/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/170921.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, September 21, 2017, Vol. 21, No. 263 Headlines 1631 HYDE PARK: May Use Cash Collateral Through Nov. 30 1776 AMERICAN: $110K Sale of Houston Property to Dobal Approved 315 FRANKLIN LLC: Hires Hirschler Fleischer as Bankruptcy Counsel ABACO ENERGY: Moody's Hikes CFR to Caa1; Outlook Positive ABG INTERMEDIATE: Moody's Affirms B2 Corporate Family Rating ACI CONCRETE: Taps Sader Law Firm as Legal Counsel ACOSTA GROUP: Hires E.P. Bud Kirk as Attorney ALEVO USA: Taps Nelson Mullins Riley as Bankruptcy Counsel ALL STAR MEDICAL: Has Interim OK to Use Cash for 13 Weeks ALLIANCE SECURITY: Hires Shechtman Halperin Savage as Attorney ALUMINUM EXTRUSIONS: Hires Nail McKinney as Accountant ASP MWI: Moody's Assigns B3 CFR; Outlook Stable AURA SYSTEMS: Reports $12.3 Million Net Loss in Fiscal 2015 AURA SYSTEMS: Reports $6.60 Million Net Loss in Fiscal 2016 AURA SYSTEMS: Reports $7.73 Million Net Loss for Fiscal 2017 AUTHENTIC GELATO: Case Summary & 20 Largest Unsecured Creditors BANESCO USA: Fitch Hikes IDR to BB- & Revises Outlook to Stable BEAR FIGUEROA: Bid for Access $2.17M of DIP Financing Denied BEAR METAL WELDING: Hires Lehman & Associates as Accountant BELK INC: S&P Lowers CCR to 'B-' on Expected Weak Performance BEMA RESTAURANT: May Use Cash Collateral Until Oct. 31 BOD ENTERPRISES: Wants to Use Bank of Commerce's Cash Collateral BODLEY INVESTMENTS: Wants to Use Bank of Commerce's Cash Collateral BOWMAN DAIRY: Has Final Okay to Use Cash Collateral CAESARS ENTERTAINMENT: S&P Raises CCR to B+, Outlook Positive CAROL ROSE: Case Summary & 16 Largest Unsecured Creditors CARRIERWEB LLC: Taps Frazier & Deeter as Accountant CASHMAN EQUIPMENT: Further Hearing on Cash Use on Sept. 28 CASHMAN EQUIPMENT: Hires LMHS as Special Tax Accountants CASHMAN EQUIPMENT: May Use Cash Collateral Until Sept. 29 CASHMAN EQUIPMENT: Taps Paul Dalle as Special Counsel CECCHI GORI: Taps Edoardo Ginammi as Italian Counsel CENTRAL GROCERS: Committee Hires Reid Collins as Special Counsel CHARIOTS OF PALM: Bid to Use Monies Held by CRO Denied CHIROPLUS OF LOCUS: Taps CGA Law Firm as Bankruptcy Counsel COLORADO PROPERTY: Wants to Use Commercial Credit's Cash Collateral COMPASS CAYMAN: S&P Assigns BB- Corp. Credit Rating, Outlook Stable COMPOUNDING DOCS: Directed CDRx Investments to Fund Plan CORBETT-FRAME INC: Taps Eakle Current as Accountant CRS REPROCESSING: DIP Financing, Cash Use Have Final Approval CRYSTAL GLASS: Sale of Yonkers Property to CGSRE Acquisition Okayed CRYSTAL LAKE GOLF: Has Access to Cash Collateral Until Sept. 22 CRYSTAL LAKE GOLF: Wants to Use Cash Collateral DATA COOLING: Hires McDonald Hopkins as Counsel DATA COOLING: Hires Phoenix Management as Financial Advisor DELL TECHNOLOGIES: Term Loan Repricing No Impact on Fitch BB+ IDR DENNIS DURKIN: Open Market Sale of UPS Stock Interest Approved DENNIS DURKIN: Sale of Atlanta Property to Sando-Alfa for $1M OK'd DIAZ PROPERTY: Taps Langer Grogan as Special Counsel DIT PROPERTIES: Taps Kelly G. Black as Legal Counsel DOWLING COLLEGE: Hires Collection Firm and Special Counsel ENDLESS SALES: Compass Bank Asks Court to Prohibit Cash Use ENDLESS SALES: Seeks to Hire Choice Business as Broker ENVIGO HOLDINGS: S&P Puts 'B-' CCR on CreditWatch Developing EQUINIX INC: Moody's Revises Outlook to Positive & Affirms Ba3 CFR ERIE STREET INVESTOR: Trustee Hires Plante Moran as Accountant FIRST FLIGHT: May Use M&T Bank's Cash Collateral Until Oct. 2 FITNESS UNLIMITED: Taps Keech Law Firm as Legal Counsel FREEDOM HOLDING: Turlov Hikes Stake to 93% as of Sept. 8 FRESH FANATIC: Hires Keen-Summit as Real Estate Broker FRESH FANATIC: Hires Klestadt Winters as Counsel FRESH FANATIC: Hires Yeskoo Hogan as Special Litigation Counsel FURNITURE MARKETING: Hires Danowitz Legal as Counsel GALVESTON BAY: Has Final OK to Secure Up To $2.5M in Financing GENON ENERGY: Power Plant Owners Seek $620-Mil. in Damages GIRARD MANUFACTURING: Hires Fuentes Law as Counsel GOODWILL INDUSTRIES: Taps Kamer Zucker as Special Counsel GREER APPLIANCE: Hires Cooper Law as Counsel GROW CONDOS: Tangiers Global Has 9.99% Stake as of Sept. 14 GYPC INC: Taps Ira H. Thomsen Law as Bankruptcy Counsel HALO HOME: Hires Kennedy Firm as Health Law Counsel HAMKEI GENERATION: Taps JH & Associates as Accountant HANISH LLC: Wants to Use Cash Collateral Through Dec. 31 HARVEST CCP: Taps Coldwell Banker as Real Estate Agent and Broker HIGH PLAINS COMPUTING: Committee Taps Buechler & Garber as Counsel HJR LLC: Hires Steinhilber Swanson as Counsel HOLLY ENERGY: Moody's Lowers $400MM Senior Unsecured Notes to B2 HOOPER HOLMES: WH-HH Has 48.9% Stake as of Sept. 11 HUMANA HEALTH: S&P Lowers CCR to 'BB+', Outlook Negative IGI TRADING: Hires Kim Marks CPA as Accountant IMMEDIATE SYSTEMS: Taps James L. Wiggins as Attorney INCA REFINING: Needs Time to Settle Management Strife, File Plan INTERPACE DIAGNOSTICS: Stockholders Elect Two Directors ITHACALUX SARL: S&P Assigns 'B-' CCR, Outlook Stable J.R. BOWLES: Taps Scott K. Perkins as Accountant JACK COOPER: Suspends Filing of Reports with SEC JEFFERSON REGIONAL: S&P Alters 2011 Rev. Bonds Outlook to Negative JLC DAYCARE: Hires Michael J. Henry as Chapter 11 Counsel LARKIN EXCAVATING: Bidding Procedures Approved LASTING IMPRESSIONS: Ford's Motions for Relief from Stay Denied LEXINGTON HOSPITALITY: Janee Has Authority to File Ch. 11 Petition LIFESTAT AMBULANCE: Hires Steidl and Steinberg as Counsel M2 NGAGE: Changes Name to 'Troika Media Group, Inc.' MAC'S MARKET: Hires Bruce R. Zwang as Accountant MALINOWSKI FAMILY: Seeks to Hire Accountant and Realtor MAMAMANCINI'S HOLDINGS: Buying Joseph Epstein for Debt MAMAMANCINI'S HOLDINGS: Swings to 2ndQ Profit After Sales Hike MANUEL MEDIAVILLA: Hires Rodriguez-Binet Law as Notary Public MARKS INC: Seeks to Hire Robert Lampl as Attorney MATTAMY GROUP: S&P Rates New $450MM & C$200MM Sr. Unsec Notes 'BB' MEZCALS 86: Hires Michael L. Previto as Counsel MIDWEST FARM: Wants to Use Additional $12,112 Cash By Sept. 12 MIDWEST FARM: Wants to Use Cash Collateral Through Jan. 31 MISSIONARY ASSEMBLY: Cash Use Through Sept. 20 Approved MPH2 LLC: Seeks to Hire Bobby F. Jackson as Accountant MWI HOLDINGS: S&P Affirms 'B' Corp. Credit Rating, Outlook Stable NCL CORP: Moody's Hikes Corporate Family Rating to Ba2 NEONODE INC: Will Raise $9.75 Million in Private Placement NEOVASC INC: Incurs $5.34 Million Net Loss in Second Quarter NORTHEAST ENERGY: Aucto.com to Auction Assets on Sept. 27 OASIS PETROLEUM: S&P Affirms 'B+' CCR, Outlook Stable PACIFIC THOMAS: Ch. 11 Trustee Hires Realize CPA as Accountant PELICAN REAL ESTATE: Liquidating Trustee Hires CrestCore as Agent PELLERIN ENERGY: Hires Arsement, Redd & Morella as Accountants PHOENIX OF TENNESSEE: Taps Dunham Hildebrand as Counsel PORTRAIT INNOVATIONS: Hires Rust/Omni as Claims Agent PSC INDUSTRIAL: Moody's Assigns B3 CFR; Outlook Stable PSC INDUSTRIAL: S&P Affirms 'B' CCR Amid Aquilex Acquisition QUAKER FURNITURE: Hires Moon Wright as Bankruptcy Counsel ROCKY PINE: Hires Raymond L. Beebe Co. as Counsel ROOT9B HOLDINGS: Seymour Siegel Quits as Director ROSETTA GENOMICS: Adjourns Extraordinary Meeting to Sept. 25 SANTA ROSA ANIMAL: Plan Confirmation Hearing Moved to Oct. 13 SCI DIRECT: Creditors' Panel Hires McDonald Hopkins as Counsel SCIENTIFIC GAMES: Proposes Reincorporation Into Nevada SEARS CANADA: Won't Be Able to File Q1 Financial Statements SEPCO CORPORATION: FCR Hires Black McCuskey as Ohio Counsel SEPCO CORPORATION: FCR Hires Young Conaway as Counsel SERENITY HOMECARE: Hires Langlinais as Special Purpose Accountant SIERRA CHEMICAL: Hires Harris Law as Attorney SILO CITY: Hires Cordano Packaging Engineers as Equipment Broker SMS SYSTEMS: S&P Lowers CCR to 'B-' on Declining Margins SOLID LANDINGS: Hires CCK Strategies as Accountant SPINLABEL TECHNOLOGIES: Hires Fitzgerald & Isaacson as Counsel SPRUILL'S PROPERTIES: Wants to Use Cash Collateral in US Bank STAFFORD LOGISTICS: Moody's Lowers CFR to Caa3; Outlook Negative SUNBURST FARMS: Hires BigIron Auctions as Online Auctioneer SUNIVA INC: Petitions ITC for Protection From Chinese Competition SURFACE DRILLING: Case Summary & 20 Largest Unsecured Creditors SUSTAINABLE AQUACULTURE: Taps Equity Partners as Consultant SYDELL INC: $263K Sale of All Assets to Advanced Dermal Okayed TIME INC: S&P Lowers CCR to 'B' Amid Repositioning Efforts TMR LLC: Hires Danna McKitrick as Bankruptcy Counsel TOP SHELF CLOSETS: Taps Smith Kane Holman as Counsel TOYS "R" US: To Hire 38,600 More Workers for Holiday Season TOYS "R" US: Wins Court Approval of DIP Loan, First Day Motions TROIKA MEDIA: Appoints New Members to Its Board of Directors ULTRA RESOURCES: Incremental Term Loan No Impact on Fitch BB+ IDR ULTRA RESOURCES: Incremental Term Loan No Impact on Moody's B1 CFR UNITI GROUP: S&P Lowers CCR to 'B', Outlook Negative USAE LLC: Hires Reliable Companies as Claims and Noticing Agent VALVOLINE INC: S&P Raises CCR to 'BB+', Outlook Stable VANSCOY CHIROPRACTIC: May Use Cash Collateral for 90 Days VINCE INTERMEDIATE: S&P Raises CCR to 'CCC+' on Improved Liquidity VITAMIN WORLD: Taps JND Corporate as Claims & Noticing Agent WEST CORP: S&P Lowers CCR to 'B' Amid Leveraged Buyout WESTINGHOUSE ELECTRIC: Seeks OK of Key Employee Retention Program WESTPAC RESTORATION: Hires Lindquist & Vennum as Counsel WINDSTREAM HOLDINGS: S&P Lowers CCR to 'B' on Weak Performance WYNIT DISTRIBUTION: Taps JND as Claims Noticing & Balloting Agent YIELD10 BIOSCIENCE: Ends Second Quarter with $3 Million in Cash ZETTA JET: Shareholders Win Injunction in Singapore ZETTA JET: To Pursue Claims, Scrap Deals Signed by Former Exec. [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 1631 HYDE PARK: May Use Cash Collateral Through Nov. 30 ------------------------------------------------------- The Hon. Melvin S. Hoffman of the U.S. Bankruptcy Court for the District of Massachusetts has authorized 1631 Hyde Park Avenue, LLC, to use cash collateral on an interim basis through Nov. 30, 2017. A hearing on the continued cash collateral use will be held on Nov. 21, 2017, at 10:15 a.m. A copy of the Interim Order is available at: http://bankrupt.com/misc/mab17-13308-32.pdf As reported by the Troubled Company Reporter on Sept. 19, 2017, the Debtor had filed a motion seeking permission to use cash collateral in the ordinary course of business to pay the expenses indicated in the budget. The Debtor prepared a budget for the period of September 2017 to February 2018 which provides total operating expenses of approximately $4,495 per month. About 1631 Hyde Park Avenue 1631 Hyde Park Avenue, LLC, listed its business as a single asset real estate as defined in 11 U.S.C. Section 101(51B). The Company owns a home located at 1631 Hyde Park Ave, in Boston, Massachusetts, valued at $1.29 million. This home is currently recorded as part of Suffolk County with approximately 6200 square feet. 1631 Hyde Park Avenue filed a Chapter 11 petition (Bankr. D. Mass. Case No. 17-13308) on Sept. 2, 2017, disclosing $1.29 million in assets and $587,054 in liabilities. The petition was signed by Siveny Augustin and Marie Augustin, owner and operator. The case is assigned to Judge Melvin S. Hoffman. The Debtor is represented by Daniel Occena, Esq. at Occena Law, P.C. 1776 AMERICAN: $110K Sale of Houston Property to Dobal Approved --------------------------------------------------------------- Judge Karen K. Brown of the U.S. Bankruptcy Court for the Southern District of Texas authorized 1776 American Property IV, LLC, and affiliates to sell Staunton Street Partners, LLC's single family residence located at 11515 Inga Lane, Houston, Texas, to Herman Ignacio Dobal or his assignee for $109,900. With the exception of the 2017 ad valorem tax lien, the sale of the Properties by the Debtor to the Purchasers will be made free and clear of all liens, claims, encumbrances, judgments, deeds of trust, and other interests. Any liens, claims and encumbrances, attach to the net sale proceeds in the same order of priority as exist under non-bankruptcy law. The broker commissions identified in the Contract are approved and will be paid at closing. Integrity Bank will be the paid the $80,000 Release Price at closing. All ad valorem tax liens on the Properties will be paid at closing, and the Seller's portion of all normal and customary closing costs and fees, including but not limited to owners association fees or dues. Erich Mundinger is authorized on behalf of the Debtor to execute all instruments and documents and to perform all other actions necessary to consummate the transaction contemplated under the Order and the Contract. The net proceeds of the sale will be deposited into the Debtor's DIP account at Green Bank, and will be subject to the terms and conditions of the Agreed Final Order Authorizing Use of Cash Collateral and supplemental budget. The 14-day stay requirements of Bankruptcy Rule 6004(h) are waived. About 1776 American Properties IV 1776 American Properties IV LLC and its 12 affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-30422) on Jan. 27, 2017. The petitions were signed by Jeff Fisher, director. 1776 American Properties IV estimated assets of $1 million to $10 million and liabilities of less than $50,000. The cases are assigned to Judge Karen K. Brown. Josh T. Judd, Esq., at Andrews Myers PC, serves as the Debtors' bankruptcy counsel. No trustee or examiner has been appointed in the bankruptcy cases and no official committee of unsecured creditors has been established. 315 FRANKLIN LLC: Hires Hirschler Fleischer as Bankruptcy Counsel ----------------------------------------------------------------- 315 Franklin, LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Columbia to employ Hirschler Fleischer PC, as bankruptcy counsel to the Debtor. 315 Franklin, LLC requires Hirschler Fleischer to: a. advise the Debtor with respect to its powers and duties as a debtor-in-possession in the continued operation of its business; b. attend meetings and negotiate with representatives of creditors and other parties-in-interest; c. take necessary actions to protect and preserve the Debtor's estate, including the prosecution of actions on the Debtor's behalf, the defense of any actions commenced against the Debtor, and objecting to claims filed against the Debtor's estate; d. assist the Debtor in connection with preparing necessary motions, answers, applications, orders, reports, or other legal papers necessary to the administration of the estate, and appear in Court on behalf of the Debtor in proceedings related thereto; e. assist the Debtor in the preparation of a chapter 11 plan and disclosure statement, and in any other matters and proceedings in connection therewith, including attend court hearings; f. represent the Debtor in matters which may arise in connection with its business operations, financial and legal affairs, dealings with creditors and other parties- in-interest, sales, and other transactional matters, litigation matters and in any other matters which may arise during the bankruptcy case; and g. perform all other necessary legal services in connection with the prosecution of the bankruptcy case. Hirschler Fleischer will be paid based upon its normal and usual hourly billing rates. Hirschler Fleischer received a prepetition retainer from the Debtor in the amount of $36,717, a portion of which was applied against the firm's prepetition professional fees and costs, and $1,717 of which was used to pay the Court filing fee. As of the Petition Date, Hirschler Fleischer was holding unearned retainer funds in the amount of $28,776. The retainer was paid by Sanford Capital, LLC, the Debtor's sole member. Hirschler Fleischer will also be reimbursed for reasonable out-of-pocket expenses incurred. Stephen E. Leach, principal of Hirschler Fleischer 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. Hirschler Fleischer can be reached at: Stephen E. Leach, Esq. HIRSCHLER FLEISCHER PC 8270 Greensboro Drive, Suite 700 Tysons, VA 22102 Tel: (703) 584-8900 Fax: (703) 584-8901 E-mail: sleach@hf-law.com About 315 Franklin, LLC 315 Franklin, LLC, based in Bethesda, Maryland, and its affiliates, filed a Chapter 11 petition (Bankr. D. D.C. Lead Case No. 17-00512) on September 13, 2017. The Hon. Martin S. Teel, Jr. presides over the case. Stephen E. Leach, Esq., at Hirschler Fleischer PC, serves as its bankruptcy counsel. In its petition, the Debtors estimated 1 million to 10 million in both assets and liabilities. The petition was signed by Carter A. Nowell, manager. ABACO ENERGY: Moody's Hikes CFR to Caa1; Outlook Positive --------------------------------------------------------- Moody's Investors Service upgraded Abaco Energy Technologies LLC's ("Abaco") Corporate Family Rating (CFR) to Caa1 from Caa3 and the Probability of Default Rating (PDR) to Caa2-PD from Ca-PD. Additionally, Moody's upgraded the company's senior secured revolving credit facility and senior secured term loan to Caa1 from Caa3. The rating outlook is positive. The company's Speculative Grade Liquidity (SGL) Rating was raised to SGL-3 from SGL-4 and will be withdrawn. "The rating upgrade is driven by Moody's expectations for Abaco's key credit metrics to strengthen from distressed levels because of the dramatic improvement in demand for downhole drilling tools to support upstream drilling activity," said Moody's Analyst, Prateek Reddy. "The positive outlook reflects the likely improvement in free cash flow generation and the potential for using some of it to voluntarily reduce debt in 2018," added Reddy. Moody's rating actions for Abaco: Corporate Family Rating, Upgraded to Caa1 from Caa3 Probability of Default Rating, Upgraded to Caa2-PD from Ca-PD $25 Million Senior Secured Revolving Credit Facility due 2019, Upgraded to Caa1 (LGD3) from Caa3 (LGD3) $175 Million ($156 Million Outstanding) Senior Secured Term Loan due 2020, Upgraded to Caa1 (LGD3) from Caa3 (LGD3) Speculative Grade Liquidity Rating, Raised to SGL-3 from SGL-4, to be Withdrawn Outlook, Changed to Positive from Negative RATINGS RATIONALE Abaco's Caa1 CFR reflects its very small size with projected 2017 revenue of under $100 million and its limited product line diversification. The company competes with significantly larger, well-capitalized and highly-diversified oilfield equipment and service providers including Schlumberger Ltd (A1 stable), Baker Hughes, a GE company, LLC (A3 stable) and National Oilwell Varco, Inc. (Baa1 negative). The company's financial performance is inherently exposed to and is highly correlated with the cyclicality and volatility of upstream capital spending. The rating is supported by Abaco's niche downhole tools market position and its market share growth during the downturn. Following a material deterioration during the downturn in 2015 and 2016, the company's credit metrics have bounced back because of rising rig count and drilling activity since mid-2016. An environment with a relatively stable rig count and modest improvement in drilling activity through at least year-end 2018 will contribute to revenue and earnings growth as well as leverage improvement. Moody's-adjusted Debt-to-EBITDA will improve and likely sustain below 4 times through year-end 2018 from over 6 times as of June 30, 2017. While an increase in working capital investment and a weakening of free cash flow generation have occurred with the demand uptick in 2017, the company's revolver availability will support the maintenance of adequate liquidity in 2017 and 2018. With the easing of pricing pressure, the company is likely to return to strong profitability with EBITDA margin expansion. The positive outlook reflects the likely continuation of demand and pricing improvement for power section components, the anticipated strengthening of the company's cash flow generation and the potential for utilizing free cash flow to reduce debt in 2018 and further improve leverage. The senior secured revolving credit facility with commitments likely rising to $25 million (after publishing the 30 September 2017 financial statements) that matures in November 2019 (no borrowings outstanding as of June 30, 2017) and the senior secured term loan due November 2020 ($156 million outstanding as of June 30, 2017) are secured by a pari passu first lien claim on all of Abaco's tangible and intangible assets. Since all the debt instruments in the capital structure have the same priority claim to the assets, the term loan and revolver are rated Caa1 (LGD3), or in line with the Caa1 CFR. Furthermore, because the entire capital structure includes only bank debt and has meaningful covenants, a 65% average family recovery rate and a Caa2-PD PDR were used in determining the LGD estimates under Moody's Loss Given Default Methodology. Ratings could be upgraded if the rig count and drilling activity continue rising leading to Moody's-adjusted Debt-to-EBITDA falling below 3 times on a sustained basis. Maintenance of good liquidity and meaningful free cash flow generation will also be necessary for ratings to be upgraded. Ratings could be downgraded if negative free cash flow is sustained, leading to liquidity (cash plus revolver availability) dropping below $15 million. Moody's-adjusted Debt-to-EBITDA sustained above 5 times or Moody's-adjusted EBITDA-to-interest coverage remaining below 2 times could also lead to the ratings being downgraded. Headquartered in Houston, TX, Abaco Energy Technologies LLC manufactures downhole drilling tools, primarily the components of the power section like rotors, stators and stator relines used in horizontal drilling operations within the oil & gas industry. The principal methodology used in these ratings was Global Oilfield Services Industry Rating Methodology published in May 2017. ABG INTERMEDIATE: Moody's Affirms B2 Corporate Family Rating ------------------------------------------------------------ Moody's Investors Service affirmed ABG Intermediate Holdings 2 LLC's B2 Corporate Family Rating ("CFR") and B2-PD Probability of Default Rating following the company's announced refinancing transaction. Moody's also assigned B1 ratings to the company's proposed $75 million senior secured revolving credit facility and $685 million senior secured 1st lien term loan, as well as a Caa1 rating to Authentic Brands proposed $310 million senior secured 2nd lien term loan. The outlook remains stable. Proceeds from the proposed transaction along with around $6 million of balance sheet cash will be used to refinance the company's existing credit facilities ($757 million outstanding as of June 30, 2017), fund a pending acquisition of approximately $73 million, pay a $150 million dividend to existing common equity holders, and pay related fees and expenses. In conjunction with the transaction, a new private equity investor (General Atlantic, LLC) will purchase 35% of the company from existing shareholders on a pro-rata basis for approximately $390 million. Leonard Green & Partners, L.P. ("LGP") will remain the largest shareholder post transaction. "Although pro-forma credit metrics will modestly exceed Authentic Brands' previously stated downgrade triggers, the affirmation of the B2 CFR recognizes its solid operating performance and the relatively predictable nature of its licensing model which support credit metric improvement over the next 12-24 months," said Moody's Assistant Vice President and lead analyst Dan Altieri. Moody's took the following rating actions: Issuer: ABG Intermediate Holdings 2 LLC Corporate Family Rating, Affirmed at B2 Probability of Default Rating, Affirmed at B2-PD $75 million senior secured 1st lien revolving credit facility due 2022, Assigned at B1 (LGD3) $685 million senior secured 1st lien term loan due 2024, Assigned at B1 (LGD3) $310 million senior secured 2nd lien term loan due 2025, Assigned at Caa1 (LGD5) Outlook, Remains Stable The ratings on the company's existing credit facilities are unchanged and will be withdrawn upon close of the proposed financing. RATINGS RATIONALE Authentic Brands B2 rating reflects the company's high lease adjusted leverage with debt to EBITDA for the LTM period ended June 30, 2017 of 6.7 times, pro-forma for the proposed transaction and recent acquisitions. The rating also reflects integration risks associated with the company's acquisition-based growth strategy, its moderate brand and licensee concentrations, and its financial sponsor ownership which increases the risk that financial policies could result in sustained elevated leverage. The rating is supported by the company's history of solid operating performance and the relatively stable and predictable revenue and cash flow streams from royalty payments received by the company, which include significant guaranteed minimum amounts. In addition the licensor business model is largely asset light, with low fixed overhead costs which drive strong operating margins and free cash flow. The rating is also supported by Authentic Brands' good liquidity profile. The stable outlook reflects Moody's expectation for consistent operating performance over the next 12-24 months driven by mid-single-digit organic revenue growth and modestly improved EBITDA margins. Operating performance benefits from the stability of contractual revenue streams as well as the potential for incremental revenue ("overages") when minimum contractual terms are exceeded. In view of the company's small scale, brand and licensee concentrations, and an expectation that cash flow will likely support acquisition activity or otherwise be returned to ownership, a ratings upgrade is unlikely. However, debt/EBITDA sustained below 5 times with EBITA/Interest expense above 2.75 times could support consideration for an upgrade. Weaker than anticipated operating performance resulting from non-renewal, or renewals at materially lower revenue streams for its licenses, or as a result of challenges integrating acquired brands could result in a downgrade. Leverage sustained above 6.5 times or interest coverage sustained below 2.25 times resulting from under performance or overly aggressive financial policies could also cause the ratings to be downgraded. The principal methodology used in these ratings was Global Apparel Companies published in May 2013. Headquartered in New York, NY, ABG Intermediate Holdings 2 LLC ("Authentic Brands") is a brand management company with a portfolio of 28 brands that include Jones New York, Juicy Couture, Aeropostale, and Hickey-Freeman, as well as control over the use of the name, image and likeness of Marilyn Monroe, Elvis Presley, Muhammad Ali, Shaquille O'Neal. Revenue for the LTM period ending June 30, 2017 was around $240 million. Pro-forma for the proposed equity sale, the company will be majority owned by two private equity firms (around 70% combined) with an affiliate of Leonard Green & Partners, L.P. ("LGP") being the largest shareholder, followed closely by General Atlantic. Lion Capital and management own the remaining equity. Authentic Brands does not publicly disclose financial information. ACI CONCRETE: Taps Sader Law Firm as Legal Counsel -------------------------------------------------- ACI Concrete Placement of Kansas, LLC and its affiliates filed separate applications seeking approval from the U.S. Bankruptcy Court in Kansas to hire The Sader Law Firm as their legal counsel. The firm will provide legal services to ACI Concrete, OKK Equipment LLC, KOK Holdings LLC, ACI Concrete Placement of Lincoln LLC, and ACI Concrete Placement of Oklahoma LLC in connection with their Chapter 11 cases. The firm's standard hourly rates are: Neil Sader $335 Bradley McCormack $310 Paralegal $100 KOK Holdings LLC, a company affiliated with the Debtors, paid the firm a retainer in the amount of $95,000, plus $10,000 for the filing fees and related costs. Messrs. Sader and McCormack disclosed in court filings that the firm and its attorneys are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Neil S. Sader, Esq. Bradley D. McCormack, Esq. 2345 Grand Boulevard, Suite 2150 Kansas City, MO 64108 Phone: 816-561-1818 Direct Dial: 816-595-1802 Fax: 816-561-0818 Email: nsader@saderlawfirm.com Email: bmccormack@saderlawfirm.com About ACI Concrete Placement Founded in 2007, ACI Concrete Placement provides concrete pumping and telebelt material placement. In addition to its traditional concrete placement services, ACI specializes in slip form concrete placement and separate placing booms. It owns a fleet of over 55 machines for slope paving, indoor pumping, and small set up areas, small line and grout pumps and truck mounted conveyors, etc. ACI Concrete is headquartered in Spring Hill, Kansas, with additional locations in Nebraska, Missouri, and Oklahoma. ACI Concrete Placement of Kansas LLC, ACI Concrete Placement of Lincoln LLC, ACI Concrete Placement of Oklahoma LLC, OKK Equipment LLC and KOK Holdings LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Kansas Case Nos. 17-21770 to 17-21774) on September 14, 2017. Matthew Kaminsky, COO, signed the petitions. At the time of the filing, ACI Kansas disclosed $1.06 million in assets and $8.4 million in liabilities. Judge Dale L. Somers presides over the cases. ACOSTA GROUP: Hires E.P. Bud Kirk as Attorney --------------------------------------------- The Acosta Group, LLC seeks authorization from the U.S. Bankruptcy Court for the Western District of Texas to employ the law firm of E.P. Bud Kirk as Chapter 11 counsel. The Debtor requires E.P. Bud Kirk to: a. give the Debtor legal advice with respect to its powers and duties as Debtor-in-Possession and the continued operation of its business and management of its properties; b. prepare on behalf of the Debtor necessary Schedules, Statements, Applications, and Answers, Orders, Reports, and other legal documents required for reorganization; c. assist the Debtor in formulation and negotiation of a Plan with its creditors in these proceedings; d. review the transactions of the Debtor prior to the filing of Chapter 11 proceedings to determine what further litigation, if any, pursuant to the Bankruptcy Code, or otherwise, should be filed on behalf of the estate; e. examine all tax claims filed against the Debtor, contest any excessive amounts claimed therein, and structure a payment of the allowed taxes which conforms to the Bankruptcy Code and Rules; f. perform all other legal services of the Debtor, as Debtor-in-Possession, which may be necessary. E.P. Bud Kirk lawyers and paralegals who will work on the Debtor's case and their hourly rates are: E.P. Bud Kirk, attorney $300 Kathryn A. McMillan, paralegal $90 Maura Casas, paralegal $90 Vanessa Narro, paralegal $90 A $3,283 retainer was paid to E.P. Bud Kirk prior to the filing of these proceedings. Prior to filing, $2,000 was paid to E.P. Bud Kirk by the Debtor, for pre-bankruptcy services actually rendered. E.P. Bud Kirk will also be reimbursed for reasonable out-of-pocket expenses incurred. E.P. Bud Kirk, Esq., 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. E.P. Bud Kirk can be reached at: E.P. Bud Kirk, Esq. 600 Sunland Park Drive Bldg. 4, Suite 400 El Paso, TX 79912 Tel: (915) 584-3773 Fax: (915) 581-3452 About The Acosta Group, LLC The Acosta Group, LLC filed a Chapter 11 bankruptcy petition (Bankr. E.D.Tex. Case No. 17-31416) on September 1, 2017. E.P. Bud Kirk, Esq. serves as bankruptcy counsel. The Debtor's assets and liabilities are both below $1 million. ALEVO USA: Taps Nelson Mullins Riley as Bankruptcy Counsel ---------------------------------------------------------- Alevo USA, Inc. asks the United States Bankruptcy Court for the Middle District Of North Carolina, Winston Salem Division, for an order authorizing and approving the employment of the law firm of Nelson Mullins Riley & Scarborough LLP, as the Debtor's bankruptcy counsel. Services to be provided by Nelson Mullins are: (a) advise the Debtor with respect to its powers and duties as a debtor-in-possession in the continued operation of its business; (b) advise the Debtor with respect to all general bankruptcy matters; (c) prepare on behalf of the Debtor all necessary motions, applications, answers, orders, reports, and papers in connection with the administration of its estate; (d) represent the Debtor at all critical hearings on matters relating to its affairs and interests as a debtor-in-possession before this Court and any appellate courts, and protecting the interests of the Debtor; (e) prosecute and defend litigated matters that may arise during the Case, including such matters as may be necessary for the protection of the Debtor's rights, the preservation of estate assets, or the Debtor's successful reorganization; (f) prepare and file a disclosure statement and negotiating, presenting and implementing a plan of reorganization; (g) assist and advise the Debtor with regard to communications to the general creditor body or other parties-in-interest regarding any matters concerning the Case; (h) negotiate appropriate transactions and preparing any necessary documentation related thereto; (i) represent the Debtor on matters relating to the assumption or rejection of executory contracts and unexpired leases; and (j) perform all other legal services as may be required and in the interest of the Debtor, including but not limited to the commencement and pursuit of such adversary proceedings as may be authorized. Nelson Mullins attorneys and staff who will assist the Debtor in this Case and their rates are: Terri L. Gardner (Partner) $550 per hour Larry L. Ostema (Partner) $450 per hour Leslie Lane Mize (Partner) $365 per hour Joseph M. Lischwe (Of Counsel) $390 per hour Amy J. Hill (Paralegal) $220 per hour Karie M. Rankine (Paralegal) $120 per hour Terri L. Gardner, a partner at Nelson Mullins, attests that his firm is disinterested as defined in Section 101(14) of the Bankruptcy Code, as modified by Bankruptcy Code Section 1107(b). The Firm can be reached through: Terri L. Gardner, Esq. NELSON MULLINS RILEY & SCARBOROUGH LLP 4140 Parklake Avenue GlenLake One, Suite 200 Raleigh, NC 27612 Telephone: (919) 329-3882 Facsimile: (919) 329-3799 Email: terri.gardner@nelsonmullins.com About Alevo USA Inc. Concord-based battery manufacturers Alevo USA, Inc. and Alevo Manufacturing, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case Nos. 17-50876 and 17-50877) on August 18, 2017. Peter Heintzelman, its president, signed the petitions. At the time of the filing, Alevo USA disclosed that it had estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million. Alevo Manufacturing estimated assets and liabilities of $10 million to $50 million. Judge Catharine R. Aron presides over the cases. Nelson Mullins Riley & Scarborough, LLP represents the Debtors as bankruptcy counsel. ALL STAR MEDICAL: Has Interim OK to Use Cash for 13 Weeks --------------------------------------------------------- The Hon. Clifton R. Jessup, Jr., of the U.S. Bankruptcy Court for the Northern District of Alabama has granted All Star Medical, LLC, permission to use cash collateral to satisfy expenses reasonable and necessary to the operation and maintenance of the Debtor's business in accordance with the 13-week cash projection. A final hearing on the Debtor's request is scheduled for Sept. 20, 2017, at 1:30 p.m. The Debtor has established a debtor-in-possession bank account with North Alabama Bank, which account complies with all applicable requirements of the Bankruptcy Administrator's Office for the Northern District of Alabama, designated in the following manner: "All Star Medical LLC., Debtor-in-Possession, Case Number 17-82507-CRJ11." The Debtor will collect, deposit and maintain all cash collateral, whether received prior to, on or after the date of filing its Voluntary Petition in the DIP Account. As adequate protection for the use of the cash collateral, all properly perfected lien creditors are granted a replacement lien nunc pro tunc as of the Petition Date on and in all cash collateral acquired or generated post-petition by the Debtor, including without limitation all proceeds, products, rents or profits therefrom, to the same extent and priority as the interest existed pre-petition. No objection to the request was filed, and no objections were raised at the hearing. A copy of the Order is available at: http://bankrupt.com/misc/alnb17-82507-29.pdf As reported by the Troubled Company Reporter on Sept. 11, 2017, the Debtor has sought court permission to use cash collateral. Prepetition, 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. About All Star Medical 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, disclosing $1.37 million in total assets and $2.12 million in total liabilities. The petition was signed by Philip Garmon, owner. The Hon. Clifton R. Jessup Jr. presides over the case. Kevin D. Heard, Esq., at Heard, Ary & Dauro, LLC, serves as the Debtor's bankruptcy counsel. ALLIANCE SECURITY: Hires Shechtman Halperin Savage as Attorney -------------------------------------------------------------- Alliance Security, Inc., seeks authorization from the U.S. Bankruptcy Court for the District of Rhode Island to employ Thomas E. Carlotto and James G. Atchison, and the firm of Shechtman Halperin Savage as its bankruptcy counsel. The professional services to be rendered by Shechtman Halperin Savage are: a. give the Debtor legal advice with respect to its powers and duties as debtor-in-possession in the continued operation of its business and management of its property; b. prepare necessary applications, answers, orders, reports and other legal papers on behalf of the Debtor as debtor-in-possession; and c. perform all other legal services for the Debtor as debtor-in-possession. Thomas E. Carlotto, Esq. charges $375 per hour for his services; and James G. Atchison, Esq. charges $285 per hour. James G. Atchison attests that neither he nor the firm represents or has any connection to the Debtor or other parties in interest. The Attorneys can be reached through: Thomas E. Carlotto, Esq. James G. Atchison, Esq. Shechtman Halperin Savage, LLP 1080 Main Street Pawtucket, RI 02860 Tel: (401) 272-1400 Email: tcarlotto@shslawfirm.com jatchison@shslawfirm.com About Alliance Security, Inc. Headquartered in Warwick, Rhode Island, Alliance Security, Inc. -- http://www.alliancesecurity.com/-- is a security system supplier. Alliance Security filed for Chapter 11 bankruptcy protection (Bankr. D. R.I. Case No. 17-11190) on July 14, 2017, estimating its assets and liabilities at between $1 million and $10 million each. The petition was signed by Jasjit Gotra, its president and CEO. Judge Diane Finkle presides over the case. William J. Delaney, Esq., at The Delaney Law Firm LLC, serves as the Debtor's bankruptcy counsel. William K. Harrington, U.S. Trustee for the District of Rhode Island, on July 27, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Alliance Security, Inc. The Committee hired Robinson & Cole LLP, as counsel. ALUMINUM EXTRUSIONS: Hires Nail McKinney as Accountant ------------------------------------------------------ Aluminum Extrusions, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Mississippi to employ Nail McKinney Professional Association, as accountant to the Debtor. Aluminum Extrusions requires Nail McKinney to: a. provide tax advice; b. prepare the federal and state tax returns; and c. provide advice with respect to the various matters arising during the course of the Chapter 11 case. Nail McKinney will be paid a fixed fee of $2,500 for the preparation of the Debtor's 2016 federal and state tax returns. The firm will be paid at the hourly rate of $250. Nail McKinney will also be reimbursed for reasonable out-of-pocket expenses incurred. David L. Miller, member of Nail McKinney Professional Association, 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. Nail McKinney can be reached at: David L. Miller NAIL MCKINNEY PROFESSIONAL ASSOCIATION 110 N. Madison Tupelo, MS 38802-0196 Tel: (662) 842-6475 About Aluminum Extrusions, Inc. Established in 1993, Aluminum Extrusions Inc. -- http://aluminumextrusionsinc.com-- offers services that range from extrusion, painting, fabrication, packaging and shipping of aluminum. Its facility is located in Senatobia, MS -- a mere 30 miles south of Memphis, Tennessee. Aluminum Extrusions sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Miss. Case No. 17-12693) on July 21, 2017. John C. King, president, signed the petition. At the time of the filing, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Jason D. Woodard presides over the case. The Debtor hired Michael P. Coury, Esq. at Glankler Brown, PLLC as its legal counsel in connection with its Chapter 11 case. No request for a trustee or examiner has been made to date, and no committee has been appointed in the case. ASP MWI: Moody's Assigns B3 CFR; Outlook Stable ----------------------------------------------- Moody's Investors Service assigned ratings to ASP MWI Merger Sub, Inc. (MWI), including a B3 Corporate Family Rating (CFR) and B3-PD Probability of Default Rating (PDR). Concurrently, Moody's assigned a B2 rating to the company's new first-lien senior secured revolving and term loan facilities and a Caa2 rating to the second lien senior secured term loan. The ratings outlook is stable. Proceeds from the new debt along with $335 million in equity from sponsor American Securities LLC will be used primarily to fund the approximate $820 million acquisition of MWI, including a refinance of all the existing debt of MWI Holdings, Inc., and to pay the related fees and expenses. ASP MWI Merger Sub, Inc. will merge into Helix Acquisition Holdings, Inc., the intermediate holding parent of MWI Holdings, Inc., upon close of the transaction such that Helix Acquisition Holdings, Inc. will be the surviving entity and borrower following the transaction. The existing ratings for MWI Holdings, Inc., including the B3 CFR, are not affected at this time and will be withdrawn upon close of the transaction. Moody's assigned the following ratings to ASP MWI Merger Sub, Inc.: Corporate Family Rating, at B3; Probability of Default Rating, at B3-PD; Senior secured first-lien revolving credit facility, at B2 (LGD3); Senior secured first-lien term loan, at B2 (LGD3); Senior secured second-lien term loan, at Caa2 (LGD5). The ratings outlook is assigned stable. Ratings unaffected and to be withdrawn upon transaction close: Issuer: MWI Holdings, Inc. Corporate Family Rating, B3; Probability of Default Rating, B3-PD; Senior secured first-lien revolver, B2 (LGD3); Senior secured first-lien term loan, B2 (LGD3); Senior secured second-lien term loan, Caa2 (LGD5); Stable outlook. RATINGS RATIONALE The ratings, including the B3 CFR, reflect MWI's modest revenue scale in the highly competitive market for specialized springs and fasters, its product concentration and high financial leverage with debt-to-EBITDA above 7x (inclusive of Moody's standard adjustments), pro forma for the leveraged buyout by American Securities. The company is also exposed to rising commodity costs and cyclical end markets, including the industrial heavy equipment markets such as agriculture where headwinds remain. As well, MWI has grown primarily through acquisitions and is likely to continue doing so to augment limited organic growth, given the fragmented nature of the industry. This presents integration risks. Although Moody's anticipates that free cash flow will likely be used to fund bolt-on acquisitions, it could enable debt prepayment and help to strengthen the company's position at the B3 rating level. The ratings consider MWI's adequate liquidity, diverse end markets and long established customer relationships with distributors and original equipment manufacturers. Retail distribution and manufacturing operations are also regionally well diversified within the U.S. The company's product customization helps to minimize the high risk of product substitution since it does not make any proprietary products. It also supports relatively good EBITA margins in the mid-high teens range. The ratings incorporate Moody's expectation of moderate EBITDA growth and positive free cash flow over the next year, including leverage approaching the mid 6x level through fiscal 2018 from a combination of the earnings growth and debt reduction beyond required amortization. Moody's does not anticipate any meaningful debt financed acquisitions or dividends until leverage is reduced, but event risk is high under private equity ownership. MWI's adequate liquidity is based on expectations of positive free cash flow generation and ample availability under the company's new $70 million revolving credit facility expiring in 2022, given typically low cash balances. Revolver borrowings of $15 million upon close of the transaction are anticipated to be repaid over fiscal 2018. The credit agreement is expected to include an excess cash flow sweep provision set at 50% with leverage step downs. With modest amortization requirements of about $4 million annually, the company would likely use free cash to fund acquisitions or dividends. The stable ratings outlook is based on expectations of moderate growth in key end markets over the next year, including general industrial and certain energy segments, which should drive modest organic revenue growth at least in the low single digit range and EBITDA improvement, aided by cost efficiencies. Moody's also expects the company to maintain at least adequate liquidity, including positive free cash flow, and credit metrics that support the B3 rating level, even if it undertakes bolt-on acquisitions. The B2 rating on the first lien credit facilities, one notch above the CFR, reflects their higher priority of claim in the collateral and the first-loss support provided by the second lien term loan in a default scenario. The Caa2 rating on the second lien term loan, two notches below the CFR, reflects the subordination of the lien on the collateral to the lien held by first lien lenders in the event of a default. The ratings could be downgraded with worsening business conditions and expected declines in organic revenues or margins, or a deterioration in the company's liquidity including lower than anticipated free cash flow generation or a reliance on revolver borrowings. Weakening credit metrics, including if debt-to-EBITDA leverage does not progress towards 6.5x or EBITA/interest sustained below 1.5x would drive downward rating pressure. Meaningful debt financed acquisitions or financial policies that weaken creditor interests would also pressure the ratings. Upward ratings momentum could develop should the company grow while maintaining or improving margins and apply free cash flow toward debt reduction beyond required amortization, such that Moody's expects Debt/EBITDA to approach the low 5.0x range and EBITA/interest above 2.0x on a sustained basis. MWI would also need to maintain good liquidity. The principal methodology used in these ratings was Global Manufacturing Companies published in June 2017. Helix Acquisition Holdings, Inc., through its principal holding operating subsidiary, MWI Holdings, Inc., based in Rosemont, Illinois, is a manufacturer and designer of engineered compression and other springs, fasteners, and precision components across diverse end-markets. Revenues are anticipated to be about $340 million for fiscal year end June 30, 2017, pro forma for the acquisition of Tri-Star Industries, a manufacturer of threaded inserts for plastics and precision machined products. MWI will be majority-owned by funds affiliated with American Securities LLC, a private equity firm. AURA SYSTEMS: Reports $12.3 Million Net Loss in Fiscal 2015 ----------------------------------------------------------- Aura Systems, Inc., recently filed with the Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $12.28 million on $1.15 million of net revenues for the year ended Feb. 28, 2015, compared to a net loss of $12.72 million on $2.31 million of net revenues for the year ended Feb. 28, 2014. As of Feb. 28, 2015, Aura Systems had $255,492 in total assets, $38.82 million in total liabilities and a total stockholders' deficit of $38.56 million. KSP Group Inc., in Los Angeles, California, issued a "going concern" opinion on the consolidated financial statements for the year ended Feb. 28, 2015, noting that the Company has historically incurred substantial losses from operations, and the Company may not have sufficient working capital or outside financing available to meet its planned operating activities over the next twelve months. These conditions raise substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: https://is.gd/7IgnAT About Aura Systems Calif.-based Aura Systems, Inc., a Delaware corporation, was founded in 1987. Prior to experiencing severe financial pressures that started in the second half of 2014, the Company designed, assembled, tested and sold its proprietary and patented Axial Flux induction machine known as the AuraGen for industrial and commercial applications and the VIPER for military applications. The Company's patented system when applied as a generator uses the engine of a vehicle or any other prime mover to create mechanical energy and the AuraGen converts the mechanical energy to electric power. Its patented control system is used to deliver such power to the user. When used as an electric motor, the Company's system delivers mechanical power to drive mechanical devices. During the first half of fiscal 2016, the Company significantly reduced operations due to lack of financial resources. During the second half of fiscal 2016 the Company's operations were completely disrupted when the Company was forced to move from its facilities in Redondo Beach, California to a smaller facility in Stanton, California. Operations during the second half of fiscal 2016 were sporadic. During fiscal 2017, the Company suspended its engineering, manufacturing, sales, and marketing activities to focus on renegotiating numerous financial obligations with several Note holders. AURA SYSTEMS: Reports $6.60 Million Net Loss in Fiscal 2016 ----------------------------------------------------------- Aura Systems, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $6.60 million on $183,032 of net revenues for the year ended Feb. 29, 2016, compared to a net loss of $12.28 million on $1.15 million of net revenues for the year ended Feb. 28, 2015. As of Feb. 29, 2016, Aura Systems had $130,785 in total assets, $45.30 million in total liabilities and a total stockholders' deficit of $45.17 million. The report of the Company's independent accounting firm KSP Group Inc., in Los Angeles, California, on the consolidated financial statements for the year ended Feb. 29, 2016, included an explanatory paragraph expressing substantial doubt regarding the ability of the company to continue as a going concern. The auditors noted that the Company has historically incurred substantial losses from operations, and the Company may not have sufficient working capital or outside financing available to meet its planned operating activities over the next twelve months. A full-text copy of the Form 10-K is available for free at: https://is.gd/EgMtkB A copy of the Form 10-Q for the three months ended May 31, 2015, is available at https://is.gd/0hfNKO A copy of the Form 10-Q for the three months ended Aug. 31, 2015, is available at https://is.gd/2VwIOr A copy of the Form 10-Q for the three months ended Nov. 30, 2015, is available for free at https://is.gd/QFwZCO About Aura Systems Calif.-based Aura Systems, Inc., a Delaware corporation, was founded in 1987. Prior to experiencing severe financial pressures that started in the second half of 2014, the Company designed, assembled, tested and sold its proprietary and patented Axial Flux induction machine known as the AuraGen for industrial and commercial applications and the VIPER for military applications. The Company's patented system when applied as a generator uses the engine of a vehicle or any other prime mover to create mechanical energy and the AuraGen converts the mechanical energy to electric power. Its patented control system is used to deliver such power to the user. When used as an electric motor, the Company's system delivers mechanical power to drive mechanical devices. During the first half of fiscal 2016, the Company significantly reduced operations due to lack of financial resources. During the second half of fiscal 2016 the Company's operations were completely disrupted when the Company was forced to move from its facilities in Redondo Beach, California to a smaller facility in Stanton, California. Operations during the second half of fiscal 2016 were sporadic. During fiscal 2017, the Company suspended its engineering, manufacturing, sales, and marketing activities to focus on renegotiating numerous financial obligations with several Note holders. AURA SYSTEMS: Reports $7.73 Million Net Loss for Fiscal 2017 ------------------------------------------------------------ Aura Systems, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $7.73 million on $0 of net revenues for the year ended Feb. 28, 2017, compared to a net loss of $6.60 million on $183,032 of net revenues for the year ended Feb. 29, 2016. As of Feb. 28, 2017, Aura Systems had $262,263 in total assets, $53.06 million in total liabilities, and a $52.80 million total stockholders' deficit. KSP Group, Inc., in Los Angeles, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Feb. 28, 2017, noting that the Company has historically incurred substantial losses from operations, and the Company may not have sufficient working capital or outside financing available to meet its planned operating activities over the next twelve months. These conditions raise substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: https://is.gd/GluDDf A full-text copy of the Form 10-Q for the quarter ended May 31, 2016, is available for free at: https://is.gd/KH7atl A copy of the Form 10-Q for the quarter ended Aug. 31, 2016, is available at: https://is.gd/YdA5qI A copy of the Form 10-Q for the quarter ended Nov. 30, 2016 is available at: https://is.gd/oaLuhO About Aura Systems Calif.-based Aura Systems, Inc., a Delaware corporation, was founded in 1987. Prior to experiencing severe financial pressures that started in the second half of 2014, the Company designed, assembled, tested and sold its proprietary and patented Axial Flux induction machine known as the AuraGen for industrial and commercial applications and the VIPER for military applications. The Company's patented system when applied as a generator uses the engine of a vehicle or any other prime mover to create mechanical energy and the AuraGen converts the mechanical energy to electric power. Its patented control system is used to deliver such power to the user. When used as an electric motor, the Company's system delivers mechanical power to drive mechanical devices. During the first half of fiscal 2016, the Company significantly reduced operations due to lack of financial resources. During the second half of fiscal 2016 the Company's operations were completely disrupted when the Company was forced to move from its facilities in Redondo Beach, California to a smaller facility in Stanton, California. Operations during the second half of fiscal 2016 were sporadic. During fiscal 2017, the Company suspended its engineering, manufacturing, sales, and marketing activities to focus on renegotiating numerous financial obligations with several Note holders. AUTHENTIC GELATO: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor affilates that filed separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Authentic Gelato, LLC 17-33532 1215 Viceroy Dr. Dallas, TX 75247 Paciugo Holdings, LLC 17-33533 Ad Astra Holdings, LP 17-33534 Paciugo Management, LLC 17-33536 Paciugo Supply Co, LP 17-33537 Paciugo Franchising, LP 17-33538 Paciugo Properties, LP 17-33540 Ginatta RE, LLC 17-33542 Business Description: Authentic Gelato, LLC, together with its affiliates, is in the ice cream and frozen desserts business. NAICS (North American Industry Classification System) 4-Digit Code that Best Describes Debtor: 7223 Chapter 11 Petition Date: September 19, 2017 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Hon. Harlin DeWayne Hale Debtors' Counsel: Keith Miles Aurzada, Esq. BRYAN CAVE LLP 2200 Ross Avenue, Suite 3300 Dallas, TX 75201 Tel: (214) 721-8041 Fax: (214) 721-8100 E-mail: keith.aurzada@bryancave.com - and - Michael P. Cooley, Esq. BRYAN CAVE LLP 2200 Ross Avenue, Suite 3300 Dallas, TX 75201-4675 Tel: 214-721-8054 E-mail: michael.cooley@bryancave.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Ugo Ginatta, director. Authentic Gelato's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/txnb17-33532.pdf Authentic Gelato's petition is available for free at http://bankrupt.com/misc/txnb17-33532_petition.pdf BANESCO USA: Fitch Hikes IDR to BB- & Revises Outlook to Stable --------------------------------------------------------------- Fitch Ratings has upgraded Banesco USA's (BNSC) Long-Term Issuer Default Rating (IDR) to 'BB-' from 'B+' and Viability Rating (VR) to 'bb-' from 'b+'. The Rating Outlook has been revised to Stable from Positive. KEY RATING DRIVERS IDRS AND VIABILITY RATINGS The action reflects BNSC's sustained improvement in business and financial performance, particularly core asset quality and profitability. Further, management continues to execute well on strategic initiatives to diversify the bank's loan and deposit portfolios. BNSC's strong growth in recent years, its concentration in commercial real estate (CRE) loans and South Florida are viewed by Fitch as rating constraints. Fitch believes BNSC's current and expected earnings are satisfactory and in-line with the current rating. During 2016, excluding a provision related to the asset-based loan discussed further below, the company improved its ROA and ROE measures to approximately 65 basis points (bps) and nearly 7%, respectively. Fitch expects full-year 2017 core profitability measures to show continued momentum driven by good efficiency, an asset sensitive balance sheet, and execution on revenue growth initiatives. Over the longer term, Fitch believes large gains in profitability are limited, given the shift to more domestically-sourced deposits, including online CDs, which are higher cost. Fitch views BNSC's credit performance as commensurate with the new rating level and continues to expect improvement over the near term as the bank works down its OREO balances. Fitch calculates BNSC's non-performing assets (NPAs; includes loans 90 days past due and still accruing, accruing TDRs, and OREO) at 1.18% as of second quarter 2017 (2Q17), down from 1.86% as of 2Q16. BNSC's NPA performance is in line with similarly rated institutions. In 4Q16, BNSC experienced a spike in non-accruing loans followed by above average charge-offs in the first half of 2017 (1H17) due to fraud that was uncovered in one asset-based loan. Fitch believes this is an isolated event and asset quality measures excluding this loan show continued improvement year-over-year. Fitch's rating action also incorporates the view that the bank has made significant improvements in risk management, controls, and oversight across its major risk exposures. In April 2016, the bank's Consent Order related to deficiencies in its compliance with BSA and AML laws and regulations was lifted by the FDIC and the Florida Office of Financial Regulation. Fitch recognizes that BNSC's CRE concentration in local markets such as South Florida tends to be above community bank averages. In addition, the CRE concentration could drive modest volatility in NPA measures, but at this stage Fitch believes credit losses should be manageable in the context of the current rating level. BNSC's capitalization is appropriate for its risk profile; however, the lack of access to external capital is considered a rating constraint. As of June 30, 2017, the bank's Fitch core capital/risk-weighted assets ratio was 11.7% and its tangible common equity/tangible assets ratio was 8.92%. Although Fitch considers the capital base sufficient to support risks within the business mix, a return to high loan growth coupled with limited profitability may adversely impact capital ratios. The company's liquidity profile is driven by its large core deposit base that relies on a high volume of international deposits, which make up about 50% of total deposits. The majority of international funding is sourced from Venezuelan depositors who have turned to U.S. banks as a safe haven. These deposits typically have a very low attrition rate, limited rate sensitivity, and provide a stable source of low-cost funding. However, going forward, deposit inflows are expected to be limited and the company may experience some outflows driven by rising inflation in Venezuela. In an effort to reduce reliance on Venezuelan funding, management has been working to grow domestic deposits including strategic initiatives to leverage its affiliation with Banesco companies abroad. BNSC has also demonstrated growth within its new national online deposit platform, providing an additional source of funding. Fitch views the diversification of funding sources positively. Fitch notes that there may be risks to BNSC's Venezuelan depositors seeking other U.S.-based banking institutions in which to deposit their monies in the event there are concerns regarding BNSC or the Banesco Group. However, to date, BNSC has actually benefited from its association with the Banesco brand, despite volatility in Venezuela, as demonstrated by its relatively stable deposit base overall. Fitch notes that depositor behavior has thus far been manageable. In Fitch's view, BNSC's ratings are not immediately affected by deteriorating economic conditions in Venezuela and their impact on Banesco Banco Universal (BBU; VR 'cc') in Venezuela. Although BNSC is affiliated with the Banesco Group and shares common ownership, BNSC does not have a holding company structure in the U.S. therefore there is no direct rating linkage to BBU in Venezuela. Fitch recognizes that BNSC benefits from the "Banesco" brand, its strong recognition in Latin America, and BBU's market-leading position in Venezuela. However, in Fitch's opinion, contagion risk from BBU, which shares the same brand, is limited at this time. SUPPORT RATING AND SUPPORT RATING FLOOR BNSC has a Support Rating (SR) of '5' and Support Rating Floor (SRF) of 'NF'. In Fitch's view, BNSC is not systemically important and, therefore, the probability of support is unlikely. The IDRs and VRs do not incorporate any support. Historically, BNSC's principal shareholders have demonstrated a willingness to provide capital; however, Fitch's rating analysis does not assume capital support from the shareholders. LONG- AND SHORT-TERM DEPOSIT RATINGS BNSC's uninsured deposit ratings are rated one-notch higher than the company's IDR because U.S. uninsured deposits benefit from depositor preference. U.S. depositor preference gives deposit liabilities superior recovery prospects in the event of default. RATING SENSITIVITIES IDRS AND VRS Fitch views BNSC's ratings as well-situated at 'BB-' and believes rating upside is limited given its asset, revenue and geographic concentrations. Over the longer term, however, as the franchise continues to mature, increased loan, deposit, geographic, and/or business line diversity could have positive implications provided the company demonstrates continued enhanced risk management practices and a good credit loss track record while maintaining earnings and capital levels that support positive ratings momentum. The ratings incorporate a moderate level of organic growth. Should BNSC exhibit aggressive organic loan growth relative to peers, negative ratings pressure could build. This risk is further accentuated by Banesco's already significant growth in commercial loans through a relatively benign credit environment. Fitch believes that asset quality improvement will moderate going forward and could even reverse nominally as credit metrics are expected to normalize industry-wide. However, if BNSC's credit trends reverse materially beyond peer levels, particularly if large loans become impaired, negative rating action could be taken. Given BNSC's ties to the Banesco Group and considerable Venezuelan deposit base, if material adverse changes in deposit behavior occur, particularly as a result of a Venezuelan sovereign default, negative rating action could ensue. SUPPORT RATING AND SUPPORT RATING FLOOR BNSC's SR and SRF are sensitive to Fitch's assumption around capacity to procure extraordinary support in case of need. Since BNSC's SR and SR Floor are '5' and 'NF', respectively, there is limited likelihood that these ratings will change over the foreseeable future. LONG- AND SHORT-TERM DEPOSIT RATINGS The ratings of long- and short-term deposits issued by BNSC are primarily sensitive to any change in BNSC's Long- and Short-Term IDRs. PROFILE Banesco USA was established in 2006 by the principal shareholders of the Banesco Group and provides traditional banking services, primarily real estate financing, to retail clients as well as to small-to-medium-sized companies. Services are offered via branches in Miami-Dade County, Broward County, and San Juan, Puerto Rico. Banesco USA is based in Coral Gables, FL. Fitch has taken the following actions: Banesco USA (BNSC) -- Long-Term IDR upgraded to 'BB-' from 'B+'; Outlook revised to Stable from Positive; -- Short-Term IDR affirmed at 'B'; -- Long-term deposits upgraded to 'BB' from 'BB-'; -- Short-term deposits affirmed at 'B'; -- Viability Rating upgraded to 'bb-' from 'b+'; -- Support affirmed at '5'; -- Support Floor affirmed at 'NF'. BEAR FIGUEROA: Bid for Access $2.17M of DIP Financing Denied ------------------------------------------------------------ The Hon. Vincent P. Zurzolo of the U.S. Bankruptcy Court for the Central District of California has denied Bear Figueroa LLC request for authorization to enter into negotiations to refinance the loans secured by existing liens on its property located at 10520 South Figueroa Boulevard, Los Angeles, California 90003. As reported by the Troubled Company Reporter on Aug. 9, 2017, the Debtor sought approval of a refinancing loan -- the total loan amount of approximately from $2,015,000 to $2,170,000 -- secured by the Property. About Bear Figueroa Headquartered in Culver City, California, Bear Figueroa LLC owns a property located at 10520 South Figueroa Boulevard, Los Angeles, California 90003, valued at $2.9 million. For 2016, it recorded gross revenue of $265,000 compared to gross revenue of $250,000 during the prior year. Bear Figueroa filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 17-14249) on April 6, 2017, listing $2.9 million in total assets and $1.93 million in total liabilities. The petition was signed by Denise Johnson, managing member. Judge Vincent P. Zurzolo presides over the case. Lionel E Giron, Esq., at the Law Offices of Lionel E. Giron, serves as the Debtor's bankruptcy counsel. No creditors' committee has been appointed by the United States Trustee. BEAR METAL WELDING: Hires Lehman & Associates as Accountant ----------------------------------------------------------- Bear Metal Welding & Fabrication, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Illinois to employ Lehman & Associates CPA, Ltd., as accountant to the Debtor. Bear Metal Welding requires Lehman & Associates to: a. review and monitor Debtor's books of account, reconcile bank accounts, and monitor Debtor's use of its Quickbooks software; b. prepare payroll and income tax filings; c. prepare the Small Business Monthly Operating Reports required for purposes of the bankruptcy case; and d. assist the Debtor in preparation of budgets and projections for purposes of its requested use of cash collateral, its disclosure statement and its plan of reorganization. Lehman & Associates will be paid at the hourly rate $150-$350. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Larry Lehman, president of Lehman & Associates CPA, Ltd., 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. Lehman & Associates can be reached at: Larry Lehman LEHMAN & ASSOCIATES CPA, LTD. 805 State St. Lemont, IL 60439 Tel: (630) 243-8100 About Bear Metal Welding & Fabrication, Inc. Headquartered in Lombard, Illinois, Bear Metal Welding & Fabrication, Inc., has been in business since 1997. Bear Metal is in the business of providing fabrication and repair of metals to commercial and consumer markets. Bear Metal's principal asset is the improved real estate from which it operates at 948 North Ridge Avenue, Lombard, Illinois, with the property valued at $450,000. Dean Mormino has been Bear Metal's principal officer at all times since the Company began business operations. Mr. Mormino has been the sole shareholder, director and the president since 2012 when his marriage to Melisa Mormino was dissolved. Prior to the dissolution of their marriage, Melisa Mormino was a shareholder of Bear Metal. Bear Metal filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ill. Case No. 17-24246) on Aug. 14, 2017, estimating up to $50,000 in assets and between $500,001 and $1 million in liabilities. Abraham Brustein, Esq., at Dimonte & Lizak, LLC, serves as the Debtor's bankruptcy counsel. BELK INC: S&P Lowers CCR to 'B-' on Expected Weak Performance ------------------------------------------------------------- U.S.-based regional department store operator Belk Inc. reported negative comparable-store sales for the second quarter and first half of the current fiscal year, a trend S&P believes will persist and lead to sales deleveraging and declining EBITDA margins over the next 12 to 18 months. S&P Global Ratings thus lowered its corporate credit rating on the Charlotte, N.C.-based regional department store operator Belk Inc. to 'B-' from 'B'. The outlook is stable. S&P said, "At the same time, we lowered the issue-level rating on the company's secured first-lien term loan to 'B-' from 'B'. Our '3' recovery rating remains unchanged and reflects our expectation for meaningful recovery (50% to 70%; rounded estimate: 50%) in the event of default or bankruptcy. "The downgrade reflects our expectation for a continued contraction in customer traffic and comparable-store sales, resulting in sales deleveraging and lower EBITDA margins in the back half of the current fiscal year and in the fiscal year ending January 2019. We believe the department store industry remains challenged in this highly competitive environment for retail apparel companies, an industry characterized by uneven customer traffic trends, high levels of promotional activity, and declining operating margins. Along with many department stores, we believe Belk has come under increasing pressure from online apparel retail competition, fast-fashion, and off-price retailers. These retailers have consistently taken market share in recent years as they offer customers speed and convenience, fresh on-trend merchandise, and compelling value that traditional department stores have not been able to or have been slow to match. We believe the operating environment for department stores will remain difficult as these competitive threats become increasingly prevalent. "The stable outlook reflects our belief that despite expected performance deterioration, the company has adequate liquidity headroom in our base-case forecast and no meaningful near-term debt maturities. We expect the trend of negative comparable-store sales will persist and result in sales deleverage and declining EBITDA margins, leading to weakened credit metrics, including adjusted leverage of about 6x over the next 12 months to 18 months. "We could lower our ratings if we believe the company's capital structure is unsustainable and liquidity is less than adequate. Under such a scenario, we would expect a continued decline in comparable sales and an extended decline in operating margins to lead both negative free operating cash flow and an increased reliance on the ABL facility to fund operating losses. We could also lower the rating if we think the chance of a distressed exchange becomes more likely. "Although unlikely in the next 12 months given our retail apparel outlook, we could raise the ratings if the company generates consistently positive comparable store sales and EBITDA margins improved more 150 basis points versus our projections, leading to adjusted leverage in the low-5x area. We would also need to believe the company's financial policy supports this level of leverage." BEMA RESTAURANT: May Use Cash Collateral Until Oct. 31 ------------------------------------------------------ The Hon. Joan N. Feeney of the U.S. Bankruptcy Court for the District of Massachusetts has granted Bema Restaurant Corporation and Sunset Partners, Inc., permission to use cash collateral through the continued hearing which will be held on Oct. 31, 2017, at 10:30 a.m., on the condition that the Debtor file with the Court and provide interested parties a reconciliation of budget to actual income and expenses every two weeks commencing on Sept. 22, 2017. Objections to the continued use of cash collateral must be filed by Oct. 27, 2017, at 4:30 p.m. A copy of the Order is available at: http://bankrupt.com/misc/mab17-12434-38.pdf About Bema Restaurant Bema is a Massachusetts corporation that owns and operates a Boston area restaurant called Patrons, which is located at 138 Brighton Avenue, Allston, MA. It is an affiliate of Sunset Partners, Inc., a Massachusetts corporation that owns and operates two additional Boston area restaurants: the Sunset Grill & Tap located at 130 Brighton Avenue, Allston, MA; and, the Sunset Cantina located at 916 Commonwealth Avenue, Brookline, MA. On June 7, 2017, Sunset Partners filed a separate Chapter 11 case, (Bankr. D. Mass. Case No. 17-12178). Bema Restaurant Corporation, d/b/a Patron's, filed a Chapter 11 petition (Bankr. D. Mass. Case No. 17-12434) on June 29, 2017. The petition was signed by Marc Berkowitz, president. At the time of filing, the Debtor had $1.12 million in assets and $4.45 million in liabilities. The case is assigned to Judge Joan N. Feeney. The Debtor is represented by David B. Madoff, Esq., and Steffani Pelton Nicholson, Esq., at Madoff & Khoury LLP. No trustee, examiner, or official committee has been appointed in the Chapter 11 case. BOD ENTERPRISES: Wants to Use Bank of Commerce's Cash Collateral ---------------------------------------------------------------- BOD Enterprises, LLC, seeks permission from the U.S. Bankruptcy Court for the Northern District of Oklahoma to use cash collateral on an expedited interim basis and on a permanent basis. The Debtor believes that Bank of Commerce holds a mortgage recorded in the offices of the Osage County Clerk on the property -- two car washes and a boat storage facility -- owned by BOD Investments. The amount of the mortgage is $1,543,519.15 and the value of the property is $1,775,000. Rents collected and income earned by the Debtor may constitute cash collateral of Commerce Bank. BOD Investments seeks use of cash collateral and proposes adequate protection in the form of a replacement lien pursuant to 11 U.S.C. Section 361(2). Bodley Investments requires funds to pay post-petition wages, insurance, utilities, and maintenance expenses in or to continue present operations and to maintain and preserve the bankruptcy estate. Without authorization to use cash collateral, the Debtor's continued business operations would cease and the value of the Property would decrease causing immediate and irreparable harm to the Debtor, the Debtor's creditors and the bankruptcy estate. The Debtor's proposed budget shows revenues and expenses for Sept. 6, 2017, through Oct. 5, 2017. The Debtor anticipates that there will be positive cash flow of $10,968. Included within the budget is an estimate of the projected fees owed to the U.S. Trustee. The income received equaling the amount of any fee owed to the U.S. Trustee is not subject to the replacement lien granted to Commerce Bank. Commerce Bank is entitled to certain protections for the Debtor's use of cash collateral. The Debtor has agreed to provide Commerce Bank with a replacement lien in and to future rents and car wash income of the Debtor pursuant to 11 U.S.C. Section 361(2) to the extent the Debtor uses cash collateral. The Debtor will also maintain insurance coverage on the property pledged to Commerce Bank, and provide it monthly reports of the Debtor's receipts and expenses. A copy of the Debtor's request is available at: http://bankrupt.com/misc/oknb17-11777-4.pdf About BOD Enterprises BOD Enterprises, LLC, is a small business debtor as defined in 11 U.S.C. Section 101(51D) categorized under the automotive repair and maintenance industry. It is an affiliate of Bodley Investments, LLC, which sought bankruptcy protection on Aug. 28, 2017 (Bankr. N.D. Okla. Case No. 17-11722). BOD Enterprises, LLC, based in Skiatook, Oklahoma, filed a Chapter 11 petition (Bankr. N.D. Okla. Case No. 17-11777) on Sept. 6, 2017, disclosing $1.91 million in assets and $2.48 million in liabilities. The petition was signed by Scott Bodley, member/manager. The Hon. Terrence L. Michael presides over the case. Karen Carden Walsh, Esq., at Riggs Abney Neal Turpen Orbison & Lewis, serves as bankruptcy counsel. BODLEY INVESTMENTS: Wants to Use Bank of Commerce's Cash Collateral ------------------------------------------------------------------- Bodley Investments, LLC, seeks permission from the U.S. Bankruptcy Court for the North District of Oklahoma to use cash collateral on an interim and on a permanent basis. The Debtor believes that Bank of Commerce holds a mortgage recorded in the offices of the Tulsa County Clerk on the property -- a commercial office building located at 225 E. Rogers Boulevard, Skiatook, Oklahoma 74070 -- owned by Bodley Investments. The amount of the mortgage is $765,933 and the value of the Property is $850,000. Rents collected by Bodley Investments may constitute cash collateral of Commerce Bank. BOD Investments seeks use of cash collateral and proposes adequate protection in the form of a replacement lien pursuant to 11 U.S.C. Section 361(2). Bodley Investments requires funds to pay postpetition insurance, utilities, and maintenance expenses in or to continue present operations and to maintain and preserve the bankruptcy estate. Without authorization to use cash collateral, Bodley Investments' continued business operations would cease, tenants would vacate the Property, and the value of the Property would decrease -- causing immediate and irreparable harm to the Debtor, the Debtor's creditors and the bankruptcy estate. The Debtor's proposed budget shows revenues and expenses for September 2017. The Debtor anticipates that there will be positive cash flow of $4,541. Commerce Bank is entitled to certain protections for the Debtor's use of cash collateral. The Debtor has agreed to provide Commerce Bank with a replacement lien in and to future rents of the Debtor to the extent the Debtor uses cash collateral. The Debtor will also maintain insurance coverage on the property pledged to Commerce Bank, and provide it monthly reports of the Debtor's receipts and expenses. A copy of the Debtor's Motion is available at: http://bankrupt.com/misc/oknb17-11722-15.pdf About Bodley Group Bodley Group, LLC, is a venture capital firm specializing direct and fund of funds investments. Based in Skiatook, Oklahoma, Boodley filed a Chapter 11 Petition (Bankr. N.D. Okla. Case No. 17-11722) on Aug. 28, 2017. The petition was signed by Scott Bodley, its member/manager. At the time of filing, the Debtor estimated $1 million to $10 million both in assets and liabilities. The Hon. Dana L. Rasure presides over the case. The Debtor is represented by Karen Carden Walsh at Riggs, Abney, Neal, Turpen, Orbison & Lewis are counsel. BOWMAN DAIRY: Has Final Okay to Use Cash Collateral --------------------------------------------------- The Hon. James M. Carr of the U.S. Bankruptcy Court for the Southern District of Indiana has granted Bowman Dairy Farms LLC final authority to use cash collateral. Beacon Credit Union is granted replacement liens in the Debtor's postpetition assets of the same type and character in which Beacon Credit Union held a lien prepetition to the extent of any diminution in the value of the cash collateral in existence at the filing of the petition held by Beacon Credit Union and caused by the Debtor's postpetition use of collateral. As additional adequate protection, Beacon Credit Union will retain $20,968 of the otherwise unauthorized postpetition payment of $41,396 it received on Aug. 28, 2017, and will return the remainder of the Postpetition Payment to the Debtor within three days of the entry of the court order. The Retained Payment will be applied to the Debtor's loans with Beacon Credit Union. As further adequate protection, the primary beneficiary of the life insurance policies in the name of Trent Bowman, Benjamin Bowman, and Gayle Bowman whose premium payments are to be paid by the Debtor will be changed to Beacon Credit Union until the debts owed to Beacon Credit Union by the Debtor are paid or resolved, but subject to the following that at the death of Gayle Bowman and the payment of the proceeds to Beacon Credit Union of the life insurance policies on Gayle Bowman, Beacon Credit Union, will release its liens on the property of Gayle Bowman if the proceeds exceed the value of the property or will reduce its maximum lien on the Gayle Bowman property to the property value exceeding the proceeds whether such property is held in trust or otherwise and whether or not the debts owed to Beacon Credit Union are paid or resolved. The St. Henry Bank is granted replacement liens in the Debtor's postpetition assets to the extent of any diminution in the actual value of The St. Henry Bank's interest in accounts receivable in existence at the filing of the petition and caused by the Debtor's postpetition use of cash collateral. The Debtor is otherwise authorized to use its cash in the ordinary course of business, including the payment of professional fees as may be approved by the Court, and in substantial compliance with the initial budget, considering the Retained Payment. The Debtor may amend or modify the Initial Budget from time to time, and any amendments will be filed with the Court. If no objection is filed to any amendment within 10 days of filing, then the budget will become the new approved budget, as amended, without further court order. A copy of the Order is available at: http://bankrupt.com/misc/insb17-06475-37.pdf About Bowman Dairy Farms Bowman Dairy Farms LLC owns a dairy farm in Hagerstown, Indiana. Bowman Dairy Farms filed a Chapter 11 petition (Bankr. S.D. Ind. Case No. 17-06475) on Aug. 27, 2017. The petition was signed by Trent N. Bowman, member. At the time of filing, the Debtor estimated assets and liabilities at $10 million to $50 million. The Debtor is represented by Terry E. Hall, Esq., at Faegre Baker Daniels LLP. CAESARS ENTERTAINMENT: S&P Raises CCR to B+, Outlook Positive ------------------------------------------------------------- S&P Global Ratings raised its corporate credit ratings on Caesars Entertainment Corp. (CZR), Caesars Growth Properties Parent LLC (CGPP), Caesars Entertainment Resort Properties (CERP), and Chester Downs and Marina LLC (Chester) to 'B+', and removed the ratings from CreditWatch, where S&P had placed them with positive implications on Jan., 24, 2017. S&P also assigned Caesars Growth Properties Holdings LLC (CGPH) a 'B+' corporate credit rating, and affirmed its 'B+' corporate credit rating on Caesars Entertainment Operating Co LLC (new CEOC). The rating outlooks are positive. S&P said, "At the same time, we assigned CGPH's proposed $5.7 billion senior secured credit facility, consisting of a $1 billion revolver due 2022 and a $4.7 billion term loan due 2024, a 'BB' issue-level rating and '1' recovery rating. The '1' recovery rating reflects our expectation for very high recovery (90%-100%; rounded estimate: 90%) for lenders in the event of a payment default. We also assigned our 'B-' issue-level rating and '6' recovery rating to CGPH's proposed $1.7 billion senior unsecured notes due 2025. The '6' recovery rating reflects our expectation for negligible recovery (0% to 10%; rounded estimate: 0%) for lenders in the event of a payment default." CGPH plans to use the proceeds from the proposed financing transactions, along with cash on the balance sheet, to refinance existing CGPH and CERP debt and to pay various fees and expenses associated with the refinancing transaction. Recovery ratings are unchanged on existing CGPH, Chester, and CERP debt because recovery prospects for lenders are unchanged, but we raised issue-level ratings on these existing debt issues to levels in line with notching from the current 'B+' corporate credit rating We also removed all issue-level ratings from CreditWatch with positive implications. S&P said, "In addition, we raised our corporate credit rating on Corner Investment Propco to 'B+' and removed it from CreditWatch, and then subsequently withdrew it at the issuer's request. CGPH borrowed incremental term loan debt earlier this year to redeem Corner's existing debt. "The 'B+' rating on CZR and all current and anticipated subsidiaries (including CGPP and CGPH) reflects our expectation that CZR's consolidated leverage will improve to around 6x in 2018 from the high-6x area at the end of 2017, through a combination of EBITDA growth in 2018 and an expectation that the company will generate free cash flow that could be used for debt repayment. "Our forecast for leverage incorporates our view that CZR's EBITDA will grow in the mid-single–digit percentages in 2018 as a result of the investments CZR is making in its portfolio coupled with our good outlook for the Las Vegas market. We expect these reinvestment projects (primarily hotel room renovations in Las Vegas and the addition of nongaming amenities at Chester Downs) and the impact of new competition in certain regional markets (e.g., Baltimore) will result in modest disruption in 2017, reducing EBITDA this year. Notwithstanding our expectation for modestly lower EBITDA in 2017, our operating expectations coupled with the company's new pro forma organizational and capital structure will allow it to generate good levels of discretionary cash flow (DCF), which could be used for debt repayment (at least $600 million annually, incorporating the currently contemplated refinancing of higher cost debt at CERP and CGPH). Additionally, we expect capital spending will begin to decrease in 2018 as CZR completes the bulk of its extensive reinvestment program. "The positive outlook reflects our expectation that CZR can improve consolidated net leverage (including the estimated present value of minimum lease payments associated with the new CEOC lease) to around 6x, the level under which we would consider raising the rating by one notch, by the end of 2018. "We could raise the rating one notch to 'BB-' if we believe CZR will sustain leverage under 6x, factoring in the company's financial policy and its desire to acquire or develop additional gaming properties. While our base-case operating performance assumptions alone support improvement in leverage to around 6x by the end of 2018, we believe CZR has other potential opportunities to improve leverage faster than we currently anticipate. This includes the possible conversion into equity portions of the convertible note that former creditors will receive in the restructuring and the company's ongoing efforts to address high-cost debt at its subsidiaries to reduce interest expense, simplify its capital structure, and increase DCF available for debt repayment or other investments. At a notch higher rating, we would also expect CZR to maintain EBITDA interest coverage of around 2x and DCF to debt above 3%. "We could revise the outlook to stable if we no longer believe CZR will improve and sustain leverage under 6x. This would most likely result from some level of operating underperformance compared to our assumptions and a more aggressive approach to acquisitions and development opportunities. While less likely given our base-case operating assumptions and forecasted credit measures, we would lower the rating one notch if we expect CZR will sustain leverage over 7x." CAROL ROSE: Case Summary & 16 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Carol Rose, Inc. 4500 N. I-35 Gainesville, TX 76240 Type of Business: Carol Rose Inc. -- http://carolrose.com/-- owns a horse breeding facility in Gainesville, Texas. The Company provides on-site breeding, cooled semen, embryo transfer, mare care & maintenance and foaling services. It is owned by Carol Rose, a National Reined Cow Horse Association (NRCHA) and National Reining Horse Association (NRHA) breeder. Carol Rose sought bankruptcy protection on Sept. 18, 2017 (Bankr. E.D. Tex. Case No. 17-42053). NAICS (North American Industry Classification System) 4-Digit Code that Best Describes Debtor: 1129 Case No.: 17-42058 Chapter 11 Petition Date: September 19, 2017 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Judge: Hon. Brenda T. Rhoades Debtor's Counsel: Marcus Helt, Esq. GARDERE WYNNE SEWELL LLP 2021 McKinney Avenue, Suite 1600 Dallas, TX 75201 Tel: (214) 999-4526 Fax: (214) 999-3526 E-mail: mhelt@gardere.com Estimated Assets: $10 million to $50 million Estimated Debt: $100,000 to $500,000 The petition was signed by Carol A. R. Rose, president. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/txeb17-42058.pdf Debtor's List of 16 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ The Law Offices of Attorney Fees $33,544 Lewis T. Stevens Oklahoma Equine Veterinary $14,958 Hospital, Inc. Services Chubb Agribusiness Property Insurance $4,499 Oakridge Equine Hospital Veterinary Services $2,086 Great American Insurance Co. Health Insurance $2,029 Timber Creek Veterinary Veterinary Services $964 Hospital National Reinning Horse Furturity Entry $677 Association Equine Cold Saltwater Horse Water $375 Therapy, LLC therapy Dawson Performance Horses Horse Training $205 Pinnacle Equine Veterinary Services $36 Veterinary Services Federal Express Delivery Service $36 Lori and Aaron Phillip Pending Litigation $0 Jay McLaughlin Pending Litigation $0 Equis Equine, LLC Pending Litigation $0 Elizabeth Weston Pending Litigation $0 Aaron Ranch Pending Litigation $0 CARRIERWEB LLC: Taps Frazier & Deeter as Accountant --------------------------------------------------- CarrierWeb, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire an accountant. The Debtor proposes to employ Frazier & Deeter LLC to assist in the preparation of its 2015 U.S. partnership income tax returns and 13 state income tax returns for a fee of $14,000; and its 2016 U.S. partnership income tax returns and 13 state income tax returns for a fee of $14,000. The price for any additional state tax returns is $900 per state tax return. Additional services, if any, will be billed based on hours incurred at these standard hourly rates: Partner/Principal $300 - $600 Senior Manager $225 - $300 Manager $175 - $225 Senior $150 - $190 Staff $120 - $165 Jennifer Gruner, a partner at Frazier & Deeter, disclosed in a court filing that her firm does not have any interest adverse to the Debtor's estate, creditors or equity security holders. The firm can be reached through: Jennifer V. Gruner Frazier & Deeter, LLC 1230 Peachtree Street, N.E., Suite 1500 Atlanta, GA 30309 Phone: 404-253-7500 About CarrierWeb LLC Headquartered in Smyrna, Georgia, CarrierWeb, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 17-54087) on March 6, 2017. The petition was signed by R. Fenton-May, manager. At the time of the filing, the Debtor disclosed $1 million to $10 million in estimated assets and $10 million to $50 million in estimated liabilities. The Debtor hired G. Frank Nason, IV, Esq., at Lamberth, Cifelli, Ellis & Nason, P.A., as bankruptcy counsel; and G2 Capital Advisors, LLC, as financial advisor and investment banker. On March 27, 2017, Guy Gebhardt, acting U.S. trustee for Region 21, appointed an official committee of unsecured creditors. The committee hired Pachulski Stang Ziehl & Jones LLP as bankruptcy counsel and Henry F. Sewell, Jr., LLC as local counsel. CASHMAN EQUIPMENT: Further Hearing on Cash Use on Sept. 28 ---------------------------------------------------------- The Hon. Melvin S. Hoffman of the U.S. Bankruptcy Court for the District of Massachusetts has entered an interim order authorizing Cashman Equipment Corporation and its affiliates to continue using cash collateral. A hearing on the continued cash collateral use will be held on Sept. 28, 2017, at 2:00 p.m. A copy of the Interim Order is available at: http://bankrupt.com/misc/mab17-12205-406.pdf As reported by the Troubled Company Reporter on Sept. 15, 2017, the Debtors have sought court permission to use cash collateral to pay the expenses necessary to maintain their businesses, maintain operations and preserve the value of their assets. The Debtors sought approval to use cash collateral of (i) U.S. Secretary of Transportation acting through the U.S. Maritime Administration; (ii) Rockland Trust Company; (iii) Santander Bank, N.A.; (iv) Wells Fargo, N.A.; (v) Citizens Asset Finance, Inc.; (vi) Banc of America Leasing and Capital, LLC; (vii) U.S. Bank National Association acting through its division U.S. Bank Equipment Finance; (viii) KeyBank N. A.; (ix) Fifth Third Bank; (x) Radius Bank; (xi) Pacific Western Bank; and (xii) Equitable Bank. About Cashman Equipment Corp. Headquartered in Boston, Massachusetts, Cashman Equipment Corp. -- http://4barges.com/-- was founded in 1995 as a barge rental and marine contracting company with a fleet of 10 barges, 9 of which were built in the 1950s and 1960s. Cashman Equipment and certain of its affiliates and subsidiaries own, operate, rent, and sell a fleet of vessels, including inland and ocean barges, marine accommodation barges, specialized oil spill recovery barges, and tugs, as well as marine equipment, such as cranes, accommodation units, and marine pollution skimmers. Cashman Equipment and certain of its affiliates and subsidiaries, Cashman Scrap & Salvage, LLC, Servicio Marina Superior, LLC, Mystic Adventure Sails, LLC, and Cashman Canada, Inc., filed bare-bones Chapter 11 petitions (Bankr. D. Mass. Lead Case No. 17-12205) on June 9, 2017. The petitions were signed by James M. Cashman, the Debtors' president. Mr. Cashman also commenced his own Chapter 11 case (Bankr. D. Mass. Case No. 17-12204). The cases are jointly administered. Cashman Equipment estimated its assets and debt at between $100 million and $500 million. Judge Melvin S. Hoffman presides over the cases. Harold B. Murphy, Esq., and Michael K. O'Neil, Esq., at Murphy & King, Professional Corporation, serve as Cashman Equipment, et al.'s counsel. Jeffrey D. Sternklar, Esq., at Jeffrey D. Sternklar LLC, serves as Mr. Cashman's counsel, according to Mr. Cashman's petition. An official committee of unsecured creditors has been appointed in the case and is represented by Michael J. Fencer, Esq., and John T. Morrier, Esq., at Casner & Edwards, LLP. CASHMAN EQUIPMENT: Hires LMHS as Special Tax Accountants -------------------------------------------------------- Cashman Equipment Corp., and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Massachusetts to employ LMHS, PC as special tax accountants. The Debtors require LMHS to: a. assist with the Internal Revenue Service's ongoing audit of Cashman Equipment Corp. (CEC) tax return for 2014 and potentially for 2015; b. prepare annual tax returns for the Debtors, including for the 2016 tax year; and c. provide tax advice to the Debtors as needed regarding various tax-related matters, including the tax treatment of certain assets, transfer pricing, and accounting questions important to the ongoing business of the Debtors. LMHS professionals who will work on the Debtors' cases and their hourly rates are: Bryan J. Morrissey, Managing Partner $275 Stephen Halko-Sheehan, Tax Partner $275 Gary C. Scott, Senior Account Manager $225 Terence L. Morrissey, Senior Accountant $175 LMHS will also be reimbursed for reasonable out-of-pocket expenses incurred. Bryan J. Morrissey, CPA, CVA, managing partner of LMHS, 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. LMHS may be reached at: Bryan J. Morrissey, CPA, CVA LMHS, PC 80 Washington Street, Building S Norwell, MA 02061 Tel: 781-878-9111 Fax: 781-878-3666 About Cashman Equipment Corp. Headquartered in Boston, Massachusetts, Cashman Equipment Corp. -- http://4barges.com/-- was founded in 1995 as a barge rental and marine contracting company with a fleet of 10 barges, 9 of which were built in the 1950s and 1960s. Cashman Equipment and certain of its affiliates and subsidiaries own, operate, rent, and sell a fleet of vessels, including inland and ocean barges, marine accommodation barges, specialized oil spill recovery barges, and tugs, as well as marine equipment, such as cranes, accommodation units, and marine pollution skimmers. Cashman Equipment and certain of its affiliates and subsidiaries, Cashman Scrap & Salvage, LLC, Servicio Marina Superior, LLC, Mystic Adventure Sails, LLC, and Cashman Canada, Inc., filed bare-bones Chapter 11 petitions (Bankr. D. Mass. Lead Case No. 17-12205) on June 9, 2017. The petitions were signed by James M. Cashman, the Debtors' president. Mr. Cashman also commenced his own Chapter 11 case (Bankr. D. Mass. Case No. 17-12204). The cases are jointly administered. Cashman Equipment estimated its assets and debt at between $100 million and $500 million. Judge Melvin S. Hoffman presides over the cases. Harold B. Murphy, Esq., and Michael K. O'Neil, Esq., at Murphy & King, Professional Corporation, serve as Cashman Equipment, et al.'s counsel. Jeffrey D. Sternklar, Esq., at Jeffrey D. Sternklar LLC, serves as Mr. Cashman's counsel, according to Mr. Cashman's petition. An official committee of unsecured creditors has been appointed in the case and is represented by Michael J. Fencer, Esq., and John T. Morrier, Esq., at Casner & Edwards, LLP. CASHMAN EQUIPMENT: May Use Cash Collateral Until Sept. 29 --------------------------------------------------------- The Hon. Melvin S. Hoffman of the U.S. Bankruptcy Court for the District of Massachusetts has granted Cashman Equipment Corporation and its affiliates permission to use cash collateral until Sept. 29, 2017. A hearing to consider the continued use of cash collateral will be held on Sept. 29, 2017, at 2:00 p.m. (prevailing Eastern Time). Objections and responses to the Debtor's use of cash collateral must be filed by Sept. 26, 2017, at 4:00 p.m. (prevailing Eastern Time). A copy of the Order is available at: http://bankrupt.com/misc/mab17-12205-407.pdf As reported by the Troubled Company Reporter on Sep 15, 2017, the Debtors had filed a motion asking for authorization to use cash collateral to pay the expenses necessary to maintain their businesses, maintain operations and preserve the value of their assets. About Cashman Equipment Corp. Headquartered in Boston, Massachusetts, Cashman Equipment Corp. -- http://4barges.com/-- was founded in 1995 as a barge rental and marine contracting company with a fleet of 10 barges, 9 of which were built in the 1950s and 1960s. Cashman Equipment and certain of its affiliates and subsidiaries own, operate, rent, and sell a fleet of vessels, including inland and ocean barges, marine accommodation barges, specialized oil spill recovery barges, and tugs, as well as marine equipment, such as cranes, accommodation units, and marine pollution skimmers. Cashman Equipment and certain of its affiliates and subsidiaries, Cashman Scrap & Salvage, LLC, Servicio Marina Superior, LLC, Mystic Adventure Sails, LLC, and Cashman Canada, Inc., filed Chapter 11 petitions (Bankr. D. Mass. Lead Case No. 17-12205) on June 9, 2017. The petitions were signed by James M. Cashman, the Debtors' president. Mr. Cashman also commenced his own Chapter 11 case (Bankr. D. Mass. Case No. 17-12204). The cases are jointly administered. Cashman Equipment estimated its assets and debt at between $100 million and $500 million. Judge Melvin S. Hoffman presides over the cases. Harold B. Murphy, Esq., and Michael K. O'Neil, Esq., at Murphy & King, Professional Corporation, serve as Cashman Equipment, et al.'s counsel. Jeffrey D. Sternklar, Esq., at Jeffrey D. Sternklar LLC, serves as Mr. Cashman's counsel, according to Mr. Cashman's petition. An official committee of unsecured creditors has been appointed in the case and is represented by Michael J. Fencer, Esq., and John T. Morrier, Esq., at Casner & Edwards, LLP. CASHMAN EQUIPMENT: Taps Paul Dalle as Special Counsel ----------------------------------------------------- Cashman Equipment Corp. seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to hire Paul Eyike Dalle, Esq., as its special counsel. Mr. Dalle will represent Cashman in a lawsuit filed by M/V Humboldt Bay against the company in Douala, Cameroon. The lawsuit seeks damages against the company for the cost of repairs to a vessel called M/V Humboldt. C/V Starr Insurance, Cashman's insurance company, will bear all costs of its defense in the Cameroon proceeding. As a result, no funds from the bankruptcy estate will be paid to the proposed counsel, according to court filings. About Cashman Equipment Corp. Headquartered in Boston, Massachusetts, Cashman Equipment Corp. -- http://4barges.com/-- was founded in 1995 as a barge rental and marine contracting company with a fleet of 10 barges, 9 of which were built in the 1950s and 1960s. Cashman Equipment and certain of its affiliates and subsidiaries own, operate, rent, and sell a fleet of vessels, including inland and ocean barges, marine accommodation barges, specialized oil spill recovery barges, and tugs, as well as marine equipment, such as cranes, accommodation units, and marine pollution skimmers. Cashman Equipment and certain of its affiliates and subsidiaries, Cashman Scrap & Salvage, LLC, Servicio Marina Superior, LLC, Mystic Adventure Sails, LLC, and Cashman Canada, Inc., filed bare-bones Chapter 11 petitions (Bankr. D. Mass. Lead Case No. 17-12205) on June 9, 2017. The petitions were signed by James M. Cashman, the Debtors' president. Mr. Cashman also commenced his own Chapter 11 case (Bankr. D. Mass. Case No. 17-12204). The cases are jointly administered. Cashman Equipment estimated its assets and debt at between $100 million and $500 million. Judge Melvin S. Hoffman presides over the cases. Harold B. Murphy, Esq., and Michael K. O'Neil, Esq., at Murphy & King, Professional Corporation, serve as Cashman Equipment, et al.'s counsel. Jeffrey D. Sternklar, Esq., at Jeffrey D. Sternklar LLC, serves as Mr. Cashman's counsel, according to Mr. Cashman's petition. An official committee of unsecured creditors has been appointed in the case and is represented by Michael J. Fencer, Esq., and John T. Morrier, Esq., at Casner & Edwards, LLP. CECCHI GORI: Taps Edoardo Ginammi as Italian Counsel ---------------------------------------------------- Cecchi Gori Pictures and Cecchi Gori USA, Inc. seek approval from the U.S. Bankruptcy Court for the Northern District of California to hire Edoardo Albanese Ginammi, Esq., as special counsel. Mr. Ginammi will represent the Debtors in connection with the case pending before the courts in Italy against Cecchi Gori Group FIN.MA.VI SPA, an Italian limited liability company. The proposed attorney will not seek from the Debtors payment of fees or reimbursement of expenses other than to the extent they receive an award of their fees and expenses payable by FIN.MA.VI. Mr. Ginammi does not hold any interest adverse to the Debtors' estates, according to court filings. About Cecchi Gori Cecchi Gori Pictures and Cecchi Gori USA, Inc. filed Chapter 11 petitions (Bankr. N.D. Cal. Lead Case No. 16-53499) on Dec. 14, 2016. Andrew De Camara, chief executive officer, signed the petitions. At the time of the filing, both Debtors disclosed that they had estimated assets and liabilities of $1 million to $10 million. Judge Elaine M. Hammond presides over the cases. Sheppard Mullin Richter & Hampton, LLP represents the Debtors as bankruptcy counsel. CENTRAL GROCERS: Committee Hires Reid Collins as Special Counsel ---------------------------------------------------------------- The Official Committee of Unsecured Creditors of Central Grocers, Inc., et al., seeks authorization from the U.S. Bankruptcy Court for the Northern District of Illinois to retain Reid Collins & Tsai LLP, as special litigation counsel to the Committee. On August 14, 2017, the Committee filed the Motion of the Official Committee of Unsecured Creditors for an order Granting the Committee (I) Derivative Standing to Assert, Prosecute, and Settle Certain Causes of Action on Behalf of the Debtors' Estates; and (II) Certain Related Relief. Attached to the Standing Motion is a proposed complaint (the "Proposed Complaint") wherein the Committee asserts certain causes of action (the "Causes of Action") against: (i) Bank of the West; (ii) PNC Bank, National Association; (iii) Bank of America, N.A., an ABL Lender; (iv) U.S. Bank National Association, an ABL Lender; (iv) The Northern Trust Company, an ABL Lender; and (vi) First Midwest Bank, an ABL Lender (collectively, the "Proposed Defendants"). The Causes of Action may be grouped into four different categories: i. claims under sections 548 and 544(b) of the Bankruptcy Code and the Uniform Fraudulent Transfer Act to avoid certain mortgages as fraudulent transfers; ii. claims under section 547 of the Bankruptcy Code to avoid certain mortgages as preferential transfers; iii. claims seeking a declaratory judgment that certain mortgages have been released, discharged or are otherwise unenforceable by operation of applicable Illinois suretyship law; and iv. claims seeking a declaratory judgment that the Proposed Defendants do not have any recorded real estate mortgages or other prepetition liens on certain real property assets and leasehold interests. The Committee requires Reid Collins to analyze, assert, and prosecute any potential settlement of the Causes of Action against the Proposed Defendants. Reid Collins will be paid as follows: -- Pre-Filing: For any gross recoveries obtained prior to the later of (a) the filing of a complaint or (b) December 31, 2017 (the "Pre-Filing Phase"), the firm shall receive a contingency fee based upon its standard hourly rates multiplied by a factor of 1.25. -- Post-Filing: For any gross recoveries obtained after the Pre-Filing Phase, but before completing discovery (the "Post-Filing Phase"), the firm shall receive the following contingency fee: -- 20% of gross recoveries up to $10 million; -- 25% of gross recoveries from $10 to $20 million; and -- 27.5% of gross recoveries over $20 million. -- Post-Discovery: For any gross recoveries obtained after the Post-Filing Phase, the firm shall receive the following contingency fee: -- 25% of gross recoveries up to $10 million; -- 30% of gross recoveries from $10 to $20 million; and -- 35% of gross recoveries over $20 million. Reid Collins will also be reimbursed for reasonable out-of-pocket expenses incurred. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: Reid Collins will be employed on a contingency fee basis. Reid Collins has not agreed to a variation of its standard customary billing arrangements. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: Not applicable. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: The Committee has approved the contingency-fee percentage set forth in the Engagement Agreement that will determine Reid Collins's professional fee compensation based on and dependent on the results and recoveries Reid Collins obtains. Reid Collins treats the proposed contingency fee compensation terms as the equivalent of a professional fee budget for the matters in which Reid Collins will serve as special counsel. As Reid Collins will be compensated on a contingency-fee formula, without regard to professional hours or rates, the Appendix B Guideline relating to a professional fee budget based on professional hours and rates is not relevant to the Application. In terms of a staffing plan for the proposed engagement, the following persons will be the primary professionals provided by the firm: Bill Reid ($1,075 per hour); Ben King ($725 per hour) and Eric D. Madden ($925 per hour). Eric D. Madden, partner of Reid Collins & Tsai 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 (a) is not creditors, equity security holders or insiders of the Debtors; (b) has not been, within two years before the date of the filing of the Debtors' chapter 11 petition, directors, officers or employees of the Debtors; and (c) does not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtors, or for any other reason. Reid Collins can be reached at: Eric D. Madden, Esq. REID COLLINS & TSAI LLP 1601 Elm Street, 42nd Floor Dallas, TX 75201 Tel: (214) 420-8900 Fax: (214) 420-8909 About Central Grocers, Inc. Joliet, Illinois-based Central Grocers, Inc. -- http://www.central-grocers.com/-- is a supplier to independent grocery stores in the Midwestern United States. Formed in 1917, Central Grocers is organized as a retail cooperative (co-op) owned by the independent supermarket retailers that it supplies. Central Grocers is the seventh largest grocery cooperative in the United States. It supplies over 400 stores in the Chicago area with groceries, produce, fresh meat, service deli items, frozen foods, ice cream and exclusively the Centrella Brand distributor. Sales have grown to $2 billion per year over the past 94 years. Central Grocers and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 17-10992 to 17-11003) between May 2 and May 4, 2017. Central Grocers estimated $100 million to $500 million in assets and liabilities. The petitions were signed by Donald E. Harer, chief restructuring officer. Prior to the Chapter 11 filing, certain creditors of CGI filed an involuntary case against the company under Chapter 7. The case was filed in the U.S. Bankruptcy Court for the Northern District of Illinois on May 2, 2017. On June 13, 2017, the Chapter 11 cases were transferred to the Illinois court, including CGI's case which was consolidated into the involuntary Chapter 7 case pending before the Illinois court. All the Chapter 11 cases are proceeding before the Illinois court, and are being jointly administered under Case No. 17-13886 for procedural purposes only. CGI's petition date is May 2, 2017 while the petition date for the other Debtors is May 4, 2017. Judge Pamela S. Hollis presides over the cases. Weil, Gotshal & Manges LLP serves as the Debtors' bankruptcy counsel. The Debtors also hired Richards, Layton & Finger P.A. as local counsel; McDonald Hopkins LLC as local counsel and conflicts counsel; Lavelle Law, Ltd., as general corporate counsel; Conway Mackenzie Inc. as chief restructuring officer; Peter J. Solomon Company as investment banker; and Prime Clerk as claims and noticing agent. Meanwhile, HYPERAMS, LLC and Tiger Capital Group, LLC were employed as liquidation consultants. An official committee of unsecured creditors was appointed by the Office of the U.S trustee on May 15, 2017. The committee retained Kilpatrick Townsend & Stockton LLP as bankruptcy counsel; Saul Ewing LLP as Delaware counsel; and FTI Consulting, Inc., as financial advisor. Reid Collins & Tsai LLP, as special litigation counsel. CHARIOTS OF PALM: Bid to Use Monies Held by CRO Denied ------------------------------------------------------ The Hon. Paul G. Hyman, Jr., of the U.S. Bankruptcy Court for the Southern District of Florida has denied Chariots of Palm Beach, Inc., and its debtor-affiliates' request to use cash collateral of monies held by the chief restructuring officer. Chariots of Palm Beach is authorized to use cash collateral to pay property/casualty insurance, utilities and the payroll of employees only as necessary to (i) facilitate closing any transactions regarding the sale of vehicles pending as of Sept. 1, 2017, (ii) facilitate the payments of utilities and insurance, and (iii) ensure the preservation and safeguarding of any and all collateral in the Debtors' possession. The Debtors will not sell any vehicles that are or were subject of consignment agreements, and the Debtors will set aside and not use the $57,887 received from the sale of the Porsche Macan S, vehicle identification number WP1AB2A52HLB12702. A copy of the Order is available at: http://bankrupt.com/misc/flsb17-19455-238.pdf About Chariots of Palm Beach Chariots of Palm Beach, Inc. -- http://www.chariotsofpb.com/-- is an exclusive dealer of luxury cars, both used and new. The Company also offers for rent luxury automobiles. Based in West Palm Beach, Florida, Chariots of Palm Beach filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 17-19455) on July 27, 2017. The petition was signed by Charles Sharoubim, president. The Debtor estimated $1 million to $10 million in total assets and $10 million to $50 million in total liabilities. The Hon. Paul G. Hyman, Jr., presides over the case. Steven S Newburgh, Esq., at McLaughlin & Stern, LLP, serves as counsel to the Debtor. CHIROPLUS OF LOCUS: Taps CGA Law Firm as Bankruptcy Counsel ----------------------------------------------------------- Chiroplus of Locust Lane, Inc. seeks authority from the US Bankruptcy Court for the Middle District of Pennsylvania to employ Lawrence V. Young, Esq. and CGA Law Firm as bankruptcy counsel. The Firm's hourly rates are: Lawrence V. Young, Esq. $345.00 E. Haley Rohrbaugh, Esq. $160.00 Christina M. Locondro, paralegal $120.00 Kenny Brayboy, paralegal $120.00 CGA Law Firm attests that it represents no other entity in connection with this case, is a disinterested party as that term is defined in 11 U.S.C. Sec. 101(14), and represents or holds no interest adverse to the interest of the Estate with respect to the matters on which it is to be employed. The Firm can be reached through: Lawrence V. Young, Esq. Sup. Ct. I.D. No. 21009 135 North George Street York, PA 17401 Tel: (717) 848-4900 About ChiroPlus ChiroPlus of Locust Lane, Inc., operates a chiropractic clinic located at 4607 Locust Lane, Harrisburg, Pennsylvania. It sought bankruptcy protection (Bankr. M.D. Pa. Case No. 14-05693) on Dec. 10, 2014. The Debtor is represented by Henry W. Van Eck, Esq., at Mette, Evans & Woodside. COLORADO PROPERTY: Wants to Use Commercial Credit's Cash Collateral ------------------------------------------------------------------- Colorado Property Repair, LLC, and secured creditor Commercial Credit Group Inc. ask the U.S. Bankruptcy Court for the District of Colorado to grant their stipulated motion concerning the use of cash collateral and granting of adequate protection. As of the Petition Date, the Debtor was obligated to CCG on three separate commercial purchase-money loans that are evidenced by negotiable promissory notes payable to CCG. In order to secure the Debtor's obligations to CCG, the Debtor executed and delivered to CCG security agreements of even date with each of the Notes pursuant to which the Debtor granted to CCG security interests and liens in and upon specific equipment as well as all of the Debtor's respective accounts, accounts receivable, equipment, contract rights, goods, inventory and other items of personal property, which in part, constitute cash collateral. The obligations on the notes are cross-collateralized by the equipment collateral and cash collateral. CCG asserts that it properly perfected its prepetition security interests in the cash collateral and equipment collateral by filing UCC-l Financing Statements, as appropriate. As of the Petition Date, the Debtor owed the combined amount of $115,896.44 on the notes plus subsequently accruing interest and other charges including legal expenses recoverable under the loan documents. The Debtor asserts that it requires continued postpetition use of the cash collateral to operate its business, and that CCG is entitled to adequate protection for the Debtor's use of the cash collateral. In addition, the Debtor asserts that it will need to continue to use the equipment collateral and the personal property during the course of the bankruptcy and CCG is entitled to adequate protection for the use and diminution in value the equipment collateral and the personal property collateral. The material terms and conditions of the cash collateral and adequate protection agreement are: a. subject to the terms and conditions of the Agreement, the Debtor is authorized to use the cash collateral to pay postpetition expenses in the ordinary course of the Debtor's business or by court order on notice to creditors; b. CCG is granted postpetition liens against the same types of property of the Debtor (excluding causes of action arising under the U.S. Bankruptcy Code), to the same validity, extent and priority, as existed as of the Petition Date, wherever located, effective nunc pro tunc as of the Petition Date. The liens will be deemed for all purposes to have been properly perfected, without filing, as of the Petition Date; c. commencing Nov. 15, 2017, and continuing each month thereafter, until further order of the Court, the Debtor will remit monthly post-petition payments to CCG (in the aggregate amount of $4,880 per month), which payments will be due on the 15th day of each month; d. the Debtor will at all times maintain insurance on the equipment collateral as is required under the security agreements with one or more insurance companies, and will name CCG as sole loss payee on the insurance policies. The Debtor will provide CCG with written evidence of adequate insurance immediately, and upon request thereafter; e. these constitute an event of default under the Agreement: (i) the Debtor will violate or fail to timely satisfy, postpetition, any term or condition of this consent court order or the loan documents; (ii) a trustee or examiner is appointed under Chapter 11 of the Code without the consent of CCG; (iii) the Debtor sells or encumbers any item of property subject to CCG's liens (including, without limitation, the cash collateral), without the prior written consent of CCG; (iv) the Debtor's Chapter 11 proceeding is converted to a Chapter 7 proceeding or dismissed; and (v) insurance required under the security agreements is deemed inadequate, allowed to lapse by the Debtor, or is otherwise terminated; and f. upon the occurrence of an Event of Default (other than the absence of insurance), CCG will notify the Debtor's counsel of the Event of Default via e-mail at lmk@kutnerlaw.com and the Debtor will have five days (two business days in the case of inadequate insurance) from the date of the notice to fully cure the Event of Default. In the event that the Debtor fails to timely cure the Event of Default, the automatic stay provisions of Section 362(a) of the Code, and the Debtor's right to use cash collateral, will terminate with respect to CCG, and CCG may submit to the Court a notice regarding the Debtor's uncured Event of Default and a proposed order prohibiting further use of cash collateral, and CCG may file a motion to terminate the automatic stay regarding the equipment collateral subject to the Debtor's right to defend. The Agreement does not contain any of the provisions of the type indicated in the appendix at L.B.R. 4001-3(a) APP. A copy of the Debtor's Stipulated Motion is available at: http://bankrupt.com/misc/cob17-18004-31.pdf CCG is represented by: Brian P. Gaffney, Esq. SNELL & WILMER L.L.P. 1200 Seventeenth Street, Suite 1900 Denver, Colorado 80202 Tel: (303) 634-2000 Fax: (303) 634-2020 E-mail: bgaffney@swlaw.com About Colorado Property Repair Based in Arvada, Colorado, Colorado Property Repair, LLC, sought Chapter 11 protection (Bankr. D. Colo. Case No. 17-18004) on Aug. 28, 2017. The Debtor's counsel is Lee M. Kutner, Esq., at Kutner Brinen P.C. COMPASS CAYMAN: S&P Assigns BB- Corp. Credit Rating, Outlook Stable ------------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' corporate credit rating to Needham, Mass.-based Compass Cayman SPV Ltd. (For purposes of the ratings, we view Compass Cayman SPV Ltd. and its operating subsidiaries as a group and will refer to the company as SharkNinja.) The outlook is stable. Compass Cayman SPV Ltd. (parent company of SharkNinja, a household cleaning and small kitchen appliances maker and marketer) is selling a majority ownership stake to Shanghai Lihong New Technology Investment Co. Ltd. (Lihong) and CDH Investments (CDH) for approximately $1.6 billion. Following this transaction, Lihong will own roughly 49% of the company, CDH just over 20%, and management will retain 30%. S&P said, "At the same time, we assigned our 'BB-' issue-level and '3' recovery ratings to the company's proposed $905 million senior secured credit facilities, consisting of a $225 million revolving credit facility due 2022, $225 million term loan A due 2022, and $455 million term loan B due 2024. Our '3' recovery rating indicates our expectations that lenders would receive meaningful (50% to 70%, rounded estimate 60%) recovery in the event of a payment default. The issuer of the proposed senior secured credit facilities is Global Appliance Inc., a subsidiary of Compass Cayman SPV Ltd." The company expects to use the proceeds from the term loans, along with about $90 million drawn on the revolver, $600 million common equity from the new partners, and $260 million management rollover equity to fund the purchase of the equity, refinance $260 million of existing debt, and cover fees and place some cash on the balance sheet. S&P estimates the company will have roughly $822 million of adjusted debt at the close of the transaction. All ratings are based on preliminary terms and are subject to review upon receipt of final documentation. The ratings on SharkNinja reflect the company's favorable growth outlook and deleveraging prospects despite its narrow business focus, brand and product concentration, and participation in a highly competitive industry that is subject to obsolescence risk. S&P said, "We believe the company has a strong track record of innovation and of growing its product categories. Since 2013 the company's revenues have grown at annualized double-digit rates but for the fiscal year ended March 31, 2017, the company did experience a drop in revenues due to declines in the hard floor and nutrient extraction categories. We expect new product launches along with international expansion to drive revenue growth again. We also expect the company's cost structure to improve under its new ownership as they eliminate legacy compensation plans and implement cost savings. "The stable outlook reflects our expectation that the company should continue to grow its revenues and EBITDA from new product innovations and geographic expansion, resulting in debt leverage reduced to about 4x in fiscal 2019. We also expect the company to improve its operating efficiencies under new ownership, resulting in improved operating margins and increased cash flow. "We could lower the ratings if the company is unable to grow EBITDA as forecasted and is unsuccessful at managing a rapid growth strategy, resulting in debt leverage maintained above 5x. We believe this could occur if the company does not grow revenues in at least the low-single digits because of unsuccessful product launches or increased competition, resulting in market share losses, ultimately failing to improve EBITDA margins because of operational inefficiencies; or if it needs to invest more than anticipated for its new products and international market expansions. "Although unlikely during the next 12 months, we could raise the ratings if SharkNinja can grow revenues in the upper-single digits, while expanding EBITDA margin to the mid-double digits, resulting in debt leverage sustained below 4x. We believe this could occur if the company's new product launches are successful, it is able to successfully grow its presence in international markets, including China, and it realizes its planned cost savings. We would also expect management and the owners to remain committed to sustaining debt leverage below 4x by not taking out large dividends." COMPOUNDING DOCS: Directed CDRx Investments to Fund Plan -------------------------------------------------------- Compounding Docs, Inc., filed with the U.S. Bankruptcy Court for the Southern District of Florida a disclosure statement dated Sept. 6, 2017, referring to the Debtor's plan of reorganization. The Class 3 General Unsecured Claims of Active Vendors (Less Than $1,500) are not secured by property of the estate and are not entitled to priority under Section 507(a) of the Code. Class 3 is the allowed general unsecured claims of $1,500 or less, or the allowed Class 4 claimants who agree to reduce their claim to $1,500 and agree to be treated as a Class 3 claimant. Subject to final count and amounts; including disposition of several disputed creditors, Class 3 has 28 claimants with a total of $12,991.04 listed. The Debtor proposes to pay its allowed Class 3 claimants a pro rata and without interest share of 25% of $12,991.04, to equal a dividend of $3,247.76 distributed to the allowed claims in this class in one lump sum on or before 30 days after the Effective Date. Class 4 General Unsecured Claims of Active Vendors (More Than $1,500) are not secured by property of the estate and are not entitled to priority under Section 507(a) of the Code. Class 4 includes all other general unsecured allowed claims not otherwise dealt with in the Plan. Certain priority claims referred to in Sections 507(a)(1), (4), (5), (6), and (7) of the U.S. Bankruptcy Code are required to be placed in classes. The Code requires that each holder of the claim receive cash on the Effective Date of the Plan equal to the allowed amount of the claim. However, a class of holders of the claims may vote to accept different treatment. Within Class 4, there are six general unsecured claims that are impaired, and either contingent, unliquidated, or disputed (or all of these). No proofs of claim were filed by these creditors, but in view of the costs involved to process these claims, the Debtor is choosing to treat these claims as dividend settlements within the Class 3 or Class 4 allowed claimants (including any Class 4 reduced claimants joining with Class 3), and as such, the amounts set-aside in the Class 3, Class 4 Dividend Settlement Pool include the pro-rata amounts for each of these creditors. Class 4 includes 50 general unsecured creditors that are owed varying amounts ranging from $0.00 (zero) to $249,455.51 with several claims with amounts scheduled as "unknown" or "disputed": (1) Claims 1-19 are 19 unsecured claims of Active Vendors having balances of more than $1,500 totaling $311,994.34; including several disputed creditors. The Debtor proposes to distribute the sum of $31,199.34 (10%), pro rata and without interest, to all allowed Class 4 claimants in one lump sum on or before 30 days after the Effective Date; (2) Claims 20-45 are 26 unsecured Active Vendors having ($0.00) zero balances owed. These creditors are not impaired and cannot vote for or against the Plan; (3) Claims 46-48 are three purported priority unsecured claims. The first is $16,000 as the combined amount filed as proof of claim(s) #5 and #6, and is unliquidated. The second, and the third, in the amount of $12,475 (POC #13), and $21,043.26 (POC #22), respectively, are unliquidated, contingent, and disputed. The Debtor does not anticipate payment to the first as negotiations are planned with this Claimant in due course, and may lead to a settlement of zero prior to confirmation of the Plan. The Debtor's position as to the second and the third claimant is nothing is due and owing to either claimant. Nevertheless, these claimants are impaired, and if allowed, each of three claims are general unsecured, and not priority unsecured claims. (4) Claims 49-50 are two loans from two different lenders having UCC filings against the Debtor's assets and revenue. These claimants are impaired. These loans are subordinate to the Debtor's Class 1 Claimant, and are undersecured. The underlying collateral for these loans does not have sufficient value to yield any proceeds to subordinated lenders in the event of liquidation. The Debtor proposes to allocate to the lenders, on a pro rata basis, $24,945.55 (10% of $249,455.51) of their allowed claims in one lump sum on or before 30 days after the Effective Date. The funds necessary for implementation of the Plan are derived from Directed CDRx Investments, LLC, (DCDRx) a recently formed Florida Limited Liability Company for the purpose of investment into the to be reorganized Debtor. DCDRx is a group of investors who are interested in the success of Compounding Docs beyond the near-term. DCDRx recognizes the possible investment benefits and the earnings opportunities that may result from their investment. The Debtor has appropriately disclosed to potential subscribers that making an investment in the post-confirmation Debtor involves a high degree of risk; and that no reliance on forward-looking statements in the Plan or in the company-prepared financial projections is advised when making an investment decision in the company. These cautions are consistent with securities laws and the suitability standards for qualifying prospective investors. DCDRx has issued its commitment to provide up to $1 million in new funding starting on Effective Date through Dec. 31, 2017; contingent upon confirmation of the Plan, and the degree and velocity of post-confirmation profitability. Substantially all of the funds earmarked to fund the Debtor's Plan are coming from DCDRx. Certain "cost of money" amounts are to be paid to DCDRx from the Debtor's post-petition and post-confirmation operations as incentives for becoming involved. There initial money provided by DCDRx is in two parcels, [Parcel 1] the amount required to fund the Plan and install new operations management is approximately $400,000, and [Parcel 2], an additional $400,000 to $600,000 to rebuild the Debtor's post-confirmation operations and revenue in several steps. A copy of the Debtor's request is available at: http://bankrupt.com/misc/flsb16-25312-120.pdf About Compounding Docs Compounding Docs, Inc., sought for protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 16-25312) on Nov. 15, 2016. The petition was signed by Dr. Charles Robertson, director. At the time of the filing, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in estimated liabilities. The case is assigned to Judge Erik P. Kimball. The Debtor is represented by Tarek K. Kiem, Esq., at Rappaport Osborne Rappaport & Kiem, PL. The U.S. Trustee has been unable to appoint an official unsecured creditors committee in the case. CORBETT-FRAME INC: Taps Eakle Current as Accountant --------------------------------------------------- Corbett-Frame, Inc., seeks authority from the United States Bankruptcy Court for the Eastern District of Kentucky, Lexington Division, to employ Eakle, Current & Company as its accountants effective as of August 9, 2017, for the purpose of preparing all necessary tax returns for the Estate and providing general bookkeeping, payroll, and accounting advice and services relating to the Debtor. Hourly rates the Firm charges for its services are: Carrell Eakle $175 Chris Eakle $100 Janet Self $75 Carrell Eakle, CPA, attests that he and the Firm are "disinterested persons" as that term is defined in 11 U.S.C. Sec. 101(14) and as required by 11 U.S.C. Sec. 327(a). The Firm can be reached through: Carrell Eakle, CPA Eakle Current & Co 315 Romany Rd Lexington, KY 40502 Tel: +1-859-266-626 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, its president. At the time of filing, the Debtor estimated its 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. CRS REPROCESSING: DIP Financing, Cash Use Have Final Approval ------------------------------------------------------------- The Hon. Alan C. Stout of the U.S. Bankruptcy Court for the Western District of Kentucky has entered a final order granting CRS Reprocessing, LLC, permission to obtain secured superpriority post-petition financing and utilize cash collateral. The Debtor is authorized to borrow up to the aggregate amount of $4 million from Triangle Capital Corporation. As reported in the Aug. 24, 2017 edition of the TCR, the Debtor has sought approval to access a senior secured, debtor-in-possession revolving loan facility in the principal amount of $4 million from Triangle Capital. The DIP Facility will have an interest of 8% per annum on the principal amount outstanding from time to time, calculated on an actual/360 basis, payable in arrears on the last day of each month and on the maturity date. An immediate and critical need exists for the Debtor to maintain postpetition financing, including cash collateral, in order to continue the operation of its business. Without the funds, the Debtor will not be able to meet its payroll and other direct operating expenses or obtain goods and services needed to carry on its business during this sensitive period in a manner that will estate. Given its current financial condition, financing arrangements, and capital structure, the Debtor has been unable to obtain financing from sources other than from the DIP Lender on terms more favorable than those under the First Amendment to Debtor-in-Possession Loan and Security Agreement. The Final DIP Loan Obligations will be due and payable, in full, in cash, without notice or demand, Nov. 6, 2017 Maturity Date. A copy of the Final DIP Order is available at: http://bankrupt.com/misc/kywb17-32565-170.pdf About CRS Reprocessing CRS Reprocessing, LLC -- http://www.crs-reprocessing.com/-- is a global partner in fluid reprocessing management, offering people, technology and services to efficiently handle industrial fluids for a variety of industries. With 30 years of expertise and operations in the U.S., Europe and Asia, its custom-built, on-site reprocessing facilities economically transform used fluids back to customer-specified performance levels, allowing high-yield waste recovery and lower unit costs. CRS Reprocessing, LLC, based in Louisville, KY, filed a Chapter 11 petition (Bankr. W.D. Ky. Case No. 17-32565) on Aug. 9, 2017. The petition was signed by Scott T. Massie, chief executive. In its petition, the Debtor estimated $1 million to $10 million in assets and $50 million to $100 million in liabilities. Lea Pauley Goff, Esq., and Emily Pagorski, Esq., at Stoll Keenon Ogden PLLC, serve as bankruptcy counsel to the Debtor. CRYSTAL GLASS: Sale of Yonkers Property to CGSRE Acquisition Okayed ------------------------------------------------------------------- Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York authorized Crystal Glass Services R.E., Inc.'s sale of real property located at 68 Runyon Avenue, Yonkers, New York, to CGSRE Acquisition Corp. The sale is free and clear of all Liens and Claims, with all Liens and Claims to attach to the sale proceeds. The Debtor is authorized and directed to pay the following at or immediately after the closing of the Purchase Agreement: (i) the allowed claim of Metalex, Inc. secured by its lien on the Property; (ii) the allowed claim of the City of Yonkers secured by its lien on the Property; and (iii) the allowed claim of Charles N. and Rochelle Josephson secured by their lien on the Property. The balance of the sale proceeds, if any, will be held pending the bar date, will be applied to all other allowed claims and administrative expenses, if any, subject to any necessary Court approval. The 14-day stay of the Order under Bankruptcy Rule 6004(h) is waived, for cause, and the Order is effective immediately upon its entry. About Crystal Glass Services Crystal Glass Services R.E., Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 17-22076) on Jan. 21, 2017. The petition was signed by James R. Harte, Officer. The Debtor estimated assets in the range of $500,001 to $1 million and $100,001 to $500,000 in debt. The Debtor tapped Ehsanul Habib, Esq., at Law Office of Ehsanul Habib, as counsel. CRYSTAL LAKE GOLF: Has Access to Cash Collateral Until Sept. 22 --------------------------------------------------------------- The Hon. 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 Sept. 22, 2017. Further adequate protection payments will not be made to Pentucket Bank absent further court order. The Debtor will not accept any memberships or payment for memberships unless any funds received are deposited in escrow with counsel to the Debtor. A copy of the Order is available at: http://bankrupt.com/misc/mab16-41324-204.pdf As reported by the Troubled Company Reporter on Sept. 11, 2017, the Court previously authorized the Debtor to use cash collateral through the conclusion of a continued hearing scheduled for Sept. 14, 2017, at 2:30 p.m. 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. CRYSTAL LAKE GOLF: Wants to Use Cash Collateral ----------------------------------------------- Cathedral Hill Hospitality, Inc., seeks permission from the U.S. Bankruptcy Court for the District of Massachusetts to use cash collateral. The Court will hold a final hearing on this request at 10:00 a.m. on Oct. 3, 2017. The position of the creditors who hold a lien in cash collateral including cash, accounts receivable and inventory (those items turned into cash in the orderly course of business), remains stable and even increases in value. The Debtor requires the use of cash collateral in order to carry on its business activities, to pay for its current operations, including purchases, insurance, utilities, payroll, and payroll taxes and rent. Debtor shall be able to operate, on a cash basis, and believes that it will be able to obtain a confirmed plan and a reorganization in accordance with existing rules and statutes. As and for adequate protection, the Debtor proposes that it be authorized to grant to the cash collateral creditor (and all creditors having a lien in cash collateral), a replacement lien or a security interest in any new assets, materials and accounts receivable, generated from the use of cash collateral, with the same priority, dignity, and validity of prepetition liens or security interests. Specifically, the Debtor proposes granting a replacement lien to the Cash Collateral Creditors to the extent that it protects them against diminution of the value of their collateral as it existed at the time of the commencement of this proceeding. As additional adequate protection, Debtor proposes (1) to maintain insurance on all of the property in which the Cash Collateral Creditor (and all other secured creditors) claim a security interest; (2) to pay all post-petition federal and state taxes, including timely deposit of payroll taxes; (3) provide the Cash Collateral Creditor (and all other secured creditors, upon reasonable notice), access during normal business hours for inspection of their collateral and the Debtor's business records; and (4) all cash proceeds and income of the Debtor will be deposited into a Debtor in Possession Account (i.e., the "DIP" account). The Debtor believes it can operate in Chapter 11, and can, within a reasonable time period, propose and confirm a plan of reorganization through the use of the advantages of Chapter 11, including the use of Section 1129 of the U.S. Bankruptcy Code, and other sections. The reason for the request for expedited hearing is that Debtor requires the use of cash collateral in order to carry on its business activities, to pay for its current operations, including purchases, insurance, utilities, payroll, and payroll taxes. The disruption of its operations would cause irreparable damage to the Debtor. A copy of the Debtor's Motion is available at: http://bankrupt.com/misc/mnb17-32895-3.pdf About Cathedral Hill Cathedral Hill Hospitality, Inc., d/b/a Fabulous Ferns Bar & Grill, filed for Chapter 11 bankruptcy protection (Bankr. D. Minn. Case No. 17-32895) on Sept. 12, 2017, estimating $100,001 to $500,000 in assets and liabilities. Judge Christopher J. Panos presides over the case. The Debtor is represented by: Thomas J. Flynn, Esq. LARKIN HOFFMAN DALY & LINDGREN LTD. 8300 Norman Center Drive, Ste. 1000 Minneapolis, Minnesota 55437-1060 Tel: (952) 835-3800 E-mail: tflynn@larkinhoffman.com DATA COOLING: Hires McDonald Hopkins as Counsel ----------------------------------------------- Data Cooling Technologies, LLC, et al., seek authority from the US Bankruptcy Court for the Northern District of Ohio, Eastern Division, to employ McDonald Hopkins LLC as counsel. Services to be rendered by McDonald Hopkins are: a. file and monitor the Debtor's Chapter 11 cases; b. advise the Debtor's for their obligations and duties as debtors-in-possession; c. execute the Debtor's decisions by filing with the Court motions, objections, and other relevant documents; d. appear before the Court on all matters in the cases to the interest of the Debtors; e. assist the Debtors in the administration of the chapter 11 cases; and f. take other actions as are necessary to protect the rights of the Debtors' estates. The current hourly rates charged by McDonald Hopkins are: Members $350-$785 Of Counsel $290-$760 Associates $210-$425 Paralegals $95-$290 Law Clerks $40-$70 Sean D. Malloy attests that McDonald Hopkins is a "disinterested person" within the meaning of sections 101(14) and 327 of the Bankruptcy Code. The Firm can be reached through: Sean D. Malloy, Esq. Michael J. Kaczka, Esq. Maria G. Carr, Esq. McDONALD HOPKINS LLC 600 Superior Avenue, E., Suite 2100 Cleveland, OH 44114 Tel: (216) 348-5400 Fax: (216) 348-5474 E-mail: smalloy@mcdonaldhopkins.com mkaczka@mcdonaldhopkins.com mcarr@mcdonaldhopkins.com About Data Cooling Technologies LLC Data Cooling Technologies LLC is the exclusive North American licensee of US Patent No. 7753766. The KyotoCooling patented solution utilizes a heat wheel and an indirect economization process to produce the most reliable and efficient cooling technology in the data center industry. Based in Streetsboro, Ohio, Data Cooling Technologies LLC and Data Cooling Technologies Canada LLC filed a Chapter 11 petition (Bankr. N.D. Ohio Case No. 17-52170 and Bankr. N.D. Ohio Case No. 17-52177, respectively) on September 8, 2017. The petitions were signed by Gregory Gyllstrom, chief executive. The Hon. Alan M. Koschik presides over the case. The Debtors are represented by Sean D. Malloy, Esq. of McDonald Hopkins LLC as counsel. At the time of filing, Data Cooling Technologies LLC's estimated assets and liabilities at $10 million to $50 million. Data Cooling Canada LLC's estimated assets is at $0 to $50,000 and estimated liabilities at $100,000 to $500,000. DATA COOLING: Hires Phoenix Management as Financial Advisor ----------------------------------------------------------- Data Cooling Technologies, LLC, and its debtor-affiliates seek authority from the US Bankruptcy Court for the Northern District of Ohio, Eastern Division, to employ Phoenix Management Services, LLC as the Debtors' financial advisor. Services to be rendered by Phoenix Management Services are: a. provide oversight of the Debtor's operations and financial activities; b. monitor cash activities of the Debtors to assure cash is being properly managed, including preparation of cash budgets and scorecards; c. perform a review and assessment of the accounting for the Debtors' accounts receivable, inventories and other assets to determine whether the values are reasonable in respect to offers to purchase the assets of the Debtors; d. participate in communications with the creditors of the Debtors, including the senior secured creditor; e. assist in the preparation of schedules, documents, monthly operating reports as well as other reports and documents to be filed and testify as a witness; f. assist in the coordination of a plan of reorganization or sale under section 363 of the Bankruptcy Code; and g. perform other duties as are mutually agreed. The current hourly rates charged by Phoenix Management Services are: Senior Managing Directors $495-$695 Senior Advisors $400-$650 Managing Directors $405-$550 Senior Directors $395-$495 Director $320-$375 VPs & Senior Associates $250-$350 Analysts/Associates $150-$275 Administrative Staff $75-$150 Richard J. Szekelyi, managing director of Phoenix Management Services, attests that his firm is a disinterested person as that term is defined in section 101(14) of the Bankruptcy Code and does not hold any interest materially adverse to the Debtors or the estate. The Firm can be reached through: Richard J. Szekelyi, CPA PHOENIX MANAGEMENT SERVICES, INC The Crittenden Building, Suite 310 1382 West Ninth Street Cleveland, OH 44113 Mobile: (216) 832-6977 Fax: (216) 472-8788 Email: rszekelyi@phoenixmanagement.com About Data Cooling Technologies LLC Data Cooling Technologies LLC is the exclusive North American licensee of US Patent No. 7753766. The KyotoCooling patented solution utilizes a heat wheel and an indirect economization process to produce the most reliable and efficient cooling technology in the data center industry. Based in Streetsboro, Ohio, Data Cooling Technologies LLC and Data Cooling Technologies Canada LLC filed a Chapter 11 petition (Bankr. N.D. Ohio Case No. 17-52170 and Bankr. N.D. Ohio Case No. 17-52177, respectively) on September 8, 2017. The petitions were signed by Gregory Gyllstrom, chief executive. The Hon. Alan M. Koschik presides over the case. The Debtors are represented by Sean D. Malloy, Esq. of McDonald Hopkins LLC as counsel. At the time of filing, Data Cooling estimated assets and liabilities at $10 million to $50 million. Data Cooling Canada estimated assets at $0 to $50,000 and estimated liabilities at $100,000 to $500,000. DELL TECHNOLOGIES: Term Loan Repricing No Impact on Fitch BB+ IDR ----------------------------------------------------------------- Fitch Ratings believes the ratings for Dell Technologies Inc., including the 'BB+' Long-Term Issuer Default Rating (IDR) and Stable Outlook, will be unaffected by the company's repricing of certain of its outstanding term loans and revolving credit facility (RCF). Dell is proposing a 25-bp margin reduction on up to $3.78 billion of replacement Term Loan A-2 due Sept. 7, 2021, $1.80 billion of replacement Term Loan A-3 due Dec. 31, 2018, and $3.15 billion of replacement RCF expiring Sept. 7, 2021. This should result in more than $25 million of annual interest expense savings. All other terms and conditions of the replacement loans are unchanged. Fitch currently rates $53 billion of total debt, including the undrawn $3.15 billion RCF, Dell's share of VMware Inc.'s (VMware) recent $4 billion senior notes offering net of the repayment of $1.23 billion of inter-company debt, and Dell's repayment of the $1.5 billion bridge loan associated with the VMware inter-company loan. The ratings and Stable Outlook reflect: FCF Debt Reduction Priority: Fitch expects Dell will continue to prioritize debt reduction (other than debt related to the financing business and VMware) and the company has repaid roughly $9 billion of gross debt reduction since closing the EMC Corp. acquisition a year ago. VMware's $4 billion senior notes issuance on Aug. 14, 2017 was modestly leveraging for Dell on a consolidated basis, although Dell used proceeds from VMware's repayment of $1.23 billion of legacy inter-company notes, along with cash on hand, to prepay the associated $1.5 billion mirror bridge loan. Dell has more than $3 billion of legacy senior notes due in the first half of fiscal 2019 and, in conjunction with term loan amortization and prepayments with FCF or net proceeds from incremental asset sales, core leverage (total debt/operating EBITDA, excluding debt and profitability related to Dell Financial Services) should approach 4x exiting fiscal 2018 and 3.5x exiting fiscal 2019. Share-Gains Driven Revenue Growth: Fitch expects low-single-digit overall intermediate-term revenue growth, driven in large part by continued share gains amidst challenging demand environments and revenue synergies from the EMC acquisition. Fitch expects strong operating performance in the Client Solutions Group (CSG) segment from continued unit and revenue share consolidation by the top 3 personal computer (PC) providers, as well as higher peripherals and service attach rates. While PC units grew year-over-year in the first calendar quarter of 2017 for the first time since 2012, Fitch still expects low-single-digit unit declines for all of 2017. Fitch also expects Dell to gain share in enterprise servers given the company's recent new product-set launch, despite tepid enterprise spending as customer focus IT investments on software-defined, hyper-converged and hybrid cloud. Mixed ISG Performance: Despite solid performance in industry-standard servers, Fitch expects overall performance from Dell's Infrastructure Solutions Group (ISG) will remain mixed from uneven buying patterns by large cloud server providers (CSP) and negative revenue trends in mid-range legacy storage technologies more than offsetting robust adoption of new storage solutions. Fitch expects CSPs white-boxing hardware will also remain a headwind in ISG. Rapid growth in all flash arrays (AFA), hyper-converged, and software-defined solutions are more than half of Dell's storage business but remain insufficient to offset negative demand trends for traditional and hybrid solutions over at least the near term, despite Dell's efforts to increase sales capacity for mid-range storage solutions and strengthen the company's storage positions in fiscal 2018. Hybrid Cloud Drives VMware: VMware should continue its strong operating performance, driven by robust adoption of the company's networking, hybrid cloud and software-as-a-service (SaaS) offerings. Fitch expects VMware will grow by mid- to high-single digits overall and double digits in hybrid and SaaS, leveraging the company's large and diversified installed base of virtualization and management customers. VMware's $1 billion of cross-selling opportunities with Dell, given historically low penetration rates, should also boost organic revenue. Solid operating EBITDA growth at VMware should benefit Dell's credit protection measures, given Fitch credits Dell with 81.4% of VMware's operating results. However, Fitch's rating case does not assume dividends or incremental inter-company loans to Dell, although Fitch believes the absence of restrictions on restricted payments and inter-company loans in VMware's senior unsecured notes indenture provides Dell with mechanisms to access VMware's cash. At the same time, Fitch recognizes the leakage resulting from dividends on the VMware Class A common stock may reduce its likelihood. Profit Expansion Headwinds: Fitch expects operating EBITDA growth and margin expansion from Dell's $2 billion of acquisition-related annual cost synergies, which Dell should achieve on a run rate basis in fiscal 2018. However, elevated NAND and DRAM prices due to supply shortages will be at least a near-term headwind. Infrastructure Solutions Group segment margins were down 60bps year-over-year in the first fiscal quarter ended Feb. 3, 2017 due to higher commodity prices, which Fitch expects to crimp margin expansion in fiscal 2018 due to challenges raising prices. As a result, Fitch now expects operating EBITDA at just over $10 billion for fiscal 2018 and more than $11 billion for fiscal 2019, versus prior expectations for operating EBITDA approaching $12 billion in fiscal 2019. Operating EBITDA margins expand slightly in fiscal 2018 but exceed 13% beyond the near term. Fitch believes Dell's liquidity was adequate as of Aug. 4, 2017, and consisted of: -- $11.2 billion of cash, cash equivalents and short-term investments, the majority of which was offshore and $3.6 billion of which was attributable to VMware (prior to the senior notes issuance). -- $3.1 billion of availability under the $3.2 billion RCF expiring 2021. Fitch's expectations for $4 billion of normalized FCF also supports liquidity, as does Dell's moderate to strong parent-subsidiary linkage with VMware, which provide contingent liquidity. DENNIS DURKIN: Open Market Sale of UPS Stock Interest Approved -------------------------------------------------------------- Judge Barbara Ellis-Monro of the U.S. Bankruptcy Court for the Northern District of Georgia authorized Dennis James Durkin's sale of his stock interest in United Parcel Service, Inc. on the open, public market of the New York Stock Exchange where said stock is traded. The sale is free and clear of liens with any valid liens, claims and encumbrances to attach to the proceeds of sale. At the closing of the Property, the Debtor is authorized and directed to pay the proceeds from the Stock sale together with sufficient monies necessary to pay in full the indebtedness due and owing to Merrill Lynch Mortgage Investors, Inc., Mortgage Pass-Through Certificate Series MLCC 2005-3. Any balance remaining from the Stock sale will be held by Debtor's counsel in escrow pending a determination by the Court of the Allowed Claims of the Internal Revenue Service and Georgia Department of Revenue and be subject to subsequent Court Order. Notwithstanding Bankruptcy Rule 6004 (h), the Order will be effective and enforceable immediately upon entry. Dennis James Durkin sought Chapter 11 protection (Bankr. N.D. Ga. Case No. 17-59804) on June 5, 2017. The Debtor tapped George M. Geeslin, Esq., as counsel. DENNIS DURKIN: Sale of Atlanta Property to Sando-Alfa for $1M OK'd ------------------------------------------------------------------ Judge Barbara Ellis-Monro of the U.S. Bankruptcy Court for the Northern District of Georgia authorized Dennis James Durkin's sale of real estate located at 3435 Kingsboro Road, Unit PH-1, Atlanta, Georgia to Sando-Alfa International Ventures, Ltd. for $1,145,000. The sale is free and clear of liens with any valid liens, claims and encumbrances to attach to the proceeds of sale. At the closing of the Property, the Debtor is authorized and directed to pay any customary and reasonable closing costs including Broker commissions together with sufficient monies necessary to pay in full the indebtedness due and owing to Merrill Lynch Mortgage Investors, Inc., Mortgage Pass-Through Certificate Series MLCC 2005-3. Notwithstanding Bankruptcy Rule 6004 (h), the Order will be effective and enforceable immediately upon entry. Dennis James Durkin sought Chapter 11 protection (Bankr. N.D. Ga. Case No. 17-59804) on June 5, 2017. The Debtor tapped George M. Geeslin, Esq., as counsel. DIAZ PROPERTY: Taps Langer Grogan as Special Counsel ---------------------------------------------------- Diaz Property Holdings, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Pennsylvania to hire Langer, Grogan & Diver, P.C. as its special counsel. The Debtor tapped the firm to pursue its claim against mortgage lender Gravity Segregation LLC for violation of Pennsylvania's Loan Interest and Protection Law. Gravity Segregation holds a mortgage encumbering real properties owned by the Debtor and its member Anthony Diaz. Irv Ackelsberg, Esq., the attorney who will be representing the Debtor, charges an hourly fee of $750. Mr. Ackelsberg either will seek payment of his fees from the mortgage lender as part of the Debtor's claim for relief or will seek payment as an administrative expense claim. Mr. Ackelsberg disclosed in a court filing that he and other members of his firm do not hold or represent any interest adverse to the Debtor's estate. Langer Grogan can be reached through: Irv Ackelsberg, Esq. Langer, Grogan & Diver, P.C. 1717 Arch Street, Suite 4130 Philadelphia, PA 19130 Phone: 215-320-5660 Fax: 215-320-5703 About Diaz Property Holdings LLC Diaz Property Holdings, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 17-02134) on May 23, 2017. Anthony Diaz, sole member, signed the petition. At the time of the filing, the Debtor estimated assets and liabilities of less than $500,000. Judge John J. Thomas presides over the case. John R. K. Solt, P.C. represents the Debtor as bankruptcy counsel. DIT PROPERTIES: Taps Kelly G. Black as Legal Counsel ---------------------------------------------------- DIT Properties, LLC seeks approval from the U.S. Bankruptcy Court for the District of Arizona to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to employ Kelly G. Black, PLC to, among other things, give legal advice regarding its duties under the Bankruptcy Code; negotiate with creditors; and assist in the preparation of a plan of reorganization. The firm will charge $300 per hour for the services of its attorney and $125 per hour for paralegal services. Kelly G. Black and its attorneys are "disinterested persons" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Kelly G. Black, Esq. Kelly G. Black, PLC 1152 E Greenway St., Suite 4 Mesa, AZ 85203-4360 Tel: 480-639-6719 Fax: 480-639-6819 Email: kgb@kellygblacklaw.com About DIT Properties LLC DIT Properties, LLC was founded in 2002 and is located at 2185 W US Highway 70 in Thatcher. It listed its business as a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 17-08929) on August 2, 2017. Anthony M. Alder, member, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of $1 million to $10 million. Judge Scott H. Gan presides over the case. DOWLING COLLEGE: Hires Collection Firm and Special Counsel ---------------------------------------------------------- Dowling College seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to employ Receivable Collection Services, LLC, as collection professional, and Forster & Garbus LLP, as special counsel to the Debtor. Dowling College requires Receivable Collection Services to collect unpaid student accounts representing unpaid tuition and other fees due and owing to the Debtor. In the event that Receivable Collection Services is unsuccessful in effecting a satisfactory collection on any receivables, Receivable Collection Services may employ Forster & Garbus to collect the receivables. Receivable Collection Services and Forster & Garbus will be paid as follows: -- 35% contingency fee for primary placement accounts with a 2015 or 2016 term and appearing on the A/R Aging Report, payable to Receivable Collection Services; -- 40% contingency fee for secondary placement accounts recalled from collection agencies engaged prior to the Petition Date, payable to Receivable Collection Services; -- 45% contingency fee for tertiary placement accounts previously worked by two collection agencies and closed and returned as un-collectable prior to the Petition Date, payable to Receivable Collection Services; and -- 45% contingency fee for accounts referred by Receivable Collection Services to Forster & Garbus, payable 10% to Receivable Collection Services and 35% to Forster & Garbus. Mark Hablenko, president of Receivable Collection Services, LLC, and Joel Leiderman, senior associate attorney of Forster & Garbus LLP, both assured the Court that their firms are a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) are not creditors, equity security holders or insiders of the Debtor; (b) have not been, within two years before the date of the filing of the Debtor' chapter 11 petition, directors, officers or employees of the Debtor; and (c) do not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. The firms can be reached at: Mark Hablenko RECEIVABLE COLLECTION SERVICES, LLC 170 Jericho Turnpike Floral Park, NY 11001 Tel: (516) 323-0808 - and - Joel Leiderman, Esq. FORSTER & GARBUS LLP 60 Motor Parkway Commack, NY 11725 Tel: (800) 245-9943 About Dowling College Dowling College was founded in 1955 as part of Adelphi College's outreach to Suffolk County, New York. Dowling College became the first four-year, degree-granting liberal arts institution in the county. It purchased the former W.K. Vanderbilt estate in Oakdale in 1962. Dowling College sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 16-75545) on Nov. 30, 2016, estimating assets of $100 million to $500 million and debt of less than $100 million. The Debtor is represented by Klestadt Winters Jureller Southard & Stevens, LLP. Ingerman Smith, LLP and Smith & Downey, PA have been tapped as special counsel. Robert Rosenfeld of RSR Consulting, LLC, serves as its chief restructuring officer while Garden City Group, LLC, serves as its claims and noticing agent. The Debtor has also hired FPM Group, Ltd., as consultants; Eichen & Dimeglio, PC, as accountants; A&G Realty Partners, LLC and Madison Hawk Partners, LLC, as real estate advisors; and Hilco Streambank and Douglas Elliman serve as brokers. Judge Robert E. Grossman presides over the Debtor's bankruptcy case. The Office of the U.S. Trustee on Dec. 9, 2016, appointed three creditors of Dowling College to serve on the official committee of unsecured creditors. The Committee named SilvermanAcampora LLP as its counsel. ENDLESS SALES: Compass Bank Asks Court to Prohibit Cash Use ----------------------------------------------------------- Secured creditor BBVA Compass Bank filed with the U.S. Bankruptcy Court for the District of Colorado an objection to Endless Sales, Inc.'s use of cash collateral and is asking that the Court prohibit the Debtor from using cash collateral. Compass Bank is a secured creditor of the Debtor with a first lien interest, evidenced by three operating lines of credit, on substantially all of the Debtor's assets. As of the Petition date, the Debtor owed Compass $644,275.80 on the secured loans and $70,680.46 on the unsecured loans. As of the Petition date the most recent appraisal of April 10, 2014, reflected an estimated value of the equipment collateral securing Debtor's loans with Compass Bank was fair market value of $2,050,087 and liquidation value of $1,039,000. The Debtor and Compass Bank had previously reached an agreement for the Debtor to continue to use cash collateral to meet its operational needs and generate new revenues which agreement was effective through May 31, 2017. The Debtor and Compass Bank subsequently agreed to extend their agreement for the Debtor to use cash collateral through Aug. 29, 2017. BBVA Compass claims that: a. the Debtor has not been providing the monthly reports which Debtor agreed to provide in the initial cash collateral agreement and in the subsequent cash collateral agreement, including monthly reports on financial statements, balance sheet, WIP, inventory evaluation, AR aging and AP aging and a WIP report that manually brings the WIP report forward each week; b. the Debtor's financial reports filed with the Court, do not adequately provide information for Compass Bank to track an increase or decrease in the Debtor's fork lift inventory from purchases and or sales of forklifts and it has been difficult for Compass, despite a recently prepared appraisal by Roller & Associates, to determine if Compass Bank's equity cushion in the collateral has been maintained by the current adequate protection payments or whether its equity cushion has deteriorated over the six months this case has been in Chapter 11 bankruptcy. The recent appraisal estimates the value of the equipment collateral as $1,185,000, retail and $632,450 liquidation value. The Debtor's most recent monthly report of operations from June 2017 shows a cash balance of $416,514.92; c. the Debtor's financial reports filed with the Court have not been consistently filed on a timely basis. The reports do not provide the information necessary to monitor Compass Bank's collateral. The Debtor has not filed July 2017 reports of operations that were due Aug. 21, 2017; d. Compass Bank is aware that the Debtor has resolved the state court litigation filed by former employees of the Debtor but despite request has not been advised how the settlement, if at all, will impact the cash accumulated by the Debtor in its DIP account from sale of forklifts; and e. Compass Bank is not the depository lender for the Debtor's DIP account and proceeds from equipment sales, although sitting in the Debtor's DIP account, have accumulated from the sale of Compass Bank's equipment collateral. Compass Bank is not receiving a pay down on its loans when forklifts are sold and since Compass Bank is not the DIP depository account, Compass Bank is not able to monitor the Debtor's cash balances, and as the Compass Bank requests as additional adequate protection, as is allowed by 11 U.S.C. 363 (c) (4) that a portion of the cash on deposit in the Debtor's DIP account, in a suggested amount of $250,000, be segregated into a separate account where Compass Bank receives a Control Agreement over segregated funds with Debtor and the DIP account depository, further protecting Compass Bank that the cash collateral funds will not be spent except as is authorized by the terms and provisions of a new cash collateral agreement or as further ordered by the Court. Should a new cash collateral agreement be ordered, Compass Bank as adequate protection would request these provisions: a. the Debtor provide an Amended Budget based on current operations allowing the Debtor the ability to deviate from the Amended Budget by up to 15% per line item, per month; b. the Debtor will continue to provide Compass Bank with a replacement lien on all inventory, equipment, cash, accounts receivable and accounts generated by the Debtor post-petition to the extent that the use of cash collateral results in a decrease in the value of the secured party's interest in the property; c. the Debtor will continue to maintain adequate insurance coverage on all personal property assets and adequately insure against any potential loss; d. the Debtor will provide to Compass Bank, in addition to all periodic reports and information filed with the Court, including debtor-in-possession reports, these weekly reports or as otherwise stated: monthly reports on financial statements, including, income statements, balance sheet, and WIP; weekly reports on cash flows, inventory valuation, A/R aging (including a break out of retention, and bonded A/R), A/P aging, and a WIP report that manually brings the monthly WIP report forward each week; e. the Debtor will only expend cash collateral pursuant to the budget subject to reasonable fluctuation that results in a change of no more than 15% in net cash flow per month; f. the Debtor will pay all post-petition taxes; g. the Debtor will retain in good repair all collateral in which the party has an interest; h. the Debtor, to return Compass Bank to the equity cushion it had at the time of the filing of the bankruptcy proceeding, will pay Compass Bank the sum of $25,000 per month as adequate protection, during the term of any order for use of cash collateral; i. the Debtor agrees that Compass Bank, or any of its representatives, will be permitted, on reasonable advance notice, to inspect, examine and copy any books and records and operations and collateral related to the Debtor's ongoing business. The Debtor agrees that Compass Bank will be entitled to physical inspection, on no more than two days advanced notice to the Debtor, of the collateral, specifically including but not limited to the inventory and equipment; and j. the Debtor segregate $250,000 of the cash collateral from its DIP operating account, as is allowed by 11 U.S.C. 363 (c) (4) subject to a Control Agreement between Compass Bank, the Debtor and the DIP depository, on terms agreeable to the parties and the Court. A copy of the Objection is available at: http://bankrupt.com/misc/cob17-11037-149.pdf As reported by the Troubled Company Reporter on Feb. 28, 2017, the Court authorized the Debtor to use cash collateral on an interim basis. Judge Brown directed the Debtor to provide BBVA Compass Bank with post-petition lien on all post-petition inventory and income derived from the operation of its business and assets, to the extent that the use of the cash results in a decrease in the value of BBVA Compass' interest in the collateral. She held that all replacement liens will hold the same relative priority to assets as did the pre-petition liens. BBVA Compass is represented by: Neal K. Dunning, Esq. BROWN DUNNING WALKER PC 2000 S. Colorado Boulevard Tower Two, Suite 700 Denver, Colorado 80222 Tel: (303) 329-3363 Fax: (303) 393-8438 E-mail: ndunning@bdwfirm.com About Endless Sales Based in Denver, Colorado, Endless Sales, Inc., is engaged in buying, refurbishing and reselling used forklifts, and designs and manufactures its own line of forklifts. Endless Sales, which conducts business under the name of Discount Forklift, Discount Forklift Brokers and Octane Forklifts, filed a Chapter 11 petition (Bankr. D. Colo. Case No. 17-11037) on Feb. 13, 2017. The petition was signed by Brian Firkins, president. The Debtor disclosed total assets of $2.56 million and total liabilities in the amount of $1.78 million. The case is assigned to Judge Elizabeth E. Brown. The Debtor is represented by Jeffrey S. Brinen, Esq., and Keri L. Riley, Esq., at Kutner Brinen, P.C. No official committee of unsecured creditors has been appointed in the case. ENDLESS SALES: Seeks to Hire Choice Business as Broker ------------------------------------------------------ Endless Sales, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Colorado to hire a business consultant and broker. The Debtor proposes to employ Choice Business Opportunities to assist in the marketing and sale of its business. The firm will receive a "success fee," which is 10% of the gross sale price of up to $1 million; 5% of the gross sale price of up to $2 million, and 4% of the gross sale price of more than $2 million. Mark Doran, owner, disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Mark Doran Choice Business Opportunities 13780 E. Rice Pl, Suite 115 Aurora, CO 80015 Phone: 303-758-4200 Fax: 303-758-1841 About Endless Sales Inc. Based in Denver, Colorado, Endless Sales, Inc. is engaged in buying, refurbishing and reselling used forklifts, and designs and manufactures its own line of forklifts. The Debtor, which conducts business under the name of Discount Forklift, Discount Forklift Brokers and Octane Forklifts, filed a Chapter 11 petition (Bankr. D. Colo. Case No. 17-11037) on February 13, 2017. The petition was signed by Brian Firkins, president. At the time of filing, the Debtor disclosed total assets of approximately $2.56 million and total liabilities in the amount of $1.78 million. The case is assigned to Judge Elizabeth E. Brown. The Debtor is represented by Jeffrey S. Brinen, Esq. and Keri L. Riley, Esq. at Kutner Brinen, P.C. The Debtor hired Hampton & Pigott, LLP as its special counsel. No official committee of unsecured creditors has been appointed in the case. A list of the Debtor's 10 unsecured creditors is available for free at http://bankrupt.com/misc/cob17-11037.pdf ENVIGO HOLDINGS: S&P Puts 'B-' CCR on CreditWatch Developing ------------------------------------------------------------ S&P Global Ratings placed its 'B-' long-term corporate credit rating on New Jersey-based nonclinical contract research organization (CRO) Envigo Holdings Inc. on CreditWatch with developing implications. The CreditWatch placement follows Envigo's announcement that it intends to repay a significant (27%-37%) portion of adjusted debt after being acquired by Avista Healthcare Public Acquisition Corp. S&P expects to assign a positive outlook if the transaction is successful. S&P said, "We plan to resolve the CreditWatch placement after the close of the acquisition and when we have more detail on the final capital structure. If the acquisition is successful and significant debt is repaid, we expect to assign a positive outlook due to the lower leverage and prospects for the company to maintain leverage between 5x-6x over time and consistently generate annual discretionary cash flow of over $20 million. "However, in the less likely scenario that the transaction is unsuccessful, we could assign a negative outlook or lower the rating, given the tight cash flow generation that will be pressured by a higher interest expense in 2018." EQUINIX INC: Moody's Revises Outlook to Positive & Affirms Ba3 CFR ------------------------------------------------------------------ Moody's Investors Service has changed the ratings outlook for Equinix, Inc. to positive from stable based on its improved competitive position, asset coverage and scale following the acquisition of Verizon's datacenters. Moody's has also affirmed Equinix's Ba3 corporate family rating (CFR), Ba3-PD probability of default rating, SGL-3 speculative grade liquidity rating, B1 (LGD5) unsecured debt rating and Ba2 (LGD2) senior secured debt rating. Equinix's recent acquisition of assets from Verizon resulted in an increase in the percentage of revenue generated from owned properties to around 42%, which Moody's views as credit positive. Although the debt financing associated with the transaction resulted in an increase in leverage, Moody's believes the higher proportion of owned assets allows for higher leverage tolerance as a result of improved asset coverage. As such, Moody's has widened Equinix's lower bound for leverage relative to its Ba3 CFR to 4.5x Moody's adjusted debt/EBITDA from 4.0x. The acquisition brings high execution risk, especially given the track record of companies acquiring assets from Verizon, but successful integration will result in a stronger market position. Additionally, Equinix has demonstrated its commitment to a using both debt and equity to fund large acquisitions. The Verizon transaction was financed with more than 50% equity and the recent announcement to put in place an at-the-market (ATM) equity issuance program demonstrates the company's balanced financial policy. Moody's projects leverage will fall towards 4.5x at year end 2018 from 5.1x (Moody's adjusted, pro forma for Verizon assets) at June 30, 2017. Outlook Actions: Issuer: Equinix, Inc. -- Outlook, Changed To Positive From Stable Affirmations: Issuer: Equinix, Inc. -- Probability of Default Rating, Affirmed Ba3-PD -- Speculative Grade Liquidity Rating, Affirmed SGL-3 -- Corporate Family Rating (Local Currency), Affirmed Ba3 -- Senior Unsecured Shelf, Affirmed (P)B1 -- Senior Secured Bank Credit Facility, Affirmed Ba2 (LGD 2) -- Senior Unsecured Regular Bond/Debenture, Affirmed B1 (LGD 5) RATINGS RATIONALE Equinix's Ba3 Corporate Family Rating reflects its position as the leading global independent data center operator offering carrier-neutral data center and interconnection services to large enterprises, content distributors and global Internet companies. The rating also incorporates the company's stable base of contracted recurring revenues, its strategic real estate holdings in key communications hubs and the favorable near-term growth trends for data center services across the world. These positive factors are offset by significant industry risks, intense competition, an aggressive M&A program and relatively high capital intensity. The rating also reflects Moody's concerns that the company's cash flow profile will remain under pressure due to the high dividend associated with its REIT tax status such that it will raise additional debt to finance its capital requirements for dividends, M&A and capital investment. The company's recent announcement of an ongoing ATM equity issuance program could offset this concern if Equinix uses it for a consistent source of capital. The positive outlook reflects improved leverage tolerance and a more balanced financial policy at Equinix as well as the expectation that the company will successfully complete the integration of the acquired Verizon assets. It also incorporates Moody's view that Equinix will continue to grow revenue and EBITDA such that leverage will fall towards the mid 4x range (Moody's adjusted) and the company will maintain adequate liquidity as it manages the cash flow demands of its high growth business and its large dividend. Moody's maintains an SGL-3 speculative grade liquidity rating on Equinix as Moody's anticipates that the company will rely heavily upon the debt markets or its $1.5 billion revolving credit facility to finance its annual cash flow deficit, resulting in adequate liquidity for the next 12-18 months. Moody's estimates that Equinix will pay around $610 million in cash dividends in 2017, growing in future periods. Moody's estimates that dividends will exceed internally generated cash for the foreseeable future and the company will rely upon a mix of debt and equity capital to finance the deficit. The company had approximately $1,064 million in cash or equivalents at June 30, 2017, and raised an additional $700 million net cash in early September. Moody's could raise Equinix' ratings if leverage can be sustained below 4.5x and the company uses a meaningful amount of equity to fund its annual cash deficits. The ratings could be downgraded if leverage is sustained above 5x (Moody's adjusted) for an extended timeframe or if liquidity deteriorates. The principal methodology used in these ratings was Communications Infrastructure Industry published in September 2017. Headquartered in Redwood City, CA, Equinix, Inc. is the largest publicly traded carrier-neutral data center hosting provider in the world with operations in 44 markets across the Americas, EMEA and Asia-Pacific. ERIE STREET INVESTOR: Trustee Hires Plante Moran as Accountant -------------------------------------------------------------- Frances Gecker, the Chapter 11 Trustee for Erie Street Investors, LLC, and its debtor-affiliates, ask the U.S. Bankruptcy Court for the Northern District of Illinois for authority to employ Plante & Moran, PLLC as her accountants. The Chapter 11 Trustee requires Plante Moran to prepare necessary tax returns; and render other accounting or financial advisory tasks as required by the Trustee. Plante Moran will be paid at these hourly rates: Craig Maksymiak $420 Tax Manager $250-$355 Tax Staff $115-$130 Tax In-Charge $156-$215 Assistants $94 Craig Maksymiak, CPA, a partner at Plante & Moran, 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 Debtors and their estates. Plante Moran can be reached at: Craig Maksymiak, CPA Plante & Moran, PLLC 10 S. Riverside Plaza, 9th Floor Chicago, IL 60606 Tel: 312-980-2977 E-mail: craig.maksymiak@plantemoran.com About Erie Street Investors Erie Street Investors, LLC, and its affiliates filed 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 estimated between $10 million and $50 million in both assets and liabilities. WSC Parking Fund estimated 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. A combined hearing on confirmation of the Plan and approval of the Disclosure Statement was scheduled for Sept. 11-12, 2017; and continued to Oct. 13. FIRST FLIGHT: May Use M&T Bank's Cash Collateral Until Oct. 2 ------------------------------------------------------------- The Hon. Thomas J. Catliota of the U.S. Bankruptcy Court for the District of Maryland has authorized Flight Limited Partnership's use of cash collateral and granting adequate protection to M&T Bank to and until 4:00 p.m. on Oct. 2, 2017. A hearing will be held on Oct. 4, 2017, at 10:30 a.m. to further consider the Debtor's request to continue using M&T Bank's cash collateral after 4:00 p.m. on Oct. 2. M&T Bank consents to the Debtor's continued use of its cash collateral. Prior to the Petition Date, M&T Bank extended a $9.75 million commercial loan to the Debtor. The indebtedness and obligations owed by the Debtor to M&T Bank under the note and the loan agreement are secured by first-priority duly perfected liens and security interests in, to and against certain real property and other assets of the Debtor. M&T Bank asserts that as of June 27, 2017, the indebtedness owed by the Debtor to M&T Bank under loan documents, excluding costs, expenses and attorneys' fees, amounted to $9,709,723.29, consisting of principal in the amount of $8,846,422, accrued and unpaid interest in the amount of $418,089.49 and late charges in the amount of $445,211.80. As adequate protection for all present and future Indebtedness and obligations that are owed by the Debtor to M&T Bank under the Loan Documents, M&T Bank is granted valid, choate, perfected, enforceable and non-avoidable first-priority security interests and liens in, to and against all present and future Rents, proceeds, receipts, accounts, accounts receivable, products and profits arising from or as a result of the Debtor's real property generally known as Unit 2, 41.9086 AC.+/-, First Flight Air Park Condominium, Inc., together with an undivided 97% interest in the common elements of the First Flight Air Park Condominium, Inc., located at 18450 Showalter Road, Hagerstown, Maryland 21742, or any other prepetition collateral. As additional adequate protection for M&T Bank's interests in the cash collateral, immediately upon the entry of the court order, and continuing at all times thereafter, the Debtor will use M&T Bank's cash collateral to pay the ongoing expenses of the Property, as set forth in the budget, and shall also use the cash collateral to: (a) pay for adequate insurance for the Property; (b) pay for any real estate taxes owed against the Property; (c) maintain the Property in good repair; and (d) to make the payment to M&T Bank. In addition, as further adequate protection for M&T Bank's consent to the Debtor's use of cash collateral, on or before 3:00 p.m. on Sept. Sept. 11, 2017, the Debtor will deliver to M&T Bank, in immediately available funds, a payment in the amount of $25,000. A copy of the court order is available at: http://bankrupt.com/misc/mdb17-18645-59.pdf As reported by the Troubled Company Reporter on July 17, 2017, the Court entered an interim consent order authorizing the Debtor's use of cash collateral and granting adequate protection to WashingtonFirst Bank until 4:00 p.m. on Sept. 28, 2017. About First Flight LP First Flight Limited Partnership, a Virginia limited liability partnership, owns two commercial buildings: 119,166-square-foot office facility & 761,360-square foot industrial(airport/airplane hangars) located at 18540 Showalter Rd. Hagerstown, Maryland. First Flight LP, doing business as Topflight Airpark, filed a Chapter 11 petition (Bankr. D. Md. Case No. 17-18645) on June 25, 2017. The petition was signed by Barrie Peterson, sole member and president of Airpark Holdings, LLC, the general partner of FFLP. At the time of filing, the Debtor disclosed $54.52 million in assets and $14.54 million in liabilities. The case is assigned to Judge Thomas J. Catliota. The Debtor is represented by Morgan William Fisher, Esq., at the Law Offices of Morgan William Fisher, LLC. FITNESS UNLIMITED: Taps Keech Law Firm as Legal Counsel ------------------------------------------------------- Fitness Unlimited Health Club, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Arkansas to hire legal counsel. The Debtor proposes to employ Keech Law Firm, P.A. to give legal advice regarding its duties under the Bankruptcy Code and provide other legal services related to its Chapter 11 case. The firm's standard hourly rates are: Kevin Keech, Esq. $315 Associate Attorney $215 Paralegal $140 Legal Assistant $125 The Debtor paid $17,000 to the firm as a security deposit retainer, which included the filing fee of $1,717. Kevin Keech, Esq., disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Keech Law Firm can be reached through: Kevin P. Keech, Esq. Keech Law Firm, P.A. 2011 S. Broadway Little Rock, AK 72206 Tel: 501-221-3200 Fax: 501-221-3201 Email: kkeech@keechlawfirm.com About Fitness Unlimited Health Club Fitness Unlimited Health Club, Inc. operates a health club facility at 1212 Highway 35 North, Benton, Arkansas. The Debtor sought Chapter 11 protection (Bankr. E.D. Ark. Case No. 17-14711) on Aug. 30, 2017. It previously sought bankruptcy protection on Nov. 20, 2013 (Bankr. E.D.Ark. Case No. 13-16393). The petition was signed by Kimberly McClendon, general manager. The Debtor estimated assets and liabilities in the range of $1 million to $10 million. FREEDOM HOLDING: Turlov Hikes Stake to 93% as of Sept. 8 -------------------------------------------------------- Timur R. Turlov reported in a Schedule 13D/A filed with the Securities and Exchange Commission that as of Sept. 8, 2017, he beneficially owns 29,647,101 shares of common stock of Freedom Holding Corp., which constitutes 93 percent of the shares outstanding. The reverse stock split of Freedom Holding's common stock was completed and became effective on Sept. 6, 2017. Pursuant to the terms of the Share Exchange and Acquisition Agreement, dated Nov. 23, 2015, between Freedom Holding and Mr. Turlov and consistent with the agreement of the Issuer and the Reporting Person at the time of the closing of the Issuer's acquisition of LLC Investment Company Freedom Finance on June 29, 2017, on Sept. 8, 2017, Freedom Holding issued 12,278,602 shares of common stock to Mr. Turlov. Freedom Holding and Mr. Turlov entered into the Acquisition Agreement with the intent that the Issuer would acquire the securities brokerage and financial services businesses operated by certain companies owned by Mr. Turlov. With the June 29, 2017 closing, Freedom RU, and its wholly owned subsidiaries became wholly owned subsidiaries of Freedom Holding. However, as reported in Amendment No. 1, because the Issuer lacked sufficient authorized but unissued common stock on June 29, 2017, to deliver the full agreed upon consideration, as an accommodation to facilitate the closing, Mr. Turlov agreed to accept a partial issuance of common shares of the Issuer's common stock at the closing and to defer the issuance of the balance of the common shares agreed upon until such time as the Issuer could complete a reverse stock split to provide sufficient authorized by unissued common shares to issue him the 93% ownership interest in the Issuer's outstanding common stock agreed to in the Acquisition Agreement. The Acquisition Agreement provides further that Mr. Turlov may increase his common stock holdings to 95% of the outstanding common stock of the Issuer in exchange for all of the issued and outstanding equity interest of FFINEU Investments Limited. Closing of the Freedom CY acquisition is subject to satisfaction of the terms and conditions of the Acquisition Agreement, including Article 1, Plan of Exchange; Closings, Article 2 Conditions Precedent to the Company's Obligation to Close and Article 3 Conditions Precedent to Shareholder's Obligation to Close. A full-text copy of the regulatory filing is available at: https://is.gd/7wdLo6 About Freedom Holding Freedom Holding Corp., formerly known, as BMB Munai, Inc., is engaged in oil and natural gas exploration and production through Emir Oil LLP, which was sold to a third party entity in 2011. The Company has been focused on satisfying its post-closing undertakings in connection with the sale of Emir Oil, winding down its operations in Kazakhstan and exploring oil and gas opportunities. BMB Munai reported a net loss of $578,139 for the year ended March 31, 2017, a net loss of $491,999 for the year ended March 31, 2016, and a net loss of $138,634 for the period from Aug. 25, 2014, to March 31, 2015. As of June 30, 2017, BMB Munai had $164.6 million in total assets, $106.6 million in total liabilities and $58.01 million in total stockholders' equity. FRESH FANATIC: Hires Keen-Summit as Real Estate Broker ------------------------------------------------------ Fresh Fanatic, Inc., seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to employ Keen-Summit Capital Partners LLC, as real estate broker to the Debtor. Fresh Fanatic requires Keen-Summit to assist with the sale and disposition of the Debtor's lease at 88 Washington Avenue, Brooklyn, New York 11205. Keen-Summit will be paid a commission equal to the greater of $4,500 or 5% of the gross proceeds. Matthew Bordwin, principal and managing director of Keen-Summit Capital Partners 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. Keen-Summit can be reached at: Matthew Bordwin KEEN-SUMMIT CAPITAL PARTNERS LLC 1 Huntington Quadrangle, Suite 2C04 Melville, NY 11747 Tel: (646) 381-9202 E-mail: mbordwin@keen-summit.com About Fresh Fanatic, Inc. Fresh Fanatic -- http://www.freshfanatic.com/-- owns an organic market in Brooklyn, New York. The Company offers organic, all natural and local groceries and produce, fresh meat and fish, international cheeses and top notch deli meats. It also features gluten-free, non-dairy, vegan, and sugar- free specialties. The Company obtains local produce straight from the farm, including local farms in upstate New York like Hepworth Farms and Lucky Dog Farm. Fresh Fanatic has an organic juice and smoothies bar, an all-natural gourmet hot food bar, fresh made soups, prepared foods, guacamole and hummus, and fresh-baked goods as well as custom desserts by 5-star baker Michael Allen. Fresh Fanatic, Inc., filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 17-44263) on August 17, 2017. The Hon. Elizabeth S. Stong presides over the case. Tracy L. Klestadt, Esq., at Klestadt Winters Jureller Southard & Stevens, LLP, serves as the Debtor's bankruptcy counsel. Yeskoo Hogan & Tamlyn LLP, serves as special litigation 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 Andrew Goldin, chief executive officer. FRESH FANATIC: Hires Klestadt Winters as Counsel ------------------------------------------------ Fresh Fanatic, Inc., seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to employ Klestadt Winters Jureller Southard & Stevens, LLP, as counsel to the Debtor. Fresh Fanatic requires Klestadt Winters to: a. advise the Debtor with respect to its rights, powers and duties as the Debtor and debtor-in-possession in the continued management and operation of its business and assets; b. attend meetings and negotiate with representatives of creditors and other parties in interest and advise and consult on the conduct of the cases, including all of the legal and administrative requirements of operating under Chapter 11; c. take all necessary action to protect and preserve the Debtor's estate, including prosecution of actions on behalf of the Debtor, the defense of any actions commenced against the estate, negotiations concerning litigation in which the Debtor may be involved and objections to claims filed against the estate; d. prepare on behalf of the Debtor such motions, applications, answers, orders, reports, and papers necessary to the administration of the estate; e. assist the Debtor in analysis and negotiations with any third party concerning matters related to the realization by creditors of a recovery on claims and other means of realizing value; f. represent the Debtor at all hearings and other proceedings; g. assist the Debtor in analysis of matters relating to the legal rights and obligations of the Debtor with respect to various agreements and applicable laws; h. review and analyze all applications, orders, statements, and schedules filed with the Court and advise the Debtor as to their propriety; i. assist the Debtor in preparing pleadings and applications as may be necessary in furtherance of the Debtor's interests and objectives; j. assist and advise the Debtor with regard to communications to the general creditor body regarding any proposed chapter 11 plan or other significant matters in the chapter 11 cases; k. assist the Debtor with respect to consideration by the Court of any disclosure statement or plan prepared or filed pursuant to the Bankruptcy Code and taking any necessary action on behalf of the Debtors to obtain confirmation of such plan; and l. perform such other legal services as may be required and deemed to be in the interest of the Debtor in accordance with its powers and duties as set forth in the Bankruptcy Code. Klestadt Winters will be paid at these hourly rates: Partners $495-$695 Associates $275-$395 Paralegals $175 On or about July 12 and again on August 15, Klestadt Winters was provided with an advance deposit retain in relation to the preparation of the instant matter in the total amount of $50,200. After drawing against the Retainer Funds for services rendered and expenses incurred through the Petition Date, the sum of $33,182 remains as unapplied Retainer funds that Klestadt Winters will maintain in connection with the Case. Klestadt Winters will also be reimbursed for reasonable out-of-pocket expenses incurred. Tracy L. Klestadt, partner of Klestadt Winters Jureller Southard & Stevens, LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Klestadt Winters can be reached at: Tracy L. Klestadt, Esq. KLESTADT WINTERS JURELLER SOUTHARD & STEVENS, LLP 200 West 41st Street, 17th Floor New York, NY 10036 Tel: (212) 972-3000 Fax: (212) 972-2245 About Fresh Fanatic, Inc. Fresh Fanatic -- http://www.freshfanatic.com/-- owns an organic market in Brooklyn, New York. The Company offers organic, all natural and local groceries and produce, fresh meat and fish, international cheeses and top notch deli meats. It also features gluten-free, non-dairy, vegan, and sugar-free specialties. The Company obtains local produce straight from the farm, including local farms in upstate New York like Hepworth Farms and Lucky Dog Farm. Fresh Fanatic has an organic juice and smoothies bar, an all-natural gourmet hot food bar, fresh made soups, prepared foods, guacamole and hummus, and fresh-baked goods as well as custom desserts by 5-star baker Michael Allen. Fresh Fanatic, Inc., filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 17-44263) on August 17, 2017. The Hon. Elizabeth S. Stong presides over the case. Tracy L. Klestadt, Esq., at Klestadt Winters Jureller Southard & Stevens, LLP, serves as bankruptcy counsel. Yeskoo Hogan & Tamlyn LLP, as special litigation 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 Andrew Goldin, its chief executive officer. FRESH FANATIC: Hires Yeskoo Hogan as Special Litigation Counsel --------------------------------------------------------------- Fresh Fanatic, Inc., seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to employ Yeskoo Hogan & Tamlyn LLP, as special litigation counsel to the Debtor. Fresh Fanatic requires Yeskoo Hogan to represent and provide legal services in the case styled as Fresh Fanatic, Inc. v. 275 Park Associates, LLC (New York Supreme Court, Kings County, Index No. 508456/2015), and Fresh Fanatic, Inc. v. 275 Park Associates, LLC (New York Supreme Court, Kings County, Index No. 515395/2015). Yeskoo Hogan will be paid at these hourly rates: Attorneys $450 Paralegals $80 Yeskoo Hogan will also be reimbursed for reasonable out-of-pocket expenses incurred. Richard Yeskoo, a partner of Yeskoo Hogan & Tamlyn LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Yeskoo Hogan can be reached at: Richard Yeskoo, Esq. YESKOO HOGAN & TAMLYN LLP 909 Third Avenue, 28th Floor New York, NY 10022 Tel: (212) 983-0900 About Fresh Fanatic, Inc. Fresh Fanatic -- http://www.freshfanatic.com/-- owns an organic market in Brooklyn, New York. The Company offers organic, all natural and local groceries and produce, fresh meat and fish, international cheeses and top notch deli meats. It also features gluten-free, non-dairy, vegan, and sugar- free specialties. The Company obtains local produce straight from the farm, including local farms in upstate New York like Hepworth Farms and Lucky Dog Farm. Fresh Fanatic has an organic juice and smoothies bar, an all-natural gourmet hot food bar, fresh made soups, prepared foods, guacamole and hummus, and fresh-baked goods as well as custom desserts by 5-star baker Michael Allen. Fresh Fanatic, Inc., filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 17-44263) on August 17, 2017. The Hon. Elizabeth S. Stong presides over the case. Tracy L. Klestadt, Esq., at Klestadt Winters Jureller Southard & Stevens, LLP, serves as the Debtor's bankruptcy counsel. Yeskoo Hogan & Tamlyn LLP, serves as special litigation 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 Andrew Goldin, chief executive officer. FURNITURE MARKETING: Hires Danowitz Legal as Counsel ---------------------------------------------------- Furniture Marketing Direct, LLC, seeks authorization from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Danowitz Legal, PC as its Chapter 11 counsel. The Debtor requires Danowitz to provide legal services which may be necessary in the administration of this case, including preparation or amendment of schedules, representation in contested matters and adversary proceedings, preparation of a plan of reorganization and disclosure statement, and other matters which may arise during the administration of this case. Danowitz will be paid at these hourly rates: Edward F. Danowitz $350 Associate Attorney $275 Paralegal $110 Danowitz Legal, P.C. has agreed to accept a pre-petition retainer in the amount of $11,700 and will later apply to the court for compensation for services rendered and fees incurred, which compensation is to come from the retainer and from income or proceeds of the Chapter 11 estate pursuant to the controlling provisions of law. Edward F. Danowitz, Esq., Danowitz Legal, P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Danowitz may be reached at: Edward F. Danowitz, Esq. Danowitz Legal, P.C. 300 Galleria Parkway NW Suite 960 Atlanta, GA 30339 Tel: 770-933-0960 E-mail: Edanowitz@DanowitzLegal.com About Furniture Marketing Direct, LLC Furniture Marketing Direct, LLC filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ga. Case No. 17-65370) on September 1, 2017. The Debtor does business as Heart Liquidators, Mattress Heroes USA, Overstock Mattress & Beds, and Overstock Mattress Wholesalers. Edward F. Danowitz, Esq., at Danowitz Legal, P.C. serves as the Debtor's bankruptcy counsel. The Debtor's assets and liabilities are both below $1 million. GALVESTON BAY: Has Final OK to Secure Up To $2.5M in Financing -------------------------------------------------------------- The Hon. Craig A. Gargotta of the U.S. Bankruptcy Court for the Western District of Texas has entered a final order authorizing Galveston Bay Properties LLC to obtain up to $2.5 million in secured, superpriority post-petition financing from Grace Oil Investments, LLC, and REM Petroleum Investments, LLC. The proceeds of which will be used to continue the development of certain oil and gas leases, wells, platforms, pipelines, Railroad Commission bonds and other property and equipment covering or pertaining to lands located in the state waters of Galveston Bay, Chambers and Galveston Counties, Texas, which GB Properties acquired out of the bankruptcy of Galveston Bay Energy LLC. As security for the full and timely payment of the DIP Obligations, the DIP Lenders are granted valid, enforceable, non-avoidable, and fully perfected security interests in and liens upon all DIP collateral, subject and subordinate only to the existing valid, perfected prepretition liens of Shadow Tree Capital Management LLC, Shadow Tree Funding Vehicle A-Hydrocarb LLC, Quintium Private Opportunities Fund LP, and Samuel Gradess, Trustee, and Texas General Land Office, Texas Railroad Commission, and Archrock Partners Operating LLC, including its liens filed or perfected postpetition by Archrock as permitted by Section 546(b) of the U.S. Bankruptcy Code, which DIP liens will (i) constitute security interests in and liens upon all DIP collateral. The Lenders have agreed to join in providing the loan sought by GB Properties together with the right to acquire up to 52% of the ownership of GB Properties, GB Operating and other affiliates of these entities, including a Management Company, if one is formed for the purpose of managing the Project. The parties acknowledge that the sums of $240,000 and $16,000 have been advanced prior to the execution hereof, and further advances may be made by notice from GB Properties to the Lenders. The term of the Loan will be one year from the date of funding of the Loan. The note will bear interest at the rate of 5.5% per annum. GB Properties will have until the Maturity Date to pay to Lenders the entire Loan, together with all accrued but unpaid interest, unless Lenders elect to convert the Loan to a share of the equity ownership in the GB Companies; provided that no amounts will be payable on account of the Loan from the security or the proceeds thereof unless: (a) the senior secured allowed claim of Shadow Tree has been repaid in full; or (b) under a concurrent repayment schedule contained in the GB Plan of Reorganization, and in no event will amounts be payable on account of the Loan under such plan in the event of a material default under the plan in the treatment of Shadow Tree's allowed claim. The proceeds of the Loan will be advanced by the Lenders and deposited in the DIP Bank Account (except for the Prior Advance which was deposited in the IOLTA of GB Properties proposed counsel) and will be used by GB Properties during the case exclusively for the following purposes: (1) to pay expenses as identified in the budget approved by the Lender, through Nov. 3, 2017, as the budget may be modified, extended or supplemented from time to time with the Lender's prior written consent and as approved by the Court in the interim court order and any final court order; (2) to pay prepetition Date obligations of GB Properties expressly approved by the Lenders and authorized by the Court; (3) to pay fees payable by GB Properties to the office of the U.S. Trustee; (3) to pay fees and expenses of professionals retained by GB Properties to the extent consistent with the budget and subject to all necessary authorizations by the Court; and (4) to pay other expenses authorized by the Court in orders that are reasonably acceptable to the Lenders and entered in the case. The closing of the Loan transaction contemplated will occur simultaneously with the execution of the agreement by all signatory parties, and the Effective Date, will be the date that the last of the parties executes a counterpart hereof, the Note and security documents are executed and delivered by the GB Companies, and the Loan is funded by the Lenders. The funding of the loan will occur as soon as possible following the loan closing and final court approval on or after Sept. 6, 2017; provided, however, that the amount of $1,278,942 approved in the interim court order, less the prior advanced amount of $240,000, was approved in the interim court order and will be wired by the Lenders such that it is actually received by the GB Properties no later than noon on Aug. 28, 2017. A copy of the Order is available at: http://bankrupt.com/misc/txwb17-51905-41.pdf About Galveston Bay Headquartered in New Braunfels, Texas, Galveston Bay Properties LLC is an oil and gas extraction business. Galveston Bay filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 17-51905) on Aug. 9, 2017, estimating its assets at between $10 million and $50 million and debt at between $1 million and $10 million. The petition was signed by Dan Polk, manager. Judge Craig A. Gargotta presides over the case. Kell C. Mercer, Esq., at Kell C. Mercer, PC, serves as the Debtor's bankruptcy counsel. GENON ENERGY: Power Plant Owners Seek $620-Mil. in Damages ---------------------------------------------------------- Peg Brickley, writing for The Wall Street Journal Pro Bankruptcy, reported that NRG Energy Inc.'s plan for a friendly divorce from GenOn Energy Inc. faced a court test as owners of power plants in Maryland ask a judge to award them as much as $620 million in damages. According to the report, a win by the power plant owners would be a loss for GenOn's bondholders and a probable upset of the chapter 11 plan. Bondholders back a restructuring plan that separates GenOn from NRG, swapping out $1.8 billion in debt for equity in a stand-alone power-generation company, the report related. NRG acquired GenOn in 2012 for $1.7 billion, the report pointed out. With confirmation hearings slated to start Nov. 13, the question of how much the plant owners could be owed is a major factor, the report said. Judge David Jones in Houston is being asked to set the value of the plant owners' claims; the higher the estimated figure, the more leverage they have in deciding GenOn's fate, the report said. NRG says it won't go through with its contribution to GenOn's bankruptcy-exit plan unless the threat of lawsuits from the plant owners is quashed, the report related. Investors that paid $1.5 billion to buy two coal-fired power plants in Maryland -- the Morgantown and Dickerson facilities -- say NRG and GenOn must be held accountable for allegedly defrauding them by diverting cash from its GenOn Mid-Atlantic LLC unit, which leases their plants, the report further related. About GenOn Energy GenOn Energy, Inc., is a wholesale power generation corporation with 15,394 megawatts in generating capacity, operating operate 32 power plants in eight states. GenOn is subsidiary of NRG Energy Inc., which is a competitive power company that produces, sells and delivers energy and energy services, primarily in major competitive power markets in the U.S. GenOn is the product of two mergers since 2010. First, on Dec. 3, 2010, two wholesale power generation companies -- RRI Energy, a company formerly known as Reliant Energy, and Mirant Corporation -- completed an all-stock, tax-free merger with Mirant becoming RRI's wholly-owned subsidiary. Following the merger, RRI took its current name: GenOn. NRG, through a wholly-owned subsidiary, and GenOn completed a stock-for-stock merger in a $6 billion deal, with GenOn continuing as the surviving company on December 14, 2012. NRG, as consideration for acquiring GenOn's entire equity, issued 0.1216 shares of NRG common stock for each outstanding share of GenOn. In structuring the merger, NRG "ring-fenced" GenOn's debt, leaving GenOn's creditors without recourse against NRG's assets in the event of GenOn's default. As of March 31, 2017, GenOn Energy had $4.81 billion in total assets, $4.51 billion in total liabilities and $304 million in total stockholders' equity. GenOn Energy, Inc. ("GenOn"), GenOn Americas Generation, LLC ("GAG") and 60 of their directly and indirectly-owned subsidiaries commenced the Chapter 11 cases in Houston, Texas (Bankr. S.D. Tex. Lead Case No. 17-33695) on June 14, 2017, to implement a restructuring plan negotiated with stakeholders prepetition. The Debtors' cases have been assigned to Judge David R. Jones. Kirkland & Ellis LLP is the Debtors' bankruptcy counsel. Zack A. Clement, PLLC, is the local counsel. Rothschild Inc. is the financial advisor and investment banker. McKinsey Recovery & Transformation Services U.S. is the restructuring advisor. Epiq Systems, Inc., is the claims and noticing agent. Credit Suisse Securities (USA) LLC serves as GenOn Energy's financial advisor and investment banker. Special Counsel to the GAG Steering Committee is Quinn Emanuel Urquhart & Sullivan, LLP. The Steering Committee of GAG Noteholders is comprised of Benefit Street Partners LLC, Brigade Capital Management, LP, Franklin Mutual Advisers, LLC, and Solus Alternative Asset Management LP, each on behalf of itself or certain affiliates, and/or accounts managed and/or advised by it or its affiliates. Counsel to the GenOn Steering Committee and the GAG Steering Committee are Keith H. Wofford, Esq., Stephen Moeller-Sally, Esq., and Marc B. Roitman, Esq., at Ropes & Gray LLP. Counsel for NRG Energy, Inc., are C. Luckey McDowell, Esq., and Ian E. Roberts, Esq., at Baker Botts L.L.P. GIRARD MANUFACTURING: Hires Fuentes Law as Counsel -------------------------------------------------- Girard Manufacturing, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Fuentes Law Offices, LLC, as counsel to the Debtor. Girard Manufacturing requires Fuentes Law to represent and provide legal services to the Debtor in the Chapter 11 bankruptcy proceeding. Fuentes Law will be paid at the hourly rate of $250. The firm will be paid a retainer in the amount of $5,000. It will also be reimbursed for reasonable out-of-pocket expenses incurred. Alexis Fuentes-Hernandez, member of Fuentes Law Offices, 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. Fuentes Law can be reached at: Alexis Fuentes-Hernandez, Esq. FUENTES LAW OFFICES, LLC P.O. Box 9022726 San Juan, PR 00902-2726 Tel: (787) 722-5215 Fax: (787) 722-5206 E-Mail: alex@fuentes-law.com About Girard Manufacturing, Inc. Girard Manufacturing Inc. provides office furniture in San Juan, Puerto Rico. The Company offers desks chairs, modular systems, bookshelves, filing systems, and accessories, as well as online service and support. Girard Manufacturing, Inc., based in San Juan, PR, filed a Chapter 11 petition (Bankr. D.P.R. Case No. 17-05975) on August 24, 2017. Alexis Fuentes-Hernandez, Esq., at Fuentes Law Offices, LLC, serves as bankruptcy counsel. In its petition, the Debtor estimated $2.36 million in assets and $3.83 million in liabilities. The petition was signed by Jose A. Casal Seibezzi, president. GOODWILL INDUSTRIES: Taps Kamer Zucker as Special Counsel --------------------------------------------------------- Goodwill Industries of Southern Nevada Inc. seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire Kamer Zucker Abbott as its special counsel. The firm will represent the Debtor in labor and employment-related matters. Kamer's standard hourly rates are: Gregory Kamer $650 Scott Abbott $425 R. Todd Creer $300 Paralegals $80 - $125 Kamer does not hold any interest adverse to the Debtor or its bankruptcy estate, according to court filings. The firm can be reached through: Scott M. Abbott, Esq. Kamer Zucker Abbott 3000 West Charleston Blvd., Suite 3 Las Vegas, NV 89102-1990 Phone: +1 702-259-8640 Fax: +1 702-259-8646 About Goodwill Industries Founded in 1975 and headquartered in North Las Vegas, Nevada, Goodwill of Southern Nevada -- http://www.goodwill.vegas-- is a registered 501(c)(3) nonprofit, accepts the communities' gifts in the form of donated goods and sells those items to provide free job training and placement services for unemployed locals. In 2016, Goodwill of Southern Nevada served the job training needs of 14,465 and directly placed 3,004 individuals into local jobs. Goodwill also makes a significant impact on the environment through recycling and reuse practices. In 2016, there were 873,624 generous donors of goods who helped Goodwill divert over 26 million pounds from its local landfills. Goodwill Industries of Southern Nevada, Inc. -- d/b/a Goodwill of Southern Nevada, Goodwill Deja Blue Boutique, Goodwill Store/Donation Center, Goodwill Clearance Center, Goodwill Select, and Goodwill Donation Center -- filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 17-14398) on Aug. 11, 2017, estimating its assets and debts at between $10 million and $50 million. The petition was signed by John Hederman, interim chief executive officer. Judge Bruce T. Beeley presides over the case. Zachariah Larson, Esq., at Larson & Zirzow, LLC, serves as the Debtor's bankruptcy counsel. GREER APPLIANCE: Hires Cooper Law as Counsel -------------------------------------------- Greer Appliance Warehouse & Service, LLC, seeks authority from the U.S. Bankruptcy Court for the District of South Carolina to employ The Cooper Law Firm, as attorney to the Debtor. Greer Appliance requires Cooper Law to: a. provide the Debtor with legal advice with respect to its powers and duties as Debtor-in-Possession in the continued management and control of its assets, and its responsibilities regarding its liabilities to is creditors; b. provide legal advice to the Debtor regarding its responsibility to provide insurance and bank account information, to file monthly operating reports with the Bankruptcy Court, to pay quarterly fees to the U.S. Trustee's Office, to seek and receive through their attorney consent of the Bankruptcy Court to incur debt or sell property, to file a Plan of Reorganization and Disclosure Statement within 180 days of filing of the petition, and to file a Final Report, Accounting and Request for Final Decree as soon after Confirmation of the Plan as is feasible, but no later than 120 days after Confirmation of the Plan; and c. prepare the Petition, Schedules, Statement of Financial Affairs, Plan of Reorganization, Disclosure Statement, Final Report, Final Accounting, Final Decree, as well as any other necessary applications, answers, orders, reports, or legal documents relative to the Chapter 11 bankruptcy case. Cooper Law will be paid at these hourly rates: Attorneys $295 Associates $150 Paralegals $95 On August 11, 2017, Cooper Law received a retainer in the amount of $4,566, and $1,717 filing fee. Cooper Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert H. Cooper, member of The Cooper Law Firm, 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. Cooper Law can be reached at: Robert H. Cooper, Esq. THE COOPER LAW FIRM 150 Milestone Way, Suite B Greenville, SC 29615 Tel: (864) 271-9911 Fax: (864) 232-5236 About Greer Appliance Warehouse & Service, LLC Greer Appliance Warehouse & Service, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.S.C. Case No. 17-04069) on August 15, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Robert H. Cooper, Esq., at The Cooper Law Firm. GROW CONDOS: Tangiers Global Has 9.99% Stake as of Sept. 14 ----------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, Tangiers Global, LLC, reported that as of Sept. 14, 2017, it beneficially owns 5,983,991 shares of common stock, $0.001 value per share, of Grow Condos, Inc., which constitutes 9.99 percent of the shares outstanding. Tangiers has rights, under a Convertible Promissory Note, to own an aggregate number of shares of the Issuer's common stock, which, except for a contractual cap on the amount of outstanding shares of the Issuer's common stock that Tangiers may own, could exceed such a cap. Tangiers's ownership cap is 9.99%. Thus, the number of shares of the Issuer's common stock beneficially owned by Tangiers as of Sept. 14, 2017, was 5,983,991 shares, as calculated in accordance with Rule 13d-3(d)(1) under the Securities Exchange Act of 1934, which is 9.99% of the 59,899,808 shares that were outstanding on that date. A full-text copy of the regulatory filing is available at: https://is.gd/w1HAip 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. As of March 31, 2017, Grow Condos had $2.57 million in total assets, $3.04 million in total liabilities and a total stockholders' deficit of $466,550. GYPC INC: Taps Ira H. Thomsen Law as Bankruptcy Counsel ------------------------------------------------------- GYPC, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Ohio to Ira H. Thomsen and the Law Offices of Ira H. Thomsen as its bankruptcy counsel. The professional services that the Counsel are to render are: a. give the Debtor legal advice with respect to its powers and duties as Debtor-in-Possession in the continued operation of its businesses and management of its properties; b. represent the Debtor, as Debtor-in-Possession, in connection with any adversary proceedings which are instituted within this case; c. prepare on behalf of the Debtor, as Debtor-in-Possession, necessary amendments or additions to schedules, Petition, applications, motions, answers, orders, reports, objections, disclosure statement and plan of reorganization and other legal documentation in connection with this case; d. advise the Debtor with respect to, and assist in the negotiation and documentation of, cash collateral orders and related transactions; f. review the nature and validity of any liens asserted against property of the Debtor and advise the Debtor concerning the enforceability of such liens; g. advise the Debtor regarding its ability to initiate actions to collect and recover property for the benefit of its estate; h. counsel the Debtor in connection with the formulation, negotiation and promulgation of a plan of reorganization and related documents; i. advise and assist the Debtor in connection with any potential property disposition; j. advise the Debtor concerning executory contracts and unexpired lease assumptions, assignments, rejections, lease restructuring and recharacterization; k. assist the Debtor in reviewing, estimating and resolving claims asserted by or against the Debtor's estate; l. commence and conduct any and all litigation necessary and appropriate to assert rights held by the Debtor, protect assets of the Debtor's estate, or otherwise further the goal of completing the successful reorganization of the Debtor; m. provide general corporate, litigation and other legal services for the Debtor as requested by the Debtor; and n. perform all other necessary and appropriate legal services in connection with this Chapter 11 case for and on behalf of the Debtor. The customary and proposed hourly rates of the firm's professionals are: Ira H. Thomsen $350.00 Denis E. Blasius $240.00 Darlene E. Fierle $225.00 Ira H. Thomsen attests that her firm and its employees are "disinterested person(s)" as defined in Section 101(14) of the Code as required by Section 327(a) of the Code. The Counsel can be reached through: Ira H. Thomsen, Esq. Denis E. Blasius, Esq. Darlene E. Fierle, Esq. The Law Offices of Ira H. Thomsen 140 North Main Street, Suite A Springboro, OH 45066 Local # 1: 937-748-5001 Local # 2: 937-748-5002 Fax: 937-748-5003 About GYPC Inc. Based in Dayton, Ohio, GYPC Inc. designs and operates programs that motivate employees, dealers, resellers and distributors, helping increase productivity and profitability, reduce turnover and promote innovation. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case No. 17-31030) on March 30, 2017. The petition was signed by Christopher F. Cummings, chairman and CEO. At the time of the filing, the Debtor estimated its assets at $1 million to $10 million and debts at $50 million to $100 million. The case is assigned to Judge Guy R Humphrey. The Debtor hired Porter Wright Morris & Arthur LLP as counsel. No trustee, examiner, or creditors' committee has been appointed in the Debtor's case. HALO HOME: Hires Kennedy Firm as Health Law Counsel --------------------------------------------------- Halo Home Health, LLC seeks authorization from the U.S. Bankruptcy Court for the Southern District of Texas to employ Kennedy, Attorneys & Counselors at Law as special health law counsel. During the pendency of this bankruptcy case, the Debtor applied to Department of Aging and Disability Services' ("DADS") to renew its home health care license. During this process, DADS discovered the existence of the debt owed to the IRS and advised the Debtor of its intention to deny the renewal of the Debtor's license: thereby destroying any opportunity the Debtor might have to repay its debt and provide nursing services to its patients. There are federal and state moratoriums on the issuance of new home health care licenses and, if the Debtor's license is not renewed, the Debtor will never be able to repay its debts. The Debtor requires the Firm to represent in its appeal of the Texas Department of Aging and Disability Services' non-renewal of the Debtor's license to provide home health care services. The Firm will receive a standard $305.00 per hour for attorney time. The Firm requires a retainer fee of $8,500.00 from the Debtor. Trey Scott, Esq., attorney with the law firm of Kennedy Attorneys & Counselors 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. The Firm may be reached at: Trey Scott, Esq. Kennedy Attorneys & Counselors at Law 12222 Merit Drive, Suite 1750 Dallas, TX 75251 Tel: (214) 445-0740 Fax: (972) 661-9320 Email: trey@markkennedylaw.com About Halo Home Health, LLC Halo Home Health, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 17-10200) on June 1, 2017. Judge Eduardo V. Rodriguez presides over the case. At the time of the filing, the Debtor estimated assets and liabilities of less than $1 million. No trustee, examiner or creditors' committee has been appointed in the Debtor's case. The Debtor hired Marcos D Oliva, P.C., as counsel. HAMKEI GENERATION: Taps JH & Associates as Accountant ----------------------------------------------------- Hamkei Generation, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire an accountant. The Debtor proposes to employ JH & Associates LP to prepare its tax returns and provide other accounting services. The firm will be paid a flat fee of $380 per month. JH & Associates does not have any connection with the Debtor or any of its creditors, according to court filings. The firm can be reached through: Heasu Jung JH & Associates LP 3700 Crestwood Parkway, Suite 1000 Duluth, GA 30096 About Hamkei Generation Hamkei Generation, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 17-11361) on June 26, 2017. Kennin Sato, CEO and president, signed the petition. Hamkei Generation is a small business debtor as defined in 11 U.S.C. Section 101 51D) engaged in the retail-convenience stores business. It operates a gas station and convenience store located at 505 Vernon Street, Lagrange, Troup County, Georgia 30240. The Debtor was formed in 2006 and acquired the store as an operating business together with the real property. At the time of the filing, the Debtor estimated less than $50,000 in assets and $1 million to $10 million in liabilities. Judge Homer W. Drake presides over the case. Leslie M. Pineyro, Esq., at Jones & Walden, LLC, serves as the Debtor's legal counsel. HANISH LLC: Wants to Use Cash Collateral Through Dec. 31 -------------------------------------------------------- Hanish, LLC, asks the U.S. Bankruptcy Court for the District of New Hampshire for authorization to use cash collateral from Oct. 1, 2017, through Dec. 31, 2017. A hearing to consider the Debtor's request will be held on Sept. 27, 2017, at 1:30 p.m. Objections to the Debtor's request must be filed by Sept. 20, 2017. The Debtor warns that the business, a hotel, would be forced to shut down and evict customers if the business was not permitted use of cash during the sixth interim period. The business would also be subject to significant franchise penalties if operations terminate. During this bankruptcy, the Debtor was required under its franchise agreement with Marriott to improve the Hotel by refurbishing the Hotel, called a "property improvement plan" or "PIP." The PIP was on extension on the Petition Date and became seriously overdue during the case. As a result, the Debtor moved to amend the Third Interim Cash Collateral Order for permission to commence the PIP by purchasing materials prior to the conclusion of the Third Cash Collateral Period. The Court approved the motion by order dated Feb. 17, 2017. The court order authorized the Debtor to purchase materials in an amount up to $235,663. The Debtor has purchased the materials for $210,199. The Debtor originally estimated the PIP would cost $670,000. Its actual cost is approximately $443,000. The Debtor has the cash on hand to pay for the PIP. The PIP is progressing, and a major portion of the installation occurred during the Fifth Interim Period (the third quarter 2017.) The only lien that the Debtor is aware of on the Hotel is the lien of Phoenix, which is a blanket lien on real estate and personal property in the amount of approximately $6.7 million. The Hotel is secured by a Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing in favor of Phoenix's predecessor bank, which loans were assigned to Phoenix. The use of cash has been consensual in the case (except for the recent purchase of the PIP materials). Phoenix has agreed to the use of cash pursuant to an agreed upon court order which has been slightly modified in the Fifth Interim Period. The Debtor has complied with all previous cash collateral Orders and met its budgets submitted therewith. The Debtor has certain bills from Marriott for legal fees which were budgeted for in the Fifth Interim Period in the amount of $34,000, which were due under the Franchise Agreement. These have been paid outside the case. The Debtor proposes to use cash collateral for the direct benefit of preserving the Hotel, the case, and the franchise during the Sixth Interim Period. There is also a small amount of inventory and other cash receipts which constitute cash collateral that the Debtor intends to use as part of its budget. The monthly room rentals are projected to remain stable during the Sixth Interim Period, and with reserved cash there is enough cash to pay all bills of the Debtor contained in the Budget. The Debtor uses a management company called JHM, LLC. JHM is a related entity, owned by Nayan Patel, and run by Jiten Patel. The Debtor pays JHM directly for certain expenses, including employees, and then is allocated their cost. This is fairly typical in the hotel industry. The Debtor says it provides multiple types of adequate protection to Phoenix. The Debtor provides a replacement lien on all assets consistent with its prepetition lien. Phoenix will have to take no action to perfect the lien. Phoenix will continue to be secured and perfected in the rents pursuant to Section 552(b) and will be granted a replacement lien in the Hotel rents and other assets of the Debtor consistent with its prepetition lien. The Debtor will continue to pay Lender $30,000 per month in adequate protection payments. In addition, the lender has the secured guaranty of Nayan Patel on the 2007 Note as additional adequate protection, which additional security is worth approximately $2,000,000. Nayan Patel is also a solvent guarantor with $30 million of net worth. Nayan Patel provides a third level of adequate protection. Nayan Patel does dispute liability on the guaranty and has counter-claimed against the Lender in the state court action between them. The State Court has entered a judgment against Patel. The Debtor had approximately $150,000 of cash on hand on the Petition Date. Phoenix has been paid more than $330,000 in adequate protection payments on its claim since the Petition Date, covering more than Phoenix's prepetition cash collateral position. The Debtor is actively seeking a buyer for the Hotel and has entered into negotiations with an interested party. A copy of the Debtor's Motion is available at: http://bankrupt.com/misc/nhb16-10602-285.pdf About Hanish, LLC Hanish, LLC, owns and operates a 59-unit Fairfield Inn & Suites by Marriott in Hooksett, N.H. The Company sought Chapter 11 protection (Bankr. D.N.H. Case No. 16-10602) on April 26, 2016, and is represented by Steven M. Notinger, Esq., at Notinger Law, PLLC. The petition was signed by Nayan Patel, managing member. Judge Bruce A. Harwood presides over the case. The Debtor estimated its assets and debt at $1 million to $10 million at the time of the filing. HARVEST CCP: Taps Coldwell Banker as Real Estate Agent and Broker ----------------------------------------------------------------- Harvest CCP, LLC, seeks authority from the U.S. Bankruptcy Court for the Eastern District of Michigan to employ Coldwell Banker Hugh Durham & Associates, as real estate agent and broker to the Debtor. Harvest CCP requires Coldwell Banker to sell the Debtor's real property located at Island Pt. Rd. 46.32 AC Co. ID 035-00-01-001, Starr, South Carolina. Coldwell Banker will be paid a commission of 10% of the purchase price. Hugh Durham, president of Coldwell Banker Hugh Durham & Associates, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Coldwell Banker can be reached at: Hugh Durham COLDWELL BANKER HUGH DURHAM & ASSOCIATES 1008 N Main Street Anderson, SC 29621 Tel: (864) 231-2821 About Harvest CCP, LLC Harvest CCP, LLC, filed a Chapter 11 bankruptcy petition (Bankr. E.D. Mich. Case No. 17-46596) on May 1, 2017. Scott M. Kwiatkowski, Esq., at Goldstein Bershad & Fried, PC, serves as the Debtor's counsel. The Debtor's assets and liabilities are both below $1 million. HIGH PLAINS COMPUTING: Committee Taps Buechler & Garber as Counsel ------------------------------------------------------------------ The official committee of unsecured creditors of High Plains Computing, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Colorado to hire legal counsel. The committee proposes to employ Buechler & Garber LLC to give legal advice regarding its duties under the Bankruptcy Code and provide other legal services related to the Debtor's Chapter 11 case. The firm's standard hourly rates are: Aaron Garber $350 Michael Guyerson $350 Kenneth Buechler $350 Associate $225 Paralegal $105 - $125 Aaron Garber, Esq., disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Buechler & Garber can be reached through: Aaron A. Garber, Esq. Buechler & Garber LLC 999 18th Street, Suite 1230-S Denver, CO 80202 Tel: 720-381-0045 Fax: 720-381-0382 Email: aaron@bandglawoffice.com About High Plains Computing High Plains Computing, Inc., dba HPC Solutions -- http://www.hpc-solutions.net/-- offers a broad portfolio of services and solutions in Information Technology (IT), Unified Communications and Professional Services for the government and healthcare industries. The Debtor works with manufacturers of IT software, cloud computing, collaboration, storage, and integration. The Company also offers a wide array of professional services to include IT support and developmental services, data management services, network engineering, technical subject matter experts, administrative services, engineering and more. The Debtor, based in Denver, Colorado, filed a Chapter 11 petition (Bankr. D. Colo. Case No. 17-14819) on May 23, 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 Roger Cree, CEO. Judge Joseph G. Rosania Jr. presides over the case. Lee M. Kutner, Esq., at Kutner Brinen, P.C., serves as bankruptcy counsel. On September 7, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. HJR LLC: Hires Steinhilber Swanson as Counsel --------------------------------------------- HJR, LLC, seeks authority from the U.S. Bankruptcy Court for the Easterm District of Wisconsin to employ Steinhilber Swanson LLP, as general bankruptcy counsel to the Debtor. HJR, LLC requires Steinhilber Swanson to: a. prepare bankruptcy schedules and statements; b. assist in preparing the disclosure statement and plan of reorganization and attendant negotiations and hearings; c. prepare and review pleadings, motions and correspondence; d. appear at and being involved in various proceedings before the Bankruptcy Court; e. handle case administration tasks and deal with procedural issues; f. assist the Debtor-in-Possession with the commencement of DIP operations, including the 341 Meeting and monthly reporting requirements; and g. analyze claims and prosecute claim objections. Steinhilber Swanson will be paid at these hourly rates: Partners $360-$395 Associates $250-$275 Paralegals $150 Steinhilber Swanson received $10,020 from the Debtor prior to the bankruptcy, of which $4,020 was applied for pre-petition fees and costs, and $6,000 is held in trust by the firm. Steinhilber Swanson will also be reimbursed for reasonable out-of-pocket expenses incurred. John W. Menn, associate of Steinhilber Swanson LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Steinhilber Swanson can be reached at: John W. Menn, Esq. STEINHILBER SWANSON LLP 107 Church Ave. Oshkosh, WI 54903-0617 Tel: (920) 235-6690 Fax: (920) 426-5530 E-mail: jemenn@oshkoshlawyers.com About HJR, LLC HJR, LLC, sought Chapter 11 protection (Bankr. E.D. Wis. Case No. 17-29073) on Sept. 13, 2017, estimating assets in the range of $500,000 to $1 million and $1 million to $10 million in debt. The petition was signed by Charanjit Singh, its member. HJR, LLC, doing business as Neenah BP, formerly doing business as Badger Avenue Gas, is a small business debtor as defined in 11 U.S.C. Section 101(51D), owns gas stations. HJR has buried gas tanks at two of its gas station locations: 1720 North St. Neenah, WI 54956 and 1201 N. Badger Ave., Appleton, WI 54914. Both sites are currently inspected and up to code. Judge Susan V. Kelley is assigned to the case. The Debtor tapped John W. Menn, Esq., at Steinhilber Swanson LLP, as counsel. HOLLY ENERGY: Moody's Lowers $400MM Senior Unsecured Notes to B2 ---------------------------------------------------------------- Moody's Investors Service downgraded Holly Energy Partners' (HEP) $400 million senior unsecured notes to B2 from B1 and rated its proposed tack-on $100 million unsecured notes B2. Moody's affirmed its Ba3 Corporate Family Rating and SGL-3 Speculative Grade Liquidity Rating. The rating outlook remains stable. Downgrades: Issuer: Holly Energy Partners, L.P. -- Senior Unsecured Regular Bond/Debenture, Downgraded to B2 (LGD 5) from B1 (LGD 5) Affirmations: -- Corporate Family Rating, Affirmed Ba3 -- Probability of Default Rating, Affirmed Ba3-PD -- Speculative Grade Liquidity Rating, Affirmed SGL-3 Assignments: -- Senior Unsecured Regular Bond/Debenture, Assigned B2 (LGD 5) Outlook Actions: Issuer: Holly Energy Partners, L.P. -- Outlook, Remains Stable RATINGS RATIONALE The B2 rating on the senior unsecured notes reflects its subordination to HEP's upsized $1.4 billion senior secured credit facility which is expected to be utilized more than in the past. Because of the size of the priority claim and junior position of the senior unsecured notes in the capital structure relative to the senior secured credit facility, Moody's rate the notes two notches below the Ba3 CFR, consistent with Moody's Loss Given Default methodology. HEP's Ba3 CFR reflects stable cash flows from pipeline, terminal, and tankage assets supported in large part by long-term high margin take-or-pay contracts, HEP's beneficial relationship with HollyFrontier Corp. (Baa3 negative), which has provided favorable growth opportunities, and leverage that is in line with Ba-rated midstream peers. The rating is restrained by HEP's small scale, geographic concentration, customer concentration, and significant reliance on HFC's Navajo refinery. HEP's rating also considers the growth and distribution requirements inherent in the MLP business model, and the execution risk in its growth capital projects that will bring additional cash flow and improve diversification. Moody's would consider an upgrade if HEP were to increase geographic diversification and scale without a deterioration in business risk profile or leverage. HEP could be downgraded if Moody's expected Debt / EBITDA to be sustained above 5.0x, if the partnership acquires assets with a less favorable business risk profile, if contract coverage of revenues declines, or if the distribution coverage remains below 1x. Moody's could also downgrade HEP if HFC's credit profile deteriorated. Headquartered in Dallas, Texas, Holly Energy Partners, L.P. is a master limited partnership (MLP) formed to acquire, own, and operate substantially all of the crude oil and refined product pipelines, terminals, and tankage assets of HFC. The principal methodology used in these ratings was Midstream Energy published in May 2017. HOOPER HOLMES: WH-HH Has 48.9% Stake as of Sept. 11 --------------------------------------------------- WH-HH Holdings, LLC, Century Focused Fund III, L.P., CCP Focused III, L.P., CCP Focused III, LLC, et al., reported in an amended Schedule 13D filed with the Securities and Exchange Commission that as of Sept. 11, 2017, they beneficially own 13,613,009 shares of common stock of Hooper Holmes, Inc., which constitutes 48.9 percent of the shares outstanding. The principal business of WH and CFF III is to invest in lower middle market financial services companies and related distribution and service businesses. The principal business of CCP III is to act as the sole general partner of CFF III. The principal business of CCP III LLC is to act as the sole general partner of CCP III. The principal business of each of the Managers is to manage the Control Entities, and a number of affiliated partnerships with similar businesses. The principal business of Marquardt is to manage WH, and a number of affiliated partnerships with similar businesses. Davis R. Fulkerson, Frank R. Bazos, Charles L. Kline, and David C. Sherwood are the managers of CCP III LLC. As Sept. 11, 2017, certain warrants, purchased by WH on May 11, 2017, to acquire 1,093,750 additional shares of Common Stock became exercisable within 60 days. In addition, WH holds 12,519,259 shares of the Issuer's Common Stock. WH now holds a total of 12,519,259 shares of the Issuer's Common Stock and warrants to purchase 1,093,750 shares of Common Stock exercisable within 60 days. The working capital of WH was the source of the funds for the purchase of the WH Securities. No part of the purchase price of the WH Securities was represented by funds or other consideration borrowed or otherwise obtained for the purpose of acquiring, holding, trading or voting the WH Securities. WH is the record owner of the WH Securities. As the individual managers of WH, the Holdco Managers may also be deemed to own beneficially the WH Securities. CFF III appointed and may remove the Holdco Managers and must approve any disposition of the WH Securities. As such, CFF III may also be deemed to own beneficially the WH Securities. The general partner of CFF III is CCP III and the general partner of CCP III is CCP III LLC. The individual managers of CCP III LLC are the Managers and, as such, each of CCP III, CCP III LLC and the Managers exercises shared voting and investment power over the shares held of record by WH. As of Sept. 11, 2017, Bazos is the record owner of 68,600 shares of Common Stock. As a result, Bazos may be deemed to beneficially own the Bazos Shares in addition to the WH Securities. Each Reporting Person disclaims beneficial ownership of the WH Securities other than those shares which such person owns of record. The percentage was calculated based on 27,862,248 shares of Common Stock, which includes (i) the 26,768,498 shares of Common Stock outstanding as of the date of this filing and (ii) the Warrant Shares. A full-text copy of the regulatory filing is available at: https://is.gd/fYMN8m About Hooper Holmes Founded in 1899, Hooper Holmes, Inc. -- http://www.hooperholmes.com/-- is a publicly-traded New York corporation that provides health risk assessment services. With the acquisition of Accountable Health Solutions, Inc. in 2015, the Company has expanded to also provide corporate wellness and health improvement services. This uniquely positions the Company to transform and capitalize on the large and growing health and wellness market as one of the only publicly-traded, end-to-end health and wellness companies. Mayer Hoffman McCann P.C., in Kansas City, Missouri, the Company's independent accounting firm, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has suffered recurring losses from operations, negative cash flows from operations and other related liquidity concerns, which raises substantial doubt about the Company's ability to continue as a going concern. Hooper Holmes reported a net loss of $10.32 million on $34.27 million of revenues for the year ended Dec. 31, 2016, compared to a net loss of $10.87 million on $32.11 million of revenues for the year ended Dec. 31, 2015. As of June 30, 2017, Hooper Holmes had $31.89 million in total assets, $31.91 million in total liabilities and a $25,000 total stockholders' deficit. HUMANA HEALTH: S&P Lowers CCR to 'BB+', Outlook Negative -------------------------------------------------------- S&P Global Ratings said it lowered its long-term counterparty credit and financial strength ratings on Humana Health Plans of Puerto Rico Inc. (HHPPR) to 'BB+' from 'BBB'. At the same time, S&P revised the outlook to negative from stable. "The downgrade reflects the significant strain on HHPPR's capitalization and interest coverage due to weak operating performance in 2016. We believe the company continues to face headwinds that make it unlikely to be able to replenish capital in the next 12 to 18 months. The negative outlook reflects our belief that HHPPR will face ongoing execution risk in maintaining or improving capital moderately beyond current levels. Increased medical cost trends along with weak economic conditions in Puerto Rico continue to hurt operating performance, leading to growing pressure on interest coverage. At year-end 2016, HHPPR reported a net loss of $32 million with an EBIT adjusted return on revenue (ROR) of negative 10.2%. Earned premiums decreased by $105.6 million due to a 20% drop in membership mainly associated with a change in benefits offered in the Medicare business. HHPPR also saw an increase in its medical loss ratio to 95.1% in 2016 from 88.2% in 2015 due to higher claims volume and increased utilization by remaining members. As a result of eroding performance, consolidated capital at year-end 2016 dropped to the 'A' redundancy level from 'AAA' at year-end 2015 per S&P's insurance risk-based capital (RBC) model, with total adjusted capital (TAC) falling to $43 million from $76 million. As of March 31, 2017, HHPPR reported adjusted EBIT of negative $6 million and an ROR of negative 7.6%. As HHPPR continues to bolster its operations, we expect profitability to remain constrained and capital redundancy to diminish further to the 'BBB' level. While HHPPR has no debt outstanding, its financial leverage and interest coverage account for our incorporation of operating leases. Its financial leverage of 15% at year-end 2016 is consistent with our current expectations. Due to its weak operating performance in 2016 and projection for break-even performance, however, interest coverage has fallen materially. S&P said, "We, therefore, are revising our assessment of financial flexibility to less than adequate. If operating performance erodes further from our current projections, diminished financial flexibility could constrain the financial risk profile and pressure the ratings. "The negative outlook on HHPPR reflects our expectation that the company will continue to face performance headwinds and experience capital and earnings volatility, elevated by its geographic concentration in Puerto Rico and small capital base. We expect this to result in break-even earnings in the next 12 months and for capital to be minimally redundant at the 'BBB' level per our risk-based capital (RBC) model. "We may lower our ratings in the next 12 months if negative performance trends persist, resulting in capital adequacy declining below the 'BBB' level per our RBC model or a revaluation of HHPPR's business risk profile; if operating performance is negative for a sustained period leading to interest coverage below 1.5x and further erosion in financial flexibility; or if the absolute level of TAC drops below $25 million. "We may affirm our ratings in the next 12 months if HHPPR reports positive operating performance and can demonstrate capital and earnings stability with capital adequately maintained at the 'BBB' level and TAC above roughly $40 million." IGI TRADING: Hires Kim Marks CPA as Accountant ---------------------------------------------- IGI Trading, LLC, doing business as IGI Playground, seeks authorization from the U.S. Bankruptcy Court for the Southern District of Florida to employ Kim Marks CPA, PA as its accountant, nunc pro tunc to July 13, 2017. The Debtor requires Kim Marks to file its tax returns, prepare financial statements, and assist with the preparation of its Monthly Operating Reports. The firm will be paid $150 per hour for accounting and consulting and $100 per hour for bookkeeping. The firm's Stephen Korn, CPA, 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. Kim Marks may be reached at: Stephen Korn, CPA Kim Marks, CPA, PA 2136 NE 123rd Street North Miami, FL 33181 Phone: 305-895-5815 Fax: 305-895-6273 About IGI Trading, LLC dba IGI Playground IGI Trading, LLC, dba IGI Playground, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 17-18734) on July 13, 2017. Mengjun Kristy Qiu, Esq., at the Law Offices of Kristy Qiu, PA, serves as its bankruptcy counsel. The Debtor's assets and liabilities are both below $1 million. IMMEDIATE SYSTEMS: Taps James L. Wiggins as Attorney ---------------------------------------------------- Immediate System Resources Inc., seeks authority from the US Bankruptcy Court for the District of Maryland to employ James L. Wiggins as attorney. Services required of Mr. Wiggins are: a. advise the Debtor as to its rights, duties and powers as a debtor in possession; b. prepare and file the statements, schedules, plans, and other documents and pleadings necessary to be filed by the Debtor in this case; c. represent the Debtor at all hearings, meetings of creditors, conferences, trials, and other proceedings in this case; and d. perform such other legal services as may be necessary in connection with this case. The Client agrees to reimburse the Attorney for all necessary expenses incurred by the attorney in the performance of services to compensate the attorney at the rate of $375.00 per hour and $100.00 per hour for paralegal. The Client agrees to pay the Attorney a retainer of $5,000.00 for services performed or to be performed. James L. Wiggins attests that he is a disinterested person, as the term is defined in the Bankruptcy Code , and do not hold or represent an interest adverse to the estate. The Attorney can be reached through: James L. Wiggins, Esq. LAW OFFICE OF JAMES L. WIGGINS 1800 North Charles Street, Suite 304 Baltimore, MD 21201 Tel: (410) 539-2244 E-mail: jlwigginsesq@verizon.net About Immediate System Resources Based in Baltimore, Maryland, Immediate System Resources, Inc. (ISRI), is a "Best-of-Breed" of small firms specializing in software applications, systems development and integration, and administrative support services for Government agencies and private sector businesses. Immediate System Resources filed a voluntary chapter 11 bankruptcy case (Bankr. D. Md. Case No. 17-22166) on Sept. 11, 2017. The Debtor estimated less than $1 million in assets and liabilities. The Debtor is represented by James L. Wiggins, Esq., of the Law Office of James L. Wiggins. INCA REFINING: Needs Time to Settle Management Strife, File Plan ---------------------------------------------------------------- INCA Refining, LLC and the West Bank Land Company, LLC request the U.S. Bankruptcy Court for the Eastern District of Louisiana to extend for 90 days the exclusive period within which to file a Chapter 11 plan through January 2, 2018; and a corresponding extension of the period during which the Debtors would maintain the exclusive right to solicit votes on a plan. The Debtors seek to extend the Exclusivity Periods to provide an opportunity for more expeditious resolution and payment of claims through confirmation of a consensual plan containing several inter-related compromises. On August 9, the Millbrook Trust, a minority owner of the Debtors, filed a Motion to Designate Debtor-in-Possession Representative arguing, in part, that the Petitioning Creditors should not be charged with representing the Debtors-in-Possession. Since the commencement of the Chapter 11 Cases, management of the Debtors has been engaged in determining who should be representing the Debtors: a Chapter 11 Trustee or another representative of the Debtors. At this time, the Millbrook Trust has agreed to withdraw its Motion to Designate. However, the Debtors have been in the process of attempting to resolve an internal management dispute to facilitate confirmation of a plan and payments to creditors. Specifically, the Debtors have engaged in discussions with the parties in interest in this case concerning resolution of various disputes and claims with a view toward development of a consensual plan. The Debtors tell the Court that the nature of the disputes present in this case requires compromise because the alternative would be an expensive and drawn out litigation that would last for several years. Accordingly, the Debtors submit that the extension requested, will provide them sufficient time to work with all parties in interest to move forward with preparing and focusing their efforts on filing a confirmable plan of reorganization or liquidation. About INCA Refining An involuntary Chapter 11 petition was filed against INCA Refining, LLC and West Bank Land Company LLC (Bankr. E.D. La. Case No. 17-11182 and 17-11183) on May 9, 2017. The petitioning creditors were White Oak Strategic Master Fund, L.P., and related entities. Pursuant to orders for relief, the Debtors are and have been debtors-in-possession with control over administration of their estates pursuant to 11 U.S.C. Sec. 1107. The case is assigned to Judge Jerry A. Brown. The White Oak Entities own the majority of the membership interests in each of the Debtors, control the majority of managers of the Board, and have creditor claims against each of the Debtors in excess of $102 million secured by a third mortgage on the real estate in St. James Parish, Louisiana. Motions by the White Oak Entities to appoint a Chapter 11 trustee in each case, after hearing on Aug. 2, 2017, were denied, and orders denying those motions were entered in each case on Aug. 4, 2017. INTERPACE DIAGNOSTICS: Stockholders Elect Two Directors ------------------------------------------------------- Interpace Diagnostics Group, Inc., held its annual meeting of stockholders on Sept. 14, 2017, at which the Company's stockholders: (1) elected Joseph Keegan, Ph.D and Jack E. Stover as Class III members of the Board of Directors of the Company, who will serve for a term of three years; (2) voted to approve the compensation of the Company's named executive officers; (3) voted to conduct a non-binding advisory vote on a resolution to approve named executive officer compensation every three years; (4) approved an amendment to the Company's Amended and Restated 2004 Stock Award and Incentive Plan to increase the maximum number of shares available for sale thereunder by 3,700,000 and to approve certain recent option awards; and (5) ratified the appointment of BDO USA, LLP as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2017. About Interpace Diagnostics Headquartered in Parsippany, New Jersey, Interpace Diagnostics Group, Inc., -- http://www.interpacediagnostics.com/-- is a fully integrated commercial company that provides clinically useful molecular diagnostic tests and pathology services for evaluating risk of cancer by leveraging the latest technology in personalized medicine for better patient diagnosis and management. The Company currently has three commercialized molecular tests; PancraGEN for the diagnosis and prognosis of pancreatic cancer from pancreatic cysts; ThyGenX, for the diagnosis of thyroid cancer from thyroid nodules utilizing a next generation sequencing assay and ThyraMIR, for the diagnosis of thyroid cancer from thyroid nodules utilizing a proprietary gene expression assay. Interpace's mission is to provide personalized medicine through molecular diagnostics and innovation to advance patient care based on rigorous science. BDO USA, LLP, in Woodbridge, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has suffered recurring losses from continuing operations that raise substantial doubt about its ability to continue as a going concern. Interpace reported a net loss of $8.33 million on $13.08 million of net revenue for the year ended Dec. 31, 2016, following a net loss of $11.35 million on $9.43 million of net revenue for the year ended Dec. 31, 2015. For the fiscal year ended Dec. 31, 2016, the Company had an operating loss of $6.4 million. From Sept. 30, 2016, through Dec. 31, 2016, the Company provided working capital by extending its payables primarily by not making timely payments on current obligations and debt incurred prior to the sale of its CSO business, entering into payment plans, negotiating termination agreements on commitments that were not useful to its current business and not paying certain severance obligations to terminated employees. "It is anticipated that we will require additional capital to fund our operations. There is no guarantee that additional capital will be raised to fund our operations in 2017 and beyond, but we intend to meet our capital needs by driving revenue growth, containing costs as well as exploring other options," the Company stated in its 2016 Annual Report. ITHACALUX SARL: S&P Assigns 'B-' CCR, Outlook Stable ---------------------------------------------------- S&P Global Ratings assigned its 'B-' corporate credit rating to Redwood City, Calif.-based Ithacalux S.a.r.l. The outlook is stable. S&P said, "At the same time, we affirmed our B- corporate credit rating and 'B' rating on debt issuing subsidiary Informatica LLC's senior secured debt. The '2' recovery rating is unchanged and indicates our expectation for substantial recovery (70% to 90%; rounded estimate: 75%) in the event of payment default. The outlook is stable. "Finally, we affirmed our 'CCC+' rating on Informatica's senior unsecured debt. The '5' recovery rating is unchanged and indicates our expectation for modest recovery (10% to 30%; rounded estimate: 15%) in the event of payment default. "The rating reflects S&P Global Ratings' adjusted leverage of 10x, which excludes management's adjustment for change in deferred revenue, as well as Informatica's narrow focus on the data integration market and the competitive operating environment. These factors are partially offset by the company's leading market positions and the increasing portion of revenue from recurring sources, currently standing at two-thirds of the total. "The stable outlook reflects our view that the current capital structure is sustainable due to our expectation for meaningfully positive FOCF and a good liquidity cushion, and therefore we believe the risk of a downgrade to 'CCC+' is low. "We believe an upgrade is unlikely over the next 12 months, but over the longer term we could raise the rating if customers continue to adopt the subscription pricing model, resulting in consistent revenue growth and leverage sustained below 8x. We would also need to be confident that the company intends to keep leverage below this threshold through acquisitions and shareholder returns. The company would need to grow EBITDA by almost 25% from current levels or repay more than $500 million of debt to achieve this. "We could lower the rating again if we come to view Informatica's capital structure as unsustainable, which would likely occur if the company sustains negative cash flow after debt service. However, we view this as unlikely over the next 12 months given our expectation for positive FOCF and adequate liquidity." J.R. BOWLES: Taps Scott K. Perkins as Accountant ------------------------------------------------ J.R. Bowles Logging, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Alabama to hire an accountant. The Debtor proposes to employ Scott K. Perkins & Company, CPA PC, and pay the firm between $120 and $360 per hour for the services of its accountants. Non-accountants will be paid between $35 and $88 per hour while bookkeepers will charge $88 per hour. The firm will receive a retainer in the amount of $5,000. Scott K. Perkins is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Scott K. Perkins Scott K. Perkins & Company, CPA PC 2211 5th Street North Columbus, MS 39705 Office: (662) 329-4444 Mobile: (662) 574-4856 Fax: (662) 329-4433 Email: scott.perkins@skpcpa.com About J.R. Bowles Logging LLC J.R. Bowles Logging, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Case No. 17-71473) on August 18, 2017. Newell & Holden LLC represents the Debtor as bankruptcy counsel. JACK COOPER: Suspends Filing of Reports with SEC ------------------------------------------------ Jack Cooper Holdings Corp. and its subsidiaries filed a Form 15 with the Securities and Exchange Commission notifying the termination of registration of its 9.25% senior secured notes due 2020 and guarantees of 9.25% senior secured notes due 2020. Following the filing of the Form 15, the Company no longer intends to file reports with the SEC as a voluntary filer. On May 11, 2016, the SEC declared effective the Registration Statement on Form S-4 filed by Jack Cooper related to the issuance of 9.25% Senior Secured Notes due 2020 and Guarantees of 9.25% Senior Secured Notes due 2020 in exchange for notes originally issued under Rule 144A on June 18, 2013, and Jan. 7, 2014. The Securities were governed by that certain indenture, dated as of June 18, 2013, among the Company, as issuer, the subsidiary guarantors party thereto and the Trustee and Collateral Agent. As of the beginning of the Company's current fiscal year, and as of Aug. 10, 2017, there were less than 300 holders of the 2020 Notes. Since the beginning of the Company's current fiscal year, the Company has continued filing reports with the SEC as a voluntary filer. On June 30, 2017, the Company, the guarantors party to the Indenture and the Trustee executed a fourth supplemental indenture to the Indenture. The Supplemental Indenture removed substantially all restrictive covenants, including the Company's financial reporting obligations. About Jack Cooper Headquartered in Kansas City, Missouri, Jack Cooper Holdings Corp. -- http://www.jackcooper.com/-- is a specialty transportation and other logistics provider. The Company transported 3.7 million finished vehicles in 2016 and 4.1 million in each of 2015 and 2014. Jack Cooper reported a net loss of $33.27 million for the year ended Dec. 31, 2016, a net loss of $69.91 million for the year ended Dec. 31, 2015, and a net loss of $62.73 million for the year ended Dec. 31, 2014. As of March 31, 2017, Jack Cooper had $284.8 million in total assets, $642.2 million in total liabilities, and a total stockholders' deficit of $357.4 million. JEFFERSON REGIONAL: S&P Alters 2011 Rev. Bonds Outlook to Negative ------------------------------------------------------------------ S&P Global Ratings revised its outlook to negative from stable and affirmed its 'A' underlying rating (SPUR) on Jefferson County, Ark.'s series 2011 fixed-rate revenue bonds issued for Jefferson Regional Medical Center (JRMC). "The negative outlook reflects our view of management's plans to move forward with significant capital spending on a large facility rebuild project and the associated new debt issuance expected within the outlook period, which will likely weaken JRMC's balance sheet metrics," said S&P Global Ratings credit analyst Wendy Towber. "In addition the outlook revision reflects our view of JRMC's operating losses through the first 11 months of fiscal 2017 and management's expectations that these losses will continue into fiscal 2018," Ms. Towber added. A lower rating is precluded at this time as the amount and type of debt, as well as final issuance timing, is still to be determined. Should management again postpone the capital project or decide not to issue additional debt, the rating could nevertheless be pressured by ongoing operating losses. The hospital facilities are owned by Jefferson County and have been leased to Jefferson Hospital Association (JHA) through 2066. JHA is made up of JRMC, a 265-staffed-bed acute-care facility in Pine Bluff, Ark. (about 45 miles southeast of Little Rock); a joint venture with local surgeons (Jefferson Surgery Center) adjacent to the medical center; a physician practice management organization (Jefferson Management Service Inc.); and a property management company (JHA Health Affiliates Inc.). In addition to the 265 acute-care beds, JRMC staffs 68 rehabilitation, psychiatric, and skilled-nursing beds. JLC DAYCARE: Hires Michael J. Henry as Chapter 11 Counsel --------------------------------------------------------- JLC Daycare, Inc., seeks authorization from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Michael J. Henry, Esq. as bankruptcy counsel. The Debtor requires Mr. Henry to administer the bankruptcy estate. The Debtor will compensate Mr. Henry at $300 per hour. A retainer totaling $2,382 (plus the filing fee of $1,717.00) has been paid by the Debtor. Mr. Henry will also be reimbursed for reasonable out-of-pocket expenses incurred. Mr. Henry assured the Court that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Michael J. Henry, Esq. may be reached at: Michael J. Henny, Esq. Suite 2828 Gulf Tower 707 Grant Street Pittsburgh, PA 15219 Tel: 412- 261-2640 Email: m.henny@hennylaw.com About JLC Daycare Inc. JLC Daycare, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 17-21768) on April 27, 2017. At the time of the filing, the Debtor estimated assets and liabilities of less than $1 million. The case is assigned to Judge Thomas P. Agresti. LARKIN EXCAVATING: Bidding Procedures Approved ---------------------------------------------- Judge Dale L. Somers the U.S. Bankruptcy Court for the District of Kansas approved Larkin Excavating, Inc.'s bidding procedures in connection with the sale of substantially all assets to Flat Land Excavating, LLC, for $2,010,000, subject to overbid. A hearing was conducted on Sept. 14, 2017 in opposition to the Amended Motion. The Court set Sept. 14, 2017 as the date on which the auction, if any, should be conducted. A copy of the Bidding Procedures is available for free at: http://bankrupt.com/misc/Larkin_Excavating_107_Sales.pdf About Larkin Excavating Larkin Excavating, Inc. -- http://larkinexcavating.com/-- provides construction services and operates throughout the United States. It owns a shop and office building located at 13575 Gilman Road, Lansing, Kansas, valued at $453,500; a vacant land in Eisenhower Road, Leavenworth, with a value of $300,000; and a track of real property, identified by Larkin as the rock quarry and landfill, in Leavenworth County, valued at $400,000. Larkin Excavating sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 17-20890) on May 17, 2017. John Larkin, president, signed the petition. At the time of the filing, the Debtor disclosed $3.46 million in assets and $6.38 million in liabilities. Judge Dale L. Somers presides over the case. The Debtor is represented by Joanne B. Stutz, Esq., at Evans & Mullinix, P.A. LASTING IMPRESSIONS: Ford's Motions for Relief from Stay Denied --------------------------------------------------------------- Ford Motor Credit Company, LLC, brought seven motions for relief from stay to exercise its rights against trucks that are the subject of a master lease agreement and separate supplement agreements with the debtor, Lasting Impressions Landscape Contractors, Inc. The debtor opposes the motions, contending the transactions were secured financing arrangements and not true leases. After discovery, partial settlement, and trial, five leases remain in dispute. The parties have agreed to bifurcate the dispute and have the court first determine whether the transactions were secured financing arrangements or leases. Judge Thomas J. Catliota of the U.S. Bankruptcy Court for the District of Maryland finds that the agreements constitute secured financing arrangements. The court denies the motions for relief from the automatic stay to the extent they are premised on the debtor's failure to comply with 11 U.S.C. section 365(d)(5). The court's review of the Master Lease and the Supplements leads to the conclusion that Ford did not reserve a meaningful reversionary interest. By not preserving a reversionary interest, Ford entered into a security arrangement with the debtor, not a lease. In particular, the court finds the line of cases holding that a security agreement is created where a lessor will only receive the residual value of the leased property at the end of the lease term to be most compelling. At the termination of the lease, Ford will receive only the Assumed Residual, regardless of whether the vehicle is sold by the debtor, sold by Ford, or simply retained by the debtor. If the vehicle is sold, any surplus above the Assumed Residual must be passed to the debtor. If sold for less that the Assumed Residual, the debtor must pay Ford the deficiency. If the debtor retains the vehicle at the expiration of the lease, it must pay Ford the Early Termination Value, which the court has interpreted to mean the Assumed Residual, consistent with the parties understanding. It is therefore apparent that Ford has neither up-side right nor a down-side risk, and thus, has no reversionary interest. Considering all the facts and circumstances of the agreement, the Master Lease and Supplements make clear that the transaction was not "structured in such a way that the lessor has an objectively reasonable economic expectation that the goods will come back to it at the end of the lease term." Thus, "the lessor has no interest in the economic value or remaining useful life of the goods, and therefore the lessor transferred title to the goods, in substance if not in form." A full-text copy of Judge Catliota's Memorandum Decision dated Sept. 15, 2017, is available at: http://bankrupt.com/misc/mdb15-24433-490.pdf About Lasting Impressions Lasting Impressions Landscape Contractors, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 15-24433) on October 16, 2015, disclosing under $1 million in both assets and liabilities. The Debtor is represented by John Douglas Burns, Esq., at The Burns Law Firm, LLC. No official committee of unsecured creditors has been appointed in the case. LEXINGTON HOSPITALITY: Janee Has Authority to File Ch. 11 Petition ------------------------------------------------------------------ Judge Gregory R. Schaaf of the U.S. Bankruptcy Court for the Eastern District Court of Kentucky addresses Creditor PCG Credit Partners, LLC's Motion to Dismiss and Debtor's Limited Response to PCG's Motion to Dismiss. The issue is whether Janee Hotel Corporation, the Company Manager of Debtor Lexington Hospitality Group, LLC, had authority to authorize LHG to seek chapter 11 relief. Judge Schaaf finds that Janee, as Company Manager of LHG, had authority to file a chapter 11 petition on behalf of LHG, thus PCG's motion is denied. The Court finds that PCG read too much into the Amended Operating Agreement. Section 3.1(a) specifically vests broad authority in the Company Manager "except as expressly provided otherwise in this Agreement." Except for the unenforceable Bankruptcy Restrictions, no other provision in the Amended Operating Agreement "expressly provides" that the Company Manager does, or does not, have authority to file bankruptcy. Further, courts look to Kentucky law when an operating agreement is silent, and the Kentucky Act supports a manager's authority to file bankruptcy on the Company's behalf. The voting provisions of the Kentucky Act also show the expansive nature of a manager's ability to operate a company. A simple majority of managers is all that is necessary to decide "any matter connected with the business affairs" of the company, unless the articles of incorporation, written operating agreement, or the Act state otherwise. Filing bankruptcy may be outside the ordinary course, but it is a business decision and is connected to the business affairs of the Company. Thus, Janee had authority under the Amended Operating Agreement and the Kentucky Act to file the petition for LHG. PCG argues Janee was not the manager as of July 19, 2017, pursuant to the Forbearance Agreement and Addendum No. 2. Janee had agreed that it would transfer an additional 1% equity interest in LHG to PCG if it failed to timely cure a default. The argument Janee was not the Company Manager on the petition date is not persuasive. The Forbearance Agreement and Addendum No. 2 are not self-executing. It is undisputed that Janee did not take any action to transfer management or control. PCG notified Janee of its intent to take steps to remove Janee by the appointment of a receiver and sought appointment of a receiver in state court, but the process was interrupted by LHG's bankruptcy filing. Janee's default and failure to act did not automatically divest Janee of is status at the Company Manager. A full-text copy of Judge Schaaf's Memorandum Opinion and Order dated Sept. 15, 2017, is available at: http://bankrupt.com/misc/kyeb17-51568-85.pdf About Lexington Hospitality Headquartered in Aurora, Illinois, Lexington Hospitality Group LLC -- http://www.clarionhotellexingtonky.com/-- owns the Clarion Hotel Conference Center South, a hotel located at 5532 Athens Boonesboro Road Lexington, Kentucky, known as Clarion Hotel Conference Center South. The Hotel, located in the heart of the bluegrass and 'Horse Capital of the World,' has 149 well-appointed guest rooms, an indoor heated pool and hot tub, a seasonal outdoor pool, a fitness center and an on-site restaurant and bar. Lexington Hospitality filed for Chapter 11 bankruptcy protection (Bankr. E.D. Ky. Case No. 17-51568) on Aug. 3, 2017, estimating its assets and liabilities at between $1 million and $10 million each. The petition was signed by Kenneth Moore/Janee Hotel Corporation, manager. Judge Gregory R. Schaaf presides over the case. Laura Day DelCotto, Esq., Jamie L. Harris, Esq., and Sara A. Johnston, Esq., at Delcotto Law Group PLLC, serve as the Debtor's bankruptcy counsel. LIFESTAT AMBULANCE: Hires Steidl and Steinberg as Counsel --------------------------------------------------------- Lifestat Ambulance Service, Inc., seeks authorization from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Steidl and Steinberg, PC as Chapter 11 counsel. The Debtor requires Steidl to administer the bankruptcy estate. The Debtor will compensate Steidl at $300 per hour. A retainer totaling $5,000.00 (plus the filing fee of $1,717.00) has been paid by the Debtor. Steidl will also be reimbursed for reasonable out-of-pocket expenses incurred. Christopher M. Frye, Esq., at Steidl & Steinberg, PC, assured the Court 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. Steidl may be reached at: Christopher M. Frye, Esq. Steidl & Steinberg, PC 2830 Gulf Tower 707 Grant Street Pittsburgh, PA 15219 Tel: 412- 391-8000 E-mail: Chris.frye@steidl-steinberg.com About Lifestat Ambulance Service, Inc. Headquartered in Saltsburg, Pennsylvania, Lifestat Ambulance Service, Inc., filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 17-70646) on Aug. 31, 2017, estimating its assets and liabilities at between $100,001 and $500,000. Christopher M. Frye, Esq., at Steidl & Steinberg, serves as the Debtor's bankruptcy counsel. M2 NGAGE: Changes Name to 'Troika Media Group, Inc.' ---------------------------------------------------- M2 nGage Group, Inc. changed its name to Troika Media Group, Inc., on July 6, 2017, and remains a Nevada corporation. The name change reflects the Company's merger with Troika Design Group, Inc., a media branding and marketing innovations agency (now known as Troika, Inc.) now a wholly owned subsidiary of the Company. The terms of the Merger were disclosed in the Company's Form 8-K filed on June 20, 2017. Pursuant to Articles of Merger filed with the Secretary of State of Nevada on July 6, 2017, the Company's recently formed, wholly-owned subsidiary, Troika Media Group, Inc., was merged with and into the Company, which changed its name to Troika Media Group, Inc. Shareholder approval was not required for this merger with a wholly-owned subsidiary. About Troika Media Group Formerly known as M2 nGage Group, Inc., Troika Media Group, Inc. -- http://www.troika.tv/-- provides integrated branding and advertising solutions with emerging technology, data and creativity for global brands, transforming consumers into audiences and fans. On July 6, 2017, M2 nGage Group, Inc. changed its name to Troika Media Group, Inc., and remains a Nevada corporation. The name change reflects the Company's merger with Troika Design Group, Inc., a media branding and marketing innovations agency (now known as Troika, Inc.) now a wholly owned subsidiary of the Company. M2 nGage reported a net loss of $81.47 million for 2015 following a net loss of $11.99 million for 2014. As of Dec. 31, 2015, the Company had $13.07 million in total assets, $42.08 million in total liabilities, and a total deficit of $29 million. RBSM LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred recurring net losses, used cash in operating activities, and had negative working capital, which raise substantial doubt about its ability to continue as a going concern. MAC'S MARKET: Hires Bruce R. Zwang as Accountant ------------------------------------------------ Mac's Market, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Montana to employ Bruce R. Zwang, as accountant to the Debtor. Mac's Market requires Bruce R. Zwang to prepare the Debtor's federal and state tax returns for the estate, and provide other related services. Bruce R. Zwang will be paid at the hourly rate of $100. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Bruce R. Zwang, CPA, 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. Bruce R. Zwang can be reached at: Bruce R. Zwang 519 California Ave Libby, MT 59923 Tel: (406) 293-8326 About Mac's Market, Inc. Mac's Market, Inc., filed a Chapter 11 bankruptcy petition (Bankr. D. Mont. Case No. 17-60709) on July 19, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Edward A. Murphy, Esq., at Murphy Law Offices, PLLC. MALINOWSKI FAMILY: Seeks to Hire Accountant and Realtor ------------------------------------------------------- Malinowski Family Trust seeks authority from the U.S. Bankruptcy Court for the Southern District of Texas to employ Benjiman Auila, as accountant, and Mark Switzer, as realtor and auctioneer to the Debtor. Malinowski Family requires Benjiman Auila to provide accounting services in the bankruptcy proceedings. Malinowski Family requires Mark Switzer to market and sell the Debtor's personal and real property. Benjiman Auila will be paid at the hourly rate of $100. Mark Switzer will be paid on commission basis. Benjiman Auila, and Mark Switzer, 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 firms can be reached at: Benjiman Auila PO Box 1778 Waller, TX 77484 Tel: (817) 307-9550 - and - Mark Switzer 1036 S. FM 331 Sealy, TX 77474 Tel: (979) 885-2400 About Malinowski Family Trust Malinowski Family Trust, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Tex. Case No. 17-35189) on September 1, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Daniel C Keele, Esq., at Keele & Assoc. MAMAMANCINI'S HOLDINGS: Buying Joseph Epstein for Debt ------------------------------------------------------ MamaMancini's Holdings, Inc., had signed a letter of intent to acquire Joseph Epstein Food Enterprises, Inc., a manufacturer of food products, which has been the sole manufacturer of the Company's products since inception. JEFE's assets were estimated to be $2,928,825 as of July 31, 2017. Under the agreed terms, no cash would be exchanged between the parties. JEFE is presently owned by the chief executive officer and president of the Company, who in the aggregate owns approximately 44% of the Company's common stock. The transaction had been under consideration by the Company's independent Strategic Alternatives Committee of its Board for more than a year. The Company believes that the transaction on a pro- forma basis reduces Cost of Goods Sold and is accretive to the Company both in terms of Earnings Before Interest, Taxes, Depreciation and Amortization, (a non-GAAP financial measure) and Net Profit in the range of $1.5 to $2.0 million over the next 12 months. The transaction locks-in increasing profits consistent with the Company's growth plans, provides the Company with control over the manufacturing of its primary products, simplifies organizational processes and eliminates related-party transactions which historically have contributed to investor confusion. Under the terms of the Letter of Intent, the transaction would be completed on a non-dilutive basis without any cash or stock passing to the shareholders of JEFE. The principal consideration for the transaction would be the cancellation of approximately $2 million of inter-company debt and the assumption of approximately $2.7 million of accrued expenses accounts payable and outstanding debt. In considering the transaction, the Strategic Alternatives Committee had obtained an independent professional outside appraisal of JEFE on both a freestanding and combined basis. On a conservative basis, the Committee concluded that the value of JEFE significantly exceeded the consideration the Company would pay pursuant to the terms of the proposed transaction. While the transaction will increase Company debt and reduce net worth in the short term, the Committee and the Board of Directors believed that the benefits of this transaction significantly outweighed these considerations and would bring meaningful value accretion to the Company and its shareholders. The Company intends to complete this transaction by Nov. 1, 2017, and it is subject to the completion of due diligence (including the receipt of JEFE audited financial statements for a two-year period) and drafting and execution of a definitive merger agreement and related transaction documents. About MamaMancini's MamaMancini's is a marketer and distributor of a line of beef meatballs and turkey meatballs all with sauce, five cheese stuffed beef and turkey meatballs all with sauce, original beef and turkey meatloaves, chicken parmesan, stuffed peppers and other similar Italian cuisine products. The Company's sales have been growing on a consistent basis as the Company expands its distribution channel, which includes major retailers and distributors such as Costco, Publix, Shop Rite, Jewel, Save Mart, Lucky's, Lunds and Byerlys, SuperValu, Safeway, Albertsons, SpartanNash, Bashas, Whole Foods Market, Hy-Vee, Shaw's, Kings, Roche Bros., Key Foods, Stop & Shop, Giant, Giant Eagle, Foodtown, Randalls, Krogers, Shoppers, King Kullen, Lowes, Central Market, Weis Markets, Ingles, Food City, The Fresh Market, Sysco, Burris Foods, C&S, and Driscoll Foods. The Company sells a variety of its products on air and on line on QVC, a direct to consumer marketer. MamaMancini's reported a net loss available to common stockholders of $494,061 on $18.04 million of sales for the year ended Jan. 31, 2017, compared to a net loss available to common stockholders of $3.57 million on $12.60 million of sales for the year ended Jan. 31, 2016. As of April 30, 2017, MamaMancini's had $6.75 million in total assets, $5.53 million in total liabilities and $1.21 million in total stockholders' equity. MAMAMANCINI'S HOLDINGS: Swings to 2ndQ Profit After Sales Hike -------------------------------------------------------------- MamaMancini's Holdings, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting net income of $24,399 on $7.005 million of sales for the three months ended July 31, 2017, compared to a net loss of $276,810 on $4.138 million of sales for the three months ended July 31, 2016. The change in net loss between the three months ended July 31, 2017 and 2016, which was primarily attributable to an increase in sales of 69%. For the six months ended July 31, 2017, MamaMancini's reported net income of $152,624 on $12.36 million of sales compared to a net loss of $502,917 on $8.06 million of sales for the same period during the prior year. Deducting preferred dividends, net loss available to common stockholders was $20,366 in the three months ended July 31, 2017, compared with a net loss of $323,610 in the same period in 2016. Accounting for preferred dividends, net loss available to common stockholders was $91,565 for the six months ended July 31, 2017, compared with $614,238. As of July 31, 2017, MamaMancini's had $7.47 million in total assets, $6.17 million in total liabilities and $1.29 million in total stockholders' equity. As of July 31, 2017, the Company had a working capital of $67,443 as compared to a working capital of $1,753,671 as of Jan. 31, 2017, a decrease of $1,686,228. The decrease in working capital is primarily attributable to the reclassification of approximately $1,400,000 of long term liabilities to short term liabilities ($2,000,000 of debt offset by $600,000 of debt reduction during the period) and a $836,735 investment in fixed assets. Net cash provided by (used in) operating activities for the six months ended July 31, 2017, and 2016 was $388,605 and ($23,403), respectively. Net cash used in all investing activities for the six months ended July 31, 2017, was $863,735 as compared to $204,083 for the six months ended July 31, 2016, respectively, to acquire new machinery and equipment and leasehold improvements. The Company's capital expenditures primarily relate to continuous improvement to its equipment and facilities in order to increase manufacturing capacity, supporting its growth and continued commercialization of its products. Net cash provided by all financing activities for the six months ended July 31, 2017, was $421,004 as compared to cash used by financing activities of $(95,490) for the six months ended July 31, 2016. During the six months ended July 31, 2017, the Company had net borrowings of $1,091,006 for transactions pursuant to the line of credit. These borrowings were offset by $70,002 and $600,000 paid for repayments on a term loan and net payments of the note payable to Manatuck Hill Partners, respectively. During the six months ended July 31, 2016, the Company had net borrowings of $144,810 for transactions pursuant to the line of credit. These increases were offset by $60,000 and $180,300 paid for repayments on a term loan and net payments of promissory notes, respectively. "Although the continued revenue growth coupled with improved gross margins and control of expenses leads management to believe that it is probable that the Company's cash resources will be sufficient to meet our cash requirements through the second quarter of fiscal year ended January 31, 2019, the Company may require additional funding to finance the growth of its current and expected future operations as well as to achieve its strategic objectives. There can be no assurance that financing will be available in amounts or terms acceptable to the Company, if at all. In that event, the Company would be required to change its growth strategy and seek funding on that basis, though there is no guarantee it will be able to do so," the Company stated in the report. A full-text copy of the Form 10-Q is available for free at: https://is.gd/4z1Vgr About MamaMancini's MamaMancini's is a marketer and distributor of a line of beef meatballs, turkey meatballs, and chicken meatballs all with sauce, five cheese stuffed beef, turkey and chicken meatballs all with sauce, original beef and turkey meatloaves and bacon gorgonzola beef meatloaf, and other similar Italian cuisine products. The Company's sales have been growing on a consistent basis as the Company expands its distribution channel, which includes major retailers such as Costco, Publix, Shop Rite, Price Chopper, Jewel, SaveMarts, Luckys, Lunds/Byerly's, SuperValu, Safeway, Albertsons, Spartan Stores, Bashas, Whole Foods, Shaw's Supermarkets, Kings, Roche Brothers, Key Foods, Stop-n-Shop, Giant Stores, Giant Eagle, Food Town, Randalls, Kroger, Shoppers, Marsh's Supermarkets, King Kullen, Lowes Stores, Central Markets, Weis Markets, Ingles, and The Fresh Market. MamaMancini's reported a net loss available to common stockholders of $494,061 for the year ended Jan. 31, 2017, a net loss available to common stockholders of $3.57 million for the year ended Jan. 31, 2016, and a net loss available to common stockholders of $4.06 million for the year ended Jan. 31, 2015. MANUEL MEDIAVILLA: Hires Rodriguez-Binet Law as Notary Public ------------------------------------------------------------- Manuel Mediavilla, Inc., seeks authorization from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Rodriguez-Binet Law Offices as Notary Public. The Debtor requires Rodriguez-Binet to assist the Debtor in the preparation of all documents needed to obtain government permits required for the segregation and grouping of portions of its real estate properties located at Humacao, Puerto Rico, and the revision of property documents for the property. The Debtor will compensate Rodriguez-Binet at the rate of $125 per hour plus any costs and expenses. A retainer in the amount of $200 from fees and costs has been required in this case and was paid by the Debtor. Enid S. Rodriguez. Esq., from Rodriguez-Binet Law Offices, 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. Rodriguez-Binet may be reached at: Enid S. Rodriguez. Esq. Rodriguez-Binet Law Offices 1645 Adams Street Summit Hills San Juan, Puerto Rico 00920 Tel: 787-793-4745 E-mail: erb@rodriguezbinetlaw.com About Manuel Mediavilla, Inc. Manuel Mediavilla, Inc., aka Muebleria Mediavill, sought protection under Chapter 11 of the Bankruptcy Code on April 11, 2013 (Bankr. D.P.R., Case No. 13-02800). The case is assigned to Judge Mildred Caban Flores. The Debtor's counsel is Carmen D. Conde Torres, Esq., at C. Conde & Assoc., in San Juan, Puerto Rico. The Debtor's scheduled assets is $2,191,098, while the scheduled liabilities is $2,484,529. The petition was signed by Manuel Mediavilla Garcia, president. MARKS INC: Seeks to Hire Robert Lampl as Attorney ------------------------------------------------- Marks, Inc., seeks authority from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ the Law Office of Robert Lampl, as bankruptcy counsel to the Debtor. Marks, Inc. requires Robert O Lampl to: a. assist in the administration of the Debtor's Estate and to represent the Debtor on matters involving legal issues that are present or are likely to arise in the case; b. prepare any legal documentation on behalf of the Debtor, to review reports for legal sufficiency; c. furnish information on legal matters regarding legal actions and consequences; and d. provide all necessary legal services connected with Chapter 11 proceedings including the prosecution and defense of any adversary proceedings. Robert Lampl will be paid at these hourly rates: Robert O Lampl $450 John P. Lacher $300 David L. Fuchs $375 Ryan J. Cooney $275 Paralegal $150 Robert Lampl will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert O Lampl, member of the Law Office of Robert Lampl, 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. Robert Lampl can be reached at: Robert O Lampl, Esq. John P. Lacher, Esq. David L. Fuchs, Esq. Ryan J. Cooney, Esq. LAW OFFICE OF ROBERT LAMPL 960 Penn Avenue, Suite 1200 Pittsburgh, PA 15222 Tel: (412) 392-0330 Fax: (412) 392-0335 E-mail: rlampl@lampllaw.com About Marks, Inc. Marks, Inc., filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 17-23657) on September 11, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Robert O Lampl, Esq., as counsel. MATTAMY GROUP: S&P Rates New $450MM & C$200MM Sr. Unsec Notes 'BB' ------------------------------------------------------------------ S&P Global Ratings assigned its 'BB' issue-level rating and '3' recovery rating to Mattamy Group Corp.'s proposed $450 million senior unsecured notes due 2025 and C$200 million senior unsecured notes due 2025. The '3' recovery rating indicates S&P's expectation for meaningful (50%-70%; rounded estimate: 65%) recovery for bondholders in the event of a payment default. S&P expects that the company will use the proceeds from these issuances to fund a cash tender offer for its existing 6.5% senior unsecured notes due 2020 and 6.875% senior unsecured notes due 2020. RATINGS LIST Mattamy Group Corp. Corporate Credit Rating BB/Stable/-- New Ratings Mattamy Group Corp. Senior Unsecured C$200M Notes Due 2025 BB Recovery Rating 3(65%) $450M Notes Due 2025 BB Recovery Rating 3(65%) MEZCALS 86: Hires Michael L. Previto as Counsel ----------------------------------------------- Mezcals 86 Rest Corp., seeks authorization from the U.S. Bankruptcy Court for the Eastern District of New York to employ Michael L. Previto, Esq., as Chapter 11 counsel. The Debtor requires Previto to: a. advise the Debtor with respect to its power and duties as Debtor in Possession in the operation and management of the business and properties; b. attend meetings and negotiate with creditors and their representatives, the Trustee and others; c. take all actions to protect the Debtor's estate, including litigating on the Debtor's behalf and negotiating where applicable; d. assist and present the Debtor in obtaining Debtor-in-Possession financing; e. prepare a Chapter 11 plan or plans and disclosure statements, and take any action to obtain confirmation of that plan; f. represent the Debtor's interest in any sale of property or assets; g. appear in Court to protect it's interests; h. perform all other legal services and provide such advice as in necessary to assist the Debtor in this endeavor. The Debtor advanced the sum of $2,000 to Previto for costs and hourly billings. Previto received a retainer of $2,500. Michael L. Previto, Esq., assured the Court that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Previto may be reached at: Michael L. Previto, Esq. 156 Canal Road Coram, NY 11727 Tel: 631-379-0837 About Mezcals 86 Rest Corp. Mezcals 86 Rest Corp. filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 17-43522) on July 7, 2017. Michael L. Previto, Esq., serves as bankruptcy counsel. The Debtor's assets and liabilities are both below $1 million. MIDWEST FARM: Wants to Use Additional $12,112 Cash By Sept. 12 -------------------------------------------------------------- Midwest Farm, L.L.C., seeks authorization from the U.S. Bankruptcy Court for the District of South Dakota to use cash collateral of an additional $12,112 in the operation of its business. The Debtor has a repair on a combine that has arisen that needs to be fixed immediately so that the Debtor can harvest. The Debtor did not initially have said repair built into its approved cash flow. The repair is essential to the proper operation of the combine. The clip broke off the rotar transmission and the combine now only has second gear so this repair needs to be done before fall harvest, which starts in approximately a week. The Debtor will have to pay for the repair, which is expected to cost approximately $2,500 to $6,000 depending on if the warranty covers it; otherwise, the total cost to repair it will be $12,112 so the Debtor is requesting that repairs and maintenance be increased from $2,500, which was initially approved, to $14,612 to cover this expense. That is the only change to September's revised cash collateral request. The Debtor revised its September cash collateral request and now the Debtor proposes to use an additional $12,112 to maintain the operation of its business for the time period Sept. 1, 2017, through Sept. 30, 2017. The Debtor requests preliminary authorization to use $12,112 in cash collateral by Sept. 12, 2017. The cash collateral proposed to be used includes post-petition proceeds from equipment rental and any funds issued under the warranty with CNH. Plains Commerce Bank holds a first prepetition security interest through an agricultural business blanket lien, a first prepetition security interest in the prepetition proceeds the Debtor earns from its farming operation, and a first prepetition mortgage position on real estate used in the Debtor's operation. Because of the urgency of this necessary repair, the Debtor was not able to make prior contact with the secured creditor or its attorneys of record regarding the preliminary authorization of cash use, so the secured creditor to this date neither refuses nor agrees to the use of cash collateral proposed. The Debtor requests preliminary authorization to use $12,112 in cash collateral by Sept. 12, 2017, when Debtor must pay for this repair so that the Debtor can timely harvest. The Debtor must be able to pay these expenses to maintain its operation. The Debtor says these funds are crucial to maintain operations uninterrupted. The Debtor is requesting preliminary authorization to pay this repair so that the Debtor can avoid a delay in harvesting, which is detrimental to its operation. As adequate protection, the Debtor proposes to grant Plains Commerce Bank replacement liens, excluding any lien on the 2017 crops, crop products and proceeds, crop insurances, and government program proceeds or payments, in the same form and priority it held prepetition for the time periods requested for the use of cash collateral to the extent the collateral is used. The Debtor grants Plains Commerce Bank the right to inspect the collateral, upon reasonable notice, and the Debtor agrees to keep the collateral insured and to maintain the collateral in its present condition, ordinary wear and tear accepted. Plains Commerce Bank is also adequately protected based upon a large equity cushion on all assets, which Plains Commerce Bank is vastly oversecured by approximately $3 million with its position. The Debtor requests preliminary authorization to use cash collateral of an additional $12,112 by Sept. 12, 2017, in the operation of its business. If any party objects to the cash collateral use, the Debtor requests a hearing on the preliminary use on or before Sept. 12, 2017. A copy of the Debtor's Motion is available at: http://bankrupt.com/misc/sdb17-40091-157.pdf As reported by the Troubled Company Reporter on May 26, 2017, the Court has earlier entered an order authorizing the Debtor to use cash collateral from June 1, 2017, through Sept. 30, 2017. The Debtor is authorized to use Plains Commerce Bank's cash collateral for the expenses set forth on the budget, but not to exceed the budgeted amounts: (a) $22,000 by June 1, 2017; (b) $66,399 by July 1, 2017; (c) $16,600 by August 1, 2017; and (d) $12,500 by Sept. 1, 2017. About Midwest Farm Midwest Farm, L.L.C., is engaged in the business of grain farming and custom farming with facilities located in and around Aurora, South Dakota, and farms real estate located in Brookings County, South Dakota; Moody County, South Dakota; and Lincoln County, Minnesota. Each of Douglas Stein and Dana Stein owns a 50% membership interest in the Debtor. Midwest Farm filed a Chapter 11 petition (Bankr. D. S.D. Case No. 17-40091) on March 24, 2017. At the time of filing, the Debtor disclosed $9.69 million in total assets and $6.66 million in total liabilities. The case is assigned to Judge Charles L. Nail, Jr. Gerry & Kulm Ask, Prof. LLC, is serving as bankruptcy counsel, with the engagement led by Laura L. Kulm Ask, Esq. Kathy Meland is the Debtor's agricultural financial consultant. MIDWEST FARM: Wants to Use Cash Collateral Through Jan. 31 ---------------------------------------------------------- Midwest Farm, L.L.C., asks for authorization from the U.S. Bankruptcy Court for the District of South Dakota to use cash collateral from Oct. 1, 2017, through Jan. 31, 2018. Debtor proposes to use a total of $1,515,527 to maintain the operation of its business for the time period Oct. 1 through Jan. 31. The Debtor requests final authorization to use a total of $1,515,527 in cash collateral. The Debtor will need to have $997,671 of these funds by Oct. 1, 2017; an additional $236,785 by Nov. 1, 2017; an additional $234,000 by Dec. 1, 2017; and an additional $47,071 by Jan. 1, 2018, or shortly thereafter. These funds are crucial to maintain operations uninterrupted. The cash collateral proposed to be used includes postpetition proceeds from the sale of the Debtor's 2017 grain, postpetition 2017 farm program payments, and post-petition funds from the Debtor's custom work and other funds received. Plains Commerce Bank holds a first prepetition security interest through an agricultural business blanket lien, a first prepetition security interest in the prepetition proceeds the Debtor earns from its farming operation, and a first prepetition mortgage position on real estate used in the Debtor's operation. However, Plains Commerce Bank does not hold a lien on the Debtor's 2017 crops, crop products and proceeds from the Debtor's 2017 crops, insurance on the Debtor's 2017 crops, and government program proceeds or payments regarding the Debtor's 2017 crops. Therefore, the only use of collateral of Plains Commerce Bank being requested is as it relates to the Debtor's custom work income disclosed. Bill Landsman holds a first postpetition security interest and PHI Financial Services, Inc., holds a second postpetition security interest, both as approved by the Court, in the Debtor's 2017 crops, crop products and proceeds from the Debtor's 2017 crops, insurance on the Debtor's 2017 crops, and government program payments or proceeds regarding Debtor's 2017 crops. Neither secured creditor will be impaired by this request because they will both be paid in full from the Debtor's 2017 crop proceeds. The Debtor will continue to run and operate in the ordinary course of business. The secured creditor to this date neither refuses nor agrees to the use of cash collateral. As adequate protection, the Debtor proposes to grant Plains Commerce Bank replacement liens, excluding any lien on the 2017 crops, crop products and proceeds, crop insurances, and government program proceeds or payments, in the same form and priority it held prepetition for the time periods requested for the use of cash collateral solely to the extent collateral is used. Furthermore, the Debtor grants Plains Commerce Bank the right to inspect the collateral, upon reasonable notice, and the Debtor agrees to keep the collateral insured and to maintain the collateral in its present condition, ordinary wear and tear accepted. Plains Commerce Bank is also adequately protected based upon a large equity cushion on all assets, which Plains Commerce Bank is vastly oversecured by approximately $3 million with its position. If any party objects to the cash collateral use, the Debtor requests a hearing on or before Sept. 29, 2017 (but not on Sept. 28, 2017, as the Debtor's counsel is not available because she will be presenting at a seminar that day); and for other and further relief as appropriate in the premises. A copy of the Debtor's Motion is available at: http://bankrupt.com/misc/sdb17-40091-159.pdf As reported by the Troubled Company Reporter on May 26, 2017, the Court earlier entered an order authorizing the Debtor to use cash collateral from June 1, 2017, through Sept. 30, 2017. The Debtor is authorized to use Plains Commerce Bank's cash collateral for the expenses set forth on the budget, but not to exceed the budgeted amounts: (a) $22,000 by June 1, 2017; (b) $66,399 by July 1, 2017; (c) $16,600 by Aug. 1, 2017; and (d) $12,500 by Sept. 1, 2017. About Midwest Farm Midwest Farm, L.L.C., is engaged in the business of grain farming and custom farming with facilities located in and around Aurora, South Dakota, and farms real estate located in Brookings County, South Dakota; Moody County, South Dakota; and Lincoln County, Minnesota. Each of Douglas Stein and Dana Stein owns a 50% membership interest in the Debtor. Midwest Farm filed a Chapter 11 petition (Bankr. D. S.D. Case No. 17-40091) on March 24, 2017. At the time of filing, the Debtor disclosed $9.69 million in total assets and $6.66 million in total liabilities. The case is assigned to Judge Charles L. Nail, Jr. Gerry & Kulm Ask, Prof. LLC, is serving as bankruptcy counsel, with the engagement led by Laura L. Kulm Ask, Esq. Kathy Meland is the Debtor's agricultural financial consultant. MISSIONARY ASSEMBLY: Cash Use Through Sept. 20 Approved ------------------------------------------------------- The Hon. Elizabeth D. Katz of the U.S. Bankruptcy Court for the District of Massachusetts has authorized Missionary Assembly of God of Marlborough Inc. to use cash collateral through Sept. 20, 2017. A hearing to consider the cash collateral use will be held on Sept. 20, 2017. The Debtor is ordered to file a further revised budget on or before Sept. 18, 2017. A copy of the Order is available at: http://bankrupt.com/misc/mab17-41182-85.pdf As reported by the Troubled Company Reporter on July 31, 2017, the Debtor filed a motion seeking permission from the U.S. Bankruptcy Court for the District of Massachusetts to use cash collateral of its mortgage creditor and to provide adequate protection payments in the amount of $2,000 per month to the secured party. About Missionary Assembly of God of Marlborough Inc. Missionary Assembly of God of Marlborough Inc. is a religious corporation as defined by Massachusetts law, and a Sec. 501(c)(3) charitable organization that operates as church for Christian fellowship. Its financial problems stem in part from a decline in attendance, but mostly from the fact that the mortgage on the property was a short-term, balloon mortgage which came due. Missionary Assembly of God filed a Chapter 11 bankruptcy petition (Bankr. D. Mass. Case No. 17-41182) on June 28, 2017, estimating under $50,000 in both assets and liabilities. The Hon. Elizabeth D. Katz presides over the case. The Debtor hired David G. Baker, Esq., at the Law Office of David G. Baker, as counsel. MPH2 LLC: Seeks to Hire Bobby F. Jackson as Accountant ------------------------------------------------------ MPH2, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Alabama to hire an accountant. The Debtor proposes to employ Bobby F. Jackson LLC to prepare its tax returns and provide other accounting services. The firm's standard hourly rate is $150. Bobby Jackson, owner, disclosed in a court filing that his firm has no connection with the Debtor's creditors. The firm can be reached through: Bobby F. Jackson Bobby F. Jackson LLC P.O. Box 495 1203 N. Mulberry Avenue Butler, AL 36904 Phone: 205-459-2896 Fax: 205-459-4457 Email: bobbyjackson@tds.net The Debtor is represented by: Alexandra K. Garrett, Esq. Silver, Voit & Thompson 4317-A Midmost Drive Mobile, AL 36609 Phone: (251) 343-0800 Email: agarrett@silvervoit.com About MPH2 LLC MPH2, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ala. Case No. 17-03319) on September 1, 2017. Erwin Agnew Hall, managing member, 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. Silver, Voit & Thompson represents the Debtor as bankruptcy counsel. MWI HOLDINGS: S&P Affirms 'B' Corp. Credit Rating, Outlook Stable ----------------------------------------------------------------- Helix Acquisition Holdings Inc. and its wholly owned subsidiary MWI Holdings Inc. are being bought by financial sponsor American Securities. As part of the transaction, Helix will issue approximately $520 million in debt under new credit facilities and repay the current facilities issued under MWI Holdings. S&P Global Ratings is thus affirming its 'B' corporate credit rating on MWI Holdings Inc. The outlook is stable. S&P also assigned its 'B' corporate credit rating to parent company Helix Acquisition Holdings Inc. The outlook is stable. S&P said, "At the same time, we assigned our 'B' issue-level and '3' recovery ratings to Helix's and ASP MWI Merger Sub, Inc.'s proposed first-lien credit facilities, including the $70 million revolver and $385 million first lien term loan. The '3' recovery rating indicates our expectation of meaningful (50%-70%; rounded estimate: 50%) recovery in the event of default. "In addition, we assigned our 'CCC+' issue-level and '6' recovery ratings to Helix's and ASP MWI Merger Sub, Inc.'s proposed $120 million second-lien term loan. The '6' recovery rating indicates our expectation of negligible (0%-10%; rounded estimate: 0%) recovery in the event of default. "We will withdraw the ratings on MWI's existing credit facilities at the close of the transaction. "The rating affirmation reflects the incremental debt Helix is adding under the refinancing, and our expectations that increased sales volumes and an improved cost structure will support good cash flow generation and deleveraging. We project the company to end fiscal 2018 with adjusted debt to EBITDA of between 6.5x and 7x but improve to the 6x-6.5x area by fiscal 2019. Helix Acquisition Holdings, Inc. is the issuer of the new debt and will operate through its subsidiaries, primarily MWI. "S&P Global Ratings' stable outlook reflects our expectation that modest revenue growth and good EBITDA margins of around 20% will lead to some improvement in Helix's credit measures, specifically a decline in debt to EBITDA to under 6.75x by the end of fiscal 2018 and further improvement in fiscal 2019. "We could lower the rating if demand for some of Helix's key products falls, resulting in declining revenue and margin contraction that leads to our projected leverage remaining above 6.5x for a sustained period. We could also lower the ratings if the company doesn't generate positive free cash flow for a sustained period, leading to potential thinning of its covenant cushion. "Although unlikely in the next 12 months, given the company's high debt leverage, we would consider raising the rating if Helix improves its credit measures so that its leverage is less than 5x and we believe the sponsor's financial policy would support lower leverage on a sustained basis." NCL CORP: Moody's Hikes Corporate Family Rating to Ba2 ------------------------------------------------------ Moody's Investors Service upgraded the ratings of NCL Corporation Ltd., including its Corporate Family Rating to Ba2 from Ba3, Probability of Default Rating to Ba2-PD from Ba3-PD, and senior unsecured rating to B1 from B2. At the same time, Moody's affirmed NCL's senior secured bank credit facility at Ba2, affirmed its SGL-2 Speculative Grade Liquidity rating, and assigned a stable rating outlook. "The rating upgrade reflects Moody's view that NCL will be able to lower its leverage to below 4.5x on a sustained basis through earnings growth and absolute debt repayment," stated Peter Trombetta, an analyst at Moody's. "NCL's proposed refinancing transaction, which uses approximately $180 million of cash and pre-payable debt to replace long term notes is an indication that the company will follow through with its plan to maintain leverage of between 3.0x and 4.0x over the long term," added Trombetta. NCL is proposing to refinance its $600 million 4.625% senior unsecured notes due 2020 using approximately $180 million of cash, a new $375 million term loan B, and a $67 million draw under its revolver. If the transaction closes as proposed it will reduce the company's interest burden by almost $15 million annually, and increase the amount of pre-payable debt in its capital structure. NCL is also planning on increasing the commitment under its revolver that expires in 2021 by $125 million to a total commitment of $875 million. Upgrades: Issuer: NCL Corporation Ltd. -- Probability of Default Rating, Upgraded to Ba2-PD from Ba3-PD -- Corporate Family Rating, Upgraded to Ba2 from Ba3 -- Senior Unsecured Regular Bond/Debenture, Upgraded to B1 from B2 Assignments: Issuer: NCL Corporation Ltd. -- Senior Secured Bank Credit Facility, Assigned Ba2(LGD3) Outlook Actions: Issuer: NCL Corporation Ltd. -- Outlook, Changed To Stable From Positive Affirmations: Issuer: NCL Corporation Ltd. -- Speculative Grade Liquidity Rating, Affirmed SGL-2 -- Senior Secured Bank Credit Facility, Affirmed Ba2 RATINGS RATIONALE NCL's Ba2 Corporate Family Rating reflects its market position as the third largest ocean cruise line worldwide. NCL's rating also acknowledges it's well-known brand names -- Norwegian Cruise Line, Oceania Cruises, and Regent Seven Seas Cruises -- and the young age of its fleet which enables the company to compete against larger rivals across all its price points. The rating is supported by Moody's expectation that NCL's leverage will improve to about 4.0x by the end of 2017, and be sustained at that level over the long term. Moody's believes the cruise industry will continue to benefit from favorable demographics and the value proposition of a cruise vacation which supports the continued penetration of the vacation market by cruise operators which supports NCL's future earnings growth. In addition, while industry wide capacity will increase, capacity expansion will remain at a rational level as a result of supply constraints. The ratings also reflect the high seasonality and capital intensive nature of the cruise industry in general, and its exposure to economic and industry cycles. Although the cruise companies have a long history of growing demand, demand is subject to economic and industry cycles. Lastly, Moody's ratings have reflected NCL's historically aggressive financial policy which includes financing largely with debt the 2014 acquisition of Prestige and debt financed share repurchases. NCL has recently publicly stated its goal of maintaining debt/EBITDA of the low end of its 3.0x to 4.0x target. Moody's notes that the ownership levels of affiliates of Apollo Global Management (13%) and Genting HK (8%) have reached a point where NCL has the ability to dictate its own financial policy going forward. NCL's ratings reflect Moody's expectation that the company will not materially increase debt to fund share repurchases, dividends, or other shareholder friendly activities that will cause it to exceed its target leverage for an extended period. The stable rating outlook reflects Moody's expectations that NCL will continue to reduce its outstanding debt above and beyond required amortization, and maintain a prudent financial policy which will enable the company to maintain net debt/EBITDA of between 3.0x and 4.0x. In accordance with Moody's Loss Given Default Methodology, NCL's senior secured debt is rated Ba2, the same as the Corporate Family Rating -- as it makes up a preponderance of the company's capital structure. The company's senior unsecured rating of B1, two notches below the Corporate Family Rating, reflect the material amount of secured debt ahead of it in the capital structure. NCL's ratings could be upgraded if the company can maintain debt/EBITDA below 3.5x and EBITA/interest expense above 5.0x. A ratings upgrade would also require a financial policy that supports credit metrics remaining at these levels. Ratings could be downgraded if debt/EBITDA were to exceed 4.5x and EBITA/interest expense decreased below 3.0x. NCL Corporation Ltd., headquartered in Miami, FL, is a wholly owned subsidiary of Norwegian Cruise Line Holdings, Ltd. Norwegian operates 25 cruise ships with approximately 50,400 berths under three brand names; Norwegian Cruise Line, Oceania Cruises, and Regent Seven Seas Cruises. Genting HK and affiliates of Apollo Management own approximately 21% of the company. Net revenues are about $3.9 billion. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. NEONODE INC: Will Raise $9.75 Million in Private Placement ---------------------------------------------------------- Neonode Inc. has entered into definitive agreements with accredited investors for the private placement of $9.75 million of Neonode's common stock and warrants. Pursuant to the terms of the non-brokered private placement, Neonode has agreed to sell an aggregate of 9,750,000 shares of common stock at a price of $1.00 per share. A majority of the purchasers will be new investors in Neonode. The proceeds from the private placement are anticipated to be used to repay $1.8 million in short-term debt and for general corporate purposes including business development. In connection with the private placement, a majority of the purchasers will be entitled to designate two independent directors to join Neonode's Board of Directors. Additionally, Neonode will issue warrants to purchase an aggregate of 3,250,000 shares of common stock at an exercise price of $2.00 per share that will expire three years from the date of issuance and are non-exercisable during the initial year. The warrants also may not be exercised unless Neonode has sufficient authorized shares of common stock. If the warrants are fully exercised, Neonode will receive an additional $6.5 million. There are no registration rights associated with the securities to be issued and sold in the private placement. The closing of the private placement offering is subject to the satisfaction of customary closing conditions. The securities sold in the private placement have not been registered under the Securities Act of 1933, as amended, or state securities laws and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (SEC) or an applicable exemption from such registration requirements. About Neonode Neonode Inc. (NASDAQ: NEON) -- http://www.neonode.com/-- develops and licenses optical interactive sensing technologies. Neonode's patented optical interactive sensing technology is developed for a wide range of devices like automotive systems, printers, PC devices, monitors, mobile phones, tablets and e-readers. Neonode, formerly known as SBE, Inc., was incorporated in the State of Delaware on Sept. 4, 1997. SBE's name was changed to Neonode Inc. upon the completion of a merger on Aug. 10, 2007, between SBE and the parent company of Neonode AB, a company founded in February 2004 and incorporated in Sweden. As a result of the merger, the business and operations of Neonode AB became the primary business and operations of Neonode Inc. The Company's principal executive office is located in Stockholm, Sweden. Its office in the United States is located in San Jose, California. Neonode incurred a net loss attributable to the Company of $5.29 million for the year ended Dec. 31, 2016, a net loss attributable to the Company of $7.82 million for the year ended Dec. 31, 2015, and a net loss attributable to the Company of $14.23 million for the year ended Dec. 31, 2014. As of June 30, 2017, Neonode had $10.80 million in total assets, $8.56 million in total liabilities and $2.23 million in total stockholders' equity. The Company has incurred significant operating losses and negative cash flows from operations since its inception. The Company incurred net losses of approximately $1.0 million and $1.3 million and $1.9 million and $2.7 million for the three and six months ended June 30, 2017 and 2016, respectively, and had an accumulated deficit of approximately $180.9 million and $179.0 million as of June 30, 2017 and Dec. 31, 2016, respectively. In addition, operating activities used cash of approximately $3.0 million and $2.1 million for the six months ended June 30, 2017 and 2016, respectively. NEOVASC INC: Incurs $5.34 Million Net Loss in Second Quarter ------------------------------------------------------------ Neovasc Inc. filed with the Securities and Exchange Commission its quarterly report on Form 6-K reporting a net loss of US$5.34 million on US$1.30 million of revenue for the three months ended June 30, 2017, compared to a net loss of US$83.69 million on US$1.71 million of revenue for the three months ended June 30, 2016. For the six months ended June 30, 2017, Neovasc recorded a net loss of US$13.18 million on US$2.78 million of revenue compared to a net loss of US$94.57 million on US$3.71 million of revenue for the six months ended June 30, 2016. As of June 30, 2017, Neovasc had US$86.87 million in total assets, US$114.40 million in total liabilities and a total deficit of US$27.52 million. The Company said it continues to focus its business away from its traditional revenue streams towards development and commercialization of its own products, the Reducer and the Tiara. Sales of the Reducer for the three months ended June 30, 2017 were US$247,555, compared to US$246,122 for the same period in 2016, representing an increase of 1%. "For both the Tiara and Reducer, the quarter saw consistent progress across North America and Europe," commented Neovasc CEO, Alexei Marko. "As we get closer to key decisions from the U.S. Court of Appeals, our regulatory and commercial teams are gaining momentum from both the clinical and commercial results our innovative cardiovascular products are producing." During the three months ended June 30, 2017 there was an overstocking of the Reducer at certain distributors in Europe and as a result quarterly purchases were not made by those distributors. The Company is closely monitoring Reducer revenue growth and may see some volatility on a quarterly basis due to distributor purchase patterns. The Company continues to see a significant increase in the underlying implant rate year over year. The continued success of the commercialization of the Reducer will be dependent on the amount of internal resources allocated to the product, obtaining appropriate reimbursement codes in various territories and correctly managing the referrals process. Contract manufacturing revenues for the three months ended June 30, 2017, were US$152,717, compared to US$240,837 for the same period in 2016, representing a decrease of 37%. The decrease in revenue for the three months ended March 31, 2017 compared to the same period in 2016 is primarily due to the loss of Boston Scientific Corporation ("Boston Scientific") as a customer. In December 2016, the Company entered into an agreement for Boston Scientific to acquire the Company's advanced biologic tissue capabilities and certain manufacturing assets in exchange for a 15% equity investment in Neovasc, for a total of US$75 million in cash. Under the terms of the approximate $68 million asset purchase agreement the Company has been granted a license to the purchased trade secrets and know-how and access to the sold facilities to allow it to continue its tissue and valve assembly activities for its remaining customers, and continue its own tissue-related programs, including advancing the Tiara through its clinical and regulatory pathways. The Company believes that going forward contract manufacturing revenues will be derived from a smaller customer base as the transcatheter aortic valve market matures. Revenues from consulting services for the three months ended June 30, 2017 were US$904,864, compared to US$1,223,973 for the same period in 2016, representing a decrease of 26%. The loss is indicative of the trend the Company is seeing in consulting service revenue. The Company anticipates that its consulting services revenue will decline in the long-term as its consulting customers continue to transition to becoming contract manufacturing customers or cease to be customers at all. Total expenses for the three months ended June 30, 2017 were US$6,728,381, compared to US$13,313,333 for the same period in 2016, representing a decrease of US$6,584,952 or 49%. The decrease in total expenses for the three months ended June 30, 2017 compared to the same period in 2016 reflects a US$5,173,905 reduction in general and administrative expenses (of which US$5,184,935 relates to a decrease in litigation expenses) and a US$1,454,255 decrease in product development and clinical trial expenses to advance the Tiara and the Reducer development programs. Selling expenses for the three months ended June 30, 2017 were US$224,382, compared to US$181,174 for the same period in 2016, representing an increase of US$43,208, or 24%. The increase in selling expenses for the three months ended June 30, 2017 compared to the same period in 2016 reflects an increase in costs incurred for commercialization activities related to the Reducer. The Company continues to minimize its selling expenses in the light of ongoing litigation costs and the impact of litigation on the Company. General and administrative expenses for the three months ended June 30, 2017 were US$2,253,219, compared to US$7,427,124 for the same period in 2016, representing a decrease of US$5,173,905 or 70%. The decrease in general and administrative expenses for the three months ended June 30, 2017 compared to the same period in 2016 can be substantially explained by a US$5,184,935 decrease in litigation expenses. Product development and clinical trial expenses for the three months ended June 30, 2017 were US$4,250,780, compared to US$5,705,035 for the same period in 2016, representing a decrease of US$1,454,255 or 25%. The decrease in product development and clinical trial expenses for the three months ended June 30, 2017 was due to a US$840,671 decrease in other expenses as the Company focused on clinical activities and slowed product development activities to preserve cash resources. Neovasc finances its operations and capital expenditures with cash generated from operations and equity financings. As at June 30, 2017 the Company had cash and cash equivalents of US$11,580,940 compared to cash and cash equivalents of US$22,954,571 as of Dec. 31, 2016. The Company's working capital deficit is US$29,777,487 as at June 30, 2017 compared to a working capital deficit of US$17,497,931 as at Dec. 31, 2016. The Company said that unless it is successful in an appeal of the verdict in the litigation with CardiAQ, or otherwise is successful in reducing the amount of the approximate $112 million damages award to an amount less than the $70 million held in escrow, the Company will require significant additional financing in order to pay the damages and to continue to operate its business. There can be no assurance that such financing will be available on favorable terms, or at all. Cash used in operating activities for the three months ended June 30, 2017, was US$3,892,764, compared to US$11,049,955 for the same period in 2016. For the three months ended June 30, 2017, operating expenses were US$4,686,615, compared to US$12,870,083 for the same period in 2016, a decrease of US$8,183,468. This can substantially be explained by a decrease in litigation expenses of US$5,184,935. Net cash applied to investing activities for the three months ended June 30, 2017, was US$229,265 compared to US$225,951 in 2016. In 2017, the Company invested in lease hold improvements for its new facility to replace the facilities sold to Boston Scientific in 2016. Net cash provided by financing activities for the three months ended June 30, 2017, was US$206,924, compared to US$26,698 for the same period in 2016 from the proceeds of options. The majority of the revenue and expenses of the Company are incurred in the parent and in one of its subsidiaries, Neovasc Medical Inc., both of which are Canadian companies. There were no significant restrictions on the transfer of funds between these entities and during the three months ended June 30, 2017 and 2016 the Company had no complications in transferring funds to and from its subsidiaries in Israel and the United States. The Company is exposed to foreign currency fluctuations on US$1,999,477 of its cash and cash equivalents held in U.S. dollars and Euros. The Company said it may be faced with significant monetary damages in the litigation with CardiAQ that could exceed its resources and/or the loss of intellectual property rights that could have a material adverse effect on the Company and its financial condition. These circumstances indicate the existence of material uncertainty and cast substantial doubt about the Company's ability to continue as a going concern. As at Aug. 10, 2017, the Company had 78,910,688 common voting shares issued and outstanding. Further, the following securities are convertible into common shares of the Company: 9,256,824 stock options with a weighted average price of C$3.54. The fully diluted share capital of the Company at Aug. 10, 2017 is 88,167,512. A full-text copy of the Quarterly Report is available at: https://is.gd/DXEukO About Neovasc Inc. Neovasc Inc. -- http://www.neovasc.com/-- is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular marketplace. Its products include the Neovasc Reducer, for the treatment of refractory angina which is not currently available in the United States and has been available in Europe since 2015 and the Tiara, for the transcatheter treatment of mitral valve disease, which is currently under investigation in the United States, Canada and Europe. The Company also sells a line of advanced biological tissue products that are used as key components in third-party medical products including transcatheter heart valves. Neovasc reported a loss of US$86.49 million for the year ended Dec. 31, 2016, following a loss of US$26.73 million for the year ended Dec. 31, 2015. Grant Thornton LLP, in Vancouver, Canada, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, emphasizing that the Company was named in a litigation and that the court awarded $112 million in damages against it. This condition, along with other matters, indicate the existence of a material uncertainty that may cast significant doubt about the Company's ability to continue as a going concern, the auditors said. NORTHEAST ENERGY: Aucto.com to Auction Assets on Sept. 27 --------------------------------------------------------- After filing for Chapter 11 Bankruptcy, Northeast Energy Management Inc., a Pennsylvania-based oilfield drilling contractor, will have its assets sold via public auction. PPL Auction Group, an industrial auction firm, is preparing to liquidate more than 400 pieces of equipment belonging to the drilling contractor. The public sale is being conducted on September 27th by order of Bankruptcy Court. The sale can be viewed online on Aucto.com -- where interested bidders can participate in the auction. In January 2017, Northeast Energy Management, Inc. voluntarily filed for Chapter 11 bankruptcy. The oil drilling contractor, headquartered in Indiana, PA, was originally founded in 1987 and specialized in drill site preparation and reclamation services. PPL Auction Group, in conjunction with Gordon Brothers, has been contracted to conduct the auction, with approval from the Trustee. PPL Auction Group is an established industrial auction firm boasting a wide range of clients from varying industries. Parties interested in bidding in the auction can register and bid online on Aucto.com. Beginning on Tuesday Sept. 27th at 10 a.m. EST. Aucto.com will broadcast the auction on its web platform, which will enable web bidders to view a live video stream of the event and place their bids online. The live webcast auction will complement the onsite theater-style auction, allowing users to remotely bid from around the world. Items available in this auction range from oil and gas equipment -- such as drill rigs, boosters, generators and accumulators -- to construction and heavy equipment, such as boring machines, as well as pick-up trucks and consumables. High-value items include: -- 2008 Schramm Trailer Mounted Drill Rig Model T200XD -- 2006 International Olympian Series 1300 Power Unit Generator Model D200P3 -- 2012 Kenworth T800 Tri-Axle Winch Truck -- 2014 Ford F-150 FX4 4x4 Pick-up Truck -- Case 1845 Skid Steer Loader Please visit Aucto.com to view the online catalog. About Aucto.com Aucto connects industrial equipment buyers and sellers on an easy-to-use, secure and global platform. For sellers, Aucto provides a marketplace to recover capital from surplus and used industrial equipment. The site features both online and onsite webcast auctions, allowing bidders to participate in industrial auctions being conducted across the globe. About Northeast Energy Management Northeast Energy Management, Inc. operated as a service company for the oil and natural gas industry in Southwestern Pennsylvania and the Appalachian region of West Virginia. It was founded in 1988 by William Gregg, Paul Ruddy, Michael Melnick and John Pisarcik, the principal owners of its sole shareholder, Interstate Gas Marketing, Inc. Northeast Energy Management filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 17-70032) on Jan. 16, 2017. The petition was signed by Paul G. Ruddy, secretary. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. Judge Jeffery A. Deller presides over the case. Michael J. Henny, Esq., at the Law Office of Michael J. Henny, serves as bankruptcy counsel. On March 9, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Bernstein-Burkley, P.C. represents the committee as bankruptcy counsel. * * * On May 30, 2017, the Debtor filed a Chapter 11 plan of reorganization and disclosure statement. OASIS PETROLEUM: S&P Affirms 'B+' CCR, Outlook Stable ----------------------------------------------------- S&P Global Ratings affirmed its 'B+' corporate credit rating, on Houston, Texas-based oil and gas exploration and production company Oasis Petroleum Inc. The rating outlook is stable. S&P said, "We also raised our issue-level rating on the company's senior unsecured debt to 'BB-' from 'B+'. We simultaneously revised the recovery rating on this debt to '2', indicating our expectation of substantial (70% to 90%; rounded estimate: 85%) recovery in the event of a payment default, from '3'. "The affirmation reflects our view that Oasis' credit measures will remain adequate for our expectations for a 'B+' rating through 2018, with funds from operations to debt in the 15% to 20% range. We forecast Oasis to grow production organically by 10% to 15% in 2017 and 2018 while minimally outspending cash flow. The company plans to use the expected potential $150 million proceeds from the ongoing IPO of its midstream business for debt reduction, but we note that this transaction will not significantly affect its credit metrics. "The stable outlook reflects our expectation that Oasis will be able to maintain FFO/debt in the 15% to 20% range over the next couple years despite our outlook for weak commodity prices. In particular, we expect the company will grow production by about 15% in 2018, while keeping capital spending broadly stable at $600 million. "We could lower the ratings if we expected FFO/debt to fall below 12% for a prolonged period. This would most likely be due to a further weakening in commodity prices, lower-than-expected production or higher-than-expected capital spending. "We could consider an upgrade if we forecasted FFO/debt to increase and remain above 20% on a sustained basis, along with improvement in the business risk profile stemming from increased scale, diversity, or profitability. This would most likely be due to commodity prices averaging above our price deck assumptions." PACIFIC THOMAS: Ch. 11 Trustee Hires Realize CPA as Accountant -------------------------------------------------------------- Kyle Everett, the Chapter 11 Trustee of Pacific Thomas Corporation, d/b/a Pacific Thomas Capital, d/b/a Safe Storage, seeks authority from the U.S. Bankruptcy Court for the Northern District of California to employ Realize CPA, LLP, as accountant to the Trustee. The Trustee requires Realize CPA to assist in the preparation of the Debtor's 2016 Federal and state tax returns, effective as of August 15, 2017. Realize CPA will be paid at these hourly rates: Jill A. Lervold $635 Staff $160-$225 Realize CPA will also be reimbursed for reasonable out-of-pocket expenses incurred. Jill A. Lervold, a senior tax partner of Realize CPA, LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Realize CPA can be reached at: Jill A. Lervold REALIZE CPA, LLP 50 California Street # 3550 San Francisco, CA 94111 Tel: (415) 362-5990 About Pacific Thomas Corporation Walnut Creek, California, Pacific Thomas Corporation filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 12-46534) in Oakland on Aug. 6, 2012, estimating in excess of $10 million in assets and liabilities. Pacific Thomas Corporation is related to Pacific Thomas Capital, which specializes in real estate services, focusing on the investment, ownership and development of commercial real estate properties, according to http://www.pacificthomas.com/ Real estate activities has spanned throughout the Hawaiian Islands as well as U.S. West Coast locations in California, Nevada, Arizona and Utah. Hawaii-based activities are managed under the name Thomas Capital Investments. Bankruptcy Judge M. Elaine Hammond presides over the case. Anne-Leith Matlock, Esq., at Matlock Law Group, P.C., serves as general counsel. The petition was signed by Jill V. Worsley, its COO and secretary. In its schedules, the Debtor disclosed $19,960,679 in assets and $16,482,475 in liabilities as of the petition date. Kyle Everett has been named as Chapter 11 trustee of the Debtor. Craig C. Chiang, Esq., at Buchalter Nemer, P.C., in San Francisco, Calif., represents the Chapter 11 trustee as counsel. In January 2014, Judge Hammond entered an order holding that Pacific Thomas Corp.'s Fourth Amended Disclosure Statement, filed on Dec. 31, 2013, is not approved for the reasons stated on the record at the Jan. 16 hearing. Pursuant to the Plan, the Debtor proposed to avail of a loan from Thorofare Capital to pay off some secured claims. The new loan would be refinanced by the reorganized company before the loan terms expires. If the reorganized company fails to do so, the safe storage parcels of the Pacific Thomas properties will be sold. PELICAN REAL ESTATE: Liquidating Trustee Hires CrestCore as Agent ----------------------------------------------------------------- Maria M. Yip, the Chapter 11 Liquidating Trustee for Pelican Real Estate, LLC, et al., asks the U.S. Bankruptcy Court for the Middle District of Florida for authority to employ CrestCore Realty as her real estate agent. The Liquidating Trustee wishes to engage a real estate broker to sell 23 properties located in Memphis, Tennessee, which are titled in the name of Smart Money Secured Income Fund, LLC and owned by the Smart Money Liquidating Trust, and seven additional properties, which are owned by trusts in which the Liquidating Trustee has the rights of the Debtor Smart Money Secured Income Fund, LLC as the trustee of those trusts. CrestCore (a) will be paid a maximum commission in the amount of 6% of the sale price after closing -- of which 3% will be paid to a cooperating broker -- or 5% if the CrestCore acts as a dual agent for both the seller and the buyer; and (b) will pay its own marketing expenses. Dean Harris, Vice President of Sale of CrestCore Realty, 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 Debtors and their estates. CrestCore can be reached at: Dean Harris CrestCore Realty 4435 Summer Avenue Memphis, TN 38122 Tel: (901) 385-3119 About Pelican Real Estate Pelican Real Estate, LLC and its eight affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 16-03817) on June 8, 2016. The petition was signed by Jared Crapson, president of SMFG, Inc., manager of Pelican Management Company, LLC. At the time of the filing, Pelican Real Estate listed under $50,000 in both assets and debt. The Debtors are represented by Elizabeth A. Green, Esq., at Baker & Hostetler LLP. The Debtors hired Bill Maloney Consulting as their financial advisor; Hammer Herzog and Associates P.A. as their accountant; and Pino Nicholson PLLC as their special counsel. Turnkey Investment Fund LLC, an affiliate of Pelican Real Estate LLC, hired Dance Bigelow Sharp & Co. as accountant. Guy Gebhardt, acting U.S. trustee for Region 21, on July 27, 2016, formed an official committee of unsecured creditors for Pelican Real Estate LLC's affiliates, Smart Money Secured Income Fund LLC and Accelerated Asset Group LLC. Maria Yip was appointed examiner in the case. She hired GrayRobinson, P.A. as her lead counsel; and Fikso Kretschmer Smith Dixon Ormseth PS as special counsel. On February 15, 2017, the Court entered an order confirming the Debtors' Second Amended Plan of Liquidation. The Plan became effective on March 2, 2017, at which time the Smart Money Liquidating Trust came into existence and Ms. Yip was named the Liquidating Trustee. PELLERIN ENERGY: Hires Arsement, Redd & Morella as Accountants -------------------------------------------------------------- Pellerin Energy Rentals, LLC and Pellerin Water Solutions, LLC seek authorization from the U.S. Bankruptcy Court for the Western District of Louisiana to employ Arsement, Redd & Morella, LLC as their accountants, nunc pro tunc to July 14, 2017. The Debtors require the Firm to assist the Debtors in all necessary accounting and tax matters during these chapter 11 cases. The Firm will be paid at these hourly rates: Partner $200-$250 Principal/Managers $125-$200 Senior $85-$125 Staff Accountant $50-$85 Administrative $50 The Firm will hold 20% of those payments in trust pending an Order by the Court approving an interim or final fee application. Robert J. Morella, CPA, a financial specialist with Arsement, Redd & Morella, 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. The Firm may be reached at: Robert J. Morella, CPA Arsement, Redd & Morella, LLC 701 Robley Drive, Suite 200 Lafayette, LA 70503 Tel: (337) 984-7010 Fax: (337) 981-6001 About Pellerin Energy Rentals Pellerin Energy Rentals, LLC and Pellerin Water Solutions, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case Nos. 17-50902 and 17-50903) on July 14, 2017. Martin A. Schott, their chief restructuring officer, signed the petitions. At the time of the filing, Pellerin Energy Rentals disclosed that it had estimated assets and liabilities of less than $50,000. Pellerin Water Solutions estimated less than $50,000 in assets and less than $500,000 in liabilities. PHOENIX OF TENNESSEE: Taps Dunham Hildebrand as Counsel ------------------------------------------------------- Phoenix of Tennessee, Inc. asks the United States Bankruptcy Court for the Middle District of Tennessee, Nashville Division, for an order authorizing and approving the employment of Dunham Hildebrand, PLLC to represent the Debtor as counsel. Legal services required of Dunham are: a. render legal advice with respect to the rights, powers and duties of the Debtor in the management of their property; b. investigate and, if necessary, institute legal action on behalf of the Debtor to collect and recover assets of the estates of the Debtor; c. prepare all necessary pleadings, orders and reports with respect to this proceeding, and to render all other necessary or proper legal services; d. assist and counsel the Debtor in the preparation, presentation and confirmation of its disclosure statements and plans of reorganization; e. represent the Debtor as may be necessary to protect the interests of the Debtor; and f. perform all other legal services that may be necessary and appropriate in the general administration of the Debtor's estate. The Firm's current standard hourly rates for attorneys are $275 to $325. R. Alex Payne, Esq., attests that his Firm is a "disinterested person" under Bankruptcy Code Sections 101(14) and 327. The Firm can be reached through: Griffin S. Dunham, Esq. R. Alex Payne, Esq. DUNHAM HILDEBRAND, PLLC 1704 Charlotte Avenue, Suite 105 Nashville, TN 37203 Tel: 629-777-6529 Email: alex@dhnashville.com About Phoenix of Tennessee, Inc. Headquartered in Nashville, 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. It filed a Chapter 11 petition (Bankr. M.D. Tenn. Case No. 17-06102) on September 7, 2017. The petition was signed by Kyle D. Waites, president. The Hon. Marian F Harrison presides over the case. The Debtor is represented by R. Alex Payne, Esq. at Dunham Hildebrand, PLLC as counsel. At the time of filing, the Debtor estimates $100,000 to $500,000 in total assets and $1 million to $10 million in total liabilities. PORTRAIT INNOVATIONS: Hires Rust/Omni as Claims Agent ----------------------------------------------------- Portrait Innovations, Inc., and its debtor-affiliates seek permission from the U.S. Bankruptcy Court for the Western District of North Carolina to employ Rust Consulting/Omni Bankruptcy as Claims, Ballot and Notice Agent The Debtors require Rust Omni to: a. serve required notices and documents in the case in accordance with the Bankruptcy Code and the Bankruptcy Rules in the form and manner directed by the Debtors and/or the Court, including (i) notice of any claims bar date, (ii) notices of transfers of claims, (iii) notices of objections to claims and objections to transfers of claims, (iv) notices of any hearings on a disclosure statement and confirmation of the Debtors' plan of reorganization, including under Bankruptcy Rule 3017(d), (v) notice of the effective date of any plan, and (vi) other notices, orders, pleadings, publications and other documents as the Debtors or the Court may deem necessary for an orderly administration of the Chapter 11 Cases. b. maintain an official copy of the Debtors' schedules of assets and liabilities and statement of financial affairs, listing the Debtors' known creditors and the amounts owed thereto; c. maintain (i) a list of all potential creditors, equity holders and other parties-in-interest; and (ii) a "Master Service List" as approved by the Court and update said lists and make the lists available upon request by a party-in-interest or the Clerk; d. furnish a notice to all potential creditors of the last date for the filing of proofs of claim and a form for the filing of a proof of claim, after such notice and form are approved by this Court, and notify said potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules, which may be effected by inclusion of such information (or the lack thereof, in cases where the Schedules indicate no debt due to the subject party) on a customized proof of claim form provided to potential creditors; e. maintain a post office box or address for receiving claims and returned mail, and process all mail received; f. for all notices, motions, orders or other pleadings or documents served, prepare and file or cause to be filed with the Clerk an affidavit or certificate of service within seven business days of service which includes (i) either a copy of the notice served or the docket numbers(s) and title(s) of the pleading(s) served, (ii) a list of persons to whom it was mailed (in alphabetical order) with their addresses, (iii) the manner of service, and (iv) the date served; g. process all proofs of claim received, including those received by the Clerk's Office, and check said processing for accuracy, and maintain the original proofs of claim in a secure area; h. maintain the official claims register for the Debtor on behalf of the Clerk; upon the Clerk's request, provide the Clerk with a certified, duplicate unofficial Claims Register; and specify in the Claims Register the following information for each claim docketed: (i) the claim number assigned, (ii) the date received, (iii) the name and address of the claimant and agent, if applicable, who filed the claim, (iv) the amount asserted, (v) the asserted classification(s) of the claim (e.g., secured, unsecured, priority, etc.), and (vi) any disposition of the claim; i. implement necessary security measures to ensure the completeness and integrity of the Claims Register and the safekeeping of the original claims; j. record all transfers of claims and provide any notices of such transfers as required by Bankruptcy Rule 3001(e); k. relocate, by messenger or overnight delivery, all of the court-filed proofs of claim to the offices of Claims and Noticing Agent, not less than weekly; l. upon completion of the docketing process for all claims received to date for each case, turn over to the Clerk copies of the claims register for the Clerk's review (upon the Clerk's request); m. monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on and/or changes to the claims register; n. assist in the dissemination of information to the public and respond to requests for administrative information regarding the case as directed by the Debtor or the Court, including through the use of a case website and/or call center; o. if the case is converted to Chapter 7, contact the Clerk's Office within three days of the notice to Claims and Noticing Agent of entry of the order converting the case; p. 30 days prior to the close of these cases, to the extent practicable, request that the Debtors submit to the Court a proposed Order dismissing the Claims and Noticing Agent and terminating the services of such agent upon completion of its duties and responsibilities and upon the closing of this case; q. within seven days of notice to the Claims and Noticing Agent of entry of an order closing the Chapter 11 case, provide to the Court the final version of the claims register as of the date immediately before the close of the case; and r. at the close of this case, box and transport all original documents, in proper format, as provided by the Clerk's Office, to (i) the Federal Archives Record Administration, located at Central Plains Region, 200 Space Center Drive, Lee's Summit, MO 64064 or (ii) any other location requested by the Clerk's Office. Rust will charge its standard hourly rates ranging from $25-$155 per hour. Rates are adjusted annually of January 2nd of each year, and are subject to increase note to exceed 10% per annum. Increase greater that 10% per annum will be discussed with the Debtors and be subject to prior approval of the Debtors, before becoming effective. In addition, Rust will provide the Debtors with an additional discount of up to $50,000. The discount will be effectuated by a voluntary reduction of each monthly Section 156(c) invoice (excluding postage, publication and other pass through charges) by 10% until the discount amount of $50,000 is reached. For such services rendered, Rust requires a $10,000 retainer deposit. All charges will be on a portal to portal basis plus out-of-pocket expenses. Rust shall be compensated on a monthly basis for those services performed by Rust during the preceding calendar month. Paul Deutch, executive managing director of Rust Consulting/Omni Bankruptcy, 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. Rust may be reached at: Paul Deutch Rust Consulting/Omni Bankruptcy Avenue of the America's, 4th Floor New York, NY Tel: 212-302-3580 Fax: 212-302-3820 About Portrait Innovations Based in Charlotte, North Carolina, Portrait Innovations Inc. -- http://www.portraitinnovations.com/-- provides in-studio photography sessions to consumers on both a walk-in and appointment basis. The Company offers a variety of portrait packages and other products such as canvases, mugs, calendars and holiday cards to its customers after the session's completion, as well as through its online portal, http://www.portraits.com/ As of Sept. 1, 2017, Portrait operated more than 119 studios in 31 states. On Sept. 1, 2017, Portrait Innovations, Inc. and parent Portrait Innovations Holding Company filed voluntary petitions under the provisions of Chapter 11 of the United States Bankruptcy Code (Bankr. W.D.N.C. Lead Case No. 17-31455). The petitions were signed by John Grosso, president and chief executive officer. Each of the Debtors estimated assets and debt of $10 million to $50 million. The Hon. Craig J. Whitley is the case judge. Rayburn Cooper & Durham, P.A., serves as counsel to the Debtors. Rust Consulting/Omni Bankruptcy is the claims and noticing agent. PSC INDUSTRIAL: Moody's Assigns B3 CFR; Outlook Stable ------------------------------------------------------ Moody's Investors Service assigned ratings to PSC Industrial Holdings Corp. (PSC), an intermediate holding company for PSC Industrial Outsourcing, LP, including a B3 Corporate Family Rating (CFR) and B3-PD Probability of Default Rating (PDR). Concurrently, Moody's assigned a B2 rating to PSC's new senior secured first lien term loan and a Caa2 rating to its new senior secured second lien term loan. The ratings outlook is stable. The rating action follows PSC's plan to raise $570 million of new debt to acquire Aquilex LLC (Hydrochem; B2 stable), a leading provider of industrial cleaning solutions in the U.S in a transaction valued at about $488 million. Proceeds from the debt along with roughly $215 million of new equity from sponsor Littlejohn and certain LP co-investors will be used to fund the acquisition of Aquilex LLC, primarily to refinance all of the existing debt of Aquilex LLC and PSC Industrial Outsourcing LP (PSC LP). The existing ratings for Aquilex LLC and PSC Industrial Outsourcing LP, including the respective B2 and B3 CFRs, are unchanged at this time and will be withdrawn upon transaction close. This is expected to occur in October 2017. RATINGS RATIONALE: The B3 CFR reflects PSC's high financial leverage and integration risks arising from its acquisition of Hydrochem. Pro forma debt-to-EBITDA of around 6x (all metrics inclusive of Moody's standard adjustments) is weak for the B3 rating level given the company's operating profile, while EBIT-to-interest will initially be below 1x. The company is also exposed to cyclical end markets, particularly energy-related refining (42%) and petrochemical (22%) markets. Although the energy markets are showing signs of stabilization, capital spending remains cautious following the cutbacks over the past two years. As well, the landscape for many of PSC's services is competitive, which limits meaningful margin expansion opportunities. This increases the likelihood of bolt-on acquisitions, which Moody's expects would be funded via free cash flow or revolver borrowings, adding pressure to the credit metrics. The ratings consider the company's increased scale and geographic footprint as a result of the acquisition. Hydrochem's business and market presence complement PSC's with the potential to yield synergies in areas such as facility consolidation and the integration of processes. Still, an acquisition this size, which roughly doubles PSC's revenues, poses integration risks. Moody's anticipates that credit metrics will improve moderately over the next year, supported partly by modest growth in end market activity and as potential synergies from the integration of Hydrochem begin to materialize. The ratings also consider the company's large recurring revenue base (about 80%), with the majority tied to services embedded in customer facilities. This reflects the ongoing and mandatory nature of the services provided based on regulatory requirements as well as standard maintenance and safety practices. The use of advanced technology and automation for certain services increases accuracy of the work and enhances safety for the facilities and employees. The long-standing relationships, particularly with blue chip customers at both PSC and Hydrochem, help to partially mitigate competitive pressures. The adequate liquidity supports the rating because it provides some flexibility to integrate Hydrochem and execute the strategic initiatives. PSC's liquidity is considered adequate based on expectations of good availability under the new $75 million ABL revolver and modestly positive free cash flow generation, which is likely to be used to fund tuck-in acquisitions. The company typically holds low cash balances. The revolver is not expected to be drawn upon transaction close. Term loan amortization requirements are modest, below $5 million annually, and there are no near-term debt maturities. The credit agreement is anticipated to have an excess cash flow sweep provision set at 50% with leverage based step downs. The ABL is expected to have a springing 1.0x minimum fixed charge coverage covenant that is triggered if availability is less than the greater of 10% or $6 million. Moody's expects the company to maintain ample availability under the ABL so as not to trigger the covenant and believes there is good cushion within the required minimum over the next 12-15 months. There are no term loan financial maintenance covenants. The B2 rating on the first lien term loan, one notch above the CFR, reflects the expected recovery for this debt instrument in a default scenario, behind the ABL revolver that has a higher claim on the most liquid assets. The Caa2 rating on the second lien term loan, two notches lower than the CFR, reflects the subordination of the liens to the revolver and first lien term loan liens that leads to a first loss position in a default scenario. Moody's assigned the following ratings to PSC Industrial Holdings Corp.: Corporate Family Rating, at B3; Probability of Default Rating, at B3-PD; Senior secured first lien term loan, at B2/LGD3 Senior secured second lien term loan at Caa2/LGD5 The ratings outlook is stable. Moody's took no action on the following ratings and intends to withdraw them upon transaction close: Issuer: PSC Industrial Outsourcing, LP Corporate Family Rating, B3 Probability of Default Rating, B3-PD Senior secured first lien revolver and term loan, B2/LGD-3 Senior secured second lien term loan, Caa2/LGD-5 Stable outlook Issuer: Aquilex, LLC Corporate Family Rating, B2 Probability of Default Rating, B2-PD Senior secured revolver and term loan, B2/LGD-3 Stable outlook The stable outlook reflects Moody's expectation for at least low single digit organic revenue growth over the next 12 to 18 months, supported by growth in the utilities business, stabilizing energy end markets and demand for environmental services that is projected to keep up with regulatory requirements and economic growth. Moody's also anticipates that extending Hydrochem's more advanced automated hydroblasting technology to PSC's operations and potential synergies will lift PSC's EBIT margins and enhance free cash flow, with the margins expected to reach at least the mid single digit range. The outlook incorporates expectations for PSC to maintain at least adequate liquidity. The ratings could be downgraded with deteriorating business conditions or difficulties integrating Hydrochem, such that Moody's expects an inability to reduce debt-to-EBITDA towards 5.5x or generate positive free cash flow. A deterioration of liquidity or shareholder-friendly initiatives such as additional meaningful debt financed acquisitions or dividends would lead to downward ratings pressure. The ratings could be upgraded if PSC profitably grows revenue and expands its capacity to fund debt reduction and acquisitions. Expectation of debt to EBITDA below 4.5x, EBITA-to-interest above 1.5x and at least mid single digit free cash flow-to-debt on a sustained basis, accompanied by a good liquidity profile, could also lead to higher ratings. The principal methodology used in these ratings was Environmental Services and Waste Management Companies, published in June 2014. PSC Industrial Holdings Corp., through its principal operating subsidiary, PSC Industrial Outsourcing, LP, provides industrial and specialty cleaning services to oil & gas, utilities, chemical and general manufacturing companies. Aquilex LLC, through its wholly-owned subsidiary, Hydrochem LLC, is a leading provider of industrial cleaning solutions in the U.S. with a focus on refining and petrochemical production facilities. PSC is owned by funds affiliated with Littlejohn & Co. The company's revenues were about $740 million pro-forma for the acquisition of Aquilex as of the last twelve months ended June 30, 2017. PSC INDUSTRIAL: S&P Affirms 'B' CCR Amid Aquilex Acquisition ------------------------------------------------------------ Industrial services firm PSC Industrial Outsourcing L.P. is acquiring competitor Aquilex Holdings LLC for approximately $488 million. S&P Global Ratings is affirming its ratings, including its 'B' corporate credit rating, on PSC Industrial Outsourcing L.P. The outlook is stable. S&P said, "We also assigned our issue-level ratings and recovery ratings to the company's proposed debt issues. We assigned our 'BB-' issue-level rating and '1' recovery rating to the company's proposed $430 million senior secured first-lien term loan due 2024. The '1' recovery rating indicates our expectation for very high (90%-100%; rounded estimate: 95%) recovery in a default scenario. "We also assigned our 'CCC+' issue-level rating and '6' recovery rating to the company's proposed $140 million second-lien term loan due 2025. The '6' recovery rating indicates our expectation for negligible (0%-10%; rounded estimate: 0%) recovery in a default scenario. The borrower of the debt is PSC Industrial Holdings Corp. "Our 'B+' issue-level rating and '2' recovery rating on the existing $48 million of revolving facilities due 2019 and $185 million first-lien term loan due 2020 will be withdrawn once the transaction is complete and the facilities have been refinanced." The ratings affirmation reflects S&P Global Ratings' view that the additional scale benefits and potential for better equipment utilization and procurement savings from the Aquilex Holdings LLC acquisition will allow PSC to improve its credit measures during the next year. S&P said, "Under our base-case scenario, we expect PSC's trailing-12-month adjusted debt to EBITDA ratio to ease to roughly 5.5x by the quarter ended Dec. 31, 2018 from over 8x at June 30, 2017 (the June quarter's credit measures are not pro forma for the company's recent acquisitions of Seal Industries Inc. and Seaport Environmental, acquired in December 2016 and February 2017, respectively). We believe the acquisition will be accretive to PSC's margins and that the company can realize at least $12 million of cost synergies in 2018 through the combination. Most of these will come in the form of headcount reduction, with the remainder via facility consolidation, more efficient equipment utilization, and purchasing leverage." The stable outlook reflects S&P Global Ratings' expectation that PSC Industrial Outsourcing LP's combination with Aquilex/Hydrochem will allow it to reduce duplicative costs and optimize its processes, contributing to better profitability once the integration is complete. The outlook assumes PSC will complete the acquisition without incurring significant integration challenges and will achieve at least $12 million of cost synergies during the next year with the potential to see more savings in later years; this, along with higher volumes and better equipment utilization, will allow it to reduce its debt leverage and stay within the 5x-6x adjusted debt to EBITDA ratio that we consider appropriate for the current ratings. The company's long-standing relationships with customers, medium-term contracts, new business wins, and enhanced procurement capabilities are all supportive of the ratings. S&P expects the company to engage in future tuck-in acquisitions following the integration of this deal, though it also expects financial policies to remain appropriate for the rating. S&P said, "We could lower our ratings if PSC's borrowing capacity under its revolving facility became constrained. This could be indicated if the amount of drawn borrowings increased significantly, resulting in the 1.0x springing fixed charge coverage ratio (FCCR) financial covenant becoming effective, and if EBITDA decreased to the point that a further drop in EBITDA of just 10% would result in a breach. We could also lower the ratings if it becomes apparent that PSC is unable or unwilling to reduce its adjusted debt to EBITDA to below 6x. This could happen if revenue growth during the next year falls eight percentage points short of our base-case expectation while EBITDA margins are also 100 basis points (bps) lower than our anticipated levels. Potential causes of this scenario include unforeseen integration issues, delays or cancellations of maintenance projects, lower utilization rates, or other operational challenges. "We consider an upgrade unlikely in the next year given PSC's high debt leverage and the still-yet-unrealized progress in integrating the Aquilex transaction and achieving synergy goals. Still, we could raise the rating if a stronger competitive position or meaningful improvement in operating efficiency resulted in consistent organic revenue growth of 3%-5% and a rise in adjusted EBITDA margins of at least 200 bps. We believe this could allow PSC's debt-to-EBITDA ratio to stay consistently below 5x. Any potential upgrade would also be dependent upon management and financial sponsor Littlejohn committing to more conservative financial policies in-line with the aforementioned leverage range." QUAKER FURNITURE: Hires Moon Wright as Bankruptcy Counsel --------------------------------------------------------- Quaker Furniture, Inc., seeks authority from the U.S. Bankruptcy Court for the Western District of North Carolina to employ Moon Wright & Houston, PLLC, as bankruptcy counsel to the Debtor. Quaker Furniture requires Moon Wright to: a. provide legal advice with respect to the powers and duties as debtor-in-possession in the continued operation of its business and management of its properties; b. negotiate, prepare, and pursue confirmation of a chapter 11 plan and approval of a disclosure statement, and all related reorganization agreements or documents; c. prepare on behalf of the Debtor necessary applications, motions, answers, orders, reports, and other legal papers; d. represent the Debtor in all adversary proceedings related to the base case; e. represent the Debtor in all litigation arising from or relating to causes of action owned by the estate or defending causes of action brought against the estate, in any forum; f. appear in Court to protect the interests of the Debtor before the Court; and g. perform all other legal services for the Debtor which may be necessary and proper in these chapter 11 proceedings. Moon Wright will be paid at these hourly rates: Travis W. Moon $675 Richard S. Wright $500 Andrew T. Houston $450 Caleb Brown $240 Shannon Myers, Paralegal $180 Moon Wright will also be reimbursed for reasonable out-of-pocket expenses incurred. Richard S. Wright, a partner of Moon Wright & Houston, 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. Moon Wright can be reached at: Richard S. Wright, Esq. MOON WRIGHT & HOUSTON, PLLC 121 W. Trade Street, Suite 1950 Charlotte, NC 28202 Tel: (704) 944-6560 Fax: (704) 944-0380 About Quaker Furniture, Inc. Quaker Furniture, Inc., based in Saint Louis, Missouri, filed a Chapter 11 petition (Bankr. W.D.N.C. Case No. 17-50538) on August 28, 2017. The Hon. Laura T. Beyer presides over the case. Richard S. Wright, Esq., at Moon Wright & Houston, PLLC, serves as bankruptcy counsel. In its petition, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Edward McNeil, president. ROCKY PINE: Hires Raymond L. Beebe Co. as Counsel ------------------------------------------------- Rocky Pine Farms, LLC, seeks authority from the U.S. Bankruptcy Court for the Northern District of Ohio to employ Raymond L. Beebe Co., LPA, as counsel to the Debtor. Rocky Pine requires Raymond L. Beebe Co. to: a. consult with and aid in the preparation and implementation of a plan of reorganization; and b. represent the Debtor in all matters relating to those proceedings. Raymond L. Beebe Co. will be paid at these hourly rates: Raymond L. Beebe $275 Staff $100 Prior to commencement of the bankruptcy case, the Debtor paid a retainer fee of $10,000, of which $2,500 was paid to the firm on August 18, 2017. The remaining retainer of $7,500 was paid to the firm on September 11, 2017. Raymond L. Beebe Co. will also be reimbursed for reasonable out-of-pocket expenses incurred. Raymond L. Beebe, member of Raymond L. Beebe Co., LPA, 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. Raymond L. Beebe Co. can be reached at: Raymond L. Beebe, Esq. RAYMOND L. BEEBE CO., LPA 1107 Adams Street Toledo, OH 44702 Tel: (419) 244-8500 Fax: (419) 244-8538 E-mail: rlbagct@Buckeye-express.com About Rocky Pine Farms, LLC Founded 2007, Rocky Pine Farms, LLC is a small organization in the crop farms industry. Rocky Pine Farms, LLC, based in Tiffin, Ohio, filed a Chapter 11 petition (Bankr. N.D. Ohio Case No. 17-32918) on September 12, 2017. The Hon. Mary Ann Whipple presides over the case. Raymond L. Beebe, Esq., at Raymond L. Beebe Co., LPA, 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 Patricia Nye, president. ROOT9B HOLDINGS: Seymour Siegel Quits as Director ------------------------------------------------- Seymour Siegel resigned from Root9B Holdings, Inc.'s Board of Directors and all committees thereof effective Aug. 7, 2017. Mr. Siegel's resignation was not the result of any disagreement with the Company on any matter relating to the Company's operations, policies, or practices, according to a Form 8-K report filed by the Company with the Securities and Exchange Commission. About Root9B Holdings root9B Holdings (OTCQB: RTNB) -- http://www.root9bholdings.com/-- is a provider of Cybersecurity and Regulatory Risk Mitigation Services. Through its wholly owned subsidiaries root9B and IPSA International, the Company delivers results that improve productivity, mitigate risk and maximize profits. Its clients range in size from Fortune 100 companies to mid-sized and owner-managed businesses across a broad range of industries including local, state and government agencies. Root9B Technologies, Inc., changed its name to root9B Holdings, Inc., effective Dec. 5, 2016, and relocated its corporate headquarters from Charlotte, NC, to the current headquarters of root9B, its wholly owned cybersecurity subsidiary, in Colorado Springs, CO. Root9B reported a net loss of $30.48 million for the year ended Dec. 31, 2016, following a net loss of $8.33 million for the year ended Dec. 31, 2015. As of March 31, 2017, Root9B Holdings had $16.84 million in total assets, $15.80 million in total liabilities, and $1.03 million in total stockholders' equity. Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, noting that Company has suffered recurring losses from operations and has negative operating cash flows and will require additional financing to fund the continued operations. The availability of such financing cannot be assured. These conditions raise substantial doubt about its ability to continue as a going concern, the auditors said. ROSETTA GENOMICS: Adjourns Extraordinary Meeting to Sept. 25 ------------------------------------------------------------ Rosetta Genomics, Ltd., convened its previously announced extraordinary general meeting of shareholders on Sept. 18, 2017. However, the quorum of two or more shareholders present, personally or by proxy, who hold or represent together more than 25% of the voting rights of Rosetta's issued share capital required to conduct the Extraordinary Meeting was not present. Accordingly, pursuant to Rosetta's articles of association, the Extraordinary Meeting has been adjourned to Sept. 25, 2017. The adjourned Extraordinary Meeting will be held at Rosetta's Philadelphia offices, at 3711 Market St. Suite 740, Philadelphia, PA 19104, at 10:00 am (ET). At the adjourned Extraordinary Meeting, any two shareholders present in person or by proxy will constitute a quorum. About Rosetta Genomics Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to develop and commercialize new diagnostic tests based on a recently discovered group of genes known as microRNAs. MicroRNAs are naturally expressed, or produced, using instructions encoded in DNA and are believed to play an important role in normal function and in various pathologies. The Company has established a CLIA-certified laboratory in Philadelphia, which enables the Company to develop, validate and commercialize its own diagnostic tests applying its microRNA technology. Rosetta Genomics reported a net loss of US$16.23 million on US$9.23 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss of US$17.34 million on US$8.26 million of total revenues for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Rosetta had US$11.96 million in total assets, US$7.54 million in total liabilities, and $4.41 million in total shareholders' equity. Kost Forer Gabby & Kasierer, a member of Ernst & Young Global, in Tel-Aviv, Israel, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has recurring losses from operations and has limited liquidity resources that raise substantial doubt about its ability to continue as a going concern. SANTA ROSA ANIMAL: Plan Confirmation Hearing Moved to Oct. 13 ------------------------------------------------------------- The Hon. Jerry C. Oldshue, Jr., of the U.S. Bankruptcy Court for the Northern District of Florida has entered an amended order conditionally approving Santa Rosa Animal Hospital, P.A.'s disclosure statement dated Sept. 1, 2017, referring to the Debtor's plan of reorganization. A plan confirmation hearing will be held on Oct. 13, 2017, at 9:29 a.m., Central Time. Objections to the Disclosure Statement and the acceptances or rejections of the Plan must be filed by Oct. 6, 2017. Objections to the plan confirmation must be filed seven days before the plan confirmation hearing. As reported by the Troubled Company Reporter on Sept. 14, 2017, the Court previously scheduled for Sept. 29 a hearing to consider approval of the Plan. The TCR reported on Sept. 11, 2017, that the Debtor filed with the Court the Disclosure Statement, which states that each holder of Class 4 Unsecured Claims will 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. 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. On Sept. 1, 2017, the Debtor filed a disclosure statement, which explains its proposed Chapter 11 plan of reorganization. SCI DIRECT: Creditors' Panel Hires McDonald Hopkins as Counsel -------------------------------------------------------------- The Official Committee of Unsecured Creditors of SCI Direct, LLC, and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the Northern District of Ohio to retain McDonald Hopkins LLC as counsel for the Committee, nunc pro tunc to August 7, 2017. The Committee requires McDonald Hopkins to: a. advise the Committee with respect to its rights, duties, and powers in the Chapter 11 Cases; b. assist and advise the Committee in its consultations with the Debtors relative to the administration of the Chapter 11 Cases; c. assist the Committee in analyzing the claims of the Debtors' creditors and the Debtors' capital structure and in negotiating with holders of claims and equity interests; d. assist the Committee in its investigation of the acts, conduct, assets, liabilities, and financial conditions of the Debtors and of the operation of the Debtors' businesses; e. assist the Committee in its analysis of, and negotiations with, the Debtors or any third party concerning matters related to, among other things, the assumption or rejection of certain leases of non-residential real property and executory contracts, asset dispositions, the investigation of potential claims and causes of action, financing or other transactions, and the terms of one or more chapter 11 plans for the Debtors and accompanying disclosure statements and related plan documents; f. assist and advise the Committee as to its communications to the general creditor body regarding significant matters in the Chapter 11 Cases; g. represent the Committee at all hearings and other proceedings before this Court and other courts; h. review and analyze motions, applications, orders, statements, operating reports, and schedules filed with the Court and advise the Committee as to their propriety and, to the extent deemed appropriate by the Committee, support, join or object thereto, as applicable; i. assist the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives including, without limitation, statements, motions, applications, memoranda, adversary complaints, objections, or comments in connection with any matter related to the Debtors or the Chapter 11 Cases; j. assist the Committee in its review and analysis ofthe Debtors' various agreements; k. investigate and analyze any claims against the Debtors' non-debtor affiliates, insiders, and other third parties; and l. perform other legal services as may be required or are otherwise deemed to be in the interests of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code, the Bankruptcy Rules or other applicable law. McDonald Hopkins will be paid at these hourly rates: Members $350-$785 Of Counsel $290-$760 Associates $210-$425 Paralegals $95-$290 Law Clerks $40-$70 McDonald Hopkins will also be reimbursed for reasonable out-of-pocket expenses incurred. Scott N. Opincar, a member of the firm of McDonald Hopkins, 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. McDonald Hopkins can be reached at: Scott N. Opincar, Esq. Maria G. Carr, Esq. McDonald Hopkins, LLC 600 Superior Avenue, East, Suite 2100 Cleveland, OH 44114-2653 Tel: (216)348-5400 Fax: (216)348-5474 Email: sopincar@mcdonaldhopkins.com mearr@mcdonaldhopkins.com About Suarez Corporation Suarez Corporation Industries -- http://www.suarez.com/-- is a direct marketing company currently offering hundreds of diversified products around the world. From heaters, food services, jewelry, body and skin care, collectible coins, and health products, SCI continues to lead the way through product innovation and multi-channel marketing. The Company offers services through mail, phone and internet, television, newspaper, and magazines. The company started in business in 1968 when Benjamin Suarez started a small business from his home which eventually became Suarez Corporation Industries. Suarez Corporation Industries is an operating entity involved in direct marketing products to consumers, and Retail Partner Enterprises, LLC, markets the same products on a wholesale basis to retail stores. SCI Direct, LLC, holds certain patents, trademarks, and other intellectual property used by Suarez Corporation Industries, and Retail Partner Enterprises, LLC. The entities are owned by Suarez Enterprises Holding Company. Each of SCI Direct LLC, Suarez Corporation Industries, and two affiliates filed separate voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. N.D. Ohio Case Nos. 17-61735 to 17-61738) on Aug. 7, 2017. The cases are jointly administered before the Honorable Russ Kendig under SCI Direct's Case No. 17-61735. Anthony J. DeGirolamo serves as the Debtors' bankruptcy counsel. The Phillips Organization is the Debtors' accountant. Craig T. Conley, Esq., is special counsel. Kurtzman Carson Consultants LLC is the claims and noticing agent. Daniel M. McDermott, U.S. Trustee Region 9, has appointed five creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of SCI Direct, LLC, and its debtor affiliates. SCIENTIFIC GAMES: Proposes Reincorporation Into Nevada ------------------------------------------------------ Scientific Games Corporation has entered into an Agreement and Plan of Merger with SG Nevada Merger Company, a Nevada corporation and its wholly owned subsidiary, providing for the merger of the Company with and into SG Nevada with SG Nevada surviving the merger, for the sole purpose of changing the Company's state of incorporation from Delaware to Nevada. The reincorporation merger is subject to approval by the affirmative vote of holders of a majority of outstanding shares of Class A common stock of the Company entitled to vote thereon at a special meeting of the Company's stockholders. If the merger is approved by the Company's stockholders, at the Effective Time (as defined in the reincorporation merger agreement), each share of Class A common stock, par value $0.01 per share, of the Company issued and outstanding immediately prior to the Effective Time will be converted (without the surrender of stock certificates or any other action by SG Nevada, the Company or the Company's stockholders) into one fully paid and non-assessable share of common stock, par value $0.001, of the Surviving Corporation. The reincorporation merger will not result in any change in the Company's name, headquarters, business, management, location of offices, assets, liabilities or net worth, other than as a result of the costs incident to the reincorporation merger. The Company's management, including all directors and officers, immediately prior to the reincorporation merger will remain the same following the reincorporation merger and will assume identical positions with the Surviving Corporation. About Scientific Games Scientific Games Corporation (NASDAQ: SGMS) -- http://www.scientificgames.com/-- is a developer of technology-based gaming systems, table games, table products and instant games and a leader in products, services and content for gaming, lottery and interactive gaming markets. Scientific Games delivers what customers and players value most: trusted security, creative content, operating efficiencies and innovative technology. Today, the Company offers customers a fully integrated portfolio of technology platforms, robust systems, engaging content and unrivaled professional services. Scientific Games reported a net loss of $353.7 million in 2016, a net loss of $1.39 billion in 2015 and a net loss of $234.3 million in 2014. As of June 30, 2017, Scientific Games had $7.06 billion in total assets, $9.06 billion in total liabilities and a total stockholders' deficit of $2 billion. * * * In November 2014, Moody's Investors Service downgraded Scientific Games' Corporate Family Rating to 'B2' from 'B1' following the announcement that the company had completed its merger with Bally Technologies, Inc. In July 2017, S&P Global Ratings affirmed its ratings on Scientific Games, including its 'B' corporate credit rating. The outlook is stable. "The affirmation of our 'B' corporate credit rating reflects our expectation for adjusted EBITDA coverage of interest to remain around 2x through 2018 and for the company to prioritize the use of free cash flow for debt repayment, which we believe partially mitigates currently high leverage. We are forecasting adjusted debt to EBITDA to be in the low- to mid-7x area in 2017 and around 7x in 2018, given our forecast for only modest EBITDA growth and debt reduction." SEARS CANADA: Won't Be Able to File Q1 Financial Statements ----------------------------------------------------------- Sears Canada Inc. announced that it will not be filing unaudited interim financial statements, Management's Discussion and Analysis, or related CEO and CFO certifications in respect of the 13-week period ended July 29, 2017, which, under applicable securities laws, are required to be filed by Sept. 27, 2017. The Company remains subject to a stay of proceedings under the Companies' Creditors Arrangement Act, initially granted by order of the Ontario Superior Court of Justice on June 22, 2017. Since the granting of that order, the Company's common shares have been delisted from the Toronto Stock Exchange (effective July 28, 2017) and the Nasdaq Stock Market (effective July 3, 2017). Following the Filing Deadline, the Company expects that the Ontario Securities Commission will issue a cease trade order in respect of the Company's securities. Any cease trade order issued by the OSC will also apply in the other jurisdictions of Canada. In light of the Company's ongoing restructuring process, the Company does not intend to make the Continuous Disclosure Filings prior to or following the issuance of the anticipated cease trade order. FTI Consulting Canada Inc. is the court-appointed monitor under the CCAA court order. Information about the CCAA Proceedings, including the monitor's reports, are available on the monitor's website at http://cfcanada.fticonsulting.com/searscanada. About Sears Canada Sears Canada Inc. is an independent Canadian digital and store-based retailer and technology company whose head office is based in Toronto. Sears Canada's unique brand format offers premium quality Sears Label products, designed and sourced by Sears Canada, and of-the-moment fashion and home décor from designer labels in The Cut @ Sears. Sears Canada also has a top ranked appliance and mattress business in Canada. Sears Canada is undergoing a reinvention, including new customer experiences at every touchpoint, a new e-commerce platform, new store concepts, and a new set of customer service principles designed to deliver WOW experiences to customers. Information can be found at sears.ca/reinvention. Sears Canada operates as a separate entity from its U.S.- based co-founder, now known as Sears Holdings Corp., based in Illinois. The Company's balance sheet as of April 29, 2017, showed total assets of C$1.187 billion against total liabilities of C$1.107 billion. Amid mounting losses and liquidity constraints Sears Canada and certain of its subsidiaries on June 22, 2017, applied to the Ontario Superior Court of Justice (Commercial List) for protection under the Companies' Creditors Arrangement Act ("CCAA"), in order to continue to restructure its business. Sears Canada and its subsidiaries on June 22, 2017, were granted an order (the "Initial Order") under the Companies' Creditors Arrangement Act (the "CCAA"). Pursuant to the Initial Order, FTI Consulting has been appointed Monitor. Sears Canada and certain of its subsidiaries have obtained orders from the Ontario Superior Court of Justice (Commercial List) extending the stay period provided by the Initial Order to Oct. 4, 2017, under the Companies' Creditors Arrangement Act. The Company has engaged BMO Capital Markets, as financial advisor, and Osler, Hoskin & Harcourt LLP, as legal advisor. The Board of Directors and the Special Committee of the Board of Directors of the Company has retained Bennett Jones LLP, as legal advisor. FTI Consulting is the Court-appointed monitor. The Monitor tapped Norton Rose Fulbright Canada LLP as counsel. SEPCO CORPORATION: FCR Hires Black McCuskey as Ohio Counsel ----------------------------------------------------------- Lawrence Fitzpatrick, the Future Claimants' Representatives of Sepco Corporation, seeks authority from the U.S. Bankruptcy Court for the Northern District of Ohio to employ Black McCuskey Souers & Arbaugh Co., LPA, as Ohio attorney to the Future Claimants' Representative. The Future Claimants' Representatives requires Black McCuskey to: a. provide legal advice with respect to the Future Claimants' Representative's powers and duties Future Claimants' Representative for the Future Claimant; b. take any and all actions necessary to protect and maximize the value of the Debtor's estate for the purpose of making distributions to Future Claimants and to represent the Future Claimants' Representative in connection with negotiating, formulating, drafting, confirming and implementing a plan of reorganization, and perform such other function as set forth in the Bankruptcy Code; c. appear on behalf of the Future Claimants' Representative at hearings, proceedings before the Bankruptcy Court, and meetings and other proceedings in the Chapter 11 case, as appropriate; d. prepare and file all applications, motions, objections, answers, orders, reports, and other legal papers as may be necessary and as may be authorized by the Future Claimants' Representative in connection with the bankruptcy case; e. represent and advise the Future Claimants' Representative with respect to any contested matter, adversary proceeding, lawsuit or other proceeding in which the Future Claimants' Representative may become a party or otherwise appear in connection with the bankruptcy case; and f. perform any other legal services and other support requested by the Future Claimants' Representative in connection with the bankruptcy case. Black McCuskey will be paid at these hourly rates: Joel K. Dayton $355 Chrysanthe Vassiles $300 The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Joel K. Dayton, partner of Black McCuskey Souers & Arbaugh Co., LPA, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) is not creditors, equity security holders or insiders of the Debtor; (b) has not been, within two years before the date of the filing of the Debtor' chapter 11 petition, directors, officers or employees of the Debtor; and (c) does not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Black can be reached at: Joel K. Dayton, Esq. BLACK MCCUSKEY SOUERS & ARBAUGH CO., LPA 220 Market Avenue S., Suite 1000 Canton, OH 44702 Tel: (330) 456-8341 About Sepco Corporation Aurora, Ohio-based Sepco Corporation filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ohio. Case No. 16-50058) on Jan. 14, 2016. The petition was signed by Richard J. Szekelyi as chief restructuring officer. At the time of filing, the Debtor had estimated assets and liabilities ranging from $10 million to $50 million each. Buckley King, LPA represents the Debtor as counsel. The Debtor employed Kurtzman Carson Consultants LLC as its notice, balloting, and claims agent. The case has been assigned to Judge Alan M. Koschik. Daniel M. McDermott, the United States Trustee for Region 9, appointed seven creditors to serve on the committee of asbestos claimants, namely: (1) Thomas P. Glembocki; (2) Raymond Grzywinski; (3) Morris Jacks; (4) John Lavender; (5) Joachim Hans Lohman; (6) Harry David Tift; and (7) Patrick M. Walsh. The Official Committee of Asbestos Claimants in the bankruptcy case of Sepco Corporation retained Caplin & Drysdale, Chartered, as its counsel and Brouse McDowell, A Legal Professional Association, as its Ohio co-counsel, and Gilbert LLP as its special counsel. Lawrence Fitzpatrick, the Future Claimants' Representatives of Sepco Corporation, has retained Young Conaway Stargatt & Taylor, LLP, as his bankruptcy counsel; and Black McCuskey Souers & Arbaugh Co., LPA, as his Ohio counsel. SEPCO CORPORATION: FCR Hires Young Conaway as Counsel ----------------------------------------------------- Lawrence Fitzpatrick, the Future Claimants' Representatives of Sepco Corporation, seeks authority from the U.S. Bankruptcy Court for the Northern District of Ohio to employ Young Conaway Stargatt & Taylor, LLP, as attorney to the Future Claimants' Representative. The Future Claimants' Representatives requires Young Conaway to: a. provide legal advice with respect to the Future Claimants' Representative's powers and duties Future Claimants' Representative for the Future Claimant; b. take any and all actions necessary to protect and maximize the value of the Debtor's estate for the purpose of making distributions to Future Claimants and to represent the Future Claimants' Representative in connection with negotiating, formulating, drafting, confirming and implementing a plan of reorganization, and perform such other function as set forth in the Bankruptcy Code; c. appear on behalf of the Future Claimants' Representative at hearings, proceedings before the Bankruptcy Court, and meetings and other proceedings in the Chapter 11 case, as appropriate; d. prepare and file all applications, motions, objections, answers, orders, reports, and other legal papers as may be necessary and as may be authorized by the Future Claimants' Representative in connection with the bankruptcy case; e. represent and advise the Future Claimants' Representative with respect to any contested matter, adversary proceeding, lawsuit or other proceeding in which the Future Claimants' Representative may become a party or otherwise appear in connection with the bankruptcy case; and f. perform any other legal services and other support requested by the Future Claimants' Representative in connection with the bankruptcy case. Young Conaway will be paid at these hourly rates: Edwin J. Harron, Partner $820 Sharon M. Zieg, Partner $695 Sara Beth A.R. Kohut, Counsel $555 Casey S. Cathcart, Paralegal, $240 Lisa M. Eden, Paralegal $240 Young Conaway will also be reimbursed for reasonable out-of-pocket expenses incurred. Edwin J. Harron, partner of Young Conaway Stargatt & Taylor, 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 (a) is not creditors, equity security holders or insiders of the Debtor; (b) has not been, within two years before the date of the filing of the Debtor' chapter 11 petition, directors, officers or employees of the Debtor; and (c) does not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Young Conaway can be reached at: Edwin J. Harron, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square, 1000 North King Street Wilmington, DE 19801 Tel: (302) 571-6600 About Sepco Corporation Aurora, Ohio-based Sepco Corporation filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ohio. Case No. 16-50058) on Jan. 14, 2016. The petition was signed by Richard J. Szekelyi as chief restructuring officer. At the time of filing, the Debtor had estimated assets and liabilities ranging from $10 million to $50 million each. Buckley King, LPA represents the Debtor as counsel. The Debtor employed Kurtzman Carson Consultants LLC as its notice, balloting, and claims agent. The case has been assigned to Judge Alan M. Koschik. Daniel M. McDermott, the United States Trustee for Region 9, appointed seven creditors to serve on the committee of asbestos claimants, namely: (1) Thomas P. Glembocki; (2) Raymond Grzywinski; (3) Morris Jacks; (4) John Lavender; (5) Joachim Hans Lohman; (6) Harry David Tift; and (7) Patrick M. Walsh. The Official Committee of Asbestos Claimants in the bankruptcy case of Sepco Corporation retained Caplin & Drysdale, Chartered, as its counsel and Brouse McDowell, A Legal Professional Association, as its Ohio co-counsel, and Gilbert LLP as its special counsel. Lawrence Fitzpatrick, the Future Claimants' Representatives of Sepco Corporation, has retained Young Conaway Stargatt & Taylor, LLP, as his bankruptcy counsel; and Black McCuskey Souers & Arbaugh Co., LPA, as his Ohio counsel. SERENITY HOMECARE: Hires Langlinais as Special Purpose Accountant ----------------------------------------------------------------- Serenity Homecare, LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Western District of Louisiana to employ Langlinais Broussard & Kohlenberg, as accountant to the Debtors. Serenity Homecare requires Langlinais to file the Debtors' 2016 tax returns, and for purposes of transitioning the accounting work to a new disinterested accountant. Langlinais will be paid at the hourly rate if $210. The Debtors will pay Langlinais $3,125 per company for Serenity Homecare, LLC, Quality Homecare, LLC, and Quality Home Health, Inc., to obtain the completed 2016 income tax returns for those entities. Langlinais will also be reimbursed for reasonable out-of-pocket expenses incurred. Glen P. Langlinais, a partner of Langlinais Broussard & Kohlenberg, 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. Langlinais can be reached at: Glen P. Langlinais LANGLINAIS BROUSSARD & KOHLENBERG 2419 Veterans Memorial Drive Abbeville, LA 70510 Tel: (337) 893-6232 About Serenity Homecare, LLC 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, its member and manager, signed the petitions. Judge John W. Kolwe presides over the cases. 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 estimated $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. The Debtors tapped Gold, Weems, Bruser, Sues & Rundell, in Alexandria, Louisiana, as counsel. SIERRA CHEMICAL: Hires Harris Law as Attorney --------------------------------------------- Sierra Chemical Co., seeks authority from the U.S. Bankruptcy Court for the District of Nevada to employ Harris Law Practice LLC, as bankruptcy counsel to the Debtor. Sierra Chemical requires Harris Law to: a. examine and prepare records and reports as required by the Bankruptcy Code, Federal Rules of Bankruptcy Procedure and Local Bankruptcy Rules; b. prepare of applications and proposed orders to be submitted to the Court; c. identify and prosecute claims and causes of action assertable by the Debtor; d. examine proofs of claim anticipated to be filed herein and the possible prosecution of objections to certain of such claims; e. advise the Debtor and prepare documents in connection with the contemplated ongoing operation of the Debtor's business, if any; f. assist and advise the Debtor in performing other official functions as provided for in the Bankruptcy Code; and g. advise and prepare a Plan of Reorganization, Disclosure Statement, and related documents, and confirmation of said Plan. Harris Law will be paid at these hourly rates: Attorneys $400 Paraprofessionals $150-$250 Harris Law will be paid a retainer in the amount of $10,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Stephen R. Harris, member of Harris Law Practice 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. Harris Law can be reached at: Stephen R. Harris, Esq. HARRIS LAW PRACTICE LLC 6151 Lakeside Drive, Suite 2100 Reno, NV 89511 Tel: (775) 786-7600 Fax: (775) 786-7764 E-mail: steve@harrislawreno.com About Sierra Chemical Co. Headquartered in Sparks, Nevada, Sierra Chemical Co., a Carus Group Inc. company, manufactures and distributes environmental chemicals for the municipal, agricultural, mining, and industrial markets. Founded in 1959, Sierra Chemical Co. -- http://www.caruscorporation.com/page/sierra-chemical-- started as a compressed gas supplier in Northern Nevada. The business grew to become a full line supplier to the industrial, mining, and municipal markets in Nevada. Sierra expanded into Northern California in the mid 1990's and established a production facility in Stockton, California. Sierra Chemical Co. was acquired by Carus Group Inc. in 2011. As a result, Sierra's product line has expanded to include CAIROX Potassium Permanganate, CARUSOL Sodium Permanganate, and the Carus Phosphates Family of products. Sierra Chemical filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 17-51019) on Aug. 30, 2017, estimating its assets at between $1 million and $10 million and liabilities at between $10 million and $50 million. The petition was signed by David J. Kuzy, its president. Judge Bruce T. Beesley presides over the case. Robert R. Benjamin, Esq., Anthony J. D'Agostino, Esq., Caren A. Lederer, Esq., and Barbara L Yong, Esq., at Golan Christie Taglia LLP; and Stephen R Harris, Esq., at Harris Law Practice LLC serve as the Debtor's bankruptcy counsel. SILO CITY: Hires Cordano Packaging Engineers as Equipment Broker ---------------------------------------------------------------- Silo City, Inc. seeks authorization from the U.S. Bankruptcy Court for the Eastern District of California to employ Ilario Cordano of Cordano Packaging Engineers, LLC as equipment broker to market and liquidate for the best and highest prices the following Equipment: -- one Technipes Techno-V Form-Fill-Seal Packing System with scheduled valued of $190,000; and -- one Technipes automated valve bag packing system with robotic palletizer with scheduled valued of $150,000). In consideration for its services, Cordano will receive a 5% commission upon consummation of the sale of the Equipment. Ilario Cordano attests that Cordano is a disinterested person within the meaning of 11 USC Sec. 101(14). The Broker can be reached through: Ilario Cordano Cordano Packaging Engineers, LLC 2270 Pendley Road Ste 105 Cumming, GA 30041 Tel: 678-947-0314 Fax: 678-947-0313 About Silo City Inc Silo City, Inc. fdba Sun Coast Materials Co., a California corporation, based in Bakersfield, filed a Chapter 11 petition (Bankr. E.D. Calif. Case No. 17-10238) on January 25, 2017. The Hon. Rene Lastreto II presides over the case. Jacob L. Eaton, at Klein, Denatale, Goldner, Cooper, Rosenleib & Kimball, LLP, serves as bankruptcy counsel to the Debtor. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Michael Clift, president. A list of the Debtor's 17 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb17-10238.pdf. SMS SYSTEMS: S&P Lowers CCR to 'B-' on Declining Margins -------------------------------------------------------- Systems Maintenance Services (SMS), a leader in the third-party maintenance (TPM) and refurbished hardware market, has experienced substantial margin contraction since its acquisition of Curvature, a provider of hardware in the TPM market, leading to leverage above 8x, according to S&P Global Ratings. S&P Global Ratings thus lowered its corporate credit rating on Charlotte, N.C.-based SMS Systems Maintenance Services Inc. The outlook is stable. S&P said, "At the same time, we lowered our issue-level rating on the company's $55 million revolving credit facility due 2022 and its $530 million first-lien term loan to 'B' from 'B+'. The '2' recovery rating is unchanged, indicating our expectation for substantial (70%-90%; rounded estimate: 70%) recovery in the event of payment default. "We also lowered our issue-level rating on the company's $175 million second-lien term loan to 'CCC' from 'CCC+'. The '6' recovery rating is unchanged, indicating our expectation for negligible (0%-10%; rounded estimate: 0%) recovery in the event of payment default. "The downgrade reflects our view of SMS's adjusted leverage above 8x, pro forma for the Curvature acquisition, which closed in February 2017. We further expect that leverage will remain near the 8x area through fiscal 2017 in contrast to our prior expectation for it to decline to the mid-6x area. The integration of Curvature, a provider of used and refurbished hardware as well as maintenance services, is proving to be more difficult than originally anticipated. There have been disruptions in integrating the sales forces of the two entities, which has led to a revenue mix skewed toward lower-margin products and services. This mix has driven up subcontracting costs, delivery costs, and materials costs. The increases to these costs stem from a highly underutilized employee work force, increased concentration in offshore maintenance contracts that require partially outsourcing labor to international regions, and elevated hardware sales. "Despite near-term integration challenges, we believe SMS will integrate curvature over the longer term, achieve modest EBITDA growth as the company finalizes the sales force integration with a go-to-market emphasis toward higher-margin maintenance products, and continue to generate positive FOCF over the next 12 months. "The stable outlook reflects our expectation for the company to maintain adequate liquidity, generate positive FOCF, and, despite near-term integration disruption, successfully complete the integration with Curvature over the longer term. "We could lower the rating on SMS if disruptions to the business or in the integration with Curvature lead to protracted revenue declines and/or negative free operating cash flow on a sustained basis, weakening liquidity, or a capital structure that we deem unsustainable. "Although unlikely over the next 12 months, we could raise the rating on SMS if the company is able to achieve modest organic revenue and EBITDA growth, through the sale of its higher-end products/services, leading to margin expansion. This would have to be coupled with sustaining adjusted leverage below 7x in conjunction with free operating cash flow as a percentage of debt approaching 5%." SOLID LANDINGS: Hires CCK Strategies as Accountant -------------------------------------------------- Solid Landings Behavioral Health, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Central District of California to employ CCK Strategies, PLLC, as accountant to the Debtors. Solid Landings requires CCK Strategies to assist the Debtors in the preparation and filing of the federal and state income tax returns for the tax year 2016. CCK Strategies will be paid a flat fee of $20,000 for the preparation and filing of the federal and state income tax returns for the tax year 2016. Aaron Spoon, a partner of CCK Strategies, 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 Debtors and their estates. CCK Strategies can be reached at: Aaron Spoon CCK STRATEGIES, PLLC 8811 S. Yale Avenue Tulsa, OK 74137 Tel: (918) 491-4036 About Solid Landings Behavioral Health, Inc. Solid Landings Behavioral Health, Inc., and four affiliates sought Chapter 11 protection (Bankr. C.D. Cal. Lead Case No. 17-12213) on June 1, 2017, with a deal to sell substantially all assets to Alpine Pacific Capital, LLC, for $9.05 million, subject to overbid. The Debtors are providers of individualized 12-step and alternative treatment programs for people suffering from substance abuse and mental health disorders, with facilities located in California, Nevada, and Texas. The "Solid Landings" brand was created in 2009, when the Debtors' shareholders opened their first sober living residence in Costa Mesa, California, which residence was operated by Sure Haven. The debtor-affiliates are Cedar Creek Recovery, Inc., EMS Toxicology, Silver Rock Recovery and Sure Haven, Inc. Katie S. Goodman, the chief restructuring officer, signed the petitions. The Debtors disclosed $63,070 in assets and $10.87 million in liabilities as of the Petition Date. Judge Catherine E. Bauer presides over the case. The Debtors hired Levene, Neale, Bender, Yoo & Brill LLP as their bankruptcy counsel. SPINLABEL TECHNOLOGIES: Hires Fitzgerald & Isaacson as Counsel -------------------------------------------------------------- SpinLabel Technologies, Inc., seeks authority from the U.S. Bankruptcy Court for the Southern District of Florida to employ Fitzgerald & Isaacson, LLP, as special counsel to the Debtor. SpinLabel Technologies requires Fitzgerald to provide the Debtor with general counsel services, including issues that may arise relating to licensing issues, business contracts, and assist with intellectual property matters, and patent and trademark prosecution. Fitzgerald will be paid at these hourly rates: Partners $395 Associates $295 Fitzgerald will also be reimbursed for reasonable out-of-pocket expenses incurred. Diana L. Fitzgerald, a partner of Fitzgerald & Isaacson, LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Fitzgerald can be reached at: Diana L. Fitzgerald, Esq. FITZGERALD & ISAACSON, LLP 901 Ponce de Leon Blvd., Suite 202 Miami, FL 33134 Tel: (305) 372-7300 About SpinLabel Technologies, Inc. SpinLabel Technologies, Inc., -- http://www.spinlabels.com/-- is a Florida-based company dedicated to building and licensing its unique labeling technology that builds brand value by engaging current and prospective customers in the shopping corridor and at home. SpinLabel's proprietary, patented label Technology enables a spinning label (an outer Label over an inner label) to almost double the valuable messaging space on a container. SpinLabel is aligned with top label manufacturers globally to facilitate easy integration into most types of existing consumer product packaging. Based in Miami, Florida, SpinLabel -- which does business as Spinformation, Inc., as Accudial Pharmaceutical, Inc., and as Accudial, Inc. -- filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 17-20123) on August 9, 2017. Bradley S. Shraiberg, Esq., at Shraiberg Landaue & Page PA, serves as the Debtors' bankruptcy counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Alan Shugarman, its director. SPRUILL'S PROPERTIES: Wants to Use Cash Collateral in US Bank ------------------------------------------------------------- Spruill's Properties, LLC, seeks permission from the U.S. Bankruptcy Court for the Eastern District of Missouri to use cash collateral on hand in the approximate amount of $68 in the Debtor's bank account. The cash collateral sought to be used consists of a funds on deposit in a business checking account with US Bank, located in St. Louis County, Missouri. In order to minimize the disruption to the Debtor's normal business operations, the Debtor requests authority to continue to use all of its income and deposits presently available to Debtor in this business bank account. The Debtor is aware that the U.S. Trustee guidelines no longer require Debtor to designate that it is debtor-in-possession on checks, but understands that ownership of its prepetition bank accounts must be transferred to the Debtor as a debtor-in-possession. The Debtor needs to continue to use the cash collateral in order to pay the costs associated with maintaining his business operations, including payment to for repairs to the commercial building owned by Debtor-in-Possession, payment of ongoing maintenance costs, utilities, and insurance costs as necessary to be paid on an ongoing basis in the operation of Debtor's business. The Debtor has no other funds, other than the balance on hand in the Debtor's business bank account and monthly rents paid to Debtor for the lease of Debtor's commercial building, with which to pay the costs and expenses. If the costs and expenses are not paid the Debtor will be unable to continue its business operations. There are no liens against the debtor-in-possession's business account with US Bank. There is a single Commercial Security Agreement securing the commercial building owned by Debtor Spruill's Properties, LLC. The lender is Missouri Investment Enterprises, LLC, who acquired the Promissory Note and Deed of Trust from the loan originator, Community South Bank. The assignee was granted a security interest in the commercial real estate only. There is no financing statement encumbering the contents of the Debtor's building. The Debtor wishes to use the full amount of funds in the Debtor's account at present as well as rental income to be paid to the Debtor on Sept. 1, 2017. The Business Manager of Missouri Investment Enterprises, Mark Williams was advised of the bankruptcy filing, and of the terms of this motion, and has assented to the Debtor's use the cash collateral in the Debtor's possession on the date of filing for the payment of the Debtor's labor costs, utilities and general business expenses. The Debtor requests that it be permitted to continue to use its pre-petition bank account in the same manner and with the same account numbers, and that the accounts be deemed debtor-in-possession accounts. A copy of the Debtor's request is available at: http://bankrupt.com/misc/moeb17-45844-17.pdf About Spruill's Properties Spruill's Properties, LLC, operates an event and catering venue. Spruill's owns a commercial building located at 9800 Halls Ferry Road, St. Louis, Missouri. Spruill's has had, and continues to have, notable musicians and groups appear and perform in this venue. Spruill's Properties based in Saint Louis, Missouri, filed a Chapter 11 petition (Bankr. E.D. No. Case No. 17-45844) on Aug. 26, 2017. The petition was signed by Craig Spruill, chief executive officer. The Debtor estimated $1 million to $10 million in assets and liabilities. The Hon. Barry S. Schermer presides over the case. Rochelle D. Stanton, Esq., serves as bankruptcy counsel to the Debtor. STAFFORD LOGISTICS: Moody's Lowers CFR to Caa3; Outlook Negative ---------------------------------------------------------------- Moody's Investors Service downgraded its ratings for Stafford Logistics, Inc. ("Stafford," dba Custom Ecology Inc.), including the company's Corporate Family Rating (to Caa3 from Caa1) and Probability of Default Rating (to Ca-PD from Caa2-PD), as well as its senior secured debt ratings (first lien $175 million term loan and $20 million first lien revolver, each to Caa3 from Caa1). The ratings outlook is negative. "The downgrades are driven by a weakening liquidity profile and an over-leveraged balance sheet, which combined look increasingly likely to prompt a default and requisite restructuring," according to Brian Silver, Vice President and Moody's lead analyst for Stafford. "Cash balances are limited and the company cannot access its revolving credit facility because it is currently in violation of the net leverage financial maintenance covenant thereunder," added Silver. Moody's believes the company's capital structure is unsustainable over the long term, and as a such has revised its ratings to incorporate expected loss rates in an event of default scenario under an assumed restructuring of its obligations. Revenue has modestly increased in 1H17 relative to 1H16, although higher than expected costs have weakened profitability, according to Moody's. Even so, the rating agency believes the company would be able to improve its cash flow generation over time with a lower debt burden. The following ratings have been downgraded for Stafford Logistics, Inc.: Corporate Family Rating, to Caa3 from Caa1 Probability of Default Rating, to Ca-PD from Caa2-PD $175 million senior secured first lien term loan due 2021, to Caa3 (LGD3) from Caa1 (LGD3) $20 million senior secured first lien revolving credit facility due 2020, to Caa3 (LGD3) from Caa1 (LGD3) The ratings outlook has been changed to negative from stable. RATINGS RATIONALE Stafford's Caa3 Corporate Family Rating reflects its weak liquidity profile, largely the result of limited cash balances and a lack of access to incremental borrowings under its revolving credit facility because the company has violated its total net leverage financial maintenance covenant at the period ended June 30, 2017. The rating also reflects the company's weak credit metrics, which have deteriorated over the last year and are expected to weaken further. Stafford's earnings are insufficient to cover interest (EBIT-to-interest is negative for the twelve-month period ended June 30, 2017) and its financial leverage remains very high for a waste services company, with debt-to-EBITDA of roughly 7.7 times for the same period (all numbers are Moody's-adjusted unless otherwise stated). The company's ambitious capital spending program has constrained its free cash flow generating ability over the last few years. The negative rating outlook reflects Moody's belief that liquidity will remain weak, earnings will remain under pressure, and the capital structure is untenable in its current form. As such, the potential for a default has increased and remains high over the next twelve months. Stafford's ratings could be upgraded if liquidity improves. Alternatively, the ratings could be downgraded further if liquidity weakens and the company either defaults or enters into a distressed exchange. The principal methodology used in these ratings was Environmental Services and Waste Management Companies published in June 2014. Stafford Logistics, Inc. ("Stafford") operates under the name Custom Ecology Inc. The company primarily provides long distance (50+ miles) hauling of solid waste from transfer stations to regional landfills on behalf of solid waste collection customers. The company is majority-owned by funds affiliated with private equity firm Kinderhook Industries, LLC. The company generated revenue for the twelve months ended June 30, 2017 of approximately $189 million. SUNBURST FARMS: Hires BigIron Auctions as Online Auctioneer ----------------------------------------------------------- Sunburst Farms Partnership seeks authority from the US Bankruptcy Court for the District of Kansas to employ BigIron Auctions as online auctioneer. Mark Stock of BigIron has expertise as an online auctioneer, and has listed and sold numerous items of property online, including many bankruptcy auctions. Services to be rendered by BigIron are: a. advertise nationally and internationally through direct mail, full color brochures, email campaigns, prominent newspapers / periodicals, online marketing and a complete auction website with access for buyers and sellers; b. provide specifications, photographs, and videos of equipment; c. provide all registration/settlement/and auction personnel to conduct the auction through our exclusive BigIron online auctions; d. email and web saturation to all current and potential bidders for your equipment; e. provide personnel to publish, display, and promote all maintenance histories received by the sellers; f. provide advance sales personnel to promote the upcoming auction and assist buyers through ring man calls, and promotion; g. collect all funds from the buyers; h. provide preliminary consignor statement within 24 hours after the auction; and i. remit net auction proceeds on the 14th banking day after the auction including full accounting statement. BigIron will receive a service fee of 7%, based on a percentage of gross sales, and shall receive reimbursement for advertising in the amount of $3,100. The Firm can be reached through: Mark Stock BigIron Auctions 213 Beaver Street Saint Edward, NE 6866. Phone: 1-800-937-3558 Fax: 402-678-2511 About Sunburst Farms Sunburst Farms Partnership is engaged in wheat and feed sorghum production. The principal place of business of Sunburst Farms is 116 W Greeley, Tribune, Kansas 67879. Sunburst Farms filed for Chapter 11 bankruptcy protection (Bankr. D. Kan. Case No. 17-11389) on July 19, 2017, disclosing $4.29 million in total assets and $6.60 million in total liabilities. The petition was signed by Carol Bloesser, president of Western Plains, the Debtor's general partner. Judge Robert E. Nugent presides over the case. David P. Eron, Esq., at Eron Law, P.A., serves as the Debtor's bankruptcy counsel. SUNIVA INC: Petitions ITC for Protection From Chinese Competition ----------------------------------------------------------------- Peg Brickley, writing for The Wall Street Journal Pro Bankruptcy, reported that Suniva Inc. is hopeful the U.S. government will take prompt action to protect U.S. solar-panel manufacturers from Chinese competition. According to the report, lawyers for the company say the Trump administration will decide on the issue by mid-January at the latest. A favorable decision within that time frame would allow Suniva and other struggling U.S. solar-panel makers to continue to operate, the report related. Judge Kevin Gross at a hearing in the U.S. Bankruptcy Court in Wilmington, Del., asked for an update on a trade commission proceeding that has serious implications not just for Suniva, but for the rest of the solar power industry, the report related. A decision will come no later than Sept. 22 on whether U.S. solar manufacturing has been injured by an onslaught of low-cost imported panels, mostly from Asia, Suniva lawyer Colin Bernardino said, the report cited. If injury is found, Suniva and ally SolarWorld Americas Inc. will be seeking remedies in the form of minimum price levels and tariffs on foreign manufacturers, the report further related. One of the two largest U.S. manufacturers of photovoltaic solar cells, Suniva blamed favorable Chinese government policies for its inability to compete with Asian manufacturers, which helped the Chinese find ways to get around existing protections, according to Suniva, the report added. The company lost more than $29 million in 2016, even as it spent to ramp up U.S. capacity, the report said. Shunfeng International Clean Energy Ltd., a Chinese company, owns most of Suniva, a company that has staked its future on getting President Donald Trump to sign off on protections that others in the industry say will hurt solar power, the report noted. About Suniva, Inc. Founded in 2007 by Dr. Ajeet Rohatgi, Suniva, Inc. -- http://www.suniva.com/-- is a manufacturer of PV solar cells with manufacturing facilities at its metro-Atlanta, Georgia headquarters as well as in Saginaw, Michigan. Impacted by Chinese manufacturers who are able to flood the U.S. market for solar cells and modules with cheap imports, Suniva, Inc., filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 17-10837) on April 7, 2017. The Hon. Kevin Gross is the case judge. Kilpatrick, Townsend & Stockton LLP is serving as general counsel to the Debtor. Potter Anderson & Corroon LLP is serving as Delaware counsel, with the engagement led by Stephen R. McNeill, Jeremy William Ryan. Garden City Group, LLC, is the claims and noticing agent. Suniva estimated $10 million to $50 million in assets and $100 million to $500 million in debt. Andrew R. Vara, Acting U.S. Trustee for Region 3, on April 27, 2017, appointed five creditors of Suniva, Inc., to serve on the official committee of unsecured creditors. The Committee tapped Seward & Kissel LLP as counsel, Morris, Nichols, Arsht & Tunnell LLP as co-counsel, and Emerald Capital Advisors as financial advisors. SURFACE DRILLING: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Surface Drilling of Texas, LLC P.O. Box 53240 Midland, TX 79710 Type of Business: Founded in 2013, Surface Drilling of Texas is a limited liability company that provides drilling services to the energy industry. Kenneth Burnham is the current agent of the company. It is a small business Debtor as defined in 11 U.S.C. Section 101(51D), posting gross revenue of $4 million in 2016 and gross revenue of $2.14 million in 2015. NAICS (North American Industry Classification System) 4-Digit Code that Best Describes Debtor: 0000 Case No.: 17-70155 Chapter 11 Petition Date: September 19, 2017 Court: United States Bankruptcy Court Western District of Texas (Midland) Judge: Hon. Tony M. Davis Debtor's Counsel: Todd J. Johnston, Esq. MCWHORTER, COBB & JOHNSON, LLP 1722 Broadway Lubbock, TX 79401 Tel: 806-762-0214 Fax: 806-762-8014 E-mail: tjohnston@mcjllp.com Total Assets: $1.24 million Total Liabilities: $2.39 million The petition was signed by Tyson Cornwell, manager. A full-text copy of the petition and list of 20 largest unsecured creditors, is available for free at http://bankrupt.com/misc/txwb17-70155.pdf SUSTAINABLE AQUACULTURE: Taps Equity Partners as Consultant ----------------------------------------------------------- Sustainable Aquaculture Initiative, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire an investment banking consultant and sales broker. The company proposes to hire Equity Partners HG to identify and secure financial institutions or investors that may wish to lend or become equity partners in the company, and to identify potential buyers for its assets. The court had previously approved the employment of Equity Partners as broker for Florida Organic Aquaculture LLC, an affiliate of the company. The order was entered in FOA's Chapter 11 case on July 27. SAI also proposes to extend the terms of the agreement between Equity Partners and FOA to the company to provide the firm with the exclusive right to market the company for sale and financing transactions. No additional upfront costs or monthly retainer and no additional fee will be sought by Equity Partners upon consummation of the transaction. Both companies will seek approval of a pro rata distribution of the fee based on the value of their respective assets or by a method agreed by the parties and authorized by the court, according to court filings. Henry Waida, managing director at Equity Partners who will be providing the services, does not hold any claim against the company's estate and is a "disinterested party," according to court filings. Equity Partners can be reached through: Henry Waida Equity Partners HG 16 N. Washington St., Suite 102 Easton, MD 21601 Phone: (866) 969-1115 About Sustainable Aquaculture Founded in 2013, Sustainable Aquaculture Initiative, LLC is a Florida limited liability company whose principal assets are located at 15369 County Road 512, Fellsmere, Florida. The Debtor is an affiliate of Florida Organic Aquaculture LLC, which sought bankruptcy protection (Bankr. S.D. Fla. Case No. 17-15012) on April 24, 2017. The Debtor sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 17-21251) on September 1, 2017. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $100,000 and estimated liabilities of $1 million to $10 million. The petition was signed by Clifford Morris, member's manager. Judge Erik P. Kimball presides over the case. The Debtor hired Malinda L. Hayes, Esq., at Markarian Frank & Hayes, as counsel. SYDELL INC: $263K Sale of All Assets to Advanced Dermal Okayed -------------------------------------------------------------- Judge Paul W. Bonapfel of the U.S. Bankruptcy Court for the Northern District of Georgia authorized Sydell, Inc., doing business as Spa Sydell, to sell substantially all of its assets to Advanced Dermal Sciences, LLC, for $263,000. A hearing on the Motion was held Sept. 7, 2017. The sale is free and clear of all liens, claims, encumbrances and other interests. The sale proceeds will be held by the Debtor's counsel in such counsel's IOLTA escrow account pending further Order of the Court. The Debtor will be authorized to make the following adjustments provided for in the Purchase Agreement or other agreements between the relevant parties: (a) a deduction from the Purchase Price for the Debtor's share of 2017 estimated ad valorem taxes which the Buyer will pay post Closing; (ii) a deduction from the Purchase Price for unpaid September 2017 rent to the landlord of the Cumming Spa and the landlord of the Forum Spa, including (i) any unpaid portion of the agreed upon $33,000 cure amount and the Debtor's share of the prorated rent from Sept. 8, 2017 through the Closing Date under the lease for the Forum spa; and (ii) and the Debtor's share of the prorated rent from Sept. 16, 2017 through the Closing Date for the Cumming Spa, both of which the Buyer will pay at Closing; and (c) a deduction from the Purchase Price for unpaid current utilities and wages owed by the Debtor for which the Buyer is not responsible under the Sale Agreement but which the Buyer will pay post Closing. In order to restore the sale proceeds for any deductions approved in sub-parts (b) and (c), any person, including, without limitation, the Debtor and the Buyer, will endorse and deliver to its counsel immediately upon receipt any accounts receivable accruing after Sept. 1, 2017 and prior to the Closing Date that are collected following the Closing Date to be held by its counsel in such counsel's IOLTA escrow account pending further Order of the Court. The Debtor will file a motion for authority to disburse the remaining funds within five days after the Closing of the Sale of the Property in order to permit disbursement of the sale proceeds to Richard Pena as the holder of the DIP loan in this case in the amount of $40,000 plus interest, any ad valorem taxes against the assets being sold that constitute a lien senior to that held by the Internal Revenue Service, and with the remaining balance being paid to the IRS as the holder of Federal tax liens which the Debtor believes have priority over all other secured claims for the balance of the proceeds of the Sale, and will provide notice of such motion and of the hearing thereon to the parties listed in the Debtor's Master Service List. If the Debtor asks additional relief under Bankruptcy Code Section 506(c), it will include a request for such relief in the motion for authority to disburse proceeds. If the Objecting Parties or any holder of a purported secured claim disputes the priority of the tax liens of the IRS or otherwise objects to the Debtor's motion, then such objections will be filed no less than two business days before the hearing set on the Motion. The Debtor is authorized to assume any or all of the Assigned Contracts and assign said Assigned Contracts to the Purchaser effective only upon the closing of the Sale, subject to, and conditioned upon, the Debtor and the Purchaser, and the Purchaser's principals, executing an assignment of its lease for the Forum spa, and related documents, in a form acceptable to the Landlord of the Forum Spa and the Purchaser. No cure costs are payable with respect to any of the Assigned Contracts, except as set forth. The Court expressly finds that there is no just reason for delay in the implementation of the Order and expressly directs entry of judgment as set forth and the stay of Federal Rules of Bankruptcy Procedure Rules 6004(h) and 6006(d) is waived, modified and will not apply to the sale of the Property and the assumption and assignment of the Assigned Contracts in accordance with the Agreement, and the Debtor are authorized to take all actions and enter into all transactions authorized by the Order immediately. The Debtor will, to the extent it has not already done so, file all tax returns that are due to be filed regarding the period from and after the Aug. 22, 2016 Petition Date, with the Georgia Department of Revenue and the Georgia Department of Labor by Sept. 15, 2017. The Order does not limit the liability of any responsible officers, members, directors, agents, representatives, employees, or parties of the Debtor for non-payment of taxes or for non-filing of returns with the Georgia Department of Revenue or with the Georgia Department of Labor. About Sydell, Inc. Beauty spa operator Sydell, Inc., d/b/a SPA Sydell, first filed for bankruptcy (Bankr. N.D. Ga. Case No. 09-83407) on Sept. 3, 2009, estimating assets and liabilities at $1 million to $10 million at the time of the filing. The case was assigned to Chief Judge C. Ray Mullins. The Debtor was represented by David G. Bisbee, Esq., at the Law Office of David G. Bisbee. The Company emerged from Chapter 11 on Feb. 17, 2012. Sydell, Inc., again sought Chapter 11 protection (Bankr. N.D. Ga. Case No. 16-64647) on Aug. 22, 2016, four years after emerging from the prior bankruptcy case. The petition was signed by Reina A. Bermudez, chief executive officer and 100% owner of Sydell. The Debtor estimated assets and liabilities of $1 million to $10 million as of the bankruptcy filing. In the new Chapter 11 case, Sydell, Inc., tapped John Michael Levengood, Esq., at the Law Office of J. Michael Levengood, LLC as counsel; and GGG Partners, LLC as financial consultants. It also hired Tanya Adrews Tate as its special bankruptcy counsel, and Right on the Books Consultants, LLC, as its accountants. TIME INC: S&P Lowers CCR to 'B' Amid Repositioning Efforts ---------------------------------------------------------- U.S. media company Time Inc. is accelerating its transformation effort, and S&P expects increased restructuring expenses will cause credit measures to remain weak through 2019. S&P Global Ratings thus lowered its corporate credit rating on New York City-based Time Inc. to 'B' from 'B+'. The outlook is stable. S&P said, "At the same time, we lowered our issue-level rating on the company's senior secured credit facility to 'BB-' from 'BB'. The recovery rating remains '1', indicating our expectation for very high (90%-100%; rounded estimate: 95%) recovery of principal in the event of a payment default. We also lowered our issue-level rating on the company's senior unsecured notes to 'B-' from 'B'. The recovery rating remains '5', indicating our expectation for modest (10%-30%; rounded estimate: 15%) recovery of principal in the event of a payment default. "The rating action follows Time Inc.'s recent announcement that it expects to aggressively expand its transformation effort to accelerate its competitive repositioning to a multi-platform consumer media company. We expect the company to sharply increase its business and capital investments, incur elevated restructuring costs over the next 2 years, and forecast debt leverage to increase to about by 5x (which does not add-back restructuring costs to adjusted EBITDA calculation) the end of 2017 from our earlier projection of low-4x. Moreover, we expect reported free operating cash flow (FOCF) to decline well below our previous threshold for the 'B+' rating, and that Time Inc.'s credit metrics will remain weak through 2019. "The stable outlook reflects our expectation that Time Inc. will make steady progress executing on its competitive repositioning and transformation program while expanding and extending its audience, brands and multimedia platform. We expect the company to maintain sufficient liquidity to fund its transformation and investment needs and demonstrate its commitment to reducing debt and leverage. "We could lower our rating on if the company struggles to execute on its transformation plan, experience sharp declines in revenue or audience, if we expect discretionary cash flow deficits, or if we expect adjusted FOCF to debt will decline and remain below 5%. "Although less likely over the next 12 to 24 months, we could raise the rating if the company is able to successfully position itself for future growth by developing and growing its media properties and multichannel audience engagement. Under this scenario we would expect steady deleveraging, and forecasted EBITDA margin approaching 20% area and robust cash flow generation." TMR LLC: Hires Danna McKitrick as Bankruptcy Counsel ---------------------------------------------------- TMR, LLC seeks authorization from the U.S. Bankruptcy Court for the Eastern District of Mississippi to employ Danna McKitrick, PC as counsel. The Debtor requires the Firm to: a. provide the Debtor with legal advice with respect to its rights, powers and duties as Debtor-in-Possession in the continued operation of its affairs; b. prepare on behalf of Debtor its petition, schedules, statement of financial affairs, disclosure statement, plan of reorganization, motions, applications, answers, orders, reports and other legal documents which may be required in this bankruptcy case; c. represent the Debtor in negotiations related to its operations under Chapter 11, formulation of its plan of reorganization and disclosure statement, confirmation and related matters; d. advise the Debtor regarding the negotiations of contracts and disposition of assets; e. represent the Debtor at its meeting of creditors and in any adversary proceedings or contested bankruptcy matters; and f. perform other legal services for Debtor which may be necessary during this bankruptcy case. The Firm will be paid at these hourly rates: A. Thomas DeWoskin, Esq. $365 Shareholders $250-$400 Associate $175-$300 Paralegals $130-$150 The Firm is holding a deposit of $10,000 in its trust account for the payment of fees and expenses it earns in this case. $6,000 of that was earmarked for services rendered in connection with the case prior to filing. A. Thomas DeWoskin, Esq., a shareholder in the law firm of Danna McKitrick, PC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. The Firm may be reached at: A. Thomas DeWoskin, Esq. Danna McKitrick, PC 7701 Forsyth Blvd, Suite 800 St. Louis, MI63105 Tel: (314) 726-1000 Fax: (314) 725-6592 E-mail: tderoskin@dmfirm.com About TMR LLC TMR, LLC filed for Chapter 11 bankruptcy protection (Bankr. E.D. Mo. Case No. 17-45907) on Aug. 29, 2017, estimating its assets and liabilities at between $1 million and $10 million. The petition was signed by Timothy M. Roewe, its managing member. TMR, LLC, owns a commercial building in Washington, Missouri, which houses two manufacturing companies. The building also was owned by the Roewes before being transferred to TMR in 2014. The Debtor listed its business as a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). It is a small business debtor as defined in 11 U.S.C. Section 101(51D). Judge Charles E. Rendlen III presides over the case. A. Thomas DeWoskin, Esq., at Danna Mckitrick, PC, serves as the Debtor's bankruptcy counsel. TOP SHELF CLOSETS: Taps Smith Kane Holman as Counsel ---------------------------------------------------- Top Shelf Closets & Cabinetry, Inc. seeks authority from the US Bankruptcy Court for the Eastern District of Pennsylvania to employ Smith Kane Holman, LLC as its Chapter 11 counsel. Services required of Smith Kane are: a. advise the Debtor with respect to its rights and obligations; b. assist the Debtor in the preparation of the schedules and statement of financial affairs and any amendments; c. represent the Debtor at its first meeting of creditors and any and all Rule 2004 examination; d. prepare any and all necessary applications, motions, answers, responses, orders, reports and any other type of pleading or document regarding any proceeding instituted by or against the Debtor with respect to this case; e. assist the Debtor in formulating and seeking confirmation of a chapter 11 plan and disclosure materials; and f. perform all other legal services for the Debtor which may be necessary or desirable in connection with the case. The rates charged by Smith Kane are: Partners $325 - $400 per hour Associates $225 - $300 per hour Paralegals $75 - $100 per hour David B. Smith of Smith Kane Holman, LLC, attests that his firm does not hold or represent an interest adverse to the estate; it is a disinterested person under section 101(14) of the Bankruptcy Code; and its employment is in the best interest of the estate. The Firm can be reached through: David B. Smith, Esq. SMITH KANE HOLMAN, LLC 112 Moores Road, Suite 300 Malvern, PA 19355 Phone: (610) 407-7217 Fax: (610) 407-7218 E-mail: dsmith@smithkanelaw.com dsmith@skhlaw.com About Top Shelf Closets & Cabinetry Top Shelf Closets and Cabinetry provides custom laminate and real wood closets as well as unique solutions for laundry rooms, garages, basements, mudrooms, libraries, entertainment centers and home offices. The Company serves the entire Delaware Valley, including the Jersey Shore area. Founded in 1988, Top Shelf originally provided simple wire shelving to the Chester County community. Today, Top Shelf's state-of-the-art facility produces a full-color line of shelving not only for the Main Line's better homes, but for homes in New Jersey, New York -- even as far as Bermuda. Top Shelf Closets and Cabinetry filed a chapter 11 petition (Bankr. E.D. Pa. Case No. 17-16149) on September 10, 2017. The petition was signed by John Manidis, president. The Hon. Richard E. Fehling presides over the case. David B. Smith, Esq. of Smith Kane Holman, LLC represents the Debtor as counsel. At the time of filing, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. TOYS "R" US: To Hire 38,600 More Workers for Holiday Season ----------------------------------------------------------- Although it has sought Chapter 11 bankruptcy protection, Toys "R" Us, Inc., said in a court filing that it expects to hire an additional 38,600 seasonal part-time employees for the holiday season. The toy retailer made the disclosure in a motion filed in bankruptcy court wherein it is seeking approval to pay more than $98 million for prepetition wages, salaries and other obligations. Co-counsel to the Debtors, Michael A. Condyles, Esq., at Kutak Rock LLP, explains that the Debtors employ over 11,150 individuals on a full-time basis and 21,300 individuals on a part-time basis in the United States and U.S. Territories. Approximately 28,700 Employees are paid on an hourly basis, and approximately 3,750 Employees earn a salary. The Employees are not party to any collective bargaining agreements. In addition to the Employees, the Debtors also periodically retain specialized individuals as independent contractors, as well as temporary workers sourced from various staffing agencies to complete discrete projects and fulfill certain duties on a short- and long-term basis when the Debtors are otherwise unable to fill required positions. The Temporary Staff are an important supplement to the efforts of the Debtors' Employees. At this time, the Debtors retain approximately 1,010 Temporary Staff. In addition, over the next four months, in preparation for and during the holiday season, the Debtors anticipate that the number of seasonal part-time Employees in their distribution centers and stores will grow by approximately 38,600, increasing the total number of hourly Employees to more than 67,200. This growth is consistent with historic annual headcount during this peak selling period and the Debtors' financial projections. The Debtors endeavor to hire all part-time Employees directly, but in the event that they are unable to fill all open positions in specific stores, the Debtors will utilize the Staffing Agencies to ensure they are able to maintain their operations. These seasonal Employees are all paid hourly, and are generally not entitled to the benefits, with the exception of certain performance-based bonuses. In the Motion, the Debtors seek approval to (i) pay all prepetition wages, salaries, reimbursable expenses, and other obligations on account of the employee compensation and benefits programs in the ordinary course of business and (ii) continue to administer the employee compensation and benefits programs, including payment of prepetition obligations related thereto. Specifically, the Debtors seek authority to pay the following aggregate amounts on account of the prepetition employee compensation and benefits: Employee-Related Obligations Interim Amount Final Amount ---------------------------- -------------- ------------ Employee Compensation $7,330,000 $7,330,000 Temporary Staff Compensation $2,820,000 $6,080,000 Payroll Processing Fees $732,000 $732,000 Withholding Obligations $18,220,000 $24,600,000 Reimbursable Expenses $759,000 $1,275,000 Relocation Expenses $150,000 $300,000 Non-Insider Incentive Plans $- $145,000 Health Insurance Programs $4,333,000 $8,665,000 Life & AD&D Insurance, Disab. Benefits $221,000 $239,000 Workers' Compensation Programs $3,610,000 $27,380,000 Employee Assistance Programs $28,000 $46,000 Paid Time Off $1,510,000 $18,100,000 Severance $- $3,137,000 ----------- ----------- Total $39,713,000 $98,029,000 The Debtors do not believe that amounts owed to any Employees on account of the Employee Compensation and Benefits Programs will exceed the statutory cap of $12,850 under Sections 507(a)(4) and 507(a)(5) of the Bankruptcy Code. Bankruptcy Judge Keith L. Phillips has granted interim approval of the Debtors' request. A final hearing is scheduled for October 10, 2017 at 10:00 a.m. A copy of the Interim Order is available for free at: http://bankrupt.com/misc/Toys_R_Us_80_Ord_Wages.pdf About Toys "R" Us Toys "R" Us, Inc. is an American toy and juvenile-products retailer founded in 1948 and headquartered in Wayne, New Jersey, in the New York City metropolitan area. Merchandise is sold in 880 Toys "R" Us and Babies "R" Us stores in the United States, Puerto Rico and Guam, and in more than 780 international stores and more than 245 licensed stores in 37 countries and jurisdictions. Merchandise is also sold at e-commerce sites including Toysrus.com and Babiesrus.com. On July 21, 2005, a consortium of Bain Capital Partners LLC, Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3 billion to complete a $6.6 billion leveraged buyout of the company. Toys "R" Us is now a privately owned entity but still files with the Securities and Exchange Commission as required by its debt agreements. The Company's consolidated balance sheet showed $6.572 billion in assets, $7.891 billion in liabilities, and a stockholders' deficit of $1.319 billion as of April 29, 2017. Toys "R" Us, Inc. and certain of its U.S. subsidiaries and its Canadian subsidiary voluntarily filed for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No. 17-34665) on Sept. 19, 2017. Judge Keith L. Phillips is the case judge. In addition, the Company's Canadian subsidiary voluntarily commenced parallel proceedings under the Companies' Creditors Arrangement Act ("CCAA") in Canada in the Ontario Superior Court of Justice. The Company's operations outside of the U.S. and Canada, including its 255 licensed stores and joint venture partnership in Asia, which are separate entities, are not part of the Chapter 11 filing and CCAA proceedings. Kirkland & Ellis LLP is serving as principal legal counsel to Toys "R" Us, Alvarez & Marsal is serving as restructuring advisor and Lazard is serving as financial advisor. Prime Clerk LLC is the claims and noticing agent. Grant Thornton is the monitor appointed in the CCAA case. TOYS "R" US: Wins Court Approval of DIP Loan, First Day Motions --------------------------------------------------------------- Toys "R" Us, Inc. said Sept. 20, 2017, that the U.S. Bankruptcy Court for the Eastern District of Virginia granted either final or interim approval for all of its first day motions related to its Chapter 11 restructuring. Specifically, the Court entered an order granting the Company interim authorization to access up to $2.2 billion in debtor-in-possession ("DIP") financing which will be available to U.S., Canadian and international entities. This DIP financing will be available to support operations during the court-supervised process. The Company also received authorization to continue payment of employee wages and benefits and to honor customer programs. Toys "R" Us intends to pay vendors in full under normal terms for goods and services provided after the filing date. The orders granted by the Court at a hearing on Sept. 19 will help ensure that the Company continues normal business operations throughout the financial restructuring process, the Company said. Dave Brandon, Chairman and Chief Executive Officer, said, "The Court's approvals of the First Day Motions are a positive and important first step in the financial restructuring process that will help allow Toys "R" Us to continue to operate as usual and provide customers an outstanding experience in our physical and web stores around the world. We are using this financial restructuring process to achieve greater financial flexibility to invest in our business and allow us to be a strong champion of play for all kids and a trusted friend to parents everywhere." Mr. Brandon continued, "Our shelves are well-stocked with the hottest toys as we prepare for the Holiday season, and we are excited about the many events, new technology and features we'll have in our stores and online. I want to thank our team members for their continued focus and commitment to serving the millions of customers who choose to shop with us for their toy and baby product needs." About Toys "R" Us Toys "R" Us, Inc. is an American toy and juvenile-products retailer founded in 1948 and headquartered in Wayne, New Jersey, in the New York City metropolitan area. Merchandise is sold in 880 Toys "R" Us and Babies "R" Us stores in the United States, Puerto Rico and Guam, and in more than 780 international stores and more than 245 licensed stores in 37 countries and jurisdictions. Merchandise is also sold at e-commerce sites including Toysrus.com and Babiesrus.com. On July 21, 2005, a consortium of Bain Capital Partners LLC, Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3 billion to complete a $6.6 billion leveraged buyout of the company. Toys "R" Us is now a privately owned entity but still files with the Securities and Exchange Commission as required by its debt agreements. The Company's consolidated balance sheet showed $6.572 billion in assets, $7.891 billion in liabilities, and a stockholders' deficit of $1.319 billion as of April 29, 2017. Toys "R" Us, Inc. and certain of its U.S. subsidiaries and its Canadian subsidiary voluntarily filed for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No. 17-34665) on Sept. 19, 2017. Judge Keith L. Phillips is the case judge. In addition, the Company's Canadian subsidiary voluntarily commenced parallel proceedings under the Companies' Creditors Arrangement Act ("CCAA") in Canada in the Ontario Superior Court of Justice. The Company's operations outside of the U.S. and Canada, including its 255 licensed stores and joint venture partnership in Asia, which are separate entities, are not part of the Chapter 11 filing and CCAA proceedings. Kirkland & Ellis LLP is serving as principal legal counsel to Toys "R" Us, Alvarez & Marsal is serving as restructuring advisor and Lazard is serving as financial advisor. Prime Clerk LLC is the claims and noticing agent. Grant Thornton is the monitor appointed in the CCAA case. TROIKA MEDIA: Appoints New Members to Its Board of Directors ------------------------------------------------------------ Troika Media Group, Inc., announced the full slate of board members: Jeffrey Schwartz, Chairman of the Board of Troika Media Group, founder and principal of Digital Direct Ventures; Robert B. Machinist, CEO at Ironwood Investment Management; Thomas Tadeus Antoni Ochocki (who is representing the Coates' family interests), CEO and majority shareholder of Union Investment Management; Jeff Kurtz, President of The Kamson Corporation; and Daniel Pappalardo, President of Troika, Inc. and former CEO and founder of Troika Design Group. The new team, which brings together decades of executive experience across media, CPG, technology and financial industries, is expected to be a valuable asset in the development of Troika Media Group's strategy and in meeting challenges in the years to come to help monetize shareholder value. "I'm delighted to welcome these five distinguished leaders from all across different business segments to join our board, each of whom has a very impressive, proven track record of helping companies capitalize on new opportunities and deliver tremendous value for their respective shareholders," said Chris Broderick, chief operating officer of Troika Media Group. "Our Board of Directors oversees the long-term strategic plan for TMG, and should enable us to advance our mission, vision and strategic objectives." The new members of Troika Media Group's board of directors are: Jeffrey Schwartz is the Chairman of the Board. Mr. Schwartz has been the founder and principal of Digital Direct Ventures (DDV) since 2008. He also serves as chief executive officer of Old Pro Inc., providing strategic guidance and angel funding to early stage and growth companies in diverse digital and direct marketing businesses, including successes like DraftStreet.com and JW Player Incorporated. Mr. Schwartz also serves on the Board of Directors of FutureFuel Corp., a leader in the U.S. biofuel industry. Robert B. Machinist is chief executive officer at Ironwood Investment Management. Mr. Machinist also serves as the chief executive officer of MB Investment Partners, Inc. and has been its managing partner since August 2004. In addition to that, he holds executive-level positions at various companies across a wide array of industries. He has more than 30 years of experience in private equity and diversified investment-banking operations worldwide. Thomas Tadeus Antoni Ochocki is serving on the Board of Directors representing the Coates' family interest and has over 15 years of experience in financially regulated and chartered stockbroking, private equity and investment banking in the United Kingdom. Mr. Ochocki is currently CEO and majority shareholder of Union Investment Management. He studied Psychology and Information Technology at Liverpool University and then C programming with Unix at Westminster University. Jeff Kurtz is the president of The Kamson Corporation, which owns and operates 83 investment properties of apartments, office buildings and shopping centers in the Northeast. A graduate of the University of Miami, Mr. Kurtz is a member of the 1987 National Championship Football Team at the University of Miami and continues as an active member of the university alumni. For the past 12 years, he has been on the Board of the Hope & Heroes Children's Cancer Fund golf event and chairs this outing each year. Daniel Pappalardo is president of Troika and was its founder in 2001 and chief executive officer of Troika Design Group, Inc. prior to its merger and will continue to lead Troika. Mr. Pappalardo has more than 25 years of media and entertainment experience as a designer, creative director and business owner. He has created some of the most recognizable brands in the world. Mr. Pappalardo holds a BFA in Communication Design from Rochester Institute of Technology (RIT). About Troika Media Group Formerly known as M2 nGage Group, Inc., Troika Media Group, Inc. -- http://www.troika.tv/-- provides integrated branding and advertising solutions with emerging technology, data and creativity for global brands, transforming consumers into audiences and fans. On July 6, 2017, M2 nGage Group, Inc. changed its name to Troika Media Group, Inc., and remains a Nevada corporation. The name change reflects the Company's merger with Troika Design Group, Inc., a media branding and marketing innovations agency (now known as Troika, Inc.) now a wholly owned subsidiary of the Company. M2 nGage reported a net loss of $81.47 million for 2015 following a net loss of $11.99 million for 2014. As of Dec. 31, 2015, the Company had $13.07 million in total assets, $42.08 million in total liabilities, and a total deficit of $29 million. RBSM LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred recurring net losses, used cash in operating activities, and had negative working capital, which raise substantial doubt about its ability to continue as a going concern. ULTRA RESOURCES: Incremental Term Loan No Impact on Fitch BB+ IDR ----------------------------------------------------------------- Ultra Resources Inc.'s issuance of $175 million of incremental term loan B will not affect the company's ratings, according to Fitch Ratings. Fitch currently rates the term loan 'BB+/RR1'. Net proceeds will be used to refinance drawings under the revolving credit facility. Additionally, Ultra has received approval from the credit facility lenders to increase the borrowing base from $1.2 billion to $1.4 billion, with revolver commitments increasing by $25 million from $400 million to $425 million. Ultra reported $77 million in credit facility drawings as of June 30, 2017. Subsequent to June 30, the company paid $150 million to satisfy the Rockies Express (REX) settlement claim. With the REX payment, all post-bankruptcy settlement obligations have been paid with the exception of the ongoing Make Whole litigation. Ultra has agreed to set aside a $400 million litigation reserve related to make-wholes on pre-emergence debt. This was done to prevent creditors from objecting to confirmation of the Plan of Reorganization, which was ultimately confirmed on March 14, 2017. Fitch's current ratings for Ultra incorporate the risks related to expected make-whole litigation payments. Fitch currently rates Ultra as follows: Ultra Resources, Inc. -- Long-Term IDR 'BB-'; -- Senior secured debt 'BB+/RR1'; -- Senior unsecured debt 'BB/RR2'. Ultra Petroleum Corp. -- Long-Term IDR 'BB-'. The Rating Outlook is Stable. ULTRA RESOURCES: Incremental Term Loan No Impact on Moody's B1 CFR ------------------------------------------------------------------ Moody's Investors Service said the proposed $175 million increase in Ultra Resources, Inc.'s (Ultra, B1 positive) first lien term loan due 2024 to $975 million does not impact the company's B1 Corporate Family Rating (CFR), existing Ba2 ratings on its term loan and first lien revolving credit facility, and existing B2 ratings on the senior unsecured notes. Ultra Resources, Inc., a wholly-owned subsidiary of Ultra Petroleum Corp., is an independent exploration and production company headquartered in Houston, Texas. UNITI GROUP: S&P Lowers CCR to 'B', Outlook Negative ---------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Little Rock, Ark.-based telecom REIT Uniti Group Inc. to 'B' from 'B+'. The outlook is negative. S&P said, "At the same time, we lowered the rating on Uniti's senior secured debt to 'B+' from 'BB-'. The recovery rating remains '2', which indicates our expectation of substantial (70%-90%; rounded estimate: 80%) recovery in the event of payment default. "In addition, we lowered the rating on Uniti's senior unsecured debt to 'CCC+' from 'B-'. The recovery rating remains '6', which indicates our expectation of negligible (0%-10%; rounded estimate: 0%) recovery in the event of payment default. "The rating downgrade follows the downgrade of our corporate credit rating on Windstream because of deteriorating operating performance, intense competitive pressures, secular industry declines, and potential refinancing constraints. "The negative outlook reflects continued uncertainty around Windstream's future performance and its potential refinancing constraints. We expect that in a stress scenario, Windstream could try to renegotiate lease payment terms, which if entertained, could have a materially negative impact on Uniti's financial performance although, we note that Uniti is under no obligation to renegotiate the lease agreement. "We could downgrade Uniti if we lowered the ratings on Windstream because of ongoing weak operating and financial performance. We could also lower the rating if Uniti renegotiated terms of its lease with Windstream, such that leasing revenue was materially reduced. Additionally, we could downgrade the company if it were to make a meaningful debt-financed acquisition that resulted in leverage remaining above 7.0x without a correspondent improvement in the company's business risk profile. "We could revise the outlook to stable if Uniti's primary tenant's credit quality improves, prompting a revision of the outlook on Windstream. We could also revise the outlook or upgrade Uniti if the company is able to diversify and improve the quality of its tenant and asset base through acquisitions that support an improved view of the overall business risk profile assuming that it does not result in meaningfully higher leverage." USAE LLC: Hires Reliable Companies as Claims and Noticing Agent --------------------------------------------------------------- USAE LLC seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Reliable Companies as claims and noticing agent for the Debtor, nunc pro tunc to August 21, 2017. The Debtor requires Reliable to: a. prepare and serve required notices and documents in the Chapter 11 case in accordance with the Bankruptcy Code and the Bankruptcy Rules in the form and manner directed by the Debtor and/or the Court, including (i) notice of the commencement of the case and the initial meeting of creditors under Bankruptcy Code sec 341(a), (ii) notice of any claims bar date, (iii) notices of transfers of claims, (iv) notices of objections to claims and objections to transfers of claims, (v) notices of any hearings on a disclosure statement and confirmation of the Debtor's plan or plans of reorganization, including under Bankruptcy Rule 3017(d), (vi) notice of the effective date of any plan and (vii) all other notices, orders, pleadings, publications and other documents as the Debtor or Court may deem necessary or appropriate for an orderly administration of the case; b. maintain an official copy of the Debtor's Schedules and Statements, listing the Debtor's known creditors and the amounts owed thereto; c. maintain (i) a list of all potential creditors, equity holders and other parties-in- interest; and (ii) a "core" mailing list consisting of all parties described in Bankruptcy Rule 2002(i), (j) and (k) and those parties that have filed a notice of appearance pursuant to Bankruptcy Rule 9010 and update those lists and make them available upon request by a party-in-interest or the Clerk; d. furnish a notice to all potential creditors of the last date for the filing of proofs of claim and a form for the tiling of a proof of claim, after such notice and form are approved by this Court, and notify said potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules, which may be effected by inclusion of information (or the lack thereof, in cases where the Schedules indicate no debt due to the subject party) on a customized proof of claim form provided to potential creditors; e. maintain a post office box or address for the purpose of receiving claims and returned mail, and process all mail received; f. for all notices, motions, orders or other pleadings or documents served, prepare and file or caused to be filed with the Clerk an affidavit or certificate of service within seven business days of service which includes (i) either a copy of the notice served or the docket numbers(s) and title(s) of the pleading(s) served, (ii) a list of persons to whom it was mailed (in alphabetical order) with their addresses, (iii) the manner of service, and (iv) the date served; g. process all proofs of claim received, including those received by the Clerk's Office, and check said processing for accuracy, and maintain the original proofs of claim in a secure area; h. maintain the official claims register for the Debtor on behalf of the Clerk; upon the Clerk's request, provide the Clerk with certified, duplicate unofficial Claims Register; and specify in the Claims Register the following information for each claim docketed: (i) the claim number assigned, (ii) the date received, (iii) the name and address of the claimant and agent, if applicable, who filed the claim, (iv) the amount asserted, (v) the asserted classification(s) of the claim (e g, secured, unsecured, priority, etc.), (vi) the applicable Debtor, and (vii) any disposition of the claim; i. implement necessary security measures to ensure the completeness and integrity of the Claims Register and the safekeeping of the original claims; j. record all transfers of claims and provide any notices of such transfers as required by Bankruptcy Rule 3001(e); k. relocate, by messenger or overnight delivery, all of the court filed proofs of claim to the offices of Reliable, not less than weekly; l. upon completion of the docketing process for all claims received to date for each case, turn over to the Clerk copies of the claims register for the Clerk's review (upon the Clerk's request); m. monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on and/or changes to the claims register; n. assist in the dissemination of information to the public and respond to requests for administrative information regarding the case as directed by the Debtor or the Court, including through the use of a case website and/or call center; o. if the case is converted to chapter 7, contact the Clerk's Office within 3 days of the notice of entry of the order converting the case; p. 30 days prior to the close of this case, to the extent practicable, request that the Debtor submit to the Court a proposed Order dismissing Reliable and terminating the services of such agent upon completion of its duties and responsibilities and upon the closing of this case; q. Within seven days of notice of entry of an order closing the Chapter 11 Case, provide to the Court the final version of the claims register as of the date immediately before the close of the case; and r. at the close of this case, box and transport all original documents, in proper format, as provided by the Clerk's Office, to (i) the Federal Archives Record Administration, located at 14700 Townsend Road, Philadelphia, PA 19154-1096 or (ii) any other location requested by the Clerk's Office. The fees and expenses incurred by Reliable in the performance of the above services be treated as administrative expenses of the Debtor's estate. Gene Matthews, senior marketing executive of Reliable Companies, 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. Reliable may be reached at: Gene Matthews Reliable Companies Nemours Building 1007 Orange Street, Suite 110 Wilmington, DE 19801 Phone: 302-654-8080 About USAE LLC USAE LLC filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 17-11778) on September 9, 2017. The Hon. Kevin J. Carey presides over the case. Gellert Scali Busenkell & Brown, LLC represents the Debtor as counsel. The Debtor disclosed total assets of $25.25 million and total liabilities of $19.56 million. The petition was signed by Robert Craig, manager. VALVOLINE INC: S&P Raises CCR to 'BB+', Outlook Stable ------------------------------------------------------ S&P Global Ratings raised its corporate credit rating on Lexington, Ky.-based Valvoline Inc. to 'BB+' from 'BB'. The outlook is stable. S&P said, "At the same time, we affirmed our 'BBB-' issue-level rating on the senior secured bank credit facilities. The '1' recovery rating is unchanged, reflecting our expectation for very high (90%-100%, rounded estimate: 95%) recovery in the event of a payment default. "We also raised our issue-level rating on the senior unsecured notes to 'BB+' from 'BB'. The '4' recovery rating is unchanged, reflecting our expectation for average (30%-50%, rounded estimate: 45%) recovery in the event of a payment default. Pro forma for the note issuance, total debt outstanding is about $1.1 billion. "The upgrade reflects our expectation that Valvoline will continue to modestly grow its topline and profit through steady share gain in the do-it-yourself (DIY) space, increased mix of premium products, faster growth in the Quick Lube business, and volume gains in international business, which should allow the company to further improve its credit ratios. We forecast that adjusted debt to EBITDA will improve to the mid-2x area by the end of fiscal year (Sept. 30) 2018. The stable outlook reflects our expectation that Valvoline will continue to modestly grow its topline and profit through steady share gains in the DIY space, the premium mix improvement, faster growth in the Quick Lube business, and volume gains in international business, which should allow the company to further strengthen its credit ratios, including adjusted debt to EBITDA improving to the mid-2x by the end of fiscal year 2018. "We could lower the ratings over the next year if operating performance and margins decline considerably, leading to weaker profitability and cash flows, and resulting in adjusted debt to EBITDA sustained above 3x. This could occur from lower demand for the company's lubricant products, fewer vehicle miles driven, competition from larger players in the space intensifying, or electric vehicles growing at a faster rate than what we expected. "Although unlikely in the next 12 months, we could raise the ratings if we have a more favorable view of the business. This could happen if the company meaningfully grows its scale and diversifies its product offering, geographic exposure and customer base. For a higher rating, we would also likely need greater visibility into what impact hybrid and electric vehicles may have on Valvoline's business over the medium to long term." VANSCOY CHIROPRACTIC: May Use Cash Collateral for 90 Days --------------------------------------------------------- The Hon. Frank W. Volk of the U.S. Bankruptcy Court for the Southern District of West Virginia has entered an agreed order authorizing Vanscoy Chiropractic Corporation Holistic Health Center to use cash collateral in the ordinary course of its present business for a period of 90 days from the date of entry of this Sept. 6, 2017 court order. As reported by the Troubled Company Reporter on July 26, 2017, the Debtor sought court permission to use cash collateral. The Internal Revenue Service of the United States of America; the West Virginia State Tax Department; and First Bank of Charleston hold secured claims against the Debtor and the Debtor's accounts receivable which had a face value of approximately $86,000 at the time of the filing of the case. First Bank of Charleston obtained a judgment against the Debtor in the Circuit Court of Putnam County, West Virginia, under Civil Action No. 13-C-89. The Banks judgment also runs to Darrin Vanscoy, individually. The Debtor generates accounts receivable from Highmark Blue Cross/Blue Shield, Aetna Insurance, and other insurance companies. The receivables constitute cash collateral and the cash collateral is subject to the pre-petition liens. The Debtor has asserted that it needs use of the cash collateral to pay post-petition operating expenses in the ordinary course of its business. The secured creditors are willing to allow the Debtor the use certain amounts of cash collateral to continue to operate the business during the effective term of this Agreed Order. The creditors are granted (a) a post-petition priority security interest in the collateral to the same extent and in the same priority as held immediately prior to the petition date; except that First Bank of Charleston shall be recognized as holding a first priority lien on prepetition receivables upon which it levied prepetition to an amount not greater than 10,047; and (b) replacement and additional security interests and liens in and to all property of the Debtors estate to the same extent and in the same priority as the secured parties held immediately prior to the petition date. The Debtor is authorized and directed to pay the West Virginia State Tax Department $500 per month; the Internal Revenue Service of the United States of America $500 per month; and First Bank of Charleston $750 per month starting Sept. 15, 2017, and the 15 of the month thereafter. First Bank and the Debtor will split all proceeds received by First Bank from Highmark on a 50/50 basis. A copy of the Order is available at: http://bankrupt.com/misc/wvsb17-30271-56.pdf About VanScoy Chiropractic Corporation Holistic Health Center VanScoy Chiropractic Corporation Holistic Health Center sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 17-30271) on June 12, 2017, disclosing under $1 million in both assets and liabilities. Judge Frank W. Volk, presides over the case. Joseph W. Caldwell, Esq., at Caldwell & Riffee, serves as the Debtor's legal counsel. The U.S. Trustee has been unable to appoint a committee of unsecured creditors. VINCE INTERMEDIATE: S&P Raises CCR to 'CCC+' on Improved Liquidity ------------------------------------------------------------------ S&P Global Ratings raised its corporate credit rating on N.Y.-based Vince Intermediate Holding LLC to 'CCC+' from 'CCC-'. The outlook is stable. S&P said, "Concurrently, we raised our issue-level rating on the company's $175 million term loan to 'B' from 'CCC-' and revised the recovery rating on this debt to '1' from '3'. The revised recovery rating reflects lower term loan debt outstanding following a $9 million reduction with proceeds from the rights offering. It also incorporates our expectations that the company will reduce its term loan further through scheduled amortization payments as required by the amended term loan credit agreement." The upgrade reflects Vince's improved liquidity following the rights offering and related backstop investment, and receipt of $30 million of cash from its shareholders. The company used a portion of the funds to repay $9 million of its term loan (reducing its outstanding balance to $36 million) and reduce its revolver borrowings by $15 million in order to increase its availability. S&P said, "We believe the repayment moderately increased revolver availability as of July 29, 2017. The outlook is stable, reflecting improved liquidity position following the rights offering and related backstop investment. We expect modestly improving performance during the second half of fiscal 2017 and into 2018 as the company's initiatives to improve quality of its inventory, revise pricing strategy, reduce cost, and rationalize distribution channels gain traction and lead to better sales, stronger margins, and modestly positive cash flow generations during 2018. "A lower rating could result if the company's performance fails to strengthen because of ineffective merchandising strategy coupled with ongoing weakness in the retail sector resulting in declining sales and pressured margins. In our view, performance during the company's important fourth quarter will be an indication whether the company can reverse its negative operating trends and is better positioned for a healthier performance in 2018. "A higher rating is not likely until we have greater visibility into how the company plans to addresses its tax receivable liability given our belief that once the company turns profitable, the liability will continue to constrain Vince's liquidity position. For a higher rating, we would also need to see a clear improvement in profitability and evidence that the capital structure is sustainable. -- S&P's simulated default scenario assumes the company's liquidity deteriorates due to customer attrition, competitive pressures, and higher selling and operating costs; this leads to cash flows deteriorating to the point that the company is unable to meet its fixed charges. -- S&P's simulated default scenario assumes Vince would reorganize in the event of a payment default because of the strength of its brand. S&P therefore assesses the company as a going concern, using a 5x emergence multiple. -- Simulated year of default: 2019 Calculation of emergence EBITDA: -- Debt service assumption at time of default: $4.8 million -- Capital spending assumption: $10.9 million -- Default year scheduled amortization: $8 million -- Downward operational adjustment: 30% -- EBITDA at emergence: $16.6 million -- Implied EBITDA multiple: 5x -- Gross recovery valuation: $82.9 million -- Net enterprise value (after 5% administrative costs): $78.7 million -- Obligor/non-obligor: 90%/10% -- Priority obligations: $49.1 million -- Secured first-lien debt claims: $29.3 million -- Recovery expectations: 90% to 100% (rounded to 90%). Notes: All debt amounts include six months of pre-petition interest. VITAMIN WORLD: Taps JND Corporate as Claims & Noticing Agent ------------------------------------------------------------ Vitamin World, Inc. and its affiliated debtors seek approval from the US Bankruptcy Court for the District of Delaware to employ JND Corporate Restructuring as their claims and noticing agent. Services to be provided by JND are: 1. prepare and serve required notices and documents in these cases in accordance with the Bankruptcy Code and the Federal Rules of Bankruptcy Procedure in the form and manner directed by the Debtors and/or the Court; 2. maintain an official copy of the Debtors' schedules of assets and liabilities and statement of financial affairs, listing the Debtors' known creditors and the amounts owed; 3. maintain (a) a list of all potential creditors, equity holders, and other parties in interest and (b) a "core" mailing list consisting of all parties described in sections 2002(i), (j), and (k), and those parties that have filed a notice of appearance pursuant to Bankruptcy Rule 9010; update said lists and make said lists available upon request by a party in interest or the office of the clerk of the bankruptcy court; 4. furnish a notice to all potential creditors of the last date for the filing of proofs of claim and a form for the filing of a proof of claim, after such notice and form are approved by this Court, and notify said potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules, which may be effected by inclusion of such information on a customized proof of claim form provided to potential creditors; 5. maintain a post office box or address for the purpose of receiving claims and returned mail, and process all the mail received; 6. for all notices, motions, orders, or other pleadings or documents served, prepare and file, or cause to be filed, with the Clerk an affidavit or certificate of service within seven business days of service which includes (a) either a copy of the notice served or the docket numbers(s) and title(s) of the pleading(s) served, (b) a list of persons to whom it was mailed (in alphabetical order) with their addresses, (c) the manner of service, and (d) the date served; 7. process all proofs of claim received, including those received by the Clerk's office, and check said processing for accuracy, and maintain the original proofs of claim in a secure area; 8. maintain the official claims register for the Debtors on behalf of the Clerk; upon the Clerk's request, provide the Clerk with certified, duplicate unofficial Claims Registers; and specify in the Claims Registers the following information for each claim docketed (a) the claim number assigned, (b) the date received, (c) the name and address of the claimant and agent, if applicable, who filed the claim, (d) the amount asserted, (e) the asserted classification(s) of the claim (e.g., secured, unsecured, priority, etc.), (f) the applicable Debtor, and (g) any disposition of the claim; 9. implement necessary security measures to ensure the completeness and integrity of the Claims Registers and the safekeeping of the original claims; 10. record all transfers of claims and provide any notices of such transfers as required by Bankruptcy Rule 3001(e); 11. relocate, by messenger or overnight delivery, all of the court-filed proofs of claim to their offices, not less than weekly; 12. upon completion of the docketing process for all claims received to date for each case, turn over to the Clerk copies of the Claims Registers for the Clerk's review (upon the Clerk's request); 13. monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on and/or changes to the Claims Registers; 14. assist in the dissemination of information to the public and respond to requests for administrative information regarding the cases as directed by the Debtors or the Court, including through the use of a case website and/or call center; 15. if the case is converted to chapter 7, contact the Clerk's Office within three days of the notice to JND of entry of the order converting the case; 16. 30 days prior to the close of this case, to the extent practicable, request that the Debtors submit to the Court a proposed Order dismissing JND and terminating its services upon completion of its duties and responsibilities and upon the closing of these Chapter 11 Cases; 17. within seven days of notice to JND of entry of an order closing the Chapter 11 Cases, JND shall provide to the Court the final version of the Claims Registers as of the date immediately before the close of the cases; and 18. assist the Debtors with, among other things, (a) tracking and administration of claims; (b) performing tasks related to the services provided herein; and (c) performing other tasks pertaining to the administration of these Chapter 11 Cases as may be requested by the Debtors, the Court, or the Clerk's Office in accordance with the terms of the Services Agreement; and 19. at the close of this case, box and transport all original documents, in proper format, as provided by the Clerk's office, to (a) the Federal Archives Record Administration, located at Central Plains Region, 200 Space Center Drive, Lee's Summit, MO 64064 or (b) any other location requested by the Clerk's office. JND's Fee Structure: Standard Discounted Hourly Rates Hourly Rates ------------ ------------ Clerical $35.00 - $55.00 $26.25 - $41.25 Case Assistant $65.00 - $85.00 $48.75 - $63.75 IT Manager $75.00 - $95.00 $56.25 - $71.25 Case Consultant $85.00 - $135.00 $63.75 - $101.25 Sr. Case Consultant $145.00 - $165.00 $108.75 - $123.75 Case Director $175.00 - $195.00 $131.25 - $146.25 Travis K. Vandell, CEO of JND, attests that JND is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of the Bankruptcy Code, and holds no interest adverse to the Debtors or their estates, as required by section 327(a) of the Bankruptcy Code. The Firm can be reached through: Travis K. Vandell JND Corporate Restructuring 8269 E. 234 Ave, Suite 275 Denver, CO 80238 Tel: 1-800-207-7160 Email: travis.vandell@jndla.com About Vitamin World Vitamin World Inc., VWRE Holdings, Inc. ("RE Holdings") and other related entities sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-11933) on Sept. 11, 2017. Headquartered in Holbrook, New York, Vitamin World is a specialty retailer in the vitamins, minerals, herbs and supplements market. The Company offers customers products across all major VMHS and sports nutrition categories, including, supplements, active nutrition, multiples, letter vitamins, health and beauty, herbs, minerals, food and specialty items. When it filed for bankruptcy, Vitamin World was operating out of four distribution centers located in Holbrook, New York; Sparks, Nevada; Riverside, California; and Groveport, Ohio; and 334 retail stores that are mostly located in malls and outlet centers across the United States and its territories. Products are also sold online at http://www.vitaminworld.com/ The Company has 1,478 active employees. Katten Muchin Rosenman LLP is the Debtors' bankruptcy counsel. Saul Ewing Arnstein & Lehr LLP is the co-counsel. Retail Consulting Services, Inc., is the Debtors' real estate advisors. RAS Management Advisors, LLC, is the financial advisor. JND Corporate Restructuring is the claims and noticing agent. Vitamin World estimated assets of $50 million to $100 million and debt of $10 million to $50 million. WEST CORP: S&P Lowers CCR to 'B' Amid Leveraged Buyout ------------------------------------------------------ Global conferencing provider West Corp. announced it has entered into a definitive agreement to be acquired by affiliates of certain investment funds managed by affiliates of Apollo Global Management LLC in a transaction valued at about $5.1 billion. West Corp. will refinance existing debt and take on additional debt for the transaction. The initial borrower will be Olympus Merger Sub Inc., an entity controlled by Apollo. S&P expects that Olympus will subsequently merge with West Corp., which will be the surviving entity. S&P Global Ratings thus lowered its corporate credit rating on Omaha, Neb.-based West Corp. to 'B' from 'BB-'. The rating outlook is stable. S&P said, "At the same time, we removed the corporate credit rating from CreditWatch, where we had placed it on May 11, 2017, with negative implications following the announcement that the company entered into an agreement with affiliates of Apollo Global Management LLC to be acquired in a transaction valued at about $5.1 billion. We expect West Corp. to repay its existing debt upon the close of the transaction. "We assigned 'B' issue-level and '3' recovery ratings to the proposed senior secured credit facility, which will consist of a $350 million revolver due in 2022 and a $2.7 billion first-lien term loan B due in 2024. The '3' recovery rating reflects our expectation for meaningful recovery (50%-70%; rounded estimate: 65%) for lenders in the event of payment default. We also assigned 'CCC+' issue-level and '6' recovery ratings to the proposed $1.35 billion senior unsecured notes due in 2025. The '6' recovery rating reflects our expectation for negligible recovery (0%-10%; rounded estimate: 5%) for lenders in the event of payment default. "The downgrade reflects the substantially higher leverage due to the leveraged buyout by Apollo, which will result in pro forma adjusted debt to EBITDA increasing to the low-6x area in 2017 from about 4.7x as of June 30, 2017. We expect the company to realize about $70 million-$80 million in cost savings driven by headcount reductions, offshoring, and rationalization of the company's existing facilities. But we believe that these benefits will be offset by one-time costs and restructuring expenses through 2018, keeping leverage above 5x over the next few years. In addition, the downgrade reflects the potential for debt-financed dividends to shareholders, which will result in leverage remaining elevated longer term. "The stable outlook on West Corp. is based on our expectation that the company's leverage will remain in the low-6x area through 2018 as benefits from the company's cost-saving initiatives are offset by one-time costs and restructuring expenses. "We could lower our corporate credit rating on the company if adjusted leverage rises above 7x as a result of revenue decline from client losses or if the company made a large debt-financed acquisition or distributions to shareholders that pushed leverage above 7x on a sustained basis. "We could raise the rating if the company grew revenue and improve margins from new products and services, despite ongoing pricing pressures in the conferencing business, such that leverage declined to below 5x. However, even in that scenario, our view of West Corp.'s private-equity owners' financial policy constrain any prospects." WESTINGHOUSE ELECTRIC: Seeks OK of Key Employee Retention Program ----------------------------------------------------------------- Adam Lidgett, writing for Bankruptcy Law360, reports that Westinghouse Electric Co. LLC seeks authority from the Bankruptcy Court to implement a key employee retention program, aiming to retain 226 employees with specialized engineering and technical expertise and setting aside $13.8 million for those employees. The Company is also seeking termination of its deferred compensation plan, Law360 adds. About Westinghouse Electric Company Westinghouse Electric Company LLC -- http://www.westinghousenuclear.com/-- is a U.S. based nuclear power company founded in 1999 that provides design work and start-up help for new nuclear power plants and makes many of the components. Westinghouse manufactures and supplies the commercial fuel products needed to run the plants, and it offers training, engineering, maintenance, and quality management services. Almost 50% of nuclear power plants around the world and about 60% of U.S. plants are based on Westinghouse's technology. Westinghouse's world headquarters are located in the Pittsburgh suburb of Cranberry Township, Pennsylvania. On Oct. 16, 2006, Westinghouse Electric was sold for $5.4 billion to a group comprising of Toshiba (77% share), partners The Shaw Group (20% share), and Ishikawajima-Harima Heavy Industries Co. Ltd. (3% share). After purchasing part of Shaw's stake in 2013, Japan-based conglomerate Toshiba obtained ownership of 87% of Westinghouse. Amid cost overruns at U.S. nuclear reactors it was building, Westinghouse Electric Company LLC, along with 29 affiliates, filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-10751) on March 29, 2017. The petitions were signed by AlixPartners' Lisa J. Donahue, chief transition and development officer. The Debtors disclosed total assets of $4.32 billion and total liabilities of $9.39 billion as of Feb. 28, 2017. The Hon. Michael E. Wiles presides over the cases. Weil, Gotshal & Manges LLP serves as counsel to the Debtors. The Debtors hired AlixPartners LLP as financial advisor; PJT Partners Inc. as investment banker; Kurtzman Carson Consultants LLC as claims and noticing agent; K&L Gates as special counsel; and KPMG LLP as tax consultant and accounting and financial reporting advisor. Toshiba Nuclear Energy Holdings (UK) Ltd. is represented by Albert Togut, Esq., Brian F. Moore, Esq., and Kyle J. Ortiz, Esq., at Togut, Segal & Segal LLP. On April 7, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Proskauer Rose LLP is the committee's bankruptcy counsel and Houlihan Lokey Capital, Inc., serves as investment banker. The Board of Directors of Westinghouse appointed a special panel called the U.S. AP1000 Committee to oversee the company's activities related to certain AP1000 nuclear plants located in Georgia and South Carolina. WESTPAC RESTORATION: Hires Lindquist & Vennum as Counsel -------------------------------------------------------- Westpac Restoration, Inc., seeks authorization from the U.S. Bankruptcy Court for the District of Colorado to employ Lindquist & Vennum, LLP as counsel for the Debtor. The Debtor requires Lindquist & Vennum to: a. assist in the preparation of the Debtor's schedules and statement of financial affairs and other pleadings and amendments, as necessary, to file and maintain the chapter 11 case; b. assist in the preparation of motions and documents related to post-petition financing and the sale of assets under sec. 363 and 364 of the Bankruptcy Code; c. assist in the preparation of the Debtor's reorganization plan and the disclosure statement; d. investigate any and all legal proceedings to collect assets of the bankruptcy estate, including but not limited to, prosecution of adversary proceedings pursuant to sec. 510, 541 through 552; e. prepare on behalf of the Debtor all necessary applications, complaints, objections, answers, motions, orders, reports, and other pleadings and documents; f. represent the Debtor in adversary proceedings and contested matters related to the bankruptcy case; g. provide legal advice with respect to the Debtor's rights, powers, obligations, and duties as a chapter 11 debtor-in-possession in the continuing operation of the Debtor's business and the administration of the estate; and h. provide any other legal services for the Debtor as necessary and appropriate for the administration of the Debtor's estate. Lindquist & Vennum lawyers and paralegals who will work on the Debtor's case and their hourly rates are: Harvey Sender $550 Ethan J. Birnberg $345 Marilyn Davies $245 Lindquist & Vennum will also be reimbursed for reasonable out-of-pocket expenses incurred. Ethan J. Birnberg, Esq., a partner with the law firm Lindquist & Vennum, LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Lindquist & Vennum may be reached at: Ethan J. Birnberg, Esq. Lindquist & Vennum, LLP 600 17th Street, Suite 1800 South Denver, CO, 80202-5441 Tel: (303) 573-5900 Fax: (303) 573-1956 E-mail: ebirnberg@lindquist.com About Westpac Restoration, Inc. Westpac Restoration, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Colo. Case No. 17-18211) on September 1, 2017. The Hon. Elizabeth E. Brown presides over the case. Lindquist & Vennum, LLP represents the Debtor as counsel. The Debtor disclosed total assets of $330,491 and total liabilities of $1.50 million. The petition was signed by William R. Klaers, president/treasurer. WINDSTREAM HOLDINGS: S&P Lowers CCR to 'B' on Weak Performance -------------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Little Rock, Ark.-based Windstream Holdings Inc. to 'B' from 'B+'. The outlook is negative. S&P said, "At the same time, we lowered the rating on Windstream Services LLC's senior secured debt to 'BB-' from 'BB'. The recovery rating remains '1', which indicates our expectation of very high (90%-100%; rounded estimate: 95%) recovery in the event of payment default. The negative outlook reflects continued uncertainty around future performance stemming from competitive pressures in the consumer and SMB segment, slower sales conversion in the enterprise business, and low visibility into the impact of cost-cutting initiatives. Moreover, avenues to address the company's outer-year maturities could be constrained, absent a material improvement in operating performance. S&P said, "We could lower the rating if continued customer losses or weak sales growth result in further degradation in operating performance with free operating cash flow trending materially lower. We believe these factors could lead to a diminished liquidity position and impair the company's ability to pay down its medium-term maturities. "We could also lower the rating if the acquisition of EarthLink results in integration missteps, higher churn, pricing pressure, and lower-than-expected synergies such that the company records ongoing weak free operating cash flow. "We could revise the outlook to stable if Windstream is able to demonstrate sustained operating improvement in both is consumer and enterprise businesses, resulting in greater confidence in the company's ability to address debt maturities in 2020 and beyond." WYNIT DISTRIBUTION: Taps JND as Claims Noticing & Balloting Agent ----------------------------------------------------------------- WYNIT Distribution, LLC, et al. seek approval from the United States Bankruptcy Court for the District of Minnesota, Minneapolis Division, to employ JND Corporate Restructuring as their claims, noticing, and balloting agent. Services required of JND are: (a) for all notices, motions, and other pleadings or documents filed by the Debtors, (i) conduct service as appropriate, and (ii) prepare and file or cause to be filed an affidavit or certificate of service within seven business days of service; (b) prepare and maintain a creditor matrix and master service list; (c) analyze claims and process claims-related data; (d) monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed; (e) maintain a case website and call center (and email inquiry service) for the benefit of all parties in interest; (f) assist in the dissemination of information to the public and respond to requests for administrative information regarding the case; (g) provide assistance with data processing and administrative functions, including (i) preparation and maintenance of the Debtors' schedules of assets and liabilities and statement of financial affairs and (ii) the analysis and reconciliation of claims; (h) provide other claims analysis, noticing, and related administrative services as may be requested by the Debtors; (i) provide balloting and solicitation services in connection with the solicitation process for any chapter 11 plan for which a disclosure statement has been approved by the Court; (j) generate and provide claim reports and claim objection exhibits; (k) manage the preparation, compilation, and mailing of documents to creditors and other parties in interest in connection with the solicitation of a chapter 11 plan; (l) tabulate votes in connection with any plan filed by the Debtors and provide ballot reports to the Debtors and their professionals; (m) generate a ballot certification and testify, if necessary, in support of the same; (n) manage any distributions made pursuant to a confirmed plan; (o) manage the publication of legal notices, if any, as requested by the Debtors; and (p) provide other balloting, solicitation, distribution and administrative services as may be requested by the Debtors. JND's hourly rates are: Standard Discounted Hourly Rates Hourly Rates ------------ ------------ Clerical $35 - $55 $28 - $44 Case Assistant $65 - $85 $52 - $68 IT Manager $75 - $95 $60 - $76 Case Consultant $85 - $135 $68 - $108 Sr. Case Consultant $145 - $165 $116 - $132 Case Director $175 - $195 $140 - $156 Travis K. Vandell, CEO of JND Corporate Restructuring, attests that his firm is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code. The Firm can be reached through: Travis K. Vandell JND Corporate Restructuring 8269 E. 23rÿ Ave, Suite 275 Denver, CO 80238 Phone: 1-800-207-7160 Email: travis.vandell@JNDLA.com About WYNIT Distribution Headquartered at Greenville, South Carolina, WYNIT Distribution, LLC, is an international distributor of products from the top brands in the consumer electronics, photo, wide format printing, security and outdoor leisure and adventure industries. The Debtor filed a Chapter 11 bankruptcy petition (Bankr. D. Minn. Case No. 17-42726) on September 8, 2017. The petitions were signed by Pete Richichi, chief operating officer. The Debtor disclosed total assets of $100 million to $500 million and total liabilities of $100 million to $500 million. Judge Kathleen H Sanberg presides over the case. Stinson Leonard Street LLP represents the Debtor as counsel. YIELD10 BIOSCIENCE: Ends Second Quarter with $3 Million in Cash --------------------------------------------------------------- Yield10 Bioscience, Inc., reported financial results for the three months ended June 30, 2017. "We made solid progress in the second quarter driving toward the generation of proof points in our research and development programs," commented Oliver Peoples, Ph.D., president and chief executive officer. "We announced the start of field tests at sites in Canada in early June for the evaluation of our novel yield trait gene C3003 in Camelina and canola. Harvest of the crops is expected to start in the coming weeks. In addition, our C3003 yield trait has been introduced into soybean through a collaborator and greenhouse studies are currently underway. Progress with these studies keeps us on track to begin reporting out additional yield data on C3003 in oilseed crops starting in the fourth quarter of 2017." "Our T3 Platform provides us with a novel approach to discover performance traits and to develop strategies for genome editing for deployment in commercial crops. At the recent Plant Biology 2017 conference, we reported results showing that our C4001 trait produces significant increases in plant biomass yield and we are making progress deploying this trait in rice. We recently began additional work with the C4000 series of traits for yield improvement and drought tolerance in wheat through a new collaboration. Highlighting our work in genome editing as well as our efforts to establish a robust internal process for obtaining nonregulated status with USDA for new traits, we submitted to USDA-APHIS an 'Am I regulated?' letter for genome-edited Camelina during the second quarter." "On the corporate front, we filed four additional patent applications in the first half of the year related to expanding coverage around our inventions including C3003. More recently in July, we shored up our balance sheet raising $2.0 million of net proceeds in an offering of common stock and warrants. We look forward to the second half of the year as we continue to generate and report proof points, which we believe will validate the use of our performance traits in agriculturally important crops," said Dr. Peoples. SECOND QUARTER 2017 FINANCIAL OVERVIEW Yield10 Bioscience is managed with an emphasis on cash flow and deploys its financial resources in a disciplined manner to achieve its key strategic objectives. The Company ended the second quarter with $3.0 million in unrestricted cash and cash equivalents. The Company's net cash used in operating activities during the three months ended June 30, 2017 was $1.9 million, which was an increase of $0.8 million from the $1.1 million used for operating activities during the three months ended June 30, 2016. During the three months ended June 30, 2016, the Company received one-time license and royalty payments totaling $3.0 million, significantly offsetting the net cash used during the period. On July 7, 2017, the Company completed an offering of the Company's securities and raised net proceeds of approximately $2.0 million. As a result of acquiring these additional funds, the Company anticipates that its current cash resources will be sufficient to fund operations and meet its obligations, including its restructuring obligations, when due, into the first quarter of 2018. The Company anticipates that it will use approximately $8.0 to $8.5 million of cash during 2017, including anticipated payments for restructuring costs. The Company's present capital resources are not sufficient to fund its planned operations for a twelve month period and, therefore, raise substantial doubt about the Company's ability to continue as a going concern. The Company's ability to continue operations after its current cash resources are exhausted depends on its ability to obtain additional financing, including public or private equity financing, secured or unsecured debt financing, receipt of additional government research grants as well as licensing or other collaborative arrangements. O n May 26, 2017, the Company effected a 1-for-10 reverse stock split of its common stock in order to regain compliance with NASDAQ's $1.00 per share minimum market price. The ratio for the reverse stock split was determined by the Company's board of directors following approval by stockholders at the Annual Meeting held on May 24, 2017. All share amounts, per share data and share prices set forth in this release have been adjusted retroactively to reflect this reverse stock split. Continuing Operations For the three months ending June 30, 2017, the Company reported a net loss from continuing operations of $2.7 million, or $0.96 per share, as compared to a net loss from continuing operations of $2.5 million, or $0.90 per share, for the three months ended June 30, 2016. Total research grant revenue for the three months ended June 30, 2017, was $0.3 million, compared to $0.2 million recorded for the three months ended June 30, 2016. Research and development expenses and general and administrative expenses from continuing operations were $1.1 million and $1.9 million, respectively, for the three months ended June 30, 2017 compared to $1.5 million and $1.1 million, respectively, for the three months ended June 30, 2016. For the six months ending June 30, 2017, the Company reported a net loss from continuing operations of $4.8 million, or $1.69 per share, as compared to a net loss from continuing operations of $6.0 million, or $2.20 per share, for the six months ended June 30, 2016. Total research grant revenue for the six months ended June 30, 2017 was $0.6 million, compared to $0.3 million recorded for the six months ended June 30, 2016. Research and development expenses and general and administrative expenses from continuing operations were $2.2 million and $3.1 million, respectively, for the six months ended June 30, 2017 compared to $3.0 million and $3.4 million, respectively for the six months ended June 30, 2016. Discontinued Operations In July 2016, the Board of Directors of the Company approved a strategic restructuring plan under which Yield10 Bioscience became the Company's core business. As a result of this strategic shift, the Company completed the sale of its biopolymer assets in September 2016 in a transaction that met the requirements for discontinued operations reporting. The Company's financial statements for the three and six months ended June 30, 2016 have therefore been prepared to reflect the Company's former biopolymer operations as a discontinued operation. Net loss and net loss per share from discontinued operations were $0.7 million and $0.25, respectively, for the three months ended June 30, 2016 and a $3.6 million net loss and a $1.32 net loss per share for the six months ended June 30, 2016. About Yield10 Bioscience Yield10 Bioscience, Inc., formerly known as Metabolix, Inc. -- http://www.yield10bio.com/-- is focused on developing new technologies to achieve step-change improvements in crop yield to enhance global food security. Yield10 has an extensive track record of innovation based around optimizing the flow of carbon in living systems. Yield10 is leveraging its technology platforms and unique knowledge base to design precise alterations to gene activity and the flow of carbon in plants to produce higher yields with lower inputs of land, water or fertilizer. Yield10 is advancing several yield traits it has developed in crops such as Camelina, canola, soybean and corn. Yield10 is headquartered in Woburn, MA and has an Oilseeds center of excellence in Saskatoon, Canada. Yield10 reported a net loss of $7.60 million on $1.15 million of total revenue for the year ended Dec. 31, 2016, compared to a net loss of $23.68 million on $1.35 million of total revenue for the year ended Dec. 31, 2015. As of June 30, 2017, Yield10 had $6.06 million in total assets, $3.82 million in total liabilities and $2.24 million in total stockholders' equity. RSM US LLP, in Boston, Massachusetts, issued a "going concern" opinion on the consolidated financial statements for the year ended Dec. 31, 2016, noting that the Company has suffered recurring losses from operations and has insufficient capital resources, which raises substantial doubt about its ability to continue as a going concern. ZETTA JET: Shareholders Win Injunction in Singapore --------------------------------------------------- Zetta Jet USA, Inc., said in a U.S. Bankruptcy Court filing it has learned that certain shareholders of its co-debtor and parent company, Zetta Jet PTE, Ltd. -- namely, Asia Aviation Holdings Pte Ltd and Truly Great Global Limited -- have sought and obtained on an emergency basis an injunction from a court in Singapore in response to the commencement of the Chapter 11 bankruptcy cases filed by Zetta Jet USA and Zetta Jet PTE. Counsel for Zetta Jet USA has thus far not yet been provided with a copy of any such injunction. The Debtor contends that (i) the actions taken by those parties in Singapore constitute violations of the automatic stay, (ii) the Singapore Court does not have any jurisdiction over the Debtor or this Bankruptcy Court, and (iii) as a result of the foregoing, the actions taken by such parties are null and void as a matter of law. Counsel to the Debtors, Ron Bender, Esq., at Levene, Neale, Bender, Yoo & Brill L.L.P., cites In re Gold & Honey, Ltd., 310 B.R. 357, 369 (Bankr.E.D.N.Y.2009) (determining foreign receivership proceeding commenced in Israel for Israeli corporation to have violated the automatic stay when New York corporation and Israeli corporation had already commenced chapter 11 proceedings). About Zetta Jet Headquartered in Singapore, Zetta Jet claims to be the world's first truly personalized private airline. Zetta Jet promises to deliver the ultimate in bespoke luxury experiences to a discerning clientele with its unique experience that combines the dedicated Asian service philosophy with the flexibility and 'can-do' spirit of the U.S., adorned with the glamour of Europe's enduring chic on its Bombardier fleet with ultra-long range intercontinental capabilities across the Pacific Rim. Zetta Jet is a FAA-certificated air carrier and the first only part 135 operator authorized to conduct Polar flights, enabling Zetta Jet to optimize routes without limitation. The Company has offices both in Los Angeles and Singapore, and a network of sales and support offices in New York, London, San Jose, Harbin and Singapore. Burbank, California-based Zetta Jet USA, Inc., and its Singapore-based parent, Zetta Jet Pte. Ltd, filed voluntary bankruptcy petitions under Chapter 11 of the U.S. Bankruptcy Code in Los Angeles (Bankr. C.D. Cal. Case No. 17-21386 and 17-21387) on Sept. 15, 2017. Zetta Jet PTE and Zetta Jet USA each estimated assets and debt of $50 million to $100 million. Levene, Neale, Bender, Yoo & Brill L.L.P, serves as counsel to the Debtors. ZETTA JET: To Pursue Claims, Scrap Deals Signed by Former Exec. --------------------------------------------------------------- Zetta Jet USA, Inc., and parent Zetta Jet Pte. Ltd, have sought bankruptcy protection in the U.S. to purge fraudulent debt and scrap anomalous contracts signed by an officer they recently let go and sued in district court. Zetta Jet conducts private flight operations for international business and luxury travel. Zetta Jet services routes domestically across the United States and globally to Europe, Asia, Australia, Africa, the Middle East, and North and South America, with ultra-long range intercontinental capabilities across the Pacific Rim. Zeta Jet owns and operates a fleet of state-of-the-art Bombardier dual-engine jet aircraft, which are equipped with the fastest in-flight Wi-Fi available, whisper-quiet cabins, and curated with the finest amenities. Additionally, Zetta Jet operates a number of leased jets. Zetta Jet PTE is the parent and sole shareholder of Zetta Jet USA. Zetta Jet USA has its main office and hangar base in Burbank, California, and Zetta Jet PTE has its main office in Singapore. The Debtors have no secured lender and do not believe that any creditor has a security interest or lien in the revenue and cash of the Debtors. In December 2016, Zetta Jet PTE announced the merger/acquisition of Zetta Jet USA's predecessor in interest, Advanced Air Management, Inc., a California corporation, and Asia Aviation Company Pte, Ltd., a Singaporean company, which gave rise to the Zetta Jet of today. Established in August 2015, Zetta Jet has provided the ultimate in bespoke luxury experience to a discerning clientele of ultra-high-net-worth individuals across the globe. Zetta Jet has enjoyed phenomenal growth over the past two years, in large part due to high client satisfaction, customer word-of-mouth, and high-profile advertising, including advertising on the ring-ropes of the recent Mayweather-McGregor boxing match. Events Leading to Bankruptcy In August 2017, Zetta Jet's management learned that one of its officers, Geoffrey Cassidy -- who has since been removed from office -- was engaged in what Zetta Jet alleges to be fraud, embezzlement, breaches of fiduciary duty, defalcation, and self-dealing at a loss of millions of dollars to Zetta Jet. On August 17, 2017, Zetta Jet held special board meetings and removed Mr. Cassidy and his wife from their respective positions with Zetta Jet. At a special board meeting held on Sept. 5, the board of directors appointed Michael Maher as Zetta Jet's new Chief Executive Officer and President and authorized Mr. Maher to explore bankruptcy options and file bankruptcy cases for the Zetta Jet USA and Zetta Jet PTE. Zetta Jet believes that Mr. Cassidy did not simply loot Zetta Jet's coffers but also entered into several contracts on behalf of Zetta Jet that were detrimental to Zetta Jet -- many of which Zetta Jet suspects involved kickbacks to Mr. Cassidy and secretive self-dealing. Zetta Jet began a legal investigation and forensic accounting prior to the bankruptcy filing. As a result, on Sept. 8, 2017, Zetta Jet filed a federal civil lawsuit against Mr. Cassidy and an investor in the United States District Court for the Central District of California, bearing case number 2:17-cv-06648-JAK-GJS. Zetta Jet alleges that Mr. Cassidy engaged in self-dealing, fraud, embezzlement and enriched himself by, among other unlawful activities, (i) using company funds to purchase and/or renovate personal property including two yachts and related items valued conservatively between US$3 million and US$10 million; (ii) purchasing and renovating real property, including homes in France and Singapore; (iii) purchasing at least three luxury automobiles in Singapore valued conservatively between US$2 million and US$3 million; (iv) hosting extravagant gatherings costing hundreds of thousands of dollars in restaurants, bars, and social clubs around the world, including in Monaco, Los Angeles, and Macao; and (v) personally using Zetta Jet's fleet to fly his friends and himself for free around the globe to Singapore, Melbourne, Tokyo, Los Angeles, and Nice, France -- where he took possession of his new multi-million-dollar yacht, which was purchased with misappropriated funds at Zetta Jet's expense -- in total more than 300 hours of flight time at an average cost of $10,000 per hour in costs and lost corporate opportunity. In 2015, Mr. Cassidy, in his capacity as an officer of Zetta Jet, purchased seven Bombardier Global Express aircraft from a company called Jetcraft and is alleged to have made secret deals with the Jetcraft broker for illegal kickbacks of approximately US$2 million for each aircraft purchased. Later, in 2017, Mr. Cassidy ordered seven more Bombardier jets from Jetcraft with similar alleged illegal secret kickbacks. Zetta Jet estimates that these alleged illegal kickbacks, in the aggregate, represent between US$14 million and US$18 million of assets and/or opportunities misappropriated from Zetta Jet. These dealings harmed and continue to harm Zetta Jet by having inflated the price of the purchased jets, inflating the financing obligations taken on by Zetta Jet, including additional interest on higher principal sums borrowed, and inflating the debt service to an unsustainable level. Both Zetta Jet USA and Zetta Jet PTE will seek to employ professionals in their bankruptcy cases to continue the forensic work and litigation involving the District Court Lawsuit and intend to recover as much as possible to repay creditors, as well as unwind and avoid fraudulent conveyances. Zetta Jet USA and Zetta Jet PTE will also evaluate and seek to reject certain executory contracts negotiated by Mr. Cassidy for their unfavorable business terms or otherwise avoid them as fraudulent conveyances. The FBI has interviewed Zetta Jet's officers and shareholders about these matters, and Zetta Jet's current management is cooperating fully in the belief that this will advance recovery for creditors. Additionally, in 2016, a wealthy Chinese national, Mr. Li Qi, made a substantial investment in Zetta Jet with a combination of US$70 million loans and US$60 million capital. Zetta Jet estimates that Mr. Qi was owed approximately US$70 million of debt as of the Petition Date. Prior to the Petition Date, Mr. Qi sought the immediate payment of the obligations owed to him. Zetta Jet's management determined that Zetta Jet could not satisfy the demand, certainly not without compromising the integrity of Zetta Jet's ongoing business operations. With the mounting pressure on cash flow, payments due to legitimate creditors for debts incurred in the ordinary course of Zetta Jet's business, and fraudulent claims being lodged by illegitimate creditors, Zetta Jet USA and Zetta Jet PTE determined in their reasonable business judgment that they should file Chapter 11 bankruptcy cases and utilize the protections of the Bankruptcy Code to keep their business operations running without disruption, purge any fraudulent debt, analyze and reject those contracts negotiated by Mr. Cassidy which are determined by the Debtor and Zetta Jet PTE to be unfavorable, pursue claims against Mr. Cassidy and potentially other parties, and provide for the greatest recovery possible for the legitimate creditors of Zetta Jet USA and Zetta Jet PTE. 84 Employees As of the Petition Date, Zetta Jet USA employed a total of 84 employees, who are generally based in the United States. The Debtor has filed a motion to pay prepetition wages to employees. By Thursday, Sept. 21, 2017, the Debtor will be required to transfer funds to Intuit in an amount sufficient to cover the Wages due to 78 Employees who are paid on a semi-monthly basis on Friday, Sept. 22, which amount is estimated to total $335,194. The Debtor also expects to pay 6 employees who are paid on a monthly basis on Friday, October 6, the amount totaling $29,584. The source of the funds to be used to pay and/or honor the pre-petition Wages and to continue honoring the Debtor's employment and benefit policies will be the Debtor's revenue and cash on hand. The Debtor says it cannot maintain its business operations without its employees. About Zetta Jet Headquartered in Singapore, Zetta Jet claims to be the world's first truly personalized private airline. Zetta Jet promises to deliver the ultimate in bespoke luxury experiences to a discerning clientele with its unique experience that combines the dedicated Asian service philosophy with the flexibility and 'can-do' spirit of the U.S., adorned with the glamour of Europe's enduring chic on its Bombardier fleet with ultra-long range intercontinental capabilities across the Pacific Rim. Zetta Jet is a FAA-certificated air carrier and the first only part 135 operator authorized to conduct Polar flights, enabling Zetta Jet to optimize routes without limitation. The Company has offices both in Los Angeles and Singapore, and a network of sales and support offices in New York, London, San Jose, Harbin and Singapore. Burbank, California-based Zetta Jet USA, Inc., and its Singapore-based parent, Zetta Jet Pte. Ltd, filed voluntary bankruptcy petitions under Chapter 11 of the U.S. Bankruptcy Code in Los Angeles (Bankr. C.D. Cal. Case No. 17-21386 and 17-21387) on Sept. 15, 2017. Zetta Jet PTE and Zetta Jet USA each estimated assets and debt of $50 million to $100 million. Levene, Neale, Bender, Yoo & Brill L.L.P, serves as counsel to the Debtors. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re AAA Nursing Services Inc. Bankr. C.D. Cal. Case No. 17-12433 NAICS 4-Digit Code: Not stated Chapter 11 Petition filed September 12, 2017 See http://bankrupt.com/misc/cacb17-12433.pdf represented by: Michael Jay Berger, Esq. LAW OFFICES OF MICHAEL JAY BERGER E-mail: michael.berger@bankruptcypower.com In re A Helping Hand Too, LLC Bankr. W.D. La. Case No. 17-31512 NAICS 4-Digit Code: Not stated Chapter 11 Petition filed September 12, 2017 See http://bankrupt.com/misc/lawb17-31512.pdf represented by: Louis G. Scott, Esq. E-mail: scotttendal@bellsouth.net In re Cathedral Hill Hospitality Inc. Bankr. D. Minn. Case No. 17-32895 NAICS 4-Digit Code: Not stated Chapter 11 Petition filed September 12, 2017 See http://bankrupt.com/misc/mnb17-32895.pdf represented by: Thomas Flynn, Esq. LARKIN HOFFMAN DALY & LINDGREN E-mail: tflynn@larkinhoffman.com In re Michael A. Dean Bankr. D. Nev. Case No. 17-14918 Chapter 11 Petition filed September 12, 2017 represented by: Seth D. Ballstaedt, Esq. THE BALLSTAEDT LAW FIRM E-mail: seth@ballstaedtlaw.com In re Vekrum Kaushik Bankr. E.D.N.Y. Case No. 17-75574 Chapter 11 Petition filed September 12, 2017 Filed Pro Se In re Stanley J. Caterbone Bankr. E.D. Pa. Case No. 17-16204 Chapter 11 Petition filed September 12, 2017 Filed Pro Se In re Fidalgo 2010 LLC Bankr. W.D. Wash. Case No. 17-14004 NAICS 4-Digit Code: Not stated Chapter 11 Petition filed September 12, 2017 See http://bankrupt.com/misc/wawb17-14004.pdf represented by: Larry B. Feinstein, Esq. VORTMAN & FEINSTEIN E-mail: feinstein1947@gmail.com In re Keith Bryan Britto and Yvonne Vasquez Britto Bankr. N.D. Cal. Case No. 17-42304 Chapter 11 Petition filed September 13, 2017 represented by: Lewis Phon, Esq. LAW OFFICES OF LEWIS PHON E-mail: lewisphon@att.net In re Mountain Blue Hotel Group, LLC Bankr. N.D. Ga. Case No. 17-66051 NAICS 4-Digit Code: Not stated Chapter 11 Petition filed September 13, 2017 See http://bankrupt.com/misc/ganb17-66051.pdf represented by: Scott B. Riddle, Esq. LAW OFFICE OF SCOTT B. RIDDLE, LLC E-mail: scott@scottriddlelaw.com In re Dominic Vincent Bovio Bankr. D.N.J. Case No. 17-28604 Chapter 11 Petition filed September 13, 2017 Filed Pro Se In re Target Sports Retail, LLC Bankr. D.N.M. Case No. 17-12346 NAICS 4-Digit Code: Not Stated Chapter 11 Petition filed September 13, 2017 See http://bankrupt.com/misc/nmb17-12346.pdf represented by: Michael K. Daniels, Esq. E-mail: mike@mdanielslaw.com In re Freeport Realty Management Inc. Bankr. E.D.N.Y. Case No. 17-44725 NAICS 4-Digit Code: Not stated Chapter 11 Petition filed September 13, 2017 See http://bankrupt.com/misc/nyeb17-44725.pdf represented by: Karamvir Dahiya, Esq. DAHIYA LAW OFFICES, LLC E-mail: karam@bankruptcypundit.com In re Sea Crest Palace Diner Bankr. E.D.N.Y. Case No. 17-75594 NAICS 4-Digit Code: 7225 Chapter 11 Petition filed September 13, 2017 See http://bankrupt.com/misc/nyeb17-75594.pdf Filed Pro Se In re Arturo L. Gonzalez Perez Bankr. D.P.R. Case No. 17-06372 Chapter 11 Petition filed September 13, 2017 represented by: Eduardo J Mayoral Garcia, Esq. E-mail: emayoral@gmail.com In re Morgan's Maids, LLC Bankr. M.D. Tenn. Case No. 17-06252 NAICS 4-Digit Code: Not stated Chapter 11 Petition filed September 13, 2017 See http://bankrupt.com/misc/tnmb17-06252.pdf represented by: Steven L. Lefkovitz, Esq. LAW OFFICES LEFKOVITZ & LEFKOVITZ E-mail: slefkovitz@lefkovitz.com In re Wendy Anne Biddle Bankr. M.D. Fla. Case No. 17-07974 Chapter 11 Petition filed September 14, 2017 represented by: David W. Steen, Esq. DAVID W STEEN, P.A. E-mail: dwsteen@dsteenpa.com In re James K. Hansen and Donna L. Hansen Bankr. M.D. Fla. Case No. 17-07980 Chapter 11 Petition filed September 14, 2017 represented by: Michael A. Ziegler, Esq. LAW OFFICE OF MICHAEL A. ZIEGLER PL E-mail: mike@zieglerlawoffice.com In re Non-Stop Transport, LLC Bankr. S.D. Fla. Case No. 17-21405 NAICS 4-Digit Code: Not stated Chapter 11 Petition filed September 14, 2017 See http://bankrupt.com/misc/flsb17-21405.pdf represented by: Chad T. Van Horn, Esq. VAN HORN LAW GROUP, P.A. E-mail: Chad@cvhlawgroup.com In re Myles Buenos Tortel Bankr. D. Idaho Case No. 17-40827 Chapter 11 Petition filed September 14, 2017 represented by: Aaron J Tolson, Esq. E-mail: ajt@aaronjtolsonlaw.com In re East NY Realty II Inc. Bankr. E.D.N.Y. Case No. 17-44751 NAICS 4-Digit Code: Not stated Chapter 11 Petition filed September 14, 2017 See http://bankrupt.com/misc/nyeb17-44751.pdf Filed Pro Se In re 19407 Linden LLC Bankr. E.D.N.Y. Case No. 17-44759 NAICS 4-Digit Code: 8129 Chapter 11 Petition filed September 14, 2017 See http://bankrupt.com/misc/nyeb17-44759.pdf Filed Pro Se In re 657 Rogers Avenue LLC Bankr. E.D.N.Y. Case No. 17-75614 NAICS 4-Digit Code: 2361 Chapter 11 Petition filed September 14, 2017 See http://bankrupt.com/misc/nyeb17-75614.pdf represented by: Dominic Sarna, Esq. WINGATE KEARNEY CULEN In re Bedrock Holdings, Inc. Bankr. E.D. Pa. Case No. 17-16283 NAICS 4-Digit Code: Not stated Chapter 11 Petition filed September 14, 2017 See http://bankrupt.com/misc/paeb17-16283.pdf represented by: Kevin K. Kercher, Esq. LAW OFFICE OF KEVIN K. KERCHER, ESQ, PC E-mail: kevinkk@kercherlaw.com In re CTB Ventures LLC Bankr. W.D. Wash. Case No. 17-14042 Chapter 11 Petition filed September 14, 2017 Filed Pro Se In re Paragon & Beyond Ltd. Bankr. E.D.N.Y. Case No. 17-44794 NAICS 4-Digit Code: 4911 Chapter 11 Petition filed September 15, 2017 See http://bankrupt.com/misc/nyeb17-44714.pdf Filed Pro Se In re Home Town Media Group, LLC Bankr. S.D.N.Y. Case No. 17-23422 NAICS 4-Digit Code: Not stated Chapter 11 Petition filed September 15, 2017 See http://bankrupt.com/misc/nysb17-23422.pdf represented by: Richard A. Roberts, Esq. E-mail: attorneyrobertsoffice@yahoo.com ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. 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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. 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