chapter 11 plan would likely have
involved too much uncertainty or too many variables.
About Halt Medical Inc.
Halt Medical, Inc., a surgical device maker, sought bankruptcy
protection (Bankr. D. Del. Case No. 17-10810) on April 12, 2017.
Kimberly Bridges-Rodriguez, president and CEO, signed the petition.
Judge Laurie S. Silverstein presides over the case. At the time of
the filing, the Debtor estimated $1 million to $10 million in
assets and $100 million to $500 million in liabilities.
The Debtor is represented by Steven K. Kortanek, Patricia A.
Jackson and Joseph N. Argentina Jr. of Drinker Biddle & Reath LLP,
and Robert L. Eisenbach III and Michael Klein of Cooley LLP.
Canaccord Genuity Inc. serves as investment banker, and Donlin,
Recano & Company, Inc., is the claims and noticing agent.
The U.S. Trustee has been unable to form an official unsecured
creditors committee in the case.
* * *
U.S. Bankruptcy Judge Laurie Selber Silverstein approved the sale
of the Debtor's assets to its post-petition lender, Acessa AssetCo
LLC. The buyer served as stalking horse bidder and was the lone
bidder.
According to a Bankruptcy Law360 report, Halt Medical sought
bankruptcy protection in April with $156.3 million in debt. The
Chapter 11 filing followed an abrupt cutoff of financing by
longtime private equity investor American Capital Ltd., which
itself was acquired by Ares Capital Ltd.
The DIP lender and stalking horse bidder is represented by Adam
Landis and Kerri Mumford of Landis Rath & Cobb LLP.
HAMPSHIRE GROUP: Unsecureds to Recoup Up to 17% Under Plan
----------------------------------------------------------
Hampshire Group, Limited, et al., and the Official Committee of
Unsecured Creditors filed with the U.S. Bankruptcy Court for the
District of Delaware a disclosure statement dated Aug. 17, 2017,
referring to the first amended joint Chapter 11 plan of liquidation
for the Debtors.
Class 2 General Unsecured Claims are estimated between $15 million
and $30 million. Holders of Allowed General Unsecured Claims will
receive pro rata distributions from available proceeds as Trust
Assets are liquidated, in accordance with the terms of the Plan.
Holders of Class 2 claims are expected to recover 0.3% to 17%.
This class is impaired by the Plan.
The cash required to fund the Plan will come from, among other
sources, (i) cash held by the Debtors on the Effective Date; (ii)
collection of the Debtors' remaining unpaid accounts receivable;
(iii) any recoveries related to the issuance of the Bond and the
related letter of credit draw; (iv) monetization of any other Trust
Assets; and (v) the prosecution and settlement of
Causes of Action.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/deb16-12634-326.pdf
As reported by the Troubled Company Reporter, the Debtors and the
Committee filed with the Court a disclosure statement dated Aug.
16, 2017, for the first amended joint Chapter 11 plan of
liquidation for the Debtors. According to the latest Disclosure
Statement, there are other potential sources of recovery by the
estates. On May 19, 2017, the Court entered an order authorizing
and approving the Debtors' entry into an agreement to engage
Atwell, Curtis & Brooks, Ltd., to collect up to approximately
$120,000 of unpaid accounts receivable of the Debtors. Collection
efforts remain ongoing. In addition, under the Plan, the
Liquidation Trustee is empowered to investigate, prosecute, and
resolve claims and Causes of Action.
About Hampshire Group
New York-based Hampshire Group, Limited (OTC Markets: HAMP), is a
provider of fashion apparel across a broad range of product
categories, channels of distribution and price points. As a
holding company, the Company operates through its wholly-owned
subsidiaries, Hampshire Brands, Inc. and Hampshire International,
LLC.
Hampshire Group, Limited and two affiliates -- Hampshire Brands and
Hampshire International -- sought Chapter 11 bankruptcy protection
(Bankr. D. Del. Case Nos. 16-12634 to 16-12636) on Nov. 23, 2016,
to facilitate the orderly wind-down of their business operations.
The petitions were signed by Paul Buxbaum, president and chief
executive officer.
Hampshire Group disclosed $25.9 million in assets and $41.8 million
in liabilities. Brands listed under $50 million in both assets and
debt. International listed under $50,000 in assets and under $50
million in liabilities.
Louis M. Rappaport, Esq., at Blank Rome LLP represents the
Debtors.
William Drozdowski of GRL Capital Advisors LLC has been tapped as
the Debtors' chief financial officer.
The U.S. Trustee for Region 3 has appointed five creditors to serve
in the official unsecured creditors committee in the case.
Pachulski Stang Ziehl & Jones LLP serves as legal counsel and
Gavin/Solmonese LLC as financial advisor to the Committee.
* * *
The Bankruptcy Court authorized Hampshire Group, Limited, to sell
certain assets to The Fashion Exchange, LLC, pursuant to an asset
purchase agreement dated Jan. 13, 2017. The sold assets include
James Campbell assets. The consideration for the Inventory on and
will be an amount equal to $10.95 multiplied by the number of items
of Inventory on Hand as of the Closing Date. The consideration for
all other Acquired Assets will be $0.14 million. Klestadt Winters
Jureller Southard & Stevens, LLP, served as legal advisor to the
buyer.
HARTFORD COURT: Unsecureds to Recoup Up to 60% Over Five Years
--------------------------------------------------------------
Hartford Court Development, Inc., filed with the U.S. Bankruptcy
Court for the Northern District of Illinois an amended disclosure
statement dated Aug. 21, 2017, referring to the Debtor's amended
plan of reorganization dated Aug. 21, 2017.
Class VI General Unsecured Claims of Ewa and Dariusz Wejda will be
paid over five years at 1% to 60% of the claim. The Debtor did not
schedule these creditors as holding any claim. The creditors filed
a claim in the amount of $3,401,734.26. The Debtor has objected to
this claim.
The Debtor projects sufficient income to pay all required payments
under the plan. The Debtor is paying an administrative expense
claim in favor of Ryan McNaughton, former receiver for Hinsdale
Bank & Trust, in the total amount of $3,606.75, with payments of
$1,000 per month.
The Debtor will continue to make this monthly payment to Mr.
McNaughton. The Debtor will pay all other costs of administration,
like the fees due to the U.S. Trustee, attorneys' fees, and
accountants' fees, on the Effective Date of the Plan, which is the
last day of the calendar month after confirmation of the Plan,
unless the parties to whom those costs are payable agree to payment
over time.
A copy of the Amended Disclosure Statement is available at:
http://bankrupt.com/misc/ilnb17-01356-125.pdf
As reported by the Troubled Company Reporter on July 11, 2017, the
Debtor filed with the Court a disclosure statement to accompany its
plan of reorganization, dated June 30, 2017. That plan provided
for payment of $37,800 to general unsecured creditors, to be
divided among general unsecured creditors pro rata.
About Hartford Court Development
Hartford Court Development, Inc., is an Illinois corporation that
owns and manages 14 residential condominiums and their related
parking spaces, all located in the 5300 block of North Cumberland
Avenue, Chicago, IL.
Hartford Court Development filed a Chapter 11 petition (Bankr. N.D.
Ill. Case No. 17-01356) on Jan. 17, 2017. Paula Walega, the
company's president, signed the petition. The Debtor estimated
assets and liabilities at $500,000 to $1 million.
The case is assigned to Judge Jack B. Schmetterer.
The Debtor is represented by David P. Lloyd, Esq. at David P.
Lloyd, Ltd.
HELIOS AND MATHESON: MoviePass Tops 300,000 Paying Subscribers
--------------------------------------------------------------
As previously disclosed in a current report on Form 8-K filed by
Helios and Matheson Analytics Inc. with the Securities and Exchange
Commission on Aug. 15, 2017, the Company and MoviePass Inc. entered
into a securities purchase agreement, pursuant to which the Company
agreed to purchase a majority stake in MoviePass.
Helios and Matheson filed a Current Report on Form 8-K on Sept. 7,
2017, to disclose that MoviePass has surpassed 300,000 paying
subscribers as of Aug. 31, 2017.
In addition, MoviePass projects that it will acquire at least 2.5
million additional paying subscribers during the next twelve
months, and expects to retain at least 2.1 million of those
additional paying subscribers at the end of that period. This
projection assumes that MoviePass will receive at least $10 million
in additional funding as contemplated by the Helios Note (as
defined in the MoviePass SPA) to be issued by HMNY to MoviePass
upon the closing of the MoviePass Transaction.
About Helios and Matheson
Helios and Matheson Analytics Inc. (NASDAQ: HMNY) --
http://www.hmny.com/-- provides information technology consulting,
training services, software products and an enhanced suite of
services of predictive analytics. Servicing Fortune 500
corporations and other large organizations, HMNY focuses mainly on
BFSI technology verticals. HMNY's solutions cover the entire
spectrum of IT needs, including applications, data, and
infrastructure. HMNY is headquartered in New York, NY and listed
on the NASDAQ Capital Market under the symbol HMNY.
Helios and Matheson reported a net loss of $7.38 million for the
year ended Dec. 31, 2016, a net loss of $2.11 million for the year
ended Dec. 31, 2015, and a net loss of $177,712 for the year ended
Dec. 31, 2014.
As of June 30, 2017, Helios and Matheson had $12.75 million in
total assets, $2.06 million in total liabilities and $10.68 million
in total shareholders' equity.
HOUSTON AMERICAN: All 5 Proposals Passed at Annual Meeting
----------------------------------------------------------
Houston American Energy Corp. held its annual meeting of
shareholders on Sept. 6, 2017, at which the Company's
shareholders:
(1) elected Lee O. Tawes as Class C director to serve until the
2020 Annual Meeting of Stockholders and until his successor
has been duly elected and qualified, or until such
director's earlier resignation, removal or death;
(2) approved the appointment of GBH CPAs, P.C. as the Company's
independent registered public accounting firm for fiscal
2017;
(3) approved the Houston American Energy Corp. 2017 Equity
Incentive Plan;
(4) approved the compensation of the named executive officers;
and
(5) recommended, on an advisory basis, that the frequency of
the stockholder vote to approve the compensation of the
named executive officers be every year.
After consideration of the voting results, and other
considerations, the Company's Board determined to hold annual
non-binding advisory votes of shareholders with respect to
compensation of named executive officers.
About Houston American
Based in Houston, Texas, Houston American Energy Corp.
(NYSEMKT:HUSA) -- http://www.HoustonAmericanEnergy.com/-- is an
independent energy company with interests in oil and natural gas
wells, minerals and prospects. The Company's business strategy
includes a property mix of producing and non-producing assets with
a focus on Texas, Louisiana and Colombia.
Houston American reported a net loss of $2.64 million on $165,910
of oil and gas revenue for the year ended Dec. 31, 2016, compared
to a net loss of $3.83 million on $429,435 of oil and gas revenue
for the year ended Dec. 31, 2015. As of June 30, 2017, Houston
American had $4.86 million in total assets, $616,366 in total
liabilities and $4.24 million in total shareholders' equity.
GBH CPAs, PC, in Houston, Texas -- http://www.gbhcpas.com/--
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2016, noting that
the Company has suffered recurring losses from operations, which
raises substantial doubt about its ability to continue as a going
concern.
HOVNANIAN ENTERPRISES: Incurs $337.2 Million Net Loss in Q3
-----------------------------------------------------------
Hovnanian Enterprises, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $337.2 million on $592.03 million of total revenues for the
three months ended July 31, 2017, compared to a net loss of
$474,000 on $716.85 million of total revenues for the three months
ended July 31, 2016.
For the nine months ended July 31, 2017, the Company reported a net
loss of $344.03 million on $1.72 billion of total revenues compared
to a net loss of $25.10 million on $1.94 billion of total revenues
for the nine months ended July 31, 2016.
The Company's balance sheet at July 31, 2017, showed $1.82 billion
in total assets, $2.29 billion in total liabilities and a $471.16
million total stockholders' deficit.
Total liquidity at the end of the third quarter of fiscal 2017 was
$288.2 million.
During the third quarter of fiscal 2017, land and land development
spending was $149.8 million compared with $132.3 million in last
year's third quarter and up from the 2017 second quarter's spend of
$99.7 million. For the nine months ended July 31, 2017, land and
land development spending was $439.9 million compared with $435.6
million for the same period one year ago.
The total land position, including unconsolidated joint ventures,
was 31,143 lots, consisting of 14,467 lots under option and 16,676
owned lots, as of July 31, 2017, compared with a total of 32,125
lots as of July 31, 2016.
In the third quarter of fiscal 2017, approximately 2,700 lots were
put under option or acquired in 34 communities, including
unconsolidated joint ventures.
"We continued to see strength in the underlying housing market and
the 11.9% increase in our contracts per community during the third
quarter of 2017 compared to last year's third quarter reflected
this trend," stated Ara K. Hovnanian, Chairman of the Board,
president and chief executive officer. "While deliveries and
revenues were lower than last year as a result of a decreased
community count, the strong sales and our backlog as of July 31,
2017 should lead to a profitable fourth quarter."
"Near the end of the third quarter, we successfully refinanced and
extended the maturities of our secured debt that was scheduled to
come due in the fall of 2018 and 2020 with $440 million of secured
debt with maturities in July 2022 and $400 million of secured debt
with maturities in July 2024. The refinancing, which has
tremendous long term benefits, resulted in a $42 million loss on
early extinguishment of debt. When added to prior period results,
this created a three-year cumulative loss, which led to a $294
million non-cash increase in the valuation allowance for our
deferred tax assets. Our third quarter operating results were
consistent with our prior guidance."
"Fortunately, less than ten homes within two of our 45 Houston
communities experienced flood damage from Hurricane Harvey. The
storm damage and construction delays caused by the storm will
reduce our fourth quarter deliveries. In spite of the temporary
impact from Hurricane Harvey, the long-term prospects for the
Houston market remain strong."
"As we move forward with the benefit of longer term financing, we
remain focused on reloading our land position and returning to
consistent profitability. While this has been a long and arduous
recovery, we are confident that we can successfully deploy our
strategies and remain on track for long term success in the
future," concluded Mr. Hovnanian.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/04th8j
About Hovnanian Enterprises
Hovnanian Enterprises, Inc. (NYSE:HOV) -- http://www.khov.com/--
founded in 1959 by Kevork S. Hovnanian, is headquartered in Red
Bank, New Jersey. The Company is one of the nation's largest
homebuilders with operations in Arizona, California, Delaware,
Florida, Georgia, Illinois, Maryland, New Jersey, Ohio,
Pennsylvania, South Carolina, Texas, Virginia, Washington, D.C. and
West Virginia. The Company's homes are marketed and sold under the
trade names K. Hovnanian Homes, Brighton Homes and Parkwood
Builders. As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active lifestyle communities.
Hovnanian reported a net loss of $2.81 million on $2.75 billion of
total revenues for the year ended Oct. 31, 2016, compared to a net
loss of $16.10 million on $2.14 billion of total revenues for the
year ended Oct. 31, 2015.
* * *
In April 2016, Moody's Investors Service downgraded the Corporate
Family Rating of Hovnanian Enterprises to 'Caa2' and Probability of
Default Rating to 'Caa2-PD'. The downgrade of the Corporate Family
Rating reflects Moody's expectation that Hovnanian will need to
dispose of assets and seek alternative financing methods in order
to meet its upcoming debt maturity wall.
In July 2017, S&P Global Ratings affirmed its 'CCC+' corporate
credit rating on Hovnanian Enterprises Inc. The rating outlook is
negative. The negative outlook reflects the potential for a
downgrade over the next 12-18 months if it appears Hovnanian will
experience difficulty or delays raising capital through land
banking arrangements, joint ventures, or other transactions in
amounts sufficient to meet upcoming debt maturities.
In July 2017, Fitch Ratings affirmed the ratings of Hovnanian
Enterprises, including the company's Long-term Issuer Default
Rating (IDR) at 'CCC'.
ILLINOIS STAR: Seeks Oct. 31 Plan Extension, Negotiations Underway
------------------------------------------------------------------
Illinois Star Centre LLC requests the U .S. Bankruptcy Court for
the Southern District of Illinois for entry of an order extending:
(a) the Plan Filing Deadline through and including October 31,
2017; (b) the Plan Filing Exclusive Period through and including
October 31, 2017; and (c) the Plan Acceptance Exclusive Period
through and including January 2, 2018.
The Debtor submits that it would be reasonable to allow the Debtor
an extension of the Plan Filing Deadline and Plan Filing Exclusive
Period through October 31, 2017, and an extension of the Plan
Acceptance Exclusive Period through January 2, 2018, given the
Debtor's pending negotiations with its tenants and ongoing
litigation with its largest potential creditor.
About Illinois Star Centre
Illinois Star Centre LLC owns the Illinois Star Centre Mall located
at 3000 W. Deyoung Street, Marion. The mall, which is valued at
$5.5 million, offers more than 50 stores and restaurants and serves
the Southern Illinois Community with events that showcase local
talent.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Ill. Case No. 17-30691) on May 4, 2017. The
petition was signed by Empire Tax Corp. by Dennis D. Ballinger,
Jr., managing member.
At the time of the filing, the Debtor disclosed $5.6 million in
assets and zero liability.
The case is assigned to Judge Laura K. Grandy. Carmody MacDonald,
P.C. represents the Debtor as bankruptcy counsel. The Debtor hired
Hoffman Slocomb LLC, as its special counsel.
No official committee of unsecured creditors has been appointed in
the case.
JAMES THEODORE: Entitled to Discharge of Personal Liability
-----------------------------------------------------------
In the appeals case captioned AMERICAN FIRST FEDERAL, INC.,
Appellant, v. JAMES T. THEODORE, Appellee, Case No. 1:16-cv-329-jgm
(D. Vt.), American First appeals the Bankruptcy Court's Dec. 22,
2016 final order granting James T. Theodore's motion for entry of
discharge. The Bankruptcy Court overruled American First's
objection; American First appeals under 28 U.S.C. section 158(a).
Judge J. Garvan Murtha of the U.S. District Court for the District
Vermont affirmed the Bankruptcy's Court order.
The crux of the matter is that American First contends the debts
Theodore owes it are insulated from discharge of Theodore's
personal liability by the July 2016 loan modifications. The
Bankruptcy Court correctly determined the loan modifications did
not comply with the strict requirements of section 524(c). There is
no indication Theodore received the required disclosures or that
the court approved a reaffirmation agreement. Accordingly, the
pre-petition liabilities were not reaffirmed such that Theodore is
precluded from receiving a discharge of his personal liability on
these debts. American First is not precluded from enforcing its
surviving liens against the properties should Theodore fail to
remain current on his obligations.
The Bankruptcy Court also determined Theodore was entitled to a
discharge of his personal liability under section 1141. The court
held a hearing after notice which American First received. American
First filed an objection specifically regarding the debts owed it.
American First failed to appear at the hearing. Nonetheless, the
court allowed American First an additional opportunity to support
its objection in further briefing. Following this briefing, the
court issued a Memorandum of Decision that determined Theodore was
entitled to a discharge of his personal liability under section
1141. Therefore, American First's arguments that the Bankruptcy
Court failed to consider Theodore's entitlement to discharge under
section 1141 are rejected.
Accordingly, the Bankruptcy Court's decision is affirmed.
A full-text copy Judge Murtha's Opinion and Order dated August 30,
2017, is available at https://is.gd/nDjY2Y frome Leagle.com.
American First Federal, Inc., Appellant, represented by John J.
Kennelly, Esq -- kennelly@vermontcounsel.com -- Pratt Vreeland
Kennelly Martin & White, Ltd..
James T. Theodore, Appellee, represented by Heather Z. Cooper, Esq.
-- hcooper@fgmvt.com -- Facey Goss & McPhee P.C.
KAZBAR LLC: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 cases of Kazbar, LLC and Cowboy Ciao
LLC as of September 8, according to a court docket.
About Kazbar and Cowboy Ciao
Cowboy Ciao LLC operates a restaurant in downtown Scottsdale,
Arizona, known as Cowboy Ciao. The restaurant offers New American
meals with Southwestern accents dished out in funky environs
decorated with cowboy art.
Cowboy Ciao and affiliate Kazbar LLC, also based in Scottsdale,
filed separate Chapter 11 petitions (Bankr. D. Ariz. Lead Case No.
17-07611) on July 3, 2017. The Hon. Daniel P. Collins presides over
the cases. Hilary L Barnes, Esq., and Philip J Giles, Esq., at
Allen Barnes & Jones, PLC, serves as the Debtors' bankruptcy
counsel.
In its petition, Kazbar estimated $50,000 to $100,000 in assets and
$500,000 to $1 million in liabilities. Cowboy Ciao estimated
$500,000 to $1,000,000 in assets, and $1 million to $10 million in
liabilities. The petitions were signed by Peter Kasperski, member
of Spaghetti Western Productions LLC.
Cowboy Ciao and Kazbar previously sought Chapter 11 protection
(Bankr. D. Ariz. Case No. 12-14671 and 12-14666) on June 29, 2012.
KERSEY-BORAH: Exclusive Plan Filing Period Moved to December 4
--------------------------------------------------------------
Judge James P. Smith of the U.S. Bankruptcy Court for the Middle
District of Georgia extended the exclusive period for Kersey-Borah
Properties, Inc. to file a chapter 11 plan through December 4,
2017, as well as the exclusive period for the Debtor to obtain
acceptances of a chapter 11 plan through February 2, 2018.
The Troubled Company Reporter has previously reported that the
Debtor asked the Court to extend the exclusive periods within which
it may file and solicit acceptances of a chapter 11 plan through
and including February 25, 2018, and April 26, 2018, respectively.
The Debtor believed that the structure of any new financing or
disposition of properties will impact the structure and terms of
any plan of reorganization that may be proposed by the Debtor.
Accordingly, the Debtor said it needed more time to propose a
Chapter 11 plan -- or, potentially, to seek to dismiss the case
depending on what offers it might receive for new financing or for
the properties.
The Debtor told the Court that it is currently in the process of
retaining a broker to assist it in either obtaining new financing
or to sell some or all of its real estate.
About Kersey-Borah Properties
Kersey-Borah Properties Inc., a domestic profit corporation based
in Byron, Georgia, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Ga. Case No. 17-50941) on May 1, 2017.
Frank Borah, CFO, signed the petition.
J. Robert Williamson, Esq., and J. Hayden Kepner, Jr., Esq., at
Scroggins & Williamson, P.C., serve as the Debtor's bankruptcy
counsel.
At the time of the filing, the Debtor estimated its assets at $10
million to $50 million and debts at $1 million to $10 million.
Judge James P. Smith presides over the case.
LOVE GRACE: Hearing on Plan Outline Approval Set for Oct. 11
------------------------------------------------------------
The Hon. Douglas D. Dodd of the U.S. Bankruptcy Court for the
Middle District of Louisiana has scheduled for Oct. 11, 2017, at
11:00 a.m., a hearing to consider the approval of Love Grace
Holdings, Inc.'s disclosure statement dated Aug. 18, 2017,
referring to the Debtor's Chapter 11 plan dated Aug. 18, 2017.
Objections to the Disclosure Statement must be filed no later than
eight days before the hearing.
As reported by the Troubled Company Reporter on Aug. 25, 2017, the
Debtor filed the Disclosure Statement, which states that Class 3
under the plan consists of all Unsecured Claims including the
deficiency claim owed to Home Bank by the Debtor. Each holder of
an Allowed General Unsecured Claim will be paid quarterly in cash
its pro-rata share of a fund to be established by the Debtor. The
Debtor will establish the fund by depositing into a segregated
escrow account quarterly payments based upon the following an
outstanding principal amount of $750,000, an interest rate of 5%,
and an amortization of 10 years with a balloon payment due on the
5th anniversary of the Effective Date. The payments into the fund
will be 30 days after the Effective Date. Class 3 is impaired by
the Plan.
About Love Grace Holdings
Love Grace Holdings, Inc., doing business as Apricot Lane and Blu
Spero Boutique, operates a series of retail clothing outlets in
malls. The locations are in Florida, Alabama, Louisiana and
Mississippi.
Love Grace Holdings filed a Chapter 11 petition (Bankr. M.D. La.
Case No. 17-10057) on Jan. 20, 2017. The petition was signed by
Arthur A. Lancaster, Jr., president and sole shareholder. The case
is assigned to Judge Douglas D. Dodd. The Debtor estimated assets
and liabilities at $1 million to $10 million.
The Debtor is represented by Greta M. Brouphy, Esq., and Douglas S.
Draper, Esq., at Heller, Draper, Patrick, Horn & Dabney, LLC.
On Feb. 6, 2017, the U.S. trustee for Region 5 appointed an
official committee of unsecured creditors. The committee members
are: (1) GGP Limited Partnership; (2) Intex Flooring, LLC; and (3)
Douglas Kampen. The Committee hired Paul Douglas Stewart, Jr.,
Esq., at Stewart Robbins & Brown, LLC, as its legal counsel.
No trustee or examiner has been appointed or designated in the
case.
LUV-IT FROZEN: Has Until November 18 Plan to File Chapter 11 Plan
-----------------------------------------------------------------
The Hon. August B. Landis of the U.S. Bankruptcy Court for the
District of Nevada granted Luv-It Frozen Custard, Inc. until
November 18, 2017, to file their Plan and Disclosure Statement.
The Troubled Company Reporter has previously reported that the
Debtor sought an additional 60-day extension in which to
exclusively file its plan of reorganization and disclosure
statement.
The Debtor told the Court that it still needs to determine the
actual amount of the Internal Revenue Service and Nevada Taxation
Claim. Until the IRS and Nevada Taxation Claims are determined, the
Debtor said it cannot go forward to plan confirmation and as a
small business debtor, the extension of exclusivity must be granted
prior to the expiration of the statutory period.
About Luv-It Frozen Custard
Luv-It Frozen Custard Inc. sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Nev. Case No. 17-11417) on March 23,
2017. The petition was signed by Sharon Tiedemann, owner and
president.
At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $100,000.
The Debtor hired Thomas E. Crowe, Professional Corporation, as
attorney, and Sheila Ildefonzo, as accountant.
MARKET SQUARE: Allowed to Use Cash Collateral Through Sept. 30
--------------------------------------------------------------
Judge Janet S. Baer of the U.S. Bankruptcy Court for the Northern
District of Illinois has signed a third interim order authorizing
Market Square Hospitality, LLC to use the cash collateral of Thomas
A. Olson through September 30, 2017.
The approved Budget provides expenses in the aggregate sum of
$73,886 covering the period from Aug. 16 through Aug. 31, 2017, and
total monthly expenses of approximately $151,259 for the month of
September 2017.
As of the Petition Date, the Debtor was indebted and liable to
Thomas A. Olson under the Loan Documents in the aggregate principal
amount of at least $6,191,958. Consequently, Mr. Olson holds valid,
duly perfected, first-priority liens upon and security interest in
and to all of the cash of the Debtor derived from the pre-petition
liens to the extent of his pre-petition liens.
Accordingly, Mr. Olson will receive: (1) a replacement lien in the
pre-petition collateral and in the post-petition property of the
Debtor of the same nature and to the same extent and in the same
priority it had in the pre-petition collateral, and (2) an
additional continuing valid, binding, enforceable, non-avoidable,
and automatically perfected post-petition security interest in and
lien on all cash or cash equivalents.
The hearing to consider entry of a final order on the Debtor's use
of cash collateral will take place on September 27, 2017 at 10:30
a.m. Objections are due on September 21.
A full-text copy of the Third Interim Order, dated August 23, 2017,
is available at https://is.gd/nnnCYa
About Market Square Hospitality
Market Square Hospitality, LLC, operates a hotel at 2723 Sheridan
Rd, Zion, Illinois 60099, USA, known as "The Inn At Market Square".
Market Square Hospitality filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Ill. Case No. 17-22394) on July 27, 2017,
estimating its assets at up to $50,000 and its liabilities at
between $1 million and $10 million. The petition was signed by
David Delach and Richard Delisle, managers.
Judge Janet S. Baer presides over the case.
Abraham Brustein, Esq., and Julia Jensen Smolka, Esq., at Dimonte &
Lizak, LLC, serve as the Debtor's bankruptcy counsel.
MARSH SUPERMARKETS: Wants Plan Filing Deadline Moved to Jan. 8
--------------------------------------------------------------
Marsh Supermarkets Holdings, LLC, et al., ask the U.S. Bankruptcy
Court for the District of Delaware to extend the Debtors' exclusive
plan filing period through and including Jan. 8, 2018, and the
Debtors' exclusive solicitation period through and including March
7, 2018.
A hearing to consider the Debtors' request is set for Oct. 26,
2017, at 10:00 a.m. (ET). Objections to the Debtors' request must
be filed by Sept. 21, 2017, at 4:00 p.m. (ET).
The initial Exclusive Filing Period in these Chapter 11 cases ends
on Sept. 8, 2017, while the initial Exclusive Solicitation Period
ends on Nov. 7, 2017.
The Debtors have been operating under the protections of Chapter 11
for just under four months. During this short period of time, the
Debtors have worked diligently to ensure the smooth transition of
the Debtors' operations into chapter 11 and to maximize the value
of the Debtors' estates for the benefit of all stakeholders. To
that end, the Debtors have, among other things: (i) obtained
approval to reject their leases for the Dark Stores, and to conduct
store closing sales at the initial closing stores and the
additional closing stores; (ii) obtained entry of the bidding
procedures Order after working with the Official Committee of
Unsecured Creditors, the U.S. Trustee and other interested parties
to resolve their comments and concerns; (iii) after conducting a
thorough marketing process, obtained court approval of, and
subsequently closed, the sale transactions on an expedited basis;
(iv) successfully prosecuted their motions for entry of orders
approving their key employee incentive and retention plans; and (v)
prepared and filed their schedules of assets and liabilities and
statements of financial affairs; (vi) established a general,
503(b)(9), and government bar date, reconciled the 503(b)(9) claims
received in connection therewith, and began objecting to invalid
503(b)(9) claims and satisfying wholly valid ones; and (vii)
responded to various creditor inquiries and demands; (viii)
retained professionals. The Debtors say that accomplishing these
tasks within a mere four months has been a labor-intensive process,
fully occupying the Debtors' representatives and professionals.
The Debtors tell the Court that their Chapter 11 cases are
sufficiently large and complex to warrant the requested extension
of the Exclusive Periods. As of the Petition Date, the Debtors
owned and operated a chain of 60 grocery stores in Indiana and Ohio
and employed approximately 4,400 employees.
Given the Debtors' liquidity position, the Debtors have already
obtained approval for, and closed on an expedited basis, the sale
transactions, which realized an aggregate purchase price of
approximately $24 million, included the assumption of real property
lease obligations, preserved jobs for some of the Debtors' former
employees, ensured that a significant number of the Debtors' retail
locations remained open, and satisfied the remainder of the
Debtors' first-lien secured debt and a portion of their second-lien
secured debt.
The Debtors have completed store closing sales at their remaining
locations, and rejected all of the associated non-residential real
property leases. The Debtors have also rejected hundreds of
unnecessary, and therefore burdensome, executory contracts and
unexpired leases.
About Marsh Supermarkets
Founded in 1931, Marsh Supermarkets is a retail food chain
headquartered in Indianapolis, Indiana, with stores throughout
Central Indiana and parts of western Ohio. A substantial majority
of the stores are operating under the Marsh Supermarkets banner,
and a handful of stores operate as O'Malia Food. Marsh was
publicly traded until May 2006, when it was acquired by affiliates
of Sun Capital Partners IV, LP, and certain independent investors.
Marsh Supermarkets Holding, LLC, and 15 affiliated debtors each
filed a voluntary petition for relief under Chapter 11 of the
United States Bankruptcy Code (Bankr. D. Del. Lead Case No.
17-11066) on May 11, 2017. As of the Petition Date, Marsh operated
60 stores in Indiana and Ohio, and had a workforce of approximately
4,400 employees. The cases are pending before the Honorable
Brendan Linehan Shannon.
Young Conaway Stargatt & Taylor, LLP, is serving as counsel to the
Debtors. Clear Thinking Group is the Debtors' restructuring
advisors. Peter J. Solomon Company is the Debtors' investment
banker. Prime Clerk LLC is the claims and noticing agent.
Andrew R. Vara, Acting U.S. Trustee for Region 3, on May 18, 2017,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case. The Committee retained
Bayard, P.A., and Cooley LLP as counsel.
MAXIMUS III: Case Summary & 4 Unsecured Creditors
-------------------------------------------------
Debtor: Maximus III Properties LLC
2016 Isabella Court
Girard, OH 44420
Case No.: 17-41723
Type of Business: Maximus III Properties LLC is a Nevada
limited liability company whose
principal assets are located at 408 Dana
Street, Warren, OH, 44483. The Debtor's
aggregate noncontingent liquidated debts
(excluding debts owed to insiders or
affiliates) are less than $2,566,050 (amount
subject to adjustment on 4/01/19 and every 3
years after that).
Chapter 11 Petition Date: September 7, 2017
Court: United States Bankruptcy Court
Northern District of Ohio (Youngstown)
Judge: Hon. Kay Woods
Debtor's Counsel: Michael A. Partlow, Esq.
112 South Water Street, Suite C
Kent, OH 44240
Tel: 330.400.2290
Fax: 888.707.5871
E-mail: partlowlaw@aol.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $100,000 to $500,000
The petition was signed by Sergio DiPaolo, managing member.
The Debtor's list of four unsecured creditors is available for free
at http://bankrupt.com/misc/ohnb17-41723.pdf
MCAADS.COM LLC: Hires Suzy Tate as Bankruptcy Counsel
-----------------------------------------------------
MCAAads.com, LLC, et al., filed a supplemental application seeking
permission from the U.S. Bankruptcy Court for the Middle District
of Florida to retain Suzy Tate, PA as counsel for the Debtors.
Suzy Tate, PA proposes to utilize the services of Kelley M. Petry,
P.A. as of counsel and will include her services in the Firm's fee
application. The Debtors wish to retain Petry to assist Suzy Tate
as bankruptcy counsel.
The Debtors require the Firm and Petry to:
a. take all necessary action to protect and preserve the
estate of the Debtors, including the prosecution of actions on its
behalf, the defense of any actions commenced against them,
negotiations concerning all bankruptcy litigation in which they are
involved, and objections, when appropriate, in objecting to claims
filed against the estate;
b. prepare, on behalf of the Debtors, any applications,
answers, orders, reports, and/or papers in connection with the
administration of the estate;
c. counsel the Debtors with regard to its rights and
obligations as debtor-in-possession;
d. negotiate, prepare, and file a chapter 11 plan of
reorganization and corresponding disclosure statement, seek
approval of such disclosure statement and confirmation of such
plan; and
e. perform other necessary legal services in connection with
these chapter 11 cases.
The Firm will charge for Petry's services at $300.00 per hour.
Kelly Petry, Esq., of the law firm of Kelly M. Petry, PA, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
The Firm may be reached at:
Suzy Tate, Esq.
Chris Broussard, Esq.
Suzy Tate, P.A.
14502 N. Dale Mabry, Ste. 200
Tampa, FL 33618
Tel: (813) 264-1685
Fax: (813) 264-1690
E-mail: cbrouss@suzytate.com
suzy@suzytate.com
- and -
Kelly Petry, Esq.
Kelly M. Petry, PA
1936 W Martin Luther King Jr. Blvd, Suite 208
Tampa FL 33607
Tel: (813) 873-0713
About MCAAds.com LLC
MCAAds.Com, LLC and My Classified Ads, LLC, are small business
debtors as defined in 11 U.S.C. Section 101(51D) that are engaged
in advertising. MCAAds.Com and My Classified Ads filed Chapter 11
petitions (Bankr. M.D. Fla. Case Nos. 17-05179 and 17-05180,
respectively) on June 14, 2017. Blaire Fanning, its manager,
signed the petitions.
At the time of the filing, MCAAds.Com scheduled $537,689 in assets
and $2,410,000 in liabilities. My Classified Ads disclosed
$625,067 in assets and $2,390,000 in liabilities.
Suzy Tate, P.A. represents the Debtors as bankruptcy counsel. The
Debtors hired Lexium PLLC as their special counsel and Robert
Wellen, Jr. PA as their accountant.
MCCLATCHY CO: Closes Sacramento Sale-Leaseback & KS Building Sale
-----------------------------------------------------------------
The McClatchy Company announced that in the last week it has
completed the sale of The Kansas City Star's office building and
land to 1729 Grand Boulevard, LLC, a 3D Development company, and
The Sacramento Bee building and surrounding land in Sacramento,
California to affiliates of Shopoff Advisors L.P. Together, the
two transactions resulted in gross proceeds of $56.75 million.
The Sacramento transaction is a sale-leaseback of the Company's
buildings and land with initial annual rent payments of $4.365
million over a 15-year term beginning on Sept. 6, 2017. In
connection with its bond indenture on its unsecured notes maturing
in 2027 and 2029, McClatchy will be required to repurchase
approximately $32 million in publicly traded bonds within 90 days
of entering into the lease on the Sacramento buildings and land.
The Company will also be required, within 365 days, to offer its
net after tax proceeds of approximately $44.8 million from the two
transactions to its senior secured bondholders of notes due in 2022
at par, or to reinvest the net proceeds into the business.
On Sept. 1, 2017, the Company retired all of the approximately
$16.9 million of outstanding 5.750% Notes that matured on the same
date. Coupled with the redemption of debt in its recent offering on
the 9.00% Secured Notes, outstanding debt was $840 million on Sept.
1, 2017.
Finally, McClatchy has entered into an agreement with Recruitology
to provide employment services to customers across its 30 markets.
This is a continuation of a nearly 10-year relationship with the
company, a 2017 winner of the News Media Alliance's award for
innovation. Together McClatchy and Recruitology are providing
employers with a one-stop solution that delivers results, while
also growing McClatchy's market share of local recruitment
advertising.
Craig Forman, McClatchy's president and CEO said, "We are delighted
to have completed our Sacramento sale-leaseback and the sale of the
Kansas City office building. Coupled with the proceeds and
distribution related to the sale of a majority of our interest in
CareerBuilder, which was completed earlier this year, we have
increased our cash position to approximately $127 million and debt
has been reduced more than $18 million, bringing net debt, that is,
debt net of cash to $713 million.
"As you can see, with these proceeds and our retirement last week
of the entirety of our 2017 bonds, McClatchy continues to improve
its balance sheet. We now face no material debt maturities until
2022, providing clarity to stakeholders as we continue to
accelerate the pace and cadence of our digital transformation.
"We also announced our return to the NYSE American—a sort of
'coming back to our roots' as McClatchy initially went public on
the American Stock Exchange in 1988. And while we remain within
the limits for Big Board equity trading, we believe that the NYSE
American trading platform is a better fit for our new capital
structure while allowing us to maintain our long-term relationship
with the NYSE."
Forman also noted that, "We are excited, too, about continuing our
relationship with Recruitology. This smart recruiting solution
gives employers hyper-targeted reach to the right candidates
through top local sites, national brands, social media and a
network of niche digital properties. And by combining McClatchy's
66 million unique monthly visitors to its local sites with
Recruitology's intelligent job matching, we can offer employers
access to the right candidates on the right sites."
McClatchy noted that it expects to release its third-quarter 2017
results from operations on Oct. 16, 2017, and will provide a
further business update at that time.
About McClatchy
The McClatchy Company -- http://www.mcclatchy.com/-- is publisher
of iconic brands such as the Miami Herald, The Kansas City Star,
The Sacramento Bee, The Charlotte Observer, The (Raleigh) News &
Observer, and the (Fort Worth) Star-Telegram. McClatchy operates
30 media companies in 29 U.S. markets in 14 states, providing each
of its communities with high-quality news and advertising services
in a wide array of digital and print formats. McClatchy is
headquartered in Sacramento, Calif., and listed on the New York
Stock Exchange under the symbol MNI.
McClatchy reported a net loss of $34.19 million for the year ended
Dec. 25, 2016, compared to a net loss of $300.16 million for the
year ended Dec. 27, 2015. As of June 25, 2017, the Company had
$1.68 billion in total assets, $1.68 billion in total liabilities,
and a $8.74 million stockholders' deficit.
* * *
McClatchy continues to hold Moody's Investors Service's "Caa1"
corporate family rating. In December 2015, Moody's affirmed the
"Caa1" corporate family rating rating and changed the rating
outlook to stable from positive due to continued weakness in the
print advertising market and the ongoing pressure on the company's
operating cashflow.
McClatchy continues to hold Standard & Poor's "B-" corporate credit
rating (outlook stable). As reported by the TCR on April 2, 2014,
S&P affirmed all ratings on McClatchy including the 'B-' corporate
credit rating, and revised the rating outlook to stable from
positive. The outlook revision to stable reflected S&P's
expectation that the time-frame for a potential upgrade lies beyond
the next 12 months, and could also depend on the company realizing
value from its digital minority interests.
MCCLATCHY CO: Will Trade on NYSE American Starting Sept. 12
-----------------------------------------------------------
The McClatchy Company approved the voluntary transfer of the
listing of the Company's Class A common stock to the NYSE American
LLC from the New York Stock Exchange. The Company's Class A Common
Stock has been approved for listing on the NYSE American and will
commence trading on the NYSE American on Sept. 12, 2017, under the
Company's current symbol "MNI." The Company's Class A Common Stock
will cease trading on the NYSE at the end of the trading day on
Sept. 11, 2017.
The NYSE American is an enhanced market for small to mid-cap
companies that more closely reflects McClatchy's capital
structure.
About McClatchy
The McClatchy Company -- http://www.mcclatchy.com/-- is publisher
of iconic brands such as the Miami Herald, The Kansas City Star,
The Sacramento Bee, The Charlotte Observer, The (Raleigh) News &
Observer, and the (Fort Worth) Star-Telegram. McClatchy operates
30 media companies in 29 U.S. markets in 14 states, providing each
of its communities with high-quality news and advertising services
in a wide array of digital and print formats. McClatchy is
headquartered in Sacramento, Calif., and listed on the New York
Stock Exchange under the symbol MNI.
McClatchy reported a net loss of $34.19 million for the year ended
Dec. 25, 2016, compared to a net loss of $300.16 million for the
year ended Dec. 27, 2015. As of June 25, 2017, the Company had
$1.68 billion in total assets, $1.68 billion in total liabilities,
and a $8.74 million stockholders' deficit.
* * *
McClatchy continues to hold Moody's Investors Service's "Caa1"
corporate family rating. In December 2015, Moody's affirmed the
"Caa1" corporate family rating rating and changed the rating
outlook to stable from positive due to continued weakness in the
print advertising market and the ongoing pressure on the company's
operating cashflow.
McClatchy continues to hold Standard & Poor's "B-" corporate credit
rating (outlook stable). As reported by the TCR on April 2, 2014,
S&P affirmed all ratings on McClatchy including the 'B-' corporate
credit rating, and revised the rating outlook to stable from
positive. The outlook revision to stable reflected S&P's
expectation that the time-frame for a potential upgrade lies beyond
the next 12 months, and could also depend on the company realizing
value from its digital minority interests.
MELI INVESTMENTS: Hurricane Irma Delays Finalization of Exit Plan
-----------------------------------------------------------------
Meli Investments, LLC files a second motion with the U.S.
Bankruptcy Court for the Southern District of Florida, seeking an
extension of the exclusivity period within which only the Debtor
may file a Plan and Disclosure Statement, up to and including
September 22, 2017.
Without the requested extension, the Debtor's exclusivity period
was slated to expire September 7.
The Debtor submits that it has a reasonable prospect of filing a
viable plan of reorganization because it intends to liquidate the
Properties satisfy all obligations to secured and unsecured
creditors. However, the Debtor's counsel tells the Court that it
requires additional time to finalize the details of the plan as he
anticipates potential catastrophic impact of the forthcoming
Hurricane Irma and the extensive preparation for same.
About MELI Investments
Based in Miami, Florida, MELI Investments, LLC, sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
17-12870) on March 9, 2017. Luis Taveras, managing member, signed
the petition. At the time of the filing, the Debtor estimated its
assets and debt at $1 million to $10 million. The case is assigned
to Judge Robert A. Mark. The Debtor is represented by Zach
Shelomith, Esq., and Ido Alexander, Esq. at Leiderman Shelomith
Alexander + Somodevilla, PLLC.
MENA STEEL BUILDINGS: Unsecureds to Recoup 100% Over 5 Years
------------------------------------------------------------
Mena Steel Buildings, Inc., filed with the U.S. Bankruptcy Court
for the Western District of Arkansas a disclosure statement to
accompany its proposed plan of reorganization.
Class 3 under the plan consists of the general unsecured claims.
The Debtor lists approximately $701,851.44 in assets with
$188,638.02 in secured claims. In a total liquidation, the Debtor
would have over $220,000 in unsecured debt which would not be paid
in a chapter 7 context. These creditors will be paid 100% of their
claim over 5 years. This class of creditors is impaired.
The Debtor is dependent upon continuing to bid construction jobs.
All revenue received is from the gross revenues from such
construction projects. The Debtor is also exploring sources for
funding or DIP financing if such should become necessary.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/arwb2-17-70983-54.pdf
About Mena Steel Buildings
Mena Steel Buildings, Inc., is an Arkansas corporation involved in
the construction business.
Mena Steel Buildings filed a Chapter 11 bankruptcy petition (Bankr.
D. Ark. Case No. 17-70983) on April 19, 2017. The petition was
signed by Bryan Hebert, president. The Debtor disclosed $1.10
million in assets and $915,328 in liabilities. The Hon. Ben T.
Barry presides over the case. The Debtor is represented by Don
Brady, Esq. in Fort Smith, Arkansas.
METCOM NETWORK: Exclusive Plan Filing Deadline Moved to Oct. 2
--------------------------------------------------------------
The Hon. Mary Kay Vyskocil of the U.S. Bankruptcy Court for the
Southern District of New York has extended, at the behest of Metcom
Network Services, Inc., the exclusive periods to file a Chapter 11
plan in this case and to solicit acceptances for the plan through
and including through and including Oct. 2, 2017, and Dec. 1, 2017,
respectively.
As reported by the Troubled Company Reporter on May 31, 2017, the
Court extended the exclusive periods to file a plan in this case
through and including Aug. 2, 2017, and to solicit acceptances for
the plan through and including Oct. 1, 2017, respectively.
About Metcom Network Services
Metcom Network Services, Inc., is a New York corporation, with its
principal place of business at 60 Hudson Street, New York, New
York, Suites 1001 and 2303. Metcom is owned 50% by Mark DuMoulin,
Sr., and 50% by Susan Becker DuMoulin. Metcom is in the business
of telecommunications, building and local interconnection and
engineering support, including the colocation of customer
equipment.
Metcom sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D.N.Y. Case No. 16-11870) on June 28, 2016. The petition
was signed by Mark DuMoulin, Sr., president. At the time of the
filing, the Debtor estimated its assets and liabilities at $1
million to $10 million.
The Debtor is represented by Neil H. Ackerman, Esq., at Ackerman
Fox, LLP. ACT Financial & Tax Services, LLC, has been tapped as
accountant.
No trustee, examiner, or committee of creditors has been appointed
in this case.
MGM GROWTH: S&P Rates New $350MM Sr. Unsec. Notes 'BB-'
-------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '3'
recovery rating to Las Vegas-based casino resort owner MGM Growth
Properties Operating Partnership LP's (a subsidiary of MGM Growth
Properties LLC) proposed $350 million senior unsecured notes due
2027. MGP Finance Co-Issuer Inc. is the co-issuer of the notes.
S&P said, "The '3' recovery rating indicates our expectation for
meaningful recovery (50% to 70%; rounded estimate: 65%) for lenders
in the event of a payment default. We expect the company to use
proceeds from the proposed notes issuance, along with a recently
announced equity raise and cash on the balance sheet, to fund the
acquisition of the National Harbor real estate."
RECOVERY ANALYSIS
Key analytical factors:
-- S&P's recovery ratings on MGP's senior secured debt and senior
unsecured debt remain unchanged at '1' and '3', respectively.
-- S&P said, "While our estimated recovery (incorporating
additional value from the National Harbor acquisition) on MGP's
unsecured debt would indicate a recovery rating of '2' (70% to 90%
recovery expectation), we have capped the recovery rating at '3'
(50% to 70%) because of the rating cap that we apply to the
unsecured debt of issuers with a corporate credit rating in the
'BB' category, based on our criteria. The cap addresses the fact
that these creditors' recovery prospects are at greater risk of
being impaired by the issuance of additional priority or pari passu
debt prior to default."
-- S&P said, "Our simulated default scenario contemplates a
payment default in 2021 (in line with MGM Resorts' assumed default
year), reflecting MGP's inability to refinance its revolving credit
facility maturity in 2021 because of a major disruption in the debt
and equity markets, combined with significant deterioration in
tenant MGM Resorts operating results. We assume MGM Resorts' lower
cash flows result from prolonged economic weakness and increased
competitive pressures, particularly in Las Vegas. In our simulated
default scenario, we expect MGM Resorts will continue to make its
rent payments, reflecting the priority position of rent payments
MGP receives from MGM Resorts. However, because of MGM Resorts'
lower cash flow, we assume MGM Resorts would be able to renegotiate
and reduce rent payments to MGP."
-- S&P said, "We used an income capitalization approach in our
recovery analysis and assume that MGP is reorganized or sold as a
going concern. We use a 12.3% distressed blended capitalization
rate."
-- S&P said, "We assume MGP's $600 million revolving credit
facility would be 60% drawn at the time of default. We assume that
MGP would be able to cover most of its debt service and other
capital requirements despite the lower rent payments by MGM
Resorts. As a result, we assume that the revolving facility
borrowings were invested in EBITDA generating projects or
investments, and that the borrowings generated a return of 8%
(similar to the cap rate paid for National Harbor), and that
incremental net operating income (NOI) was about $29 million."
-- S&P said, "We value MGP based on net operating income (NOI) of
about $539 million at emergence. This reflects a 30%-35% stress to
S&P Global Ratings' estimated 2017 NOI level of about $786 million.
Our assumed emergence NOI incorporates base rent from the MGM
master lease portfolio, including National Harbor, plus our assumed
additional NOI from other investments noted above."
-- S&P subtracst additional property costs of 5% of gross recovery
value to reflect added costs that MGP may incur as a result of MGM
Resorts' being in default.
-- S&P assumes administrative claims total 5% of gross recovery
value after property costs.
Simplified waterfall:
-- NOI at emergence: $539 million
-- Blended capitalization rate: 12.3%
-- Gross recovery value: $4.4 billion
-- Net recovery value (after 5% additional property costs and 5%
administrative expenses): $4.0 billion
-- Estimated senior secured claims: $2.4 billion
-- Value available for senior secured claims: $4.0 billion
-- Recovery expectation: 90% to 100% (rounded estimate: 95%)
-- Estimated senior unsecured claims: $1.9 billion
-- Value available for senior unsecured claims: $1.5 billion
-- Recovery expectation: 50% to 70% (capped; rounded estimate:
65%)
-- All debt amounts include six months of prepetition interest.
RATINGS LIST
MGM Growth Properties LLC
Corporate Credit Rating BB-/Stable
New Rating
MGM Growth Properties Operating Partnership LP
MGP Finance Co-Issuer Inc.
$350 mil.sr unsecured notes due 2027 BB-
Recovery Rating 3 (65%)
MINI MASTER: Allowed Unsecured Claims Amount Increased to $1.1MM
----------------------------------------------------------------
Mini Master Concrete Services, Inc., filed with the U.S. Bankruptcy
Court for the District of Puerto Rico a second amended disclosure
statement to accompany its plan of reorganization.
Class 2 under the latest plan is the allowed claims of Wells Fargo.
As agreed by and between WF and Debtor, WF's shall be paid $575,000
from the proceeds of the sale of substantially all of Debtor's
assets, in full payment and release of all of its claims, on or
before the Effective Date. The previous plan proposed to pay WF
$695,895.
Class 4, the holders of allowed general unsecured claims, now has
an estimated amount of $1,114,383.72 in allowed claims. The
estimated amount of allowed claims in the previous plan is
$932,374.48. The treatment of this class remains the same as with
the previous plan.
With the sale of substantially all of its assets to Master Concrete
and Aggregates, LLC, the sale of other assets, as approved by the
Court and the transfer of the real estate, Debtor will be able to
satisfy the claims of Holders of Allowed Administrative Expense
Claims, Holders of Allowed Priority Tax Claims, Holders of Other
Priority Claims and to Classes 1, 2, 3, 4 and 5, as provided for in
the Plan.
The Troubled Company Reporter previously reported that the Plan
contemplates that substantially all of Debtor's assets securing the
claims will be sold, excepting the real properties of both Debtor
and those of the estate of Victor Maldonado Davila to be
transferred to Economic Development Bank of P.R.. With the proceeds
of the sale to Master Group P.R. Holdings, LLC and the other
sales, the Debtor will be able to make the payments to Holders of
Allowed Administrative Expense Claims, Holders of Allowed Priority
Tax Claims, Holders of Other Priority Tax Claims and to Classes 1,
2, 3, and 4.
A full-text copy of the Second Amended Disclosure Statement is
available at:
http://bankrupt.com/misc/prb16-09956-11-175.pdf
About Mini Master Concrete Services
Mini Master Concrete Services, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D.P.R. Case No. 16-09956) on December 22, 2016.
The Hon. Mildred Caban Flores over the case. Charles A. Cuprill,
PCS Law Offices represents the Debtor as counsel.
The Debtor disclosed total assets of $15.78 million and total
liabilities of $5.46 million. The petition was signed by Carmen M.
Betancourt, president.
MITEL NETWORKS: S&P Assigns 'B+' CCR, Outlook Stable
----------------------------------------------------
S&P Global Ratings said it assigned its 'B+' long-term corporate
credit rating to Ottawa-based business communication and software
service provider Mitel Networks Corp. The outlook is stable.
At the same time, S&P Global Ratings assigned its 'B+' issue-level
rating and '3' recovery rating to the company's the proposed term
loan B issuance. A '3' recovery rating indicates an expectation of
meaningful (50%-70%; estimate of 60%) recovery in the event of
default.
Mitel offers telephony business communication solutions globally
through its on-premise and cloud solutions segments, with an
increasing focus on cloud. The company plans to acquire telephony
business communications provider Shoretel Inc. for US$530 million
and expects to close the acquisition in third-quarter 2017. Mitel
plans to finance the proposed acquisition with a US$300 million
term loan, about US$140 million in revolver borrowings, and cash on
hand.
The stable outlook on Mitel reflects S&P Global Ratings'
expectation that the Shoretel acquisition will close as proposed
and Mitel will maintain pro forma adjusted debt-to-EBITDA in the
3.5x-4.0x range as acquisition synergies accrete to EBITDA growth
in 2018, contributing to moderate deleveraging of credit metrics.
S&P said, "We could lower the ratings if adjusted debt-to-EBITDA
increases above 4x, which we believe could occur because of weaker
profitability stemming from large restructuring charges associated
with the recent acquisition, or from weaker demand amid heightened
competition.
"We could raise the ratings if Mitel integrates Shoretel and
improves profitability, such that it sustains adjusted
debt-to-EBITDA below 3x. We also believe that such upward rating
transition would result from the company's ability to integrate
Shoretel and achieve targeted synergies leading to sustained
deleveraging."
MOUNTAIN CREEK RESORT: Has Until Jan. 10 to File Chapter 11 Plan
----------------------------------------------------------------
The Hon. Stacey L. Meisel of the U.S. Bankruptcy Court for the
District of New Jersey extended the exclusive periods during which
only Mountain Creek Resort, Inc. and its debtor-affiliates have the
right to file a chapter 11 plan and to solicit votes thereon
through January 10, 2018, and March 13, 2018, respectively.
The Troubled Company Reporter has previously reported that the
Debtors asked the Court for a 120-day extension of the exclusivity
periods in order to ensure that they will have ample time to assess
these options before formulating, negotiating, and filing a chapter
11 plan.
Since the Petition Date, the Debtors told the Court that they have
been focused on the smooth transition into the Chapter 11 process.
During the first 120 days of their Chapter 11 Cases, the Debtors
said they have devoted significant effort into operational issues
such as obtaining DIP Financing and the use of cash collateral, in
addition to negotiating and obtaining court approval of agreements
with critical vendors, utility providers, convenience class
creditors, and insurance providers.
Additionally, the Debtors averred that they have spent a
significant amount of time on compiling the voluminous schedules
and statements, meeting all requirements in the UST Guidelines, and
complying with the weekly and other periodic reporting requirements
under the interim DIP Financing and Cash Collateral.
The Debtors claimed that while they have been focused on addressing
these time-critical and significant matters during the early stages
of the Chapter 11 Cases, the Debtors have not yet had the
opportunity to develop and formulate a chapter 11 plan and
negotiate the terms of the plan with key stakeholders in these
Chapter 11 Cases.
Moreover, the Debtors noted that the general claims bar date and
governmental bar date established in these Chapter 11 Cases are
September 11, 2017 and November 13, 2017, respectively.
Thus, the Debtors claimed that not only have they been occupied
over various time-sensitive matters in their Chapter 11 Cases, but
the Debtors have not yet been able to conduct a fulsome review of
the claims that will be treated under a chapter 11 plan because
creditors may still be filing additional claims.
About Mountain Creek Resort, Inc.
Mountain Creek Resort Inc. owns and operates the Mountain Creek
Resort, a four-season resort located in Vernon, New Jersey. The
Resort is the New York/New Jersey Metro area's closest ski resort
with 167 skiable acres on four mountain peaks, 1,040 vertical feet,
46 trails, and 11 lifts. The Resort also operates and manages the
Appalachian Hotel and the Black Creek Sanctuary townhomes.
Mountain Creek Resort, Inc., and five affiliated debtors filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D.N.J. Lead Case No. 17-19899) on May 15, 2017. The
cases are pending before the Honorable Judge Stacey L. Meisel, and
jointly administered.
Mountain Creek estimated $10 million to $50 million in assets and
debt.
The Debtors hired Lowenstein Sandler LLP as bankruptcy counsel;
Houlihan Lokey Capital, Inc., as business consultant and investment
banker; and Prime Clerk LLC as claims and noticing agent.
On May 24, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. Trenk, DiPasquale, Della
Fera & Sodono, P.C., represents the committee as bankruptcy
counsel.
MUSCLEPHARM CORP: Chairman Proposes Notes Restructuring
-------------------------------------------------------
Counsel to Ryan Drexler, the chairman of the Board, chief executive
officer and president of MusclePharm Corporation, sent to counsel
to MusclePharm a letter proposing the extension and restructuring
of Mr. Drexler's existing secured promissory notes with the
Company.
Specifically, Mr. Drexler is the holder of three secured promissory
notes: (i) a Convertible Secured Promissory Note dated as of Dec.
3, 2015, in the original principal amount of $6,000,000; (ii) a
Convertible Secured Promissory Note dated as of Nov. 8, 2016, in
the original principal amount of $11,000,000; and (iii) a Secured
Demand Promissory Note dated as of July 6, 2017, in the original
principal amount of $1,000,000.
All principal and interest in respect of the 2015 Note and the 2016
Note will become due and payable as of Nov. 8, 2017, and all
principal and interest in respect of the 2017 Note is due and
payable on demand. As such, as of Nov. 8, 2017, at the latest,
assuming no prepayment or conversion has occured prior to that time
and assuming Mr. Drexler makes a payment demand in respect of the
2017 note, the counsel calculates that MusclePharm would be
required to pay Mr. Drexler at least $18,000,000 plus any accrued
and unpaid interest as of that date.
Mr. Drexler understands that MusclePharm is unlikely to be able,
from its projected cash on hand and other liquid assets, to pay
these obligations when they become due. Mr. Drexler is also
concerned that MusclePharm may not be in a position at this time to
attract acceptable third-party financing that would provide it with
liquidity it would need to pay these obligations when due.
Accordingly, Mr. Drexler would like to explore a restructuring of
the Notes on the following terms:
* The maturity dates for the Notes would be modified to extend
those dates by at least one year.
* All accrued but unpaid interest in respect of the Notes as of
the date of the restructuring would be paid in cash;
* Following the effective date of the restructuring, interest
would accrue on all principal and capitalized interest under the
Notes at an increased rate (and would include a corresponding
increased default rate). Accrued but unpaid interest would
compound quarterly.
* A one-time restructuring fee, in an amount to be discussed,
would be earned by Mr. Drexler as of the effective date of the
restructuring but would not be payable until maturity (and would
not accrue interest to maturity).
* Customary additional events of default, creating additional
rights of Mr. Drexler to accelerate, would be added to the Notes;
* A premium would be due and payable in connection with any
payment or other satisfaction of any principal amount of the Notes
after any payment default has occurred, whether or not in
connection with any accelaration, bankruptcy, or other
circumstance, equal to a percentage of the amount so paid or
otherwise satisfied.
* All reasonable, out-of-pocket legal expenses incurred by Mr.
Drexler in connection with the restructuring of the Notes would be
paid in cash by MusclePharm on the effective date of the
restructuring.
* Mr. Drexler would retain the right, but would not be
obligated, to convert all or any part of the obligations under the
2015 Note and the 2016 Note into common stock of MusclePharm, and
the conversion price would be reduced to a per share amount to
be discussed. Mr. Drexler would have the right, but would not be
obligated, to convert all or any portion of the obligations under
the 2017 note into common stockof MusclePharm at a conversion price
per share consistent with the reduced conversion price under the
2015 and the 2016 Note.
* Mr. Drexler would retain all other rights in respect of
MusclePharm, including in respect of his stock, warrants, and
employment agreement.
* All other terms of the Notes would remain the same.
MusclePharm would make customary acknowledgements regarding the
obligations owed to Mr. Drexler and the security interest of Mr.
Drexler, would assist with any additional security interest grant,
documentation, or other actions requested by Mr. Drexler, and would
execute a general release in favor of Mr. Drexler.
A full-text copy of the Letter is available for free at:
https://is.gd/yvhndQ
About MusclePharm
Headquartered in Denver, Colorado, MusclePharm Corporation
(OTCQB:MSLP) -- http://www.muslepharm.com/-- develops and
manufactures a full line of National Science Foundation approved
nutritional supplements that are 100 percent free of banned
substances. MusclePharm is sold in over 120 countries and
available in over 5,000 U.S. retail outlets, including GNC and
Vitamin Shoppe. MusclePharm products are also sold in over 100
online stores, including bodybuilding.com, Amazon.com and
Vitacost.com.
MusclePharm reported a net loss of $3.47 million on $132.5 million
of net revenue for the year ended Dec. 31, 2016, compared to a net
loss of $51.85 million on $166.9 million of net revenue for the
year ended Dec. 31, 2015.
As of June 30, 2017, MusclePharm had $29.75 million in total
assets, $39.76 million in total liabilities, and a total
stockholders' deficit of $10.01 million.
NANDINI INC: Hires Purcell Krug & Haller as Bankruptcy Counsel
--------------------------------------------------------------
Nandini, Inc., d/b/a Exxon Food mart d/b/a Hershey Shell Food Mart,
seeks authorization from the U.S. Bankruptcy Court for the Middle
District of Pennsylvania to employ Purcell, Krug & Haller as
Chapter 11 attorneys for the Debtor, nunc pro tunc to August 17,
2017.
The Debtor requires the Firm to:
a. give the Debtor legal advice regarding its powers
and duties as Debtor-in-Possession in the continued
operation of its business and management of its
property;
b. prepare and file on behalf of the Debtor, as Debtor-
in-Possession, the original Petition and Schedules,
and all necessary applications complaints, answers,
orders, reports and other legal papers;
c. represent the Debtor in any matters involving
contest with secured or unsecured creditors;
d. negotiate and prepare on behalf of the Debtor's
plan of reorganization and related documents;
e. perform other legal services for the Debtor, as
Debtor-in-Possession, which may be necessary.
The Firm's lawyers and paralegals who will work on the Debtor's
case and their hourly rates are:
Lisa A. Rynard $250
Leon P. Haller $300
Paralegal $110
The Firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Lisa A. Rynard, Esq., an associate of Purcell, Krug & Haller,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
The Firm may be reached at:
Lisa A. Rynard, Esq.
Purcell, Krug & Haller
1719 North Front Street
Harrisburg, PA 17102
Tel: (717) 234-4178
E-mail: lrynard@pkh.com
About Nandini, Inc.
Nandini, Inc., d/b/a Exxon Food mart d/b/a Hershey Shell Food Mart
filed a Chapter 11 bankruptcy petition (Bankr. M.D.PA. Case No.
17-03409) on August 17, 2017. The Debtor's assets and liabilities
are both below $1 million.
Lisa A. Rynard, Esq., at Purcell, Krug & Haller serves as
bankruptcy counsel.
NEW CAL-NEVA: Plan Outline by Committee & Lawrence Investments OK'd
-------------------------------------------------------------------
The Hon. Gregg W. Zive of the U.S. Bankruptcy Court for the
District of Nevada has approved the disclosure statement filed by
the Official Committee of Unsecured Creditors of New Cal-Neva
Lodge, LLC, and Lawrence Investments.
The confirmation hearing will take place on Sept. 14, 2017, at 9:00
a.m.
The Ladera Development, LLC Disclosure Statement and The Penta
Building Group, LLC's and Northlight Capital Partners, LLC's
Disclosure Statements were withdrawn by counsel.
The Creditors' Third Amended Disclosure Statement and the Amendment
to the Creditors' Third Amended Disclosure Statement filed by
Leslie P. Busick, David Marriner, Charles and Judith Munnerlyn, and
John Paye, Trustee of Paul and Evy Paye, LLC, is rejected and
disapproved.
Ballots voting for or against the Plan must be received by counsel
for the Committee by 5:00 p.m. on Sept. 7, 2017.
The Committee will file a tabulation of the ballots received on
Sept. 8, 2017.
Any opposition to the Plan must be filed no later than 5:00 p.m. on
Sept. 11, 2017.
Any response to a written Plan opposition and all materials
supporting confirmation of the Plan must be filed by the plan
proponents no later than midnight on Sept. 12, 2017.
Under the First Amended Plan of Liquidation proposed by Lawrence
Investments and the Committee, the holder of the Class 3 Allowed
Amount of the Secured Claim of Ladera secured by a valid,
enforceable lien against collateral, will receive, up to the full
amount of its allowed claim, (1) any Sale Proceeds after the
Allowed Hall Secured Claim is paid in full or as Hall otherwise
agrees, and the Overbid carve-out is paid, and (2) payments from
the Lien Litigation Reserve as determined by the Lien Litigation
Resolution. If the Allowed Ladera Secured Claim is not paid in
full from these sources, any deficiency portion will be treated as
a Class 9 Claim.
If there are sufficient Sale Proceeds to pay in full the Allowed
Hall Secured Claim, the Allowed Ladera Secured Claim, and all
Allowed Class 4 Claims, Ladera will be paid in full on the
Effective Date on account of the Allowed Ladera Secured Claim.
Ladera will not retain any liens or interests in its collateral or
on the Purchased Assets. If the Allowed Ladera Secured Claim is
not paid in full on the Effective Date, the liens or security
interests of Ladera will attach and be perfected after the
Effective Date in the Lien Litigation Reserve as such liens or
security interests existed immediately prior to the Petition Date.
Ladera's security interest in the Lien Litigation Reserve will be
deemed fully perfected upon the Effective Date and Ladera will not
be required to file financing statements or other documents to
perfect and maintain the perfection of its security interests in
the Lien Litigation Reserve. This class is impaired.
The Plan sets forth a proposal for the resolution of all claims and
interests against the Debtor and the estate. Under this Plan,
Lawrence will be the stalking horse purchaser for a sale of
substantially all of New Cal-Neva's assets, for a cash purchase
price of $35.8 million and a cash payment of an additional sum of
$2.2 million for other payments provided for by this Plan. The
sale will be subject to overbid by qualified bidders at the
Confirmation Hearing.
On the Effective Date, the net proceeds from the Purchase Price
from the Sale to Lawrence or the successful overbidder will be used
to pay lienholders in order of priority of their liens, as follows:
(a) pay Hall's superpriority administrative claim; (b) pay Secured
Real Property Tax Claims in full on the Effective Date; (c)
establish a Lien Litigation Reserve, in the amount of $14 million
or other amount as the Court may determine, with the funds in the
reserve to be distributed based upon the Lien Litigation
Resolution; and (d) pay the remainder of the Sale Proceeds to Hall
up to the full amount of its Allowed Secured Claim. In the event
that the Sale is to a successful overbidder and Hall's Allowed
Secured Claim is fully satisfied, any remaining Sale Proceeds will
be paid to Ladera up to the full amount of its Allowed Secured
Claim. If there are sufficient Sale Proceeds to pay all secured
claims in full, then all Allowed Secured Claims will be paid on the
Effective Date and the remaining Sale Proceeds will be used to pay
any unpaid administrative, priority and general unsecured claims in
accordance with the Bankruptcy Code Distribution Priorities.
The Plan Payment shall be used to pay (a) unsecured priority tax
claims, (b) priority non-tax claims, (c) general administrative
expense claims (estimated at $230,000), (d) defaults on the Allowed
Secured Claim of Capital One (estimated at $500,000), (e) cure
amounts for any default under those Assumed Executory Contracts
listed in Article V.A (estimated at $150,000), (f) tax liens on the
Fairwinds Estate (estimated at $35,000), (g) unsecured convenience
claims (claims of $750.00 or less) in full in cash on the Effective
Date, (h) $50,000 to establish a Litigation Trust, (i) $25,000 as a
reserve for a Plan Administrator and for post-Effective Date U.S
Trustee Fees, and (j) a fund for Allowed professional fees, in the
amount of (1) $1,200,000, plus (2) the difference, if any, between
$1.0 million and the amounts necessary to satisfy items (a) through
(i) above.
The Aug. 21, 2017 court order states that any party wishing to use
a credit bid in connection with the auction contemplated by the
Plan will file a motion seeking permission to credit bid no later
than Sept. 6, 2017, with any opposition to be filed the same day.
Any party wishing to qualify as a bidder and overbid the offer made
by Lawrence in the Plan will do so in strict accordance with the
terms of the Plan no later than Sept. 8, 2017, at 5:00 p.m.
Overbid materials will be simultaneously served on counsel of
record for The PENTA Building Group, LLC, Hall CA-NV, LLC, Ladera
Development, LLC, the Official Committee of Unsecured Creditors,
the Office of the U.S. Trustee, Lawrence Investments, LLC and the
Debtor. Any potential bidder's qualifications will be examined by
Province, the Committee's financial advisor. Prior to the
Confirmation Hearing, Province will prepare a brief report on the
qualifications of each bidder and comparison chart of any bids
submitted. The Court will announce its ruling(s) regarding the
qualification of any bidders and the starting overbid prior to or
at the Sept. 14, 2017 confirmation hearing. The auction, if any
additional bidder has come forward and qualified, will be in Court
on Sept. 14 starting at 9:00 a.m.
Copies of the Disclosure Statements are available at:
http://bankrupt.com/misc/nvb16-51282-804.pdf
As reported by the Troubled Company Reporter on Aug. 21, 2017,
Lawrence Investments and the Committee filed a disclosure statement
dated Aug. 7, 2017, for their plan of liquidation for the Debtor
dated Aug. 7, 2017. Under that Plan, Lawrence would be the
stalking horse purchaser for a sale of substantially all of New
Cal-Neva's assets for a cash purchase price of $35.8 million and a
cash payment of an additional sum of $2.2 million for other
payments provided for by the Plan. Lawrence made a $2.0 million
deposit into escrow with counsel to the Committee on July 21, 2017.
About New Cal-Neva Lodge
New Cal-Neva Lodge, LLC, based in Saint Helena, California, 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.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Sept. 13, 2016. The committee hired
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.
NOUVEAU INVESTMENTS: Wants Authority to Use Cash Collateral
-----------------------------------------------------------
Nouveau Investments, LLC, seeks authority from the United States
Bankruptcy Court Southern District of Texas, Houston Division, for
the use of cash generated from the occupancy of Holiday Inn Express
in order to operate, to protect and maintain its business.
The Debtor owns and operates a Holiday Inn Express located at 14444
Southwest Freeway, Sugar Land, TX. The Debtor's revenues are
generated from the occupancy of the Hotel rooms.
The Budget provides total monthly operating expenses of
approximately $205,558. The Budget covers all regular monthly
operating expenses including U.S. Trustee fees and attorney's fees.
The first lien mortgage on the Hotel is held by Wells Fargo Bank,
N.A., as Trustee in Trust for the Registered Holders of Banc of
America Commercial Mortgage Pass-Through Certificates, Series
2007-4. The Wells Fargo Bank's claim is secured by a Deed of Trust
and Absolute Assignment of Rents and Leases and Security Agreement
on the Hotel. The revenues generated from the Hotel constitute
cash collateral.
Negotiations are in progress between the Debtor and the Wells Fargo
Bank relating to the submission of an agreed order on Cash
Collateral. Wells Fargo Bank has authorized the Debtor to use its
Cash Collateral for purposes of making payroll on August 25, 2017.
The Debtor believes that the interest of the Wells Fargo Bank in
the Cash Collateral is adequately protected because those funds
will be used to operate the Hotel. Otherwise, the Debtor contends
that if operating costs are not paid, the Hotel will cease to
operate and there will be no further revenues or Cash Collateral to
protect.
The Debtor contends that an immediate need exists for the Debtor to
obtain approval for the use of cash collateral. Without the
ability to use cash collateral, the Debtor claims that it will be
unable to pay its employees and to operate and preserve and
maintain the Hotel. The operation and maintenance of the Hotel is
necessary to adequately protect the business that is the only
source of repayment of the Wells Fargo Bank's indebtedness as well
as the Debtor's other obligations.
A full-text copy of the Debtor's Motion, dated Aug. 24, 2017, is
available at https://is.gd/GEJuJv
A copy of the Debtor's Budget is available at https://is.gd/krAxZ9
About Nouveau Investments
Nouveau Investments, LLC, operates as a financial services company
providing securities brokerage and dealing, investment management,
and financial advisory services.
Based in Sugar Land, Texas, Nouveau Investments filed a voluntary
petition under chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex.
Case No. 17-34876) on Aug. 9, 2017. The petition was signed by
Edward Ly, member.
At the time of filing, the Debtor estimated under $50,000 in assets
and $1 million to $10 million in liabilities.
The Hon. Karen K. Brown presides over the case.
Karen R. Emmott is counsel to the Debtor.
NUTRITION PARENT: S&P Gives 'B' Corp Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings assigned its 'B' corporate credit rating to Park
City, Utah-based Nutrition Parent LLC. The outlook is stable.
S&P said, "We also assigned our 'B+' issue rating to Nutraceutical
International Corp.'s $250 million first-lien credit facilities,
which consist of a $20 million five-year revolving credit facility
and $230 million six-year term loan. The recovery rating on the
first-lien debt is '2', indicating that creditors could expect
substantial (70% to 90%; rounded estimate: 70%) recovery in the
event of a payment default. We are not rating the $95 million
seven-year second-lien term loan."
Debt outstanding at transaction close was about $327 million.
S&P said, "Our rating on Nutrition Parent LLC reflects the
company's aggressive financial policies under the control of
financial sponsor HGGC LLC. We estimate the company's balance sheet
is highly leveraged at transaction close, resulting in close to
6.5x adjusted leverage. We have also factored into the rating our
assessment of Nutraceutical's narrow focus in a fragmented and
highly competitive industry. Although we believe underlying
demographic trends point to continued satisfactory industry growth,
the company could be hurt by potential unexpected negative industry
developments. This includes potential unfavorable shifts in
consumers' perception of the safety and effectiveness of dietary
supplements and related products, which could result from industry
recalls, unfavorable media coverage, or independent studies
contesting the benefits of using such products, which has occurred
in the past but subsided. We nevertheless believe Nutraceutical has
a history and reputation for producing relatively high quality
products, and consider its absence of material recall activity to
be a positive. We also believe the industry has been lightly
regulated, though increased oversight may be occurring, including
increased disclosure on product labels.
"The stable outlook reflects our forecast that over the next 12
months the company will achieve a meaningful portion of its planned
productivity enhancements such that adjusted leverage will improve
to below 6x and free cash flow will total about $15 million.
"We could lower our ratings if adjusted EBITDA is well below our
forecast, free cash flow approaches break-even levels, or if the
company's financial policy is more aggressive than we expect,
resulting in adjusted leverage weakening on a sustained basis to
above 7x. This could result if pro forma EBITDA falls by more than
10%, which could occur if the company fails to achieve its planned
cost reductions and other unfavorable events materialize, such as
intensifying competition, unfavorable actions by large retailers,
adverse regulatory, or consumer perception developments.
"An upgrade is highly unlikely given Nutraceutical's ownership by a
financial sponsor, its narrow business focus, limited scale, and
modest free cash flow. However, we could raise the ratings if we
believe the company will sustain adjusted leverage below 5x and
financial policy is supportive of this level. This could occur if
the company is able to meaningfully expand the distribution of its
products."
OPTIMAL HEALTH: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Optimal Health Chiropractic
Center as of September 8, according to a court docket.
Optimal Health is represented by:
Steven L. Lefkovitz, Esq.
Lefkovitz & Lefkovitz
618 Church St., Suite 410
Nashville, TN 37219
Phone: 615-256-8300
Email: slefkovitz@lefkovitz.com
About Optimal Health Chiropractic Center
Optimal Health Chiropractic Center sought protection under Chapter
11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 17-05242) on
August 2, 2017. Daniel Holland, owner, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of less than
$500,000.
Judge Marian F Harrison presides over the case. Lefkovitz &
Lefkovitz represents the Debtor as bankruptcy counsel.
OTS CAPITAL: Seeks Plan Exclusivity Thru Dec. 10, Plan Talks Go On
------------------------------------------------------------------
OTS Capital Partners, LLC files with the U.S. Bankruptcy Court for
the Northern District of Georgia a third motion seeking for an
additional 90 days extension of its exclusivity period through
December 10, 2017, as well as its solicitation deadline, through
January 9, 2018.
The Debtor's current exclusivity period expires on September 11,
2017. However, the Debtor claims that it continues its plan
negotiations with major creditors. The Debtor also claims that it
continues to negotiate to sell additional unused property to
further re-amortize its debts with its major secured creditor.
In addition, the Debtor submits that significant interest has been
expressed by third parties who are interested in acquiring the
Debtor's assets or ownership of the Debtor through a Plan of
Reorganization.
About OTS Capital Partners
OTS Capital Partners, LLC, based at 616 Elliott Rd., McDonough,
Georgia, filed a Chapter 11 petition (Bankr. N.D. Ga. Case No.
16-70357) on Nov. 11, 2016. The petition was signed by Dan C.
Fort, authorized representative. The Debtor is represented by
William A. Rountree, Esq., Macey, Wilensky & Hennings, LLC. At the
time of filing, the Debtor estimated $1 million to $10 million in
both assets and liabilities.
PATIO MARKET: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Patio Market, Inc.
32240 W. Jefferson
Rockwood, MI 48173
Type of Business: Patio Market is a small business Debtor as
defined in 11 U.S.C. Section 101(51D).
The Company previously sought bankruptcy
protection on May 3, 2011 (Bankr. E.D. Mich.
Case No. 11-52851).
Chapter 11 Petition Date: September 7, 2017
Case No.: 17-52595
Court: United States Bankruptcy Court
Eastern District of Michigan (Detroit)
Judge: Hon. Thomas J. Tucker
Debtor's Counsel: Robert N. Bassel, Esq.
ROBERT N. BASSEL
P.O. Box T
Clinton, MI 49236
Tel: (248) 677-1234
Fax: (248) 369-4749
E-mail: bbassel@gmail.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by George Shammas, 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/mieb17-52595.pdf
PEABODY ENERGY: Court Okays $43M Settlement With Gov't
------------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, reports that Hon. Barry
S. Schermer of the Eastern District of Missouri approved a $43
million settlement between Peabody Energy Corp. and the U.S.
government over environmental liabilities incurred by affiliated
Chapter 11 debtor Gold Fields Mining LLC at 13 Superfund sites
contaminated by heavy metal mining and production. According to
the report, the deal resolves claims filed against the Debtor and
Gold Fields Mining by the federal government on behalf of seven
Native American tribes and five Midwestern states.
About Peabody Energy Corporation
Headquartered in St. Louis, Missouri, Peabody Energy Corporation --
http://www.PeabodyEnergy.com/-- claims to be the world's largest
private-sector coal company. As of Dec. 31, 2014, the Company owned
interests in 26 active coal mining operations located in the U.S.
and Australia. The Company has a majority interest in 25 of those
mining operations and a 50% equity interest in the Middlemount Mine
in Australia. In addition to its mining operations, the Company
markets and brokers coal from other coal producers, both as
principal and agent, and trade coal and freight-related contracts
through trading and business offices in Australia, China, Germany,
India, Indonesia, Singapore, the United Kingdom and the U.S.
Peabody posted a net loss of $1.988 billion for 2015, wider from
the net loss of $777 million in 2014 and the $513 million net loss
in 2013.
At Dec. 31, 2015, the Company had total assets of $11.02 billion
against $10.1 billion in total liabilities, and stockholders'
equity of $919 million.
On April 13, 2016, Peabody Energy Corp. and 153 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code. The 154 cases are jointly administered
before the Honorable Judge Barry S. Schermer under (Bankr. E.D. Mo.
Case No. 16-42529).
As of the Petition Date, PEC has approximately $4.3 billion in
outstanding secured debt obligations and $4.5 billion in
outstanding unsecured debt obligations.
The Debtors tapped Jones Day as general counsel; Armstrong,
Teasdale LLP as local counsel; Lazard Freres & Co. LLC and
investment banker Lazard PTY Limited as investment banker; FTI
Consulting, Inc., as financial advisors; and Kurtzman Carson
Consultants, LLC, as claims, ballot and noticing agent.
The Office of the U.S. Trustee on April 29, 2016, appointed seven
creditors of Peabody Energy Corp. to serve on the official
committee of unsecured creditors. The Committee retained Morrison &
Foerster LLP as counsel, Spencer Fane LLP as local counsel, Curtis,
Mallet-Prevost, Colt & Mosle LLP as conflicts counsel, Blackacre
LLC as its independent expert, and Berkeley Research Group, LLC, as
financial advisor.
On March 17, 2017, the U.S. Bankruptcy Court for the Eastern
District of Missouri, Eastern Division, entered an order confirming
the Second Amended Joint Plan of Reorganization of Peabody Energy
Corporation, et al., as Revised March 15, 2017. At 4:01 p.m.
(Eastern Time), on April 3, 2017, the Effective Date of the Plan
occurred.
PHOENIX OF TENNESSEE: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Phoenix of Tennessee, Inc.
1001 West Kirkland Avenue
Nashville, TN 37216
Type of Business: Headquartered in Nashville, TN, Phoenix of
Tennessee, Inc. -- http://phoenixoftn.com/
-- is a full service telecommunication
construction company that provides
comprehensive services and solutions
required to build, enhance, maintain, and
audit telecommunication network
infrastructures. Phoenix of Tennessee
currently employs 93 personnel.
Currently, Phoenix has offices located in
Nashville TN, Atlanta GA, Houston TX,
Baton Rouge LA, Phoenix AZ and Orlando FL.
Phoenix of Tennessee, was incorporated in
April of 2003.
Chapter 11 Petition Date: September 7, 2017
Case No.: 17-06102
Court: United States Bankruptcy Court
Middle District of Tennessee (Nashville)
Judge: Hon. Marian F Harrison
Debtor's Counsel: R. Alex Payne, Esq.
DUNHAM HILDEBRAND, PLLC
1704 Charlotte Avenue, Suite 105
Nashville, TN 37203
Tel: 629-777-6529
Fax: 615-777-3765
E-mail: alex@dhnashville.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Kyle D. Waites, president.
The Debtor's list of 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/tnmb17-06102.pdf
PNEUMA INTERNATIONAL: Seeks Authorization to Use Cash Collateral
----------------------------------------------------------------
Pneuma International, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Northern District of California to use the
proceeds of accounts receivable and available cash to continue
operations.
The Debtor is owed $160,000 in accounts receivables from customers
as of the date of the petition filing, and approximately $10,000 in
cash in the bank account.
Bank of America and judgment creditors Yong Kwon Cho, Central
United Packaging, Inc., and Bruch Chalmers hold security interests
in the Debtor's collateral. Accordingly, the Debtor asks the Court
to condition the use of such receivables and cash by giving the
Bank of America and the partially secured Judgment Creditors Yong
Kwon Cho, Central United Packaging, Inc., and Bruch Chalmers a
replacement lien for a like amount of post-petition receivables,
cash and cash equivalents until such time as the case is confirmed,
dismissed or converted.
In addition, the Debtor proposes to make full payment to Bank of
America and payment of $1,000/month paid in pro-rata distributions
(relative to the amount of its secured debt) to Judgment Creditors
as to their respective lien, commencing on October 1, 2017.
A full-text copy of the Debtor's Motion, dated August 26, 2017, is
available at https://is.gd/cT5qsr
About Pneuma International
Pneuma International, Inc., doing business as EGPAK, is a coated
and laminated packaging paper manufacturer in Hayward, California.
Pneuma International filed a Chapter 11 petition (Bankr. N.D. Cal.
Case No. 17-42149) on Aug. 25, 2017. The petition was signed by
Mikahel Chang, principal. The case is assigned to Judge Roger L.
Efremsky. The Debtor estimated $100,000 to $500,000 in assets and
$1 million to $10 million in liabilities.
The Debtor is represented by Nancy Weng, Esq., at Tsao-Wu & Yee,
LLP.
PPI DIRECT: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: PPI Direct, LLC
45610 Corte Vista Clara
Temecula, CA 92590
Type of Business: PPI Direct is a real estate company. PPI
Direct's principal place of business is located
at 746 N. Coast Hwy, Laguna Beach, CA. Elaine
Michele Reynolds and Shaun Michael Reynolds each
owns 50% of the shares of the Company.
Chapter 11 Petition Date: September 7, 2017
Case No.: 17-13436
Court: United States Bankruptcy Court
Eastern District of California (Fresno)
Judge: Hon. Rene Lastreto II
Debtor's Counsel: Matthew D. Resnik, Esq.
SIMON RESNIK HAYES LLP
510 West 6th Street, Suite 1220
Los Angeles, CA 90014
Tel: (213) 572-0800
E-mail: matt@srhlawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Shaun Michael Reynolds, managing
member.
The Debtor's list of 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/caeb17-13436.pdf
PROSPECTOR OFFSHORE: AlixPartners Tapped as Restructuring Advisor
-----------------------------------------------------------------
Prospector Offshore Drilling S.a. r.l., and its debtor-affiliates
seek permission from the U.S. Bankruptcy Court for the District of
Delaware to employ AlixPartners, LLP as restructuring advisor, nunc
pro tunc to July 20, 2017.
The Debtors require AlixPartners to:
a. assist in preparing for and filing chapter 11 petitions and
motions for first-day relief.
b. coordinate and provide administrative support for the
Debtors' chapter 11 cases and the Debtors' plan of reorganization.
c. assist with the preparation of the statement of affairs,
schedules and other regular reports required by the Court.
d. assist in obtaining and present information required by
parties in interest in the Debtors' chapter 11 cases, including
official committees appointed by the Court and the Court itself.
e. provide assistance in such areas as testimony before the
Court on matters that are within the scope of this engagement and
within AlixPartners' area of testimonial competencies.
f. assist the Debtors in developing a short-term cash flow
forecasting tool and related methodologies and assist with planning
for alternatives, as requested by the Debtors.
g. provide assistance as requested by management in connection
with the Debtors' development of its business plan, and such other
related forecasts as may be required by the stakeholders in
connection with negotiations or by the Debtors for other corporate
purposes.
h. assist the "working group" professionals who are
representing the Debtors in the reorganization process or who are
working for the Debtors' various stakeholders to coordinate their
effort and individual work product in order to be to be consistent
with the Debtors’ overall restructuring goals.
i. assist as requested in managing any litigation that may be
brought against the Debtors in this Court.
j. assist in communications and/or negotiations with outside
constituents.
k. assist with such other matters as may be requested that
fall within AlixPartners' expertise and that are mutually
agreeable.
AlixPartners professionals who will work on the Debtors' cases and
their hourly rates are:
Thomas Osmun, Managing Director $1,015
Jim McGlynn, Director $745
Dan Kelsall, Vice President $635
AlixPartners current professionals hourly rates:
Managing Director $960-$1,135
Director $745-$910
Vice President $550-$660
Associate $380-$520
Analyst $135-$365
Paraprofessional $250-$270
AlixPartners will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Thomas Osmun, a managing director of AlixPartners, LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
AlixPartners may be reached at:
Thomas Osmun
AlixPartners, LLP
909 Third Avenue, Floor 30
New York, NY 10022
Tel: (646) 746-2427
E-mail: tosmun@alixpartners.com
About Prospector Offshore and Paragon Offshore
Prospector Offshore Drilling S.a r.l. and three affiliates filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
17-11572 to 17-11575) on July 20, 2017. The affiliates are
Prospector Rig 1 Contracting Company S.a r.l.; Prospector Rig 5
Contracting Company S.a r.l.; and Paragon Offshore plc (in
administration).
The Hon. Christopher S. Sontchi presides over the cases.
The Debtors are represented by Gary T. Holtzer, Esq., and Stephen
A. Youngman, Esq., at Weil, Gotshal & Manges LLP, and Mark D.
Collins, Esq., Amanda R. Steele, Esq., and Joseph C. Barsalona II,
Esq., at Richards, Layton & Finger, P.A., as counsel. The Debtors
hired as their financial advisors, Lazard Freres & Co. LLC; as
their restructuring advisor, AlixPartners, LLP; and as their
claims, noticing and solicitation agent, Kurtzman Carson
Consultants LLC.
In their petition, the Debtors estimated $1 billion to $10 billion
in both assets and liabilities. The petitions were signed by Lee
M. Ahlstrom as senior vice president and chief financial officer.
The Debtors' bankruptcy filing came two days after the Paragon
Offshore group completed its corporate and financial reorganization
on July 18, 2017. The plan of reorganization under chapter 11 of
the U.S. Bankruptcy Code substantially de-levered the company's
ongoing business, eliminating approximately $2.3 billion of secured
and unsecured debt.
Paragon Offshore Plc, and several affiliates initially filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10385
to 16-10410) on Feb. 14, 2016. The Delaware Bankruptcy Court
entered an order on June 7, 2017, confirming the 2016 Debtors'
Fifth Joint Chapter 11 Plan of Reorganization.
PROSPECTOR OFFSHORE: Hires Richards Layton as Co-Counsel
--------------------------------------------------------
Prospector Offshore Drilling S.a. r.l., and its debtor-affiliates
seek permission from the U.S. Bankruptcy Court for the District of
Delaware to employ Richards, Layton Finger, PA as co-counsel, nunc
pro tunc to July 20, 2017.
The Debtors require Richards Layton to:
a. advise the Debtors of their rights, powers and duties as
debtors and debtors in possession under chapter 11 of the
Bankruptcy Code;
b. take action to protect and preserve the Debtors' estates,
including the prosecution of actions on the Debtors' behalf, the
defense of actions commenced against the Debtors in these chapter
11 cases, the negotiation of disputes in which the Debtors are
involved and the preparation of objections to claims filed against
the Debtors;
c. assist in preparing on behalf of the Debtors all motions,
applications, answers, orders, reports and papers in connection
with the administration of the Debtors' estates;
d. prosecute on behalf of the Debtors the proposed plan and
seeking approval of all transactions contemplated therein and in
any amendments thereto;
e. perform other necessary or desirable legal services in
connection with these chapter 11 cases; and
f. in addition to those services set forth in paragraphs a
through e, Richards Layton may perform all other services assigned
by the Debtors, in consultation with Weil, Gotshal & Manges LLP, to
Richards Layton as co-counsel to the Debtors.
To the extent the firm determines that such services fall outside
of the scope of services historically or generally performed by the
firm as co-counsel in a bankruptcy case, the firm will file a
supplemental declaration.
Richards Layton lawyers who will work on the Debtors' case and
their hourly rates are:
Mark D. Collins $900
Amanda R. Steele $530
Joseph C. Barsalona II $410
Christopher M. De Lillo $320
Barbara J. Witters $250
The hourly rates of Richards Layton professionals are:
Directors $660-$900
Counsel $560-$575
Associates $320-$550
Paraprofessionals $250
Prior to the Petition Date, the Debtors paid Richards Layton a
total retainer of $115,000 in connection with and in contemplation
of these chapter 11 cases.
Richards Layton will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Mark D. Collins, Esq., director of the firm of Richards, Layton
Finger, PA, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.
The Debtors also have engaged (i) Weil, Gotshal & Manges LLP, as
co-counsel to the Debtors; (ii) AlixPartners, LLP, as restructuring
advisor for the Debtors; and (iii) Kurtzman Carson Consultants LLC,
as the Debtors' claims, noticing and administrative agent.
Richards Layton may be reached at:
Mark D. Collins, Esq.
Richards, Layton Finger, PA
One Rodney Square
920 North King Street
Wilmington, DE 19801
Tel: (302) 651.7531
Fax: (302) 498.7701
E-mail: collins@rlf.com
About Prospector Offshore and Paragon Offshore
Prospector Offshore Drilling S.a r.l. and three affiliates filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
17-11572 to 17-11575) on July 20, 2017. The affiliates are
Prospector Rig 1 Contracting Company S.a r.l.; Prospector Rig 5
Contracting Company S.a r.l.; and Paragon Offshore plc (in
administration).
The Hon. Christopher S. Sontchi presides over the cases.
The Debtors are represented by Gary T. Holtzer, Esq., and Stephen
A. Youngman, Esq., at Weil, Gotshal & Manges LLP, and Mark D.
Collins, Esq., Amanda R. Steele, Esq., and Joseph C. Barsalona II,
Esq., at Richards, Layton & Finger, P.A., as counsel. The Debtors
hired as their financial advisors, Lazard Freres & Co. LLC; as
their restructuring advisor, AlixPartners, LLP; and as their
claims, noticing and solicitation agent, Kurtzman Carson
Consultants LLC.
In their petition, the Debtors estimated $1 billion to $10 billion
in both assets and liabilities. The petitions were signed by Lee
M. Ahlstrom as senior vice president and chief financial officer.
The Debtors' bankruptcy filing came two days after the Paragon
Offshore group completed its corporate and financial reorganization
on July 18, 2017. The plan of reorganization under chapter 11 of
the U.S. Bankruptcy Code substantially de-levered the company's
ongoing business, eliminating approximately $2.3 billion of secured
and unsecured debt.
Paragon Offshore Plc, and several affiliates initially filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10385
to 16-10410) on Feb. 14, 2016. The Delaware Bankruptcy Court
entered an order on June 7, 2017, confirming the 2016 Debtors'
Fifth Joint Chapter 11 Plan of Reorganization.
PROSPECTOR OFFSHORE: Hires Weil Gotshal as Bankruptcy Counsel
-------------------------------------------------------------
Prospector Offshore Drilling S.a. r.l., and its debtor-affiliates
seek permission from the U.S. Bankruptcy Court for the District of
Delaware to employ Weil, Gotshal & Manges, LLP as attorneys for the
Debtors, nunc pro tunc to the Petition Date.
The Debtors require Weil to:
a. take all necessary action to protect and preserve the
Debtors' estates, including the prosecution of actions on the
Debtors' behalf, the defense of any actions commenced against the
Debtors, the negotiation of disputes in which the Debtors are
involved and the preparation of objections to claims filed against
the Debtors' estates;
b. prepare on behalf of the Debtors, as debtors in possession,
all necessary motions, applications, answers, orders, reports and
other papers in connection with the administration of the Debtors'
estates;
c. take all necessary actions in connection with any chapter
11 plan and related disclosure statement and all related documents,
and such further actions as may be required in connection with the
administration of the Debtors' estates;
d. take all necessary action to protect and preserve the value
of the Debtors' estates, including advising with respect to the
Debtors' affiliates in the United States and abroad and all related
matters; and
e. perform all other necessary legal services in connection
with the prosecution of these chapter 11 cases.
Weil will be paid at these hourly rates:
Members and Counsel $940-$1,400
Associates $510-$930
Paraprofessionals $220-$375
Prior to the Petition Date, Weil incurred approximately $220,000 in
fees rendering counseling the Debtors and preparing for these
chapter 11 cases.
Weil will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Alfredo R. Perez, Esq., member of the firm of of Weil, Gotshal &
Manges, LLP, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.
Consistent with the United State Trustees' Appendix B - Guidelines
for Reviewing Applications for Compensation and Reimbursement of
Expenses Filed Under 11 U.S.C. Sec. 330 by Attorneys in Larger
Chapter 11 Cases, which became effective on November 1, 2013, Mr.
Perez attested that:
a. Weil did not agree to any variations from, or alternatives
to, its standard or customary billing arrangements for this
engagement;
b. None of Weil's professionals included in this engagement
have varied their rate based on the geographic location for these
chapter 11 cases;
c. Weil has represented the Debtors since August 2015. The
billing rates and material financial terms of Weil's engagement
have not changed postpetition from the prepetition arrangements;
and
d. Weil, in conjunction with the Debtors, is developing a
prospective budget and staffing plan for these chapter 11 cases for
the period beginning July 2017 and ending October 2017. Weil and
the Debtors will review such budget following the close of the
budget period to determine a budget for the following period.
The Debtors also have engaged (i) Richards, Layton & Finger, P.A.,
as co-counsel; (ii) Kurtzman Carson Consultants LLC, as claims and
noticing agent, and as administrative agent; and (iii)
AlixPartners, LLP, as restructuring advisor.
Weil can be reached at:
Alfredo R. Perez, Esq.
Weil, Gotshal & Manges, LLP
700 Louisiana, Suite 1700
Houston, TX 77002-2784
Tel: (713) 546-5040
Fax: (713) 224-9511
E-mail: alfredo.perez@weil.com
About Prospector Offshore and Paragon Offshore
Prospector Offshore Drilling S.a r.l. and three affiliates filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
17-11572 to 17-11575) on July 20, 2017. The affiliates are
Prospector Rig 1 Contracting Company S.a r.l.; Prospector Rig 5
Contracting Company S.a r.l.; and Paragon Offshore plc (in
administration).
The Hon. Christopher S. Sontchi presides over the cases.
The Debtors are represented by Gary T. Holtzer, Esq., and Stephen
A. Youngman, Esq., at Weil, Gotshal & Manges LLP, and Mark D.
Collins, Esq., Amanda R. Steele, Esq., and Joseph C. Barsalona II,
Esq., at Richards, Layton & Finger, P.A., as counsel. The Debtors
hired as their financial advisors, Lazard Freres & Co. LLC; as
their restructuring advisor, AlixPartners, LLP; and as their
claims, noticing and solicitation agent, Kurtzman Carson
Consultants LLC.
In their petition, the Debtors estimated $1 billion to $10 billion
in both assets and liabilities. The petitions were signed by Lee
M. Ahlstrom as senior vice president and chief financial officer.
The 2017 Debtors' bankruptcy filing came two days after the Paragon
Offshore group completed its corporate and financial reorganization
on July 18, 2017. The plan of reorganization under chapter 11 of
the U.S. Bankruptcy Code substantially de-levered the company's
ongoing business, eliminating approximately $2.3 billion of secured
and unsecured debt.
Paragon Offshore Plc, and several affiliates initially filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10385
to 16-10410) on Feb. 14, 2016. The Delaware Bankruptcy Court
entered an order on June 7, 2017, confirming the 2016 Debtors'
Fifth Joint Chapter 11 Plan of Reorganization.
PROSPECTOR OFFSHORE: Taps Kurtzman as Administrative Advisor
------------------------------------------------------------
Prospector Offshore Drilling S.a. r.l., and its debtor-affiliates
seek permission from the U.S. Bankruptcy Court for the District of
Delaware to employ Kurtzman Carson Consultants LLC as
administrative advisor to the Debtors, nunc pro tunc to July 20,
2017.
The Debtors require KCC to:
a. assist with, among other things, solicitation, balloting
and tabulation of votes, and prepare any related reports, as
required in support of confirmation of a chapter 11 plan, and in
connection with such services, process requests for documents from
parties in interest, including, if applicable, brokerage firms,
bank back-offices and institutional holders;
b. prepare an official ballot certification and, if necessary,
testify in support of the ballot tabulation results;
c. assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith;
d. generate, provide and assist with claims objections,
exhibits, claims reconciliation and related matters;
e. manage any distributions pursuant to any confirmed chapter
11 plan; and
f. provide other processing, solicitation, balloting and other
administrative services described in the Services Agreement, but
not included in the Proposed Order, as may be requested from time
to time by the Debtors, the Court or the office of the Clerk of the
Bankruptcy Court for the District of Delaware.
The fees KCC will charge in connection with providing the
Professional Services are set forth in the Services Agreement.
Additionally, KCC will seek reimbursement from the Debtors for
reasonable expenses in accordance with the terms of the Services
Agreement.
Prior to the Petition Date, the Debtors provided KCC a retainer in
the amount of $25,000 under the Services Agreement, to be held by
KCC during these chapter 11 cases as security for the Debtors'
payment obligations under the Services Agreement.
Evan Gersgbein, senior vice president of Kurtzman Carson
Consultants LLC, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtors and their estates.
KCC may be reached at:
Evan Gersgbein
Kurtzman Carson Consultants LLC
2335 Alaska Avenue
El Segundo, CA 90245
Tel: (310) 823-9000
Fax: (310) 823-9133
About Prospector Offshore and Paragon Offshore
Prospector Offshore Drilling S.a r.l. and three affiliates filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
17-11572 to 17-11575) on July 20, 2017. The affiliates are
Prospector Rig 1 Contracting Company S.a r.l.; Prospector Rig 5
Contracting Company S.a r.l.; and Paragon Offshore plc (in
administration).
The Hon. Christopher S. Sontchi presides over the cases.
The Debtors are represented by Gary T. Holtzer, Esq., and Stephen
A. Youngman, Esq., at Weil, Gotshal & Manges LLP, and Mark D.
Collins, Esq., Amanda R. Steele, Esq., and Joseph C. Barsalona II,
Esq., at Richards, Layton & Finger, P.A., as counsel. The Debtors
hired as their financial advisors, Lazard Freres & Co. LLC; as
their restructuring advisor, AlixPartners, LLP; and as their
claims, noticing and solicitation agent, Kurtzman Carson
Consultants LLC.
In their petition, the Debtors estimated $1 billion to $10 billion
in both assets and liabilities. The petitions were signed by Lee
M. Ahlstrom as senior vice president and chief financial officer.
The Debtors' bankruptcy filing came two days after the Paragon
Offshore group completed its corporate and financial reorganization
on July 18, 2017. The plan of reorganization under chapter 11 of
the U.S. Bankruptcy Code substantially de-levered the company's
ongoing business, eliminating approximately $2.3 billion of secured
and unsecured debt.
Paragon Offshore Plc, and several affiliates initially filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10385
to 16-10410) on Feb. 14, 2016. The Delaware Bankruptcy Court
entered an order on June 7, 2017, confirming the 2016 Debtors'
Fifth Joint Chapter 11 Plan of Reorganization.
PUERTO RICO: Peerless Oil Takes Ferrovial Agroman's Place in Panel
------------------------------------------------------------------
Guy Gebhardt, acting U.S. trustee for Region 21, on Aug. 31
appointed Peerless Oil & Chemicals, Inc., a creditor of both the
Puerto Rico Highways and Transportation Authority and the Puerto
Rico Electric Power Authority, as a new member of the official
committee of unsecured creditors in the Chapter 9 cases of the
Commonwealth of Puerto Rico and three other debtors.
Ferrovial Agroman has resigned from the Committee.
As reported by the Troubled Company Reporter on Aug. 30, 2017, the
Acting U.S. Trustee on Aug. 25 appointed Ferrovial Agroman and
Vitrol, Inc., as new members of the Committee.
The members of the Committee now include:
(1) The American Federation of Teachers (AFT)
Attn: Mark Richard, Counsel to the President of the AFT
555 New Jersey Avenue, N.W.
11th floor
Washington, DC 20001
(2) Doral Financial Corporation
c/o Drivetrain LLC
630 Third Avenue
21st Floor
New York, NY 10017
(3) Genesis Security
5900 Avenue Isla Verde
L-2 PMB 438
Carolina, PR 00979
(4) Puerto Rico Hospital Supply
Call Box 158
Carolina, PR 00986-0158
(5) Service Employees International Union (SEIU)
1800 Massachusetts Avenue N.W.
Washington, D.C. 20036
(6) Total Petroleum Puerto Rico Corp.
Citi View Plaza Tower I
48 Road 165 Oficina 803
Guaynabo, PR 00968-8046
(7) Unitech Engineering
c/o Ramon Ortiz Carro
Urb Sabanera
40 Camino de la Cascada
Cidra, Puerto Rico 00739
(8) Vitol, Inc.
2925 Richmond Avenue
Houston, Texas 77098
(9) Peerless Oil & Chemicals
671 Road 337
Penuelas PR 00624-7513
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States that's facing a massive bond debt of $70 billion,
a 68% debt-to-GDP ratio and negative economic growth in nine of the
last 10 years.
The Commonwealth of Puerto Rico has sought bankruptcy protection,
aiming to restructure its massive $74 billion debt-load and $49
billion in pension obligations.
The debt restructuring petition was filed by Puerto Rico's
financial oversight board in U.S. District Court in Puerto Rico
(Case No. 17-01578) on May 3, 2017, and was made under Title III of
2016's U.S. Congressional rescue law known as the Puerto Rico
Oversight, Management, and Economic Stability Act ("PROMESA").
The Financial Oversight and Management Board later commenced Title
III cases for the Puerto Rico Sales Tax Financing Corporation
(COFINA) on May 5, 2017, and the Employees Retirement System (ERS)
and the Puerto Rico Highways and Transportation Authority (HTA) on
May 21. On July 2, 2017, a Title III case was commenced for the
Puerto Rico Electric Power Authority ("PREPA").
U.S. Chief Justice John Roberts has appointed U.S. District Judge
Laura Taylor Swain to oversee the Title III cases. The Honorable
Judith Dein, a United States Magistrate Judge for the District of
Massachusetts, has been designated to preside over matters that may
be referred to her by Judge Swain, including discovery disputes,
and management of other pretrial proceedings.
Joint administration of the Title III cases, under Lead Case No.
17-3283, was granted on June 29, 2017.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at
O'Neill & Borges are onboard as attorneys.
McKinsey & Co. is the Board's strategic consultant, Ernst & Young
is the Board's financial advisor, and Citigroup Global Markets Inc.
is the Board's municipal investment banker.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains a case web site at:
https://cases.primeclerk.com/puertorico
Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA,
and PREPA.
O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico
Fiscal Agency and Financial Advisory Authority (AAFAF), the agency
responsible for negotiations with bondholders.
The Oversight Board named Professor Nancy B. Rapoport as fee
examiner and to chair a committee to review professionals' fees.
Bondholders' Attorneys
Toro, Colon, Mullet, Rivera & Sifre, P.S.C. and Kramer Levin
Naftalis & Frankel LLP serve as counsel to the Mutual Fund Group,
comprised of mutual funds managed by Oppenheimer Funds, Inc.,
Franklin Advisers, Inc., and the First Puerto Rico Family of Funds,
which collectively hold over $3.5 billion in COFINA Bonds and over
$2.9 billion in other bonds issued by Puerto Rico and other
instrumentalities, including over $1.8 billion of Puerto Rico
general obligation bonds ("GO Bonds").
White & Case LLP and Lopez Sanchez & Pirillo LLC represent the UBS
Family of Funds and the Puerto Rico Family of Funds, which hold
$613.3 million in COFINA bonds.
Paul, Weiss, Rifkind, Wharton & Garrison LLP, Robbins, Russell,
Englert, Orseck, Untereiner & Sauber LLP, and Jimenez, Graffam &
Lausell are co-counsel to the ad hoc group of General Obligation
Bondholders, comprised of Aurelius Capital Management, LP, Autonomy
Capital (Jersey) LP, FCO Advisors LP, Franklin Mutual Advisers LLC,
Monarch Alternative Capital LP, Senator Investment Group LP, and
Stone Lion Capital Partners L.P.
Quinn Emanuel Urquhart & Sullivan, LLP and Reichard & Escalera are
co-counsel to the ad hoc coalition of holders of senior bonds
issued by COFINA, comprised of at least 30 institutional holders,
including Canyon Capital Advisors LLC and Varde Investment
Partners, L.P.
Correa Acevedo & Abesada Law Offices, P.S.C., is counsel to Canyon
Capital Advisors, LLC, River Canyon Fund Management, LLC, Davidson
Kempner Capital Management LP, OZ Management, LP, and OZ Management
II LP (the QTCB Noteholder Group).
Committees
The U.S. Trustee formed a nine-member Official Committee of
Retirees and a seven-member Official Committee of Unsecured
Creditors of the Commonwealth. The Retiree Committee tapped Jenner
& Block LLP and Bennazar, Garcia & Milian, C.S.P., as its
attorneys. The Creditors Committee tapped Paul Hastings LLP and
O'Neill & Gilmore LLC as counsel.
REDIGI INC: Hurricane Irma Delays Solicitation of Plan Votes
------------------------------------------------------------
ReDigi, Inc., asks the U.S. Bankruptcy Court for the Southern
District of Florida to extend the Debtor's exclusive plan
solicitation period through Oct. 17, 2017.
The Debtor's plan of reorganization is on file. As reported by the
Troubled Company Reporter on June 8, 2017, the Debtor filed with
the Court the Disclosure Statement, which states that Class 3
general unsecured claimants will be paid 25% of net revenue at the
end of each calendar year starting as of Dec. 31, 2018, until all
allowed unsecured claims are paid in full without interest.
The Debtor's exclusive plan solicitation period runs through Sept.
12, 2017. Sept. 11, the date prior to the expiration of the
Exclusive Solicitation Period, was the date scheduled for an
evidentiary hearing on motions seeking dismissal of this case,
conversion to Chapter 7, and the appointment of a trustee.
However, due to Hurricane Irma, the Sept. 11 evidentiary hearing
was rescheduled to Oct. 16, 2017.
The Court previously extended the Exclusive Solicitation Period so
that it expired one day after the evidentiary hearing on the
motions to dismiss, convert, or appoint trustee.
As reported by the TCR on March 15, 2017, the exclusive plan filing
period was extended through June 28, 2017, and the exclusive right
to solicit votes on a plan of reorganization through Aug. 28,
2017.
About ReDigi Inc.
ReDigi Inc. filed a Chapter 11 petition (Bankr. S.D. Fla. Case No.
16-20809) on Aug. 3, 2016, and is represented by Craig I Kelley,
Esq., of Kelley & Fulton, PL, in West Palm Beach, Florida. The
petition was signed by John Mark Ossenmacher, CEO. At the time of
the filing, the Debtor had $250 in total assets and $6,590,000 in
total liabilities. The Debtor employed Baker & Hostetler LLP as
special counsel.
An official committee of unsecured creditors has not been appointed
in the Debtor's Chapter 11 case.
RMS TITANIC: Exclusive Plan Filing Deadline Moved to Oct. 20
------------------------------------------------------------
The Hon. Paul M. Glenn of the U.S. Bankruptcy Court for the Middle
District of Florida has extended, at the behest of RMS Titanic,
Inc., the Debtor's exclusive right to file a Chapter 11 plan and to
solicit acceptance of the plan through Oct. 20, 2017, and Jan. 12,
2018, respectively.
As reported by the Troubled Company Reporter on Aug. 7, 2017, the
Debtors sought to extend the exclusive periods to coincide with
certain deadlines set forth in the Plan Support Agreement between
the Debtors and the Committees, which was approved by the Court by
Order entered July 6, 2017. The PSA contemplates a marketing and
sale process for the Debtors to be consummated through parallel
sale and plan confirmation processes. The PSA also provides a
series of milestones, including, among others, a deadline to file a
plan and disclosure statement on terms provided in the PSA no later
than Oct. 20, 2017, and a deadline to obtain confirmation of such
plan no later than Jan. 12, 2018.
About About RMS Titanic, Inc.
Premier Exhibitions, Inc. (Nasdaq: PRXI), located in Atlanta,
Georgia, is a presenter of museum quality exhibitions throughout
the world. Premier -- http://www.PremierExhibitions.com/--
develops and displays unique exhibitions for education and
entertainment including Titanic: The Artifact Exhibition, BODIES.
The Exhibition, Tutankhamun: The Golden King and the Great
Pharaohs, Pompeii The Exhibition, Extreme Dinosaurs and Real
Pirates in partnership with National Geographic. The success of
Premier Exhibitions lies in its ability to produce, manage, and
market exhibitions.
RMS Titanic and seven of its subsidiaries filed voluntary petitions
for reorganization under Chapter 11 of the Bankruptcy Code (Bankr.
M.D. Fla. Lead Case No. 16-02230) on June 14, 2016. Former Chief
Financial Officer and Chief Operating Officer Michael J. Little
signed the petitions. The Chapter 11 cases are assigned to Judge
Paul M. Glenn.
The Debtors estimated both assets and liabilities of $10 million to
$50 million.
The Debtors are represented by Daniel F. Blanks, Esq., and Lee D.
Wedekind, III, Esq., at Nelson Mullins Riley & Scarborough LLP.
The Debtors employ Brian A. Wainger, Esq., at Kaleo Legal as
special litigation counsel, outside general counsel, securities
counsel, and conflicts counsel; Robert W. McFarland, Esq., at
McGuireWoods LLP as special litigation counsel; Steven L. Berson,
Esq., at Dentons US LLP and Dentons Canada LLP as outside general
counsel and securities counsel; Oscar N. Pinkas, Esq., at Dentons
LLP as outside general counsel and securities counsel.
The Debtors also employed Ronald L. Glass as Chief Restructuring
Officer and GlassRatner Advisory & Capital Group, LLC, as financial
advisors.
Guy Gebhardt, acting U.S. trustee for Region 21, on Aug. 24, 2016,
appointed three creditors to serve on the official committee of
unsecured creditors of RMS Titanic, Inc., and its affiliates. The
Committee hired Avery Samet, Esq. and Jeffrey Chubak, Esq., at
Storch Amini & Munves PC, and Richard R. Thames, Esq. and Robert A.
Heekin, Jr., Esq., at Thames Markey & Heekin, P.A., as counsel.
The official committee of equity security holders of Premier
Exhibitions Inc. retained Peter J. Gurfein, Esq., at Landau
Gottfried & Berger LLP as counsel; Jacob A. Brown, Esq., and
Katherine C. Fackler, Esq., at Akerman LLP as Co-Counsel; and Teneo
Securities LLC as financial advisor.
ROCK ELITE: Names Richard Cohen as Special Counsel
--------------------------------------------------
Rock Elite Fitness, LLC seeks authorization from the U.S.
Bankruptcy Court for the Southern District of Florida to employ the
Law Offices of Richard S. Cohen, LLC as special counsel, nunc pro
tunc to June 12, 2017.
Prior to the filing of its bankruptcy case, Richard S. Cohen and
The Law Offices of Richard S. Cohen, LLC was retained by the Debtor
in the pending Fifteenth Judicial Circuit Court Case in and for
Palm Beach County bearing case numbers: 50-2016-CA-006326, in which
the Debtor has filed a counterclaim and County Court case number:
50-2016-CC-006751 and 50-2017-CC-004154. To the extent that these
matters may continue to need to be litigated in state court or the
claim liquidated in the Court, the Debtor requires the assistance
of the law firm.
The firm will be reimbursed for reasonable out-of-pocket expenses
incurred.
Richard S. Cohen assured the Court that his firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estate.
The law firm can be reached at:
Richard S. Cohen, Esq.
LAW OFFICES OF RICHARD S. COHEN, LLC
811-A, North Olive Avenue
West Palm Beach, FL 33401
Tel: (561) 659-0901
Fax: (561) 659-0902
E-mail: rscohen@rscohenesqlaw.com
Headquartered in West Palm Beach, Florida, Rock Elite Fitness, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case
No. 17-17314) on June 12, 2017, estimating its assets at up to
$50,000 and its liabilities at between $100,001 and $500,000. Dana
L. Kaplan, Esq., at Kelley & Fulton, PL, serves as the Debtor's
bankruptcy counsel.
RUPARI FOOD: Exclusive Plan Filing Period Extended Until Oct. 12
----------------------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware extended the exclusive periods during which Rupari Food
Services Inc. and its affiliated debtors may file a chapter 11 plan
and solicit acceptances of such plan through October 12 and
December 11, 2017, respectively.
As reported by the Troubled Company Reporter, Rupari Food Services
and its affiliated debtors sought a 90-day extension of each of the
exclusivity periods for filing of a chapter 11 plan and soliciting
acceptances of such plan, through November 6, 2017 and January 4,
2018, respectively.
The Debtors said they require the extension to ensure that their
continuing efforts to wind-down the estates responsibly and fairly
will not be jeopardized; and that the Debtors and their
constituents have ample opportunity to negotiate a plan and for
them to garner the support of their creditors.
The Debtors told the Court that they have spent a considerable
amount of time during these Chapter 11 cases:
(a) navigating the Adversary Proceedings, attempting to work
with Roma Dining, LLC and Romacorp., Inc. towards a reasonable
solution to the Roma Dispute (regarding the Debtors' rights under a
license agreement with Roma to market and sell Tony Roma products
and ensure that the Debtors would be able to include the License
Agreement -- which is a key asset -- in any proposed sale of the
Debtors' assets); and
(b) effecting the Sale of substantially all of their assets to
CBQ, LLC. The Sale closed on June 14, 2017.
In addition, the Debtors noted that on May 22, 2017, the Court
entered an order establishing, among other things, a general claims
bar date of July 28, 2017, and a governmental claims bar date of
October 9, 2017. Likewise, on July 5, the Court entered an order
establishing, among other things, August 3 as a preliminary
administrative expense claims bar date for asserted administrative
claims that arose between the Petition Date and the date of the
closing of the Sale.
Given that their business has been sold and claims bar dates have
passed, the Debtors said they are now poised to formulate a plan of
liquidation in consultation with their key constituents to bring
these cases to a swift conclusion. However, the Debtors asserted
that in order to determine whether they can formulate and propose a
confirmable plan of liquidation, it is critical for the Debtors and
their advisors to review, analyze and reconcile the proofs of claim
(including administrative and priority claims) that are filed in
these cases.
Accordingly, the Debtors asserted that the modest extension of
their exclusivity periods will allow them sufficient time to
propose and negotiate a consensual plan of liquidation in these
chapter 11 cases.
About Rupari Holding Corp.
Established in 1978, Rupari -- http://www.rupari.com/-- is a
culinary supplier of sauced and unsauced ribs, barbeque pork, and
BBQ chicken. Since 1978, Rupari Foods has been producing and
distributing the finest, restaurant-quality, pre-cooked, sauced,
bone-in proteins, and related barbeque products. The Company
offers a full line of meats under the Rupari brand name, as well as
a variety of products under the retail names of Tony Roma's and
Butcher's Prime. The Company's products are available at large and
mid-sized retailers throughout the United States and Canada.
Rupari Holding Corp. and its affiliate Rupari Food Services, Inc.
filed Chapter 11 petitions (Bankr. D. Del. Case Nos. 17-10793 and
17-10794, respectively) on April 10, 2017. The petitions were
signed by signed by Jack Kelly, CEO.
At the time of filing, the Debtors each estimated $50 million to
$100 million in assets and $100 million to $500 million in
liabilities.
The cases are assigned to Judge Kevin J. Carey.
R. Craig Martin, Esq., Maris J. Kandestin, Esq., Richard A.
Chesley, Esq., and John K. Lyons, Esq., at DLA Piper LLP (US) are
serving as counsel to the Debtors. Kinetic Advisors LLC is the
financial advisor. Donlin, Recano & Co., Inc., is the claims and
noticing agent.
Andrew R. Vara, Acting U.S. Trustee for Region 3, on April 20,
2017, appointed three creditors to serve on the official committee
of unsecured creditors in the Chapter 11 case of Rupari Holding
Corp.
The Committee tapped Lowenstein Sandler LLP as lead bankruptcy
counsel, Whiteford Taylor & Preston LLC, as Delaware counsel, and
CohnReznick LLP and CohnReznick Capital Market Securities, LLC, as
its financial advisor and investment banker.
SAMSON RESOURCES: Del. Court Dismisses C. Williams' Appeal
----------------------------------------------------------
The appeals case captioned CALVIN WILLIAMS, Appellant, v. SAMSON
RESOURCES CORPORATION, et al., Appellees, Civ. No. 16-1124-RGA
(D.Del.) is a pro se appeal from a June 8, 2016, Order entered by
the U.S. Bankruptcy Court for the District of Delaware, which
overruled Appellant's objection to the Debtors' motion to approve
the sale of certain assets as part of their Chapter 11
reorganization.
Judge Richard G. Andrews of the U.S. District Court for the
District of Delaware dismissed the appeal for lack of subject
matter jurisdiction.
The Debtors argue that the appeal must be dismissed for lack of
subject matter jurisdiction because it was filed nearly three
months after the 14-day appeal deadline set by Federal Rule of
Bankruptcy Procedure. The Debtors further argue that even if the
Court had jurisdiction to consider this appeal, the rights to
operate wells underlying the asset sale have already been sold, and
the doctrine of equitable mootness also requires dismissal of the
appeal.
Judge Andrews agrees with the Debtors and rules that the appeal
must be dismissed because it was not timely filed. The order
Appellant is appealing from was entered on June 8, 2016. A party
may toll the 14-day deadline by timely filing a motion to alter or
amend the judgment under Bankruptcy Rule 9023. In such cases, the
time to file an appeal runs "from entry of the order disposing of
the last such remaining motion." Setting aside that Bankruptcy Rule
9023 actually imposes a 14-day deadline to file a motion to alter
or amend, Appellant filed the First Reconsideration Motion on July
11, 2016, and the Bankruptcy Court denied it on Sept. 7, 2016. The
14-day deadline, therefore, began on Sept. 7, 2016, in accordance
with Bankruptcy Rule 8002(b). As Debtors correctly argue, the fact
that the Second Reconsideration Motion was filed within 14 days of
the order denying the First Reconsideration Motion does not
control.
The Appellant did not address the untimeliness of the appeal, nor
did he set forth any basis for excusable neglect. That said,
Appellant's briefing is replete with references to poverty and
inability to afford legal counsel. Although the Appellant could
have asked the Bankruptcy Court to extend the time to appeal upon a
showing of excusable neglect by filing a motion within 21 days
after the time for taking an appeal had expired, Appellant did not
do so. Here, no motion for relief or showing of excusable neglect
was ever made to the Bankruptcy Court, and "[t]he rule does not
allow a party to claim excusable neglect after the [time period]
ha[s] expired." The Court is therefore without jurisdiction to
consider the appeal regardless of whether Appellant might
demonstrate excusable neglect.
While the Court understands the challenges of pursuing relief on a
pro se basis, the jurisdictional defect is non-waivable. Having
failed to file a timely notice of appeal and having failed to make
a showing of excusable neglect for the untimely filing within the
time frame, this Court lacks jurisdiction to hear the appeal, and
the appeal must be dismissed.
The bankruptcy case is In re: SAMSON RESOURCES CORPORATION, et al.,
Chapter 11, Reorganized Debtors. CALVIN WILLIAMS, Appellant, v.
SAMSON RESOURCES CORPORATION, et al., Appellees, Case No.
15-11934-CSS (D.Del.).
A full-text copy of Judge Andrews' Memorandum dated August 30,
2017, is available at https://is.gd/zhXAw0 from Leagle.com.
Samson Resources Corporation, et al., Debtor, represented by John
Henry Knight -- knight@rlf.com -- Richards, Layton & Finger, PA.
Samson Resources Corporation, et al., Debtor, represented by Amanda
Rose Steele -- steele@rlf.com -- Richards, Layton & Finger, PA &
Joseph Charles Barsalona -- barsalona@rlf.com -- II, Richards,
Layton & Finger, PA.
Calvin Williams, Appellant, Pro Se.
Samson Resources Corporation, Appellee, represented by John Henry
Knight, Richards, Layton & Finger, PA, Amanda Rose Steele,
Richards, Layton & Finger, PA & Joseph Charles Barsalona, II,
Richards, Layton & Finger, PA.
About Samson Resources Corporation
Samson Resources Corporation, et al., filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lead Case No. 15-11934) on Sept. 16,
2015. Philip W. Cook, the executive vice president and CFO, signed
the petition. The Debtors estimated assets and liabilities of more
than $1 billion.
Samson is an onshore oil and gas exploration and production company
with interests in various oil and gas leases primarily located in
Colorado, Louisiana, North Dakota, Oklahoma, Texas, and Wyoming.
The Operating Companies operate, or have royalty or working
interests in, approximately 8,700 oil and gas production sites.
Samson was acquired by KKR and Crestview from Charles Schusterman
in December 2011 for approximately $7.2 billion. The investor
group provided approximately $4.1 billion in equity investments as
part of the purchase price.
Kirkland & Ellis LLP represents the Debtors as general counsel.
Klehr Harrison Harvey Branzburg LLP is the Debtors' local counsel.
Alvarez & Marsal LLC acts as the Debtors' financial advisor.
Blackstone Advisory Partners L.P. serves as the Debtors' Investment
banker. Garden City Group, LLC, serves as claims and noticing
agent to the Debtors.
Andrew Vara, acting U.S. trustee for Region 3, appointed three
creditors of Samson Resources Corp. and its affiliated debtors to
serve on the official committee of unsecured creditors. The
Committee has tapped White & Case LLP as counsel and Farnan LLP as
local counsel.
* * *
The Debtors have filed a plan of reorganization. The Creditors'
Committee has filed a competing plan of liquidation.
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware entered on Feb. 13, 2017, an order
confirming Samson Resources Corporation, et al.'s plan of
reorganization.
SANTA ROSA ANIMAL: Unsecureds to Recoup 75% in 4 Bi-Annual Payments
-------------------------------------------------------------------
Santa Rosa Animal Hospital, P.A., filed with the U.S. Bankruptcy
Court for the Northern District of Florida a disclosure statement
in support of its plan of reorganization dated Sept. 1, 2017.
Class 4 under the plan consists of Claims of Unsecured Creditors in
excess of $750. Each Holder of an Allowed Class 4 Claim shall
receive payments totaling 75% of their claim in four equal
bi-annual payments commencing on June 30, 2018, with the last
payment due on Dec. 31, 2019. No Class 4 Unsecured Claim shall be
allowed to the extent that it is for interest or other similar
charges other than as otherwise specifically and expressly provided
for in the plan. Class 4 is Impaired
The Debtor anticipates having approximately $5,000 in cash on hand
as of the date of filing of the Plan. These funds shall be used for
ongoing operations of the Debtor and therefore, this amount may not
be on hand as of the Effective Date. Any Cash on Hand as of the
Effective Date will be used to satisfy any Confirmation Payments,
including any Allowed Administrative Claims, including the
Administrative Tax Claim of the IRS, to the extent any exist.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/flnb16-31051-76.pdf
About Santa Rosa Animal Hospital
Santa Rosa Animal Hospital, P.A., filed a Chapter 11 petition
(Bankr. N.D. Fla. Case No. 16-31051) on Nov. 9, 2016. The petition
was signed by Cheryl L. Beck, DVM, president. The Debtor is
represented by Natasha Z. Revell, Esq., at Zalkin Revell, PLLC.
The Debtor estimated assets of less than $50,000 and liabilities of
less than $500,000 at the time of the filing. No official
committee of unsecured creditors has been appointed in the Chapter
11 case.
SELFRIDGE PARTNERS: Case Summary & 4 Unsecured Creditors
--------------------------------------------------------
Debtor: Selfridge Partners, LLC
4607 Lakeview Canyon Rd #398
Westlake Village, CA 91361
Case No.: 17-11618
Type of Business: Selfridge owns in fee simple interest a
rental property (a single family
dwelling at 28901 Selfridge Drive, Malibu,
CA 90265) valued at $2.50 million.
Chapter 11 Petition Date: September 7, 2017
Court: United States Bankruptcy Court
Central District of California (Santa Barbara)
Judge: Hon. Peter Carroll
Debtor's Counsel: Matthew D Resnik, Esq.
SIMON RESNIK HAYES LLP
510 W 6th St, Ste 1220
Los Angeles, CA 90014
Tel: 213-572-0800
Fax: 213-572-0860
E-mail: matt@srhlawfirm.com
Total Assets: $2.50 million
Total Liabilities: $4.90 million
The petition was signed by Candace C. Pendleton, managing member.
The Debtor's list of four unsecured creditors is available for free
at http://bankrupt.com/misc/cacb17-11618.pdf
SERENITY HOMECARE: Seeks Permission to Use Cash Collateral
----------------------------------------------------------
Serenity Homecare, LLC and its affiliates seek permission from the
U.S. Bankruptcy Court for the Western District of Louisiana to use
cash collateral to pay all post-petition expenses in the ordinary
course of its business and to make other expenditures outside the
ordinary course of business as may be authorized by the Court.
The Debtors require the use of the proceeds of all accounts
receivable and cash on hand and in their bank accounts -- being
cash collateral of the United States through the Internal Revenue
Service, Cottonport Bank, and Mid-Delta Health Group, Inc.
The Debtors have certain taxes claimed to be owed by the United
States Treasury which are secured by a tax lien and also by a levy
on behalf of the United States by the IRS, which covers the
Debtors' checking account and accounts receivable from various
payors for services, including but not limited, to insurance
companies and Medicare/Medicaid.
Cottonport Bank is the lender on a multiple indebtedness mortgage
made unto the Debtor Antigua Investments, LLC with maximum amount
of indebtedness of $50 million, secured by, among other things, a
collateral assignment and pledge of rights by the Debtor in all
present and future rents, income, profits, revenues, cash, security
deposits, advance rental and other payments.
The Debtor Serenity Homecare entered into separate Share Purchase
Agreements with Mid-Delta Health Group, Inc. for the purchase of
the Debtor-entities, Quality Home Health I, LLC, and Quality Home
Health, Inc. In connection therewith, the Debtor has extended to
Mid-Delta security agreements including as security, among other
things, the account receivables now owned or acquired in the future
held by both Quality Home Health I and Quality Home Health.
The Debtors propose to grant a replacement lien to the IRS, to the
extent that it is demonstrated in due course that the IRS was
secured pre-petition. The Debtors further propose to grant
Cottonport Bank and Mid-Delta Health Group a first priority
replacement lien in accordance with the respective security
agreements between the Debtors and these parties.
The Debtors also propose to pay as adequate protection to Mid-Delta
in an amount sufficient to pay the entirety of their secured claim
at the contract rate of interest over five years. The Debtors
intend to pay as adequate protection to Cottonport Bank, an amount
sufficient to cover the interest on their real estate loan on a
monthly basis. The Debtors will also make monthly payments to the
IRS, in an amount sufficient to pay the amount of tax and interest,
but not penalties.
In addition, the Debtors also request a carve-out of $25,000 on an
interim basis and $150,000 on a final basis from the adequate
protection liens for the payment of the following: (i) all fees and
interest requested to be paid to the Office of the U.S. Trustee;
(ii) all reasonable fees and expenses incurred by a patient
ombudsman if required and appointed; and (iii) to the extent
allowed by the Bankruptcy Court at any time, all accrued and unpaid
fees, disbursements, costs and expenses incurred by professionals
or professional firms retained by the Debtors or any committee
appointed under the Bankruptcy Code.
A full-text copy of the Debtor's Motion, dated August 24, 2017, is
available at https://is.gd/QUjGBW
About Serenity Homecare
Serenity Homecare, LLC, is a home health care service provider in
Alexandria, Louisiana.
Serenity Homecare and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Lead Case No.
17-80881) on Aug. 22, 2017. Thomas E. Cupples, II, member and
manager, signed the petitions.
Each of Serenity Homecare, Antigua Investments, Central Louisiana
Home, Cupples Holdings, Hospice Care of Avoyelles, Quality Home
Health I and Quality Home Health estimated under $50,000 in assets.
Serenity Homecare and Cupples Holdings estimated under $1 million
in liabilities. Antigua Investments listed $1 million to $10
million in liabilities. Central Louisiana Home, Hospice Care of
Avoyelles and Quality Home Health I estimated under $500,000 in
liabilities. Quality Home Health estimated under $100,000 in
liabilities.
Judge John W. Kolwe presides over the cases.
The Debtors tapped Gold, Weems, Bruser, Sues & Rundell, in
Alexandria, Louisiana, as counsel.
SEVEN OAKS: Disclosures OK'd; Plan Confirmation Hearing on Oct. 17
------------------------------------------------------------------
The Hon. Julie A. Manning of the U.S. Bankruptcy Court for the
District of Connecticut has approved Seven Oaks Partners, LP's
third amended disclosure statement dated Aug. 16, 2017, referring
to the Debtor's plan of reorganization dated Aug. 11, 2017.
A hearing is scheduled for Oct. 17, 2017, at 11:00 a.m. to consider
the confirmation of the Debtor's Plan. Objections to the Plan must
be filed by Oct. 10, 2017.
Oct. 10 is also fixed as the last day for returning written ballots
of acceptance or rejection of the Plan.
As reported by the Troubled Company Reporter on Aug. 29, 2017, the
Debtor filed with the Court a revised third amended disclosure
statement dated Aug. 16, 2017, referring to its proposed third
amended plan of reorganization. Class 2 Unsecured Claims are
impaired under the Plan. Murray Chodos will subordinate his claim
to the claims of Class 1 creditors. Cynthia Licata's claim, to the
extent it is allowed, is subordinated to the claims of class 1
creditors by virtue of its late filing. The allowed unsecured
claims of Class 2 creditors will be paid from the net proceeds of
the sale of the real property located at 23 Meetinghouse Road,
Greenwich, Connecticut, on a pro rata basis.
About Seven Oaks Partners
Seven Oaks Partners, LP, was formed in February 2000 and operated a
successful real estate business that purchased, developed, managed
and sold real estate. Seven Oaks filed a Chapter 11 bankruptcy
petition (Bankr. D. Conn. Case No. 12- 50168) on Jan. 31, 2012.
Judge Alan S. Trust presides over the case. Douglas S. Skalka,
Esq., at Neubert, Pepe & Monteith, P.C., serves as counsel to the
Debtor.
SHEET METAL AIR: Seeks Authorization Cash Collateral Use
--------------------------------------------------------
Sheet Metal Air Plus Co., LLC, seeks authorization from the U.S.
Bankruptcy Court for the Western District of Texas to use cash
collateral to stay in business and meet its ongoing recurring
expenses.
The Debtor believes that the only known lien of record upon its
cash collateral appears to be a state tax lien filed by the Texas
Comptroller for $6,675.
As adequate protection for the use of cash collateral, the Debtor
proposes:
(a) To make adequate protection payments to the Texas
Comptroller in the amount of $500 each month until further Order of
the Court;
(b) To have the Court award a replacement lien in post-petition
cash collateral to the same extent as existent on August 9, 2017;
(c) To maintain the replacement lien at a level generally no
less than what was on hand on petition date;
(d) To use the cash collateral only in the ordinary course of
business;
(e) To make available on-line its Monthly Operating Reports, on
their due dates;
(f) To file all post-petition tax reports and returns on a
timely basis, and to pay all post-petition taxes on a timely
basis.
A full-text copy of the Debtor's Motion, dated Aug. 24, 2017, is
available at https://is.gd/cGG0Dw
Comptroller of Public Accounts of the State of Texas is represented
by:
John Mark Stern, Esq.
Assistant Attorney General
Bankruptcy & Collections Division
MC 008, P.O. Box 12548
Austin, TX 78711-2548
About Sheet Metal Air Plus
Sheet Metal Air Plus Co., LLC, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 17-31270) on Aug.
10, 2017. The Petition was signed by its sole member, Alberto
Ortiz.
At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities between $100,000 and $500,000.
Judge H. Christopher Mott presides over the case.
The Debtor is represented by E.P. Bud Kirk, Esq., as legal counsel.
SIGNAL BAY: All Five Proposals Approved at Annual Meeting
---------------------------------------------------------
At a special meeting of stockholders of Signal Bay, Inc., held on
Aug. 30, 2017, the stockholders of the Company:
(i) approved an amendment to the Company's Restated and Amended
Articles of Incorporation, at the discretion of the Company's Board
of Directors, to change the name of the Company to "EVIO, Inc.";
(ii) approved an amendment to the Company's Charter to reduce the
number of authorized shares of common stock from 3,000,000,000 to
1,000,000,000, subject to the Board's discretion to abandon such
amendment at any time within 12 months following the Special
Meeting and authorize any other action deemed by the Board to be
necessary in connection therewith, all without further approval or
authorization of our stockholders;
(iii) approved an amendment to the Company's Charter to effect a
reverse stock split of all of the outstanding shares of the
Company's common stock at a ratio between one-for-100 and
one-for-250, to be determined at the sole discretion of the Board,
subject to the Board's discretion to abandon such amendment at any
time within 12 months following the Special Meeting; and authorize
any other action deemed by the Board to be necessary in connection
therewith, all without further approval or authorization of the
Company's stockholders;
(iv) authorized an amendment to the Company's Charter to provide
that any action of stockholders that would otherwise require a
stockholders' meeting may be taken by the written consent of the
required minimum number of stockholders without a meeting pursuant
to Section 7-107-104 of the Colorado Revised Statutes; and
(v) approved the adjournment of the Special Meeting, if
necessary, to continue to solicit votes on the above proposals.
Thereafter, on Aug. 31, 2017, the Company filed a Certificate of
Amendment to its Amended and Restated Certificate of Incorporation
with the Secretary of State of the State of Colorado, to effect the
Name Change, the Authorized Share Reduction and the Written Consent
Authorization and to implement the Reverse Split at a ratio of
1-for-100. The aforementioned amendments was effective as of 12:01
a.m. (Eastern Time) on Sept. 6, 2017, and the Company's common
stock began trading on the OTCQB on a post-split basis on Sept. 6,
2017, under the symbol "SGBYD" for a period of 20 days, the symbol
will change to "EVIO" on Oct. 3, 2017.
As a result of the Reverse Split, every 100 shares of the Company's
issued and outstanding common stock, par value $0.0001, will be
converted into one share of common stock, par value $0.0001,
reducing the number of issued and outstanding shares of the
Company's common stock from approximately 1 billion to
approximately 10.2 million. The Company's transfer agent, Pacific
Stock Transfer, will provide instructions to stockholders of record
regarding the process for exchanging shares. The Reverse Split did
not alter the par value of the Company's common stock or modify any
voting rights or other terms of the common stock.
No fractional shares will be issued in connection with the Reverse
Split. Stockholders who otherwise would be entitled to receive
fractional shares because they hold a number of pre-reverse stock
split shares of the Company's common stock not evenly divisible by
100, in lieu of a fractional share, will be rounded up to the
nearest whole share.
Stockholders who wish to hold paper certificates may obtain such
certificates upon request to Pacific. All book-entry or other
electronic positions representing issued and outstanding shares of
the Company's common stock will be automatically adjusted. Those
stockholders holding common stock in "street name" will receive
instructions from their brokers.
In addition, pursuant to their terms, a proportionate adjustment
will be made to the per share exercise price and number of shares
issuable under all of the Company's outstanding stock options and
the number of shares authorized and reserved for issuance pursuant
to the Company's equity incentive plan will be reduced
proportionately.
The new CUSIP number for the Company's common stock following the
Reverse Split is 30051V106. Following the effective time of the
Reverse Split, the Company will have a total of 10,211,691 shares
of common stock outstanding.
About Signal Bay
Signal Bay, Inc. -- http://www.signalbay.com/-- is a life sciences
company that provides testing and advisory services to the legal
cannabis industry. The Company's EVIO Labs division operates
state-of-the-art testing facilities and offers accredited testing
methodologies performed by a team of professional scientists to
ensure the safety and quality of the nation's cannabis supply.
Signal Bay reported a net loss of $2.55 million for the year ended
Sept. 30, 2016, following a net loss of $1.45 million for the year
ended Sept. 30, 2015. As of June 30, 2017, Signal Bay had $3.97
million in total assets, $3.13 million in total liabilities and
$838,396 in total equity.
MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Sept. 30, 2016, stating that the Company has negative working
capital, recurring losses from operations and likely needs
financing in order to meet its financial obligations. These
conditions raise significant doubt about the Company's ability to
continue as a going concern.
STATION CASINOS: S&P Rates New $550MM Senior Unsecured Notes 'B-'
-----------------------------------------------------------------
S&P Global Ratings assigned Las Vegas-based Station Casinos LLC's
proposed $550 million senior notes due 2025 its 'B-' issue-level
rating, with a recovery rating of '6', indicating its expectation
for negligible (0% to 10%; rounded estimate: 0%) recovery for
noteholders in the event of a payment default. The company plans to
use proceeds from the notes issuance to refinance its existing 7.5%
senior unsecured notes due 2021, to repay balances outstanding
under its revolving credit facility, for general corporate
purposes, and to pay fees and expenses.
Station also plans to ask lenders to amend its senior secured
credit facilities to extend the maturity of the revolver and the
term loan A to 2022 from 2021 and to increase the revolving credit
facility commitment to $781 million from $685 million. S&P expects
balances under the term loan A to remain $262 million pro forma for
the amendment.
The transaction has no material impact on S&P's base-case forecast
for credit measures.
RECOVERY ANALYSIS
Key analytical factors
-- S&P's recovery ratings on the senior secured credit facilities
and senior unsecured notes remain '2' and '6', respectively.
-- S&P's emergence EBITDA of approximately $300 million includes a
standard cyclicality adjustment and a 10% operational adjustment on
top of the default level of EBITDA that incorporates the very high
volatility of the Las Vegas locals market, and our expectation that
the Las Vegas economy would rebound as it did after the last
downturn, driving improved spending at the company's properties in
the region.
-- S&P's simulated default scenario contemplates a payment default
in 2021 due to a substantial decline in cash flow as a result of
prolonged economic weakness, increased competitive pressures in the
Las Vegas locals market, and the November 2020 expiration of the
company's management contract with Graton Resort & Casino, which is
located near San Francisco. We assume a reorganization following
the default, using an emergence EBITDA multiple of 7x to value the
company.
-- S&P assumes that the $781 million revolving credit facility,
pro forma for the expected increased revolver commitment, is 85%
drawn at the time of default.
Simplified waterfall
-- Emergence EBITDA: Approx. $300 million
-- Multiple: 7x
-- Gross recovery value: $2.1 billion
-- Net recovery value for waterfall after administrative expenses
(5%): $2.0 billion
-- Obligor/non-obligor valuation split: 100%/0%
-- Estimated first-lien claims (senior secured credit facilities):
$2.7 billion
-- Value available for first-lien claims: $2.0 billion
--Recovery range: 70% to 90% (rounded estimate: 75%)
-- Remaining recovery value: $0
-- Estimated unsecured claims: $1.2 billion*
-- Value available for unsecured claims: $0
--Recovery range: 0% to 10% (rounded estimate: 0%)
*Includes secured debt not satisfied by the net enterprise value.
All debt amounts include six months of prepetition interest.
RATINGS LIST
Station Casinos LLC
Corporate Credit Rating B+/Stable/--
New Rating
Station Casinos LLC
$550 mil. sr unsecured notes due 2025 B-
Recovery Rating 6 (0%)
T&C GYMNASTICS: Can Continue Using Cash Collateral Until Oct. 18
----------------------------------------------------------------
Judge Timothy A. Barnes of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized T&C Gymnastics, LLC, to
continue using cash collateral until Oct. 18, 2017 at 10:30 a.m.,
at which time a final hearing on the use of cash collateral will
take place.
The Debtor has acknowledged that there exists a valid lien upon its
assets as of the Petition Date, including the cash proceeds thereof
by William and Janice Whitaker holds a security interest in
substantially all the assets of the Debtor by way of lien in the
amount of $71,094, as of the Petition Date.
In addition, the Debtor has acknowledged Financial Agent Services
also holds a security interest in substantially all the assets of
the Debtor by way of a lien duly filed of which the amount of
$17,214 is still due and owing as of the Petition Date.
The Debtor said it needs to access cash collateral to continue its
business operations. However, the Whitakers and Financial Agent
Services are unwilling to permit the use of any of its prepetition
collateral, including its cash collateral without the protection
afforded by the Bankruptcy Code.
Accordingly, the Whitakers and Financial Agent Services will
receive a security interest in and replacement lien upon all the
Debtor's currently existing and after-acquired property, and the
proceeds and products thereof, to the extent actually used and for
the diminution in the value of Whitakers' and Financial Agent
Services' cash collateral. Such replacement lien will be the same
lien as existed as the prepetition valid liens of record.
As additional adequate protection, the Debtor will make interim
monthly payments to the Whitakers in the amount of $250, and to
Financial Agent Services in the amount of $800.
In addition to and as a supplement to the foregoing protections,
the Debtor will maintain insurance covering the full value of all
collateral, and will permit onsite inspection of such collateral,
policies of insurance and financial statements. Moreover, the
Debtor will deposit and maintain all cash and all proceeds of
accounts receivable, inventory, contract rights and general
intangibles in a separate operating account -- Debtor-in-Possession
Account.
A full-text copy of the Interim Order, dated Aug. 24, 2017, is
available at https://is.gd/9PVUNN
About T&C Gymnastics
T&C Gymnastics, LLC, provides gymnastics instruction and lessons to
children of all ages.
T&C Gymnastics sought chapter 11 protection (Bankr. N.D. Ill. Case
No. 16-14993) on May 2, 2016. The petition was singed by
TonyWhitaker, manager. At the time of the filing, the Debtor
estimated its assets at $50,001 to $100,000 and debts at $100,001
to $500,000.
The Debtor is represented by Joshua D. Greene, Esq., at Springer
Brown LLC.
* * *
The Troubled Company Reporter, on June 27, 2016, reported that T&C
Gymnastics filed a plan of reorganization and accompanying
disclosure statement proposing a 100% distribution to 100% of the
allowed claims of general unsecured creditors. A full-text copy of
the Disclosure Statement is available at:
http://bankrupt.com/misc/ilnb16-14993-36.pdf
TALEN ENERGY: S&P Lowers Unsecured Guaranteed Notes Rating to 'B+'
------------------------------------------------------------------
S&P Global Ratings said that it had lowered its rating on Talen
Energy Supply LLC's unsecured guaranteed notes to 'B+' from 'BB-'.
S&P said, "We also revised the recovery rating on the notes to '3'
from '2'. At the same time, we assigned a '3' recovery rating and
'B+' issue-level rating to Talen's new unsecured guaranteed notes
due 2027."
The 'B+' issuer credit rating is unchanged. The outlook is
negative.
The recovery rating revision (and, consequently, the lowering of
the unsecured issue-level rating) stems from diminished asset
valuation on the Susquehanna Nuclear Asset and certain coal assets;
S&P has revised its assumption from $325 per megawatt (MW) in
recovery to about $300/MW on Susquehanna and $275 per kilowatt (kW)
to $250/kW on some baseload coal assets. This, in conjunction with
the potential issuance of an incremental guaranteed notes under the
recently announced debt exchange offer, has the effect of negating
any remaining value for the unsecured notes and proportionally
leaves a lesser amount for guaranteed notes as well.
The 'B+' issuer credit rating reflects a fair business risk profile
and a highly leveraged financial risk profile, with a positive
comparable ratings adjustor.
S&P said, "The negative outlook reflects our opinion that weakening
energy margins for coal and nuclear generators throughout the
issuer's key regions during the past two years could accentuate the
high leverage facing this issuer going forward. We have recently
revised our natural gas pricing assumptions for the next three
years, and the downward adjustment adversely affects coal and
nuclear generators. Debt to EBITDA exceeded 6x for 2016, well
beneath expectations.
Talen is more heavily staked in coal than other large independent
power producers; in addition, the recent capacity market auction
outcome was particularly weak for the company. However, for the
moment, Talen still appears somewhat stronger than 'B' rated peers,
which don't have quite its scale; however, that comparison is
weakening and at some point in the near future, the negative
comparable ratings adjustor could be removed.
S&P said, "The rating outlook on Talen Energy Supply LLC is
negative. Based on the current market conditions, we expect the
enterprise company to maintain adjusted debt to EBITDA to exceed
5.5x during 2017, but increasing weakness in power prices, driven
by lower gas prices and lower market heat rates, has contributed to
greater uncertainty.
"We could lower the ratings if debt to EBITDA stayed above 6x
persistently or if free cash flow metrics continued to decline.
This would likely stem from some combination of softer energy
markets brought on by lower gas prices and less robust capacity
markets in the Pennsylvania-Jersey-Maryland (PJM) Interconnection,
as well weakened efficiency and availability at key plants.
Further, unforeseen debt issuances could contribute to this
effect.
"While not likely over the next two years, we could raise the
ratings or revise the outlook to stable if financial measures
improved, such that debt to EBITDA remained consistently below 5x.
This would likely result from an effort to reduce debt somewhat by
the new ownership (perhaps through divestitures), as well as a more
robust and incentive-laden capacity market. Given its
high-performing portfolio and wide geographic swath, Talen could be
in a good position to take advantage of secular changes like
these."
TOTAL OFFICE: Plan and Disclosures Hearing Set for Sept. 27
-----------------------------------------------------------
Judge Paul M. Glenn of the U.S. Bankruptcy Court for the Middle
District of Florida conditionally approved the small business
disclosure statement with respect to a plan of reorganization filed
by Total Office Solutions, Inc. and Total Office Solutions-GSA,
Inc. on August 16, 2017.
Creditors and other parties in interest shall file with the court
their ballots accepting or rejecting the Plan no later than seven
days before the date of the Confirmation Hearing.
Sept. 27, 2017, is fixed for the hearing on final approval of the
disclosure statement and for the hearing on confirmation of the
plan. The hearing will be held at 11:00 a.m. in 4th Floor Courtroom
A, 300 North Hogan Street, Jacksonville, Florida.
Any objections to Disclosure or Confirmation shall be filed and
served seven days before the hearing.
About Total Office Solutions
Based in Jacksonville, Florida, Total Office Solutions, Inc., is in
the business of creating highly efficient, resourceful and
motivating workplaces for businesses. TOS claims to offers some of
the most advanced office furniture, healthcare furniture,
educational furniture, and government furniture products on the
market.
Total Office Solutions sought Chapter 11 bankruptcy protection
(Bankr. M.D. Fla. Case No. 17-01830) on May 19, 2017, disclosing
$2.33 million in assets and $1.59 million in liabilities. Thomas
C. Adam, Esq., at Adam Law Group, serves as counsel to the Debtor.
TOWERSTREAM CORP: Reduces Headcount by 35% to Cut Costs
-------------------------------------------------------
Towerstream Corporation has posted an investor presentation to its
website discussing investment highlights, new leadership,
marketplace opportunity and product portfolio. The Company
disclosed that it has right-sized its cost structure in order to
match revenue by:
-- exiting unprofitable Hetnets line of business;
-- streamlining organization resulting in 35% of headcount
reduction;
-- leveraging existing inventory;
-- discliplining approach to sales by focusing on higher
revenue customers; and
-- identifying network optimization opportunities - short and
longer term initiatives.
A copy of the investor presentation is available for free at:
https://is.gd/vDZ9Fc
About Towerstream Corporation
Towerstream Corporation (OTCQB:TWER) -- http://www.towerstream.com/
-- is a fixed-wireless fiber alternative company delivering
Internet access to businesses. The Company offers broadband
services in 12 urban markets including New York City, Boston, Los
Angeles, Chicago, Philadelphia, the San Francisco Bay area, Miami,
Seattle, Dallas-Fort Worth, Houston, Las Vegas-Reno, and the
greater Providence area.
Towerstream reported a net loss attributable to common stockholders
of $22.15 million on $26.89 million of revenues for the year ended
Dec. 31, 2016, compared to a net loss attributable to common
stockholders of $40.48 million on $27.90 million of revenues for
the year ended Dec. 31, 2015. As of June 30, 2017, Towerstream had
$28.17 million in total assets, $37.64 million in total liabilities
and a total stockholders' deficit of $9.46 million.
Marcum LLP, in New York, NY, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, citing that the Company has incurred significant losses
and needs to raise additional funds to meet its obligations and
sustain its operations. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
TOYS 'R' US: S&P Lowers CCR to 'CCC+', On CreditWatch Negative
--------------------------------------------------------------
S&P Global Ratings lowered its ratings on Toys "R" Us Inc.,
including the corporate credit rating to 'CCC+' from 'B-', and
placed ratings on CreditWatch with negative implications.
S&P said, "We also assigned our 'CCC+' corporate credit rating to
Toys "R" Us (Canada) Ltd., Toys "R" Us Delaware Inc., and TRU Taj
LLC., and also placed those ratings on CreditWatch with negative
implications.
"The downgrade reflects our view that the company may choose to
address certain 2018 maturities at less than par or engage in a
broader restructuring. The company has roughly $400 million of
secured and unsecured debt maturing in May and October 2018, with
significantly more in 2019, across its capital structure. Moving
into 2018, refinancing risk will remain high for the debt that
matures in 2019. We do not currently expect a broader
restructuring. At a minimum, we think the incentives to a timely
refinancing of the 2018 debt maturities at par is now lower, given
the apparent drop in the price of the unsecured debt due in 2018.
We still view existing liquidity as sufficient for the upcoming
holiday season and note that market prices for most other debt
issues did not appear to decline even after the recent news. Still,
with 2019 maturities looming and a lack of clear prospects for
improving operating performance, we believe Toys' capital structure
may be unsustainable in the long term.
"The CreditWatch placement reflects the increased potential, in our
view, that some of the 2018 maturities could be repaid below par
before they mature in May or October 2018. The company has reported
that it plans to provide an update on its second quarter earnings
call on Sept. 26.
"We could resolve the Credit Watch shortly after the earnings call
if sufficient details on proposed refinancing plans are made
public. We would lower ratings if plans emerge to refinance any of
the 2018 or 2019 debt below par. The company has significant debt
maturities in 2019, so continued gradual improvement, including
prospects for a good performance for the 2017 holiday season remain
important.
"We could affirm ratings if we expect the company to refinance the
2018 maturities successfully and performance seems to support its
ability to also address 2019 maturities in the next 12 months."
TRONOX LTD: S&P Rates New $2.15-Bil. Term Loan Due 2024 'BB-'
-------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level and '1' recovery
ratings to Tronox Ltd.'s proposed $2.15 billion senior secured
term loan due 2024. The term loan will be in two pieces, with $1.5
billion available immediately and $650 million held in a blocked
account that will require repayment if Tronox's acquisition of The
National Titanium Dioxide Co. Ltd. (Cristal) fails to close. The
'1' recovery rating indicates S&P's expectation for very high
(90%-100%; rounded estimate: 95%) recovery in the event of a
payment default. Tronox Finance LLC is the issuer of the term
loan.
S&P said, "We also assigned our 'B-' issue-level and '5' recovery
rating to Tronox's proposed $450 million senior unsecured notes due
2025. The '5' recovery rating indicates our expectation for modest
(10%-30%; rounded estimate: 20%) recovery in the event of a payment
default. Tronox Finance PLC is the issuer of the senior unsecured
notes.
"We also affirmed our 'BB-' issue-level rating on the company's
existing $1.5 billion senior secured term loan due 2020. The '1'
recovery rating is unchanged, indicating our expectation for very
high (90%-100%; rounded estimate: 95%) recovery in the event of a
payment default.
"In addition, we affirmed our 'B-' issue-level rating on the
company's senior unsecured notes. The '5' recovery rating is
unchanged, indicating our expectation for modest (10%-30%; rounded
estimate: 20%) recovery in the event of a payment default.
The company will use the proceeds of the new issuances to refinance
its $1.5 billion term loan due 2020 and $900 million senior
unsecured notes due 2020 and to partially fund the cash portion of
its $1.673 billion acquisition of titanium dioxide producer
Cristal. We will withdraw the ratings on the $1.5 billion term loan
and $900 million unsecured notes once they have been fully repaid.
"Our 'B' corporate credit rating and stable rating outlook on
Tronox are unchanged. For the corporate credit rating rationale,
see our research update on Tronox, published Aug. 24, 2017."
RECOVERY ANALYSIS
KEY ANALYTICAL FACTORS
-- S&P has updated our recovery analysis to account for the
Cristal acquisition and the closed sale of Tronox's Alkali business
in conjunction with the proposed debt refinancing.
-- S&P said, "Our simulated default scenario envisions a deep
global recession that significantly affects product demands in the
company's highly cyclical end markets, intensifies competition, and
results in a supply overhang. The sale of the Alkali business
increases Tronox's exposure to the volatile titanium dioxide
markets. Given the high fixed overhead costs inherent in the
company's asset-intensive business, we expect its EBITDA margins
would deteriorate markedly and the company would not meet its
fixed-charge obligations.
-- S&P said, "Our recovery analysis reflects the highly cyclical
nature of the titanium dioxide (TiO2) industry, while recognizing
the value of Tronox's large scale as a result of the acquisition.
Our valuation assumes that, when the company emerges from
bankruptcy, demand for pigment would increase from the default
period and the company would regain some lost sales. At the same
time, cost-saving initiatives would help to restore its EBIDTA
margin to a historical level.
-- S&P said, "We assume a reorganization following the default,
using an emergence EBITDA of $490 million and a multiple of 5x. Our
emergence EBITDA considers the sale of the Alkali business and the
Cristal acquisition. The emergence EBITDA represents a decline from
our anticipated reference EBITDA that is consistent with peers such
as Kronos Worldwide Inc.
-- S&P said, "To reflect Tronox's meaningful mineral reserves, we
added a discrete value of $435 million to our valuation. This value
takes into account reserves used during production and a haircut we
believe would be appropriate considering pricing that is likely in
a downturn."
SIMULATED DEFAULT ASSUMPTIONS
-- Simulated year of default: 2020
-- EBITDA at emergence: $490 million
-- EBITDA multiple: 5x
-- Discrete asset value: $435 million
-- Gross enterprise value: $2.89 billion
SIMPLIFIED WATERFALL
-- Net enterprise value: $2.75 billion
-- Valuation split (obligors/nonobligors): 98%/2%
-- Priority claims: $375 million
-- Value available to first-lien debt: $2.3 billion
-- Secured first-lien debt claims: $2.16 billion
--Recovery expectations: 90%-100% (rounded estimate: 95%)
-- Recovery for unsecured notes: $215 million
-- Unsecured senior note claims: $1.08 billion
--Recovery expectations: 10%-30% (rounded estimate: 20%)
Note: All numbers have been rounded and debt amounts include six
months of prepetition interest. The collateral value equals asset
pledge from obligors after priority claims plus equity pledge from
nonobligors after nonobligor debt.
RATINGS LIST
Tronox Ltd.
Corporate Credit Rating B/Stable/--
New Ratings
Tronox Finance LLC
Senior Secured
$1.5 bil. term loan due 2024 BB-
Recovery Rating 1(95%)
$650 mil. term loan due 2024 BB-
Recovery Rating 1(95%)
Tronox Finance PLC
Senior Unsecured
$450 million notes due 2025 B-
Recovery Rating 5(20%)
Ratings Affirmed
Tronox Pigments (Netherlands) BV
Senior Secured
$1.5 billion term loan due 2020 BB-
Recovery Rating 1(95%)
Ratings Affirmed;Recovery Expectation Revised
To From
Tronox Finance LLC
Senior Unsecured B- B-
Recovery Rating 5(20%) 5(10%)
UNIVERSAL SOFTWARE: Files First Amended Chapter 11 Liquidating Plan
-------------------------------------------------------------------
Universal Software Corporation filed with the U.S. Bankruptcy Court
for the District of Massachusetts an amended disclosure statement
with respect to its first amended Chapter 11 liquidating plan dated
Sept. 1, 2017.
Class One under the amended liquidating plan consists all allowed
priority claims including Allowed Priority Tax Claims and Allowed
Priority Wage Claims. All holders of a Class One Allowed Priority
Claims shall be paid a pro rata share from a Plan Fund of $75,000,
on or within 30 days following the Effective Date of confirmation.
Total Class One Priority Claims are estimated at $107,518.81.
The Plan Fund in the initial plan was $89,000.
There are no other known Priority Claims other than an alleged
priority claim filed by the Debtor's immigration consultant Anjali
Raiput, which is the subject of an objection to claim proceeding.
In addition, there are 2 alleged administrative expense claims
recently filed by Full Spectrum Services, Inc. in the amount of
$10,208, and Ziontech Solutions, Inc. in the amount of $72,760. The
Debtor intends to object to these claims as they do not assert
valid administrative expense claims.
The total distribution from the Plan Fund represents an estimated
total dividend distribution of 70% on the Class One Allowed Claims.
Previously, the total dividend distribution was 97%. The Debtor
shall obtain the consent of all holders of Priority Claims prior to
confirmation.
A full-text copy of the Amended Disclosure Statement is available
at:
http://bankrupt.com/misc/mab16-40872-341.pdf
About Universal Software Corporation
Universal Software Corporation was formed in 1992 in Massachusetts
as an IT consulting, software development, and IT project
management services firm. Its offices are located at 1 Olde North
Road, Chelmsford, Massachusetts. The Debtor was a provider of IT
staffing services to various companies, itself, or through its 99%
owned affiliate USoft Technologies India Private Limited, an India
corporation. Debtor provided staffing services that placed, in U.S.
companies, individuals in the employ of the Debtor to fill the U.S.
companies' IT staffing requirements. At the time of the Chapter 11
filing, the Debtor had 90 full time employees.
The Debtor filed for Chapter 11 protection (Bankr. D. Mass. Case
No. 16-40872) on May 18, 2016. The petition was signed by Kishore
Deshpande, president. The Debtor is represented by George J.
Nader, Esq., at Riley & Dever, P.C. Judge Christopher J. Panos
presides over the case. The Debtor estimated assets of $1 million
to $10 million and estimated liabilities of $1 million to $10
million.
The Office of the U.S. Trustee appointed the Official Committee of
Unsecured Creditors on July 1, 2016. The Committee hired Posternak
Blankstein & Lund LLP as counsel.
UNIVERSAL SOLAR: Changes Name to "The Arminda Group, Inc."
----------------------------------------------------------
Universal Solar Technology, Inc., filed an amendment to its
Articles of Incorporation, as amended, with the Secretary of State
of the State of Nevada to change its name from Universal Solar
Technology, Inc. to The Arminda Group, Inc. The Board of Directors
approved the amendment on April 11, 2017. The Amendment, which was
effective upon filing.
About Universal Solar
Headquartered in Zhuhai City, Guangdong Province, in the People's
Republic of China, Universal Solar Technology, Inc., was
incorporated in the State of Nevada on July 24, 2007. It operates
through its wholly owned subsidiary, Kuong U Science & Technology
(Group) Ltd., a company incorporated in Macau, the People's
Republic of China on May 10, 2007, and its subsidiary, Nanyang
Universal Solar Technology Co., Ltd., a wholly foreign owned
enterprise registered on Sept. 8, 2008 under the wholly
foreign-owned enterprises laws of the PRC.
The Company primarily manufactures, markets and sells silicon
wafers to manufacturers of solar cells. In addition, the Company
manufactures photovoltaic modules with solar cells purchased from
third parties.
Universal Solar reported a net loss of $1.28 million in 2013
following a net loss of $5.66 million in 2012.
Paritz & Company, P.A., in Hackensack, New Jersey, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2013. The independent auditors noted that
the Company had not generated cash from its operation, had a
stockholders' deficiency of $ 10,663,106 and had incurred net loss
of $11,175,906 since inception. These circumstances, among others,
raise substantial doubt about the Company's ability to continue as
a going concern.
WEEKLEY HOMES: SP Puts B+ CCR on Watch Neg on Hurricane Aftermath
-----------------------------------------------------------------
S&P Global Ratings placed its ratings on Weekley Homes LLC,
including its 'B+' corporate credit rating, on CreditWatch with
negative implications.
Weekley Homes LLC has 47 communities, or about 20% of its
inventory, in the Houston market, which represents a higher
exposure in Houston compared with many of its peers. The company's
debt leverage has been high for the rating for several quarters,
reducing any buffer in the event of a downturn or market disruption
as has just occurred in Houston. The previous negative outlook on
our rating incorporated the expectation of a turnaround in
Weekley's Houston business that would boost profitability and
reduce debt leverage.
S&P Global Ratings will assess Weekley's prospects for reducing
debt leverage below 5x despite the difficulties the company may
face in Houston markets in the aftermath of Hurricane Harvey. S&P
said, "We will take into account the regional impact on sales, cost
pressures, and development constraints in boosting profitability in
Houston, as well as earnings from other geographic segments. We
note that Weekley's second-largest market exposure is in Florida,
which may be contending with Hurricane Irma within two weeks of
Hurricane Harvey.
"The CreditWatch listing indicates that the credit is under review
and that there is an increased risk of a downgrade. We will resolve
our CreditWatch listing once our analysis is complete, at which
time we could lower or affirm the ratings."
WEST TEXAS BULLDOG: Hires Jesse Blanco as Counsel
-------------------------------------------------
West Texas Bulldog Oilfield Services has filed an amended
application seeking approval from the U.S. Bankruptcy Court for the
Western District of Texas to hire Jesse Blanco, Esq. as counsel.
The Debtor requires Blanco to:
a. give advice and counsel to the Debtor in connection
with its legal problems, including use of cash
collateral (if applicable), sale or lease of property
of the estate, obtaining credit, assumption and
rejection of unexpired leases and executory contracts,
requests for security interests, relief from the
automatic stay, special treatment, payment of
pre-petition obligations, etc.;
b. negotiate with creditors holding secured and unsecured
claims for a chapter 11 plan;
c. draft a chapter 11 plan;
d. object to claims as may be appropriate; and,
e. in general, act on behalf of the Debtor in any and all
bankruptcy law matters which may arise in the course
of this case.
The Debtor will compensate Jesse Blanco at $400 per hour.
Blanco will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jesse Blanco, a member of Jesse Blanco, Attorney at Law, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Jesse Blanco can be reached at:
Jesse Blanco, Esq.
Jesse Blanco, Attorney at Law
PO Box 380577
San Antonio, TX 78250
Tel: (713) 320-3732
Fax: (210) 509-6903
E-mail: jesseblanco@sbcglobal.net
About West Texas Bulldog
Oilfield Services
West Texas Bulldog Oilfield Services, Inc., based in Odessa, TX,
filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 17-70126) on
July 17, 2017. The Hon. Tony M. Davis presides over the case.
Jesse Blanco, Jr., Esq., at Jesse Blanco, Attorney at Law, serves
as bankruptcy counsel.
In its petition, the Debtor estimated $100,000 to $500,000 in
assets and $1 million to $10 million in liabilities. The petition
was signed by Nicholas Solis, its member.
WET SEAL: Exclusive Plan Filing Period Extended to Nov. 29
----------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware has extended, at the behest of The Wet
Seal, LLC and its affiliated debtors, the exclusive periods for
filing a Chapter 11 plan and soliciting acceptances for the plan
through and including Nov. 29, 2017, and Jan. 29, 2018,
respectively.
As reported by the Troubled Company Reporter on Aug. 28, 2017, the
Debtors asked for the extension for the second time. As discussed
on the record at the hearing conducted on March 3, 2017, the
Court-approved settlement reached between the Debtors, the Official
Committee of Unsecured Creditors and Crystal Financial, LLC,
established a waterfall that will govern the distribution scheme
for the proceeds of certain avoidance actions that have been -- and
will continue to be -- pursued by the Debtors' estates. The
Debtors assert that the outcome of the Avoidance Actions will
determine whether they have sufficient assets to pursue a Chapter
11 plan and make distributions to various creditors in connection
therewith or otherwise, including with respect to "stub rent"
claims and Section 503(b)(9) Claims.
About The Wet Seal, LLC
The Wet Seal, LLC, and its affiliates are a national multi-channel
specialty retailer selling fashion apparel and accessory items
designed for female customers aged 18 to 24 years old. They are
currently comprised of two primary units: the retail store business
and an e-commerce business. Through their retail store business,
they operate approximately 142 retail locations in 37 states,
principally in lease-based mall locations. They also have
historically sold gift cards, which business has been primarily
operated through The Wet Seal Gift Card, LLC.
The Wet Seal, LLC, also known as The Wet Seal (2015), LLC, sought
Chapter 11 protection (Bankr. D. Del. Case No. 17-10229) on Feb. 2,
2017. The petitions were signed by Judd P. Tirnauer, executive
vice president and chief financial officer.
The cases are assigned to Judge Christopher S. Sontchi.
The Debtors estimated assets in the range of $10 million to $50
million and $50 million to $100 million in debt.
The Debtors tapped Robert S. Brady, Esq., Michael R. Nestor, Esq.,
Jaime Luton Chapman, Esq., Andrew L. Magaziner, Esq., of the Young
Conaway Stargatt & Taylor, LLP, as counsel. They also tapped
Berkeley Research Group, LLC, as financial advisors; Hilco IP
Services, LLC dba Hilco Streambank as intellectual property
disposition consultant; and Donlin, Recano & Company as claims and
noticing agent.
The Official Committee of Unsecured Creditors tapped Cooley LLP and
Saul Ewing LLP as its attorneys.
Y & Z WORLD: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Y & Z World Development, Inc.
as of September 8, according to a court docket.
About Y & Z World Development Inc.
Y & Z World Development Inc. -- http://www.wdny.com/-- is a
wholesale distributor of women's, children's and infants' clothing
and accessories.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 17-74779) on August 4, 2017. Edward
Zhu, secretary, signed the petition.
At the time of the filing, the Debtor disclosed $257,263 in assets
and $5.18 million in liabilities.
Judge Louis A. Scarcella presides over the case.
ZYNEX INC: May Issue 6.1M Shares Under Stock Plan & Option Pacts
----------------------------------------------------------------
Zynex, Inc. filed a Form S-8 registration statement with the
Securities and Exchange Commission to register a total of 6,081,000
shares of the Company's common stock issuable under the Company's
2017 Stock Incentive Plan and Certain Non-Plan Stock Option
Agreements.
The total number of shares of Common Stock, $.001 par value
currently reserved for issuance under the Zynex, Inc. 2017 Stock
Incentive Plan is 5,000,000. In addition to the shares issuable
pursuant to the Plan, the Registration Statement registers an
aggregate of 1,081,000 shares subject to issuance pursuant to
certain non-plan stock option agreements between the Company and
certain of its current and former employees, officers and
directors.
A full-text copy of the Registration Statement is available at:
https://is.gd/70VYyV
About Zynex, Inc.
Zynex, Inc. (OTCQB: ZYXI) specializes in the production and sale of
non-invasive medical devices for pain management, stroke
rehabilitation, neuro-diagnostic equipment, cardiac and blood
volume monitoring. The company maintains its headquarters in Lone
Tree, Colorado.
Zynex Inc reported net income of $69,000 on $13.31 million of net
revenue for the year ended Dec. 31, 2016, following a net loss of
$2.93 million on $11.64 million of net revenue in 2015. As of June
30, 2017, Zynex had $3.52 million in total assets, $5.17 million in
total liabilities and a total stockholders' deficit of $1.65
million.
EKS&H LLLP, in Denver, Colorado, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, noting that the Company is operating under
forbearance arrangements with respect to its credit agreement and
has been unable to secure adequate alternative financing. In
addition, the Company has suffered recurring operating losses, has
a net capital deficiency, and its need for additional capital raise
substantial doubt about its ability to continue as a going concern.
[^] BOND PRICING: For the Week from September 4 to 8, 2017
----------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
AM Castle & Co CASL 7.000 58.000 12/15/2017
AM Castle & Co CASL 12.750 64.875 12/15/2018
AM Castle & Co CASL 12.750 64.875 12/15/2018
Alpha Appalachia
Holdings Inc ANR 3.250 2.048 8/1/2015
American Eagle
Energy Corp AMZG 11.000 0.933 9/1/2019
Amyris Inc AMRS 9.500 60.634 4/15/2019
Armstrong Energy Inc ARMS 11.750 11.875 12/15/2019
Armstrong Energy Inc ARMS 11.750 11.875 12/15/2019
Avaya Inc AVYA 10.500 3.748 3/1/2021
Avaya Inc AVYA 10.500 8.550 3/1/2021
BPZ Resources Inc BPZR 6.500 3.017 3/1/2015
BPZ Resources Inc BPZR 6.500 3.017 3/1/2049
Bon-Ton Department
Stores Inc/The BONT 8.000 39.500 6/15/2021
BreitBurn Energy
Partners LP / BreitBurn
Finance CorpBBEP 7.875 7.000 4/15/2022
BreitBurn Energy
Partners LP / BreitBurn
Finance CorpBBEP 8.625 16.500 10/15/2020
BreitBurn Energy
Partners LP / BreitBurn
Finance CorpBBEP 8.625 16.250 10/15/2020
BreitBurn Energy
Partners LP / BreitBurn
Finance CorpBBEP 8.625 16.250 10/15/2020
Buffalo Thunder
Development Authority BUFLO 11.000 36.375 12/9/2022
Caesars Entertainment
Operating Co Inc CZR 5.750 86.250 10/1/2017
Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018
Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018
Chukchansi Economic
Development Authority CHUKCH 9.750 55.000 5/30/2020
Chukchansi Economic
Development Authority CHUKCH 9.750 52.000 5/30/2020
Cinedigm Corp CIDM 5.500 35.000 4/15/2035
Citigroup Inc C 2.742 99.666 9/14/2017
Claire's Stores Inc CLE 9.000 55.000 3/15/2019
Claire's Stores Inc CLE 8.875 8.750 3/15/2019
Claire's Stores Inc CLE 6.125 50.000 3/15/2020
Claire's Stores Inc CLE 7.750 14.500 6/1/2020
Claire's Stores Inc CLE 9.000 53.250 3/15/2019
Claire's Stores Inc CLE 9.000 56.000 3/15/2019
Claire's Stores Inc CLE 7.750 14.500 6/1/2020
Claire's Stores Inc CLE 6.125 47.500 3/15/2020
Cobalt International
Energy Inc CIE 2.625 27.000 12/1/2019
Cumulus Media
Holdings Inc CMLS 7.750 31.786 5/1/2019
Denbury Resources Inc DNR 7.250 44.000 12/1/2017
EV Energy Partners LP /
EV Energy Finance Corp EVEP 8.000 39.301 4/15/2019
EXCO Resources Inc XCO 7.500 28.496 9/15/2018
EXCO Resources Inc XCO 8.500 18.741 4/15/2022
Egalet Corp EGLT 5.500 52.750 4/1/2020
Emergent Capital Inc EMGC 8.500 48.187 2/15/2019
Energy Conversion
Devices Inc ENER 3.000 7.875 6/15/2013
Energy Future
Holdings Corp TXU 6.500 13.750 11/15/2024
Energy Future
Holdings Corp TXU 11.250 70.125 11/1/2017
Energy Future
Holdings Corp TXU 6.550 20.125 11/15/2034
Energy Future
Holdings Corp TXU 10.875 70.125 11/1/2017
Energy Future
Holdings Corp TXU 9.750 29.250 10/15/2019
Energy Future
Holdings Corp TXU 10.875 69.875 11/1/2017
Energy Future Intermediate
Holding Co LLC /
EFIH Fina TXU 11.250 32.000 12/1/2018
Energy Future Intermediate
Holding Co LLC /
EFIH Fina TXU 11.250 35.000 12/1/2018
Energy Future Intermediate
Holding Co LLC /
EFIH Fina TXU 9.750 31.625 10/15/2019
Federal Farm Credit Banks FFCB 3.500 100.026 9/15/2029
Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011
Freeport-McMoran Oil &
Gas LLC / FCX Oil &
Gas Inc FCX 6.125 101.390 6/15/2019
Freeport-McMoran Oil &
Gas LLC / FCX Oil &
Gas Inc FCX 6.750 103.092 2/1/2022
GenOn Energy Inc GENONE 9.500 69.502 10/15/2018
GenOn Energy Inc GENONE 9.500 70.000 10/15/2018
GenOn Energy Inc GENONE 9.500 70.000 10/15/2018
Gibson Brands Inc GIBSON 8.875 79.000 8/1/2018
Gibson Brands Inc GIBSON 8.875 78.250 8/1/2018
Gibson Brands Inc GIBSON 8.875 78.589 8/1/2018
Global Brokerage Inc GLBR 2.250 45.500 6/15/2018
Guitar Center Inc GTRC 9.625 56.587 4/15/2020
Guitar Center Inc GTRC 9.625 55.229 4/15/2020
Gulfmark Offshore Inc GLFM 6.375 20.250 3/15/2022
Gymboree Corp/The GYMB 9.125 2.750 12/1/2018
Homer City Generation LP HOMCTY 8.137 38.750 10/1/2019
Illinois Power
Generating Co DYN 7.000 34.000 4/15/2018
Illinois Power
Generating Co DYN 6.300 35.375 4/1/2020
IronGate Energy
Services LLC IRONGT 11.000 35.000 7/1/2018
IronGate Energy
Services LLC IRONGT 11.000 35.000 7/1/2018
IronGate Energy
Services LLC IRONGT 11.000 35.000 7/1/2018
IronGate Energy
Services LLC IRONGT 11.000 35.000 7/1/2018
Jack Cooper Holdings Corp JKCOOP 9.250 52.750 6/1/2020
Kellwood Co KWD 7.625 97.216 10/15/2017
Las Vegas Monorail Co LASVMC 5.500 2.500 7/15/2019
Lehman Brothers
Holdings Inc LEH 1.383 3.326 6/15/2009
Lehman Brothers
Holdings Inc LEH 2.070 3.326 6/15/2009
Lehman Brothers
Holdings Inc LEH 1.600 3.326 11/5/2011
Lehman Brothers
Holdings Inc LEH 2.000 3.326 3/3/2009
Lehman Brothers
Holdings Inc LEH 1.500 3.326 3/29/2013
Lehman Brothers
Holdings Inc LEH 4.000 3.326 4/30/2009
Lehman Brothers
Holdings Inc LEH 5.000 3.326 2/7/2009
Lehman Brothers Inc LEH 7.500 1.226 8/1/2026
MF Global Holdings Ltd MF 3.375 27.375 8/1/2018
MModal Inc MODL 10.750 6.125 8/15/2020
Mashantucket Western
Pequot Tribe MASHTU 7.350 19.250 7/1/2026
NYSE Holdings LLC ICE 2.000 100.102 10/5/2017
Nine West Holdings Inc JNY 8.250 20.000 3/15/2019
Nine West Holdings Inc JNY 6.875 14.500 3/15/2019
Nine West Holdings Inc JNY 8.250 18.625 3/15/2019
Nortel Networks
Capital Corp NT 7.875 3.527 6/15/2026
OMX Timber Finance
Investments II LLC OMX 5.540 10.000 1/29/2020
Permian Holdings Inc PRMIAN 10.500 29.125 1/15/2018
Permian Holdings Inc PRMIAN 10.500 29.125 1/15/2018
Prospect Capital Corp PSEC 5.000 99.712 9/15/2018
Prospect Holding Co LLC /
Prospect Holding
Finance Co PRSPCT 10.250 48.250 10/1/2018
Renco Metals Inc RENCO 11.500 22.000 7/1/2003
Rex Energy Corp REXX 8.875 45.626 12/1/2020
Rolta LLC RLTAIN 10.750 19.293 5/16/2018
SAExploration Holdings Inc SAEX 10.000 60.125 7/15/2019
Samson Investment Co SAIVST 9.750 4.796 2/15/2020
SandRidge Energy Inc SD 7.500 2.081 2/15/2023
Southwestern Energy Co SWN 7.350 98.293 10/2/2017
SunEdison Inc SUNE 2.375 1.900 4/15/2022
SunEdison Inc SUNE 0.250 2.238 1/15/2020
SunEdison Inc SUNE 2.625 2.000 6/1/2023
SunEdison Inc SUNE 3.375 1.900 6/1/2025
SunEdison Inc SUNE 2.750 2.032 1/1/2021
SunEdison Inc SUNE 5.000 10.500 7/2/2018
TMST Inc THMR 8.000 19.500 5/15/2013
Talos Production LLC /
Talos Production
Finance Inc TALPRO 9.750 62.125 2/15/2018
Talos Production LLC /
Talos Production
Finance Inc TALPRO 9.750 62.125 2/15/2018
TerraVia Holdings Inc TVIA 5.000 37.250 10/1/2019
TerraVia Holdings Inc TVIA 6.000 37.250 2/1/2018
Toys R Us Inc TOY 7.375 70.995 10/15/2018
UCI International LLC UCII 8.625 6.875 2/15/2019
Vanguard Operating LLC VNR 8.375 21.000 6/1/2019
Walter Energy Inc WLTG 8.500 0.834 4/15/2021
Walter Energy Inc WLTG 9.875 0.834 12/15/2020
Walter Energy Inc WLTG 9.875 0.834 12/15/2020
Walter Energy Inc WLTG 9.875 0.834 12/15/2020
Walter Investment
Management Corp WAC 4.500 20.000 11/1/2019
iHeartCommunications Inc IHRT 10.000 67.000 1/15/2018
iHeartCommunications Inc IHRT 6.875 62.613 6/15/2018
rue21 inc RUE 9.000 0.500 10/15/2021
rue21 inc RUE 9.000 0.854 10/15/2021
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.
Copyright 2017. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.
*** End of Transmission ***